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, 2009 


Item 1. Schedule of Investments.

Schedule of Investments (Unaudited)

Delaware Investments® Dividend and Income Fund, Inc.

August 31, 2009

Number of
Shares              Value
Common Stock – 67.98%    
Consumer Discretionary – 3.98%  
=P†Avado Brands 1,390 $ 0
Cablevision Systems 700 15,638
†DIRECTV Group 1,050 25,998
Gap 69,000 1,355,850
Mattel 59,900 1,077,601
Time Warner Cable Class A 2 74
2,475,161
Consumer Staples – 10.43%  
Archer-Daniels-Midland 37,100 1,069,593
CVS Caremark 34,400 1,290,687
Heinz (H.J.) 27,400 1,054,900
Kimberly-Clark 19,300 1,166,878
Kraft Foods Class A 37,000 1,048,950
Safeway 45,400 864,870
6,495,878
Diversified REITs – 0.84%  
Vornado Realty Trust 7,605 437,440
*Washington Real Estate Investment Trust 3,300 88,968
526,408
Energy – 4.44%  
Chevron 12,600 881,244
ConocoPhillips 19,500 878,085
Marathon Oil 32,500 1,003,275
2,762,604
Financials – 5.99%  
Allstate 45,000 1,322,550
Bank of New York Mellon 36,700 1,086,687
Blackstone Group 3,000 38,670
Travelers 25,400 1,280,668
3,728,575
Health Care – 10.72%  
Bristol-Myers Squibb 42,200 933,886
=Cardinal Health 30,500 757,315
Johnson & Johnson 17,000 1,027,480
Merck 34,600 1,122,077
Pfizer 56,400 941,880
Quest Diagnostics 16,700 901,132
Wyeth 20,700 990,495
6,674,265
Health Care REITs – 2.46%  
HCP 12,650 360,272
*Health Care REIT 9,060 386,952
Nationwide Health Properties 8,800 280,544
*Omega Healthcare Investors 7,900 133,589
Ventas 9,375 367,594
1,528,951
Hotel REITs – 0.37%  
Host Hotels & Resorts 23,100 230,307
230,307
Industrial REITs – 0.37%  
AMB Property 3,580 81,731
DCT Industrial Trust 9,200 48,576
ProLogis 8,800 97,856
228,163
Industrials – 3.38%  
†Delta Air Lines 4 29
†Flextronics International 4,400 26,092
†Foster Wheeler 2 58
Grupo Aeroportuario del Centro Norte ADR 5,800 66,120
*†Mobile Mini 1,651 29,272
Northrop Grumman 19,900 971,319
=†PPT Holdings 350 4
*Waste Management 33,700 1,008,641
2,101,535



Information Technology – 8.03%               
Intel 66,600 1,353,312
International Business Machines 11,400 1,345,770
Motorola 152,700 1,096,386
Xerox 139,100 1,203,215
4,998,683
Mall REITs – 1.68%  
†General Growth Properties 6 16
*Macerich 11,550 331,023
Simon Property Group 11,200 712,544
1,043,583
Materials – 1.90%  
duPont (E.I.) deNemours 37,100 1,184,603
1,184,603
Mortgage REITs – 0.54%  
Annaly Capital Management 2,300 39,882
Chimera Investment 23,800 90,440
†Cypress Sharpridge Investments 14,800 207,200
337,522
Multifamily REITs – 1.64%  
Apartment Investment & Management 15,368 187,029
*BRE Properties 4,600 130,042
Camden Property Trust 6,850 251,395
Equity Residential 16,600 453,346
1,021,812
Office REITs – 1.54%  
*Alexandria Real Estate Equities 3,090 172,144
*Boston Properties 3,000 181,740
Brandywine Realty Trust 11,500 122,015
Highwoods Properties 6,600 193,841
Kilroy Realty 3,700 102,527
Mack-Cali Realty 5,750 184,173
956,440
Office/Industrial REITs – 0.73%  
*Digital Realty Trust 5,550 241,869
Liberty Property Trust 6,500 213,005
454,874
Real Estate Operating REITs – 0.51%  
†Starwood Property Trust 16,000 316,640
316,640
Self-Storgage REITs – 0.58%  
*Public Storage 5,150 363,333
363,333
Shopping Center REITs – 0.44%  
*Federal Realty Investment Trust 300 18,711
Kimco Realty 15,630 196,157
Ramco-Gershenson Properties Trust 5,900 62,068
276,936
Specialty REITs – 0.63%  
Entertainment Properties Trust 1,320 41,395
*Plum Creek Timber 6,885 208,546
Potlatch 4,825 140,408
390,349
Telecommunications – 3.24%  
AT&T 33,200 864,860
†Century Communications 500,000 0
Frontier Communications 24,400 173,484
*†Leap Wireless International 700 11,543
†MetroPCS Communications 1,600 12,736
Verizon Communications 30,700 952,928
2,015,551
Utilities – 3.54%  
Edison International 33,900 1,132,599
†*Mirant 189 3,185
NorthWestern 3,300 79,167
Progress Energy 25,100 992,203
  2,207,154
Total Common Stock (cost $48,927,492) 42,319,327
 
Convertible Preferred Stock – 3.12%  
Banking, Finance & Insurance – 0.71%  
Aspen Insurance 5.625% exercise price $29.28, expiration date 12/31/49 8,800 431,200
@Fannie Mae 8.75% exercise price $32.45, expiration date 5/13/11 3,500 10,465
441,665
Cable, Media & Publishing – 0.37%  
#Interpublic Group 144A 5.25% exercise price $13.66, expiration date 12/31/49 360 230,490
230,490



