MANAGED HIGH YIELD FUND INC
N-30D, 1999-04-07
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MANAGED HIGH YIELD FUND INC.                                  SEMI-ANNUAL REPORT

                                                                  March 15, 1999

Dear Shareholder,

We are pleased to present you with the  semiannual  report for the Managed  High
Yield Fund Inc. (the "Fund") for the six-month period ended January 31, 1999.

[graphic]

MARKET REVIEW
- --------------------------------------------------------------------------------
     During the period,  most sectors of the bond market  suffered  when nervous
     investors  reacted  to the  Russian  currency  devaluation  and fled to the
     safety of U.S. Treasury securities. Yield spreads -- the yield premium that
     fixed-income  securities  must pay above  Treasurys to compensate for their
higher risk -- widened across all sectors.  High-yield  spreads,  as measured by
the CS First  Boston  High Yield  Index (the  "Index"),  widened  from 409 basis
points in June to more than 760 basis points in  mid-October,  the widest spread
since the recession of 1991. (A basis point equals 1/100th of one percent.)

     In response,  the Federal Reserve cut the short-term interest rate by 0.25%
in September,  October and November,  lowering it from 5.50% to 4.75%. Investors
returned  in  search  of  bargains,  and  the  markets  began  to  stabilize  by
mid-October.  The high-yield  market made a partial comeback in the final months
of 1998,  with  cash  flows  of  approximately  $1  billion  per  week  entering
high-yield mutual funds in November and December.  Within the high-yield market,
larger issues generally  outperformed smaller issues and  telecommunications was
the best performing sector.

      MANAGED HIGH YIELD FUND INC.
      Fund PROFILE

      Goal:
      High current income

      Portfolio Manager: Thomas J. Libassi,
      Mitchell HutchinsAsset Management Inc.

      Total Net Assets:
      $74.1 million as of January 31, 1999

      Dividend Payments:
      Monthly


      MANAGED HIGH
      YIELD FUND INC.
      Top Five Sectors*

      Cable 10.55%
- --------------------------------------
      Communications (fixed) 9.38%
- --------------------------------
      Technology 7.88%
- ----------------------------
      Service 6.07%
- ---------------------
      General Industrial 6.01%
- ----------------

PORTFOLIO REVIEW
- --------------------------------------------------------------------------------
[graphic]

PERFORMANCE

     For the  six-month  period ended January 31, 1999,  the Fund (symbol:  PHT)
     lost 8.79%  based on changes in the Fund's net asset value  (assuming,  for
     illustration only, that dividends were reinvested at the net asset value on
     the
payable  dates)  and lost 6.87%  based on changes in its share  price on the New
York Stock  Exchange  (assuming  dividends  were  reinvested  under the Dividend
Reinvestment Plan).

     At January 31, 1999 the Fund's net asset value per share was $12.29,  while
its share price on the New York Stock Exchange was $11.88.  During the six-month
period  ended  January 31, 1999,  the Fund paid  dividends  from net  investment
income totaling $0.63 per share, or 10.5 cents per share per month. Based on the
dividend  paid in January and the Fund's  market price on January 31, 1999,  the
Fund's annualized market yield was 10.61%.
- --------------------
*Unless otherwise noted, all portfolio weightings  represent  percentages of net
assets as of January 31, 1999. The Fund's  portfolio is actively managed and its
composition will vary over time.

                                        1

<PAGE>


SEMIANNUAL REPORT

HIGHLIGHTS

     The Fund  suffered a  significant  price  decline as a direct impact of the
slump in the high yield  market.  On July 31,  1998 the Fund's  weighted-average
price was $92.78;  on January 31, 1999, its  weighted-average  price was $86.56.
The Fund's holdings remained largely unchanged during the period.

     We reduced the Fund's  exposure to  zero-coupon  bonds from 20.3% to 15.8%*
and  invested  the  proceeds  in  interest-bearing  bonds -- this  allowed us to
increase the Fund's current income and lower its volatility. We also reduced the
Fund's exposure to emerging-market  corporate debt from 4.9% as of July 31, 1998
to 1.9%* and  shifted  the  assets  into the U.S.  high-yield  market,  where we
believe that we have greater return potential.

       MANAGED HIGH
       YIELD FUND INC.
       Top Ten Holdings*
       NTL Inc.                 3.07%
       Packaged Ice Inc.        2.26
       Nextel
         Communications Inc.    2.16
       Airplanes Pass-Through
         Trust                  2.14
       Samsung Electronics
         America Inc.           2.02
       Jordan
         Telecommunication
         Products               2.00
       Fox Family
         Worldwide Inc.         1.97
       Iowa Select Farms L.P.   1.80
       Corporate Express Inc.   1.74
       Park 'N View             1.72

OUTLOOK
- --------------------------------------------------------------------------------

     [graphic]  We believe  the  Federal  Reserve is likely to maintain a steady
monetary policy given strong U.S. economic growth and weak global growth.  After
three  consecutive years of 4% annual growth, we expect the U.S. economy to grow
about  2.5% in  1999,  with  inflation  remaining  low and no  recession  on the
immediate horizon. The high-yield market currently is discounting a default rate
of 6-8% for 1999; however, we believe a default rate of 2-3% is more likely.

