UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number:       811-07460
 
Exact name of registrant as specified in charter: Delaware Investments® Dividend and
Income Fund, Inc.
 
Address of principal executive offices: 2005 Market Street
Philadelphia, PA 19103
 
Name and address of agent for service: David F. Connor, Esq.
  2005 Market Street
Philadelphia, PA 19103
 
Registrant’s telephone number, including area code: (800) 523-1918
 
Date of fiscal year end: November 30
 
Date of reporting period: August 31, 2014



Item 1. Schedule of Investments.

Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc.
August 31, 2014 (Unaudited)

      Number of Value
shares       (U.S. $)
Common Stock 81.40%
Consumer Discretionary – 4.52%
DIRECTV Class A † 1,550 $ 133,997
General Motors 1,211 42,143
  Johnson Controls 39,900 1,947,519
Lowe’s 42,100 2,210,671
Tarkett Class W/I * 9,027 278,745
4,613,075
Consumer Staples – 8.10%
Archer-Daniels-Midland 43,700 2,178,882
CVS Caremark 26,500 2,105,425
Hanesbrands 590 60,581
Kraft Foods Group 33,533 1,975,094
Mondelez International
     Class A 53,500 1,936,165
8,256,147
Diversified REITs – 1.44%
Fibra Uno Administracion † 116,400 419,215
Fifth Street Finance 20,943 205,870
Lexington Realty Trust 62,300 677,824
Nieuwe Steen Investments 243 1,383
Vornado Realty Trust 665 70,404
Washington Real Estate
     Investment Trust 3,500 97,230
1,471,926
Energy – 10.04%
Chevron 15,600 2,019,420
ConocoPhillips 23,600 1,916,792
Halcon Resources † 363 1,994
Halliburton 29,000 1,960,690
Kodiak Oil & Gas † 4,776 77,706
Marathon Oil 51,300 2,138,697
Occidental Petroleum 20,000 2,074,600
Range Resources 589 46,289
10,236,188
Financials – 8.20%
Allstate 34,700 2,133,703
Bank of New York Mellon 53,800 2,107,884
BB&T 54,600 2,038,218
Marsh & McLennan 39,200 2,081,520
8,361,325
Healthcare – 12.29%
Akorn *† 1,099 42,883
Baxter International 27,100 2,031,958
Cardinal Health 28,900 2,129,930
Johnson & Johnson 19,100 1,981,243
LTC Properties 2,500 102,375
Merck 34,700 2,085,817
Pfizer 66,589 1,957,051
Quest Diagnostics 34,200 2,161,782
Valeant Pharmaceuticals
     International † 296 34,721
12,527,760
Healthcare REITs – 1.01%
HCP 6,650 288,145
Health Care REIT 4,660 314,923
Healthcare Trust of America
     Class A 23,400 291,330
Sabra Health Care REIT 4,700 133,856
1,028,254
Hotel REITs – 1.09%
Ashford Hospitality Prime 1,700 27,523
Ashford Hospitality Trust 7,900   91,561
DiamondRock Hospitality 15,800 210,456
LaSalle Hotel Properties 2,600 95,030
Strategic Hotels & Resorts † 26,900 319,572
Summit Hotel Properties 33,800 370,110
  1,114,252
Industrial REITs – 1.04%
First Industrial Realty Trust 23,600 429,520
Prologis 780 31,933
STAG Industrial 19,400 454,542
Terreno Realty 7,300 147,752
1,063,747
Industrials – 6.29%
Northrop Grumman 16,900 2,150,018
Raytheon 22,000 2,119,480
Waste Management 45,600 2,141,832
6,411,330
Information Technology – 8.24%
Broadcom Class A 54,000 2,126,520
Cisco Systems 80,400 2,009,196
Intel 59,800 2,088,216
Xerox 157,300 2,172,313
8,396,245
Mall REITs – 1.81%
CBL & Associates Properties 10,834 205,846
General Growth Properties 4,129 101,450
Macerich 1,226 80,046
Rouse Properties 228 3,985
Simon Property Group 8,547 1,453,246
1,844,573

(continues)          NQ-DDF [8/14] 10/14 (13301) 1



Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc. (Unaudited)

      Number of Value
shares       (U.S. $)
Common Stock (continued)
Manufactured Housing REIT – 0.38%
Sun Communities 7,300 $ 391,499
391,499
Materials – 2.00%
duPont (E.I.) deNemours 30,900 2,042,799
2,042,799
Mixed REITs – 0.11%
PS Business Parks 1,400 114,156
114,156
Mortgage REIT – 0.29%  
Starwood Property Trust 12,200 290,970
290,970
Multifamily REITs – 1.37%
Apartment Investment &
     Management 10,919 374,194
Camden Property Trust 2,950 220,778
Education Realty Trust 22,500 245,025
Equity Residential 5,000 332,350
Essex Property Trust 1,147 221,887
  1,394,234
Office REITs – 1.40%
alstria office REIT *† 21,023   281,076
Corporate Office Properties
     Trust 16,400 465,432
Equity Commonwealth 7,600 204,288
Parkway Properties 23,000 477,250
1,428,046
Self-Storage REITs – 0.38%
Extra Space Storage 7,300 384,710
384,710
Shopping Center REITs – 1.80%
Agree Realty 17,500 516,775
Federal Realty Investment
     Trust 200 24,956
First Capital Realty 10,481 186,235
Kimco Realty 15,530 364,800
Kite Realty Group Trust 8,900 228,908
Ramco-Gershenson Properties
     Trust 11,700 198,432
Weingarten Realty Investors 2,500 85,550
Wheeler Real Estate
     Investment Trust *@ 45,156 227,135
1,832,791
Single Tenant REITs – 0.67%
American Realty Capital
     Properties 37,100 488,236
National Retail Properties * 5,300 196,842
685,078
Specialty REITs – 2.54%
AMC Entertainment Holdings 15,000 355,050
EPR Properties 5,220 297,070
Gladstone Land 24,800 306,528
Home Loan Servicing
     Solutions 35,400 775,260
Plum Creek Timber 5,285 214,730
Rayonier 2,200 75,394
Santander Consumer USA
     Holdings 9,852 183,444
Solar Capital 15,528 310,560
Starwood Waypoint
     Residential Trust † 2,400 66,432
  2,584,468
Telecommunications – 4.13%
AT&T 56,400 1,971,744
Century Communications =† 500,000 0
Frontier Communications 30,300 206,040
Verizon Communications 40,800 2,032,656
4,210,440
Utilities – 2.26%
American Water Works 3,200 161,952
Edison International 36,300 2,146,782
2,308,734
Total Common Stock
(cost $58,228,007) 82,992,747
 
Convertible Preferred Stock 3.22%
ArcelorMittal 6.00% exercise
price $20.36, expiration
date 12/21/15 * 8,575 194,545
Chesapeake Energy 144A
5.75% exercise price
$26.14, expiration date
12/31/49 # 187 225,335
El Paso Energy Capital Trust I
  4.75% exercise price
$34.49, expiration date
3/31/28 5,250 309,907
Exelon 6.50% exercise price
$43.75, expiration date
6/1/17 6,300 318,150
Halcon Resources 5.75%
exercise price $6.16,
expiration date 12/31/49 130 130,390

