UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


FORM N-Q


QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANY


Investment Company Act file number 811-04656

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Ellsworth Fund Ltd.

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(Exact name of registrant as specified in charter)


65 Madison Avenue, Morristown, New Jersey 07960-7308

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(Address of principal executive offices) (Zip code)


Thomas H. Dinsmore

Ellsworth Fund Ltd.

65 Madison Avenue

Morristown, New Jersey 07960-7308

(Name and address of agent for service)


Copy to:

Steven B. King, Esq.

Ballard Spahr LLP

1735 Market Street, 51st Floor

Philadelphia, PA 19103-7599



Registrant's telephone number, including area code: 973-631-1177


Date of fiscal year end:  September 30, 2012


Date of reporting period:  December 31, 2011


ITEM 1. SCHEDULE OF INVESTMENTS.




  

Ellsworth Fund Ltd. - Schedule of Investments (unaudited)

 

 

December 31, 2011

 

 

 

 Principal

 Value

 

 Amount

 (Note 1)

CONVERTIBLE BONDS AND NOTES - 60.9%

 

 

 

 

 

Aerospace and Defense - 0.5%

 

 

Kaman Corp., 3.25%, Due 11/15/17, (BBB)

 $   500,000

 $         525,000

 

 

 

Automotive - 0.9%

 

 

A123 Systems, Inc., 3.75%, Due 4/15/16, (NR)

      500,000

            171,250

Titan International, Inc., 5.625%, Due 1/15/17, (B)

      375,000

            815,625

 

 

            986,875

Computer Hardware - 2.9%

 

 

EMC Corp., 1.75%, Due 12/1/13, (A)

   1,900,000

         2,736,000

NetApp, Inc., 1.75%, Due 6/1/13, (AA)

      250,000

            316,875

 

 

         3,052,875

Computer Software - 5.4%

 

 

Digital River, Inc., 2.00%, Due 11/1/30, (BBB)

   1,100,000

            906,125

Electronic Arts, Inc., 0.75%, Due 7/15/16, (A) (1)

      500,000

            488,125

Microsoft Corp., Due 6/15/13, (AAA) (2)

      500,000

            508,750

Nuance Communications, Inc., 2.75%, Due 8/15/27, (BB)

   1,500,000

         2,171,250

Rovi Corp., 2.625%, Due 2/15/40, (BBB)

      750,000

            750,000

THQ, Inc., 5.00%, Due 8/15/14, (CCC)

      750,000

            356,250

WebMD Health Corp., 2.50%, Due 1/31/18, (A)

      500,000

            468,125

 

 

         5,648,625

Construction Material - 0.6%

 

 

CEMEX, S.A.B. de C.V., 4.875%, Due 3/15/15, (NR)

   1,000,000

            657,500

 

 

 

Consumer Goods - 0.8%

 

 

Iconix Brand Group, Inc., 2.50%, Due 6/1/16, (BBB) (1)

      500,000

            475,625

Regis Corp., 5.00%, Due 7/15/14, (BBB)

      250,000

            313,438

 

 

            789,063

Data Processing - 0.7%

 

 

CSG Systems International, Inc., 3.00%, Due 3/1/17, (A) (1)

      750,000

            705,000

 

 

 

Energy - 5.2%

 

 

Endeavour International Corp., 5.50%, Due 7/15/16, (NR) (1)

      500,000

            416,875

Goodrich Petroleum Corp., 5.00%, Due 10/1/29, (CCC)

   1,000,000

            931,250

JinkoSolar Holding Co. Ltd., 4.00%, Due 5/15/16, (NR)

   1,000,000

            433,750

Oil States International, Inc., 2.375%, Due 7/1/25, (BB)

      250,000

            603,438

Renesola Ltd., 4.125%, Due 3/15/18, (NR)

      500,000

            297,500

SunPower Corp., 4.75%, Due 4/15/14, (NR)

