MID-YEAR REPORT 2001 TRI-CONTINENTAL CORPORATION AN INVESTMENT YOU CAN LIVE WITH TRI-CONTINENTAL CORPORATION INVESTS TO PRODUCE FUTURE GROWTH OF BOTH CAPITAL AND INCOME, WHILE PROVIDING REASONABLE CURRENT INCOME. TY is Tri-Continental Corporation's symbol for its Common Stock on the New York Stock Exchange. TRI-CONTINENTAL CORPORATION TO THE STOCKHOLDERS: August 17, 2001 For the six months ended June 30, 2001, Tri-Continental Corporation returned -4.36% based on net asset value and 3.89% based on market price, while the Standard & Poor's 500 Composite Stock Index (S&P 500) returned -6.70% and the Lipper Closed-End Growth & Income Funds Average returned -1.13% for the same time period. The first half of 2001 was difficult for most segments of the stock market, as the US economy continued to slow appreciably and, in general, companies' earnings fell short of their targets. The current slowdown has been characterized by a dramatic decrease in capital expenditures, particularly in the technology area, a decrease in industrial production, weak corporate earnings, and rising unemployment. However, both consumer spending and the housing market have remained strong, and these factors have been crucial in helping the economy avoid recession. Technology companies in particular are struggling with overcapacity. During the technology boom of the late 1990's, many technology companies took advantage of readily available capital to build capacity, which, together with the recent reduction in demand, has created a glut that is now hurting profits. For the most part, industrial companies are in a better position than technology companies, but their profits have been hurt as well by a strong dollar and weak demand from abroad. The Federal Reserve Board has responded aggressively to these circumstances, lowering interest rates six times during the first six months of 2001, for a total of 275 basis points. The Fed hopes that monetary easing will encourage increased business investment and stimulate growth. The Fed has indicated that it considers near-term economic weakness to be more of a threat to prosperity than any inflationary pressures brought about by monetary easing. In fact, inflationary forces have remained benign, giving the Fed flexibility to cut rates again later in the year. Looking ahead to the remainder of 2001, we anticipate that the economy will respond favorably to the Fed's series of interest rate cuts. Economic response to changes in monetary policy typically has a lag time of six to nine months; therefore, the economy should begin to respond to this stimulus. Consumer spending could receive an additional boost from the federal tax rebate, as well as from lower energy prices. Corporate earnings may well have bottomed out, and profits could begin to recover as early as the end of 2001, but more likely in 2002. Improved profits should translate into both more spending by businesses and more positive sentiment toward the stock market. Tri- 1 TRI-CONTINENTAL CORPORATION Continental's portfolio is being repositioned to invest in sectors that should benefit from a recovering economy, such as consumer cyclicals and certain areas of technology. Tri-Continental Corporation's Annual Stockholders' Meeting took place on May 17, 2001, in Baltimore, Maryland. At the meeting, four directors were elected and the selection of Deloitte & Touche LLP as auditors was ratified. For complete results of the vote, please refer to page 23 of this report. Tri-Continental Corporation's Annual Meetings are held in different locations each year in order to give as many Stockholders as possible the opportunity to attend. The Annual Meeting is an invaluable opportunity for us to speak personally to Stockholders and listen to their feedback. The opinions of Stockholders who were unable to attend the Annual Meeting are equally important to us, however, and, for this reason, we have again included a Stockholder survey in Tri-Continental's mid-year report. We hope you will take a few moments to complete this anonymous survey. Thank you in advance for your participation. Results of the survey will be included in a future Tri-Continental report. The market volatility of recent years has demonstrated the importance of relying on fundamental research and of maintaining a long-term perspective on investing, tenets that are central to Tri-Continental's philosophy. We thank you for your continued support of Tri-Continental Corporation, and look forward to serving your investment needs for many years to come. A discussion with your Portfolio Managers regarding the Corporation's results follows this letter. By order of the Board of Directors, /s/ William C. Morris William C. Morris Chairman /s/ Brian T. Zino Brian T. Zino President 2 TRI-CONTINENTAL CORPORATION INTERVIEW WITH YOUR PORTFOLIO MANAGERS [PHOTO OMITTED] GROWTH AND INCOME TEAM: (STANDING, FROM LEFT) AMY FUJII, JOHN ROTH, MELANIE RAVENELL (ADMINISTRATIVE ASSISTANT), (SEATED, FROM LEFT) CHARLES SMITH (PORTFOLIO MANAGER), RODNEY COLLINS (CO-PORTFOLIO MANAGER) (NOT PICTURED) RAY LAM, BRIAN TURNER WHAT WERE TRI-CONTINENTAL'S INVESTMENT RESULTS FOR THE FIRST HALF OF 2001? For the six months ended June 30, 2001, Tri-Continental Corporation posted a total return of -4.36% based on net asset value and 3.89% based on market price. This compares to -6.70% for the Standard & Poor's 500 Composite Stock Index (S&P 500) and -1.13% during the same period for the net asset value return of the Corporation's peers, as measured by the Lipper Closed-End Growth & Income Funds Average. WHAT ECONOMIC AND MARKET FACTORS AFFECTED THE CORPORATION'S RESULTS DURING THIS PERIOD? The US economy was weak during the first half of 2001, with most of the weakness caused by corporations cutting back sharply on their spending plans. In that sense, it has been more of a business slowdown than a consumer slowdown, given the fact that consumer spending has held up well throughout the period. The dropoff in capital spending is largely attributable to the fact that many companies invested heavily in technology in the late 1990's and into 2000. Having spent so aggressively, and in light of the current economic weakness, these same companies are now much more conservative in terms of making capital expenditures. The current trend is to wait for a return on previous investments before making further commitments. As a result, many corporations, particularly in the technology sector, are struggling with both excess capacity and decreased demand. This is a major reason why many companies' earnings have been under pressure, along with weak demand overseas and a strong US dollar. The Federal Reserve Board has attempted to counter the economic downturn through more aggressive monetary policy. The Fed has lowered interest rates 275 basis points so far in 2001, and has hinted that more rate cuts are contemplated. Since inflation is stable, the Fed has the