N-Q 1 e29999nq.htm FORM N-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-3070

Hilliard-Lyons Government Fund, Inc.
(Exact name of registrant as specified in charter)

500 W. Jefferson St.
Louisville, Kentucky 40202-2823
(Address of principal executive offices) (Zip code)

Joseph C. Curry, Jr.
Hilliard-Lyons Government Fund, Inc.
P.O. Box 32760
Louisville, Kentucky 40232-2760
(Name and address of agent for service)

Registrant’s telephone number, including area code: 502-588-8400

Date of fiscal year end: August 31

Date of reporting period: November 30, 2007

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. §3507.


 

Item 1. Schedule of Investments.

HILLIARD-LYONS GOVERNMENT FUND, INC.
SCHEDULE OF INVESTMENTS
(UNAUDITED)
NOVEMBER 30, 2007

Principal
Amount
Cash
Equivalent
Yield 		Maturity
Date 		Fair
Value
     
 
                 
    U.S. GOVERNMENT SPONSORED ENTERPRISES*--100.2%**            
                 
$40,000,000   Federal Farm Credit Bank Discount Note   4.743 % 12/03/07 $40,000,000  
17,295,000   Federal Home Loan Bank Discount Note   3.854   12/03/07 17,295,000  
20,000,000   Federal Farm Credit Bank Discount Note   4.608   12/04/07 19,997,489  
40,000,000   Federal Farm Credit Bank Discount Note   5.030   12/05/07 39,989,111  
30,000,000   Federal Home Loan Bank Discount Note   4.526   12/06/07 29,988,900  
30,000,000   Federal Farm Credit Bank Discount Note   4.942   12/07/07 29,983,950  
25,000,000   Federal Home Loan Bank Discount Note   4.651   12/10/07 24,977,931  
25,000,000   Federal Farm Credit Bank Discount Note   4.433   12/11/07 24,975,833  
25,000,000   Federal Home Loan Bank Discount Note   4.817   12/12/07 24,970,656  
25,000,000   Federal Farm Credit Bank Discount Note   4.423   12/13/07 24,969,861  
25,000,000   Federal Home Loan Bank Discount Note   4.833   12/14/07 24,964,021  
30,000,000   Federal Farm Credit Bank Discount Note   4.435   12/17/07 29,949,250  
40,000,000   Federal Farm Credit Bank Discount Note   4.382   12/18/07 39,928,333  
25,000,000   Federal Farm Credit Bank Discount Note   4.655   12/19/07 24,949,556  
30,000,000   Federal Home Loan Bank Discount Note   5.060   12/20/07 29,930,371  
20,000,000   Federal Home Loan Bank Discount Note   4.650   12/21/07 19,954,650  
20,000,000   Federal Home Loan Bank Discount Note   4.320   12/24/07 19,950,533  
35,000,000   Federal Farm Credit Bank Discount Note   4.677   12/26/07 34,898,033  
20,000,000   Federal Farm Credit Bank Discount Note   4.386   12/27/07 19,942,667  
25,000,000   Federal Home Loan Bank Discount Note   4.662   12/28/07 24,921,094  
25,000,000   Federal Farm Credit Bank Discount Note   4.605   12/31/07 24,912,694  
10,000,000   Federal Home Loan Bank Discount Note   4.685   12/31/07 9,966,517  
30,000,000   Federal Farm Credit Bank Discount Note   5.016   01/02/08 29,886,125  
28,000,000   Federal Home Loan Bank Discount Note   4.676   01/03/08 27,882,941  
40,000,000   Federal Home Loan Bank Discount Note   4.341   01/04/08 39,838,044  
35,000,000   Federal Home Loan Bank Discount Note   4.448   01/07/08 34,855,722  
25,000,000   Federal Home Loan Bank Floating Rate Note   5.060 (a) 01/07/08 25,000,000  
25,000,000   Federal Home Loan Bank Floating Rate Note   5.060 (a) 01/07/08 25,000,000  
35,000,000   Federal Home Loan Bank Discount Note   4.399   01/08/08 34,848,100  
40,000,000   Federal Home Loan Bank Discount Note   4.968   01/09/08 39,823,633  
22,000,000   Federal Farm Credit Bank Discount Note   5.276   01/10/08 21,888,649  
17,930,000   Federal Home Loan Bank Discount Note   4.453   01/11/08 17,831,714  
40,000,000   Federal Home Loan Bank Discount Note   4.566   01/14/08 39,797,000  
15,000,000   Federal Farm Credit Bank Discount Note   5.270   01/15/08 14,920,360  
40,000,000   Federal Home Loan Bank Discount Note   4.402   01/16/08 39,752,867  
25,000,000   Federal Home Loan Bank Discount Note   5.023   01/17/08 24,865,625  
25,000,000   Federal Farm Credit Bank Discount Note   4.655   01/18/08 24,845,229  
20,000,000   Federal Home Loan Bank Discount Note   5.047   01/22/08 19,874,722  
25,000,000   Federal Home Loan Bank Discount Note   4.428   01/23/08 24,827,521  
25,000,000   Federal Home Loan Bank Discount Note   4.985   01/24/08 24,844,181  

 

HILLIARD-LYONS GOVERNMENT FUND, INC.
SCHEDULE OF INVESTMENTS — continued
(UNAUDITED)
NOVEMBER 30, 2007

Principal
Amount
Cash
Equivalent
Yield
Maturity
Date
Fair
Value
$35,000,000            Federal Home Loan Bank Discount Note   4.985 % 01/25/08 $      34,752,667  
25,000,000   Federal Farm Credit Bank Discount Note   4.407   01/28/08 24,832,778  
20,000,000   Federal Home Loan Bank Discount Note   4.633   01/29/08 19,857,817  
15,000,000   Federal Home Loan Bank Discount Note   5.263   01/30/08 14,894,633  
15,000,000   Federal Home Loan Bank Discount Note   4.482   01/30/08 14,877,958  
45,000,000   Federal Home Loan Bank Discount Note   4.753   01/31/08 44,661,119  
20,000,000   Federal Farm Credit Bank Discount Note   4.838   02/01/08 19,844,333  
40,000,000   Federal Home Loan Bank Discount Note   4.430   02/05/08 39,693,511  
30,000,000   Federal Home Loan Bank Discount Note   4.461   02/06/08 29,764,917  
40,000,000   Federal Home Loan Bank Discount Note   4.634   02/08/08 39,666,117  
30,000,000   Federal Home Loan Bank Discount Note   4.389   02/13/08 29,743,800  
25,000,000   Federal Home Loan Bank Discount Note   4.443   02/14/08 24,780,746  
45,000,000   Federal Home Loan Bank Discount Note   4.446   02/15/08 44,599,937  
20,000,000   Federal Home Loan Bank Discount Note   4.401   02/19/08 19,814,317  
35,000,000   Federal Home Loan Bank Discount Note   4.844   02/20/08 34,641,702  
25,000,000   Federal Home Loan Bank Discount Note   4.425   02/22/08 24,757,844  
25,000,000   Federal Home Loan Bank Discount Note   4.345   02/25/08 24,753,250  
25,000,000   Federal Home Loan Bank Discount Note   4.346   02/26/08 24,750,313  
40,000,000   Federal Home Loan Bank Discount Note   4.415   02/27/08 39,589,589  
25,000,000   Federal Home Loan Bank Discount Note   4.367   03/05/08 24,725,844  
30,000,000   Federal Home Loan Bank Discount Note   4.419   03/12/08 29,643,750  
                 
  TOTAL U.S. GOVERNMENT SPONSORED ENTERPRISES
(at amortized cost -- $1,696,645,825)		     1,696,645,825  
  TOTAL INVESTMENTS - 100.2%
(at amortized cost -- $1,696,645,825***)		     1,696,645,825  
                 
  LIABILITIES IN EXCESS OF OTHER ASSETS - (0.2%)     (3,763,131 )
  NET ASSETS - 100.0%     $ 1,692,882,694  
*   Obligations of U.S. Government sponsored enterprises are not issued nor guaranteed by the United States Treasury.

**   The percentage shown for each investment category is the total value of that category as a percentage of the total net assets of the Fund.

***   Also represents cost for federal income tax purposes.

(a)   Floating rate security. The interest rate adjusts periodically. The interest rate shown is the rate in effect as of November 30, 2007.

 

Item 2. Controls and Procedures.

(a)   The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective, based on an evaluation of those disclosure controls and procedures made as of a date within 90 days of the filing date of this report as required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) under the Securities Exchange Act of 1934.

(b)   There have been no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.

(a)   Certifications pursuant to Section 302 of the Sarbanes Oxley Act of 2002. Filed herewith.


 
   

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 (Registrant) Hilliard-Lyons Government Fund, Inc.
   
By (Signature and Title) /s/ Joseph C. Curry, Jr.
Joseph C. Curry, Jr., President
(principal executive officer)

Date: January 30, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title) /s/ Dianna P. Wengler
Dianna P. Wengler, Senior Vice President and Treasurer
(principal financial officer)

Date: January 30, 2008

By (Signature and Title) /s/ Joseph C. Curry, Jr.
Joseph C. Curry, Jr., President
(principal executive officer)

Date: January 30, 2008