     Although the Index spread has narrowed since  mid-October,  it remains well
above the 15-year average of 491 basis points.  Credit-quality  fundamentals and
technical factors suggest the high-yield market could be doing better.  Earnings
and cash flows of high-yield issuers -- the credit fundamentals -- remain solid.
As for technical  factors,  the economy remains strong; the supply of high-yield
bonds is down 25% for the first two  months  of 1999  compared  to the first two
months of 1998; investors are putting money into  high-yield-bond  mutual funds.
But  trading  volume  is light  and the  market  as  measured  by the  Index has
recovered only about 20% from its bottom near the end of October.  Yield spreads
to Treasurys have narrowed mainly because  Treasury  prices have decreased,  not
because high-yield prices have increased.

     We believe positive  investor  sentiment is the missing piece of the puzzle
holding back the high-yield  sector.  Perhaps portfolio managers were scared off
by the volatility of 1998;  perhaps they fear that the economic  expansion we've
enjoyed since 1992 will end and undo the sector's positive fundamentals. We feel
that the sector is unlikely to move higher before investor sentiment improves.
- --------------------
*Unless otherwise noted, all portfolio weightings  represent  percentages of net
assets as of January 31, 1999. The Fund's  portfolio is actively managed and its
composition will vary over time.



MANAGED HIGH
YIELD FUND INC.
Credit Quality*

[The following represents a pie chart in the printed report]

BB & Higher              19.05%
B                        62.56%
CCC & Lower               5.68%
Non-Rated                 7.65%
Cash                      1.60%
Equity/Preferred          3.46%


                                      2

<PAGE>


MANAGED HIGH YIELD FUND INC.                                   SEMIANNUAL REPORT

   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
other funds in the  PaineWebber  Family of Funds,1 please contact your Financial
Advisor.

Sincerely,

[signature]                                      [signature]


MARGO ALEXANDER                                  THOMAS J. LIBASSI
President and Chief Executive Officer            Portfolio Manager,
Mitchell Hutchins Asset Management Inc.          Managed High Yield Fund Inc.

- -------------------
1 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.

This letter is intended to assist  shareholders  in  understanding  how the Fund
performed  during the six-month  period ended January 31, 1999, and reflects our
views at the time of writing this report.  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

<PAGE>


<TABLE>
<CAPTION>
MANAGED HIGH YIELD FUND INC.

PORTFOLIO OF INVESTMENTS                                                                    JANUARY 31, 1999 (unaudited)




Principal
 Amount                                                                     Maturity     Interest
  (000)                                                                       Dates        Rates          Value
- --------                                                                    --------      -------       --------
Corporate Bonds--90.60%
Automotive--1.26%
   <S>                                                                       <C>           <C>         <C>
   $1,000   HDA Parts Systems Incorporated** .............................   08/01/05      12.000%     $ 930,000
                                                                                                       ---------
Cable--10.54%
    1,000#  @Entertainment Incorporated** ................................   02/01/09      14.500+       395,000
      500   EchoStar DBS Corporation** ...................................   02/01/09       9.375        512,500
    2,000   Knology Holdings Incorporated ................................   10/15/07      11.875+     1,020,000
    2,000   NTL Incorporated** ...........................................   10/01/08      11.500      2,280,000
    1,500   Park 'N View Incorporated ....................................   05/15/08      13.000      1,275,000
    1,250   RCN Corporation ..............................................   10/15/07      11.125+       725,000
    1,000   21st Century Telecom Group Incorporated ......................   02/15/08      12.250+       425,000
    2,000   UIH Australia/Pacific Incorporated ...........................   05/15/06      14.000+     1,180,000
                                                                                                       ---------
                                                                                                       7,812,500
                                                                                                       ---------
Communications-Fixed--8.04%
    1,000   Barak ITC ....................................................   11/15/07      12.500+       510,000
      500   Esprit Telecom Group PLC .....................................   06/15/08      10.875        525,000
      500   Facilicom International Incorporated .........................   01/15/08      10.500        390,000
    1,000   GST Equipment Funding Incorporated ...........................   05/01/07      13.250      1,020,000
      900   Hyperion Telecommunications Incorporated .....................   09/01/04      12.250        954,000
    1,000   Metromedia Fiber Network Incorporated** ......................   11/15/08      10.000      1,060,000
      500   MetroNet Communications Corporation ..........................   06/15/08       9.950+       340,000
    1,000   Pathnet Incorporated .........................................   04/15/08      12.250        580,000
    1,000   Viatel Incorporated ..........................................   04/15/08      12.500+       582,500
                                                                                                       ---------
                                                                                                       5,961,500
                                                                                                       ---------
Communications-Mobile--4.33%
      500#  ICO Global Communications Limited ............................   08/01/05      15.000        392,500
    2,500   Nextel Communications Incorporated ...........................   02/15/08       9.950+     1,600,000
    1,500   Nextel International Incorporated ............................   04/15/08      12.125+       695,625
      500   Orange PLC ...................................................   08/01/08       8.000        521,250
                                                                                                       ---------
                                                                                                       3,209,375
                                                                                                       ---------
Consumer Manufacturing--5.37%
      500   AAI Fostergrant Incorporated .................................   07/15/06      10.750        450,000
    1,000   Apparel Ventures Incorporated ................................   12/31/00      12.250        895,000
    1,250   Commemorative Brands Incorporated ............................   01/15/07      11.000        937,500
    1,000   Decora Industries Incorporated ...............................   05/01/05      11.000        945,000
      750   Phillips Van-Heusen Corporation ..............................   05/01/08       9.500        753,750
                                                                                                       ---------
                                                                                                       3,981,250
                                                                                                       ---------
Energy--4.72%
    1,000   Grant Geophysical Incorporated ...............................   02/15/08       9.750        660,000
      250   GulfMark Offshore Incorporated ...............................   06/01/08       8.750        227,500
      500#  Key Energy Services Incorporated** ...........................   01/15/09      14.000        500,000
    1,000   Northern Offshore ASA** ......................................   05/15/05      10.000        500,000
    1,000   R & B Falcon Corporation** ...................................   12/15/08       9.500      1,005,000
    1,000   TransAmerican Energy Corporation .............................   06/15/02      13.000+       267,500
    1,000#  TransAmerican Refining Corporation** .........................   06/30/03      16.000        340,000
                                                                                                       ---------
                                                                                                       3,500,000
                                                                                                       ---------

