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: 811-21980

ALPINE TOTAL DYNAMIC DIVIDEND FUND

(Exact name of registrant as specified in charter)

2500 Westchester Avenue, Suite 215, Purchase, New York 10577

(Address of principal executive offices) (Zip code)

Alpine Woods Capital Investors, LLC

2500 Westchester Avenue, Suite 215

Purchase, New York 10577

(Name and address of agent for service)

Copies of information to:

Rose F. DiMartino, Esq.

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, NY 10019-6099

Registrant’s telephone number, including area code: 914-251-0880

Date of fiscal year end: October 31, 2018

Date of reporting period: January 31, 2018

Item 1. Schedule of Investments.

Schedule of Portfolio Investments	Alpine Total Dynamic Dividend Fund
January 31, 2018 (Unaudited)

Shares		Security Description	Value
Common Stocks-99.0%
Aerospace & Defense-0.5%
	29,100	Raytheon Co. (a)	$	6,080,154
Air Freight & Logistics-1.4%
	60,100	FedEx Corp. (a)		15,775,048
Airlines-2.2%
	287,900	Delta Air Lines, Inc. (a)		16,344,083
	249,500	Japan Airlines Co., Ltd.		9,399,959
				25,744,042
Auto Components-1.5%
	122,200	Aptiv PLC		11,594,336
	1,012,000	GKN PLC		6,075,161
				17,669,497
Banks-13.1%
	1,185,700	Banco Bilbao Vizcaya Argentaria SA		11,140,894
	445,000	Bank of America Corp. (a)		14,240,000
	134,800	BNP Paribas SA		11,146,236
	9,000,000	China Construction Bank Corp.-Class H		10,377,557
	153,600	Citigroup, Inc. (a)		12,054,528
	271,500	Citizens Financial Group, Inc. (a)		12,461,850
	3,036,600	Intesa Sanpaolo SpA		11,915,369
	1,011,200	Mediobanca Banca di Credito Finanziario SpA		12,293,416
	1,722,400	Mitsubishi UFJ Financial Group, Inc.		12,949,949
	579,000	Regions Financial Corp. (a)		11,134,170
	288,800	Swedbank AB-A Shares		7,381,353
	84,000	The PNC Financial Services Group, Inc. (a)		13,273,680
	156,000	Wells Fargo & Co. (a)		10,261,680
				150,630,682
Biotechnology-0.9%
	75,500	Shire PLC-ADR (a)		10,573,020
Capital Markets-3.0%
	651,900	Ares Capital Corp. (a)		10,397,805
	69,900	Deutsche Boerse AG		8,969,160
	60,800	Evercore, Inc.-Class A (a)		6,113,440
	249,000	The Blackstone Group LP (a)		9,100,950
				34,581,355
Chemicals-2.4%
	371,000	Clariant AG (b)		10,618,791
	175,000	Huntsman Corp.		6,049,750
	136,000	Symrise AG		11,373,787
				28,042,328
Commercial Services & Supplies-0.5%
	140,000	ISS A/S		5,462,674
Communications Equipment-1.3%
	245,300	Cisco Systems, Inc. (a)		10,189,762
	1,071,000	Nokia OYJ		5,155,246
				15,345,008

The accompanying notes are an integral part of these financial statements.

Schedule of Portfolio Investments	Alpine Total Dynamic Dividend Fund
January 31, 2018 (Unaudited)

