Edgar Filing: TRI-CONTINENTAL CORP

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

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-0266

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

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

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

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

Date of fiscal year end: 12/31

Date of reporting period: 9/30/06

FORM N-Q

ITEM 1. SCHEDULE OF INVESTMENTS.

Tri-Continental Corporation

Portfolio of Investments (unaudited)

September 30, 2006

	Shares or
	Warrants			Value
COMMON STOCKS
AND WARRANTS 83.2%
AEROSPACE AND
DEFENSE 2.7%
Boeing Company (The)	326,900	shs.	$	25,776,065
General Dynamics Corporation	191,800			13,746,306
Honeywell International Inc.	712,500			29,141,250
Raytheon Company (Warrants)*
(exercise price of $37.50,
expiring 6/16/2011)	23,639	wts.		337,329
				69,000,950
AIR FREIGHT AND
LOGISTICS 0.6%
FedEx Corp.	143,200	shs.		15,562,976

BEVERAGES 0.8%
Coca-Cola Company (The)	220,200			9,838,536
Coca-Cola Enterprises Inc.	562,400			11,714,792
				21,553,328
BIOTECHNOLOGY 2.9%
Amgen Inc.*	400,500			28,647,765
Genentech, Inc.*	224,000			18,524,800
Pharmion Corporation*	1,222,425			26,343,259
				73,515,824
CAPITAL MARKETS 3.4%
Bank of New York
Company, Inc. (The)	633,500			22,337,210
Goldman Sachs
Group, Inc. (The)	66,600			11,266,722
Legg Mason, Inc.	216,100			21,795,846
Merrill Lynch & Co. Inc.	211,100			16,512,242
Morgan Stanley	207,000			15,092,370
				87,004,390
CHEMICALS 0.8%
E.I. Du Pont de Nemours
and Company	459,200			19,672,128

COMMERCIAL BANKS 1.7%
Sun Trust Banks, Inc.	286,900			22,171,632
Wachovia Corporation	354,000			19,753,200
				41,924,832
COMMERCIAL SERVICES
AND SUPPLIES 0.8%
Waste Management Inc.	544,700			19,979,596

COMMUNICATIONS
EQUIPMENT 5.1%
Cisco Systems, Inc.*	512,380			11,784,740
Comverse Technology, Inc.*	1,071,200			22,966,528
Corning Incorporated*	944,149			23,046,677
Lucent Technologies, Inc.*	4,229,400			9,896,796
Lucent Technologies, Inc.
(exercise price of $2.75,
expiring 12/10/2007)*	11,626,025	wts.		2,208,945
Motorola, Inc.	499,600	shs.		12,490,000
Nokia Corp. (ADR)	617,300			12,154,637
QUALCOMM Inc.	983,300			35,742,955
				130,291,278
COMPUTERS AND
PERIPHERALS 2.7%
EMC Corporation*	2,487,600			29,801,448
International Business
Machines Corporation	307,320			25,181,801
Seagate Technology*	537,800			12,417,802
				67,401,051
CONSUMER FINANCE 0.9%
Capital One
Financial Corporation	296,300			23,306,958

CONTAINERS AND
PACKAGING 1.2%
Smurfit-Stone
Container Company*	2,691,500			30,144,800

DIVERSIFIED FINANCIAL
SERVICES 5.0%
Bank of America Corporation	532,040			28,501,383
CIT Group Inc.	205,000			9,969,150
Citigroup Inc.	1,244,230			61,800,904
JPMorgan Chase & Co.	575,600			27,030,176
				127,301,613
DIVERSIFIED
TELECOMMUNICATION
SERVICES 1.4%
Citizens Communications
Company	1,071,000			15,036,840
Verizon Communications Inc.	167,500			6,219,275
Windstream Corporation	1,146,300			15,119,697
				36,375,812

_________________
See footnotes on page 8.

Tri-Continental Corporation

Portfolio of Investments (unaudited)

September 30, 2006

	Shares		Value
ELECTRONIC EQUIPMENT
AND INSTRUMENTS 0.5%
Symbol Technologies, Inc.	826,200	$	12,277,332

