Edgar Filing: CORNERSTONE TOTAL RETURN FUND INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-02363

Cornerstone Total Return Fund, Inc.

(Exact name of registrant as specified in charter)

48 Wall Street New York, NY	10005
(Address of principal executive offices)	(Zip code)

Frank J. Maresca

AST Fund Solutions, LLC 48 Wall Street New York, NY 10005

(Name and address of agent for service)

Registrant's telephone number, including area code: (866) 668-6558

Date of fiscal year end: December 31

Date of reporting period: March 31, 2016

Item 1. Schedule of Investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
EQUITY SECURITIES - 99.06%
CLOSED-END FUNDS - 24.75%
CONVERTIBLE SECURITIES - 1.45%
AllianzGI Convertible & Income Fund		57,301	$	317,448
AllianzGI Convertible & Income Fund II		260,000		1,268,800
Ellsworth Growth and Income Fund Ltd.		1,330		10,108
				1,596,356
CORE - 2.63%
General American Investors Company, Inc.		42,500		1,327,275
Guggenheim Equal Weight Enhanced Equity Income Fund		10,800		174,420
Liberty All-Star Equity Fund		136,300		677,411
Royce Micro-Cap Trust, Inc.		97,800		684,600
Sprott Focus Trust, Inc.		3,500		21,315
				2,885,021
DEVELOPED MARKET - 0.31%
Aberdeen Australia Equity Fund, Inc.		61,289		340,767

EMERGING MARKETS - 0.04%
Aberdeen Chile Fund, Inc.		753		4,525
Turkish Investment Fund, Inc. (The)		4,455		40,852
				45,377
GENERAL BOND - 0.09%
Deutsche Multi-Market Income Trust		12,493		99,069

GLOBAL - 6.06%
Alpine Global Dynamic Dividend Fund		48,211		411,240
Alpine Global Total Dynamic Dividend Fund		262,952		1,972,140
Clough Global Allocation Fund		800		9,280
Clough Global Equity Fund		23,043		250,708
Clough Global Opportunities Fund		3,800		36,404
Gabelli Global Small and Mid Cap Value Trust (The) *		25,580		270,125
Gabelli Global Utility & Income Trust (The)		17,839		319,318
GDL Fund (The)		49,446		493,966
Lazard Global Total Return and Income Fund, Inc.		24,435		303,727
Lazard World Dividend & Income Fund, Inc.		65,509		591,546
Royce Global Value Trust, Inc.		2,685		19,788
Voya Infrastructure, Industrials and Materials Fund		125,259		1,561,980
Wells Fargo Advantage Global Dividend Opportunity Fund		71,600		427,452
				6,667,674
INCOME & PREFERRED STOCK - 0.71%
LMP Capital and Income Fund Inc.		62,830		777,207

NATURAL RESOURCES - 1.98%
BlackRock Resources & Commodities Strategy Trust		266,250		1,919,663
Tortoise Energy Independence Fund, Inc.		11,620		132,817
Voya Natural Resources Equity Income Fund		21,600		121,824
				2,174,304

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
OPTION ARBITRAGE/OPTIONS STRATEGIES - 2.25%
AllianzGI NFJ Dividend, Interest & Premium Strategy Fund	189,900	$	2,328,174
Voya Asia Pacific High Dividend Equity Income Fund	2,612		24,135
Voya International High Dividend Equity Income Fund	18,671		120,241
			2,472,550
PACIFIC EX JAPAN - 0.04%
Aberdeen Greater China Fund, Inc.	1,408		11,686
The Thai Fund, Inc.	4,123		30,923
			42,609
REAL ESTATE - 5.47%
Alpine Global Premier Properties Fund	220,193		1,230,879
CBRE Clarion Global Real Estate Income Fund	146,008		1,140,322
Cohen & Steers Preferred Securities and Income Fund, Inc.	112,200		2,122,824
Cohen & Steers Quality Income Realty Fund, Inc.	8,000		99,280
Neuberger Berman Real Estate Securities Income Fund Inc.	191,405		974,251
Nuveen Diversified Dividend and Income Fund	5,957		65,170
Nuveen Real Estate Income Fund	6,200		67,208
RMR Real Estate Income Fund	16,381		317,136
			6,017,070
SECTOR EQUITY - 0.85%
Gabelli Healthcare & Wellness^Rx Trust (The)	18,781		184,805
GAMCO Natural Resources, Gold & Income Trust	63,130		415,395
Nuveen Real Asset Income and Growth Fund	22,013		338,340
			938,540
UTILITY - 2.87%
Cohen & Steers Infrastructure Fund, Inc.	53,416		1,058,171
Duff & Phelps Global Utility Income Fund Inc.	87,400		1,390,534
Macquarie Global Infrastructure Total Return Fund Inc.	35,295		709,077
			3,157,782

