UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM N-Q

             QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
                          MANAGEMENT INVESTMENT COMPANY


                  Investment Company Act file number: 811-5003


                           Blue Chip Value Fund, Inc.
               (Exact name of registrant as specified in charter)


              1225 17th Street, 26th Floor, Denver, Colorado 80202
              ----------------------------------------------------
               (Address of principal executive offices) (Zip code)


                                Michael P. Malloy
                           Drinker Biddle & Reath LLP
                                One Logan Square
                              18th & Cherry Streets
                      Philadelphia, Pennsylvania 19103-6996
                      -------------------------------------
                     (Name and address of agent for service)


       Registrant's Telephone Number, including Area Code: (800) 624-4190
                                                           --------------

                      Date of fiscal year end: December 31
                                               -----------

                     Date of reporting period: September 30
                                               ------------




Item 1 - Schedule of Investments.


BLUE CHIP VALUE FUND, INC.
STATEMENT OF INVESTMENTS
September 30, 2004 (Unaudited)



                                                                                       Market    
                                                          Shares       Cost            Value
                                                          -----    ------------     -----------
                                                                                
COMMON STOCKS                          104.47%
                                      
BASIC MATERIALS                        2.63%
Forestry & Paper                       2.63%
Bowater Inc.                                              99,100    $ 4,676,588     $ 3,784,629 
                                                                                   
TOTAL BASIC MATERIALS                                                 4,676,588       3,784,629
                                                                    -----------     -----------
                                                                                   
                                                                                   
CAPITAL GOODS                          7.94%                                       
Aerospace & Defense                    3.82%                                       
General Dynamics Corp.                                    28,600      2,227,919       2,920,060
Raytheon Co.                                              67,800      2,340,069       2,575,044
                                                                    -----------     -----------
                                                                      4,567,988       5,495,104
                                                                                   
Industrial Products                    4.12%                                       
Parker Hannifin Corp.                                    100,500      4,847,686       5,915,430
                                                                                   
TOTAL CAPITAL GOODS                                                   9,415,674      11,410,534
                                                                    -----------     -----------
                                                                                   
COMMERCIAL SERVICES                    3.19%                                       
IT Services                            3.19%                                       
Computer Sciences Corp.*                                  97,300      3,942,978       4,582,830
                                                                                   
TOTAL COMMERCIAL SERVICES                                             3,942,978       4,582,830
                                                                    -----------     -----------
                                                                                   
                                                                                   
COMMUNICATIONS                         2.66%                                       
Telecomm Service Providers             2.66%                                       
ALLTEL Corp.                                              69,600      3,507,230       3,821,736
                                                                                   
TOTAL COMMUNICATIONS                                                  3,507,230       3,821,736
                                                                    -----------     -----------
                                                                                   
                                                                                   
CONSUMER CYCLICAL                      15.29%                                      
Clothing & Accessories                 2.77%                                       
TJX Companies Inc.                                       180,300      2,785,187       3,973,812
                                                                                   
Consumer Services                      1.04%                                       
Cendant Corp.                                             69,300      1,597,365       1,496,880
                                                                                   
General Merchandise                    3.09%                                       
Target Corp. +                                            98,200      3,396,619       4,443,550
                                                                                   
Hotels & Gaming                        2.04%                                       
Starwood Hotels &                     
Resorts Worldwide Inc.                                    63,200      1,831,324       2,933,744
                                                                                   
Publishing & Media                     5.04%                                       
Dow Jones & Company Inc.                                  50,700      2,714,743       2,058,927
Viacom Inc. - Class B                                     61,300      2,993,401       2,057,228
Walt Disney Co.                                          138,800      2,967,594       3,129,940
                                                                    -----------     -----------
                                                                      8,675,738       7,246,095
Restaurants                            1.31%                                       
Darden Restaurants Inc.                                   80,600      2,001,891       1,879,592
                                                                                   
TOTAL CONSUMER CYCLICAL                                              20,288,124      21,973,673
                                                                    -----------     -----------




                                                                                       Market    
                                                          Shares       Cost            Value
                                                          -----    ------------     -----------
                                                                                
CONSUMER STAPLES                       8.27%                                       
Food & Agricultural Products           6.55%                                       
Bunge Ltd.                                                64,500    $ 1,553,092     $ 2,578,710
Kraft Foods Inc. +                                        87,100      2,741,790       2,762,812
Tyson Foods Inc.                                         254,000      2,988,679       4,069,080
                                                                    -----------     -----------
                                                                      7,283,561       9,410,602
Home Products                          1.72%                                       
Colgate Palmolive Co.                                     54,700      3,171,659       2,471,346
                                                                                   
TOTAL CONSUMER STAPLES                                               10,455,220      11,881,948
                                                                    -----------     -----------