ENERGY EQUIPMENT
AND SERVICES 1.0%
Halliburton Company	375,400		10,680,130
Tidewater Inc.	349,500		15,444,405
			26,124,535
FOOD AND STAPLES
RETAILING 2.0%
Rite Aid Corporation*	2,761,300		12,536,302
SUPERVALU INC.	440,200		13,051,930
Wal-Mart Stores, Inc.	515,220		25,410,650
			50,998,882
HEALTH CARE EQUIPMENT
AND SUPPLIES 1.9%
Bausch & Lomb Inc.	123,400		6,186,042
Boston Scientific Corporation*	1,492,600		22,075,554
Medtronic, Inc.	402,900		18,710,676
			46,972,272
HEALTH CARE PROVIDERS
AND SERVICES 3.1%
Aetna Inc.	639,200		25,280,360
UnitedHealth Group
Incorporated	380,800		18,735,360
WellPoint Inc.*	455,300		35,080,865
			79,096,585
HOTELS, RESTAURANTS
AND LEISURE 0.9%
Harrah’s Entertainment, Inc.	333,400		22,147,762

INDUSTRIAL
CONGLOMERATES 4.4%
3M Company	405,800		30,199,636
General Electric Company	2,304,150		81,336,495
			111,536,131
INSURANCE 3.4%
Allstate Corporation (The)	124,200		7,791,066
American International
Group, Inc.	642,300		42,558,798
MetLife, Inc.	173,300		9,822,644
UnumProvident Corporation	489,300		9,487,527
XL Capital Ltd. Class A	243,800		16,749,059
			86,409,094

INTERNET SOFTWARE
AND SERVICES 2.0%
Google Inc. Class A*	61,900		24,877,610
McAfee Inc.*	560,400		13,707,384
Yahoo! Inc.*	491,000		12,412,480
			50,997,474
MACHINERY 0.7%
Illinois Tool Works Inc.	399,160		17,922,284

MEDIA 2.3%
Clear Channel
Communications, Inc.	411,800		11,880,430
News Corp. Class A	777,400		15,275,910
Time Warner Inc.	1,700,900		31,007,407
			58,163,747
METALS AND MINING 0.9%
Alcoa Inc.	447,600		12,550,704
Freeport-McMoRan Copper
& Gold Inc. Class B	177,500		9,453,650
			22,004,354
MULTI-UTILITIES 1.0%
Dominion Resources, Inc.	188,900		14,448,961
DTE Energy Company	236,600		9,821,266
			24,270,227
MULTILINE RETAIL 1.4%
Dollar General Corporation	1,770,300		24,129,189
Target Corp.	210,000		11,602,500
			35,731,689
OIL, GAS AND
CONSUMABLE FUELS 6.6%
Chevron Corporation	599,000		38,851,140
ConocoPhillips	512,200		30,491,266
Exxon Mobil Corporation	912,100		61,201,910
Murphy Oil Corporation	373,525		17,761,114
Sunoco, Inc.	304,200		18,918,198
			167,223,628
PHARMACEUTICALS 4.9%
Forest Laboratories, Inc.*	351,600		17,794,476
Johnson & Johnson	150,607		9,780,419
Lilly Eli & Company	129,300		7,370,100
Pfizer Inc.	1,489,738		42,248,970
Valeant Pharmaceuticals
International	791,500		15,655,870
Wyeth	611,800		31,103,912
			123,953,747

_________________
See footnotes on page 8.

Tri-Continental Corporation

Portfolio of Investments (unaudited)

September 30, 2006

	Shares or Shares Subject to Call/Put		Value
REAL ESTATE MANAGEMENT
AND DEVELOPMENT 0.3%
Realogy Corporation*	283,050	$	6,419,574

ROAD AND RAIL 0.1%
Avis Budget Group, Inc.*	113,220		2,070,794

SEMICONDUCTORS AND
SEMICONDUCTOR
EQUIPMENT 1.9%
Broadcom Corporation Class “A”*	426,000		12,924,840
Marvell Technology Group Ltd.*	692,300		13,409,850
Maxim Integrated Products, Inc.	371,800		10,436,426
Texas Instruments Incorporated	344,500		11,454,625
			48,225,741
SOFTWARE 4.0%
Activision, Inc.*	573,000		8,652,300
Business Objects S.A.*	434,700		14,818,923
Cogent Inc.*	2,256,000		30,974,880
Microsoft Corp.	1,697,956		46,405,137
			100,851,240
SPECIALTY RETAIL 4.5%
Abercrombie & Fitch Co. Class A	179,300		12,457,764
Best Buy Co., Inc.	600,000		32,136,000
Foot Locker, Inc.	801,600		20,240,400
The Home Depot, Inc.	837,400		30,372,498
Urban Outfitters, Inc.*	1,103,800		19,526,222
			114,732,884
THRIFTS AND
MORTGAGE FINANCE 1.1%
Fannie Mae	244,100		13,647,631
Freddie Mac	223,700		14,838,021
			28,485,652
TOBACCO 2.7%
Altria Group, Inc.	904,580		69,245,599

