Enhanced S&P 500 Covered Call Fund (BEO) N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-21787

Name of Fund: Enhanced S&P 500^® Covered Call Fund Inc. (BEO)

Fund Address: 2 World Financial Center, 7^th Floor, New York, New York 10281.

Name and address of agent for service: Justin C. Ferri, Chief Executive Officer, Enhanced S&P 500^® Covered Call Fund Inc., 2 World Financial Center, 7th Floor, New York, New York 10281.

Registrant’s telephone number, including area code: (877) 449-4742

Date of fiscal year end: December 31, 2009

Date of reporting period: June 30, 2009

Item 1 – Report to Stockholders

Enhanced S&P 500^®
    Covered Call Fund Inc.

Semi-Annual Report

(Unaudited)
     June 30, 2009

Enhanced S&P 500^® Covered Call Fund Inc.

Directors and Officers

Paul Glasserman, Director and Chairman of the Board

Steven W. Kohlhagen, Director and Chairman of the Audit Committee

Laura S. Unger, Director and Chairperson of the Nominating and Corporate Governance Committee

William J. Rainer, Director

Justin C. Ferri, President

James E. Hillman, Vice President and Treasurer

Colleen R. Rusch, Vice President and Secretary

Michelle H. Rhee, Chief Legal Officer

Robert M. Zakem, Chief Compliance Officer

Jeff E. McGoey, Vice President

Custodian

State Street Bank and Trust Company

P.O. Box 351

Boston, MA 02101

Transfer Agent

BNY Mellon Shareowner Services

480 Washington Boulevard

Jersey City, NJ 07310

Proxy Results

During the six-month period ended June 30, 2009, the stockholders of Enhanced S&P 500^® Covered Call Fund Inc. voted on the following proposal, which was approved at the annual meeting of stockholders on April 24, 2009. A description of the proposal and number of shares voted are as follows:

		Shares Voted For	Shares Withheld From Voting
To elect the Fund’s Board of Directors:	Paul Glasserman	6,301,176	354,031
	Steven W. Kohlhagen	6,299,582	355,625
	William J. Rainer	6,307,368	347,839
	Laura S. Unger	6,307,480	347,727

2 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Fund Profile as of June 30, 2009 (Unaudited)

Fund Information

The investment objective of Enhanced S&P 500^® Covered Call Fund Inc. (the “Fund”) is to seek leveraged returns on the CBOE S&P 500^® BuyWrite Index^SM (the “BXM Index”), less fees and expenses. The Fund will employ leverage to increase the volatility of the Fund’s investment portfolio to approximate the volatility of the Standard and Poor’s 500^® Composite Stock Price Index (“S&P 500 Index”). The BXM Index is a passive, total return index that is based on purchasing the common stocks of all of the companies included in the S&P 500 Index, weighted in the same proportions as the S&P 500 Index (the “S&P 500 Index Stocks”), and writing (selling) one-month call options on the S&P 500 Index. There can be no assurance that the Fund will achieve its investment objective.

Symbol on New York Stock Exchange (“NYSE”)	BEO
Initial Offering Date	September 30, 2005
Yield on Closing Market Price as of June 30, 2009 ($8.63)*	25.49%
Current Semi-Annual Distribution per share of Common Stock**	$1.10
Current Annualized Distribution per share of Common Stock**	$2.20

*	Yield on closing market price is calculated by dividing the current annualized distribution per share by the closing market price as of June 30, 2009. Past performance does not guarantee future results.
**	The distribution is not constant and is subject to change. A portion of the distribution may be deemed a tax return of capital at fiscal year end.

The table below summarizes the changes in the Fund’s market price and net asset value for the six-month period:

	6/30/09 (a)		12/31/08		Change (b)		High		Low
Market Price (c)		$8.63		$7.21		19.69%		$10.75		$5.11
Net Asset Value		$7.63		$7.95		(4.03%)		$   8.71		$5.97

(a)	For the six-month period, the Common Stock of the Fund had a total investment return of 8.85% based on net asset value per share and 35.75% based on market price per share, assuming reinvestment of dividends. For the same period, the Fund’s unmanaged reference index, the CBOE S&P 500® BuyWrite IndexSM, had a total investment return of 7.71%. The reference index has no expenses associated with performance.
(b)	Does not include reinvestment of dividends.
(c)	Primary Exchange Price, NYSE.

Portfolio Information

Ten Largest Equity Holdings	Percent of Net Assets
Exxon Mobil Corp.	3.7	%
Microsoft Corp.	2.0
Johnson & Johnson	1.7
The Procter & Gamble Co.	1.6
AT&T Inc.	1.6
International Business Machines Corp.	1.5
JPMorgan Chase & Co.	1.4
Chevron Corp.	1.4
Apple, Inc.	1.4
General Electric Co.	1.3
Five Largest Industries	Percent of Net Assets
Oil, Gas & Consumable Fuels	9.3	%
Pharmaceuticals	6.5
Computers & Peripherals	4.7
Software	3.7
Diversified Financial Services	3.3

Sector Representation	Percent of Long-Term Investments
Information Technology	18.4	%
Health Care	14.0
Financials	13.6
Energy	12.4
Consumer Staples	12.0
Industrials	9.8
Consumer Discretionary	9.0
Utilities	4.1
Telecommunication Services	3.5
Materials	3.2

For Fund portfolio compliance purposes, the Fund’s industry and sector classifications refer to any one or more of the industry and sector sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry and sector sub-classification for reporting ease.

S&P 500 and Standard & Poor’s 500 are registered trademarks of the McGraw-Hill Companies.

CBOE, Volatility Index and VIX are registered trademarks and BXM is a service mark of the Chicago Board Options Exchange.

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 3

Schedule of Investments as of June 30, 2009 (Unaudited) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held		Value
Aerospace & Defense — 2.4%
	Boeing Co.	5,321	$	226,143
	General Dynamics Corp.	2,821		156,255
	Goodrich Corp.	908		45,373
	Honeywell International, Inc.	5,450		171,130
	ITT Corp.	1,334		59,363
	L-3 Communications Holdings, Inc.	854		59,251
	Lockheed Martin Corp.	2,393		192,995
	Northrop Grumman Corp.	2,370		108,262
	Precision Castparts Corp.	1,026		74,929
	Raytheon Co.	2,887		128,269
	Rockwell Collins, Inc.	1,162		48,490
	United Technologies Corp.	6,902		358,628
				1,629,088
Air Freight & Logistics — 0.9%
	C.H. Robinson Worldwide, Inc.	1,242		64,770
	Expeditors International Washington, Inc.	1,553		51,777
	FedEx Corp.	2,284		127,036
	United Parcel Service, Inc. Class B	7,291		364,477
				608,060
Airlines — 0.1%
	Southwest Airlines Co.	5,430		36,544
Auto Components — 0.2%
	The Goodyear Tire & Rubber Co. (a)	1,771		19,941
	Johnson Controls, Inc.	4,354		94,569
				114,510
Automobiles — 0.3%
	Ford Motor Co. (a)	23,580		143,131
	Harley-Davidson, Inc.	1,714		27,784
				170,915
Beverages — 2.3%
	Brown-Forman Corp. Class B	718		30,860
	The Coca-Cola Co.	14,587		700,030
	Coca-Cola Enterprises, Inc.	2,327		38,745
	Constellation Brands, Inc. Class A (a)	1,441		18,272
	Dr. Pepper Snapple Group, Inc. (a)	1,861		39,435
	Molson Coors Brewing Co. Class B	1,092		46,224
	Pepsi Bottling Group, Inc.	1,001		33,874
	PepsiCo, Inc.	11,407		626,929
				1,534,369
Biotechnology — 1.6%
	Amgen, Inc. (a)	7,418		392,709
	Biogen Idec, Inc. (a)	2,114		95,447
	Celgene Corp. (a)	3,371		161,269
	Cephalon, Inc. (a)	541		30,648
	Genzyme Corp. (a)	1,977		110,060
	Gilead Sciences, Inc. (a)	6,641		311,064
				1,101,197
Building Products — 0.0%
	Masco Corp.	2,634		25,234
Industry	Common Stocks	Shares Held		Value
Capital Markets — 2.7%
	Ameriprise Financial, Inc.	1,869	$	45,361
	The Bank of New York Mellon Corp.	8,759		256,726
	The Charles Schwab Corp.	6,878		120,640
	E*Trade Financial Corp. (a)	7,380		9,446
	Federated Investors, Inc. Class B	653		15,731
	Franklin Resources, Inc.	1,108		79,787
	The Goldman Sachs Group, Inc.	3,686		543,464
	Invesco Ltd. (b)	3,014		53,709
	Janus Capital Group, Inc.	1,181		13,463
	Legg Mason, Inc.	1,048		25,550
	Morgan Stanley	9,904		282,363
	Northern Trust Corp.	1,765		94,745
	State Street Corp.	3,618		170,770
	T. Rowe Price Group, Inc.	1,872		78,006
				1,789,761
Chemicals — 1.6%
	Air Products & Chemicals, Inc.	1,538		99,339
	CF Industries Holdings, Inc.	354		26,246
	The Dow Chemical Co.	7,883		127,232
	E.I. du Pont de Nemours & Co.	6,622		169,656
	Eastman Chemical Co.	528		20,011
	Ecolab, Inc.	1,226		47,802
	International Flavors & Fragrances, Inc.	577		18,879
	Monsanto Co.	3,999		297,286
	PPG Industries, Inc.	1,201		52,724
	Praxair, Inc.	2,257		160,405
	Sigma-Aldrich Corp.	896		44,406
				1,063,986
Commercial Banks — 2.3%
	BB&T Corp.	4,740		104,185
	Comerica, Inc.	1,109		23,455
	Fifth Third Bancorp	5,385		38,233
	First Horizon National Corp.	1,572		18,859
	Huntington Bancshares, Inc.	3,983		16,649
	KeyCorp	5,187		27,180
	M&T Bank Corp.	600		30,558
	Marshall & Ilsley Corp.	2,585		12,408
	The PNC Financial Services Group, Inc.	3,372		130,867
	Regions Financial Corp.	8,463		34,191
	SunTrust Banks, Inc.	3,409		56,078
	U.S. Bancorp	13,905		249,178
	Wells Fargo & Co.	34,115		827,630
	Zions Bancorporation	844		9,757
				1,579,228
Commercial Services & Supplies — 0.5%
	Avery Dennison Corp.	827		21,237
	Cintas Corp.	963		21,995
	Iron Mountain, Inc. (a)	1,317		37,864
	Pitney Bowes, Inc.	1,514		33,202
	R.R. Donnelley & Sons Co.	1,505		17,488
	Republic Services, Inc. Class A	2,363		57,681
	Stericycle, Inc. (a)	622		32,052
	Waste Management, Inc.	3,606		101,545
				323,064

