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 811-21432
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REAVES UTILITY INCOME FUND
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(Exact name of registrant as specified in charter)
1625 Broadway, Suite 2200, Denver, Colorado 80202
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(Address of principal executive offices) (Zip code)
Tane T. Tyler, Secretary
Reaves Utility Income Fund
1625 Broadway, Suite 2200
Denver, Colorado 80202
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(Name and address of agent for service)
Registrant's telephone number, including area code: 303-623-2577
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Date of fiscal year end: October 31
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Date of reporting period: April 30, 2005
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Item 1. REPORTS TO STOCKHOLDERS.
REAVES UTILITY INCOME FUND
[GRAPHIC]
SEMI-ANNUAL REPORT
APRIL 30, 2005 (UNAUDITED)
SHAREHOLDER LETTER
April 30, 2005 (Unaudited)
Dear Shareholders:
Six months have passed since our last report and during that time the Reaves
Utility Income Fund was able to raise its dividend due to favorable conditions
among its utility stock investments. Utilities are the highest yielding sector
of the domestic stock market and our portfolio managers seek out companies with
increasing cash flows which can favor dividend payments.
A 3.4% dividend increase to $0.10 per common share was announced in December
2004 and the Fund has paid out that amount each month since. The dividend
increase was achieved through a growing cash yield in the Fund generated from
both an increase in utility company dividends and realized capital gains
attributable to the Fund's growing net asset value.
For those shareholders invested in the Fund since the first dividend record date
in April 2004, 13 dividend payments have been made which total approximately
$1.27 per share. Through December 31, 2004, the Fund paid out 100% of its
dividends in the form of qualified dividend income. Such income has a tax
advantage versus other non-qualifying dividend income and other types of
investment income.
W.H. Reaves & Company, Inc., the investment adviser with a 44-year history of
experience, has provided a management discussion and analysis of the past six
months in the pages that follow. Please feel free to review that commentary
along with the full holdings and financial statements in this report. If you
have any questions or need additional information, refer to
www.utilityincomefund.com or call us at 1-800-644-5571.
Thank you for being a shareholder.
Sincerely,
/s/ Ned Burke
Ned Burke
President
1
MANAGEMENT DISCUSSION & ANALYSIS
April 30, 2005 (Unaudited)
DISTRIBUTIONS TO COMMON SHAREHOLDERS The Reaves Utility Income Fund pays
dividends monthly. In December 2004, the Fund increased the monthly dividend
3.4% from $0.967 per share to $0.10 per share. The Fund was able to increase the
dividend as the underlying cash flow and dividends from its investments
improved. The current dividend provides an annualized yield of 6% based on the
Fund's initial offering price of $20.
As of this writing, June 14, 2005, the annualized yield is 5.73% as a result of
the appreciation in share price to $20.94. Dividends have been declared through
June 2005.
INVESTMENT PORTFOLIO Total net assets of the Fund amounted to approximately $490
million on April 30, 2005. Auction market preferred securities funded an
additional $240 million, bringing the gross assets of the fund to approximately
$739 million at April 30, 2005. This compares to approximately $687 million of
total assets at October 31, 2004. Leverage employed at April 30, 2005 was 32.8%.
INDUSTRY BREAKDOWN
Utilities 82.54%
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Electric 57.66%
Telephone 17.74%
Gas 7.14%
Non-Utility 15.39%
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Consumer Staples 6.00%
Energy 5.15%
Financials 3.49%
Other 0.75%
MutualFunds 2.07%
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Total Investments 100.00%
=============================================
About 84.5%, 9.0%, and 4.4% of total investments were invested in common stock,
preferred stock, and fixed-income securities, respectively. As shown in the
accompanying table, total utilities investment was approximately 82.5%.
Investment in non-utility sectors included 6.0% of investments in consumer
staples and 5.2% of investments devoted to energy, two areas where the Fund
could hedge some of the interest-rate risk and commodity-price risk associated
with utilities portfolios. The Fund's top five holdings were Duke Energy, Ameren
Corporation, Great Plains Energy, SBC Communications, and Altria Group. Together
they accounted for 30.2% of investments.
MARKET AND FUND COMMENTARY Net Asset Value (NAV) increased 12.1% in the six
months ended April 30, 2005 from $19.29 to $21.63 per share.
Overall performance was helped by industry consolidation, asset rationalization,
cost cutting and re-structuring. Energy investments, 5.2% of assets, provided
exposure to oil and natural gas.
Among the electrics, the portfolio benefited from the stock price performance of
Public Service Enterprise Group and Exelon Corp., which agreed on December 20,
2004 to merge with Public Service for $13.3 billion in stock. At the beginning
of the period, Public Service was the Fund's second largest holding. Duke Energy
Corp., in the midst of a successful re-structuring lead by CEO Paul Anderson,
was a major contributor to the Fund's performance. Duke was the Fund's largest
position at the end of the period.
2
Among the gas utilities, the Fund was helped by solid performance at ONEOK which
on April 25, 2005 increased its dividend by 12%, and recently announced the
purchase of Koch's natural gas liquids business for approximately $1.35 billion.
The telephone sector performance, while flat overall, was an important
contributor to the Fund's dividend yield. Four telephone holdings yielded 5% or
more as of April 30, 2005: AT&T, SBC Communications,Citizens Communications, and
Telecom New Zealand.
During the six-month period ended April 30, 2005, the Fund faced a flattening
yield curve as short rates steadily increased while long rates fluctuated,
thereby creating some volatility. Although the yield on the ten-year Treasury
was roughly unchanged at the end of the period from the beginning, 4.2% versus
4.1%, yields hit a high of 4.6% and a low of 4.0%. The Fund's dividend to
preferred shareholders, a portion of which is qualified dividend income,
increased with the increases in short-term interest rates.
The Fund responded to the rising short term interest rates in several ways.
During the period, the Fund realized net short-term capital gains of
approximately $8.4 million. The sales were made in a volatile interest rate
environment, and were executed as part of a strategy to reduce the portfolio's
exposure to potential stock price decline. The realized short-term gains provide
the Fund an ample income cushion for payment of dividends. As a result, the Fund
can maintain its dividend and enhance NAV growth by increasing investment in
companies with moderate dividend yield but with strong prospects for increasing
dividends, earnings, and cash flow. Examples include Constellation Energy,
Exelon, and ONEOK.
