INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
SEMIANNUAL REPORT
May 15, 2000
Dear Shareholder,
We are pleased to present you with the semiannual report for Investment Grade
Municipal Income Fund Inc. (the "Fund") for the six-month period ended March 31,
2000.
MARKET REVIEW
--------------------------------------------------------------------------------
[Graphic Omitted]
The recent six-month period marked the virtual reversal of the price
depreciation seen in the prior period. While the fixed income markets languished
in a state of inflationary uncertainty amidst robust economic growth, the recent
turn of events focused on the continued proactive posture the Federal Reserve
(the "Fed") has taken. Since September 1999, the Fed has intervened on three
occasions with Fed Funds rate hikes of 25 basis points each (a basis point
equals 1/100th of one percent). The Treasury's announcement of a $30 billion
buyback of longer maturities triggered fears of a potential squeeze in long-end
supply, and the market responded by hoarding the 30-year bond and creating an
inverted yield curve. The 30-year Treasury bond began the period with a yield of
6.05% and closed with a yield of 5.84% at period-end. Municipals also rose
during the period, reversing the declines seen in December 1999. Despite their
gains, municipals remained historically cheap relative to taxable bonds.
PORTFOLIO REVIEW
--------------------------------------------------------------------------------
[Graphic Omitted]
AVERAGE ANNUAL RETURNS, PERIODS ENDED 3/31/00
NET ASSET VALUE RETURNS FUND LIPPER MEDIAN1
--------------------------------------------------------------------------------
6 Months 0.83% 1.42%
1 Year -1.17 -3.68
5 Years 6.16 5.77
Since Inception 11/6/92 6.47 6.44
--------------------------------------------------------------------------------
MARKET PRICE RETURNS FUND LIPPER MEDIAN1
--------------------------------------------------------------------------------
6 Months -3.72% -4.03%
1 Year -12.96 -14.01
5 Years 6.84 4.81
Since Inception 11/6/92 4.42 4.58
--------------------------------------------------------------------------------
1 Lipper General Leveraged Municipal Debt Funds Median. Past performance is no
guarantee of future results. The Fund's share price and investment return
will vary so that an investor's shares may be worth more or less than their
original cost. NAV and market price returns for periods of less than one year
are not annualized. NAV return assumes, for illustration only, that dividends
were reinvested at the net asset value on the payable dates. Market price
return assumes dividends were reinvested under the Dividend Reinvestment
Plan.
--------------------------------------------------------------------------------
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
INVESTMENT GOAL:
High current income exempt from federal income tax, consistent with
preservation of capital
PORTFOLIO MANAGER:
Elbridge T. Gerry, III
Cynthia N. Bow,
Mithcell Hutchins Asset Management Inc.
COMMENCEMENT:
November 6, 1992
NYSE SYMBOL:
PPM
DIVIDEND PAYMENTS:
Monthly
--------------------------------------------------------------------------------
1
<PAGE>
SEMIANNUAL REPORT
Share Price, Dividend and Yield 3/31/00
--------------------------------------------------------------------------------
Market Price $12.94
Net Asset Value $15.75
12-Month Dividend $0.900
Current Month Dividend $0.075
Market Yield 6.96%
NAV Yield 5.71%
IPO Yield 6.00%
--------------------------------------------------------------------------------
Market yield is calculated by multiplying the current month's distribution by 12
and dividing by the month-end market price. NAV yield is calculated by
multiplying the current month's distribution by 12 and dividing by the month-end
net asset value. IPO yield is calculated by multiplying the current month's
distribution by 12 and dividing by the initial public offering price. Prices and
yields will vary.
PORTFOLIO HIGHLIGHTS
During the period, we continued our program of identifying relative value in
sectors, bond structures and credit. To this end we swapped out of some of our
pre-refunded bonds and moved into bond structures that provided a premium coupon
with a limited premium penalty. These bond maturities also represented value
spots on the yield curve. We purchased Chicago Park District (2.1%),* an issuer
backed by parking and miscellaneous auto revenues.
We believe this issue was underpriced, as it was insured by American Capital
Access (ACA) and A-rated by Standard & Poor's. We purchased the bonds at a price
we would expect to pay for a Baa credit--essentially we got the incremental
credit quality at no extra cost.
During a significant market downdraft earlier in the calendar year, we noted
that deeper-discounted bonds were having a particularly hard time. Their
after-tax yields rose about 10 basis points above comparable, current-coupon
bonds, due to their 4.75% coupons and DE MINIMUS2 tax ramifications. An example
of such a discount structure would be New York City Transitional Finance
Authority revenue bonds (1.9%), which we purchased in February. By period-end
the discounted bonds' yield spread to current-coupon bonds had narrowed
significantly, contributing to Fund performance.
* Weightings represent percentages of portfolio assets. The Fund's portfolio is
actively managed and its composition will vary over time.
2 Tax-exempt securities purchased at a discount are subject to capital gains
tax if the discount exceeds a threshold defined in terms of the security's
remaining life. The shorter the security's remaining life, the lower the
threshold of DE MINIMUS tax liability.
