Edgar Filing: DELAWARE INVESTMENTS DIVIDEND & INCOME FUND, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

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:		November 30, 2011

Item 1. Reports to Stockholders





Annual Report	Delaware Investments^® Dividend and Income Fund, Inc.

	November 30, 2011









	The figures in the annual report for Delaware Investments Dividend and Income Fund, Inc. represent past results, which are not a guarantee of future results. A rise or fall in interest rates can have a significant impact on bond prices. Funds that invest in bonds can lose their value as interest rates rise.




	Closed-end fund

Table of contents

Portfolio management review	1
Performance summary	3
Security type/sector allocation and top 10 equity holdings	5
Statement of net assets	7
Statement of operations	15
Statements of changes in net assets	16
Statement of cash flows	17
Financial highlights	18
Notes to financial statements	19
Report of independent registered public accounting firm	26
Other Fund information	27
Board of trustees/directors and officers addendum	34
About the organization	37

Unless otherwise noted, views expressed herein are current as of Nov. 30, 2011, and subject to change.

Funds are not FDIC insured and are not guaranteed. It is possible to lose the principal amount invested.

Mutual fund advisory services are provided by Delaware Management Company, a series of Delaware Management Business Trust, which is a registered investment advisor. Delaware Investments, a member of Macquarie Group, refers to Delaware Management Holdings, Inc. and its subsidiaries. Macquarie Group refers to Macquarie Group Limited and its subsidiaries and affiliates worldwide.

All third-party trademarks cited are the property of their respective owners.

Portfolio management review

Delaware Investments^® Dividend and Income Fund, Inc.
December 6, 2011

Performance preview (for the year ended Nov. 30, 2011)
Delaware Investments Dividend and Income Fund, Inc. @ market price	1-year return	-0.26%
Delaware Investments Dividend and Income Fund, Inc. @ NAV	1-year return	+9.30%
Lipper Closed-end Income and Preferred Stock Funds Average @ market price	1-year return	+7.23%
Lipper Closed-end Income and Preferred Stock Funds Average @ NAV	1-year return	+6.21%

Past performance does not guarantee future results.

For complete, annualized performance for Delaware Investments Dividend and Income Fund, Inc., please see the table on page 3.

Index performance returns do not reflect any management fees, transaction costs, or expenses. Indices are unmanaged and one cannot invest directly in an index.

Delaware Investments Dividend and Income Fund, Inc. returned +9.30% at net asset value and -0.26% at market price (both figures reflect all distributions reinvested) for its fiscal year ended Nov. 30, 2011. Complete annualized performance information for the Fund is shown in the table on page 3.

An up-and-down year for investors

Financial markets were highly volatile during the Fund’s fiscal year, but especially in the period’s second half. Much of the turmoil came from the mounting debt crisis in Europe.

Greece remained at the center of the crisis, though other troubled countries shifted to the forefront of investors’ minds. Italy emerged as the newest and most serious trouble spot so far — given the nation’s role as the euro zone’s third-largest economy, coupled with its very high debt burden and low growth rate. Investors began to worry that the region’s political and monetary institutions were not up to the challenge of repairing the damage. Although these serious issues remained unresolved at the close of the Fund’s fiscal year in late November 2011, financial markets did respond favorably to several potentially productive steps taken by policy makers.

Financial markets were also affected by concerns about the health of the U.S. economy. In the first half of the Fund’s fiscal year, evidence pointed to sluggish but steady economic growth. Against this backdrop, the S&P 500^® Index, a measure of the broad U.S. stock market, continued to trend upward. Beginning in late July 2011, however, market conditions began to deteriorate, due in part to skepticism about whether U.S. political leaders would successfully handle the nation’s own debt-related issues. In early August 2011, credit rating agency Standard & Poor’s demonstrated this uncertainty by downgrading the U.S. sovereign credit rating for the first time in history. Although corporate earnings remained healthy, a weak patch of economic data, combined with mounting concerns about the budget, caused the S&P 500 Index to fall significantly between July 22 and Oct. 3, 2011, when it reached its lowest level in more than a year.

In the final months of the Fund’s fiscal year, however, an increasing amount of data suggested an improving U.S. economy. Unemployment, although still high, drifted downward, and increased confidence in the direction of interest rates was another positive indicator for investors. The S&P 500 Index finished the Fund’s fiscal year on a strong upswing with an overall gain of 7.84% for the 12 months.

Concern about credit risk weighed on the performance of other asset classes in which the Fund invests. High yield corporate bonds found a difficult environment during those periods when risk aversion appeared greatest, though they also benefited considerably during times of positive investor sentiment. During the Fund’s fiscal year, the high yield bond market generated a modest gain of 3.63%, as measured by the BofA Merrill Lynch U.S. High Yield Constrained Index. Investment grade bonds, while not immune to credit-quality concerns, fared better than their lower-rated counterparts, as many investors preferred higher-quality, lower-risk investments during much of the year.

Despite the up-and-down nature of the market, U.S. real estate investment trusts (REITs) enjoyed solid gains overall during the Fund’s fiscal year, as a favorable supply-demand balance, coupled with readily available financing

Unless otherwise noted, views expressed herein are current as of Nov. 30, 2011, and subject to change.

(continues) 1

Portfolio management review

Delaware Investments^® Dividend and Income Fund, Inc.

at attractive prices, provided supportive conditions for property companies. The FTSE NAREIT Equity REITs Index, which tracks equity REITs traded on U.S. exchanges, advanced 8.29% for the Fund’s fiscal year, outpacing the broad-market S&P 500 Index.

A shift toward large-cap value equities

The Fund’s primary objective is to seek high current income, with a secondary objective of capital appreciation. In managing the Fund, we pursue these goals by investing broadly in a range of income-generating securities. These include “core” fixed income holdings (such as Treasury and agency securities), as well as investment grade and high yield corporate bonds, convertible bonds, REITs, and large-cap value stocks.

With a few notable exceptions, the Fund’s positioning remained relatively stable throughout the fiscal year.

We increased the Fund’s exposure to large-cap value securities, which offered stronger performance potential and increased defensiveness amid a difficult environment, in our opinion. As the fiscal year drew to a close, we believed valuations across U.S. equities were generally higher than they should be. Anticipating ongoing slow growth, we maintained the Fund’s defensive positioning among large-cap value, geared to emphasize less-cyclical stocks. While circumstances can change quickly, we expect to maintain this less-cyclical positioning until we see more lasting improvements in market and economic conditions.

During the fiscal year, the Fund’s allocation to high yield bonds was relatively stable. A number of companies in this asset class held up relatively well despite difficult market conditions, and the Fund maintained a significant allocation throughout the entire fiscal year. This positioning aided the Fund’s return during the first several months of the fiscal year, as strong demand for yield gave the market a steady bid for high yield bonds. Our emphasis on higher-quality (less distressed) securities, however, slightly muted this positive effect. During the final months of the Fund’s fiscal year, this same allocation to high yield bonds hindered the Fund’s performance somewhat, as investors seemed to largely flee from risky securities. At this time, however, the relative higher quality of the Fund’s allocation to this asset class helped diminish the negative effect of these holdings.

Among the Fund’s REIT holdings, we tilted the portfolio for much of the Fund’s fiscal year toward mall, apartment, and self-storage companies that we viewed as being of high quality. We believed these businesses would be well positioned to take advantage of the low interest rate environment (through lower financing costs), as well as the pricing power and increased occupancies made possible by tight property supplies.

Areas of potential opportunity

Given recent market shifts, we believe that U.S. REITs are among market segments that have become attractively priced. Convertible securities, offering yields in the neighborhood of 4% at the end of the Fund’s fiscal year, also strike us as relatively inexpensive (data: Barclays Capital). High yield bonds remain vulnerable to credit risk, though high yield issuers’ balance sheets are stronger now than before the financial crisis, and we believe they are less vulnerable to serious credit-related challenges than they were in the past.

Against this backdrop, we continue to keep a close eye on market conditions and the relative value between asset types. In keeping with the Fund’s investment objective, we will continue to seek to provide high current income, diversified across multiple asset classes.

Performance summary

Delaware Investments^® Dividend and Income Fund, Inc.

The performance quoted represents past performance and does not guarantee future results. Investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Please obtain the performance data for the most recent month end by calling 800 523-1918.

Fund performance

Average annual total returns

through Nov. 30, 2011

1 year

5 years

10 years

Lifetime

At market price

-0.26%

-1.35%

+3.67%

+6.56%

At net asset value

+9.30%

-0.28%

+6.63%

+7.56%

Diversification may not protect against market risk.

Fixed income securities and bond funds can lose value, and investors can lose principal, as interest rates rise. They also may be affected by economic conditions that hinder an issuer’s ability to make interest and principal payments on its debt.

The Fund may also be subject to prepayment risk, the risk that the principal of a fixed income security that is held by the Fund may be prepaid prior to maturity, potentially forcing the Fund to reinvest that money at a lower interest rate.

High yielding, noninvestment grade bonds (junk bonds) involve higher risk than investment grade bonds.

The Fund may invest in derivatives, which may involve additional expenses and are subject to risk, including the risk that an underlying security or securities index moves in the opposite direction from what the portfolio manager anticipated. A derivative transaction depends upon the counterparties’ ability to fulfill their contractual obligations.

Narrowly focused investments may exhibit higher volatility than investments in multiple industry sectors. REIT investments are subject to many of the risks associated with direct real estate ownership, including changes in economic conditions, credit risk, and interest rate fluctuations.

If and when the Fund invests in forward foreign currency contracts or uses other investments to hedge against currency risks, the Fund will be subject to special risks, including counterparty risk.

The Fund borrows through a 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 leverage.

The “Fund performance” table and the “Performance of a $10,000 investment” graph do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares.

Returns reflect the reinvestment of all distributions. Dividends and distributions, if any, are assumed, for the purpose of this calculation to be reinvested at prices obtained under the Fund’s dividend reinvestment policy. Shares of the Fund were initially offered with a sales charge of 6%. Performance since inception does not include the sales charge or any other brokerage commission for purchases made since inception. Past performance is not a guarantee of future results.

Fund basics

As of Nov. 30, 2011

Fund objectives

The Fund’s primary investment objective is to seek high current income. Capital appreciation is a secondary objective.

Total Fund net assets

$72 million

Number of holdings

366

Fund start date

March 26, 1993

NYSE symbol

DDF

Performance summary

Delaware Investments^® Dividend and Income Fund, Inc.

Market price versus net asset value (see notes below)
Nov. 30, 2010, through Nov. 30, 2011

	Starting value (Nov. 30, 2010)	Ending value (Nov. 30, 2011)
Delaware Investments Dividend and Income Fund, Inc. @ NAV	$7.68	$7.67
Delaware Investments Dividend and Income Fund, Inc. @ Market price	$7.56	$6.89

Past performance is not a guarantee of future results.

Performance of a $10,000 investment
Average annual total returns from Nov. 30, 2001, through Nov. 30, 2011

	Starting value (Nov. 30, 2001)	Ending value (Nov. 30, 2011)
Delaware Investments Dividend and Income Fund, Inc. @ NAV	$10,000	$18,992
Lipper Closed-end Income and Preferred Stock Funds Average @ NAV	$10,000	$15,592
Lipper Closed-end Income and Preferred Stock Funds Average @ Market price	$10,000	$15,540
Delaware Investments Dividend and Income Fund, Inc. @ Market price	$10,000	$14,351

The “Performance of a $10,000 investment” graph assumes $10,000 invested in the Fund on Nov. 30, 2001, and includes the reinvestment of all distributions at market value. The graph assumes $10,000 in the Lipper Closed-end Income and Preferred Stock Funds Average at market price and at NAV. Performance of the Fund and the Lipper class at market value is based on market performance during the period. Performance of the Fund and Lipper class at NAV is based on the fluctuations in NAV during the period. Delaware Investments Dividend and Income Fund, Inc. was initially offered with a sales charge of 6%. Performance shown in both graphs above does not include fees, the initial sales charge, or any brokerage commissions for purchases. Investments in the Fund are not available at NAV.

The Lipper Closed-end Income and Preferred Stock Funds Average represents the average return of closed-end funds that normally seek a high level of current income through investing in income-producing stocks, bonds, and money market instruments, or funds that invest primarily in preferred securities, often considering tax code implications (source: Lipper).

The BofA Merrill Lynch U.S. High Yield Constrained Index, mentioned on page 1, tracks the performance of U.S. dollar–denominated high yield corporate debt publicly issued in the U.S. domestic market, but caps individual issuer exposure at 2% of the benchmark.

Market price is the price an investor would pay for shares of the Fund on the secondary market. NAV is the total value of one fund share, generally equal to a fund’s net assets divided by the number of shares outstanding.

Past performance is not a guarantee of future results.

Security type/sector allocation and
top 10 equity holdings

Delaware Investments^® Dividend and Income Fund, Inc.
As of November 30, 2011

Sector designations may be different than the sector designations presented in other Fund materials. The sector designations may represent the investment manager’s internal sector classifications, which may result in the sector designations for one fund being different than another fund’s sector designations.

	Percentage
Security Type/Sector	of Net Assets
Common Stock		70.17	%
Consumer Discretionary		3.64	%
Consumer Staples		8.39	%
Diversified REITs		0.68	%
Energy		6.47	%
Financials		6.45	%
Healthcare		10.00	%
Healthcare REITs		2.51	%
Hotel REITs		0.93	%
Industrial REITs		0.83	%
Industrials		4.72	%
Information Technology		6.66	%
Malls REITs		2.26	%
Materials		1.52	%
Mixed REITs		1.19	%
Mortgage REITs		0.48	%
Multifamily REITs		1.51	%
Office REITs		0.35	%
Real Estate Management & Development		0.05	%
Self-Storage REITs		1.05	%
Shopping Center REITs		1.17	%
Single Tenant REIT		0.24	%
Specialty REITs		1.89	%
Telecommunications		3.73	%
Utilities		3.45	%
Convertible Preferred Stock		2.54	%
Convertible Bonds		10.31	%
Capital Goods		1.34	%
Communications		1.63	%
Consumer Cyclical		0.66	%
Consumer Non-Cyclical		1.39	%
Energy		0.40	%
Financials		1.01	%
Healthcare		0.47	%
Industrials		0.16	%
Real Estate		0.23	%
Services		0.58	%
Technology		2.44	%
Corporate Bonds		41.25	%
Automobiles		2.10	%
Banking		1.27	%
Basic Industry		5.81	%
Capital Goods		2.41	%
Consumer Cyclical		2.69	%
Consumer Non-Cyclical		1.49	%
Energy		5.36	%
Financials		1.04	%
Healthcare		2.24	%
Insurance		1.22	%
Media		2.79	%
Services		4.86	%
Technology		2.97	%
Telecommunications		3.91	%
Utilities		1.09	%
Senior Secured Loans		0.95	%
Limited Partnership		0.27	%
Preferred Stock		1.88	%
Warrants		0.00	%
Short-Term Investment		0.03	%
Securities Lending Collateral		7.52	%
Total Value of Securities		134.92	%
Obligation to Return Securities Lending Collateral		(7.74	%	)
Borrowing Under Line of Credit		(27.94	%	)
Receivables and Other Assets Net of Other Liabilities		0.76	%
Total Net Assets		100.00	%

(continues) 5

Security type/sector allocation and
top 10 equity holdings

Delaware Investments^® Dividend and Income Fund, Inc.

Holdings are for informational purposes only and are subject to change at any time. They are not a recommendation to buy, sell, or hold any security.

