<SEC-DOCUMENT>0000883237-22-000224.txt : 20221003
<SEC-HEADER>0000883237-22-000224.hdr.sgml : 20221003
<ACCEPTANCE-DATETIME>20221003161350
ACCESSION NUMBER:		0000883237-22-000224
CONFORMED SUBMISSION TYPE:	4
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20220921
FILED AS OF DATE:		20221003
DATE AS OF CHANGE:		20221003

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			BRADLEY WILLIAM PATRICK III
		CENTRAL INDEX KEY:			0001450955

	FILING VALUES:
		FORM TYPE:		4
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	811-05620
		FILM NUMBER:		221287638

	MAIL ADDRESS:	
		STREET 1:		C/O VIRTUS INVESTMENT PARTNERS, INC.
		STREET 2:		56 PROSPECT STREET
		CITY:			HARTFORD
		STATE:			CT
		ZIP:			06115

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Virtus Total Return Fund Inc.
		CENTRAL INDEX KEY:			0000836412
		IRS NUMBER:				133474242
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1130

	BUSINESS ADDRESS:	
		STREET 1:		101 MUNSON STREET
		CITY:			GREENFIELD
		STATE:			MA
		ZIP:			01301
		BUSINESS PHONE:		800-272-2700

	MAIL ADDRESS:	
		STREET 1:		101 MUNSON STREET
		CITY:			GREENFIELD
		STATE:			MA
		ZIP:			01301

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	VIRTUS GLOBAL DIVIDEND & INCOME FUND INC.
		DATE OF NAME CHANGE:	20160929

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	VIRTUS GLOBAL DIVIDEND & INCOME FUND
		DATE OF NAME CHANGE:	20160929

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ZWEIG TOTAL RETURN FUND INC
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>4
<SEQUENCE>1
<FILENAME>wf-form4_166482801013823.xml
<DESCRIPTION>FORM 4
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0306</schemaVersion>

    <documentType>4</documentType>

    <periodOfReport>2022-09-21</periodOfReport>

    <notSubjectToSection16>0</notSubjectToSection16>

    <issuer>
        <issuerCik>0000836412</issuerCik>
        <issuerName>Virtus Total Return Fund Inc.</issuerName>
        <issuerTradingSymbol>ZTR</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001450955</rptOwnerCik>
            <rptOwnerName>BRADLEY WILLIAM PATRICK III</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>C/O VIRTUS INVESTMENT PARTNERS, INC.</rptOwnerStreet1>
            <rptOwnerStreet2>ONE FINANCIAL PLAZA, 26TH FLOOR</rptOwnerStreet2>
            <rptOwnerCity>HARTFORD</rptOwnerCity>
            <rptOwnerState>CT</rptOwnerState>
            <rptOwnerZipCode>06103</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>1</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
            <officerTitle>EVP, CFO and Treasurer</officerTitle>
            <otherText></otherText>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeTransaction>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <transactionDate>
                <value>2022-09-21</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>P</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>320</value>
                    <footnoteId id="F1"/>
                </transactionShares>
                <transactionPricePerShare>
                    <value>6.96</value>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>A</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>1793</value>
                    <footnoteId id="F2"/>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeTransaction>
    </nonDerivativeTable>

    <derivativeTable></derivativeTable>

    <footnotes>
        <footnote id="F1">Represents the number of shares of Common Stock that the Reporting Person and/or his spouse purchased in the Issuer's rights offering.</footnote>
        <footnote id="F2">Total includes shares purchased by Reporting Person's spouse.</footnote>
    </footnotes>

    <remarks>This Form is being filed late due to an oversight.</remarks>

    <ownerSignature>
        <signatureName>/s/Jennifer Fromm, Attorney-in-Fact</signatureName>
        <signatureDate>2022-10-03</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>poa_bradleyxsectionx16.htm
<DESCRIPTION>BRADLEY POA
<TEXT>
<!-- Document created using Workiva -->
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<body>
<pre>

                                     POWER OF ATTORNEY

    Know all by these presents, that the undersigned hereby constitutes and
appoints each of Kevin J. Carr, Wendy J. Hills, Jennifer Fromm, and Ronnie D. Kryjak
as his true and lawful attorney-in-fact to:

    (1) execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of the registered investment company(ies)
listed on Schedule A hereto (each, a "Fund"), Forms 3, 4, and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and
any other forms or reports the undersigned may be required to file in connection
with the undersigned's ownership, acquisition, or disposition of securities of the
Fund or any other closed-end investment company affiliated with or under common
control with the Fund;

    (2) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4,
or 5, or other form or report, and timely file such form or report with the United
States Securities and Exchange Commission and any stock exchange or similar
authority; and

    (3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, including without
limitation, the completion and signing of any document that may be required to
obtain EDGAR codes or any other required filing codes on behalf of the undersigned,
it being understood that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to the Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

    The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the Fund
assuming, any of the undersigned's responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934.

    This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Fund, unless
earlier revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 11th day of April, 2022.


    /s/ W. Patrick Bradley
    W. Patrick Bradley

SCHEDULE A


Ticker    Fund Name
VGI    Virtus Global Multi-Sector Income Fund
ZTR    Virtus Total Return Fund Inc.
EDF    Virtus Stone Harbor Emerging Markets Income Fund
EDI    Virtus Stone Harbor Emerging Markets Total Income Fund



</pre>
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</DOCUMENT>
</SEC-DOCUMENT>