flexibility to continue to cut rates. The Fed appears to be seeking to foster business investment, something that will contribute greatly to renewed economic growth. If consumers continue to spend, the rest of the economy should eventually respond to the Fed's monetary stimulus. WHAT WAS YOUR INVESTMENT STRATEGY DURING THIS TIME? Since we expect an upturn in the economy by the beginning of the new year (and the stock market will likely anticipate a recovery), our strategy has been to ensure that Tri-Continental is invested in the stocks we think will benefit most from an economic rebound. Instead of attempting to time the market, we prefer to position Tri-Continental's portfolio according to how we think the market is likely to react to signs of an economic upturn over the next several months. At the beginning of the period under review, Tri-Continental's portfolio was positioned defensively, but since then the portfolio has been moving from a value bias to a more growth-oriented bias. This repositioning will probably 3 TRI-CONTINENTAL CORPORATION INTERVIEW WITH YOUR PORTFOLIO MANAGERS (CONTINUED) continue through the balance of 2001. The sectors we will favor include technology, consumer cyclicals, communication services, and health care. Areas we will emphasize less include utilities, energy, consumer staples, and basic materials. WHAT SECTORS CONTRIBUTED POSITIVELY TO PORTFOLIO PERFORMANCE? Sectors that have contributed positively to Tri-Continental's performance on an absolute basis include capital goods and communication services. Some of our stock selections in the technology sector also helped results relative to the benchmark, specifically our software and semiconductor picks. Our position in office equipment stocks was also a positive contributor to total return. WHAT SECTORS DETRACTED FROM PORTFOLIO PERFORMANCE? On an absolute basis, the areas that have hurt performance most this year are utilities, consumer staples, and health care. Some technology stocks hurt the portfolio, specifically those in the telecommunications and computer networking sectors, areas that have been experiencing difficulties due to overcapacity issues. WHAT IS YOUR OUTLOOK? In the coming months, we expect the economy to be helped by the Fed's interest rate cuts, the recent federal tax cut, lower energy prices, and efforts by businesses to reduce excess inventory. The Fed may cut interest rates again if conditions warrant, but we think that rates will remain fairly stable for the balance of the year. In our view, corporate profits will bottom out between now and the end of 2001. As we move into 2002, we expect the economy to begin to stabilize and then accelerate modestly. It is unlikely, however, that the economy will expand as rapidly as it did in the late 1990's. This is because corporations are likely to be cautious in terms of increasing their capital spending. Nonetheless, there is the possibility of a sharp increase in capital expenditures, something that could boost the economy significantly. We believe that consumer spending will remain robust, helped by relatively low unemployment, lower energy prices, and a federal tax rebate. The stock market has traditionally anticipated upswings in the economy, and we expect stocks to move in advance of an economic recovery. For this reason, we think it is important to be invested in the companies that are likely to benefit from the anticipated upswing, and we have positioned Tri-Continental accordingly. 4 TRI-CONTINENTAL CORPORATION INVESTMENT RESULTS PER COMMON SHARE TOTAL RETURNS FOR PERIODS ENDED JUNE 30, 2001 Average Annual --------------------------- Three Six One Five 10 Months* Months* Year Years Years ------- ------- ---- ----- ----- MARKET PRICE** 6.19% 3.89% (1.44)% 13.09% 11.93% NET ASSET VALUE** 5.84 (4.36) (12.04) 11.04 12.47 LIPPER CLOSED-END GROWTH & INCOME FUNDS AVERAGE*** 8.03 (1.13) 0.53 21.11 12.65 S&P 500*** 5.85 (6.70) (14.83) 14.47 15.10 PRICE PER SHARE June 30, 2001 March 31, 2001 December 31, 2000 ------------- -------------- ----------------- MARKET PRICE $ 21.77 $ 20.66 $21.1875 NET ASSET VALUE 24.47 23.30 25.87 DIVIDEND AND CAPITAL GAIN INFORMATION FOR THE SIX MONTHS ENDED JUNE 30, 2001 Capital Gain (Loss) ----------------------------------------------- Dividends Paid+ Paid Realized Unrealized -------------- --------- --------- --------- $0.14 $0.10++ $(0.16) $1.68+++ ---------------------------------------------------------------------------- The rates of return will vary and the principal value of an investment will fluctuate. Shares, if sold, may be worth more or less than their original cost. Past performance is not indicative of future investment results. An investment in this Corporation is not insured by the Federal Deposit Insurance Corporation or any other government agency. * Returns for periods of less than one year are not annualized. ** These rates of return reflect changes in market price or net asset value, as applicable, and assume that all distributions within the period are taken in additional shares. *** The Lipper Closed-End Growth & Income Funds Average and the S&P 500 are unmanaged benchmarks that assume investment of dividends. The Lipper Closed-End Growth & Income Funds Average excludes the effect of any costs associated with the purchase of shares, and the S&P 500 excludes the effect of fees and sales charges. Investors cannot invest directly in an index or an average. + Preferred Stockholders were paid dividends totaling $1.25 per share. ++ Represents realized capital gains from 2000, which were paid on June 21, 2001. +++ Represents the per share amount of net unrealized appreciation of portfolio securities as of June 30, 2001. 5 TRI-CONTINENTAL CORPORATION STOCKHOLDER SURVEY Tri-Continental is conducting a survey in an effort to find out more about the Corporation's Stockholders, particularly how they feel about their investment. Please take a few moments to complete this survey. It is a self mailer that can be folded, sealed, and mailed. Postage has already been paid, and your responses are anonymous. TRI-CONTINENTAL'S DISCOUNT Closed-end funds, like Tri-Continental, usually trade at either a premium or at a discount; in other words, their market price may be higher or lower than net asset value. During the first six months of 2001, Tri-Continental's discount narrowed from 18.1% on December 31, 2000, to 11.0% on June 30, 2001. This resulted in a significant disparity between Tri-Continental's net asset value return of -4.36% and its market price return of 3.89% during this time. We are pleased that there has been a convergence between Tri-Continental's market price and net asset value, creating a narrower discount. Many market professionals believe that a discount represents a buying opportunity to acquire a professionally managed portfolio, with a competitive long-term performance history, at an attractive price. Of the six analysts who