2 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Number of Value
      shares             (U.S. $)
Convertible Preferred Stock (continued)
HealthSouth 6.50% exercise
     price $30.01, expiration
     date 12/31/49 238 $ 329,392
Huntington Bancshares
     8.50% exercise price  
     $11.95, expiration date
     12/31/49 182 245,700
Intelsat 5.75% exercise price
     $22.05, expiration date
     5/1/16 6,910 331,335
Laclede Group 6.75%
     exercise price $57.81,
     expiration date 4/1/17 1,550 85,513
Maiden Holdings 7.25%
     exercise price $15.47,
     expiration date 9/15/16 6,000 282,240
  SandRidge Energy  
     7.00% exercise price
          $7.76, expiration date
          12/31/49 1,000   96,750
     8.50% exercise price
          $8.01, expiration date
          12/31/49 1,780 178,667
Wells Fargo 7.50% exercise
     price $156.71, expiration  
     date 12/31/49 259 314,936
Weyerhaeuser 6.375%
     exercise price $33.20,
     expiration date 7/1/16 1,788 103,275
Wheeler Real Estate
     Investment Trust
     9.00% exercise price
          $5.00, expiration date
          12/31/49 * 3,960 100,386
     9.00% exercise price
          $5.00, expiration date
          12/31/49 @= 34 35,557
Total Convertible Preferred
Stock (cost $3,024,564) 3,282,078
  
Principal
amount°
Convertible Bonds 8.26%
Basic Industry – 0.10%
Peabody Energy 4.75%
     exercise price $57.62,
     expiration date 12/15/41 * 135,000 97,706
97,706
Capital Goods – 0.43%
General Cable 4.50% exercise
     price $35.33, expiration
     date 11/15/29 ϕ 242,000 215,834
Titan Machinery 3.75%
     exercise price $43.17,
     expiration date 4/30/19 * 277,000 216,753
432,587
Communications – 1.42%
Alaska Communications
     Systems Group 6.25%
     exercise price $10.28,
     expiration date 4/27/18 253,000 206,195
Blucora 144A 4.25% exercise
     price $21.66, expiration
     date 3/29/19 # 148,000 149,757
Clearwire Communications
     144A 8.25% exercise price
     $7.08, expiration date
     11/30/40 #T 213,000 242,820
Equinix 4.75% exercise price
     $84.32, expiration date
     6/13/16 17,000 44,912
Liberty Interactive
     0.75% exercise price
     $1,000.00, expiration date
     3/30/43 205,000 278,928
     144A 1.00% exercise price
     $74.31, expiration date
     9/28/43 # 364,000 377,195
SBA Communications 4.00%
     exercise price $30.38,
     expiration date 9/29/14 41,000 148,471
1,448,278
Consumer Cyclical – 0.68%
Iconix Brand Group 2.50%
     exercise price $30.75,
     expiration date 5/31/16 164,000 230,933
Live Nation Entertainment
     144A 2.50% exercise price
     $34.68, expiration date
     5/13/19 # 41,000 41,307
Meritor 4.00% exercise price
     $26.73, expiration date
     2/12/27 ϕ 394,000 423,550
695,790

(continues)          NQ-DDF [8/14] 10/14 (13301) 3



Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc. (Unaudited)

Principal Value
      amount°       (U.S. $)
Convertible Bonds (continued)
Consumer Non-Cyclical – 2.01%
BioMarin Pharmaceutical
       1.50% exercise price
     $94.15, expiration date
     10/13/20 * 122,000 $ 136,106
Cardtronics 144A 1.00%
     exercise price $52.35,
     expiration date
     11/27/20 #* 359,000 344,417
Hologic
     2.00% exercise price
     $38.59, expiration date
     12/15/43 227,000 249,133
     2.00% exercise price
     $31.17, expiration date
     2/27/42 *ϕ 214,000 230,317
NuVasive 2.75% exercise
     price $42.13, expiration
     date 6/30/17 380,000 430,113
Salix Pharmaceuticals 1.50%
     exercise price $65.81,
     expiration date 3/15/19 45,000 110,559
Spectrum Pharmaceuticals
     144A 2.75% exercise price
     $10.53, expiration date
     12/13/18 # 144,000 150,300
Vector Group
     1.75% exercise price
     $27.16, expiration date
     4/15/20 223,000 251,851
     2.50% exercise price
     $17.62, expiration date
     1/14/19 97,000 141,490
2,044,286
Energy – 0.79%
Chesapeake Energy 2.50%
     exercise price $47.77,
     expiration date 5/15/37 126,000 131,119
Energy XXI Bermuda 144A
     3.00% exercise price
     $40.40, expiration date
     12/13/18 # 316,000 285,190
Helix Energy Solutions Group
     3.25% exercise price
     $25.02, expiration date
     3/12/32 140,000 190,050
Vantage Drilling 144A 5.50%
     exercise price $2.39,
     expiration date 7/15/43 # 189,000 201,757
808,116
Financials – 0.77%
Ares Capital 5.75% exercise
     price $19.13, expiration
     date 2/1/16 189,000 200,576
BGC Partners 4.50% exercise
     price $9.84, expiration
     date 7/13/16 287,000 304,399
Gain Capital Holdings 144A
     4.125% exercise price
     $12.00, expiration date
     11/30/18 # 180,000 165,713
New Mountain Finance 144A
     5.00% exercise price
     $15.93, expiration date
     6/14/19 # 114,000 117,776
788,464
Real Estate Investment Trusts – 0.85%
Blackstone Mortgage Trust
     5.25% exercise price
     $28.66, expiration date
     12/1/18 285,000 306,019
Campus Crest Communities
     Operating Partnership
     144A 4.75% exercise price
     $12.56, expiration date
     10/11/18 # 224,000   221,340
Forest City Enterprises
     3.625% exercise price
     $24.21, expiration date
     8/14/20 140,000 149,187
Lexington Realty Trust 144A  
     6.00% exercise price
     $6.68, expiration date
     1/11/30 # 118,000 189,611
866,157
Technology – 1.21%
Ciena 144A 3.75% exercise
     price $20.17, expiration
     date 10/15/18 # 179,000 233,371
Intel 3.25% exercise price
     $21.71, expiration date
     8/1/39 155,000 262,241
j2 Global 3.25% exercise
     price $69.37, expiration
     date 6/14/29 256,000 265,920
SanDisk 1.50% exercise price
     $51.53, expiration date
     8/11/17 * 105,000 202,650

4 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Principal Value
      amount°       (U.S. $)
Convertible Bonds (continued)
Technology (continued)
VeriSign 3.25% exercise price
     $34.37, expiration date
     8/15/37 158,000 $ 273,735
1,237,917
Total Convertible Bonds
(cost $7,504,947) 8,419,301
 