2
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC. SEMIANNUAL REPORT
PORTFOLIO STATISTICS
CHARACTERISTICS* 3/31/00 9/30/99
--------------------------------------------------------------------------------
Net Assets ($mm) $243.2 $246.6
Weighted Avg Maturity 14.75 yrs 14.03 yrs
Weighted Avg Duration 4.61 yrs 4.29 yrs
Weighted Avg Coupon 6.34% 6.69%
AMT Paper 0.00% 0.00%
Leverage 32.9% 32.4%
Callable/Maturing Within Five Years 20.2% 34.1%
Callable/Maturing Beyond Five Years 79.8% 65.9%
--------------------------------------------------------------------------------
CREDIT QUALITY* 3/31/00 9/30/99
--------------------------------------------------------------------------------
Cash 1.2% 1.2%
AAA/Aaa 46.9 48.2
AA/Aa 31.0 31.1
A/A 12.1 11.0
BBB/Baa 5.4 5.4
Non-Rated 3.4 3.1
--------------------------------------------------------------------------------
Total 100.0 100.0
TOP TEN STATES* 3/31/00 9/30/99
--------------------------------------------------------------------------------
Texas 21.6% Texas 19.5%
New York 14.0 New York 11.7
Illinois 10.7 Illinois 10.5
Indiana 8.7 Indiana 10.5
South Carolina 4.8 Massachusetts 7.1
Virginia 4.4 South Carolina 4.6
Connecticut 3.7 Virginia 4.2
Kentucky 3.3 California 3.7
Nevada 2.9 Connecticut 3.5
Alaska 2.8 Kentucky 3.2
--------------------------------------------------------------------------------
Total 76.9 Total 78.5
TOP TEN SECTORS* 3/31/00 9/30/99
--------------------------------------------------------------------------------
Power 19.8% Power 18.7%
Water 12.8 Water 11.7
Hospital 11.0 General Obligations 10.4
General Obligations 8.0 Healthcare 10.2
Sales Tax 6.8 Sales Tax 7.0
Housing 6.3 Housing 5.9
Gas Distribution 5.8 Gas Distribution 5.4
Oil 3.9 Excise Tax 4.8
Toll 3.6 University 3.9
Lease 3.4 Oil 3.4
--------------------------------------------------------------------------------
Total 81.4 Total 81.4
* Weightings represent percentages of portfolio assets. The Fund's portfolio is
actively managed and its composition will vary over time.
3
<PAGE>
SEMIANNUAL REPORT
OUTLOOK
--------------------------------------------------------------------------------
Going into the next six months, we expect to continue to emphasize duration
positioning, sector allocation and security selection in an effort to achieve
competitive total returns. We intend to avoid the shorter-intermediate area of
the curve. Smaller buy-and-hold purchasers typically seek these high quality
areas of the curve, which generally don't compensate holders for the inherent
risks of the securities.
We believe that during the next fiscal period the municipal yield curve will
remain steep and credit spreads will stay wide, creating opportunities for total
returns. We also anticipate supply continuing to diminish. New issuance over the
next two years may drop 33%, providing additional opportunities in a
lower-liquidity environment. Market sentiment has clearly changed; however, the
fundamentals and inflationary threats that haunted us before are still a factor.
The Fed's response to the growing economy continues to be a work in progress.
Due to the particularly strong performance of the long Treasury, municipal
yields as a percentage of taxables are currently at 98%. The historical
five-year average is approximately 85%. As this investment opportunity becomes
more evident to the public, and while the equity markets continue to weather
turbulence, we expect this ratio to return to a more normal range.
Our ultimate objective in managing your investments is to help you successfully
meet your financial goals. We thank you for your continued support and welcome
any comments or questions you may have. For a QUARTERLY REVIEW on a fund in the
PaineWebber Family of Funds,3 please contact your Financial Advisor.
Sincerely,
/s/ MARGO ALEXANDER /s/ ELBRIDGE T. GERRY, III
------------------- -------------------------
MARGO ALEXANDER ELBRIDGE T. GERRY, III
Chairman and Chief Executive Officer Senior Vice President
Mitchell Hutchins Asset Management Inc. Mitchell Hutchins Asset Management Inc.
Portfolio Manager, Investment Grade
Municipal Income Fund Inc.
/s/ BRIAN M. STORMS /s/ CYNTHIA N. BOW
------------------- ------------------
BRIAN M. STORMS CYNTHIA N. BOW
President and Chief Operating Officer Vice President
Mitchell Hutchins Asset Management Inc. Mitchell Hutchins Asset Management Inc.
Portfolio Manager, Investment Grade
Municipal Income Fund Inc.
This letter is intended to assist shareholders in understanding how the Fund
performed during the six-month period ended March 31, 2000, and reflects our
views at the time of its writing. Of course, these views may change in response
to changing circumstances. We encourage you to consult your Financial Advisor
regarding your personal investment program.
3 Mutual funds are sold by prospectus only. The prospectuses for the funds
contain more complete information regarding risks, charges and expenses, and
should be read carefully before investing.
4
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
PORTFOLIO OF INVESTMENTS MARCH 31, 2000 (UNAUDITED)
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
LONG-TERM MUNICIPAL BONDS--98.21%
<S> <C> <C> <C> <C> <C> <C>
ALABAMA--1.78%
$ 4,600 Jefferson County Sewer Revenue
Refunding Series A (FGIC Insured) ............. Aaa AAA 02/01/27 5.375% $ 4,323,356
-------------
ALASKA--2.82%
6,540 Valdez Marine Terminal British Petroleum Company
Sohio Pipeline Project ........................ Aa1 AA+ 12/01/25 7.000 6,853,462
-------------
CALIFORNIA--2.37%
1,000 California Educational Facilities Authority
College Chiropractic .......................... Baa2 NR 11/01/17 5.600 928,770
3,000 California Statewide Communities Development
Authority Irvine Apartment Communities
Series A-3 .................................... Baa2 BBB 05/17/10+ 5.100 2,860,500
2,150 Fontana Redevelopment Agency Tax
Allocation Refunding Jurupa Hills
Redevelopment Project A ....................... NR BBB+ 10/01/17 5.500 1,971,313