follow Tri-Continental (Morgan Stanley Dean Witter, Merrill Lynch, PaineWebber, Salomon Smith Barney, AG Edwards, and Everen Securities), all recommend the stock. Tri-Continental's manager, J. & W. Seligman & Co. Incorporated, has taken steps to reduce the discount including proactive contact with the sell-side analyst community, increasing market awareness through www.tri-continental.com, and maintaining an ongoing investor relations program, "Introduce Tri-Continental to a Friend." Also, in November 2000, Tri-Continental renewed and amended its share buyback program for up to 7.5% of shares outstanding as long as the discount remains wider than 10%. While this program was not designed specifically to narrow the discount, that may be a secondary effect. Our studies show that closed-end funds with higher share count growth tend to have wider discounts, and the buyback program reduces Tri-Continental's share count growth by the number of shares repurchased. WWW.TRI-CONTINENTAL.COM Up-to-date information about Tri-Continental -- including daily net asset values, monthly fact sheets, portfolio manager commentary, recent reports, and more -- are now available at www.tri-continental.com. This website was developed for the convenience of current Stockholders and to publicize Tri-Continental. STOCK REPURCHASE PROGRAM In November 1998, the Board of Directors authorized a share repurchase program for up to 7.5% of the Corporation's shares over a 12-month period. This program was reauthorized in November 1999, and reauthorized and amended on November 17, 2000. The Board's decision benefits all Stockholders, allowing them to continue to enjoy the advantages of Tri-Continental's closed-end structure, while reducing the number of shares outstanding and increasing the net asset value of the remaining shares. From November 18, 2000 through June 30, 2001, the Corporation repurchased 4,778,537 shares, representing approximately 3.87% of the shares outstanding on the date the program was reauthorized. During this time, the Corporation purchased as many shares in the open market as possible under federal regulations. Corporations are subject to certain restrictions regarding the amount of their own stock they can repurchase in the open market. The repurchase of additional shares is expected to take place through November 2001, as long as the discount remains wider than 10%. The Board of Directors will then consider continuing the program. 6 TRI-CONTINENTAL CORPORATION HIGHLIGHTS OF THE FIRST HALF JUNE 30, DECEMBER 31, ASSETS: 2001 2000 -------------- -------------- Total assets ............................... $3,252,041,713 $3,537,559,628 6,769,578 41,914,001 -------------- -------------- NET INVESTMENT ASSETS ...................... $3,245,272,135 $3,495,645,627 Preferred Stock, at par value .............. 37,637,000 37,637,000 -------------- -------------- Net Assets for Common Stock ................ $3,207,635,135 $3,458,008,627 ============== ============== Common shares outstanding .................. 131,077,105 133,643,365 NET ASSETS BEHIND EACH COMMON SHARE ........ $24.47 $25.87 SIX MONTHS ENDED JUNE 30, -------------------------------- 2001 2000 -------------- -------------- TAXABLE GAIN: Net capital gain (loss) realized ........... $ (20,865,366) $ 92,321,555 Per Common share ........................... $(0.16) $0.74 Unrealized capital gains, end of period .... $ 219,608,199 $1,004,270,869 Per Common share, end of period ............ $1.68 $8.02 DISTRIBUTION OF GAIN: Per Common share ........................... $0.10 $0.56 INCOME: Total income earned ........................ $ 25,108,488 $ 31,270,745 Expenses ................................... 9,826,227 10,796,891 Preferred Stock dividends .................. 940,925 940,925 -------------- -------------- Income for Common Stock .................... $ 14,341,336 $ 19,532,929 ============== ============== Expenses to average net investment assets ........................ 0.60%* 0.54%* Expenses to average net assets for Common Stock ............................. 0.60%* 0.55%* DIVIDENDS PER COMMON SHARE ................. $0.14 $0.17 With December 2000 gain distribution taken in shares .......................... $0.16 -- ---------- * Annualized. 7 TRI-CONTINENTAL CORPORATION DIVERSIFICATION OF NET INVESTMENT ASSETS The diversification of portfolio holdings by industry on June 30, 2001, was as follows. Individual securities owned are listed on pages 10 to 13. PERCENT OF NET INVESTMENT ASSETS ---------------------- JUNE 30, DECEMBER 31, ISSUES COST VALUE 2001 2000 -- -------------- -------------- ------- ------------ NET CASH AND SHORT-TERM HOLDINGS 5 $ 358,251,835 $ 358,251,835 11.0% 7.8% TRI-CONTINENTAL FINANCIAL DIVISION 2 10,010,987 8,662,794 0.3 0.3 -- -------------- -------------- ----- ----- 7 $ 368,262,822 $ 366,914,629 11.3% 8.1% -- -------------- -------------- ----- ----- Common Stocks: Basic Materials 1 $ 16,519,456 $ 16,271,424 0.5% -- Biotechnology 1 15,032,833 19,048,070 0.6 -- Chemicals - -- -- -- 0.5% Communication Equipment 5 171,282,546 49,516,218 1.5 2.9 Communications 5 236,356,661 180,619,185 5.6 4.6 Consumer Goods and Services 3 103,091,460 105,975,860 3.3 6.4 Drugs and Health Care 7 304,700,371 416,120,013 12.8 14.2 Electric and Gas Utilities 3 95,522,557 115,242,982 3.6 5.9 Electronic Technology 13 543,650,781 418,331,837 12.9 13.1 Energy 5 169,168,363 198,654,207 6.1 7.8 Finance and Insurance 7 214,451,478 448,771,595 13.8 17.4 Leisure and Hotels 1 16,526,061 17,253,184 0.5 -- Machinery and Industrial Equipment 2 136,449,785 223,787,883 6.9 6.5 Media 4 134,249,835 136,341,735 4.2 0.9 Office Equipment 1 90,041,646 85,124,520 2.6 1.9 Paper and Forest Products 1 14,599,866 13,740,982 0.4 0.5 Retail Trade 5 172,842,362 188,501,957 5.8 3.4 Technology Services 4 222,915,053 245,055,854 7.6 5.9 -- -------------- -------------- ----- ----- 68 $2,657,401,114 $2,878,357,506 88.7% 91.9% -- -------------- -------------- ----- ----- NET INVESTMENT ASSETS 75 $3,025,663,936 $3,245,272,135 100.0% 100.0% == ============== ============== ===== ===== 8 TRI-CONTINENTAL CORPORATION LARGEST PORTFOLIO CHANGES APRIL 1 TO JUNE 30, 2001 TEN LARGEST PURCHASES TEN LARGEST SALES --------------------- ----------------- Kraft Foods Inc. Class "A" American General Corporation** Dynegy Inc. Class "A"* Merck & Co., Inc.** Bristol-Myers Squibb Company* Novellus Systems Inc. Pfizer Inc. Williams Companies, Inc. (The)** Clear Channel Communications, Inc.* Praxair Inc.** Viacom Inc. Class "B"* Guidant Corporation.** Starwood Hotels & Resorts Worldwide, Inc.* Procter & Gamble Company (The)** Masco Corporation* Xilinx, Inc. Adelphia Communications Corporation Class "A" Citrix Systems, Inc. Jabil Circuit, Inc.