                                      4

<PAGE>


MANAGED HIGH YIELD FUND INC.

Principal
 Amount                                                                     Maturity     Interest
  (000)                                                                       Dates        Rates          Value
- --------                                                                    --------      -------       --------
Corporate Bonds--(continued)
Entertainment--0.94%
    $ 750   Discovery Zone Incorporated ..................................   08/01/02      13.500%     $ 112,500
      176   Discovery Zone Incorporated** ................................   05/01/02      13.500        140,800
      750   Silver Cinemas Incorporated ..................................   04/15/05      10.500        442,500
                                                                                                       ---------
                                                                                                         695,800
                                                                                                       ---------
Finance--3.59%
    1,500   Airplanes Pass-Through Trust .................................   03/15/19      10.875      1,590,000
      750   Olympic Financial Limited ....................................   03/15/07      11.500        577,500
      500   Superior National Insurance Group ............................   12/01/17      10.750        497,500
                                                                                                       ---------
                                                                                                       2,665,000
                                                                                                       ---------
Food & Beverage--5.73%
    1,625   Iowa Select Farms L. P.** ....................................   12/01/05      10.750      1,332,500
      750#  Mrs. Field's Holding Company Incorporated** ..................   12/01/05      14.000+       405,000
    1,000   Mrs. Field's Original Cookies Incorporated ...................   12/01/04      10.125        960,000
    1,500   Packaged Ice Incorporated ....................................   02/01/05       9.750      1,552,500
                                                                                                       ---------
                                                                                                       4,250,000
                                                                                                       ---------
General Industrial--6.01%
      500   Coltec Industries Incorporated ...............................   04/15/08       7.500        524,375
      500   Goss Graphic Systems Incorporated ............................   10/15/06      12.000        335,000
      500   Jackson Products Incorporated ................................   04/15/05       9.500        500,000
      750   J.B. Poindexter & Company Incorporated .......................   05/15/04      12.500        735,000
    1,500   Jordan Telecommunication Products ............................   08/01/07       9.875      1,485,000
    1,000   Sabreliner Corporation** .....................................   06/15/08      11.000        880,000
                                                                                                       ---------
                                                                                                       4,459,375
                                                                                                       ---------
Healthcare--2.39%
    1,000   Fresenius Medical Care Capital Trust .........................   02/01/08       7.875      1,000,000
      750   Tenet Healthcare Corporation** ...............................   12/01/08       8.125        772,500
                                                                                                       ---------
                                                                                                       1,772,500
                                                                                                       ---------
Hotels & Lodging--1.43%
    1,250   Silverleaf Resorts Incorporated ..............................   04/01/08      10.500      1,062,500
                                                                                                       ---------
Media--3.84%
    1,500   Fox Family Worldwide Incorporated ............................   11/01/07       9.250      1,462,500
    1,500   Inter Act Systems Incorporated ...............................   08/01/03      14.000+       615,000
    1,000   Source Media Incorporated ....................................   11/01/04      12.000        770,000
                                                                                                       ---------
                                                                                                       2,847,500
                                                                                                       ---------
Metals--3.68%
      375   AEI Holding Company ..........................................   12/15/05      10.500        363,750
    1,250   Metal Management Incorporated ................................   05/15/08      10.000        737,500
    1,250   Murrin Murrin Holdings Party Limited .........................   08/31/07       9.375      1,125,000
      500   WCI  Steel Incorporated ......................................   12/01/04      10.000        502,500
                                                                                                       ---------
                                                                                                       2,728,750
                                                                                                       ---------

                                      5

<PAGE>


MANAGED HIGH YIELD FUND INC.