4 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held		Value
Communications Equipment — 2.4%
	Ciena Corp. (a)	665	$	6,883
	Cisco Systems, Inc. (a)	42,261		787,745
	Harris Corp.	970		27,509
	JDS Uniphase Corp. (a)	1,615		9,238
	Juniper Networks, Inc. (a)	3,831		90,412
	Motorola, Inc.	16,797		111,364
	QUALCOMM, Inc.	12,126		548,095
	Tellabs, Inc. (a)	2,903		16,634
				1,597,880
Computers & Peripherals — 4.7%
	Apple, Inc. (a)	6,534		930,638
	Dell, Inc. (a)	12,742		174,948
	EMC Corp. (a)	14,749		193,212
	Hewlett-Packard Co.	17,484		675,757
	International Business Machines Corp.	9,682		1,010,994
	Lexmark International, Inc. Class A (a)	571		9,050
	NetApp, Inc. (a)	2,427		47,860
	QLogic Corp. (a)	871		11,044
	SanDisk Corp. (a)	1,659		24,371
	Sun Microsystems, Inc. (a)	5,464		50,378
	Teradata Corp. (a)	1,265		29,639
				3,157,891
Construction & Engineering — 0.2%
	Fluor Corp.	1,318		67,600
	Jacobs Engineering Group, Inc. (a)	903		38,007
	Quanta Services, Inc. (a)	1,429		33,053
				138,660
Construction Materials — 0.1%
	Vulcan Materials Co.	894		38,531
Consumer Finance — 0.5%
	American Express Co.	8,700		202,188
	Capital One Financial Corp.	3,311		72,445
	Discover Financial Services, Inc.	3,532		36,274
	SLM Corp. (a)	3,429		35,216
				346,123
Containers & Packaging — 0.2%
	Ball Corp.	688		31,070
	Bemis Co.	733		18,472
	Owens-Illinois, Inc. (a)	1,233		34,536
	Pactiv Corp. (a)	967		20,984
	Sealed Air Corp.	1,159		21,384
				126,446
Distributors — 0.1%
	Genuine Parts Co.	1,166		39,131
Diversified Consumer Services — 0.2%
	Apollo Group, Inc. Class A (a)	790		56,185
	DeVry, Inc.	452		22,618
	H&R Block, Inc.	2,492		42,937
				121,740
Industry	Common Stocks	Shares Held		Value
Diversified Financial Services — 3.3%
	Bank of America Corp. (c)	59,257	$	782,193
	CIT Group, Inc.	2,853		6,134
	CME Group, Inc.	486		151,199
	Citigroup, Inc.	40,392		119,964
	IntercontinentalExchange, Inc. (a)	533		60,890
	JPMorgan Chase & Co.	28,584		975,000
	Leucadia National Corp.	1,329		28,029
	Moody’s Corp.	1,398		36,837
	The NASDAQ Stock Market, Inc. (a)	1,008		21,480
	NYSE Euronext	1,901		51,802
				2,233,528
Diversified Telecommunication Services — 2.8%
	AT&T Inc.	43,229		1,073,808
	CenturyTel, Inc.	740		22,718
	Embarq Corp.	1,046		43,995
	Frontier Communications Corp.	2,289		16,343
	Qwest Communications International Inc.	10,839		44,982
	Verizon Communications, Inc.	20,813		639,583
	Windstream Corp.	3,200		26,752
				1,868,181
Electric Utilities — 2.0%
	Allegheny Energy, Inc.	1,243		31,883
	American Electric Power Co., Inc.	3,493		100,913
	Duke Energy Corp.	9,431		137,598
	Edison International	2,391		75,221
	Entergy Corp.	1,437		111,396
	Exelon Corp.	4,829		247,293
	FPL Group, Inc.	3,010		171,149
	FirstEnergy Corp.	2,236		86,645
	Northeast Utilities Inc.	1,283		28,624
	PPL Corp.	2,754		90,772
	Pepco Holdings, Inc.	1,608		21,612
	Pinnacle West Capital Corp.	741		22,341
	Progress Energy, Inc.	2,045		77,362
	The Southern Co.	5,733		178,640
				1,381,449
Electrical Equipment — 0.4%
	Cooper Industries Ltd. Class A	1,220		37,881
	Emerson Electric Co.	5,506		178,394
	Rockwell Automation, Inc.	1,040		33,405
				249,680
Electronic Equipment, Instruments & Components — 0.5%
	Agilent Technologies, Inc. (a)	2,516		51,100
	Amphenol Corp. Class A	1,256		39,740
	Corning, Inc.	11,385		182,843
	Flir Systems, Inc. (a)	1,101		24,839
	Jabil Circuit, Inc.	1,568		11,635
	Molex, Inc.	1,017		15,814
				325,971