* McData Corporation** Largest portfolio changes from the previous period to the current period are based on cost of purchases and proceeds from sales of securities, listed in descending order. ---------- * Position added during the period. ** Position eliminated during the period. TEN LARGEST HOLDINGS JUNE 30, 2001 PERCENT OF SECURITY VALUE NET INVESTMENT ASSETS -------- ------------ --------------------- Microsoft Corporation $136,876,752 4.2% General Electric Company 126,018,750 3.9 St. Jude Medical, Inc. 97,800,000 3.0 United Technologies Corporation 97,769,133 3.0 Citigroup Inc. 87,186,000 2.7 Pitney Bowes Inc. 85,124,520 2.6 Baxter International Inc. 83,809,600 2.6 American International Group, Inc. 81,863,400 2.5 Exxon Mobil Corporation 78,615,000 2.4 Pfizer Inc. 75,558,330 2.3 9 TRI-CONTINENTAL CORPORATION PORTFOLIO OF INVESTMENTS JUNE 30, 2001 SHARES VALUE ------- -------------- COMMON STOCKS 88.7% BASIC MATERIALS - 0.5% MASCO CORPORATION 651,900 $ 16,271,424 Retailer and installer of home improvement -------------- and building products BIOTECHNOLOGY - 0.6% GENENTECH, INC.* 345,700 $ 19,048,070 Provider of pharmaceuticals and -------------- biotechnology products COMMUNICATION EQUIPMENT - 1.5% CIENA CORPORATION* 198,600 $ 7,547,793 Provider of multiplexing systems for fiber optics communications networks JDS UNIPHASE CORPORATION* 331,450 4,191,185 Worldwide provider of fiber optic components and modules for the cable television and communications industries LUCENT TECHNOLOGIES, INC 990,000 6,138,000 Manufacturer of telecommunications equipment NORTEL NETWORKS CORPORATION (CANADA) 881,550 8,013,290 Provider of telecommunications equipment QUALCOMM INC.* 415,000 23,625,950 -------------- Developer, manufacturer, and marketer of communications systems and products $ 49,516,218 -------------- COMMUNICATIONS - 5.6% AT&T CORP 1,334,500 $ 29,359,000 Provider of telecommunications services SBC COMMUNICATIONS, INC 1,493,480 59,828,809 Provider of telephone services SPRINT FON GROUP 750,000 16,020,000 Provider of telecommunications services VERIZON COMMUNICATIONS 1,355,822 72,536,477 Provider of telephone services, systems, and equipment WILLIAMS COMMUNICATIONS GROUP, INC.* 974,542 2,874,899 Operator of nationwide fiber -------------- optic networks $ 180,619,185 -------------- CONSUMER GOODS AND SERVICES - 3.3% AOL TIME WARNER INC.* 706,500 $ 37,444,500 Provider of Internet access, as well as electronic mail, entertainment, reference, and interactive publications KRAFT FOODS INC. CLASS "A"* 1,240,000 38,440,000 Provider of food and beverage products PEPSICO, INC 680,800 30,091,360 Manufacturer and marketer of soft drinks and -------------- consumer products $ 105,975,860 -------------- DRUGS AND HEALTH CARE - 12.8% ABBOTT LABORATORIES 892,100 $ 42,829,721 Developer and manufacturer of diversified health care products AMERICAN HOME PRODUCTS CORPORATION 705,800 41,246,952 Developer and manufacturer of pharmaceuticals, food, and housewares BAXTER INTERNATIONAL INC 1,710,400 83,809,600 Manufacturer and distributor of hospital and laboratory products BRISTOL-MYERS SQUIBB COMPANY 556,700 29,115,410 Developer and manufacturer of health and personal care products ---------- See footnotes on page 13. 10 TRI-CONTINENTAL CORPORATION PORTFOLIO OF INVESTMENTS (continued) JUNE 30, 2001 SHARES VALUE ------- -------------- DRUGS AND HEALTH CARE (CONTINUED) JOHNSON & JOHNSON 915,200 $ 45,760,000 Developer and manufacturer of health care products PFIZER INC 1,886,600 75,558,330 Manufacturer of health care consumer products and specialty chemicals ST. JUDE MEDICAL, INC.* 1,630,000 97,800,000 Provider of medical devices for the -------------- cardiovascular market $ 416,120,013 -------------- ELECTRIC AND GAS UTILITIES - 3.6% CALPINE CORPORATION* 1,012,400 $ 38,268,720 Developer, marketer, and operator of power generation facilities DYNEGY INC. CLASS "A" 755,000 35,107,500 Provider of energy and communications solutions EL PASO CORPORATION 796,855 41,866,762 Owner of natural gas -------------- pipeline systems $ 115,242,982 -------------- ELECTRONIC TECHNOLOGY - 12.9% AGERE SYSTEMS INC. CLASS "A"* 5,754,800 $ 43,161,000 Manufacturer of optical components AGILENT TECHNOLOGIES, INC.* 788,700 25,632,750 Designer of test and monitoring instruments, and semiconductors for diversified industries ANALOG DEVICES, INC.* 1,002,300 43,349,475 Manufacturer of analog semiconductors and digital signal processors CISCO SYSTEMS, INC.* 1,475,000 26,830,250 Manufacturer of computer network products COMPAQ COMPUTER CORPORATION 1,944,100 30,114,109 Global PC manufacturer EMC CORPORATION* 306,900 8,915,445 Manufacturer of enterprise storage devices INTEL CORPORATION 2,047,800 62,109,774 Manufacturer of microprocessors and memory circuits INTERNATIONAL BUSINESS MACHINES CORPORATION 614,950 69,489,350 Diversifed technology provider JABIL CIRCUIT, INC.* 104,900 3,237,214 Contract manufacturer of electronic components MICRON TECHNOLOGY, INC.* 497,500 20,447,250 Manufacturer of DRAMmemory circuits NOVELLUS SYSTEMS, INC.* 680,500 38,648,997 Manufacturer of semiconductor processing equipment PALM, INC.* 1,321,750 8,029,631 Provider of hand-held computing devices XILINX, INC.* 937,600 38,366,592 Supplier of field-programmable -------------- gate arrays $ 418,331,837 -------------- ENERGY - 6.1% BAKER HUGHES, INC 530,500 $ 17,771,750 Provider of products and services to explore for, extract, recover, and process oil and gas BP PLC (ADRS) (UNITED KINGDOM) 742,550 37,016,117 Explorer, producer, refiner, and retailer of petroleum products EXXON MOBIL CORPORATION 900,000 78,615,000 Explorer and producer of natural gas, oil, and petroleum products ---------- See footnotes on page 13. 11 TRI-CONTINENTAL CORPORATION PORTFOLIO OF INVESTMENTS (continued) JUNE 30, 2001 SHARES VALUE ------- -------------- ENERGY (CONTINUED) ROYAL DUTCH PETROLEUM COMPANY (NY SHARES) (NETHERLANDS) 636,500 $ 37,088,855 Provider of international oil services SCHLUMBERGER LTD 534,900 28,162,485 -------------- Worldwide provider of energy services $ 198,654,207 -------------- FINANCE AND INSURANCE - 13.8% AMERICAN INTERNATIONAL GROUP, INC 951,900 $ 81,863,400 Provider of insurance BANK OF NEW YORK COMPANY, INC 1,363,000 65,424,000 Commercial bank CHUBB CORPORATION (THE) 904,000 69,996,720 International holding company specializing in property and casualty insurance CITIGROUP INC 1,650,000 87,186,000 Provider of diversified financial services FANNIE MAE 726,500 61,861,475 Provider of mortgage financing MERRILL LYNCH & CO. INCORPORATED 560,000 33,180,000 Provider of financial services XL CAPITAL LTD. CLASS "A" (BERMUDA) 600,000 49,260,000 -------------- Insurance provider $ 448,771,595 -------------- LEISURE AND HOTELS - 0.5% STARWOOD HOTELS & RESORTS WORLDWIDE, INC 462,800 $ 17,253,184 -------------- Hotel operator MACHINERY AND INDUSTRIAL EQUIPMENT - 6.9% GENERAL ELECTRIC COMPANY 2,585,000 $ 126,018,750 Provider of electrical equipment UNITED TECHNOLOGIES CORPORATION 1,334,550 97,769,133 Manufacturer of elevators, jet engines, -------------- flight systems, and automotive parts $223,787,883 -------------- MEDIA - 4.2% ADELPHIA COMMUNICATIONS CORPORATION CLASS "A"* 1,210,500 $ 49,206,825 Cable television operator CLEAR CHANNEL COMMUNICATIONS, INC.