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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 811-21423

The Gabelli Dividend & Income Trust

(Exact name of registrant as specified in charter)

One Corporate Center
Rye, New York 10580-1422

(Address of principal executive offices) (Zip code)

Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422

(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-422-3554

Date of fiscal year end: December 31

Date of reporting period: March 31, 2010

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Schedule of Investments.

The Schedule(s) of Investments is attached herewith.


The Gabelli Dividend & Income Trust First Quarter Report March 31, 2010		Mario J. Gabelli, CFA		Barbara G. Marcin, CFA

To Our Shareholders,

The Gabelli Dividend & Income Trust’s (the “Fund”) net asset value (“NAV”) total return was 4.5% during the first quarter of 2010, compared with increases of 5.4%, 4.8%, and 5.7% for the Standard & Poor’s (“S&P”) 500 Index, the Dow Jones Industrial Average, and the Nasdaq Composite Index, respectively. The total return for the Fund’s publicly traded shares was 6.5% during the first quarter.

Enclosed is the investment portfolio as of March 31, 2010.

Comparative Results

Average Annual Returns through March 31, 2010 (a) (Unaudited)


													Since
													Inception
	Quarter			1 Year			3 Year			5 Year			(11/28/03)
Gabelli Dividend & Income Trust
NAV Total Return (b)		4.48	%		71.19	%		(5.83	)%		2.58	%		4.11	%
Investment Total Return (c)		6.47			77.46			(5.93	)		2.88			1.81
S&P 500 Index		5.39			49.73			(4.16	)		1.92			3.66
Dow Jones Industrial Average		4.81			46.87			(1.48	)		3.33			4.27
Nasdaq Composite Index		5.68			56.87			(0.33	)		3.70			3.23


(a)		*Returns represent past performance and do not guarantee future results.* Investment returns and the principal value of an investment will fluctuate. When shares are sold, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Performance returns for periods of less than one year are not annualized. *Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing.* The Dow Jones Industrial Average is an unmanaged index of 30 large capitalization stocks. The S&P 500 and the Nasdaq Composite Indices are unmanaged indicators of stock market performance. Dividends are considered reinvested except for the Nasdaq Composite Index. You cannot invest directly in an index.

(b)		Total returns and average annual returns reflect changes in the NAV per share and reinvestment of distributions at NAV on the ex-dividend date and are net of expenses. Since inception return is based on an initial NAV of $19.06.

(c)		Total returns and average annual returns reflect changes in closing market values on the New York Stock Exchange and reinvestment of distributions. Since inception return is based on an initial offering price of $20.00.

We have separated the portfolio managers’ commentary from the financial statements and investment portfolio due to corporate governance regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that the content of the portfolio managers’ commentary is unrestricted. The financial statements and investment portfolio are mailed separately from the commentary. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS
March 31, 2010 (Unaudited)


			Market
Shares			Value
		COMMON STOCKS — 91.0%
		Aerospace — 1.9%
	10,000	Goodrich Corp.	$	705,200
	40,000	Kaman Corp.		1,000,400
	164,000	Rockwell Automation Inc.		9,243,040
	2,000,000	Rolls-Royce Group plc†		18,073,389
	77,000	The Boeing Co.		5,590,970

				34,612,999

		Agriculture — 0.2%
	105,000	Archer-Daniels-Midland Co.		3,034,500
	2,000	Terra Industries Inc.		91,520

				3,126,020

		Automotive — 0.0%
	20,000	Navistar International Corp.†		894,600

		Automotive: Parts and Accessories — 0.9%
	30,000	BorgWarner Inc.†		1,145,400
	370,000	Genuine Parts Co.		15,628,800

				16,774,200

		Building and Construction — 0.0%
	15,000	Layne Christensen Co.†		400,650

		Business Services — 0.8%
	180,000	Diebold Inc.		5,716,800
	120,000	Intermec Inc.†		1,701,600
	34,000	Lender Processing Services Inc.		1,283,500
	20,000	MasterCard Inc., Cl. A		5,080,000
	18,000	PHH Corp.†		424,260
	8,000	Rewards Network Inc.		107,200
	186,600	Trans-Lux Corp.† (a)		158,610

				14,471,970

		Cable and Satellite — 2.3%
	580,000	Cablevision Systems Corp., Cl. A		14,001,200
	16,000	Cogeco Inc.		530,104
	315,000	DIRECTV, Cl. A†		10,650,150
	235,000	DISH Network Corp., Cl. A		4,892,700
	50,000	EchoStar Corp., Cl. A†		1,014,000
	80,000	Liberty Global Inc., Cl. A†		2,332,800
	33,000	Liberty Global Inc., Cl. C†		953,370
	180,000	Rogers Communications Inc., Cl. B		6,143,400
	20,000	Zon Multimedia Servicos de Telecomunicacoes e Multimedia SGPS SA		102,542

				40,620,266


			Market
Shares			Value
		Communications Equipment — 0.1%
	30,000	Thomas & Betts Corp.†	$	1,177,200

		Computer Hardware — 0.1%
	30,000	SanDisk Corp.†		1,038,900

		Computer Software and Services — 0.2%
	60,000	Microsoft Corp.		1,756,200
	95,000	Yahoo! Inc.†		1,570,350

				3,326,550

		Consumer Products — 3.7%
	185,000	Alberto-Culver Co.		4,837,750
	20,000	Altria Group Inc.		410,400
	50,000	Avon Products Inc.		1,693,500
	440,000	Eastman Kodak Co.†		2,547,600
	85,000	Fortune Brands Inc.		4,123,350
	50,000	Hanesbrands Inc.†		1,391,000
	76,000	Harman International Industries Inc.†		3,555,280
	200,000	Kimberly-Clark Corp.		12,576,000
	25,000	Philip Morris International Inc.		1,304,000
	1,000,000	Swedish Match AB		23,903,831
	160,000	The Procter & Gamble Co.		10,123,200

