MAY 8, 2002 DEAR SHAREHOLDER: This financial report covers the six-month period ended March 31, 2002, which is our thirtieth fiscal year of operations. The period began with considerable interest rate volatility, as the market attempted to digest conflicting signs of economic strength and weakness, the elimination of the 30-year U.S. Treasury bond issuance, and of course the tragic events of September 11. By the end of the period, the U.S. bond market was generally weaker with market participants focused primarily on growth oriented economic news. While the market expected flat to negative economic growth for the fourth quarter 2001, the Bureau of Economic Analysis indicated the U.S. economy had actually increased output by 1.7% for the quarter. At the beginning of 2002 consensus expectation for real GDP was 0.7%, a figure that eventually was reported at 5.8%. Discounting increasing unemployment numbers as a lagging indicator, the market became more concerned over inflation in light of the unexpected growth and the Federal Reserve's loose monetary policy. By the end of the semi-annual period, the yield on the 10-year U.S. Treasury had increased 0.82%. We believe the economy is recovering, but will trend below our secular expectation of over 3% real growth over the next several years. This is largely due to the working off of the vestiges of the bubble with resultant excess capacity, overborrowing and general excess. We believe that inflation risk will remain muted. Corporate earnings continue to suffer as many of the largest U.S. companies combat top line growth issues stemming from a slower nominal economy. Productivity gains remain strong helping firms limit the negative effects of reduced sales volume and competitive pricing pressure. However, significant idle capacity currently exists which is likely to constrain aggregate business investment in the near term. Given this economic backdrop, long-term interest rates look fairly priced while short-term interest rates are likely to climb as economic activity begins to increase. Despite the profits recession, the overall corporate bond market performed well as the investor community concentrated on an improving economic picture as well as cost and debt reduction plans of many corporations. The telecommunications industry is the exception, as it is suffering from a hangover from heavy capital expenditures and concurrent debt growth that exploded after deregulation. Investors are concerned with price competition and debt burden in the long distance communications business, and are quick to punish companies with any headline risk. Firms with high levels of short-term debt also fared poorly as banks and money market investors became leery of advancing additional capital forcing the borrowers to fund operations using higher cost long-term debt. Performance of the corporate sector was further dampened as investors responded to heightened scrutiny by regulatory bodies over accounting practices at several large firms. We expect volatility of corporate spreads will remain high as a result of the aforementioned market concerns. We have offset our credit risk with defensive AAA sectors, a strategy that has served us well. Net investment income for the six months was $0.48 per share and net realized and unrealized losses on investments totaled $0.67 per share. On March 31, 2002, the net asset value per share was $15.11 and the stock closed that day at $14.67 per share. 1 During the period the Board of Directors declared regular quarterly dividends of $0.25 per share and $0.24 per share payable on December 14, 2001 and March 22, 2002, respectively. In addition to regular dividends, the Board declared a capital gains distribution of $0.16 per share payable on December 14, 2001. At the end of the period, the 108 issues in the portfolio had an average market yield of 7.06%, an average Moody's quality rating of A1, an average duration of 7.8, and an average maturity of 14.5 years. The distribution of the portfolio maturities and quality was as follows: Maturities ----------------------------------------- 0-1 year 0.6% 1-3 years 1.1 3-5 years 5.3 5-10 years 51.6 10-20 years 10.9 20 plus years 30.5 ------ 100.0% Quality ----------------------------------------- Treasury, Agency and Aaa 34.7% Aa 7.7 A 26.0 Baa 28.2 Below Baa 3.4 ------ 100.0% STOCK REPURCHASE PLAN: On July 28, 1988, the Board of Directors of the Company approved a resolution to repurchase up to 700,000 of its common shares. The Company may repurchase shares, at a price not in excess of market and at a discount from net asset value, if and when such repurchases are deemed appropriate and in the shareholder's best interest. Any repurchases will be made in compliance with applicable requirements of the federal securities law. Under such law, the Company is required to give written notice to all shareholders of its intention to purchase stock within six months of the actual repurchase of shares. This report is to serve as notice to all shareholders with respect to any shares repurchased within the next six months pursuant to the Company's stock repurchase