-------------
5,760,583
-------------
COLORADO--2.75%
5,950 Arapahoe County Capital Improvement Trust Fund
Highway Revenue (Pre-refunded with
U.S. Government Securities to 08/31/05 @ 103).. Aaa NR 08/31/26 7.000 6,681,255
-------------
CONNECTICUT--3.67%
8,590 Connecticut Housing Finance Authority
Series A & B .................................. Aa2 AA 05/15/14 to 11/15/23 6.200 to 6.750 8,929,831
-------------
GEORGIA--0.21%
500 Municipal Electric Authority of Georgia
Series B ...................................... A3 A 01/01/16 6.375 512,775
-------------
ILLINOIS--10.52%
1,890 Illinois Toll & Highway Authority Series A
(FGIC Insured) ................................ Aaa AAA 01/01/16 6.200 1,991,417
2,650 University of Illinois Auxiliary Facilities ...... Aa3 AA- 04/01/22 5.750 2,633,650
7,380 Chicago Gas Supply Revenue People's Gas .......... Aa3 AA- 03/01/15 6.875 7,747,155
5,000 Chicago Park District Parking Facility ........... Baa1 A 01/01/14 6.250 5,157,700
</TABLE>
5
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
LONG-TERM MUNICIPAL BONDS--(CONTINUED)
<S> <C> <C> <C> <C> <C> <C>
ILLINOIS--(CONCLUDED)
$ 250 Metropolitan Pier & Exposition Authority ......... Aa3 AA- 06/15/27 6.500% $ 257,040
6,350 Metropolitan Pier & Exposition Authority
(Pre-refunded with U.S. Government Securities to
06/15/03 @ 102) ............................... Aaa AAA 06/15/27 6.500 6,776,085
1,000 Naperville Electric Revenue ...................... Aa2 NR 05/01/12 5.700 1,022,600
-------------
25,585,647
-------------
INDIANA--8.60%
1,430 Indiana Transportation Finance Authority
Airport Facilities Series A ................... A1 AA 11/01/16 6.250 1,454,339
6,000 Indianapolis Gas Utility Revenue Series A
(Pre-refunded with U.S. Government Securities
to 06/01/02 @ 102) (FGIC Insured) ............. Aaa AAA 06/01/23 6.200 6,291,000
2,000 Indianapolis Local Public Improvement Bond Bank .. Aa2 AA- 07/01/10 6.000 2,075,280
4,000 Marion County Hospital Authority Methodist
Hospital of Indiana (Escrowed to maturity) .... Aa3 AAA 09/01/13 6.500 4,095,240
5,725 Petersburg County Pollution Control Revenue
Indianapolis Power & Light Company ............ Aa2 AA- 12/01/24 6.625 5,907,513
1,000 Purdue University Series B (Pre-refunded with
U.S. Government Securities to 01/01/05 @ 103).. Aa2 AA 07/01/15 6.700 1,097,400
-------------
20,920,772
-------------
KENTUCKY--3.25%
7,750 Boone County Pollution Control Revenue
Dayton Power & Light Company .................. A2 BBB+ 11/15/22 6.500 7,903,760
-------------
MASSACHUSETTS--2.61%
6,000 Massachusetts Water Resources Authority Series A
(Pre-refunded with U.S. Government
Securities to 07/15/02 @ 102) ................. Aaa AAA 07/15/21 6.500 6,341,700
-------------
NEVADA--2.92%
6,750 Clark County Pollution Control Revenue
Nevada Power Company (FGIC Insured) ........... Aaa AAA 06/01/19 6.600 7,094,182
-------------
NEW JERSEY--0.85%
2,000 New Jersey Transportation Trust Fund Authority
Transportation Systems Series A ............... Aa2 AA 06/15/11 5.500 2,060,580
-------------
</TABLE>
6
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
Long-Term Municipal Bonds--(continued)
<S> <C> <C> <C> <C> <C> <C>
New York--13.55%
$ 400 New York City General Obligation Series H ........ A3 A- 02/01/16 7.000% $ 419,148
4,600 New York City General Obligation Series H
(Pre-refunded with U.S. Government Securities
to 02/01/02 @ 1011/2) ......................... NR A- 02/01/16 7.000 4,848,400
1,150 New York City General Obligation Subseries C-1
(Pre-refunded with U.S. Government Securities
to 08/01/02 @ 1011/2) ......................... Aaa A- 08/01/17 7.000 1,223,922
1,000 New York State Dormitory Authority Revenue
2nd City University Series 2 .................. Baa1 A 07/01/28 5.000 847,870
6,000 New York State Local Government Assistance
Corporation Series B (Pre-refunded with
U.S. Government Securities to 04/01/02 @ 102).. Aaa AAA 04/01/21 6.250 6,291,960
4,000 New York State Local Government Assistance
Corporation Series D (Pre-refunded with
U.S. Government Securities to 04/01/02 @ 102).. Aaa AAA 04/01/21 6.750 4,231,640
1,500 New York State Medical Care Facilities Finance
Agency Revenue Hospital and Nursing Homes
Series D (Pre-refunded with U.S. Government
Securities to 2/15/03 @ 102 (FHA Insured) ..... NR AAA 02/15/31 6.600 1,599,375
8,695 New York City Municipal Water Finance Authority
Water & Sewer System Series A ................. Aa3 A 06/15/17 to 06/15/21 6.000 to 6.250 8,815,657
5,500 New York City Transitional Finance Authority
Revenue Future Tax Secured Series B ........... Aa3 AA 11/15/23 4.750 4,680,445
-------------
32,958,417
-------------
NORTH CAROLINA--2.16%
2,700 North Carolina Eastern Municipal Power Agency
Series A ...................................... Baa3 BBB 01/01/21 6.400 2,678,238
1,630 North Carolina Municipal Power Agency
Catawba Electric Revenue ...................... Baa1 BBB+ 01/01/17 6.250 1,611,483
920 North Carolina Municipal Power Agency
Catawba Electric Revenue (Pre-refunded with
U.S. Government Securities to 01/01/03 @ 102).. NR BBB+ 01/01/17 6.250 968,585
-------------
5,258,306
-------------
PENNSYLVANIA--2.07%
2,500 Pennsylvania Turnpike Commission
Turnpike Revenue Series N (FGIC Insured) ...... Aaa AAA 12/01/19 5.500 2,441,100
2,680 Philadelphia School District Series A
(MBIA Insured) ................................ Aaa AAA 04/01/15 5.250 2,601,530
-------------
5,042,630
-------------
</TABLE>
7
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
LONG-TERM MUNICIPAL BONDS--(CONTINUED)
<S> <C> <C> <C> <C> <C> <C>
RHODE ISLAND--2.59%
$ 6,175 Rhode Island Housing Finance Authority
Homeownership Opportunity Series 10-A ......... Aa2 AA+ 04/01/27 6.500% $ 6,290,349
-------------
SOUTH CAROLINA--4.78%
6,290 Richland County Pollution Control Revenue
Union Camp Corporation Project Series C ....... A3 BBB+ 11/01/20 6.550 6,301,825
5,035 South Carolina Public Service Authority
Santee Cooper Series D (Pre-refunded with U.S.