Energy – 0.43%                 
El Paso Energy Capital Trust I 4.75% exercise price $41.59, expiration date 3/31/28 5,250 167,055
Whiting Petroleum 6.25% exercise price $43.42, expiration date 12/31/49 800 102,400
269,455
Health Care & Pharmaceuticals – 0.66%
Mylan 6.50% exercise price $17.08, expiration date 11/15/10 220 213,389
Schering-Plough 6.00% exercise price $33.69, expiration date 8/13/10 800 193,950
407,339
Real Estate – 0.23%
Nationwide Health Properties Services B 7.75% exercise price $22.25, expiration date 12/31/49 1,000 143,410
143,410
Telecommunications – 0.72%
Crown Castle International 6.50% exercise price $36.88, expiration date 8/15/12 4,450 225,282
Lucent Technologies Capital Trust I 7.75% exercise price $24.80, expiration date 3/15/17 305 222,726
448,008
Total Convertible Preferred Stock (cost $2,270,459) 1,940,367
 
Preferred Stock – 0.15%
Banking, Finance & Insurance – 0.12%
·PNC Financial Services Group 8.25% 80,000 72,983
72,983
Industrials – 0.00%
=Port Townsend 70 0
0
Real Estate – 0.03%
W2007 Grace Acquisitions I 8.75% 34,400 17,200
17,200
Total Preferred Stock (cost $978,687) 90,183

Principal
Amount
Convertible Bonds – 14.03%
Aerospace & Defense – 0.79%
#AAR 144A 1.75% exercise price $29.43, expiration date 2/1/26 $ 260,000 225,225
#L-3 Communications Holdings 144A 3.00% exercise price $101.13, expiration date 8/1/35 265,000 266,325
491,550
Banking, Finance & Insurance – 0.19%
National City 4.00% exercise price $482.51 expiration date 2/1/11 120,000 120,600
120,600
Basic Materials – 0.98%
Century Aluminum 1.75% exercise price $30.54, expiration date 8/1/24 20,000 17,550
Rayonier TRS Holdings 3.75% exercise price $54.82, expiration date 10/15/12 345,000 361,819
#Sino-Forest 144A 5.00% exercise price $20.29, expiration date 8/1/13 235,000 229,125
608,494
Cable, Media & Publishing – 0.14%
Interpublic Group 4.25% exercise price $ 12.42, expiration date 3/15/23 75,000 69,188
Sinclair Broadcast Group 3.00% exercise price $19.65, expiration date 5/15/27 20,000 17,975
87,163
Computers & Technology – 2.24%
#Advanced Micro Devices 144A 6.00% exercise price $28.08, expiration date 5/1/15 450,000 303,750
Euronet Worldwide 3.50% exercise price $40.48, expiration date 10/15/25 435,000 401,287
Hutchinson Technology 3.25% exercise price $36.43, expiration date 1/15/26 340,000 227,375
*#Intel 144A 3.25% exercise price $22.68, expiration date 8/1/39 70,000 74,813
Linear Technology 3.125% exercise price $47.33, expiration date 5/1/27 180,000 179,775
SanDisk 1.00% exercise price $82.36, expiration date 5/15/13 280,000 210,700
1,397,700
Consumer Cyclical – 0.07%
Beazer Homes USA 4.625% exercise price $49.64, expiration date 6/15/24 55,000 45,650
45,650
Electronics & Electrical Equipment – 0.13%
Flextronics International 1.00% exercise price $15.53, expiration date 8/1/10 85,000 82,238
82,238
Energy – 0.68%
Chesapeake Energy 2.25% exercise price $85.89, expiration date 12/15/38 220,000 148,775
Peabody Energy 4.75% exercise price 58.44, expiration date 12/15/41 100,000 80,500
Transocean
       1.50% exercise price $168.61, expiration date 12/15/37 100,000 94,375
       1.625% exercise price $168.61, expiration date 12/15/37 100,000 97,750
421,400
Environmental Services – 0.23%
Allied Waste Industries 4.25% exercise price $45.40, expiration date 4/15/34 145,000 145,000
145,000
Health Care & Pharmaceuticals – 2.56%
#Allergan 144A 1.50% exercise price $63.33, expiration date 4/1/26 415,000 456,499
Amgen
       0.375% exercise price $79.48, expiration date 2/1/13 235,000 233,238
       #144A 0.375% exercise price $79.48, expiration date 2/1/13 165,000 163,763
fHologic 2.00% exercise price $38.59, expiration date 12/15/37 200,000 162,500



Inverness Medical Innovations Series B 3.00% exercise price $ 43.98 expiration date 5/15/16 215,000              214,731
LifePoint Hospitals 3.50% exercise price $51.79, expiration date 5/14/14 110,000 91,438
Medtronic 1.65% exercise price $55.41, expiration date 4/15/13 275,000 272,593
1,594,762
Leisure, Lodging & Entertainment – 0.33%
#International Game Technology 144A 3.25% exercise price $19.97, expiration date 5/1/14 160,000 204,800
204,800
Real Estate – 1.92%
#Corporate Office Properties 144A 3.50% exercise price $53.12, expiration date 9/15/26 180,000 173,925
Developers Diversified Realty 3.00% exercise price $74.75, expiration date 3/15/12 65,000 55,738
#Digital Realty Trust 144A 5.50% exercise price $43.00, expiration date 4/15/29 220,000 257,950
@MeriStar Hospitality 9.50% exercise price 10.18, expiration date 4/1/10 230,000 236,095
ProLogis 2.25% exercise price $75.98, expiration date 4/1/37 355,000 307,518
Vornado Realty Trust 2.85% exercise price $159.04, expiration date 3/15/27 175,000 161,000
1,192,226
Retail – 0.24%
Pantry 3.00% exercise price $50.10, expiration date 11/15/12 180,000 148,050
148,050
Telecommunications – 2.63%
Alaska Communications System Group 5.75% exercise price $12.90, expiration date 3/1/13 260,000 231,400
Level 3 Communications 5.25% exercise price $3.98, expiration date 12/15/11 180,000 157,050
NII Holdings 3.125% exercise price $118.32, expiration date 6/15/12 410,000 349,524
Qwest Communications International 3.50% exercise price $5.23, expiration date 11/15/25 400,000 397,999
#SBA Communications 144A 4.00% exercise price $30.38, expiration date 10/1/14 165,000 171,188
#Virgin Media 144A 6.50% exercise price $19.22, expiration date 11/15/16 362,000 329,873
1,637,034
Transportation – 0.39%
Bristow Group 3.00% exercise price $77.34, expiration date 6/15/38 300,000 245,250
245,250
Utilities – 0.51%
Dominion Resources 2.125% exercise price $36.14, expiration date 12/15/23 290,000 315,013
315,013
Total Convertible Bonds (cost $8,947,643) 8,736,930
 
