May 1, 2006

Dear Fellow ZF Shareholder:

   I am pleased to provide the manager's report and commentary for The Zweig
Fund, Inc. for the three months ended March 31, 2006.

   For the quarter ended March 31, 2006, The Zweig Fund's net asset value
increased 5.58%, including a $0.146 distribution paid on January 10, 2006.
During the same period the S&P 500(R) Index gained 4.19%, including reinvested
dividends. The Fund's average equity exposure for the quarter was approximately
79%.

   As previously announced, the Fund's distribution for the quarter ended March
31, 2006, was $0.150 payable on April 26, 2006, to shareholders of record on
April 7, 2006.

   For updates on the Fund's performance and holdings, visit the Individual
Investors section of our Web site, PhoenixFunds.com.

   Thank you for your investment in The Zweig Fund, Inc.

              Sincerely,

              /s/ Daniel T. Geraci
              Daniel T. Geraci
              President
              The Zweig Fund, Inc.

                           MARKET REVIEW AND OUTLOOK

   Despite some cooling after the Federal Reserve (the "Fed") indicated
interest rate increases were not over, equities enjoyed a positive first
quarter with each of the major indexes outperforming returns posted for the
twelve months ended December 31, 2005.

   Ending three consecutive years of first-quarter losses, the Dow Jones
Industrial Average/SM/ rose 3.66% -- its strongest quarter since 2002. In 2005,
the Dow lost 0.6%. The NASDAQ Composite(R) Index, which increased 6.1%, also
experienced its best quarter since 2000, outperforming its 2005 return of 1.4%.
The S&P 500 Index ended the quarter up 3.73%, excluding reinvested dividends,
its strongest three-month period since 1999. In 2005, the S&P 500 Index gained
3%. Topping all major domestic markets, the Dow Jones World Stock Index climbed
8.8% during the quarter.

   The market's strong performance was fueled by a number of factors: a
seasonably strong first quarter, the end of tax selling, and new money entering
the market through reinvestments. In addition, significant cash held by
corporations, leveraged buyout firms, and hedge funds -- liquidity which can be
used for takeovers, stock buybacks, or dividends -- bodes well for the market.
Finally, the overall strength of the world economy, particularly in the Far
East, contributed favorably to the environment.

   Confirming expectations, the Federal Reserve's first meeting with Ben
Bernanke the new Fed chairman, resulted in a quarter point increase to the
federal funds rate to 4.75%. This represents the fifteenth quarter-point
increase since the Fed's upward cycle began in 2004 when the rate stood at a
46-year low of 1%. Alluding to further rate hikes, the Fed stated "some further
policy firming may be needed to keep the risks to the attainment of sustainable
economic growth and price stability roughly in balance." While inflation
expectations were contained, increased resource utilization and higher prices
of energy and other commodities could add to inflationary pressures. In our
opinion, the likelihood for another rate hike in May is high. However, the
outcome will be contingent on the strength of the economy and the extent of
inflationary pressures.





   Recent market performance has been driven by investors' economic
expectations and its impact on interest rates. Consequently, strong economic
news was considered a market negative, while weak economic news was viewed
positively as investors interpret this to signal an end to interest rate hikes.
In the long run, the market seeks high earnings and a strong economy.
Therefore, we anticipate that this behavior is a short-term phenomenon.

   Overall signs of economic health have been conflicting. The Institute for
Supply Management reported that manufacturing activity dropped to 55.2 in March
from 56.7 in February, reflecting a decline in new orders and employment.
However, the Conference Board stated that its Consumer Confidence Index climbed
5 points in March to 107.2, the highest level since May's reading of 110.3. In
our view, the economy appears strong. However, the impact of higher oil prices
and a slower housing market could have negative implications. Based on current
data, we expect the U.S. economy to slow in the second half of 2006.