Corporate Bonds 35.50%
Automobiles – 1.26%
American Axle &
     Manufacturing
     7.75% 11/15/19 103,000 117,677
Chassix 144A
     9.25% 8/1/18 # 105,000 109,200
General Motors  
     4.875% 10/2/23 90,000 96,750
       6.25% 10/2/43 115,000 135,413
General Motors Financial
     6.75% 6/1/18 180,000 202,725
International Automotive
     Components Group 144A
     9.125% 6/1/18 # 220,000   235,400
Meritor
     6.25% 2/15/24 65,000 67,113
     6.75% 6/15/21 110,000 116,875
Tupy Overseas 144A  
     6.625% 7/17/24 # 200,000 208,100
1,289,253
Banking – 1.29%
Barclays Bank  
     7.625% 11/21/22 200,000 225,000
Credit Suisse Group 144A
     7.50% 12/29/49 # 305,000 331,687
JPMorgan Chase
     6.75% 1/29/49 205,000 221,144
Lloyds Banking Group 7.50%
     4/30/49 * 330,000 346,913
Popular 7.00% 7/1/19 190,000 191,900
1,316,644
Basic Industry – 4.20%
AK Steel 7.625% 5/15/20 * 204,000 211,905
ArcelorMittal 6.125% 6/1/18 185,000 201,881
Arch Coal 144A
     8.00% 1/15/19 #* 175,000 169,313
Builders FirstSource 144A
     7.625% 6/1/21 #* 197,000 206,357
Cemex 144A
     7.25% 1/15/21 # 200,000 220,250
CPG Merger Sub 144A
     8.00% 10/1/21 #* 185,000 194,713
Essar Steel Minnesota 144A
     11.50% 5/15/20 # 55,000 56,581
First Quantum Minerals
     144A 6.75% 2/15/20 # 97,000 101,123
     144A 7.00% 2/15/21 # 97,000 102,335
     144A 7.25% 5/15/22 # 250,000 264,375
FMG Resources August 2006
     144A 6.875% 4/1/22 #* 212,000 231,743
Hardwoods Acquisition 144A
     7.50% 8/1/21 # 135,000 137,700
HD Supply 11.50% 7/15/20 170,000 200,387
INEOS Group Holdings 144A
     5.875% 2/15/19 # 200,000 205,500
JMC Steel Group 144A
     8.25% 3/15/18 # 145,000 147,356
Kissner Milling 144A
     7.25% 6/1/19 # 155,000 160,231
LSB Industries 7.75% 8/1/19 140,000 153,650
Masonite International 144A
     8.25% 4/15/21 # 205,000 223,450
New Gold 144A
     6.25% 11/15/22 # 190,000 200,450
Nortek 8.50% 4/15/21 129,000 140,933
Polymer Group 144A
     6.875% 6/1/19 # 185,000 187,775
Ryerson
     9.00% 10/15/17 120,000 128,100
     11.25% 10/15/18 50,000 55,750
TPC Group 144A
     8.75% 12/15/20 # 210,000 232,575
Wise Metals Group 144A
     8.75% 12/15/18 # 80,000 86,800
Wise Metals Intermediate
     Holdings 144A
     9.75% 6/15/19 # 55,000 58,369
4,279,602
Capital Goods – 2.48%
Accudyne Industries 144A
     7.75% 12/15/20 # 180,000 193,500
Ardagh Packaging Finance
     144A 6.00% 6/30/21 # 200,000 198,500
B/E Aerospace 5.25% 4/1/22 90,000 97,875
BWAY Holding 144A
     9.125% 8/15/21 # 340,000 350,200
Consolidated Container 144A
     10.125% 7/15/20 # 171,000 171,000

(continues)          NQ-DDF [8/14] 10/14 (13301) 5



Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc. (Unaudited)

Principal Value
      amount°       (U.S. $)
Corporate Bonds (continued)
Capital Goods (continued)
Gardner Denver 144A
     6.875% 8/15/21 #* 90,000 $ 95,625
Gates Global 144A
     6.00% 7/15/22 # 335,000 333,325
Milacron 144A
     7.75% 2/15/21 # 180,000 194,850
Plastipak Holdings 144A
     6.50% 10/1/21 # 145,000 152,250
Reynolds Group Issuer  
     8.25% 2/15/21 * 145,000 158,956
Signode Industrial Group  
     144A 6.375% 5/1/22 # 175,000 174,563
TransDigm
     144A 6.00% 7/15/22 # 215,000 219,031
       144A 6.50% 7/15/24 # 180,000 184,725
2,524,400
Communications – 3.65%  
CenturyLink 6.75% 12/1/23 * 115,000 127,722
Cogent Communications
     Finance 144A
     5.625% 4/15/21 # 185,000   185,000
Digicel Group
     144A 7.125% 4/1/22 # 200,000 208,000
     144A 8.25% 9/30/20 # 221,000 239,785
Hughes Satellite Systems
     7.625% 6/15/21 160,000 181,600
Intelsat Luxembourg
     8.125% 6/1/23 835,000 908,063
Level 3 Escrow II 144A
     5.375% 8/15/22 # 220,000 221,650
Sprint
     144A 7.125% 6/15/24 # 485,000 496,519
     144A 7.25% 9/15/21 # 210,000 223,125
     144A 7.875% 9/15/23 # 125,000 134,375
Sprint Capital 6.90% 5/1/19 40,000 43,150
T-Mobile USA
     6.125% 1/15/22 55,000 57,200
     6.25% 4/1/21 85,000 88,506
     6.50% 1/15/24 35,000 36,487
Wind Acquisition Finance
     144A 7.375% 4/23/21 # 200,000 211,500
Windstream
     7.50% 6/1/22 105,000 114,581
     7.75% 10/1/21 115,000 125,925
Zayo Group 10.125% 7/1/20 107,000 122,114
3,725,302
Consumer Cyclical – 1.85%
BI-LO 144A PIK 8.625%
     9/15/18 #T 225,000 222,187
DBP Holding 144A
     7.75% 10/15/20 # 121,000 115,555
Landry’s 144A
     9.375% 5/1/20 # 320,000 345,600
Men’s Wearhouse 144A
     7.00% 7/1/22 #* 105,000 110,513
Michaels Stores 144A
     5.875% 12/15/20 # 145,000 147,247
Murphy Oil USA
     6.00% 8/15/23 190,000 202,350
Pantry 8.375% 8/1/20 195,000 209,625
Party City Holdings
     8.875% 8/1/20 210,000 232,575
PF Chang’s China Bistro 144A
     10.25% 6/30/20 # 130,000 133,900
Rite Aid 6.75% 6/15/21 * 115,000 122,619
Roundy’s Supermarkets 144A
     10.25% 12/15/20 # 50,000 48,625
1,890,796
Consumer Non-Cyclical – 0.74%
Crestview DS Merger Sub II
     10.00% 9/1/21 125,000 141,875
Darling Ingredients 144A
     5.375% 1/15/22 # 70,000 72,887
JBS Investments 144A
     7.75% 10/28/20 # 200,000 217,000
Prestige Brands 144A
     5.375% 12/15/21 # 140,000 139,650
Spectrum Brands
     6.375% 11/15/20 35,000 37,800
     6.625% 11/15/22 135,000 146,813
756,025
Energy – 6.26%
Athlon Holdings 144A
     6.00% 5/1/22 #* 165,000 170,363
Baytex Energy
     144A 5.125% 6/1/21 # 40,000 40,200
     144A 5.625% 6/1/24 # 175,000 175,656
Calumet Specialty Products
Partners 7.625% 1/15/22 280,000 294,000
Chaparral Energy
     7.625% 11/15/22 90,000 97,087
     8.25% 9/1/21 105,000 113,794
CHC Helicopter
     9.375% 6/1/21 * 200,000 224,000