We expect short-term rates to continue to rise and will position the Fund
accordingly. This means continued focus on sectors like telephones and energy,
which historically are less sensitive to interest-rate movements. Finally, we
will continue to seek out companies with superior dividend-growth opportunities,
because dividend growth, in our opinion, helps to counteract the adverse effect
of rising short and long term interest rates.
Respectfully submitted,
Portfolio Manager
Ronald J. Sorenson
June 16, 2005
3
STATEMENT OF INVESTMENTS
April 30, 2005 (Unaudited)
SHARES VALUE
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COMMON STOCK - 126.17%
CONSUMER STAPLES - 8.96%
Altria Group, Inc. 535,300 $ 34,789,147
UST, Inc. 200,000 9,160,000
43,949,147
ELECTRIC - 75.26%
Ameren Corp. 899,300 46,493,810
Cinergy Corp. 100,000 3,960,000
Consolidated Edison, Inc. 235,100 10,175,128
Constellation Energy Group, Inc. 235,000 12,351,600
Duke Energy Corp. 2,000,000 58,380,000
Duquesne Light Holdings Inc. 447,800 7,876,802
Enel S.P.A, ADR 486,600 23,235,150
Energy East Coast 10,000 260,200
Exelon Corp. 480,000 23,760,000
First Energy Corp. 100,000 4,352,000
Great Plains Energy, Inc. 1,453,700 44,454,146
NSTAR 75,000 4,060,500
OGE Energy Corp. 996,700 27,508,920
PNM Resources Inc. 75,000 2,073,750
PPL Corp. 360,000 19,533,600
Public Service Enterprise Group, Inc. 411,800 23,925,580
Southern Co. 100,000 3,295,000
TECO Energy, Inc. 900,200 14,952,322
TXU Corp. 20,000 1,715,800
TransAlta Corp. 225,000 3,390,750
Unisource Energy Corp. 450,000 14,062,500
WPS Resources Corp. 221,200 11,663,876
Xcel Energy Inc. 445,000 7,645,100
369,126,534
ENERGY - 7.70%
BP Amoco PLC, ADR 200,000 12,180,000
Exxon Mobil Corp. 135,000 7,699,050
Statoil ASA, ADR 50,000 874,500
Royal Dutch Petroleum Co., ADR 140,000 8,155,000
Todco* 85,000 1,891,250
Transocean Inc.* 150,000 6,955,500
37,755,300
FINANCIALS - 0.21%
Lloyd TSB Group 30,000 1,042,500
4
SHARES VALUE
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COMMON STOCK (CONTINUED)
GAS - 9.54%
ONEOK, Inc. 340,000 $ 9,812,400
Peoples Energy Corp. 564,500 22,354,200
Sempra Energy 299,700 12,101,886
South Jersey Industries, Inc. 12,200 663,070
Southern Union Co.* 20,000 478,800
Vectren Corp. 50,400 1,361,304
46,771,660
TELEPHONE - 24.50%
Alltel Corp. 10,000 569,600
AT&T Corp. 1,343,300 25,697,329
BCE, Inc. 797,600 19,190,256
BellSouth Corp. 100,000 2,649,000
Citizens Communications Co. 1,620,000 20,655,000
SBC Communications Inc. 1,550,000 36,890,000
TDC A/S, ADR 119,500 2,580,005
Telecom Corp., ADR 170,000 6,046,900
Telefonos de Mexico SA de CV, ADR 15,000 508,500
Verizon Communications Inc. 150,000 5,370,000
120,156,590
TRANSPORTATION - 0.00%#
Ship Finance International Limited 1,000 18,590
TOTAL COMMON STOCK 618,820,321
(Cost $561,495,720)
PREFERRED STOCK - 13.47%
CONSUMER DISCRETIONARY - 0.41%
Corts Ford Trust, 7.40%, 11/01/46 97,700 2,032,160
ELECTRIC - 5.50%
AES Trust III, 6.75%, 10/15/29 133,100 5,836,434
BGE Capital Trust II, 6.20%, 10/15/43 180,000 4,561,200
Consumers Energy Co.Funding Trust IV,
9.00%, 06/30/31 136,800 3,563,640
Entergy Arkansas Inc., 7.32% 5,501 573,308
Entergy Arkansas Inc., 3,936 100,245
Entergy Gulf States Inc., Series A,
7.00%, 12/15/04** 4,472 453,629
Entergy Louisiana Inc., Series 92, 8.00% 1,200 30,563
Georgia Power Capital Trust V,
7.13%, 03/31/42 141,400 3,684,884
Great Plains Energy Inc., 8.00%, 02/16/07 50,000 1,333,000
Monongahela Power, Series L, 7.73% 1,500 154,969
5
SHARES VALUE
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PREFERRED STOCK (CONTINUED)
NVP Capital Trust III, 7.75%, 09/30/38 52,400 $ 1,304,236
PSEG Funding Trust II,
8.75%, 12/31/32 90,100 2,441,710
Public Service Co. of New Mexico,
Series 1965, 4.58% 10,967 1,026,443
Puget Sound Energy Capital Trust, 8.40%,
06/30/41 20,000 519,600
Sierra Pacific Power, Series 1, 7.80% 25,000 596,875
Southern Cal Edison, 4.32% 10,000 191,250
TXU U.S. Holding Co., 6,306 599,464
26,971,450
FINANCIALS - 4.99%
ABN AMRO Capital Funding Trust VII, 6.08% 120,000 2,985,600
GMAC, 7.375% 50,000 996,500
Merrill Lynch & Co., Series H, 3.65%** 600,000 14,796,000
Renaissance Holdings Ltd., Series C, 6.08% 250,000 5,725,000
24,503,100
GAS - 1.13%
ONEOK, Inc., 8.50%, 02/16/06 156,800 5,520,928
REAL ESTATE INVESTMENT TRUSTS - 0.70%
Duke Realty Corp., Series K, 6.50% 138,700 3,439,760
TELEPHONE - 0.74%
Preferred Plus Trust
Series SPR1, 7.00%, 11/15/28 12,624 318,756
Series T1, 7.35%, 03/15/29 69,800 1,747,792
Trust Certificates 2001-1, Series T, 7.45%,
03/15/29 61,900 1,550,595
3,617,143
TOTAL PREFERRED STOCK 66,084,541
(Cost $67,059,150)
BOND RATING PRINCIPAL
MOODY/S&P AMOUNT
CORPORATE BONDS - 6.63%
ELECTRIC - 5.36%
Calpine Corp., 7.88%, 04/01/08 Caa1/CCC+ $ 6,000,000 3,030,000
Calpine Generating Co., 11.50%,
04/01/11^ B3/CCC+ 22,000,000 18,810,000
TXU Corp., 6.375%, 06/15/08 Ba1/BBB- 1,900,000 1,943,510
TXU Electric Co., 6.75%, 07/01/05 Baa1/BBB 2,500,000 2,514,245
26,297,755
6
PRINCIPAL
AMOUNT VALUE
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CORPORATE BONDS (CONTINUED)
TELEPHONE - 1.27%
US West Communications Inc., 7.50%,
06/15/23 Ba3/BB- $ 7,000,000 $ 6,230,000
TOTAL CORPORATE BONDS 32,527,755