	Percentage
Top 10 Equity Holdings	of Net Assets
Lowe’s		1.89%
Quest Diagnostics		1.86%
Intel		1.85%
Merck		1.82%
Marsh & McLennan		1.78%
Williams		1.76%
CVS Caremark		1.75%
Motorola Solutions		1.72%
Safeway		1.70%
Pfizer		1.70%

Statement of net assets

Delaware Investments^® Dividend and Income Fund, Inc.
November 30, 2011

		Number of
		Shares	Value
Common Stock – 70.17%
Consumer Discretionary – 3.64%
†∏=	Avado Brands	1,390	$	0
	Comcast Class A	52,600		1,192,442
†	DIRECTV Class A	1,550		73,191
	Lowe’s	57,000		1,368,570
				2,634,203
Consumer Staples – 8.39%
†	Archer-Daniels-Midland	39,600		1,192,752
	CVS Caremark	32,600		1,266,184
	Kimberly-Clark	17,000		1,214,990
	Kraft Foods Class A	32,300		1,167,645
*	Safeway	61,700		1,234,000
				6,075,571
Diversified REITs – 0.68%
*	Fifth Street Finance	34,041		332,921
	Lexington Reality Trust	14,800		112,184
	Nieuwe Steen Investments	269		3,568
	Vornado Realty Trust	565		42,064
				490,737
Energy – 6.47%
	Chevron	11,800		1,213,276
	ConocoPhillips	15,700		1,119,724
	Marathon Oil	38,600		1,079,256
	Williams	39,500		1,275,060
				4,687,316
Financials – 6.45%
	Allstate	43,100		1,154,649
	Bank of New York Mellon	53,700		1,045,002
	Marsh & McLennan	42,700		1,289,113
	Travelers	21,000		1,181,250
				4,670,014
Healthcare – 10.00%
†	Alliance HealthCare Services	7,323		8,934
	Baxter International	20,700		1,069,362
	Cardinal Health	27,000		1,146,420
	Johnson & Johnson	17,400		1,126,128
	Merck	36,900		1,319,175
	Pfizer	61,189		1,228,063
*	Quest Diagnostics	22,900		1,343,313
				7,241,395
Healthcare REITs – 2.51%
	Cogdell Spencer	16,800		63,000
*	HCP	4,550		175,858
	Health Care REIT	9,060		454,540
	LTC Properties	3,300		94,875
*	Omega Healthcare Investors	9,500		170,335
	Ventas	16,297		859,829
				1,818,437
Hotel REITs – 0.93%
	Ashford Hospitality Trust	10,700		85,172
*	DiamondRock Hospitality	14,500		127,310
	LaSalle Hotel Properties	3,700		86,617
	Summit Hotel Properties	44,500		374,690
				673,789
Industrial REITs – 0.83%
†	First Industrial Realty Trust	31,200		296,400
	ProLogis	1,280		35,610
*	STAG Industrial	25,700		269,593
				601,603
Industrials – 4.72%
†	Delta Air Lines	24		195
†	Flextronics International	4,400		26,268
*†	Mobile Mini	1,651		29,768
	Northrop Grumman	20,600		1,175,642
	Raytheon	26,000		1,184,819
*	Waste Management	31,900		998,470
				3,415,162
Information Technology – 6.66%
	Cisco Systems	64,900		1,209,736
	Intel	53,700		1,337,667
	Motorola Solutions	26,642		1,243,382
	Xerox	126,200		1,028,530
				4,819,315
Malls REITs – 2.26%
*	General Growth Properties	5,229		73,624
*	Macerich	1,526		76,453
*	Pennsylvania Real Estate
	Investment Trust	29,100		271,503
	Simon Property Group	9,747		1,211,942
				1,633,522
Materials – 1.52%
*†	duPont (E.I.) deNemours	23,000		1,097,560
∏†=	PT Holdings	350		4
				1,097,564
Mixed REITs – 1.19%
*	Digital Realty Trust	8,950		568,325
	Dupont Fabros Technology	4,900		110,397
	Liberty Property Trust	2,700		80,487
	PS Business Parks	1,900		100,130
				859,339
Mortgage REITs – 0.48%
*	Chimera Investment	23,800		63,546
	Starwood Property Trust	16,000		285,440
				348,986
Multifamily REITs – 1.51%
	Apartment Investment &
	Management	7,968		173,543
	Associated Estates Realty	7,200		116,208
	BRE Properties	5,000		243,300
	Camden Property Trust	3,450		199,169
	Equity Residential	6,600		364,254
				1,096,474
Office REITs – 0.35%
	Boston Properties	500		47,690
	Brandywine Realty Trust	11,500		100,165
	Government Properties
	Income Trust	4,800		104,400
				252,255

(continues) 7

Statement of net assets

Delaware Investments^® Dividend and Income Fund, Inc.

			Number of
			Shares	Value
Common Stock (continued)
Real Estate Management &
	Development – 0.05%
†	Howard Hughes		1	$	46
†	Mitsubishi Estate		2,000		33,391
					33,437
Self-Storage REITs – 1.05%
*	Extra Space Storage		3,300		79,530
	Public Storage		5,150		679,285
					758,815
Shopping Center REITs – 1.17%
	Equity One		8,000		133,680
	Federal Realty Investment Trust		300		26,529
	First Capital Realty		14,058		234,874
	Kimco Realty		20,430		322,181
*	Ramco-Gershenson Properties Trust		6,200		52,638
*	Weingarten Realty Investors		3,600		74,484
					844,386
Single Tenant REIT – 0.24%
*	National Retail Properties		6,700		177,282
					177,282
Specialty REITs – 1.89%
*	Entertainment Properties Trust		2,920		130,524
*	Plum Creek Timber		6,885		253,643
	Potlatch		4,825		155,172
	Rayonier		3,000		121,920
	Solar Capital		30,561		703,515
					1,364,774
Telecommunications – 3.73%
	AT&T		39,600		1,147,608
†=	Century Communications		500,000		0
	France Telecom ADR		6,000		103,620
*	Frontier Communications		40,000		228,800
†	GeoEye		550		10,445
	Verizon Communications		32,000		1,207,360
					2,697,833
Utilities – 3.45%
	American Water Works		4,300		133,601
†=	Calpine Tracking		345,000		0
	Edison International		30,900		1,214,679
†	GenOn Energy		535		1,455
	Mirant (Escrow)		180,000		0
	Progress Energy		21,100		1,147,418
					2,497,153
Total Common Stock (cost $47,290,798)					50,789,362

Convertible Preferred Stock – 2.54%
*	Apache 6.00%
	exercise price $109.12,
	expiration date 8/1/13		1,700		96,696
	Aspen Insurance Holdings 5.625%
	exercise price $29.28,
	expiration date 12/31/49		8,800		471,350
#	Chesapeake Energy 144A 5.75%
	exercise price $27.94,
	expiration date 12/31/49		185		198,413
	El Paso Energy Capital Trust I 4.75%
	exercise price $41.59,
	expiration date 3/31/28		5,250		241,342
	HealthSouth 6.50%
	exercise price $30.50,
	expiration date 12/31/49		288		252,072
	Lucent Technologies Capital Trust I
	7.75% exercise price $24.80,
	expiration date 3/15/17		305		190,625
	PPL 9.50%
	exercise price $28.80,
	expiration date 7/1/13		3,800		216,448
	SandRidge Energy 8.50%
	exercise price $8.01,
	expiration date 12/31/49		1,440		170,280
Total Convertible Preferred Stock
	(cost $1,888,148)				1,837,226

			Principal
			Amount
Convertible Bonds – 10.31%
Capital Goods – 1.34%
	AAR
	1.75% exercise price $29.27,
	expiration date 1/1/26	$	71,000		71,355
	#144A 1.75% exercise price
	$29.27, expiration date 2/1/26		260,000		261,300
	L-3 Communications Holdings
	3.00% exercise price $96.48,
	expiration date 8/1/35		301,000		289,713
#	Owens-Brockway Glass
	Container 144A 3.00%
	exercise price $47.47,
	expiration date 5/28/15		375,000		347,343
					969,711
Communications – 1.63%
#	Alaska Communications Systems
	Group 144A 6.25%
	exercise price $10.28,
	expiration date 4/27/18		189,000		149,546
#	Clearwire Communications 144A
	8.25% exercise price $7.08,
	expiration date 11/30/40		131,000		51,581
	Leap Wireless International 4.50%
	exercise price $93.21,
	expiration date 7/15/14		282,000		246,750
	Level 3 Communications 3.50%
	exercise price $81.90,
	expiration date 12/10/11		341,000		343,132

		Principal
		Amount		Value
Convertible Bonds (continued)
Communications (continued)
	Rovi 2.625%
	exercise price $47.36,
	expiration date 2/10/40	$	80,000	$	81,000
	SBA Communications 4.00%
	exercise price $30.38,
	expiration date 10/1/14		208,000		305,500
					1,177,509
Consumer Cyclical – 0.66%
•	ArvinMeritor 4.00%
	exercise price $26.73,
	expiration date 2/15/27		295,000		193,225
	Pantry 3.00%
	exercise price $50.09,
	expiration date 11/15/12		290,000		282,750
					475,975
Consumer Non-Cyclical – 1.39%
*	Alere 3.00%
	exercise price $43.98,
	expiration date 5/15/16		228,000		214,890
	Dendreon 2.875%
	exercise price $51.24,
	expiration date 1/13/16		67,000		47,403
	LifePoint Hospitals 3.50%
	exercise price $51.79,
	expiration date 5/14/14		300,000		312,374
	Medtronic 1.625%
	exercise price $54.00,
	expiration date 4/15/13		159,000		159,795
	Mylan 3.75%
	exercise price $13.32,
	expiration date 9/10/15		91,000		146,965
	NuVasive
	2.25% exercise price $44.74,
	expiration date 3/15/13		33,000		31,185
	2.75% exercise price $42.13,
	expiration date 6/30/17		130,000		95,063
					1,007,675
Energy – 0.40%
	James River Coal 4.50%
	exercise price $25.78,
	expiration date 12/1/15		89,000		72,535
	Transocean 1.50%
	exercise price $164.09,
	expiration date 12/15/37		224,000		220,080
					292,615
Financials – 1.01%
#	Ares Capital 144A 5.75%
	exercise price $19.13,
	expiration date 2/1/16		189,000		179,550
#	BGC Partners 144A 4.50%
	exercise price $9.84,
	expiration date 7/13/16		122,000		110,715
	Euronet Worldwide 3.50%
	exercise price $40.48,
	expiration date 10/15/25		435,000		438,263
					728,528
Healthcare – 0.47%
Φ	Hologic 2.00%
	exercise price $38.59,
	expiration date 12/15/37		358,000		340,100
					340,100
Industrials – 0.16%
#	Altra Holdings 144A 2.75%
	exercise price $27.70,
	expiration date 2/27/31		49,000		45,509
Φ	General Cable 4.50%
	exercise price $36.75,
	expiration date 11/15/29		75,000		73,781
					119,290
Real Estate – 0.23%
#	Lexington Master 144A 5.45%
	exercise price $19.49,
	expiration date 1/15/27		19,000		19,095
#	Lexington Realty Trust 144A 6.00%
	exercise price $7.09,
	expiration date 1/11/30		129,000		150,930
					170,025
Services – 0.58%
	Live Nation Entertainment 2.875%
	exercise price $27.14,
	expiration date 7/14/27		466,000		418,818
					418,818
Technology – 2.44%
	Advanced Micro Devices
	5.75% exercise price $20.13,
	expiration date 8/15/12		47,000		47,529
	6.00% exercise price $28.08,
	expiration date 4/30/15		217,000		213,203
	#144A 6.00% exercise price
	$28.08, expiration date 5/1/15		83,000		81,548
	Alcatel-Lucent USA 2.875%
	exercise price $15.35,
	expiration date 6/15/25		82,000		71,750
#	Ciena 144A 3.75%
	exercise price $20.17,
	expiration date 10/15/18		137,000		128,780
	Equinix 4.75%
	exercise price $84.32,
	expiration date 6/15/16		101,000		140,895
	Intel 3.25%
	exercise price $22.45,
	expiration date 8/1/39		124,000		158,410
	Linear Technology 3.00%
	exercise price $44.11,
	expiration date 5/1/27		425,000		437,218
	SanDisk 1.50%
	exercise price $52.37,
	expiration date 8/11/17		186,000		217,154
	VeriSign 3.25%
	exercise price $34.37,
	expiration date 8/15/37		235,000		268,193
					1,764,680
Total Convertible Bonds
	(cost $7,571,941)				7,464,926

(continues) 9

Statement of net assets

Delaware Investments^®Dividend and Income Fund, Inc.

		Principal
		Amount		Value
Corporate Bonds – 41.25%
Automobiles – 2.10%
	American Axle & Manufacturing
	7.75% 11/15/19	$	120,000	$	115,500
	*7.875% 3/1/17		160,000		155,200
	ArvinMeritor 8.125% 9/15/15		147,000		130,830
#	Chrysler Group 144A
	8.25% 6/15/21		430,000		363,350
	Dana Holding 6.75% 2/15/21		140,000		141,225
	Ford Motor Credit 12.00% 5/15/15		147,000		180,003
#	International Automotive
	Components Group 144A
	9.125% 6/1/18		115,000		109,825
#	Jaguar Land Rover 144A
	8.125% 5/15/21		170,000		161,500
	Tomkins 9.00% 10/1/18		151,000		163,835
					1,521,268
Banking – 1.27%
	BAC Capital Trust VI
	5.625% 3/8/35		290,000		235,327
•	Fifth Third Capital Trust IV
	6.50% 4/15/37		235,000		227,950
•#	HBOS Capital Funding 144A
	6.071% 6/29/49		375,000		232,500
•	Regions Financing Trust II
	6.625% 5/15/47		275,000		222,750
					918,527
Basic Industry – 5.81%
*	AK Steel 7.625% 5/15/20		224,000		204,960
#	Algoma Acquisition 144A
	9.875% 6/15/15		196,000		159,740
#	APERAM 144A 7.75% 4/1/18		150,000		129,000
*	Associated Materials
	9.125% 11/1/17		120,000		102,150
#	Cemex Espana Luxembourg 144A
	9.25% 5/12/20		331,000		228,390
#	Cemex Finance 144A
	9.50% 12/14/16		150,000		121,125
#	FMG Resources August 2006 144A
	6.875% 2/1/18		82,000		75,645
	7.00% 11/1/15		119,000		115,728
	Headwaters 7.625% 4/1/19		170,000		145,775
	Hexion US Finance 9.00% 11/15/20		100,000		79,000
#	Ineos Group Holdings 144A
	8.50% 2/15/16		205,000		160,925
	Interface 7.625% 12/1/18		116,000		121,220
#	International Wire Group Holdings
	144A 9.75% 4/15/15		129,000		131,563
	James River Coal 7.875% 4/1/19		150,000		114,750
#	JMC Steel Group 144A
	8.25% 3/15/18		170,000		160,650
#	Kinove German Bondco 144A
	9.625% 6/15/18		200,000		182,000
#	Longview Fibre Paper & Packaging
	144A 8.00% 6/1/16		170,000		171,700
#	LyondellBasell Industries 144A
	6.00% 11/15/21		90,000		92,250
#	MacDermid 144A 9.50% 4/15/17		204,000		195,840
#	Masonite International 144A
	8.25% 4/15/21		165,000		155,925
#	Millar Western Forest Products
	144A 8.50% 4/1/21		125,000		95,625
	Momentive Performance Materials
	9.00% 1/15/21		330,000		236,774
#	Murray Energy 144A
	10.25% 10/15/15		148,000		146,890
	Norcraft 10.50% 12/15/15		186,000		168,330
#	Nortek 144A 8.50% 4/15/21		180,000		148,950
	Ply Gem Industries
	13.125% 7/15/14		152,000		145,160
	Polypore International
	7.50% 11/15/17		159,000		163,770
=@	Port Townsend 12.431% 8/27/12		107,160		48,758
	Ryerson
	•7.804% 11/1/14		92,000		84,180
	12.00% 11/1/15		116,000		116,870
					4,203,643
Capital Goods – 2.41%
	Berry Plastics
	*9.75% 1/15/21		154,000		147,840
	10.25% 3/1/16		110,000		101,750
#	DAE Aviation Holdings 144A
	11.25% 8/1/15		164,000		171,380
	Kratos Defense & Security
	Solutions 10.00% 6/1/17		150,000		151,875
*	Manitowoc 9.50% 2/15/18		143,000		148,363
	Mueller Water Products
	7.375% 6/1/17		169,000		148,931
	Pregis 12.375% 10/15/13		163,000		152,405
#	Reynolds Group Issuer 144A
	9.00% 4/15/19		284,000		257,019
	9.875% 8/15/19		270,000		248,400
#	Sealed Air 144A
	8.125% 9/15/19		40,000		42,600
	8.375% 9/15/21		55,000		58,988
	TriMas 9.75% 12/15/17		111,000		118,770
					1,748,321
Consumer Cyclical – 2.69%
	Brown Shoe 7.125% 5/15/19		135,000		127,575
#	Burlington Coat Factory Warehouse
	144A 10.00% 2/15/19		265,000		256,388
*	CKE Restaurants 11.375% 7/15/18		143,000		153,010
	Dave & Buster’s 11.00% 6/1/18		177,000		182,310
	DineEquity 9.50% 10/30/18		229,000		238,160
	Express 8.75% 3/1/18		92,000		97,060
#	Icon Health & Fitness 144A
	11.875% 10/15/16		62,000		50,220

