UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number: 811-01976

Sequoia Fund, Inc.

(Exact name of registrant as specified in charter)

767 Fifth Avenue, Suite 4701, New York, NY 10153-4798

(Address of principal executive offices) (Zip code)

Robert D. Goldfarb

Ruane, Cunniff & Goldfarb Inc.

767 Fifth Avenue

Suite 4701

New York, New York 10153-4798

(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 832-5280

Date of fiscal year end: December 31

Date of reporting period: June 30, 2012

ITEM 1.  REPORTS TO STOCKHOLDERS.

Sequoia

Fund, Inc.

SEMI-ANNUAL
REPORT

(Unaudited)
JUNE 30, 2012

SEQUOIA FUND, INC.
ILLUSTRATION OF AN ASSUMED INVESTMENT OF $10,000
With Income Dividends and Capital Gains
Distributions Reinvested in Shares (Unaudited)

The table below covers the period from July 15, 1970 (the date Fund shares were first offered to the public) to June 30, 2012. This period was one of widely fluctuating common stock prices. The results shown should not be considered as a representation of the dividend income or capital gain or loss which may be realized from an investment made in the Fund today.

PERIOD ENDED	Value of Initial $10,000 Investment		Value of Cumulative Reinvested Capital Gains Distributions		Value of Cumulative Reinvested Dividends		Total Value of Shares
July 15, 1970	$	10,000	$	—	$	—	$	10,000
May 31, 1971		11,750		—		184		11,934
May 31, 1972		12,350		706		451		13,507
May 31, 1973		9,540		1,118		584		11,242
May 31, 1974		7,530		1,696		787		10,013
May 31, 1975		9,490		2,137		1,698		13,325
May 31, 1976		12,030		2,709		2,654		17,393
May 31, 1977		15,400		3,468		3,958		22,826
Dec. 31, 1977		18,420		4,617		5,020		28,057
Dec. 31, 1978		22,270		5,872		6,629		34,771
Dec. 31, 1979		24,300		6,481		8,180		38,961
Dec. 31, 1980		25,040		8,848		10,006		43,894
Dec. 31, 1981		27,170		13,140		13,019		53,329
Dec. 31, 1982		31,960		18,450		19,510		69,920
Dec. 31, 1983		37,110		24,919		26,986		89,015
Dec. 31, 1984		39,260		33,627		32,594		105,481
Dec. 31, 1985		44,010		49,611		41,354		134,975
Dec. 31, 1986		39,290		71,954		41,783		153,027
Dec. 31, 1987		38,430		76,911		49,020		164,361
Dec. 31, 1988		38,810		87,760		55,946		182,516
Dec. 31, 1989		46,860		112,979		73,614		233,453
Dec. 31, 1990		41,940		110,013		72,633		224,586
Dec. 31, 1991		53,310		160,835		100,281		314,426
Dec. 31, 1992		56,660		174,775		112,428		343,863
Dec. 31, 1993		54,840		213,397		112,682		380,919
Dec. 31, 1994		55,590		220,943		117,100		393,633
Dec. 31, 1995		78,130		311,266		167,129		556,525
Dec. 31, 1996		88,440		397,099		191,967		677,506
Dec. 31, 1997		125,630		570,917		273,653		970,200
Dec. 31, 1998		160,700		798,314		353,183		1,312,197
Dec. 31, 1999		127,270		680,866		286,989		1,095,125
Dec. 31, 2000		122,090		903,255		289,505		1,314,850
Dec. 31, 2001		130,240		1,002,955		319,980		1,453,175
Dec. 31, 2002		126,630		976,920		311,226		1,414,776
Dec. 31, 2003		147,610		1,146,523		362,790		1,656,923
Dec. 31, 2004		154,270		1,200,687		379,159		1,734,116
Dec. 31, 2005		155,450		1,331,529		382,059		1,869,038
Dec. 31, 2006		152,750		1,496,788		375,422		2,024,960
Dec. 31, 2007		139,120		1,713,258		342,768		2,195,146
Dec. 31, 2008		95,270		1,265,238		241,397		1,601,905
Dec. 31, 2009		109,900		1,459,533		278,860		1,848,293
Dec. 31, 2010		129,290		1,745,828		333,509		2,208,627
Dec. 31, 2011		145,500		1,979,112		375,323		2,499,935
June 30, 2012		153,170		2,083,440		395,108		2,631,718

The total amount of capital gains distributions reinvested in shares was $1,445,712. The total amount of dividends reinvested was $130,082, including return of capital distributions reinvested of $5,294.