				66,465,911

		Diversified Industrial — 3.5%
	100,000	Bouygues SA		5,027,148
	166,000	Cooper Industries plc		7,958,040
	490,000	General Electric Co.		8,918,000
	280,000	Honeywell International Inc.		12,675,600
	95,000	ITT Corp.		5,092,950
	130,000	Owens-Illinois Inc.†		4,620,200
	1,000	Sulzer AG		97,212
	300,000	Textron Inc.		6,369,000
	950,000	Tomkins plc		3,402,228
	225,000	TyCo International Ltd.		8,606,250
	100,000	WHX Corp.†		242,000

				63,008,628

		Electronics — 1.5%
	960,000	Intel Corp.		21,369,600
	185,000	TyCo Electronics Ltd.		5,083,800

				26,453,400

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2010 (Unaudited)


			Market
Shares			Value
		COMMON STOCKS (Continued)
		Energy and Utilities: Electric — 5.2%
	40,000	Allegheny Energy Inc.	$	920,000
	85,000	ALLETE Inc.		2,845,800
	240,000	American Electric Power Co. Inc.		8,203,200
	720	Brookfield Infrastructure Partners LP		12,665
	315,000	DPL Inc.		8,564,850
	33,000	Edison International		1,127,610
	270,000	Electric Power Development Co. Ltd.		8,895,069
	220,000	FPL Group Inc.		10,632,600
	740,000	Great Plains Energy Inc.		13,741,800
	365,000	Integrys Energy Group Inc.		17,293,700
	105,000	PepCo Holdings Inc.		1,800,750
	230,000	Pinnacle West Capital Corp.		8,677,900
	100,000	The Southern Co.		3,316,000
	222,000	UniSource Energy Corp.		6,979,680

				93,011,624

		Energy and Utilities: Integrated — 9.5%
	12,000	Alliant Energy Corp.		399,120
	140,000	Ameren Corp.		3,651,200
	50,000	Avista Corp.		1,035,500
	55,000	Black Hills Corp.		1,669,250
	40,000	CH Energy Group Inc.		1,633,600
	108,000	Chubu Electric Power Co. Inc.		2,699,711
	150,000	CONSOL Energy Inc.		6,399,000
	188,000	Consolidated Edison Inc.		8,373,520
	70,000	Dominion Resources Inc.		2,877,700
	160,000	Duke Energy Corp.		2,611,200
	430,000	Edison SpA		655,123
	630,000	El Paso Corp.		6,829,200
	112,000	Endesa SA		3,200,951
	450,000	Enel SpA		2,516,275
	60,000	Exelon Corp.		2,628,600
	135,000	FirstEnergy Corp.		5,277,150
	116,000	Hawaiian Electric Industries Inc.		2,604,200
	250,000	Hera SpA		587,874
	121,500	Hokkaido Electric Power Co. Inc.		2,331,490
	121,500	Hokuriku Electric Power Co.		2,671,986
	8,000	Iberdrola SA		67,803
	100,000	Iberdrola SA, ADR		3,385,000
	85,000	Korea Electric Power Corp., ADR†		1,380,400
	121,500	Kyushu Electric Power Co. Inc.		2,644,695
	22,000	Maine & Maritimes Corp.		965,800
	72,000	MGE Energy Inc.		2,545,920
	35,102	National Grid plc, ADR		1,711,223
	240,000	NiSource Inc.		3,792,000
	530,000	NSTAR		18,772,600


			Market
Shares			Value
	416,000	OGE Energy Corp.	$	16,199,040
	30,000	Ormat Technologies Inc.		844,200
	300,000	Progress Energy Inc.		11,808,000
	280,000	Public Service Enterprise Group Inc.		8,265,600
	121,500	Shikoku Electric Power Co. Inc.		3,442,652
	15,000	TECO Energy Inc.		238,350
	121,500	The Chugoku Electric Power Co. Inc.		2,414,665
	50,000	The Empire District Electric Co.		901,000
	121,500	The Kansai Electric Power Co. Inc.		2,783,752
	108,000	The Tokyo Electric Power Co. Inc.		2,878,768
	121,500	Tohoku Electric Power Co. Inc.		2,568,018
	200,000	Vectren Corp.		4,944,000
	455,000	Westar Energy Inc.		10,146,500
	85,000	Wisconsin Energy Corp.		4,199,850
	160,000	Xcel Energy Inc.		3,392,000

				170,944,486

		Energy and Utilities: Natural Gas — 4.1%
	28,000	Atmos Energy Corp.		799,960
	22,000	Delta Natural Gas Co. Inc.		652,960
	6,000	Energen Corp.		279,180
	160,356	GDF Suez, Strips		217
	20,000	Kinder Morgan Energy Partners LP		1,308,400
	350,000	National Fuel Gas Co.		17,692,500
	200,000	Nicor Inc.		8,384,000
	212,000	ONEOK Inc.		9,677,800
	188,000	Sempra Energy		9,381,200
	35,000	South Jersey Industries Inc.		1,469,650
	140,000	Southern Union Co.		3,551,800
	190,000	Southwest Gas Corp.		5,684,800
	610,000	Spectra Energy Corp.		13,743,300
	43,000	The Laclede Group Inc.		1,449,960

				74,075,727

		Energy and Utilities: Oil — 10.3%
	44,000	Anadarko Petroleum Corp.		3,204,520
	37,000	Apache Corp.		3,755,500
	44,000	BG Group plc, ADR		3,817,000
	160,000	BP plc, ADR		9,131,200
	80,000	Chesapeake Energy Corp.		1,891,200
	225,000	Chevron Corp.		17,061,750
	318,000	ConocoPhillips		16,272,060
	78,000	Devon Energy Corp.		5,025,540
	168,000	Eni SpA, ADR		7,884,240
	205,000	Exxon Mobil Corp.		13,730,900
	36,000	Hess Corp.		2,251,800
	470,000	Marathon Oil Corp.		14,870,800
	136,000	Murphy Oil Corp.		7,641,840