plan. Unaudited financial statements for the six-month period ended March 31, 2002, and a list of the securities owned on that date are included in this report. Sincerely, /s/ Jeffrey J. Diermeier Jeffrey J. Diermeier, CFA PRESIDENT 2 FORT DEARBORN INCOME SECURITIES, INC. is a closed-end bond fund investing principally in investment grade long-term fixed income debt securities. The primary objective of Fort Dearborn is to provide its shareholders with: - a stable stream of current income consistent with external interest rate conditions, and - a total return over time that is above what they could receive by investing individually in the investment grade and long-term maturity sectors of the bond market. EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC Fort Dearborn Income Securities MARKET VALUE OF INDEX AND SHARE PRICE(1) WITH ALL DIVIDENDS REINVESTED AS OF MARCH 31, 2002 $ Wealth Index INVESTMENT GRADE FORT DEARBORN BOND INDEX 1972 $18.17 $18.17 '73 $18.17 $18.16 '73 $17.10 $18.06 '73 $17.09 $18.41 '73 $16.74 $18.23 '74 $13.73 $17.55 '74 $15.62 $16.61 '74 $13.40 $16.07 '74 $16.33 $17.05 '75 $16.82 $17.83 '75 $17.61 $18.43 '75 $16.79 $17.79 '75 $16.54 $19.39 '76 $18.45 $20.17 '76 $18.37 $20.19 '76 $20.03 $21.28 '76 $20.26 $22.83 '77 $20.50 $22.26 '77 $21.07 $23.08 '77 $21.49 $23.28 '77 $20.68 $23.04 '78 $20.93 $23.00 '78 $21.00 $22.70 '78 $20.90 $23.36 '78 $19.04 $22.84 '79 $20.31 $23.16 '79 $21.40 $24.15 '79 $20.84 $23.61 '79 $19.25 $21.70 '80 $17.16 $18.79 '80 $20.99 $23.31 '80 $18.99 $20.76 '80 $19.11 $20.93 '81 $19.19 $20.69 '81 $19.51 $20.24 '81 $19.39 $18.40 '81 $20.85 $20.51 '82 $21.83 $21.47 '82 $22.26 $21.63 '82 $26.55 $26.21 '82 $28.83 $29.02 '83 $29.96 $30.14 '83 $31.44 $30.55 '83 $31.01 $30.40 '83 $31.22 $30.59 '84 $32.50 $30.09 '84 $30.21 $28.94 '84 $32.66 $32.51 '84 $37.09 $35.48 '85 $37.34 $35.82 '85 $43.27 $40.17 '85 $42.71 $40.92 '85 $46.79 $45.80 '86 $53.14 $50.64 '86 $55.71 $50.88 '86 $56.95 $51.74 '86 $57.70 $54.47 '87 $60.37 $55.37 '87 $58.78 $53.02 '87 $55.66 $49.70 '87 $56.99 $53.50 '88 $62.51 $55.86 '88 $63.41 $56.58 '88 $63.23 $57.95 '88 $65.30 $58.38 '89 $63.95 $59.10 '89 $69.00 $64.57 '89 $71.79 $64.91 '89 $73.38 $67.02 '90 $75.08 $65.82 '90 $75.50 $68.35 '90 $74.62 $67.72 '90 $80.42 $71.21 '91 $83.65 $74.02 '91 $85.57 $75.16 '91 $91.67 $80.14 '91 $96.45 $84.58 '92 $93.81 $83.43 '92 $97.18 $87.02 '92 $102.91 $91.22 '92 $101.67 $91.65 '93 $108.40 $96.61 '93 $113.71 $100.19 '93 $117.42 $104.21 '93 $112.65 $103.37 '94 $107.51 $98.48 '94 $106.80 $96.30 '94 $105.14 $96.42 '94 $101.57 $97.14 '95 $107.51 $103.18 '95 $116.50 $111.98 '95 $118.69 $114.54 '95 $126.33 $121.13 '96 $124.45 $116.32 '96 $122.62 $116.17 '96 $129.34 $118.35 '96 $137.71 $123.00 '97 $135.62 $120.84 '97 $142.43 $126.34 '97 $148.57 $131.91 '97 $156.83 $136.87 '98 $160.03 $138.88 '98 $159.51 $142.78 '98 $166.11 $147.81 '98 $178.86 $148.73 '99 $174.77 $146.24 '99 $164.31 $142.24 '99 $161.53 $142.02 '99 $145.64 $140.99 '00 $157.67 $143.82 '00 $164.57 $144.71 '00 $168.54 $149.23 '00 $176.54 $155.49 '01 $190.74 $161.70 '01 $201.75 $162.17 '01 $200.54 $168.73 '01 $207.71 $169.83 '02 $206.82 $168.71 ANNUALIZED RETURNS 12 MONTHS SINCE INCEPTION Fort Dearborn 8.43% 8.67% Investment Grade Bond Index 4.34 7.92 Returns are net of fees (1) Share price return is impacted by changes in the premium or discount to the net asset value (NAV). At March 31, 2002, the share price was at a 2.91% discount to NAV. 3 STATEMENT OF ASSETS AND LIABILITIES MARCH 31, 2002 (UNAUDITED) ASSETS: Portfolio of investments: (Note 1) Debt securities, at value (cost $133,123,858)............. $ 129,842,552 Short-term securities, at cost, which approximates market.................................................. 663,964 ------------- Total portfolio of investments........................ 130,506,516 Cash...................................................... 76,647 Receivable for interest on debt securities (Note 1)......... 2,157,326 Receivable for investments sold............................. 161,115 Other Assets................................................ 25,000 ------------- Total assets.......................................... 132,926,604 ------------- LIABILITIES: Expenses: Accrued investment advisory and administrative fees (Note 6)...................................................... 154,099 Payable for investments purchased......................... 148,586 Accrued custodial and transfer agent fees................. 18,563 Accrued other expenses.................................... 19,199 ------------- Total liabilities..................................... 340,447 ------------- NET ASSETS (equivalent to $15.11 per share for 8,775,665 shares of capital stock outstanding) (Note 4).............. $ 132,586,157 ============= Analysis of Net Assets: Shareholder capital (Note 4).............................. $ 135,120,133 Accumulated undistributed net investment income (Note 3)...................................................... 169,001 Accumulated net realized gain on sales of investments (Note 3)................................................ 578,329 Unrealized depreciation on investments.................... (3,281,306) ------------- Net assets applicable to outstanding shares............... $ 132,586,157 ============= See Notes to Financial Statements. 4 STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED MARCH 31, 2002 (UNAUDITED) Investment income: Interest income earned.................................... $ 4,732,727 ------------- Expenses: Investment advisory and administrative fees (Note 6)...... 325,263 Transfer agent and dividend disbursing agent fees......... 44,954 Directors Fees (Note 6)................................... 37,397 Stockholders reports and annual meeting fees.............. 30,800 Custody fees.............................................. 20,655 Professional fees......................................... 19,508 Franchise taxes........................................... 4,914 Other expenses............................................ 9,100 ------------- Total expenses.............................................. 492,591 ------------- Net investment income....................................... 4,240,136 ------------- Net realized and unrealized gain (loss) on investments: Net realized gain from investment transactions............ 1,212,107 Change in unrealized depreciation......................... (7,143,808) ------------- Total realized and unrealized gain(loss) on investments..... (5,931,701) ------------- Net decrease in net assets from operations.................. $ (1,691,565) ============= See Notes to Financial Statements. 5 STATEMENT OF CHANGES IN NET ASSETS SIX MONTHS ENDED FOR THE YEAR MARCH 30, ENDED 2002 SEPTEMBER 30, (UNAUDITED) 2001 ------------- -------------- From operations: Net investment income....................... $ 4,240,136 $ 9,088,903 Net realized gain (loss) from investment transactions.............................. 1,212,107 1,972,541 Change in unrealized appreciation of investments............................... (7,143,808) 5,958,527 ------------ ------------ Net increase in net assets from operations................................ (1,691,565) 17,019,971 Distributions to shareholders from: Net investment income....................... (4,300,076) (9,126,692) Net realized gain........................... (1,404,107) 0 ------------ ------------ Total distributions....................... (5,704,183) (9,126,692) Net increase (decrease) in net assets..... (7,395,748) 7,893,279 Net Assets: Beginning of period......................... 139,981,905 132,088,626 ------------ ------------ End of period (including undistributed net investment income of $169,001 and $228,941, respectively)................... $132,586,157 $139,981,905 ============ ============ See Notes to Financial Statements. 6 FINANCIAL HIGHLIGHTS Financial highlights for each share of capital stock outstanding through each period: SIX MONTHS ENDED YEARS ENDED SEPTEMBER 30, MARCH 31, --------------------------------------------------------- 2002 (UNAUDITED) 2001 2000 1999 1998 1997 ---------------- --------- --------- --------- --------- --------- Net asset value, beginning of period..... $ 15.95 $ 15.05 $ 15.11 $ 16.87 $ 16.30 $ 15.97 -------- -------- -------- -------- -------- -------- Net investment income (1)..................... 0.48 1.04 1.05 1.05 1.05 1.09 Net realized and unrealized gain (loss) on investments.......... (0.67) 0.90 (0.06) (1.27) 0.71 0.89 -------- -------- -------- -------- -------- -------- Total from investment operations.............. (0.19) 1.94 0.99 (0.22) 1.76 1.98 Less distributions from: Net investment income............. (0.49) (1.04) (1.04) (1.04) (1.04) (1.21) Net realized gain.... (0.16) -- (0.01) (0.50) (0.15) (0.44) -------- -------- -------- -------- -------- -------- Total distributions...... (0.65) (1.04) (1.05) (1.54) (1.19) (1.65) -------- -------- -------- -------- -------- -------- Net asset value, end of period.................. $ 15.11 $ 15.95 $ 15.05 $ 15.11 $ 16.87 $ 16.30 ======== ======== ======== ======== ======== ======== Market price per share at end of period........... $ 14.67 $ 14.84 $ 13.38 $ 13.88 $ 15.75 $ 15.19 Total investment return (market value) (2)...... 3.15% 18.98% 4.34% (2.76)% 11.81% 14.86% Total return (net asset value) (3).............. -1.24% 13.22% 6.77% (1.48)% 11.07% 13.06% Net assets at end of period (in millions).... $ 132.59 $ 139.98 $ 132.09 $ 132.81 $ 148.30 $ 143.33 Ratios of expenses to average net assets...... 0.72% 0.71% 0.74% 0.73% 0.71% 0.75% Ratio of net investment income to average net assets.................. 6.16% 6.68% 7.01% 6.61% 6.29% 6.81% Portfolio turnover....... 75.4% 142.7% 73.8% 69.9% 63.5% 130.0% Number of shares outstanding at end of period (in thousands)... 8,776 8,776 8,776 8,789 8,789 8,793 -------------------------- (1) Beginning October 1, 1994, net investment income includes amortization of discounts and premiums. (2) Total investment return (market value) reflects the market value experiences of a continuous shareholder who made commission-free acquisitions through distributions in accordance with the shareholder reinvestment plan. (3) Total return (net asset value) reflects the Company's portfolio performance and is the combination of reinvested dividend income, reinvested capital gains distributions at NAV, if any, and changes in net asset value per share. See Notes to Financial Statements. 