No adjustment has been made for any taxes payable by shareholders on capital gain distributions and dividends reinvested in shares.

To the Shareholders of Sequoia Fund, Inc.

Dear Shareholder:

Sequoia Fund's results for the second quarter of 2012 are shown below with comparable results for the S&P 500 Index:

To June 30, 2012	Sequoia Fund			Standard & Poor’s 500*
3 Months		-4.95	%		-2.75	%
6 Months		5.27	%		9.49	%
1 Year		6.75	%		5.45	%
5 Years (Annualized)		4.20	%		0.22	%
10 Years (Annualized)		6.29	%		5.33	%

The performance shown above represents past performance and does not guarantee future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Current performance may be lower or higher than the performance information shown.

* The S&P 500 Index is an unmanaged, capitalization-weighted index of the common stocks of 500 major US corporations. The performance data quoted represents past performance and assumes reinvestment of distributions. The investment return and principal value of an investment in the Fund will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Year to date performance as of the most recent month end can be obtained by calling DST Systems, Inc. at (800) 686-6884.

We are providing you with a copy of the transcript of the Ruane, Cunniff & Goldfarb Inc./Sequoia Fund, Inc. “Annual Investor Day 2012” meeting that was held on May 18^th.

Sincerely,

Richard T. Cunniff Vice Chairman	Robert D. Goldfarb President	David M. Poppe Executive Vice President

August 20, 2012

FEES AND EXPENSES OF THE FUND
(UNAUDITED)

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)

The Fund does not impose any sales charges, exchange fees or redemption fees.

Annual Fund Operating Expenses (expenses that are deducted from Fund assets)

Annual Fund Operating Expenses

Management Fees		1.00	%
Other Expenses		0.03	%
Total Annual Fund Operating Expenses *		1.03	%

* Does not reflect Ruane, Cunniff & Goldfarb Inc.'s (“Ruane, Cunniff & Goldfarb”) contractual reimbursement of a portion of the Fund’s operating expenses. This reimbursement is a provision of Ruane, Cunniff & Goldfarb’s investment advisory agreement with the Fund and the reimbursement will be in effect only so long as that investment advisory agreement is in effect. For the year ended December 31, 2011, the Fund’s annual operating expenses net of such reimbursement were 1.00%.

Shareholder Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees and other Fund expenses. 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. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2012 to June 30, 2012).

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, 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 first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this 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 and 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 will not help you determine the relative total costs of owning different funds.

	Beginning Account Value January 1, 2012		Ending Account Value June 30, 2012		Expenses Paid During Period* January 1, 2012 to June 30, 2012
Actual	$	1,000	$	1,052.70	$	5.10
Hypothetical (5% return per year less expenses)	$	1,000	$	1,019.89	$	5.02

* Expenses are equal to the Fund's annualized expense ratio of 1.00%, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

SECTOR BREAKDOWN (UNAUDITED)

As of June 30, 2012	Percent of Net Assets
U.S. Government Obligations		17.88
Retailing		11.81
Healthcare		11.27
Diversified Companies		10.88
Aerospace/Defense		6.98
Auto Parts		5.69
Industrial & Construction Supplies		5.16
Miscellaneous Securities		4.09
Veterinary Diagnostics		3.58
Flooring Products		3.42
Information Processing		2.36
Internet Software & Services		1.73
IT Consulting and Other Services		1.72
Transportation Services		1.51
Industrial Gases		1.38
Freight Transportation		1.14
Specialty Chemicals		1.00
Other		8.40
		100.00

The table below shows the changes of the Fund’s major positions for the period ended June 30, 2012:

Position	% of assets 6/30/2012			% of assets 12/31/2011
Berkshire Hathaway		10.9	%		10.0	%
Valeant Pharmaceuticals International		9.3	%		10.8	%
TJX Companies Inc.		8.1	%		6.8	%
Fastenal Company		5.2	%		6.2	%
Idexx Laboratories		3.6	%		3.3	%
Mohawk Industries		3.4	%		3.3	%
Advance Auto Parts		3.1	%		3.6	%
Rolls Royce		3.1	%		2.9	%
Precision Castparts		2.9	%		3.2	%
O’Reilly Automotive		2.6	%		2.7	%
		52.2	%		52.8	%

SEQUOIA FUND, INC.
Schedule of Investments
June 30, 2012 (Unaudited)

COMMON STOCKS (82.12%)

Shares			Value (Note 1)
		ADVERTISING (0.84%)
933,743		Omnicom Group Inc.	$	45,379,910
		AEROSPACE/DEFENSE (6.98%)
947,406		Precision Castparts Corp.		155,838,813
23,161,200		Qinetiq Group plc (United Kingdom)		56,976,552
12,376,114		Rolls-Royce Group plc (United Kingdom)		166,297,844
				379,113,209
		AUTO PARTS (5.69%)
2,500,000		Advance Auto Parts, Inc.		170,550,000
1,656,139		O’Reilly Automotive Inc. *		138,734,764
				309,284,764
		BIOTECHNOLOGY (0.99%)
2,076,100		Novozymes A/S – B Shares (Denmark)		53,642,272
		CONSTRUCTION EQUIPMENT (0.59%)
1,520,736		Ritchie Bros. Auctioneers Incorporated		32,315,640
		CRUDE OIL & GAS PRODUCTION (0.09%)
179,508		Canadian Natural Resources Limited		4,819,790
		DIVERSIFIED COMPANIES (10.88%)
3,238		Berkshire Hathaway Inc. – Class A *		404,571,910
2,234,592		Berkshire Hathaway Inc. – Class B *		186,208,551
				590,780,461
		DIVERSIFIED MANUFACTURING (0.73%)
765,664		Danaher Corporation		39,875,781
		ELECTRICAL & MECHANICAL SYSTEMS (0.40%)
775,721		EMCOR Group Inc.		21,580,558
		ELECTRICAL COMPONENTS (0.20%)
193,321		Amphenol Corporation – Class A		10,617,189
		ELECTRONIC MANUFACTURING SERVICES (0.54%)
638,349		Trimble Navigation Limited *		29,370,437
		FLOORING PRODUCTS (3.42%)
2,656,923		Mohawk Industries Inc. *		185,532,933

Shares			Value (Note 1)
		FREIGHT TRANSPORTATION (1.14%)
216,500		Expeditors International Inc.	$	8,389,375
915,200		C.H. Robinson Worldwide, Inc.		53,566,656
				61,956,031
		GLASS TECHNOLOGY (0.72%)
3,016,800		Corning Inc.		39,007,224
		HEALTHCARE (11.27%)
418,000		Becton, Dickinson and Company		31,245,500
529,800		Perrigo Company		62,479,314
11,320,000		Valeant Pharmaceuticals International Inc. *		507,022,800
220,657		West Pharmaceutical Services, Inc.		11,140,972
				611,888,586
		INDUSTRIAL & CONSTRUCTION SUPPLIES (5.16%)
6,950,768		Fastenal Company		280,185,458
		INDUSTRIAL GASES (1.38%)
688,661		Praxair, Inc.		74,878,111
		INDUSTRIAL MACHINERY (0.96%)
4,020,749		IMI plc (United Kingdom)		52,358,193
		INFORMATION PROCESSING (2.36%)
298,457		MasterCard Inc.		128,369,340
		INSURANCE BROKERS (0.56%)
1,124,830		Brown & Brown Inc.		30,674,114
		INTERNET SOFTWARE & SERVICES (1.73%)
162,271		Google Inc. – Class A*		94,128,539
		INVESTMENT BANKING & BROKERAGE (0.77%)
435,000		The Goldman Sachs Group Incorporated		41,699,100
		IT CONSULTING & OTHER SERVICES (1.72%)
477,000		International Business Machines Corp.		93,291,660
		PROPERTY AND CASUALTY INSURANCE (0.80%)
31,200		Admiral Group plc (United Kingdom)		582,442
6,237,236		Hiscox Ltd. (United Kingdom)		41,739,583
21,000		Verisk Analytics, Inc. – Class A *		1,034,460
				43,356,485
		RENEWABLE ENERGY (0.15%)
321,300		First Solar, Inc. *		4,838,778
99,785		SMA Solar Technology AG (Germany)		3,407,658
				8,246,436