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2010 (Unaudited)


			Market
Shares			Value
		COMMON STOCKS (Continued)
		Energy and Utilities: Oil (Continued)
	245,000	Occidental Petroleum Corp.	$	20,712,300
	16,000	PetroChina Co. Ltd., ADR		1,875,520
	100,000	Petroleo Brasileiro SA, ADR		4,449,000
	270,000	Repsol YPF SA, ADR		6,420,600
	185,000	Royal Dutch Shell plc, Cl. A, ADR		10,704,100
	800,000	Statoil ASA, ADR		18,664,000
	165,000	SunoCo Inc.		4,902,150
	185,000	Total SA, ADR		10,733,700

				184,999,720

		Energy and Utilities: Services — 3.5%
	210,000	ABB Ltd., ADR		4,586,400
	74,000	Cameron International Corp.†		3,171,640
	102,000	Diamond Offshore Drilling Inc.		9,058,620
	550,000	Halliburton Co.		16,571,500
	5,000	Nabors Industries Ltd.†		98,150
	10,000	Noble Corp.		418,200
	38,000	Oceaneering International Inc.†		2,412,620
	195,000	Rowan Companies Inc.†		5,676,450
	120,000	Schlumberger Ltd.		7,615,200
	46,000	Transocean Ltd.†		3,973,480
	650,000	Weatherford International Ltd.†		10,309,000

				63,891,260

		Energy and Utilities: Water — 0.8%
	11,000	American States Water Co.		381,700
	365,000	American Water Works Co. Inc.		7,942,400
	72,033	Aqua America Inc.		1,265,620
	6,000	Artesian Resources Corp., Cl. A		105,960
	3,000	California Water Service Group		112,830
	11,500	Connecticut Water Service Inc.		267,605
	2,000	Consolidated Water Co. Ltd.		27,160
	6,000	Middlesex Water Co.		102,300
	60,000	Pennichuck Corp.		1,410,600
	90,000	SJW Corp.		2,287,800
	25,000	Southwest Water Co.		261,000
	9,000	The York Water Co.		123,750
	25,000	United Utilities Group plc, ADR		423,000

				14,711,725

		Entertainment — 1.0%
	8,000	Grupo Televisa SA, ADR		168,160
	126,600	Madison Square Garden Inc., Cl. A†		2,751,018
	270,000	Take-Two Interactive Software Inc.†		2,659,500
	200,000	Time Warner Inc.		6,254,000
	210,000	Vivendi		5,620,290

				17,452,968


			Market
Shares			Value
		Environmental Services — 0.7%
	1,250	Suez Environnement Co. SA	$	28,769
	12,375	Veolia Environnement		429,226
	350,000	Waste Management Inc.		12,050,500

				12,508,495

		Equipment and Supplies — 1.2%
	95,000	CIRCOR International Inc.		3,154,950
	28,500	Lufkin Industries Inc.		2,255,775
	65,000	Mueller Industries Inc.		1,741,350
	420,000	RPC Inc.		4,674,600
	215,000	Tenaris SA, ADR		9,232,100
	100,000	Xerox Corp.		975,000

				22,033,775

		Financial Services — 12.3%
	168,000	Aflac Inc.		9,120,720
	80,000	AllianceBernstein Holding LP		2,452,800
	450,000	American Express Co.		18,567,000
	50,000	Artio Global Investors Inc.		1,237,000
	10,000	Astoria Financial Corp.		145,000
	590,000	Bank of America Corp.		10,531,500
	23,000	BlackRock Inc.		5,008,480
	1,500,000	Citigroup Inc.†		6,075,000
	18,000	CME Group Inc.		5,689,980
	97,000	Deutsche Bank AG		7,456,390
	470,000	Discover Financial Services		7,003,000
	78,909	Fidelity National Financial Inc., Cl. A		1,169,431
	210,000	Fidelity National Information Services Inc.		4,922,400
	60,000	HSBC Holdings plc, ADR		3,041,400
	90,000	Hudson City BanCorp Inc.		1,274,400
	125,000	Invesco Ltd.		2,738,750
	485,000	JPMorgan Chase & Co.		21,703,750
	260,000	Legg Mason Inc.		7,454,200
	40,000	M&T Bank Corp.		3,175,200
	80,000	Moody’s Corp.		2,380,000
	110,000	Morgan Stanley		3,221,900
	95,000	National Australia Bank Ltd., ADR		2,394,950
	180,000	New York Community BanCorp Inc.		2,977,200
	250,000	NewAlliance Bancshares Inc.		3,155,000
	210,000	PNC Financial Services Group Inc.		12,537,000
	230,000	SLM Corp.†		2,879,600
	46,000	State Street Corp.		2,076,440
	130,000	T. Rowe Price Group Inc.		7,140,900
	420,000	The Bank of New York Mellon Corp.		12,969,600
	75,000	The Blackstone Group LP		1,050,000
	290,000	The Travelers Companies Inc.		15,642,600
	375,000	Waddell & Reed Financial Inc., Cl. A		13,515,000
	10,000	Webster Financial Corp.		174,900

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2010 (Unaudited)


			Market
Shares			Value
		COMMON STOCKS (Continued)
		Financial Services (Continued)
	530,000	Wells Fargo & Co.	$	16,493,600
	19,260	Willis Group Holdings plc		602,645
	170,000	Wilmington Trust Corp.		2,816,900