ENERGY                                 9.31%                                       
Integrated Oils                        7.26%                                       
Marathon Oil Corp.                                        83,900      3,039,749       3,463,392
Occidental Petroleum Corp.                                88,200      4,010,819       4,933,026
Suncor Energy Inc.                                        63,500      1,621,187       2,032,635
                                                                    -----------     -----------
                                                                      8,671,755      10,429,053
                                                                                   
Oil Services                           2.05%                                       
Transocean Inc.*                                          82,400      1,704,136       2,948,272
                                                                                   
TOTAL ENERGY                                                         10,375,891      13,377,325
                                                                    -----------     -----------
                                                                                   
                                                                                   
FINANCIALS                             26.77%                                      
Insurance & Real Estate Brokers        2.30%                                       
Willis Group Holdings Ltd.                                88,500      2,558,672       3,309,900
                                                                                   
Integrated Financial Services          3.64%                                       
Citigroup Inc. +                                         118,700      5,155,075       5,237,044
                                                                                   
Property Casualty Insurance            6.76%                                       
Allstate Corp.                                            71,900      2,605,775       3,450,481
AMBAC Financial Group Inc.                                19,100      1,060,642       1,527,045
American International Group +                            40,600      2,615,595       2,760,394
Radian Group Inc.                                         42,600      1,855,940       1,969,398
                                                                    -----------     -----------
                                                                      8,137,952       9,707,318
Regional Banks                         1.59%                                       
US Bancorp                                                78,900      2,264,067       2,280,210
                                                                                   
Securities & Asset Management          7.05%                                       
Goldman Sachs Group Inc. +                                38,600      3,560,484       3,599,064
Lehman Brothers Holdings Inc.                             37,100      2,426,560       2,957,612
Merrill Lynch & Company Inc. +                            71,900      4,031,147       3,574,868
                                                                    -----------     -----------
                                                                     10,018,191      10,131,544
Specialty Finance                      4.22%                                       
Freddie Mac +                                             47,300      2,985,116       3,085,852
MBNA Corp.                                               118,300      2,982,458       2,981,160
                                                                    -----------     -----------
                                                                      5,967,574       6,067,012
Thrifts                                1.21%                                       
Washington Mutual Inc.                                    44,300      1,689,646       1,731,244
                                                                                   
TOTAL FINANCIALS                                                     35,791,177      38,464,272
                                                                    -----------     -----------
                                                                                   




                                                                                       Market    
                                                          Shares       Cost            Value
                                                          -----    ------------     -----------
                                                                                
                                                                                   
                                                                                   
MEDICAL - HEALTHCARE                   17.62%                                      
Drugs & Healthcare Products            1.76%                                       
Medtronic Inc.                                            48,800    $ 2,419,130     $ 2,532,720
                                                                                   
Healthcare Services                    3.21%                                       
Pacificare Health Systems Inc.*                          125,900      4,737,238       4,620,530
                                                                                   
Pharmaceuticals                        12.65%                                      
Abbott Laboratories +                                     73,500      3,011,705       3,113,460
Amgen Inc.*                                               85,200      5,025,543       4,829,136
Barr Pharmaceuticals Inc.*                                63,000      3,064,654       2,610,090
Pfizer Inc. +                                            166,260      4,713,657       5,087,556
Teva Pharmaceutical                   
Industries Ltd.                                           97,600      3,179,199       2,532,720
                                                                    -----------     -----------
                                                                     18,994,758      18,172,962
                                                                                   
TOTAL MEDICAL - HEALTHCARE                                           26,151,126      25,326,212
                                                                    -----------     -----------
TECHNOLOGY                             10.79%                                      
Computer Software                      5.95%                                       
Microsoft Corp. +                                        172,400      5,240,231       4,766,860
Verisign Inc.*                                           190,400      3,180,807       3,785,152
                                                                    -----------     -----------
                                                                      8,421,038       8,552,012
Semiconductors                         4.84%                                       
Altera Corp.*                                            191,400      4,351,041       3,745,698
Intel Corp.+                                             159,900      4,015,283       3,207,594
                                                                    -----------     -----------
                                                                      8,366,324       6,953,292
                                                                                   
TOTAL TECHNOLOGY                                                     16,787,362      15,505,304
                                                                    -----------     -----------
                                                                                   
                                                                                   
TOTAL COMMON STOCKS                                                 141,391,370     150,128,463
                                                                    -----------     -----------
                                                                                   
                                                                                   
SHORT-TERM INVESTMENTS                 0.31%                                       
Goldman Sachs Financial                                                            
Square Prime Obligations                                                           
Fund - FST Shares                                                       446,702         446,702
                                                                                   
TOTAL SHORT-TERM INVESTMENTS                                            446,702         446,702
                                                                    -----------     -----------
                                                                                   
                                                                                   
TOTAL INVESTMENTS                      104.78%                      141,838,072     150,575,165
                                                                    -----------     -----------
                                                                                   
                                                                                   
Liabilities in Excess of                                                           
Other Assets                            -4.78%                                       (6,867,347)
                                                                                   ------------
                                                                                   
NET ASSETS                             100.00%                                     $143,707,818
                                                                                   ============
                                                                                   
                                  
*    Denotes non-income producing security.                                 

