-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KI96mi2VOQsRJVAcYsvb02lXSSOw8YyRpl56cRsCLtKw+BM3HspXxPRK/aoCJPJ/ Iw8YWrByRWTgKDc4VwwByg== 0000935069-02-000060.txt : 20020414 0000935069-02-000060.hdr.sgml : 20020414 ACCESSION NUMBER: 0000935069-02-000060 CONFORMED SUBMISSION TYPE: N-30D PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011130 FILED AS OF DATE: 20020201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREFERRED INCOME FUND INC CENTRAL INDEX KEY: 0000868578 IRS NUMBER: 954305694 STATE OF INCORPORATION: MD FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: N-30D SEC ACT: 1940 Act SEC FILE NUMBER: 811-06179 FILM NUMBER: 02525236 BUSINESS ADDRESS: STREET 1: 301 E COLORADO BLVD STE 720 STREET 2: C/O FLAHERTY & CRUMRINE INC CITY: PASADENA STATE: CA ZIP: 91101 BUSINESS PHONE: 8187957300 MAIL ADDRESS: STREET 1: 301 COLORADO BLVD STREET 2: STE 720 CITY: PASADENA STATE: CA ZIP: 91101 N-30D 1 prefinc.txt PREFERRED INCOME FUND ANNUAL REPORT PREFERRED INCOME FUND INCORPORATED Dear Shareholder: The Preferred Income Fund was a bright spot in a year that really needed some good news. For the fiscal year ended November 30, 2001, the Fund earned total returns of 17.0% on net asset value ("NAV") and 28.0% on market price. Those returns were very good by just about any measure. The following table shows the Fund's returns on NAV over a range of time periods ending November 30, 2001. As in the past, we have compared the Fund to a Lipper composite of investment grade closed-end bond funds. Although the investment strategies used by the Fund differ significantly from those of the typical bond fund, we believe that the Preferred Income Fund provides a better way of accomplishing a similar investment objective. - -------------------------------------------------------------------------------- TOTAL RETURN PER YEAR ON NET ASSET VALUE(1) FOR PERIODS ENDED 11/30/01 ONE FIVE LIFE OF YEAR YEARS FUND(2) ----- ------ -------- Preferred Income Fund ................................. 17.0% 7.5% 12.5% Lipper Composite of Investment Grade Bond Funds(3) .... 11.2% 6.9% 8.2% - ---------------- (1) Based on monthly data provided by Lipper Inc. Distributions are assumed to be reinvested at NAV in accordance with Lipper's practice, which differs from the procedures used elsewhere in this report. (2) Since inception on January 31, 1991. (3) Includes all U.S. Government bond, mortgage bond and term trust, and investment grade bond funds in Lipper's closed-end fund database at each point in time. Although the tragedies of September 11th overshadowed everything else, the main events in the markets for bonds and preferreds last year were high volatility and declining interest rates. Short-term interest rates, in particular, fell dramatically. In contrast, long-term rates showed a moderate decline for the year, partially due to a recent bounce back from their previous lows. The Fund benefited from these trends, including even the volatility. The preferred market gave a good account of itself under these conditions. Hybrid fixed rate preferreds (which are fully taxable) led the parade with a very strong performance, followed by a very commendable showing by adjustable rate preferreds ("ARPs"). Traditional fixed rate preferreds (eligible for the Dividends Received Deduction available to corporate taxpayers) lagged behind, but still did a pretty good job of keeping up with the fixed-income markets generally. Preferreds were definitely a very good place to be in such difficult times. The disparity in the performance of hybrid and traditional preferreds created some opportunities. As prices seemed right, we sold some of the Fund's holdings of hybrid preferreds and added to both adjustable and fixed rate traditional preferreds. This shift was a reversal in part of the increase in hybrid preferreds accomplished several years ago when hybrids were on the "bargain counter." The following pie charts illustrate the change in the composition of the Fund's portfolio over the course of the year. [GRAPHIC OMITTED] EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC 11/30/2001 Adjustable Rates 18.4 Traditional Fixed Rates 45.9 Inverse Floating Rate Preferred 1.1 Hybrid Preferreds 29.3 Cash & Other 5.3 11/30/2000 Adjustable Rates 16.7 Traditional Fixed Rates 40.4 Common Stock 0.3 Hybrid Preferreds 40.7 Cash & Other 1.9 The Board of Directors recently updated the Fund's investment guidelines. The Fund is now required under normal circumstances to invest at least 80% of its total net assets in preferreds of all types, including both hybrid preferreds and traditional preferreds. In the past, the guideline was 65%. Furthermore, investments in debt securities are now limited under normal circumstances to 20% (versus 35% previously) of total net assets. As a practical matter, these revisions merely reflect more closely the Fund's actual practices. They are not expected to cause any changes in our portfolio strategies. The Fund's leverage magnifies results, good or bad; and that was a big positive this year. Our income benefited greatly from the lower cost of the Money Market Cumulative Preferred(TRADE MARK) shares ("MMP") issued by the Fund to create its leverage. The annualized rate paid on the MMP, which is reset every 49 days through an auction process, is approximately 1.7% currently. A year ago, it was around 5%. Beyond that, the leverage further enhanced the very good total returns earned on the Fund's preferred portfolio. It was definitely a good year to be leveraged. A portion of the appreciation on our holdings of preferreds was offset by losses on the Fund's hedges (which consisted entirely of purchased put options on Treasury bond futures). That was to be expected in the face of declining long term interest rates. The goal in markets like this is simply to keep losses on our "safety net" hedge from eating up too much of what we make on the rest of the portfolio. On that count, we have declared victory. The market price of the Fund's common stock has recently stayed in a fairly narrow range around the net asset value of the shares, as shown by the graph that follows. The recovery from a discount to NAV a year ago contributed to the especially attractive total returns on market value set forth in the opening paragraph of this letter. 2 [GRAPHIC OMITTED] EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC Preferred Income Fund Premium/Discount of Market Price to NAV Date Prem/Disc 12/28/1990 01/04/1991 01/11/1991 01/18/1991 01/25/1991 02/01/1991 02/08/91 0.0842 02/15/91 0.0438 02/22/91 0.0395 03/01/91 0.0424 03/08/91 0.0183 03/15/91 0.0151 03/22/91 0.0201 03/29/91 0.023 04/05/91 0.0149 04/12/91 0.0196 04/19/91 0.0314 04/26/91 0.0268 05/03/91 0.023 05/10/91 0.0199 05/17/91 0.0146 05/24/91 0.0219 05/31/91 0.051 06/07/91 0.0423 06/14/91 0.0417 06/21/91 0.0536 06/28/91 0.0659 07/05/91 0.0726 07/12/91 0.0659 07/19/91 0.0643 07/26/91 0.0549 08/02/91 0.0678 08/09/91 0.054 08/16/91 0.0449 08/23/91 0.0648 08/30/91 0.0314 09/06/91 0.057 09/13/91 0.0883 09/20/91 0.0651 09/27/91 0.0682 10/04/91 0.0764 10/11/91 0.0745 10/18/91 0.0719 10/25/91 0.0662 11/01/91 0.0693 11/08/91 0.0827 11/15/91 0.0801 11/22/91 0.065 11/29/91 0.0807 12/06/91 0.0716 12/13/91 0.0791 12/20/91 0.0839 12/27/91 0.1136 01/03/92 0.1091 01/10/92 0.1116 01/17/92 0.0978 01/24/92 0.0912 01/31/92 0.0417 02/07/92 0.0478 02/14/92 0.0613 02/21/92 0.0417 02/28/92 0.0381 03/06/92 0.0339 03/13/92 0.0447 03/20/92 0.0387 03/27/92 0.0327 04/03/92 0.0357 04/10/92 0.0452 04/17/92 0.0464 04/24/92 0.0423 05/01/92 0.0523 05/08/92 0.0382 05/15/92 0.0347 05/22/92 0.0083 05/29/92 0.0039 06/05/92 0.0302 06/12/92 0.0239 06/19/92 0.0227 06/26/92 0.0491 07/03/92 0.0491 07/10/92 0.0593 07/17/92 0.057 07/24/92 0.0712 07/31/92 0.058 08/07/92 0.0601 08/14/92 0.0389 08/21/92 0.0306 08/28/92 0.025 09/04/92 0.0228 09/11/92 0.0356 09/18/92 0.0489 09/25/92 0.0339 10/02/92 0.065 10/09/92 0.0417 10/16/92 0.0417 10/23/92 0.0378 10/30/92 0.0707 11/06/92 0.0378 11/13/92 0.059 11/20/92 0.0349 11/27/92 0.0506 12/04/92 0.068 12/11/92 0 .0601 12/18/92 0.0582 12/25/92 0.0618 01/01/93 0.0739 01/08/93 0.0987 01/15/93 0.1145 01/22/93 0.1021 01/29/93 0.076 02/05/93 0.053 02/12/93 0.0452 02/19/93 0.0434 02/26/93 0.0628 03/05/93 0.0909 03/12/93 0.0538 03/19/93 0.0248 03/26/93 0.0638 04/02/93 0.0806 04/09/93 0.0764 04/16/93 0.0671 04/23/93 0.0764 04/30/93 0.0677 05/07/93 0.0918 05/14/93 0.0779 05/21/93 0.07 05/28/93 0.074 06/04/93 0.0497 06/11/93 0.0388 06/18/93 0.056 06/25/93 0.0703 07/02/93 0.0451 07/09/93 0.0541 07/16/93 0.049 07/23/93 0.0576 07/30/93 0.0598 08/06/93 0.079 08/13/93 0.0484 08/20/93 0.0377 08/27/93 0.0434 09/03/93 0.045 09/10/93 0.0361 09/17/93 0.0467 09/24/93 0.0321 10/01/93 0.0293 10/08/93 0.011 10/15/93 0.0173 10/22/93 0.0048 10/29/93 -0.0075 11/05/93 0.0095 11/12/93 0.0019 11/19/93 -0.0316 11/26/93 0.003 12/03/93 -0.0175 12/10/93 -0.0103 12/17/93 0.0323 12/24/93 -0.0051 12/31/93 -0.0287 01/07/94 0.0093 01/14/94 0.0149 01/21/94 -0.0126 01/28/94 -0.0316 02/04/94 -0.0196 02/11/94 -0.0224 02/18/94 -0.0741 02/25/94 -0.0539 03/04/94 -0.0092 03/11/94 -0.027 03/18/94 -0.0379 03/25/94 -0.0505 04/01/94 -0.0466 04/08/94 -0.0713 04/15/94 -0.0596 