* 276,600 17,342,820 Owner and operator of radio and television stations COMCAST CORPORATION CLASS "A"* 1,230,600 53,408,040 Developer, manager, and operator of hybrid fiber-coaxial broadband cable communications networks VIACOM INC. CLASS "B"* 316,600 16,384,050 Worldwide entertainment -------------- company $136,341,735 -------------- OFFICE EQUIPMENT - 2.6% PITNEY BOWES INC 2,021,000 $ 85,124,520 Retailer of mailing equipment and supplies -------------- PAPER AND FOREST PRODUCTS - 0.4% MEAD CORPORATION (THE) 506,300 $ 13,740,982 Manufacturer of paper, lumber, and -------------- wood products RETAIL TRADE - 5.8% COSTCO WHOLESALE CORPORATION* 832,800 $ 34,198,932 Discount retailer HOME DEPOT, INC. (THE) 691,100 32,170,705 Retailer of building materials and home improvement products ---------- See footnotes on page 13. 12 TRI-CONTINENTAL CORPORATION PORTFOLIO OF INVESTMENTS (continued) JUNE 30, 2001 SHARES OR PRINCIPAL AMOUNT VALUE ---------------- -------------- RETAIL TRADE (continued) LIMITED INC. (THE) 1,922,600 shs. $ 31,761,352 Clothing retailer MAY DEPARTMENT STORES COMPANY 904,800 30,998,448 Department store operator WAL-MART STORES, INC. 1,216,650 59,372,520 -------------- Discount retailer $ 188,501,957 -------------- TECHNOLOGY SERVICES - 7.6% CITRIX SYSTEMS, INC.* 1,323,550 $ 46,291,161 Provider of thin-client service software ELECTRONIC DATA SYSTEMS CORPORATION 669,950 41,871,875 Provider of management consulting and technology services MICROSOFT CORPORATION* 1,905,300 136,876,752 Provider of personal computer operating systems and application software products ORACLE CORPORATION* 1,053,200 20,016,066 -------------- Provider of computer software $ 245,055,854 -------------- TOTAL COMMON STOCKS (COST $2,657,401,114) $2,878,357,506 -------------- TRI-CONTINENTAL FINANCIAL DIVISION+ - 0.3% (COST $10,010,987) $ 8,662,794 -------------- FIXED TIME DEPOSITS 9.8% BANK OF AMERICA, GRAND CAYMAN $ 68,000,000 $ 68,000,000 4%, 7/2/01 BANK OF MONTREAL, GRAND CAYMAN 65,000,000 65,000,000 4%, 7/2/01 BAYERISCHE HYPO-UND VEREINSBANK, GRAND CAYMAN 70,000,000 70,000,000 4.125%, 7/2/01 BNP PARIBAS, GRAND CAYMAN 55,000,000 55,000,000 4.125%, 7/2/01 HSBC BANK USA, GRAND CAYMAN 62,000,000 62,000,000 -------------- 4%, 7/2/01 TOTAL FIXED TIME DEPOSITS (COST $320,000,000) $ 320,000,000 -------------- TOTAL INVESTMENTS - 98.8% (COST $2,987,412,101) $3,207,020,300 OTHER ASSETS LESS LIABILITIES - 1.2% 38,251,835 -------------- NET INVESTMENT ASSETS - 100.0% $3,245,272,135 ============== ---------- * Non-income producing security. + Restricted security. Descriptions of companies have not been audited by Deloitte & Touche LLP. 13 TRI-CONTINENTAL CORPORATION STATEMENT OF ASSETS AND LIABILITIES June 30, 2001 ASSETS: Investments at value: Common stocks (cost--$2,657,401,114) ........ $2,878,357,506 Tri-Continental Financial Division (cost--$10,010,987) ......................... 8,662,794 Short-term holdings (cost--$320,000,000) .... 320,000,000 -------------- Total Investments (cost--$2,987,412,101) ..................... $3,207,020,300 Cash ......................................................... 239,804 Receivable for securities sold ............................... 41,534,240 Receivable for dividends and interest ........................ 2,771,924 Investment in, and expenses prepaid to, stockholder service agent .................................. 431,658 Other ........................................................ 43,787 -------------- TOTAL ASSETS ................................................. $3,252,041,713 -------------- LIABILITIES: Payable for securities purchased ............................. $ 2,937,808 Management fee payable ....................................... 1,065,823 Preferred dividends payable .................................. 470,463 Payable for Common Stock repurchased ......................... 460,768 Accrued expenses and other ................................... 1,834,716 -------------- TOTAL LIABILITIES ............................................ $ 6,769,578 -------------- NET INVESTMENT ASSETS ........................................ $3,245,272,135 Preferred Stock, at $50 par value ............................ 37,637,000 -------------- NET ASSETS FOR COMMON STOCK .................................. $3,207,635,135 ============== NET ASSETS PER SHARE OF COMMON STOCK (MARKET VALUE--$21.77) ..................................... $24.47 ====== STATEMENT OF CAPITAL STOCK AND SURPLUS June 30, 2001 CAPITAL STOCK: $2.50 Cumulative Preferred Stock, $50 par value, asset coverage per share--$4,311.54 Shares authorized--1,000,000; issued and outstanding--752,740 .................................. $ 37,637,000 Common Stock, $0.50 par value: Shares authorized--159,000,000; issued and outstanding--131,077,105 ............................ 65,538,553 SURPLUS: Capital surplus ............................................. 2,943,929,262 Dividends in excess of net investment income ................ (5,090,279) Accumulated net realized loss ............................... (16,350,600) Net unrealized appreciation of investments .................. 219,608,199 -------------- NET INVESTMENT ASSETS ........................................ $3,245,272,135 ============== ---------- See Notes to Financial Statements. 14 TRI-CONTINENTAL CORPORATION STATEMENT OF OPERATIONS For the Six Months Ended June 30, 2001 INVESTMENT INCOME: Dividends (net of foreign taxes withheld of $107,150) ............................ $ 17,479,120 Interest .................................. 7,629,368 -------------- TOTAL INVESTMENT INCOME .................................... $ 25,108,488 EXPENSES: Management fee ............................ $ 6,530,453 Stockholder account and registrar services ................................ 2,068,219 Stockholder reports and communications .... 411,806 Stockholders' meeting ..................... 232,604 Custody and related services .............. 203,500 Directors' fees and expenses .............. 141,442 Auditing and legal fees ................... 115,944 Registration .............................. 67,145 Miscellaneous ............................. 55,114 -------------- TOTAL EXPENSES ............................................. 9,826,227 -------------- NET INVESTMENT INCOME ...................................... $ 15,282,261* NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments .......... $ (20,865,366) Net change in unrealized appreciation of investments ........................... (155,906,695) -------------- NET LOSS ON INVESTMENTS .................................... (176,772,061) -------------- DECREASE IN NET INVESTMENT ASSETS FROM OPERATIONS ........................................... $ (161,489,800) ============== ---------- * Net investment income available for Common Stock is $14,341,336, which is net of Preferred Stock dividends of $940,925. See Notes to Financial Statements. 