Construction & Engineering-3.2%
	259,700	Bouygues SA	14,435,212
	5,467,500	China Railway Construction Corp., Ltd.-Class H	6,646,843
	671,804	Ferrovial SA	15,409,592
			36,491,647
Consumer Finance-0.8%
	64,800	Discover Financial Services (a)	5,171,040
	114,200	Synchrony Financial (a)	4,531,456
			9,702,496
Diversified Telecommunication Services-2.1%
	2,562,737	BT Group PLC	9,295,061
	556,200	Cellnex Telecom SAU (c)	15,019,462
			24,314,523
Electric Utilities-1.6%
	172,100	FirstEnergy Corp.	5,662,090
	83,000	NextEra Energy, Inc. (a)	13,148,860
			18,810,950
Electrical Equipment-0.4%
	1,502,400	Melrose Industries PLC	4,829,524
Electronic Equipment, Instruments & Components-1.4%
	160,000	TE Connectivity, Ltd. (a)	16,404,800
Energy Equipment & Services-1.3%
	112,300	Helmerich & Payne, Inc.	8,088,969
	84,700	Schlumberger, Ltd.	6,232,226
			14,321,195
Equity Real Estate Investment-4.1%
	42,023	Alexander & Baldwin, Inc.	1,114,450
	68,000	American Tower Corp. (a)	10,043,600
	592,900	Colony NorthStar, Inc.-Class A (a)	5,324,242
	79,500	CyrusOne, Inc.	4,586,355
	48,000	Digital Realty Trust, Inc. (a)	5,373,600
	780	Nippon Building Fund, Inc.	4,179,720
	394,000	Park Hotels & Resorts, Inc. (a)	11,390,540
	234,700	The Geo Group, Inc. (a)	5,292,485
			47,304,992
Food & Staples Retailing-1.0%
	152,700	CVS Health Corp. (a)	12,015,963
Food Products-2.5%
	165,000	Nestle SA	14,256,567
	352,000	Nomad Foods, Ltd. (b)	5,998,080
	68,600	The J.M. Smucker Co.	8,704,654
			28,959,301
Health Care Equipment & Supplies-1.7%
	118,900	Medtronic PLC (a)	10,212,321
	75,500	Zimmer Biomet Holdings, Inc. (a)	9,597,560
			19,809,881

The accompanying notes are an integral part of these financial statements.

Schedule of Portfolio Investments	Alpine Total Dynamic Dividend Fund
January 31, 2018 (Unaudited)

Health Care Providers & Services-3.3%
	39,600	Aetna, Inc.	7,398,072
	34,400	McKesson Corp. (a)	5,809,472
	49,300	UnitedHealth Group, Inc. (a)	11,673,254
	107,600	Universal Health Services, Inc.-Class B (a)	13,073,400
			37,954,198
Hotels, Restaurants & Leisure-1.4%
	238,800	Melco Resorts & Entertainment, Ltd.-ADR (a)	7,111,464
	254,100	MGM Resorts International (a)	9,261,945
			16,373,409
Household Durables-2.7%
	4,046	Lennar Corp.-B Shares	204,889
	213,800	Lennar Corp.-Class A (a)	13,396,708
	200,000	Newell Brands, Inc. (a)	5,288,000
	67,700	Whirlpool Corp. (a)	12,282,134
			31,171,731
Household Products-1.3%
	490,000	Essity AB-Class B (b)	14,675,313
Independent Power and Renewable Electricity Producers-0.9%
	300,000	NRG Yield, Inc.-Class C (a)	5,670,000
	210,800	Pattern Energy Group, Inc.-Class A	4,346,696
			10,016,696
Insurance-1.9%
	47,500	Allianz SE	12,001,130
	85,900	American International Group, Inc.	5,490,728
	32,600	The Travelers Cos., Inc.	4,887,392
			22,379,250
Internet Software & Services-0.9%
	9,000	Alphabet, Inc.-Class C (b)	10,529,460
IT Services-2.4%
	436,000	CSRA, Inc. (a)	14,510,080
	203,000	Leidos Holdings, Inc. (a)	13,519,800
			28,029,880
Life Sciences Tools & Services-1.2%
	63,200	Thermo Fisher Scientific, Inc. (a)	14,163,752
Machinery-2.2%
	146,000	Alstom SA	6,407,762
	5,209,950	CRRC Corp., Ltd.-Class H	5,161,565
	77,900	Snap-on, Inc. (a)	13,345,049
			24,914,376
Media-1.0%
	275,000	Comcast Corp.-Class A (a)	11,695,750
Metals & Mining-2.5%
	393,000	ArcelorMittal-NY Registered (b)	14,301,270
	78,600	Randgold Resources, Ltd.-ADR (a)	7,951,176
	1,165,000	Sandfire Resources NL	6,749,661
			29,002,107

The accompanying notes are an integral part of these financial statements.