TOTAL CLOSED-END FUNDS			27,214,326

CONSUMER DISCRETIONARY - 10.05%
Amazon.com, Inc. *	2,000		1,187,280
Comcast Corporation - Class A	27,262		1,665,163
Dollar General Corporation	3,000		256,800
D.R. Horton, Inc.	2,500		75,575
Home Depot, Inc. (The)	13,500		1,801,305
L Brands, Inc.	2,000		175,620
Lowe's Companies, Inc.	9,000		681,750
Marriott International, Inc. - Class A	3,000		213,540
Nike, Inc. - Class B	8,000		491,760
O’Reilly Automotive, Inc. *	1,000		273,660
Priceline Group Inc. (The) *	500		644,480
Ross Stores, Inc.	4,000		231,600
Royal Caribbean Cruises Ltd.	2,000		164,300
Starbucks Corporation	14,000		835,800
TJX Companies, Inc. (The)	7,000		548,450
Twenty-First Century Fox, Inc.	2,500		70,500
Walt Disney Company (The)	17,500		1,737,925
			11,055,508

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
CONSUMER STAPLES - 8.37%
Altria Group, Inc.	21,000	$	1,315,860
Colgate-Palmolive Company	3,000		211,950
ConAgra Foods, Inc.	2,000		89,240
Constellation Brands, Inc.	2,500		377,725
Costco Wholesale Corporation	5,000		787,900
CVS Caremark Corporation	13,200		1,369,236
General Mills, Inc.	3,000		190,050
Kimberly-Clark Corporation	2,000		269,020
Kroger Co. (The)	10,000		382,500
Mondelēz International, Inc. - Class A	9,800		393,176
Monster Beverage Corporation *	2,000		266,760
PepsiCo, Inc.	3,000		307,440
Reynolds American Inc.	14,000		704,340
Sysco Corporation	2,000		93,460
Walgreens Boots Alliance, Inc.	12,000		1,010,880
Wal-Mart Stores, Inc.	21,000		1,438,290
			9,207,827
ENERGY - 4.10%
Chevron Corporation	9,000		858,600
Exxon Mobil Corporation	26,000		2,173,340
Occidental Petroleum Corporation	3,900		266,877
Phillips 66	6,000		519,540
Schlumberger Limited	4,500		331,875
Valero Energy Corporation	5,500		352,770
			4,503,002
EXCHANGE-TRADED FUNDS - 0.56%
SPDR S&P 500 ETF Trust	3,000		616,680

FINANCIALS - 11.73%
Aflac Incorporated	3,000		189,420
Allstate Corporation (The)	4,000		269,480
American Express Company	10,000		614,000
American International Group, Inc.	6,000		324,300
American Tower Corporation	4,000		409,480
Aon plc	3,500		365,575
Berkshire Hathaway Inc. - Class B *	14,000		1,986,320
BlackRock, Inc. - Class A	2,000		681,140
Capital One Financial Corporation	5,500		381,205
Charles Schwab Corporation (The)	13,000		364,260
Chubb Limited	5,203		619,937
Discover Financial Services	4,000		203,680
Intercontinental Exchange, Inc.	1,000		235,140
JPMorgan Chase & Co.	22,200		1,314,684
Marsh & McLennan Companies, Inc.	5,000		303,950
McGraw Hill Financial, Inc.	3,000		296,940
Moody’s Corporation	2,000		193,120
PNC Financial Services Group, Inc. (The)	5,000		422,850