WIRELESS
TELECOMMUNICATION
SERVICES 1.6%
American Tower Corporation
Class A*	348,400		12,716,600
Sprint Nextel Corporation	1,566,700		26,868,905
			39,585,505
TOTAL COMMON STOCKS
AND WARRANTS			2,108,482,268

OPTIONS PURCHASED 2.8%
BEVERAGES 0.1%
The Coca-Cola Company, Call
expiring January 2008 at $15	4,636		3,106,120

BIOTECHNOLOGY 0.0%
Pharmion Corporation, Call
expiring December 2006
at $17.5	2,668		1,200,600

COMMUNICATIONS
EQUIPMENT 0.3%
Comverse Technology Inc., Call
expiring January 2008 at $20	11,622		5,927,220
Corning Incorporated, Call
expiring January 2007 at $22.5	7,706		2,620,040
			8,547,260
COMPUTERS AND
PERIPHERALS 0.2%
Dell Inc., Call expiring
January 2008 at $25	13,002		3,705,570
Seagate Technology, Call
expiring January 2007 at $17.50	3,783		2,307,630
			6,013,200
CONSUMER FINANCE 0.2%
Capital One Financial Corporation,
Call expiring January 2008 at $80	3,836		4,449,760

FOOD PRODUCTS 0.0%
Kraft Foods Inc., Put
expiring March 2007 at $30	2,694		107,760

HEALTH CARE EQUIPMENT
AND SUPPLIES 0.4%
Bausch & Lomb Inc., Call
expiring January 2008 at $50	3,365		2,877,075
Boston Scientific Corporation, Call
expiring January 2009 at $20	10,746		2,417,850
St. Jude Medical Inc. Call,
expiring January 2008 at $35	5,647		3,585,845
			8,880,770
INDUSTRIAL
CONGLOMERATES 0.0%
3M Company, Call
expiring January 2009 at $80	446		374,640

_________________
See footnotes on page 8.

Tri-Continental Corporation

Portfolio of Investments (unaudited)

September 30, 2006

	Shares Subject to Call/Put, Partnership Interest or Principal Amount			Value
INTERNET SOFTWARE
AND SERVICES 0.2%
eBay Inc., Call
expiring January 2008 at $30	4,969	shs.	$	2,484,500
Yahoo!, Inc., Call
expiring January 2009 at $30	4,910			2,307,700
				4,792,200
MULTILINE RETAIL 0.1%
Dollar General Corp. Call
expiring January 2008 at $15	18,249			2,828,595

OIL, GAS AND
CONSUMABLE FUELS 0.0%
Murphy Oil Corporation, Call
expiring January 2008 at $50	1,895			1,174,900

PHARMACEUTICALS 0.1%
Bristol-Myers Squibb Company, Call
expiring January 2008 at $20	2,638			1,424,520

SEMICONDUCTORS AND SEMICONDUCTOR
EQUIPMENT 0.1%
Marvell Technology Group, Ltd.,
Call expiring January 2009
at $20	5,331			3,518,460

SOFTWARE 0.5%
Activision, Inc., Call
expiring January 2008 at $15	15,812			5,455,140
Cogent, Inc., Call
expiring December 2006 at $15	13,974			1,607,010
Cogent, Inc., Call
expiring March 2007 at $12.5	12,611			3,783,300
				10,845,450
TOBACCO 0.5%
Altria Group Inc., Call
expiring January 2008 at $85	12,180			4,993,800
Altria Group Inc., Call
expiring January 2008 at $80	8,116			4,707,280
Altria Group Inc., Call
expiring January 2008 at $75	3,148			2,612,840
				12,313,920

WIRELESS
TELECOMMUNICATION
SERVICES 0.1%
Sprint Nextel Corporation, Call
expiring January 2009 at $20	10,357			2,433,895
TOTAL OPTIONS PURCHASED				72,012,050