   While views about the direction of the domestic economy differ, the U.S.
trade deficit continues to escalate. The Commerce Department reported the gap
reached $68.51 billion in January, an increase of 5.3% from December and $10.24
billion over January 2005. Helping to fund the enormous trade deficit, foreign
investors bought a net of $1.05 trillion in long-term American securities in
2005, according to the Treasury Department, a gain of 14% from 2004. If the
inflows into the Federal government bond market slow, it could be problematic.
However, given that deficits will continue for the foreseeable future -- we
expect the situation to remain steady as foreigners continue to invest in
Treasury bonds.

   Foreign companies lead the U.S. in mergers and acquisitions. European M&A
activity totaled $416 billion in the first quarter, more than double the rate
during the first three months of 2005, according to data provider Dealogic.
U.S. deals, on the other hand, totaled $325 billion, 10% above 2005. We believe
that merger activity will remain strong, as will takeovers, which are marked by
large positions in cash -- a positive factor for the market.

   While U.S. merger activity gained in the first quarter, the value of initial
public offerings (IPOs) declined. Dealogic reported 43 IPOs totaling $9.66
billion, compared with 41 offerings valued at $10 billion in the first quarter
of 2005. Each IPO averaged approximately $221 million compared to $245 million
a year earlier. At quarter-end, the pace and quality of IPOs remained within
the expected normal range.

   After rising 4.8% in January, margin debt lost much of its gain, resulting
in a 0.5% increase through February, according to the New York Stock Exchange.
Debit balances at margin accounts totaled $222.78 billion at the end of
February compared with $221.66 billion in December. Margin debt rose during
1998 and 1999, reaching a high of $278.53 billion in March 2000. As with IPOs,
we look for margin debt to trend gradually with a rising stock market.

   Despite a slight stock market gain, short sales on the New York Stock
Exchange rose 2.1% between mid-February and mid-March. We believe that short
selling involves gaining large profits by selling shares to a third party and
repurchasing them when the price falls. Therefore, a rise in short sales
indicates investors are anticipating a market downturn. This pessimism can
create additional buying power in the market.

   The rate of capital spending by companies listed in the S&P 500 Index has
slowed. While spending gained 11% in the fourth quarter, its pace was less than
half the rate of the third quarter. Operating earnings of the S&P 500 also
dipped slightly to $20.04 per share in the first quarter from $20.17 in the
fourth quarter, well above the $18.00 per share during the same period of 2005.
S&P 500 companies ended the


                                      2




first quarter trading at 18.2 times earnings, a decline from the 19.4 times
earnings at the close of 2005. The price/earnings ratio declined because
earnings have risen faster than stock prices. The equity market appears neither
very cheap nor expensive, and in our opinion is reasonably priced.

   Based on statistics, there may be trouble ahead for the market. According to
Standard and Poor's, the S&P 500 Index has lost 2% on average in second
quarters of second years of presidential terms since 1945. Third quarters show
average losses of 2.2%. Given the historically weaker mid-year trend, we will
proceed cautiously.

   Market optimism has cooled among financial advisors. A poll conducted by
Investors Intelligence in early April revealed 49.5% bulls and 27.8% bears
compared with 60.4% bulls and 20.8% bears at year end. We believe that the lack
of any extreme optimism is a positive sign for the market.

   Looking ahead, our own market outlook remains neutral. The Fed's recent
interest rate actions have had a negative impact on our monetary indicator.
With interest rates at their highest level in over four years, we reduced our
exposure by 4 to 5 percentage points. As of March 31, 2006, The Zweig Fund's
equity allocation was approximately 72% to 73%, representing a high neutral to
slightly bullish position.

              Sincerely,

              /s/Martin E. Zweig, Ph.D.


              Martin E. Zweig, Ph.D.
              President
              Zweig Consulting LLC

                             PORTFOLIO COMPOSITION

   For the three-month period ended March 31, 2006, The Zweig Fund's leading
stock market sectors included financials, information technology, health care,
industrials, and consumer discretionary, which replaced consumer staples.
During the quarter, we increased our exposure to consumer discretionary and
materials and reduced our weighting in energy and health care.