		Principal
		Amount		Value
Corporate Bonds (continued)
Consumer Cyclical (continued)
	Michaels Stores
	11.375% 11/1/16	$	55,000	$	58,025
	13.00% 11/1/16		105,000		111,825
#	Needle Merger Sub 144A
	8.125% 3/15/19		140,000		129,500
	OSI Restaurant Partners
	10.00% 6/15/15		165,000		170,775
	Quiksilver 6.875% 4/15/15		185,000		172,975
	Rite Aid 8.625% 3/1/15		40,000		37,400
	Tops Holding 10.125% 10/15/15		156,000		161,850
					1,947,073
Consumer Non-Cyclical – 1.49%
#	Armored Autogroup 144A
	9.25% 11/1/18		169,000		136,045
#	Blue Merger Sub 144A
	7.625% 2/15/19		169,000		152,100
*	Dean Foods 7.00% 6/1/16		124,000		120,900
	NBTY 9.00% 10/1/18		207,000		221,490
	Pinnacle Foods Finance
	10.625% 4/1/17		202,000		210,080
*	Visant 10.00% 10/1/17		92,000		85,100
#	Viskase 144A 9.875% 1/15/18		152,000		152,380
					1,078,095
Energy – 5.36%
	American Petroleum Tankers Parent
	10.25% 5/1/15		134,000		137,350
	Antero Resources Finance
	9.375% 12/1/17		151,000		160,060
#	Calumet Specialty Products Partners
	144A 9.375% 5/1/19		245,000		236,424
	Chaparral Energy 8.25% 9/1/21		250,000		247,499
	Chesapeake Energy
	6.625% 8/15/20		134,000		139,360
	6.875% 11/15/20		19,000		20,045
	Comstock Resources 7.75% 4/1/19		170,000		161,500
	Copano Energy 7.75% 6/1/18		96,000		96,000
	Crosstex Energy 8.875% 2/15/18		119,000		127,330
#	Helix Energy Solutions 144A
	9.50% 1/15/16		191,000		199,594
#	Hercules Offshore 144A
	10.50% 10/15/17		143,000		137,995
#	Hilcorp Energy I 144A
	8.00% 2/15/20		152,000		160,740
	Holly 9.875% 6/15/17		112,000		123,480
#	Kodiak Oil & Gas 144A
	8.125% 12/1/19		155,000		157,519
#	Laredo Petroleum 144A
	9.50% 2/15/19		178,000		185,343
	Linn Energy
	8.625% 4/15/20		147,000		154,350
	#144A 6.50% 5/15/19		20,000		19,100
*#	NFR Energy 144A 9.75% 2/15/17		294,000		254,310
#	Oasis Petroleum 144A
	7.25% 2/1/19		130,000		133,250
	Offshore Group Investments
	11.50% 8/1/15		136,000		146,540
	PetroHawk Energy 7.25% 8/15/18		164,000		184,500
	Petroleum Development
	12.00% 2/15/18		152,000		163,400
	Pioneer Drilling
	9.875% 3/15/18		154,000		159,583
	#144A 9.875% 3/15/18		50,000		51,813
	Quicksilver Resources
	9.125% 8/15/19		150,000		158,063
	SandRidge Energy
	7.50% 3/15/21		150,000		138,000
	8.75% 1/15/20		29,000		28,565
					3,881,713
Financials – 1.04%
	E Trade Financial PIK
	12.50% 11/30/17		147,000		166,845
•#	ILFC E-Capital Trust I 144A
	4.77% 12/21/65		100,000		60,469
•#	ILFC E-Capital Trust II 144A
	6.25% 12/21/65		325,000		215,313
	Nuveen Investments
	10.50% 11/15/15		250,000		240,000
	#144A 10.50% 11/15/15		72,000		68,400
					751,027
Healthcare – 2.24%
	Accellent 10.00% 11/1/17		92,000		72,680
#	AMGH Merger Sub 144A
	9.25% 11/1/18		160,000		159,600
	Community Health Systems
	*8.875% 7/15/15		94,000		96,820
	#144A 8.00% 11/15/19		80,000		77,800
	HealthSouth 7.75% 9/15/22		35,000		34,125
#	Immucor 144A 11.125% 8/15/19		80,000		82,000
#	inVentiv Health 144A
	10.00% 8/15/18		139,000		132,398
#	Kinetic Concepts 144A
	10.50% 11/1/18		50,000		48,125
	Lantheus Medical Imaging
	9.75% 5/15/17		209,000		173,993
	LVB Acquisition 11.625% 10/15/17		158,000		169,850
#	Multiplan 144A 9.875% 9/1/18		178,000		178,444
*	Radiation Therapy Services
	9.875% 4/15/17		157,000		118,535
	Radnet Management
	10.375% 4/1/18		138,000		122,820
#	STHI Holding 144A 8.00% 3/15/18		150,000		152,625
					1,619,815

(continues) 11

Statement of net assets

Delaware Investments^®Dividend and Income Fund, Inc.

		Principal
		Amount		Value
Corporate Bonds (continued)
Insurance – 1.22%
•	American International Group
	8.175% 5/15/58	$	220,000	$	194,975
•	ING Groep 5.775% 12/29/49		445,000		300,375
•#	Liberty Mutual Group 144A
	7.00% 3/15/37		195,000		163,800
•	XL Group 6.50% 12/31/49		290,000		227,650
					886,800
Media – 2.79%
	Affinion Group 7.875% 12/15/18		202,000		169,175
#	AMC Networks 144A
	7.75% 7/15/21		170,000		180,625
#	AMO Escrow 144A
	11.50% 12/15/17		78,000		71,370
*	Cablevision Systems
	8.00% 4/15/20		71,000		72,420
	CCO Holdings
	7.00% 1/15/19		14,000		14,158
	8.125% 4/30/20		205,000		217,299
	Clear Channel Communications
	9.00% 3/1/21		174,000		144,420
	Entravision Communications
	8.75% 8/1/17		95,000		93,338
	MDC Partners
	11.00% 11/1/16		146,000		156,220
	#144A 11.00% 11/1/16		70,000		74,200
	Nexstar Broadcasting
	8.875% 4/15/17		139,000		141,085
#	Ono Finance II 144A
	10.875% 7/15/19		159,000		132,765
#	UPC Holding 144A
	9.875% 4/15/18		189,000		195,615
	Virgin Media Finance
	8.375% 10/15/19		92,000		98,900
	WMG Acquisition 9.50% 6/15/16		100,000		105,500
#	XM Satellite Radio 144A
	7.625% 11/1/18		145,000		150,075
					2,017,165
Services – 4.86%
#	ARAMARK Holdings PIK 144A
	8.625% 5/1/16		250,000		255,000
	Beazer Homes USA
	9.125% 6/15/18		46,000		30,590
	9.125% 5/15/19		198,000		130,185
	Cardtronics 8.25% 9/1/18		72,000		78,300
	Casella Waste Systems
	7.75% 2/15/19		173,000		169,108
	11.00% 7/15/14		83,000		90,055
*#	Delta Air Lines 144A
	12.25% 3/15/15		129,000		137,385
#	Equinox Holdings 144A
	9.50% 2/1/16		143,000		145,145
	Harrah’s Operating
	10.00% 12/15/18		398,000		256,709
	Kansas City Southern de Mexico
	6.125% 6/15/21		140,000		144,900
	8.00% 2/1/18		32,000		35,200
	M/I Homes 8.625% 11/15/18		246,000		217,095
*	Marina District Finance
	9.875% 8/15/18		52,000		46,670
	MGM Resorts International
	11.375% 3/1/18		463,000		501,197
	Peninsula Gaming
	10.75% 8/15/17		165,000		169,950
	PHH 9.25% 3/1/16		145,000		150,075
*	Pinnacle Entertainment
	8.75% 5/15/20		155,000		151,125
	RSC Equipment Rental
	8.25% 2/1/21		147,000		140,385
	10.25% 11/15/19		13,000		13,715
#	Seven Seas Cruises 144A
	9.125% 5/15/19		235,000		241,169
	Standard Pacific 10.75% 9/15/16		69,000		70,725
*	Swift Services Holdings
	10.00% 11/15/18		60,000		62,700
*#	Swift Transportation 144A
	12.50% 5/15/17		66,000		70,290
#	United Air Lines 144A
	12.00% 11/1/13		203,000		210,613
					3,518,286
Technology – 2.97%
	Advanced Micro Devices
	7.75% 8/1/20		245,000		247,450
	Aspect Software 10.625% 5/15/17		143,000		145,860
	Avaya
	9.75% 11/1/15		25,000		19,688
	PIK 10.125% 11/1/15		105,000		83,475
	#144A 7.00% 4/1/19		169,000		152,100
	CDW 12.535% 10/12/17		190,000		189,050
*	First Data 11.25% 3/31/16		501,000		410,819
	GXS Worldwide 9.75% 6/15/15		163,000		151,183
#	iGate 144A 9.00% 5/1/16		160,000		160,800
	MagnaChip Semiconductor
	10.50% 4/15/18		101,000		103,778
#	Seagate HDD Cayman 144A
	7.75% 12/15/18		164,000		169,740
#	Telcordia Technologies 144A
	11.00% 5/1/18		253,000		316,250
					2,150,193
Telecommunications – 3.91%
#	Clearwire Communications 144A
	12.00% 12/1/15		297,000		252,449
#	Columbus International 144A
	11.50% 11/20/14		130,000		135,200
	Cricket Communications
	7.75% 10/15/20		172,000		135,450

		Principal
		Amount			Value
Corporate Bonds (continued)
Telecommunications (continued)
#	Digicel Group 144A
	9.125% 1/15/15	$	100,000	$	99,000
	10.50% 4/15/18		96,000		96,480
#	EH Holding 144A 7.625% 6/15/21		135,000		133,313
#	Integra Telecom Holdings 144A
	10.75% 4/15/16		125,000		110,938
	Intelsat Bermuda
	11.25% 2/4/17		401,000		369,922
	PIK 11.50% 2/4/17		176,092		162,005
	Level 3 Communications
	11.875% 2/1/19		95,000		98,800
	Level 3 Financing 10.00% 2/1/18		162,000		166,859
	NII Capital 7.625% 4/1/21		85,000		86,700
	PAETEC Holding 9.875% 12/1/18		106,000		115,275
	Qwest 8.375% 5/1/16		4,000		4,555
	Qwest Communications
	International 7.50% 2/15/14		58,000		58,508
	Satmex Escrow 9.50% 5/15/17		85,000		86,700
	Sprint Capital 8.75% 3/15/32		194,000		151,805
	Sprint Nextel 8.375% 8/15/17		145,000		125,063
	Telesat Canada 12.50% 11/1/17		131,000		145,738
	West 7.875% 1/15/19		165,000		165,825
#	Wind Acquisition Finance 144A
	11.75% 7/15/17		150,000		130,125
					2,830,710
Utilities – 1.09%
	AES 8.00% 6/1/20		50,000		54,313
#	Calpine 144A
	7.50% 2/15/21		100,000		102,500
	7.875% 1/15/23		65,000		67,438
	Elwood Energy 8.159% 7/5/26		132,138		129,990
*	GenOn Americas Generation
	8.50% 10/1/21		185,000		171,124
	GenOn Energy
	*9.50% 10/15/18		76,000		77,140
	9.875% 10/15/20		75,000		74,813
•	Puget Sound Energy
	6.974% 6/1/67		110,000		109,226
					786,544
Total Corporate Bonds
	(cost $31,135,514)				29,859,180

«Senior Secured Loans – 0.95%
	Brock Holdings III 10.00% 2/15/18		55,000		50,921
	Clear Channel Communication
	Tranche B 3.89% 1/29/16		210,000		157,281
	Dynegy Tranche 1st Lien
	9.25% 7/11/16		80,000		80,989
	PQ 6.74% 7/30/15		170,000		150,946
	Texas Competitive Electric
	Holdings 3.76% 10/10/14		335,000		244,550
Total Senior Secured Loans
	(cost $715,594)				684,687

			Number of
			Shares
Limited Partnership – 0.27%
	Brookfield Infrastructure Partners		7,600		194,940
Total Limited Partnership
	(cost $144,435)				194,940

Preferred Stock – 1.88%
#	Ally Financial 144A 7.00%		500		350,313
@	Cogdell Spencer 8.50%		29,600		640,248
•	GMAC Capital Trust I 8.125%		15,000		285,000
=	PT Holdings		70		0
†@	W2007 Grace Acquisitions 8.75%		34,400		88,150
Total Preferred Stock
	(cost $2,389,269)				1,363,711

Warrants – 0.00%
=	Nieuwe Steen Investments		300		0
∏=@Port Townsend			70		1
Total Warrants (cost $1,680)					1

		Principal
		Amount
Short-Term Investment – 0.03%
≠Discount Note – 0.03%
	Federal Home Loan Bank
	0.01% 12/23/11	$	23,710		23,710
Total Short-Term Investment
	(cost $23,710)				23,710

Total Value of Securities Before
	Securities Lending Collateral – 127.40%
	(cost $91,161,089)				92,217,743

			Number of
			Shares
Securities Lending Collateral – 7.52%**
	Investment Companies
	BNY Mellon SL DBT II
	Liquidating Fund		90,773		87,741
	Delaware Investments
	Collateral Fund No.1		5 ,357,996		5,357,996
	@†Mellon GSL Reinvestment Trust II		154,977		0
Total Securities Lending Collateral
	(cost $5,603,746)				5,445,737

Total Value of Securities – 134.92%
	(cost $96,764,835)				97,663,480	©
Obligation to Return Securities
	Lending Collateral – (7.74%)**				(5,603,746	)
Borrowing Under Line of Credit – (27.94%)					(20,225,000	)
Receivables and Other Assets
	Net of Other Liabilities – 0.76%				551,759
Net Assets Applicable to 9,439,043
	Shares Outstanding; Equivalent to
	$7.67 Per Share – 100.00%			$	72,386,493

(continues) 13

Statement of net assets

Delaware Investments^® Dividend and Income Fund, Inc.