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 5

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held		Value
Energy Equipment & Services — 1.6%
	BJ Services Co.	2,142	$	29,195
	Baker Hughes, Inc.	2,266		82,573
	Cameron International Corp. (a)	1,592		45,054
	Diamond Offshore Drilling, Inc.	509		42,272
	ENSCO International, Inc.	1,038		36,195
	FMC Technologies, Inc. (a)	906		34,047
	Halliburton Co.	6,573		136,061
	Nabors Industries Ltd. (a)	2,076		32,344
	National Oilwell Varco, Inc. (a)	3,062		100,005
	Rowan Cos., Inc.	829		16,016
	Schlumberger Ltd.	8,766		474,328
	Smith International, Inc.	1,609		41,432
				1,069,522
Food & Staples Retailing — 2.7%
	CVS Caremark Corp.	10,667		339,957
	Costco Wholesale Corp.	3,179		145,280
	The Kroger Co.	4,780		105,399
	SUPERVALU, Inc.	1,553		20,111
	SYSCO Corp.	4,323		97,181
	Safeway, Inc.	3,121		63,575
	Wal-Mart Stores, Inc.	16,351		792,042
	Walgreen Co.	7,266		213,620
	Whole Foods Market, Inc.	1,027		19,492
				1,796,657
Food Products — 1.5%
	Archer-Daniels-Midland Co.	4,704		125,926
	Campbell Soup Co.	1,463		43,041
	ConAgra Foods, Inc.	3,280		62,517
	Dean Foods Co. (a)	1,297		24,889
	General Mills, Inc.	2,410		135,008
	H.J. Heinz Co.	2,309		82,431
	The Hershey Co.	1,213		43,668
	Hormel Foods Corp.	513		17,719
	The J.M. Smucker Co.	866		42,140
	Kellogg Co.	1,849		86,108
	Kraft Foods, Inc.	10,791		273,444
	McCormick & Co., Inc.	951		30,936
	Sara Lee Corp.	5,097		49,747
	Tyson Foods, Inc. Class A	2,213		27,906
				1,045,480
Gas Utilities — 0.1%
	EQT Corp	958		33,444
	Nicor, Inc.	329		11,390
	Questar Corp.	1,274		39,570
				84,404
Health Care Equipment & Supplies — 1.8%
	Baxter International, Inc.	4,433		234,772
	Becton Dickinson & Co.	1,759		125,434
	Boston Scientific Corp. (a)	11,037		111,915
	C.R. Bard, Inc.	729		54,274
	Dentsply International, Inc.	1,090		33,267
	Hospira, Inc. (a)	1,176		45,300

Industry	Common Stocks	Shares Held		Value
Health Care Equipment & Supplies (concluded)
	Intuitive Surgical, Inc. (a)	277	$	45,334
	Medtronic, Inc.	8,193		285,854
	St. Jude Medical, Inc. (a)	2,539		104,353
	Stryker Corp.	1,745		69,346
	Varian Medical Systems, Inc. (a)	919		32,294
	Zimmer Holdings, Inc. (a)	1,576		67,138
				1,209,281
Health Care Providers & Services — 1.9%
	Aetna, Inc.	3,274		82,014
	AmerisourceBergen Corp.	2,213		39,259
	Cardinal Health, Inc.	2,638		80,591
	Cigna Corp.	1,999		48,156
	Coventry Health Care, Inc. (a)	1,091		20,413
	DaVita, Inc. (a)	759		37,540
	Express Scripts, Inc. (a)	1,986		136,537
	Humana, Inc. (a)	1,239		39,970
	Laboratory Corp. of America Holdings (a)	795		53,893
	McKesson Corp.	1,989		87,516
	Medco Health Solutions, Inc. (a)	3,534		161,186
	Patterson Cos., Inc. (a)	671		14,561
	Quest Diagnostics, Inc.	1,100		62,073
	Tenet Healthcare Corp. (a)	3,059		8,626
	UnitedHealth Group, Inc.	8,716		217,726
	WellPoint, Inc. (a)	3,551		180,710
				1,270,771
Health Care Technology — 0.0%
	IMS Health, Inc.	1,331		16,904
Hotels, Restaurants & Leisure — 1.4%
	Carnival Corp.	3,212		82,773
	Darden Restaurants, Inc.	1,005		33,145
	International Game Technology	2,167		34,455
	Marriott International, Inc. Class A	2,175		48,002
	McDonald’s Corp.	8,083		464,692
	Starbucks Corp. (a)	5,389		74,853
	Starwood Hotels & Resorts Worldwide, Inc.	1,368		30,370
	Wyndham Worldwide Corp.	1,302		15,780
	Wynn Resorts Ltd. (a)	496		17,509
	Yum! Brands, Inc.	3,382		112,756
				914,335
Household Durables — 0.3%
	Black & Decker Corp.	437		12,524
	Centex Corp.	909		7,690
	D.R. Horton, Inc.	2,022		18,926
	Fortune Brands, Inc.	1,101		38,249
	Harman International Industries, Inc.	508		9,550
	KB Home	542		7,415
	Leggett & Platt, Inc.	1,151		17,530
	Lennar Corp. Class A	1,034		10,019
	Newell Rubbermaid, Inc.	2,034		21,174
	Pulte Homes, Inc.	1,574		13,898
	Snap-On, Inc.	422		12,128
	The Stanley Works	576		19,492
	Whirlpool Corp.	538		22,897
				211,492

6 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held	Value
Household Products — 2.3%
	Clorox Co.	1,020	$	56,947
	Colgate-Palmolive Co.	3,660		258,908
	Kimberly-Clark Corp.	3,036		159,177
	The Procter & Gamble Co.	21,356		1,091,292
				1,566,324
IT Services — 0.9%
	Affiliated Computer Services, Inc. Class A (a)	713		31,671
	Automatic Data Processing, Inc.	3,676		130,277
	Cognizant Technology Solutions Corp. (a)	2,141		57,165
	Computer Sciences Corp. (a)	1,108		49,084
	Convergys Corp. (a)	899		8,343
	Fidelity National Information Services, Inc.	1,401		27,964
	Fiserv, Inc. (a)	1,144		52,281
	MasterCard, Inc. Class A	528		88,340
	Paychex, Inc.	2,356		59,371
	Total System Services, Inc.	1,447		19,375
	The Western Union Co.	5,138		84,263
				608,134
Independent Power Producers & Energy Traders — 0.1%
	The AES Corp. (a)	4,888		56,750
	Constellation Energy Group, Inc.	1,457		38,727
	Dynegy, Inc. Class A (a)	3,714		8,431
				103,908
Industrial Conglomerates — 1.8%
	3M Co.	5,091		305,969
	General Electric Co.	77,590		909,355
	Textron, Inc.	1,969		19,021
				1,234,345
Insurance — 2.1%
	AON Corp.	2,028		76,800
	Aflac, Inc.	3,425		106,483
	The Allstate Corp.	3,933		95,965
	American International Group, Inc.	19,716		22,871
	Assurant, Inc.	863		20,790
	Chubb Corp.	2,580		102,890
	Cincinnati Financial Corp.	1,188		26,552
	Genworth Financial, Inc. Class A	3,178		22,214
	Hartford Financial Services Group, Inc.	2,387		28,334
	Lincoln National Corp.	2,169		37,328
	Loews Corp.	2,648		72,555
	MBIA, Inc. (a)	1,249		5,408
	Marsh & McLennan Cos., Inc.	3,829		77,078
	MetLife, Inc.	5,997		179,970
	Principal Financial Group, Inc.	2,275		42,861
	The Progressive Corp.	4,990		75,399
	Prudential Financial, Inc.	3,391		126,213
	Torchmark Corp.	606		22,446
	The Travelers Cos., Inc.	4,291		176,103
	UnumProvident Corp.	2,430		38,540
	XL Capital Ltd. Class A	2,510		28,765
				1,385,565

Industry	Common Stocks	Shares Held	Value
Internet & Catalog Retail — 0.3%
	Amazon.com, Inc. (a)	2,358	$	197,270
	Expedia, Inc. (a)	1,539		23,254
				220,524
Internet Software & Services — 1.6%
	Akamai Technologies, Inc. (a)	1,266		24,282
	eBay, Inc. (a)	7,919		135,652
	Google, Inc. Class A (a)	1,758		741,155
	VeriSign, Inc. (a)	1,411		26,075
	Yahoo! Inc. (a)	10,220		160,045
				1,087,209
Leisure Equipment & Products — 0.1%
	Eastman Kodak Co.	1,964		5,813
	Hasbro, Inc.	912		22,107
	Mattel, Inc.	2,630		42,211
				70,131
Life Sciences Tools & Services — 0.4%
	Life Technologies Corp (a)	1,280		53,402
	Millipore Corp. (a)	402		28,224
	PerkinElmer, Inc.	852		14,825
	Thermo Fisher Scientific, Inc. (a)	3,068		125,082
	Waters Corp. (a)	706		36,338
				257,871
Machinery — 1.2%
	Caterpillar, Inc.	4,409		145,673
	Cummins, Inc.	1,477		52,005
	Danaher Corp.	1,871		115,516
	Deere & Co.	3,101		123,885
	Dover Corp.	1,360		45,002
	Eaton Corp.	1,213		54,112
	Flowserve Corp.	410		28,622
	Illinois Tool Works, Inc.	2,820		105,299
	Manitowoc Co.	953		5,013
	PACCAR, Inc.	2,661		86,509
	Pall Corp.	864		22,948
	Parker Hannifin Corp.	1,179		50,650
				835,234
Media — 2.3%
	CBS Corp. Class B	4,982		34,475
	Comcast Corp. Class A	21,127		306,130
	The DIRECTV Group, Inc. (a)	3,840		94,886
	EW Scripps Co.	1		2
	Gannett Co., Inc.	1,703		6,080
	Interpublic Group of Cos., Inc. (a)	3,505		17,700
	The McGraw-Hill Cos., Inc.	2,307		69,464
	Meredith Corp.	265		6,771
	The New York Times Co. Class A	856		4,717
	News Corp. Class A	16,854		153,540