   As of March 31, 2006, the Fund's top ten equity holdings were AMR Corp.,
Cisco Systems, Continental Airlines, Costco Wholesale Corp., Freeport-McMoRan
Copper & Gold, Goldman Sachs, L-3 Communications, NASDAQ-100 Trust, QUALCOMM,
and Wachovia Corp. All of these holdings are new to the top ten with the
exception of Continental Airlines and NASDAQ 100 Trust, where there were no
changes to the number of shares held.

   During the quarter, we added to our position in Freeport-McMoRan and trimmed
our exposure to AMR and Goldman Sachs. There were no changes to the other
companies listed.

              Sincerely,



                 [SIGNATURE]

              /s/ Carlton Neel
              Carlton Neel
              Executive Vice President
              Phoenix/Zweig Advisers LLC

The preceding information is the opinion of Zweig Consulting LLC. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts will be realized.

                                      3




Glossary

Conference Board's Consumer Confidence Index: A monthly measure of consumer
confidence based on a representative sample of 5,000 U.S. households surveyed.

Dow Jones Industrial Average/SM/: A price-weighted average of 30 blue chip
stocks. The index is calculated on a total return basis with dividends
reinvested.

Dow Jones World Stock Index: The Dow Jones World Stock Index measures the
performance of more than 2,000 companies worldwide that represent more than 80%
of the equity capital on 25 stock markets.

Federal funds rate: The interest rate charged on overnight loans of reserves by
one financial institution to another in the United States. The federal funds
rate is the most sensitive indicator of the direction of interest rates since
it is set daily by the market.

Federal Reserve (the "Fed"): The central bank of the United States, responsible
for controlling the money supply, interest rates and credit with the goal of
keeping the U.S. economy and currency stable. Governed by a seven-member board,
the system includes 12 regional Federal Reserve Banks, 25 branches and all
national and state banks that are part of the system.

Initial public offering (IPO): A company's first sale of stock to the public.

Institute for Supply Management (ISM) Report on Business(R): An economic
forecast, released monthly, that measures U.S. manufacturing conditions and is
arrived at by surveying 300 purchasing professionals in the manufacturing
sector representing 20 industries in all 50 states.

Investors Intelligence Survey: A weekly survey published by Chartcraft, an
investment services company, of the current sentiment of approximately 150
market newsletter writers. Participants are classified into three categories:
bullish, bearish or waiting for a correction.

NASDAQ Composite(R) Index: A market capitalization-weighted index of all issues
listed in the NASDAQ (National Association Of Securities Dealers Automated
Quotation System) Stock Market, except for closed-end funds, convertible
debentures, exchange traded funds, preferred stocks, rights, warrants, units
and other derivative securities. The index is calculated on a total return
basis with dividends reinvested.

S&P 500(R) Index: A free-float market capitalization-weighted index of 500 of
the largest U.S. companies. The index is calculated on a total return basis
with dividends reinvested.

Indexes cited are unmanaged and not available for direct investment; therefore
their performance does not reflect the expenses associated with the active
management of an actual portfolio.

                                      4




                             THE ZWEIG FUND, INC.

               SCHEDULE OF INVESTMENTS AND SECURITIES SOLD SHORT

                                March 31, 2006
                                  (Unaudited)




                                                        Number of
                                                         Shares      Value
                                                        --------- -----------
                                                         