Corporate Bonds – 39.38%
Banking – 2.44%
·BAC Capital Trust XIV 5.63% 12/31/49 150,000 94,125
BB&T Capital Trust I 5.85% 8/18/35 20,000 16,300
BB&T Capital Trust II 6.75% 6/7/36 25,000 20,938
Capital One Capital V 10.25% 8/15/39 135,000 137,594
·Citigroup Capital XXI 8.30% 12/21/57 65,000 55,413
#GMAC 144A
       6.00% 12/15/11 71,000 63,900
       6.625% 5/15/12 85,000 75,650
       6.875% 9/15/11 244,000 227,529
       6.875% 8/28/12 196,000 172,480
JPMorgan Chase Capital XXV 6.80% 10/1/37 20,000 18,905
@Popular North America Capital Trust I 6.564% 9/15/34 70,000 51,524
·#Rabobank 144A 11.00% 12/29/49 150,000 177,665
·USB Capital IX 6.189% 4/15/49 115,000 83,950
·Wells Fargo Capital XIII 7.70% 12/29/49 205,000 179,375
Zions Bancorporation
       5.50% 11/16/15 57,000 43,373
       6.00% 9/15/15 141,000 101,823
1,520,544
Basic Industry – 4.49%
California Steel Industries 6.125% 3/15/14 113,000 103,678
·#Cognis GmbH 144A 2.629% 9/15/13 75,000 63,375
Domtar 7.125% 8/15/15 99,000 95,783
*#Evraz Group 144A 9.50% 4/24/18 195,000 174,768
#FMG Finance 144A 10.625% 9/1/16 90,000 96,750
Freeport McMoRan Copper & Gold
       8.25% 4/1/15 120,000 125,239
       8.375% 4/1/17 10,000 10,440
Georgia-Pacific
       7.70% 6/15/15 61,000 59,475
       8.875% 5/15/31 94,000 90,240
Huntsman International
       7.375% 1/1/15 66,000 57,090
       7.875% 11/15/14 156,000 139,620
Innophos 8.875% 8/15/14 104,000 101,400
@#Innophos Holding 144A 9.50% 4/15/12 115,000 108,675
International Coal Group 10.25% 7/15/14 118,000 100,300
#MacDermid 144A 9.50% 4/15/17 188,000 158,860
·Noranda Aluminum Acquisition PIK 5.413% 5/15/15 146,509 90,103
Norske Skog Canada 8.625% 6/15/11 156,000 92,040
#Novelis 144A 11.50% 2/15/15 72,000 70,020



=@Port Townsend 7.32% 8/27/12 102,592              74,379
@Potlatch 12.50% 12/1/09 250,000 251,856
Rockwood Specialties Group 7.50% 11/15/14 85,000 82,450
·Ryerson 7.858% 11/1/14 99,000 84,645
#Sappi Papier Holding 144A 6.75% 6/15/12 141,000 117,170
#Steel Capital 144A 9.75% 7/29/13 100,000 97,250
#Steel Dynamics 144A 8.25% 4/15/16 127,000 125,413
#Teck Resources 144A
       10.25% 5/15/16 38,000 42,180
       10.75% 5/15/19 75,000 85,781
#Vedanta Resources 144A 9.50% 7/18/18 100,000 94,500
2,793,480
Brokerage – 0.31%
LaBranche 11.00% 5/15/12 207,000 193,286
193,286
Capital Goods – 2.80%
Associated Materials 9.75% 4/15/12 42,000 37,800
Building Materials Corporation of America 7.75% 8/1/14 104,000 98,280
#BWAY Holding 144A 10.00% 4/15/14 123,000 128,227
·#C8 Capital 144A 6.64% 12/31/49 100,000 65,959
*#Case New Holland 144A 7.75% 9/1/13 66,000 65,340
*#CPM Holdings 144A 10.625% 9/1/14 28,000 28,420
Eastman Kodak 7.25% 11/15/13 99,000 77,963
*Graham Packaging 9.875% 10/15/14 123,000 123,000
Graphic Packaging International
       9.50% 8/15/13 90,000 90,675
       #144A 9.50% 6/15/17 66,000 67,980
@Intertape Polymer 8.50% 8/1/14 90,000 61,200
Moog 7.25% 6/15/18 104,000 99,320
#Plastipak Holdings 144A
       8.50% 12/15/15 66,000 63,360
       10.625% 8/15/19 71,000 74,550
Pregis 12.375% 10/15/13 69,000 62,445
RBS Global/Rexnord
       9.50% 8/1/14 61,000 56,425
       *11.75% 8/1/16 108,000 91,260
*Sally Holdings 10.50% 11/15/16 75,000 78,188
Solo Cup 8.50% 2/15/14 134,000 123,614
Thermadyne Holdings 10.50% 2/1/14 137,000 109,943
USG 
       6.30% 11/15/16 127,000 102,235
       #144A 9.75% 8/1/14 35,000 36,138
1,742,322
Consumer Cyclical – 4.92%
#Allison Transmission 144A 11.00% 11/1/15 165,000 149,324
Beazer Homes USA 8.625% 5/15/11 38,000 32,110
Burlington Coat Factory Warehouse 11.125% 4/15/14 60,000 56,550
Carrols 9.00% 1/15/13 33,000 32,258
Denny's Holdings 10.00% 10/1/12 57,000 57,428
#Expedia 144A 8.50% 7/1/16 90,000 91,575
*Ford Motor 7.45% 7/16/31 174,000 133,980
Ford Motor Credit
       ·3.26% 1/13/12 120,000 100,050
       7.25% 10/25/11 47,000 44,217
       7.50% 8/1/12 105,000 96,705
       7.80% 6/1/12 250,000 231,399
       *8.00% 6/1/14 100,000 92,212
Goodyear Tire & Rubber
       *9.00% 7/1/15 104,000 106,080
       10.50% 5/15/16 42,000 45,045
Interface
       9.50% 2/1/14 19,000 18,216
       #144A 11.375% 11/1/13 20,000 21,325
#Invista 144A 9.25% 5/1/12 118,000 116,378
#Landry's Restaurants 144A 14.00% 8/15/11 66,000 66,083
Levi Strauss 9.75% 1/15/15 130,000 133,575
M/I Homes 6.875% 4/1/12 75,000 69,375
Macy's Retail Holdings
       8.875% 7/15/15 66,000 67,168
       10.625% 11/1/10 42,000 43,100
Meritage Homes
       6.25% 3/15/15 24,000 20,760
       7.00% 5/1/14 108,000 95,580
Mobile Mini 6.875% 5/1/15 104,000 92,560
Mohawk Industries 6.125% 1/15/16 80,000 75,159
New Albertsons 7.25% 5/1/13 42,000 41,160
*OSI Restaurant Partners 10.00% 6/15/15 83,000 68,890
Quiksilver 6.875% 4/15/15 100,000 64,000