      500,000

            438,125

SunPower Corp., 4.50%, Due 3/15/15, (NR)

   1,250,000

         1,032,812

Transocean, Inc., 1.50%, Due 12/15/37, (BBB)

      500,000

            493,750

Trina Solar Ltd., 4.00%, Due 7/15/13, (NR)

   1,000,000

            777,500

 

 

         5,425,000

Financial Services - 6.2%

 

 

Amtrust Financial Services, Inc., 5.50%, Due 12/15/21, (NR) (1)

   1,000,000

         1,001,200

Annaly Capital Management, Inc., 4.00%, Due 2/15/15, (NR)

      750,000

            852,188

BGC Partners, Inc., 4.50%, Due 7/15/16, (BBB) (1)

      250,000

            220,000

Euronet Worldwide, Inc., 3.50%, Due 10/15/25, (BB) (3)

   1,000,000

            995,000

Knight Capital Group, Inc., 3.50%, Due 3/15/15, (NR)

      750,000

            673,125

National Financial Partners Corp., 4.00%, Due 6/15/17, (NR)

      750,000

            928,125

Old Republic International Corp., 8.00%, Due 5/15/12, (BBB)

      750,000

            752,812

Tower Group, Inc., 5.00%, Due 9/15/14, (NR)

   1,000,000

         1,008,750

 

 

         6,431,200


  

Ellsworth Fund Ltd. - Schedule of Investments - continued

 

 

December 31, 2011

 

 

 

 

 

CONVERTIBLE BONDS AND NOTES - continued

 

 

 

 

 

Foods - 0.5%

 

 

Chiquita Brands International, 4.25%, Due 8/15/16, (B)

 $   581,000

 $         500,386

 

 

 

Healthcare - 4.3%

 

 

Chemed Corp., 1.875%, Due 5/15/14, (A)

      890,000

            838,825

China Medical Technologies, Inc., 4.00%, Due 8/15/13, (NR)

   1,100,000

            635,250

Insulet Corp., 3.75%, Due 6/15/16, (BBB)

      500,000

            508,750

Integra LifeSciences Holdings Corp., 2.375%, Due 6/1/12, (BBB)

      567,000

            564,165

Integra LifeSciences Holdings Corp., 1.625%, Due 12/15/16, (BBB) (1)

      750,000

            645,000

Omnicare, Inc., 3.25%, Due 12/15/35, (B) (3)

      254,000

            234,315

Sonosite, Inc., 3.75%, Due 7/15/14, (NR)

      750,000

         1,101,562

 

 

         4,527,867

Machinery - 0.5%

 

 

Chart Industries, Inc., 2.00%, Due 8/1/18, (B)

      500,000

            530,625

 

 

 

Metals and Mining - 3.3%

 

 

A. M. Castle and Co., 7.00%, Due 12/15/17, (NR) (1)

      250,000

            280,625

Jaguar Mining, Inc., 4.50%, Due 11/1/14, (BB)

      525,000

            452,812

Kaiser Aluminum Corp., 4.50%, Due 4/1/15, (BBB)

   1,000,000

         1,161,900

Northgate Minerals Corp., 3.50%, Due 10/1/16, (NR)

      600,000

            624,000

RTI International Metals, Inc., 3.00%, Due 12/1/15, (BB)

      475,000

            477,969

United States Steel Corp., 4.00%, Due 5/15/14, (BB)

      375,000

            416,719

 

 

         3,414,025

Pharmaceuticals - 8.0%

 

 

Amgen, Inc., 0.375%, Due 2/1/13, (A)

   1,000,000

         1,008,750

Amylin Pharmaceuticals, Inc., 3.00%, Due 6/15/14, (BBB)

      500,000

            447,500

Cubist Pharmaceuticals, Inc., 2.25%, Due 6/15/13, (AA)

      750,000

         1,014,375

Gilead Sciences, Inc., 1.00%, Due 5/1/14, (A)