15 TRI-CONTINENTAL CORPORATION STATEMENTS OF CHANGES IN NET INVESTMENT ASSETS SIX MONTHS ENDED YEAR ENDED JUNE 30, DECEMBER 31, 2001 2000 ---------------- --------------- OPERATIONS: Net investment income ...................... $ 15,282,261 $ 43,250,751 Net realized gain (loss) on investments .... (20,865,366) 352,066,264 Net change in unrealized appreciation of investments ........................... (155,906,695) (777,024,822) --------------- --------------- DECREASE IN NET INVESTMENT ASSETS FROM OPERATIONS .......................... $ (161,489,800) $ (381,707,807) --------------- --------------- DECREASE STOCKHOLDERS: Net investment income: Preferred Stock (per share: $1.25 and $2.50) ............................... $ (940,925) $ (1,881,850) Common Stock (per share: $0.14 and $0.33) (18,431,075) (40,881,373) --------------- --------------- $ (19,372,000) $ (42,763,223) Net realized gain on investments: Common Stock (per share: $0.10 and $3.30) (13,444,335) (407,048,103) --------------- --------------- DECREASE IN NET INVESTMENT ASSETS FROM DISTRIBUTIONS ....................... $ (32,816,335) $ (449,811,326) --------------- --------------- CAPITAL SHARE TRANSACTIONS: Value of shares of Common Stock issued at market price in gain distributions (435,137 and 12,645,131 shares) .......... $ 9,694,852 $ 286,065,681 Value of shares of Common Stock issued for investment plans (793,516 and 1,600,582 shares) ........................ 17,302,441 39,883,293 Cost of shares of Common Stock purchased from investment plan participants (1,107,837 and 2,360,838 shares) ......... (24,189,943) (59,186,968) Cost of shares of Common Stock purchased in the open market (2,687,400 and 3,478,200 shares) ........................ (58,875,044) (87,100,541) Net proceeds from issuance of shares of Common Stock upon exercise of Warrants (324 and 2,487 shares) .......... 337 2,811 --------------- --------------- INCREASE (DECREASE) IN NET INVESTMENT ASSETS FROM CAPITAL SHARE TRANSACTIONS .......... $ (56,067,357) $ 179,664,276 --------------- --------------- DECREASE IN NET INVESTMENT ASSETS .......... $ (250,373,492) $ (651,854,857) NET INVESTMENT ASSETS: Beginning of period ........................ 3,495,645,627 4,147,500,484 --------------- --------------- END OF PERIOD (including dividends in excess of net investment income of $5,090,279 and $1,000,540, respectively) ............ $ 3,245,272,135 $ 3,495,645,627 =============== =============== ---------- See Notes to Financial Statements. 16 TRI-CONTINENTAL CORPORATION NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES -- The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Corporation: A. SECURITY VALUATION -- Investments in stocks, limited partnership interests, and short-term holdings maturing in more than 60 days are valued at current market values or, in their absence, fair value determined in accordance with procedures approved by the Board of Directors. Securities traded on an exchange are valued at last sales prices or, in their absence and in the case of over-the-counter securities, at the mean of bid and asked prices. Short-term holdings maturing in 60 days or less are valued at amortized cost. B. FOREIGN CURRENCY TRANSACTIONS -- The books and records of the Corporation are maintained in US dollars. The market value of investment securities, other assets and liabilities denominated in foreign currencies are translated into US dollars at the daily rate of exchange as reported by a pricing service. Purchases and sales of investment securities, income, and expenses are translated into US dollars at the rate of exchange prevailing on the respective dates of such transactions. The Corporation separates that portion of the results of operations resulting from changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of securities held in the portfolio. Similarly, the Corporation separates the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of portfolio securities sold during the period. C. FEDERAL TAXES -- There is no provision for federal income tax. The Corporation has elected to be taxed as a regulated investment company and intends to distribute substantially all taxable net income and net gain realized. D. SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME -- Investment transactions are recorded on trade dates. Identified cost of investments sold is used for both financial statements and federal income tax purposes. Dividends receivable and payable are recorded on ex-dividend dates, except that certain dividends from foreign securities where the ex-dividend dates may have passed are recorded as soon as the Corporation is informed of the dividend. Interest income is recorded on the accrual basis. E. DISTRIBUTIONS TO STOCKHOLDERS -- The treatment for financial statement purposes of distributions made during the year from net investment income or net realized gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components of income, expense or capital gain, and the recharacterization of foreign exchange gains or losses to either ordinary income or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, they are reclassified in the components of net investment assets based on their ultimate characterization for federal income tax purposes. Any such reclassification will have no effect on net assets, results of operations, or net asset value per share of the Corporation. 2. CAPITAL STOCK TRANSACTIONS -- Under the Corporation's Charter, dividends on the Common Stock cannot be declared unless net assets, after such dividends and dividends on Preferred Stock, equal at least $100 per share of Preferred Stock outstanding. The Preferred Stock is subject to redemption at the Corporation's option at any time on 30 days' notice at $55 per share (or a total of $41,400,700 for the shares outstanding) plus accrued dividends, and entitled in liquidation to $50 per share plus accrued dividends. 17 TRI-CONTINENTAL CORPORATION NOTES TO FINANCIAL STATEMENTS (continued) The Corporation, in connection with its Automatic Dividend Investment and Cash Purchase Plan and other Stockholder plans, acquires and issues shares of its own Common Stock, as needed, to satisfy Plan requirements. For the six months ended June 30, 2001, 1,107,837 shares were purchased from Plan participants at a cost of $24,189,943, which represented a weighted average discount of 11.98% from the net asset value of those acquired shares. A total of 793,516 shares were issued to Plan participants during the six months ended June 30, 2001, for proceeds of $17,302,441, at a discount of 11.75% from the net asset value of those shares. The Corporation may make additional purchases of its Common Stock in the open market and elsewhere at such prices in such amounts as the Board of Directors may deem advisable. For the six months ended June 30, 2001, the Corporation purchased 2,687,400 shares of its Common Stock in the open market at an aggregate cost of $58,875,044, which represented a weighted average discount of 11.97% from the net asset value of those acquired shares. At June 30, 2001, 289,907 shares of Common Stock were reserved for issuance upon exercise of 13,403 Warrants, each of which entitled the holder to purchase 21.63 shares of Common Stock at $1.04 per share. Assuming the exercise of all Warrants outstanding at June 30, 2001, net investment assets would have increased by $301,503 and the net asset value of the Common Stock would have been $24.42 per share. The number of Warrants exercised during the six months ended June 30, 2001, and the year ended December 31, 2000, was 15 and 125, respectively. 