				220,794,636

		Food and Beverage — 10.5%
	90,000	Campbell Soup Co.		3,181,500
	350,000	China Mengniu Dairy Co. Ltd.†		1,090,897
	235,000	ConAgra Foods Inc.		5,891,450
	126,000	Constellation Brands Inc., Cl. A†		2,071,440
	300,082	Danone		18,076,741
	950,000	Davide Campari — Milano SpA		10,155,933
	270,000	Dr. Pepper Snapple Group Inc.		9,495,900
	275,000	General Mills Inc.		19,467,250
	85,000	H.J. Heinz Co.		3,876,850
	210,000	ITO EN Ltd.		3,250,294
	20,000	ITO EN Ltd., Preference		215,852
	1,000	Kellogg Co.		53,430
	240,000	Kikkoman Corp.		2,808,429
	750,000	Kraft Foods Inc., Cl. A		22,680,000
	150,000	Morinaga Milk Industry Co. Ltd.		590,437
	200,000	NISSIN FOODS HOLDINGS CO. LTD.		6,727,992
	1,100,000	Parmalat SpA		3,012,304
	339,450	Parmalat SpA, GDR (b)(c)		931,247
	62,289	PepsiCo Inc.		4,121,040
	74,000	Pernod-Ricard SA		6,283,773
	19,000	Remy Cointreau SA		981,591
	1,370,000	Sara Lee Corp.		19,084,100
	310,000	The Coca-Cola Co.		17,050,000
	370,000	The Hershey Co.		15,839,700
	450,000	YAKULT HONSHA Co. Ltd.		12,139,266

				189,077,416

		Health Care — 3.6%
	22,000	Abbott Laboratories		1,158,960
	300,000	Boston Scientific Corp.†		2,166,000
	160,000	Bristol-Myers Squibb Co.		4,272,000
	75,000	Covidien plc		3,771,000
	140,000	Eli Lilly & Co.		5,070,800
	5,000	Facet Biotech Corp.†		134,950
	6,000	Fresenius Kabi Pharmaceuticals Holding Inc., CVR†		900
	50,000	Johnson & Johnson		3,260,000
	70,000	Mead Johnson Nutrition Co.		3,642,100
	160,000	Merck & Co. Inc.		5,976,000
	107,000	Millipore Corp.†		11,299,200
	75,000	Owens & Minor Inc.		3,479,250
	720,000	Pfizer Inc.		12,348,000
	26,000	Schiff Nutrition International Inc.		212,680


			Market
Shares			Value
	40,000	St. Jude Medical Inc.†	$	1,642,000
	60,000	Watson Pharmaceuticals Inc.†		2,506,200
	77,000	Zimmer Holdings Inc.†		4,558,400

				65,498,440

		Hotels and Gaming — 0.3%
	90,000	Boyd Gaming Corp.†		889,200
	900,000	Ladbrokes plc		2,171,538
	60,000	Las Vegas Sands Corp.†		1,269,000
	20,000	Pinnacle Entertainment Inc.†		194,800

				4,524,538

		Machinery — 0.6%
	214,500	CNH Global NV†		6,595,875
	70,000	Deere & Co.		4,162,200

				10,758,075

		Manufactured Housing and Recreational Vehicles — 0.0%
	18,000	Skyline Corp.		334,800

		Metals and Mining — 1.0%
	16,000	Agnico-Eagle Mines Ltd.		890,720
	300,000	Alcoa Inc.		4,272,000
	20,000	Alliance Holdings GP LP		645,200
	6,000	Arch Coal Inc.		137,100
	8,000	BHP Billiton Ltd., ADR		642,560
	125,000	Freeport-McMoRan Copper & Gold Inc.		10,442,500
	10,000	Massey Energy Co.		522,900
	25,000	Peabody Energy Corp.		1,142,500

				18,695,480

		Paper and Forest Products — 0.5%
	400,000	International Paper Co.		9,844,000

		Publishing — 0.1%
	1,000,000	Il Sole 24 Ore		2,323,131

		Real Estate — 0.0%
	18,000	Brookfield Asset Management Inc., Cl. A		457,560

		Retail — 2.5%
	235,000	CVS Caremark Corp.		8,591,600
	142,000	Ingles Markets Inc., Cl. A		2,134,260
	105,000	Macy’s Inc.		2,285,850
	400,000	Safeway Inc.		9,944,000
	300,000	Sally Beauty Holdings Inc.†		2,676,000
	48,000	SUPERVALU Inc.		800,640
	120,000	The Great Atlantic & Pacific Tea Co. Inc.†		920,400
	35,000	Wal-Mart Stores Inc.		1,946,000

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2010 (Unaudited)


Shares/			Market
Units			Value
		COMMON STOCKS (Continued)
		Retail (Continued)
	360,000	Walgreen Co.	$	13,352,400
	75,000	Whole Foods Market Inc.†		2,711,250

				45,362,400

		Specialty Chemicals — 1.3%
	1,000	Airgas Inc.		63,620
	5,000	Arkema, ADR		185,444
	104,000	Ashland Inc.		5,488,080
	158,000	E. I. du Pont de Nemours and Co.		5,883,920
	390,000	Ferro Corp.†		3,428,100
	100,000	Olin Corp.		1,962,000
	195,000	The Dow Chemical Co.		5,766,150