*Rite Aid 9.375% 12/15/15 190,000              140,599
Ryland Group 8.40% 5/15/17 94,000 95,880
#Sealy Mattress 144A 10.875% 4/15/16 38,000 41,040
Tenneco 8.625% 11/15/14 146,000 129,210
Toys R US
       *7.625% 8/1/11 94,000 89,300
       7.875% 4/15/13 61,000 52,308
#Toys R Us Property 144A 10.75% 7/15/17 66,000 67,320
*#TRW Automotive 144A 7.00% 3/15/14 210,000 183,749
3,061,668
Consumer Non-Cyclical – 2.38%
#Alliance One International 144A 10.00% 7/15/16 133,000 132,003
Bausch & Lomb 9.875% 11/1/15 137,000 138,027
Cornell 10.75% 7/1/12 52,000 52,845
DJO Finance 10.875% 11/15/14 80,000 77,200
#Dole Foods 144A 13.875% 3/15/14 94,000 107,630
Elan Finance 7.75% 11/15/11 108,000 105,300
#Ingles Markets 144A 8.875% 5/15/17 75,000 75,563
Inverness Medical Innovations 9.00% 5/15/16 104,000 103,740
#JBS USA Finance 144A 11.625% 5/1/14 113,000 119,214
JohnsonDiversey Holdings 10.67% 5/15/13 104,000 97,760
LVB Acquisition
       PIK 10.375% 10/15/17 57,000 59,708
       11.625% 10/15/17 75,000 79,688
#M-Foods Holdings 144A 9.75% 10/1/13 42,000 42,735
Smithfield Foods
       7.75% 5/15/13 80,000 66,400
       #144A 10.00% 7/15/14 113,000 115,825
Supervalu 8.00% 5/1/16 19,000 18,786
Universal Hospital Services PIK 8.50% 6/1/15 80,000 77,600
Yankee Acquisition 8.50% 2/15/15 15,000 13,650
1,483,674
Energy – 3.84%
Berry Petroleum 10.25% 6/1/14 66,000 69,218
Chesapeake Energy
       6.375% 6/15/15 131,000 120,029
       9.50% 2/15/15 24,000 24,600
Complete Production Service 8.00% 12/15/16 47,000 40,538
Copano Energy 7.75% 6/1/18 94,000 87,420
Denbury Resources
       7.50% 4/1/13 15,000 14,925
       9.75% 3/1/16 66,000 69,795
Dynergy Holdings 7.75% 6/1/19 137,000 97,955
El Paso
       6.875% 6/15/14 47,000 46,083
       7.00% 6/15/17 52,000 49,135
#El Paso Performance-Linked Trust 144A 7.75% 7/15/11 33,000 33,887
Forest Oil 7.25% 6/15/19 94,000 88,830
Geophysique-Veritas
       7.50% 5/15/15 28,000 26,740
       7.75% 5/15/17 108,000 102,600
#Helix Energy Solutions Group 144A 9.50% 1/15/16 156,000 147,419
#Hilcorp Energy I 144A
       7.75% 11/1/15 47,000 43,593
       9.00% 6/1/16 94,000 90,240
#Holly 144A 9.875% 6/15/17 66,000 66,165
*Key Energy Services 8.375% 12/1/14 141,000 128,310
Mariner Energy 8.00% 5/15/17 118,000 105,020
MarkWest Energy Partners/Finance 8.75% 4/15/18 85,000 81,175
Massey Energy 6.875% 12/15/13 137,000 129,464
OPTI Canada
       7.875% 12/15/14 61,000 39,345
       8.25% 12/15/14 52,000 34,060
PetroHawk Energy
       9.125% 7/15/13 52,000 53,040
       7.875% 6/1/15 80,000 78,000
Petroleum Development 12.00% 2/15/18 118,000 110,330
Quicksilver Resources 11.75% 1/1/16 118,000 125,670
Regency Energy Partners 8.375% 12/15/13 57,000 56,288
#SandRidge Energy 144A 9.875% 5/15/16 123,000 123,615
Whiting Petroleum 7.25% 5/1/13 104,000 103,480
2,386,969
Finance & Investments – 1.33%
Cardtronics 9.25% 8/15/13 141,000 138,180
International Lease Finance
       5.25% 1/10/13 85,000 65,626
       5.35% 3/1/12 15,000 12,379
       5.55% 9/5/12 50,000 39,832
       5.625% 9/20/13 120,000 92,339
       6.375% 3/25/13 25,000 19,632
       6.625% 11/15/13 70,000 54,250