3. PURCHASES AND SALES OF SECURITIES-- Purchases and sales of portfolio securities, excluding USGovernment obligations and short-term investments, amounted to $1,138,109,243 and $1,296,292,917, respectively. At June 30, 2001, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes, and the tax basis gross unrealized appreciation and depreciation of portfolio securities amounted to $615,333,233 and $395,725,034, respectively. 4. MANAGEMENT FEE,ADMINISTRATIVE SERVICES, AND OTHER TRANSACTIONS -- J. & W. Seligman & Co. Incorporated (the "Manager") manages the affairs of the Corporation and provides for the necessary personnel and facilities. Compensation of all officers of the Corporation, all directors of the Corporation who are employees or consultants of the Manager, and all personnel of the Corporation and the Manager is paid by the Manager. The Manager receives a fee, calculated daily and payable monthly, equal to a percentage of the Corporation's daily net assets at the close of business on the previous business day. The management fee rate is calculated on a sliding scale of 0.45% to 0.375%, based on average daily net assets of all the investment companies managed by the Manager. The management fee for the six months ended June 30, 2001, was equivalent to an annual rate of 0.40% of the average daily net assets of the Corporation. Seligman Data Corp., owned by the Corporation and certain associated investment companies, charged the Corporation at cost $2,042,589 for stockholder account services. The Corporation's investment in Seligman Data Corp. is recorded at a cost of $43,681. Certain officers and directors of the Corporation are officers or directors of the Manager and/or Seligman Data Corp. The Corporation has a compensation arrangement under which directors who receive fees may elect to defer receiving such fees. Directors may elect to have their deferred fees accrue interest or earn a return based on the performance of the Corporation or other funds in the Seligman Group of Investment Companies. The cost of such fees and earnings accrued thereon is included in directors' fees and expenses, and the accumulated balance thereof at June 30, 2001, of $354,621 is included in other liabilities. Deferred fees and related accrued earnings are not deductible for federal income tax purposes until such amounts are paid. 18 TRI-CONTINENTAL CORPORATION NOTES TO FINANCIAL STATEMENTS (continued) 5. RESTRICTED SECURITIES -- At June 30, 2001, the Tri-Continental Financial Division of the Corporation was comprised of two investments that were purchased through private offerings and cannot be sold without prior registration under the Securities Act of 1933 or pursuant to an exemption therefrom. These investments are valued at fair value as determined in accordance with procedures approved by the Board of Directors of the Corporation. The acquisition dates of investments in the limited partnerships, along with their cost and values at June 30, 2001, are as follows: Investments Acquisition Date(s) Cost Value --------------------------- ------------------- ----------- ----------- WCAS Capital Partners II, L.P. 12/11/90 to 3/24/98 $ 5,962,340 $ 4,884,111 Whitney Subordinated Debt Fund, L.P. 7/12/89 to 11/10/98 4,048,647 3,778,683 ----------- ----------- Total $10,010,987 $ 8,662,794 =========== =========== 19 TRI-CONTINENTAL CORPORATION FINANCIAL HIGHLIGHTS The Corporation's financial highlights are presented below. "Per share operating performance" data is designed to allow investors to trace the operating performance, on a per Common share basis, from the beginning net asset value to the ending net asset value, so that investors can understand what effect the individual items have on their investment, assuming it was held throughout the period. Generally, the per share amounts are derived by converting the actual dollar amounts incurred for each item, as disclosed in the financial statements, to their equivalent per Common share amounts, using average shares outstanding. "Total investment return" measures the Corporation's performance assuming that investors purchased shares of the Corporation at the market value or net asset value as of the beginning of the period, invested dividends and capital gains paid, as provided for in the Corporation's Prospectus and Automatic Dividend Investment and Cash Purchase Plan, and then sold their shares at the closing market value or net asset value per share on the last day of the period. The computations do not reflect any sales commissions investors may incur in purchasing or selling shares of the Corporation. The total investment returns for periods of less than one year are not annualized. The ratios of expenses and net investment income to average net investment assets and to average net assets for Common Stock for the periods presented do not reflect the effect of dividends paid to Preferred Stockholders. Six Months Year Ended December 31, Ended ------------------------------------------------------------ June 30, 2001 2000 1999 1998 1997 1996 ------------- ------ ------ ------ ------ ------ PER SHARE OPERATING PERFORMANCE: NET ASSET VALUE, BEGINNING OF PERIOD ............................ $25.87 $32.82 $34.13 $32.06 $29.28 $27.58 ------ ------- ------- ------ ------- ------- Net investment income .......................... 0.12 0.35 0.48 0.54 0.60 0.68 Net realized and unrealized investment gain (loss) ......................... (1.26) (3.25) 2.90 7.01 6.94 4.84 Net realized and unrealized loss from foreign currency transactions ............. -- -- -- (0.01) (0.17) (0.02) ------ ------- ------- ------ ------- ------- INCREASE (DECREASE) FROM INVESTMENT OPERATIONS ..................................... (1.14) (2.90) 3.38 7.54 7.37 5.50 Dividends paid on Preferred Stock .............. (0.01) (0.02) (0.02) (0.02) (0.02) (0.02) Dividends paid on Common Stock ................. (0.14) (0.33) (0.48) (0.52) (0.60) (0.66) Distributions from net gain realized ........... (0.10) (3.30) (3.79) (4.28) (3.45) (2.72) Issuance of Common Stock in gain distributions .......................... (0.01) (0.40) (0.40) (0.65) (0.52) (0.40) ------ ------- ------- ------ ------- ------- NET INCREASE (DECREASE) IN NET ASSET VALUE ............................. (1.40) (6.95) (1.31) 2.07 2.78 1.70 ------ ------- ------- ------ ------- ------- NET ASSET VALUE, END OF PERIOD .................................. $24.47 $25.87 $32.82 $34.13 $32.06 $29.28 ====== ======= ======= ====== ======= ======= ADJUSTED NET ASSET VALUE, END OF PERIOD* ................................. $24.42 $25.82 $32.75 $34.06 $31.99 $29.22 MARKET VALUE, END OF PERIOD .................... $21.77 $21.1875 $27.875 $28.50 $26.6875 $24.125 ---------- See footnotes on page 21. 