Components of Net Assets at November 30, 2011:
Common stock, $0.01 par value,
500,000,000 shares authorized to the Fund	$	92,774,388
Distributions in excess of net investment income		(316,561	)
Accumulated net realized loss on investments		(20,972,556	)
Net unrealized appreciation of investments
and derivatives		901,222
Total net assets	$	72,386,493

†	Non income producing security.
∏	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 November 30, 2011, the aggregate amount of the restricted securities was $5 or 0.00% of the Fund’s net assets. See Note 10 in “Notes to financial statements.”
=	Security is being fair valued in accordance with the Fund’s fair valuation policy. At November 30, 2011, the aggregate value of fair valued securities was $48,763, which represented 0.07% of the Fund’s net assets. See Note 1 in “Notes to financial statements.”
*	Fully or partially on loan.
#	Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. At November 30, 2011, the aggregate value of Rule 144A securities was $13,734,411, which represented 18.97% of the Fund’s net assets. See Note 10 in “Notes to financial statements.”
Φ	Step coupon bond. Coupon increases or decreases periodically based on a predetermined schedule. Stated rate in effect at November 30, 2011.
•	Variable rate security. The rate shown is the rate as of November 30, 2011. Interest rates reset periodically.
@	Illiquid security. At November 30, 2011, the aggregate value of illiquid securities was $777,157, which represented 1.07% of the Fund’s net assets. See Note 10 in “Notes to financial statements.”
«	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 November 30, 2011.
≠	The rate shown is the effective yield at the time of purchase.
**	See Note 9 in “Notes to financial statements” for additional information on securities lending collateral.
©	Includes $5,592,213 of securities loaned.

Summary of Abbreviations:
ADR – American Depositary Receipt
PIK – Pay-in-kind
REIT – Real Estate Investment Trust

See accompanying notes, which are an integral part of the financial statements.

Statement of operations

Delaware Investments^® Dividend and Income Fund, Inc.
Year Ended November 30, 2011

Investment Income:
Dividends	$	1,933,137
Interest		3,259,429
Securities lending income		45,296
Foreign tax withheld		(3,131	)	$	5,234,731

Expenses:
Management fees		530,608
Reports to shareholders		98,845
Dividend disbursing and transfer agent fees and expenses		70,532
Legal fees		49,027
Accounting and administration expenses		37,926
Leverage expenses		25,137
NYSE fees		23,750
Audit and tax		14,108
Dues and services		9,091
Pricing fees		6,648
Custodian fees		4,357
Director’s fees		4,063
Insurance fees		2,953
Registration fees		1,175
Consulting fees		774
Pa. franchise tax		270
Director’s expenses		260
Total operating expenses (before interest expense)					879,524
Interest expense					274,386
Total operating expenses (after interest expense)					1,153,910
Net Investment Income					4,080,821

Net Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments					3,635,603
Foreign currencies					1,138
Foreign currency exchange contracts					(2,171	)
Options written					54,456
Net realized gain					3,689,026
Net change in unrealized appreciation (depreciation) on:
Investments					(1,339,783	)
Foreign currencies					(284	)
Net change in unrealized appreciation (depreciation)					(1,340,067	)
Net Realized and Unrealized Gain					2,348,959

Net Increase in Net Assets Resulting from Operations				$	6,429,780

See accompanying notes, which are an integral part of the financial statements.

Statements of changes in net assets

Delaware Investments^® Dividend and Income Fund, Inc.

	Year Ended
	11/30/11			11/30/10
Increase (Decrease) in Net Assets from Operations:
Net investment income	$	4,080,821		$	3,992,326
Net realized gain		3,689,026			3,448,267
Net change in unrealized appreciation (depreciation)		(1,340,067	)		5,121,408
Net increase in net assets resulting from operations		6,429,780			12,562,001

Dividends and Distributions to Shareholders from:¹
Net investment income		(6,512,940	)		(6,512,940	)
		(6,512,940	)		(6,512,940	)

Net Increase (Decrease) in Net Assets		(83,160	)		6,049,061

Net Assets:
Beginning of year		72,469,653			66,420,592
End of year (including distributions in excess of
net investment income of $316,561 and $260,572, respectively)	$	72,386,493		$	72,469,653

¹See Note 4 in “Notes to financial statements.”

See accompanying notes, which are an integral part of the financial statements.

Statement of cash flows

Delaware Investments^® Dividend and Income Fund, Inc.
Year Ended November 30, 2011

Net Cash Provided by Operating Activities:
Net increase in net assets resulting from operations	$	6,429,780

Adjustments to reconcile net decrease in net assets from
operations to cash provided by operating activities:
Amortization of premium and discount on investments purchased		(74,387	)
Purchase of investment securities		(43,510,975	)
Proceeds from disposition of investment securities		45,719,143
Proceeds from disposition of short-term investment securities, net		482,446
Net realized gain from investment transactions		(3,559,103	)
Net change in net unrealized appreciation/depreciation		1,340,067
Increase in receivable for investments sold		(426,533	)
Increase in interest and dividends receivable and other assets		(16,734	)
Decrease in payable for investments purchased		(338,405	)
Decrease in interest payable		(270	)
Decrease in accrued expenses and other liabilities		(56,805	)
Total adjustments		(441,556	)
Net cash provided by operating activities		5,988,224

Cash Flows Used for Financing Activities:
Cash dividends and distributions paid		(6,512,940	)
Net cash used for financing activities		(6,512,940	)
Effect of exchange rates on cash		(282	)
Net decrease in cash		(524,998	)
Cash at beginning of year		13,586
Cash (overdraft) at end of year	$	(511,412	)

Cash paid for interest expense for leverage	$	274,656

See accompanying notes, which are an integral part of the financial statements.

Financial highlights

Delaware Investments^® Dividend and Income Fund, Inc.

Selected data for each share of the Fund outstanding throughout each period were as follows:

	Year Ended
	11/30/11			11/30/10			11/30/09			11/30/08			11/30/07
Net asset value, beginning of period		$7.680			$7.040			$5.220			$11.850			$14.200

Income (loss) from investment operations:
Net investment income¹		0.432			0.423			0.413			0.490			0.408
Net realized and unrealized gain (loss)		0.248			0.907			2.120			(6.160	)		(0.640	)
Total from investment operations		0.680			1.330			2.533			(5.670	)		(0.232	)

Less dividends and distributions from:
Net investment income		(0.690	)		(0.690	)		(0.410	)		(0.558	)		(0.553	)
Net realized gain on investments		—			—			—			—			(0.912	)
Return of capital		—			—			(0.303	)		(0.402	)		(0.653	)
Total dividends and distributions		(0.690	)		(0.690	)		(0.713	)		(0.960	)		(2.118	)

Net asset value, end of period		$7.670			$7.680			$7.040			$5.220			$11.850

Market value, end of period		$6.890			$7.560			$6.600			$4.020			$10.660

Total return based on:²
Net asset value		9.30%			19.61%			53.26%			(50.35%	)		(0.94%	)
Market value		(0.26%	)		25.59%			86.93%			(57.51%	)		(5.99%	)

Ratios and supplemental data:
Net assets, end of period (000 omitted)		$72,386			$72,470			$66,421			$51,831			$123,928
Ratio of expenses to average net assets		1.51%			1.65%			1.83%			2.39%			2.71%
Ratio of expenses to adjusted average net assets
(before interest expense)³		0.91%			0.95%			1.05%			0.88%			0.84%
Ratio of interest expense to adjusted average net assets³		0.28%			0.33%			0.30%			0.80%			1.25%
Ratio of net investment income to average net assets		5.35%			5.75%			7.06%			5.12%			2.92%
Ratio of net investment income to adjusted average net assets³		4.23%			4.45%			5.21%			3.59%			2.27%
Portfolio turnover		45%			62%			65%			64%			49%

Leverage Analysis:
Debt outstanding at end of period at par (000 omitted)		$20,225			$20,225			$20,225			$20,225			$44,000
Asset coverage per $1,000 of debt outstanding at end of period		$4,579			$4,583			$4,284			$3,563			$3,820

1 The average shares outstanding method has been applied for per share information.

2 Total investment return is calculated assuming a purchase of common stock on the opening of the first day and a sale on the closing of the last day of each period reported. Dividends and distributions, if any, are assumed for the purposes of this calculation, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Generally, total investment return based on net asset value will be higher than total investment return based on market value in periods where there is an increase in the discount or decrease in the premium of the market value to the net asset value from the beginning to the end of such periods. Conversely, total investment return based on net asset value will be lower than total investment return based on market value in periods where there is a decrease in the discount or an increase in the premium of the market value to the net asset value from the beginning to the end of such periods.

3 Adjusted average net assets excludes debt outstanding.

See accompanying notes, which are an integral part of the financial statements.

Notes to financial statements

Delaware Investments^® Dividend and Income Fund, Inc.
November 30, 2011

Delaware Investments Dividend and Income Fund, Inc. (Fund) is organized as a Maryland corporation and is a diversified closed-end management investment company under the Investment Company Act of 1940, as amended. The Fund’s shares trade on the New York Stock Exchange (NYSE) under the symbol DDF.

The investment objective of the Fund is to seek high current income. Capital appreciation is a secondary objective.

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 the Fund.

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 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 ask prices will be used, which approximates fair value. Securities listed on a foreign exchange are valued at the last quoted sales price on the valuation date. Short-term debt securities are valued at market value. U.S. government and agency securities are valued at the mean between the bid and ask prices, which approximates fair value. 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. Investment company securities are valued at net asset value per share. Foreign 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. Exchange-traded options are valued at the last reported sale prices or, if no sales are reported, at the mean between the bid and ask price, which approximates market 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 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 return 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 (November 30, 2008–November 30, 2011), and has concluded that no provision for federal income tax is required in the Fund’s financial statements.

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 returns of capital into distributions taxable as ordinary income. This tax effect can occur during times of extended market volatility. Under the Regulated Investment Company Modernization Act of 2010, this tax effect attributable to the Fund’s capital loss carryovers (the conversion of returns of capital into distributions taxable as ordinary income) will no longer apply to net capital losses of the Fund arising in Fund tax years beginning after November 30, 2011. The actual determination of the source of the Fund’s distributions can be made only at year end.

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 into U.S. dollars at the exchange rate of such currencies against the U.S. dollar daily. 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 isolates 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 realized gains (losses) 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, 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.

(continues) 19

Notes to financial statements

Delaware Investments^® Dividend and Income Fund, Inc.

1. Significant Accounting Policies (continued)

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 distribution 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 non-rebatable tax withholdings. Withholding taxes on foreign dividends have been recorded in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

Subject to seeking best execution, the Fund may direct certain security trades to brokers who have agreed to rebate a portion of the related brokerage commission to the Fund in cash. In general, best execution refers to many factors, including the price paid or received for a security, the commission charged, the promptness and reliability of execution, the confidentiality and placement accorded the order, and other factors affecting the overall benefit obtained by the Fund on the transaction. There were no commission rebates for the year ended November 30, 2011. DMC, as defined below, and its affiliates have previously acted and may in the future act as an investment advisor to mutual funds or separate accounts affiliated with the administrator of the commission recapture program described above. In addition, affiliates of the administrator act as consultants in helping institutional clients choose investment advisors and may also participate in other types of business and provide other services in the investment management industry.

The Fund may receive earnings credits from its custodian when positive cash balances are maintained, which are used to offset custody fees. There were no earnings credits for the year ended November 30, 2011.

The Fund may receive earnings credits from its transfer agent when positive cash balances are maintained, which are used to offset transfer agent fees. There were no earnings credits for the year ended November 30, 2011.

2. Investment Management, Administration Agreements and Other Transactions with Affiliates

In accordance with the terms of its investment management agreement, the Fund pays Delaware Management Company (DMC), a series of Delaware Management Business Trust and the investment manager, an annual fee of 0.55%, of the adjusted average daily net assets of the Fund. For purposes of the calculation of investment management fees, adjusted average daily net assets excludes the line of credit liability.

Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides fund accounting and financial administration oversight services to the Fund. For these services, the Fund pays DSC fees based on the aggregate daily net assets, excluding the line of credit liability, of the Delaware Investments^® Family of Funds at the following annual rate: 0.0050% of the first $30 billion; and 0.0045% of the next $10 billion; 0.0040% of the next $10 billion; and 0.0025% of aggregate average daily net assets, excluding the line of credit liability, in excess of $50 billion. The fees payable to DSC under the service agreement described above are allocated among all Funds in the Delaware Investments Family of Funds on a relative net asset value basis. For the year ended November 30, 2011, the Fund was charged $4,773 for these services.

At November 30, 2011, the Fund had receivables due from or liabilities payable to affiliates as follows:

Investment management fee payable to DMC	$	(41,593	)
Fees and expenses payable to DSC		(374	)
Other expenses receivable from DMC and affiliates*		3,757

^* DMC, as part of its administrative services, pays operating expenses on behalf of the Fund and is reimbursed on a periodic basis. Expenses include items such as printing of shareholder reports, fees for audit, legal and tax services, stock exchange fees, custodian fees and Directors’ fees.

As provided in the investment management agreement, the Fund bears the cost of certain legal and tax services, including internal legal and tax services provided to the Fund by DMC and/or its affiliates’ employees. For the year ended November 30, 2011, the Fund was charged $31,178 for internal legal and tax services provided by DMC and/or its affiliates’ employees.

Directors’ fees include expenses accrued by the Fund for each Director’s retainer and meeting fees. Certain officers of DMC and DSC are officers and/or directors of the Fund. These officers and directors are paid no compensation by the Fund.

3. Investments

For the year ended November 30, 2011, the Fund made purchases of $43,510,975 and sales of $45,719,143 of investment securities other than short-term investments.

At November 30, 2011, the cost of investments for federal income tax purposes was $97,408,785. At November 30, 2011, net unrealized appreciation was $254,695, of which $ 9,244,198 related to unrealized appreciation of investments and $8,989,503 related to unrealized depreciation of investments.