Schedule of Portfolio Investments	Alpine Total Dynamic Dividend Fund
January 31, 2018 (Unaudited)

Multi-Utilities-1.8%
	146,500	CMS Energy Corp. (a)	6,555,875
	548,900	Veolia Environnement SA	13,827,364
			20,383,239
Multiline Retail-1.7%
	120,600	Dollar General Corp. (a)	12,436,272
	86,500	Target Corp.	6,506,530
			18,942,802
Oil, Gas & Consumable Fuels-4.8%
	101,100	Andeavor	10,934,976
	277,000	BP PLC-SP ADR	11,852,830
	231,000	Enbridge, Inc. (a)	8,461,530
	55,300	EOG Resources, Inc.	6,359,500
	642,500	Kinder Morgan, Inc. (a)	11,552,150
	99,000	TOTAL SA-SP ADR	5,747,940
			54,908,926
Paper & Forest Products-2.2%
	384,000	Fibria Celulose SA-SP ADR	6,604,800
	526,000	Stora Enso OYJ-R Shares	9,025,222
	275,000	UPM-Kymmene OYJ	9,266,306
			24,896,328
Personal Products-0.8%
	151,000	Unilever NV	8,745,662
Pharmaceuticals-2.4%
	44,500	Allergan PLC	8,021,570
	133,500	Novartis AG-SP ADR (a)	12,023,010
	196,000	Pfizer, Inc. (a)	7,259,840
			27,304,420
Real Estate Management & Development-0.8%
	357,000	Mitsui Fudosan Co., Ltd.	9,344,394
Road & Rail-3.0%
	63,500	Canadian Pacific Railway, Ltd. (a)	11,750,040
	76,500	Norfolk Southern Corp. (a)	11,542,320
	2,541,004	Rumo SA (b)	11,381,082
			34,673,442
Semiconductors & Semiconductor Equipment-4.2%
	272,600	Applied Materials, Inc. (a)	14,619,538
	47,100	Broadcom, Ltd. (a)	11,682,213
	331,000	Intel Corp. (a)	15,934,340
	79,900	SK Hynix, Inc.	5,499,508
			47,735,599
Software-1.2%
	94,000	Microsoft Corp. (a)	8,930,940
	196,100	Symantec Corp.	5,339,803
			14,270,743
Specialty Retail-2.0%
	74,500	Lowe’s Cos., Inc.	7,802,385
	191,700	TJX Cos., Inc. (a)	15,397,344
			23,199,729

The accompanying notes are an integral part of these financial statements.

Schedule of Portfolio Investments	Alpine Total Dynamic Dividend Fund
January 31, 2018 (Unaudited)

Technology Hardware, Storage & Peripherals-2.8%
	114,500	Apple, Inc. (a)		19,170,735
	3,150	Samsung Electronics Co., Ltd.		7,359,882
	64,500	Western Digital Corp. (a)		5,739,210
				32,269,827
Textiles, Apparel & Luxury Goods-0.9%
	84,100	Carter’s, Inc. (a)		10,117,230
Transportation Infrastructure-0.7%
	1,630,000	CCR SA		8,016,981
Wireless Telecommunication Services-1.1%
	3,800,000	Vodafone Group PLC		12,118,131
		Total Common Stocks (Cost $856,993,360)		1,140,702,455
Exchange-Traded Funds-1.9%
	103,800	iShares Nasdaq Biotechnology ETF		11,841,504
	262,000	SPDR S&P Oil & Gas Exploration & Production ETF		9,670,420
		Total Exchange-Traded Funds (Cost $20,487,786)		21,511,924
Total Investments (Cost $877,481,146) (d) - 100.9%				1,162,214,379
Liabilities in Excess of Other Assets-(0.9)%				(10,448,261	)
TOTAL NET ASSETS 100.0%			$	1,151,766,118

Percentages are stated as a percent of net assets.