Government Securities to 07/01/02 @ 102) ...... Aaa AAA 07/01/31 6.625 5,331,008
-------------
11,632,833
-------------
TEXAS--21.53%
5,000 Texas Health Facilities Development Corporation
All Saints Episcopal Hospital Series B
(MBIA Insured) ................................ Aaa AAA 08/15/22 6.250 5,086,050
4,000 Coastal Bend Health Facilities
Incarnate Word Health System (AMBAC Insured) .. Aaa AAA 01/01/17 6.300 4,159,560
8,029 Harris County Texas Lease (WI) ................... NR NR 05/01/20 6.750 8,119,225
4,750 Harris County Subordinated Lien Revenue .......... Aa1 AA 08/01/14 6.750 4,960,900
915 Harris County Toll Road Authority Senior Lien
(AMBAC Insured) ............................... Aaa AAA 08/15/17 6.500 942,185
2,000 Houston Refunding & Public Improvement Series A .. Aa3 AA- 03/01/15 5.250 1,939,560
3,000 Houston Water & Sewer System Revenue
Junior Lien Series C (FGIC Insured) ........... Aaa AAA 12/01/22 5.250 2,775,330
1,000 Houston Water & Sewer System Series B
(Pre-refunded with U.S. Government
Securities to 12/01/01 @ 102) ................. A3 A+ 12/01/14 6.375 1,040,490
6,180 Houston Water & Sewer System Series C
(Pre-refunded with U.S. Government Securities
to 12/01/01 @ 102) (AMBAC Insured) ............ Aaa AAA 12/01/17 6.375 6,452,144
7,500 Lower Colorado River Authority Texas Revenue
Refunding Series B ............................ Aaa AAA 05/15/11 6.000 7,967,100
2,350 Port Corpus Christi Industrial Development Revenue
Valero Energy Corporation Series C ............ Baa3 BBB- 04/01/18 5.400 2,022,269
6,750 Sabine River Authority Pollution Control Revenue
Texas Utilities Electric Company
(FGIC Insured) ................................ Aaa AAA 10/01/22 6.550 6,875,955
-------------
52,340,768
-------------
</TABLE>
8
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
Long-Term Municipal Bonds--(concluded)
<S> <C> <C> <C> <C> <C> <C>
VIRGINIA--4.41%
$ 4,500 Virginia Beach Development Authority
Sentara Bayside Hospital (Pre-refunded
with U.S. Government Securities
to 11/01/01 @ 102) ............................ Aa2 AA 11/01/21 6.300% $ 4,699,845
5,815 Virginia Transportation Board Revenue
Route 28 Project .............................. Aa1 AA 04/01/18 6.500 6,014,978
-------------
10,714,823
-------------
WASHINGTON--1.96%
4,500 Metropolitan Seattle Sewer Series W
(Pre-refunded with U.S. Government Securities
to 01/01/03 @ 102) (MBIA Insured) ............. Aaa AAA 01/01/33 6.300 4,751,505
-------------
WISCONSIN--2.81%
6,750 Wisconsin Health and Educational Facilities
Authority-Sisters of Sorrowful Mother Health
Care System (MBIA Insured) .................... Aaa AAA 06/01/20 6.250 6,837,952
-------------
Total Long-Term Municipal Bonds (cost--$232,077,656) .......... 238,795,486
-------------
SHORT-TERM MUNICIPAL NOTES--1.23%
ILLINOIS--0.12%
300 Joliet Illinois Regional Port District Marine
Terminal Revenue Refunding Exxon Project ...... P1 A1+ 04/03/00 3.950* 300,000
-------------
LOUISIANA--0.08%
200 East Baton Rouge Parish Louisiana Pollution Control
Revenue Refunding Exxon Project ............... P1 A1+ 04/03/00 3.950* 200,000
-------------
MICHIGAN--0.58%
1,400 Michigan State Strategic Fund
Limited Obligation Revenue .................... P1 A1+ 04/03/00 4.051* 1,400,000
-------------
</TABLE>
9
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT MOODY'S S&P MATURITY INTEREST
(000) RATING RATING DATES RATES VALUE
-------- -------- ------ ------- ------- -----
SHORT-TERM MUNICIPAL NOTES--(CONCLUDED)
<S> <C> <C> <C> <C> <C> <C>
NEW YORK--0.41%
$ 285 New York State Dormitory Authority Revenues
Metropolitan Museum of Art Series A ........... VMIG-1 A1+ 04/05/00 3.700%* $ 285,000
600 New York City Municipal Water Finance Authority .. VMIG-1 A1+ 04/03/00 4.000* 600,000
100 New York City Subseries B-7 (AMBAC Insured) ...... VMIG-1 A1+ 04/03/00 4.000* 100,000
-------------
985,000
-------------
NORTH CAROLINA--0.04%
100 North Carolina Medical Care Commission Revenue
(Carol Woods Project) ......................... VMIG-1 NR 04/03/00 4.100* 100,000
-------------
Total Short-Term Municipal Notes (cost--$2,985,000) ........... 2,985,000
-------------
Total Investments (cost--$235,062,656)--99.44% ................ 241,780,486
Other assets in excess of liabilities--0.56% .................. 1,373,504
-------------
Net Assets--100.00% ........................................... $ 243,153,990
=============
</TABLE>
---------------------------
+ The maturity date reflects the mandatory date bond will be put back to
issuer.
* Variable rate demand note is payable on demand. The maturity dates shown are
the next interest rate reset dates. The interest rates shown are the current
rates as of March 31, 2000.
AMBAC -- American Municipal Bond Assurance Corporation.
FGIC -- Financial Guaranty Insurance Company.
FHA -- Federal Housing Authority.
MBIA -- Municipal Bond Investors Assurance.
WI -- When Issued Security.
See accompanying notes to financial statements
10
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
STATEMENT OF ASSETS AND LIABILITIES MARCH 31, 2000 (UNAUDITED)
ASSETS:
Investments in securities, at value (cost--$235,062,656) ......... $241,780,486
Cash ............................................................. 25,005
Receivable for investments sold .................................. 5,429,250
Interest receivable .............................................. 4,446,283
Other assets ..................................................... 3,302
-------------
Total assets ..................................................... 251,684,326
-------------
LIABILITIES:
Payable for investments purchased ................................ 8,031,911
Dividends payable to preferred shareholders ...................... 222,124
Payable to investment adviser and administrator .................. 158,778
Accrued expenses and other liabilities ........................... 117,523
-------------
Total liabilities ................................................ 8,530,336
-------------
NET ASSETS:
Auction Preferred Shares Series A & B--1,600 non-participating
shares authorized, issued and outstanding;
$0.001 par value; $50,000 liquidation value .................... 80,000,000
-------------
Common Stock--$0.001 par value; total authorized shares--
199,998,400; 10,356,667 shares issued and outstanding .......... 153,674,140
Undistributed net investment income .............................. 1,052,419
Accumulated net realized gain from investment transactions ....... 1,709,601
Net unrealized appreciation of investments ....................... 6,717,830
-------------
Net assets applicable to common shareholders ..................... 163,153,990
-------------
Total net assets ................................................. $243,153,990
============
Net asset value per common share ($163,153,990 applicable to
10,356,667 common shares outstanding) .......................... $15.75
======
See accompanying notes to financial statements
11
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
STATEMENT OF OPERATIONS
FOR THE
SIX MONTHS ENDED
MARCH 31, 2000
(UNAUDITED)
----------------
INVESTMENT INCOME:
Interest .......................................................... $7,276,547
----------
EXPENSES:
Investment advisory and administration ............................ 1,091,564
Auction Preferred Shares expenses ................................. 136,036
Custody and accounting ............................................ 73,872
Legal and audit ................................................... 38,489
Reports and notices to shareholders ............................... 27,375
Transfer agency and service fees .................................. 17,924
Directors' fees ................................................... 5,250
Other expenses .................................................... 10,475
----------
1,400,985
Less: Fee waivers from adviser .................................... (151,605)
----------
Net expenses ...................................................... 1,249,380
----------
Net investment income ............................................. 6,027,167
----------
REALIZED AND UNREALIZED GAINS (LOSSES) FROM INVESTMENT ACTIVITIES:
Net realized gains from investment transactions ................... 1,963,794
Net change in unrealized appreciation/depreciation of investments . (5,089,619)
----------
NET REALIZED AND UNREALIZED LOSS FROM INVESTMENT ACTIVITIES ....... (3,125,825)
----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .............. $2,901,342
==========
See accompanying notes to financial statements
12
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
FOR THE
SIX MONTHS ENDED FOR THE
MARCH 31, 2000 YEAR ENDED
(UNAUDITED) SEPTEMBER 30, 1999
------------- ------------------
<S> <C> <C>
FROM OPERATIONS:
Net investment income ............................................................. $ 6,027,167 $ 12,156,009
Net realized gains from investment transactions ................................... 1,963,794 291,854
Net change in unrealized appreciation/depreciation of investments ................. (5,089,619) (10,889,703)
----------- -----------
Net increase in net assets resulting from operations .............................. 2,901,342 1,558,160
----------- -----------
DIVIDENDS AND DISTRIBUTIONS TO STOCKHOLDERS FROM:
Net investment income--common stockholders ........................................ (4,660,500) (9,321,000)
Net investment income--preferred stockholders ..................................... (1,502,327) (2,602,066)
Net realized gain on investments--common stockholders ............................. (158,457) --
Net realized gain on investments--preferred stockholders .......................... (43,712) --
----------- -----------
Total dividends and distributions to stockholders ................................. (6,364,996) (11,923,066)
----------- -----------
Net decrease in net assets ........................................................ (3,463,654) (10,364,906)
NET ASSETS:
Beginning of period ............................................................... 246,617,644 256,982,550
----------- -----------
End of period (including undistributed net investment income of $1,052,419
and $1,188,079, respectively) .................................................. $243,153,990 $246,617,644
============ ============
</TABLE>
See accompanying notes to financial statements
13
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
FOR THE SIX MONTHS
ENDED
MARCH 31, 2000
(UNAUDITED)
---------------
<S> <C>
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:
Interest received .............................................................. $ 7,243,958
Expenses paid (net of fee waivers) ............................................. (1,273,505)
Sale of short-term portfolio investments, net .................................. 415,000
Purchase of long-term portfolio investments .................................... (26,451,531)
Sale of long-term portfolio investments ........................................ 26,296,678
----------
Net cash provided by operating activities ...................................... 6,230,600
----------
CASH FLOWS USED FOR FINANCING ACTIVITIES:
Dividends paid from net investment income to common stockholders ............... (4,660,500)
Dividends paid from net investment income to preferred stockholders ............ (1,414,672)
Distribution paid from capital gains to common stockholders .................... (158,457)
Distribution paid from capital gains to preferred stockholders ................. (43,712)
----------
Net cash used for financing activities ......................................... (6,277,341)
----------
Net decrease in cash ........................................................... (46,741)
Cash at beginning of period .................................................... 71,746
----------
Cash at end of period .......................................................... $ 25,005
==========
RECONCILIATION OF NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS TO NET
CASH PROVIDED BY OPERATING ACTIVITIES:
Net increase in net assets resulting from operations ........................... $2,901,342
----------
Decrease in investments, at value .............................................. 16,049,686
Increase in receivable for investments sold .................................... (2,662,644)
Increase in interest receivable ................................................ (41,192)
Decrease in other assets ....................................................... 2,498
Decrease in payable for investments purchased .................................. (9,992,467)
Increase in payable to investment adviser and administrator .................... 1,291
Decrease in accrued expenses and other liabilities ............................. (27,914)
----------
Total adjustments .............................................................. 3,329,258
----------
Net cash provided by operating activities ...................................... $6,230,600
==========
</TABLE>
See accompanying notes to financial statements
14
<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Investment Grade Municipal Income Fund Inc. (the "Fund") was incorporated in
Maryland on August 6, 1992, and is registered with the Securities and Exchange
Commission as a closed-end diversified management investment company. The Fund's
investment objective is to achieve a high level of current income that is exempt
from federal income tax, consistent with the preservation of capital.
The preparation of financial statements in accordance with generally
accepted accounting principles requires Fund management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates. The following is a
summary of significant accounting policies:
VALUATION OF INVESTMENTS--The Fund calculates its net asset value based on
the current market value for its portfolio securities. The Fund normally obtains
market values for its securities from independent pricing sources. Independent
pricing sources may use reported last sale prices, current market quotations or
valuations from computerized "matrix" systems that derive values based on
comparable securities. Securities traded in the over the counter ("OTC") market
and listed on The Nasdaq Stock Market, Inc. ("Nasdaq") normally are valued at
the last sale price on Nasdaq prior to valuation. Other OTC securities are
valued at the last bid price available prior to valuation. Securities which are
listed on U.S. and foreign stock exchanges normally are valued at the last sale
price on the day the securities are valued or, lacking any sales on such day, at
the last available bid price. In cases where securities are traded on more than
one exchange, the securities are valued on the exchange designated as the
primary market by Mitchell Hutchins Asset Management Inc. ("Mitchell Hutchins"),
a wholly owned asset management subsidiary of PaineWebber Incorporated
("PaineWebber") and investment adviser and administrator of the Fund. If a
market value is not available from an independent pricing source for a
particular security, that security is valued at fair value as determined in good
faith by or under the direction of the Fund's board of trustees (the "board").
The amortized cost method of valuation, which approximates market value,
generally is used to value short-term debt instruments with sixty days or less
remaining to maturity, unless the board determines that this does not represent
fair value.
INVESTMENT TRANSACTIONS AND INVESTMENT INCOME--Investment transactions are
recorded on the trade date. Realized gains and losses from investment
transactions are calculated using the identified cost method. Interest income is
recorded on an accrual basis. Discounts are accreted and premiums are amortized
as adjustments to interest income and the identified cost of securities.
DIVIDENDS AND DISTRIBUTIONS--The Fund intends to pay monthly dividends to
common stockholders at a level rate that over time will result in the
distribution of all of the Fund's net investment income remaining after the
payment of dividends on any outstanding preferred stock. Dividends and
distributions to common stockholders are recorded on the ex-dividend date.
Dividends to preferred stockholders are accrued daily. Dividends from net
investment income and distributions from realized capital gains from investment
transactions are determined in accordance with federal income tax regulations
which may differ from generally accepted accounting principles.
CONCENTRATION OF RISK
The Fund follows an investment policy of investing primarily in municipal
obligations of various states. Economic changes affecting those states and
certain of their public bodies and municipalities may affect the ability of the
issuers within those states to pay interest on, or repay principal of, municipal
obligations held by the Fund.
15
<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONCLUDED)
INVESTMENT ADVISER AND ADMINISTRATOR
The Fund's board of directors has approved an investment advisory and
administration contract ("Advisory Contract") with Mitchell Hutchins, under
which Mitchell Hutchins serves as investment adviser and administrator of the
Fund. In accordance with the Advisory Contract, Mitchell Hutchins receives
compensation from the Fund, computed weekly and paid monthly, at the annual rate
of 0.90% of the Fund's average weekly net assets. For the six months ended March
31, 2000, Mitchell Hutchins voluntarily waived $151,605 in investment advisory
and administration fees from the Fund.
INVESTMENTS IN SECURITIES
For federal income tax purposes, the cost of securities owned at March 31,
2000 was substantially the same as the cost of securities for financial
statement purposes.
At March 31, 2000, the components of the net unrealized appreciation of
investments were as follows:
<TABLE>
<S> <C>
Gross appreciation (from investments having an excess of value over cost) .... $8,039,663
Gross depreciation (from investments having an excess of cost over value) .... (1,321,833)
-----------
Net unrealized appreciation of investments ................................... $6,717,830
===========
</TABLE>
For the six months ended March 31, 2000, total aggregate purchases and
sales of portfolio securities, excluding short-term securities, were $16,459,064
and $28,959,323, respectively.
FEDERAL TAX STATUS
The Fund intends to distribute substantially all of its tax-exempt income
and any taxable income and to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies. Accordingly, no
provision for income taxes is required. In addition, by distributing during each
calendar year substantially all of its net investment income, capital gains and
certain other amounts, if any, the Fund intends not to be subject to a federal
excise tax.
At September 30, 1999, the Fund had a net capital loss carryforward of
$52,024 available as a reduction, to the extent provided in the regulations, of
future net realized capital gains, which will expire by September 30, 2004. To
the extent that such losses are used to offset future capital gains, it is
probable that the gains so offset will not be distributed.
CAPITAL STOCK
COMMON STOCK--There are 199,998,400 shares of $0.001 par value common stock
authorized. Of the 10,356,667 common shares outstanding, 8,784 shares are owned
by Mitchell Hutchins.
AUCTION PREFERRED SHARES--The Fund has issued 800 shares of Auction
Preferred Shares Series A and 800 shares of Auction Preferred Shares Series B,
which are referred to herein collectively as the "APS." All shares of each
series of APS have a liquidation preference of $50,000 per share plus an amount
equal to accumulated but unpaid dividends upon liquidation.
Dividends, which are cumulative, are generally reset every 28 days for
APS Series A and 3 months for APS Series B. Dividend rates ranged from 3.25% to
4.49% for the six months ended March 31, 2000.
The Fund is subject to certain restrictions relating to the APS. Failure to
comply with these restrictions could preclude the Fund from declaring any
distributions to common shareholders or repurchasing common shares and/or could
trigger the mandatory redemption of APS at liquidation value.
The APS are entitled to one vote per share and unless otherwise required by
law, will vote with holders of common stock as a single class, except that the
preferred shares will vote separately as a class on certain matters, as required
by law. The holders of the preferred shares have the right to elect two
directors of the Fund.
16
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
FINANCIAL HIGHLIGHTS
Selected data for a share of common stock outstanding throughout each period is
presented below:
<TABLE>
<CAPTION>
FOR THE
SIX MONTHS
ENDED
MARCH 31, FOR THE YEARS ENDED SEPTEMBER 30,
2000 --------------------------------------------------------
(UNAUDITED) 1999 1998 1997 1996 1995
----------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period ............ $ 16.09 $ 17.09 $ 16.78 $ 16.11 $ 15.73 $ 14.72
------- ------- ------- ------- ------- -------
Net investment income ........................... 0.58 1.17 1.19 1.19 1.21 1.18
Net realized and unrealized gains (losses)
from investments .............................. (0.30) (1.02) 0.29 0.65 0.35 1.03
------- ------- ------- ------- ------- -------
Net increase from investment operations ......... 0.28 0.15 1.48 1.84 1.56 2.21
------- ------- ------- ------- ------- -------
Dividends and distributions:
From net investment income:
Common stockholders ......................... (0.45) (0.90) (0.90) (0.90) (0.90) (0.90)
Common share equivalent of dividends
paid to preferred stockholders ............ (0.15) (0.25) (0.27) (0.27) (0.28) (0.30)
From net realized gain on investments:
Common stockholders .......................... (0.02) -- -- -- -- --
Common share equivalent of distributions
paid to preferred stockholders ............. (0.00)(1) -- -- -- -- --
------- ------- ------- ------- ------- -------
Total dividends and distributions
to stockholders .............................. (0.62) (1.15) (1.17) (1.17) (1.18) (1.20)
------- ------- ------- ------- ------- -------
Net asset value, end of period .................. $ 15.75 $ 16.09 $ 17.09 $ 16.78 $ 16.11 $ 15.73
======= ======= ======= ======= ======= =======
Per share market value, end of period ........... $ 12.94 $ 13.88 $ 15.94 $ 15.06 $ 13.63 $ 13.00
======= ======= ======= ======= ======= =======
Total investment return(2) ...................... (3.72)% (7.68)% 12.21% 17.76% 12.03% 12.63%
======= ======= ======= ======= ======= =======
Ratios to average net assets
attributable to common shares:
Total expenses, net of waivers from adviser ... 1.54%* 1.52% 1.44% 1.44% 1.34% 1.69%
Total expenses, before waivers from
adviser ..................................... 1.72%* 1.71% 1.62% 1.77% 1.71% 1.82%
Net investment income before preferred
stock dividends ............................. 7.42%* 7.01% 7.03% 7.27% 7.61% 7.87%
Preferred stock dividends ..................... 1.85%* 1.50% 1.62% 1.66% 1.73% 2.02%
Net investment income available to common
stockholders ................................ 5.57%* 5.51% 5.41% 5.61% 5.88% 5.85%
Supplemental data:
Net assets, end of period (000's) ............. $243,154 $246,618 $256,983 $253,767 $246,804 $242,906
Portfolio turnover rate ....................... 7% 8% 0% 3% 0% 7%
Asset coverage per share of preferred
stock, end of period .......................... $151,971 $154,136 $160,614 $158,604 $154,252 $151,816
</TABLE>
---------------------------
* Annualized
(1) Distribution equal to $0.0042 per share.
(2) Total investment return is calculated assuming a purchase of common stock
at the current market price on the first day and a sale at the current
market price on the last day of each period reported and assuming
reinvestment of dividends and other distributions to common stockholders at
prices obtained under the Fund's Dividend Reinvestment Plan. Total
investment return for a period of less than one year has not been
annualized. Total investment return does not reflect brokerage commissions.
17
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
GENERAL INFORMATION (UNAUDITED)
THE FUND
Investment Grade Municipal Income Fund Inc. (the "Fund") is a diversified
closed-end management investment company whose shares trade on the New York
Stock Exchange, Inc. ("NYSE"). The Fund's investment objective is to achieve a
high level of current income that is exempt from federal income tax, consistent
with the preservation of capital. The Fund's investment adviser and
administrator is Mitchell Hutchins Asset Management Inc., a wholly owned asset
management subsidiary of PaineWebber Incorporated, which has over $69.3 billion
in assets under management as of April 30, 2000.
SHAREHOLDER INFORMATION
The Fund's NYSE trading symbol is "PPM." Weekly comparative net asset value
and market price information about the Fund is published each Monday in The Wall
Street Journal, each Sunday in The New York Times and each week in Barron's, as
well as in numerous other newspapers.
An annual meeting of shareholders of the Fund was held on January 20, 2000.
At the meeting, Margo N. Alexander, Richard Q. Armstrong, E. Garrett Bewkes,
Jr., Richard R. Burt, Mary C. Farrell, Meyer Feldberg, George W. Gowen,
Frederick V. Malek, Carl W. Schafer and Brian M. Storms were elected to serve as
directors until the next annual meeting of shareholders, or until their
successors are elected and qualified; and PricewaterhouseCoopers LLP was
ratified as independent accountants for the Fund for the fiscal year ended
September 30, 2000.
COMMON STOCK AND APS SHARES VOTING AS A SINGLE CLASS:
PROPOSAL 1
SHARES
SHARES WITHHOLD
VOTED FOR AUTHORITY
-------- --------
To vote for or against the election of:
Richard Q. Armstrong ................... 9,887,988.292 106,007.554
E. Garrett Bewkes, Jr. ................. 9,866,998.292 126,997.554
Richard R. Burt ........................ 9,883,763.292 110,232.554
Mary C. Farrell ........................ 9,889,152.127 104,843.719
George W. Gowen ........................ 9,869,661.292 124,334.554
Frederick V. Malek ..................... 9,885,263.292 108,732.554
Carl W. Schafer ........................ 9,887,723.292 106,272.554
Brian M. Storms ........................ 9,881,658.292 112,337.554
PROPOSAL 2
<TABLE>
<CAPTION>
SHARES
SHARES WITHHOLD SHARES
VOTED FOR AUTHORITY AGAINST
-------- -------- ------
<S> <C> <C> <C>
Ratification of the selection of
PricewaterhouseCoopers LLP as independent accountants
for the fiscal year ending September 30, 2000 .......... 9,842,566.529 83,407.317 68,023.000
</TABLE>
18
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
GENERAL INFORMATION (UNAUDITED) (CONCLUDED)
AUCTION PREFERRED SHARES:
PROPOSAL 1
SHARES
SHARES WITHHOLD
VOTED FOR AUTHORITY
-------- --------
To vote for or against the election of:
Margo N. Alexander ................................. 1,600.000 0
Meyer Feldberg ..................................... 1,600.000 0
(BROKER NON-VOTES AND ABSTENTIONS ARE INCLUDED WITHIN THE "SHARES WITHHOLD
AUTHORITY" TOTALS)
DISTRIBUTION POLICY
The Fund's Board of Directors has established a Dividend Reinvestment Plan
(the "Plan") under which all common stockholders whose shares are registered in
their own names, or in the name of PaineWebber or its nominee, will have all
dividends and other distributions on their shares of common stock automatically
reinvested in additional shares of common stock, unless such common stockholders
elect to receive cash. Common stockholders who elect to hold their shares in the
name of another broker or nominee should contact such broker or nominee to
determine whether, or how, they may participate in the Plan. The ability of such
stockholders to participate in the Plan may change if their shares are
transferred into the name of another broker or nominee.
A stockholder may elect not to participate in the Plan or may terminate
participation in the Plan at any time without penalty, and stockholders who have
previously terminated participation in the Plan may rejoin it at any time.
Changes in elections must be made in writing to the Fund's transfer agent and
should include the stockholder's name and address as they appear on that share
certificate or in the transfer agent's records. An election to terminate
participation in the Plan, until such election is changed, will be deemed an
election by a stockholder to take all subsequent distributions in cash. An
election will be effective only for distributions declared and having a record
date at least ten days after the date on which the election is received.
Additional shares of common stock acquired under the Plan will be purchased
in the open market, on the NYSE, at prices that may be higher or lower than the
net asset value per share of the common stock at the time of the purchase. The
number of shares of common stock purchased with each dividend will be equal to
the result obtained by dividing the amount of the dividend payable to a
particular stockholder by the average price per share (including applicable
brokerage commissions) that the transfer agent was able to obtain in the open
market. The Fund will not issue any new shares of common stock in connection
with the Plan. There is no charge to participants for reinvesting dividends or
other distributions. The transfer agent's fees for handling the reinvestment of
distributions will be paid by the Fund. However, each participant pays a pro
rata share of brokerage commissions incurred with respect to the transfer
agent's open market purchases of common stock in connection with the
reinvestment of distributions. The automatic reinvestment of dividends and other
distributions in shares of common stock does not relieve participants of any
income tax that may be payable on such distributions.
Additional information regarding the Plan may be obtained from, and all
correspondence concerning the Plan should be directed to, the transfer agent at
PNC Bank, N.A., c/o PFPC Inc., P.O. Box 8950, Wilmington, Delaware 19899.
19
<PAGE>
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20
<PAGE>
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21
<PAGE>
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22
<PAGE>
INVESTMENT GRADE MUNICIPAL INCOME FUND INC.
DIRECTORS
E. Garrett Bewkes, Jr. Meyer Feldberg
CHAIRMAN George W. Gowen
Margo N. Alexander Frederic V. Malek
Richard Q. Armstrong Carl W. Schafer
Richard R. Burt Brian M. Storms
Mary C. Farrell
PRINCIPAL OFFICERS
Margo N. Alexander Paul H. Schubert
PRESIDENT VICE PRESIDENT AND TREASURER
Dianne E. O'Donnell Elbridge T. Gerry, III
VICE PRESIDENT AND SECRETARY VICE PRESIDENT
Dennis L. McCauley
VICE PRESIDENT
INVESTMENT ADVISER AND
ADMINISTRATOR
MITCHELL HUTCHINS ASSET MANAGEMENT INC.
51 WEST 52ND STREET
NEW YORK, NEW YORK 10019
THE FINANCIAL INFORMATION INCLUDED HEREIN IS TAKEN FROM THE RECORDS OF THE FUND
WITHOUT EXAMINATION BY INDEPENDENT ACCOUNTANTS WHO DO NOT EXPRESS AN OPINION
THEREON.
NOTICE IS HEREBY GIVEN IN ACCORDANCE WITH SECTION 23(C) OF THE INVESTMENT
COMPANY ACT OF 1940 THAT FROM TIME TO TIME THE FUND MAY PURCHASE SHARES OF ITS
COMMON STOCK IN THE OPEN MARKET AT MARKET PRICES.
THIS REPORT IS SENT TO THE SHAREHOLDERS OF THE FUND FOR THEIR INFORMATION. IT IS
NOT A PROSPECTUS, CIRCULAR OR REPRESENTATION INTENDED FOR THE USE IN THE
PURCHASE OR SALE OF SHARES OF THE FUND OR OF ANY SECURITIES MENTIONED IN THIS
REPORT.
<PAGE>
--------------------
SEMIANNUAL REPORT
INVESTMENT
GRADE
MUNICIPAL
INCOME
FUND INC.
PAINEWEBBER
(C)2000 PaineWebber Incorporated
All rights reserved.
Member SPIC
MARCH 31, 2000