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 (e.g., equity securities, open-end investment companies, futures contracts, 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) (e.g., debt securities, government securities, swap contracts, foreign currency exchange contracts, foreign securities utilizing international fair value pricing)
Level 3 –	inputs are significant unobservable inputs (including the Fund’s own assumptions used to determine the fair value of investments) (e.g., broker-quoted securities, fair valued securities)

The following table summarizes the valuation of the Fund’s investments by fair value hierarchy levels as of November 30, 2011:

	Level 1		Level 2		Level 3		Total
Common Stock	$	50,752,399	$	36,959	$	4	$	50,789,362
Corporate Debt		338,039		39,459,222		48,758		39,846,019
Short-Term Investment		—		23,710		—		23,710
Securities Lending Collateral		—		5,445,737		—		5,445,737
Other		1,120,188		438,463		1		1,558,652
Total	$	52,210,626	$	45,404,091	$	48,763	$	97,663,480

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

	Common			Corporate
	Stock			Debt			Other			Total
Balance as of 11/30/10	$	4		$	313,397		$	24,082		$	337,483
Purchases		—			2,079			—			2,079
Sales		(2,363	)		(240,465	)		(1	)		(242,829	)
Net realized gain		—			1,465			1			1,466
Transfers out of Level 3		—			—			(860,000	)		(860,000	)
Net change in unrealized appreciation/depreciation		2,363			(27,718	)		835,919			810,564
Balance as of 11/30/11	$	4		$	48,758		$	1		$	48,763

Net change in unrealized appreciation/depreciation
from investments still held as of 11/30/11	$	2,363		$	(27,700	)	$	835,920		$	810,583

During the year ended November 30, 2011, transfers out of Level 3 investments into Level 2 investments were made in the amount of $860,000 for the Fund. This was due to the Fund’s pricing vendor being able to supply a matrix price with market observable inputs for an investment that had been utilizing a broker quoted price. The Fund’s policy is to recognize transfers between levels at the end of the reporting period.

During the year ended November 30, 2011, there were no transfers between Level 1 investments and Level 2 investments that had a material 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 year.

(continues) 21

Notes to financial statements

Delaware Investments^® Dividend and Income Fund, Inc.

4. Dividend and Distribution Information

Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. Additionally, distributions from net gains on foreign currency transactions and net short-term gains on sales of investment securities are treated as ordinary income for federal income tax purposes. The tax character of dividends and distributions paid during the years ended November 30, 2011 and 2010 was as follows:

	Year Ended
	11/30/11		11/30/10
Ordinary income	$	6,512,940	$	6,512,940

5. Components of Net Assets on a Tax Basis

As of November 30, 2011, the components of net assets on a tax basis were as follows:

Shares of beneficial interest	$	92,774,388
Capital loss carrryforwards		(20,645,167	)
Unrealized appreciation		257,272
Net assets	$	72,386,493

The differences between book basis and tax basis components of net assets are primarily attributable to tax deferral of losses on wash sales, contingent payment debt instruments, tax treatment of partnership income and market discount and premium on debt instruments.

For financial reporting purposes, capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Reclassifications are primarily due to tax treatment of dividends and distributions, partnership income, market discount and premium on certain debt instruments and contingent payment debt instruments. Results of operations and net assets were not affected by these reclassifications. For the year ended November 30, 2011, the Fund recorded the following reclassifications:

Distributions in excess of net investment income	$	2,376,130
Accumulated net realized gain		(258,824	)
Paid-in capital		(2,117,306	)

For federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. $3,406,630 was utilized in 2011. Capital loss carryforwards remaining at November 30, 2011 will expire as follows: $9,429,531 expires in 2016 and $11,215,636 expires in 2017.

On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the Act) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be 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, 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.

6. Capital Stock

Shares obtained under the Fund’s dividend reinvestment plan are purchased by the Fund’s transfer agent, Computershare Shareowner Services LLC (formerly BNY Mellon Shareowner Services), in the open market. There were no shares issued under the Fund’s dividend reinvestment plan for the years ended November 30, 2011 and 2010.

The Fund did not repurchase shares under the Share Repurchase Program during the years ended November 30, 2011 and 2010.

7. Line of Credit

For the year ended November 30, 2011, the Fund borrowed money pursuant to a $30,000,000 Credit Agreement with The Bank of New York Mellon (BNY Mellon) that expires on November 12, 2012. 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 November 30, 2011, the par value of loans outstanding was $20,225,000 at a variable interest rate of 1.33%. During the year ended November 30, 2011, the average daily balance of loans outstanding was $20,225,000 at a weighted average interest rate of approximately 1.36%. Interest on borrowing is based on a variable short-term rate plus an applicable margin. The commitment fee is computed at a rate of 0.25% per annum on the unused balance. The loan is collateralized by the Fund’s portfolio.

8. 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 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. 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 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 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 November 30, 2011.

Options Contracts — During the year ended November 30, 2011, the Fund entered into written call option 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 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, 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.

Transactions in written options during the year ended November 30, 2011 for the Fund were as follows:

	Number of
	contracts		Premium
Options outstanding at 11/30/10	—		$	—
Options written	1,763			68,039
Options terminated in closing purchase transactions	(99	)		(1,850	)
Options expired	(1,563	)		(54,456	)
Options exercised	(101	)		(11,733	)
Options outstanding at 11/30/11	—		$	—

Derivatives Generally — The table below summarizes the average balance of derivative holdings by the Fund during the year ended November 30, 2011. The average balance of derivatives held is generally similar to the volume of derivative activity for the year ended November 30, 2011.

	Asset		Liability
	Derivative		Derivative
	Volume		Volume
Foreign Currency Exchange Contracts (Average Cost)		$592		$	—
Options Contracts (Average Notional Amount)		—			6,018

(continues) 23

Notes to financial statements

Delaware Investments^® Dividend and Income Fund, Inc.

9. 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 The Bank of New York Mellon (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: (i) 102% with respect to U.S. securities and foreign securities that are denominated and payable in U.S. dollars; and (ii) 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 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 may be temporarily more or less than the value of the security on loan.

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 DMC 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.

Effective April 20, 2009, BNY Mellon transferred the assets of the Fund’s previous collateral investment pool other than cash and assets with a maturity of one business day or less to the BNY Mellon SL DBT II Liquidating Fund (Liquidating Fund), effectively bifurcating the previous 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 previous collateral investment pool 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 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 or another collateral investment pool. This could occur if an investment in a collateral investment pool defaulted or if it were necessary to liquidate assets in the collateral investment pool to meet returns on outstanding security loans at a time when the collateral investment pool’s net asset value per unit was less than $1.00. Under those circumstances, the Fund may not receive an amount from the collateral investment pool 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 November 30, 2011 the value of securities on loan was $5,592,213, for which cash collateral was received and invested in accordance with the Lending Agreement. At November 30, 2011 the value of invested collateral was $5,445,737. These investments are presented on the statement of net assets under the caption “Securities Lending Collateral”.

10. Credit and Market Risks

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 and Ba or lower by Moody’s Investor Services, 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 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 year ended November 30, 2011. The Fund’s REITs 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 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 10% limit on investments in illiquid securities. Rule 144A and illiquid securities have been identified on the statement of net assets.

11. Contractual Obligations

The Fund enters into contracts in the normal course of business that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.

12. Subsequent Events

Effective January 3, 2012, Computershare Shareowner Services LLC acquired BNY Mellon Shareowner Services’ transfer agency business that serviced the Fund (the “Acquisition”). Other than the Acquisition, Management has determined no material events or transactions occurred subsequent to November 30, 2011 that would require recognition or disclosure in the Fund’s financial statements.

13. Tax Information (Unaudited)

The information set forth below is for the Fund’s fiscal year as required by federal income tax laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of the Fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information.

For the fiscal year ended November 30, 2011, the Fund designates distributions paid during the year as follows:

	(A)
	Ordinary
	Income		(B)
	Distributions*		Qualifying
	(Tax Basis)		Dividends¹
	100.00%		29.34%

(A) is based on a percentage of the Fund’s total distributions.
(B) is based on a percentage of the Fund’s ordinary income distributions.

¹ Qualifying dividends represent dividends which qualify for the corporate dividends received deduction.

* For the fiscal year ended November 30, 2011, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and as extended by the Tax Relief, Unemployment Insurance Reauthorization, and Job Creation Act of 2010. The Fund intends to designate the $1,915,456 to be taxed at a maximum rate of 15%. Complete information will be computed and reported in conjunction with your 2011 or 2010 Form 1099-DIV.

(continues) 25

Report of independent
registered public accounting firm

To the Board of Trustees and Shareholders of Delaware Investments^® Dividend and Income Fund, Inc.:

In our opinion, the accompanying statement of net assets and the related statements of operations, of changes in net assets and of cash flows and the financial highlights present fairly, in all material respects, the financial position of Delaware Investments Dividend and Income Fund, Inc. (the “Fund”) at November 30, 2011, the results of its operations and cash flows for the year then ended and the changes in its net assets and the financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at November 30, 2011 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the three years in the period ended November 30, 2009 were audited by other independent accountants whose report dated January 21, 2010 expressed an unqualified opinion on those statements.

PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
January 23, 2012

Other Fund information
(Unaudited)

Delaware Investments^® Dividend and Income Fund, Inc.

Proxy results

Annual meeting

The Fund held its Annual Meeting of Shareholders on August 17, 2011. At the Annual Meeting, the Fund’s shareholders elected nine Directors. The results of the voting at the meeting were as follows:

			No Ballot
Nominee	Shares Voted For	Shares Withheld	Received
Patrick P. Coyne	8,631,126.587	218,009.929	589,905.642
Thomas L. Bennett	8,631,650.482	217,486.034	589,905.642
John A. Fry	8,636,455.587	212,680.929	589,905.642
Anthony D. Knerr	8,609,104.629	240,031.887	589,905.642
Lucinda S. Landreth	8,634,816.112	214,320.404	589,905.642
Ann R. Leven	8,599,791.412	249,345.104	589,905.642
Thomas F. Madison	8,605,543.188	243,593.328	589,905.642
Janet L. Yeomans	8,638,392.587	210,743.929	589,905.642
J. Richard Zecher	8,607,231.656	241,904.860	589,905.642

Fund management

Babak “Bob” Zenouzi
Senior Vice President, Chief Investment Officer — Real Estate Securities and Income Solutions (RESIS)

Bob Zenouzi is the lead manager for the real estate securities and income solutions (RESIS) group at Delaware Investments, which includes the team, its process, and its institutional and retail products, which he created during his prior time with the firm. He also focuses on opportunities in Japan, Singapore, and Malaysia for the firm’s global REIT product. Additionally, he serves as lead portfolio manager for the firm’s Dividend Income products, which he helped to create in the 1990s. He is also a member of the firm’s asset allocation committee, which is responsible for building and managing multi-asset class portfolios. He rejoined Delaware Investments in May 2006 as senior portfolio manager and head of real estate securities. In his first term with the firm, he spent seven years as an analyst and portfolio manager, leaving in 1999 to work at Chartwell Investment Partners, where from 1999 to 2006 he was a partner and senior portfolio manager on Chartwell’s Small-Cap Value portfolio. He began his career with The Boston Company, where he held several positions in accounting and financial analysis. Zenouzi earned a master’s degree in finance from Boston College and a bachelor’s degree from Babson College. He is a member of the National Association of Real Estate Investment Trusts and the Urban Land Institute.

Damon J. Andres, CFA
Vice President, Senior Portfolio Manager

Damon J. Andres, who joined Delaware Investments in 1994 as an analyst, currently serves as a portfolio manager for the firm’s real estate securities and income solutions (RESIS) group. He also serves as a portfolio manager for the firm’s Dividend Income products. From 1991 to 1994, he performed investment-consulting services as a consulting associate with Cambridge Associates. Andres earned a bachelor’s degree in business administration with an emphasis in finance and accounting from the University of Richmond.

(continues) 27

Other Fund information
(Unaudited)

Delaware Investments^® Dividend and Income Fund, Inc.

Fund management (continued)

Wayne A. Anglace, CFA
Vice President, Senior Portfolio Manager

Wayne A. Anglace currently serves as a senior portfolio manager for the firm’s convertible bond strategies. Prior to joining the firm in March 2007 as a research analyst and trader, he spent more than two years as a research analyst at Gartmore Global Investments for its convertible bond strategy. From 2000 to 2004, Anglace worked in private client research at Deutsche Bank Alex. Brown in Baltimore where he focused on equity research, and he started his financial services career with Ashbridge Investment Management in 1999. Prior to moving to the financial industry, Anglace worked as a professional civil engineer. He earned his bachelor’s degree in civil engineering from Villanova University and an MBA with a concentration in finance from Saint Joseph’s University, and he is a member of the CFA Society of Philadelphia.

Kristen E. Bartholdson
Vice President, Senior Portfolio Manager

Kristen E. Bartholdson is a senior portfolio manager for the firm’s Large-Cap Value team. Prior to joining the firm in 2006 as an associate portfolio manager, she worked at Susquehanna International Group from 2004 to 2006, where she was an equity research salesperson. From 2000 to 2004 she worked in equity research at Credit Suisse, most recently as an associate analyst in investment strategy. Bartholdson earned her bachelor’s degree in economics from Princeton University.

Thomas H. Chow, CFA
Senior Vice President, Senior Portfolio Manager

Thomas H. Chow is a member of the firm’s taxable fixed income portfolio management team, with primary responsibility for portfolio construction and strategic asset allocation in investment grade credit exposures. He is the lead portfolio manager for Delaware Corporate Bond Fund and Delaware Extended Duration Bond Fund, as well as several institutional mandates. His experience includes significant exposure to asset liability management strategies and credit risk opportunities. Prior to joining Delaware Investments in 2001 as a portfolio manager working on the Lincoln General Account, he was a trader of high grade and high yield securities, and was involved in the portfolio management of collateralized bond obligations (CBOs) and insurance portfolios at SunAmerica/AIG from 1997 to 2001. Before that, he was an analyst, trader, and portfolio manager at Conseco Capital Management from 1989 to 1997. Chow received a bachelor’s degree in business analysis from Indiana University, and he is a Fellow of Life Management Institute.

Roger A. Early, CPA, CFA, CFP
Senior Vice President, Co-Chief Investment Officer — Total Return Fixed Income Strategy

Roger A. Early rejoined Delaware Investments in March 2007 as a member of the firm’s taxable fixed income portfolio management team, with primary responsibility for portfolio construction and strategic asset allocation. During his previous time at the firm, from 1994 to 2001, he was a senior portfolio manager in the same area, and he left Delaware Investments as head of its U.S. investment grade fixed income group. In recent years, Early was a senior portfolio manager at Chartwell Investment Partners and Rittenhouse Financial and served as the chief investment officer for fixed income at Turner Investments. Prior to joining Delaware Investments in 1994, he worked for more than 10 years at Federated Investors where he managed more than $25 billion in mutual fund and institutional portfolios in the short-term and investment grade markets. He left the firm as head of institutional fixed income management. Earlier in his career, he held management positions with the Federal Reserve Bank, PNC Financial, Touche Ross, and Rockwell International. Early earned his bachelor’s degree in economics from The Wharton School of the University of Pennsylvania and an MBA with concentrations in finance and accounting from the University of Pittsburgh. He is a member of the CFA Society of Philadelphia.

Nikhil G. Lalvani, CFA
Vice President, Senior Portfolio Manager

Nikhil G. Lalvani is a senior portfolio manager for the firm’s Large-Cap Value team. At Delaware Investments, Lalvani has served as both a fundamental and quantitative analyst. Prior to joining the firm in 1997 as an account analyst, he was a research associate with Bloomberg. Lalvani holds a bachelor’s degree in finance from The Pennsylvania State University. He is a member of the CFA Institute and the CFA Society of Philadelphia.

Anthony A. Lombardi, CFA
Vice President, Senior Portfolio Manager

Anthony A. Lombardi is a senior portfolio manager for the firm’s Large-Cap Value team. Prior to joining the firm in 2004 in his current role, Lombardi was a director at Merrill Lynch Investment Managers. He joined Merrill Lynch Investment Managers’ Capital Management Group in 1998 and last served as a portfolio manager for the U.S. Active Large-Cap Value team, managing mutual funds and separate accounts for institutions and private clients. From 1990 to 1997, he worked at Dean Witter Reynolds as a sell-side equity research analyst. He began his career as an investment analyst with Crossland Savings. Lombardi graduated from Hofstra University, receiving a bachelor’s degree in finance and an MBA with a concentration in finance. He is a member of the New York Society of Security Analysts and the CFA Institute.