+    A portion of the shares held in this security are pledged as collateral for
     the borrowings under the loan agreement as described in Note 3.


See accompanying notes to Statement of Investments.





                           BLUE CHIP VALUE FUND, INC.

                        Notes to Statement of Investments

                         September 30, 2004 (Unaudited)

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Blue Chip Value Fund,  Inc.  (the  "Fund") is  registered  under the  Investment
Company  Act of  1940,  as  amended,  as a  diversified,  closed-end  management
investment company.

The following is a summary of significant  accounting  policies  followed by the
Fund in the preparation of its statement of investments.

Security Valuation

All securities of the Fund are valued as of the close of regular  trading on the
New York Stock Exchange  ("NYSE"),  currently 4:00 p.m.  (Eastern Time), on each
day that the NYSE is open.  Listed  securities are generally  valued at the last
sales price as of the close of regular trading on the NYSE. Securities traded on
the National  Association of Securities Dealers Automated  Quotation  ("NASDAQ")
are  generally  valued at the NASDAQ  Official  Closing Price  ("NOCP").  In the
absence of sales and NOCP, such securities are valued at the mean of the bid and
asked prices.

Securities  having  a  remaining  maturity  of 60  days or less  are  valued  at
amortized cost which approximates market value.

When market  quotations are not readily available or when events occur that make
established  valuation methods unreliable,  securities of the Fund may be valued
at fair value determined in good faith by or under the direction of the Board of
Directors.

Investment Transactions

Investment  transactions  are  accounted  for on the  date the  investments  are
purchased or sold (trade  date).  Effective  July 1, 2004,  the Fund changed its
accounting method for realized gains and losses from investment transactions and
unrealized  appreciation  and  depreciation  of  investment  from  a  "first-in,
first-out" basis to a "specific  identification" basis. This change was for both
financial statement and federal income tax purposes.

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 amounts  reported in the  financial
statements  and  disclosures  made in the  accompanying  notes to the  financial
statements. Actual results could differ from those estimates.


2. UNREALIZED APPRECIATION AND DEPRECIATION OF INVESTMENTS (TAX BASIS)

As of  September 30, 2004:
Gross appreciation (excess of value over tax cost)                $  16,382,750
Gross depreciation (excess of tax cost over value)                $  (8,053,288)
                                                                  -------------
Net unrealized appreciation                                       $   8,329,462
                                                                  -------------
Cost of investments for income tax purposes                       $ 142,193,463
                                                                  =============



3. LOAN OUTSTANDING

On November 12, 2003 an agreement with  Custodial  Trust Company of Bear Stearns
was reached,  in which the Fund may borrow from the  Custodial  Trust Company an
aggregate  amount of up to the lesser of  $15,000,000  or the maximum amount the
Fund is  permitted  to borrow  under the  Investment  Company  Act of 1940.  The
borrowings  under the  Custodial  Trust  Company  loan are secured by pledging a
portion of the Fund's portfolio  securities as collateral.  The initial value of
the  portfolio  securities  pledged  must  equal  twice  the  amount of the loan
outstanding. As of September 30, 2004, the Fund had a loan payable in the amount
of $6,825,000 with a current daily  annualized  interest rate of 2.8325%,  which
represents  30-day LIBOR plus 1.00%. The amount of the loan represented 4.53% of
the Fund's total assets as of September 30, 2004.



Item 2 - Controls and Procedures.

         (a)      The  Registrant's  Principal  Executive  Officer and Principal
                  Financial  Officer have evaluated the Registrant's  disclosure
                  controls and procedures (as defined in Rule 30a-3(c) under the
                  Investment  Company Act of 1940)  within 90 days of the filing
                  date of this report and have concluded  that the  Registrant's
                  disclosure controls and procedures were effective,  as of that
                  date.

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

Item 3 - Exhibits.

         Separate   certifications  for  the  Registrant's  Principal  Executive
         Officer and Principal  Financial Officer,  as required by Rule 30a-2(a)
         under the Investment Company Act of 1940, are attached as Ex99.CERT.






                                   SIGNATURES

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

                                        BLUE CHIP VALUE FUND, INC.

                                        By:      /s/ Todger Anderson
                                                 -------------------------------
                                                 Todger Anderson
                                                 President / Principal     
                                                 Executive Officer

                                        Date:    November 29, 2004


         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/ Todger Anderson
                                                 -------------------------------
                                                 Todger Anderson
                                                 President / Principal     
                                                 Executive Officer
                                                
                                       Date:     November 29, 2004
                                                
                                                
                                       By:       /s/ Jasper R. Frontz
                                                 -------------------------------
                                                 Jasper R. Frontz
                                                 Treasurer / Principal     
                                                 Financial Officer
                                                
                                       Date:     November 29, 2004