(Cost $36,897,056)
SHARES
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MUTUAL FUNDS - 3.10%
Goldman Financial Square Money Market Fund 12,108,569 12,108,569
Loomis Sayles High Income Fund 424,929 3,072,238
TOTAL MUTUAL FUNDS 15,180,807
(Cost $15,108,570)
TOTAL INVESTMENTS
(Cost $680,560,496) 149.37% $ 732,613,424
Liabilities in Excess of Other Assets -0.44% (2,149,445)
Liquidation Preference of Auction Market
Preferred Shares: Series M7, F7, W28 -48.93% (240,000,000)
NET ASSETS ATTRIBUTABLE TO COMMON SHARES 100.00% $ 490,463,979
ADR- American Depositary Receipt
*Non-income producing security
**Floating or variable rate security- rate disclosed as of April 30, 2005.
Maturity date represents the next rate reset date.
^ Security exempt from registration under Rule 144A of the Securities Act of
1933. This security may be resold in transactions exempt from registration,
normally to qualified institutional buyers. At April 30, 2005, these securities
amounted to a value of $18,810,000 or 3.84% of net assets.
# Less than 0.005% of net assets
RATINGS:
The Moody's and S&P ratings are believed to be the most recent ratings as of
April, 30, 2005.
See Notes to Financial Statements.
7
STATEMENT OF ASSETS & LIABILITIES
April 30, 2005 (Unaudited)
ASSETS:
Investments, at value (Cost - see below) $ 732,613,424
Dividends receivable 1,516,115
Interest receivable 594,620
Receivable for investments sold 4,519,584
Other assets 15,061
Total Assets 739,258,804
LIABILITIES:
Payable for investments purchased 7,938,662
Preferred dividends payable 284,715
Accrued investment advisory fee 318,114
Accrued administration fee 155,443
Accrued trustees fee 25,719
Accrued offering costs 22,057
Other payables 50,115
Total Liabilities 8,794,825
PREFERRED STOCK (UNLIMITED SHARES AUTHORIZED):
Auction rate cumulative preferred shares, Series M7 80,000,000
($25,000 liquidation value per share, no par value,
3,200 shares issued and outstanding)
Auction rate cumulative preferred shares, Series F7 80,000,000
($25,000 liquidation value per share, no par value,
3,200 shares issued and outstanding)
Auction rate cumulative preferred shares, Series W28 80,000,000
($25,000 liquidation value per share, no par value,
3,200 shares issued and outstanding)
Total Preferred Stock 240,000,000
Net Assets $ 490,463,979
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COST OF INVESTMENTS $ 680,560,496
==============================================================================
COMPOSITION OF NET ASSETS ATTRIBUTABLE TO COMMON SHARES:
Paid in capital $ 429,406,407
Undistributed net investment income 691,821
Accumulated net realized gain on investments and foreign
currency transactions 8,312,823
Net unrealized appreciation in value of investments 52,052,928
Net Assets $ 490,463,979
==============================================================================
Shares of common stock outstanding of no par value,
unlimited shares authorized 22,677,001
==============================================================================
Net asset value per share $ 21.63
==============================================================================
See Notes to Financial Statements.
8
STATEMENT OF OPERATIONS
For the Six Months Ended April 30, 2005 (Unaudited)
INVESTMENT INCOME:
Dividends $ 16,514,005
Interest 2,120,753
Total Income 18,634,758
EXPENSES:
Investment advisory fee 2,096,517
Administration fee 966,221
Trustees fee 47,320
Broker/dealer fees 304,095
Taxes 44,964
Miscellaneous 17,454
Net Expenses 3,476,571
Net Investment Income 15,158,187
Net realized gain on:
Investments 8,104,736
Foreign currency transactions 56,689
Change in net unrealized appreciation/depreciation
on investments 46,204,440
Net gain on investments 54,365,865
Net Increase in Net Assets From Operations 69,524,052
Total Distributions to Preferred Shareholders (3,083,074)
Net Increase in Net Assets Attributable to
Common Shares from Operations $ 66,440,978
==============================================================================
See Notes to Financial Statements.
9
STATEMENTS OF CHANGES IN NET ASSETS
FOR THE SIX MONTHS FOR THE PERIOD
ENDED APRIL 30, FEBRUARY 24, 2004*
2005 (UNAUDITED) TO OCTOBER 31, 2004
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COMMON SHAREHOLDER OPERATIONS:
Net investment income $ 15,158,187 $ 19,211,500
Net realized gain on:
Investments 8,104,736 (216,213)
Foreign currency transactions 56,689 (2,752)
Change in net unrealized appreciation/depreciation
on investments 46,204,440 5,848,488
Net increase in net assets from operations 69,524,052 24,841,023
DISTRIBUTIONS TO PREFERRED SHAREHOLDERS:
From net investment income (3,083,074) (1,420,777)
Net decrease in net assets from distributions (3,083,074) (1,420,777)
DISTRIBUTIONS TO COMMON SHAREHOLDERS:
From net investment income (13,456,532) (15,347,120)
Net decrease in net assets from distributions (13,456,532) (15,347,120)
NET INCREASE IN NET ASSETS 52,984,446 437,379,533
NET ASSETS ATTRIBUTABLE TO COMMON SHARES:
Beginning of period 437,479,533 100,000**
End of period *** $ 490,463,979 $ 437,479,533
===============================================================================================
* Commencement of operations.