04/22/94 -0.0598 04/29/94 -0.0863 05/06/94 -0.0581 05/13/94 -0.0635 05/20/94 -0.0409 05/27/94 -0.0397 06/03/94 -0.0289 06/10/94 0.0146 06/17/94 -0.0037 06/24/94 0.0175 07/01/94 0.0006 07/08/94 0.0299 07/15/94 0.0188 07/22/94 -0.0084 07/29/94 -0.0082 08/05/94 -0.0161 08/12/94 -0.0215 08/19/94 -0.0263 08/26/94 -0.0439 09/02/94 -0.0379 09/09/94 -0.0232 09/16/94 -0.0293 09/23/94 -0.0273 09/30/94 -0.0565 10/07/94 -0.1141 10/14/94 -0.1089 10/21/94 -0.1416 10/28/94 -0.0732 11/04/94 -0.0783 11/11/94 -0.0912 11/18/94 -0.0951 11/25/94 -0.0788 12/02/94 -0.0593 12/09/94 -0.0508 12/16/94 -0.0554 12/23/94 -0.0822 12/30/94 -0.0836 01/06/95 -0.0201 01/13/95 -0.0134 01/20/95 -0.0525 01/27/95 -0.0697 02/03/95 0.0061 02/10/95 -0.0289 02/17/95 -0.0419 02/24/95 -0.0004 03/03/95 0.0035 03/10/95 -0.0445 03/17/95 -0.0666 03/24/95 -0.0568 03/31/95 -0.029 04/07/95 -0.0256 04/14/95 -0.0217 04/21/95 -0.0439 04/28/95 -0.0271 05/05/95 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-0.0583 08/15/97 -0.0708 08/22/97 -0.0739 08/29/97 -0.0469 09/05/97 -0.0595 09/12/97 -0.0623 09/19/97 -0.0651 09/26/97 -0.0604 10/03/97 -0.0299 10/10/97 -0.0385 10/17/97 -0.0477 10/24/97 -0.0558 10/31/97 -0.0517 11/07/97 -0.0425 11/14/97 -0.0554 11/21/97 -0.067 11/28/97 -0.0313 12/05/97 -0.0431 12/12/97 -0.0519 12/19/97 -0.0632 12/26/97 -0.0621 01/02/98 -0.009 01/09/98 -0.0211 01/16/98 -0.0012 01/23/98 -0.0431 01/30/98 -0.0358 02/06/98 -0.0364 02/13/98 -0.0474 02/20/98 -0.0466 02/27/98 -0.0446 03/06/98 -0.048 03/13/98 -0.0595 03/20/98 -0.0437 03/27/98 -0.0518 04/03/98 -0.0645 04/10/98 -0.0509 04/17/98 -0.058 04/24/98 -0.0663 05/01/98 -0.0422 05/08/98 -0.0589 05/15/98 -0.0681 05/22/98 -0.0702 05/29/98 -0.0496 06/05/98 -0.0556 06/12/98 -0.0586 06/19/98 -0.0599 06/26/98 -0.0479 07/03/98 -0.0496 07/10/98 -0.0558 07/17/98 -0.0565 07/24/98 -0.0645 07/31/98 -0.0503 08/07/98 -0.0614 08/14/98 -0.0779 08/21/98 -0.075 08/28/98 -0.0448 09/04/98 -0.0448 09/11/98 -0.0379 09/18/98 -0.0326 09/25/98 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-0.0965 01/05/01 -0.0328 01/12/01 0.0028 01/19/01 -0.0285 01/26/01 -0.036 02/02/01 -0.0414 02/09/01 -0.029 02/16/01 -0.0314 02/23/01 -0.0321 03/02/01 0.0007 03/09/01 -0.0517 03/16/01 -0.0586 03/23/01 -0.0288 03/30/01 -0.0203 04/06/01 -0.0094 04/13/01 0.0117 04/20/01 -0.0229 04/27/01 -0.0088 05/04/01 0.0072 05/11/01 -0.0146 05/18/01 0.0029 05/25/01 -0.016 06/01/01 0.018 06/09/01 -0.0215 06/16/01 -0.0405 06/23/01 -0.0503 06/30/01 -0.0258 07/07/01 0.0064 07/14/01 -0.041 07/21/01 0.0021 07/28/01 0.0308 08/04/01 -0.0175 08/11/01 -0.0473 08/18/01 -0.0282 08/25/01 -0.0221 09/01/01 -0.0475 09/08/01 -0.0007 09/15/01 -0.0007 09/22/01 -0.0173 09/29/01 -0.012 10/06/01 0.0069 10/13/01 0.023 10/20/01 -0.009 10/27/01 0.0275 11/03/01 0.0089 11/10/01 0.0034 11/17/01 0.0178 11/24/01 0.022 12/01/01 -0.0096 12/08/01 0.0138 12/15/01 0.0152 12/22/01 0.043 12/29/01 0.0271 01/05/06 01/12/06 01/19/06 01/26/06 02/02/06 02/09/06 02/16/06 02/23/06 03/02/06 03/09/06 03/16/06 03/23/06 03/30/06 04/6/06 Shareholders will see a tangible sign of the Fund's good fortunes in the form of a special year-end dividend on December 31, 2001 in the amount of 16.4 cents per share, double the regular monthly rate. This special distribution consists entirely of ordinary income. There were no distributions of realized capital gains for the year. The regular rate of 8.2 cents per share will be reinstated in January, 2002. Please see the following Question and Answer section for a more detailed discussion. The Dividend Reinvestment Plan ("DRIP") provides our shareholders with a convenient and efficient way to increase their investments in the Fund by reinvesting regular dividends and special distributions in additional shares. More information on the DRIP is readily available. If your shares are held in a brokerage account, ask your broker if his firm is set up to participate. If you hold your shares in certificate form, or if you would just like more information, call the DRIP's agent, PFPC Inc., at 1-800-331-1710. As described in greater detail on page 25 of this report, the Fund changed accountants during the past year. We are pleased to welcome our new auditors, KPMG LLP. The following Q&A section explores in greater detail several key aspects of the Fund's operations. We also recommend visiting our web site at www.preferredincome.com for an ongoing source of current data on the Fund. Sincerely, /S/ SIGNATURE Robert T. Flaherty CHAIRMAN OF THE BOARD December 19, 2001 3 QUESTIONS & ANSWERS HOW DO CHANGES IN INTEREST RATES AFFECT THE FUND'S INCOME? It's a mouthful, but here goes! Generally speaking, we expect the Fund's income to increase when interest rates rise significantly while being relatively resistant to significant declines in interest rates. As we have said many times before, this is a very ambitious mission. Nonetheless, we have achieved our goal for many years as the following graph demonstrates. [GRAPHIC OMITTED] EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC PREFERRED INCOME FUND MONTHLY DIVIDEND INCOME On a 1,000 Share ($15,000) Initial Investment Date Dec-90 Monthly Dividend Income - ------- ----------------------- Jan-91 Feb-91 Mar-91 Apr-91 122.5 May-91 122.5 Jun-91 122.5 Jul-91 122.5 Aug-91 125 Sep-91 125 Oct-91 125 Nov-91 125 Dec-91 125 Jan-92 126.46 Feb-92 126.46 Mar-92 126.46 Apr-92 126.46 May-92 126.46 Jun-92 126.46 Jul-92 126.46 Aug-92 126.46 Sep-92 126.46 Oct-92 126.46 Nov-92 126.46 Dec-92 126.46 Jan-93 127.87 Feb-93 127.87 Mar-93 127.87 Apr-93 127.87 May-93 127.87 Jun-93 127.87 Jul-93 127.87 Aug-93 127.87 Sep-93 127.87 Oct-93 127.87 Nov-93 127.87 Dec-93 127.87 Jan-94 121.76 Feb-94 121.76 Mar-94 121.76 Apr-94 121.76 May-94 128.67 Jun-94 128.67 Jul-94 128.67 Aug-94 128.67 Sep-94 128.67 Oct-94 128.67 Nov-94 133.06 Dec-94 133.06 Jan-95 132.51 Feb-95 132.51 Mar-95 132.51 Apr-95 132.51 May-95 132.51 Jun-95 125.21 Jul-95 125.21 Aug-95 125.21 Sep-95 125.21 Oct-95 125.21 Nov-95 125.21 Dec-95 117.63 Jan-96 117.63 Feb-96 117.63 Mar-96 117.63 Apr-96 117.63 May-96 124.39 Jun-96 124.39 Jul-96 124.39 Aug-96 124.39 Sep-96 124.39 Oct-96 124.39 Nov-96 124.39 Dec-96 124.39 Jan-97 123.32 Feb-97 123.32 Mar-97 123.32 Apr-97 123.32 May-97 123.32 Jun-97 123.32 Jul-97 123.32 Aug-97 123.32 Sep-97 123.32 Oct-97 123.32 Nov-97 123.32 Dec-97 123.32 Jan-98 117.47 Feb-98 117.47 Mar-98 117.47 Apr-98 117.47 May-98 117.47 Jun-98 117.47 Jul-98 117.47 Aug-98 117.47 Sep-98 117.47 Oct-98 117.47 Nov-98 117.47 Dec-98 117.47 Jan-99 118.77 Feb-99 118.77 Mar-99 118.77 Apr-99 118.77 May-99 118.77 Jun-99 127.85 Jul-99 127.85 Aug-99 127.85 Sep-99 127.85 Oct-99 127.85 Nov-99 127.85 Dec-99 127.85 Jan-2000 128.38 Feb-2000 128.38 Mar-2000 128.38 Apr-2000 128.38 May-2000 128.38 Jun-2000 128.38 Jul-2000 128.38 Aug-2000 128.38 Sep-2000 128.38 Oct-2000 128.38 Nov-2000 128.38 Dec-2000 128.38 Jan-2001 128.38 Feb-2001 128.38 Mar-2001 128.38 Apr-2001 128.38 May-2001 128.38 Jun-2001 128.38 Jul-2001 128.38 Aug-2001 128.38 Sep-2001 128.38 Oct-2001 128.38 Nov-2001 128.38 Dec-2001 128.38 Jan-2001 Feb-2001 Date Dec-90 30 Yr Treasury Yield - ------ -------------------- Jan-91 8.16 Feb-91 8.2 Mar-91 8.22 Apr-91 8.18 May-91 8.26 Jun-91 8.4 Jul-91 8.34 Aug-91 8.06 Sep-91 7.81 Oct-91 7.91 Nov-91 7.94 Dec-91 7.4 Jan-92 7.76 Feb-92 7.79 Mar-92 7.96 Apr-92 8.03 May-92 7.84 Jun-92 7.78 Jul-92 7.46 Aug-92 7.41 Sep-92 7.38 Oct-92 7.62 Nov-92 7.6 Dec-92 7.39 Jan-93 7.19 Feb-93 6.9 Mar-93 6.92 Apr-93 6.93 May-93 6.98 Jun-93 6.67 Jul-93 6.56 Aug-93 6.09 Sep-93 6.02 Oct-93 5.97 Nov-93 6.3 Dec-93 6.35 Jan-94 6.24 Feb-94 6.66 Mar-94 7.09 Apr-94 7.3 May-94 7.43 Jun-94 7.61 Jul-94 7.39 Aug-94 7.48 Sep-94 7.82 Oct-94 7.96 Nov-94 7.94 Dec-94 7.88 Jan-95 7.73 Feb-95 7.55 Mar-95 7.43 Apr-95 7.33 May-95 6.63 Jun-95 6.54 Jul-95 6.9 Aug-95 6.61 Sep-95 6.5 Oct-95 6.36 Nov-95 6.08 Dec-95 5.95 Jan-96 6.05 Feb-96 6.36 Mar-96 6.67 Apr-96 6.83 May-96 7 Jun-96 6.95 Jul-96 7.01 Aug-96 7.12 Sep-96 6.9 Oct-96 6.81 Nov-96 6.51 Dec-96 6.6 Jan-97 6.79 Feb-97 6.8 Mar-97 7.09 Apr-97 6.89 May-97 6.98 Jun-97 6.74 Jul-97 6.45 Aug-97 6.61 Sep-97 6.3 Oct-97 6.15 Nov-97 6.04 Dec-97 5.95 Jan-98 5.9 Feb-98 6.02 Mar-98 5.93 Apr-98 5.95 May-98 5.8 Jun-98 5.62 Jul-98 5.72 Aug-98 5.26 Sep-98 4.98 Oct-98 5.15 Nov-98 5.07 Dec-98 5.09 Jan-99 5.09 Feb-99 5.58 Mar-99 5.62 Apr-99 5.66 May-99 5.82 Jun-99 5.97 Jul-99 6.1 Aug-99 6.06 Sep-99 6.05 Oct-99 6.16 Nov-99 6.29 Dec-99 6.48 Jan-2000 6.49 Feb-2000 6.15 Mar-2000 5.84 Apr-2000 5.96 May-2000 6.02 Jun-2000 5.89 Jul-2000 5.79 Aug-2000 5.67 Sep-2000 5.88 Oct-2000 5.79 Nov-2000 5.59 Dec-2000 5.46 Jan-2001 5.53 Feb-2001 5.34 Mar-2001 5.46 Apr-2001 5.77 May-2001 5.77 Jun-2001 5.74 Jul-2001 5.5 Aug-2001 5.37 Sep-2001 5.41 Oct-2001 4.88 Nov-2001 5.26 Dec-2001 5.47 Jan-2002 The solid blue line (measured on the left-hand scale) in the graph represents the monthly dollar income received from an original investment in 1,000 shares of the Fund. In comparison, the yields of long-term U.S. Treasury bonds are shown by the dotted line (measured on the right-hand scale). The graph assumes that the shareholder spent his or her regular monthly income from the Fund and reinvested at net asset value just the portion of each special year-end distribution that was "above and beyond" the monthly dividends. With interest rates, particularly short-term rates, at historically very low levels now, we face many interesting opportunities and challenges in implementing our income strategies today. Read on! WHERE DID THE FUND GET THE MONEY TO DOUBLE ITS DIVIDEND IN DECEMBER? Give the credit to falling short-term interest rates. The surprisingly sharp reduction in the cost of the Fund's leverage in the last six months of fiscal 2001 caused income to accumulate in excess of the regular monthly dividend rate. In a real twist on an old saying, we ran out of YEAR before we ran out of INCOME. 