Principal
 Amount                                                                     Maturity     Interest
  (000)                                                                       Dates        Rates          Value
- --------                                                                    --------      -------       --------
Corporate Bonds--(concluded)
Paper & Packaging--3.92%
    $ 750   Bear Island LLC ..............................................   12/01/07      10.000%     $ 767,813
      500   Impac Group Incorporated .....................................   03/15/08      10.125        502,500
      750   Portola Packaging Incorporated ...............................   10/01/05      10.750        772,500
    1,000   Vicap S.A. ...................................................   05/15/07      11.375        865,000
                                                                                                       ---------
                                                                                                       2,907,813
                                                                                                       ---------
Real Estate--2.47%
    1,000   American Architectural Products Corporation ..................   12/01/07      11.750        875,000
      500   D.R. Horton Incorporated .....................................   06/15/04       8.375        502,500
      450   Forest City Enterprise Incorporated ..........................   03/15/08       8.500        454,500
                                                                                                       ---------
                                                                                                       1,832,000
                                                                                                       ---------
Restaurants--0.91%
      750   American Restaurant Group Incorporated .......................   02/15/03      11.500        675,000
                                                                                                       ---------
Retail--4.62%
    1,550   Advance Holding Corporation ..................................   04/15/09      12.875+       930,000
      750   Advance Stores Company Incorporated ..........................   04/15/08      10.250        757,500
      750   Big 5 Corporation ............................................   11/15/07      10.875        757,500
    1,000   Tuesday Morning Corporation ..................................   12/15/07      11.000        980,000
                                                                                                       ---------
                                                                                                       3,425,000
                                                                                                       ---------
Service--2.71%
    1,000   American Eco Corporation .....................................   05/15/08       9.625        500,000
      500   Atlantic Express Transportation Corporation ..................   02/01/04      10.750        507,500
      500   Premier Graphics Incorporated** ..............................   12/01/05      11.500        496,250
      500   Protection One Incorporated** ................................   01/15/09       8.125        502,500
                                                                                                       ---------
                                                                                                       2,006,250
                                                                                                       ---------
Technology--6.69%
      500   Ampex Corporation++ .........................................    03/15/03      12.000        520,000
      800   Electronic Retailing Systems International Incorporated .....    02/01/04      13.250+       280,000
      190   Fairchild Semiconductor Corporation .........................    03/15/07      10.125        190,000
      400   PSINet Incorporated .........................................    02/15/05      10.000        412,000
    1,500   Samsung Electronics America Incorporated** ..................    05/01/03       9.750      1,500,000
      500   Verio Incorporated ..........................................    06/15/04      13.500        550,000
      500   Verio Incorporated** ........................................    12/01/08      11.250        527,500
    2,000   Wam! Net Incorporated .......................................    03/01/05      13.250+       980,000
                                                                                                       ---------
                                                                                                       4,959,500
                                                                                                       ---------
Transportation--4.64%
      500   American Reefer Company Limited .............................    03/01/08      10.250        300,000
    1,500   Equimar Shipholdings Limited ................................    07/01/07       9.875      1,125,000
    1,250#  Navigator Gas Transport PLC** ...............................    06/30/07      12.000      1,000,000
      500   Stena AB ....................................................    06/15/07       8.750        482,500
    1,000   TFM S.A. de C.V. ............................................    06/15/09      11.750+       535,000
                                                                                                       ---------
                                                                                                       3,442,500
                                                                                                       ---------
Utilities--2.77%
    1,000   Calpine Corporation .........................................    02/01/04       9.250      1,035,000
      998   Panda Funding Corporation ...................................    08/20/12      11.625      1,017,914
                                                                                                       ---------
                                                                                                       2,052,914
                                                                                                       ---------
Total Corporate Bonds (cost--$76,348,501)                                                             67,177,027
                                                                                                       ---------

                                       6

<PAGE>


MANAGED HIGH YIELD FUND INC.

Principal
 Amount                                                                     Maturity     Interest
  (000)                                                                       Dates        Rates          Value
- --------                                                                    --------      -------       --------
Convertible Bonds--3.63%
Communications--Fixed--0.27%
    $ 215   GST Telecommunications Incorporated .........................    12/15/05      13.875%+    $ 197,800
                                                                                                       ---------
Service--3.36%
    1,500   Corporate Express Incorporated ..............................    07/01/00       4.500      1,290,000
    1,250   Waste Systems International Incorporated** ..................    05/13/05       7.000      1,203,125
                                                                                                       ---------
                                                                                                       2,493,125
                                                                                                       ---------
Total Convertible Bonds (cost--$2,830,777)                                                             2,690,925
                                                                                                       ---------

 Number of
   Shares
- ----------
Common Stock(a)--3.08%

Communications-Fixed--1.06%
    9,475   COLT Telecom Group PLC, ADR .......................................................          788,793
                                                                                                       ---------
Gaming--0.10%
   10,000   Hollywood Casino Corporation ......................................................           13,438
   19,444   JCC Holding Company ...............................................................           58,332
                                                                                                       ---------
                                                                                                          71,770
                                                                                                       ---------
Media--0.34%
    2,000   Affiliated Newspapers Investments Incorporated ....................................          250,000
                                                                                                       ---------
Retail--0.54%
   47,500   Samuels Jewelers Incorporated .....................................................          403,750
                                                                                                       ---------
Technology--1.04%
  122,676   Ampex Corporation++ ...............................................................          544,375
    7,042   Verio Incorporated ................................................................          227,985
                                                                                                       ---------
                                                                                                         772,360
                                                                                                       ---------
Total Common Stock (cost--$901,512) ...........................................................        2,286,673
                                                                                                       ---------