6 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Principal Value
      amount°       (U.S. $)
Corporate Bonds (continued)
Energy (continued)
Chesapeake Energy
     4.875% 4/15/22 345,000 $ 362,664
Compressco Partners 144A
     7.25% 8/15/22 # 215,000 217,687
Energy Transfer Equity
     5.875% 1/15/24 86,000 91,267
Energy XXI Gulf Coast 144A
     6.875% 3/15/24 # 190,000 193,800
Exterran Partners
     6.00% 4/1/21 195,000 197,925
FTS International 144A
     6.25% 5/1/22 # 200,000 205,500
Genesis Energy
     5.75% 2/15/21 215,000 223,063
Halcon Resources
     8.875% 5/15/21 105,000 111,037
     9.75% 7/15/20 205,000 221,913
Hercules Offshore
     144A 6.75% 4/1/22 #* 200,000 181,250
     144A 7.50% 10/1/21 #* 95,000 90,250
     144A 8.75% 7/15/21 # 55,000 55,825
Key Energy Services
     6.75% 3/1/21 275,000 280,500
Laredo Petroleum
     5.625% 1/15/22 85,000 87,763
     7.375% 5/1/22 100,000 110,000
Midstates Petroleum
     9.25% 6/1/21 285,000 309,937
Northern Blizzard Resources
     144A 7.25% 2/1/22 # 124,000 131,440
Northern Oil & Gas
     8.00% 6/1/20 175,000 184,625
NuStar Logistics
     6.75% 2/1/21 115,000 128,225
Oasis Petroleum
     6.875% 3/15/22 135,000 148,163
Ocean Rig UDW 144A
     7.25% 4/1/19 # 250,000 250,000
Offshore Group Investment
     7.125% 4/1/23 90,000 89,775
PDC Energy 7.75% 10/15/22 185,000 203,500
Pioneer Energy Services 144A
     6.125% 3/15/22 # 190,000 193,800
Regency Energy Partners
     5.875% 3/1/22 190,000 205,200
Samson Investment
     9.75% 2/15/20 201,000 206,025
SandRidge Energy
     8.125% 10/15/22 243,000 259,403
Triangle USA Petroleum 144A
     6.75% 7/15/22 # 195,000 200,363
Warren Resources 144A
     9.00% 8/1/22 # 125,000 126,406
6,382,406
Financials – 0.24%
Nuveen Investments 144A
     9.50% 10/15/20 # 205,000 240,330
240,330
Healthcare – 2.87%
Air Medical Group Holdings
     9.25% 11/1/18 109,000 115,131
Amsurg 144A
     5.625% 7/15/22 # 105,000 107,887
Community Health Systems
     144A 6.875% 2/1/22 # 240,000 256,200
     7.125% 7/15/20 50,000 54,187
     8.00% 11/15/19 9,000 9,810
Crimson Merger Sub 144A
     6.625% 5/15/22 # 185,000 176,906
DaVita HealthCare Partners
     5.125% 7/15/24 450,000 457,313
Immucor 11.125% 8/15/19 155,000 172,825
Kinetic Concepts
     10.50% 11/1/18 124,000 138,725
     12.50% 11/1/19 * 85,000 97,219
Mallinckrodt International
     Finance 4.75% 4/15/23 105,000 99,487
MPH Acquisition Holdings
     144A 6.625% 4/1/22 # 90,000 94,387
Par Pharmaceutical
     7.375% 10/15/20 380,000 404,700
Salix Pharmaceuticals 144A
     6.00% 1/15/21 # 225,000 244,687
Tenet Healthcare
     144A 5.00% 3/1/19 # 130,000 131,950
     6.00% 10/1/20 85,000 92,437
     8.125% 4/1/22 115,000 132,681
Valeant Pharmaceuticals
       International
     144A 5.625% 12/1/21 #* 50,000 50,937
     144A 6.375% 10/15/20 # 85,000 89,250
2,926,719
Insurance – 0.99%  
American International Group  
     8.175% 5/15/58 170,000 235,025
Hockey Merger Sub 2 144A
     7.875% 10/1/21 # 210,000 222,075

(continues)          NQ-DDF [8/14] 10/14 (13301) 7



Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc. (Unaudited)

      Principal Value
amount°       (U.S. $)
Corporate Bonds (continued)
Insurance (continued)
Hub Holdings 144A PIK
     8.125% 7/15/19 #T 55,000 $ 55,894
Onex USI Acquisition 144A
     7.75% 1/15/21 # 190,000 196,650
XL Group 6.50% 10/29/49 305,000 295,469
1,005,113
Media – 3.01%  
Altice 144A 7.75% 5/15/22 # 210,000 223,650
CCO Holdings
     5.25% 9/30/22 230,000 234,313
Clear Channel
     Communications PIK
     14.00% 2/1/21 * 191,900 193,339
Columbus International 144A
     7.375% 3/30/21 # 200,000 218,500
CSC Holdings 144A  
     5.25% 6/1/24 # 335,000 332,487
DISH DBS 5.00% 3/15/23 250,000 249,375
  Gray Television
     7.50% 10/1/20 180,000   190,800
MDC Partners 144A
     6.75% 4/1/20 # 200,000 210,000
Mediacom Broadband 144A  
     5.50% 4/15/21 # 120,000 121,950
Numericable Group 144A
     6.00% 5/15/22 # 210,000 216,563
RCN Telecom Services 144A
     8.50% 8/15/20 # 100,000 107,250
Sinclair Television Group
     144A 5.625% 8/1/24 # 345,000 345,863
Virgin Media Finance 144A
     6.375% 4/15/23 # 200,000 214,000
VTR Finance 144A
     6.875% 1/15/24 # 200,000 215,000
3,073,090
Services – 2.85%
Algeco Scotsman Global
     Finance 144A
     10.75% 10/15/19 # 280,000 280,700
BlueLine Rental Finance 144A
     7.00% 2/1/19 # 110,000 116,600
Caesars Growth Properties
     Holdings 144A
     9.375% 5/1/22 # 205,000 198,722
Covanta Holding
     5.875% 3/1/24 200,000 208,000
Mattamy Group 144A
     6.50% 11/15/20 # 235,000 239,700
MCE Finance 144A
     5.00% 2/15/21 # 200,000 200,000
MGM Resorts International
     6.75% 10/1/20 55,000 61,050
     7.75% 3/15/22 90,000 105,525
     11.375% 3/1/18 80,000 101,400
Navios South American
     Logistics 144A
     7.25% 5/1/22 # 180,000 186,975
Pinnacle Entertainment
     6.375% 8/1/21 85,000 88,613
     7.75% 4/1/22 * 60,000 65,100
     8.75% 5/15/20 * 30,000 32,325
Stena 144A 7.00% 2/1/24 #* 235,000 249,687
United Rentals North America
     5.75% 11/15/24 435,000 456,750
Vander Intermediate Holding
     II 144A PIK 9.75%
     2/1/19 #*T 75,000 80,437
Watco 144A
     6.375% 4/1/23 # 90,000 92,475
West 144A
     5.375% 7/15/22 # 145,000 141,375
2,905,434
Technology – 2.14%
BMC Software Finance 144A
     8.125% 7/15/21 # 110,000 111,650
CommScope 144A
     5.50% 6/15/24 # 200,000 204,500
Entegris 144A
     6.00% 4/1/22 # 200,000 207,000
First Data
     11.25% 1/15/21 150,000 174,750
     11.75% 8/15/21 272,000 323,000
First Data Holdings 144A PIK
     14.50% 9/24/19 #T 9,258 10,531
Infinity Acquisition 144A
     7.25% 8/1/22 # 245,000 243,163
Infor Software Parent 144A
     PIK 7.125% 5/1/21 #*T 250,000 255,625
j2 Global 8.00% 8/1/20 185,000 203,037
Micron Technology 144A
     5.50% 2/1/25 # 110,000 111,650
NCR
     5.875% 12/15/21 50,000 52,625
     6.375% 12/15/23 165,000 179,025
Viasystems 144A
     7.875% 5/1/19 # 100,000 104,000
2,180,556