Shares			Value (Note 1)
		RETAILING (11.81%)
39,666		Costco Wholesale Corporation	$	3,768,270
1,471,375		Target Corporation		85,619,311
853,000		Tiffany & Co.		45,166,350
10,268,380		TJX Companies, Inc.		440,821,553
949,032		Wal-Mart Stores, Inc.		66,166,511
				641,541,995
		SEMICONDUCTORS (0.06%)
98,610		Linear Technology Corporation		3,089,451
		SPECIALTY CHEMICALS (1.00%)
1,534,809		Croda International plc (United Kingdom)		54,395,166
		TRANSPORTATION SERVICES (1.51%)
2,155,520		World Fuel Services Corp.		81,974,426
		VETERINARY DIAGNOSTICS (3.58%)
2,022,048		Idexx Laboratories Inc. *		194,379,474
		Miscellaneous Securities (4.09%) (a)		222,185,820
		TOTAL COMMON STOCKS (Cost $2,434,261,810)	$	4,459,918,553

U.S. GOVERNMENT OBLIGATIONS (17.88%)

Principal Amount			Value (Note 1)
$971,000,000		U.S. Treasury Bills, 0.041% due 7/19/2012	$	970,980,744
		TOTAL U.S. GOVERNMENT OBLIGATIONS (Cost $970,980,744)		970,980,744
		TOTAL INVESTMENTS (100.00%)(Cost $3,405,242,554) ††		5,430,899,297
		LIABILITIES LESS OTHER ASSETS (0.00%)		(122,722	)
		NET ASSETS (100.00%)	$	5,430,776,575

 †† The cost for federal income tax purposes is identical.

 * Non-income producing.

(a) “Miscellaneous Securities” include holdings in their initial period of acquisition that have not previously been publicly disclosed.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:

Level 1 –  quoted prices in active markets for identical securities

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

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. During the period ended June 30, 2012, there were no significant transfers into and out of Level 1 and 2 measurements in the fair value hierarchy.

The following is a summary of the inputs used to value the Fund’s investments as of June 30, 2012:

Valuation Inputs		Common Stocks		U.S. Government  Obligations		Total
Level 1 – Quoted Prices	$	4,459,918,553			$	4,459,918,553
Level 2 – Other Significant Observable Inputs		—	$	970,980,744		970,980,744
Total	$	4,459,918,553	$	970,980,744	$	5,430,899,297

The accompanying notes are an integral part of these Financial Statements.

SEQUOIA FUND, INC.
Statement of Assets and Liabilities
June 30, 2012 (Unaudited)

ASSETS
Investments in securities, at value (cost $3,405,242,554) (Note 1)	$	5,430,899,297
Cash on deposit with custodian		2,173,365
Receivable for capital stock sold		1,935,124
Dividends receivable		3,226,645
Other assets		29,335
Total assets		5,438,263,766
LIABILITIES
Payable for capital stock repurchased		1,988,533
Payable for investment securities purchased		972,860
Accrued investment advisory fee		4,348,772
Accrued other expenses		177,026
Total liabilities		7,487,191
Net assets applicable to 35,455,561 shares of capital stock outstanding (Note 4)	$	5,430,776,575
Net asset value, offering price and redemption price per share	$	153.17
NET ASSETS CONSIST OF
Capital (par value and paid in surplus) $.10 par value stock, 100,000,000 shares authorized	$	3,405,181,282
Accumulated net realized losses on investments (Note 5)		(61,450	)
Unrealized appreciation		2,025,656,743
Total net assets	$	5,430,776,575

The accompanying notes are an integral part of these Financial Statements.