   INVESTMENTS
   DOMESTIC COMMON STOCKS                        69.09%
   CONSUMER DISCRETIONARY -- 8.51%
      Abercrombie & Fitch Co./(e)/..................     105,000  $ 6,121,500
      CBS Corp. Class B.............................     230,000    5,515,400
      Nike, Inc. Class B............................      72,000    6,127,200
      Gap, Inc. (The)...............................     330,000    6,164,400
      McDonald's Corp...............................     180,000    6,184,800
      Newell Rubbermaid, Inc........................     150,000    3,778,500
      Viacom, Inc. Class B..........................      87,500    3,395,000
                                                                  -----------
                                                                   37,286,800
                                                                  -----------
   CONSUMER STAPLES -- 7.01%
      Archer-Daniels-Midland Co.....................     180,000    6,057,000
      Costco Wholesale Corp.........................     125,000    6,770,000
      Kimberly-Clark Corp...........................     100,000    5,780,000
      PepsiCo, Inc./(d)/............................     110,000    6,356,900
      Procter & Gamble Co...........................     100,000    5,762,000
                                                                  -----------
                                                                   30,725,900
                                                                  -----------
   ENERGY -- 5.44%
      ConocoPhillips................................      95,000    5,999,250
      Halliburton Co................................      80,000    5,841,600
      Occidental Petroleum Corp.....................      65,000    6,022,250
      Valero Energy Corp............................     100,000    5,978,000
                                                                  -----------
                                                                   23,841,100
                                                                  -----------
   FINANCIALS -- 15.51%
      Allstate Corp.................................     115,000    5,992,650
      Bank of America Corp./(d)/....................     130,000    5,920,200
      Goldman Sachs Group, Inc......................      43,000    6,749,280
      Huntington Bancshares, Inc....................     250,000    6,032,500
      JPMorgan Chase & Co...........................     150,000    6,246,000
      Merrill Lynch & Co., Inc......................      75,000    5,907,000
      Morgan Stanley................................     100,000    6,282,000
      New York Community Bancorp, Inc./(e)/.........     340,000    5,956,800
      PNC Financial Services Group, Inc.............      90,000    6,057,900
      Wachovia Corp.................................     120,000    6,726,000
      Wells Fargo & Co..............................      95,000    6,067,650
                                                                  -----------
                                                                   67,937,980
                                                                  -----------


        See notes to schedule of investments and securities sold short

                                      5






                                                           Number of
                                                            Shares       Value
                                                           ---------  ------------
                                                             
  HEALTH CARE -- 8.41%
     Amgen, Inc./(b)/..................................      85,000   $  6,183,750
     Bristol-Myers Squibb Co./(e)/.....................     250,000      6,152,500
     Gilead Sciences, Inc./(b)/........................     100,000      6,222,000
     Merck & Co., Inc..................................     175,000      6,165,250
     Pfizer, Inc.......................................     240,000      5,980,800
     UnitedHealth Group, Inc...........................     110,000      6,144,600
                                                                      ------------
                                                                        36,848,900
                                                                      ------------
  INDUSTRIALS -- 9.05%
     AMR Corp./(b) (e)/................................     260,000      7,033,000
     Boeing Co. (The)..................................      85,000      6,624,050
     Continental Airlines, Inc. Class B/(b) (e)/.......     250,000      6,725,000
     General Electric Co./(d)/.........................     170,000      5,912,600
     L-3 Communications Holdings, Inc./(d)/............      80,000      6,863,200
     Norfolk Southern Corp.............................     120,000      6,488,400
                                                                      ------------
                                                                        39,646,250
                                                                      ------------
  INFORMATION TECHNOLOGY -- 12.27%
     Cisco Systems, Inc./(b)/..........................     315,000      6,826,050
     Dell, Inc./(b)/...................................     180,000      5,356,800
     EMC Corp./(b)/....................................     470,000      6,406,100
     Hewlett-Packard Co................................     190,000      6,251,000
     Intel Corp........................................     165,000      3,192,750
     International Business Machines Corp..............      70,000      5,772,900
     Microsoft Corp....................................     240,000      6,530,400
     QUALCOMM, Inc.....................................     135,000      6,832,350
     Verisign, Inc./(b)(e)/............................     275,000      6,597,250
                                                                      ------------
                                                                        53,765,600
                                                                      ------------
  MATERIALS -- 2.89%
     Dow Chemical Co./(d)/.............................     135,000      5,481,000
     Freeport-McMoRan Copper & Gold, Inc. Class B
       (Indonesia)/(e)/................................     120,000      7,172,400
                                                                      ------------
                                                                        12,653,400
                                                                      ------------
         Total Domestic Common Stocks (Identified Cost
           $253,125,584)......................................         302,705,930
                                                                      ------------
  FOREIGN COMMON STOCKS/(c)/                      10.17%
  CONSUMER DISCRETIONARY -- 2.83%
     Honda Motor Co., Ltd. ADR (Japan)/(d)/............     200,000      6,192,000
     Sony Corp. ADR (Japan)............................     135,000      6,219,450
                                                                      ------------
                                                                        12,411,450
                                                                      ------------