TRI-CONTINENTAL
FINANCIAL
DIVISION^†0.1%
WCAS Capital Partners II,
L.P.	$4,301,124			1,801,926
Whitney Subordinated
Debt Fund, L.P.	1,214,850			19,478
TOTAL TRI-CONTINENTAL
FINANCIAL DIVISION				1,821,404
SHORT-TERM
HOLDINGS 12.4%
CORPORATE NOTES 3.9%
Goldman Sachs Group (The):
13%, 12/20/06^††(1)	12,130,000			11,917,604
8.25%, 7/27/07^††(2)	11,675,060			11,780,077
13.75%, 8/2/07^††(3)	17,999,490			19,161,148
9.8%, 9/27/07^††(4)	12,009,268			12,175,883
Merrill Lynch & Co., Inc.
13.6%, 3/27/07^††(5)	12,012,477			12,350,809
Morgan Stanley:
10.6%, 3/27/07^††(6)	12,014,087			12,604,085
10.25%, 8/25/07^††(6)	19,194,138			19,674,588
				99,664,194
TIME DEPOSITS 7.7%
Bank of Montreal,
5.3125%, 10/2/06	94,583,000			94,583,000
Royal Bank of Scotland,
5.34%, 10/2/06	100,000,000			100,000,000
				194,583,000
US TREASURY NOTES 0.8%
US Treasury Notes
2.875%, 11/30/06	20,895,000	#		20,831,354
TOTAL SHORT-TERM
HOLDINGS				315,078,548

_________________
See footnotes on page 8.

Tri-Continental Corporation

Portfolio of Investments (unaudited)

September 30, 2006

		Value
TOTAL
INVESTMENTS 98.5%	$	2,497,394,270
OTHER ASSETS LESS
LIABILITIES 1.5%		38,662,342
NET INVESTMENT
ASSETS 100.0%	$	2,536,056,612

Schedule of Options Written (unaudited)

September 30, 2006

	Shares
	Subject to
	Call/Put			Value
PUT OPTIONS WRITTEN
Hewlett-Packard Company,
expiring November 2006
at $35	540,500	shs.	$	(513,475	)
Foot Locker Inc., expiring
November 2006 at $25	93,400			(126,090	)
TOTAL OPTIONS WRITTEN
(Premium received $1,059,254)			$	(639,565	)

___________________ The cost of investments for federal income tax purposes was $2,565,556,820. The tax basis gross unrealized appreciation and depreciation of portfolio securities were $41,304,043 and $109,466,593, respectively.
*	Non-income producing security.
†	At September 30, 2006, the Tri-Continental Financial Division comprised two investments that were purchased through private offerings and cannot be sold without prior registration under the Securities Act of 1933 or pursuant to an exemption therefrom. These investments are valued at fair value as determined in accordance with procedures approved by the Board of Directors of the Corporation. The acquisition dates of investments in the limited partnerships, along with their cost and values at September 30, 2006, were as follows:

Investments	Acquisition Date(s)	Cost		Value
WCAS Capital Partners II, L.P.	12/11/90 to 3/24/98	$	4,301,124	$	1,801,926
Whitney Subordinated Debt Fund, L.P.	7/12/89 to 11/10/98		1,214,850		19,478
		$	5,515,974	$	1,821,404

††	The security may be offered and sold only to a “qualified institutional buyer” under Rule 144A of the Securities Act of 1933.
(1)	These notes are exchangeable at maturity for the value of the common stock of five companies in the home building industry. The maturity value of each stock is limited to 115% of the stock’s price at the date of purchase of the notes.
(2)	These notes are exchangeable at maturity for the value of the common stock of Yahoo! (Internet Software and Services). The maturity value of the stock is limited to 120% of the stock’s price at the date of purchase of the notes.
(3)	These notes are exchangeable at maturity for the value of the common stock of Marvell Technology Group (Semiconductors and Semiconductor Equipment). The maturity value of the stock is limited to 120% of the stock’s price at the date of purchase of the notes.
(4)	These notes are exchangeable at maturity for the value of the common stock of Seagate Technology (Computers and Peripherals). The maturity value of the stock is limited to 120% of the stock’s price at the date of purchase of the notes.
(5)	These notes are exchangeable at maturity for the value of the common stock of Peabody Energy (Oil, Gas and Consumable Fuels). The maturity value of the stock is limited to 120% of the stock’s price at the date of purchase of the notes.
(6)	These notes are exchangeable at maturity for the value of the common stock of eBay (Internet Software and Services). The maturity value of the stock is limited to 120% of the stock’s price at the date of purchase of the notes.
#	All or part of the security is held as collateral for options written. As of September 30, 2006, the value of securities held as collateral was $20,831,354.
ADR — American Depositary Receipt.

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

ITEM 2. CONTROLS AND PROCEDURES.

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

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

ITEM 3. EXHIBITS.

(a)

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

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TRI-CONTINENTAL CORPORATION

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

Date:	November 27, 2006

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

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

Date:	November 27, 2006

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

Date:	November 27, 2006

TRI-CONTINENTAL CORPORATION

EXHIBIT INDEX

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