SEQUOIA FUND, INC.
Statement of Operations
Six Months Ended June 30, 2012 (Unaudited)

INVESTMENT INCOME
Income
Dividends, net of $880,777 foreign tax withheld	$	20,420,086
Interest		129,902
Total income		20,549,988
Expenses
Investment advisory fee (Note 2)		27,084,296
Legal and auditing fees		90,097
Stockholder servicing agent fees		413,051
Custodian fees		40,000
Directors fees and expenses (Note 6)		140,994
Other		121,562
Total expenses		27,890,000
Less expenses reimbursed by Investment Adviser (Note 2)		735,000
Net expenses		27,155,000
Net investment loss		(6,605,012	)
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS
Realized gain (loss) on
Investments (Note 3)		18,017,129
Foreign currency transactions		(193,034	)
Net realized gain on investments and foreign currencies		17,824,095
Net increase in unrealized appreciation on investments		251,462,554
Net realized and unrealized gain on investments and foreign currencies		269,286,649
Net increase in net assets from operations	$	262,681,637

The accompanying notes are an integral part of these Financial Statements.

SEQUOIA FUND, INC.
Statements of Changes in Net Assets

	Six Months Ended 6/30/12 (Unaudited)			Year Ended 12/31/11
INCREASE/(DECREASE) IN NET ASSETS
From operations
Net investment loss	$	(6,605,012	)	$	(14,128,658	)
Net realized gain on investments and foreign currencies		17,824,095			58,424,859
Net increase in unrealized appreciation on investments		251,462,554			455,228,826
Net increase in net assets from operations		262,681,637			499,525,027
Distributions to shareholders from
Net realized gains		—			(26,579,640	)
Capital share transactions (Note 4)		254,062,671			953,372,241
Total increase		516,744,308			1,426,317,628
NET ASSETS
Beginning of period		4,914,032,267			3,487,714,639
End of period (including undistributed net investment income of $0 and $0, respectively)	$	5,430,776,575		$	4,914,032,267

The accompanying notes are an integral part of these Financial Statements.

SEQUOIA FUND, INC.
Notes to Financial Statements (Unaudited)

NOTE 1—SIGNIFICANT ACCOUNTING POLICIES

Sequoia Fund, Inc. (the “Fund”) is registered under the Investment Company Act of 1940, as amended, as a non-diversified, open-end management investment company. The investment objective of the Fund is growth of capital from investments primarily in common stocks and securities convertible into or exchangeable for common stock. The following is a summary of significant accounting policies, consistently followed by the Fund in the preparation of its financial statements.

A. Valuation of investments: Investments are carried at market value or at fair value as determined under the supervision of the Board of Directors. Securities traded on a national securities exchange are valued at the last reported sales price on the principal exchange on which the security is listed on the last business day of the period; securities traded in the over-the-counter market are valued in accordance with the NASDAQ Official Closing Price on the last business day of the period; securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the mean between the last reported bid and asked prices.

Securities traded on a foreign exchange are valued at the Official Closing Price on the last business day of the period on the principal exchange on which the security is primarily traded. The value is then converted into its U.S. dollar equivalent at the foreign exchange rate in effect at the close of the New York Stock Exchange on that day.

U.S. Treasury Bills with remaining maturities of 60 days or less are valued at their amortized cost. U.S. Treasury Bills that when purchased have a remaining maturity in excess of sixty days are stated at their discounted value based upon the mean between the bid and asked discount rates until the sixtieth day prior to maturity, at which point they are valued at amortized cost.

When reliable market quotations are insufficient or not readily available at time of valuation or when the Investment Adviser determines that the prices or values available do not represent the fair value of a security, such security is valued as determined in good faith by the Investment Adviser, in conformity with guidelines adopted by and subject to review by the Board of Directors.