8 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Principal Value
      amount°       (U.S. $)
Corporate Bonds (continued)
Utilities – 1.67%
AES
     5.50% 3/15/24 155,000 $ 158,487
     7.375% 7/1/21 133,000 152,950
AES Gener 144A
     8.375% 12/18/73 # 200,000 229,000
Calpine
     5.375% 1/15/23 320,000 323,600
     5.75% 1/15/25 * 75,000 75,844
     144A 5.875% 1/15/24 #* 100,000 107,500
Dynegy 5.875% 6/1/23 * 120,000 117,300
Elwood Energy
     8.159% 7/5/26 99,120 112,253
Enel 144A
     8.75% 9/24/73 # 200,000 236,000
NRG Energy 144A
     6.25% 5/1/24 # 180,000 186,750
1,699,684
Total Corporate Bonds
(cost $34,989,660) 36,195,354
 
Senior Secured Loans3.48%«
Akorn Tranche B
     4.50% 11/13/20 55,000 55,068
Applied Systems 2nd Lien
     7.50% 1/15/22 192,000 193,920
Ashland Water 2nd Lien
     7.75% 7/2/22 75,000 74,625
Atkore International 2nd Lien
     7.75% 9/27/21 105,000 104,344
Azure Midstream Tranche B
     6.50% 10/21/18 44,554 45,041
BJ’s Wholesale Club 2nd Lien
     8.50% 3/31/20 205,000 207,861
Borgata Tranche B 1st Lien
     6.75% 8/15/18 189,050 191,341
Caesars Growth Partners
     Tranche B 1st Lien
     6.25% 5/8/21 105,000 102,953
Citycenter Holdings Tranche B
     5.00% 10/9/20 172,760 172,847
Clear Channel
     Communications Tranche D
     6.75% 1/30/19 315,000 310,078
Flint Group Tranche 2nd Lien
     8.25% 5/2/22 210,000 209,650
Gentiva Health Services
     Tranche B
     6.50% 10/10/19 149,250 149,553
Hostess Brands 1st Lien
     6.75% 3/12/20 199,500 205,485
LTS Buyer 2nd Lien  
     8.00% 3/15/21 28,463 28,712
Mauser Holdings 2nd Lien
     8.25% 6/30/22 215,000 215,134
Moxie Liberty Tranche B
     7.50% 8/21/20 105,000 108,413
Moxie Patriot (Panda Power
     Fund) Tranche B1
     6.75% 12/18/20 100,000 103,250
  Nuveen Investments 2nd Lien
     6.50% 2/28/19 100,000 100,400
Otterbox Tranche B
     5.75% 5/30/20 155,000 153,644
Panda Temple Power II
     Tranche B 1st Lien
     7.25% 3/28/19 105,000 108,413
Polymer Group Tranche B
     5.25% 12/13/19 164,175   164,534
Rite Aid 2nd Lien
     5.75% 8/3/20 97,000 98,425
Samson Investment 2nd Lien
     5.00% 9/25/18 205,000 203,225
Travelport Finance  
     Luxembourg Sarl Tranche B
     1st Lien 6.00% 8/15/21 135,000 135,827
Vantage Drilling Tranche B 1st
     Lien 5.75% 3/28/19 109,446 109,286
Total Senior Secured Loans
(cost $3,536,382) 3,552,029
     
Number of
shares
Limited Partnership1.80%
Ares Management * 16,900 302,172
Brookfield Infrastructure
     Partners * 9,400 399,030
Lehigh Gas Partners 31,200 1,129,128
Total Limited Partnership
(cost $1,209,823) 1,830,330
 
Preferred Stock1.07%
Ally Financial 144A 7.00% # 400 404,162
GMAC Capital Trust I
     8.125% 8,000 215,040
MetLife 5.00% 8,575 268,998

(continues)          NQ-DDF [8/14] 10/14 (13301) 9



Schedule of investments

Delaware Investments® Dividend and Income Fund, Inc. (Unaudited)

Number of Value
            shares       (U.S. $)
Preferred Stock (continued)
Regions Financial 6.375% * 8,000 $ 199,120
Total Preferred Stock
(cost $1,006,784) 1,087,320
 
Warrant0.00%
Wheeler Real Estate
     Investment Trust strike
     price $5.50, expiration
     date 4/29/19 @† 4,752 3,231
Total Warrant (cost $39) 3,231
  
Principal
amount°
Short-Term Investments4.08%
Discount Notes – 1.37% 
Federal Home Loan Bank
     0.055% 9/12/14 671,422 671,422
     0.075% 11/19/14 53,560 53,556
     0.077% 11/14/14 672,497 672,454
  1,397,432
Repurchase Agreements – 2.71%
Bank of America Merrill Lynch
     0.02%, dated 8/29/14, to
     be repurchased on 9/2/14,
     repurchase price $700,174
     (collateralized by U.S.
     government obligations
     0.00%-2.125%
     9/18/14-5/15/44; market
       value $714,175)   700,172 700,172
Bank of Montreal
     0.05%, dated 8/29/14, to  
     be repurchased on 9/2/14,
     repurchase price $233,391
     (collateralized by U.S.  
     government obligations  
     0.00%-4.375%
     1/2/15-2/15/38; market  
     value $238,058) 233,390 233,390
BNP Paribas  
     0.05%, dated 8/29/14, to
     be repurchased on 9/2/14,
     repurchase price
     $1,823,448 (collateralized
     by U.S. government
     obligations
     0.00%-3.125%
     2/26/15-8/15/21; market
     value $1,859,907) 1,823,438 1,823,438
2,757,000
 
Total Short-Term
Investments
(cost $4,154,352) 4,154,432
Total Value of Securities
Before Securities Lending
Collateral138.81%
(cost $113,654,558) 141,516,822
    
  Number of
shares
Securities Lending Collateral**6.57%
Investment Company
Delaware Investments
     Collateral Fund No.1 6,700,422 6,700,422
Total Securities Lending
Collateral (cost $6,700,422) 6,700,422
 
Total Value of
Securities145.38%
(cost $120,354,980) 148,217,244n
Obligation to Return
Securities Lending
Collateral(6.57%) (6,700,422 )
 
Borrowing Under Line of
Credit(39.24%) (40,000,000 )
Receivables and Other
Assets Net of
Liabilities0.43%« 436,740
Net Assets100.00% $ 101,953,562

10 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

# Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. At Aug. 31, 2014, the aggregate value of Rule 144A securities was $23,261,117,which represented 22.82% of the Fund’s net assets. See Note 6 in “Notes.”
* Fully or partially on loan.
** See Note 5 in“Notes”for additional information on securities lending collateral and non-cash collateral.
@ Illiquid security. At Aug. 31, 2014, the aggregate value of illiquid securities was $265,923, which represented 0.26% of the Fund’s net assets. See Note 6 in “Notes.”
100% of the income received was in the form of both cash and par.
T 100% of the income received was in the form of additional cash.
« Includes $8,000 cash collateral for futures contracts.
= Security is being fair valued in accordance with the Fund’s fair valuation policy. At Aug. 31, 2014,the aggregate value of fair valued securities was $35,557, which represented 0.03% of the Fund’s net assets. See Note 1 in “Notes.”
The rate shown is the effective yield at the time of purchase.
n Includes $6,493,624 of securities loaned.
° Principal amount shown is stated in U.S. dollars unless noted that the security is denominated in another currency.
Non income producing security.
Variable rate security. The rate shown is the rate as of Aug. 31, 2014. Interest rates reset periodically.
« Senior secured loans generally pay interest at rates which are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally: (i) the prime rate offered by one or more United States banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate (LIBOR), and (iii) the certificate of deposit rate. Senior secured loans may be subject to restrictions on resale. Stated rate in effect at Aug. 31, 2014.
ϕ
Step coupon bond.Coupon increases or decreases periodically based on a predetermined schedule.Stated rate in effect at Aug. 31, 2014.