(a) All or a portion of the security has been designated as collateral for the line of credit.

(b) Non-income producing security.

(c) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. These securities have been determined to be liquid under guidelines established by the Board of Trustees. Liquid securities restricted under Rule 144A comprised 1.3% of the Fund’s net assets.

(d) See Note 2B for the cost of investments for federal tax purposes.

AB-Aktiebolag is the Swedish equivalent of a corporation.

ADR-American Depositary Receipt

AG-Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

ETF-Exchange-Traded Fund

NV-Naamloze Vennootschap is the Dutch term for a public limited liability corporation.

OYJ-Osakeyhtio is the Finnish equivalent of a limited company.

PLC-Public Limited Company

SA-Generally designates corporations in various countries, mostly those employing the civil law.

SP ADR-Sponsored American Depositary Receipt

SpA-Societa’ Per Azioni is an Italian shared company.

Forward Currency Contracts

The following forward currency contracts were held as of January 31, 2018:

Description	Counterparty	Settlement Date	Currency Sold			Settlement Value in USD		Current Value		Unrealized Depreciation
Contracts Sold:
EUR	State Street Bank and Trust Company	06/06/18		26,000,000	EUR	$	31,165,290	$	32,555,332	$	(1,390,042	)
										$	(1,390,042	)

The accompanying notes are an integral part of these financial statements.

Alpine Total Dynamic Dividend Fund

Notes to Schedule of Portfolio Investments

January 31, 2018 (Unaudited)

1. Organization:

Alpine Total Dynamic Dividend Fund (the “Fund”) is a diversified, closed-end management investment company. The Fund was organized as a Delaware statutory trust on October 27, 2006, and had no operating history prior to January 26, 2007. The Board of Trustees (the “Board”) authorized an unlimited number of shares with no par value. The Fund’s primary investment objective is to seek high current dividend income. The Fund also focuses on long-term growth of capital as a secondary investment objective.

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 946 Financial Services - Investment Companies.

2. Significant Accounting Policies:

The following is a summary of significant accounting policies consistently followed by theFund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require management to make estimates and assumptions that affect amounts reported herein. Actual results could differ from those estimates. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ.

A. Valuation of Securities:

The net asset value (“NAV”) of shares of the Fund is calculated by dividing the value of the Fund’s net assets by the number of outstanding shares. NAV is determined each day the New York Stock Exchange (“NYSE”) is open as of the close of regular trading (normally, 4:00 p.m., Eastern Time). In computing NAV, portfolio securities of the Fund are valued at their current fair values determined on the basis of market quotations or if market quotations are not readily available or determined to be unreliable, through procedures and/or guidelines established by the Board. In computing the Fund’s NAV, equity securities that are traded on a securities exchange in the United States, except for those listed on NASDAQ Global Market, NASDAQ Global Select Market and NASDAQ Capital Market exchanges (collectively, “NASDAQ”) and option securities are valued at the last reported sale price as of the time of valuation. Securities traded on NASDAQ will be valued at the NASDAQ Official Closing Prices (“NOCP”). If, on a particular day, an exchange traded or NASDAQ security does not trade, then the mean between the most recent quoted bid and asked prices will be used. For equity investments traded on more than one exchange, the last reported sale price on the exchange where the stock is primarily traded is used. Equity-linked structured notes are valued by referencing the last reported sale or settlement price of the underlying security on the day of valuation. Foreign exchange adjustments are applied to the last reported price to convert the underlying security’s trading currency to the equity-linked structured note’s settlement currency. Each option security traded on a securities exchange in the United States is valued at the last current reported sales price as of the time of valuation if the last current reported sales price falls within the consolidated bid/ask quote. If the last current reported sale price does not fall within the consolidated bid/ask quote, the security is valued at the mid-point of the consolidated bid/ask quote for the option security. Forward currency contracts are valued based on third-party vendor quotations. Each security traded in the over-the-counter market and quoted on the NASDAQ National Market System is valued at the NOCP, as determined by NASDAQ, or lacking an NOCP, the last current reported sale price as of the time of valuation by NASDAQ, or lacking any current reported sale on NASDAQ at the time of valuation, at the mean between the most recent bid and asked quotations. Each over-the-counter option that is not traded through the Options Clearing Corporation is valued by the counterparty of the option, or if the counterparty’s price is not readily available, then by using the Black-Scholes method. Debt and short-term securities are valued based on an evaluated bid price as furnished by pricing services approved by the Board, which may be based on market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders, a computerized matrix system, or appraisals derived from information concerning the securities or similar securities received from recognized dealers in those securities. Each other security traded over-the-counter is valued at the mean between the most recent bid and asked quotations.