MetLife 6.40% 12/15/36 135,000              107,663
·#MetLife Capital Trust X 144A 9.25% 4/8/38 100,000 97,489
@#Nuveen Investments 144A 10.50% 11/15/15 269,000 203,094
830,484
Media – 2.92%
Affinion Group I 11.50% 10/15/15 70,000 67,550
Belo 6.75% 5/30/13 85,000 74,375
‡#Charter Communications Operating 144A
       *8.00% 4/30/12 33,000 33,413
       8.375% 4/30/14 66,000 67,155
       10.875% 9/15/14 273,000 297,569
#CSC Holdings 144A 8.50% 6/15/15 80,000 81,200
#DISH DBS 144A 7.875% 9/1/19 150,000 148,688
Interpublic Group
       6.25% 11/15/14 38,000 35,245
       #144A 10.00% 7/15/17 42,000 44,100
Lamar Media 6.625% 8/15/15 80,000 70,400
LIN Television 6.50% 5/15/13 20,000 15,200
#Mediacom Capital 144A 9.125% 8/15/19 95,000 94,525
Nielsen Finance
       10.00% 8/1/14 75,000 71,250
       11.50% 5/1/16 25,000 25,000
       11.625% 2/1/14 2,000 1,995
       W12.50% 8/1/16 66,000 46,530
       #144A 11.50% 5/1/16 10,000 10,000
       #144A 11.625% 2/1/14 40,000 39,900
#Rainbow National Services 144A 10.375% 9/1/14 66,000 69,300
Sinclair Broadcast Group 8.00% 3/15/12 15,000 12,413
#Sirius XM Radio 144A 9.75% 9/1/15 15,000 15,075
#Terremark Worldwide 144A 12.00% 6/15/17 66,000 69,713
#Univision Communications 144A 12.00% 7/1/14 28,000 29,540
#UPC Holding 144A 9.875% 4/15/18 100,000 101,625
Videotron 9.125% 4/15/18 132,000 139,920
Visant Holding 8.75% 12/1/13 118,000 119,770
XM Satellite Radio Holdings PIK 10.00% 6/1/11 38,000 34,485
1,815,936
Real Estate – 0.18%
Developers Diversified Realty 5.375% 10/15/12 125,000 113,623
113,623
Services Cyclical – 3.83%
*ARAMARK 8.50% 2/1/15 132,000 128,700
#Ashtead Capital 144A 9.00% 8/15/16 100,000 88,250
Avis Budget Car Rental 8.00% 5/15/16 80,000 64,000
Delta Air Lines 7.92% 11/18/10 61,000 56,120
#Galaxy Entertainment Finance 144A 9.875% 12/15/12 140,000 136,500
Gaylord Entertainment
       6.75% 11/15/14 66,000 55,935
       8.00% 11/15/13 15,000 13,763
Global Cash Access 8.75% 3/15/12 66,000 65,175
#Harrahs Operating 144A 10.00% 12/15/18 94,000 66,270
#Harrahs Operating Escrow 144A 11.25% 6/1/17 212,000 216,769
Hertz
       8.875% 1/1/14 99,000 95,288
       *10.50% 1/1/16 91,000 90,090
#Kansas City Southern de Mexico 144A 12.50% 4/1/16 100,000 106,000
MGM MIRAGE
       *6.625% 7/15/15 42,000 30,345
       7.50% 6/1/16 42,000 30,240
       *7.625% 1/15/17 90,000 64,800
       *#144A 11.125% 11/15/17 57,000 61,988
       #144A 13.00% 11/15/13 151,000 169,119
@Northwest Airlines 10.00% 2/1/10 55,000 182
Pinnacle Entertainment 7.50% 6/15/15 226,000 197,749
@#Pokagon Gaming Authority 144A 10.375% 6/15/14 141,000 143,115
Royal Caribbean Cruises 6.875% 12/1/13 80,000 69,600
RSC Equipment Rental 9.50% 12/1/14 137,000 123,300
@#Seminole Indian Tribe of Florida 144A
       7.804% 10/1/20 145,000 124,571
       8.03% 10/1/20 75,000 65,174
#Shingle Springs Tribal Gaming Authority 144A 9.375% 6/15/15 171,000 122,265
2,385,308
Services Non-cyclical – 1.58%
Alliance Imaging 7.25% 12/15/12 104,000 97,760
Casella Waste Systems 9.75% 2/1/13 137,000 121,930
Community Health Systems 8.875% 7/15/15 62,000 62,543



HCA PIK 9.625% 11/15/16 255,000              258,187
Psychiatric Solutions
       7.75% 7/15/15 94,000 88,830
       #144A 7.75% 7/15/15 42,000 38,640
Select Medical 7.625% 2/1/15 179,000 163,785
·US Oncology Holdings PIK 6.904% 3/15/12 174,000 148,770
980,445
Technology & Electronics – 1.54%
Anixter 10.00% 3/15/14 52,000 53,950
Avago Technologies Finance 10.125% 12/1/13 75,000 78,750
*First Data 9.875% 9/24/15 325,000 279,500
Freescale Semiconductor 8.875% 12/15/14 198,000 134,640
Jabil Circuit 7.75% 7/15/16 71,000 70,201
Sanmina-SCI 8.125% 3/1/16 154,000 133,595
SunGard Data Systems 10.25% 8/15/15 138,000 137,310
#Unisys 144A 12.75% 10/15/14 71,000 73,219
961,165
Telecommunications – 4.91%
Cincinnati Bell 7.00% 2/15/15 108,000 102,060
Citizens Communications 7.125% 3/15/19 79,000 72,285
Cricket Communications 9.375% 11/1/14 207,000 196,133
#Digicel Group 144A
       8.875% 1/15/15 100,000 89,750
       12.00% 4/1/14 100,000 106,500
#DigitalGlobe 144A 10.50% 5/1/14 61,000 64,126
Hughes Network Systems 9.50% 4/15/14 127,000 129,540
#Intelsat Bermuda 144A 11.25% 2/4/17 283,000 268,850
Intelsat Jackson Holdings 11.25% 6/15/16 236,000 247,210
Level 3 Financing
       9.25% 11/1/14 66,000 54,780
       12.25% 3/15/13 66,000 64,680
Lucent Technologies 6.45% 3/15/29 156,000 106,860
MetroPCS Wireless 9.25% 11/1/14 144,000 142,020
Nextel Communications
       6.875% 10/31/13 24,000 21,600
       7.375% 8/1/15 401,000 344,358
#NII Capital 144A 10.00% 8/15/16 138,000 137,310
#Nordic Telephone Holdings 144A 8.875% 5/1/16 75,000 76,500
#PAETEC Holding 144A 8.875% 6/30/17 71,000 67,983
#Qwest 144A 8.375% 5/1/16 5,000 5,075
Qwest Communications International 7.50% 2/15/14 61,000 59,170
Sprint Nextel 6.00% 12/1/16 94,000 79,430
Telesat Canada
       11.00% 11/1/15 80,000 82,000
       12.50% 11/1/17 94,000 97,290
#VimpelCom 144A 9.125% 4/30/18 150,000 150,000
Virgin Media Finance 8.75% 4/15/14 99,000 100,980
#Wind Acquisition Finance 144A
       10.75% 12/1/15 75,000 81,000
       11.75% 7/15/17 100,000 109,000
3,056,490
Utilities – 1.91%
AES 
       7.75% 3/1/14 83,000 81,236
       8.00% 10/15/17 47,000 45,238
*Edison Mission Energy 7.00% 5/15/17 165,000 126,844
Elwood Energy 8.159% 7/5/26 167,845 147,714
Energy Future Holdings 10.875% 11/1/17 66,000 47,520
Mirant Americas Generation 8.50% 10/1/21 200,000 166,000
wMirant Mid Atlantic Pass Through Trust Series A 8.625% 6/30/12 59,067 59,510
NRG Energy
       7.375% 2/1/16 179,000 171,616
       7.375% 1/15/17 45,000 42,975
Orion Power Holdings 12.00% 5/1/10 116,000 120,350
·Puget Sound Energy 6.974% 6/1/67 110,000 88,318
*Texas Competitive Electric Holdings 10.25% 11/1/15 141,000 94,118
1,191,439
Total Corporate Bonds (cost $23,521,505) 24,516,833
 