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 7

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held		Value
Media (concluded)
	Omnicom Group Inc.	2,282	$	72,066
	Scripps Networks Interactive	659		18,340
	Time Warner Cable, Inc.	2,585		81,867
	Time Warner, Inc.	8,766		220,816
	Viacom, Inc. Class B (a)	4,443		100,856
	Walt Disney Co.	13,604		317,381
	The Washington Post Co. Class B	43		15,144
				1,520,235
Metals & Mining — 0.8%
	AK Steel Holding Corp.	801		15,371
	Alcoa, Inc.	7,139		73,746
	Allegheny Technologies, Inc.	715		24,975
	Freeport-McMoRan Copper & Gold, Inc. Class B	3,020		151,332
	Newmont Mining Corp.	3,589		146,682
	Nucor Corp.	2,304		102,367
	Titanium Metals Corp.	624		5,735
	United States Steel Corp.	1,050		37,527
				557,735
Multi-Utilities — 1.2%
	Ameren Corp.	1,565		38,953
	CMS Energy Corp.	1,662		20,077
	CenterPoint Energy, Inc.	2,559		28,354
	Consolidated Edison, Inc.	2,009		75,177
	DTE Energy Co.	1,198		38,336
	Dominion Resources, Inc.	4,323		144,475
	Integrys Energy Group, Inc.	557		16,704
	NiSource, Inc.	2,013		23,472
	PG&E Corp.	2,699		103,750
	Public Service Enterprise Group, Inc.	3,707		120,959
	SCANA Corp.	889		28,866
	Sempra Energy	1,790		88,838
	TECO Energy, Inc.	1,563		18,647
	Wisconsin Energy Corp.	858		34,929
	Xcel Energy, Inc.	3,339		61,471
				843,008
Multiline Retail — 0.7%
	Big Lots, Inc. (a)	603		12,681
	Family Dollar Stores, Inc.	1,026		29,036
	J.C. Penney Co., Inc.	1,630		46,797
	Kohl’s Corp. (a)	2,235		95,546
	Macy’s, Inc.	3,086		36,291
	Nordstrom, Inc.	1,170		23,271
	Sears Holdings Corp. (a)	395		26,275
	Target Corp.	5,512		217,559
				487,456
Office Electronics — 0.1%
	Xerox Corp.	6,336		41,057

Industry	Common Stocks	Shares Held	Value
Oil, Gas & Consumable Fuels — 9.3%
	Anadarko Petroleum Corp.	3,658	$	166,037
	Apache Corp.	2,456		177,200
	Cabot Oil & Gas Corp. Class A	759		23,256
	Chesapeake Energy Corp.	4,129		81,878
	Chevron Corp.	14,688		973,080
	ConocoPhillips	10,855		456,561
	Consol Energy, Inc.	1,326		45,031
	Denbury Resources, Inc. (a)	1,822		26,838
	Devon Energy Corp.	3,256		177,452
	EOG Resources, Inc.	1,832		124,429
	El Paso Corp.	5,136		47,405
	Exxon Mobil Corp.	35,754		2,499,562
	Hess Corp.	2,082		111,908
	Marathon Oil Corp.	5,186		156,254
	Massey Energy Co.	628		12,271
	Murphy Oil Corp.	1,399		75,994
	Noble Energy, Inc.	1,269		74,833
	Occidental Petroleum Corp.	5,939		390,846
	Peabody Energy Corp.	1,961		59,144
	Pioneer Natural Resources Co.	835		21,292
	Range Resources Corp.	1,146		47,456
	Southwestern Energy Co. (a)	2,521		97,941
	Spectra Energy Corp.	4,726		79,964
	Sunoco, Inc.	857		19,882
	Tesoro Corp.	1,013		12,895
	Valero Energy Corp.	4,076		68,844
	Williams Cos., Inc.	4,250		66,343
	XTO Energy, Inc.	4,247		161,981
				6,256,577
Paper & Forest Products — 0.2%
	International Paper Co.	3,167		47,917
	MeadWestvaco Corp.	1,254		20,578
	Weyerhaeuser Co.	1,546		47,045
				115,540
Personal Products — 0.2%
	Avon Products, Inc.	3,128		80,640
	The Estée Lauder Cos., Inc. Class A	847		27,671
				108,311
Pharmaceuticals — 6.5%
	Abbott Laboratories	11,324		532,681
	Allergan, Inc.	2,256		107,340
	Bristol-Myers Squibb Co.	14,514		294,779
	Eli Lilly & Co.	7,409		256,648
	Forest Laboratories, Inc. (a)	2,213		55,568
	Johnson & Johnson	20,190		1,146,792
	King Pharmaceuticals, Inc. (a)	1,817		17,498
	Merck & Co., Inc.	15,450		431,982
	Mylan, Inc. (a)	2,235		29,167
	Pfizer, Inc.	49,443		741,645
	Schering-Plough Corp.	11,932		299,732
	Watson Pharmaceuticals, Inc. (a)	772		26,009
	Wyeth	9,768		443,370
				4,383,211

8 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held	Value
Professional Services — 0.1%
	Dun & Bradstreet Corp.	394	$	31,997
	Equifax, Inc.	924		24,116
	Monster Worldwide, Inc. (a)	924		10,912
	Robert Half International, Inc.	1,120		26,454
				93,479
Real Estate Investment Trusts (REITs) — 0.8%
	Apartment Investment & Management Co. Class A	861		7,620
	AvalonBay Communities, Inc.	585		32,725
	Boston Properties, Inc.	1,015		48,416
	Equity Residential	2,006		44,593
	HCP, Inc.	1,994		42,253
	Health Care REIT, Inc.	813		27,723
	Host Marriott Corp.	4,405		36,958
	Kimco Realty Corp.	2,371		23,829
	Plum Creek Timber Co., Inc.	1,193		35,528
	ProLogis	3,247		26,171
	Public Storage	917		60,045
	Simon Property Group, Inc.	2,035		104,660
	Ventas, Inc.	1,146		34,220
	Vornado Realty Trust	918		41,338
				566,079
Real Estate Management & Development — 0.0%
	CB Richard Ellis Group, Inc. (a)	1,734		16,230
Road & Rail — 0.8%
	Burlington Northern Santa Fe Corp.	2,041		150,095
	CSX Corp.	2,868		99,319
	Norfolk Southern Corp.	2,689		101,295
	Ryder System, Inc.	410		11,447
	Union Pacific Corp.	3,692		192,206
				554,362
Semiconductors & Semiconductor Equipment — 2.2%
	Advanced Micro Devices, Inc. (a)	4,108		15,898
	Altera Corp.	2,152		35,035
	Analog Devices, Inc.	2,136		52,930
	Applied Materials, Inc.	9,767		107,144
	Broadcom Corp. Class A (a)	3,132		77,642
	Intel Corp.	40,921		677,243
	KLA-Tencor Corp.	1,246		31,461
	LSI Corp. (a)	4,755		21,683
	Linear Technology Corp.	1,627		37,990
	MEMC Electronic Materials, Inc. (a)	1,639		29,191
	Microchip Technology, Inc.	1,336		30,127
	Micron Technology, Inc. (a)	6,204		31,392
	National Semiconductor Corp.	1,427		17,909
	Novellus Systems, Inc. (a)	715		11,940
	Nvidia Corp. (a)	4,002		45,183
	Teradyne, Inc. (a)	1,267		8,692
	Texas Instruments, Inc.	9,331		198,750
	Xilinx, Inc.	2,019		41,309
				1,471,519