Securities that are principally traded in a foreign market are valued at the last current sale price at the time of valuation or lacking any current or reported sale, at the time of valuation, at the mean between the most recent bid and asked quotations as of the close of the appropriate exchange or other designated time. Trading in securities on European and Far Eastern securities exchanges and over-the-counter markets is normally completed at various times before the close of business on each day on which the NYSE is open. Trading of these securities may not take place on every NYSE business day. In addition, trading may take place in various foreign markets on Saturdays or on other days when the NYSE is not open and on which the Fund’s NAV is not calculated.

When market quotations are not readily available or when the valuation methods mentioned above are not reflective of a fair value of the security, the security is valued at fair value following procedures and/or guidelines approved by the Board. The Fund

may also use fair value pricing, if the value of a security it holds is, pursuant to the Board guidelines, materially affected by events occurring before the Fund’s NAV is calculated but after the close of the primary market or market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders, a computerized matrix system, or appraisals derived from information concerning the securities or similar securities received from recognized dealers in those securities. The Board has approved the use of a third-party pricing vendor’s proprietary fair value pricing model to assist in determining current valuation for foreign equities and over-the-counter derivatives traded in markets that close prior to the NYSE. When fair value pricing is employed, the value of the portfolio security used to calculate the Fund’s NAV may differ from quoted or official closing prices. The Fund may also fair value a security if the Fund or Adviser believes that the market price is stale. Other types of securities that the Fund may hold for which fair value pricing might be required include illiquid securities including restricted securities and private placements for which there is no public market.

For securities valued by the Fund, valuation techniques are used to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.

The Board of Trustees adopted procedures which utilize fair value procedures when any assets for which reliable market quotations are not readily available or for which the Fund’s pricing service does not provide a valuation or provides a valuation that in the judgment of the Adviser does not represent fair value. The Board of Trustees has established a Valuation Committee which is responsible for: (1) monitoring the valuation of Fund securities and other investments; and (2) as required, when the Board of Trustees is not in session, reviewing and approving the fair value of illiquid and other holdings after consideration of all relevant factors, which determinations are reported to the Board of Trustees.

Fair Value Measurement:

In accordance with FASB ASC 820, “Fair Value Measurement” (“ASC 820”), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market the most advantageous market for the investment or liability. ASC 820 uses a three-tier hierarchy to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entities’ own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

Level 1	-	Unadjusted quoted prices in active markets for identical investments.
Level 2	-	Other significant observable inputs (including quoted prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates, etc.).
Level 3	-	Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

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

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Various inputs are used in determining the value of the Fund’s investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under ASC 820.