				22,777,314

		Telecommunications — 6.0%
	610,000	AT&T Inc.		15,762,400
	275,000	BCE Inc.		8,071,250
	30,000	Belgacom SA		1,171,831
	45,000	Bell Aliant Regional Communications Income Fund (c)(d)		1,125,831
	35,000	BT Group plc, ADR		654,850
	25,000	CenturyTel Inc.		886,500
	680,000	Deutsche Telekom AG, ADR		9,180,000
	55,000	France Telecom SA, ADR		1,321,650
	7,800	GVT Holding SA†		252,858
	31,700	Hellenic Telecommunications Organization SA		393,478
	219,800	Hellenic Telecommunications Organization SA, ADR		1,380,344
	215,000	Portugal Telecom SGPS SA		2,403,860
	300,000	Qwest Communications International Inc.		1,566,000
	2,270,000	Sprint Nextel Corp.†		8,626,000
	100,000	Tandberg ASA		2,851,999
	6,000	Telecom Corp. of New Zealand Ltd., ADR		46,320
	70,000	Telecom Italia SpA, ADR		1,003,800
	15,000	Telefonica SA, ADR		1,066,500
	165,000	Telefonos de Mexico SAB de CV, Cl. L, ADR		2,574,000
	110,000	Telekom Austria AG		1,537,724
	38,000	Telephone & Data Systems Inc.		1,286,300
	100,000	Telephone & Data Systems Inc., Special		2,984,000
	180,000	Telmex Internacional SAB de CV, ADR		3,470,400
	125,000	Telstra Corp. Ltd., ADR		1,718,750
	76,100	TELUS Corp., Non-Voting		2,725,902
	1,000,000	Verizon Communications Inc.		31,020,000
	150,000	Vodafone Group plc, ADR		3,493,500

				108,576,047


			Market
Shares			Value
		Transportation — 0.5%
	250,000	GATX Corp	$	7,162,500
	27,000	Kansas City Southern†		976,590
	11,000	Teekay Corp.		250,140

				8,389,230

		Wireless Communications — 0.3%
	110,000	United States Cellular Corp.†		4,551,800
	40,000	Vimpel-Communications, ADR		736,400

				5,288,200

		TOTAL COMMON STOCKS		1,638,702,341


		CONVERTIBLE PREFERRED STOCKS — 1.0%
		Broadcasting — 0.0%
	15,266	Emmis Communications Corp., 6.250% Cv. Pfd., Ser. A†		241,813

		Building and Construction — 0.0%
	200	Fleetwood Capital Trust, 6.000% Cv. Pfd.†		56

		Energy and Utilities — 0.3%
	5,000	Chesapeake Energy Corp., 5.000% Cv. Pfd. (c)		425,000
	129,000	El Paso Energy Capital Trust I, 4.750% Cv. Pfd.		4,788,480

				5,213,480

		Financial Services — 0.2%
	1,500	Doral Financial Corp., 4.750% Cv. Pfd.		145,500
	84,000	Newell Financial Trust I, 5.250% Cv. Pfd.		3,402,000

				3,547,500

		Telecommunications — 0.5%
	55,000	Cincinnati Bell Inc., 6.750% Cv. Pfd., Ser. B		2,147,750
	105,000	Crown Castle International Corp., 6.250% Cv. Pfd.		6,242,250

				8,390,000

		Transportation — 0.0%
	1,500	GATX Corp., $2.50 Cv. Pfd., Ser. A (d)		214,875


		TOTAL CONVERTIBLE PREFERRED STOCKS		17,607,724


		WARRANTS — 0.0%
		Food and Beverage — 0.0%
	650	Parmalat SpA, GDR, expire 12/31/15† (b)(c)(d)		634

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2010 (Unaudited)


Principal			Market
Amount			Value
		CONVERTIBLE CORPORATE BONDS — 1.6%
		Aerospace — 0.0%
$	500,000	Gencorp Inc., Sub. Deb. Cv., 4.063%, 12/31/39 (c)	$	478,750

		Automotive: Parts and Accessories — 0.0%
	500,000	Standard Motor Products Inc., Sub. Deb. Cv., 15.000%, 04/15/11		507,500

		Broadcasting — 0.5%
	10,000,000	Sinclair Broadcast Group Inc., Sub. Deb. Cv., 6.000%, 09/15/12		9,525,000

		Computer Hardware — 0.2%
	3,000,000	SanDisk Corp., Cv., 1.000%, 05/15/13		2,606,250

		Diversified Industrial — 0.5%
	8,800,000	Griffon Corp., Sub. Deb. Cv., 4.000%, 01/15/17 (c)		9,548,000

		Financial Services — 0.0%
	200,000	Janus Capital Group Inc., Cv., 3.250%, 07/15/14		253,500

		Real Estate — 0.1%
	1,000,000	Palm Harbor Homes Inc., Cv., 3.250%, 05/15/24		675,000

		Retail — 0.3%
	5,300,000	The Great Atlantic & Pacific Tea Co. Inc., Cv., 5.125%, 06/15/11		5,134,375

		TOTAL CONVERTIBLE CORPORATE BONDS		28,728,375


		U.S. GOVERNMENT OBLIGATIONS — 6.4%
		U.S. Treasury Bills — 3.6%
	65,009,000	U.S. Treasury Bills, 0.041% to 0.244%††, 04/15/10 to 09/23/10		64,998,988

		U.S. Treasury Cash Management Bills — 2.8%
	50,655,000	U.S. Treasury Cash Management Bills, 0.107% to 0.178%††, 06/10/10 to 07/15/10		50,639,315

		U.S. Treasury Notes — 0.0%
	595,000	U.S. Treasury Note, 4.125%, 08/15/10		603,902

		TOTAL U.S. GOVERNMENT OBLIGATIONS		116,242,205


	Market
	Value

TOTAL INVESTMENTS — 100.0%
(Cost $1,672,961,205)	$	1,801,281,279

Aggregate book cost	$	1,672,961,205

Gross unrealized appreciation	$	255,832,401
Gross unrealized depreciation		(127,512,327	)

Net unrealized appreciation/depreciation	$	128,320,074


(a)		Security considered an affiliated holding because the Fund owns at least 5% of its outstanding shares.

(b)		At March 31, 2010, the Fund held investments in restricted and illiquid securities amounting to $931,881 or 0.05% of total investments, which were valued under methods approved by the Board of Trustees as follows:

03/31/10

Acquisition

Carrying Value

Shares

Issuer

Date

Cost

Per Unit

339,450

Parmalat SpA, GDR

12/02/03

981,615

2.7434

650

Parmalat SpA, GDR, Warrants expire 12/31/15

11/09/05

—

0.9754


(c)		Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2010, the market value of Rule 144A securities amounted to $12,509,462 or 0.69% of total investments. Except as noted in (b), these securities are liquid.