Industry	Common Stocks	Shares Held	Value
Software — 3.7%
	Adobe Systems, Inc. (a)	3,837	$	108,587
	Autodesk, Inc. (a)	1,674		31,773
	BMC Software, Inc. (a)	1,355		45,785
	CA, Inc.	2,893		50,425
	Citrix Systems, Inc. (a)	1,322		42,159
	Compuware Corp. (a)	1,773		12,163
	Electronic Arts, Inc. (a)	2,366		51,390
	Intuit, Inc. (a)	2,367		66,655
	McAfee, Inc. (a)	1,138		48,012
	Microsoft Corp.	56,079		1,332,998
	Novell, Inc. (a)	2,526		11,443
	Oracle Corp.	27,750		594,405
	Salesforce.com, Inc. (a)	775		29,582
	Symantec Corp. (a)	5,992		93,236
				2,518,613
Specialty Retail — 1.7%
	Abercrombie & Fitch Co. Class A	644		16,351
	AutoNation, Inc. (a)	790		13,706
	AutoZone, Inc. (a)	264		39,893
	Bed Bath & Beyond, Inc. (a)	1,906		58,609
	Best Buy Co., Inc.	2,501		83,758
	GameStop Corp. Class A (a)	1,206		26,544
	The Gap, Inc.	3,370		55,268
	Home Depot, Inc.	12,429		293,697
	Limited Brands, Inc.	1,979		23,689
	Lowe’s Cos., Inc.	10,819		209,997
	O’Reilly Automotive, Inc. (a)	991		37,737
	Office Depot, Inc. (a)	2,017		9,198
	RadioShack Corp.	915		12,773
	The Sherwin-Williams Co.	722		38,807
	Staples, Inc.	5,241		105,711
	TJX Cos., Inc.	3,030		95,324
	Tiffany & Co.	909		23,052
				1,144,114
Textiles, Apparel & Luxury Goods — 0.4%
	Coach, Inc.	2,327		62,550
	Nike, Inc. Class B	2,842		147,159
	Polo Ralph Lauren Corp.	414		22,166
	VF Corp.	644		35,645
				267,520
Thrifts & Mortgage Finance — 0.1%
	Hudson City Bancorp, Inc.	3,821		50,781
	People’s United Financial, Inc.	2,555		38,427
				89,208

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 9

Schedule of Investments (continued) (Percentages shown are based on Net Assets)

Industry	Common Stocks	Shares Held		Value
Tobacco — 1.5%
	Altria Group, Inc.		15,150	$	248,308
	Lorillard, Inc.		1,229		83,289
	Philip Morris International, Inc.		14,373		626,950
	Reynolds American, Inc.		1,239		47,850
					1,006,397
Trading Companies & Distributors — 0.1%
	Fastenal Co.		946		31,379
	W.W. Grainger, Inc.		456		37,337
					68,716
Wireless Telecommunication Services — 0.3%
	American Tower Corp. Class A (a)		2,913		91,847
	MetroPCS Communications, Inc. (a)		1,856		24,703
	Sprint Nextel Corp. (a)		21,038		101,193
					217,743
	Total Common Stocks (Cost — $74,640,745) — 87.4%				58,916,368

Short-Term Securities		Maturity Date	Interest Rate			Face Amount		Value
Time Deposits — 9.3%
State Street Bank & Trust Co.		7/01/09		0.01	%	$	6,229,923	$	6,229,923
	Total Short-Term Securities (Cost — $6,229,923) — 9.3%								6,229,923
	Total Investments Before Options Written (Cost — $80,870,668*) — 96.7%								65,146,291

	Options Written	Number of Contracts
Call Options Written
	S&P 500 Index, expiring July 2009 at USD 930		701		(883,260	)
	Total Options Written (Premiums Received — $1,438,648) — (1.3%)				(883,260	)
	Total Investments, Net of Options Written (Cost — $79,432,020) — 95.4%				64,263,031
	Other Assets Less Liabilities — 4.6%				3,116,462
	Net Assets — 100.0%			$	67,379,493

* The cost and unrealized appreciation (depreciation) of investments as of June 30, 2009, as computed for federal income tax purposes, were as follows:

Aggregate cost	$	65,076,437
Gross unrealized appreciation	$	829,331
Gross unrealized depreciation		(759,477	)
Net unrealized appreciation	$	69,854

(a)	Non-income producing security.
(b)	Depositary receipts.
(c)	Investments in companies considered to be an affiliate of the Fund, for purposes of Section 2(a)(3) of the Investment Company Act of 1940, were as follows:

Affiliate	Purchase Cost	Sales Cost	Realized Loss	Dividend Income
Bank of America Corp.	$166,108	$406,567	$ (288,519)	$1,205

• Financial futures contracts purchased as of June 30, 2009 were as follows:

Number of Contracts	Issue	Expiration Date	Face Value	Depreciation
122	E-MINI S&P 500	September 2009	$5,689,994	$ (105,444)

10 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Schedule of Investments (concluded)
•	Total return swap outstanding as of June 30, 2009 was as follows:

Counterparty	Receive Total Return	Pay	Expiration	Notional Amount		Appreciation
Deutsche Bank AG	CBOE S&P 500 BuyWrite Index (BXMSM) — Total Return	12-month LIBOR rate with a negotiated spread	October 2009	$	38,200,000	$	2,620,145

•	For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classification for reporting ease.
•	Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” clarifies the definition of fair value, establishes a framework for measuring fair values and requires additional disclosures about the use of fair value measurements. Various inputs are used in determining the fair value of investments, which are as follows:
	•	Level 1 — price quotations in active markets/exchanges for identical securities
	•	Level 2 — other observable inputs (including, but not limited to: quoted prices for similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates) or other market-corroborated inputs)
	•	Level 3 — unobservable inputs based on the best information available in the circumstance, to the extent observable inputs are not available (including the Fund’s own assumption used in determining the fair value of investments)
	The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For information about the Fund’s policy regarding valuation of investments and other significant accounting policies, please refer to Note 1(a) of the Notes to Financial Statements.
	The following table summarizes the inputs used as of June 30, 2009 in determining the fair valuation of the Fund’s investments:

Valuation Inputs	Investments in Securities		Other Financial Instruments†
	Assets		Assets		Liabilities
Level 1	$	58,916,368		—	$	(988,704	)
Level 2		6,229,923	$	2,620,145		—
Level 3		—		—		—
Total	$	65,146,291	$	2,620,145	$	(988,704	)

†	Other financial instruments are swaps, futures and options.
	See Notes to Financial Statements.

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 11

Statement of Assets, Liabilities and Capital

As of June 30, 2009 (Unaudited)

Assets
Investments in unaffiliated securities, at value (identified cost — $78,736,046)				$	64,364,098
Investments in affiliated securities, at value (identified cost — $2,134,622)					782,193
Cash collateral on financial futures contracts					549,000
Unrealized appreciation on swaps					2,620,145
Receivables:
Dividends	$	88,471
Securities sold		49,970			138,441
Prepaid expenses and other assets					419
Total assets					68,454,296
Liabilities
Options written, at value (premiums received — $1,438,648)					883,260
Payables:
Securities purchased		59,301
Investment advisory fees		52,700
Variation margin		34,770			146,771
Accrued expenses					44,772
Total liabilities					1,074,803
Net Assets
Net assets				$	67,379,493
Capital
Common Stock, $.001 par value, 100,000,000 shares authorized				$	8,830
Paid-in capital in excess of par					142,536,951
Accumulated distributions in excess of of investment income — net	$	(9,191,368	)
Accumulated realized capital losses — net		(53,320,632	)
Unrealized depreciation — net		(12,654,288	)
Total accumulated losses — net					(75,166,288	)
Total capital — Equivalent to $7.63 per share based on 8,829,627 shares of Common Stock outstanding (market price — $8.63)				$	67,379,493

See Notes to Financial Statements.

12 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Statement of Operations

For the Six Months Ended June 30, 2009 (Unaudited)

Investment Income
Dividends (including $1,205 from affiliates)				$	820,595
Interest					311
Total income					820,906
Expenses
Investment advisory fees	$	298,775
Professional fees		36,341
Directors’ fees and expenses		28,379
Printing and stockholder reports		18,767
Accounting services		17,336
Transfer agent fees		13,403
Repurchase offer		12,626
Listing fees		10,958
Custodian fees		10,151
Insurance expenses		6,606
Other		5,259
Total expenses					458,601
Investment income — net					362,305
Realized & Unrealized Gain (Loss) — Net
Realized gain (loss) on:
Investments — net (including $288,519 loss from affiliates)		(3,624,571	)
Financial futures contracts — net		1,074,537
Options written — net		2,370,711			(179,323	)
Change in unrealized appreciation/depreciation on:
Investments — net		4,768,831
Financial futures contracts and swaps — net		2,073,080
Options written — net		(365,986	)		6,475,925
Total realized and unrealized gain — net					6,296,602
Net Increase in Net Assets Resulting from Operations				$	6,658,907

See Notes to Financial Statements.
ENHANCED S&P 500® COVERED CALL FUND INC.	JUNE 30, 2009	13

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets:			For the Six Months Ended June 30, 2009 (Unaudited)			For the Year Ended December 31, 2008
Operations
Investment income — net			$	362,305		$	2,075,532
Realized loss — net				(179,323	)		(30,122,517	)
Change in unrealized appreciation/depreciation — net				6,475,925			(41,858,654	)
Net increase (decrease) in net assets resulting from operations				6,658,907			(69,905,639	)
Dividends & Distributions to Stockholders
Investment income — net				(9,553,673	)(a)		(2,107,215	)
Tax return of capital				—			(17,394,171	)
Net decrease in net assets resulting from dividends and distributions to stockholders				(9,553,673	)		(19,501,386	)
Common Stock Transactions
Net redemption of Common Stock resulting from a repurchase offer (including $90,670 of repurchase offer fees for the prior year)				—			(4,442,851	)
Value of shares issued to stockholders in reinvestment of dividends and distributions				1,185,769			1,233,322
Net increase (decrease) in net assets resulting from common stock transactions				1,185,769			(3,209,529	)
Net Assets
Total decrease in net assets				(1,708,997	)		(92,616,554	)
Beginning of period				69,088,490			161,705,044
End of period*			$	67,379,493		$	69,088,490
	*	Accumulated distributions in excess of investment income — net	$	(9,191,368	)		—
	(a)	A portion of the dividends from net investment income may be deemed a tax return of capital at fiscal year end.
		See Notes to Financial Statements.

14 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Financial Highlights

	For the Six Months Ended June 30, 2009 (Unaudited)												For the Period September 30, 2005(a) to December 31, 2005
				For the Year Ended December 31,
The following per share data and ratios have been derived from information provided in the financial statements.
				2008			2007			2006
Per Share Operating Performance
Net asset value, beginning of period	$	7.95		$	17.86		$	18.99		$	18.37		$	19.10
Investment income — net(b)		.04			.23			.29			.25			.06
Realized and unrealized gain (loss) — net		.74			(7.94	)(c)		.78	(c)		2.57	(c)		(.20	)
Total from investment operations		.78			(7.71	)		1.07			2.82			(.14	)
Less dividends and distributions from:
Investment income — net		(1.10	)(d)		(.24	)		(.50	)		(.05	)		(.06	)
Realized gain — net		—			—			(.98	)		(2.15	)		(.06	)
Tax return of capital		—			(1.96	)		(.72	)		—			(.43	)
Total dividends and distributions		(1.10	)		(2.20	)		(2.20	)		(2.20	)		(.55	)
Offering costs resulting from the issuance of Common Stock		—			—			—			—			(.04	)
Net asset value, end of period	$	7.63		$	7.95		$	17.86		$	18.99		$	18.37
Market price per share, end of period	$	8.63		$	7.21		$	17.15		$	20.31		$	16.83
Total Investment Return(e)
Based on net asset value per share		8.85	%(f)		(45.36	%)		6.34	%		16.11	%		(.73	%)(f)
Based on market price per share		35.75	%(f)		(48.40	%)		(4.53	%)		35.55	%		(13.14	%)(f)
Ratios to Average Net Assets
Expenses, net of reimbursement		1.38	%(g)		1.06	%		.98	%		1.06	%		1.36	%(g)
Expenses		1.38	%(g)		1.06	%		1.00	%		1.06	%		1.36	%(g)
Investment income — net		1.09	%(g)		1.59	%		1.54	%		1.32	%		1.32	%(g)
Supplemental Data
Net assets, end of period (in thousands)	$	67,379		$	69,088		$	161,705		$	172,382		$	170,042
Portfolio turnover		3	%		8	%		24	%		26	%		7	%

(a)	Commencement of operations.
(b)	Based on average shares outstanding.
(c)	Includes repurchase offer fees, which are less than $.01 per share.
(d)	A portion of the dividends from net investment income may be deemed a tax return of capital at fiscal year-end.
(e)	Total investment returns based on market value, which can be significantly greater or less than the net asset value, may result in substantially different returns. Total investment returns exclude the effects of sales charges.
(f)	Aggregate total investment return.
(g)	Annualized.
	See Notes to Financial Statements.

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 15

Notes to Financial Statements (Unaudited)

1. Significant Accounting Policies:

Enhanced S&P 500^® Covered Call Fund Inc. (the “Fund”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company with a fixed term of approximately five years. The expected termination date of the Fund is on or about October 21, 2010. The Fund’s financial statements are prepared in conformity with U.S. generally accepted accounting principles, which may require the use of management accruals and estimates. Actual results may differ from these estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to present a fair statement of the results for the interim period. All such adjustments are of a normal, recurring nature. The Fund determines and makes available for publication the net asset value of its Common Stock on a daily basis. The Fund’s Common Stock shares are listed on the New York Stock Exchange (“NYSE”) under the symbol BEO.

Investing in the Fund involves certain risks and the Fund may not be able to achieve its intended results for a variety of reasons, including, among others, the possibility that the Fund may not be able to structure derivative investments as defined below as anticipated. Because the value of your investment in the Fund will fluctuate, there is a risk that you will lose money. The following is a summary of significant accounting policies followed by the Fund.

(a) Valuation of investments — Equity securities that are held by the Fund that are traded on stock exchanges or the NASDAQ Global Market are valued at the last sale price or official close price on the exchange, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price for long positions, and at the last available asked price for short positions. In cases where equity securities are traded on more than one exchange, the securities are valued on the exchange designated as the primary market by or under the authority of the Board of Directors of the Fund. Long positions traded in the over-the-counter (“OTC”) market, NASDAQ Capital Market or Bulletin Board are valued at the last available bid price or yield equivalent obtained from one or more dealers or pricing services approved by the Board of Directors of the Fund. Short positions traded in the OTC market are valued at the last available asked price. Portfolio securities that are traded both in the OTC market and on an exchange are valued according to the broadest and most representative market.

Exchange-traded options are valued at the mean between the last bid and ask prices at the close of the options market in which the options trade. Options traded in the OTC market are valued at the last asked price (options written) or the last bid price (options purchased). The value of swaps, including interest rate swaps, caps and floors, will be determined by reference to the value of the components when such components consist of securities for which market quotations are available. In the absence of obtainable quotations, swaps will be valued by obtaining dealer quotations. Financial futures contracts and options thereon, which are traded on exchanges, are valued at their last sale price as of the close of such exchanges. Obligations with remaining maturities of 60 days or less are valued at amortized cost unless the investment adviser believes that this method no longer produces valuations.

Repurchase agreements are valued at cost plus accrued interest. The Fund employs pricing services to provide certain securities prices for the Fund. Securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Board of Directors of the Fund, including valuations furnished by the pricing services retained by the Fund, which may use a matrix system for valuations. The procedures of a pricing service and its valuations are reviewed by the officers of the Fund under the general supervision of the Fund’s Board of Directors. Such valuations and procedures will be reviewed periodically by the Board of Directors of the Fund.

Generally, trading in U.S. government securities, money market instruments and certain fixed income securities, is substantially completed each day at various times prior to the close of business on the NYSE. The values of such securities used in computing the net asset value of the Fund’s shares are determined as of such times. Overnight Time Deposits are valued at the amount deposited each day. Occasionally, events affecting the values of such securities and such exchange rates may occur between the times at which they are determined and the close of business on the NYSE that may not be reflected in the computation of the Fund’s net asset value. If events (for example, a company announcement, market volatility or a natural disaster) occur during such periods that are expected to materially affect the value of such securities, those securities may be valued at their fair value as determined in good faith by the Fund’s Board of Directors or by the investment adviser using a pricing service and/or procedures approved by the Fund’s Board of Directors.

16 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Notes to Financial Statements (continued)

(b) Real Estate Investment Trusts (“REITs”) — A portion of distributions received from REITs may constitute a return of capital. During the year an amount, based upon prior experience and guidance from the REITs is reclassified from dividend income and recorded as an adjustment to basis of the REIT holdings. The adjustment is a reduction in basis and is reflected in either unrealized appreciation (depreciation) or realized gain or (loss).

(c) Derivative financial instruments — The Fund may engage in various portfolio investment strategies both to enhance its returns or as a proxy for a direct investment in securities underlying the Fund’s index. Losses may arise due to changes in the value of the contract due to an unfavorable change in the price of the underlying security or index, or if the counterparty does not perform under the contract. The counterparty, for certain instruments, may pledge cash or securities as collateral.

Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards No.161, “Disclosures about Derivative Instruments and Hedging Activities — an amendment of FASB Statement no.133” (“FAS 161”) has been implemented by the Fund. The Fund utilizes derivatives to enhance return and management has determined the use of derivative instruments is not designed to hedge security positions. The Fund’s use of derivatives involves risks different from, and possibly greater than, the risks associated with investing directly in the investments underlying these derivatives.

Derivatives may be volatile and involve significant risk, such as, among other things, credit risk, currency risk, leverage risk and liquidity risk. They also involve the risk of mispricing or improper valuation and correlation risk (i.e., the risk that changes in the value of the derivative may not correlate perfectly, or to any degree, with the underlying asset, interest rate or index). Using derivatives can disproportionately increase losses and reduce opportunities for gains when security prices, indices, currency rates or interest rates are changing in unexpected ways. The Fund may suffer disproportionately heavy losses relative to the amount of its investments in derivative contracts.

Derivative instruments utilized by the Fund are defined below and delineated in the statement of assets, liabilities and capital and statement of operations of the Fund. As the Fund utilized more than one type of derivative in the period covered by this report, the following table summarizes the use of derivative investments in the current period:

Statement of Assets, Liabilities and Capital as of June 30, 2009
Derivatives not accounted for as hedging instruments pursuant to FASB Statement 133	Assets	Amount		Liabilities	Amount
Equity Options	—		—	Options written, at value	$	883,260
Futures Contracts	Cash collateral on financial futures contracts	$	549,000	Variation margin payable	$	34,770
Total Return Swaps	Unrealized appreciation on swaps	$	2,620,145

Statement of Operations for the period June 30, 2009
Derivatives not accounted for as hedging instruments pursuant to FASB Statement 133	Realized gain (loss)		Change in unrealized appreciation (depreciation)
Written Equity Options	$	2,370,711	$	(365,986	)
Futures Contracts	$	1,074,537	$	(155,951	)
Total Return Swaps		—	$	2,229,031

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 17

Notes to Financial Statements (continued)

•	Options — The Fund writes covered call options. When the Fund writes an option, an amount equal to the premium received by the Fund is reflected as an asset and an equivalent liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written. The Fund provides the purchaser with the right to potentially receive a cash payment from the Fund equal to any appreciation in the cash value of the index over the strike price on the expiration date of the written option. When an option expires (or the Fund enters into a closing transaction), the Fund realizes a gain or loss on the option to the extent of the premiums received (or gain or loss to the extent the cost of the closing transaction exceeds the premium received). Written options are non-income producing investments.
	Writing (selling) covered call options subjects the Fund to certain additional risks. The Fund, by writing covered call options, will forgo the opportunity to benefit from potential increases in the value of the equity investments above the exercise prices of the options, but will continue to bear the risk of declines in the value of the equity investments. The premiums received from the options may not be sufficient to offset any losses sustained from the volatility of the equity securities over time.
	The premium received from writing options and amounts available for distribution from the Fund’s options may decrease in declining interest rate environments. The value of the equity investments also may be influenced by changes in interest rates. Higher yielding equity investments and those issuers whose businesses are substantially affected by changes in interest rates may be particularly sensitive to interest rate risk. A summary of option transactions is found in Note 3, Investments.
•	Financial futures contracts — The Fund may purchase or sell financial futures contracts and options on such financial futures contracts. Financial futures contracts are contracts for delayed delivery of securities at a specific future date and at a specific price or yield. Upon entering into a contract, the Fund deposits, and maintains as collateral, such initial margin as required by the exchange on which the transaction is effected. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. 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. With futures, there is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.
•	Swaps — The Fund will enter into swap agreements, which are OTC contracts in which the Fund and a counterparty agree to make periodic net payments on a specified notional amount. Swap contracts are subject to risk related to the creditworthiness of the counterparty to the swap contract. In order to mitigate this risk, it is expected that the Fund will enter into swap contracts with at least two counterparties and only with counterparties that are rated A3 or better by Moody’s or A– or better by S&P (or counterparties whose obligations are guaranteed by other persons meeting such ratings), or those counterparties determined by the Fund to be of comparable credit quality. These credit standards do not ensure that a counterparty will not default on its obligations, if any, to the Fund. If there is a default by a counterparty to the swap contract, the Fund’s potential loss generally is the net amount of payments the Fund is contractually entitled to receive for one payment period, if any. The Fund will have contractual remedies pursuant to the swap contract, but there is no guarantee that the Fund would be successful in pursuing them. The Fund thus assumes the risk that it will be delayed or prevented from obtaining payments that it is owed by a defaulting counterparty.
	The swaps market is largely unregulated. It is possible that developments in the swap market, including potential government regulation, could adversely affect the Fund’s ability to terminate existing swap contracts or to realize amounts to be received under such contracts. The net payments can be made for a set period of time or may be triggered by a pre-determined credit event. The net periodic payments may be based on a fixed or variable interest rate; the change in market value of a specified security, basket of securities, or index; or the return generated by a security. Additionally, as interest rates increase, the ongoing cost of gaining the additional exposure is expected to increase. These periodic payments received or made by the Fund are recorded in the accompanying Statement of Operations as realized gains or losses, respectively. Gains or losses are also realized upon termination of the swap agreements. Swaps are marked-to-market daily and changes in value are recorded as unrealized appreciation (depreciation).

18 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Notes to Financial Statements (continued)

(d) Income taxes — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its stockholders. Therefore, no federal income tax provision is required.

FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”) requires an analysis of tax positions taken or to be taken on a tax return and whether such positions are “more likely than not” to be sustained upon examination based on their technical merit. To the extent they would not be sustained, tax expense (and related interest and penalties) would be recognized for financial statement reporting purposes. Management has evaluated the application of FIN 48 to the Fund, and has determined that FIN 48 does not have a material impact on the Fund’s financial statements. The Fund files U.S. and various state tax returns. To the best of the Fund’s knowledge, no income tax returns are currently under examination. All tax years of the Fund are open at this time.

(e) Security transactions and investment income — Security transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on security transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend dates. Interest is recognized on the accrual basis. The Fund amortizes all premiums and discounts on debt securities.

(f) Dividends and distributions — Dividends and distributions paid by the Fund are recorded on the ex-dividend dates. For the current period ended June 30, 2009, Fund management believes it is likely total dividends and distributions may exceed net investment income and accumulated realized capital gains, resulting in a portion of the total distribution treated as a tax return of capital. A portion of the distributions paid by the Fund during the year ended December 31, 2008 was characterized as a tax return of capital.

2. Investment Advisory and Management Agreement and Transactions with Affiliates:

The Fund has entered into an Investment Advisory and Management Agreement with IQ Investment Advisors LLC (“IQ Advisors”), an indirect, wholly owned subsidiary of Merrill Lynch & Co., Inc. (“ML & Co.”), which is a wholly owned subsidiary of Bank of America Corporation (“Bank of America”). IQ Advisors is responsible for the investment advisory, management and administrative services to the Fund. In addition, IQ Advisors provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of the Fund. For such services, the Fund pays a monthly fee at an annual rate equal to .90% of the average daily value of the Fund’s net assets plus borrowings for investment purposes, but excluding any net assets attributable to leveraging transactions.

In addition, IQ Advisors has entered into a Subadvisory Agreement with Oppenheimer Capital, LLC (the “Subadviser”). Pursuant to the agreement, the Subadviser provides certain investment advisory services to IQ Advisors with respect to the Fund. For such services, IQ Advisors pays the Subadviser a monthly fee at an annual rate equal to .40% of the average daily value of the Fund’s net assets plus borrowings for investment purposes, but excluding any net assets attributable to leveraging transactions. There is no increase in the aggregate fees paid by the Fund for these services.

IQ Advisors has entered into an Administration Agreement with Princeton Administrators, LLC (the “Administrator”). The Administration Agreement provides that IQ Advisors pays the Administrator a fee from its investment advisory fee at an annual rate equal to .12% of the average daily value of the Fund’s net assets plus borrowings for investment purposes, but excluding any net assets attributable to leveraging transactions for the performance of administrative and other services necessary for the operation of the Fund. There is no increase in the aggregate fees paid by the Fund for these services. The Administrator is an indirect subsidiary of BlackRock, Inc. (“BlackRock”). ML & Co. has a substantial financial interest in BlackRock.

Certain officers of the Fund are officers and/or directors of IQ Advisors and/or ML & Co. or their affiliates.

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 19

Notes to Financial Statements (concluded)

3. Investments:

Purchases and sales of investments, excluding short-term securities, for the six months ended June 30, 2009, were $1,600,709 and $11,208,508, respectively.

Transactions in call options written for the six months ended June 30, 2009,were as follows:

	Number of Contracts			Premiums Received
Outstanding call options written, beginning of period		777		$	2,525,879
Options written		4,875			14,478,045
Options closed		(3,357	)		(9,954,736	)
Options expired		(1,594	)		(5,610,540	)
Outstanding call options written, end of period		701		$	1,438,648

4. Common Stock Transactions:

The Fund is authorized to issue 100,000,000 shares of capital stock, par value $.001 per share, all of which were initially classified as Common Stock. The Board of Directors is authorized, however, to classify and reclassify any unissued shares of Common Stock without approval of the holders of Common Stock.

Subject to the approval of the Board of Directors, the Fund will make offers to repurchase its shares at annual (approximately 12-month) intervals. The shares tendered in the repurchase offer will be subject to a repurchase fee retained by the Fund to compensate the Fund for expenses directly related to the repurchase offer.

Shares issued and outstanding for the six months ended June 30, 2009 increased by 144,470 from dividend reinvestment. Shares issued and outstanding for the year ended December 31, 2008, increased by 88,147 from dividend reinvestment and decreased by 456,548 as a result of a repurchase offer.

With regard to repurchase fees, IQ will reimburse the Fund for the cost of expenses paid in excess of 2% of the value of the shares that are repurchased.

5. Capital Loss Carryforward:

As of December 31, 2008, the Fund had a net capital loss carryforward of $68,445,313, all of which expires in 2016. This amount will be available to offset like amounts of any future taxable gains.

20 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

Fundamental Periodic Repurchase Policy

The Board of Directors approved a fundamental policy whereby the Fund would adopt an “interval fund” structure pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended (the “1940 Act”). As an interval fund, the Fund will make annual repurchase offers at net asset value (less repurchase fee not to exceed 2%) to all Fund stockholders. The percentage of outstanding shares that the Fund can repurchase in each offer will be established by the Fund’s Board of Directors shortly before the commencement of each offer, and will be between 5% and 25% of the Fund’s then outstanding shares.

The Fund has adopted the following fundamental policy regarding the periodic repurchases:

a) The Fund will make offers to repurchase its shares at annual (approximately once every 13 months) intervals pursuant to Rule 23c-3 under the 1940 Act (“Offers”). The Board of Directors may place such conditions and limitations on an Offer as may be permitted under Rule 23c-3.

b) The repurchase request deadline, by which the Fund must receive repurchase requests submitted by stockholders in response to the most recent offer, will be determined by reference to the maturity date of the swap contracts that comprise the Fund’s leveraging transactions (as described in the Fund’s prospectus) for each annual period, and will be the fourteenth day prior to such maturity date; provided that in the event that such day is not a business day, the repurchase request deadline will be the business day subsequent to the fourteenth day prior to the maturity date of the swap contracts (the “Repurchase Request Deadline”).

c) The maximum number of days between a Repurchase Request Deadline and the next repurchase pricing date will be fourteen days; provided that if the fourteenth day after a Repurchase Request Deadline is not a business day, the repurchase pricing date shall be the next business day (the “Repurchase Pricing Date”).

d) Offers may be suspended or postponed under certain circumstances, as provided for in Rule 23c-3.

ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009 21

Availability of Quarterly Schedule of Investments

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Electronic Delivery

The Fund offers electronic delivery of communications to its stockholders. In order to receive this service, you must register your account and provide us with e-mail information. To sign up for this service, simply access this website at http://www.icsdelivery.com/live and follow the instructions.

When you visit this site, you will obtain a personal identification number (PIN). You will need this PIN should you wish to update your e-mail address, choose to discontinue this service and/or make any other changes to the service. This service is not available for certain retirement accounts at this time.

Contact Information

For more information regarding the Fund, please visit www.IQIAFunds.com or contact us at 1-877-449-4742.

22 ENHANCED S&P 500^® COVERED CALL FUND INC. JUNE 30, 2009

www.IQIAFunds.com

Enhanced S&P 500^® Covered Call Fund Inc. seeks to provide leveraged returns on the CBOE S&P 500^® BuyWrite Index^SM less fees and expenses.

This report, including the financial information herein, is transmitted to stockholders of Enhanced S&P 500^® Covered Call Fund Inc. for their information. It is not a prospectus. Past performance results shown in this report should not be considered a representation of future performance. Statements and other information herein are as dated and are subject to change.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge at www.IQIAFunds.com/proxyvoting.asp or upon request by calling toll-free 1-877-449-4742 or through the Securities and Exchange Commission’s website at http://www.sec.gov. Information about how the Fund voted proxies relating to securities held in the Fund’s portfolio during the most recent 12-month period ended June 30 is available (1) at www.IQIAFunds.com/proxyvoting.asp; and (2) on the Securities and Exchange Commission’s website at http://www.sec.gov.

Enhanced S&P 500^® Covered Call Fund Inc.
2 World Financial Center, 7th Floor
New York, NY 10281

#IQBEO — 6/09

Item 2 –	Code of Ethics – Not Applicable to this semi-annual report
Item 3 –	Audit Committee Financial Expert – Not Applicable to this semi-annual report
Item 4 –	Principal Accountant Fees and Services – Not Applicable to this semi-annual report
Item 5 –	Audit Committee of Listed Registrants – Not Applicable to this semi-annual report
Item 6 –	Investments
	(a) The registrant’s Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this form.
	(b) Not Applicable since no such divestments occurred during the semi-annual period covered since the last report on Form N-CSR.
Item 7 –	Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not Applicable to this semi-annual report
Item 8 –	Portfolio Managers of Closed-End Management Investment Companies – Not Applicable to this semi-annual report
Item 9 –	Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not Applicable
Item 10 –	Submission of Matters to a Vote of Security Holders – The registrant’s Nominating Committee will consider nominees to the board of directors recommended by shareholders when a vacancy becomes available. Shareholders who wish to recommend a nominee should send nominations that include biographical information and set forth the qualifications of the proposed nominee to the registrant’s Secretary. There have been no material changes to these procedures.
Item 11 –	Controls and Procedures
11(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”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended.
11(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) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12 –	Exhibits attached hereto
12(a)(1) –	Code of Ethics – Not Applicable to this semi-annual report
12(a)(2) –	Certifications – Attached hereto
12(a)(3) –	Not Applicable
12(b) –	Certifications – Attached hereto

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.
Enhanced S&P 500® Covered Call Fund Inc.
By:	/s/ Justin C. Ferri
	Justin C. Ferri
	Chief Executive Officer of
	Enhanced S&P 500® Covered Call Fund Inc.
Date: August 20, 2009
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/ Justin C. Ferri
	Justin C. Ferri
	Chief Executive Officer (principal executive officer) of
	Enhanced S&P 500® Covered Call Fund Inc.
Date: August 20, 2009
By:	/s/ James E. Hillman
	James E. Hillman
	Chief Financial Officer (principal financial officer) of
	Enhanced S&P 500® Covered Call Fund Inc.
Date: August 20, 2009