The following futures contracts were outstanding at Aug. 31, 2014:1

Futures Contracts

Notional Unrealized
Cost Notional Expiration Appreciation
Contracts to Buy (Sell)       (Proceeds)       Value       Date       (Depreciation)
(8) U.S. Treasury 5 yr Notes $(949,290)   $(950,688) 1/2/15   $         (1,398)

The use of futures contracts involves elements of market risk and risks in excess of the amounts disclosed in the financial statements. The notional value presented above represents the Fund’s total exposure in such contracts, whereas only the net unrealized appreciation (depreciation) is reflected in the Fund’s net assets.

1 See Note 4 in “Notes.”

Summary of abbreviations:

PIK - Pay-in-kind
REIT - Real Estate Investment Trust

NQ-DDF [8/14] 10/14 (13301) 11



Notes

Delaware Investments® Dividend and Income Fund, Inc.
August 31, 2014 (Unaudited)

1. Significant Accounting Policies

The following accounting policies are in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and are consistently followed by Delaware Investments® Dividend and Income Fund, Inc. (Fund). This report covers the period of time since the Fund’s last fiscal year end.

Security Valuation — Equity securities and Exchange-Traded Funds (ETFs), except those traded on the Nasdaq Stock Market, Inc. (Nasdaq), are valued at the last quoted sales price as of the time of the regular close of the New York Stock Exchange on the valuation date. Securities and ETFs traded on the Nasdaq are valued in accordance with the Nasdaq Official Closing Price, which may not be the last sales price. If, on a particular day, an equity security or ETF does not trade, then the mean between the bid and ask prices will be used, which approximates fair value. Securities listed on a foreign exchange are normally valued at the last quoted sales price on the valuation date. U.S. government and agency securities are valued at the mean between the bid and ask prices, which approximates fair value. Investment company securities are valued at net asset value per share, as reported by the underlying investment company. Other debt securities are valued based upon valuations provided by an independent pricing service or broker and reviewed by management. To the extent current market prices are not available, the pricing service may take into account developments related to the specific security, as well as transactions in comparable securities. Valuations for fixed income securities utilize matrix systems, which reflect such factors as security prices, yields, maturities, and ratings, and are supplemented by dealer and exchange quotations. Foreign currency exchange contracts and foreign cross currency exchange contracts are valued at the mean between the bid and ask prices, which approximates fair value. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available. Futures contracts and options on futures contracts are valued at the daily quoted settlement prices. Exchange-traded options are valued at the last reported sale price or, if no sales are reported, at the mean between the last reported bid and ask prices, which approximates fair value. Generally, other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Fund’s Board of Directors (Board). In determining whether market quotations are readily available or fair valuation will be used, various factors will be taken into consideration, such as market closures or suspension of trading in a security. The Fund may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Fund values its securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Fund may frequently value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).

Federal and Foreign Income Taxes — No provision for federal income taxes has been made as the Fund intends to continue to qualify for federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to shareholders. The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as a tax benefit or expense in the current year. Management has analyzed the Fund’s tax positions taken for all open federal income tax years (Nov. 30, 2010–Nov. 30, 2013), and has concluded that no provision for federal income tax is required in the Fund’s financial statements. In regard to foreign taxes only, the Fund has open tax years in certain foreign countries it invests in that may date back to the inception of the Fund.

Repurchase Agreements — The Fund may purchase certain U.S. government securities subject to the counterparty’s agreement to repurchase them at an agreed upon date and price. The counterparty will be required on a daily basis to maintain the value of the collateral subject to the agreement at not less than the repurchase price (including accrued interest). The agreements are conditioned upon the collateral being deposited under the Federal Reserve book-entry system with the Fund’s custodian or a third-party sub-custodian. In the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings. All open repurchase agreements as of the date of this report were entered into on Aug. 29, 2014.

Distributions — The Fund has implemented a managed distribution policy. Under the policy, the Fund is managed with a goal of generating as much of the distribution as possible from net investment income and short-term capital gains. The balance of the distribution will then come from long-term capital gains to the extent permitted, and if necessary, a return of capital. Even though the Fund may realize current year capital gains, such gains may be offset, in whole or in part, by the Fund’s capital loss carryovers from prior years. For federal income tax purposes, the effect of such capital loss carryovers may be to convert (to the extent of such current year gains) what would otherwise be nontaxable returns of capital into distributions taxable as ordinary income. The use of such capital loss carryovers in this circumstance will produce no tax benefit for shareholders, and the capital loss carryovers available to offset future capital gains of the Fund will be reduced. Under the Regulated Investment Company Modernization Act of 2010 (Act), this tax effect attributable to the Fund’s capital loss carryovers (the conversion of returns of capital into distributions taxable as ordinary income) no longer applies to net capital losses of the Fund arising in Fund tax years beginning after Nov. 30, 2011. The actual determination of the source of the Fund’s distributions can be made only at year end. Shareholders should receive written notification regarding the actual components and tax treatments of all Fund distributions for the calendar year 2014 in early 2015.

12 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Foreign Currency Transactions — Transactions denominated in foreign currencies are recorded at the prevailing exchange rates on the valuation date in accordance with the Fund’s prospectus. The value of all assets and liabilities denominated in foreign currencies is translated daily into U.S. dollars at the exchange rate of such currencies against the U.S. dollar. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement of the foreign currency transaction are reported in operations for the current period. The Fund generally bifurcates that portion of realized gains and losses on investments in debt securities which is due to changes in foreign exchange rates from that which is due to changes in market prices of debt securities. For foreign equity securities, these changes are included in net realized and unrealized gain or loss on investments. The Fund reports certain foreign currency related transactions as components of realized gains (losses) for financial reporting purposes, whereas such components are treated as ordinary income (loss) for federal income tax purposes.

Use of Estimates — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the fair value of investments, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and the differences could be material.

Other — Expenses directly attributable to the Fund are charged directly to the Fund. Other expenses common to various funds within the Delaware Investments® Family of Funds are generally allocated among such funds on the basis of average net assets. Management fees and some other expenses are paid monthly. Security transactions are recorded on the date the securities are purchased or sold (trade date) for financial reporting purposes. Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Discounts and premiums on debt securities are amortized to interest income over the lives of the respective securities using the effective interest method. Distributions received from investments in Real Estate Investment Trusts (REITs) are recorded as dividend income on the ex-dividend date, subject to reclassification upon notice of the character of such distributions by the issuer. Foreign dividends are also recorded on the ex-dividend date or as soon after the ex-dividend date that the Fund is aware of such dividends, net of all tax withholdings, a portion of which may be reclaimable. Withholding taxes and reclaims on foreign dividends have been recorded in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

2. Investments

At Aug. 31, 2014, the cost of investments for federal income tax purposes has been estimated since final tax characteristics cannot be determined until fiscal year end. At Aug. 31, 2014, the cost of investments and unrealized appreciation (depreciation) were as follows:

Cost of Investments       $ 120,616,722
Aggregate unrealized appreciation $ 28,567,344
Aggregate unrealized depreciation     (966,822 )
Net unrealized appreciation $ 27,600,522

For federal income tax purposes, at November 30, 2013, capital loss carryforwards of $14,059,841 may be carried forward and applied against future capital gains. Capital loss carryforwards will expire as follows: $2,844,205 expires in 2016, and $11,215,636 expires in 2017.