Kevin P. Loome, CFA
Senior Vice President, Senior Portfolio Manager, Head of High Yield Investments

Kevin P. Loome is head of the High Yield fixed income team, responsible for portfolio construction and strategic asset allocation of all high yield fixed income assets. Prior to joining Delaware Investments in August 2007 in his current position, Loome spent 11 years at T. Rowe Price, starting as an analyst and leaving the firm as a portfolio manager. He began his career with Morgan Stanley as a corporate finance analyst in the New York and London offices. Loome received his bachelor’s degree in commerce from the University of Virginia and earned an MBA from the Tuck School of Business at Dartmouth.

D. Tysen Nutt Jr.
Senior Vice President, Senior Portfolio Manager, Team Leader

D. Tysen Nutt Jr. is senior portfolio manager and team leader for the firm’s Large-Cap Value team. Before joining Delaware Investments in 2004 as senior vice president and senior portfolio manager, Nutt led the U.S. Active Large-Cap Value team within Merrill Lynch Investment Managers, where he managed mutual funds and separate accounts for institutions and private clients. He departed Merrill Lynch Investment Managers as a managing director. Prior to joining Merrill Lynch Investment Managers in 1994, Nutt was with Van Deventer & Hoch where he managed large-cap value portfolios for institutions and private clients. He began his investment career at Dean Witter Reynolds, where he eventually became vice president, investments. Nutt earned his bachelor’s degree from Dartmouth College, and he is a member of the New York Society of Security Analysts and the CFA Institute.

Robert A. Vogel Jr., CFA
Vice President, Senior Portfolio Manager

Robert A. Vogel Jr. is a senior portfolio manager for the firm’s Large-Cap Value team. Prior to joining Delaware Investments in 2004 as vice president and senior portfolio manager, he worked at Merrill Lynch Investment Managers for more than seven years, where he rose to the position of director and portfolio manager within the U.S. Active Large-Cap Value team. He began his career in 1992 as a financial consultant at Merrill Lynch. Vogel graduated from Loyola University Maryland, earning both bachelor’s and master’s degrees in finance. He also earned an MBA with a concentration in finance from The Wharton School of the University of Pennsylvania. Vogel is a member of the New York Society of Security Analysts, the CFA Institute, and the CFA Society of Philadelphia.

(continues) 29

Other Fund information
(Unaudited)

Delaware Investments^® Dividend and Income Fund, Inc.

Distribution information

Shareholders were sent monthly notices from the Fund that set forth estimates, on a book basis, of the source or sources from which monthly distributions were paid. Subsequently, certain of these estimates have been corrected in part. Listed below is a written statement of the sources of these monthly distributions on a book basis.

							Long Term			Total
	Investment			Return of			Capital			Distribution
	Income			Capital			Gain/(Loss)			Amount
Month	per Share			per Share			per Share			per Share
December 2010		$	0.0426		$	0.0149		$	—		$	0.0575
January 2011		$	0.0363		$	0.0212			—		$	0.0575
February 2011		$	0.0361		$	0.0214			—		$	0.0575
March 2011		$	0.0395		$	0.0180			—		$	0.0575
April 2011		$	0.0327		$	0.0248			—		$	0.0575
May 2011		$	0.0416		$	0.0159			—		$	0.0575
June 2011		$	0.0388		$	0.0187			—		$	0.0575
July 2011		$	0.0317		$	0.0258			—		$	0.0575
August 2011		$	0.0355		$	0.0220			—		$	0.0575
September 2011		$	0.0395		$	0.0180			—		$	0.0575
October 2011		$	0.0350		$	0.0225			—		$	0.0575
November 2011		$	0.0375		$	0.0200			—		$	0.0575
Total		$	0.4468		$	0.2432		$	—		$	0.6900

Please note that the information in the preceding chart is for book purposes only. Shareholders should be aware the tax treatment of distributions may differ from their book treatment. The tax treatment of distributions will be set forth in a Form 1099-DIV.

Dividend reinvestment plan

The Fund offers an automatic dividend reinvestment program (“Plan”). Shareholders who have shares registered in their own names are automatically considered participants in the Plan, unless they elect to withdraw from the Plan. Shareholders who hold their shares through a bank, broker, or other nominee should request the bank, broker, or nominee to participate in the Plan on their behalf. This can be done as long as the bank, broker, or nominee provides a dividend reinvestment service for the Fund. If the bank, broker, or nominee does not provide this service, such shareholders must have their shares taken out of “street” or nominee name and re-registered in their own name in order to participate in the Plan.

Computershare Shareowner Services LLC (“Computershare”) (formerly BNY Mellon Shareowner Services) will apply all cash dividends, capital gains and other distributions (collectively, “Distributions”) on the Fund’s shares of common stock which become payable to each Plan participant to the purchase of outstanding shares of the Fund’s common stock for such participant. These purchases may be made on a securities exchange or in the over-the-counter market, and may be subject to such terms of price, delivery, and related matters to which Computershare may agree. The Fund will not issue new shares in connection with the Plan.

Distributions reinvested for participants are subject to income taxes just as if they had been paid directly to the shareholder in cash. Participants will receive a year-end statement showing distributions reinvested, and any brokerage commissions paid on such participant’s behalf.

Shareholders holding shares of the Fund in their own names who wish to terminate their participation in the Plan may do so by sending written instruction to Computershare so that Computershare receives such instructions at least 10 days prior to the Distribution record date. Shareholders with shares held in account by a bank, broker, or other nominee should contact such bank, broker, or other nominee to determine the procedure for withdrawal from the Plan.

If written instructions are not received by Computershare at least 10 days prior to the record date for a particular Distribution, that Distribution may be reinvested at the sole discretion of Computershare. After a shareholder’s instructions to terminate participation in the Plan become effective, Distributions will be paid to shareholders in cash. Upon termination, a shareholder may elect to receive either stock or cash for all the full shares in the account. If cash is elected, Computershare will sell such shares at the then current market value and then send the net proceeds to the shareholder, after deducting brokerage commissions and related expenses. Any fractional shares at the time of termination will be paid in cash at the current market price, less brokerage commissions and related expenses, if any. Shareholders may at any time request a full or partial withdrawal of shares from the Plan, without terminating participation in the Plan. When shares outside of the Plan are liquidated, Distributions on shares held under the Plan will continue to be reinvested unless Computershare is notified of the shareholder’s withdrawal from the Plan.

An investor holding shares that participate in the Plan in a brokerage account may not be able to transfer the shares to another broker and continue to participate in the Plan. Please contact your broker/dealer for additional details.

Computershare will charge participants their proportional share of brokerage commissions on market purchases. Participants may obtain a certificate or certificates for all or part of the full shares credited to their accounts at any time by making a request in writing to Computershare. A fee may be charged to the participant for each certificate issuance.

If you have any questions and shares are registered in your name, contact Computershare at 800 851-9677 or P.O. Box 358035, Pittsburgh, PA 15252-8035. If you have any questions and shares are registered in “street” name, contact the broker/ dealer holding the shares or your financial advisor.

Effective August 1, 2008, the Dividend Reinvestment Plan may be amended by the Fund upon twenty days written notice to the Plan’s participants.

Board consideration of Delaware Investments^® Dividend and Income Fund, Inc. investment advisory agreement

At a meeting held on August 16–17, 2011 (the “Annual Meeting”), the Board of Directors (the “Board”), including a majority of disinterested or independent Directors, approved the renewal of the Investment Advisory Agreement for the Delaware Investments^® Dividend and Income Fund, Inc. (the “Fund”). In making its decision, the Board considered information furnished specifically in connection with the renewal of the Investment Advisory Agreement with Delaware Management Company (“DMC”), which included materials provided by DMC and its affiliates (“Delaware Investments”) concerning, among other things, the nature, extent and quality of services provided to the Fund, the costs of such services to the Fund, economies of scale and the financial condition and profitability of Delaware Investments. Reference was made to information furnished at regular quarterly Board meetings, including reports detailing Fund performance, investment strategies and expenses, as well as information prepared specifically in connection with the renewal of the investment advisory and sub-advisory contracts. In addition, in connection with the Annual Meeting, reports were provided in May 2011 and included independent historical and comparative reports provided by Lipper, Inc., an independent statistical compilation organization (“Lipper”). The Lipper reports compared the Fund’s investment performance and expenses with those of other comparable mutual funds. The independent Directors reviewed and discussed the Lipper reports with independent legal counsel to the independent Directors. The Board requested and received information regarding DMC’s policy with respect to advisory fee levels and its breakpoint philosophy; the structure of portfolio manager compensation; the investment manager’s profitability; and any constraints or limitations on the availability of securities in certain investment styles, which had in the past year inhibited, or which were likely in the future to inhibit, DMC’s ability to invest fully in accordance with Fund policies.

In considering information relating to the approval of the Fund’s advisory agreement, the independent Directors received assistance and advice from and met separately with independent legal counsel to the independent Directors. Although the Board gave attention to all information furnished, the following discussion identifies, under separate headings, the primary factors taken into account by the Board during its contract renewal considerations.

(continues) 31

Other Fund information
(Unaudited)

Delaware Investments^® Dividend and Income Fund, Inc.

Board consideration of Delaware Investments Dividend and Income Fund, Inc. investment advisory agreement (continued)

Nature, Extent and Quality of Service. The Board considered the services provided by Delaware Investments to the Fund and its shareholders. In reviewing the nature, extent and quality of services, the Board considered reports furnished to it throughout the year, which covered matters such as the relative performance of the Fund, compliance of portfolio managers with the investment policies, strategies and restrictions for the Fund, compliance by DMC personnel with the Code of Ethics adopted throughout the Delaware Investments Family of Funds complex and adherence to fair value pricing procedures as established by the Board. The Board was pleased with the current staffing of the Fund’s investment advisor and the emphasis placed on research in the investment process. The Board gave favorable consideration to DMC’s efforts to control expenditures while maintaining service levels committed to fund matters. The Board was satisfied with the nature, extent and quality of the overall services provided by Delaware Investments.

Investment Performance. The Board placed significant emphasis on the investment performance of the Fund in view of its importance to shareholders. Although the Board gave appropriate consideration to performance reports and discussions with portfolio managers at Board meetings throughout the year, the Board gave particular weight to the Lipper reports furnished for the Annual Meeting. The Lipper reports prepared for the Fund showed the investment performance of its shares in comparison to a group of similar funds as selected by Lipper (the “Performance Universe”). A fund with the highest performance ranked first, and a fund with the lowest ranked last. The highest/best performing 25% of funds in the Performance Universe make up the first quartile; the next 25%, the second quartile; the next 25%, the third quartile; and the lowest/worst performing 25% of funds in the Performance Universe make up the fourth quartile. Comparative annualized performance for the Fund was shown for the past one-, three-, five- and ten-year periods ended March 31, 2011. The Board’s objective is that the Fund’s performance for the periods considered be at or above the median of its Performance Universe. The following paragraph summarizes the performance results for the Fund and the Board’s view of such performance.

The Performance Universe for the Fund consisted of the Fund and all leveraged closed-end income and preferred stock funds as selected by Lipper. The Lipper report comparison showed that the Fund’s total return for the five- and ten-year periods was in the second quartile. The report further showed that the Fund’s total return for the one- and three-year periods was in the first and third quartiles, respectively. The Board was satisfied with performance.

Comparative Expenses. The Board considered expense comparison data for the Delaware Investments Family of Funds. Management provided the Board with information on pricing levels and fee structures for the Fund as of its most recently completed fiscal year. The Board also focused on the comparative analysis of effective management fees and total expense ratios of the Fund versus effective management fees and expense ratios of a group of similar closed-end funds as selected by Lipper (the “Expense Group”). In reviewing comparative costs, the Fund’s contractual management fee and the actual management fee incurred by the Fund were compared with the contractual management fees (assuming all funds in the Expense Group were similar in size to the Fund) and actual management fees (as reported by each fund) within the Expense Group, taking into account any applicable breakpoints and fee waivers. The Fund’s total expenses were also compared with those of its Expense Group. The Board considered fees paid to Delaware Investments for non-management services. The Board’s objective is to limit the Fund’s total expense ratio to be competitive with that of the Expense Group. The following paragraph summarizes the expense results for the Fund and the Board’s view of such expenses.

The expense comparisons for the Fund showed that its actual management fee was in the quartile with the lowest expenses of its Expense Group and its total expenses were in the quartile with the second lowest expenses of its Expense Group. The Board was satisfied with the management fee and total expenses of the Fund in comparison to those of its Expense Group.

Management Profitability. The Board considered the level of profits, if any, realized by Delaware Investments in connection with the operation of the Fund. In this respect, the Board reviewed the Investment Management Profitability Analysis that addressed the overall profitability of Delaware Investments’ business in providing management and other services to each of the individual funds and the Delaware Investments^® Family of Funds as a whole. Specific attention was given to the methodology followed in allocating costs for the purpose of determining profitability. Management stated that the level of profits of Delaware Investments, to a certain extent, reflects recent operational cost savings and efficiencies initiated by Delaware Investments. The Board considered Delaware Investments’ efforts to improve services provided to fund shareholders and to meet additional regulatory and compliance requirements resulting from recent industry-wide Securities and Exchange Commission initiatives. The Board also considered the extent to which Delaware Investments might derive ancillary benefits from fund operations, including the potential for procuring additional business as a result of the prestige and visibility associated with its role as service provider to the Delaware Investments Family of Funds and the benefits from allocation of fund brokerage to improve trading efficiencies. The Board found that the management fees were reasonable in light of the services rendered and the profitability of Delaware Investments.

Economies of Scale. As a closed-end fund, the Fund does not issue shares on a continuous basis. Fund assets increase only to the extent that the values of the underlying securities in the Fund increase. Accordingly, the Board determined that the Fund was not likely to experience significant economies of scale due to asset growth and, therefore, a fee schedule with breakpoints to pass the benefit of economies of scale on to shareholders was not likely to provide the intended effect.

Change in independent registered public accounting firm

Due to independence matters under the Securities and Exchange Commission’s auditor independence rules relating to the January 4, 2010 acquisition of Delaware Investments (including DMC and DSC) by Macquarie Group, Ernst & Young LLP (E&Y) has resigned as the independent registered public accounting firm for Delaware Investments Dividend and Income Fund, Inc. (the Fund) effective May 20, 2010. At a meeting held on May 20, 2010, the Board of Directors of the Fund, upon recommendation of the Audit Committee, selected PricewaterhouseCoopers LLP (PwC) to serve as the independent registered public accounting firm for the Fund for the fiscal year ending November 30, 2010. During the fiscal years ended November 30, 2009 and 2008, E&Y’s audit reports on the financial statements of the Fund did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. In addition, there were no disagreements between the Fund and E&Y on accounting principles, financial statements disclosures or audit scope, which, if not resolved to the satisfaction of E&Y, would have caused them to make reference to the disagreement in their reports. Neither the Fund nor anyone on its behalf has consulted with PwC at any time prior to their selection with respect to the application of accounting principles to a specified transaction, either completed or proposed or the type of audit opinion that might be rendered on the Fund’s financial statements.