** Initial seed capital.
*** Includes undistributed net investment income of: $ 691,821 $ 2,443,603
See Notes to Financial Statements.
10
FINANCIAL HIGHLIGHTS
FOR THE SIX MONTHS FOR THE PERIOD
ENDED APRIL 30, FEBRUARY 24, 2004*
2005 (UNAUDITED) OCTOBER 31, 2004
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PER COMMON SHARE OPERATING PERFORMANCE
Net asset value - beginning of period $ 19.29 $ 19.10
Income from investment operations:
Net investment income 0.53 0.85
Net realized and unrealized gain on investments 2.54 0.24
Total income from investment operations 3.07 1.09
DISTRIBUTIONS TO PREFERRED SHAREHOLDERS:
From net investment income (0.14) (0.06)
Total distributions (0.14) (0.06)
DISTRIBUTIONS TO COMMON SHAREHOLDERS:
From net investment income (0.59) (0.68)
Total distributions (0.59) (0.68)
Net asset value per common share - end of period $ 21.63 $ 19.29
Market price per common share - end of period $ 19.99 $ 18.00
TOTAL INVESTMENT RETURN - NET ASSET VALUE (1) 15.57% 4.93%
TOTAL INVESTMENT RETURN - MARKET PRICE (1) 14.46% (6.50)%
RATIOS AND SUPPLEMENTAL DATA
Net assets attributable to common shares, end of
period (000) $ 490,464 $ 437,480
Ratio of expenses to average net assets attributable
to common shares (3) 1.45%(2) 1.64%(2)
Ratio of net investment income to average net assets
attributable to common shares (3) 6.33%(2) 6.96%(2)
Ratio of expenses to average managed assets (4) 0.97%(2) 1.02%(2)
Portfolio turnover rate 33% 63%
AUCTION MARKET PREFERRED SHARES
Liquidation value, end of period (000) $ 240,000 $ 240,000
Total shares outstanding (000) 9.6 9.6
Asset coverage per share $ 76,090 $ 70,571
Liquidation preference per share $ 25,000 $ 25,000
Average market value per share (5) $ 25,000 $ 25,000
=================================================================================================
* Commencement of operations.
(1) Total investment return is calculated assuming a purchase of a common share
at the opening on the first day and a sale at the closing on the last day of
each period reported. Total investment return on net asset value reflects the
sales load of $.90 per share. Dividends and distributions, if any, are assumed
for purposes of this calculation to be reinvested at prices obtained under the
Trust's dividend reinvestment plan. Total investment returns do not reflect
brokerage commis- sions. Total investment returns for less than a full year are
not annualized. Past performance is not a guarantee of future results.
(2) Annualized.
(3) Ratios do not reflect dividend payments to preferred shareholders.
(4) Averagemanaged assets represent net assets attributable to common shares
plus liquidation value of preferred shares.
(5) Based on weekly prices.
See Notes to Financial Statements.
11
NOTES TO FINANCIAL STATEMENTS
April 30, 2005 (Unaudited)
Reaves Utility Income Fund is a closed-end management investment company (the
"Fund") that was organized under the laws of the state of Delaware by an
Agreement and Declaration of Trust dated September 15, 2003. The Fund is a
non-diversified series with an investment objective to provide a high level of
after-tax income and total return consisting primarily of tax-advantaged
dividend income and capital appreciation. The Declaration of Trust provides that
the Trustees may authorize separate classes of shares of beneficial interest.
The Fund commenced operations on February 24, 2004. The Fund's common shares are
listed on the American Stock Exchange and trade under the ticker symbol "UTG."
The Fund may have elements of risk, including the risk of loss of principal.
There is no assurance that the investment process will consistentlylead to
successful results. An investment concentrated in sectors and industries may
involve greater risk and volatility than a more diversified investment.
The following summarizes the significant accounting policies of the Fund.
SECURITY VALUATION: The net asset value per Share of the Fund is determined no
less frequently than daily, on each day that the American Stock Exchange (the
"Exchange") is open for trading, as of the close of regular trading on the
Exchange (normally 4:00 p.m. New York time). Securities held by the fund for
which exchange quotations are readily available are valued at the last sale
price, or if no sale price or if traded on the over-the-counter market, at the
mean of the bid and asked prices on such day. Over-the-counter securities traded
on NASDAQ are valued based upon the NASDAQ Official Closing Price. Debt
securities for which the over-the-counter market is the primary market are
normally valued on the basis of prices furnished by one or pricing services at
the mean between the latest available bid and asked prices. As authorized by the
Trustees, debt securities (other than short-term obligations) may be valued on
the basis of valuations furnished by a pricing service which determines
valuations based upon market transactions for normal, institutional-size trading
units of securities. Short-term obligations maturing within 60 days are valued
at amortized cost which approximates market value. Over-the-counter options are
valued at the mean between bid and asked prices provided by dealers. Financial
futures contracts listed on commodity exchanges and exchange-traded options are
valued at closing settlement prices. Securities for which there is no such
quotation or valuation and all other assets are valued at fair value in good
faith by or at the direction of the Trustees. Various factors may be reviewed in
order to make a good faith determination of a security's fair value. These
factors may include, but are not limited to, the type and cost of the security;
the fundamental analytical data relating to the investment; an evaluation of the
forces which influence the market in which the security is sold, including the
liquidity and depth of the market; information as to any transactions or offers
with respect to the security; price, yield and the extent of public or private
trading in similar securities of the issuer or comparable companies. The
valuation assigned to fair-valued securities for purposes of calculating the
Fund's NAV may differ from the security's most recent closing market price and
from the prices used by other funds to calculate their NAVs.
FOREIGN SECURITIES: The Fund may invest a portion of its assets in foreign
securities. In the event that the Fund executes a foreign security transaction,
the Fund will generally enter into a forward foreign currency contract to settle
the foreign security transaction. Foreign securities may carry more risk than
U.S. securities, such as political, market and currency risks.
12
The accounting records of the Fund are maintained in U.S. dollars. Prices of
securities denominated in foreign currencies are translated into U.S. dollars at
the closing rates of exchange at period end. Amounts related to the purchase and
sale of foreign securities and investment income are translated at the rates of
exchange prevailing on the respective dates of such transactions.
The effect of changes in foreign currency exchange rates on investments is
separately identified from the fluctuations arising from changes in market
values of securities held and reported with all other foreign currency gains and
losses in the Fund's Statement of Operations.
DISTRIBUTIONS TO SHAREHOLDERS: Distributions from net investment income for the
Fund are declared and paid monthly to common shareholders. Any net capital gains
earned by the Fund are distributed at least annually to the extent necessary to
avoid federal income and excise taxes. Distributions to shareholders are
recorded by the Fund on the ex-dividend date.
INCOME TAXES: The Fund's policy is to comply with the provisions of the Internal
Revenue Code applicable to regulated investment companies and to distribute all
of its taxable income to its shareholders. Therefore, no federal income tax
provision is required.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Investment security transactions
are accounted for as of trade date. Dividend income is recorded on the
ex-dividend date. Interest income, which includes amortization of premium and
accretion of discount, is accrued as earned. Realized gains and losses from
securities transactions and unrealized appreciation and depreciation of
securities are determined using the First In First Out basis for both financial
reporting and income tax purposes.
USE OF ESTIMATES: The Fund's financial statements are prepared in accordance
with accounting principles generally accepted in the United States of America.
This 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.
2. INCOME TAXES
Net investment income (loss) and net realized gain (loss) may differ for
financial statement and tax purposes. The character of distributions made during
the year from net investment income or net realized gains may differ from its
ultimate characterization for federal income tax purposes. Also, due to the
timing of dividend distributions, the fiscal year in which amounts are
distributed may differ from the fiscal year in which the income or realized gain
was recorded by the Fund.
13
Net unrealized appreciation/depreciation of investments based on federal tax
cost were as follows:
AS OF APRIL 30, 2005
Gross appreciation (excess of value over tax cost) $ 66,722,814
Gross depreciation (excess of tax cost over value) (15,154,905)
Net unrealized appreciation $ 51,567,909
Cost of investments for income tax purposes $ 681,045,915
The tax basis components of capital differ from the amounts reflected in the
Statement of Assets and Liabilities due to temporary book/tax differences
primarily arising from wash sales and the tax treatment of certain preferred
holdings.
3. CAPITAL TRANSACTIONS
COMMON SHARES: There are an unlimited number of no par value common shares of
beneficial interest authorized. Of the 22,677,001 common shares outstanding on
April 30, 2005, ALPS Distributors, Inc. owned 5,236 shares.
PREFERRED SHARES: On April 27, 2004, the Fund's Board of Trustees authorized the
issuance of an unlimited number of no par value preferred shares, in addition to
the existing common shares, as part of the Fund's leverage strategy. Preferred
shares issued by the Fund have seniority over the common shares.
The Fund is subject to certain limitations and restrictions while preferred
shares are outstanding. Failure to comply with these limitations and
restrictions could preclude the Fund from declaring any dividends or
distributions to common shareholders or repurchasing common shares and/or could
trigger the mandatory redemption of Preferred Shares at their liquidation value.
Specifically, the Fund is required under the Investment Company Act of 1940 to
maintain an asset coverage with repsect to the outstanding preferred shares of
200% or greater.
The Fund has three series of Auction Market Preferred Shares: M7, F7, and W28.
On June 30, 2004, the Fund issued 3,200 shares of Series M7, 3,200 shares of
Series F7, and 3,200 shares of Series W28 each with a net asset and liquidation
value of $25,000 per share plus accrued dividends. Dividends on the preferred
shares are cumulative and are paid based on an annual rate set through auction
procedures. Distributions of net realized capital gains, if any, are paid
annually. As of April 30, 2005, the annualized dividend rates for Series M7, F7
and W28 were 3.08%, 3.20% and 3.50%, respectively. The dividend rate, as set by
the auction process, is generally expected to vary with short-term interest
rates. These rates may vary in a manner unrelated to the income received on the
Fund's assets, which could have either a beneficial or detrimental impact on net
investment income and gains available to Common Shareholders.
Preferred Shares, which are entitled to one vote per share, generally vote with
the Common Shares but vote separately as a class to elect two Trustees and on
any matters affecting the rights of the Preferred Shares.
14
4. PORTFOLIO SECURITIES
Purchases and sales of investment securities, other than short-term securities,
for the six months ended April 30, 2005 aggregated $235,171,810 and
$243,554,230, respectively. Purchases and sales of U.S. government and agency
securities, other than short-term securities, for thesix months ended April 30,
2005 aggregated $0 and $0, respectively.
5. INVESTMENT ADVISORY AND ADMINISTRATION AGREEMENTS
W.H. Reaves & Co., Inc. ("Reaves") serves as the Fund's investment adviser
pursuant to an Investment Advisory Agreement with the Fund. As compensation for
its services to the Fund, Reaves receives an annual investment advisory fee of
0.575% based on the Fund's average daily total assets, computed daily and
payable monthly.
ALPS serves as the Fund's administrator pursuant to an Administration,
Bookkeeping and Pricing Services Agreement with the Fund. As compensation for
its services to the Fund, ALPS receives an annual administration fee of 0.265%
based on the Fund's average daily total assets, computed daily and payable
monthly. ALPS will pay all expenses incurred by the Fund, with the exception of
advisory fees, trustees' fees, portfolio transaction expenses, litigation
expenses, taxes, cost of preferred shares, expenses of conducting repurchase
offers for the purpose of repurchasing fund shares, and extraordinary expenses.
6. OTHER
The Independent Trustees of the Fund receive a quarterly retainer of $3,500 and
an additional $1,500 for each meeting attended.
7. INDEMNIFICATIONS
In the normal course of business, the Fund enters into contracts that contain a
variety of representations which provide general indemnifications. 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.
8. SUBSEQUENT DISTRIBUTIONS
Subsequent to April 30, 2005, the Fund paid a distribution of $0.10 per common
share on May 31, 2005 to common shareholders of record on May 13, 2005.
Subsequent to April 30, 2005, dividends paid on preferred shares totaled
$1,045,011 for the outstanding preferred share series through June 18, 2005.
15
DIVIDEND REINVESTMENT PLAN
April 30, 2005 (Unaudited)
Unless the registered owner of Common Shares elects to receive cash by
contacting The Bank of New York (the "Plan Administrator" or "BONY"), all
dividends declared on Common Shares will be automatically reinvested by the Plan
Administrator for shareholders in the Fund's Dividend Reinvestment Plan (the
"Plan"), in additional Common Shares. Shareholders who elect not to participate
in the Plan will receive all dividends and other distributions in cash paid by
check mailed directly to the shareholder of record (or, if the Common Shares are
held in street or other nominee name, then to such nominee) by BONY as dividend
disbursing agent. You may elect not to participate in the Plan and to receive
all dividends in cash by contacting BONY, as dividend disbursing agent, at the
address set forth below. Participation in the Plan is completely voluntary and
may be terminated or resumed at any time without penalty by notice if received
and processed by the Plan Administrator prior to the dividend record date;
otherwise such termination or resumption will be effective with respect to any
subsequently declared dividend or other distribution. Some brokers may
automatically elect to receive cash on your behalf and may re-invest that cash
in additional Common Shares for you. If you wish for all dividends declared on
your Common Shares to be automatically reinvested pursuant to the Plan, please
contact your broker.
The Plan Administrator will open an account for each Common Shareholder under
the Plan in the same name in which such Common Shareholder's Common Shares are
registered. Whenever the Fund declares a dividend or other distribution
(together, a "Dividend") payable in cash, non-participants in the Plan will
receive cash and participants in the Plan will receive the equivalent in Common
Shares. The Common Shares will be acquired by the Plan Administrator for the
participants' accounts, depending upon the circumstances described below, either
(i) through receipt of additional unissued but authorized Common Shares from the
Fund ("Newly Issued Common Shares") or (ii) by purchase of outstanding Common
Shares on the open market ("Open-Market Purchases") on the American Stock
Exchange or elsewhere. If, on the payment date for any Dividend, the closing
market price plus estimated brokerage commissions per Common Share is equal to
or greater than the net asset value per Common Share, the Plan Administrator
will invest the Dividend amount in Newly Issued Common Shares on behalf of the
participants. The number of Newly Issued Common Shares to be credited to each
participant's account will be determined by dividing the dollar amount of the
Dividend by the net asset value per Common Share on the payment date; provided
that, if the net asset value is less than or equal to 95% of the closing market
value on the payment date, the dollar amount of the Dividend will be divided by
95% of the closing market price per Common Share on the payment date. If, on the
payment date for any Dividend, the net asset value per Common Share is greater
than the closing market value plus estimated brokerage commissions, the Plan
Administrator will invest the Dividend amount in Common Shares acquired on
behalf of the participants in Open-Market Purchases. In the event of a market
discount on the payment date for any Dividend, the Plan Administrator will have
until the last business day before the next date on which the Common Shares
trade on an "ex-dividend" basis or 30 days after the payment date for such
Dividend, whichever is sooner (the "Last Purchase Date"), to invest the Dividend
amount in Common Shares acquired in Open-Market Purchases. It is contemplated
that the Fund will pay monthly income Dividends. Therefore, the period during
which Open-Market Purchases can be made will exist only from the payment date of
each Dividend
16
through the date before the next "ex-dividend" date which typically will be
approximately ten days. If, before the Plan Administrator has completed its
Open-Market Purchases, the market price per Common Share exceeds the net asset
value per Common Share, the average per Common Share purchase price paid by the
Plan Administrator may exceed the net asset value of the Common Shares,
resulting in the acquisition of fewer Common Shares than if the Dividend had
been paid in Newly Issued Common Shares on the Dividend payment date. Because of
the foregoing difficulty with respect to Open-Market Purchases, the Plan
provides that if the Plan Administrator is unable to invest the full Dividend
amount in Open-Market Purchases during the purchase period or if the market
discount shifts to a market premium during the purchase period, the Plan
Administrator may cease making Open-Market Purchases and may invest the
uninvested portion of the Dividend amount in Newly Issued Common Shares at the
net asset value per Common Share at the close of business on the Last Purchase
Date provided that, if the net asset value is less than or equal to 95% of the
then current market price per Common Share; the dollar amount of the Dividend
will be divided by 95% of the market price on the payment date.
The Plan Administrator maintains all shareholders' accounts in the Plan and
furnishes written confirmation of all transactions in the accounts, including
information needed by shareholders for tax records. Common Shares in the account
of each Plan participant will be held by the Plan Administrator on behalf of the
Plan participant, and each shareholder proxy will include those shares purchased
or received pursuant to the Plan. The Plan Administrator will forward all proxy
solicitation materials to participants and vote proxies for shares held under
the Plan in accordance with the instructions of the participants.
In the case of Common Shareholders such as banks, brokers or nominees which hold
shares for others who are the beneficial owners, the Plan Administrator will
administer the Plan on the basis of the number of Common Shares certified from
time to time by the record shareholder's name and held for the account of
beneficial owners who participate in the Plan.
There will be no brokerage charges with respect to Common Shares issued directly
by the Fund. However, each participant will pay a pro rata share of brokerage
commissions incurred in connection with Open-Market Purchases. The automatic
reinvestment of Dividends will not relieve participants of any federal, state or
local income tax that may be payable (or required to be withheld) on such
Dividends. Participants that request a sale of Common Shares through the Plan
Administrator are subject to brokerage commissions.
The Fund reserves the right to amend or terminate the Plan. There is no direct
service charge to participants with regard to purchases in the Plan; however,
the Fund reserves the right to amend the Plan to include a service charge
payable by the participants.
All correspondence or questions concerning the Plan should be directed to the
Plan Administrator, The Bank of New York, 101 Barclay Street, New York, New York
10286, 20 th Floor, Transfer Agent Services, 1-800-433-8191.
17
FUND PROXY VOTING POLICIES & PROCEDURES
April 30, 2005 (Unaudited)
Fund policies and procedures used in determining how to vote proxies relating to
portfolio securities and a summary of proxies voted by the Fund for the period
ended June 30, 2004, are available without a charge, upon request, by contacting
the Fund at 1-800-644-5571 and on the Commission's website at
http://www.sec.gov.
PORTFOLIO HOLDINGS
April 30, 2005 (Unaudited)
The Fund files its complete schedule of portfolio holdings with the Commission
for the first and third quarters of each fiscal year on Form N-Q within 60 days
after the end of the period. Copies of the Fund's Forms N-Q are available on the
Commission's website at http://www.sec.gov. You may also review and copy Form
N-Q at the Commission's Public Reference Room in Washington, D.C. For more
information about the operation of the Public Reference Room, please call the
Commission at 1-800-SEC-0330. Information on the Fund's N-Q is available without
a charge, upon request, by contacting the Fund at 1-800-644-5571 and on the
website at http://www.utilityincomefund.com
NOTICE
April 30, 2005 (Unaudited)
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Fund may purchase at market prices from time to
time shares of its common stock in the open market.
SHAREHOLDER MEETING
On April 14, 2005, the Fund held its Annual Meeting of Shareholders (the
"Meeting") for the purposes of voting on proposals to approve the existing
Investment Advisory Agreement between the Fund and W.H. Reaves and to elect two
trustees of the Fund. The results of the proposals are as follows:
PROPOSAL 1: Approval of Existing Investment Advisory Agreement
For 12,306,626
Against 94,278
Abstain 181,805
PROPOSAL 2: Election of Trustees
MICHAEL HOLLAND MARY ANSTINE
For 12,449,412 12,449,412
Abstain 137,629 137,629
Withheld 4,570 43,105
18
TRUSTEES & OFFICERS
April 30, 2005 (Unaudited)
Except for their service on the Company's Board of Directors, the independent
directors named above have not held any positions during the past two years with
the Fund; any investment company; any investment adviser; any underwriter of the
Fund; or any affiliate of the Fund or its investment advisers or underwriters.
Each independent trustee serves on the Fund's Audit Committee.
INTERESTED TRUSTEES AND OFFICERS
PRINCIPAL OCCUPATION(S) NUMBER OF
POSITION(S) HELD DURING PAST 5 YEARS AND PORTFOLIOS IN FUND
WITH FUNDS/LENGTH OTHER DIRECTORSHIPS HELD COMPLEX OVER-
NAME, AGE AND ADDRESS OF TIME SERVED BY TRUSTEE SEEN BY TRUSTEE
W. ROBERT ALEXANDER Trustee and Chairman/ Mr. Alexander is the Chief 1
Age - 77 Less than nine months Executive Officer & Chairman of
1625 Broadway, Ste. 2200 ALPS. Mr. Alexander was Vice
Denver, CO 80202 Chairman of First Interstate Bank
of Denver, responsible for Trust,
Private Banking, Retail Banking,
Cash Management Services and
Marketing. Mr. Alexander is
currently a member of the Board
of Trustees of the Hunter and
Hughes Trusts as well as Chairman
of Clough Global Allocation Fund,
Clough Global Equity Fund,
Financial Investors Trust and
Financial Investors Variable
Insurance Trust. Because of his
affiliation with ALPS, Mr.
Alexander is considered an
"interested" Trustee of the Fund.
EDMUND J. BURKE President/Less than Mr. Burke is President and a N/A
Age - 44 nine months Director of ALPS. Mr. Burke
1625 Broadway, Ste. 2200 joined ALPS in 1991 as Vice
Denver, CO 80202 President and National Sales
Manager. Because of his position
with ALPS, Mr. Burke is deemed an
affiliate of the Trust as defined
under the 1940 Act. Mr. Burke is
currently the President of Clough
Global Allocation Fund, Clough
Global Equity Fund, Financial
Investors Trust and Financial
Investors Variable Insurance
Trust.
19
PRINCIPAL OCCUPATION(S) NUMBER OF
POSITION(S) HELD DURING PAST 5 YEARS AND PORTFOLIOS IN FUND
WITH FUNDS/LENGTH OTHER DIRECTORSHIPS HELD COMPLEX OVER-
NAME, AGE AND ADDRESS OF TIME SERVED BY TRUSTEE SEEN BY TRUSTEE
JEREMY O. MAY Treasurer/Less than Mr. May is Managing Director of N/A
Age - 35 nine months ALPS. Mr. May joined ALPS in 1995
1625 Broadway, Ste. 2200 as a Controller. Because of his
Denver, CO 80202 position with ALPS, Mr. May is
deemed an affiliate of the Trust
as defined under the 1940 Act.
Mr. May is currently the
Treasurer of Clough Global
Allocation Fund, Clough Global
Equity Fund, Financial Investors
Trust, Financial Investors
Variable Insurance Trust and
First Funds.
EVERETT L. MORRIS Trustee/Less than Mr. Morris was a Vice President 1
Age - 76 nine months and Director of Reaves from 1993
1625 Broadway, Ste. 2200 to 2003. Mr. Morris is currently
Denver, CO 80202 a Director/Trustee of the Phoenix
Funds, a Director of the Duff &
Phelps Utilities Tax-Free Income
Fund, and a Director of the Duff
& Phelps Utility & Corporate Bond
Trust.
TANE T. TYLER Secretary/Less than Ms. Tyler is General Counsel of N/A
Age - 39 six months ALPS. Ms. Tyler joined ALPS as
1625 Broadway, Ste. 2200 General Counsel in September
Denver, CO 80202 2005. Formerly, Ms. Tyler was
Vice President and Associate
Counsel, Oppenheimer Funds, Inc.,
and Vice President and Assistant
General Counsel, INVESCO Funds
Group, Inc. Ms. Tyler is deemed
an affiliate of the Trust as
defined under the 1940 Act.
Ms.Tyler is currently the
Secretary of the Financial
Investors Variable Insurance
Trust, First Funds and Westcore
Funds.
20
PRINCIPAL OCCUPATION(S) NUMBER OF
POSITION(S) HELD DURING PAST 5 YEARS AND PORTFOLIOS IN FUND
WITH FUNDS/LENGTH OTHER DIRECTORSHIPS HELD COMPLEX OVER-
NAME, AGE AND ADDRESS OF TIME SERVED BY TRUSTEE SEEN BY TRUSTEE
BRADLEY J. SWENSEN Chief Compliance Mr. Swenson joined ALPS as Chief N/A
Age - 32 Officer/Less than six Compliance Officer ("CCO") in May
1625 Broadway, Ste. 2200 months 2004. Prior to joining ALPS, Mr.
Denver, CO 80202 Swenson served as the Senior
Audit manager at Janus Capital
Group. Before joining Janus Mr.
Swenson was a senior Internal
Auditor for Oppenhiemer Funds.
Because of his position with ALPS
and ADI, Mr. Swenson is deemed an
affiliate of the Trust as defined
under the 1940 Act. Mr. Swenson
is currently the CCO of Clough
Global Allocation Fund, Clough
Global Equity Fund, Financial
Investors Trust, SPDR Trust,
Midcap SPDR Trust, and DIAMONDS
Trust.
INDEPENDENT TRUSTEES
MARY K. ANSTINE Trustee/Less than Ms. Anstine was the 1
Age - 64 nine months President/Chief Executive Officer
1625 Broadway, Ste. 2200 of HealthONE, Denver, Colorado,
Denver, CO 80202 and former Executive Vice
President of First Interstate
Bank of Denver. Ms. Anstine is
also a Trustee/Director of the
following: Denver Area Council of
the Boy Scouts of America;
Colorado Uplift Board; AV Hunter
Trust; Financial Investors Trust
and Financial Investors Variable
Trust; Denver Chapter of the
Alzheimer's Association and a
member of the Advisory Boards for
the Girl Scouts Mile Hi Council.
Ms. Anstine was a Director of:
the Northern Trust Bank of
Colorado from February 1998 until
February 2002; HealthONE; a
member of the American Bankers
Association Trust Executive
Committee; and Director of the
Center for Dispute Resolution.
21
PRINCIPAL OCCUPATION(S) NUMBER OF
POSITION(S) HELD DURING PAST 5 YEARS AND PORTFOLIOS IN FUND
WITH FUNDS/LENGTH OTHER DIRECTORSHIPS HELD COMPLEX OVER-
NAME, AGE AND ADDRESS OF TIME SERVED BY TRUSTEE SEEN BY TRUSTEE
MICHAEL F. HOLLAND Trustee/Less than Mr. Holland is Chairman of 1
Age - 60 nine months Holland & Company. Mr. Holland is
375 Park Avenue currently a Director and Chairman
New York, NY 10152 of the Board, President and
Treasurer of the Holland Series
Fund, Inc. Mr. Holland is also
Chairman of the Board and Trustee
of State Street Master Funds and
a Trustee of the China Fund, Inc.
ROBERT E. LEE Trustee/Less than Mr. Lee was a commercial bank 1
Age - 70 nine months executive of First Interstate
10510 Lakeview Drive Bank of Denver from 1980 through
Hayden Lake, Idaho 83835 1989. He is currently a Director
of the following: Storage
Technology Corporation; ING
Financial Services -- North
America; Meredith Corporation;
and the Source Capital
Corporation. Mr. Lee is also a
Trustee of Financial Investors
Trust and Financial Investors
Variable Insurance Trust.
LARRY W. PAPASAN Trustee/Less than Mr. Papasan is the former 1
Age - 64 nine months Chairman of Smith & Nephew, Inc.
2670 Union Avenue (orthopedic division). Mr.
Extended Suite 700 Papasan is a former Director of
Memphis, TN 38112 First American National Bank of
Memphis and The West Tennessee
Board of First American National
Bank (1988-1991) and was
President of Memphis Light Gas
and Water Division of the city of
Memphis (1984-1991). Mr. Papasan
is a member of the Board of the
Plough Foundation, a non-profit
trust, a Trustee of First Funds,
a mutual fund complex, and a
Trustee of Smith Seckman Reid,
Inc., an engineering services
company.
22
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REAVES UTILITY INCOME FUND
1625 Broadway, Suite 2200
Denver, CO 80202
1-800-644-5571
[ALPS LOGO]
MUTUAL FUNDS SERVICES, INC.
This Fund is neither insured nor guaranteed by the U.S. Government, the FDIC,
the Federal Reserve Board or any other governmentalagency or insurer.
For more information, please call 1-800-644-5571.
Item 2. CODE OF ETHICS.
Not applicable to semi-annual report.
Item 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable to semi-annual report.
Item 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable to semi-annual report.
Item 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
Item 6. SCHEDULE OF INVESTMENTS.
The Schedule of Investments is included as part of the Report to
Stockholders filed under Item 1 of this form.
Item 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable to semi-annual report.
Item 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable to semi-annual report.
Item 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
Item 10. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS.
As of this reporting period, the registrant has yet to adopt procedures
by which shareholders may recommend nominees to the registrant's Board of
Trustees.
Item 11. 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, as amended) within 90 days of this filing 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, as amended) during the second fiscal quarter of
the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the registrant's internal
control over financial reporting.
Item 12. EXHIBITS.
(a)(1) Not applicable to semi-annual report.
(a)(2) The certifications required by Rule 30a-2(a) of the Investment
Company Act of 1940, as amended, and Section 302 of the Sarbanes-Oxley Act
of 2002 are attached hereto as Ex99.Cert.
(a)(3) Not applicable.
(b) The certifications by the registrant's Principal Executive Officer and
Principal Financial Officer, as required by Rule 30a-2(b) of the Investment
Company Act of 1940, as amended, and Section 906 of the Sarbanes-Oxley Act
of 2002 are attached hereto as Ex99.906Cert.
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.
REAVES UTILITY INCOME FUND
By: /s/ Edmund J. Burke
-------------------
Edmund J. Burke
President (Principal Executive Officer)
Date: July 1, 2005
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/ Edmund J. Burke
-------------------
Edmund J. Burke
President (Principal Executive Officer)
Date: July 1, 2005
By: /s/ Jeremy O. May
-----------------
Jeremy O. May
Treasurer (Principal Financial Officer)
Date: July 1, 2005