Foreign currencies: Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of foreign portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities are acquired or sold. Income and expenses are translated into U.S. dollars at the rates of exchange prevailing when accrued. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Reported net realized foreign exchange gains or losses arise from the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.

B. Accounting for investments: Investment transactions are accounted for on the trade date and dividend income is recorded on the ex-dividend date. Interest income is accrued as earned. Premiums and discounts on fixed income securities are amortized over the life of the respective security. The net realized gain or loss on security transactions is determined for accounting and tax purposes on the specific identification basis.

C. Federal income taxes: It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its stockholders. Therefore, no federal income tax provision is required.

D. Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 those estimates.

E. General: Dividends and distributions are recorded by the Fund on the ex-dividend date.

F. Indemnification: The Fund’s officers, directors and agents are indemnified against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss thereunder to be remote.

NOTE 2—INVESTMENT ADVISORY CONTRACTS AND PAYMENTS TO INTERESTED PERSONS

The Fund retains Ruane, Cunniff & Goldfarb Inc. as its investment adviser. Ruane, Cunniff & Goldfarb Inc. (the “Investment Adviser”) provides the Fund with investment advice, administrative services and facilities.

Under the terms of the Advisory Agreement, the Investment Adviser receives a management fee equal to 1% per annum of the Fund's average daily net asset values. This percentage will not increase or decrease in relation to increases or decreases in the net asset value of the Fund. Under the Advisory Agreement, the Investment Adviser is contractually obligated to reimburse the Fund for the amount, if any, by which the operating expenses of the Fund (including the investment advisory fee) in any year exceed the sum of 1 1/2% of the average daily net asset values of the Fund during such year up to a maximum of $30,000,000, plus 1% of the average daily net asset values in excess of $30,000,000. The expenses incurred by the Fund exceeded the percentage limitation during the six months ended June 30, 2012 and the Investment Adviser reimbursed the Fund $735,000. Such reimbursement is not subject to recoupment by the Investment Adviser.

For the six months ended June 30, 2012, there were no amounts accrued or paid to interested persons, including officers and directors, other than advisory fees of $27,084,296 to Ruane, Cunniff & Goldfarb Inc. and brokerage commissions of $182,700 to Ruane, Cunniff & Goldfarb LLC, the Fund’s distributor. Certain officers of the Fund are also officers of the Investment Adviser and the Fund's distributor. Ruane, Cunniff & Goldfarb LLC received no compensation from the Fund on the sale of the Fund's capital shares during the six months ended June 30, 2012.

NOTE 3—PORTFOLIO TRANSACTIONS

The aggregate cost of purchases and the proceeds from the sales of securities, excluding U.S. government obligations, for the six months ended June 30, 2012 were $384,977,396 and $50,938,701, respectively. Included in proceeds of sales is $22,709,612 representing the value of securities disposed of in payment of redemptions in-kind, resulting in realized gains of $18,027,206.

At June 30, 2012 the aggregate gross tax basis unrealized appreciation and depreciation of securities were $2,133,518,076 and $107,861,333, respectively.

NOTE 4—CAPITAL STOCK

At June 30, 2012 there were 100,000,000 shares of $.10 par value capital stock authorized. Transactions in capital stock for the six months ended June 30, 2012 and the year ended December 31, 2011 were as follows:

	2012				2011
	Shares		Amount		Shares		Amount
Shares sold		3,177,135	$	486,578,188		9,689,248	$	1,352,679,953
Shares issued to stockholders on reinvestment of
Net realized gains on investments		—		—		161,791		23,013,168
		3,177,135		486,578,188		9,851,039		1,375,693,121
Shares repurchased		1,495,202		232,515,517		3,054,283		422,320,880
Net increase		1,681,933	$	254,062,671		6,796,756	$	953,372,241

NOTE 5—FEDERAL INCOME TAXES

Distributions to shareholders are determined in accordance with federal tax regulations and may differ from those determined for financial statement purposes. To the extent these differences are permanent such amounts are reclassified within the capital accounts based on federal tax regulations. During the six months ended June 30, 2012 permanent differences primarily due to a net investment loss not deductible for tax purposes, realized gains on redemptions in kind not recognized for tax purposes and different book and tax treatment of net realized losses on foreign currency transactions resulted in a net decrease in net accumulated investment loss of $6,605,012 and undistributed net realized gains on investments of $17,834,172 with a corresponding increase in paid in surplus of $11,229,160. These reclassifications had no effect on net assets.