        See notes to schedule of investments and securities sold short

                                      6






                                                           Number of
                                                            Shares         Value
                                                           -----------  ------------
                                                               
 FINANCIALS -- 1.43%
    Deutsche Bank AG (Germany)........................         55,000   $  6,283,200
 HEALTH CARE -- 1.52%
    Sanofi-Aventis Sponsored ADR (France).............        140,000      6,643,000
 INFORMATION TECHNOLOGY -- 4.39%
    Amdocs Ltd. (United States)/(b)/..................        170,000      6,130,200
    Nokia Oyj ADR (Finland)...........................        315,000      6,526,800
    Seagate Technology (Singapore)/(b)(e)/............        250,000      6,582,500
                                                                        ------------
                                                                          19,239,500
                                                                        ------------
        Total Foreign Common Stocks (Identified Cost $34,284,068)         44,577,150
                                                                        ------------
 EXCHANGE TRADED FUNDS                            3.35%
    iShares MSCI Japan Index Fund/(e)/................        285,000      4,104,000
    NASDAQ-100 Shares/(e)/............................        252,000     10,568,880
                                                                        ------------
        Total Exchange Traded Funds (Identified Cost $12,884,745)         14,672,880
                                                                        ------------
        Total Long Term Investments -- 82.61% (Identified Cost
          $300,294,397).........................................         361,955,960
                                                                        ------------
 SHORT-TERM INVESTMENTS                          25.23%
 MONEY MARKET MUTUAL FUNDS -- 7.93%
    State Street Navigator Prime Plus (4.71% seven
      day effective yield)/(f)/ (Identified Cost
      $34,744,265)....................................     34,744,265     34,744,265

                                                              Par
                                                            (000's)
                                                           -----------
 FEDERAL AGENCY SECURITIES -- 13.63%
    FHLMC Series 1 3.75%, 11/15/06....................    $    15,000   $ 14,874,375
    FNMA 4.375%, 10/15/06/(d)/........................         45,000     44,836,695
                                                                        ------------
        Total Federal Agency Securities (Identified Cost
          $59,812,942)..........................................          59,711,070
                                                                        ------------


        See notes to schedule of investments and securities sold short

                                      7






                                                         Par
                                                       (000's)        Value
                                                       -------  ------------
                                                          
   COMMERCIAL PAPER/(g)/ -- 3.67%
      Goldman Sachs & Co., Inc. 4.87%, 4/3/06......    $ 2,100  $  2,099,432
      Rabobank USA 4.83%, 4/3/06...................     14,000    13,996,243
                                                                ------------
          Total Commercial Paper (Identified Cost
            $16,095,675)................................          16,095,675
                                                                ------------
          Total Short-Term Investments (Identified cost
            $110,652,882)...............................         110,551,010
                                                                ------------
          Total Investments (Identified Cost
            $410,947,279) -- 107.84%....................         472,506,970/(a)/
          Securities Sold Short (Proceeds $15,022,035) --
            (4.54)%.....................................         (19,870,600)
          Other Assets Less Liabilities -- (3.30)%......         (14,472,517)
                                                                ------------
          Net Assets -- 100.00%.........................        $438,163,853
                                                                ============


--------
 (a) Federal Tax information: Net unrealized appreciation of investment
     securities is comprised of gross appreciation of $73,938,315 and gross
     depreciation of $13,327,176 for federal tax purposes. At March 31, 2006,
     the aggregate cost of securities for federal income tax purposes was
     $411,895,831.
 (b) Non-income producing.
 (c) Common stock is considered to be foreign if the security is issued in a
     foreign country. The country of risk, noted parenthetically, is determined
     based on criteria in Note 1D "Foreign security country determination" in
     the Notes to Schedule of Investments and Securities Sold Short.
 (d) Position, or a portion thereof, has been segregated to collateralize for
     securities sold short.
 (e) All or a portion of security is on loan.
 (f) Represents security purchased with cash collateral for securities on loan.
 (g) The rate shown is the discount rate.

