================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- FORM N-CSR ---------- CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-08727 SunAmerica Senior Floating Rate Fund, Inc. -------------------------------------------------- (Exact name of registrant as specified in charter) Harborside Financial Center, 3200 Plaza 5, Jersey City, NJ 07311 ---------------------------------------------------------------- (Address of principal executive offices) (Zip code) John T. Genoy Senior Vice President SunAmerica Asset Management Corp. Harborside Financial Center 3200 Plaza 5 Jersey City, NJ 07311 ---------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (201) 324-6414 Date of fiscal year end: December 31 Date of reporting period: December 31, 2012 ================================================================================ Item 1. Reports to Stockholders [GRAPHIC] ANNUAL REPORT 2012 SUNAMERICA Senior Floating Rate Fund [LOGO] TABLE OF CONTENTS SHAREHOLDERS' LETTER........................................ 1 EXPENSE EXAMPLE............................................. 3 STATEMENT OF ASSETS AND LIABILITIES......................... 5 STATEMENT OF OPERATIONS..................................... 6 STATEMENT OF CHANGES IN NET ASSETS.......................... 7 STATEMENT OF CASH FLOWS..................................... 8 FINANCIAL HIGHLIGHTS........................................ 9 PORTFOLIO OF INVESTMENTS.................................... 10 NOTES TO FINANCIAL STATEMENTS............................... 21 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM..... 31 DIRECTORS AND OFFICERS INFORMATION.......................... 32 SHAREHOLDER TAX INFORMATION................................. 35 COMPARISON: FUND VS. INDEX.................................. 36 DECEMBER 31, 2012 ANNUAL REPORT SHAREHOLDERS' LETTER -- (unaudited) Dear Shareholders, We are pleased to present this annual report for the SunAmerica Senior Floating Rate Fund, Inc. (the "Fund") for the 12 months ended December 31, 2012. The annual period proved to be a positive but challenging one for many investors. Indeed, almost all areas of the global financial markets experienced a broad "risk on/risk off" trading pattern, wherein investors vacillated en masse between sharply optimistic or pessimistic views toward the financial markets. By the end of December 2012, however, the more bullish views toward the financial markets had dominated. Floating rate loans, as represented by the S&P/LSTA Leveraged Loan Index ("LLI"), returned 9.66% during the annual period. The LLI significantly outperformed the broad U.S. fixed income market, as measured by the Barclays U.S. Aggregate Bond Index, which returned 4.21% for the same period ended December 31, 2012.* During the first quarter of 2012, the floating rate loan market fared especially well, with positive developments out of Europe and improving U.S. economic data helping to boost investor sentiment broadly, and with strong credit fundamentals for this particular market segment. At the end of March 2012, the default rate within this asset class, whether examined by principal amount or by issuer count, remained at historical lows (0.21% and 0.61%, respectively). Only $40 billion was scheduled to mature through 2013 as of February 29, 2012, supporting the potential for continued low default rates.+ On the other hand, technicals, or supply/demand factors, were challenging. Bank-loan mutual funds reported net outflows of $254 million during the first quarter, following net outflows of $7.7 billion over the final 22 weeks of 2011.** With the Federal Reserve Board (the "Fed") vowing to keep interest rates low through 2014, the floating-rate feature of bank loans had seemingly lost its near-term appeal. One silver lining to the technical picture was that the market for collateralized loan obligations ("CLOs"), one of the main sources of demand for banks loans, appeared to be reviving. In terms of quality, B-rated loans outperformed both higher-rated (BB) and lower-rated (CCC) loans. In stark contrast to the opening months of 2012, the second calendar quarter saw anxiety over Europe's worsening debt crisis and deteriorating global economic growth lead to a broad sell-off in risk assets. Uncertainty about the outlook for the Eurozone, a crisis of confidence in Spanish banks and a host of sovereign and corporate debt downgrades undermined investor sentiment. Signs of softening in the U.S. economy added to market tensions. In turn, the floating rate loan market generated more modest yet still positive returns during the second quarter of 2012. The asset class continued to benefit from strong credit fundamentals, as issuers' balance sheets improved. The bank loan default rate by principal amount and by issuer count remained near historical lows (1.04% and 1.08%, respectively). Less than $20 billion was scheduled to mature through 2013, supporting continued low defaults.+ The technical picture improved compared to the prior quarter. Bank loan mutual funds reported net inflows of $1.95 billion for the second quarter.** Moreover, the market for CLOs revived. By quality rating, loans rated CCC outperformed higher-rated B-rated and BB-rated loans during the second quarter. During the second half of the year, bold policy moves by major central banks, including the European Central Bank ("ECB") and the U.S. Fed, fueled a significant rally in risk assets as investors shrugged off mediocre global economic growth prospects. The ECB announced plans to buy potentially unlimited amounts of short-dated government bonds in order to reduce borrowing costs in fiscally challenged countries. The Fed announced a third wave of quantitative easing, dubbed QE3, aimed at boosting economic growth and reducing U.S. unemployment. In turn, during the third quarter of 2012, the floating rate loan market enjoyed its second-strongest gain in the last two and one-half years. The asset class continued to benefit from strong credit fundamentals, as evidenced by low interest expense relative to earnings. Further, there were no loan defaults in September, pushing the bank loan default rate by principal amount and by issuer count down to 1.00% and 1.06%, respectively.+ With bank loan mutual funds reporting new inflows of $2.94 billion during the quarter and the market for CLOs remaining solid, the technical picture remained resilient as well.** However, with the Fed having stated during the quarter that its short-term interest rate policy was on hold through at least mid-2015, the floating-rate feature of bank loans had yet to regain its near-term appeal. In terms of quality, loans rated CCC outpaced higher-rated B-rated and BB-rated loans by a wide margin during the quarter. 1 DECEMBER 31, 2012 ANNUAL REPORT SHAREHOLDERS' LETTER -- (unaudited) (continued) The floating rate loan market generated positive yet notably more modest returns during the fourth quarter of 2012. Credit fundamentals remained strong, and the bank loan default rate by principal amount and issuer count finished the year at 1.27% and 1.36%, respectively.+ Further, with bank loan mutual funds reporting net inflows during 43 of the 52 weeks in 2012,** the technical scenario remained supportive of the asset class. The re-emergence of the CLO market remained supportive of the bank loan technical picture as well. There was approximately $55 billion in issuance in 2012, which was roughly four times the issuance in 2011. For the quarter and for the year, CCC-rated loans outperformed higher-rated B-rated and BB-rated instruments. For 2012 overall, loans in the LLI rated CCC returned 18.35%. Loans in the LLI rated B returned 10.42% for the annual period, followed by loans rated BB, which returned 7.17%. All industries within the LLI generated positive absolute returns for the annual period as a whole. The strongest performing industries were beverage and tobacco; publishing; and media. These industries posted returns of 20.34%, 20.32%, and 14.02%, respectively. The weakest performing industries were aerospace and defense; ecological services and equipment; and clothing-textiles; which generated returns of 2.10%, 4.73%, and 4.86%, respectively, during the annual period. On the following pages, you will find a brief discussion regarding the Fund's annual results. You will also find detailed financial statements and portfolio information for the Fund for the annual period ended December 31, 2012. As always, we remain diligent in the management of your assets. If you have any questions, or require additional information on this or other SunAmerica Funds, we invite you to visit www.safunds.com or call the Shareholder Services Department at 800-858-8850. We value your ongoing confidence in us and look forward to serving your investment needs in the future. Sincerely, THE SUNAMERICA SENIOR FLOATING RATE FUND PORTFOLIO MANAGER Jeffrey W. Heuer Wellington Management Company, LLP -------- Past performance is no guarantee of future results. * The S&P/LSTA LEVERAGED LOAN INDEX (LLI) reflects the market-weighted performance of U.S. dollar-denominated institutional leveraged loan portfolios. The LLI is the only domestic leveraged loan index that utilized real-time market weightings, spreads and interest payments. The BARCLAYS U.S. AGGREGATE BOND INDEX represents securities that are U.S. domestic, taxable and dollar denominated. The index covers components for government and corporate securities, mortgage pass-through securities and asset-backed securities. Indices are not managed and an investor cannot invest directly into an index. + Source: S&P Leveraged Commentary & Data ** Source: Lipper, Inc. The Fund is not a money market fund and its net asset value may fluctuate. Investments in loans involve certain risks including nonpayment of principal and interest; collateral impairment; non-diversification and borrower industry concentration; and lack of an active trading market, in certain cases, which may impair the Fund's ability to obtain full value for loans sold. The Fund may invest all or substantially all of its assets in loans or other securities that are rated below investment grade, or in comparable unrated securities. Credit risks include the possibility of a default on the loan or bankruptcy of the borrower. The value of these loans is subject to a greater degree of volatility in response to interest rate fluctuations. 2 SUNAMERICA SENIOR FLOATING RATE FUND, INC. EXPENSE EXAMPLE -- DECEMBER 31, 2012 -- (UNAUDITED) DISCLOSURE OF PORTFOLIO EXPENSES IN SHAREHOLDER REPORTS As a shareholder of the SunAmerica Senior Floating Rate Fund, Inc. (the "Fund"), you may incur two types of costs: (1) transaction costs, including sales charges on purchase payments and contingent deferred sales charges and (2) ongoing costs, including management fees, distribution and service fees, and other Fund expenses. The example set forth below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at July 1, 2012 and held until December 31, 2012. ACTUAL EXPENSES The "Actual" section of the table provides information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the column under the heading entitled "Expenses Paid During the Six Months Ended December 31, 2012" to estimate the expenses you paid on your account during this period. For shareholder accounts in Class A and Class C, the "Expenses Paid During the Six Months Ended December 31, 2012" column does not include small account fees that may be charged if your account balance is below $500 ($250 for retirement plan accounts). In addition, the "Expenses Paid During the Six Months Ended December 31, 2012" column does not include administrative fees that may apply to qualified retirement plan accounts and accounts held through financial institutions. See the Fund's prospectus, your retirement plan documents and/or materials from your financial adviser, for a full description of these fees. Had these fees been included, the "Expenses Paid During the Six Months Ended December 31, 2012" column would have been higher and the "Ending Account Value" would have been lower. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The "Hypothetical" section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolios of other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. For shareholder accounts in Class A and Class C, the "Expenses Paid During the Six Months Ended December 31, 2012" column does not include small account fees that may be charged if your account balance is below $500 ($250 for retirement plan accounts). In addition, the "Expenses Paid During the Six Months Ended December 31, 2012" column does not include administrative fees that may apply to qualified retirement plan accounts and accounts held through financial institutions. See the Fund's prospectus, your retirement plan document and/or materials from your financial adviser for full description of these fees. Had these fees been included, the "Expenses Paid During the Six Months Ended December 31, 2012" column would have been higher and the "Ending Account Value" would have been lower. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, including sales charges on purchase payments, contingent deferred sales charges and administrative fees, if applicable to your account. Please refer to the Fund's prospectus, qualified retirement plan document and/or materials from your financial adviser, for more information. Therefore, the "Hypothetical" example is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs and other fees were included, your costs would have been higher. 3 SUNAMERICA SENIOR FLOATING RATE FUND, INC. EXPENSE EXAMPLE -- DECEMBER 31, 2012 -- (UNAUDITED) (CONTINUED) ACTUAL HYPOTHETICAL ---------------------------------------------------- ---------------------------------------------------- ENDING ENDING ACCOUNT ACCOUNT VALUE EXPENSES PAID VALUE USING EXPENSES PAID BEGINNING USING ACTUAL DURING THE BEGINNING A HYPOTHETICAL 5% DURING THE ACCOUNT VALUE RETURNS AT SIX MONTHS ENDED ACCOUNT VALUE ASSUMED RETURN AT SIX MONTHS ENDED AT JULY 1, 2012 DECEMBER 31, 2012 DECEMBER 31, 2012* AT JULY 1, 2012 DECEMBER 31, 2012 DECEMBER 31, 2012* --------------- ----------------- ------------------ --------------- ----------------- ------------------ Senior Floating Rate Fund# Class A.......... $1,000.00 $1,044.16 $7.45 $1,000.00 $1,017.85 $7.35 Class C.......... $1,000.00 $1,042.63 $8.99 $1,000.00 $1,016.34 $8.87 EXPENSE RATIO AS OF DECEMBER 31, 2012* ------------ Senior Floating Rate Fund# Class A.......... 1.45% Class C.......... 1.75% -------- * Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by 184 days divided by 366 days. These ratios do not reflect transaction costs, including sales charges on purchase payments, contingent deferred sales charges and administrative fees, if applicable to your account. Please refer to your Prospectus, your qualified retirement plan document and/or materials from your financial advisor for more information. # During the stated period, the investment adviser either waived/reimbursed a portion of or all of the fees/expenses and assumed a portion of or all expenses for the Fund. As a result, if these fees and expenses had not been waived/reimbursed, the "Actual/Hypothetical Ending Account Value" would have been lower and the "Actual/Hypothetical Expenses Paid During the Six Months Ended December 31, 2012" and the "Expense Ratios" would have been higher. 4 SUNAMERICA SENIOR FLOATING RATE FUND, INC. STATEMENT OF ASSETS AND LIABILITIES -- DECEMBER 31, 2012 ASSETS: Investments at value (unaffiliated)*............................................ $347,237,366 Repurchase agreements (cost approximates value)................................. 5,915,000 ------------ Total investments.............................................................. 353,152,366 Cash............................................................................ 1,577,416 Receivable for: Fund shares sold............................................................... 740,980 Dividends and interest......................................................... 1,862,909 Investments sold............................................................... 5,164,109 Prepaid expenses and other assets............................................... 2,911 Due from investment adviser for expense reimbursements/fee waivers.............. 100,943 ------------ Total assets................................................................... 362,601,634 ------------ LIABILITIES: Payable for: Fund shares redeemed........................................................... 1,003,991 Investments purchased.......................................................... 16,876,665 Investment advisory and management fees........................................ 246,450 Distribution and service maintenance fees...................................... 168,233 Administration fees............................................................ 57,988 Transfer agent fees and expenses............................................... 72,826 Directors' fees and expenses................................................... 2,185 Other accrued expenses......................................................... 239,075 Dividends payable............................................................... 351,822 Commitments (Note 11)........................................................... -- ------------ Total liabilities.............................................................. 19,019,235 ------------ Net Assets................................................................... $343,582,399 ============ NET ASSETS REPRESENTED BY: Common stock, $.01 par value.................................................... $ 416,243 Additional paid-in capital...................................................... 403,057,660 ------------ 403,473,903 Accumulated undistributed net investment income (loss).......................... (242,675) Accumulated undistributed net realized gain (loss) on investments............... (55,433,371) Unrealized appreciation (depreciation) on investments........................... (4,215,458) ------------ Net Assets................................................................... $343,582,399 ============ CLASS A: Net assets...................................................................... $146,102,770 Shares outstanding.............................................................. 17,692,785 Net asset value and redemption price per share.................................. $ 8.26 Maximum sales charge (3.75% of offering price).................................. 0.32 ------------ Maximum offering price to public................................................ $ 8.58 ============ CLASS C: Net assets...................................................................... $197,479,629 Shares outstanding.............................................................. 23,931,521 Net asset value, offering and redemption price per share (excluding any applicable contingent deferred sales charges).................................. $ 8.25 ============ *COST Investment securities (unaffiliated)........................................... $351,452,824 ============ See Notes to Financial Statements 5 SUNAMERICA SENIOR FLOATING RATE FUND, INC. STATEMENT OF OPERATIONS -- FOR THE YEAR ENDED DECEMBER 31, 2012 INVESTMENT INCOME: Interest (unaffiliated)........................................................... $18,127,288 Dividends (unaffiliated).......................................................... 1,139 Facility and other fee income (Note 2)............................................ 2,089,358 ----------- Total investment income........................................................ 20,217,785 ----------- EXPENSES: Investment advisory and management fees........................................... 2,928,632 Administration fees............................................................... 689,090 Distribution and service maintenance fees: Class A......................................................................... 517,722 Class C......................................................................... 1,474,683 Transfer agent fees and expenses: Class A......................................................................... 335,048 Class C......................................................................... 444,590 Registration fees: Class A......................................................................... 24,125 Class C......................................................................... 23,513 Accounting service fees........................................................... 64,462 Custodian and accounting fees..................................................... 120,122 Reports to shareholders........................................................... 75,240 Audit and tax fees................................................................ 101,141 Legal fees........................................................................ 18,965 Directors' fees and expenses...................................................... 49,888 Interest expense.................................................................. 1,329 Other expenses.................................................................... 108,307 ----------- Total expenses before fee waivers, expense reimbursements and custody credits.. 6,976,857 Fees waived and expenses reimbursed by investment adviser (Note 5)............. (1,391,047) Custody credits earned on cash balances........................................ (35) ----------- Net expenses................................................................... 5,585,775 ----------- Net investment income (loss)...................................................... 14,632,010 ----------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) on investments (unaffiliated)............................ (1,946,487) Change in unrealized appreciation (depreciation) on investments (unaffiliated).... 14,951,108 ----------- Net realized and unrealized gain (loss) on investments............................ 13,004,621 ----------- INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS....................... $27,636,631 =========== See Notes to Financial Statements 6 SUNAMERICA SENIOR FLOATING RATE FUND, INC. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEAR FOR THE YEAR ENDED ENDED DECEMBER 31, DECEMBER 31, 2012 2011 ------------ ------------ INCREASE (DECREASE) IN NET ASSETS: OPERATIONS: Net investment income (loss)......................................... $ 14,632,010 $ 19,197,704 Net realized gain (loss) on investments (unaffiliated)............... (1,946,487) (10,179,559) Net unrealized gain (loss) on investments (unaffiliated)............. 14,951,108 (11,283,617) ------------ ------------ Increase (decrease) in net assets resulting from operations........... 27,636,631 (2,265,472) ------------ ------------ DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (Class A)...................................... (6,633,424) (10,260,446) Net investment income (Class C)...................................... (8,232,858) (8,385,337) ------------ ------------ Total distributions to shareholders................................... (14,866,282) (18,645,783) ------------ ------------ NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS (NOTE 3)................................................ (28,915,255) (65,226,604) ------------ ------------ TOTAL INCREASE (DECREASE) IN NET ASSETS............................... (16,144,906) (86,137,859) NET ASSETS: Beginning of period................................................... 359,727,305 445,865,164 ------------ ------------ End of period+........................................................ $343,582,399 $359,727,305 ============ ============ +Includes accumulated undistributed net investment income (loss)...... $ (242,675) $ (8,403) ============ ============ See Notes to Financial Statements 7 SUNAMERICA SENIOR FLOATING RATE FUND, INC. STATEMENT OF CASH FLOWS -- FOR THE YEAR ENDED DECEMBER 31, 2012 INCREASE (DECREASE) IN CASH CASH FLOWS FROM OPERATING ACTIVITIES: Net increase in net assets from operations.................................................................... $ 27,636,631 ADJUSTMENTS TO RECONCILE NET INCREASE IN NET ASSETS FROM OPERATIONS TO NET CASH USED IN OPERATING ACTIVITIES: Purchase of loans/securities................................................................................ (204,707,517) Proceeds from loans/securities sold......................................................................... 115,296,989 Loan principal paydowns..................................................................................... 118,284,732 Net purchases of short-term securities...................................................................... (8,156,903) Accretion of facility fee income............................................................................ (1,395,643) Decrease in receivable for dividends and interest........................................................... 303,567 Decrease in receivable for investments sold................................................................. 1,934,126 Increase in amount due from investment adviser for expense reimbursements/fee waivers....................... (20,333) Decrease in prepaid expenses and other assets............................................................... 3,250 Increase in payable for investments purchased............................................................... 8,901,387 Decrease in payable for investment advisory and management fees............................................. (15,605) Decrease in payable for distribution and maintenance fees................................................... (9,813) Decrease in payable for administration fees................................................................. (3,672) Decrease in other accrued expenses.......................................................................... (55,965) Unrealized appreciation on investments...................................................................... (14,951,108) Net realized loss from investments.......................................................................... 1,946,487 ------------- Net cash provided by operating activities..................................................................... $ 44,990,610 ------------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from shares sold..................................................................................... 101,605,547 Payment on shares redeemed.................................................................................... (139,423,086) Cash dividends paid........................................................................................... (5,597,894) ------------- Net cash used in financing activities......................................................................... $ (43,415,433) ------------- Net increase in cash.......................................................................................... 1,575,177 Cash balance at beginning of period........................................................................... 2,239 ------------- Cash balance at end of period................................................................................. $ 1,577,416 ============= Supplemental disclosure of cash flow information: Noncash financing activities not included herein consist of reinvestment of dividends and distributions of $9,289,688. See Notes to Financial Statements 8 SUNAMERICA SENIOR FLOATING RATE FUND, INC. FINANCIAL HIGHLIGHTS NET GAIN (LOSS) ON NET INVESTMENTS DIVIDENDS NET NET RATIO OF ASSET (BOTH DIVIDENDS FROM NET ASSET ASSETS, EXPENSES VALUE, NET REALIZED TOTAL FROM FROM NET REALIZED TOTAL VALUE, END OF TO AVERAGE PERIOD BEGINNING INVESTMENT AND INVESTMENT INVESTMENT GAINS ON DISTRI- END OF TOTAL PERIOD NET ENDED OF PERIOD INCOME(1) UNREALIZED) OPERATIONS INCOME INVESTMENTS BUTIONS PERIOD RETURN(2) (000'S) ASSETS(3) ---------- --------- ---------- ----------- ---------- ---------- ----------- ------- ------ --------- -------- ---------- CLASS A ------- 12/31/08 $8.88 $0.49 $(3.74) $(3.25) $(0.49) $ -- $(0.49) $5.14 (38.20)% $ 25,546 1.45% 12/31/09 5.14 0.32 2.72 3.04 (0.35) -- (0.35) 7.83 60.63 103,932 1.45 12/31/10 7.83 0.34 0.46 0.80 (0.36) -- (0.36) 8.27 10.33 255,026 1.45 12/31/11 8.27 0.36 (0.33) 0.03 (0.34) -- (0.34) 7.96 0.36 160,949 1.45 12/31/12 7.96 0.36 0.31 0.67 (0.37) -- (0.37) 8.26 8.51 146,103 1.45 CLASS C ------- 12/31/08 $8.87 $0.47 $(3.74) $(3.27) $(0.46) $ -- $(0.46) $5.14 (38.31)% $ 86,126 1.75% 12/31/09 5.14 0.32 2.69 3.01 (0.33) -- (0.33) 7.82 59.94 129,550 1.75 12/31/10 7.82 0.32 0.45 0.77 (0.33) -- (0.33) 8.26 10.01 190,839 1.75 12/31/11 8.26 0.33 (0.32) 0.01 (0.32) -- (0.32) 7.95 0.06 198,778 1.75 12/31/12 7.95 0.34 0.30 0.64 (0.34) -- (0.34) 8.25 8.20 197,480 1.75 RATIO OF NET INVESTMENT INCOME TO PERIOD AVERAGE PORTFOLIO ENDED NET ASSETS(3) TURNOVER ---------- ------------- --------- 12/31/08 6.05% 32% 12/31/09 4.94 74 12/31/10 4.34 41 12/31/11 4.27 63 12/31/12 4.41 61 12/31/08 5.89% 32% 12/31/09 4.88 74 12/31/10 4.03 41 12/31/11 4.02 63 12/31/12 4.12 61 -------- (1)Calculated based upon average shares outstanding. (2)Total return does not reflect sales load but does include expense reimbursements. (3)Net of the following expense waivers and/or reimbursements, if applicable (based on average daily net assets) (See Note 5): 12/31/08 12/31/09 12/31/10 12/31/11 12/31/12 -------- -------- -------- -------- -------- Class A. 0.65% 0.55% 0.38% 0.33% 0.35% Class C. 0.73 0.66 0.48 0.44 0.44 See Notes to Financial Statements 9 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO PROFILE -- DECEMBER 31, 2012 -- (UNAUDITED) INDUSTRY ALLOCATION* Media....................................................... 8.5% Hotels, Restaurants & Leisure............................... 6.5 Commercial Services & Supplies.............................. 5.1 IT Services................................................. 4.2 Health Care Providers & Services............................ 3.9 Software.................................................... 3.8 Registered Investment Companies............................. 3.7 Chemicals................................................... 3.2 Food & Staples Retailing.................................... 3.2 Diversified Telecommunication Services...................... 3.1 Pharmaceuticals............................................. 3.0 Capital Markets............................................. 2.8 Auto Components............................................. 2.7 Energy Equipment & Services................................. 2.6 Diversified Financial Services.............................. 2.5 Metals & Mining............................................. 2.4 Oil, Gas & Consumable Fuels................................. 2.4 Semiconductors & Semiconductor Equipment.................... 2.3 Aerospace & Defense......................................... 2.3 Food Products............................................... 2.2 Wireless Telecommunication Services......................... 2.2 Specialty Retail............................................ 2.2 Health Care Equipment & Supplies............................ 2.1 Communications Equipment.................................... 1.8 Machinery................................................... 1.8 Repurchase Agreements....................................... 1.7 Insurance................................................... 1.4 Household Durables.......................................... 1.3 Industrial Power Producers & Energy Traders................. 1.3 Airlines.................................................... 1.3 Multi Utilities............................................. 1.2 Internet Software & Services................................ 1.2 Automobiles................................................. 1.1 Industrial Conglomerates.................................... 1.1 Gas Utilities............................................... 0.8 Leisure Equipment & Products................................ 0.8 Electronic Equipment, Instruments & Components.............. 0.8 Personal Products........................................... 0.7 Household Products.......................................... 0.7 Multiline Retail............................................ 0.6 Professional Services....................................... 0.6 Health Care Technology...................................... 0.6 Containers & Packaging...................................... 0.6 Diversified Consumer Services............................... 0.6 Road & Rail................................................. 0.6 Consumer Finance............................................ 0.5 Real Estate Management & Development........................ 0.5 Marine...................................................... 0.5 Life Sciences Tools & Services.............................. 0.5 Building Products........................................... 0.4 Thrifts & Mortgage Finance.................................. 0.3 Paper & Forest Products..................................... 0.2 Electrical Equipment........................................ 0.2 Textiles, Apparel & Luxury Goods............................ 0.1 Internet & Catalog Retail................................... 0.1 ----- 102.8% ===== CREDIT QUALITY+# BBB-........................................................ 2.1% BB+......................................................... 4.7 BB.......................................................... 9.4 BB-......................................................... 17.0 B+.......................................................... 31.6 B........................................................... 18.0 B-.......................................................... 5.3 CCC+........................................................ 2.8 CCC......................................................... 1.5 Not Rated@ ................................................. 7.6 ----- 100.0% ===== -------- * Calculated as a percentage of net assets. @ Represents debt issues that either have no rating, or the rating is unavailable from the data source. + Source: Standard and Poor's # Calculated as a percentage of total debt issues, excluding short-term securities. 10 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 RATINGS/(1)/ (UNAUDITED) ----------- INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) ---------------------------------------------------------------------------------------------------- LOANS(3)(4) -- 93.4% AEROSPACE & DEFENSE -- 2.3% DigitalGlobe, Inc................ BTL-B Ba3 BB+ 5.75% 10/07/2018 $1,237,500 $1,243,170 Hamilton Sundstrand Corp......... 1st Lien B1 B+ 5.00 12/05/2019 650,000 656,557 Transdigm Group, Inc............. BTL-B Ba2 BB- 4.00 02/14/2017 1,979,798 1,995,574 Transdigm Group, Inc............. BTL-B2 Ba2 BB- 4.00 02/14/2017 793,974 800,353 WESCO Distribution, Inc.......... BTL-B Ba3 B+ 4.50 12/04/2019 1,725,000 1,736,643 Wyle Laboratories, Inc........... BTL-B Ba3 BB 5.00 03/26/2017 1,354,965 1,363,432 ---------- 7,795,729 ---------- AIRLINES -- 1.3% Delta Air Lines, Inc............. BTL-B1 Ba2 B+ 5.25 10/18/2018 1,120,000 1,130,150 Delta Air Lines, Inc............. BTL Ba2 BB- 5.50 04/20/2017 1,814,807 1,837,936 United Airlines, Inc............. Tranche B Ba3 BB- 2.25 02/01/2014 1,086,304 1,085,286 ---------- 4,053,372 ---------- AUTO COMPONENTS -- 2.7% Allison Transmission, Inc........ BTL-B3 Ba3 BB- 4.25 08/23/2019 861,478 871,170 August LuxUK Holding Co.......... 1st Lien B1 B 6.25 04/27/2018 217,063 220,319 August LuxUK Holding Co.......... 2nd Lien Caa1 B- 10.50 04/27/2019 565,000 570,650 August U.S. Holding Co., Inc..... 1st Lien B1 B 6.25 04/27/2018 166,975 169,479 August U.S. Holding Co., Inc..... 2nd Lien Caa1 B- 10.50 04/27/2019 435,000 439,350 Federal Mogul Corp............... BTL-B Ba3 B+ 2.15 12/27/2014 932,888 858,840 Federal Mogul Corp............... BTL-C Ba3 B+ 2.15 12/27/2015 475,963 438,184 Goodyear Tire & Rubber Co........ 2nd Lien Ba1 BB 4.75 04/12/2019 500,000 504,250 Remy International, Inc.......... BTL-B B1 B+ 6.25 12/16/2016 942,304 949,960 UCI International, Inc........... BTL-B Ba2 B+ 5.50 07/26/2017 2,200,100 2,222,101 Viking Acquisition, Inc.......... BTL-B B1 B- 6.00 11/05/2016 1,700,300 1,650,707 ---------- 8,895,010 ---------- AUTOMOBILES -- 1.1% Casco Automotive Group, Inc...... BTL B1 NR 7.25 11/14/2018 1,000,000 1,000,417 Chrysler Group LLC............... BTL-B Ba2 BB 6.00 05/24/2016 2,831,875 2,897,937 ---------- 3,898,354 ---------- BUILDING PRODUCTS -- 0.4% Armstrong World Industries, Inc.. BTL-B B1 BB- 4.00 03/10/2018 321,981 324,899 HD Supply, Inc................... BTL-B B2 B+ 7.25 10/12/2017 1,014,900 1,044,502 ---------- 1,369,401 ---------- CAPITAL MARKETS -- 2.8% AlixPartners LLC................. BTL-B2 Ba3 B+ 6.50 05/29/2019 691,525 700,451 AlixPartners LLC................. 2nd Lien B3 B- 10.75 11/29/2019 285,000 288,741 BNY ConvergEX Group LLC.......... BTL-B B1 B+ 5.25 12/17/2016 191,951 187,032 BNY ConvergEX Group LLC.......... BTL-B B1 B+ 5.25 12/19/2016 422,936 412,098 BNY ConvergEX Group LLC.......... BTL-A B2 B- 8.75 12/17/2017 613,325 579,592 BNY ConvergEX Group LLC.......... BTL-A B2 B- 8.75 12/17/2017 1,461,675 1,381,283 Nuveen Investments, Inc.......... BTL-B B2 B 5.81 05/13/2017 1,553,480 1,561,247 Nuveen Investments, Inc.......... BTL B2 B 5.81 05/13/2017 1,616,520 1,627,634 Walter Investment Management Co.. Tranche B B1 B+ 5.75 11/15/2017 3,021,750 3,038,747 ---------- 9,776,825 ---------- 11 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) -------------------------------------------------------------------------------------------------------------------- CHEMICALS -- 3.2% Chemtura Corp.................................. BTL Ba1 BB+ 5.50% 08/27/2016 $1,890,000 $ 1,921,501 General Chemical Corp.......................... BTL B1 B 5.00-5.75 10/06/2015 703,994 708,394 Hexion Specialty Chemicals, Inc................ BTL-C1 Ba3 B- 4.00 05/05/2015 463,446 464,604 Hexion Specialty Chemicals, Inc................ BTL-C2 Ba3 B- 4.06 05/05/2015 209,978 210,503 Houghton International, Inc.................... BTL-B Ba3 B 5.25 12/16/2019 710,000 715,325 Ineos U.S. Finance LLC......................... BTL-B B1 B+ 6.50 04/27/2018 1,240,625 1,255,939 OMNOVA Solutions, Inc.......................... BTL-B Ba2 B+ 5.50 05/31/2017 539,000 545,738 PQ Corp........................................ 1st Lien B2 B+ 5.25 04/10/2017 635,000 639,128 Styron LLC..................................... BTL-B B1 B+ 8.00 08/02/2017 1,140,569 1,118,114 Univar, Inc.................................... BTL-B B2 B+ 5.00 06/30/2017 2,528,375 2,527,672 Veyance Technologies, Inc...................... 2nd Lien NR NR 5.96 07/31/2015 950,000 916,750 ----------- 11,023,668 ----------- COMMERCIAL SERVICES & SUPPLIES -- 4.0% ACCO Brands Corp............................... BTL-B Ba1 BB+ 4.25 04/30/2019 871,333 879,502 ADS Waste Holdings, Inc........................ BTL B1 B+ 5.25 10/09/2019 1,305,000 1,322,944 Altegrity, Inc................................. BTL-B B1 B 7.75 02/21/2015 1,115,231 1,109,655 ATI Schools(9)(10)............................. BTL-B Caa3 NR 12.25 12/30/2014 1,138,627 85,397 ATI Schools(6)(8)(10).......................... BTL NR NR 13.25 06/30/2012 256,258 57,658 ATI Schools(6)(8)(10).......................... BTL NR NR 13.25 06/30/2012 15,830 3,562 Audio Visual Services Group, Inc............... 1st Lien B1 B+ 6.75 11/09/2018 1,596,000 1,572,060 AWAS Aviation Capital, Ltd..................... BTL Ba2 BBB- 4.75 06/18/2018 669,613 674,635 Brand Energy and Infrastructure Services, Inc.. BTL-B1 B2 B 6.25 10/16/2018 2,051,310 2,030,157 Brand Energy and Infrastructure Services, Inc.. BTL-B1 B2 B 6.25 10/22/2018 492,315 487,238 Fly Funding II SARL............................ BTL NR NR 5.75 08/09/2018 1,219,563 1,229,853 KAR Auction Services, Inc...................... BTL-B Ba3 BB- 5.00 05/18/2017 1,034,250 1,045,239 Peak 10, Inc................................... BTL-B B2 B 7.25 10/29/2019 635,000 638,572 ValleyCrest Cos................................ 1st Lien NR NR 8.00 10/04/2016 858,294 849,711 WCA Waste Systems, Inc......................... BTL B1 B+ 5.50 03/23/2018 1,692,213 1,704,904 ----------- 13,691,087 ----------- COMMUNICATIONS EQUIPMENT -- 1.8% Sorenson Communications, Inc................... BTL-C NR NR 6.00 08/16/2013 4,852,958 4,786,230 Telesat Holdings, Inc.......................... BTL-B Ba3 BB- 4.25 03/28/2019 1,457,675 1,470,430 ----------- 6,256,660 ----------- CONSUMER FINANCE -- 0.5% Fifth Third Processing Solutions LLC........... BTL-B Ba2 BBB- 3.75 02/27/2019 1,880,788 1,884,314 ----------- CONTAINERS & PACKAGING -- 0.6% Consolidated Container Co...................... BTL-B B1 B 5.00 07/03/2019 822,938 828,595 FleetPride, Inc................................ 1st Lien B1 B 5.25 11/19/2019 680,000 682,834 TricorBraun, Inc............................... BTL-B B1 B 5.50-6.50 05/10/2018 548,625 552,968 ----------- 2,064,397 ----------- DIVERSIFIED CONSUMER SERVICES -- 0.6% Vertrue, Inc.(7)(9)............................ BTL NR NR 5.25 08/16/2014 1,558,451 467,535 Vertrue, Inc.(7)(9)............................ 2nd Lien NR NR 13.25 08/14/2015 1,490,000 11,175 Weight Watchers International, Inc............. BTL-F Ba1 BB+ 4.00 03/15/2019 1,533,413 1,546,347 ----------- 2,025,057 ----------- DIVERSIFIED FINANCIAL SERVICES -- 2.5% Aptalis Pharma, Inc............................ BTL-B2 B2 B+ 5.50 02/10/2017 997,487 1,004,138 Aptalis Pharma, Inc............................ BTL-B1 B1 BB 5.50 02/11/2017 2,258,851 2,273,911 BLB Management Services, Inc................... 1st Lien B1 NR 8.50 11/05/2015 118,299 119,236 Foxco Acquisition LLC.......................... BTL-B B1 NR 5.50 07/14/2017 932,663 947,041 Global Cash Access LLC......................... BTL Ba3 B+ 7.00 03/01/2016 1,157,143 1,164,375 Ipreo Holdings LLC............................. BTL-2 B1 BB- 6.50 08/05/2017 1,157,100 1,164,332 Ipreo Holdings LLC............................. BTL-3 B1 NR 6.50 08/05/2017 754,039 758,752 Visant Corp.................................... BTL B1 BB- 5.25 12/22/2016 1,360,835 1,236,319 ----------- 8,668,104 ----------- 12 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) --------------------------------------------------------------------------------------------------------------------------- DIVERSIFIED TELECOMMUNICATION SERVICES -- 3.1% Cequel Communications LLC............................ BTL-B Ba2 BB- 4.00% 02/14/2019 $2,446,513 $ 2,461,463 IPC Systems, Inc..................................... 2nd Lien Caa2 CCC 5.46 06/01/2015 1,000,000 808,750 Level 3 Financing, Inc............................... BTL-B3 Ba3 B+ 4.75 08/01/2019 981,000 986,620 Level 3 Financing, Inc............................... Tranche B Ba3 B+ 5.25 08/01/2019 1,425,000 1,440,809 SBA Finance.......................................... BTL-B Ba2 BB 3.75 09/20/2019 835,000 840,219 U.S. TelePacific Corp................................ BTL B3 B- 5.75 02/23/2017 1,910,472 1,888,183 West Corp............................................ BTL-B2 Ba3 B+ 5.75 06/30/2018 2,149,200 2,180,095 ----------- 10,606,139 ----------- ELECTRICAL EQUIPMENT -- 0.2% WireCo WorldGroup, Inc............................... BTL-B Ba2 BB- 6.00 02/15/2017 678,300 688,475 ----------- ELECTRONIC EQUIPMENT, INSTRUMENTS & COMPONENTS -- 0.8% Aeroflex, Inc........................................ BTL-B B1 BB- 5.75 05/09/2018 1,743,851 1,763,469 CDW Corp............................................. BTL-B B1 B+ 4.00 07/15/2017 921,239 919,758 ----------- 2,683,227 ----------- ENERGY EQUIPMENT & SERVICES -- 2.4% Aquilex Holdings LLC................................. BTL-B B3 NR 8.75 04/01/2016 1,204,280 1,207,290 FTS International LLC................................ BTL-B B3 CCC+ 8.50-9.25 05/06/2016 2,011,038 1,677,960 Pinnacle Holdco SARL................................. BTL B1 B+ 6.50 07/24/2019 1,670,813 1,674,572 Pinnacle Holdco SARL................................. 2nd Lien Caa1 CCC+ 10.50 07/24/2020 786,000 798,773 Shelf Drilling International Holdings, Ltd........... BTL Ba1 B+ 6.25 05/31/2018 3,000,000 2,970,000 ----------- 8,328,595 ----------- FOOD & STAPLES RETAILING -- 3.2% AdvancePierre Foods, Inc............................. BTL-B1 B1 B 5.75 07/10/2017 1,440,000 1,458,900 BJ's Wholesale Club, Inc............................. 1st Lien B3 B 5.75 09/20/2019 1,820,000 1,847,626 Rite Aid Corp........................................ BTL-B2 B2 B+ 1.97 06/04/2014 1,370,085 1,363,920 Rite Aid Corp........................................ BTL-B5 B2 B+ 4.50 03/02/2018 2,383,512 2,382,022 Roundy's Supermarkets, Inc........................... BTL-B B1 B+ 5.75 02/13/2019 889,883 839,383 Sprouts Farmers Market LLC........................... BTL-B B2 B+ 6.00 04/18/2018 2,240,100 2,265,301 Sprouts Farmers Market LLC........................... BTL B2 B+ 6.00 04/20/2018 165,170 167,028 U.S. Foodservice..................................... BTL B3 B- 5.75 03/31/2017 658,001 661,703 ----------- 10,985,883 ----------- FOOD PRODUCTS -- 2.2% Brickman Group Holdings, Inc......................... BTL-B B1 B+ 5.50 10/14/2016 2,001,323 2,036,346 Michael Foods, Inc................................... BTL-B Ba3 B+ 4.25 02/25/2018 1,950,041 1,965,886 Pinnacle Foods Group, Inc............................ BTL-B Ba3 B+ 3.71 10/02/2016 944,782 950,687 Pinnacle Foods Group, Inc............................ BTL-E Ba3 B+ 4.75 10/17/2018 337,450 340,463 Pinnacle Operating Corp.............................. BTL-B1 B2 B 6.75 11/14/2018 1,436,400 1,409,468 Pinnacle Operating Corp.............................. BTL-B2 Caa1 CCC+ 11.50 05/13/2019 1,000,000 955,000 ----------- 7,657,850 ----------- GAS UTILITIES -- 0.4% EP Energy LLC........................................ BTL-B1 Ba3 B+ 5.00 05/24/2018 735,000 741,169 NGPL PipeCo LLC...................................... BTL-B Ba3 B+ 6.75 09/15/2017 699,107 717,109 ----------- 1,458,278 ----------- HEALTH CARE EQUIPMENT & SUPPLIES -- 2.1% Bausch & Lomb, Inc................................... BTL-B B1 B+ 5.25 05/17/2019 1,218,875 1,231,499 Catalent Pharma Solutions, Inc....................... BTL Ba3 BB- 4.21 09/15/2016 1,890,000 1,903,585 Hologic, Inc......................................... BTL-B Ba2 BBB- 4.50 08/01/2019 802,988 813,610 Immucor, Inc......................................... BTL-B Ba3 BB- 5.75 08/17/2018 864,095 875,977 Kinetic Concepts, Inc................................ BTL-B NR NR 5.50 05/04/2018 405,900 411,354 Vantage Oncology, Inc................................ BTL-B B2 B 7.75 01/31/2017 204,773 196,582 Vantage Oncology, Inc................................ BTL B2 B 7.75 01/31/2017 1,685,530 1,618,109 ----------- 7,050,716 ----------- 13 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) ------------------------------------------------------------------------------------------------------------------- HEALTH CARE PROVIDERS & SERVICES -- 3.9% Alliance HealthCare Services, Inc......... BTL-B Ba3 BB- 7.25% 06/01/2016 $ 242,335 $ 239,609 DaVita, Inc............................... BTL-B2 Ba2 BB- 4.00 08/23/2019 1,225,000 1,236,225 DaVita, Inc............................... BTL-B Ba2 BB- 4.50 10/20/2016 1,710,100 1,724,208 HCA, Inc.................................. Tranche B3 Ba3 BB 3.46 03/31/2018 500,000 501,920 Health Management Associates, Inc......... BTL-B Ba3 BB- 4.50 11/18/2018 608,850 614,501 inVentiv Health, Inc...................... BTL-B NR B 6.50 08/04/2016 1,175,506 1,131,425 MModal, Inc............................... 1st Lien Ba3 BB- 6.75 08/17/2019 1,346,663 1,296,163 Multiplan, Inc............................ BTL Ba3 B 4.75 08/26/2017 2,130,967 2,146,949 National Surgical Hospitals, Inc.......... BTL B2 B 8.25 02/03/2017 1,336,377 1,306,308 Sheridan Holdings, Inc.................... 1st Lien B1 B+ 6.00 06/29/2018 1,024,850 1,039,582 Sheridan Holdings, Inc.................... 2nd Lien Caa1 B- 9.00 06/29/2019 721,000 732,266 U.S. Renal Care, Inc...................... 1st Lien B1 B+ 6.25 07/02/2019 805,950 818,039 U.S. Renal Care, Inc...................... 2nd Lien Caa1 CCC+ 10.25 12/27/2019 666,000 675,158 ----------- 13,462,353 ----------- HEALTH CARE TECHNOLOGY -- 0.6% Emdeon Business Services LLC.............. BTL-B Ba3 BB- 5.00 11/02/2018 271,585 274,674 IMS Health, Inc........................... BTL-B Ba3 BB- 4.50 08/26/2017 1,822,373 1,836,748 ----------- 2,111,422 ----------- HOTELS, RESTAURANTS & LEISURE -- 6.2% 24 Hour Fitness Worldwide, Inc............ BTL-B Ba3 B+ 7.50 04/22/2016 1,569,862 1,585,169 Affinity Gaming LLC....................... BTL-B Ba3 BB 5.50 11/09/2017 927,988 937,267 Caesars Entertainment Operating Co., Inc.. BTL-B2 B2 B 4.46 01/28/2018 4,000,000 3,467,224 DineEquity, Inc........................... BTL-B Ba2 BB- 4.25 10/19/2017 1,131,719 1,143,036 Golden Nugget, Inc.(10)(11)............... Delayed Draw Caa3 B- 3.21 06/30/2014 719,760 692,769 Golden Nugget, Inc.(10)(11)............... 1st Lien Caa3 B- 3.22 06/30/2014 1,264,488 1,217,070 Greektown Casino LLC(15).................. BTL-B B2 BB- 5.00 12/18/2018 2,345,000 2,347,931 Landry's Restaurants, Inc................. BTL-B B1 B+ 6.50 04/24/2018 555,800 562,748 MGM Resorts International................. BTL-B Ba2 BB 4.25 12/27/2019 2,835,000 2,869,553 OSI Restaurant Partners LLC............... BTL-B1 B1 BB 4.75-5.75 10/26/2019 1,515,000 1,531,886 Quizno's LLC(10)(11)...................... 1st Lien NR NR 9.00 01/24/2017 1,797,166 1,419,761 Rock Ohio Caesars LLC..................... BTL NR BB- 8.50 08/19/2017 800,000 820,000 Six Flags Theme Parks, Inc................ BTL-B Ba2 BB+ 4.00-5.25 12/20/2018 748,043 752,785 Town Sports International Holdings, Inc... BTL-B Ba3 B+ 5.75 05/11/2018 1,797,161 1,818,128 ----------- 21,165,327 ----------- HOUSEHOLD DURABLES -- 1.3% NXP BV.................................... BTL-B B2 B+ 5.25 03/19/2019 992,500 1,002,631 NXP BV.................................... BTL-A2 B2 B+ 5.50 03/04/2017 691,250 706,263 Tempur-Pedic International, Inc.(15)...... BTL-B Ba3 BB -- 11/20/2019 900,000 912,562 Wilsonart International Holdings LLC...... BTL B2 BB- 5.50 10/19/2019 1,100,000 1,109,900 Yankee Candle Co., Inc.................... BTL B1 B+ 5.25 04/02/2019 772,614 782,271 ----------- 4,513,627 ----------- HOUSEHOLD PRODUCTS -- 0.7% Reynolds Group Holdings, Inc.............. Tranch E B1 B+ 4.75 09/20/2018 1,940,138 1,966,704 Spectrum Brands, Inc...................... BTL-B1 Ba3 B 4.50 11/06/2019 540,000 545,358 ----------- 2,512,062 ----------- INDUSTRIAL CONGLOMERATES -- 1.1% American Rock Salt Co. LLC................ BTL-B B3 B 5.50 04/25/2017 1,699,125 1,679,301 Fram Group Holdings, Inc.................. 1st Lien B1 B 6.50 07/29/2017 538,188 539,869 Harland Clarke Holdings Corp.............. BTL-B2 B1 NR 5.46 06/30/2017 713,129 691,736 Sequa Corp................................ BTL-B B1 B 5.25 05/29/2017 876,996 877,361 ----------- 3,788,267 ----------- 14 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) ----------------------------------------------------------------------------------------------------------------------- INDUSTRIAL POWER PRODUCERS & ENERGY TRADERS -- 1.3% AES Corp.......................................... BTL-B Ba1 BB+ 4.25% 06/01/2018 $ 891,129 $ 901,950 Calpine Corp...................................... BTL-B B1 BB- 4.50 04/01/2018 1,070,913 1,083,265 Calpine Corp...................................... BTL B1 NR 4.50 10/09/2019 1,542,135 1,559,308 LS Power Funding Corp............................. BTL Ba2 BB+ 5.50 06/28/2019 780,175 792,853 ----------- 4,337,376 ----------- INSURANCE -- 1.4% Asurion Corp...................................... BTL-B NR BB- 5.50 05/24/2018 2,364,394 2,391,485 Asurion Corp...................................... 2nd Lien NR B- 9.00 05/24/2019 780,255 805,613 Asurion Corp...................................... BTL NR B- 11.00 09/02/2019 550,000 585,063 USI Holdings Corp................................. BTL B3 B- 5.25 12/27/2019 1,040,000 1,039,134 ----------- 4,821,295 ----------- INTERNET & CATALOG RETAIL -- 0.1% Acosta, Inc....................................... BTL NR NR 5.00 03/02/2018 443,888 446,939 ----------- INTERNET SOFTWARE & SERVICES -- 1.1% Web.com Group, Inc................................ BTL-B Ba3 B 5.50 10/27/2017 946,794 955,670 Zayo Group LLC.................................... 1st Lien B1 B 5.25 07/02/2019 2,642,720 2,674,433 ----------- 3,630,103 ----------- IT SERVICES -- 3.5% Ceridian Corp..................................... BTL B1 B- 5.96 05/09/2017 1,073,743 1,074,280 Evertec, Inc...................................... BTL-B Ba3 BB- 5.50 09/30/2016 435,000 438,534 First Data Corp................................... BTL-B B1 B+ 4.21 03/24/2018 6,218,681 5,936,682 First Data Corp................................... BTL-1 B3 B+ 5.21 09/24/2018 1,800,000 1,769,625 MoneyGram International, Inc...................... BTL-B Ba2 BB- 4.25 11/18/2017 490,897 490,284 Sungard Data Systems, Inc......................... BTL-B Ba3 BB 3.84-3.94 02/28/2016 664,060 668,617 Sungard Data Systems, Inc......................... BTL Ba3 BB 3.96 02/28/2017 713,992 718,893 TransFirst Holdings, Inc.......................... BTL-B B1 B 6.25 12/05/2017 590,000 591,475 TransFirst Holdings, Inc.......................... 2nd Lien Caa2 CCC+ 11.00 05/04/2018 250,000 247,500 ----------- 11,935,890 ----------- LEISURE EQUIPMENT & PRODUCTS -- 0.8% Freedom Group, Inc................................ BTL-B Ba3 B+ 5.50 04/19/2019 290,675 284,135 SRAM LLC.......................................... BTL-B Ba3 B+ 4.75-5.75 06/07/2018 1,616,709 1,624,792 SRAM LLC.......................................... 2nd Lien B3 B- 8.50 12/07/2018 875,000 888,125 ----------- 2,797,052 ----------- LIFE SCIENCES TOOLS & SERVICES -- 0.5% Pharmaceutical Product Development, Inc........... BTL-B Ba3 B+ 6.25 12/05/2018 1,598,850 1,626,331 ----------- MACHINERY -- 1.8% Alliance Laundry Systems LLC...................... BTL B2 NR 5.50 12/07/2018 580,000 586,525 Harbor Freight Tools USA, Inc..................... BTL-B B1 B+ 5.50 11/14/2017 1,036,150 1,048,239 Navistar International Corp....................... BTL-B Ba3 B+ 7.00 08/17/2017 925,000 931,938 Pro Mach, Inc..................................... BTL-B B2 B+ 5.00 07/06/2017 1,511,129 1,530,019 Rexnord Corp...................................... BTL-B Ba2 BB 4.50 04/01/2018 1,906,776 1,926,441 ----------- 6,023,162 ----------- MARINE -- 0.5% Dockwise Transport BV............................. BTL-B NR NR 1.96 04/10/2015 175,933 175,053 Dockwise Transport BV............................. BTL-B2 NR NR 2.06 01/11/2015 359,958 358,159 Dockwise Transport BV............................. BTL-C2 NR NR 2.94 01/11/2016 360,227 358,425 Dockwise Transport BV............................. BTL-C NR NR 2.94 04/10/2016 147,578 146,840 Dockwise Transport BV............................. BTL-D NR NR 4.71 07/11/2016 241,913 240,703 Dockwise Transport BV............................. BTL-D2 NR NR 4.71 07/11/2016 483,825 481,406 ----------- 1,760,586 ----------- 15 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) --------------------------------------------------------------------------------------------------------------- MEDIA -- 7.7% Advanstar Communications, Inc.......... 1st Lien Caa2 CCC+ 2.57% 05/31/2014 $1,892,368 $ 1,654,246 Alpha D2, Ltd.......................... BTL-B2 Ba3 B+ 6.00 04/30/2019 2,481,281 2,521,602 Charter Communications Operating LLC... BTL-D Baa3 BB+ 4.00 05/15/2019 1,538,375 1,552,557 Cinram International, Inc.(9)(10)(12).. 1st Lien NR NR 19.25 12/31/2013 470,666 97,663 Cumulus Media, Inc..................... 1st Lien Ba2 NR 4.50 09/16/2018 1,531,642 1,538,753 Cumulus Media, Inc..................... 2nd Lien B2 CCC+ 7.50 09/16/2019 1,070,000 1,104,775 Dallas Sports & Entertainment LP....... BTL NR NR 4.46 11/16/2018 534,602 498,516 Fender Musical Instruments Corp........ Delayed Draw B2 B 2.47 06/09/2014 261,386 261,386 Fender Musical Instruments Corp........ BTL-B B2 B 2.47 06/09/2014 517,274 517,274 Getty Images, Inc...................... BTL-B B1 B 4.75 10/18/2019 1,915,000 1,920,086 Gray Television, Inc................... BTL-B B2 B+ 4.75 10/14/2019 1,108,559 1,116,180 Hicks Sports Group+(7)(8).............. BTL-B NR NR 6.75 12/22/2011 1,172,242 334,089 Interactive Data Corp.................. BTL-B Ba3 B+ 4.50 02/11/2018 2,240,087 2,254,773 Kabel Deutschland AG................... BTL-F NR NR 4.25 01/20/2019 1,010,000 1,017,365 LIN Television Corp.................... BTL-B Ba2 BB- 5.00 12/21/2018 722,700 728,120 Mediacom Broadband LLC................. BTL-F Ba3 BB- 4.50 10/23/2017 1,453,185 1,457,726 Mediacom LLC........................... BTL-E Ba3 BB- 4.50 10/23/2017 1,693,759 1,692,700 Rovi Solutions Corp.................... BTL-B Ba2 BB 4.00 02/07/2018 803,925 794,881 Sinclair Television Group, Inc......... BTL-B Ba1 BB+ 4.00 10/28/2016 765,661 771,078 Tribune Co............................. BTL Ba3 NR 4.00 12/17/2019 2,600,000 2,600,325 Truven Health Analytics, Inc........... BTL-B Ba3 B+ 5.75 06/06/2019 313,425 314,404 Univision Communications, Inc.......... BTL-B B2 B+ 4.46 03/31/2017 649,797 640,405 WideOpenWest Finance LLC............... BTL-B B1 B 6.25 07/12/2018 930,325 942,463 ----------- 26,331,367 ----------- METALS & MINING -- 2.4% Fortescue Metals Group, Ltd............ BTL Ba1 BB+ 5.25 10/18/2017 3,845,363 3,884,116 Novelis, Inc........................... BTL-B Ba2 BB- 4.00 03/10/2017 1,760,839 1,778,007 Tube City IMS Corp..................... BTL-B B1 B+ 5.75 03/20/2019 2,640,050 2,673,051 ----------- 8,335,174 ----------- MULTI UTILITIES -- 1.2% Texas Competitive Electric Holdings Co. LLC.............................. BTL Caa1 CCC 4.71-4.81 10/10/2017 6,174,956 4,158,172 ----------- MULTILINE RETAIL -- 0.6% 99 Cents Only Store.................... BTL-B B2 B+ 5.25 01/13/2019 524,710 531,361 Lord & Taylor, Ltd..................... BTL-B Ba3 BB 5.75 01/11/2019 176,881 178,788 Neiman Marcus Group, Inc............... BTL-B B2 B+ 4.75 05/16/2018 1,500,000 1,504,791 ----------- 2,214,940 ----------- OIL, GAS & CONSUMABLE FUELS -- 2.2% Arch Coal, Inc......................... BTL Ba3 BB 5.75 05/17/2018 1,457,676 1,476,158 Energy Transfer Equity LP.............. BTL-B Ba2 BB 3.75 03/23/2017 2,170,000 2,190,174 MEG Energy Corp........................ BTL-B Ba1 BBB- 4.00 03/18/2018 750,375 757,996 Pilot Travel Centers LLC............... BTL-B2 Ba2 BB 4.25 08/07/2019 299,250 301,931 Plains Exploration & Production Co..... BTL-B Ba1 BB 4.00 09/13/2019 1,305,000 1,310,981 Samson Investment Co................... 2nd Lien B1 B+ 6.00 09/19/2018 1,500,000 1,515,938 ----------- 7,553,178 ----------- PAPER & FOREST PRODUCTS -- 0.2% Unifrax Corp........................... BTL-B B2 B+ 6.50 11/28/2018 693,000 701,085 ----------- PERSONAL PRODUCTS -- 0.7% NBTY, Inc.............................. BTL-B Ba3 BB- 4.25 10/01/2017 548,719 554,788 Revlon, Inc............................ BTL-B Ba3 BB- 4.75 11/19/2017 1,983,658 1,999,901 ----------- 2,554,689 ----------- 16 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT (NOTE 2) -------------------------------------------------------------------------------------------------------------------- PHARMACEUTICALS -- 3.0% Alkermes, Inc.................................. BTL-B B1 BB 4.50% 09/18/2019 $1,521,188 $ 1,538,935 Capsugel Healthcare, Ltd....................... BTL-B B1 BB- 4.75 08/01/2018 1,748,521 1,770,378 ConvaTec, Inc.................................. BTL-B Ba3 B+ 5.00 12/22/2016 495,000 502,425 Grifols SA..................................... BTL-B Ba2 BB+ 4.50 06/01/2017 1,505,098 1,521,717 Jazz Pharmaceuticals PLC....................... BTL-B Ba3 BBB- 5.25 06/12/2018 307,125 311,476 Quintiles Transnational Corp................... BTL-B NR BB- 5.00 06/08/2018 1,696,656 1,710,442 Quintiles Transnational Corp................... BTL B3 B 7.50 02/26/2017 800,000 813,000 Valeant Pharmaceuticals International, Inc..... BTL-B Ba1 BBB- 4.25 09/27/2019 875,000 881,198 Warner Chilcott PLC............................ BTL-B3 Ba3 BBB- 4.25 03/15/2018 367,682 370,472 Warner Chilcott PLC............................ Tranche B1 Ba3 BBB- 4.25 03/15/2018 534,809 538,868 Warner Chilcott PLC............................ Tranche B2 Ba3 BBB- 4.25 03/15/2018 267,405 269,434 Warner Chilcott PLC............................ BTL-B1 Ba3 BBB- 4.25 03/15/2018 203,105 204,647 ----------- 10,432,992 ----------- PROFESSIONAL SERVICES -- 0.6% Bankruptcy Management Solutions, Inc.(10)(11).. 2nd Lien NR NR 8.21 08/20/2015 140,547 5,622 Nexeo Solutions LLC............................ BTL-B1 B1 B 5.00 09/08/2017 1,510,488 1,485,943 Nexeo Solutions LLC............................ BTL-B2 B1 B 5.00 09/08/2017 663,338 653,111 ----------- 2,144,676 ----------- REAL ESTATE MANAGEMENT & DEVELOPMENT -- 0.5% Realogy Corp................................... CLTL B1 B- 4.46 10/10/2016 208,340 209,252 Realogy Corp................................... BTL B1 B- 4.46 10/10/2016 1,596,593 1,603,579 ----------- 1,812,831 ----------- ROAD & RAIL -- 0.6% Swift Transportation Co., Inc.................. BTL-B B1 BB 5.00 12/21/2017 1,957,862 1,980,092 ----------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT -- 2.3% Freescale Semiconductor, Inc................... BTL B1 B 4.46 12/01/2016 4,074,472 4,006,563 Freescale Semiconductor, Inc................... BTL-B2 B1 B 6.00 12/01/2016 2,858,400 2,844,108 Microsemi Corp................................. BTL-B Ba2 BB 4.00 02/03/2018 1,193,238 1,204,276 ----------- 8,054,947 ----------- SOFTWARE -- 3.8% Attachmate Corp................................ BTL B1 BB- 7.25 11/22/2017 693,963 701,645 Eagle Parent, Inc.............................. BTL-B B1 B+ 5.00 05/16/2018 2,807,250 2,831,813 Hyland Software, Inc........................... BTL B2 B 5.50 10/25/2019 1,835,000 1,842,742 Kronos, Inc.................................... BTL-C Ba3 B 5.50 10/30/2019 2,435,000 2,463,916 Kronos, Inc.................................... 2nd Lien Caa1 CCC+ 9.75 04/30/2020 1,745,000 1,753,725 Lawson Software, Inc........................... BTL-B Ba3 B+ 5.25 04/05/2018 1,090,168 1,102,262 Magic Newco LLC................................ BTL Ba3 B+ 7.25 12/12/2018 1,481,288 1,495,360 RedPrairie Corp................................ 1st Lien B1 B+ 6.75 12/14/2018 760,000 760,136 ----------- 12,951,599 ----------- SPECIALTY RETAIL -- 2.0% J Crew Operating Corp.......................... BTL-B B1 B 4.50 03/07/2018 1,817,313 1,827,282 Michaels Stores, Inc........................... BTL-B2 B1 BB- 4.81 07/31/2016 1,468,693 1,483,905 Party City Holdings, Inc....................... BTL B1 B 5.75 07/27/2019 1,855,350 1,877,963 Serta Simmons Holdings LLC..................... BTL-B B1 B+ 5.00 10/01/2019 1,515,000 1,519,313 ----------- 6,708,463 ----------- TEXTILES, APPAREL & LUXURY GOODS -- 0.1% Phillips-Van Heusen Corp.(15).................. BTL-B Ba1 BBB- 3.25 12/19/2019 445,000 448,258 ----------- THRIFTS & MORTGAGE FINANCE -- 0.3% Ocwen Financial Corp........................... BTL-B NR B 7.00 09/01/2016 978,778 983,672 ----------- 17 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) RATINGS/(1)/ (UNAUDITED) ------------ INTEREST MATURITY PRINCIPAL VALUE INDUSTRY DESCRIPTION TYPE MOODY'S S&P RATE DATE/(2)/ AMOUNT/SHARES (NOTE 2) --------------------------------------------------------------------------------------------------------------------- WIRELESS TELECOMMUNICATION SERVICES -- 2.2% Cricket Communications, Inc...................... BTL Ba2 B+ 4.75% 10/10/2019 $ 495,000 $ 499,022 Crown Castle International Corp.................. BTL-B Ba2 B+ 4.00 01/31/2019 999,900 1,006,899 Intelstat Jackson Holdings, Ltd.................. BTL B1 BB- 4.50 04/02/2018 1,997,462 2,016,010 MetroPCS Wireless, Inc........................... BTL-B3 Ba1 BB 4.00 05/18/2018 1,753,817 1,761,125 Syniverse Technologies, Inc...................... BTL-B B1 BB- 5.00 04/23/2019 2,284,520 2,304,510 ------------ 7,587,566 ------------ TOTAL LOANS (cost $324,013,843).................. 320,746,634 ------------ U.S. CORPORATE BONDS & NOTES -- 3.8% COMMERCIAL SERVICES & SUPPLIES -- 1.1% Reynolds Group Issuer, Inc.*..................... Bond B1 B+ 5.75 10/15/2020 2,000,000 2,065,000 Ladder Capital Finance Holdings LLP*............. Bond Ba3 B+ 7.38 10/01/2017 1,710,000 1,757,025 ------------ 3,822,025 ------------ ENERGY EQUIPMENT & SERVICES -- 0.2% Shelf Drilling Holdings, Ltd.*................... Bond B1 B 8.63 11/01/2018 695,000 712,375 ------------ GAS UTILITIES -- 0.4% EP Energy LLC.................................... Bond NR B 9.38 05/01/2020 1,258,000 1,418,395 ------------ HOTELS, RESTAURANTS & LEISURE -- 0.3% Caesars Entertainment Operating Co., Inc......... Bond B2 B 8.50 02/15/2020 1,225,000 1,215,813 ------------ INTERNET SOFTWARE & SERVICE -- 0.1% Zayo Group LLC................................... Bond B1 B 8.13 01/01/2020 340,000 378,250 ------------ IT SERVICES -- 0.7% Ceridian Corp.*.................................. Bond B1 B- 8.88 07/15/2019 590,000 640,150 First Data Corp.*................................ Bond B1 B+ 7.38 06/15/2019 1,635,000 1,692,225 ------------ 2,332,375 ------------ MEDIA -- 0.6% CCO Holdings LLC................................. Bond B1 BB- 5.25 09/30/2022 1,000,000 1,012,500 Unitymedia Hessen GmbH & Co. KG*................. Bond Ba3 BB- 5.50 01/15/2023 870,000 898,275 ------------ 1,910,775 ------------ OIL, GAS & CONSUMABLE FUELS -- 0.2% MEG Energy Corp.*................................ Bond B1 BB 6.38 01/30/2023 570,000 594,225 ------------ SPECIALTY RETAIL -- 0.2% Party City Holdings, Inc.*....................... Bond Caa1 CCC+ 8.88 08/01/2020 540,000 579,150 ------------ TOTAL U.S. CORPORATE BONDS & NOTES (cost $12,416,313)..................................... 12,963,383 ------------ COMMON STOCK -- 0.0% DIVERSIFIED FINANCIAL SERVICES -- 0.0% Bankruptcy Management Solutions, Inc.+(5)(6)..... 1,360 0 BLB Management Services, Inc.+................... 5,141 92,538 ------------ 92,538 ------------ MEDIA -- 0.0% Berry Co. LLC+(5)(6)............................. 1,136 51,415 ------------ TOTAL COMMON STOCK (cost $704,457)............... 143,953 ------------ MEMBERSHIP INTEREST -- 0.2% MEDIA -- 0.2% VSS-AHC Holdings LLC+(5)(6)...................... 12,608 370,801 NextMedia Operating, Inc.+(5)(6)................. 7,916 200,750 ------------ TOTAL MEMBERSHIP INTEREST (cost $1,506,366)...... 571,551 ------------ 18 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) PRINCIPAL VALUE INDUSTRY DESCRIPTION AMOUNT/SHARES (NOTE 2) ------------------------------------------------------------------------------------------------------ WARRANTS -- 0.0% DIVERSIFIED FINANCIAL SERVICES -- 0.0% Bankruptcy Management Solutions, Inc. Expires 10/01/2017 (Strike Price $30.00)+(5)(6) (cost $0).................................................... 126 $ 0 ------------ TOTAL LONG-TERM INVESTMENT SECURITIES (cost $338,640,979)..... 334,425,521 ------------ SHORT-TERM INVESTMENT SECURITIES -- 3.7% REGISTERED INVESTMENT COMPANIES -- 3.7% SSgA Money Market Fund (cost $12,811,845)..................... $12,811,845 12,811,845 ------------ REPURCHASE AGREEMENTS -- 1.7% Bank of America Securities LLC Joint Repurchase Agreement(13). 1,055,000 1,055,000 Barclays Capital, Inc. Joint Repurchase Agreement(13)......... 975,000 975,000 BNP Paribas SA Joint Repurchase Agreement(13)................. 975,000 975,000 Deutsche Bank AG Joint Repurchase Agreement(13)............... 380,000 380,000 Royal Bank of Scotland Joint Repurchase Agreement(13)......... 1,310,000 1,310,000 UBS Securities LLC Joint Repurchase Agreement(13)............. 1,220,000 1,220,000 ------------ Total Repurchase Agreements (cost $5,915,000)................. 5,915,000 ------------ TOTAL INVESTMENTS (cost $357,367,824) (14)...................................... 102.8% 353,152,366 LIABILITIES IN EXCESS OF OTHER ASSETS........................... (2.8) (9,569,967) ----------- ------------ NET ASSETS...................................................... 100.0% $343,582,399 =========== ============ -------- BTL Bank Term Loan CLTLCredit Linked Term Loan NR Security is not rated. + Non-income producing security * Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. The Fund has no rights to demand registration of these securities. At December 31, 2012, the aggregate value of these securities was $8,938,425, representing 2.6% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid. (1) Bank loans rated below Baa by Moody's Investor Service, Inc. or BBB by Standard & Poor's Group are considered below investment grade. Ratings provided are as of December 31, 2012. (2) Based on the stated maturity, the weighted average to maturity of the loans held in the portfolio will be approximately 62 months. Loans in the Fund's portfolio are generally subject to mandatory and/or optional prepayment. Because of these mandatory prepayment conditions and because there may be significant economic incentives for a Borrower to prepay, prepayments may occur. As a result, the actual remaining maturity may be substantially less than the stated maturities shown. (3) The Fund invests in senior loans which generally pay interest at rates which are periodically re-determined by reference to a base lending rate plus a premium. These base lending rates are generally either the lending rate offered by one or more major European banks, such as the London Inter-Bank Offer Rate ("LIBOR") or the prime rate offered by one or more major United States banks, or the certificate of deposit rate. Senior loans are generally considered to be restrictive in that the Fund is ordinarily contractually obligated to receive approval from the Agent Bank and/or borrower prior to the disposition of a senior loan. (4) All loans in the portfolio were purchased through assignment agreements unless otherwise indicated. (5) Illiquid security. At December 31, 2012, the aggregate value of these securities was $622,966, representing 0.2% of net assets. (6) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2. (7) Company has filed for Chapter 11 bankruptcy protection. (8) Loan is in default and did not pay principal at maturity. Final outcome of Chapter 11 bankruptcy still to be determined. (9) Loan is in default. (10)PIK ("Payment-In-Kind") security. Income may be paid in additional loans or cash at the discretion of the issuer. (11)Security currently paying interest in the form of additional loans. (12)Company has filed for bankruptcy protection in country of issuance. (13)See Note 2 for details of the Joint Repurchase Agreement. (14)See Note 6 for cost of investments on a tax basis. (15)As of December 31, 2012, the loan has not settled and as a result, the interest rate is estimated based on information available. 19 SUNAMERICA SENIOR FLOATING RATE FUND, INC. PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2012 -- (CONTINUED) The following is a summary of the inputs used to value the Fund's net assets as of December 31, 2012 (see Note 2): LEVEL 1--UNADJUSTED LEVEL 2--OTHER LEVEL 3--SIGNIFCANT QUOTED PRICES OBSERVABLE INPUTS UNOBSERVABLE INPUTS TOTAL ------------------- ----------------- ------------------- ------------ ASSETS: Long-Term Investment Securities: Loans: Commercial Services & Supplies.. $ -- $ 13,544,470 $ 146,617 $ 13,691,087 Diversified Consumer Services... -- 1,546,347 478,710 2,025,057 Hotels, Restaurants & Leisure... -- 21,165,327 -- 21,165,327 Media........................... -- 25,997,278 334,089 26,331,367 Professional Services........... -- 2,139,054 5,622 2,144,676 Other Industries*............... -- 255,389,120 -- 255,389,120 U.S. Corporate Bonds & Notes..... -- 12,963,383 -- 12,963,383 Common Stock: Diversified Financial Services.. -- 92,538 0 92,538 Media........................... -- -- 51,415 51,415 Membership Interest.............. -- -- 571,551 571,551 Warrants......................... -- -- 0 0 Short-Term Investments: Registered Investment Companies.. 12,811,845 -- -- 12,811,845 Repurchase Agreements.............. -- 5,915,000 -- 5,915,000 ----------- ------------ ---------- ------------ TOTAL.............................. $12,811,845 $338,752,517 $1,588,004 $353,152,366 =========== ============ ========== ============ * Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of securities by industry classification, please refer to the Portfolio of Investments. The Fund's policy is to recognize transfers between Levels as of the end of the reporting period. A security in the amount of $12,811,845 was held at the beginning of the period and transferred from Level 2 to Level 1 and securities in the amount of $20,416,920 were held at the beginning of the period and transferred from Level 3 to Level 2 following a reassessment of valuation inputs. In addition, securities in the amount of $21,816,321 were held at the beginning of the period and transferred from Level 3 to Level 2 due to an increase in market activity and observable market data including the number of identified market makers and/or trading activity. There were no additional material transfers between Levels. The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value: COMMON MEMBERSHIP LOANS STOCK INTEREST RIGHTS WARRANTS TOTAL ------------ --------- ---------- --------- -------- ------------ Balance as of 12/31/2011........... $127,498,824 $ 21,576 $ 710,745 $ 0 $ 0 $128,231,145 Accrued discounts.................. 426,383 -- -- -- -- 426,383 Accrued premiums................... (345) -- -- -- -- (345) Realized gain...................... 558,531 -- -- -- -- 558,531 Realized loss...................... (1,230,787) (220,679) (307,625) (237,500) -- (1,996,591) Change in unrealized appreciation@. 4,221,289 199,103 860,806 250,000 -- 5,531,198 Change in unrealized depreciation@. (1,146,201) -- -- -- -- (1,146,201) Purchases.......................... 5,004,843 -- -- -- -- 4,227,485 Sales.............................. (92,134,258) (0) (692,375) (12,500) -- (92,061,775) Transfers into Level 3............. -- 51,415 -- -- -- 51,415 Transfers out of Level 3........... (42,233,241) -- -- -- -- (42,233,241) ------------ --------- --------- --------- --- ------------ Balance as of 12/31/2012........... $ 965,038 $ 51,415 $ 571,551 $ -- $ 0 $ 1,588,004 ============ ========= ========= ========= === ============ -------- @ The total change in unrealized appreciation (depreciation) attributable to Level 3 investments still held at December 31, 2012 includes: COMMON MEMBERSHIP LOANS STOCK INTEREST WARRANTS ----------- ------ ---------- -------- $(307,064) $-- $529,305 $-- =========== === ======== === At the end of the reporting period, Level 3 investments in securities were not considered a material portion of the Fund. See Notes to Financial Statements 20 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 Note 1. Organization of the Fund SunAmerica Senior Floating Rate Fund, Inc. (the "Fund") is an open-end, non-diversified management investment company. The Fund was organized as a Maryland corporation in 1998 and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The Fund is managed by SunAmerica Asset Management Corp. (the "Adviser" or "SunAmerica"), an indirect wholly-owned subsidiary of American International Group, Inc. ("AIG"). The Fund's investment goal and principal investment techniques are to provide as high a level of current income as is consistent with the preservation of capital by investing, under normal market conditions, at least 80% of its net assets, plus any borrowings for investment purposes, in senior secured floating rate loans and other institutionally traded secured floating rate debt obligations. The Fund may also purchase both investment grade and high yield fixed income securities and money market instruments, although the Fund may not invest more than 10% of its total assets in high yield fixed income securities. The Fund offers two classes of shares. Class A shares are offered at net asset value per share plus an initial sales charge. Additionally, purchases of Class A shares in excess of $1,000,000 will be purchased at net asset value but will be subject to a contingent deferred sales charge ("CDSC") on redemptions made within two years of purchase. Class C shares are offered for sale at net asset value without a front-end sales charge, although a CDSC may be imposed on redemptions made within 12 months of purchase. The share classes differ in their respective distribution and service maintenance fees. All classes have equal rights to assets and voting privileges except as may otherwise be provided in the Fund's registration statement. INDEMNIFICATIONS: The Fund's organizational documents provide current and former officers and directors with a limited indemnification against liabilities arising out of the performance of their duties to the Fund. In addition, pursuant to Indemnification Agreements between the Fund and each of the current directors who is not an "interested person," as defined in Section 2(a)(19) of the 1940 Act, of the Fund (collectively, the "Disinterested Directors"), the Fund provides the Disinterested Directors with a limited indemnification against liabilities arising out of the performance of their duties to the Fund, whether such liabilities are asserted during or after their service as directors. In addition, in the normal course of business the Fund enters into contracts that contain the obligation to indemnify others. The Fund's maximum exposure under these arrangements is unknown. Currently, however, the Fund expects the risk of loss to be remote. Note 2. Significant Accounting Policies The preparation of financial statements in accordance with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates and those differences could be significant. The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements: SECURITY VALUATION: In accordance with the authoritative guidance on fair value measurements and disclosures under accounting principles generally accepted in the United States of America ("GAAP"), the Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. In accordance with GAAP, fair value is defined as the price that the Fund would receive upon selling an asset or transferring a liability in a timely transaction to an independent third party in the principal or most advantageous market. GAAP established a three-tier hierarchy to provide more transparency around the inputs used to measure fair value and 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 developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The three-tiers are as follows: Level 1 -- Unadjusted quoted prices in active markets for identical securities 21 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) Level 2 -- Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Fund's Board of Directors (the "Board"), etc.). Level 3 -- Significant unobservable inputs (includes inputs that reflect the Fund's own assumptions about the assumptions market participants would use in pricing the security, developed based on the best information available under the circumstances.) Changes in valuation techniques may result in transfers in or out of an investment's assigned Level within the hierarchy. The methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments and the determination of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to each security. 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 recently issued 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 summary of inputs used to value the Fund's net assets as of December 31, 2012 are reported on a schedule following the Portfolio of Investments. The investments by the Fund in loan interests ("Loans") are valued in accordance with guidelines established by the Board. Under the Fund's current guidelines, Loans for which an active secondary market exists to a reliable degree will be valued at the mean of the last available bid and asked prices in the market for such Loans, as provided by a Board-approved loan pricing service, and are generally categorized as Level 2. Loans for which an active secondary market does not exist to a reliable degree will be valued at fair value, which is intended to approximate market value, and are generally categorized as Level 3. In valuing a Loan at fair value, the following factors will be considered, (a) the creditworthiness of the borrower and any intermediate participants, (b) the terms of the Loan, (c) recent prices in the market for similar Loans, if any, and (d) recent prices in the market for instruments of similar quality, rate, and period until the next interest rate reset and maturity. Stocks are generally valued based upon closing sales prices reported on recognized securities exchanges for which the securities are principally traded and are generally categorized as Level 1. Stocks listed on the NASDAQ are valued using the NASDAQ Official Closing Price ("NOCP"). Generally, the NOCP will be the last sale price unless the reported trade for the stock is outside the range of the bid/ask price. In such cases, the NOCP will be normalized to the nearer of the bid or ask price. For listed securities having no sales reported and for unlisted securities, such securities will be valued based upon the last reported bid price. Bonds and debentures, other long-term debt securities and short term debt securities with maturities in excess of 60 days are valued at bid prices obtained for the day of valuation from a bond pricing service, when such prices are available and are generally categorized as Level 2. The pricing services may use valuation models or matrix pricing which considers information with respect to comparable bond and note transactions, quotations from bond dealers, or by reference to other securities that are considered comparable in such characteristics as rating, interest rate, and maturity date, option adjusted spreads models, prepayments projections, interest rate spreads, and yield curves to determine current value. If a vendor quote is unavailable, the securities may be priced at the mean of two independent quotes obtained from brokers. Investments in registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in registered investment companies that trade on an exchange are valued at the 22 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded. Registered investment companies are generally categorized as Level 1. Short-term securities with 60 days or less to maturity are amortized to maturity based on their cost to the Fund if acquired within 60 days of maturity or, if already held by the Fund on the 60th day, are amortized to maturity based on the value determined on the 61st day, and are generally categorized as Level 2. The Board is responsible for the share valuation process and has adopted a policy and procedures (the "PRC Procedures") for valuing the securities and other assets held by the Fund, including procedures for the fair valuation of securities and other assets for which market quotations are not readily available or are unreliable. The PRC Procedures provide for the establishment of a pricing review committee, which is responsible for, among other things, making certain determinations in connection with the Fund's fair valuation procedures. Securities for which market quotations are not readily available or the values of which may be significantly impacted by the occurrence of developments or significant events are generally categorized as Level 3. There is no single standard for making fair value determinations, which may result in prices that vary from those of other funds. The Loans in which the Fund primarily invests are generally not listed on any exchange and the secondary market for the Loans is comparatively illiquid relative to markets for other fixed income securities. Consequently, obtaining valuations for the Loans may be more difficult than obtaining valuations for more actively traded securities. Thus, the value upon disposition on any given Loan may differ from its current valuation. REPURCHASE AGREEMENTS: The Fund, along with other affiliated registered investment companies, pursuant to procedures adopted by the Board and applicable guidance from the Securities and Exchange Commission ("SEC"), may transfer uninvested cash balances into a single joint account, the daily aggregate balance of which is invested in one or more repurchase agreements collateralized by U.S. Treasury or federal agency obligations. In a repurchase agreement, the seller of a security agrees to repurchase the security at a mutually agreed-upon time and price, which reflects the effective rate of return for the term of the agreement. For repurchase agreements and joint repurchase agreements, the Fund's custodian takes possession of the collateral pledged for investments in such repurchase agreements ("repo" or collectively "repos"). The underlying collateral is valued daily on a mark to market basis, plus accrued interest, to ensure that the value, at the time the agreement is entered into, is equal to at least 102% of the repurchase price, including accrued interest. In the event of default of the obligation to repurchase, a Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with Bank of America Securities LLC: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT - ---------- ---------- Senior Floating Rate Fund..... 1.30% $1,055,000 As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: Bank of America Securities LLC, dated December 31, 2012, bearing interest at a rate of 0.14% per annum, with a principal amount of $81,105,000, a repurchase price of $81,105,631, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- --------- ----------- ------------ U.S. Treasury Notes........... 0.25% 5/31/2014 $82,729,000 $82,779,465 23 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with Barclay's Capital, Inc.: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT ---------- --------- Senior Floating Rate Fund..... 1.30% $975,000 As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: Barclay's Capital, Inc., dated December 31, 2012, bearing interest at a rate of 0.20% per annum, with a principal amount of $74,950,000, a repurchase price of $74,950,833, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- --------- ----------- ------------ U.S. Treasury Bonds........... 4.50% 5/15/2038 $57,037,000 $76,317,217 As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with BNP Paribas SA: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT ---------- --------- Senior Floating Rate Fund..... 1.30% $975,000 As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: BNP Paribas SA, dated December 31, 2012, bearing interest at a rate of 0.17% per annum, with a principal amount of $74,950,000, a repurchase price of $74,950,708, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- --------- ----------- ------------ U.S. Treasury Notes........... 2.50% 3/31/2015 $72,511,900 $76,578,367 As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with Deutsche Bank AG: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT - ---------- --------- Senior Floating Rate Fund..... 1.30% $380,000 As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: Deutsche Bank AG, dated December 31, 2012, bearing interest at a rate of 0.14% per annum, with a principal amount of $29,315,000, a repurchase price of $29,315,228, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- --------- ----------- ------------ U.S. Treasury Notes........... 1.88% 6/30/2015 $28,827,000 $29,947,794 As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with Royal Bank of Scotland: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT - ---------- ---------- Senior Floating Rate Fund..... 1.31% $1,310,000 24 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: Royal Bank of Scotland, dated December 31, 2012, bearing interest at a rate of 0.19% per annum, with a principal amount of $100,215,000, a repurchase price of $100,216,058, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- --------- ----------- ------------ U.S. Treasury Notes........... 3.63% 2/15/2021 $85,749,000 $102,062,747 As of December 31, 2012, the Fund held an undivided interest in a joint repurchase agreement with UBS Securities LLC: PERCENTAGE PRINCIPAL OWNERSHIP AMOUNT - ---------- ---------- Senior Floating Rate Fund..... 1.30% $1,220,000 As of such date, the repurchase agreement in that joint account and the collateral thereof were as follows: UBS Securities LLC, dated December 31, 2012, bearing interest at a rate of 0.17% per annum, with a principal amount of $93,655,000, a repurchase price of $93,655,885, and a maturity date of January 2, 2013. The repurchase agreement is collateralized by the following: INTEREST MATURITY PRINCIPAL TYPE OF COLLATERAL RATE DATE AMOUNT MARKET VALUE ------------------ -------- ---------- ----------- ------------ U.S. Treasury Notes........... 0.25% 11/30/2014 $95,793,000 $95,814,074 SECURITIES TRANSACTIONS, INVESTMENT INCOME, EXPENSES, DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: Security transactions are recorded on a trade date basis. Realized gains and losses on sales of investments are calculated on the identified cost basis. Interest income is accrued daily from settlement date except when collection is not expected. Dividend income is recorded on the ex-dividend date. For financial statement purposes, the Fund amortizes all premiums and accretes all discounts. Facility fees received, which were $1,395,643 for the year ended December 31, 2012, are accreted to income over the life of the Loans. Other income, including amendment fees, commitment fees, letter of credit fees, etc., which were $693,715 for the year ended December 31, 2012, are recorded as income when received or contractually due to the Fund. Net investment income, other than class specific expenses, and realized and unrealized gains and losses, are allocated daily to each class of shares based upon the relative net asset value of outstanding shares (or the value of dividend-eligible shares, as appropriate) of each class of shares at the beginning of the day (after adjusting for the current capital share activity of the respective class). Interest earned on cash balances held at the custodian are shown as custody credits on the Statement of Operations. Dividends from net investment income are normally declared daily and paid monthly. Capital gain distributions, if any, are paid annually. The Fund records dividends and distributions to the shareholders on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts at fiscal year end based on their federal tax-basis treatment; temporary differences do not require reclassification. Net assets are not affected by the reclassifications. The Fund is considered a separate entity for tax purposes and intends to comply with the requirements of the Internal Revenue Code, as amended, applicable to regulated investment companies and distribute all of its taxable income, 25 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) including any net capital gains on investments, to its shareholders. The Fund also intends to distribute sufficient net investment income and net capital gains, if any, so that the Fund will not be subject to excise tax on undistributed income and gains. Therefore, no federal income tax or excise tax provision is required. The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained, assuming examination by tax authorities. Management has analyzed the Fund's tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2009-2011 or expected to be taken in the Fund's 2012 tax return. The Fund is not aware of any tax provisions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund files U.S. federal and certain state income tax returns. With few exceptions, the Fund is no longer subject to U.S. federal and state tax examinations by tax authorities for tax returns ending before 2009. NEW ACCOUNTING PRONOUNCEMENTS: In May 2011, the FASB issued ASU No. 2011-04, "Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs." ASU 2011-04 requires common fair value measurement and disclosure requirements between U.S. GAAP and International Financial Reporting Standards. The new and revised disclosures are effective for interim and annual reporting periods beginning after December 15, 2011. All required changes to accounting policies have been made in accordance with ASU No. 2011-04. In December 2011, the FASB issued ASU No. 2011-11, "Disclosures about Offsetting Assets and Liabilities". ASU 2011-11 requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The new and revised disclosures are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. At this time, management is evaluating the implications of ASU 2011-11 and its impact on the financial statements. STATEMENT OF CASH FLOWS: Information on financial transactions which have been settled through the receipt or disbursement of cash is presented in the Statement of Cash Flows. The cash amount shown in the Statement of Cash Flows is the amount included in the Fund's Statement of Assets and Liabilities and represents cash on hand at its custodian bank account and does not include any short-term investments at December 31, 2012. Note 3. Capital Share Transactions The Fund has 1,000,000,000 of $.01 par value shares authorized that may be issued in two different classes. Transactions in shares of each class were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2012 DECEMBER 31, 2011 ------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT CLASS A ----------- ------------ ----------- ------------- Shares sold................. 8,881,584 $ 72,332,575 22,268,025 $ 184,329,786 Reinvested distributions.... 532,619 4,345,084 770,385 6,329,878 Shares redeemed............. (11,940,299) (97,056,449) (33,660,398) (273,254,039) ----------- ------------ ----------- ------------- Net increase (decrease).. (2,526,096) $(20,378,790) (10,621,988) $ (82,594,375) =========== ============ =========== ============= FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2012 DECEMBER 31, 2011 ------------------------- -------------------------- SHARES AMOUNT SHARES AMOUNT CLASS C ----------- ------------ ----------- ------------- Shares sold................. 3,562,608 $ 29,037,559 9,204,874 $ 76,496,972 Reinvested distributions.... 606,703 4,944,604 550,109 4,489,104 Shares redeemed............. (5,225,785) (42,518,628) (7,863,582) (63,618,305) ----------- ------------ ----------- ------------- Net increase (decrease).. (1,056,474) $ (8,536,465) 1,891,401 $ 17,367,771 =========== ============ =========== ============= 26 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) Note 4. Purchases and Sales of Securities During the year ended December 31, 2012, the Fund's cost of purchases and proceeds from sale of long-term investments, including loan principal paydowns were $204,707,517 and $233,581,721, respectively. Note 5. Investment Advisory Agreement and Other Transactions with Affiliates The Fund has entered into an Investment Advisory and Management Agreement (the "Advisory Agreement") with SunAmerica. Pursuant to the Advisory Agreement, SunAmerica provides continuous supervision of the Fund and administers its corporate affairs, subject to the general review and oversight of the Board. In connection therewith, SunAmerica furnishes the Fund with office facilities, maintains certain of the Fund's books and records and pays the salaries and expenses of all personnel, including officers of the Fund who are employees of SunAmerica and its affiliates. SunAmerica also selects, contracts with and compensates the subadviser to manage the Fund's assets. The Fund will pay SunAmerica a monthly management fee at the following annual rates, based on the average daily net assets of the Fund: 0.85% on the first $1 billion; 0.80% on the next $1 billion; and 0.75% in excess of $2 billion. Wellington Management Company, LLP ("Wellington") acts as subadviser to the Fund pursuant to a Subadvisory Agreement with SunAmerica. Under the Subadvisory Agreement, Wellington manages the investment and reinvestment of the Fund's assets. For compensation for its services as subadviser, Wellington is entitled to receive from SunAmerica a monthly fee payable at the following annual rates: 0.30% of average daily net assets on the first $500 million and 0.25% thereafter. The fee paid to the subadviser is paid by SunAmerica and not the Fund. Pursuant to the Administrative Services Agreement (the "Administrative Agreement") SunAmerica acts as the Fund's administrator and is responsible for providing and supervising the performance by others, of administrative services in connection with the operations of the Fund, subject to supervision by the Fund's Board. For its services, SunAmerica receives an annual fee equal to 0.20% of average daily net assets of the Fund. For the year ended December 31, 2012, the Fund incurred administration fees in the amount of $689,090. The Fund has entered into a Distribution Agreement with SunAmerica Capital Services, Inc. ("SACS" or the "Distributor"), an affiliate of the Adviser. The Fund has adopted a Distribution Plan on behalf of each class of shares (each a "Plan" and collectively, the "Plans") in accordance with the provisions of Rule 12b-1 under the 1940 Act, hereinafter referred to as the "Class A Plan" and "Class C Plan". In adopting the Plans, the Board determined that there was a reasonable likelihood that each such Plan would benefit the Fund and the shareholders of the respective class. The sales charge and distribution fees of a particular class will not be used to subsidize the sale of shares of any other class. Under the Class A Plan and Class C Plan, the Distributor receives payments from the Fund at an annual rate of 0.10% and 0.50%, respectively, of the average daily net assets of the Fund's Class A and Class C shares to compensate the Distributor and certain securities firms for providing sales and promotional activities for distributing that class of shares. The distribution costs for which the Distributor may be compensated include fees paid to broker- dealers that have sold Fund shares, commissions and other expenses such as those incurred for sales literature, prospectus printing and distribution and compensation to wholesalers. It is possible that in any given year the amount paid to the Distributor under each Class' Plan may exceed the Distributor's distribution costs as described above. The Plans provide that the Class A and Class C shares of the Fund will pay the Distributor an account maintenance fee up to an annual rate of 0.25% of the aggregate average daily net assets of such class of shares for payments to compensate the Distributor and certain securities firms for account maintenance activities. Accordingly, for the year ended December 31, 2012, SACS received fees (see Statement of Operations) based upon the aforementioned rates. For the year ended December 31, 2012 SACS received sales charges on Class A shares of $120,319, of which $45,436 was reallowed to affiliated broker-dealers and $52,661 to non-affiliated broker-dealers. In addition, SACS receives the proceeds of early withdrawal charges paid by investors in connection with certain redemptions of Class A and Class C shares. For the year ended December 31, 2012, SACS received early withdrawal charges of $29,215. 27 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) The Fund has entered into a Service Agreement with SunAmerica Fund Services, Inc. ("SAFS") an affiliate of SunAmerica. Under the Service Agreement, SAFS performs certain shareholder account functions by assisting the Fund's transfer agent in connection with the services that it offers to the shareholders of the Fund. The Service Agreement, which permits the Fund to compensate SAFS for services rendered based upon an annual rate of 0.22% of average daily net assets, is approved annually by the Board of Directors. For the year ended December 31, 2012, the Fund incurred the following expenses, which are included in the transfer agent fees and expenses payable on the Statement of Assets and Liabilities and in transfer agent fees and expenses in the Statement of Operations to compensate SAFS pursuant to the terms of the Service Agreement. PAYABLE AT EXPENSE DECEMBER 31, 2012 -------- ----------------- Class A....................... $325,320 $27,073 Class C....................... 432,506 36,715 SunAmerica has contractually agreed to waive fees and/or reimburse expenses to the extent necessary to cap the Fund's annual operating expenses at 1.45% for Class A and 1.75% for Class C, of average daily net assets. For purposes of waived fees and/or reimbursed expense calculations, annual Fund operating expenses do not include extraordinary expenses, as determined under generally accepted accounting principles or acquired fees and expenses. The expense reimbursements and fee waivers will continue in effect indefinitely, unless terminated by the Board, including a majority of the Disinterested Directors. For the year ended December 31, 2012, SunAmerica waived fees and reimbursed expenses as follows: Class A $516,665 and Class C $874,382. Note 6. Federal Income Taxes The following details the tax basis distributions as well as the components of distributable earnings. The tax basis components of distributable earnings differ from the amounts reflected in the Statement of Assets and Liabilities by temporary book/tax differences primarily arising from dividends payable, post October losses, and treatment of defaulted securities. DISTRIBUTABLE EARNINGS TAX DISTRIBUTIONS ----------------------------------------- --------------------------------------------------------------------------- FOR THE YEAR ENDED DECEMBER 31, 2012 FOR THE YEAR ENDED DECEMBER 31, 2012 FOR THE YEAR ENDED DECEMBER 31, 2011 ----------------------------------------- ------------------------------------- ------------------------------------- LONG-TERM GAINS/ UNREALIZED LONG-TERM LONG-TERM ORDINARY CAPITAL AND OTHER APPRECIATION/ ORDINARY CAPITAL ORDINARY CAPITAL INCOME LOSSES (DEPRECIATION) INCOME GAINS INCOME GAINS -------- ----------------- -------------- ------------ --------- ------------ --------- $-- $(55,358,517) $(4,215,458) $14,866,282 $-- $18,645,783 $-- CAPITAL LOSS CARRYFORWARDS. At December 31, 2012 capital loss carryforward available to offset future recognized gains were $43,306,204 with $16,003,027 expiring in 2016, and $27,303,177 expiring in 2017. Additionally, the fund generated unlimited short-term capital losses of $2,567,644 and unlimited long-term losses of $9,484,669. During the year ended December 31, 2012, the Senior Floating Rate Fund had $3,498,813 of capital loss carryforward expire and utilized $573,830 of capital loss carryforwards to offset current year capital gains. Under the current tax law, capital losses realized after October 31 and prior to the Fund's fiscal year end and late year ordinary losses may be deferred as occurring on the first day of the following year. For the year ended December 31, 2012, the fund elected to defer $74,853 of Post-October long-term capital losses. -------- + On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the "Act") was enacted which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term losses rather than being considered all short-term as under previous law. 28 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) For the year ended December 31, 2012, reclassifications were made to increase accumulated net realized gain/(loss) by $3,498,813 with an offsetting adjustment to paid-in capital of $(3,498,813). The reclassifications arising from book/tax differences were due primarily to the expiration of capital loss carryforwards. Unrealized appreciation and depreciation in the value of investments at December 31, 2012 for federal income tax purposes were as follows: Cost (tax basis)............................................ $357,367,824 ============ Gross unrealized appreciation............................... $ 5,540,334 Gross unrealized depreciation............................... (9,755,792) ------------ Net unrealized depreciation................................. $ (4,215,458) ============ Note 7. Director Retirement Plan The Directors of the Fund have adopted the SunAmerica Disinterested Trustees' and Directors' Retirement Plan (the "Retirement Plan") effective January 1, 1993, as amended, for the Disinterested Directors. The Retirement Plan provides generally that a Disinterested Director may become a participant ("Participant") in the Retirement Plan if he or she has at least 10 years of consecutive service as a Disinterested Director of any of the adopting SunAmerica mutual funds (the "Adopting Funds") or has attained the age of 60 while a Director and completed five (5) consecutive years of service as a Director of any Adopting Fund (an "Eligible Director"). Pursuant to the Retirement Plan, an Eligible Director may receive benefits upon (i) his or her death or disability while a Director or (ii) the termination of his or her tenure as a Director, other than removal for cause from each of the Adopting Funds with respect to which he or she is an Eligible Director. As of each of the first 10 birthdays after becoming a Participant and on which he or she is both a Director and Participant, each Eligible Director will be credited with an amount equal to 50% of his or her regular fees (excluding committee fees) for services as a Disinterested Director of each Adopting Fund for the calendar year in which such birthday occurs. In addition, an amount equal to 8.50% of any amounts credited under the preceding clause during prior years is added to each Eligible Director's account. The rights of any Participant to benefits under the Retirement Plan shall be an unsecured claim against the assets of the Adopting Funds. An Eligible Director may receive any benefits payable under the Retirement Plan, at his or her election, either in one lump sum or in up to 15 annual installments. Any undistributed amounts shall continue to accrue interest at 8.50%. Effective December 3, 2008, the Retirement Plan was amended to, among other things, (1) freeze the Retirement Plan as to future accruals for active Participants as of December 31, 2008, (2) prohibit Disinterested Directors from first becoming participants in the Retirement Plan after December 31, 2008 and (3) permit active Participants to elect to receive a distribution of their entire Retirement Plan account balance in 2009. The freeze on future accruals does not apply to Participants that have commenced receiving benefits under the Retirement Plan on or before December 31, 2008. Note 8. Line of Credit The SunAmerica family of mutual funds has established a $75 million committed and $50 million uncommitted line of credit with State Street Bank and Trust Company, the Fund's custodian. Interest is currently payable at the higher of the Federal Funds Rate plus 125 basis points or the overnight London Interbank Offered Rate plus 125 basis points on the committed line and State Street Bank and Trust Company's discretionary bid rate on the uncommitted line of credit. There is also a commitment fee of 10 basis points per annum on the daily unused portion of the committed line of credit which is included in the other expenses line on the Statement of Operations. Borrowings under the line of credit will commence when the respective Fund's cash shortfall exceeds $100,000. For the year ended December 31, 2012, the Fund had borrowings outstanding for 9 days under the line of credit and incurred $1,329 in interest charges related to these borrowings. The Fund's average amount of debt under the line of credit for the days utilized was $3,756,866 at a weighted average interest rate of 1.42%. At December 31, 2012, there were no borrowings outstanding. 29 SUNAMERICA SENIOR FLOATING RATE FUND, INC. NOTES TO FINANCIAL STATEMENTS -- DECEMBER 31, 2012 -- (CONTINUED) Note 9. Interfund Lending Pursuant to the exemptive relief granted by the SEC, the Fund is permitted to participate in an interfund lending program among investment companies advised by SunAmerica or an affiliate. The interfund lending program allows the participating funds to borrow money from and lend money to each other for temporary or emergency purposes. An interfund loan will be made under this facility only if the participating funds receive a more favorable interest rate than would otherwise be available from a typical bank for a comparable transaction. For the year ended December 31, 2012, the Fund did not participate in this program. Note 10. Investment Concentration The Fund invests primarily in participations and assignments, or acts as a party to the primary lending syndicate of a variable rate senior loan interest to United States corporations, partnerships, and other entities. If the lead lender in a typical lending syndicate becomes insolvent, enters receivership or, if not FDIC insured, enters into bankruptcy, the Fund may incur certain costs and delays in receiving payment, or may suffer a loss of principal and/or interest. When the Fund purchases a participation of a senior loan interest, the Fund typically enters into a contractual agreement with the lender or other third party selling the participation but not with the borrower directly. As such, the Fund is subject to the credit risk of the borrower, selling participant, lender or other persons positioned between the Fund and the borrower. Note 11. Unfunded Loan Commitments At December 31, 2012, the Fund did not have any unfunded loan commitments which could be extended at the option of the Borrower. 30 SUNAMERICA SENIOR FLOATING RATE FUND, INC. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of SunAmerica Senior Floating Rate Fund, Inc.: In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of SunAmerica Senior Floating Rate Fund, Inc. (the "Fund") at December 31, 2012, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements'') are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2012 by correspondence with the custodian, brokers, and selling or agent banks, and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP Houston, Texas February 27, 2013 31 SUNAMERICA SENIOR FLOATING RATE FUND, INC. DIRECTORS AND OFFICERS INFORMATION -- DECEMBER 31, 2012 -- (UNAUDITED) The following table contains basic information regarding the Directors and Officers who oversee operations of the Fund and other investment companies within the Fund complex. NUMBER OF TERM OF FUNDS IN NAME, POSITION(S) OFFICE AND FUND COMPLEX ADDRESS AND HELD WITH LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY OTHER DIRECTORSHIPS AGE* THE FUND TIME SERVED(4) DURING PAST 5 YEARS DIRECTOR(1) HELD BY DIRECTOR(2) -------------------- ----------- -------------- ----------------------------- ------------ ------------------------------- DISINTERESTED DIRECTORS Dr. Judith L. Craven Director 2000- Retired. 78 Director, Belo Corp. (1992 to 67 present present); Director, Sysco Corp. (1996 to present); Director, Luby's Inc. (1998 to present). William F. Devin Director 1998- Retired. 78 None 74 present Richard W. Grant Director 2011 to Retired. Prior to that, 29 None 67 Present attorney and Partner at Morgan Lewis & Brockius LLP (1989 to 2011). Stephen J. Gutman Director 2001- Senior Vice President and 29 None 69 present Associate Broker, The Corcoran Group (real estate) (2002 to present); Managing Member, Beau Brummel Soho, LLC (licensing of menswear specialty retailing) (1995 to 2009); President, SJG Marketing, Inc. (2009 to present). William J. Shea Director 2004- Executive Chairman, Caliber 29 Chairman of the Board, 65 present ID, Inc. (medical devices) Royal and SunAlliance Co. (2007 to present); Managing U.S.A., Inc. (2004 to 2006); Partner, DLB Capital, LLC Director, Boston Private (private equity) (2006 to Financial Holdings (2004 to 2007). present); Chairman, Demoulas Supermarkets (1999 to present). INTERESTED DIRECTOR Peter A. Harbeck(3) Director 2001- President, CEO and 78 None 59 present Director, SunAmerica (1995 to present); Director, SunAmerica Capital Services, Inc. ("SACS") (1993 to present); Chairman, Advisor Group, Inc. (2004 to present). 32 SUNAMERICA SENIOR FLOATING RATE FUND, INC. DIRECTORS AND OFFICERS INFORMATION -- DECEMBER 31, 2012 -- (UNAUDITED) (CONTINUED) NUMBER OF TERM OF FUNDS IN NAME, POSITION(S) OFFICE AND FUND COMPLEX ADDRESS AND HELD WITH LENGTH OF PRINCIPAL OCCUPATIONS OVERSEEN BY OTHER DIRECTORSHIPS AGE* THE FUND TIME SERVED(4) DURING PAST 5 YEARS DIRECTOR(1) HELD BY DIRECTOR(2) ------------------- ----------- -------------- ---------------------------- ------------ ------------------- OFFICERS John T. Genoy President 2007- Chief Financial Officer, N/A N/A 44 present SunAmerica (2002 to present); Senior Vice President, SunAmerica (2003 to present); Chief Operating Officer, SunAmerica (2006 to present). Donna M. Handel Treasurer 2002- Senior Vice President, N/A N/A 46 present SunAmerica (2004 to present). Gregory N. Bressler Secretary 2005- Senior Vice President and N/A N/A 46 and Chief Present General Counsel, Legal SunAmerica (2005 to Officer present). James Nichols Vice 2006- Director, President and N/A N/A 46 President Present CEO, SACS (2006 to present); Senior Vice President, SACS (2002 to 2006); Senior Vice President, SunAmerica (2002 to present) Katherine Stoner Vice 2011 to Vice President, SunAmerica N/A N/A 56 President Present (2011 to present); Vice and Chief President, The Variable Compliance Annuity Life Insurance Officer Company ("VALIC"), Western National Life Insurance Company ("WNL") and American General Distributors, Inc. (2006 to present); Deputy General Counsel and Secretary, VALIC and WNL (2007 to May 2011); Vice President, VALIC Financial Advisors, Inc. (2010 to 2011) and VALIC Retirement Services Company (2010 to present). Gregory R. Kingston Vice 2002- Vice President, SunAmerica N/A N/A 47 President present (2001 to present) and Assistant Treasurer 33 SUNAMERICA SENIOR FLOATING RATE FUND, INC. DIRECTORS AND OFFICERS INFORMATION -- DECEMBER 31, 2012 -- (UNAUDITED) (CONTINUED) NUMBER OF TERM OF FUNDS IN NAME, OFFICE AND FUND COMPLEX ADDRESS AND POSITION(S) HELD LENGTH OF PRINCIPAL OCCUPATIONS OVERSEEN BY OTHER DIRECTORSHIPS AGE* WITH THE FUND TIME SERVED(4) DURING PAST 5 YEARS DIRECTOR(1) HELD BY DIRECTOR(2) -------------------- ---------------- -------------- -------------------------- ------------ ------------------- Nori L. Gabert Vice 2002- Vice President and Deputy N/A N/A 59 President present General Counsel, and SunAmerica (2005 to Assistant present). Secretary Matthew J. Hackethal Anti-Money 2006- Chief Compliance Officer, N/A N/A 41 Laundering present SunAmerica (2006 to Compliance present); Vice President, Officer Credit Suisse Asset Management LLC (2005 to 2006). -------- * The business address for each Director and Officer is Harborside Financial Center, 3200 Plaza 5, Jersey City, NJ 07311-4992. (1) The "Fund Complex" means two or more registered investment companies that hold themselves out to investors as related companies for purposes of investment services or have a common investment adviser or an investment adviser that is an affiliated person of the Adviser. The "Fund Complex" includes the SunAmerica Money Market Funds (1 fund), SunAmerica Equity Funds (3 funds), SunAmerica Income Funds (4 funds), SunAmerica Series, Inc. (7 portfolios), Anchor Series Trust (8 portfolios), the Fund, (1 fund), SunAmerica Series Trust (38 portfolios), SunAmerica Specialty Series (5 funds), VALIC Company I (34 funds), VALIC Company II (15 funds) and Seasons Series Trust (21 portfolios). (2) Directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e. "public companies") or other investment companies registered under the 1940 Act, other than those listed under the preceding column. (3) Interested Director, as defined within the Investment Company Act of 1940, because he or she is an officer and a director of the Adviser and a director of the principal underwriter of the Fund. (4) Directors serve until their successors are duly elected and qualified, subject to the Directors' retirement plan as discussed in Note 7 of the financial statements. Each officer will hold office for an indefinite term until the date he or she resigns or retires or until his/her successor is duly elected and qualifies. Additional information concerning the Directors is contained in the Statement of Additional Information and is available without charge by calling (800) 858-8850. 34 SUNAMERICA SENIOR FLOATING RATE FUND, INC. SHAREHOLDER TAX INFORMATION -- (UNAUDITED) Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund's income and distributions for the taxable year ended December 31, 2012. The information necessary to complete your income tax returns is included with your Form 1099-DIV, which will be mailed to shareholders in early 2013. During the year ended December 31, 2012 the Fund paid the following dividends: NET QUALIFYING % FOR QUALIFYING LONG-TERM THE 70% DIVIDENDS DIVIDEND CAPITAL GAINS RECEIVED DEDUCTION INCOME % ------------- ------------------ ---------- Class A....................... $-- --% --% Class C....................... -- -- -- 35 SUNAMERICA SENIOR FLOATING RATE FUND, INC. COMPARISON: FUND VS. INDEX -- (UNAUDITED) As required by the Securities and Exchange Commission, the following graph compares the performance of a $10,000 investment in the Fund to a similar investment in the index. Please note that the term "inception," as used herein, reflects the date on which a specific class of shares commenced operations. It is important to note that the Fund is a professionally managed mutual fund while the index is not available for investment and is unmanaged. The comparison is shown for illustrative purposes only. The graph presents the performance of Class C shares of the Fund. The performance of the other class will vary based upon the difference in sales charges and fees assessed to shareholders of that class. Past performance does not predict future results. 36 SUNAMERICA SENIOR FLOATING RATE FUND, INC. COMPARISON: FUND VS. INDEX -- (UNAUDITED) (CONTINUED) The Senior Floating Rate Fund (Class C) returned 8.20%, underperforming its benchmark, the S&P/LSTA Leveraged Loan Index ("LLI")*, which returned 9.66% for the annual period ended December 31, 2012. Detracting from the Fund's relative performance was its greater positioning in higher quality loans compared to the LLI, as prices for lower rated, riskier assets rose more than prices for higher rated loans during the annual period overall. From an industry allocation perspective, an underweight position in the media non-cable industry, which outpaced the LLI during the annual period, and overweight positions in the pharmaceuticals and energy industries, which lagged the LLI during the annual period, detracted most from the Fund's relative results. Among individual loans, significant detractors from the Fund's absolute returns during the annual period included those of career-oriented adult school operator ATI Enterprises, pre-recorded media products maker and distributor Cinram International, professional ice hockey team operator Dallas Stars, oilfield services company Frac Tech International, and third-party logistics and freight transportation solutions provider Cardinal Logistics Management. On the positive side, contributing to the Fund's relative performance were its underweight allocations to the food and beverage, lodging, and utilities industries, as these market segments underperformed the LLI during the annual period. Among the individual loans that contributed most positively to the Fund's absolute returns were those of electronic payments processor First Data, scaffolding and concrete construction, forming and shoring company Brand Services, audiovisual equipment rental and services provider Audio Visual Services, extended service contract and product protection program provider N.E.W. Customer Service Companies, and electric generation, transmission and distribution company TXU. -------- Past performance is no guarantee of future results. *The S&P/LSTA LEVERAGED LOAN INDEX (LLI) reflects the market-weighted performance of U.S. dollar-denominated institutional leveraged loan portfolios. The LLI is the only domestic leveraged loan index that utilized real-time market weightings, spreads and interest payments. Indices are not managed and an investor cannot invest directly into an index. Securities listed may or may not be a part of current portfolio construction. The Fund is not a money market fund and its net asset value may fluctuate. Investments in loans involve certain risks including nonpayment of principal and interest; collateral impairment; non-diversification and borrower industry concentration; and lack of an active trading market, in certain cases, which may impair the Fund's ability to obtain full value for loans sold. The Fund may invest all or substantially all of its assets in loans or other securities that are rated below investment grade, or in comparable unrated securities. Credit risks include the possibility of a default on the loan or bankruptcy of the borrower. The value of these loans is subject to a greater degree of volatility in response to interest rate fluctuations. 37 SUNAMERICA SENIOR FLOATING RATE FUND, INC. COMPARISON: FUND VS. INDEX -- (UNAUDITED) (CONTINUED) Over the past ten years, $10,000 invested in Senior Floating Rate Fund Class C shares would have increased to $15,117. The same amount invested in securities mirroring the performance of the S&P/LSTA Leveraged Loan Index would be valued at $17,447. [CHART] Senior Floating Rate Class C S&P/LSTA Leveraged Loan Index ----------------------------- ----------------------------- 12/31/2002 $10,000 $10,000.00 1/31/2003 10,044 10,121.70 2/28/2003 10,059 10,165.83 3/31/2003 10,195 10,205.58 4/30/2003 10,379 10,326.52 5/31/2003 10,523 10,438.56 6/30/2003 10,666 10,565.59 7/31/2003 10,732 10,635.96 8/31/2003 10,759 10,660.11 9/30/2003 10,867 10,760.84 10/31/2003 10,947 10,859.09 11/30/2003 11,015 10,929.35 12/31/2003 11,080 10,997.11 1/31/2004 11,205 11,091.91 2/29/2004 11,220 11,126.73 3/31/2004 11,244 11,166.90 4/30/2004 11,318 11,221.62 5/31/2004 11,322 11,234.30 6/30/2004 11,361 11,304.06 7/31/2004 11,387 11,341.03 8/31/2004 11,379 11,360.99 9/30/2004 11,406 11,408.14 10/31/2004 11,451 11,465.75 11/30/2004 11,496 11,517.11 12/31/2004 11,532 11,565.03 1/31/2005 11,580 11,611.75 2/28/2005 11,638 11,674.10 3/31/2005 11,676 11,722.67 4/30/2005 11,653 11,714.35 5/31/2005 11,643 11,721.14 6/30/2005 11,710 11,797.09 7/31/2005 11,789 11,886.63 8/31/2005 11,860 11,957.71 9/30/2005 11,892 12,006.38 10/31/2005 11,917 12,043.12 11/30/2005 11,967 12,088.40 12/31/2005 12,021 12,152.23 1/31/2006 12,103 12,236.32 2/28/2006 12,182 12,313.78 3/31/2006 12,268 12,388.28 4/30/2006 12,330 12,448.73 5/31/2006 12,342 12,479.98 6/30/2006 12,381 12,515.05 7/31/2006 12,438 12,586.01 8/31/2006 12,522 12,663.54 9/30/2006 12,588 12,731.54 10/31/2006 12,683 12,815.95 11/30/2006 12,724 12,883.88 12/31/2006 12,808 12,975.35 1/31/2007 12,915 13,088.64 2/28/2007 13,003 13,178.62 3/31/2007 13,043 13,231.28 4/30/2007 13,123 13,309.89 5/31/2007 13,188 13,390.92 6/30/2007 13,212 13,420.77 7/31/2007 12,787 12,971.48 8/31/2007 12,802 13,001.65 9/30/2007 12,998 13,255.69 10/31/2007 13,082 13,382.24 11/30/2007 12,863 13,196.50 12/31/2007 12,863 13,237.74 1/31/2008 12,397 12,810.16 2/29/2008 12,070 12,488.85 3/31/2008 12,004 12,477.61 4/30/2008 12,405 12,939.86 5/31/2008 12,561 13,061.52 6/30/2008 12,608 13,094.15 7/31/2008 12,419 12,994.04 8/31/2008 12,393 12,977.07 9/30/2008 11,587 12,178.98 10/31/2008 9,694 10,569.26 11/30/2008 8,561 9,670.35 12/31/2008 7,920 9,385.52 1/31/2009 8,387 10,080.25 2/28/2009 8,318 10,158.82 3/31/2009 8,299 10,305.35 4/30/2009 9,318 11,201.47 5/31/2009 10,082 11,884.86 6/30/2009 10,738 12,405.84 7/31/2009 11,288 12,993.50 8/31/2009 11,617 13,287.73 9/30/2009 12,069 13,712.72 10/31/2009 12,290 13,788.64 11/30/2009 12,354 13,824.11 12/31/2009 12,692 14,230.50 1/31/2010 13,044 14,520.96 2/28/2010 13,052 14,562.66 3/31/2010 13,355 14,890.58 4/30/2010 13,556 15,109.47 5/31/2010 13,267 14,769.17 6/30/2010 13,175 14,700.19 7/31/2010 13,351 14,926.22 8/31/2010 13,413 14,976.80 9/30/2010 13,577 15,187.15 10/31/2010 13,762 15,424.96 11/30/2010 13,811 15,479.58 12/31/2010 13,962 15,671.78 1/31/2011 14,174 15,980.60 2/28/2011 14,282 16,054.59 3/31/2011 14,278 16,052.34 4/30/2011 14,341 16,154.65 5/31/2011 14,338 16,140.08 6/30/2011 14,281 16,080.36 7/31/2011 14,292 16,103.94 8/31/2011 13,596 15,394.59 9/30/2011 13,644 15,460.56 10/31/2011 13,976 15,907.55 11/30/2011 13,918 15,829.39 12/31/2011 13,971 15,910.08 1/31/2012 14,214 16,257.40 2/29/2012 14,311 16,382.78 3/31/2012 14,417 16,508.61 4/30/2012 14,503 16,630.51 5/31/2012 14,414 16,518.17 6/30/2012 14,499 16,632.21 7/31/2012 14,637 16,824.73 8/31/2012 14,781 17,013.83 9/30/2012 14,939 17,202.43 10/31/2012 14,957 17,256.83 11/30/2012 15,007 17,310.42 12/31/2012 15,117 17,446.53 Class A Class C Senior ------------------------------------- Floating Average Average Rate Annual Cumulative Annual Cumulative Fund# Return Return+ Return Return+ - ------------------------------------- 1 Year Return 4.44% 8.51% 7.20% 8.20% ------------------------------------------------------- 5 Year Return 2.81% 19.41% 3.28% 17.52% ------------------------------------------------------- 10 Year Return N/A N/A 4.22% 51.17% ------------------------------------------------------- Since Inception* 2.65% 22.39% 3.95% 74.25% ------------------------------------------------------- # For the purposes of the table, it has been assumed that the maximum sales charge of 3.75% with respect to Class A shares was deducted from the initial investment in the Fund and that the CDSCs with respect to the Class C shares have been deducted, as applicable. + Cumulative returns do not include sales load. If sales load had been included, the return would have been lower. * Inception date: Class A: 10/04/2006; Class C: 08/31/1998. The Fund operated as a closed-end investment company with monthly repurchase offers until October 4, 2006, whereupon it converted to an open-end investment company. Information in the graph and table reflects performance of the Fund as a closed-end investment company through October 3, 2006, and the Fund may have performed differently if it were an open-end investment company prior to that date. For the 12 month period ended December 31, 2012, the SunAmerica Senior Floating Rate Class C returned 7.20% compared to 9.66% for the S&P/LSTA Leveraged Loan Index. (The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.) -------- Performance data quoted represents past performance and is no guarantee of future results. Maximum Sales Charge: Class A: 3.75%; Contingent Deferred Sales Charge (CDSC): Class C: 1.00% CDSC. The fund's daily net asset values are not guaranteed and shares are not insured by the FDIC, the Federal Reserve Board or any other agency. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be higher or lower than the original cost. Current performance may be higher or lower than that shown. Performance as of the most recent month end is available at www.safunds.com 38 [LOGO] AIG Sun America Mutual Funds HARBORSIDE FINANCIAL CENTER 3200 PLAZA 5 JERSEY CITY, NJ 07311-4992 DIRECTORS CUSTODIAN DISCLOSURE OF QUARTERLY Dr. Judith L. Craven State Street Bank and PORTFOLIO HOLDINGS William F. Devin Trust Company The Fund is required to Richard W. Grant P.O. Box 5607 file its com-plete Stephen J. Gutman Boston, MA 02110 schedule of portfolio Peter A. Harbeck holdings with the U.S. William J. Shea VOTING PROXIES ON FUND Securities and Exchange PORTFOLIO SECURITIES Commission for its first OFFICERS A description of the and third fiscal quarters John T. Genoy, President policies and proce-dures on Form N-Q. The Fund's and Chief Executive that the Fund uses to Forms N-Q are available Officer determine how to vote on the U.S. Securities Donna M. Handel, proxies related to and Exchange Commission's Treasurer securities held in the website at James Nichols, Vice Fund's portfolio, which http://www.sec.gov. You President is available in the can also review and Katherine Stoner, Chief Fund's Statement of obtain copies of the Compliance Officer Additional Information Forms N-Q at the U.S. Gregory N. Bressler, may be ob-tained without Securities and Exchange Chief Legal charge upon request, by Commission's Public Officer and Secretary calling (800) 858-8850. Refer-ence Room in Gregory R. Kingston, This in-formation is also Washington, DC Vice President and available from the EDGAR (information on the Assistant Treasurer database on the U.S. operation of the Public Nori L. Gabert, Vice Secu-rities and Exchange Reference Room may be President and Commission's website at ob-tained by calling Assistant Secretary http://www.sec.gov. 1-800-SEC-0330). John E. McLean, Assistant Secretary DELIVERY OF SHAREHOLDER PROXY VOTING RECORD ON Kathleen Fuentes, DOCUMENTS FUND PORTFOLIO SECURITIES Assistant Secretary The Fund has adopted a Information regarding how Diedre L. Shepherd, policy that allows it to the Fund voted proxies Assistant Treasurer send only one copy of the relating to securities Matthew J. Hackethal, Fund's prospectus, proxy held in the Fund's Anti-Money Laundering material, annual report portfolio during the most Compliance Officer and semi-annual report recent twelve month (the "shareholder period ended June 30 is INVESTMENT ADVISER documents") to available, once filed SunAmerica Asset shareholders with with the U.S. Securities Management Corp. multiple accounts and Exchange Commis-sion, Harborside Financial residing at the same without charge, upon Center "household." This request, by calling 3200 Plaza 5 practice is called (800) 858-8850 or on the Jersey City, NJ householding and reduces U.S. Securities and 07311-4992 Fund expenses, which Exchange Commission's benefits you and other website at DISTRIBUTOR shareholders. Unless the http://www.sec.gov. SunAmerica Capital Fund receives Services, Inc. instructions to the This report is submitted Harborside Financial con-trary, you will only solely for the general Center receive one copy of the information of 3200 Plaza 5 shareholder documents. shareholders of the Fund. Jersey City, NJ The Fund will continue to Distribution of this 07311-4992 household the report to persons other share-holder documents than shareholders of the SHAREHOLDER SERVICING indefinitely, until we Fund is authorized only AGENT are instructed otherwise. in connection with a SunAmerica Fund If you do not wish to currently effective Services, Inc. participate in prospectus, setting forth Harborside Financial householding, please details of the Fund, Center contact Shareholder which must precede or 3200 Plaza 5 Services at (800) accompany this report. Jersey City, NJ 858-8850 ext. 6010 or 07311-4992 send a written request with your name, the name TRANSFER AGENT of your fund(s) and your State Street Bank and account number(s) to Trust Company SunAmerica Mutual Funds P.O. Box 219373 c/o BFDS, P.O. Box Kansas City, MO 64141 219186, Kansas City MO, 64121-9186. We will resume individual mailings for your account within thirty (30) days of receipt of your request. [GRAPHIC] GO PAPERLESS!! DID YOU KNOW THAT YOU HAVE THE OPTION TO RECEIVE YOUR SHAREHOLDER REPORTS ONLINE? By choosing this convenient service, you will no longer receive paper copies of Fund documents such as annual reports, semi-annual reports, prospectuses and proxy statements in the mail. Instead, you are provided with quick and easy access to this information via the Internet. Why Choose Electronic Delivery? IT'S QUICK -- Fund documents will be received faster than via traditional mail. IT'S CONVENIENT -- Elimination of bulky documents from personal files. IT'S COST EFFECTIVE -- Reduction of your Fund's printing and mailing costs. TO SIGN UP FOR ELECTRONIC DELIVERY, FOLLOW THESE SIMPLE STEPS: 1 GO TO WWW.SAFUNDS.COM 2 CLICK ON THE LINK TO "GO PAPERLESS!!" The email address you provide will be kept strictly confidential. Once your enrollment has been processed, you will begin receiving email notifications when anything you receive electronically is available online. You can return to www.safunds.com at any time to change your email address, edit your preferences or to cancel this service if you choose to resume physical delivery of your Fund documents. Please note - this option is only available to accounts opened through the Funds. FOR INFORMATION ON RECEIVING THIS REPORT ONLINE, SEE INSIDE BACK COVER. DISTRIBUTED BY: SUNAMERICA CAPITAL SERVICES, INC. This fund report must be preceded by or accompanied by a prospectus. Investors should carefully consider a Fund's investment objectives, risks, charges and expenses before investing. The prospectus, containing this and other important information, can be obtained from your financial adviser, the SunAmerica Sales Desk at 800-858-8850, ext. 6003, or at www.safunds.com. Read the prospectus carefully before investing. WWW.SAFUNDS.COM SFANN - 12/12 [LOGO] Sun America Mutual Funds Item 2. Code of Ethics The SunAmerica Senior Floating Rate Fund, Inc. (the "registrant") has adopted a Code of Ethics applicable to its Principal Executive and Principal Accounting Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002. During the fiscal year ended 2012, there were no reportable amendments, waivers or implicit waivers to a provision of the code of ethics that applies to the registrant's Principal Executive and Principal Accounting Officers. Item 3. Audit Committee Financial Expert. The registrant's Board of Directors has determined that William J. Shea, the Chairman of the registrant's Audit Committee, qualifies as an audit committee financial expert, as defined in Item 3(b) of Form N-CSR. Mr. Shea is considered to be "independent" for purposes of Item 3(a)(2) of Form N-CSR. Item 4. Principal Accountant Fees and Services. (a)--(d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant's principal accountant were as follows: 2011 2012 ------- ------- (a) Audit Fees $85,833 $90,569 (b) Audit-Related Fees $ 0 $ 0 (c) Tax Fees $12,744 $13,122 (d) All Other Fees $ 0 $ 0 Audit Fees include amounts related to the audit of the registrant's annual financial statements and services normally provided by the principal accountant in connection with statutory and regulatory filings. Tax Fees principally include tax compliance, tax advice, tax planning and preparation of tax returns. Aggregate fees billed to the investment adviser and Adviser Affiliates (as defined below in Item 4(e)) that are required to be pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X for the last two fiscal years for services rendered by the registrant's principal accountant were as follows: 2011 2012 ---- ---- (b) Audit-Related Fees $ 0 $ 0 (c) Tax Fees $ 0 $ 0 (d) All Other Fees $ 0 $ 0 (e) (1) The registrant's audit committee pre-approves all audit services provided by the registrant's principal accountant for the registrant and all non-audit services provided by the registrant's principal accountant for the registrant, its investment adviser and any entity controlling, controlled by, or under common control with the investment adviser ("Adviser Affiliates") that provides ongoing services to the registrant, if the engagement by the investment adviser or Adviser Affiliate relates directly to the operations and financial reporting of the registrant. The audit committee has not presently established any pre-approval policies and procedures that permit the pre-approval of the above services other than by the full audit committee. Certain de minimis exceptions are allowed for non- audit services in accordance with Rule 2-01(c)(7)(i)(C) of Regulation S-X as set forth in the registrant's audit committee charter. (2) No services included in (b)-(d) above in connection with fees billed to the registrant or the investment adviser or Adviser Affiliates were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) Not applicable. (g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant's principal accountant for non-audit services rendered to the registrant, its investment adviser, and Adviser Affiliates that provides ongoing services to the registrant for 2011 and 2012 were $104,590 and $66,712, respectively. (h) Not applicable. Item 5. Audit Committee of Listed Registrants. Not applicable. Item 6. Investments. Included in Item 1 to the Form. Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable. Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable. 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. There were no material changes to the procedures by which shareholders may recommend nominees to the registrant's Board of Directors that were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by 22(b)(15)) of Schedule 14A (17 CFR 240.14a-101), or this Item 10. Item 11. Controls and Procedures. (a) An evaluation was performed within 90 days of the filing of this report, under the supervision and with the participation of the registrant's management, including the President and Treasurer, of the effectiveness of the design and operation of the registrant's disclosure controls and procedures (as defined under Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))). Based on that evaluation, the registrant's management, including the President and Treasurer, concluded that the registrant's disclosure controls and procedures are effective. (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 (17 CFR 270.30a-3(d))) that occurred during the registrant's last fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal contro1 over financial reporting. Item 12. Exhibits. (a) (1) Code of Ethics applicable to its Principal Executive and Principle Accounting Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.406. Code of Ethics. (2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) attached hereto as Exhibit 99.CERT. (3) Not applicable. (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) and Section 906 of the Sarbanes- Oxley Act of 2002 attached hereto as Exhibit 99.906.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. SunAmerica Senior Floating Rate Fund, Inc. By: /s/ John T. Genoy ------------------------------------ John T. Genoy President Date: March 8, 2013 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/ John T. Genoy ------------------------------------ John T. Genoy President Date: March 8, 2013 By: /s/ Donna M. Handel ------------------------------------ Donna M. Handel Treasurer Date: March 8, 2013