There were no distributions paid during the six months ended June 30, 2012. The tax character of distributions paid during the year ended December 31, 2011 was as follows:

	2011
Distributions paid from
Long-term capital gains	$	26,579,640

As of June 30, 2012, the components of distributable earnings on a tax basis were as follows:

Accumulated net realized losses	$	(61,450	)
Unrealized appreciation		2,025,656,743
	$	2,025,595,293

The Fund recognizes the tax benefits or expenses of uncertain tax positions only when the positions are “more likely than not” to be sustained assuming examination by tax authorities. Management has reviewed the Fund’s tax positions taken on federal income tax returns for all open years (tax years ended December 31, 2008 through December 31, 2011) and has concluded that no provision for unrecognized benefits or expenses is required in these financial statements.

NOTE 6—DIRECTORS FEES AND EXPENSES

Directors who are not deemed “interested persons” receive fees of $10,000 per quarter and $2,500 for each meeting attended, and are reimbursed for travel and other out-of-pocket disbursements incurred in connection with attending directors meetings. The total of such fees and expenses paid by the Fund to these directors for the six months ended June 30, 2012 was $140,994.

NOTE 7—INTERIM FINANCIAL STATEMENTS

The interim financial statements have not been examined by the Fund's independent registered public accounting firm and accordingly they do not express an opinion thereon.

NOTE 8—SUBSEQUENT EVENTS

Accounting principles generally accepted in the United States of America require the Fund to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events.

NOTE 9—FINANCIAL HIGHLIGHTS

	Six Months Ended June 30, 2012 (Unaudited)			Year Ended December 31,
				2011			2010			2009			2008			2007
Per Share Operating Performance (for a share outstanding throughout the period)
Net asset value, beginning of period	$	145.50		$	129.29		$	109.90		$	95.27		$	139.12		$	152.75
Income from investment operations
Net investment income (loss)		(0.19	)		(0.42	)		0.00	(a)		0.00	(a)		0.40			0.46
Net realized and unrealized gains (losses) on investments		7.86			17.45			21.35			14.65			(37.11	)		13.48
Total from investment operations		7.67			17.03			21.35			14.65			(36.71	)		13.94
Less distributions
Dividends from net investment income		—			—			—			(0.02	)		(0.42	)		(0.45	)
Distributions from net realized gains		—			(0.82	)		(1.65	)		(0.00	)(a)		(6.72	)		(27.12	)
Return of capital		—			—			(0.31	)		—			—			—
Total distributions		—			(0.82	)		(1.96	)		(0.02	)		(7.14	)		(27.57	)
Net asset value, end of period	$	153.17		$	145.50		$	129.29		$	109.90		$	95.27		$	139.12
Total Return		5.27	%†		13.19	%		19.50	%		15.38	%		(27.03	)%		8.40	%
Ratios/Supplemental data
Net assets, end of period (in millions)	$	5,430.8		$	4,914.0		$	3,487.7		$	2,867.8		$	2,486.2		$	3,513.5
Ratio of expenses to average net assets
Before expense reimbursement		1.03	%††		1.03	%		1.04	%		1.05	%		1.04	%		1.03	%
After expense reimbursement		1.00	%††		1.00	%		1.00	%		1.01	%		1.00	%		1.00	%
Ratio of net investment income (loss) to average net assets		(0.24	)%††		(0.34	)%		(0.00	)%		0.01	%		0.33	%		0.29	%
Portfolio turnover rate		1	%†		3	%		23	%		15	%		12	%		13	%

† Not annualized

†† Annualized

(a) Represents less than $0.01 per share.

Other information (Unaudited)

Please consider the investment objectives, risks and charges and expenses of the Fund carefully before investing. The Fund's prospectus contains this and other information about the Fund. You may obtain year to date performance as of the most recent month end, and a copy of the prospectus by calling 1-800-686-6884, or on the Fund’s website at http://www.sequoiafund.com. Please read the prospectus carefully before investing.