        See notes to schedule of investments and securities sold short

                                      8






                                                     Number of
                                                      Shares        Value
                                                     --------- -----------
                                                      
 SECURITIES SOLD SHORT
 DOMESTIC COMMON STOCKS                        2.63%
 CONSUMER DISCRETIONARY -- 2.63%
    American Eagle Outfitters, Inc...............     240,000  $ 7,166,400
    Wendy's International, Inc...................      70,000    4,344,200
                                                               -----------
        Total Domestic Common Stocks (Proceeds $8,206,925)      11,510,600
                                                               -----------
 EXCHANGE TRADED FUNDS                         1.91%
    iShares Russell 2000 Index Fund (Proceeds
      $6,815,110.)...............................     110,000    8,360,000
                                                               -----------
        Total Securities Sold Short (Proceeds $15,022,035)     $19,870,600/(h)/
                                                               ===========


--------
 (h) Federal Tax information: Net unrealized depreciation of securities sold
     short is comprised of gross appreciation of $0 and gross depreciation of
     $4,848,565 for federal income tax purposes. At March 31, 2006, the
     aggregate proceeds of securities sold short for federal income tax
     purposes was ($15,022,035).

        See notes to schedule of investments and securities sold short

                                      9




                             THE ZWEIG FUND, INC.

                             FINANCIAL HIGHLIGHTS

                                March 31, 2006
                                  (Unaudited)




                                                                                    Net Asset Value
                                                              Total Net Assets        per share
                                                         -------------------------- ---------------
                                                                                 
Beginning of period: December 31, 2005..................               $426,377,980          $5.82
   Net investment income................................ $  1,168,830               $ 0.02
   Net realized and unrealized gain on investments......   21,309,068                 0.29
   Dividends from net investment income and
     distributions from net long-term and short-term
     capital gains*.....................................  (10,692,025)               (0.15)
   Tax return of capital................................           --                   --
   Net asset value of shares issued to shareholders in
     reinvestment of dividends resulting in issuance of
     common stock.......................................           --                   --
                                                         ------------               ------
   Net increase in net assets/net asset value...........                 11,785,873           0.16
                                                                       ------------          -----
End of period: March 31, 2006...........................               $438,163,853          $5.98
                                                                       ============          =====



--------
  *Please note that the tax status of distributions is determined at the end of
   the taxable year. However, based on interim data as of March 31, 2006, we
   estimate that 15% of distributions represent return of capital and 75%
   represent excess gain distributions which are taxable as ordinary income.


                                      10




                             THE ZWEIG FUND, INC.

          NOTES TO SCHEDULE OF INVESTMENTS AND SECURITIES SOLD SHORT

                                March 31, 2006
                                  (Unaudited)

NOTE 1 -- SIGNIFICANT ACCOUNTING POLICIES

   The following is a summary of significant accounting policies consistently
followed by the Zweig Fund, Inc. (the "Fund") in the preparation of the
Schedule of Investments and Securities Sold Short. The preparation of the
Schedule of Investments and Securities Sold Short in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities, and disclosure of contingent assets and liabilities
at the date of the Schedule of Investments and Securities Sold Short. Actual
results could differ from those estimates.

  A. Security Valuation

   Equity securities are valued at the official closing price (typically last
sale) on the exchange on which the securities are primarily traded, or if no
closing price is available, at the last bid price.