On December 22, 2010, the Act was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes were generally effective for taxable years beginning after the date of enactment. Under the Act, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally,

(continues)          NQ-DDF [8/14] 10/14 (13301) 13



(Unaudited)

2. Investments (continued)
post-enactment capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered all short-term as permitted under previous regulation. There are no losses incurred that will be carried forward under the Act.

U.S. GAAP defines fair value as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. A three-level hierarchy for fair value measurements has been established based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The Fund’s investment in its entirety is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-level hierarchy of inputs is summarized below.

Level 1 –  inputs are quoted prices in active markets for identical investments. (Examples: equity securities, open-end investment companies, futures contracts, exchange-traded options contracts)
   
Level 2 – other observable inputs, including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates), or other market-corroborated inputs. (Examples: debt securities, government securities, swap contracts, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, broker-quoted securities, fair valued securities)
 
Level 3 – Significant unobservable inputs, including the Fund’s own assumptions used to determine the fair value of investments. (Examples: broker-quoted securities, fair valued securities)

Level 3 investments are valued using significant unobservable inputs. The Fund may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Valuations may also be based upon current market prices of securities that are comparable in coupon, rating, maturity, and industry. The derived value of a Level 3 investment may not represent the value which is received upon disposition and this could impact the results of operations.

The following table summarizes the valuation of the Fund’s investments by fair value hierarchy levels as of Aug. 31, 2014:

      Level 1       Level 2       Level 3       Total
Common Stock $ 82,431,543 $ 561,204 $ $ 82,992,747
Convertible Preferred Stock1 2,005,929 1,240,592 35,557 3,282,078
Corporate Debt 44,614,655 44,614,655
Senior Secured Loans     3,552,029   3,552,029
Limited Partnership 1,830,330 1,830,330
Preferred Stock1   683,158 404,162     1,087,320
Warrant 3,231 3,231
Short-Term Investments 4,154,432   4,154,432  
Securities Lending Collateral 6,700,422 6,700,422
Total $ 86,954,191 $ 61,227,496 $ 35,557 $ 148,217,244
Futures Contracts $ (1,398 ) $ $ $ (1,398 )

The securities that have been deemed worthless on the “Schedule of investments” are considered to be Level 3 securities in this table.

1Security type is valued across multiple levels. Level 1 investments represent exchange-traded investments, Level 2 investments represent investments with observable inputs or matrix-priced instruments, and Level 3 investments represent investments without observable inputs. The

14 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

amounts attributed to Level 1 investments, Level 2 investments, and Level 3 investments represent the following percentages of the total market value of security types:

Level 1       Level 2       Level 3       Total
Common Stock 99.32% 0.68%   100.00%
Convertible Preferred Stock 61.12%   37.80%      1.08 % 100.00%
Preferred Stock 62.83% 37.17%   100.00%

During the period ended Aug. 31, 2014, there were no transfers between Level 1 investments, Level 2 investments, or Level 3 investments that had a significant impact to the Fund. This does not include transfers between Level 1 investments and Level 2 investments due to the Fund utilizing international fair value pricing during the period. In accordance with the Fair Valuation Procedures described in Note 1, international fair value pricing of securities in the Fund occurs when market volatility exceeds an established rolling threshold. If the threshold is exceeded on a given date, then prices of international securities (those that traded on exchanges that close at a different time than the time that the Fund’s net asset value is determined) will be established using a separate pricing feed from a third party vendor designed to establish a price for each such security as of the time that the Fund’s net asset value is determined. Further, international fair value pricing uses other observable market-based inputs in place of the closing exchange price due to the events occurring after the close of the exchange or market on which the investment is principally traded, causing a change in classification between levels. The Fund’s policy is to recognize transfers between levels at the beginning of the period.

A reconciliation of Level 3 investments is presented when the Fund has a significant amount of Level 3 investments at the beginning, interim, or end of the period in relation to net assets. Management has determined not to provide additional disclosure on Level 3 inputs under ASU No. 2011-04 since the Level 3 investments are not considered significant to the Fund’s net assets at the end of the period.

3. Line of Credit

For the period ended Aug. 31, 2014, the Fund borrowed a portion of the money available to it pursuant to a $40,000,000 Credit Agreement with The Bank of New York Mellon (BNY Mellon) that expires on June 24, 2015. Prior to June 25, 2014, the Credit Agreement was $30,000,000. Depending on market conditions, the amount borrowed by the Fund pursuant to the Credit Agreement may be reduced or possibly increased in the future.

At Aug. 31, 2014, the par value of loans outstanding was $40,000,000, at a variable interest rate of 1.04%. During the period ended Aug. 31, 2014, the average daily balance of loans outstanding was $31,147,263 at a weighted average interest rate of approximately 1.04%. Interest on borrowing is based on a variable short-term rate plus an applicable margin. The commitment fee is computed at a rate of 0.10% per annum on the unused balance. Prior to June 25, 2014, the commitment fee was computed at a rate of 0.15% per annum on the unused balance. The loan is collateralized by the Fund’s portfolio.

4. Derivatives

U.S. GAAP requires disclosures that enable investors to understand: 1) how and why an entity uses derivatives; 2) how they are accounted for; and 3) how they affect an entity’s results of operations and financial position.

Foreign Currency Exchange Contracts — The Fund may enter into foreign currency exchange contracts and foreign cross currency exchange contracts as a way of managing foreign exchange rate risk. The Fund may enter into these contracts to fix the U.S. dollar value of a security that it has agreed to buy or sell for the period between the date the trade was entered into and the date the security is delivered and paid for. The Fund may also use these contracts to hedge the U.S. dollar value of securities it already owns that are denominated in foreign currencies. In addition, the Fund may enter into these contracts to facilitate or expedite the settlement of portfolio transactions. The change in value is recorded as an unrealized gain or loss. When the contract is closed, a realized gain or loss is recorded equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

The use of foreign currency exchange contracts and foreign cross currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities, but does establish a rate of exchange that can be achieved in the future. Although foreign currency exchange contracts and foreign cross currency exchange contracts limit the risk of loss due to an unfavorable change in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency change favorably. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. The Fund’s maximum risk of loss from counterparty credit risk is the value of its currency exchanged with the counterparty. The risk is generally mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. No foreign currency exchange contracts were outstanding at Aug. 31, 2014.

(continues)          NQ-DDF [8/14] 10/14 (13301) 15



(Unaudited)

Futures Contracts — A futures contract is an agreement in which the writer (or seller) of the contract agrees to deliver to the buyer an amount of cash or securities equal to a specific dollar amount times the difference between the value of a specific security or index at the close of the last trading day of the contract and the price at which the agreement is made. The Fund may use futures in the normal course of pursuing its investment objective. The Fund may invest in futures contracts to hedge its existing portfolio securities against fluctuations in fair value caused by changes in interest rates or market conditions. Upon entering into a futures contract, the Fund deposits cash or pledges U.S. government securities to a broker, equal to the minimum “initial margin” requirements of the exchange on which the contract is traded. Subsequent payments are received from the broker or paid to the broker each day, based on the daily fluctuation in the market value of the contract. These receipts or payments are known as “variation margin” and are recorded daily by the Fund as unrealized gains or losses until the contracts are closed. When the contracts are closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts include potential imperfect correlation between the futures contracts and the underlying securities and the possibility of an illiquid secondary market for these instruments. When investing in futures, there is reduced counterparty credit risk to the Fund because futures are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees against default. The Fund posted $8,000 cash collateral for open futures contracts.