«Senior Secured Loans – 1.04%
Chester Downs & Marina 12.375% 12/31/16 72,000 70,380
Northwest Airlines 2.28% 8/21/13 79,184 76,338
Talecris Biotherapeutics 2nd Lien 6.96% 12/6/14 225,000 217,687
Texas Competitive Electric Holdings Term Tranche Loan B2 3.776% 10/10/14 115,708 88,195
Univision Communications Term Tranche Loan B 2.535% 9/29/14 245,000 193,006
Total Senior Secured Loans (cost $562,574) 645,606



Number of             
Shares
Exchange Traded Funds – 0.18%
Commodity Fund – 0.14%
*SPDR Gold Trust 900 84,060
84,060
Equity Fund – 0.04%
*ProShares UltraShort Real Estate 2,400 27,504
27,504
Total Exchange Traded Funds (cost $141,086) 111,564
 
Limited Partnership – 0.18%
Brookfield Infrastructure Partners 7,600 115,216
Total Limited Partnership (cost $144,435) 115,216
 
Warrant – 0.00%
=†Port Townsend 70 1
Total Warrant (cost $1,680) 1

Principal
Amount
¹Discount Note – 5.26%
Federal Home Loan Bank 0.081% 9/1/09 $ 3,273,008 3,273,008
Total Discount Note (cost $3,273,008) 3,273,008
 
Total Value of Securities Before Securities Lending Collateral – 131.32%
       (cost $88,768,569) 81,749,035

Number of
Shares
Securities Lending Collateral** – 7.71%
Investment Companies
       Mellon GSL DBT II Collateral Fund 916,418 916,418
       BNY Mellon SL DBT II Liquidating Fund 3,942,094 3,882,568
       @†Mellon GSL Reinvestment Trust II 163,237 16
Total Securities Lending Collateral (cost $5,021,749) 4,799,002
 
Total Value of Securities – 139.03%
       (cost $93,790,318) 86,548,037 ©
Obligation to Return Securities Lending Collateral** – (8.07%) (5,021,749 )
Borrowing Under Line of Credit – (32.49%) (20,225,000 )
Receivables and Other Assets Net of Liabilities (See Notes) – 1.53% 949,780
Net Assets Applicable to 9,439,043 Shares Outstanding – 100.00% $ 62,251,068

†Non income producing security.
‡Non income producing security. Security is currently in default.
·Variable rate security. The rate shown is the rate as of August 31, 2009.
@Illiquid security. At August 31, 2009, the aggregate amount of illiquid securities was $1,330,346, which represented 2.14% of the Fund’s net assets. See Note 6 in “Notes."
=Security is being fair valued in accordance with the Fund’s fair valuation policy. At August 31, 2009, the aggregate amount of fair valued securities was $831,699, which represented 1.34% of the Fund’s net assets. See Note 1 in "Notes."
#Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. At August 31, 2009, the aggregate amount of Rule 144A securities was $11,374,709, which represented 18.27% of the Fund’s net assets. See Note 6 in "Notes."
P
Restricted Security. These investments are in securities not registered under the Securities Act of 1933, as amended, and have certain restrictions on resale which may limit their liquidity. At August 31, 2009, the aggregate amount of the restricted securities was $4 or 0.00% of the Fund's net assets. See Note 6 in "Notes."
«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.
f
Step coupon bond. Coupon increases/decreases periodically based on a predetermined schedule. Stated rate in effect at August 31, 2009.
W
Step coupon bond. Indicates security that has a zero coupon that remains in effect until a predetermined date at which time the stated interest rate becomes effective.
w
Pass Through Agreement. Security represents the contractual right to receive a proportionate amount of underlying payments due to the counterparty pursuant to various agreements related to the rescheduling of obligations and the exchange of certain notes.
¹The rate shown is the effective yield at the time of purchase.
*Fully or partially on loan.
**See Note 5 in "Notes."
©
Includes $4,973,003 of securities loaned.