7 PORTFOLIO OF INVESTMENTS MARCH 31, 2002 (UNAUDITED) MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ DEBT SECURITIES--(99.5%) / / MUNICIPAL SECURITIES--(2.6%) New Jersey Economic Development Authority, $10,000,000 0.000%, due 02/15/18..................... Aaa $ 3,057,954 $ 3,344,000 ------------ ------------ / / U.S. GOVERNMENT SECURITIES--(19.1%) AGENCY OBLIGATIONS--(11.6%) Fannie Mae Grantor Trust, 4,915,000 7.125%, due 01/15/30..................... (a) 5,539,662 5,255,378 Federal Home Loan Mortgage Corp., Guaranteed Mortgage Certificates, 1,696 9.000%, due 08/01/04..................... (a) 1,770 1,778 Federal National Mortgage Association, 1,175,188 7.000%, due 03/01/31..................... (a) 1,190,061 1,200,785 1,492,033 6.000%, due 11/01/28..................... (a) 1,469,186 1,447,505 2,912,906 6.000%, due 11/01/28..................... (a) 2,887,873 2,825,973 Federal National Mortgage Association, Guaranteed Mortgage Pass Thru Certificates, 522,397 7.000%, due 06/25/13..................... (a) 485,772 542,491 2,768,488 6.500%, due 03/01/28..................... (a) 2,754,213 2,759,189 Government National Mortgage Association, 1,095,471 6.500%, due 05/15/29..................... (a) 1,010,743 1,093,460 ------------ ------------ 15,339,280 15,126,559 ------------ ------------ DIRECT OBLIGATIONS--(7.5%) 3,000,000 U.S. Treasury Bond, 8.000%, due 11/15/21................................. Aaa 3,823,197 3,673,359 930,000 U.S. Treasury Note, 6.500%, due 02/15/10................................. Aaa 1,027,309 995,754 4,980,000 U.S. Treasury Note, 6.250%, due 05/15/30................................. Aaa 5,390,079 5,175,505 ------------ ------------ 10,240,585 9,844,618 ------------ ------------ 25,579,865 24,971,177 ------------ ------------ See Notes to Financial Statements. 8 PORTFOLIO OF INVESTMENTS--(CONTINUED) MARCH 31, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ / / CORPORATE BONDS AND NOTES--(77.8%) FINANCE (28.8%) $ 1,905,000 Bank of America Corp., 7.400%, due 01/15/11................................. Aa3 $ 1,974,941 $ 2,011,562 725,000 Bank One Corp., 7.875%, due 08/01/10...... A1 772,754 786,336 430,000 Capital One Bank, 6.875%, due 02/01/06.... Baa2 417,271 414,963 Chase Commercial Mortgage Securities Corp., 1,000,000 98-1 A2, 6.560%, due 05/18/30............ Aaa 1,064,180 1,025,977 150,000 CIT Group, Inc., 7.750%, due 04/02/12..... A2 148,585 150,413 2,500,000 Citigroup, Inc., 7.250%, due 10/01/10..... Aa2 2,591,898 2,628,422 CS First Boston Mortgage Securities Corp., 2,800,000 7.545%, due 04/15/62..................... Aaa 3,026,625 2,997,308 DLJ Commercial Mortgage Corp., 2,000,000 7.340%, due 10/10/32..................... Aaa 2,171,250 2,118,579 DLJ Commercial Mortgage Corp., 00-CKP1, 635,000 Class A1B, 7.180%, due 08/10/10.......... Aaa 638,274 668,799 615,000 EOP Operating Ltd., 7.875%, due 07/15/31................................. Baa1 624,382 610,715 1,620,000 First Union National Bank, 7.800%, due 08/18/10................................. A1 1,723,899 1,759,064 555,000 Fleet Boston Corp., 7.375%, due 12/01/09................................. A3 592,405 576,460 650,000 Ford Motor Credit Co., 6.875%, due 02/01/06................................. A3 648,862 646,300 1,170,000 Ford Motor Credit Co., 7.375%, due 02/01/11................................. A3 1,153,304 1,138,621 2,395,000 Ford Motor Credit Co., 5.800%, due 01/12/09................................. A3 2,224,897 2,157,701 1,835,000 General Electric Capital Corp., 6.750%, due 03/15/32............................. Aaa 1,801,508 1,773,546 1,095,000 General Motors Acceptance Corp., 6.875%, due 09/15/11............................. A2 1,077,718 1,057,859 1,605,000 General Motors Acceptance Corp., 8.000%, due 11/01/31............................. A2 1,625,924 1,606,470 665,000 Goldman Sachs Group, Inc., 6.875%, due 01/15/11................................. A1 664,965 668,201 2,815,000 Household Finance Corp., 6.750%, due 05/15/11................................. A2 2,798,391 2,731,445 230,000 Keycorp Capital III, 7.750%, due 07/15/29................................. A3 230,328 225,765 475,000 Lehman Bros. Holdings, Inc., 6.625%, due 01/18/12................................. A2 472,554 466,174 See Notes to Financial Statements. 9 PORTFOLIO OF INVESTMENTS--(CONTINUED) MARCH 31, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 390,000 Lincoln National Corp., 6.200%, due 12/15/11................................. A3 $ 388,534 $ 377,407 1,640,000 Morgan Stanley Dean Witter, 6.750%, due 04/15/11................................. Aa3 1,645,775 1,644,405 1,437,976 Norwest Asset Securities Corp., 7.000%, due 09/25/11............................. AAA 1,449,659 1,474,803 PNC Mortgage Acceptance Corp., 99-CM1, 1,500,000 Class A1B, 7.330%, due 12/10/32.......... Aaa 1,608,750 1,583,132 Prudential Mortgage Capital Funding, LLC, 870,000 00-ROCK, Class A2, 6.605%, due 05/10/34................................ Aaa 874,350 882,360 1,380,000 PSE&G Transition Funding LLC, 6.450%, due 03/15/13................................. Aaa 1,445,766 1,416,314 945,000 Unilever Capital Corp., 7.125%, due 11/01/10................................. A1 1,019,217 998,554 1,025,000 Wells Fargo Bank N.A., 6.450%, due 02/01/11................................. Aa2 1,014,879 1,026,970 ------------ ------------ 37,891,845 37,624,625 ------------ ------------ INDUSTRIAL--(20.0%) 665,000 Abitibi-Consolidated, Inc., 8.850%, due 08/01/30................................. Baa3 671,778 685,004 690,000 Alcoa Inc., 6.000%, due 01/15/12.......... A1 685,935 669,667 430,000 Amerada Hess Corp., 6.650%, due 08/15/11................................. Baa2 431,646 426,686 745,000 Anadarko Finance Co., 7.500%, due 05/01/31................................. Baa1 786,300 764,783 940,000 Anheuser-Busch Cos., Inc., 9.000%, due 12/01/09................................. A1 1,126,264 1,103,589 1,460,000 AOL Time Warner, Inc., 7.625%, due 04/15/31................................. Baa1 1,488,367 1,453,209 1,270,000 Avon Products, Inc., 7.150%, due 11/15/09................................. A2 1,294,751 1,321,237 190,000 Burlington Northern Santa Fe Corp., 6.875%, due 12/01/27..................... Baa2 186,612 182,488 740,000 Burlington Northern Santa Fe Corp., 7.082%, due 05/13/29..................... Baa2 733,582 730,897 720,000 Caterpillar, Inc., 6.550%, due 05/01/11... A2 721,244 724,627 1,325,000 Cendant Corp., 6.875%, due 08/15/06....... Baa1 1,324,571 1,286,046 330,000 Centex Corp., 9.750%, due 06/15/05........ Baa2 329,993 364,782 520,000 Daimler Chrysler NA Holdings, 7.300%, due 01/15/12................................. A3 531,232 522,588 825,000 Deere & Co., 7.125%, due 03/03/31......... A3 841,646 792,822 840,000 Delhaize America, Inc., 8.125%, due 04/15/11................................. Baa3 855,774 889,738 See Notes to Financial Statements. 10 PORTFOLIO OF INVESTMENTS--(CONTINUED) MARCH 31, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 670,000 Devon Financing Corp. ULC, 6.875%, due 09/30/11................................. Baa2 $ 648,818 $ 651,615 845,000 First Data Corp., 5.625%, due 11/01/11.... A1 842,397 805,543 900,000 Ford Motor Co. Del Global Landmark, 7.450%, due 07/16/31..................... Baa1 858,809 813,917 470,000 Harrah's Operating Co., Inc., 7.125%, due 06/01/07................................. Baa3 469,615 477,080 875,000 International Paper Co., 6.750%, due 09/01/11................................. Baa2 876,209 868,829 1,120,000 Kraft Foods, Inc., 6.500%, due 11/01/31... A2 1,115,170 1,063,478 695,000 Kroger Co., 7.500%, due 04/01/31.......... Baa3 761,147 703,106 735,000 Occidental Petroleum Corp., 8.450%, due 02/15/29................................. Baa2 832,205 838,148 3,000,000 Philips Electronics, 7.750%, due 05/15/25................................. A3 2,990,353 2,886,405 735,000 Rohm & Haas Co., 7.850%, due 07/15/29..... A3 807,496 800,630 1,060,000 Target Corp., 7.000%, due 07/15/31........ A2 1,119,107 1,070,328 1,135,000 Transocean Sedco Forex, 7.500%, due 04/15/31................................. Baa2 1,102,267 1,102,738 300,000 Union Oil Co. of California, 7.500%, due 02/15/29................................. Baa1 316,541 302,774 425,000 Valero Energy Corp., 8.750%, due 06/15/30................................. Baa2 501,101 475,003 770,000 Viacom, Inc., 8.625%, due 08/01/12........ A3 859,018 863,574 145,000 Wal-Mart Stores, Inc., 6.875%, due 08/10/09................................. Aa2 155,278 154,358 315,000 Walt Disney Company, 6.375%, due 03/01/12................................. A3 314,310 307,010 ------------ ------------ 26,579,536 26,102,699 ------------ ------------ INTERNATIONAL--(9.8%) 2,500,000 Augusta Funding Ltd., 144-A, 7.375%, due 04/15/13................................. Aaa 2,426,113 2,515,350 1,655,000 Barclays Bank PLC, 144-A, 0.000%, due 12/31/49................................. Aa3 1,652,733 1,835,233 450,000 France Telecom, 0.000%, due 03/01/31...... Baa1 520,553 480,955 300,000 Petroleum Geo-Services, 6.625%, due 03/30/08................................. Baa3 277,812 240,000 1,440,000 Petroleum Geo-Services, 7.500%, due 03/31/07................................. Baa3 1,401,494 1,195,200 1,335,000 Telus Corp., 8.000%, due 06/01/11......... Baa2 1,328,031 1,371,337 435,000 Tyco International Group, 7.000%, due 06/15/28................................. Baa1 431,864 362,517 750,000 United Mexican States, 8.375%, due 01/14/11................................. Baa2 785,717 785,625 See Notes to Financial Statements. 11 PORTFOLIO OF INVESTMENTS--(CONTINUED) MARCH 31, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 1,900,000 United Mexican States, 9.875%, due 02/01/10................................. Baa2 $ 1,927,892 $ 2,147,000 1,660,000 Vodafone Group PLC, 7.750%, due 02/15/10................................. A2 1,757,837 1,774,442 ------------ ------------ 12,510,046 12,707,659 ------------ ------------ UTILITIES--(7.6%) 230,000 Commonwealth Edison, 6.150%, due 03/15/12................................. A3 229,795 224,470 1,400,000 Consolidated Edison, Inc., 7.500%, due 09/01/10................................. A1 1,389,332 1,472,501 1,395,000 Dominion Resources, Inc., Class B, 7.625%, due 07/15/05............................. Baa1 1,476,012 1,476,468 1,300,000 Duke Energy Field Services LLC, 8.125%, due 08/16/30............................. Baa2 1,407,008 1,323,215 550,000 El Paso Energy Corp., 7.800%, due 08/01/31................................. Baa2 575,915 535,114 835,000 First Energy Corp., 6.450%, due 11/15/11................................. Baa2 826,754 767,560 985,000 Mirant Americas Generation Inc., 9.125%, due 05/01/31............................. Ba1 1,068,216 837,250 520,000 Progress Energy Inc., 7.000%, due 10/30/31................................. Baa1 526,602 495,485 765,000 Pure Resources Inc., 7.125%, due 06/15/11................................. Baa3 754,078 724,105 1,000,000 Sempra Energy, 7.950%, due 03/01/10....... A2 997,380 1,020,936 1,095,000 Williams Cos, Inc., 7.125%, due 09/01/11................................. Baa2 1,092,966 1,039,462 ------------ ------------ 10,344,058 9,916,566 ------------ ------------ COMMUNICATION--(7.5%) 1,380,000 AT&T Wireless Services, Inc., 8.750%, due 03/01/31................................. Baa2 1,521,091 1,432,914 1,475,000 Citizens Communications Co., 9.000%, due 08/15/31................................. Baa2 1,529,101 1,543,424 415,000 Comcast Cable Communications, 6.750%, due 01/30/11................................. Baa2 413,161 404,032 1,290,000 News America Holdings, Inc., 7.125%, due 04/08/28................................. Baa3 1,147,495 1,139,364 2,600,000 Qwest Capital Funding, Inc., 7.900%, due 08/15/10................................. Baa3 2,663,637 2,196,277 550,000 SBC Communications, 5.875%, due 02/01/12................................. Aa3 544,764 529,505 1,460,000 Sprint Capital Corp., 6.875%, due 11/15/28................................. Baa2 1,339,016 1,168,904 See Notes to Financial Statements. 12 PORTFOLIO OF INVESTMENTS--(CONTINUED) MARCH 31, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 265,000 Verizon Global Funding Corp., 7.250%, due 12/01/10................................. A1 $ 273,444 $ 271,804 1,050,000 Verizon Global Funding Corp., 7.750%, due 12/01/30................................. A1 1,088,468 1,094,083 ------------ ------------ 10,520,177 9,780,307 ------------ ------------ TRANSPORTATION--(4.1%) 1,500,000 Delta Airlines, Inc., 10.500%, due 04/30/16................................. Ba1 1,828,950 1,336,575 1,740,000 Erac U.S.A. Finance Co., 144-A, 8.000%, due 01/15/11............................. Baa1 1,811,427 1,805,554 3,000,000 United Airlines, Inc., 7.870%, due 01/30/19................................. B1 3,000,000 2,253,390 ------------ ------------ 6,640,377 5,395,519 ------------ ------------ 104,486,039 101,527,375 ------------ ------------ Total Debt Securities (Cost $133,123,858)............................ 133,123,858 129,842,552 ------------ ------------ SHARES ----------- SHORT TERM SECURITIES--(0.5%) 663,964 UBS Supplementary Trust U.S. Cash Management Prime Fund.................... 663,964 663,964 ------------ ------------ Total Investments (100%) (Cost $133,787,822)............................ $133,787,822 $130,506,516 ============ ============ ------------------------ (a) Moody's as a matter of policy, does not rate this issue. * Standard & Poor's Corporation rating. Security is not rated by Moody's Investor Service, Inc. 144-A Securities exempt from registration under Rule 144-A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2002, the value of these securities amounted to $3,865,258 or 2.96% of the total portfolio of investments. See Notes to Financial Statements. 13 NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 (UNAUDITED) 1. SIGNIFICANT ACCOUNTING POLICIES Fort Dearborn Income Securities, Inc. ("the Company") is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management company. The Company invests principally in investment grade long-term fixed income debt securities with the primary objective of providing its shareholders with: - a stable stream of current income consistent with external interest rate conditions, and - a total return over time that is above what they could receive by - investing individually in the investment grade and long-term maturity sectors of the bond market. The following is a summary of the significant accounting policies followed by the Company in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. A. SECURITY VALUATIONS -- Investments are valued based on available quoted bid prices on the valuation date. Short-term securities are valued at amortized cost, which approximates value. B. INVESTMENT INCOME AND SECURITY TRANSACTIONS -- Interest income is recorded on the accrual basis. Dividend income is recorded on ex-dividend date. Security transactions are accounted for on the trade date. The Company has elected to amortize market discount and premium on all issues purchased. Realized gains and losses from security transactions and unrealized appreciation and depreciation of investments are reported on a first-in first-out basis. C. FEDERAL INCOME TAXES -- It is the Company's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes is required. Net realized gains or losses may differ for financial and tax reporting purposes as a result of post October 31 losses, which are not recognized for tax purposes until the first day of the following fiscal year along with losses from wash sales. At March 31, 2002 for federal income tax purposes, the cost for long and short-term investments is $133,787,822, the aggregate gross unrealized appreciation is $1,454,871, and the aggregate gross unrealized depreciation is $4,736,177, resulting in net unrealized depreciation of investments of $3,281,306. 2. NET ASSET VALUATIONS The net asset value of the Company's shares is determined each week as of the close of business on the last day on which the New York Stock Exchange is open, on the last business day of each month, on the 14 NOTES TO FINANCIAL STATEMENTS--(CONTINUED) MARCH 31, 2002 (UNAUDITED) 2. NET ASSET VALUATIONS (CONTINUED) eighth trading day prior to the dividend payment date and on the last business day of each calendar quarter, if such days are other than the last business day of the week. 3. DISTRIBUTIONS Dividends and distributions payable to shareholders are recorded by the Company on the record date. Net realized gains from the sale of investments, if any, are distributed annually. Net investment income and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of permanent and temporary book and tax basis differences. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income for tax purposes. 4. CAPITAL STOCK At March 31, 2002, there were 12,000,000 shares of $.01 par value capital stock authorized, and shareholder capital of $135,120,133. During the six months ended March 31, 2002 no new shares were issued as part of the dividend reinvestment plan and no shares were repurchased in the open market. 5. PURCHASES AND SALES OF SECURITIES Purchases and sales (including maturities) of portfolio securities during the six months ended March 31, 2002, were as follows: debt securities and preferred stock, $49,700,860 and $52,488,565, respectively; short-term securities, $25,360,747 and $25,315,996, respectively: and United States government debt obligations, $51,893,368 and $50,562,331, respectively. 6. MANAGEMENT AND OTHER FEES Under an agreement between the Company and UBS Global Asset Management (Americas) Inc. ("the Advisor"), the Advisor manages the Company's investment portfolio, maintains its accounts and records, and furnishes the services of individuals to perform executive and administrative functions for the Company. In return for these services, the Company pays the Advisor a quarterly fee of 1/8 of 1% (annually 1/2 of 1%) of the Company's average weekly net assets up to $100,000,000 and 1/10 of 1% (annually 2/5 of 1%) of average weekly net assets in excess of $100,000,000. All Company officers serve without direct compensation from the Company. Fort Dearborn Income Securities, Inc. invest in shares of the UBS Supplementary Trust U.S. Cash Management Prime Fund ("Supplementary Trust"). The Supplementary Trust is an investment company managed by the Advisor. The Supplementary Trust is offered as a cash management option only to mutual funds and other accounts managed by the Advisor. 15 NOTES TO FINANCIAL STATEMENTS--(CONTINUED) MARCH 31, 2002 (UNAUDITED) 6. MANAGEMENT AND OTHER FEES (CONTINUED) The Supplementary Trust pays no management fees. Distributions from the Supplementary Trust are reflected as interest income on the statement of operations. Amounts relating to those investments at March 31, 2002 and for the period ended are summarized as follows: % OF COST OF SALES INTEREST NET FUND PURCHASE PROCEEDS INCOME VALUE ASSETS ---- ----------- ----------- -------- -------- -------- UBS Supplementary Trust U.S. Cash Management Prime Fund.................. $25,360,747 $25,315,996 $36,391 $663,964 0.5% 7. MORTGAGE BACKED SECURITIES AND OTHER INVESTMENTS The Company invests in Mortgage Backed Securities (MBS), representing interests in pools of mortgage loans. These securities provide shareholders with payments consisting of both principal and interest as the mortgages in the underlying mortgage pools are paid. Most of the securities are guaranteed by federally sponsored agencies -- Government National Mortgage Association (GNMA), Federal National Mortgage Association (FNMA) or Federal Home Loan Mortgage Corporation (FHLMC). However, some securities may be issued by private, non-governmental corporations. MBS issued by private entities are not government securities and are not directly guaranteed by any government agency. They are secured by the underlying collateral of the private issuer. Yields on privately issued MBS tend to be higher than those of government backed issues. However, risk of loss due to default and sensitivity to interest rate fluctuations is also higher. The Company invests in Collateralized Mortgage Obligations (CMOs). A CMO is a bond, which is collateralized by a pool of MBS. The Company also invests in REMICs (Real Estate Mortgage Investment Conduit) which are simply another form of CMO. These MBS pools are divided into classes or tranches with each class having its own characteristics. The different classes are retired in sequence as the underlying mortgages are repaid. For instance, a Planned Amortization Class (PAC) is a specific class of mortgages, which over its life will generally have the most stable cash flows and the lowest prepayment risk. A GPM (Graduated Payment Mortgage) is a negative amortization mortgage where the payment amount gradually increases over the life of the mortgage. The early payment amounts are not sufficient to cover the interest due, and therefore, the unpaid interest is added to the principal, thus increasing the borrower's mortgage balance. Prepayment may shorten the stated maturity of the CMO and can result in a loss of premium, if any has been paid. The Company invests in Asset Backed Securities, representing interests in pools of certain types of underlying installment loans or leases or by revolving lines of credit. They often include credit enhancement that help limit investors exposure to the underlying credit. These securities are valued on the basis of timing and certainty of cash flows compared to investments with similar durations. 16 REPORT ON THE AUTOMATIC DIVIDEND INVESTMENT PLAN THE COMPANY'S AUTOMATIC DIVIDEND INVESTMENT PLAN, OPERATED FOR THE CONVENIENCE OF THE SHAREHOLDERS, HAS BEEN IN OPERATION SINCE THE DIVIDEND PAYMENT OF MAY 5, 1973. For the six months ended March 31, 2002, 47,962 shares were purchased for the Plan participants. The breakdown of these shares is listed below: WHERE NO. OF SHARES DIVIDEND SHARES AVERAGE WERE PAYMENT DATE PURCHASED PRICE PURCHASED -------------------------------------------------------------------- December 14, 2001 31,512 $15.31 Open Market March 22, 2002 16,450 $14.95 Open Market As explained in the Plan, shares are purchased at the lower of the market value (including commission) or net asset value, depending upon availability. The expense of maintaining the Plan, $1.35 for each participating account per dividend payment, is borne by the Company. Shareholders who have not elected to participate in the Plan receive all dividends in cash. The Plan had 865 participants on March 22, 2002. Under the terms of the Plan, any shareholder may terminate participation by giving written notice to the Company. Upon termination, a certificate for all full shares, plus a check for the value of any fractional interest in shares, will be sent to the withdrawing shareholders, unless the sale of all or part of such shares is requested. ANY REGISTERED SHAREHOLDER WHO WISHES TO PARTICIPATE IN THE PLAN MAY DO SO BY WRITING TO EQUISERVE TRUST COMPANY N.A. OF NEW YORK, P.O. BOX 2500, JERSEY CITY, NJ 07303-2500 OR CALLING THEM AT (800) 446-2617. A copy of the Plan and enrollment card will be mailed to you. Shareholders who own shares in nominee name should contact their brokerage firm. All new shareholders will receive a copy of the Plan and a card, which may be signed to authorize reinvestment of dividends pursuant to the Plan. * THE INVESTMENT OF DIVIDENDS DOES NOT RELIEVE PARTICIPANTS OF ANY INCOME TAX WHICH MAY BE PAYABLE THEREON. THE COMPANY STRONGLY RECOMMENDS THAT ALL AUTOMATIC DIVIDEND INVESTMENT PLAN PARTICIPANTS RETAIN EACH YEAR'S FINAL STATEMENT ON THEIR PLAN PARTICIPATION AS A PART OF THEIR PERMANENT TAX RECORD. THIS WILL INSURE THAT COST INFORMATION IS AVAILABLE IF AND WHEN IT IS NEEDED. 17 REPORT ON ANNUAL MEETING At the annual meeting of shareholders, held on December 17, 2001, shareholders elected the Company's four nominees as directors and ratified the selection of accountants. The votes on such matters were as follows: DIRECTORS FOR 1. ------------- --------- C.R. O'Neil 7,392,839 A. Cepeda 7,411,704 F.K. Reilly 7,398,208 E.M. Roob 7,405,605 2. Ratification of Accountants (Ernst and Young LLP) FOR AGAINST ABSTAIN BROKER NON-VOTES --------- -------- -------- ---------------- 7,386,045 38,708 39,197 0 18 BOARD OF DIRECTORS C. RODERICK O'NEIL, CFA Chairman of the Board ADELA CEPEDA Director FRANK K. REILLY, CFA Director EDWARD M. ROOB Director J. MIKESELL THOMAS Director OFFICERS JEFFREY J. DIERMEIER, CFA President CRAIG G. ELLINGER, CFA Vice President & Portfolio Manager JOSEPH A. ANDERSON Secretary & Treasurer ROBERT M. FASCIA Assistant Secretary & Assistant Treasurer FORT DEARBORN INCOME SECURITIES, INC. 209 S. LaSalle St. Eleventh Floor Chicago, Illinois 60604-1295 (312) 346-0676 STOCK TRANSFER AND DIVIDEND DISBURSEMENT AGENT (1-800-446-2617) Mail correspondence to: EquiServe P.O. Box 2500 Jersey City, New Jersey 07303-2500 Mail stock certificates to: EquiServe P.O. Box 2506 Jersey City, New Jersey 07303-2506 INDEPENDENT AUDITORS Ernst & Young LLP 787 Seventh Avenue New York, New York 10019 LEGAL COUNSEL Winston & Strawn 35 West Wacker Drive Chicago, IL 60601 19 FORT DEARBORN INCOME SECURITIES, INC. [BACKGROUND ART IS IMAGE OF FORT DEARBORN] [LOGO] FTD [LOGO] THE LISTED CHICAGO NYSE STOCK EXCHANGE FORT DEARBORN INCOME SECURITIES, INC. SEMI-ANNUAL REPORT MARCH 31, 2002