(continues) 33

Board of trustees/directors
and officers addendum

Delaware Investments^® Family of Funds

A fund is governed by a Board of Trustees/Directors (“Trustees”), which has oversight responsibility for the management of a fund’s business affairs. Trustees establish procedures and oversee and review the performance of the investment manager and others who perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. Each trustee has served in that capacity since he or she was elected to or appointed to the Board of Trustees, and will continue to serve until his or her retirement or the election of a new trustee in his or her place. The following is a list of the Trustees and Officers with certain background and related information.

				Number of
				Portfolios in Fund	Other
Name,				Complex Overseen	Directorships
Address,	Position(s)	Length of	Principal Occupation(s)	by Trustee	Held by
and Birth Date	Held with Fund(s)	Time Served	During Past 5 Years	or Officer	Trustee or Officer
Interested Trustees

Patrick P. Coyne¹	Chairman,	Chairman and Trustee	Patrick P. Coyne has served in	74	Director and Audit
2005 Market Street	President,	since August 16, 2006	various executive capacities		Committee Member —
Philadelphia, PA	Chief Executive		at different times at		Kaydon Corp.
19103	Officer, and	President and	Delaware Investments.²
	Trustee	Chief Executive Officer			Board of Governors
April 1963		since August 1, 2006			Member — Investment
					Company Institute (ICI)

					Finance Committee
					Member — St. John
					Vianney Roman
					Catholic Church

					Board of Trustees —
					Agnes Irwin School

					Member of
					Investment Committee —
					Cradle of Liberty Council,
					BSA (2007–2010)
Independent Trustees
Thomas L. Bennett	Trustee	Since	Private Investor —	74	Chairman of
2005 Market Street		March 2005	(March 2004–Present)		Investment Committee
Philadelphia, PA					— Pennsylvania
19103			Investment Manager —		Academy of Fine Arts
			Morgan Stanley & Co.
October 1947			(January 1984–March 2004)		Investment Committee
					and Governance
					Committee Member —
					Pennsylvania
					Horticultural Society

					Director —
					Bryn Mawr
					Bank Corp. (BMTC)
					(2007–2011)
John A. Fry	Trustee	Since	President	74	Board of Governors
2005 Market Street		January 2001	Drexel University		Member — NASDAQ
Philadelphia, PA			(August 2010–Present)		OMX PHLX LLC
19103
			President —		Director and Audit
May 1960			Franklin & Marshall College		Committee Member —
			(June 2002–July 2010)		Community Health
					Systems

					Director — Ecore
					International
					(2009–2010)

					Director — Allied
					Barton Securities
					Holdings (2005–2008)

				Number of
				Portfolios in Fund	Other
Name,				Complex Overseen	Directorships
Address,	Position(s)	Length of	Principal Occupation(s)	by Trustee	Held by
and Birth Date	Held with Fund(s)	Time Served	During Past 5 Years	or Officer	Trustee or Officer
Independent Trustees (continued)
Anthony D. Knerr	Trustee	Since	Managing Director —	74	None
2005 Market Street		April 1990	Anthony Knerr & Associates
Philadelphia, PA			(Strategic Consulting)
19103			(1990–Present)

December 1938
Lucinda S. Landreth	Trustee	Since	Chief Investment Officer —	74	None
2005 Market Street		March 2005	Assurant, Inc.
Philadelphia, PA			(Insurance)
19103			(2002–2004)

June 1947
Ann R. Leven	Trustee	Since	Consultant —	74	Director and Audit
2005 Market Street		October 1989	ARL Associates		Committee Chair —
Philadelphia, PA			(Financial Planning)		Systemax Inc.
19103			(1983–Present)		(2001–2009)

November 1940					Director and Audit
					Committee Chairperson
					— Andy Warhol
					Foundation (1999–2007)
Frances A. Sevilla-Sacasa	Trustee	Since	Executive Advisor to Dean	74	Trust Manager —
2005 Market Street		September 2011	(since August 2011)		Camden Property
Philadelphia, PA			and Interim Dean		Trust (since August 2011)
19103			(January 2011–July 2011)
			— University of Miami		Board of Trustees
January 1956			School of Business		Thunderbird School
			Administration		of Global Management
					(2007–2011)
			President — U.S. Trust,
			Bank of America Private		Board of Trustees
			Wealth Management		Carrollton School
			(Private Banking)		of the Sacred Heart
			(July 2007–December 2008)		(since 2007)

			President and Director		Board Member
			(November 2005–June 2007)		Foreign Policy
			and Chief Executive Officer		Association
			(April 2007–June 2007) —		(since 2006)
			U.S. Trust Company
			(Private Banking)		Board of Trustees
					Georgetown
					Preparatory School
					(2005–2011)

					Board of Trustees
					Miami City Ballet
					(2000–2011)

					Board of Trustees
					St. Thomas University
					(2005–2011)
Janet L. Yeomans	Trustee	Since	Vice President and Treasurer	74	Director and Audit
2005 Market Street		April 1999	(January 2006–Present)		Committee Member —
Philadelphia, PA			Vice President — Mergers & Acquisitions		Okabena Company
19103			(January 2003–January 2006), and
			Vice President and Treasurer		Chair —
July 1948			(July 1995–January 2003)		3M Investment
			3M Corporation		Management Company
J. Richard Zecher	Trustee	Since	Founder —	74	Director and Audit
2005 Market Street		March 2005	Investor Analytics		Committee Member —
Philadelphia, PA			(Risk Management)		Investor Analytics
19103			(May 1999–Present)
					Director —
July 1940			Founder —		Oxigene, Inc.
			Sutton Asset Management		(2003–2008)
			(Hedge Fund)
			(September 1996–Present)

(continues) 35

				Number of
				Portfolios in Fund	Other
Name,				Complex Overseen	Directorships
Address,	Position(s)	Length of	Principal Occupation(s)	by Trustee	Held by
and Birth Date	Held with Fund(s)	Time Served	During Past 5 Years	or Officer	Trustee or Officer
Officers
David F. Connor	Vice President,	Vice President since	David F. Connor has served as	74	None³
2005 Market Street	Deputy General	September 2000	Vice President and Deputy
Philadelphia, PA	Counsel, and Secretary	and Secretary	General Counsel of
19103		since	Delaware Investments
		October 2005	since 2000.
December 1963
Daniel V. Geatens	Vice President	Treasurer	Daniel V. Geatens has served	74	None³
2005 Market Street	and Treasurer	since	in various capacities at
Philadelphia, PA		October 2007	different times at
19103			Delaware Investments.

October 1972
David P. O’Connor	Senior Vice	Senior Vice President,	David P. O’Connor has served in	74	None³
2005 Market Street	President,	General Counsel, and	various executive and legal
Philadelphia, PA	General Counsel,	Chief Legal Officer	capacities at different times
19103	and Chief	since	at Delaware Investments.
	Legal Officer	October 2005
February 1966
Richard Salus	Senior	Chief Financial	Richard Salus has served in	74	None³
2005 Market Street	Vice President	Officer since	various executive capacities
Philadelphia, PA	and	November 2006	at different times at
19103	Chief Financial		Delaware Investments.
	Officer
October 1963

¹ Patrick P. Coyne is considered to be an “Interested Trustee” because he is an executive officer of the Fund’s(s’) investment advisor.

² Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Fund’s(s’) investment advisor and its transfer agent.

³ David F. Connor, Daniel V. Geatens, David P. O’Connor, and Richard Salus serve in similar capacities for the six portfolios of the Optimum Fund Trust, which have the same investment advisor and transfer agent as the registrant.

About the organization

This annual report is for the information of Delaware Investments^® Dividend and Income Fund, Inc. shareholders. The figures in this report represent past results that are not a guarantee of future results. The return and principal value of an investment in the Fund will fluctuate so that shares, when sold, may be worth more or less than their original cost.

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940 that the Fund may, from time to time, purchase shares of its common stock on the open market at market prices. Your Fund’s Board of Directors approved a share repurchase program in 1994 that authorizes the Fund to purchase up to 10% of its outstanding shares on the floor of the New York Stock Exchange.

Board of Directors

Affiliated officers

Contact information

Patrick P. Coyne
Chairman, President,
and Chief Executive Officer
Delaware Investments Family of Funds
Philadelphia, PA

Thomas L. Bennett^†Private Investor
Rosemont, PA

John A. Fry^†President
Drexel University
Philadelphia, PA

Anthony D. Knerr
Founder and Managing Director
Anthony Knerr & Associates
New York, NY

Lucinda S. Landreth
Former Chief Investment Officer
Assurant Inc.
Philadelphia, PA

Ann R. Leven
Consultant
ARL Associates
New York, NY

Frances A. Sevilla-Sacasa^†Executive Advisor to Dean
University of Miami School of
Business Administration
Coral Gables, FL

Janet L. Yeomans^†Vice President and Treasurer
3M Corporation
St. Paul, MN

J. Richard Zecher
Founder
Investor Analytics
Scottsdale, AZ

David F. Connor
Vice President, Deputy General Counsel,
and Secretary
Delaware Investments Family of Funds
Philadelphia, PA

Daniel V. Geatens
Vice President and Treasurer
Delaware Investments Family of Funds
Philadelphia, PA

David P. O’Connor
Senior Vice President, General Counsel,
and Chief Legal Officer
Delaware Investments Family of Funds
Philadelphia, PA

Richard Salus
Senior Vice President and
Chief Financial Officer
Delaware Investments Family of Funds
Philadelphia, PA

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q, as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies (if any) relating to portfolio securities are available without charge (i) upon request, by calling 800 523-1918; (ii) on the Fund’s website at www.delawareinvestments.com; and (iii) on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling 800 SEC-0330.

Information (if any) regarding how the Fund voted proxies relating to portfolio securities during the most recently disclosed 12-month period ended June 30 is available without charge (i) through the Fund’s website at www.delawareinvestments.com; and (ii) on the SEC’s website at www.sec.gov.

Investment manager
Delaware Management Company
a series of Delaware Management
Business Trust
Philadelphia, PA

Principal office of the Fund
2005 Market Street
Philadelphia, PA 19103-7094

Independent registered public
accounting firm
PricewaterhouseCoopers LLP
Two Commerce Square
Suite 1700
2001 Market Street
Philadelphia, PA 19103-7042

Registrar and stock transfer
agent
Computershare Shareowner Services LLC
(formerly BNY Mellon Shareowner Services)
480 Washington Blvd.
Jersey City, NJ 07310
800 851-9677

For securities dealers
and financial institutions
representatives
800 362-7500

Website
www.delawareinvestments.com

Delaware Investments, a member of Macquarie Group, refers to Delaware Management Holdings, Inc. and its subsidiaries. Macquarie Group refers to Macquarie Group Limited and its subsidiaries and affiliates worldwide.

Your reinvestment options
Delaware Investments Dividend and Income Fund, Inc. offers an automatic dividend reinvestment program. If you would like to reinvest dividends, and shares are registered in your name, contact Computershare Shareowner Services LLC at 800 851-9677. You will be asked to put your request in writing. If you have shares registered in “street” name, contact the broker/dealer holding the shares or your financial advisor.

†Audit committee member

Item 2. Code of Ethics

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. A copy of the registrant’s Code of Business Ethics has been posted on the Delaware Investments Internet Web site at www.delawareinvestments.com. Any amendments to the Code of Business Ethics, and information on any waiver from its provisions granted by the registrant, will also be posted on this Web site within five business days of such amendment or waiver and will remain on the Web site for at least 12 months.

Item 3. Audit Committee Financial Expert

The registrant’s Board of Trustees/Directors has determined that certain members of the registrant’s Audit Committee are audit committee financial experts, as defined below. For purposes of this item, an “audit committee financial expert” is a person who has the following attributes:

a. An understanding of generally accepted accounting principles and financial statements;

b. The ability to assess the general application of such principles in connection with the accounting for estimates, accruals, and reserves;

c. Experience preparing, auditing, analyzing, or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by the registrant’s financial statements, or experience actively supervising one or more persons engaged in such activities;

d. An understanding of internal controls and procedures for financial reporting; and

e. An understanding of audit committee functions.

An “audit committee financial expert” shall have acquired such attributes through:

a. Education and experience as a principal financial officer, principal accounting officer, controller, public accountant, or auditor or experience in one or more positions that involve the performance of similar functions;

b. Experience actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor, or person performing similar functions;

c. Experience overseeing or assessing the performance of companies or public accountants with respect to the preparation, auditing, or evaluation of financial statements; or

d. Other relevant experience.

The registrant’s Board of Trustees/Directors has also determined that each member of the registrant’s Audit Committee is independent. In order to be “independent” for purposes of this item, the Audit Committee member may not: (i) other than in his or her capacity as a member of the Board of Trustees/Directors or any committee thereof, accept directly or indirectly any consulting, advisory or other compensatory fee from the issuer; or (ii) be an “interested person” of the registrant as defined in Section 2(a)(19) of the Investment Company Act of 1940.

The names of the audit committee financial experts on the registrant’s Audit Committee are set forth below:

     John A. Fry
     Frances A. Sevilla-Sacasa
     Janet L. Yeomans

Item 4. Principal Accountant Fees and Services

(a) Audit fees.

The aggregate fees billed for services provided to the registrant by its independent auditors for the audit of the registrant’s annual financial statements and for services normally provided by the independent auditors in connection with statutory and regulatory filings or engagements were $11,534 for the fiscal year ended November 30, 2011.

(b) Audit-related fees.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the registrant’s financial statements and not reported under paragraph (a) of this Item were $0 for the fiscal year ended November 30, 2011.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the financial statements of the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $593,000 for the registrant’s fiscal year ended November 30, 2011. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: year end audit procedures; reporting up and subsidiary statutory audits.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the financial statements of the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $84,000 for the registrant’s fiscal year ended November 30, 2010. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: audit procedures performed on Delaware Investments for its consolidation into Macquarie’s financial statements as of March 31, 2010.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant were $2,250 for the fiscal year ended November 30, 2011. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax returns and review of annual excise distribution calculations.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant were $2,150 for the fiscal year ended November 30, 2010. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax returns and review of annual excise distribution calculations.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $10,000 for the registrant’s fiscal year ended November 30, 2010. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: state and local tax services.

(d) All other fees.

The aggregate fees billed for all services provided by the independent auditors to the registrant other than those set forth in paragraphs (a), (b) and (c) of this Item were $0 for the fiscal year ended November 30, 2011.

The aggregate fees billed for all services other than those set forth in paragraphs (b) and (c) of this Item provided by the registrant’s independent auditors to the registrant’s adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $25,000 for the registrant’s fiscal year ended November 30, 2011. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These other services were as follows: attest examination of management's assertion to the controls in place at the transfer agent to be in compliance with Rule 17ad-13(a)(3) of the Securities Exchange Act of 1934.

(e) The registrant’s Audit Committee has established pre-approval policies and procedures as permitted by Rule 2-01(c)(7)(i)(B) of Regulation S-X (the “Pre-Approval Policy”) with respect to services provided by the registrant’s independent auditors. Pursuant to the Pre-Approval Policy, the Audit Committee has pre-approved the services set forth in the table below with respect to the registrant up to the specified fee limits. Certain fee limits are based on aggregate fees to the registrant and other registrants within the Delaware Investments^® Family of Funds.