4 Ordinarily, a general decline in interest rates would be more likely to reduce our income than increase it. However, the savings on the cost of leverage were sufficient to offset other factors that, by themselves, would have cut income. Those included hedge losses (which must be covered by sales in the preferred portfolio) and the shift from hybrid preferreds into more traditional DRD eligible preferreds. The Fund was not affected significantly in the last year by issuers calling their high rate preferreds for redemption, which occurs frequently when interest rates fall. We pay lots of attention to redemption risk, even to the point of giving up a little yield to help protect the Fund's income in times like this. WHY HASN'T THE FUND INCREASED ITS REGULAR MONTHLY DIVIDEND? The "windfall" from the current low cost of leverage may very well be temporary. As the economy ultimately recovers from the current recession, we will most likely see an increase in short-term interest rates (and probably long-term rates, too). At the present, it is unclear how effective our hedges, which are keyed to long-term rates, will be in offsetting higher leverage costs. Of course, the future is always unclear, so maybe it is just our cautious nature that is operating here. WHY MOVE MONEY FROM HYBRID PREFERREDS INTO TRADITIONAL PREFERREDS IF THAT REDUCES INCOME? It's not very complicated. The best way to get more income is to have more money to invest. The best way to do that is to take advantage of bargains, wherever they may be found within the preferred market. Traditional preferreds offer one big advantage not available from hybrid preferreds. They qualify for the Dividends Received Deduction ("DRD"), which makes their dividends 70% tax-free to a qualifying corporate investor. When the market value is not properly recognizing the value of the DRD, traditional preferreds represent bargains even for fully taxable investors. Historically, there have been times when hybrids have outperformed traditional DRD eligible preferreds and other times when traditional issues have come out on top. Over the years, we have often moved back and forth, in varying degrees, between hybrids and traditional preferreds. This has usually worked to the Fund's advantage. Through a complicated formula, the effective cost of the Fund's leverage is also reduced when more of its income qualifies for the DRD. The resulting savings to the Fund will become even more significant if the cost of our leverage starts to rise again. WILL THE FUND'S HEDGING STRATEGIES BE DISTURBED BY THE TREASURY'S DECISION NOT TO ISSUE ANY MORE 30-YEAR BONDS? Although we have questions about the wisdom of the decision, it is unlikely to have a material effect on the Fund in the near-term. Not long ago, the crystal ball gazers were predicting that the Treasury would retire most of its public debt within a few short years. We were able to deal with that prospect, and eliminating new issues of 30-year Treasury bonds is less significant. Various hedging tools are available to the Fund. Historically, it has used put options linked to long-term Treasury bonds. However, arrangements are also in place for the purchase of options on interest rate swaps ("swaptions"). We regularly compare the economics of these alternative hedge instruments. 5 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated FINANCIAL DATA PER SHARE OF COMMON STOCK - --------------------------------------------
DIVIDEND DIVIDENDS NET ASSET NYSE REINVESTMENT PAID VALUE CLOSING PRICE PRICE (1) -------------- ------------ ------------------- ------------------ December 31, 2000 ............. $0.082 $13.42 $12.13 $12.78 January 31, 2001 .............. 0.082 13.68 13.00 13.29 February 28, 2001 ............. 0.082 13.87 13.50 13.66 March 31, 2001 ................ 0.082 13.78 13.50 13.57 April 30, 2001 ................ 0.082 13.69 13.65 13.69 May 31, 2001 .................. 0.082 13.83 13.88 13.83 June 30, 2001 ................. 0.082 13.96 13.60 13.93 July 31, 2001 ................. 0.082 14.37 14.45 14.37 August 31, 2001 ............... 0.082 14.54 13.85 14.21 September 30, 2001 ............ 0.082 14.22 14.05 14.36 October 31, 2001 .............. 0.082 14.81 14.64 14.68 November 30, 2001. ............ 0.082 14.62 14.47 14.48 DECEMBER 31, 2001 ............. 0.164 14.46 14.70 14.46
- ---------------------------- (1) Whenever the net asset value per share of the Fund's common stock is less than or equal to the market price per share on the payment date, new shares issued will be valued at the higher of net asset value or 95% of the then current market price. Otherwise, the reinvestment shares of common stock will be purchased in the open market. See Notes to Financial Statements. 6 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated PORTFOLIO OF INVESTMENTS NOVEMBER 30, 2001 ----------------------------------- VALUE SHARES/$ PAR (NOTE 1) ------------ --------- PREFERRED STOCKS AND SECURITIES -- 94.7% ADJUSTABLE RATE PREFERRED STOCKS -- 18.4% BANKING -- 14.5% Citigroup Inc.: 35,000 Series Q, Adj. Rate Pfd. ................... $ 848,750* 95,250 Series R, Adj. Rate Pfd. ................... 2,309,812* 75,000 Cobank, Adj. Rate Pfd., Pvt.,144A*** ............... 4,011,000* J.P. Morgan Chase & Co.: 85,075 Series A, Adj. Rate Pfd. ................... 7,444,062* 37,775 Series L, Adj. Rate Pfd. ................... 3,380,862* 126,700 Series N, Adj. Rate Pfd. ................... 3,104,150* 170,850 Wells Fargo & Company, Series B, Adj. Rate Pfd. ................... 8,328,937* -------------- TOTAL BANKING ADJUSTABLE RATE PREFERRED STOCKS ............................ 29,427,573 -------------- FINANCIAL SERVICES-- 0.5% 25,000 Bear Stearns Companies, Inc., Series A, Adj. Rate Pfd. ................... 1,075,000* -------------- UTILITIES-- 3.4% Niagara Mohawk Power Corporation: 154,879 Series A, Adj. Rate Pfd. ................... 3,833,255* 28,747 Series B, Adj. Rate Pfd. ................... 725,862* 88,745 Series C, Adj. Rate Pfd. ................... 2,240,811* -------------- TOTAL UTILITIES ADJUSTABLE RATE PREFERRED STOCKS ............................ 6,799,928 -------------- TOTAL ADJUSTABLE RATE PREFERRED STOCKS ............................ 37,302,501 -------------- FIXED RATE PREFERRED STOCKS AND SECURITIES -- 75.2% BANKING -- 16.5% 20,000 Abbey National Group, 7.375% Pfd.,Series B 502,100 700 ABN AMRO North America, Inc., 6.46% Pfd., Pvt.,144A*** 702,989* VALUE SHARES/$ PAR (NOTE 1) ------------ --------- BancWest Corporation: $4,350,000 First Hawaiian Capital I, 8.343% 7/1/27 Capital Security, Series B ................. $ 4,575,765 300 BancWest Capital I, 9.50% 12/01/30 QUIPS ....................... 7,958 Bank of America Corporation: $ 500,000 NB Capital Trust II, 7.83% 12/15/26 Capital Security ............ 508,948 300 BT Preferred Capital, 8.125% Pfd., Series I ...................... 7,662 Citigroup Inc.: 3,750 6.231% Pfd., Series H ...................... 180,975* 143,877 5.864% Pfd., Series M ...................... 6,630,572* 2,800 Firstar Realty LLC, 8.875% Pfd., REIT, Pvt.,144A*** ............ 3,219,916 Wachovia Corporation: $1,500,000 First Union Capital II, 7.95% 11/15/29 Capital Security ............ 1,575,180 $2,500,000 First Union Institutional Capital I, 8.04% 12/1/26 Capital Security ............. 2,574,537 $1,750,000 First Union Institutional Capital II, 7.85% 1/1/27 Capital Security .............. 1,765,619 $3,320,000 GreenPoint Financial Corporation: GreenPoint Capital Trust I, 9.10% 6/1/27 Capital Security .............. 3,157,519 HSBC USA, Inc.: 54,600 $2.8575 Pfd. ............................... 2,543,268* $2,635,000 Republic New York Capital II, 7.53% 12/4/26 STOPS ........................ 2,594,869 Keycorp: $1,000,000 Keycorp Institutional Capital II, 6.875% 3/17/29 Capital Security ............ 904,475 $1,870,000 Keycorp Institutional Capital B, 8.25% 12/15/26 Capital Security ............ 1,926,773 -------------- TOTAL BANKING FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 33,379,125 -------------- See Notes to Financial Statements. 7 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated PORTFOLIO OF INVESTMENTS (CONTINUED) NOVEMBER 30, 2001 - ------------------------------------ VALUE SHARES/$ PAR (NOTE 1) ------------ --------- PREFERRED STOCKS AND SECURITIES (CONTINUED) FIXED RATE PREFERRED STOCKS AND SECURITIES (CONTINUED) FINANCIAL SERVICES-- 14.6% Bear Stearns Companies, Inc.: 17,733 6.15% Pfd., Series E ....................... $ 775,819* 11,790 5.72% Pfd., Series F ....................... 