Shares of the Fund are offered through the Fund’s distributor, Ruane, Cunniff & Goldfarb LLC. Ruane, Cunniff & Goldfarb LLC is an affiliate of Ruane, Cunniff & Goldfarb Inc. and is a member of FINRA. An investment in the Fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

The Fund may be offered only to persons in the United States and by way of a prospectus. This should not be considered a solicitation or offering of any product or service to investors residing outside of the United States.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC's web site at http://www.sec.gov. The Fund's Form N-Q may also be reviewed and copied at the SEC's Public Reference Room in Washington, DC. For information regarding the operation of the SEC's Public Reference Room, call 1-800-SEC-0330. For a complete list of the Fund's portfolio holdings, view the most recent quarterly, semiannual or annual report on Sequoia Fund's web site at http://www.sequoiafund.com/fund-reports.htm.

You may obtain a description of the Fund's proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Visit Sequoia Fund's web site at www.sequoiafund.com and use the `Shareholder Information` link to obtain all proxy information. This information may also be obtained from the Securities and Exchange Commission's web site at www.sec.gov or by calling DST Systems, Inc. at (800) 686-6884.

SEQUOIA FUND, INC.
767 Fifth Avenue, Suite 4701
New York, New York 10153-4798
(800) 686-6884
Website: www.sequoiafund.com

DIRECTORS

Richard T. Cunniff
Robert D. Goldfarb
David M. Poppe
Vinod Ahooja
Roger Lowenstein, Chairman of the Board
C. William Neuhauser
Sharon Osberg
Robert L. Swiggett

OFFICERS

Richard T. Cunniff	—	Vice Chairman
Robert D. Goldfarb	—	President
David M. Poppe	—	Executive Vice President
Joseph Quinones, Jr.	—	Vice President, Secretary, Treasurer & Chief Compliance Officer
Michael Valenti	—	Assistant Secretary

INVESTMENT ADVISER

Ruane, Cunniff & Goldfarb Inc.
767 Fifth Avenue, Suite 4701
New York, New York 10153-4798

DISTRIBUTOR

Ruane, Cunniff & Goldfarb LLC
767 Fifth Avenue, Suite 4701
New York, New York 10153-4798

CUSTODIAN

The Bank of New York
MF Custody Administration Department
One Wall Street, 25th Floor
New York, New York 10286

REGISTRAR AND SHAREHOLDER SERVICING AGENT

DST Systems, Inc.
P.O. Box 219477
Kansas City, Missouri 64121

LEGAL COUNSEL

Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004

ITEM 2.  CODE OF ETHICS.

Not applicable.

ITEM 3.  AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

ITEM 4.  PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

ITEM 5.  AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6.  INVESTMENTS

(a) The Schedule of Investments is Included in Item 1, Reports to Stockholders.

(b) Not applicable.

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

Not applicable.

ITEM 11.  CONTROLS AND PROCEDURES.

(a) The registrant's principal executive officer and principal financial officer have concluded that as of a date within 90 days of the filing of this  report there were no significant deficiencies in the design or operation of the disclosure controls and procedures of the registrant which would have adversely affected the ability of the registrant to record, process, summarize and report the subject matter contained in this report.

(b) There were no significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

ITEM 12.  EXHIBITS.

(a)(1) Not applicable.

(a)(2) Separate certifications by the registrant's principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

(a)(3) Not applicable.

(b) A certification by the registrant's principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act, is 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.

SEQUOIA FUND, INC.

By: /s/ Robert D. Goldfarb                         

        Robert D. Goldfarb

        President and Principal Executive Officer

Date:  August 30, 2012

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/ Robert D. Goldfarb                         

        Robert D. Goldfarb

        President and Principal Executive Officer

Date:  August 30, 2012

By: /s/ Joseph Quinones, Jr.                     

        Joseph Quinones, Jr.

        Vice President, Secretary, Treasurer

Date:  August 30, 2012