Service	Range of Fees
Audit Services
Statutory audits or financial audits for new Funds	up to $25,000 per Fund
Services associated with SEC registration statements (e.g., Form N-1A, Form N-14, etc.), periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., comfort letters for closed-end Fund offerings, consents), and assistance in responding to SEC comment letters	up to $10,000 per Fund
Consultations by Fund management as to the accounting or disclosure treatment of transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies (Note: Under SEC rules, some consultations may be considered “audit-related services” rather than “audit services”)	up to $25,000 in the aggregate
Audit-Related Services
Consultations by Fund management as to the accounting or disclosure treatment of transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies (Note: Under SEC rules, some consultations may be considered “audit services” rather than “audit-related services”)	up to $25,000 in the aggregate
Tax Services
U.S. federal, state and local and international tax planning and advice (e.g., consulting on statutory, regulatory or administrative developments, evaluation of Funds’ tax compliance function, etc.)	up to $25,000 in the aggregate
U.S. federal, state and local tax compliance (e.g., excise distribution reviews, etc.)	up to $5,000 per Fund
Review of federal, state, local and international income, franchise and other tax returns	up to $5,000 per Fund

Under the Pre-Approval Policy, the Audit Committee has also pre-approved the services set forth in the table below with respect to the registrant’s investment adviser and other entities controlling, controlled by or under common control with the investment adviser that provide ongoing services to the registrant (the “Control Affiliates”) up to the specified fee limit. This fee limit is based on aggregate fees to the investment adviser and its Control Affiliates.

Service	Range of Fees
Non-Audit Services
Services associated with periodic reports and other documents filed with the SEC and assistance in responding to SEC comment letters	up to $10,000 in the aggregate

The Pre-Approval Policy requires the registrant’s independent auditors to report to the Audit Committee at each of its regular meetings regarding all services initiated since the last such report was rendered, including those services authorized by the Pre-Approval Policy.

(f) Not applicable.

(g) The aggregate non-audit fees billed by the registrant’s independent auditors for services rendered to the registrant and to its investment adviser and other service providers under common control with the adviser were $5,228,766 and $0 for the registrant’s fiscal years ended November 30, 2011 and November 30, 2010, respectively.

(h) In connection with its selection of the independent auditors, the registrant’s Audit Committee has considered the independent auditors’ provision of non-audit services to the registrant’s investment adviser and other service providers under common control with the adviser that were not required to be pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X. The Audit Committee has determined that the independent auditors’ provision of these services is compatible with maintaining the auditors’ independence.

Item 5. Audit Committee of Listed Registrants

The registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the registrant’s Audit Committee are Thomas L. Bennett, John A. Fry, Frances A. Sevilla-Sacasa and Janet L. Yeomans.

Item 6. Investments

(a) Included as part of report to shareholders filed under Item 1 of this Form N-CSR.

(b) Divestment of securities in accordance with Section 13(c) of the Investment Company Act of 1940.

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

The registrant has formally delegated to its investment adviser(s) (the “Adviser”) the ability to make all proxy voting decisions in relation to portfolio securities held by the registrant. If and when proxies need to be voted on behalf of the registrant, the Adviser will vote such proxies pursuant to its Proxy Voting Policies and Procedures (the “Procedures”). The Adviser has established a Proxy Voting Committee (the “Committee”) which is responsible for overseeing the Adviser’s proxy voting process for the registrant. One of the main responsibilities of the Committee is to review and approve the Procedures to ensure that the Procedures are designed to allow the Adviser to vote proxies in a manner consistent with the goal of voting in the best interests of the registrant.

In order to facilitate the actual process of voting proxies, the Adviser has contracted with Institutional Shareholder Services (“ISS”), a wholly owned subsidiary of RiskMetrics Group ("RiskMetrics"), to analyze proxy statements on behalf of the registrant and other Adviser clients and vote proxies generally in accordance with the Procedures. The Committee is responsible for overseeing ISS/RiskMetrics’s proxy voting activities. If a proxy has been voted for the registrant, ISS/RiskMetrics will create a record of the vote. By no later than August 31 of each year, information (if any) regarding how the registrant voted proxies relating to portfolio securities during the most recently disclosed 12-month period ended June 30 is available without charge (i) through the registrant’s Web site at http://www.delawareinvestments.com; and (ii) on the Commission’s Web site at http://www.sec.gov.

The Procedures contain a general guideline that recommendations of company management on an issue (particularly routine issues) should be given a fair amount of weight in determining how proxy issues should be voted. However, the Adviser will normally vote against management’s position when it runs counter to its specific Proxy Voting Guidelines (the “Guidelines”), and the Adviser will also vote against management’s recommendation when it believes that such position is not in the best interests of the registrant.

As stated above, the Procedures also list specific Guidelines on how to vote proxies on behalf of the registrant. Some examples of the Guidelines are as follows: (i) generally vote for shareholder proposals asking that a majority or more of directors be independent; (ii) generally vote against proposals to require a supermajority shareholder vote; (iii) votes on mergers and acquisitions should be considered on a case-by-case basis, determining whether the transaction enhances shareholder value; (iv) generally vote against proposals to create a new class of common stock with superior voting rights; (v) generally vote re-incorporation proposals on a case-by-case basis; (vi) votes with respect to equity-based compensation plans are generally determined on a case-by-case basis; and (vii) generally vote for proposals requesting reports on the level of greenhouse gas emissions from a company’s operations and products.

Because the registrant has delegated proxy voting to the Adviser, the registrant is not expected to encounter any conflict of interest issues regarding proxy voting and therefore does not have procedures regarding this matter. However, the Adviser does have a section in its Procedures that addresses the possibility of conflicts of interest. Most proxies which the Adviser receives on behalf of the registrant are voted by ISS/RiskMetrics in accordance with the Procedures. Because almost all registrant proxies are voted by ISS/RiskMetrics pursuant to the pre-determined Procedures, it normally will not be necessary for the Adviser to make an actual determination of how to vote a particular proxy, thereby largely eliminating conflicts of interest for the Adviser during the proxy voting process. In the very limited instances where the Adviser is considering voting a proxy contrary to ISS/RiskMetrics’s recommendation, the Committee will first assess the issue to see if there is any possible conflict of interest involving the Adviser or affiliated persons of the Adviser. If a member of the Committee has actual knowledge of a conflict of interest, the Committee will normally use another independent third party to do additional research on the particular proxy issue in order to make a recommendation to the Committee on how to vote the proxy in the best interests of the registrant. The Committee will then review the proxy voting materials and recommendation provided by ISS/RiskMetrics and the independent third party to determine how to vote the issue in a manner which the Committee believes is consistent with the Procedures and in the best interests of the registrant.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Other Accounts Managed
The following chart lists certain information about types of other accounts for which each Fund manager is primarily responsible as of November 30, 2011. Any accounts managed in a personal capacity appear under “Other Accounts” along with the other accounts managed on a professional basis. The personal account information is current as of June 30, 2011.

				Total Assets in
			No. of Accounts	Accounts with
	No. of	Total Assets	with Performance-	Performance-
	Accounts	Managed	Based Fees	Based Fees
Damon Andres
Registered Investment	9	$1.3 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	7	$244.4 million	0	$0
Wayne Anglace
Registered Investment	3	$706.8 million	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	27	$301.4 million	0	$0
Kristen Bartholdson
Registered Investment	7	$2.4 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	32	$3.2 billion	1	$1.1 billion
Thomas Chow
Registered Investment	12	$16.5 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	12	$4.1 billion	0	$0
Roger Early
Registered Investment	17	$20.5 billion	0	$0

Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	44	$6.1 billion	2	$622.6 million
Nikhil Lalvani
Registered Investment	7	$2.4 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	27	$3.2 billion	1	$1.1 billion
Anthony Lombardi
Registered Investment	7	$2.4 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	29	$3.2 billion	1	$1.1 billion
Kevin Loome
Registered Investment	17	$15.4 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	14	$2.8 billion	0	$0
D. Tysen Nutt
Registered Investment	8	$2.8 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	31	$3.2 billion	1	$1.1 billion
Robert Vogel
Registered Investment	7	$2.4 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	30	$3.2 billion	1	$1.1 billion
Babak Zenouzi
Registered Investment	16	$2.6 billion	0	$0
Companies
Other Pooled	0	$0	0	$0
Investment Vehicles
Other Accounts	7	$244.0 million	0	$0

DESCRIPTION OF MATERIAL CONFLICTS OF INTEREST
Individual portfolio managers may perform investment management services for other funds or accounts similar to those provided to the Funds and the investment action for such other fund or account and the Funds may differ. For example, an account or fund may be selling a security, while another account or Fund may be purchasing or holding the same security. As a result, transactions executed for one fund or account may adversely affect the value of securities held by another fund, account or Fund. Additionally, the management of multiple other funds or accounts and the Funds may give rise to potential conflicts of interest, as a portfolio manager must allocate time and effort to multiple funds or accounts and the Funds. A portfolio manager may discover an investment opportunity that may be suitable for more than one account or fund. The investment opportunity may be limited, however, so that all funds or accounts for which the investment would be suitable may not be able to participate. The Manager has adopted procedures designed to allocate investments fairly across multiple funds or accounts.

Three of the accounts managed by the portfolio managers have a performance-based fee. This compensation structure presents a potential conflict of interest. The portfolio manager has an incentive to manage this account so as to enhance its performance, to the possible detriment of other accounts for which the investment manager does not receive a performance-based fee.

A portfolio manager’s management of personal accounts also may present certain conflicts of interest. While Delaware’s code of ethics is designed to address these potential conflicts, there is no guarantee that it will do so.

Compensation Structure
Each portfolio’s manager’s compensation consists of the following:

Base Salary - Each named portfolio manager receives a fixed base salary. Salaries are determined by a comparison to industry data prepared by third parties to ensure that portfolio manager salaries are in line with salaries paid at peer investment advisory firms.

Bonus – (Mr. Nutt, Ms. Bartholdson, Mr. Lalvani, Mr. Lombardi and Mr. Vogel only) Each named portfolio manager is eligible to receive an annual cash bonus. The bonus pool is determined by the revenues associated with the products a portfolio manager manages. Delaware keeps a percentage of the revenues and the remaining percentage of revenues (minus appropriate expenses associated with relevant product and the investment management team) create the "bonus pool" for the product. Various members of the team have the ability to earn a percentage of the bonus pool with the most senior contributor generally having the largest share. The pool is allotted based on subjective factors and objective factors. The primary objective factor is the one-year, three-year and five-year performance of the funds managed relative to the performance of the appropriate Lipper peer groups and the performance of institutional composites relative to the appropriate indices. Three-year and five-year performance is weighted more heavily and there is no objective award for a fund whose performance falls below the 50th percentile for a given time period.

Individual allocations of the bonus pool are based on individual performance measurements, both objective and subjective, as determined by senior management.

(Mr. Andres and Mr. Zenouzi only) Each named portfolio manager is eligible to receive an annual cash bonus. The bonus pool is determined by the revenues associated with the products a portfolio manager manages. Delaware keeps a percentage of the revenues and the remaining percentage of revenues (minus appropriate expenses associated with relevant product and the investment management team) create the "bonus pool" for the product. Various members of the team have the ability to earn a percentage of the bonus pool with the most senior contributor generally having the largest share. The pool is allotted based on subjective factors (50%) and objective factors (50%). The primary objective factor is the one-year, three-year and five-year performance of the funds managed relative to the performance of the appropriate Lipper peer groups and the performance of institutional composites relative to the appropriate indices. Three-year and five-year performance is weighed more heavily and there is no objective award for a fund whose performance falls below the 50th percentile for a given time period.

Individual allocations of the bonus pool are based on individual performance measurements, both objective and subjective, as determined by senior management.

(Mr. Anglace, Mr. Chow, Mr. Early and Mr. Loome only) An objective component is added to the bonus for each manager that is reflective of account performance relative to an appropriate peer group or database. The following paragraph describes the structure of the non-guaranteed bonus.

Each portfolio manager is eligible to receive an annual cash bonus, which is based on quantitative and qualitative factors. There is one pool for bonus payments for the fixed income department. The amount of the pool for bonus payments is determined by assets managed (including investment companies, insurance product-related accounts and other separate accounts), management fees and related expenses (including fund waiver expenses) for registered investment companies, pooled vehicles, and managed separate accounts. Generally, 60%-75% of the bonus is quantitatively determined. For more senior portfolio managers, a higher percentage of the bonus is quantitatively determined. For investment companies, each manager is compensated according the Fund’s Lipper or Morningstar peer group percentile ranking on a one-year, three-year, and five-year basis, with longer-term performance more heavily weighted. For managed separate accounts the portfolio managers are compensated according to the composite percentile ranking against the Frank Russell and Callan Associates databases (or similar sources of relative performance data) on a one-year, three-year, and five-year basis, with longer term performance more heavily weighted. There is no objective award for a fund that falls below the 50^th percentile, but incentives reach maximum potential at the 25^th-30^th percentile. There is a sliding scale for investment companies that are ranked above the 50^th percentile. The remaining 25%-40% portion of the bonus is discretionary as determined by Delaware Investments and takes into account subjective factors.

For new and recently transitioned portfolio managers, the compensation may be weighted more heavily towards a portfolio manager’s actual contribution and ability to influence performance, rather than longer-term performance. Management intends to move the compensation structure towards longer-term performance for these portfolio managers over time.

Incentive Unit Plan - Portfolio managers may be awarded incentive unit awards (“Awards”) relating to the underlying shares of common stock of Delaware Management Holdings, Inc. issuable pursuant to the terms of the Delaware Investments Incentive Unit Plan (the “Plan”) adopted on November 30, 2010. Awards are no longer granted under the Delaware Investments U.S., Inc. 2009 Incentive Compensation Plan or the Amended and Restated Delaware Investments U.S., Inc. Incentive Compensation Plan, which was established in 2001.

The Plan was adopted in order to: assist the Manager in attracting, retaining, and rewarding key employees of the company; enable such employees to acquire or increase an equity interest in the company in order to align the interest of such employees and the Manager; and provide such employees with incentives to expend their maximum efforts. Subject to the terms of the Plan and applicable award agreements, Awards typically vest in 25% increments on a four-year schedule, and shares of common stock underlying the Awards are issued after vesting. The fair market value of the shares of Delaware Management Holdings, Inc., is normally determined as of each March 31, June 30, September 30 and December 31 by an independent appraiser. Generally, a stockholder may put shares back to the company during the put period communicated in connection with the applicable valuation.

Other Compensation - Portfolio managers may also participate in benefit plans and programs available generally to all employees.

Ownership of Securities
As of November 30, 2011, the portfolio managers did not own any shares of the Fund.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

Not applicable.

Item 11. 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 second fiscal quarter of the period covered by the report to stockholders included herein (i.e., the registrant’s fourth fiscal quarter) that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

(a) (1) Code of Ethics

Not applicable.

(2) Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Rule 30a-2 under the Investment Company Act of 1940 are attached hereto as Exhibit 99.CERT.

(3) Written solicitations to purchase securities pursuant to Rule 23c-1 under the Securities Exchange Act of 1934.

Not applicable.

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are furnished herewith as Exhibit 99.906CERT.

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.

Name of Registrant: DELAWARE INVESTMENTS^® DIVIDEND AND INCOME FUND, INC.

/s/ PATRICK P. COYNE
By:	Patrick P. Coyne
Title:	Chief Executive Officer
Date:	February 1, 2012

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 and in the capacities and on the dates indicated.

/s/ PATRICK P. COYNE
By:	Patrick P. Coyne
Title:	Chief Executive Officer
Date:	February 1, 2012

/s/ RICHARD SALUS
By:	Richard Salus
Title:	Chief Financial Officer
Date:	February 1, 2012