Report of Independent Auditors
Board of Directors
of Duff & Phelps Utilities Tax-Free Income Fund Inc.
In planning and performing our audit of the financial statements of Duff &
Phelps Utilities Tax-Free Income Fund, Inc.(the "Fund") for the year ended
October 31, 2000, we considered its internal control, including control
activities for safeguarding securities, to determine our auditing procedures
for the purpose of expressing our opinion on the financial statements and to
comply with the requirements of Form N-SAR, and not to provide assurance
on internal control.
The management of the Fund is responsible for establishing and maintaining
internal control. In fulfilling this responsibility, estimates and judgments
by management are required to assess the expected benefits and related costs
Of internal control. Generally, internal controls that are relevant to an
audit pertain to the Fund's objective of preparing financial statements
for external purposes that are fairly presented in conformity with
ccounting principles generally accepted in the United States. Those
internal controls include the safeguarding of assets against unauthorized
acquisition, use, or disposition.
Because of inherent limitations in any internal control, misstatements due to
errors or fraud may occur and not be detected. Also, projections of any
evaluation of internal control to future periods are subject to the risk that
internal control may become inadequate because of changes in conditions, or
that the degree of compliance with the policies or procedures may deteriorate.
Our consideration of internal control would not necessarily disclose
all matters in internal control that might be material weaknesses under
standards established by the American Institute of Certified Public
Accountants. A material weakness is a condition in which the design or
operation of one or more of the specific internal control components does
not reduce to a relatively low level the risk that errors or fraud in
amounts that would be material in relation to the financial statements
being audited may occur and not be detected within a timely period by
employees in the normal course of performing their assigned functions.
However, we noted no matters involving internal control, including
control activities for safeguarding securities, and its
operation that we consider to be material weaknesses as defined above as of
October 31, 2000.
This report is intended solely for the information and use of the board of
trustees and management of the Fund and the Securities and Exchange
Commission and is not intended to be and should not be used by anyone other
than these specified parties.
/s/ ERNST &
YOUNG LLP
Chicago, Illinois
November 20, 2000