   Debt securities are valued on the basis of broker quotations or valuations
provided by a pricing service, which in determining value utilizes information
with respect to recent sales, market transactions in comparable securities,
quotations from dealers, and various relationships between securities in
determining value.

   As required, some securities and assets may be valued at fair value as
determined in good faith by or under the direction of the Directors.

   Certain foreign common stocks may be fair valued in cases where closing
prices are not readily available or are deemed not reflective of readily
available market prices. For example, significant events (such as movement in
the U.S. securities market, or other regional and local developments) may occur
between the time that foreign markets close (where the security is principally
traded) and the time that the Fund calculates its net asset value (generally,
the close of the NYSE) that may impact the value of securities traded in these
foreign markets. In these cases, information from an external vendor may be
utilized to adjust closing market prices of certain foreign common stocks to
reflect their fair value. Because the frequency of significant events is not
predictable, fair valuation of certain foreign common stocks may occur on a
frequent basis.

   Short-term investments having a remaining maturity of 60 days or less are
valued at amortized cost, which approximates market.

  B. Security Transactions and Related Income

   Security transactions are recorded on the trade date. Dividend income is
recorded on the ex-dividend date, or in the case of certain foreign securities,
as soon as the Fund is notified. Interest income is recorded on the accrual
basis. The Fund amortizes premiums and accretes discounts using the effective
interest method. Realized gains and losses are determined on the identified
cost basis.

                                      11





  C. Foreign Currency Translation

   Foreign securities and other assets and liabilities are valued using the
foreign currency exchange rate effective at the end of the reporting period.
Cost of investments is translated at the currency exchange rate effective at
the trade date.

  D. Foreign Security Country Determination

   A combination of the following criteria is used to assign the countries of
risk listed in the schedule of investments and securities sold short: country
of incorporation, actual building address, primary exchange on which the
security is traded and country in which the greatest percentage of company
revenue is generated.

  E. Short Sales

   A short sale is a transaction in which the Fund sells a security it does not
own in anticipation of a decline in market price. To sell a security short, the
Fund must borrow the security. The Fund's obligation to replace the security
borrowed and sold short will be fully collateralized at all times by the
proceeds from the short sale retained by the broker and by cash and securities
deposited in a segregated account with the Fund's custodian. If the price of
the security sold short increases between the time of the short sale and the
time the Fund replaces the borrowed security, the Fund will realize a loss, and
if the price declines during the period, the Fund will realize a gain. Any
realized gain will be decreased, and any realized loss increased, by the amount
of transaction costs. On ex-dividend date, dividends on short sales are
recorded as an expense to the Fund. At March 31, 2006, the value of securities
sold short amounted to $19,870,600 against which collateral of $42,810,205 was
held. The collateral includes the deposits with the broker for securities held
short and the value of the segregated investments held long, as shown in the
Schedule of Investments and Securities Sold Short. Short selling used in the
management of the Fund may accelerate the velocity of potential losses if the
prices of securities sold short appreciate quickly. Stocks purchased may
decline in value at the same time stocks sold short may appreciate in value,
thereby increasing potential losses.

  F. Security Lending

   The Fund loans securities to qualified brokers through an agreement with
State Street Bank (the "Custodian") and the Fund. Under the terms of the
agreement, the Fund receives collateral with a market value not less than 100%
of the market value of loaned securities. Collateral is adjusted daily in
connection with changes in the market value of securities on loan. Collateral
consists of cash, securities issued or guaranteed by the U.S. Government or its
agencies and the sovereign debt of foreign countries. Cash collateral has been
invested in short-term money market funds. Dividends earned on the collateral
and premiums paid by the borrower are recorded as income by the Fund net of
fees and rebates charged by the Custodian for its services in connection with
this securities lending program. Lending portfolio securities involves a risk
of delay in the recovery of the loaned securities or in the foreclosure on
collateral.