(d)		Security fair valued under procedures established by the Board of Trustees. The procedures may include reviewing available financial information about the company and reviewing the valuation of comparable securities and other factors on a regular basis. At March 31, 2010, the market value of fair valued securities amounted to $1,341,340 or 0.07% of total investments.

†		Non-income producing security.

††		Represents annualized yield at date of purchase.

ADR		American Depositary Receipt

CVR		Contingent Value Right

GDR		Global Depositary Receipt


	% of
	Market			Market
Geographic Diversification	Value			Value
North America		80.1	%	$	1,442,840,891
Europe		15.5			278,938,046
Japan		3.3			59,063,076
Latin America		0.7			12,130,626
Asia/Pacific		0.4			8,308,640

Total Investments		100.0	%	$	1,801,281,279

See accompanying notes to schedule of investments.

THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO SCHEDULE OF INVESTMENTS (Unaudited)

1. Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the United States of America over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the “Board”) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the “Adviser”).

Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market but prior to the close of business on the day the securities are being valued. Debt instruments with remaining maturities of sixty days or less that are not credit impaired are valued at amortized cost, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Debt instruments having a maturity greater than sixty days for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded.

Securities and assets for which market quotations are not readily available are fair valued as determined by the Board.

The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

	•		Level 1 — quoted prices in active markets for identical securities;

	•		Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.); and

	•		Level 3 — significant unobservable inputs (including the Fund’s determinations as to the fair value of investments).

THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments and other financial instruments by inputs used to value the Fund’s investments as of March 31, 2010 is as follows:


	Valuation Inputs
	Level 1		Level 2			Total
	Quoted		Other Significant			Market Value
	Prices		Observable Inputs			at 3/31/10
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Food and Beverage	$	188,146,169	$	931,247		$	189,077,416
Telecommunications		107,450,216		1,125,831			108,576,047
Other Industries (a)		1,341,048,878		—			1,341,048,878

Total Common Stocks		1,636,645,263		2,057,078			1,638,702,341

Convertible Preferred Stocks:
Transportation		—		214,875			214,875
Other Industries (a)		17,392,849		—			17,392,849

Total Convertible Preferred Stocks		17,392,849		214,875			17,607,724

Warrants (a)		—		634			634
Convertible Corporate Bonds		—		28,728,375			28,728,375
U.S. Government Obligations		—		116,242,205			116,242,205

TOTAL INVESTMENTS IN SECURITIES	$	1,654,038,112	$	147,243,167		$	1,801,281,279

OTHER FINANCIAL INSTRUMENTS:
LIABILITIES (Unrealized Depreciation): *
INTEREST RATE CONTRACT
Interest Rate Swap Agreement	$	—	$	(949,183	)	$	(949,183	)


(a)		Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings.

*		Other financial instruments are derivatives not reflected in the Schedule of Investments, such as futures, forwards, and swaps, which are valued at the unrealized appreciation/depreciation of the instrument.

There were no Level 3 investments held at March 31, 2010 or December 31, 2009.

2. Derivative Instruments. The Fund may engage in various portfolio investment strategies by investing in a number of derivative financial instruments for the purpose of achieving additional return or hedging the value of the Fund’s portfolio, increasing the income of the Fund, hedging or protecting its exposure to interest rate movements and movements in the securities markets, managing risks, or protecting the value of its portfolio against uncertainty in the level of future currency exchange rates. Investing in certain derivative financial instruments, including participation in the options, futures, or swap markets, entails certain execution, liquidity, hedging, tax, and securities, interest, credit, or currency market risks. Losses may arise if the Adviser’s prediction of movements in the direction of the securities, foreign currency, and interest rate markets is inaccurate. Losses may also arise if the counterparty does not perform its duties under a contract, or that, in the event of default, the Fund may be delayed in or prevented from obtaining payments or other contractual remedies owed to it under derivative contracts. The creditworthiness of the counterparties is closely monitored in order to minimize these risks. Participation in derivative transactions involves investment risks, transaction costs, and potential losses to which the Fund would not be subject absent the use of these strategies. The consequences of these risks, transaction costs, and losses may have a negative impact on the Fund’s ability to pay distributions.

THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

Options. The Fund may purchase or write call or put options on securities or indices for the purpose of achieving additional return of hedging the value of the Fund’s portfolio. As a writer of put options, the Fund receives a premium at the outset and then bears the risk of unfavorable changes in the price of the financial instrument underlying the option. The Fund would incur a loss if the price of the underlying financial instrument decreases between the date the option is written and the date on which the option is terminated. The Fund would realize a gain, to the extent of the premium, if the price of the financial instrument increases between those dates. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security.

As a purchaser of put options, the Fund pays a premium for the right to sell to the seller of the put option the underlying security at a specified price. The seller of the put has the obligation to purchase the underlying security upon exercise at the exercise price. If the price of the underlying security declines, the Fund would realize a gain upon sale or exercise. If the price of the underlying security increases or stays the same, the Fund would realize a loss upon sale or at the expiration date, but only to the extent of the premium paid.

In the case of call options, these exercise prices are referred to as “in-the-money,” “at-the-money,” and “out-of-the-money,” respectively. The Fund may write (a) in-the-money call options when the Adviser expects that the price of the underlying security will remain stable or decline during the option period, (b) at-the-money call options when the Adviser expects that the price of the underlying security will remain stable, decline, or advance moderately during the option period, and (c) out-of-the-money call options when the Adviser expects that the premiums received from writing the call option will be greater than the appreciation in the price of the underlying security above the exercise price. By writing a call option, the Fund limits its opportunity to profit from any increase in the market value of the underlying security above the exercise price of the option. Out-of-the-money, at-the-money, and in-the-money put options (the reverse of call options as to the relation of exercise price to market price) may be utilized in the same market environments that such call options are used in equivalent transactions. During the quarter ended March 31, 2010, the Fund had no investments in options.

Swap Agreements. The Fund may enter into equity, contract for difference, and interest rate swap or cap transactions for the purpose of increasing the income of the Fund or hedging or protecting its exposure to interest rate movements and movements in the securities markets. The use of swaps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio security transactions. In an interest rate swap, the Fund would agree to pay periodically to the other party (which is known as the “counterparty”) a fixed rate payment in exchange for the counterparty agreeing to pay to the Fund periodically a variable rate payment that is intended to approximate the Fund’s variable rate payment obligation on Series B Auction Market Cumulative Preferred Shares (“Series B Shares”). In an interest rate cap, the Fund would pay a premium to the counterparty and, to the extent that a specified variable rate index exceeds a predetermined fixed rate, would receive from that counterparty payments of the difference based on the notional amount of such cap. Swap and cap transactions introduce additional risk because the Fund would remain obligated to pay preferred share dividends when due in accordance with the Statement of Preferences even if the counterparty defaulted. In a swap, a set of future cash flows is exchanged between two counterparties. One of these cash flow streams will typically be based on a reference interest rate combined with the performance of a notional value of shares of a stock. The other will be based on the performance of the shares of a stock. Depending on the general state of short-term interest rates and the returns on the Fund’s portfolio securities at the time a swap transaction reaches its scheduled termination date, there is a risk that the Fund will not be able to obtain a replacement transaction or that the terms of the replacement will not be as favorable as on the expiring transaction.

THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

The Fund has entered into an interest rate swap agreement with Citibank N.A. Under the agreement, the Fund receives a floating rate of interest and pays a respective fixed rate of interest on the nominal value of the swap. Details of the swap at March 31, 2010 are as follows:


Notional		Floating Rate*	Termination	Net Unrealized
Amount	Fixed Rate	(rate reset monthly)	Date	Depreciation
$100,000,000	4.01000%	0.22875%	6/02/10	$(949,183)


*		Based on LIBOR (London Interbank Offered Rate)

Current notional amounts are an indicator of the average volume of the Fund’s derivative activities during the period.

Futures Contracts. The Fund may engage in futures contracts for the purpose of certain hedging, yield enhancements, and risk management purposes. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal to a certain percentage of the contract amount. This is known as the “initial margin.” Subsequent payments (“variation margin”) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are included in unrealized appreciation/depreciation on investments and futures contracts. The Fund recognizes a realized gain or loss when the contract is closed.

There are several risks in connection with the use of futures contracts as a hedging instrument. The change in value of futures contracts primarily corresponds with the value of their underlying instruments, which may not correlate with the change in value of the hedged investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. During the quarter ended March 31, 2010, the Fund had no investments in futures contracts.

Forward Foreign Exchange Contracts. The Fund may engage in forward foreign exchange contracts for the purpose of protecting the value of its portfolio against uncertainty in the level of future currency exchange rates or hedging a specific transaction with respect to either the currency in which the transaction is denominated or another currency as deemed appropriate by the Adviser. Forward foreign exchange contracts are valued at the forward rate and are marked-to-market daily. The change in market value is included in unrealized appreciation/depreciation on investments and foreign currency translations. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. During the quarter ended March 31, 2010, the Fund had no investments in forward foreign exchange contracts.

The following table summarizes the net unrealized depreciation of derivatives held at March 31, 2010 by primary risk exposure:


	Net Unrealized
Liability Derivatives:	Depreciation
Interest Rate Contract	$	(949,183	)

AUTOMATIC DIVIDEND REINVESTMENT
AND VOLUNTARY CASH PURCHASE PLANS

Enrollment in the Plan

It is the policy of The Gabelli Dividend & Income Trust (the “Fund”) to automatically reinvest dividends payable to common shareholders. As a “registered” shareholder you automatically become a participant in the Fund’s Automatic Dividend Reinvestment Plan (the “Plan”). The Plan authorizes the Fund to credit common shares to participants upon an income dividend or a capital gains distribution regardless of whether the shares are trading at a discount or a premium to net asset value. All distributions to shareholders whose shares are registered in their own names will be automatically reinvested pursuant to the Plan in additional shares of the Fund. Plan participants may send their common shares certificates to Computershare Trust Company, N.A. (“Computershare”) to be held in their dividend reinvestment account. Registered shareholders wishing to receive their distributions in cash must submit this request in writing to:

The Gabelli Dividend & Income Trust
c/o Computershare
P.O. Box 43010
Providence, RI 02940-3010

Shareholders requesting this cash election must include the shareholder’s name and address as they appear on the share certificate. Shareholders with additional questions regarding the Plan or requesting a copy of the terms of the Plan, may contact Computershare at (800) 336-6983.

If your shares are held in the name of a broker, bank, or nominee, you should contact such institution. If such institution is not participating in the Plan, your account will be credited with a cash dividend. In order to participate in the Plan through such institution, it may be necessary for you to have your shares taken out of “street name” and re-registered in your own name. Once registered in your own name your distributions will be automatically reinvested. Certain brokers participate in the Plan. Shareholders holding shares in “street name” at participating institutions will have dividends automatically reinvested. Shareholders wishing a cash dividend at such institution must contact their broker to make this change.

The number of shares of common shares distributed to participants in the Plan in lieu of cash dividends is determined in the following manner. Under the Plan, whenever the market price of the Fund’s common shares is equal to or exceeds net asset value at the time shares are valued for purposes of determining the number of shares equivalent to the cash dividends or capital gains distribution, participants are issued shares of common shares valued at the greater of (i) the net asset value as most recently determined or (ii) 95% of the then current market price of the Fund’s common shares. The valuation date is the dividend or distribution payment date or, if that date is not a New York Stock Exchange (“NYSE”) trading day, the next trading day. If the net asset value of the common shares at the time of valuation exceeds the market price of the common shares, participants will receive shares from the Fund valued at market price. If the Fund should declare a dividend or capital gains distribution payable only in cash, Computershare will buy shares of common shares in the open market, or on the NYSE or elsewhere, for the participants’ accounts, except that Computershare will endeavor to terminate purchases in the open market and cause the Fund to issue shares at net asset value if, following the commencement of such purchases, the market value of the common shares exceeds the then current net asset value.

The automatic reinvestment of dividends and capital gains distributions will not relieve participants of any income tax which may be payable on such distributions. A participant in the Plan will be treated for federal income tax purposes as having received, on a dividend payment date, a dividend or distribution in an amount equal to the cash the participant could have received instead of shares.

Voluntary Cash Purchase Plan

The Voluntary Cash Purchase Plan is yet another vehicle for our shareholders to increase their investment in the Fund. In order to participate in the Voluntary Cash Purchase Plan, shareholders must have their shares registered in their own name.

Participants in the Voluntary Cash Purchase Plan have the option of making additional cash payments to Computershare for investments in the Fund’s common shares at the then current market price. Shareholders may send an amount from $250 to $10,000. Computershare will use these funds to purchase shares in the open market on or about the 1st and 15th of each month. Computershare will charge each shareholder who participates $0.75, plus a pro rata share of the brokerage commissions. Brokerage charges for such purchases are expected to be less than the usual brokerage charge for such transactions. It is suggested that any voluntary cash payments be sent to Computershare, P.O. Box 43010, Providence, RI 02940-3010 such that Computershare receives such payments approximately 10 days before the 1st and 15th of the month. Funds not received at least five days before the investment date shall be held for investment until the next purchase date. A payment may be withdrawn without charge if notice is received by Computershare at least 48 hours before such payment is to be invested.

Shareholders wishing to liquidate shares held at Computershare must do so in writing or by telephone. Please submit your request to the above mentioned address or telephone number. Include in your request your name, address, and account number. The cost to liquidate shares is $2.50 per transaction as well as the brokerage commission incurred. Brokerage charges are expected to be less than the usual brokerage charge for such transactions.

For more information regarding the Automatic Dividend Reinvestment Plan and Voluntary Cash Purchase Plan, brochures are available by calling (914) 921-5070 or by writing directly to the Fund.

The Fund reserves the right to amend or terminate the Plan as applied to any voluntary cash payments made and any dividend or distribution paid subsequent to written notice of the change sent to the members of the Plan at least 90 days before the record date for such dividend or distribution. The Plan also may be amended or terminated by Computershare on at least 90 days written notice to participants in the Plan.

TRUSTEES AND OFFICERS
THE GABELLI DIVIDEND & INCOME TRUST

One Corporate Center, Rye, NY 10580-1422

Trustees

Mario J. Gabelli, CFA
Chairman & Chief Executive Officer,
GAMCO Investors, Inc.

Anthony J. Colavita
President,
Anthony J. Colavita, P.C.

James P. Conn
Former Managing Director &
Chief Investment Officer,
Financial Security Assurance Holdings Ltd.

Mario d’Urso
Former Italian Senator

Frank J. Fahrenkopf, Jr.
President & Chief Executive Officer,
American Gaming Association

Michael J. Melarkey
Attorney-at-Law,
Avansino, Melarkey, Knobel & Mulligan

Salvatore M. Salibello
Certified Public Accountant,
Salibello & Broder, LLP

Edward T. Tokar
Senior Managing Director,
Beacon Trust Company

Anthonie C. van Ekris
Chairman, BALMAC International, Inc.

Salvatore J. Zizza
Chairman, Zizza & Co., Ltd.

Officers

Bruce N. Alpert
President & Acting Treasurer

Carter W. Austin
Vice President

Peter D. Goldstein
Chief Compliance Officer & Acting Secretary

Agnes Mullady*
Treasurer & Secretary

Investment Adviser

Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422

Custodian

State Street Bank and Trust Company

Counsel

Skadden, Arps, Slate, Meagher & Flom LLP

Transfer Agent and Registrar

Computershare Trust Company, N.A.

Stock Exchange Listing

5.875%

6.00%

Common

Preferred

NYSE-Symbol:

GDV

GDV PrA

GDV PrD

Shares Outstanding:

83,315,237

3,048,019

2,542,296


*		Agnes Mullady is on a leave of absence for a limited period of time.

The Net Asset Value per share appears in the Publicly Traded Funds column, under the heading “General Equity Funds,” in Monday’s The Wall Street Journal. It is also listed in Barron’s Mutual Funds/Closed End Funds section under the heading “General Equity Funds.”

The Net Asset Value per share may be obtained each day by calling (914) 921-5070 or visiting www.gabelli.com.

For general information about the Gabelli Funds, call 800-GABELLI (800-422-3554), fax us at 914-921-5118, visit Gabelli Funds’ Internet homepage at: www.gabelli.com, or e-mail us at: closedend@gabelli.com

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that the Fund may, from time to time, purchase its common shares in the open market when the Fund’s shares are trading at a discount of 7.5% or more from the net asset value of the shares. The Fund may also, from time to time, purchase its preferred shares in the open market when the preferred shares are trading at a discount to the liquidation value.

Item 2. Controls and Procedures.

	(a)		The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 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 240.15d-15(b)).

	(b)		There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) 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.

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.


(Registrant) The Gabelli Dividend & Income Trust
By (Signature and Title)*	/s/ Bruce N. Alpert
	Bruce N. Alpert, Principal Executive Officer



By (Signature and Title)*	/s/ Bruce N. Alpert
	Bruce N. Alpert, Principal Executive Officer & Principal Financial Officer


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