479,735* 208,840 5.49% Pfd., Series G ....................... 8,212,633* Household International, Inc.: 10,000 $4.30 Pfd. ................................. 602,550* 65,800 7.50% Pfd., Series 2001-A .................. 1,648,619* Lehman Brothers Holdings, Inc.: 162,525 5.94% Pfd., Series C ....................... 7,051,147* 65,400 5.67% Pfd., Series D ....................... 2,708,214* 159,055 USA Education, Inc., 6.97% Pfd., Series A ....................... 8,077,608* -------------- TOTAL FINANCIAL SERVICES FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 29,556,325 -------------- INSURANCE -- 8.1% AON Corporation: $3,120,000 AON Capital Trust A, 8.205% 1/1/27 Capital Security ............. 3,115,460 Conseco, Inc.: 14,850 Conseco Financing Trust I, 9.16% TOPrS ................................ 145,678 29,350 Conseco Financing Trust V, 8.70% TOPrS ................................ 275,156 75,000 Conseco Financing Trust VI, 9.00% TOPrS ................................ 748,500 21 Prudential Human Resources Management Company, Inc., 6.30% Sinking Fund Pfd., Series A, Pvt. ............................. 2,187,313* SAFECO Corporation: $2,480,000 SAFECO Capital Trust I, 8.072% 7/15/37 Capital Security ............ 2,254,940 VALUE SHARES/$ PAR (NOTE 1) ------------ --------- The St. Paul Companies, Inc.: $3,200,000 MMI Capital Trust I, 7.625% 12/15/27 Capital Security, Series B ........ $ 3,088,784 34,500 St. Paul Capital Trust I, 7.60% Pfd. ................................. 868,883 UnumProvident Corporation: $4,000,000 Provident Financing Trust I, 7.405% 3/15/38 Capital Security ............ 3,603,940 -------------- TOTAL INSURANCE FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 16,288,654 -------------- OIL AND GAS-- 3.3% 11,200 Anadarko Petroleum Corporation, 5.46% Pfd. ................................. 1,004,752* 41,300 Apache Corporation, 5.68% Pfd., Series B ....................... 3,774,614* 1,860 EOG Resources, Inc., 7.195% Pfd., Series B ...................... 1,966,838* -------------- TOTAL OIL AND GAS FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 6,746,204 -------------- MISCELLANEOUS INDUSTRIES-- 2.7% 7,500 E.I. Du Pont de Nemours and Company, $4.50 Pfd., Series B ....................... 564,600* 43,850 Farmland Industries, Inc., 8.00% Pfd., Pvt.,144A*** ................... 1,040,560* 23,250 Ocean Spray Cranberries, Inc., 6.25% Pfd., Pvt., 144A*** .................. 1,908,593* 42,500 Telephone & Data Systems, Inc., 7.60% Pfd., Series A ....................... 1,056,550 9,520 Viad Corporation, $4.75 Sinking Fund Pfd. .................... 516,270* 17,500 Worldcom Inc.: Corts Worldcom, 7.60% CorTS ................................ 426,125 -------------- TOTAL MISCELLANEOUS INDUSTRIES FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 5,512,698 -------------- See Notes to Financial Statements. 8 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated PORTFOLIO OF INVESTMENTS (CONTINUED) NOVEMBER 30, 2001 ------------------------------------ VALUE SHARES/$ PAR (NOTE 1) ------------ --------- PREFERRED STOCKS AND SECURITIES (CONTINUED) FIXED RATE PREFERRED STOCKS AND SECURITIES (CONTINUED) UTILITIES-- 30.0% 240,500 Alabama Power Company, 5.20% Pfd. ................................. $ 5,056,513* Appalachian Power Company: 76,450 8.00% QUIDS, Series B ...................... 1,929,216 100 8.25% Pfd. ................................. 2,536 25,000 Avista Corporation, $6.95 Sinking Fund Pfd., Series K .......... 2,324,750* 17,000 Baltimore Gas & Electric Company, 6.99% Pfd., Series 1995 .................... 1,810,075* 10,000 Boston Edison Company, 4.78% Pfd. ................................. 763,900* Central Hudson Gas & Electric Corporation: 5,000 4.35% Pfd., Series D, Pvt. ................. 336,225* 750 4.96% Pfd., Series E, Pvt. ................. 57,506* 12,450 Columbus Southern Power Company, 7.92%, Jr. Sub. Debt., Series B ............ 318,222 Connecticut Light and Power Company: 985 $2.06 Pfd. ................................. 28,422* 5,223 $3.24 Pfd. ................................. 238,404* 2,000 4.50% Pfd. ................................. 60,950* 9,300 5.28% Pfd. ................................. 345,914* 6,870 Dayton Power and Light Company, 3.90% Pfd., Series C ....................... 425,287* Duke Energy Corporation: 5,550 4.50% Pfd., Pvt.,Series C .................. 416,139* 10,412 7.85% Pfd., Series S ....................... 1,106,483* 519 7.04% Pfd., Series Y ....................... 55,551* 5,000 Energy East Capital Trust I, 8.25% TOPrS ................................ 126,575 Entergy Arkansas, Inc.: 2,800 7.32% Pfd. ................................. 263,298* 11,350 7.40% Pfd. ................................. 1,078,988* 1,147 7.88% Pfd. ................................. 119,965* 4,440 Entergy Gulf States, Inc., 7.56% Pfd. ................................. 414,518* VALUE SHARES/$ PAR (NOTE 1) ------------ --------- Entergy Louisiana, Inc.: 260 7.84% Pfd. $ 26,689* 106,138 8.00% Pfd., Series 92 2,660,349* 8,500 Entergy Mississippi, Inc., 7.44% Pfd. 817,530* 5,350 Florida Power & Light Company, 4.35% Pfd., Series E, Pvt. 361,339* 1,810 Great Plains Energy, Inc., 4.50% Pfd. 121,795* 5,000 Green Mountain Power Corporation, 7.32% Pfd., Series 1 473,375* Hawaiian Electric Company, Inc.: 20,000 HECO Capital Trust I, 8.05% QUIPS 508,500 Illinois Power Company: 4,530 4.08% Pfd., Series A 153,748* 8,960 4.42% Pfd., Series D 329,459* 29,370 4.70% Pfd., Series E 1,148,367* 785 7.75% Pfd. 39,882* 10,000 Indiana Michigan Power Company, 8.00% Pfd., Series A TOPrS 254,600 14,500 Indianapolis Power & Light Company, 5.65% Pfd. 1,284,193* 5,874 Jersey Central Power & Light Company, 7.52% Sinking Fund Pfd., Series K 608,987* 4,500 Kentucky Energy Corporation, 6.53% Pfd. 448,808* 18,500 Monongahela Power Company, $7.73 Pfd., Series L 1,960,260* 26,000 Montana Power Company, $6.875 Pfd. 2,608,320* Niagara Mohawk Power Corporation: 3,550 4.10% Pfd. 192,002* 6,500 5.25% Pfd. 474,305* 3,500 Northern Indiana Public Service Company, 7.44% Pfd. 358,033* 6,170 Ohio Edison Company, 4.44% Pfd. 360,883* See Notes to Financial Statements. 9 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated PORTFOLIO OF INVESTMENTS (CONTINUED) NOVEMBER 30, 2001 - ----------------------------------- VALUE SHARES/$ PAR (NOTE 1) ------------ --------- PREFERRED STOCKS AND SECURITIES (CONTINUED) FIXED RATE PREFERRED STOCKS AND SECURITIES (CONTINUED) UTILITIES (CONTINUED) Ohio Power Company: 36,200 7.375% Sr. Notes ........................... $ 908,439 15,500 7.92% QUIDS, Series B ...................... 392,228 33,600 8.16% Pfd., Series A ....................... 851,928 PacifiCorp: 1,225 $4.56 Pfd. ................................. 73,028* 6,268 $4.72 Pfd. ................................. 386,798* 2,500 $7.48 Sinking Fund Pfd. .................... 252,825* 46,350 8.25% QUIPS ................................ 1,149,248 PECO Energy Company: 5,000 $4.40 Pfd., Series C ....................... 331,400* 7,500 $7.48 Pfd. ................................. 801,750* $1,050,000 Capital Trust III, $7.38 4/6/28 Capital Security, Series D ................. 966,137 4,000 Portland General Electric, 7.75%, Sinking Fund Pfd. ................... 399,920* 5,000 PPL Electric Utilities Corporation, 6.75% Pfd. ................................. 495,775* 9,410 PSI Energy, Inc., 4.32% Pfd. ................................. 153,054* 10,000 Public Service Company of New Mexico, 4.58% Pfd., Pvt. ........................... 617,250* 10,800 Public Service Enterprise Group, Inc.: Enterprise Capital Trust I, 7.44% TOPrS, Series A ...................... 265,788 Puget Sound Energy, Inc.: 82,200 7.45% Pfd., Series II ...................... 2,004,447* 14,690 7.75% Sinking Fund Pfd. .................... 1,522,692* Reliant Energy, Inc.: 45,000 HL&P Capital Trust I, 8.125% QUIPS ............................... 1,122,750 $3,500,000 Houston Light & Power, Capital Trust II, 8.257%, 2/1/37 Capital Security, Series B 3,475,185 57,750 REI Trust I, 7.20% TOPrS, Series C ...................... 1,340,666 VALUE SHARES/$ PAR (NOTE 1) ------------ --------- Rochester Gas & Electric Corporation: 4,984 4.10% Pfd., Series H ....................... $ 288,798* 10,000 4.55% Pfd. Pvt. ............................ 629,850* Sierra Pacific Resources: 30,000 NVP Capital III, 7.75% TIPS ................................. 736,500 30,000 Sierra Pacific Power Company, 7.80% Pfd., Series 1 ....................... 740,250* South Carolina Electric & Gas Company: 26,311 5.125% Purchase Fund Pfd., Pvt. ............ 1,074,804* 6,703 6.00% Purchase Fund Pfd., Pvt. ............. 317,856* 60,400 Southern Union Company: Southern Union Financing I, 9.48% TOPrS ................................ 1,545,938 6,850 TransCanada PipeLines Ltd., 8.25% Pfd. ................................. 177,586 $3,800,000 Union Electric Power Company, 7.69% 12/15/36 Capital Security, Series A ................................... 3,741,974 XCEL Energy, Inc.: 14,200 $4.10 Pfd., Series C ....................... 870,602* 25,500 PSCO Capital Trust I, 7.60% TOPrS ................................ 640,305 -------------- TOTAL UTILITIES FIXED RATE PREFERRED STOCKS AND SECURITIES .............................. 