Options Contracts During the period ended Aug. 31, 2014, the Fund entered into options contracts in the normal course of pursuing its investment objective. The Fund may buy or write options contracts for any number of reasons, including without limitation: to manage the Fund’s exposure to changes in securities prices caused by interest rates and market conditions, and foreign currencies; to earn income; as an efficient means of adjusting the Fund’s overall exposure to certain markets; to protect the value of portfolio securities; and as a cash management tool. The Fund may buy or write call or put options on securities, futures, swaps, swaptions, financial indices, and foreign currencies. When the Fund buys an option, a premium is paid and an asset is recorded and adjusted on a daily basis to reflect the current market value of the options purchased. When the Fund writes an option, a premium is received and a liability is recorded and adjusted on a daily basis to reflect the current market value of the options written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is treated as realized gain or loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has a realized gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option. When writing options, the Fund is subject to minimal counterparty risk because the counterparty is only obligated to pay premiums and does not bear the market risk of an unfavorable market change. No options contracts were outstanding at Aug. 31, 2014.

5. Securities Lending

The Fund, along with other funds in the Delaware Investments® Family of Funds, may lend its securities pursuant to a security lending agreement (Lending Agreement) with BNY Mellon. At the time a security is loaned, the borrower must post collateral equal to the required percentage of the market value of the loaned security, including any accrued interest. The required percentage is: (1) 102% with respect to U.S. securities and foreign securities that are denominated and payable in U.S. dollars; and (2) 105% with respect to foreign securities. With respect to each loan, if on any business day the aggregate market value of securities collateral plus cash collateral held is less than the aggregate market value of the securities which are the subject of such loan, the borrower will be notified to provide additional collateral by the end of the following business day which, together with the collateral already held, will be not less than the applicable initial collateral requirements for such security loan. If the aggregate market value of securities collateral and cash collateral held with respect to a security loan exceeds the applicable initial collateral requirement, upon the request of the borrower, BNY Mellon must return enough collateral to the borrower by the end of the following business day to reduce the value of the remaining collateral to the applicable initial collateral requirement for such security loan. As a result of the foregoing, the value of the collateral held with respect to a loaned security on any particular day may be more or less than the value of the security on loan.

16 NQ-DDF [8/14] 10/14 (13301)



(Unaudited)

Cash collateral received is generally invested in the Delaware Investments Collateral Fund No. 1 (Collective Trust) established by BNY Mellon for the purpose of investment on behalf of funds managed by Delaware Management Company (DMC), a series of Delaware Management Business Trust, that participate in BNY Mellon’s securities lending program. The Collective Trust may invest in U.S. government securities and high-quality corporate debt, asset-backed and other money market securities, and in repurchase agreements collateralized by such securities, provided that the Collective Trust will generally have a dollar-weighted average portfolio maturity of 60 days or less. The Fund can also accept U.S. government securities and letters of credit (non-cash collateral) in connection with securities loans. In the event of default or bankruptcy by the lending agent, realization and/or retention of the collateral may be subject to legal proceedings. In the event the borrower fails to return loaned securities and the collateral received is insufficient to cover the value of the loaned securities and provided such collateral shortfall is not the result of investment losses, the lending agent has agreed to pay the amount of the shortfall to the Fund or, at the discretion of the lending agent, replace the loaned securities. The Fund continues to record dividends or interest, as applicable, on the securities loaned and is subject to changes in value of the securities loaned that may occur during the term of the loan. The Fund has the right under the Lending Agreement to recover the securities from the borrower on demand. With respect to security loans collateralized by non-cash collateral, the Fund receives loan premiums paid by the borrower. With respect to security loans collateralized by cash collateral, the earnings from the collateral investments are shared among the Fund, the security lending agent, and the borrower. The Fund records security lending income net of allocations to the security lending agent, and the borrower.

The Collective Trust used for the investment of cash collateral received from borrowers of securities seeks to maintain a net asset value per unit of $1.00, but there can be no assurance that it will always be able to do so. The Fund may incur investment losses as a result of investing securities lending collateral in the Collective Trust. This could occur if an investment in a Collective Trust defaulted or if it were necessary to liquidate assets in the Collective Trust to meet returns on outstanding security loans at a time when the Collective Trust’s net asset value per unit was less than $1.00. Under those circumstances, the Fund may not receive an amount from the Collective Trust that is equal in amount to the collateral the Fund would be required to return to the borrower of the securities and the Fund would be required to make up for this shortfall.

At Aug. 31, 2014, the value of securities on loan was $6,890,953, for which the Fund received collateral, comprised of non-cash collateral (U.S. government securities) valued at $190,531, and cash collateral of $6,700,422. At Aug. 31, 2014, the value of invested collateral was $6,493,624. Investments purchased with cash collateral are presented on the “Schedule of investments” under the caption “Securities Lending Collateral.”

6. Credit and Market Risk

The Fund borrows through its line of credit for purposes of leveraging. Leveraging may result in higher degrees of volatility because the Fund’s net asset value could be subject to fluctuations in short-term interest rates and changes in market value of portfolio securities attributable to the leverage.

The Fund invests a portion of its assets in high yield fixed income securities, which are securities rated BB or lower by Standard & Poor’s Financial Services, LLC and Ba or lower by Moody’s Investors Service, or similarly rated by another nationally recognized statistical rating organization. Investments in these higher yielding securities are generally accompanied by a greater degree of credit risk than higher rated securities. Additionally, lower rated securities may be more susceptible to adverse economic and competitive industry conditions than investment grade securities.

The Fund invests in REITs and is subject to the risks associated with that industry. If the Fund holds real estate directly as a result of defaults or receives rental income directly from real estate holdings, its tax status as a regulated investment company may be jeopardized. There were no direct real estate holdings during the period ended Aug. 31, 2014. The Fund’s REIT holdings are also affected by interest rate changes, particularly if the REITs it holds use floating rate debt to finance their ongoing operations.

The Fund invests in certain obligations that may have liquidity protection to ensure that the receipt of payments due on the underlying security is timely. Such protection may be provided through guarantees, insurance policies or letters of credit obtained by the issuer or sponsor through third parties, through various means of structuring the transaction or through a combination of such approaches. The Fund will not pay any additional fees for such credit support, although the existence of credit support may increase the price of a security.

NQ-DDF [8/14] 10/14 (13301) 17



(Unaudited)

6. Credit and Market Risk (continued)
The Fund may invest up to 10% of its net assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. While maintaining oversight, the Fund’s Board has delegated to DMC the day-to-day functions of determining whether individual securities are liquid for purposes of the Fund’s limitation on investments in illiquid securities. Securities eligible for resale pursuant to Rule 144A, which are determined to be liquid, are not subject to the Fund’s 10% limit on investments in illiquid securities. Rule 144A and illiquid securities have been identified on the ”Schedule of investments.“

7. Subsequent Events

Management has determined that no material events or transactions occurred subsequent to Aug. 31, 2014 that would require recognition or disclosure in the Fund’s ”Schedule of investments.“

18 NQ-DDF [8/14] 10/14 (13301)



Item 2. Controls and Procedures.

       The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of the filing of this report and have concluded that they are effective in providing reasonable assurance that the information required to be disclosed by the registrant in its reports or statements filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

       There were no significant changes in the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.

       File as exhibits as part of this Form a separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)), exactly as set forth below: