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:  811-21782

Small Cap Value Fund, Inc.
(Exact name of registrant as specified in charter)

8150 N. Central Expressway  #M1120     Dallas, Texas
 75206
(Address of principal executive offices)

Laura S. Adams
8150 N. Central Expressway  #M1120     Dallas, Texas
 75206
(Name and address of agent for service)

Registrants telephone number, including area code:
 800-704-6072

Date of fiscal year end:  December 31

Date of Reporting Period:  June 30, 2019



























Item 1.  Report to Shareholders.



SMALL CAP VALUE FUND, INC.



SEMI-ANNUAL REPORT
JUNE 30, 2019




Small Cap Value Fund, Inc.
8150 N. Central Expressway  #M1120
Dallas, Texas 75206
1-800-704-6072

Fund Symbol: SCAPX


Dear shareholders of Small Cap Value Fund, Inc.,

As of June 30, 2019, the Net Asset Value of the Fund
was $34.40, down
from $38.99 at the beginning of the year.  This
resulted in a loss of
11.77% for the first half of the year versus a gain
 of 13.67% for the
S&P 600 Small Cap Index.

Our exposure to consumer discretionary stocks, and
more specifically
certain retail stocks, primarily caused the largest
 drag on
performance.

It should be noted that for the three years ending
 12/31/2018, the Fund
was the top performing fund in the Small Cap Value
category according
to Lipper.

Our top holdings and industry group exposures, as of
 June 30, 2019, are
listed below.

We continue to see exceptional investment opportunities
 and valuations
in the small cap area and thus feel that the portfolio
 will be
rewarding for long term investors.


Sincerely,



Steven Adams
Portfolio Manager









SMALL CAP VALUE FUND, INC.
Top Ten Holdings and Asset Allocation
June 30, 2019



Top Ten Holdings*
(% of Net Assets)

Schweitzer-Mauduit International, Inc   10.81%
Schnitzer Steel Industries, Inc          7.09%
Universal Corp                           6.85%
Cirrus Logic, Inc                        6.67%
Hawaiian Holdings                        6.20%
Patterson Companies Inc                  5.84%
Hyster-Yale Materials                    5.60%
InterDigital, Inc                        4.79%
IAM Gold                                 4.37%
LSC Communications, Inc                  4.36%
                                        ------
                                        62.58%

Asset Allocation
(% of Net Assets)

Crude Petro & Natural Gas                                10.81%
Patent Owner                                              8.63%
Durable Goods                                             7.09%
Raw Farm Products                                         6.85%
Semiconductors                                            6.67%
Air Transportation, Scheduled                             6.20%
Family Store		                                  6.11%
Medical/Hospital Equipment                                5.84%
Industrial Truck                                          5.60%
Gold Ore Mining                                           4.37%
Miscellaneous Publishing                                  4.36%
Jewelry Store                                             4.26%
Retail Apparel                                            4.00%
Plastic Products                                          3.81%
Retail Furniture                                          3.70%
Concrete Products                                         3.21%
Drill Oil/Gas                                             2.36%
Computer Software                                         2.12%
Miscellaneous Retail                                      1.94%
Other Assets less liabilities, net                        2.07%
                                                        -------
						        100.00%








*Portfolio holdings are subject to change and are not
 recommendations
of individual stocks
SMALL CAP VALUE FUND, INC.
EXPENSES
JUNE 30, 2018

As a shareholder of the Fund you incur ongoing costs
including
management fees.  This example 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.
This example is based on an investment of $1,000 invested at the
beginning of the period and held for the entire period to June 30,
2019.

Actual Expenses
The first line of the table below provides information about actual
account values and actual expenses.  You may use the information in
this line, together with the amount you invested at the beginning of
the period, to estimate the expenses that you paid over the period.
Simply divide your account value by $1,000 (for example, an $8,500
account value divided by $1,000 equals 8.5), then multiply this result
by the number in the first line under the heading ?Expenses Paid During
Period? to estimate the expenses you paid on your account during the
period.

Hypothetical Example for Comparison Purposes
The second line of the table below 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 Fund to other funds.  To do so, compare this 5% hypothetical
example with the 5% hypothetical examples that appear in the
shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight
your ongoing costs only and do not reflect any transactional costs such
as sales charges (loads), redemption fees, or exchange fees.
Therefore, the second line of the table is useful in comparing ongoing
costs only.

                                                          Expenses Paid
                  Beginning              Ending          During Period*
               Account Value      Account Value       December 31, 2018
           December 31, 2018      June 30, 2019        to June 30, 2019
           -----------------       -------------      -----------------

Actual            $  1,000          $     882               $   4.43

Hypothetical**    $  1,000          $   1,025               $   4.80

*Expenses are equal to the Fund?s annualized expense ratio of 0.95%,
multiplied by the average account value over the period, multiplied by
181 days/365 days to reflect the one-half year period
** Hypothetical return assumes 5% return before expenses.




SMALL CAP VALUE FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES (Unaudited)
JUNE 30, 2019


ASSETS
   Investment securities, at
               value(cost $21,117,688)       $ 16,689,090
   Cash                                           334,007
   Accrued interest                                    10
   Dividends receivable                            30,440
                                              -----------
              Total assets                     17,053,546
                                              -----------

LABILITIES
   Advisory fees payable                           13,322
                                              -----------
              Total liabilities                    13,322
                                              -----------

NET ASSETS ?
 (Equivalent to $34.40 per
  share based on 495,322 shares
   of common stock issued and outstanding;
   100,000,000 shares authorized,
   $0.001 par value                          $ 17,040,225

============

NET ASSETS CONSIST OF:
  Common stock				         $        495
  Paid-in capital                              20,697,553
  Net unrealized depreciation
   of investments                              (4,428,598)
  Accumulative operating loss                     (37,113)
  Undistributed net investment income             309,805
  Undistributed net realized gain on
   Investments(inc loss carryovers)               498,083

------------
Net assets                                   $ 17,040,225
                                             ============













See accompanying notes to these financial statements.


SMALL CAP VALUE FUND, INC.
SCHEDULE OF INVESTMENTS (Unaudited)
JUNE 30, 2019


DESCRIPTION                                 SHARES        FAIR VALUE
-----------                                 ------      ------------

COMMON STOCKS ? 97.93%

Jewelry Store?4.26%
   Signet Jewelers Limited			 40,639	        726,625

Air Transportation, Scheduled-6.20%
   Hawaiian Holdings Inc.      		   38,541	      1,057,180

Gold Ore Mining-4.37%
   IAMGOLD (a)     			        220,371	        744,854

Retail Apparel-4.00%
   Express Inc.   (a)                       108,315           295,700
   Tailored Brands Inc                       66,667           384,669
							  ----------
							680,369

Family Clothing Stores-6.11%
   Buckle                                    19,861           343,794
   Abercrombie & Fitch                       43,478           697,387
                                                           ----------
                                                            1,041,181

Crude Petro/NG-10.81%
   Schweitzer-Mauduit International, Inc     55,515         1,841,988

Durable Goods-7.09%
    Schnitzer Steel Industries, Inc          46,145         1,207,615

Patent Owner-8.63%
   Acacia Research Corp (a)		    220,977           654,092
   InterDigital Inc                           12,678           816,463
                                                            ----------
                                                             1,470,555

Semiconductors-6.67%
    Cirrus Logic Inc (a)                      26,007         1,136,506

Concrete Product-3.21%
    Forterra Inc (a)                         110,227           547,828

Computer Software-2.12%
    GameStop                                  66,139           361,780

Industrial Trucking-5.60%
    Hyster-Yale Materials                     17,254            953,456

Miscellaneous Retail -1.94%
    Kirkland?s (a)                           146,274            330,579
-	Continued ?
SMALL CAP VALUE FUND, INC.
SCHEDULE OF INVESTMENTS, continued
JUNE 30, 2019

DESCRIPTION                                  SHARES        FAIR VALUE
-----------                                  ------       ----------

Medical/Hospital Equipment-5.84%
    Patterson Cos Inc                         43,478           995,646

Retail Furniture-3.70%
    Bed Bath & Beyond                         54,254           630,431

Drill Oil & Gas-2.36%
    Ensco Rowan Plc                           47,088           401,661

Misc. Publishing-4.36%
    LSC Communications Inc                   202,586           743,491

Plastic Products-3.81%
    Tupperware Brands Corp                     34,135           649,589

Raw Farm Product-6.85%
    Universal Corp                             19,216         1,167,756

                                                              ---------

Total common stocks (cost $21,117,673)                   $   16,689,090



SHORT-TERM INVESTMENTS ? 2.07%
   Schwab Money Market Fund-current interest
      at 0.26%
       			                        334,007  $   334,007
                                                            --------
   Total short-term investments (cost $ 334,007)             334,007
                                                            --------

Total investment securities ? 100.06% (cost $21,007,658)  25,296,143

Other assets less liabilities ? (0.06%)                     (14,680)
                                                            --------

Net assets ? 100.00%                                   $  25,281,463
                                                        ============

(a) Presently non-income producing




See accompanying notes to these financial statements.


SMALL CAP VALUE FUND, INC.
STATEMENT OF OPERATIONS (Unaudited)
For the Period December 31, 2018 through June 30, 2019



INVESTMENT INCOME:
   Dividends                                             $    404,025
   Interest                                                       864
   Accrued Interest                                                10
                                                         ------------
          Total investment income                             404,898

EXPENSES ?
   Advisory fees                                               95,053
                                                               ------

          Net investment income                               309,805
   ------------

GAINS ON INVESTMENTS ?
   Net realized gain(loss) on investments                     498,083
   Net change in unrealized depreciation of securities    (3,081,301)
                                                         ------------
        Net realized gain and
           Unrealized loss on investments    		  (2,583,218)
------------

   Net increase in net assets resulting from operations  $ (2,273,413)
                                                         ============


























See accompanying notes to these financial statements.


SMALL CAP VALUE FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS (Unaudited)


                                       Six Months Ended      Year Ended
                                          June 30, 2019   Dec. 31, 2018

INCREASE IN NET ASSETS FROM OPERATIONS:
   Net investment income                    $  309,805   $     363,356
   Net realized gain(loss) on investments      498,083         112,219
   Net change in unrealized appreciation
   (depreciation)of securities              (3,081,301)     (4,895,061)
          				       ---------    -----------
      Net increase in net assets
      resulting from operations             (2,273,413)     (4,419,486)


DISTRIBUTIONS TO SHAREHOLDERS FROM
   Net investment income                              0       (363,356)
   Net realized gains                                 0       (112,219)
                                            -----------    ------------
         Total Distributions                          0       (475,575)

CAPITAL SHARE TRANSACTIONS                           14        225,612
                                            -----------    ------------

TOTAL INCREASE(DECREASE) IN NET ASSETS       (2,273,413)    (4,669,449)

NET ASSETS, beginning of period              19,313,624     23,983,073
                                            -----------    ------------

NET ASSETS, end of period                  $ 17,040,211   $ 19,313,624
                                            ===========    ============






















See accompanying notes to these financial statements.


SMALL CAP VALUE FUND, INC.
FINANCIAL HIGHLIGHTS (Unaudited)

PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH
PERIOD ENDING:
                       PERIOD   YEAR      YEAR      YEAR      YEAR      YEAR
                        ENDED   ENDED     ENDED     ENDED     ENDED     ENDED
                      6/30/19   2018      2017      2016      2015      2014
                        -----   ------    ------    ------    ------    -----
Net asset value,
  beginning of period  $38.99  $49.04     $38.84    $27.89    $35.99   $38.03
                       ------  -------    ------    ------    ------   ------
Income from investment
operations:
  Net investment income  0.63    0.75       0.55      0.17     (0.20)   (0.05)
  Net realized and
  unrealized gains
  (losses)on investments(5.22)  (9.82)     10.40     10.98     (7.70)   (1.99)
                         -----  ------     -----     -----     ------   ------
Total income(loss)from
  investment operations	(4.59)  (9.07)     10.95     11.15     (7.90)   (2.04)
                         -----  ------     ------    -----     ------   ------
Less distributions from:
  Net investment income  0.00   (0.75)     (0.55)    (0.17)    (0.20)     0.00
  Net realized gains     0.00   (0.23)     (0.19)    (0.03)     0.00      0.00
                         ----    ------    ------    ------   ------    ------
    Total distributions  0.00   (0.98)     (0.75)    (0.20)    (0.20)     0.00
                         -----   -----     -----     -----    ------    ------
Net asset value,
  end of period        $34.40   $38.99     $49.04    $38.84   $27.89    $35.99
                       -------  -------   ------    ------    ------    ------

Total Return         (11.77)%  (18.43)%    28.18%    39.98%  (21.94)%   (5.36)%

Net assets, end of
   period(in 1000's)   $17,040  $19,314    $23,983   $18,898  $14,020   $20,978

Ratio of expenses to
   average net
   asset(a)              0.97%    0.96%     0.94%     0.94%     0.98%     0.94%

Ratio of net investment
   income to average net
   assets                3.17%    1.57%     1.32%     0.52%     0.61%    (0.14)%

Portfolio turnover
   rate (annualized)    43.69%   63.30%    97.65%    77.65%    48.14%    68.02%



(a) The Fund?s actual expenses are calculated daily at 0.95% of net
    asset value (NAV).



See accompanying notes to these financial statements.

       SMALL CAP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS


1.	ORGANIZATION

Small Cap Value Fund, Inc. (the ?Fund?) was incorporated in the
State of Texas on June 16, 2005 and is registered under the
Investment Company Act of 1940 as a non-diversified, open-end
management investment company.  The investment objective of the
Fund is to achieve growth by investing primarily in small
capitalization common stocks.  The effective date of the Fund?s
Registration under the Securities Act of 1933 was October 27, 2005.

2.	SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates
The preparation of financial statements in conformity with U.S.
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of increases and decreases in net assets from
operations during the reporting period.  Actual results could
differ from these estimates.

Security Valuation
Securities listed on a national securities exchange or in the over-
the-counter market are valued at the last quoted sales price on the
day of valuation, or if no quoted sales price was reported on that
date, the last quoted bid price.  Short-term investments are valued
at cost which approximates fair value.  Securities for which
quotations are not readily available are valued at their estimated
fair value as determined in good faith by the Fund?s Board of
Directors.

Securities Transactions and Investment Income
Securities transactions are recorded on a trade-date basis.
Dividend income is recorded on the ex-dividend date and interest
income is recorded on the accrual basis.  Realized gains and losses
are determined on a specific identification basis of the securities
sold.  Unrealized gains and losses resulting from the appreciation
and depreciation of securities carrying values are included in the
statement of operations.

Distribution of Income and Gains
The Fund declares and pays dividends annually from net investment
income and from net realized gains, if any.  Distributions from
realized gains for book purposes may include short-term capital
gains, which are included in ordinary income for tax purposes.
Dividends are paid upon Board approval by the end of each calendar
year.




SMALL CAP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS

2.	SIGNIFICANT ACCOUNTING POLICIES (continued)

Federal Income Taxes
The Fund?s policy is to continue to comply with the requirements of
the Internal Revenue Code that are applicable to regulated
investment companies and to distribute all of its taxable income,
including any realized gains on investments, to its shareholders.
The Fund also intends to distribute sufficient net investment income
and net capital gains, if any, so that it will not be subject to
excise tax on undistributed income and gains.  Therefore, no federal
income tax or excise provision is required.

Net investment income (loss), net realized gains (losses) and the
cost of investments in securities may differ for financial statement
and income tax purposes.  The character of distributions from net
investment income (loss) or net realized gains (losses) may differ
from their ultimate characterization for income tax purposes.  At
December 31, 2018, there were no material differences.  Also, due to
the timing of dividend distributions, the year in which amounts are
distributed may differ from the year that the income or realized
gains were recorded by the Fund.

   Subsequent events
Subsequent events were evaluated through July 29, 2019, the date in
which these financials were available to be issued.





























SMALL CAP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS

3.	FAIR VALUE OF INVESTMENTS

    In accordance with U.S. generally accepted accounting principles
(?GAAP?), fair value is defined as the price that the Fund would
receive to sell an asset or pay to transfer a liability in an
orderly transaction between market participants at the measurement
date. GAAP also establishes a framework for measuring fair value,
and a three-level hierarchy for fair value measurements based upon
the transparency of inputs to the valuation of an asset or
liability. Inputs may be observable or unobservable and refer
broadly to the assumptions that market participants would use in
pricing the asset or liability. Observable inputs reflect the
assumptions market participants would use in pricing the asset or
liability based on market data obtained from sources independent of
the Fund. Unobservable inputs reflect the Fund's own assumptions
about the assumptions that market participants would use in pricing
the asset or liability developed based on the best information
available in the circumstances. Each investment is assigned a level
based upon the observability of the inputs which are significant to
the overall valuation. The three-tier hierarchy of inputs is
summarized below.

   Level 1 - quoted prices in active markets for identical investments.

   Level 2 - observable inputs, other than quoted prices (including
quoted prices for similar investments, interest rates, prepayment
speeds, credit risk, etc.)

   Level 3 - significant unobservable inputs (including the Fund's own
assumptions in determining the fair value of investments)

   The following table summarizes the valuation of the Fund's
investments by the above fair value hierarchy levels as of June 30,
2019:
                                    Investments          Other
                                    in                   Financial
      Level                         Securities           Instruments *
      -----                         ----------           ------------
      Level 1:
         Common Stock               $16,689,090          $          0
         Short term investments         334,007                     0
                                    -----------          ------------
             Total Level 1:          17,023,097                     0
      Level 2                                 0                     0
      Level 3                                 0                     0
                                    -----------          ------------
      Total                         $17,023,097         $          0
                                    ===========          ============

   * Other financial instruments are derivative instruments not
   reflected in the Portfolio of Investments, such as futures forwards
   and swap contracts, which are valued at the unrealized appreciation
   depreciation on the instrument.  As of June 30, 2019, the Fund
   did not own any other financial instruments.
SMALL CAP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS


4.	CAPITAL SHARE TRANSACTIONS
Capital share transactions in the Fund?s $0.001 par value common
stock were as follows:

                            Period Ended              Year Ended
                           June 30, 2019       December 31, 2018
                       -------------------  ---------------------
                       Shares       Amount  Shares         Amount

Shares sold                 0   $        0    12,168   $  600,037

Shares issued in
  reinvestment of
  dividends	              0            0    12,535      475,575
                       ------     --------  ---------  ----------
                                              24,703    1,075,612
Shares redeemed            (0)          (0)  (18,468)    (850,000)
                       ------     --------  ---------  ----------

Net increase(decrease)     (0)          (0)    6,235      225,612

Beginning of year     495,322  $20,698,034   489,087  $20,472,422
                       ------     --------    -------  ----------
End of year           495,322  $20,698,034   495,322  $20,698,034
		=========	==========  =========  ==========

5.	INVESTMENT TRANSACTIONS
The aggregate cost of purchases and proceeds from sales of
investment securities, excluding short-term investments, aggregated
$4,497,926 and $4,270,174, respectively, for the period ended June
30, 2019.  The aggregate cost of investment securities, excluding
short term investments, for federal income tax purposes was
$21,117,688 as of June 30, 2019.  There were no differences between
the financial reporting basis and the income tax basis in the cost
or net unrealized appreciation (depreciation) of the Fund?s
investments as of June 30, 2019.

As of June 30, 2019 and December 31, 2018, the aggregate unrealized
appreciation and depreciation of investment securities was as
follows:

Description                      June 30, 2019    December 31, 2018
-----------                         ----------           ---------
Unrealized appreciation         $    1,027,211       $  1,066,811
Unrealized depreciation             (5,455,809)        (2,414,108)
                                  ------------         -----------
Net unrealized appreciation
   (depreciation)               $   (4,428,598)     $  (1,347,297)
                                    ============      ============




SMALL CAP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS

6.	DISTRIBUTION TO SHAREHOLDERS
 No distributions have been paid for 2019 as of June 30, 2019.  In
 2018 a distribution of $475,575, or $0.985 per share, was paid and
 classified as $0.7526 qualified dividend income per share
($363,356) and $0.2324 per share long term capital gain ($112,219).

7.	ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES
The Fund and the Advisor are under common control and the existence
of that control may create operating results and financial position
different than if they were autonomous.

   The Fund has an investment advisory agreement with Adams Asset
Advisors, LLC (the ?Advisor?) to provide investment advisory
services to the Fund. Laura S. Adams is the managing member of the
Advisor and is an officer, director and shareholder of the Fund.
Under the terms of the agreement, the Fund will pay the Advisor a
monthly fee at the annual rate of 0.95% of the Fund?s average daily
net assets.  The fee is computed daily and payable monthly.  The
Advisor has contractually agreed to pay all operating expenses of
the Fund, except brokerage fees and commissions, interest, taxes and
extraordinary expenses.

   The advisory fee for the first six months of 2019, ending June 30,
2019, as computed pursuant to the investment advisory agreement,
totaled $95,093, of which $13,322 was payable on June 30, 2019.

The Advisor acts as the transfer agent for the Fund, with Fidelity
Investments as the sub-transfer agent.  There are no fees associated
with these services.

The Fund acts as its own custodian, effective September 1, 2008, and
is in compliance per requirements of Rule 17f-2.  There are no fees
associated with these services.


8.	ACCOUNTING FOR UNCERTAIN TAX POSITIONS

   As of December 31, 2018, open Federal tax years, subject to
examination, include the tax years ended December 31, 2016 through
December 31, 2018.  The Fund has no examination in progress.

















ADDITIONAL INFORMATION

PROXY VOTING INFORMATION
Small Cap Value Fund, Inc. management is responsible for
exercising the
voting rights associated with the securities held by the Fund.
 A
description of our philosophy on fulfilling this responsibility
is
available without charge, upon request, by calling
1-800-704-6072. The
actual voting record of the Fund can be obtained upon request
 by
calling the same number or online via the SEC website.

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

APPROVAL OF INVESTMENT ADVISORY AGREEMENT
At an in-person meeting held on January 18, 2018, the Board of
Directors, including a majority of Directors that are not
 "interested"
persons of the Fund(as the term is defined in the 1940 Act), re-
approved the Advisory Agreement based upon its review of the
qualitative and quantitative information provided by the
Investment
Advisor.  The Directors considered, among other things, the
 following
information regarding the Investment Advisor.

NATURE, EXTENT AND QUALITY OF SERVICES PROVIDED BY THE INVESTMENT
ADVISOR
The Directors reviewed the nature, quality and scope of current
 and
anticipated services provided by the Investment Advisor under
 the
Advisory Agreement. This includes portfolio management,
supervision of
Fund operations and compliance and regulatory matters.

INVESTMENT PERFORMANCE
The Directors reviewed the performance of the Fund, as compared
 to
other mutual funds and market benchmarks.  This review focused
on the
long-term performance of the Fund.

COST OF SERVICES TO THE FUND AND PROFITABILITY OF ADVISOR
The Directors considered the Fund's management fee and total
expense
ratio relative to industry averages.  The Directors determined
 that the
Advisor is operating profitably, is viable and should remain
 as an
ongoing entity.

ECONOMIES OF SCALE
The Directors considered information regarding economies of
 scale with
respect to the management of the Fund.

CONCLUSIONS
Based on the above review and discussions, the Directors
concluded that
it is in the best interest of the Fund and its shareholders
 to approve
the Advisory Agreement.

Board of Directors Information
Small Cap Value Fund, Inc.
June 30, 2019

The business and affairs of the Fund are managed under
the direction of
the Fund's Board of Directors.  Information pertaining to
the Directors
of the Fund are set forth below.  The Fund's Statement of
Additional
Information includes additional information about the Fund's
 Directors,
and is available without charge, by calling 1-800-704-6072.
 Each
director may be contacted by writing to the director c/o
Small Cap
Value Fund, Inc, 8150 N. Central Expressway, Suite M1120,
 Dallas,
Texas, 75206.

INDEPENDENT DIRECTORS

Name and Age        Position  Term Principal Occupation  Other Public
                              Yrs* Past five years       Directorships
                                                         Served**
------------------- --------  ---- --------------------- -------------

Vicky L. Hubbard    Director  1 Yr Private Investor,     Stock Dividend
Age 61                             Technology Mngr prior Fund, Inc.


Yolawnde F. Malone  Director  1 Yr Senior Tax Mngr,      Stock Dividend
Age 55                             Montgomery Coscia     Fund, Inc.
                                   Greilich LLP, CPA
                                   Family Legacy Trust
                                   prior


INTERESTED DIRECTORS

Laura S. Adams      Director, 1 Yr President, Adams      Stock Dividend
Age 58              President      Asset Advisors        Fund, Inc.
                    Secretary      since 2002, Private
                    Treasurer      Investor prior

*All Directors have served since Fund?s Effective date of registration
with SEC, October 27, 2005.
**The number of portfolios in each Fund complex overseen is one.  Each
Director oversees two portfolios, one for each complex overseen.


This report and the financial statements contained herein are submitted
for the general information of shareholders and are not authorized for
distribution to prospective investors unless preceded or accompanied by
an effective prospectus.  Nothing herein contained is to be considered
an offer of sale or solicitation of an offer to buy shares of Stock
Dividend Fund, Inc.  Such offering is made only by prospectus, which
includes details as to offering price and material information.




Item 2.  Code of Ethics.  The registrant, as of the end of the period
covered by this report, has adopted a code of ethics that applies to
all officers and employees of the Fund.  The registrant has not made
any amendments to its code of ethics or granted any waivers or
exceptions to the code during the covered period. A copy of the Code of
Ethics of the Fund is available upon request by calling 1-800-704-6072.

Item 3.  Audit Committee Financial Expert.  The entire Board of
Directors, in effect, acts as the audit committee.  The Board has two
financial experts serving on the Board.  Laura Adams and Yolawnde
Malone are the financial experts.  Mrs. Adams is an ?interested?
Director and Mrs. Malone is an ?independent? Director.

Item 4.  Principal Accountant fees and services.
(a)-(d)  Total fees billed to the registrant for the last two fiscal
years for professional services rendered by the registrant?s
independent auditor were as follows:
                       December 31,2018       December 31, 2017
Audit                  $13,000                 $8,000
Audit-Related fees     $0                     $0
Tax preparation fees   $0                     $0
Other fees             $0                     $0

Audit fees include amounts related to the annual audit of the
registrant?s financial statements, spot checks for compliance with Rule
17f-2 and services normally provided by the auditor in connection with
statutory and regulatory filings.  The registrant performance tax
preparation internally.

(e)(1)  The directors have not adopted pre-approval policies and
procedures described in paragraph (c)(7) of Rule 2-10 of Regulation S-
X.

(e)(2) None

(f) Not applicable

(g) The aggregate fees billed for the most recent fiscal year and the
preceding year by the registrant?s independent auditor for non-audit
services rendered to the registrant, its investment advisor, and any
entity controlling, controlled by, or under common control with the
advisor that provided ongoing services to the registrant were $0 and
$0, respectively.

(h) Not applicable


Item 5.  Audit Committee of listed Registrants.  (Not applicable for
semi-annual reports)

Item 6.  Schedule of Investments.  Schedule of Investments is included
as part of the report to shareholders filed under Item 1 of this 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 to open-end investment companies.

Item 9.  Purchase of equity securities by closed-end management
investment companies.  (Not applicable)

Item 10.  Submission of Matters to a vote of security holders.  (None)

Item 11.  Controls and Procedures

a)	    The Fund?s president has concluded that the Fund?s disclosure
controls and procedures are sufficient to ensure that information
required to be disclosed by the Fund in this Form N-CSR was
recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission?s rules and
forms, based upon such officers? evaluation of these controls and
procedures as of a date within 90 days of the filing date of the
report.

b)	    There were no significant changes or corrective actions with
regard to deficiencies or material weaknesses in the Fund?s internal
controls or in other factors that could significantly affect the
Fund?s internal controls subsequent to the date of their evaluation.

Item 12.  Disclosure of Securities Lending Activities for Closed-End
Management Investment Companies.  (Not applicable)


Item 13.  Exhibits.

a)	(1)Code of Ethics-Not applicable for semi-annual reports.
(2)Certifications pursuant to Section 302 of the Sarbanes-Oxley Act
   of 2002- Attached

b)	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002- Attached






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.

Small Cap Value Fund
By /s/ Laura S. Adams
--------------------------------------
Laura S. Adams
President
Principal Executive Officer and Principal Financial Officer

Date  7/29/19

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 dates indicated.

Small Cap Value Fund
By /s/ Laura S. Adams
--------------------------------------
Laura S. Adams
President
Principal Executive Officer and Principal Financial Officer

Date  7/29/19