Summary of Abbreviations:
ADR – American Depositary Receipts
PIK – Pay-in-kind
REIT – Real Estate Investment Trust
SPDR – Standard & Poor’s Depositary Receipts


Notes

1. Significant Accounting Policies
The following accounting policies are in accordance with U.S. generally accepted accounting principals 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, 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 (NYSE) on the valuation date. Securities 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 does not trade, then the mean between the bid and the ask prices will be used. Securities listed on a foreign exchange are 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. Other debt securities, credit default swap (CDS) contracts and interest rate swap contracts are valued by an independent pricing service or broker. 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. Investment companies are valued at net asset value per share. 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 at 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 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 on federal income tax returns for all open tax years (tax years ended November 30, 2005 – November 30, 2008), and has concluded that no provision for federal income tax is required in the Fund’s financial statements.

Distributions – The Fund has a managed distribution policy. Under the policy, the Fund declares and pays monthly distributions and is managed with a goal of generating as much of the distribution as possible from ordinary income (net investment income and short-term capital gains). The balance of the distribution then comes from long-term capital gains to the extent permitted and, if necessary, a return of capital.

Repurchase Agreements – The Fund may invest in a pooled cash account along with other members of the Delaware Investments® Family of Funds pursuant to an exemptive order issued by the Securities and Exchange Commission. The aggregate daily balance of the pooled cash account is invested in repurchase agreements secured by obligations of the U.S. government. The respective collateral is held by the Fund’s custodian bank until the maturity of the respective repurchase agreements. Each repurchase agreement is at least 102% collateralized. However, in the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral may be subject to legal proceedings. At August 31, 2009, the Fund held no investments in repurchase agreements.

Use of Estimates – The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of 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.

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 amongst 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 non-convertible bonds are amortized to interest income over the lives of the respective securities. 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.

2. Investments
At August 31, 2009, the cost of investments for federal income tax purposes has been estimated since the final tax characteristics cannot be determined until fiscal year end. At August 31, 2009, the cost of investments and unrealized appreciation (depreciation) for the Fund was as follows:

Cost of investments $ 94,316,604
Aggregate unrealized appreciation 4,606,645
Aggregate unrealized depreciation (12,375,212 )
Net unrealized depreciation $ (7,768,567 )

For federal income tax purposes, at November 30, 2008, $16,115,503 capital loss carryforward may be carried forward and applied against future capital gains. Such capital loss carryforward expire in 2016.

The Fund applies Financial Accounting Standards No. 157, Fair Value Measurements (FAS 157). FAS 157 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. FAS 157 also establishes a framework for measuring fair value and a three level hierarchy for fair value measurements 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-tier hierarchy of inputs is summarized below.

Level 1 – inputs are quoted prices in active markets
Level 2 – inputs are observable, directly or indirectly
Level 3 – inputs are unobservable and reflect assumptions on the part of the reporting entity


The following table summarizes the valuation of the Fund’s investments by the FAS 157 fair value hierarchy levels as of August 31, 2009:

Level 1       Level 2       Level 3       Total
Common Stock $ 41,677,209 $ - $ 757,334 $ 42,434,543
Corporate Debt - 35,662,957 176,779 35,839,736
Investment Companies 111,564 - - 111,564
Short-Term -   3,273,008 -   3,273,008
Securities Lending Collateral 916,418   3,882,568   16 4,799,002
Other - 72,983   17,201   90,184
Total $ 42,705,191 $ 42,891,516 $ 951,330 $ 86,548,037

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

Securities
Common Corporate Lending
Total       Stock       Debt       Collateral       Other
Balance as of 11/31/08 $ 901,382 $ 4 $ 362,100 $ 13,385 $ 525,893
Net purchases, sales, and settlements (678,486 ) (227,959 ) (450,527 ) - -
Net realized gain (loss) (395,462 ) - 32,264 - (427,726 )
Net transfers in and/or out of Level 3 1,102,939 1,102,939 - - -
Net change in unrealized
       appreciation/depreciation 20,957 (117,650 ) 232,942 (13,369 ) (80,966 )
Balance as of 8/31/09 $ 951,330 $ 757,334 $ 176,779 $ 16 $ 17,201
 
Net change in unrealized
       appreciation/depreciation from  
       investments still held as of 8/31/09 $ (220,436 )   $ (117,650 )   $ (3,570 )   $ (13,369 )   $ (85,847 )

3. Line of Credit
For the period ended August 31, 2009, the Fund borrowed money pursuant to a $44,000,000 Credit Agreement with The Bank of New York Mellon (BNY Mellon) that expires on November 16, 2009. 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 August 31, 2009, the par value of loans outstanding was $20,225,000 at a variable interest rate of 1.04%. During the period ended August 31, 2009, the average daily balance of loans outstanding was $20,225,000 at a weighted average interest rate of approximately 1.07%. Interest on borrowings 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. The loan is collateralized by the Fund’s portfolio.

4. Swap Contracts
The Fund may enter into interest rate swap contracts, index swap contracts and CDS contracts in the normal course of pursuing its investment objective. The Fund may use interest rate swaps to adjust the Fund’s sensitivity to interest rates or to hedge against changes in interest rates. Index swaps may be used to gain exposure to markets that the Fund invests in, such as the corporate bond market. The Fund may also use index swaps as a substitute for futures or options contracts if such contracts are not directly available to the Fund on favorable terms. The Fund may enter into CDS contracts in order to hedge against a credit event, to enhance total return or to gain exposure to certain securities or markets.

Interest Rate Swaps. An interest rate swap involves payments received by the Fund from another party based on a variable or floating interest rate, in return for making payments based on a fixed interest rate. An interest rate swap can also work in reverse with the Fund receiving payments based on a fixed interest rate and making payments based on a variable or floating interest rate. Interest rate swaps may be used to adjust the Fund's sensitivity to interest rates or to hedge against changes in interest rates. Periodic payments on such contracts are accrued daily and recorded as unrealized appreciation/depreciation on swap contracts. Upon periodic payment/receipt or termination of the contract, such amounts are recorded as realized gains or losses on swap contracts. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from/paid to the counterparty over the interest rate swap contract’s remaining life, to the extent that the amount is positive. This risk is 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.