60,746,632 -------------- TOTAL FIXED RATE PREFERRED STOCKS AND SECURITIES ....................... 152,229,638 -------------- INVERSE FLOATING RATE PREFERRED -- 1.1% 18 Premium Assets, Series A, Zurich Financial Reg Caps .................. 2,170,952 -------------- TOTAL PREFERRED STOCKS AND SECURITIES (Cost $183,318,987) ......................... 191,703,091 -------------- OPTION CONTRACTS-- 0.6% (Cost $1,015,628) 1,250 Put Options on U.S. Treasury: Bond March Futures, Expiring 2/23/2002(DAGGER) ................. 1,145,313 -------------- See Notes to Financial Statements. 10 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated PORTFOLIO OF INVESTMENTS (CONTINUED) NOVEMBER 30, 2001 ------------------------------------ VALUE SHARES/$ PAR (NOTE 1) ------------ --------- MONEY MARKET FUNDS -- 4.6% 427,598 Provident FedFund, 2.27% ..................... $ 427,598 9,000,000 Provident TempFund, 2.28% .................... 9,000,000 -------------- TOTAL MONEY MARKET FUNDS (Cost $9,427,598) ........................... 9,427,598 -------------- TOTAL INVESTMENTS (Cost $193,762,213**) ......... 99.9% 202,276,002 OTHER ASSETS AND LIABILITIES (Net) .............. 0.1 136,033 ------ -------------- NET ASSETS ...................................... 100.0% $ 202,412,035 ====== ============== - ---------------------- * Securities eligible for the Dividends Received Deduction. ** Aggregate cost for federal tax purposes is $193,872,325. *** Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers. (DAGGER) Non-income producing. ABBREVIATIONS (Note 6): QUIDS -- Quarterly Income Debt Securities QUIPS -- Quarterly Income Preferred Securities REIT -- Real Estate Investment Trust STOPS -- Semi-Annual Trust Originated Pass Through Securities TIPS -- Trust Issued Preferred Securities TOPRS -- Trust Originated Preferred Securities CORTS -- Corporate Backed Trust Securities PFD. -- Preferred securities PVT. -- Private Placement securities Capital Securities are considered debt instruments for financial statement purposes and the amounts shown in the Shares/$ Par column are dollar amounts of par value. See Notes to Financial Statements. 11 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated STATEMENT OF ASSETS AND LIABILITIES NOVEMBER 30, 2001 - -----------------------------------
ASSETS: Investments, at value (Cost $193,762,213) (Note 1) See accompanying schedule .......................................... $202,276,002 Dividends and interest receivable .................................... 1,474,765 Prepaid expenses ..................................................... 62,975 ------------ Total Assets ................................................. 203,813,742 LIABILITIES: Payable for securities purchased ..................................... $ 1,045,500 Dividends payable to Common Shareholders ............................. 155,582 Investment advisory fee payable (Note 2) ............................. 93,828 Professional fees payable ............................................ 52,041 Accrued expenses and other payables .................................. 54,756 ------------ Total Liabilities ............................................ 1,401,707 ------------ NET ASSETS .............................................................. $202,412,035 ============ NET ASSETS CONSIST OF: Undistributed net investment income (Note 1) ......................... $ 728,768 Accumulated net realized loss on investments sold (Note 1) ........... (6,982,079) Unrealized appreciation of investments (Note 3) ...................... 8,513,789 Par value of Common Stock ............................................ 98,970 Paid-in capital in excess of par value of Common Stock ............... 142,552,587 Money Market Cumulative Preferred(TRADE MARK) Stock (Note 5) ......... 57,500,000 ------------ Total Net Assets ............................................. $202,412,035 ============ PER SHARE ----------- NET ASSETS AVAILABLE TO: Money Market Cumulative Preferred(TRADE MARK) Stock (575 shares outstanding) redemption value ...................................... $100,000.00 $57,500,000 Accumulated undeclared dividends on Money Market Cumulative Preferred(TRADE MARK) Stock (Note 9) .................... 456.30 262,372 ----------- ----------- $100,456.30 57,762,372 =========== Common Stock (9,896,988 shares outstanding) .......................... $14.62 144,649,663 ====== ----------- TOTAL NET ASSETS ........................................................ $202,412,035 ============
See Notes to Financial Statements. 12 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated STATEMENT OF OPERATIONS FOR THE YEAR ENDED NOVEMBER 30, 2001 ------------------------------------
INVESTMENT INCOME: Dividends ............................................................... $ 9,885,288 Interest ................................................................ 4,275,815 ------------ Total Investment Income ............................................ 14,161,103 EXPENSES: Investment advisory fee (Note 2) ........................................ $1,103,732 Administration fee (Note 2) ............................................. 234,896 Money Market Cumulative Preferred(TRADE MARK) broker commissions and Auction Agent fees ................................................... 158,665 Legal and audit fees .................................................... 109,599 Insurance expense ....................................................... 102,001 Shareholder servicing agent fees and expenses (Note 2) .................. 82,137 Directors' fees and expenses (Note 2) ................................... 72,354 Custodian fees and expenses (Note 2) .................................... 24,023 Other ................................................................... 77,181 ---------- Total Expenses ..................................................... 1,964,588 ------------ NET INVESTMENT INCOME ........................................................ 12,196,515 ------------ REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS (Notes 1 and 3): Net realized loss on investments sold during the year ................... (1,300,809) Change in net unrealized appreciation of investments during the year ...................................................... 12,993,581 ------------ NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS .............................. 11,692,772 ------------ NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ......................... $ 23,889,287 ============
See Notes to Financial Statements. 13 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated STATEMENTS OF CHANGES IN NET ASSETS - -----------------------------------
YEAR ENDED YEAR ENDED NOVEMBER 30, 2001 NOVEMBER 30, 2000 ----------------- ----------------- OPERATIONS: Net investment income ..................................................... $ 12,196,515 $ 12,986,217 Net realized loss on investments sold during the year ..................... (1,300,809) (4,274,778) Change in net unrealized appreciation (depreciation) of investments during the year ......................................... 12,993,581 (1,234,988) ----------------- ----------------- Net increase in net assets resulting from operations ...................... 23,889,287 7,476,451 DISTRIBUTIONS: Dividends paid from net investment income to Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders (Note 5) ........... (2,579,582) (2,821,469) Distributions paid from net realized capital gains to Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders (Note 5) .... -- (151,753) Dividends paid from net investment income to Common Stock Shareholders ........................................................... (9,703,430) (10,268,842) Distributions paid from net realized capital gains to Common Stock Shareholders ........................................................... -- (4,115,149) ----------------- ----------------- Total Distributions ....................................................... (12,283,012) (17,357,213) ----------------- ----------------- FUND SHARE TRANSACTIONS: Increase from Common Stock transactions (Note 4) .......................... 823,227 -- ----------------- ----------------- NET INCREASE(DECREASE) IN NET ASSETS FOR THE YEAR .............................. 12,429,502 (9,880,762) NET ASSETS: Beginning of year ......................................................... 189,982,533 199,863,295 ----------------- ----------------- End of year (including undistributed net investment income of $728,768 and $670,224, respectively) ................................... $ 202,412,035 $ 189,982,533 ================= =================
See Notes to Financial Statements. 14 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated FINANCIAL HIGHLIGHTS FOR A COMMON SHARE OUTSTANDING THROUGHOUT EACH PERIOD. ------------------------------------------------------ Contained below is per share operating performance data, total investment returns, ratios to average net assets and other supplemental data. This information has been derived from information provided in the financial statements and market price data for the Fund's shares.