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of January 31, 2018:

	Valuation Inputs
Investments in Securities at Value *		Level 1		Level 2		Level 3		Total Value
Common Stocks	$	1,140,702,455	$	—	$	—	$	1,140,702,455
Exchange-Traded Funds		21,511,924		—		—		21,511,924
Total	$	1,162,214,379	$	—	$	—	$	1,162,214,379

	Valuation Inputs
Other Financial Instruments		Level 1		Level 2			Level 3		Total Value
Liabilities
Forward Currency Contracts		—		(1,390,042	)		—		(1,390,042	)
Total	$	—	$	(1,390,042	)	$	—	$	(1,390,042	)

* For detailed industry descriptions, see accompanying Schedule of Portfolio Investments.

For the period ended January 31, 2018, there were no transfers between Level 1, Level 2 and Level 3. The Fund recognizes transfers as of the beginning of the period.

B. Federal and Other Income Taxes:

It is the Fund’s policy to comply with the Federal income and excise tax requirements of the Internal Revenue Code of 1986 (the “Code”), as amended, applicable to regulated investment companies and to timely distribute all of its investment company taxable income and net realized capital gains to shareholders in accordance with the timing requirements imposed by the Code. Therefore, no Federal income tax provision is required. Capital gains realized on some foreign securities are subject to foreign taxes. Dividends and interest from non-U.S. sources received by the Fund are generally subject to non-U.S. withholding taxes at rates ranging up to 30%. Such capital gains and withholding taxes, which are accrued as applicable, may be reduced or eliminated under the terms of applicable U.S. income tax treaties, and the Fund intends to undertake procedural steps to claim the benefits of such treaties. Where available, the Fund will file refund claims for foreign taxes withheld.

As of January 31, 2018, net unrealized appreciation/(depreciation) of investments, excluding foreign currency, based on Federal tax costs was as follows:*

Cost of investments		Gross unrealized appreciation		Gross unrealized depreciation			Net unrealized appreciation
$	877,481,146	$	307,442,645	$	(22,709,412	)	$	284,733,233

* Because tax adjustments are calculated annually, the above table reflects the tax adjustments outstanding at the Fund’s previous fiscal year end. For the previous fiscal year’s Federal income tax information, please refer to the Notes to Financial Statements section in the Fund’s most recent semi-annual or annual report.

C. Distributions to Shareholders:

The Fund intends to make a level distribution each month to its shareholders of the net investment income of the Fund after payment of Fund operating expenses. The level distribution rate may be modified or eliminated by the Board from time to time. If a monthly distribution exceeds the Fund’s monthly estimated investment company taxable income (which may include net short-term capital gain) and net tax-exempt income, the excess could result in a tax-free return of capital distribution from the Fund’s assets. The determination of a tax-free return of capital is made on an annual basis as further described below. The Fund’s final distribution for each calendar year will include any remaining investment company taxable income and net tax-exempt income undistributed during the year, as well as all net capital gains, if any, realized during the year. If the total distributions made in any fiscal year exceed annual investment company taxable income, net tax-exempt income and net capital gain, such excess distributed amount would be treated as ordinary dividend income to the extent of the Fund’s current and accumulated earnings and profits. Distributions in excess of the accumulated investment company taxable income, net tax-exempt income and net capital gain would first be a tax-free return of capital to the extent of the adjusted tax basis in the shares. After such adjusted tax basis is reduced to zero, the distribution would constitute capital gain (assuming the shares are held as capital assets). Distributions to shareholders are recorded by the Fund on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.

D. Foreign Currency Translation Transactions:

The Fund may invest in foreign securities. In the event that the Fund executes a foreign security transaction, the Fund will generally enter into a forward foreign currency contract to settle the foreign security transaction. The Fund does not isolate the portion of each portfolio invested in foreign securities of its net realized and unrealized gains and losses on investments resulting from changes in foreign exchange rates from the impact arising from changes in market process. Such fluctuations are included with net realized and unrealized gain or loss from investments. Net realized foreign currency transaction gains and losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the differences between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency translation gains and losses arise from changes in the value of assets and liabilities, other than investments in securities, resulting from changes in the exchange rates. The books and records of the Fund are maintained in U.S. dollars. Non-U.S. dollar-denominated amounts are translated into U.S. dollars as follows, with the resultant translation gains and losses recorded in the Statement of Operations:

i) fair value of investment securities and other assets and liabilities at the exchange rate on the valuation date.

ii) purchases and sales of investment securities, income and expenses at the exchange rate prevailing on the respective date of such transactions.

E. Risks Associated with Foreign Securities and Currencies:

Investments in securities of foreign issuers carry certain risks not ordinarily associated with investments in securities of domestic issuers. Such risks include future political and economic developments and the possible imposition of exchange controls or other foreign governmental laws and restrictions. In addition, with respect to certain countries, there is a possibility of expropriation of assets, confiscatory taxation, political or social instability or diplomatic developments, which could adversely affect investments in those countries. Generally, when the U.S. dollar rises in value against a foreign currency, the Fund’s investments denominated in that currency will lose value because that currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value.

Certain countries may also impose substantial restrictions on investments in their capital markets by foreign entities, including restrictions on investments in issuers or industries deemed sensitive to relevant national interests. These factors may limit the investment opportunities available to the Fund or result in a lack of liquidity and high price volatility with respect to securities of issuers from developing countries.

F. Equity-Linked Structured Notes:

The Fund may invest in equity-linked structured notes. Equity-linked structured notes are securities which are specially designed to combine the characteristics of one or more underlying securities and their equity derivatives in a single note form. The return and/or yield or income component may be based on the performance of the underlying equity securities, and equity index, and/or option positions. Equity-linked structured notes are typically offered in limited transactions by financial institutions in either registered or non-registered form. An investment in equity-linked structured notes creates exposure to the credit risk of the issuing financial institution, as well as to the market risk of the underlying securities. There is no guaranteed return of principal with these securities and the appreciation potential of these securities may be limited by a maximum payment or call right. In certain cases, equity-linked structured notes may be more volatile and less liquid than complex securities or other types of fixed-income securities. Such securities may exhibit price behavior that does not correlate with other fixed-income securities.

G. Forward Currency Contracts:

The Fund is subject to foreign currency exchange rate risk in the normal course of pursuing its investment objective. The Fund may use forward currency contracts to gain exposure to or economically hedge against changes in the value of foreign currencies. A forward currency contract (“forward”) is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of the forward contract fluctuates with changes in forward currency exchange rates. The forward contract is marked-to-market daily and the change in market value is recorded by the Fund as unrealized appreciation or depreciation. When the forward contract is closed, a Fund records a realized gain or loss equal to the fluctuation in value during the period the forward contract was open. A Fund could be exposed to risk if a counterparty is unable to meet the terms of a forward or if the value of the currency changes unfavorably. The Fund’s forward contracts are not subject to a master netting agreement or similar agreement. The Fund entered into forward currency contracts during the reporting period to economically hedge against changes

in the value of foreign currencies. Forward currency contracts outstanding at period end are listed after the Fund’s Schedule of Investments.

Item 2 - Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer have evaluated the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of this filing and have concluded that the Registrant’s disclosure controls and procedures were effective, as of that date.

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

Item 3 – Exhibits.

Separate certifications for the Registrant’s principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached as Ex99.CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ALPINE TOTAL DYNAMIC DIVIDEND FUND
By:	/s/ Samuel A. Lieber
	Samuel A. Lieber
	President (Principal Executive Officer)
Date:	March 23, 2018

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Samuel A. Lieber
	Samuel A. Lieber
	President (Principal Executive Officer)
Date:	March 23, 2018
By:	/s/ Ronald G. Palmer, Jr.
	Ronald G. Palmer, Jr.
	Chief Financial Officer (Principal Financial Officer)
Date:	March 23, 2018