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
State Street Corporation	4,000	$	234,080
SunTrust Banks, Inc.	5,000		180,400
Travelers Companies, Inc. (The)	3,000		350,130
T. Rowe Price Group, Inc.	2,500		183,650
U.S. Bancorp	17,000		690,030
Wells Fargo & Company	43,000		2,079,480
			12,893,251
HEALTH CARE - 10.73%
Abbott Laboratories	10,000		418,300
AbbVie Inc.	11,000		628,320
Aetna Inc.	3,000		337,050
Allergan plc *	3,104		831,965
AmerisourceBergen Corporation	2,000		173,100
Amgen Inc.	7,000		1,049,510
Anthem, Inc.	2,000		277,980
Baxter International Inc.	4,000		164,320
Becton, Dickinson and Co.	2,000		303,640
Biogen Inc. *	1,500		390,480
Cardinal Health, Inc.	4,000		327,800
Celgene Corporation *	7,000		700,630
Cerner Corporation *	4,000		211,840
Cigna Corporation	2,000		274,480
Gilead Sciences, Inc.	2,000		183,720
Johnson & Johnson	8,500		919,700
McKesson Corporation	3,000		471,750
Merck & Company, Inc.	27,000		1,428,570
Mylan N.V. *	4,000		185,400
Regeneron Pharmaceuticals, Inc. *	1,000		360,440
Stryker Corporation	4,000		429,160
Thermo Fisher Scientific Inc.	4,000		566,360
UnitedHealth Group Incorporated	9,000		1,160,100
			11,794,615
INDUSTRIALS - 7.03%
3M Company	6,000		999,780
Danaher Corporation	7,000		664,020
Delta Air Lines, Inc.	8,000		389,440
FedEx Corporation	3,000		488,160
General Dynamics Corporation	3,000		394,110
General Electric Company	20,000		635,800
Honeywell International Inc.	8,000		896,400
Illinois Tool Works Inc.	4,000		409,760
Lockheed Martin Corporation	3,500		775,250
Northrop Grumman Corporation	2,000		395,800
Raytheon Company	3,000		367,890
Southwest Airlines Co.	7,000		313,600
United Parcel Service, Inc.	6,100		643,367
Waste Management, Inc.	6,000		354,000
			7,727,377

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
INFORMATION TECHNOLOGY - 15.73%
Accenture plc - Class A	2,000	$	230,800
Adobe Systems Incorporated	4,000		375,200
Alphabet Inc. - Class A *	1,000		762,900
Alphabet Inc. - Class C *	7,002		5,216,140
Apple Inc.	26,000		2,833,740
Automatic Data Processing, Inc.	4,500		403,695
Broadcom Limited	1,000		154,500
Cisco Systems, Inc.	20,000		569,400
Cognizant Technology Solutions Corporation *	6,000		376,200
eBay Inc. *	4,000		95,440
Facebook, Inc. *	8,000		912,800
Fiserv, Inc. *	3,000		307,740
Intel Corporation	30,000		970,500
MasterCard Incorporated	4,000		378,000
Microsoft Corporation	24,000		1,325,520
Oracle Corporation	28,700		1,174,117
PayPal Holdings, Inc. *	4,000		154,400
salesforce.com, inc. *	5,000		369,150
Visa Inc. - Class A	9,000		688,320
			17,298,562
MATERIALS - 2.38%
Air Products & Chemicals, Inc.	2,000		288,100
Dow Chemical Company (The)	11,000		559,460
Ecolab Inc.	3,000		334,560
E. I. du Pont de Nemours and Company	4,000		253,280
International Paper Company	3,300		135,432
LyondellBasell Industries N.V.	5,000		427,900
PPG Industries, Inc.	3,000		334,470
Sherwin-Williams Company (The)	1,000		284,670
			2,617,872
TELECOMMUNICATION SERVICES - 1.75%
AT&T, Inc.	16,103		630,755
Verizon Communications, Inc.	24,000		1,297,920
			1,928,675
UTILITIES - 1.88%
American Electric Power Company, Inc.	5,000		332,000
Dominion Resources, Inc.	3,000		225,360
Duke Energy Corporation	3,600		290,448
Edison International	2,000		143,780
NextEra Energy, Inc.	4,000		473,360
PPL Corporation	5,000		190,350
Public Service Enterprises Group, Inc.	4,000		188,560
Xcel Energy Inc.	5,500		230,010
			2,073,868
TOTAL EQUITY SECURITIES (cost - $95,723,454)			108,931,563

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

SCHEDULE OF INVESTMENTS - MARCH 31. 2016 (Unaudited)

Description	No. of Shares		Value
SHORT-TERM INVESTMENT - 0.87%
MONEY MARKET FUND - 0.87%
Fidelity Institutional Money Market Government Portfolio - Class I, 0.23%^ (cost - $953,561)	953,561	$	953,561

TOTAL INVESTMENTS - 99.93% (cost - $96,677,015)			109,885,124

OTHER ASSETS IN EXCESS OF LIABILITIES - 0.07%			76,338

NET ASSETS - 100.00%		$	109,961,462

*	Non-income producing security.

^	The rate shown is the 7-day effective yield as of March 31, 2016.

See accompanying notes to schedule of investments.

CORNERSTONE TOTAL RETURN FUND, INC.

NOTES TO SCHEDULE OF INVESTMENTS

MARCH 31, 2016 (UNAUDITED)

Federal Income Tax Cost: The following information is computed on a tax basis for each item as of March 31, 2016:

Cost of portfolio investments	$	96,713,589
Gross unrealized appreciation	$	16,623,385
Gross unrealized depreciation		(3,451,850	)
Net unrealized appreciation	$	13,171,535

The difference between the federal income tax cost of portfolio investments and the Schedule of Investments cost for the Fund is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and generally accepted accounting principles. These "book/tax" differences are temporary in nature and are due to the tax deferral of losses on wash sales.

As required by the Fair Value Measurement and Disclosures Topic of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification, the Fund has performed an analysis of all assets and liabilities measured at fair value to determine the significance and character of all inputs to their fair value determination.

The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into the following three broad categories.

·	Level 1 - quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.

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-derived valuations 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.

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 the asset or liability based on the best available information.

The following is a summary of the inputs used as of March 31, 2016 in valuing the Fund's investments carried at value:

VALUATION INPUTS	INVESTMENTS IN SECURITIES		OTHER FINANCIAL INSTRUMENTS*

Level 1 – Quoted Prices
Equity Investments	$	108,931,563	$	-
Short-Term Investments		-		-
Level 2 – Other Significant Observable Inputs		-		-
Level 3 – Significant Unobservable Inputs		-		-
Total	$	108,931,563	$	-

*	Other financial instruments include futures, forwards and swap contracts, if any.

The breakdown of the Fund's investments into major categories is disclosed in its Schedule of Investments.

As of March 31, 2016, the Fund did not have any transfers in and out of any Level.

The Fund did not have any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) at March 31, 2016.

In May 2015, the FASB issued ASU No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value (“NAV”) per Share (or Its Equivalent).” The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured using the NAV practical expedient. The ASU also removes certain disclosure requirements for investments that qualify, but do not utilize, the NAV practical expedient. The amendments in the ASU are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Fund's investment in Fidelity Institutional Money Market Government Portfolio - Class I has been removed from Level 1 disclosure under the guidance provided by the amendment to such ASU.

The Fund is exposed to financial market risks, including the valuations of its investment portfolio. During the three months ended March 31, 2016, the Fund did not engage in derivative instruments and other hedging activities.

The Fund has evaluated the need for additional disclosures and/or adjustments resulting through the date its financial statements were issued. Based on this evaluation, no additional disclosures or adjustments were required to such Schedule of Investments.

Securities valuation policies and other investment related disclosures are hereby incorporated by reference to the Fund's annual report previously filed with the Securities and Exchange Commission on Form N-CSR on March 2, 2016 with a file number 811-02363.

Other information regarding the Fund is available in the Fund’s most recent annual report. This information is also available on the Fund’s website at www.cornerstonetotalreturnfund.com; or on the website of the Securities and Exchange Commission at www.sec.gov.

Item 2. Controls and Procedures.

(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that such information is recorded, processed, summarized, and reported on a timely basis.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.

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

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.

(Registrant) Cornerstone Total Return Fund, Inc.

By (Signature and Title)*		/s/ Ralph W. Bradshaw
		Ralph W. Bradshaw, President and Chairman
		(Principal Executive Officer)

Date	May 26, 2016

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 (Signature and Title)*		/s/ Ralph W. Bradshaw
		Ralph W. Bradshaw, President and Chairman
		(Principal Executive Officer)

Date	May 26, 2016

By (Signature and Title)*		/s/ Frank J. Maresca
		Frank J. Maresca, Treasurer (Principal Financial Officer)

Date	May 26, 2016

* Print the name and title of each signing officer under his or her signature.