YEAR ENDED NOVEMBER 30, ------------------------------------------ 2001 2000 1999 -------- -------- -------- PER SHARE OPERATING PERFORMANCE: Net asset value, beginning of year ............................................. $ 13.41 $ 14.41 $ 16.43 -------- -------- -------- INVESTMENT OPERATIONS: Net investment income. ......................................................... 1.23 1.32 1.29 Net realized and unrealized gain/(loss) on investments ......................... 1.19 (0.56) (1.35) -------- -------- -------- Total from investment operations ............................................... 2.42 0.76 (0.06) -------- -------- -------- DISTRIBUTIONS: Dividends paid from net investment income to MMP* Shareholders. ................ (0.26) (0.29) (0.20) Distributions paid from net realized capital gains to MMP* Shareholders ........ -- (0.01) (0.08) Dividends paid from net investment income to Common Stock Shareholders. ........ (0.98) (1.04) (1.12) Distributions paid from net realized capital gains to Common Stock Shareholders -- (0.42) (0.53) Change in accumulated undeclared dividends on MMP* ............................. 0.03(DAGGER) (0.00)(DAGGER) (0.03)(DAGGER) -------- -------- -------- Total distributions ............................................................ (1.21) (1.76) (1.96) -------- -------- -------- Net asset value, end of year. .................................................. $ 14.62(DAGGER) $ 13.41(DAGGER) $ 14.41(DAGGER) ======== ======== ======== Market value, end of year ...................................................... $ 14.470 $ 12.125 $ 12.750 ======== ======== ======== Total investment return based on net asset value** ............................. 17.01% 4.55% (1.81)% ======== ======== ======== Total investment return based on market value**. ............................... 28.02% 6.88% (10.43)% ======== ======== ======== RATIOS TO AVERAGE NET ASSETS AVAILABLE TO COMMON STOCK SHAREHOLDERS: Operating expenses ........................................................ 1.42% 1.41% 1.37% Net investment income*** .................................................. 7.21% 7.58% 6.66% - ------------------------------------ SUPPLEMENTAL DATA:(DAGGER)(DAGGER) Portfolio turnover rate. .................................................. 39% 66% 65% Net assets, end of year (in 000's) . ...................................... $202,412 $189,983 $199,863 Ratio of operating expenses to total average net assets ................... 1.00% 0.98% 0.99%
YEAR ENDED NOVEMBER 30, -------------------------- 1998 1997 -------- -------- PER SHARE OPERATING PERFORMANCE: Net asset value, beginning of year ............................................. $ 16.71 $ 16.50 -------- -------- INVESTMENT OPERATIONS: Net investment income. ......................................................... 1.28 1.27 Net realized and unrealized gain/(loss) on investments ......................... 0.05 1.00 -------- -------- Total from investment operations ............................................... 1.33 2.27 -------- -------- DISTRIBUTIONS: Dividends paid from net investment income to MMP* Shareholders. ................ (0.17) (0.22) Distributions paid from net realized capital gains to MMP* Shareholders ........ (0.07) (0.06) Dividends paid from net investment income to Common Stock Shareholders. ........ (1.05) (1.15) Distributions paid from net realized capital gains to Common Stock Shareholders (0.30) (0.65) Change in accumulated undeclared dividends on MMP* ............................. (0.02) 0.02 -------- -------- Total distributions ............................................................ (1.61) (2.06) -------- -------- Net asset value, end of year. .................................................. $ 16.43 $ 16.71 ======== ======== Market value, end of year ...................................................... $ 15.938 $ 16.188 ======== ======== Total investment return based on net asset value** ............................. 6.91% 13.65% ======== ======== Total investment return based on market value**. ............................... 7.05% 17.20% ======== ======== RATIOS TO AVERAGE NET ASSETS AVAILABLE TO COMMON STOCK SHAREHOLDERS: Operating expenses ........................................................ 1.32% 1.34% Net investment income*** .................................................. 6.13% 6.22% - ------------------------------------ SUPPLEMENTAL DATA:(DAGGER)(DAGGER) Portfolio turnover rate. .................................................. 87% 74% Net assets, end of year (in 000's) . ...................................... $219,398 $221,990 Ratio of operating expenses to total average net assets ................... 0.97% 0.99%
* Money Market Cumulative Preferred(TRADE MARK) Stock. ** Assumes reinvestment of distributions at the price obtained by the Fund's Dividend Reinvestment Plan. *** The net investment income ratios reflect income net of operating expenses and payments to MMP* Shareholders. (DAGGER) Includes effect of additional distribution available to MMP* Shareholders ($0.02 per Common Share in 2001, $0.03 per Common Share in 2000 and $0.05 per Common Share in 1999). (See Note 5 to the Financial Statements.) (DAGGER)(DAGGER) Information presented under heading Supplemental Data includes MMP*. See Notes to Financial Statements. 15 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated FINANCIAL HIGHLIGHTS (CONTINUED) - -------------------------------- The table below sets out information with respect to Money Market Cumulative Preferred(TRADE MARK) Stock currently outstanding. INVOLUNTARY AVERAGE ASSET LIQUIDATING MARKET YEAR ENDED TOTAL SHARES COVERAGE PREFERENCE VALUE NOVEMBER 30 OUTSTANDING PER SHARE PER SHARE (1) PER SHARE (1) & (2) ----------- ----------- --------- ------------- ------------------- 2001 575 $352,021 $100,000 $100,000 2000 575 330,404 100,000 100,000 1999 575 347,588 100,000 100,000 1998 575 381,562 100,000 100,000 1997 575 386,070 100,000 100,000 - ---------------- (1) Excludes accumulated undeclared dividends. (2) See Note 5. See Notes to Financial Statements. 16 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS ----------------------------- 1. SIGNIFICANT ACCOUNTING POLICIES Preferred Income Fund Incorporated (the "Fund") is a diversified, closed-end management invest- ment company organized as a Maryland corporation and is registered with the Securities and Exchange Commission ("SEC") under the Investment Company Act of 1940, as amended. The policies described below are followed consistently by the Fund in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America. PORTFOLIO VALUATION: The net asset value of the Fund's Common Stock is determined by the Fund's administrator no less frequently than on the last business day of each week and month. It is determined by dividing the value of the Fund's net assets attributable to common shares by the number of shares of Common Stock outstanding. The value of the Fund's net assets attributable to common shares is deemed to equal the value of the Fund's total assets less (i) the Fund's liabilities, (ii) the aggregate liquidation value of the outstanding Money Market Cumulative Preferred(TRADE MARK) Stock and (iii) accumulated and unpaid dividends on the outstanding Money Market Cumulative Preferred(TRADE MARK) Stock. Securities listed on a national securities exchange are valued on the basis of the last sale on such exchange on the day of valuation, except as described hereafter. In the absence of sales of listed securities and with respect to (a) securities for which the most recent sale prices are not deemed to represent fair market value and (b) unlisted securities (other than money market instruments), securities are valued at the mean between the closing bid and asked prices when quoted prices for investments are readily available. Investments in over-the-counter derivative instruments, such as interest rate swaps and options thereon ("swaptions") are valued at the prices obtained from the broker/dealer or bank that is the counterparty to such instrument, subject to comparison of such valuation with a valuation obtained from a broker/dealer or bank that is not a counterparty to the particular derivative instrument. Investments for which market quotations are not readily available or for which management determines that the prices are not reflective of current market conditions are valued at fair value as determined in good faith by or under the direction of the Board of Directors of the Fund, including reference to valuations of other securities which are comparable in quality, maturity and type. Investments in money market instruments, which mature in 60 days or less, are valued at amortized cost. SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities transactions are recorded as of the trade date. Realized gains and losses from securities sold are recorded on the identified cost basis. Dividend income is recorded on ex-dividend dates. Interest income is recorded on the accrual basis. In November 2000, a revised AICPA Audit and Accounting Guide, AUDITS OF INVESTMENT COMPANIES, was issued, and is effective for fiscal years beginning after December 15, 2000. The revised Guide will require the Fund to amortize premium and accrete discount on those fixed income securities, such as capital securities, that trade on an "accrued income" basis. Upon initial adoption, the Fund will be required to adjust the cost of such securities by the cumulative amount of accretion or amortization that would have been recognized had accretion or amortization been in effect from the purchase date of each 17 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS (CONTINUED) - ----------------------------------------- holding. Adopting this accounting principle will not affect the Fund's net asset value, but will change the classification of certain amounts between net investment income and realized and unrealized gain/loss in the Statement of Operations. The adoption of this principle is not material to the financial statements. OPTIONS: Upon the purchase of an option by the Fund, the total purchase price paid is recorded as an investment. The market valuation is determined as set forth in the preceding portfolio valuation paragraph. When the Fund enters into a closing sale transaction, the Fund will record a gain or loss depending on the difference between the purchase and sale price. The risks associated with purchasing options and the maximum loss the Fund would incur are limited to the purchase price originally paid. REPURCHASE AGREEMENTS: The Fund may engage in repurchase agreement transactions. The Fund's Investment Adviser reviews and approves the eligibility of the banks and dealers with which the Fund may enter into repurchase agreement transactions. The value of the collateral underlying such transactions is at least equal at all times to the total amount of the repurchase obligations, including interest. The Fund maintains possession of the collateral through its custodian and, in the event of counterparty default, the Fund has the right to use the collateral to offset losses incurred. There is the possibility of loss to the Fund in the event the Fund is delayed or prevented from exercising its rights to dispose of the collateral securities. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: The Fund expects to declare dividends on a monthly basis to shareholders of Common Stock. The shareholders of Money Market Cumulative Preferred(TRADE MARK) Stock are entitled to receive cumulative cash dividends as declared by the Fund's Board of Directors. Distributions to shareholders are recorded on the ex-dividend date. Any net realized short-term capital gains will be distributed to shareholders at least annually. Any net realized long-term capital gains may be distributed to shareholders at least annually or may be retained by the Fund as determined by the Fund's Board of Directors. Capital gains retained by the Fund are subject to tax at the capital gains corporate tax rate. Subject to the Fund qualifying as a regulated investment company, any taxes paid by the Fund on such net realized long-term gains may be used by the Fund's Shareholders as a credit against their own tax liabilities. FEDERAL INCOME TAXES: The Fund intends to continue to qualify as a regulated investment company by complying with the requirements under subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intends to distribute substantially all of its taxable net investment income to its shareholders. Therefore, no Federal income tax provision is required. Income and capital gain distributions are determined and characterized in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences are primarily due to (1) differing treatments of income and gains on various investment securities held by the Fund, including timing differences, (2) the attribution of expenses against certain components of taxable investment income, and (3) federal regulations requiring proportional allocation of income and gains to all classes of Shareholders. 18 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS (CONTINUED) ----------------------------------------- The Internal Revenue Code of 1986, as amended, imposes a 4% nondeductible excise tax on the Fund to the extent the Fund does not distribute by the end of any calendar year at least (1) 98% of the sum of its net investment income for that year and its capital gains (both long term and short term) for its fiscal year and (2) certain undistributed amounts from previous years. OTHER: The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. 