20 TRI-CONTINENTAL CORPORATION FINANCIAL HIGHLIGHTS (continued) Six Months Year Ended December 31, Ended --------------------------------------------------------------- June 30, 2001 2000 1999 1998 1997 1996 ---------- ---------- ---------- ---------- ---------- ---------- TOTAL INVESTMENT RETURN: Based upon market value .......... 3.89% (11.56)% 12.57% 26.19% 27.96% 21.98% Based upon net asset value ....... (4.36)% (8.29)% 10.67% 25.80% 26.65% 21.45% RATIOS/SUPPLEMENTAL DATA: Expenses to average net investment assets .............. 0.60%+ 0.54% 0.56% 0.58% 0.60% 0.62% Expenses to average net assets for Common Stock ................... 0.60%+ 0.54% 0.56% 0.58% 0.60% 0.63% Net investment income to average net investment assets .. 0.93%+ 1.10% 1.36% 1.59% 1.80% 2.27% Net investment income to average net assets for Common Stock .... 0.94%+ 1.11% 1.38% 1.60% 1.82% 2.31% Portfolio turnover rate .......... 37.58% 54.13% 42.83% 63.39% 83.98% 53.96% NET INVESTMENT ASSETS, END OF PERIOD (000s omitted): For Common Stock ................. $3,207,635 $3,458,009 $4,109,863 $4,002,516 $3,391,816 $2,835,026 For Preferred Stock .............. 37,637 37,637 37,637 37,637 37,637 37,637 ---------- ---------- ---------- ---------- ---------- ---------- TOTAL NET INVESTMENT ASSETS ...... $3,245,272 $3,495,646 $4,147,500 $4,040,153 $3,429,453 $2,872,663 ========== ========== ========== ========== ========== ========== ---------- * Assumes the exercise of outstanding warrants. + Annualized See Notes to Financial Statements. 21 TRI-CONTINENTAL CORPORATION REPORT OF INDEPENDENT AUDITORS THE BOARD OF DIRECTORS AND SECURITY HOLDERS, Tri-Continental Corporation: We have audited the accompanying statements of assets and liabilities of Tri-Continental Corporation, including the portfolio of investments as of June 30, 2001, of capital stock and surplus of Tri-Continental Corporation as of June 30, 2001, and the related statements of operations for the six months then ended, and of changes in net investment assets for the six months then ended and for the year ended December 31, 2000, and the financial highlights for the six months then ended and for each of the years in the five-year period ended December 31, 2000. These financial statements and financial highlights are the responsibility of the Corporation's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of June 30, 2001, by correspondence with the Corporation's custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Tri-Continental Corporation as of June 30, 2001, the results of its operations, the changes in its net investment assets and the financial highlights for all the respective stated periods in conformity with accounting principles generally accepted in the United States of America. DELOITTE & Touche LLP New York, New York August 17, 2001 22 TRI-CONTINENTAL CORPORATION PROXY RESULTS Tri-Continental Corporation Stockholders voted on the following proposals at the Annual Meeting of Stockholders on May 17, 2001, in Baltimore, Maryland. The description of each proposal and the voting results are stated below. Each nominee for Director was elected and the selection of Deloitte & Touche LLP as auditors for 2001 was ratified. For Withheld --------- --------- Election of Directors: Alice S. Ilchman 98,502,853 2,971,455 Frank A. McPherson 98,634,179 2,840,129 Leroy C. Richie 98,298,465 3,175,843 Brian T. Zino 98,667,093 2,807,215 For Against Abstain ----------- ------- --------- Ratification of Deloitte & Touche LLP as auditors 100,196,702 757,443 1,235,845 23 TRI-CONTINENTAL CORPORATION BOARD OF DIRECTORS JOHN R. GALVIN (2,4) DIRECTOR, Raytheon Company DEAN EMERITUS, Fletcher School of Law and Diplomacy at Tufts University ALICE S. ILCHMAN (3,4) CHAIRMAN, The Rockefeller Foundation TRUSTEE, Committee for Economic Development FRANK A. MCPHERSON (3,4) DIRECTOR, Kimberly-Clark Corporation DIRECTOR, Baptist Medical Center DIRECTOR, Conoco Inc. JOHN E. MEROW (2,4) DIRECTOR, Commonwealth Industries, Inc. TRUSTEE, New York-Presbyterian Hospital RETIRED CHAIRMAN AND SENIOR PARTNER, Sullivan & Cromwell, Law Firm BETSY S. MICHEL (2,4) TRUSTEE, The Geraldine R. Dodge Foundation WILLIAM C. MORRIS (1) CHAIRMAN CHAIRMAN OF THE BOARD, J. & W. Seligman & Co. Incorporated CHAIRMAN, Carbo Ceramics Inc. DIRECTOR, Kerr-McGee Corporation JAMES C. PITNEY (3,4) RETIRED PARTNER, Pitney, Hardin, Kipp & Szuch, Law Firm LEROY C. RICHIE (2,4) CHAIRMAN AND CEO, Q Standards Worldwide, Inc. JAMES Q. RIORDAN (3,4) DIRECTOR, KeySpan Corporation TRUSTEE, Committee for Economic Development DIRECTOR, Public Broadcasting Service ROBERT L. SHAFER (3,4) RETIRED VICE PRESIDENT, Pfizer Inc. JAMES N. WHITSON (2,4) DIRECTOR AND CONSULTANT, Sammons Enterprises, Inc. DIRECTOR, C-SPAN DIRECTOR, CommScope, Inc. BRIAN T. ZINO (1) PRESIDENT PRESIDENT, J. & W. Seligman & Co. Incorporated CHAIRMAN, Seligman Data Corp. VICE CHAIRMAN, ICI Mutual Insurance Company MEMBER OF THE BOARD OF GOVERNORS, Investment Company Institute FRED E. BROWN DIRECTOR EMERITUS ---------- Member: (1) Executive Committee (2) Audit Committee (3) Director Nominating Committee (4) Board Operations Committee 24 TRI-CONTINENTAL CORPORATION EXECUTIVE OFFICERS WILLIAM C. MORRIS CHAIRMAN BRIAN T. ZINO PRESIDENT CHARLES W. KADLEC VICE PRESIDENT THOMAS G. ROSE VICE PRESIDENT CHARLES C. SMITH, JR. VICE PRESIDENT LAWRENCE P. VOGEL VICE PRESIDENT AND TREASURER FRANK J. NASTA SECRETARY -------------------------------------------------------------------------------- FOR MORE INFORMATION MANAGER J. & W. Seligman & Co. Incorporated 100 Park Avenue New York, NY 10017 STOCKHOLDER SERVICE AGENT Seligman Data Corp. 100 Park Avenue New York, NY 10017 IMPORTANT TELEPHONE NUMBERS (800) TRI-1092 Stockholder Services (800) 445-1777 Retirement Plan Services (212) 682-7600 Outside the United States (800) 622-4597 24-Hour Automated Telephone Access Service 25 TRI-CONTINENTAL CORPORATION MANAGED BY [LOGO] J. & W. SELIGMAN & CO. INCORPORATED INVESTMENT MANAGERS AND ADVISORS ESTABLISHED 1864 100 PARK AVENUE, NEW YORK, NY 10017 www.tri-continental.com This report is intended only for the information of stockholders or those who have received the current prospectus covering shares of Common Stock of Tri-Continental Corporation, which contains information about management fees and other costs. CETR13 6/01