NOTE 2 -- CREDIT RISK AND ASSET CONCENTRATIONS

   In countries with limited or developing markets, investments may present
greater risks than in more developed markets and the prices of such investments
may be volatile. The consequences of political, social or economic changes in
these markets may have disruptive effects on the market prices of these
investments and the income they generate, as well as a Fund's ability to
repatriate such amounts.

                                      12





   The Fund may invest a high percentage of its assets in specific sectors of
the market in its pursuit of a greater investment return. Fluctuations in these
sectors of concentration may have a greater impact on a Fund, positive or
negative, than if a Fund did not concentrate its investments in such sectors.

NOTE 3 -- INDEMNIFICATIONS

   Under the Fund's organizational documents, its directors and officers are
indemnified against certain liabilities arising out of the performance of their
duties to the Fund. In addition, the Fund enters into contracts that contain a
variety of indemnifications. The Fund's maximum exposure under these
arrangements is unknown. However, the Fund has not had prior claims or losses
pursuant to these contracts and expects the risk of loss to be remote.

                                      13




                                KEY INFORMATION

Zweig Shareholder Relations: 1-800-272-2700
   For general information and literature, as well as updates on net asset
value, share price, major industry groups and other key information

                               REINVESTMENT PLAN

   Many of you have questions about our reinvestment plan. We urge shareholders
who want to take advantage of this plan and whose shares are held in "Street
Name," to consult your broker as soon as possible to determine if you must
change registration into your own name to participate.

                           REPURCHASE OF SECURITIES

   Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Fund may from time to time purchase its shares of
common stock in the open market when Fund shares are trading at a discount from
their net asset value.

                     PROXY VOTING INFORMATION (FORM N-PX)

   The Adviser and Sub-Adviser vote proxies relating to portfolio securities in
accordance with procedures that have been approved by the Fund's Board of
Directors. You may obtain a description of these procedures, along with
information regarding how the Fund voted proxies during the most recent
12-month period ended June 30, 2005, free of charge, by calling toll-free
1-800-243-1574. This information is also available through the Securities and
Exchange Commission's website at http://www.sec.gov.

                             FORM N-Q INFORMATION

   The Fund files a complete schedule of portfolio holdings with the Securities
and Exchange Commission (the "SEC") for the first and third quarters of each
fiscal year on Form N-Q. Form N-Q is available on the SEC's website at
http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC's Public
Reference Room. Information on the operation of the SEC's Public Reference Room
can be obtained by calling toll-free 1-800-SEC-0330.

                                      14




OFFICERS AND DIRECTORS
Daniel T. Geraci
Director, Chief Executive Officer and President

Carlton Neel
Executive Vice President

David Dickerson
Senior Vice President

Marc Baltuch
Chief Compliance Officer and Vice President

Moshe Luchins
Vice President

Kevin J. Carr
Chief Legal Officer and Secretary

Nancy Curtiss
Treasurer

Charles H. Brunie
Director

Wendy Luscombe
Director

Alden C. Olson, Ph.D.
Director

James B. Rogers, Jr.
Director

R. Keith Walton
Director

Investment Adviser
Phoenix/Zweig Advisers LLC
900 Third Avenue
New York, NY 10022

Fund Administrator
Phoenix Equity Planning Corporation
One American Row
Hartford, CT 06102

Custodian
State Street Bank and Trust Company
P.O. Box 5501
Boston, MA 02206-5501

Legal Counsel
Katten Muchin Rosenman LLP
575 Madison Avenue
New York, NY 10022

Transfer Agent
Computershare Trust Company, NA
P.O. Box 43010
Providence, RI 02940-3010

--------------------------------------------------------------------------------

   This report is transmitted to the shareholders of The Zweig Fund, Inc. for
their information. This is not a prospectus, circular or representation
intended for use in the purchase of shares of the Fund or any securities
mentioned in this report.

PXP4132                                                                    Q1-06


      Quarterly Report



      Zweig

      The Zweig Fund, Inc.


      March 31, 2006


                                    [GRAPHIC]

  PHOENIX
  INVESTMENT PARTNERS, LTD.