Preferred Stock(a)--0.72%

Energy--0.00%
   20,170   TCR Holdings ......................................................................            1,210
                                                                                                       ---------
Restaurants--0.72%
      529   American Restaurant Group Incorporated ............................................          528,500
                                                                                                       ---------
Total Preferred Stock (cost--$501,199) ........................................................          529,710
                                                                                                       ---------

Number of
Warrants
- --------
Warrants(a)--0.37%
Cable--0.01%
    2,000   Knology Holdings Incorporated .....................................................            5,000
    1,500   Park 'N View Incorporated .........................................................               15
    2,000   UIH Australia/Pacific Incorporated ................................................            2,000
                                                                                                       ---------
                                                                                                           7,015
                                                                                                       ---------
Communications-Fixed--0.01%
    1,000   Pathnet Incorporated ..............................................................           10,000
                                                                                                       ---------

                                       7

<PAGE>


MANAGED HIGH YIELD FUND INC.

Number
 of
Warrants                                                                                                  Value
- --------                                                                                             -----------
Warrants(a)--(concluded)
Communications-Mobile--0.01%
    1,750   McCaw International Limited .......................................................          $ 4,375
                                                                                                       ---------
Consumer Manufacturing--0.01%
    2,088   AVI Holdings ......................................................................           10,441
                                                                                                       ---------
Entertainment--0.00%
    6,734   Discovery Zone Incorporated .......................................................               67
                                                                                                       ---------
Finance--0.01%
      750   Olympic Financial Limited .........................................................            3,750
                                                                                                       ---------
Food & Beverage--0.17%
    1,250   Packaged Ice Incorporated .........................................................          125,000
                                                                                                       ---------
Media--0.01%
    1,500   Inter Act Systems Incorporated ....................................................            6,000
                                                                                                       ---------
Restaurants--0.00%
      500   Amercian Restaurant Group Incorporated ............................................                5
                                                                                                       ---------
Technology--0.15%
   17,000   Ampex Corporation++ ...............................................................           56,270
      800   Electronic Retailing Systems International Incorporated ...........................            4,000
    6,000   Wam! Net Incorporated .............................................................           48,000
                                                                                                       ---------
                                                                                                         108,270
                                                                                                       ---------
Total Warrants (cost--$201,393) ...............................................................          274,923
                                                                                                       ---------
Total Investments (cost--$80,783,382)--98.40% .................................................       72,959,258
Other assets in excess of liabilities--1.60% ..................................................        1,187,796
                                                                                                       ---------
Net Assets--100.00% ...........................................................................      $74,147,054
                                                                                                       ==========


- --------------------
 #  Security represents a unit which is composed of the stated bond with
    attached warrants or common stock.
++  Illiquid securities representing 1.5% of net assets. These securities are
    valued at fair value as determined in good faith by a management committee
    under the direction of the Fund's board of directors.
(a) Non-income producing security
 +  Denotes a step-up bond or zero coupon bond that converts to the noted fixed
    rate at a designated future date.
**  Security exempt from registration under Rule 144A of the Securities Act of
    1933. These securities may be resold in transactions exempt from
    registration, normally to qualified institutional buyers.
ADR American Depositary Receipt

                 See accompanying notes to financial statements

                                    8

<PAGE>


MANAGED HIGH YIELD FUND INC.


STATEMENT OF ASSETS AND LIABILITIES                                                            JANUARY 31, 1999(unaudited)



Assets:
Investments in securities, at value (cost--$80,783,382) .......................................        $72,959,258
Receivable for investments sold ...............................................................             53,748
Interest receivable ...........................................................................          1,660,781
Other assets ..................................................................................              4,682
                                                                                                        ----------
Total assets ..................................................................................         74,678,469
                                                                                                        ----------

Liabilities:
Payable to custodian ..........................................................................            405,082
Payable to investment adviser and administrator ...............................................             56,228
Accrued expenses and other liabilities ........................................................             70,105
                                                                                                        ----------
Total liabilities .............................................................................            531,415
                                                                                                        ----------

Net Assets:
Capital Stock--$0.001 par value; 100,000,000 shares authorized;
6,031,667 shares issued and outstanding .......................................................         90,455,326
Undistributed  net investment income ..........................................................            302,492
Accumulated  net realized  loss from  investment  transactions ................................         (8,786,640)
Net unrealized depreciation of investments ....................................................         (7,824,124)
                                                                                                        ----------
Net assets applicable to shares outstanding ...................................................        $74,147,054
                                                                                                        ==========
Net asset value per share .....................................................................             $12.29
                                                                                                             =====

                 See accompanying notes to financial statements

                                    9

<PAGE>


MANAGED HIGH YIELD FUND INC.

STATEMENT OF OPERATIONS

                                                                                                       For the Six
                                                                                                      Months Ended
                                                                                                    January 31, 1999
                                                                                                       (unaudited)
                                                                                                      -------------
Investment income:
Interest ......................................................................................        $ 4,360,968
                                                                                                        ----------

Expenses:
Investment advisory and administration ........................................................            340,929
Reports and notices to shareholders ...........................................................             26,327
Legal and audit ...............................................................................             24,263
Custody and accounting ........................................................................             23,578
Transfer agency and service fees ..............................................................             13,553
Amortization of organizational expenses .......................................................              9,249
Directors' fees ...............................................................................              5,250
Other expenses ................................................................................             11,500
                                                                                                        ----------
 ..............................................................................................            454,649
                                                                                                        ----------
Net investment income .........................................................................          3,906,319
                                                                                                        ----------

Realized and unrealized losses from investment activities:
Net realized loss from investment transactions ................................................         (3,403,744)
Net change in unrealized appreciation/depreciation of investments .............................         (8,080,643)
                                                                                                         ----------
Net realized and unrealized loss from investment activities ...................................        (11,484,387)
                                                                                                         ----------
Net decrease in net assets resulting from operations ..........................................        $(7,578,068)
                                                                                                         ==========

                 See accompanying notes to financial statements

                                    10

<PAGE>


MANAGED HIGH YIELD FUND INC.

STATEMENT OF CHANGES IN NET ASSETS


                                                                                      For the Six
                                                                                      Months Ended        For the
                                                                                    January 31, 1999    Year Ended
                                                                                       (unaudited)     July 31, 1998
                                                                                    ----------------   -------------

From operations:
Net investment income ..........................................................      $ 3,906,319      $ 7,555,238
Net realized gain (loss) from investment transactions ..........................       (3,403,744)       1,813,855
Net change in unrealized appreciation/depreciation of investments ..............       (8,080,643)      (2,476,436)
                                                                                       -----------      -----------
Net increase (decrease) in net assets resulting from operations ................       (7,578,068)       6,892,657
                                                                                       ----------        ----------

Dividends to shareholders from:
Net investment income ..........................................................       (3,799,951)      (7,599,901)
                                                                                       -----------      ----------_
Net decrease in net assets .....................................................      (11,378,019)        (707,244)


Net assets:
Beginning of period ............................................................       85,525,073       86,232,317
                                                                                       ----------        ----------
End of period (including undistributed net investment income of
$302,492 and $196,124, respectively)                                                                              
 ...............................................................................      $74,147,054      $85,525,073
                                                                                      ==========        ==========
</TABLE>

                 See accompanying notes to financial statements

                                    11

<PAGE>


NOTES TO FINANCIAL STATEMENTS (unaudited)

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

   Managed  High Yield Fund Inc.  (the "Fund") was  incorporated  in Maryland on
June 11, 1993 and is  registered  with the  Securities  and Exchange  Commission
under  the  Investment  Company  Act  of  1940,  as  amended,  as a  closed-end,
diversified  management investment company. The investment objective of the Fund
is to seek high current income.  Organizational  costs have been fully amortized
on a  straight  line  basis  over a period of 60  months  from the date the Fund
commenced operations.
   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--Where  market  quotations  are readily  available,
portfolio  securities are valued thereon,  provided such  quotations  adequately
reflect the fair value of the securities,  in the judgment of 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. When market quotations are not readily available,
securities are valued based upon appraisals derived from information  concerning
those securities or similar securities received from recognized dealers in those
securities.  All other securities are valued at fair value as determined in good
faith by a  management  committee  under the  direction  of the Fund's  board of
directors.  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 Fund's board of directors determines that
this does not represent fair value.
   REPURCHASE   AGREEMENTS--The   Fund's   custodian  takes  possession  of  the
collateral  pledged for  investments  in repurchase  agreements.  The underlying
collateral is valued daily on a  mark-to-market  basis to ensure that the value,
including  accrued  interest,  is at least equal to the repurchase price. In the
event of  default of the  obligation  to  repurchase,  the Fund has the right to
liquidate  the  collateral  and  apply  the  proceeds  in  satisfaction  of  the
obligation.  Under certain circumstances,  in the event of default or bankruptcy
by the  other  party  to the  agreement,  realization  and/or  retention  of the
collateral  may  be  subject  to  legal   proceedings.   The  Fund  occasionally
participates in joint repurchase agreement transactions with other funds managed
by Mitchell Hutchins.
   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 investments.
   DIVIDENDS AND  DISTRIBUTIONS--Dividends and distributions to stockholders are
recorded on the  ex-dividend  date.  Dividends  from net  investment  income and
distributions  from net realized capital gains are determined in accordance with
federal  income  tax  regulations  which  may  differ  from  generally  accepted
accounting  principles.  These  "book/tax"  differences  are  either  considered
temporary or permanent in nature.  To the extent these differences are permanent
in nature,  such amounts are  reclassified  within the capital accounts based on
their  federal  tax-basis  treatment;   temporary  differences  do  not  require
reclassification.
CONCENTRATION OF RISK
   The ability of the issuers of the debt securities held by the Fund to meet
their obligations may be affected by economic developments, including those
particular to a specific industry, country or region.

                                    12

<PAGE>


NOTES TO FINANCIAL STATEMENTS (unaudited)

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.

INVESTMENTS IN SECURITIES
   For federal income tax purposes,  the cost of securities owned at January 31,
1999  was  substantially  the  same as the  cost  of  securities  for  financial
statement purposes.
   At January  31,  1999,  the  components  of net  unrealized  depreciation  of
investments were as follows:

Gross depreciation
 (investments having an excess of cost over value) ..............  $(10,571,633)
Gross appreciation
 (investments having an excess of value over cost) ..............      2,747,509
                                                                     -----------
Net unrealized depreciation of investments ......................  $ (7,824,124)
                                                                     ===========

   For the six months ended January 31, 1999,  aggregate  purchases and sales of
portfolio securities, excluding short-term securities,
were $40,339,825 and $40,830,267, respectively.

CAPITAL STOCK
   Of the 6,031,667 shares of common stock  outstanding,  9,122 shares are owned
by Mitchell Hutchins.

FEDERAL TAX STATUS
   The Fund intends to distribute  all of its taxable  income and to comply with
the other  requirements  of the Internal  Revenue Code  applicable  to regulated
investment  companies.  Accordingly,  no provision  for federal  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 July 31, 1998, the Fund had a net capital loss carryforward of $5,244,902.
The loss carryforward is available as a reduction, to the extent provided in the
regulations,  of future net realized capital gains, and will expire between July
31,  2003 and by July 31,  2005.  To the extent  such  losses are used to offset
future  capital  gains,  it is  probable  that the gains so  offset  will not be
distributed.

                                    13

<PAGE>



MANAGED HIGH YIELD FUND INC.

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>

SELECTED  DATA FOR A SHARE OF  CAPITAL  OUTSTANDING  THROUGHOUT  EACH  PERIOD IS
PRESENTED BELOW:


                                                                                                    For the Period
                                                    For the Six                                       December 7,
                                                   Months Ended                                          1993+
                                                 January 31, 1999   For the Years Ended July 31,   through July 31,
                                                                 -----------------------------------
<S>                                                  <C>           <C>      <C>     <C>      <C>         <C>
                                                    (unaudited)    1998     1997    1996     1995        1994
                                                  --------------  ------   ------  ------   ------  --------------
Net asset value, beginning of period                  $14.18     $14.30   $13.25   $13.44   $13.76      $15.00
                                                      ------     ------   ------   ------   ------      ------
Net investment income                                   0.65       1.25     1.29     1.29     1.40        0.77
Net realized and unrealized gains (losses) from
  investments and foreign currency transactions        (1.91)     (0.11)    1.02    (0.16)   (0.34)      (1.25)
                                                      ------     ------   ------   ------   ------      ------
Net increase (decrease) from investment operations     (1.26)      1.14     2.31     1.13     1.06        (0.48        )
                                                      ------     ------   ------   ------   ------      ------
Dividends from net investment income                   (0.63)     (1.26)   (1.26)   (1.32)   (1.38)      (0.76)
                                                      ------     ------   ------   ------   ------      ------
Net asset value, end of period                        $12.29     $14.18   $14.30   $13.25   $13.44      $13.76
                                                      ======     ======   ======   ======   ======      ======
Market value, end of period                           $11.88     $13.44   $13.94   $12.50   $12.38      $12.38
                                                      ======     ======   ======   ======   ======      ======
Total investment return (1)                            (6.87)%     5.45%   22.59%   12.16%   11.87%     (12.76)%
                                                      ======     ======   ======   ======   ======      ======
Ratios/Supplemental Data:
Net assets, end of period (000's omitted)            $74,147    $85,525  $86,232  $79,904  $81,081     $82,995
Expenses to average net assets                          1.20%*     1.15%    1.34%    1.25%    1.21%       1.17%*
Net investment income to average net assets            10.31%*     8.71%    9.39%    9.87%   10.68%       8.27%*
Portfolio turnover rate                                   53%       156%     122%     135%     103%         85%
</TABLE>


- --------------------
 + Commencement of operations
 * Annualized
(1)Total  investment  return is calculated  assuming a purchase of capital stock
   at market value on the first day of each period reported and a sale at market
   value on the last day of each period  reported and assuming  reinvestment  of
   dividends at prices  obtained under the Fund's  Dividend  Reinvestment  Plan.
   Total investment  return has not been annualized for periods of less than one
   year and does not reflect brokerage commissions.

                                    14

<PAGE>


MANAGED HIGH YIELD FUND INC.

GENERAL INFORMATION (unaudited)

THE FUND

     Managed  High Yield Fund Inc.  (the  "Fund") is a  diversified,  closed-end
management investment company whose shares trade on the New York Stock Exchange,
Inc.  ("NYSE").  The  investment  objective  of the Fund is to seek high current
income.  The Fund's  investment  adviser and  administrator is Mitchell Hutchins
Asset Management Inc., a wholly owned asset management subsidiary of PaineWebber
Incorporated  ("PaineWebber"),  which  has  over $60  billion  in  assets  under
management as of February 28, 1999.

SHAREHOLDER INFORMATION

     The NYSE  ticker  symbol for the  Managed  High  Yield Fund Inc.  is "PHT."
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  November  19,
1998.  At the meeting,  Margo N.  Alexander,  Richard Q.  Armstrong,  E. Garrett
Bewkes, Jr., Richard R. Burt, Mary C. Farrell, Meyer Feldberg,  George W. Gowen,
Frederic V. Malek and Carl W. Schafer  were elected to serve as directors  until
the next annual meeting of  shareholders,  or until their successors are elected
and qualified.

1. To vote for or against the election  of:
<TABLE>
<CAPTION>

                                                                    Shares Voted For Shares    Withhold  Authority
                                                                    -----------------------    -------------------
<S>                                                                    <C>                        <C>        
Margo  N.  Alexander                                                   5,754,250.550              104,277.212
Richard Q.  Armstrong                                                  5,756,950.550              101,577.212
E. Garrett Bewkes,  Jr.                                                5,747,068.550              111,459.212
Richard R. Burt                                                        5,756,950.550              101,577.212
Mary  C.  Farrell                                                      5,756,250.550              102,277.212
Meyer   Feldberg                                                       5,756,125.550              102,402.212
George W. Gowen                                                        5,747,873.363              110,654.399
Frederic V. Malek                                                      5,754,548.550              103,979.212
Carl W. Schafer                                                        5,755,392.363              103,135.399

<CAPTION>

                                              Shares Voted For     Shares Withhold Authority   Shares Against
                                              ----------------     -------------------------   --------------
<S>                                            <C>                      <C>                       <C>

2. Ratification of the selection of Ernst &
Young LLP as independent auditors.             5,803,376.575            37,772.000                17,379.187
</TABLE>

(Broker  non-votes  and  abstentions  are included  within the "Shares  Withhold
Authority" totals.)
   
     The Fund's board of directors amended the Fund's bylaws to require that the
Fund  receive  notice of board  nominations  or proposals  that any  shareholder
wishes to be considered at an annual or special shareholder meeting. This notice
will give Fund  management an opportunity to inform  shareholders of and respond
to those nominations and proposals.

     The amended  bylaws require that the Fund receive notice of a nomination or
proposals for an annual meeting at least 120 days in advance of the  anniversary
of the date that the Fund's  proxy  statement  for the  previous  year's  annual
meeting was first released to shareholders.  For a special shareholder  meeting,
the Fund must  receive  notice  within seven days of the date on which notice of
the  special  meeting  is  first  given  to  shareholders.  In  order  to make a
nomination  or  proposal  to  be  considered  at  the  1999  annual  meeting  of
shareholders,  theFund must  receive  notice of that  nomination  or proposal no
later than June 1, 1999.

                                       16

<PAGE>



MANAGED HIGH YIELD FUND INC.

GENERAL INFORMATION (concluded) (unaudited)

YEAR 2000 RISKS

     Like other funds and financial and business organizations around the world,
the  Fund  could be  adversely  affected  if the  computer  systems  used by its
investment  adviser,  other service providers and entities with computer systems
that  are  linked  to  Fund  records  do  not  properly  process  and  calculate
date-related  information  and data  from and after  January  1,  2000.  This is
commonly known as the "Year 2000 Issue."

     Mitchell Hutchins is taking steps that it believes are reasonably  designed
to address  the Year 2000 Issue with  respect to the  computer  systems  that it
uses, and to obtain satisfactory  assurances that each of the Fund's other major
service providers is taking comparable steps. However, there can be no assurance
that these steps will be sufficient to avoid any adverse impact on the Fund.

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 theFund. 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.

     Experience  under  the  Plan  may  indicate  that  changes  are  desirable.
Accordingly,  the Trust  reserves the right to amend or terminate  the Plan with
respect to any dividend or other distribution if notice of the change is sent to
Plan   participants   at  least  30  days   before  the  record  date  for  such
distribution.The Plan also may be amended or terminated by the transfer agent by
at  least  30  days'  written  notice  to  all  Plan  participants.   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,
National Association, c/o PFPC Inc., P.O. Box 8950, Wilmington, Delaware 19899.

                                       16

<PAGE>

                 (This page has been left blank intentionally.)


                                     

<PAGE>

DIRECTORS
E. Garrett Bewkes, Jr.          Mary C. Farrell
CHAIRMAN                        Meyer Feldberg
Margo N. Alexander              George W. Gowen
Richard Q. Armstrong            Frederic V. Malek
Richard R. Burt                 Carl W. Schafer

PRINCIPAL OFFICERS
Margo N. Alexander              Paul H. Schubert
PRESIDENT                       VICE PRESIDENT AND TREASURER
Victoria E. Schonfeld           Thomas J. Libassi
VICE PRESIDENT                  VICE PRESIDENT
Dianne E. O'Donnell             Dennis L. McCauley
VICE PRESIDENT AND SECRETARY    VICE PRESIDENT

INVESTMENT ADVISER AND ADMINISTRATOR

Mitchell Hutchins Asset Management Inc.
1285 Avenue of the Americas
New York, New York 10019




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.

THE FINANCIAL  INFORMATION  HEREIN IS TAKEN FROM THE RECORDS OF THE FUND WITHOUT
EXAMINATION BY INDEPENDENT AUDITORS WHO DO NOT EXPRESS AN OPINION THEREON.

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.



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