2. INVESTMENT ADVISORY FEE, DIRECTORS' FEES, ADMINISTRATION FEE AND TRANSFER AGENT FEE Flaherty & Crumrine Incorporated (the "Adviser") serves as the Fund's Investment Adviser. The Fund pays the Adviser a monthly fee at an annual rate of 0.625% of the value of the Fund's average monthly net assets up to $100 million and 0.50% of the value of the Fund's average monthly net assets in excess of $100 million. The Fund currently pays each Director who is not a director, officer or employee of the Adviser a fee of $9,000 per annum, plus $500 for each in-person meeting of the Board of Directors or any committee and $100 for each telephone meeting. In addition, the Fund will reimburse all Directors for travel and out-of-pocket expenses incurred in connection with such meetings. PFPC Inc., a member of The PNC Financial Services Group, Inc. ("PNC Financial Services"), serves as the Fund's Administrator and Transfer Agent. As Administrator, PFPC Inc. calculates the net asset value of the Fund's shares and generally assists in all aspects of the Fund's administration and operation. As compensation for PFPC Inc.'s services as Administrator, the Fund paid PFPC Inc. a monthly fee at an annual rate of 0.12% of the Fund's average monthly net assets. During fiscal year 2001, effective December 1, 2001, this rate changed to 0.10%. PFPC Inc. also serves as the Fund's Common Stock servicing agent (transfer agent), dividend-paying agent and registrar and, as compensation for PFPC Inc.'s services as such, the Fund pays PFPC Inc. a fee at an annual rate of 0.02% of the Fund's average monthly net assets plus certain out-of-pocket expenses. As of April 9, 2001, PFPC Trust Company ("PFPC Trust") began serving as the Fund's Custodian. PFPC Trust is an indirect subsidiary of PNC Financial Services. As compensation for PFPC Trust's services as custodian, the Fund pays PFPC Trust a monthly fee at the annual rate of 0.01% of the Fund's average monthly net assets. Prior to April 9, 2001, Boston Safe Deposit and Trust Company ("Boston Safe"), a wholly-owned subsidiary of Mellon Bank Corporation, served as the Fund's Custodian. 3. PURCHASE AND SALES OF SECURITIES Cost of purchases and proceeds from sales of securities for the year ended November 30, 2001, excluding short-term investments, aggregated $73,711,164 and $83,550,031, respectively. 19 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS (CONTINUED) - ----------------------------------------- At November 30, 2001, aggregate gross unrealized appreciation for all securities in which there is an excess of value over tax cost was $12,083,462 and aggregate gross unrealized depreciation for all securities in which there is an excess of tax cost over value was $3,679,785. 4. COMMON STOCK At November 30, 2001, 240,000,000 shares of $0.01 par value Common Stock were authorized. Common Stock transactions were as follows:
YEAR ENDED 11/30/01 ---------------------- SHARES AMOUNT --------- -------- Issued as reinvestment of dividends under the Dividend Reinvestment and Cash Purchase Plan ............................ 58,417 $823,227 ========= ========
5. MONEY MARKET CUMULATIVE PREFERRED(TRADE MARK) STOCK The Fund's Articles of Incorporation authorize the issuance of up to 10,000,000 shares of $0.01 par value preferred stock. The Money Market Cumulative Preferred(TRADE MARK) Stock is senior to the Common Stock and results in the financial leveraging of the Common Stock. Such leveraging tends to magnify both the risks and opportunities to Common Stock Shareholders. Dividends on shares of Money Market Cumulative Preferred(TRADE MARK) Stock are cumulative. The Fund is required to meet certain asset coverage tests with respect to the Money Market Cumulative Preferred(TRADE MARK) Stock. If the Fund fails to meet these requirements and does not correct such failure, the Fund may be required to redeem, in part or in full, Money Market Cumulative Preferred(TRADE MARK) Stock at a redemption price of $100,000 per share plus an amount equal to the accumulated and unpaid dividends on such shares in order to meet these requirements. Additionally, failure to meet the foregoing asset requirements could restrict the Fund's ability to pay dividends to Common Stock Shareholders and could lead to sales of portfolio securities at inopportune times. If the Fund allocates any net gains or income ineligible for the Dividends Received Deduction to shares of the Money Market Cumulative Preferred(TRADE MARK) Stock, the Fund is required to make additional distributions to Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders or to pay a higher dividend rate in amounts needed to provide a return, net of tax, equal to the return had such originally paid distributions been eligible for the Dividends Received Deduction. Net assets available to Money Market Cumulative Preferred(TRADE MARK) Stock at November 30, 2001 included an accrued additional distribution of $237,647. The amount subsequently calculated and then paid to the Money Market Cumulative Preferred(TRADE MARK) Shareholders for fiscal 2001 was $233,381. (See Note 9 - "Subsequent Events.") 20 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS (CONTINUED) ----------------------------------------- Prior to November 30, 1999, additional distributions were not reported as available to Money Market Cumulative Preferred(TRADE MARK) Stock until declared by the Board of Directors. The amount of additional distributions payable for any year may be highly uncertain and will not be known until after a fiscal year has been completed. An auction of the Money Market Cumulative Preferred(TRADE MARK) Stock is generally held every 49 days. Existing shareholders may submit an order to hold, bid or sell such shares at par value on each auction date. Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders may also trade shares in the secondary market between auction dates. At November 30, 2001, 575 shares of Money Market Cumulative Preferred(TRADE MARK) Stock were outstanding at the annual rate of 1.72%. The dividend rate, as set by the auction process, is generally expected to vary with short-term interest rates. These rates may vary in a manner unrelated to the income received on the Fund's assets, which could have either a beneficial or detrimental impact on net investment income and gains available to Common Stock Shareholders. While the Fund expects to structure its portfolio holdings and hedging transactions to lessen such risks to Common Stock Shareholders, there can be no assurance that such results will be attained. 6. PORTFOLIO INVESTMENTS, CONCENTRATION AND INVESTMENT QUALITY The Fund invests primarily in traditional DRD-eligible preferred securities (i.e., adjustable and fixed rate preferred and preference stocks) and similar hybrid, i.e., fully taxable, preferred securities. Under normal market conditions, at least 80% of the value of the Fund's net assets will be invested in preferred securities. Also, under normal market conditions, the Fund invests at least 25% of its assets in securities issued by utilities and at least 25% of its assets in securities issued by companies in the banking industry. The Fund's portfolio may therefore be subject to greater risk and market fluctuation than a portfolio of securities representing a broader range of investment alternatives. The risks could adversely affect the ability and inclination of companies in these industries to declare and pay dividends or interest and the ability of holders of securities of such companies to realize any value from the assets of the issuer upon liquidation or bankruptcy. The Fund may invest up to 15% of its assets at the time of purchase in securities rated below investment grade, provided that no such investment may be rated below both "Ba" by Moody's Investors Service, Inc. and "BB" by Standard & Poor's or judged to be comparable in quality at the time of purchase; however, any such securities must be issued by an issuer having an outstanding class of senior debt rated investment grade. The Fund may invest up to 15% of its assets in common stocks and, under normal market conditions, up to 20% of its assets in debt securities. Certain of its investments in hybrid, i.e., fully taxable, preferred securities, such as TOPrS, TIPS, QUIPS, MIPS, QUIDS, QUICS, QIB's, STOPS, CorTS, REIT, Capital Securities, and other similar or related investments, will be subject to the foregoing 20% limitation to the extent that, in the opinion of the Fund's Adviser, such investments are deemed to be debt-like in key characteristics. Typically, a security will not be considered debt-like (a) if an issuer can defer payment of 21 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated NOTES TO FINANCIAL STATEMENTS (CONTINUED) - ----------------------------------------- income for eighteen months or more without triggering an event of default and (b) if such issue is a junior and fully subordinated liability of an issuer or its ultimate guarantor. 7. SPECIAL INVESTMENT TECHNIQUES The Fund may employ certain investment techniques in accordance with its fundamental investment policies. These may include the use of when-issued and delayed delivery transactions. Securities purchased or sold on a when-issued or delayed delivery basis may be settled within 45 days after the date of the transaction. Such transactions may expose the Fund to credit and market valuation risk greater than that associated with regular trade settlement procedures. The Fund may also enter into transactions, in accordance with its fundamental investment policies, involving any or all of the following: lending of portfolio securities, short sales of securities, futures contracts, interest rate swaps, options on futures contracts, options on securities and options on interest rate swaps ("swaptions"). As in the case of when-issued securities, the use of over-the-counter derivatives, such as interest rate swaps and swaptions, may expose the Fund to greater credit, operations, and market value risk than is the case with regulated, exchange traded futures and options. With the exception of purchasing securities on a when-issued or delayed delivery basis or lending portfolio securities, these transactions are used for hedging or other appropriate risk-management purposes or, under certain other circumstances, to increase income. As of November 30, 2001, the Fund owned put options on U.S. Treasury bond futures contracts. No assurance can be given that such transactions will achieve their desired purposes or will result in an overall reduction of risk to the Fund. 8. SIGNIFICANT SHAREHOLDERS At November 30, 2001, the Commerce Group, Inc. and its affiliates owned approximately 30.1% of the Fund's outstanding Common Stock, according to Schedule D filings dated September 30, 2001. 9. SUBSEQUENT EVENTS As a result of the income realized by the Fund that did not qualify for the Corporate Dividends Received Deduction ("DRD"), a portion of the distributions paid to the Fund's Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders from January 1, 2001 through November 30, 2001 has been designated as being non-DRD income, as required by Internal Revenue Services Ruling 89-81, with respect to the Internal Revenue Code of 1986, as amended. On December 17, 2001, the Fund declared an additional distribution of $233,381, payable December 19, 2001, to Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders as required by the Fund's Articles Supplementary. (See Note 5.) 22 REPORT OF INDEPENDENT AUDITORS The Board of Directors and Shareholders Preferred Income Fund Incorporated: We have audited the accompanying statement of assets and liabilities of Preferred Income Fund Incorporated, including the fund's portfolio of investments, as of November 30, 2001, and the related statement of operations, statement of changes in net assets and financial highlights for the year then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit. The statement of changes in net assets for the year ended November 30, 2000 and financial highlights for each of the years in the four-year period ended November 30, 2000 were audited by other auditors whose report dated January 12, 2001, expressed an unqualified opinion on that financial statement and those financial highlights. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform our audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of November 30, 2001 by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Preferred Income Fund Incorporated as of November 30, 2001, the results of its operations, changes in its net assets and financial highlights for the year then ended in conformity with accounting principles generally accepted in the United States of America. [GRAPHIC OMITTED] KPMG LOGO Boston, Massachusetts January 7, 2002 23 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated TAX INFORMATION (UNAUDITED) - -------------------------- Of the total distributions attributable to the fiscal year ended November 30, 2001, including the Additional Distribution to Money Market Cumulative Preferred(TRADE MARK) Stock Shareholders, 65.79% qualified for the Dividends Received Deduction for eligible corporate investors. (See Note 9.) For the calendar year ended December 31, 2001, 67.20% of all distributions paid to Common Stock Shareholders qualified for the Dividends Received Deduction for eligible corporate investors. Shareholders should refer to Form 1099 accompanying additional information and the information contained herein when preparing their tax returns to determine the appropriate tax characterization of the distributions they received from the Fund in calendar year 2001. At November 30, 2001, the Fund had accumulated realized capital losses of $6,014,198 in 2000 and $513,821 in 2001. These losses may be carried forward and offset against any future capital gains through 2008 and 2009, respectively. 24 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated ADDITIONAL INFORMATION (UNAUDITED) ---------------------------------- CHANGE IN INDEPENDENT AUDITORS Based on the recommendation of the Audit Committee of the Fund, the Board of Directors voted to appoint KPMG LLP as the Fund's independent auditors for the Fund's fiscal year ended November 30, 2001. On October 17, 2001, PricewaterhouseCoopers LLP("PwC") resigned as the independent auditors of the Fund. The reports of PwC on the Fund's financial statements for fiscal years ended in 2000 and 1999 did not contain an adverse opinion or a disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope or accounting principles. During the Fund's fiscal years ended in 2000 and 1999, and through October 17, 2001, there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused them to make reference to the subject matter of the disagreement in their report on the financial statements for such years. 25 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated ADDITIONAL INFORMATION (UNAUDITED)(CONTINUED) - -------------------------------------------- DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN Under the Fund's Dividend Reinvestment and Cash Purchase Plan (the "Plan"), a shareholder whose Common Stock is registered in his own name will have all distributions reinvested automatically by PFPC Inc. as agent under the Plan, unless the shareholder elects to receive cash. Distributions with respect to shares registered in the name of a broker-dealer or other nominee (that is, in "street name") may be reinvested by the broker or nominee in additional shares under the Plan, but only if the service is provided by the broker or nominee, unless the shareholder elects to receive distributions in cash. A shareholder who holds Common Stock registered in the name of a broker or other nominee may not be able to transfer the Common Stock to another broker or nominee and continue to participate in the Plan. Investors who own Common Stock registered in street name should consult their broker or nominee for details regarding reinvestment. The number of shares of Common Stock distributed to participants in the Plan in lieu of a cash dividend is determined in the following manner. Whenever the market price per share of the Fund's Common Stock is equal to or exceeds the net asset value per share on the valuation date, participants in the Plan will be issued new shares valued at the higher of net asset value or 95% of the then current market value. Otherwise, PFPC Inc. will buy shares of the Fund's Common Stock in the open market, on the New York Stock Exchange or elsewhere, on or shortly after the payment date of the dividend or distribution and continuing until the ex-dividend date of the Fund's next distribution to holders of the Common Stock or until it has expended for such purchases all of the cash that would otherwise be payable to the participants. The number of purchased shares that will then be credited to the participants' accounts will be based on the average per share purchase price of the shares so purchased, including brokerage commissions. If PFPC Inc. commences purchases in the open market and the then current market price of the shares (plus any estimated brokerage commissions) subsequently exceeds their net asset value most recently determined before the completion of the purchases, PFPC Inc. will attempt to terminate purchases in the open market and cause the Fund to issue the remaining dividend or distribution in shares. In this case, the number of shares received by the participant will be based on the weighted average of prices paid for shares purchased in the open market and the price at which the Fund issues the remaining shares. These remaining shares will be issued by the Fund at the higher of net asset value or 95% of the then current market value. Plan participants are not subject to any charge for reinvesting dividends or capital gains distributions. Each Plan participant will, however, bear a proportionate share of brokerage commissions incurred with respect to PFPC Inc.'s open market purchases in connection with the reinvestment of dividends or capital gains distributions. For the year ended November 30, 2001, $2,609.66 in brokerage commissions were incurred. The automatic reinvestment of dividends and capital gains distributions will not relieve Plan participants of any income tax that may be payable on the dividends or capital gains distributions. A participant in the Plan will be treated for Federal income tax purposes as having received, on the 26 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated ADDITIONAL INFORMATION (UNAUDITED)(CONTINUED) --------------------------------------------- dividend payment date, a dividend or distribution in an amount equal to the cash that the participant could have received instead of shares. In addition to acquiring shares of Common Stock through the reinvestment of cash dividends and distributions, a shareholder may invest any further amounts from $100 to $3,000 semi-annually at the then current market price in shares purchased through the Plan. Such semi-annual investments are subject to any brokerage commission charges incurred. A shareholder whose Common Stock is registered in his or her own name may terminate participation in the Plan at any time by notifying PFPC Inc. in writing, by completing the form on the back of the Plan account statement and forwarding it to PFPC Inc. or by calling PFPC Inc. directly. A termination will be effective immediately if notice is received by PFPC Inc. not less than 10 days before any dividend or distribution record date. Otherwise, the termination will be effective, and only with respect to any subsequent dividends or distributions, on the first day after the dividend or distribution has been credited to the participant's account in additional shares of the Fund. Upon termination and according to a participant's instructions, PFPC Inc. will either (a) issue certificates for the whole shares credited to the shareholder's Plan account and a check representing any fractional shares or (b) sell the shares in the market. Shareholders who hold common stock registered in the name of a broker or other nominee should consult their broker or nominee to terminate participation. The Plan is described in more detail in the Fund's Plan brochure. Information concerning the Plan may be obtained from PFPC Inc. at 1-800-331-1710. 27 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated ADDITIONAL INFORMATION (UNAUDITED)(CONTINUED) - -------------------------------------------- INFORMATION ABOUT FUND DIRECTORS AND OFFICERS The business and affairs of the Fund are managed under the direction of the Fund's Board of Directors. Information pertaining to the Directors and officers of the Fund is set forth below.
PRINCIPAL NUMBER OF FUNDS OTHER TERM OF OFFICE OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS NAME, ADDRESS, POSITION(S) AND LENGTH OF DURING PAST OVERSEEN HELD BY AND AGE HELD WITH FUND TIME SERVED* FIVE YEARS BY DIRECTOR DIRECTOR NON-INTERESTED DIRECTORS: - --------- MARTIN BRODY Director Class I Director Retired 2 Director, Jaclyn, Inc. c/o HMK Associates since 1991 (luggage and 30 Columbia Turnpike accessories); Director, Florham Park, NJ 07932 Smith Barney Mutual Age: 80 Funds (18 funds). DAVID GALE Director Class I Director President & CEO 2 Director, Stone Container Delta Dividend Group, Inc. since 1997 of Delta Dividend Corporation, until 301 Pine Street Group, Inc. Dec. 31, 2000; Director San Francisco, CA 94104 (Investments). Free Real Time.com, Age: 52 until Feb 1, 2001. MORGAN GUST(DAGGER) Director Class III Director From January 1, 1999, 2 -- Giant Industries, Inc. since 1991 Executive Vice President, 23733 N. Scottsdale Road Giant Industries, Inc.; Scottsdale, AZ 85255 and, for more than Age: 54 five years prior thereto, Vice President, General Counsel and Vice President-Administration, Giant Industries, Inc. ROBERT F. WULF Director Class II Director Since March 1984, 2 -- 3560 Deerfield Drive South since 1991 Financial Consultant; Salem, OR 97302 Trustee, University of Age: 64 Oregon Foundation; Trustee, San Francisco Theological Seminary
- --------------------------- * The Fund's Board of Directors is divided into three classes, each class having a term of three years. Each year the term of office of one class expires and the successor or successors elected to such class serve for a three year term. The three year term for each class expires as follows: CLASS I DIRECTORS - three year term expires at the Fund's 2002 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. CLASS II DIRECTORS - three year term expires at the Fund's 2003 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. CLASS III DIRECTORS - three year term expires at the Fund's 2004 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. (DAGGER)Represents holders of shares of the Fund's Money Market Cumulative Preferred(TRADE MARK) Stock. 28 - -------------------------------------------------------------------------------- Preferred Income Fund Incorporated ADDITIONAL INFORMATION (UNAUDITED)(CONTINUED) ---------------------------------------------
PRINCIPAL NUMBER OF FUNDS OTHER TERM OF OFFICE OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS NAME, ADDRESS, POSITION(S) AND LENGTH OF DURING PAST OVERSEEN HELD BY AND AGE HELD WITH FUND TIME SERVED* FIVE YEARS BY DIRECTOR DIRECTOR INTERESTED DIRECTORS: - --------- ROBERT T. FLAHERTY(DAGGER)(DAGGER) Director, Class III Director Prior to December 2 -- 301 E. Colorado Boulevard Chairman since 1991 1996, President of Suite 720 of the Board, Flaherty & Crumrine Pasadena, CA 91101 President and Incorporated ("Flaherty & Age: 64 Chief Executive Crumrine"); Director of Officer Flaherty & Crumrine. DONALD F. CRUMRINE(DAGGER)(DAGGER) Director, Chief Class II Director Chairman of the Board, 2 -- 301 E. Colorado Boulevard Financial since 1991 since December 1996, Suite 720 Officer, Chief and previously held Pasadena, CA 91101 Accounting Officer, other officerships of Age: 54 Vice President Flaherty & Crumrine; and Secretary Director of Flaherty & Crumrine. OFFICERS: ROBERT M. ETTINGER Vice Since 1991 President of -- -- 301 E. Colorado Boulevard President Flaherty & Crumrine. Suite 720 and Assistant Pasadena, CA 91101 Treasurer Age: 43 PETER C. STIMES Vice Since 1991 Vice President of -- -- 301 E. Colorado Boulevard President, Flaherty & Crumrine. Suite 720 Treasurer Pasadena, CA 91101 and Assistant Age: 46 Secretary
- --------------------------- * The Fund's Board of Directors is divided into three classes, each class having a term of three years. Each year the term of office of one class expires and the successor or successors elected to such class serve for a three year term. The three year term for each class expires as follows: CLASS I DIRECTORS - three year term expires at the Fund's 2002 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. CLASS II DIRECTORS - three year term expires at the Fund's 2003 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. CLASS III DIRECTORS - three year term expires at the Fund's 2004 Annual Meeting of Shareholders; directors may continue in office until their successors are duly elected and qualified. (DAGGER)Represents holders of shares of the Fund's Money Market Cumulative Preferred(TRADE MARK) Stock. (DAGGER)(DAGGER)"Interested person" of the Fund as defined in the Investment Company Act of 1940. Messrs. Flaherty and Crumrine are each considered an "interested person" because of their affiliation with Flaherty & Crumrine which acts as the Fund's investment adviser. 29 [This page intentionally left blank] [This page intentionally left blank] DIRECTORS Martin Brody Donald F. Crumrine, CFA Robert T. Flaherty, CFA David Gale Morgan Gust Robert F. Wulf, CFA OFFICERS Robert T. Flaherty, CFA Chairman of the Board and President Donald F. Crumrine, CFA Vice President and Secretary Robert M. Ettinger, CFA Vice President Peter C. Stimes, CFA Vice President and Treasurer INVESTMENT ADVISER Flaherty & Crumrine Incorporated e-mail: flaherty@fin-mail.com QUESTIONS CONCERNING YOUR SHARES OF PREFERRED INCOME FUND? (BULLET) If your shares are held in a Brokerage Account, contact your Broker. (BULLET) If you have physical possession of your shares in certificate form, contact the Fund's Transfer Agent & Shareholder Servicing Agent -- PFPC Inc. P.O. Box 1376 Boston, MA 02104 1-800-331-1710 THIS REPORT IS SENT TO SHAREHOLDERS OF PREFERRED INCOME FUND INCORPORATED FOR THEIR INFORMATION. IT IS NOT A PROSPECTUS, CIRCULAR OR REPRESENTATION INTENDED FOR USE IN THE PURCHASE OR SALE OF SHARES OF THE FUND OR OF ANY SECURITIES MENTIONED IN THIS REPORT. [GRAPHIC OMITTED] PREFERRED INCOME FUND LOGO ANNUAL REPORT NOVEMBER 30, 2001 WEB SITE: WWW.PREFERREDINCOME.COM -----END PRIVACY-ENHANCED MESSAGE-----