      750,000

            825,000

Gilead Sciences, Inc., 1.625%, Due 5/1/16, (A)

      750,000

            857,812

Mylan, Inc., 1.25%, Due 3/15/12, (BB)

      500,000

            503,750

Mylan, Inc., 3.75%, Due 9/15/15, (BB)

      500,000

            875,625

Onyx Pharmaceuticals, Inc., 4.00%, Due 8/15/16, (A)

      500,000

            669,375

Regeneron Pharmaceuticals, Inc., 1.875%, Due 10/1/16, (BBB) (1)

   1,000,000

            948,750

Salix Pharmaceuticals, Inc., 2.75%, Due 5/15/15, (A)

      500,000

            649,375

United Therapeutics Corp., 1.00%, Due 9/15/16, (AA) (1)

      500,000

            585,000

 

 

         8,385,312

Real Estate - 1.6%

 

 

Corporate Office Properties LP, 4.25%, Due 4/15/30, (NR)

      500,000

            462,500

Lexington Realty Trust, 6.00%, Due 1/15/30, (NR)

   1,000,000

         1,195,000

 

 

         1,657,500

Semiconductors - 8.0%

 

 

Intel Corp., 2.95%, Due 12/15/35, (A) (3)

   1,500,000

         1,569,375

Intel Corp., 3.25%, Due 8/1/39, (A)

   1,000,000

         1,257,500

LAM Research Corp., 1.25%, Due 5/15/18, (BB)

      500,000

            471,250

Linear Technology Corp., 3.00%, Due 5/1/27, (AA)

      500,000

            513,125

Mentor Graphics Corp., 4.00%, Due 4/1/31, (A)

      250,000

            254,062

Micron Technology, Inc., 1.50%, Due 8/1/31, (BBB) (1)

      625,000

            564,062

Micron Technology, Inc., 1.875%, Due 8/1/31, (BBB) (1)

      750,000

            663,750

Novellus Systems, Inc., 2.625%, Due 5/15/41, (NR) (1,3)

      250,000

            300,625

Photronics, Inc., 3.25%, Due 4/1/16, (A) (1)

      500,000

            483,750

Rudolph Technologies, Inc., 3.75%, Due 7/15/16, (A) (1)

      500,000

            494,375

SanDisk Corp., 1.50%, Due 8/15/17, (BB)

   1,000,000

         1,182,500

Xilinx, Inc., 2.625%, Due 6/15/17, (BBB)

      500,000

            637,500

 

 

         8,391,874


  

Ellsworth Fund Ltd. - Schedule of Investments - continued

 

 

December 31, 2011

 

 

 

 

 

CONVERTIBLE BONDS AND NOTES - continued

 

 

 

 

 

Telecommunications - 7.8%

 

 

Alaska Communications Systems, 6.25%, Due 5/1/18, (B) (1)

 $1,000,000

 $         641,250

Anixter International, Inc., 1.00%, Due 2/15/13, (B)

      750,000

            857,812

Equinix, Inc., 3.00%, Due 10/15/14, (B)

   1,500,000

         1,685,625

Equinix, Inc., 4.75%, Due 6/15/16, (B)

      500,000

            706,250

Finisar Corp., 5.00%, Due 10/15/29, (NR)

        75,000

            138,938

General Cable Corp., 4.50%, Due 11/15/29, (B)

      780,000

            741,975

InterDigital, Inc., 2.50%, Due 3/15/16, (BB) (1)

      625,000

            656,250

SBA Communications Corp., 4.00%, Due 10/1/14, (A)

      500,000

            762,500

SBA Communications Corp., 1.875%, Due 5/1/13, (A)

   1,000,000

         1,133,750

TeleCommunication Systems, Inc., 4.50%, Due 11/1/14, (BB)

   1,000,000

            833,750

 

 

         8,158,100

Transportation - 1.9%

 

 

Dryships, Inc., 5.00%, Due 12/1/14, (NR)

      750,000

            519,375

Hawaiian Holdings, Inc., 5.00%, Due 3/15/16, (BB)

      875,000

            878,281

Ultrapetrol (Bahamas) Ltd., 7.25%, Due 1/15/17, (NR)

      750,000

            540,938

 

 

         1,938,594

Travel and Leisure - 1.8%

 

 

Home Inns and Hotels Management, Inc., 2.00%, Due 12/15/15, (NR)

      500,000

            379,375

MGM Resorts International, 4.25%, Due 4/15/15, (B)

      750,000

            713,438

Morgans Hotel Group Co., 2.375%, Due 10/15/14, (NR)

   1,000,000

            817,500

 

 

         1,910,313

 

 

 

TOTAL CONVERTIBLE BONDS AND NOTES

 

       63,635,734

 

 

 

CORPORATE BONDS - 0.2%

 

 

 

 

 

Financial Services - 0.2%

 

 

Lehman Brothers Holdings, Inc., 1.00%, Due 3/23/09, (NR) (4)

   1,500,000

            243,750

 

 

 

CONVERTIBLE PREFERRED STOCKS - 13.0%

 

 

 

 Shares

 

Banking/Savings and Loan - 5.8%

 

 

Bank of America Corp., 7.25%, (BB)

          1,600

         1,260,832

Fifth Third Bancorp, 8.50%, (BB)

        12,000

         1,704,960

New York Community Capital Trust V, 6.00%, (BB)

        24,000

            994,320

Wells Fargo and Co., 7.50%, (A)

          2,000

         2,110,500

 

 

         6,070,612

Energy - 2.3%

 

 

ATP Oil and Gas Corp., 8.00%, (NR)

          7,500

            262,500

Chesapeake Energy Corp., 5.00%, (B)

        25,000

         2,085,000

Whiting Petroleum Corp., 6.25%, (B)

             131

              28,827

 

 

         2,376,327

Foods - 0.7%

 

 

Bunge Ltd., 4.875%, (BB)

          7,500

            705,000

 

 

 

Real Estate - 0.5%

 

 

Health Care REIT, Inc., 6.50%, (BB)

        10,000

            511,700

 

 

 

Retail - 0.7%

 

 

Amerivon Holdings LLC, (NR) (1,5,6)

      583,667

            750,000


  

 

 

 

Ellsworth Fund Ltd. - Schedule of Investments - continued

 

 

December 31, 2011

 

 

 

 

 

CONVERTIBLE PREFERRED STOCKS - continued

 

 

 

 

 

Telecommunications - 0.9%

 

 

Crown Castle International Corp., 6.25%, (B)

        16,000

 $         992,000

 

 

 

Tools - 1.1%

 

 

Stanley Black and Decker, Inc., 4.75%, (BBB)

        10,000

         1,172,500

 

 

 

Utilities - 1.0%

 

 

PPL Corp., 9.50%, (NR)

        18,500

         1,032,855

 

 

 

TOTAL CONVERTIBLE PREFERRED STOCKS

 

       13,610,994

 

 

 

MANDATORY CONVERTIBLE SECURITIES - 11.1%

 

 

 

 

 

Automotive - 1.3%

 

 

General Motors Co., 4.75%, Due 12/1/13, (NR)

        40,000

         1,370,000

 

 

 

Data Processing - 0.3%

 

 

Unisys Corp., 6.25%, Due 3/1/14, (B)

          5,000

            303,000

 

 

 

Energy - 3.6%

 

 

Apache Corp., 6.00%, Due 8/1/13, (A)

        25,000

         1,357,000

Great Plains Energy, Inc., 12.00%, Due 6/15/12, (BBB) (3)

        25,000

         1,662,000

UBS AG Exchangeable Note (GTAT), 6.75%, Due 9/15/13, (AA)

        30,000

            701,250

 

 

         3,720,250

Financial Services - 2.3%

 

 

Citigroup, Inc., 7.50%, Due 12/15/12, (A)

        14,000

         1,137,500

MetLife, Inc., 5.00%, Due 10/8/14, (BBB)

        20,000

         1,232,400

 

 

         2,369,900

Foods - 0.5%

 

 

2009 Dole Food ACES Trust, 7.00%, Due 11/1/12, (NR)

        60,000

            527,814

 

 

 

Home Building - 0.2%

 

 

Beazer Homes USA, Inc., 7.25%, Due 8/15/13, (CCC)

        17,500

            211,750

 

 

 

Metals and Mining - 1.5%

 

 

AngloGold Ashanti Ltd., 6.00%, Due 9/15/13, (NR)

          5,900

            281,607

Vale Capital II (Vale S.A.), 6.75%, Due 6/15/12, (NR)

        20,700

         1,277,890

 

 

         1,559,497

Transportation - 0.5%

 

 

2010 Swift Mandatory Common Exchange Security Trust, 6.00%,

        60,000

            528,972

 Due 12/31/13, (NR)

 

 

 

 

 

Utilities - 1.0%

 

 

NextEra Energy, Inc., 7.00%, Due 9/1/13, (NR)

        20,000

         1,066,000

 

 

 

TOTAL MANDATORY CONVERTIBLE SECURITIES

 

       11,657,183

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


  

Ellsworth Fund Ltd. - Schedule of Investments - continued

 

 

December 31, 2011

 

 

 

 

 

COMMON STOCKS - 9.8%

 

 

 

 

 

Computer Software - 1.0%

 

 

Microsoft Corp.

        40,000

 $      1,038,400

 

 

 

Energy - 0.9%

 

 

ConocoPhillips

        13,282

            967,859

 

 

 

Media and Entertainment - 0.5%

 

 

The Walt Disney Co.

        15,000

            562,500

 

 

 

Pharmaceuticals - 3.0%

 

 

Abbott Laboratories

        18,000

         1,012,140

Bristol Myers Squibb Co.

        30,000

         1,057,200

Merck and Co., Inc.

        27,651

         1,042,443

 

 

         3,111,783

Telecommunications - 4.3%

 

 

AT&T, Inc.

        70,000

         2,116,800

Verizon Communications, Inc.

        60,000

         2,407,200

 

 

         4,524,000

 

 

 

TOTAL COMMON STOCKS

 

       10,204,542

 

 

 

 

 

 

Total Convertible Bonds and Notes - 60.9%

 

 $   63,635,734

Total Corporate Bonds - 0.2%

 

           243,750

Total Convertible Preferred Stocks - 13.0%

 

      13,610,994

Total Mandatory Convertible Securities - 11.1%

 

      11,657,183

Total Common Stocks - 9.8%

 

      10,204,542

Total Investments - 95.0%

 

      99,352,203

 

 

 

Other Assets and Liabilites, Net - 5.0%

 

        5,205,174

Total Net Assets - 100.0%

 

 $104,557,377

 

 

 







Ellsworth Fund Ltd. - Schedule of Investments – continued

December 31, 2011

(1) Security not registered under the Securities Act of 1933, as amended (the "Securities Act") (e.g., the security was purchased in a Rule 144A or a Regulation D transaction).  The security may be resold only pursuant to an exemption from registration under the Securities Act, typically to qualified institutional buyers. The Fund generally has no rights to demand registration of such securities. The aggregate market value of these unregistered securities at December 31, 2011 was $10,320,262 which represented 9.9% of the Fund's net assets.

 

(2) Non-income producing security.

 

(3) Contingent payment debt instrument which accrues contingent interest.  

 

(4) Security is in default.

 

(5) Investment is valued at fair value as determined in good faith pursuant to procedures adopted by the Board of Trustees.  It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material.  The fair value of these securities amounted to $750,000 at December 31, 2011, which represented 0.7% of the Fund's net assets.

 

(6) Restricted securities include securities that have not been registered under the Securities Act and securities that are subject to restrictions on resale. The Fund may invest in restricted securities that are consistent with the Fund’s investment objective and investment strategies. In some cases, the issuer of restricted securities has agreed to register such securities for resale at the issuer’s expense, either upon demand by the Fund or in connection with another registered offering of the securities. Investments in restricted securities are valued at fair value as determined in good faith in accordance with procedures adopted by the Board of Trustees. It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material. As of December 31, 2011, the Fund was invested in the following restricted security:

 

Amerivon Holdings LLC preferred units

 

(7) Mandatory Convertible Securities are required to be converted on the dates listed; they generally may be converted prior to these dates at the option of the holder.

 

PORTFOLIO RATINGS:


Where a security is rated by Standard & Poor’s, such rating appears in parentheses next to such security (but without any applicable + or - that might apply).

Where a security is rated by Standard & Poor’s and at least one other rating agency and the Fund believes the ratings to be functionally equivalent to one another, the Standard & Poor’s rating appears in parentheses next to such security (but without any applicable + or - that might apply).

Where a security is rated by Standard & Poor’s and at least one other rating agency and the Fund believes the ratings not to be functionally equivalent to one another, the Fund puts in parentheses next to such security the Standard & Poor’s rating which it believes approximates the average of all such ratings (but without any applicable + or - that might apply).


Where a security is not rated by Standard & Poor’s, the Fund puts in parentheses next to such security the Standard & Poor’s rating which it believes approximates the average of all such ratings (but without any applicable + or - that might apply).

NR is used whenever a rating is unavailable.

 


  


SUMMARY OF PORTFOLIO RATINGS *

AAA

1%

 

AA

4%

 

A

22%

 

BBB

17%

 

BB

18%

 

B

12%

 

CCC & below

2%

 

Not Rated

24%

 

 

 

 

* Excludes common stocks and cash.

See accompanying notes





  

Ellsworth Fund Ltd. - Selected Notes to Financial Statements - unaudited


Ellsworth Fund Ltd. (the “Fund”), is registered under the Investment Company Act of 1940, as amended, (the “Act”) as a diversified, closed-end management investment company.


Security Valuation - Investments in securities traded on a national securities exchange are valued at market using the last reported sales price, supplied by an independent pricing service, as of the close of regular trading.  Listed securities, for which no sales were reported, are valued at the mean between closing reported bid and asked prices as of the close of regular trading.  Unlisted securities traded in the over-the-counter market are valued using an evaluated quote provided by the independent pricing service, or, if an evaluated quote is unavailable, such securities are valued using prices received from dealers, provided that if the dealer supplies both bid and asked prices, the price to be used is the mean of the bid and asked prices.  The independent pricing service derives an evaluated quote by obtaining dealer quotes, analyzing the listed markets, reviewing trade execution data and employing sensitivity analysis.  Evaluated quotes may also reflect appropriate factors such as individual characteristics of the issue, communications with broker-dealers, and other market data.  Securities for which quotations are not readily available, restricted securities and other assets are valued at fair value as determined in good faith pursuant to procedures approved by the Board of Trustees.  Short-term debt securities with original maturities of 60 days or less are valued at amortized cost.

 

The Fund has adopted authoritative fair valuation accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:


Level 1 - Quoted unadjusted prices for identical instruments in active markets.

 

Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-driven valuation in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, little public information exists or instances where prices vary substantially over time or among brokered market makers, and those received from an independent pricing service.


Level 3 - Model derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions that market participants would use to price an asset or liability based on the best available information.


The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of the markets, and other characteristics particular to the security.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.


In May 2011, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2011-04 “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards (“IFRS”)”. ASU 2011-04 includes common requirements for measurement of and disclosure about fair value between U.S. GAAP and IFRS. ASU 2011-04 will require reporting to entities to disclose the following information for fair value measurements categorized within Level 3 of the fair value hierarchy: quantitative information about the unobservable inputs used in the fair value measurement, the valuation processes used by the reporting entity, and a narrative description of the sensitivity of the fair value measurement to changes in observable inputs and the interrelationships between those unobservable inputs. In addition, ASU 2011-04 will require reporting to entities to make disclosures about amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. The new and revised disclosures are effective for interim and annual reporting periods beginning after December 15, 2011. At this time, management is evaluating the implications of ASU 2011-04 and its impact on the financial statements.


  

Ellsworth Fund Ltd. - Selected Notes to Financial Statements - continued


The following is a summary of the inputs used to value the investments of the Fund as of December 31, 2011:


 

Level 1

Level 2

Level 3

 

 

 

 

Investments in Securities:

 

 

 

Convertible Bonds and Notes

   $           ---

$63,635,734

 $        ---

Convertible Preferred Stocks

  ---

12,860,994

  750,000

Mandatory Convertible Securities

  ---

11,657,183

  ---

Corporate Bonds and Notes

  ---

243,750

  ---

Common Stock

10,204,542

---

  ---

Total Investments

$10,204,542

$88,397,661

$750,000


The following is a reconciliation of assets for which Level 3 inputs were used in determining value:


 

Convertible Bonds and Notes

Corporate Bonds and Notes

Convertible Preferred Stocks

Total

 

 

 

 

 

Beginning balance

$894,675

$---

$763,585

$1,658,260

 

 

 

 

 

Change in unrealized

appreciation (depreciation)

---

---

(13,585)

(13,585)

 

 

 

 

 

Net transfers in/out of Level 3

(894,675)

---

---

(894,675)

 

 

 

 

 

Ending balance

$       ---

$---

$750,000

$  750,000



Securities Transactions and Related Investment Income - Securities transactions are accounted for on the trade date (the date the order to buy or sell is executed) with gain or loss on the sale of securities being determined based upon identified cost.  Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis, including accretion of discounts and amortization of non-equity premium.  For certain securities, known as “contingent payment debt instruments,” Federal tax   regulations require the Fund to record non-cash, “contingent” interest income in addition to interest income actually received.  Contingent interest income amounted to approximately $0.01 per share for the three months ended December 31, 2011.  In addition, Federal tax regulations require the Fund to reclassify realized gains (losses) on contingent payment debt instruments to interest income.  At December 31, 2011, there were unrealized losses of approximately $0.03 per share on contingent payment debt instruments.


Federal Income Tax Cost - At December 31, 2011, the cost basis of investments for federal income tax purposes, as well as the gross unrealized appreciation from investments for those securities having an excess of value over cost, gross unrealized depreciation from investments for those securities having an excess of cost over value and the net unrealized depreciation from investments were $104,237,146, $7,558,634, $(12,443,577) and $(4,884,943), respectively.




  

ITEM 2. CONTROLS AND PROCEDURES.


Conclusions of principal officers concerning controls and procedures.


(a) The Fund’s principal executive officer and principal financial officer have concluded that the Fund’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c)) are effective as of February 29, 2012 based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 17 CFR 240.15d-15(b)).


(b) There have been no changes in the Fund’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the Fund’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.


ITEM 3. EXHIBITS.


Certifications of the principal executive officer and the principal financial officer of the Fund, as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)), are filed herewith.



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.


Ellsworth Fund Ltd.


By: /s/Thomas H. Dinsmore

    Thomas H. Dinsmore

    Chairman of the Board and

    Chief Executive Officer

    (Principal Executive Officer)


Date: February 29, 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.


By: /s/Thomas H. Dinsmore

    Thomas H. Dinsmore

    Chairman of the Board and

    Chief Executive Officer

    (Principal Executive Officer)


Date: February 29, 2012


By: /s/Gary I. Levine

    Gary I. Levine

    Chief Financial Officer

    (Principal Financial Officer)


Date: February 29, 2012