Index Swaps. Index swaps involve commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent the total return of the security, instrument or basket of instruments underlying the transaction exceeds the offsetting interest obligation, the Fund will receive a payment from the counterparty. To the extent the total return of the security, instrument or basket of instruments underlying the transaction falls short of the offsetting interest obligation, the Fund will make a payment to the counterparty. The change in value of swap contracts outstanding, if any, is recorded as unrealized appreciation or depreciation daily. A realized gain or loss is recorded on maturity or termination of the swap contract. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from/paid to the counterparty over the index swap contract’s remaining life, to the extent that the amount is positive. This risk is 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.

Credit Default Swaps. A CDS contract is a risk-transfer instrument through which one party (purchaser of protection) transfers to another party (seller of protection) the financial risk of a credit event (as defined in the CDS agreement), as it relates to a particular referenced security or basket of securities (such as an index). In exchange for the protection offered by the seller of protection, the purchaser of protection agrees to pay the seller of protection a periodic amount at a stated rate that is applied to the notional amount of the CDS contract. In addition, an upfront payment may be made or received by the Fund in connection with an unwinding or assignment of a CDS contract. Upon the occurrence of a credit event, the seller of protection would pay the par (or other agreed-upon) value of the referenced security (or basket of securities) to the counterparty.

During the period ended August 31, 2009, the Fund entered into CDS contracts as a purchaser of protection. Periodic payments on such contracts are accrued daily and recorded as unrealized losses on swap contracts. Upon payment, such amounts are recorded as realized losses (gains) on swap contracts. Upfront payments made or received in connection with CDS contracts are amortized over the expected life of the CDS contracts as unrealized losses (gains) on swap contracts. The change in value of CDS contracts is recorded as unrealized appreciation or depreciation daily. A realized gain or loss is recorded upon a credit event (as defined in the CDS agreement) or the maturity or termination of the agreement. For the period ended August 31, 2009, the Fund did not enter into any CDS contracts as a seller of protection. CDS contracts were outstanding at August 31, 2009.


CDS may involve greater risks than if the Fund had invested in the referenced obligation directly. CDSs are subject to general market risk, liquidity risk, counterparty risk and credit risk. The Fund’s maximum risk of loss from counterparty credit risk, either as the seller of protection or the buyer of protection, is the fair value of the contract. This risk is 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.

Swaps Generally. Because there is no organized market for swap contracts, the value of open swaps may differ from that which would be realized in the event the Fund terminated its position in the agreement. Risks of entering into these contracts include the potential inability of the counterparty to meet the terms of the contracts. This type of risk is generally limited to the amount of favorable movement in the value of the underlying security, instrument or basket of instruments, if any, at the day of default. Risks also arise from potential losses from adverse market movements and such losses could exceed the unrealized amounts shown on the statements of net assets.

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. With respect to each loan, if the aggregate market value of securities collateral held plus cash collateral received on any business day 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 not less than the applicable collateral requirements. Cash collateral received is generally invested in the Mellon GSL DBT II Collateral Fund (Collective Trust) established by BNY Mellon for the purpose of investment on behalf of clients participating in its securities lending programs. The Collective Trust may invest in fixed income securities, with a weighted average maturity not to exceed 90 days, rated in one of the top three tiers by Standard & Poor’s Ratings Group (S&P) or Moody’s Investors Service, Inc. (Moody’s) or repurchase agreements collateralized by such securities. The Collective Trust 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. At August 31, 2009, the Collective Trust held only cash and assets with a maturity of one business day or less (Cash/Overnight Assets). 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 the 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. Effective April 20, 2009, BNY Mellon transferred the assets of the Collective Trust other than the Cash/Overnight Assets to the BNY Mellon SL DBT II Liquidating Fund (Liquidating Fund), effectively bifurcating the collateral investment pool. The Fund's exposure to the Liquidating Fund is expected to decrease as the Liquidating Fund’s assets mature or are sold. In October 2008, BNY Mellon transferred certain distressed securities from the Collective Trust into the Mellon GSL Reinvestment Trust II. 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 are subject to change 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.

At August 31, 2009, the value of securities on loan was $4,973,003, for which the Fund received collateral, comprised of non-cash collateral valued at $92,880, and cash collateral of $5,021,749. 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 of the leverage.

The Fund invests a portion of its assets in high yield fixed income securities, which carry ratings of BB or lower by S&P and/or Ba or lower by Moody’s. 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 some of 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 August 31, 2009. 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 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 Delaware Management Company, a series of Delaware Management Business Trust, the day-to-day functions of determining whether individual securities are liquid for purposes of the Fund’s limitation on investments in illiquid assets. 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. Sale of Delaware Investments to Macquarie Group
On August 18, 2009, Lincoln National Corporation and Macquarie Group (Macquarie) entered into an agreement pursuant to which Delaware Investments, including DMC, Delaware Distributors, L.P. (DDLP), and Delaware Service Company (DSC), will be acquired by Macquarie, an Australia-based global provider of banking, financial, advisory, investment and funds management services (Transaction). Upon completion of the Transaction, DMC, DDLP and DSC will be wholly-owned subsidiaries of Macquarie.

The Transaction will result in a change of control of DMC which, in turn, will cause the termination of the investment advisory agreement between DMC and the Fund. As a result, a Special Meeting of Shareholders (Meeting) of the Fund will be scheduled for the purpose of asking shareholders to approve a new investment advisory agreement between DMC and the Fund (New Agreement). If approved by shareholders, the New Agreement will take effect upon the closing of the Transaction, which is currently anticipated to occur in the fourth quarter of 2009. Shareholders of the Fund will receive proxy materials including more detailed information about the Meeting, the Transaction and the proposed New Agreement.

8. Subsequent Events
Effective August 31, 2009, the Fund adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 165, Subsequent Events (FAS 165). In accordance with FAS 165, management has evaluated whether any events or transactions occurred subsequent to August 31, 2009 through October 25, 2009, the date of issuance of the Fund’s schedule of portfolio holdings, and determined that there were no material events or transactions other than those already disclosed that would require recognition or disclosure in the Fund’s schedule of portfolio holdings.


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: