OMB APPROVAL OMB Number: 3235-0570 Expires: Nov. 30, 2005 Estimated average burden hours per response: 5.0 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-4915 -------- DNP Select Income Fund Inc. ---------------------------------------------- (Exact name of registrant as specified in charter) 55 East Monroe Street, Chicago, Illinois 60603 ---------------------------------------------- (Address of principal executive offices) (Zip code) Nathan I. Partain John R. Sagan DNP Select Income Fund Inc. Mayer, Brown, Rowe & Maw 55 East Monroe Street 190 South LaSalle Street Chicago, Illinois 60603 Chicago, Illinois 60603 (Name and address of agents for service) Registrant's telephone number, including area code: (312) 368-5510 ----------------------------- Date of fiscal year end: December 31 -------------------- Date of reporting period: December 31, 2002 ------------------- Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 35. ITEM 1. REPORTS TO STOCKHOLDERS. The Annual Report to Stockholders follows. Dear Fellow Shareholders: Performance Review--Your Fund had a total return (market price change plus income) of 1.4% for the fourth quarter, resulting in a -3.0% total return for calendar year 2002. In comparison, the S&P Utilities Index had a total return of 4.9% for the quarter and -29.9% for the year. A composite of the S&P Utilities Index and the Lehman Utility Bond Index, reflecting the stock and bond ratio of the Fund, had a total return of 3.8% for the quarter and -21.9% for the year. For a broader perspective on the 2002 relative performance of the Utility Indexes cited above, the S&P 500 Index and the Dow Jones Industrial Average had total returns for the year of -15.0% and -22.1%, respectively. As an alternative comparison, Lipper Analytical Services calculations show the following equity sector mutual fund total returns for the year: Utility -23.8%, Telecommunications -41.3%, Equity Income -16.3%, and Large-Capitalization Value -20.0%. During the fourth quarter of 2002, your Fund paid three monthly 6.5 cent dividends. The 6.5 cent per share monthly rate, without compounding, would be 78 cents annualized, or a 7.88% common stock dividend yield based on the December 31, 2002 closing price of $9.90 per share. That yield compares favorably with the quarter-end yields of 5.18% on the Dow Jones Utility Index and 5.05% on the S&P Utilities Index. Feeling for the Bottom--Calendar year 2002 marked the third consecutive year of broad equity market declines--an event that has not occurred since the period from 1939 to 1941. Although a fourth year of negative equity returns is statistically unlikely, we feel it is more appropriate to base investment expectations on fundamental considerations. During the latter half of 2000 and the first three quarters of 2001, the U.S. economy was weakening. Many companies were responding to significant overcapacity in an environment of declining demand for capital goods and high inventories. Businesses acted to cut production, employment declined, consumer and investor sentiment fell, and equity prices remained under pressure. The domestic economic environment was exacerbated by weakness in economies globally and the U.S. entered a recession in 2001. In response, the Federal Reserve embarked on a series of interest rate reductions that took the federal funds rate from 6.50% at the end of 2000 to 1.25% at the end of 2002. Cutting short-term interest rates lowers borrowing costs, which encourages households to purchase autos, homes, and furnishings. Typically in turn, inventories are drawn down and businesses add employees and equipment to meet the rising demand. The stock market usually anticipates the increase in business activity and share prices rise. Data indicate that an economic recovery began during 2002, albeit at an uneven pace and with certain sectors still very depressed. Although consumer spending remains resilient, business spending is depressed, unemployment stubbornly high, and the stock market undecided. The current economic malaise and the potential for geopolitical uncertainties to depress near-term economic activity will likely keep the Federal Reserve in an accommodative posture for the bulk of the year. However, we believe that the Federal Reserve's current monetary policy will eventually result in stronger economic growth and higher stock prices in the future. Both the telecommunications and electric and gas industries have experienced a "recession" of their own over the past two years. While intertwined with general economic conditions, industry-specific issues have hurt the performance of these two sectors. In the telecom sector, the late 1990s were a time of boom spending for the deployment of fiber optic capacity. The investment markets were willing to provide capital for anticipated growth in Internet demand and unproven business plans. Simultaneously, regulation mandated a competitive environment for a broad range of communication services, enhancing choice to the consumer but cutting corporate profit margins to the bone. Many competitive local carriers failed, and the accounting irregularities and eventual Chapter 11 filing of long distance carrier and internet backbone provider WorldCom Inc. further slashed sector valuations. In the power sector, valuations have been hurt by the increased business risk of debt-financed corporate investments outside the traditional regulated utility businesses. These investments generally focused on power generation and energy trading and marketing for the wholesale market. The diversification strategies were designed to enhance shareholder value in an increasingly competitive market, but by and large failed miserably. As in the telecommunications sector, the power industry had a notable bankruptcy--Enron Corp. With both telecommunications and power industries experiencing problems, credit rating agencies and investors wearied of unfulfilled strategic promises. Weak operating performance led to a precipitous decline in aggregate credit quality and ratings, and limitations on availability of capital to fund industry needs. Access to capital, if available at all, became more and more expensive and liquidity concerns and legal investigations culminated in full-blown liquidity and credit rating crises. These crises have taught companies valuable lessons. For the power group, that means unwinding trading and marketing operations and returning to their core competencies of the generation and distribution of power. For the communications group that means cost management and capital expenditure reductions, possible asset sales, and improved balance sheets. We believe that although companies still need to resolve many issues, performance in these sectors and the market's view of these sectors should improve valuations in the future. A more thorough analysis of industry trends and outlooks will appear in our next quarterly letter based on Fund analysts' annual presentation to the Board of Directors. President Bush's Dividend Tax Proposal--Early in January President Bush proposed a "growth and jobs plan" that would cut taxes in order to stimulate economic growth. The largest component of the plan proposes the elimination of the double taxation of dividends. Under current tax law, corporations pay dividends from after-tax income and individuals pay income tax on dividends received. The proposed plan would permit shareholders to exclude dividend income from taxable income, and would provide an increase in the tax basis of shares of stock for taxable income retained by a corporation. An important theme in the President's rationale for this proposal is the belief that if tax rates on dividends were lower, corporations would be likely to pay them more generously, and investors would find stocks more attractive. Increased funding would then flow to corporations through the stock market, and the resulting availability of capital would encourage investment and growth. Economic growth in turn, typically increases employment and raises the standard of living for the average American. The President's proposal must still navigate the political process and, if passed by Congress, would almost certainly be in a negotiated and compromised form. We would point out, however, that the current proposal would permit mutual funds to pass through qualifying dividends tax-free to their shareholders, and that the proposal does not alter your Fund's primary objective of current income. 2 Board of Directors Meeting -- At the December Board of Directors' meeting, the Board declared the following monthly dividends: Cents Per Share Record Date Payable Date --------------- ----------- ------------ 6.5 cents December 31 January 10 6.5 cents January 31 February 10 6.5 cents February 28 March 10 At the regular February Board of Directors' meeting, the Board declared the following monthly dividends: Cents Per Share Record Date Payable Date --------------- ----------- ------------ 6.5 cents March 31 April 10 6.5 cents April 30 May 12 6.5 cents May 30 June 10 Automatic Dividend Reinvestment Plan and Direct Deposit Service--The Fund has a dividend reinvestment plan available to all registered shareholders. Those shareholders whose shares are held for them by a brokerage house or nominee in "street-name" may not participate in the Fund's automatic dividend reinvestment plan. For such shareholders desiring automatic dividend reinvestment, we suggest you contact your broker or other nominee. As an added service, without cost to the shareholder, the Fund offers direct deposit service through electronic funds transfer to all registered shareholders currently receiving a monthly dividend check. This service is offered through The Bank of New York. For more information and/or an authorization form on automatic dividend reinvestment or direct deposit, please contact The Bank of New York (1-877-381-2537 or http://stock.bankofny.com). Visit us on the Web--You can obtain the most recent shareholder financial report and dividend information at our web site, which has a new home address, http://www.dnpselectincome.com. We appreciate your interest in DNP Select Income Fund Inc., and we will continue to do our best to be of service to you. /s/ Claire V. Hansen /s/ Nathan I. Partain Claire V. Hansen, CFA Nathan I. Partain, CFA Chairman President and Chief Executive Officer 3 .. REPORT OF INDEPENDENT AUDITORS To the Stockholders and Board of Directors of DNP Select Income Fund Inc.: We have audited the accompanying balance sheet of DNP Select Income Fund Inc. (a Maryland corporation) (formerly Duff & Phelps Utilities Income Inc.), including the schedule of investments, as of December 31, 2002, and the related statements of operations, changes in net assets, cash flows and the 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 and the financial highlights of DNP Select Income Fund Inc., as of December 31, 2001, and for the four years in the period then ended, were audited by other auditors who have ceased operations. Those auditors expressed an unqualified opinion on those financial statements in their report dated February 5, 2002. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the 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 and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2002, by correspondence with the custodian and brokers or by other appropriate audit procedures where replies from brokers were not received. 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 2002 financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of DNP Select Income Fund Inc. at December 31, 2002, the results of its operations, its cash flows, the changes in its net assets and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States. ERNST & YOUNG LLP Chicago, Illinois February 5, 2003 4 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS December 31, 2002 COMMON STOCKS--84.9% Market Value Shares Company (Note 1) --------- ------- ------------ [_] ELECTRIC--48.4% 1,000,000 Allete Inc................................. $ 22,680,000 1,001,000 Ameren Corp................................ 41,611,570 1,000,000 Consolidated Edison Inc.................... 42,820,000 796,000 Dominion Resources......................... 43,700,400 970,000 DQE Inc.................................... 14,782,800 1,000,000 DTE Energy Co.............................. 46,400,000 1,100,000 Energy East Corp........................... 24,299,000 1,000,000 Exelon Corp................................ 52,770,000 531,000 FirstEnergy Corp........................... 17,507,070 900,000 FPL Group Inc.............................. 54,117,000 1,750,000 Iberdrola S.A. (Spain)..................... 24,517,263 1,000,000 Keyspan Corp............................... 35,240,000 215,000 National Grid Group PLC ADR................ 7,909,850 770,000 National Grid Group PLC (United Kingdom)... 5,658,484 2,256,600 NiSource Inc............................... 45,132,000 1,318,600 NSTAR...................................... 58,532,654 1,375,000 Progress Energy Inc........................ 59,606,250 1,000,000 Public Service Enterprise Group............ 32,100,000 850,000 Scottish & Southern Energy (United Kingdom) 9,270,364 200,000 Scottish & Southern Energy ADR............. 21,894,520 2,647,300 Southern Co................................ 75,156,847 1,500,000 Vectren Corp............................... 34,500,000 ------------ 770,206,072 [_] GAS--5.1% 926,000 AGL Resources.............................. 22,501,800 900,000 Peoples Energy Corp........................ 34,785,000 1,000,000 WGL Holdings Inc........................... 23,920,000 ------------ 81,206,800 [_] TELECOMMUNICATION--15.6% 1,000,000.. Alltel Corp................................ 51,000,000 1,730,000.. BellSouth Corp............................. 44,755,100 1,637,230.. SBC Communications Inc..................... 44,385,305 The accompanying notes are an integral part of the financial statements. 5 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Market Value Shares Company (Note 1) --------- ------- ------------ 700,000 Swisscom AG ADR.............................. $ 19,957,000 856,250 Telecom Corp. of New Zealand Ltd. Interim ADR 16,371,500 1,068,400 Telstra Corp. ADR............................ 13,333,632 1,519,000 Verizon Communications....................... 58,861,250 ------------ 248,663,787 [_] REAL ESTATE INVESTMENT TRUSTS --15.8% 130,000 Apartment Investment & Management Co......... 4,872,400 195,000 Archstone Smith Trust........................ 4,590,300 340,000 Boston Properties Inc........................ 12,532,400 120,000 Camden Property Trust........................ 3,960,000 382,400 CBL & Associates Properties Inc.............. 15,315,120 247,000 Centerpoint Properties Corp.................. 14,116,050 580,000 Chelsea GCA Realty Inc....................... 19,319,800 100,000 Colonial Properties Trust.................... 3,394,000 230,318 Corporate Office Properties Trust............ 3,231,361 451,214 Developers Diversified Realty Corp........... 9,922,196 200,000 Duke Realty Corp............................. 5,090,000 205,000 Equity Office Properties Trust............... 5,120,900 210,000 Equity Residential Properties Trust.......... 5,161,800 83,100 Essex Property Trust Inc..................... 4,225,635 275,000 General Growth Properties, Inc............... 14,300,000 290,000 Green S.L. Realty Properties Inc............. 9,164,000 167,000 Health Care Property Investors Inc........... 6,396,100 223,000 Health Care Realty Trust Inc................. 6,522,750 215,000 Hospitality Properties Trust................. 7,568,000 266,400 iStar Financial Inc.......................... 7,472,520 48,000 Kimco Realty Corp............................ 1,470,720 275,000 Macerich Co.................................. 8,456,250 300,000 Pan Pacific Retail Properties Inc............ 10,959,000 495,600 ProLogis Trust............................... 12,464,340 90,000 Realty Income Corp........................... 3,150,000 35,025 Reckson Associates Realty Corp............... 737,276 171,545 Reckson Associates Realty Corp. Class B...... 3,842,608 119,367 Shurgard Storage Centers Inc................. 3,740,962 387,000 Simon Property Group......................... 13,185,090 580,000 United Dominion Realty Trust................. 9,488,800 The accompanying notes are an integral part of the financial statements. 6 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Market Value Shares Company (Note 1) --------- ------- -------------- 340,000 Vornado Realty Trust........................... $ 12,648,000 231,750 Weingarten Realty Investors.................... 8,542,305 -------------- 250,960,683 -------------- Total Common Stocks (Cost--$1,320,031,059)..... 1,351,037,342 -------------- PREFERRED STOCKS--17.4% [_] UTILITY--17.4% 200,000 Alltel Corp 73/4% 5/17/05...................... 10,266,000 750,000 Ameren Corp. 93/4% 5/15/05..................... 20,100,000 1,200,000 Centurytel Inc. 6 7/8% 5/15/05................. 30,840,000 626,200 Cinergy Corp. 91/2% 2/16/05.................... 34,691,480 450,000 Dominion Resources 91/2% 11/16/04.............. 24,385,500 986,700 DTE Energy Co. 83/4% 8/16/05................... 26,927,043 700,000 Duke Capital Financing Trust III 8 3/8% 8/31/29 18,088,000 876,000 Duke Energy 8 1/4% 5/18/04..................... 13,937,160 223,500 EIX Trust II Series B 8.60% 10/29/29 **........ 5,174,025 500,000 FPL Group Inc. 81/2% 2/16/05................... 27,680,000 412,000 Keyspan Corp. 83/4% 5/16/05.................... 20,834,840 500,000 NiSource Industries Inc. 7.75% 2/19/03......... 19,200,000 400,000 TXU Corp. 83/4% 11/16/05....................... 11,440,000 500,000 TXU Corp. 8 1/8% 5/16/06....................... 14,375,000 -------------- Total Preferred Stocks (Cost--$299,592,364).... 277,939,048 -------------- The accompanying notes are an integral part of the financial statements. 7 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 BONDS--45.2% Ratings* ------------------------- Standard Market and Value Par Value Company Fitch Moody's Poor's (Note 1) ----------- ------- -------- ------- -------- ------------ [_] ELECTRIC--14.3% $23,571,000 Cleveland Electric Illuminating 9%, due 7/01/23................. BBB Baa2 BBB $ 25,083,433 18,050,000 Comed Financing II 8 1/2%, due 1/15/27............. Not Rated Baa2 BBB 19,498,332 7,500,000 Commonwealth Edison Co. 9 7/8%, due 6/15/20............. A- A3 A- 8,808,998 10,000,000 Commonwealth Edison Co. 8 3/8%, due 2/15/23............. A- A3 A- 10,445,560 6,000,000 Dayton Power and Light 8.15%, due 1/15/26.............. A A2 BBB 6,128,958 24,000,000 Dominion Resources Capital Trust 7.83%, due 12/01/27............. Not Rated Baa2 BBB- 22,918,968 5,000,000 Gulf States Utilities 8.94%, due 1/01/22.............. Not Rated Baa3 BBB- 5,216,375 1,000,000 Houston Lighting 83/4%, due 3/01/22.............. BBB+ Baa2 BBB 1,039,706 19,800,000 Hydro-Quebec 93/4%, due 1/15/18.............. AA- A1 A+ 19,924,522 5,000,000 Illinois Power Co. 71/2%, due 7/15/25.............. BB- B3 B 3,775,000 5,000,000 Progress Energy Inc. 73/4%, due 3/1/31............... Not Rated Baa1 BBB 5,703,695 9,000,000 PSEG Power 8 5/8%, due 4/15/31............. Not Rated Baa1 BBB 9,723,087 15,830,000 Public Service Co. of Colorado 8 3/4%, due 3/01/22............. BBB Baa1 BBB+ 16,521,724 22,750,000 Puget Capital Trust 8.231%, due 6/01/27............. Not Rated Ba1 BB 22,217,263 13,000,000 Southern Co. Capital Trust 8.14%, due 2/15/27.............. Not Rated Baa1 BBB+ 14,060,514 5,500,000 Texas Utilities Corp. 7 7/8%, due 3/1/23.............. A- Baa1 BBB 5,698,170 The accompanying notes are an integral part of the financial statements. 8 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Ratings* ------------------------- Standard Market and Value Par Value Company Fitch Moody's Poor's (Note 1) ----------- ------- --------- ------- -------- ------------ $10,000,000 Virginia Electric & Power Co. 8 5/8%, due 10/01/24......... Not Rated A2 A- $ 11,064,290 17,700,000 Virginia Electric & Power Co. 8 1/4%, due 3/01/25.......... Not Rated A2 A- 19,410,723 ------------ 227,239,318 [_] GAS--3.6% 5,125,000 ANR Pipeline Co. 9 5/8%, due 11/01/21......... Not Rated Ba1 BB 5,138,289 5,000,000 KN Energy Inc. 71/4%, due 3/01/28........... BBB Baa2 BBB 5,125,295 10,000,000 Northern Border Partners L.P. 8 7/8%, due 6/15/10.......... BBB+ Baa2 BBB+ 11,804,150 6,488,000 Southern Union Co. 7.60%, due 2/01/24........... BBB Baa3 BBB+ 6,215,621 8,850,000 Southern Union Co. 81/4%, due 11/15/29.......... BBB Baa3 BBB+ 9,076,595 10,000,000 TE Products Pipeline Co. 7.51%, due 1/15/28........... Not Rated Baa3 BBB 9,332,570 9,000,000 Trans-Canada Pipeline 9 1/8%, due 4/20/06.......... Not Rated A3 BBB+ 10,346,202 ------------ 57,038,722 [_] TELECOMMUNICATION--7.0% 10,000,000 Bell South Capital Funding 7 7/8%, due 2/15/30.......... A+ Aa3 A+ 12,325,670 25,000,000 British Telecom PLC 8 5/8%, due 12/15/30......... Not Rated Baa1 A- 31,987,425 5,000,000 Centurytel Inc. 6 7/8%, due 1/15/28.......... Not Rated Baa2 BBB+ 5,220,615 10,000,000 Centurytel Inc. 8 3/8%, due 10/15/10......... Not Rated Baa2 BBB+ 11,949,580 12,000,000 GTE California Inc. 8.07%, due 4/15/24........... AA A1 A+ 12,942,900 2,835,000 GTE Corp. 9.10%, due 6/01/03........... Not Rated A3 A+ 2,906,847 The accompanying notes are an integral part of the financial statements. 9 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Ratings* ------------------------- Standard Market and Value Par Value Company Fitch Moody's Poor's (Note 1) ----------- ------- -------- ------- -------- ------------ $17,625,000 GTE Corp. 7.90%, due 2/01/27................. Not Rated A2 A+ $ 19,114,348 9,000,000 New York Telephone Co. 7 5/8%, due 2/01/23................ AA A2 A+ 9,287,100 5,000,000 Vodafone Group PLC 7 7/8%, due 2/15/30................ Not Rated A2 A 6,048,330 ------------ 111,782,815 [_] NON-UTILITY--20.3% #15,000,000 American General Finance Corp. 1.61%, due 5/28/04................. A+ A1 A+ 15,025,113 #20,000,000 Credit Suisse First Boston USA Inc. 1.66%, due 4/28/03................. Not Rated Aa3 A+ 20,012,084 #25,000,000 Daimler Chrysler NA Holdings 1.65%, due 8/21/03................. Not Rated A3 BBB+ 24,878,941 8,000,000 Dayton Hudson Corp. 9 7/8%, due 7/01/20................ A A2 A+ 11,367,520 19,940,000 EOP Operating LP 71/2%, due 4/19/29................. BBB+ Baa1 BBB+ 20,844,040 #25,000,000 General Electric Capital Corp. 1.51%, due 10/22/03................ Not Rated Aaa AAA 25,017,580 #25,000,000 General Motors Acceptance Corp. 1.92%, due 11/07/03................ A- A2 BBB 24,646,555 #25,000,000 Household Finance Corp. 1.77%, due 5/28/04................. A A2 A- 24,713,230 #25,000,000 Morgan Stanley Dean Witter & Co. 1.70%, due 5/18/04................. AA- Aa3 A+ 25,022,655 #25,000,000 Northern Rock PLC 1.51%, due 7/22/03................. A+ A2 A 25,009,730 #25,000,000 Salomon Smith Barney Holdings Inc. 1.78%, due 5/07/04................. AA+ Aa1 AA- 25,009,630 #50,000,000 Sigma Finance Inc. 1.43%, due 6/05/03................. AAA Aaa AAA 50,005,500 The accompanying notes are an integral part of the financial statements. 10 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Ratings* --------------------- Standard Market Par Value/ and Value Shares Company Fitch Moody's Poor's (Note 1) ------------ ------- ----- ------- -------- ------------ # $7,500,000 First Union National Bank 1.53%, due 5/09/03.......... A+ Aa2 A+ $ 7,502,822 # 25,000,000 Washington Mutual Bank, F.A. 1.52%, due 3/18/03.......... A+ A2 A- 25,000,000 ------------ 324,055,400 ------------ Total Bonds (Cost--$703,861,374)................... 720,116,255 ------------ U.S. TREASURY OBLIGATIONS--1.4% 19,400,000 U.S. Treasury Bond 10 3/4%, due 5/15/03................................................. 20,080,532 2,000,000 U.S. Treasury Bond 10 3/4%, due 8/15/05................................................. 2,452,267 ----------- Total U.S. Treasury Obligations (Cost--$22,154,563).................. 22,532,799 ----------- U.S. GOVERNMENT AGENCY OBLIGATIONS--8.5% 125,000,000 Federal Home Loan Mortgage Corp. 9%, due 2/26/04...................................................... 135,742,000 ----------- Total U.S. Government Agency Obligations (Cost--$135,636,970)........ 135,742,000 ----------- MONEY MARKET INSTRUMENTS--18.8% 40,000,000 AIG Funding Inc. 1.30%, due 1/06/03................................................... 39,992,778 # 474,690 AIM STIC Liquid Assets Portfolio..................................... 474,690 # 11,037,500 Bear Stearns & Co. Repurchase Agreement 1.20%, due 1/02/03, dated 12/31/02, collateralized by $4,733,258 Contimortgage Home Equity Loan Trust 1998-1 B ABS, 7.86% due 4/15/29 and $6,525,210 FNMA Conventional Loan Mortgage Pool 13115 MBS 6% due 1/01/03....................................................... 11,037,500 # 87,460,000 Bear Stearns & Co. Master Note 1.46%, due 1/02/03.................... 87,460,000 30,000,000 Citigroup Inc. 1.25%, due 1/02/03.................................... 29,998,958 The accompanying notes are an integral part of the financial statements. 11 DNP SELECT INCOME FUND INC. SCHEDULE OF INVESTMENTS--(Continued) December 31, 2002 Market Par Value/ Value Shares Company (Note 1) ------------ ------- -------------- #$50,000,000 Deutsche Bank Securities Inc. Repurchase Agreement 1.37%, due 1/02/03, dated 12/31/02, collateralized by $36,954,190 Commercial Mortgage Pass-Through Certificate 2001-J2A C MBS, 6.586% due 7/16/34 and $14,045,810 ABN Amro Mortgage Corporation 2002-6 A6 CMO, 7.1475%, due 8/25/32........................................................ $ 50,000,000 10,000,000 General Electric Capital Corp. 1.80%, due 1/03/03........................... 9,999,344 # 18,882,316 Janus Institutional Cash Reserves Fund...................................... 18,882,316 # 1,027,718 Janus Government Money Market Fund.......................................... 1,027,718 # 21,970,281 NYLIM Institutional Prime Cash Fund......................................... 21,970,281 # 27,900,000 Westways Funding IV 1.53%, due 1/08/03.......................................................... 27,900,000 -------------- Total Money Market Instruments (Amortized Cost--$298,709,873)............... 298,743,585 -------------- TOTAL INVESTMENTS (Cost--$2,779,986,203) (176.2%)........................................ $2,806,111,029 -------------- -------- *Bond ratings are not covered by the report of independent auditors. **Dividends currently are deferred. #This security was purchased with the cash proceeds from securities loans. The percentage shown for each investment category is the total value of that category as a percentage of the net assets applicable to common shares of the Fund. The accompanying notes are an integral part of the financial statements. 12 DNP SELECT INCOME FUND INC. BALANCE SHEET December 31, 2002 ASSETS: Investments at value: Common stocks (cost $1,320,031,059)....................................................... $1,351,037,342 Preferred stocks cost ($299,592,364)...................................................... 277,939,048 Bonds (cost $703,861,374)................................................................. 720,116,255 U.S. Treasury obligations (cost $22,154,563).............................................. 22,532,799 U.S. government agency obligation (cost $135,636,970)..................................... 135,742,000 Money market instruments (amortized cost $298,709,873).................................... 298,743,585 -------------- Total investments at value (Cost--$2,779,986,203) including $496,031,247 of securities loaned................................................................................ 2,806,111,029 Interest-bearing deposits with custodian................................................... 5,345,942 Receivables: Interest.................................................................................. 11,149,416 Dividends................................................................................. 3,780,778 Securities lending income................................................................. 111,756 Prepaid expenses........................................................................... 112,332 -------------- Total Assets............................................................................ $2,826,611,253 ============== LIABILITIES: Payable for securities purchased........................................................... $ 4,416,875 Due to Adviser (Note 2).................................................................... 3,185,976 Due to Administrator (Note 2).............................................................. 826,236 Dividends payable on common stock.......................................................... 14,051,018 Dividends payable on remarketed preferred stock............................................ 573,731 Accrued expenses........................................................................... 1,392,670 Commercial paper outstanding (Note 6)...................................................... 197,955,439 Payable upon return of securities on loan.................................................. 511,238,875 -------------- Total Liabilities....................................................................... 733,640,820 -------------- Remarketed preferred stock ($.001 par value; 100,000,000 shares authorized and 5,000 shares issued and outstanding, liquidation preference $100,000 per share) (Note 5).............. 500,000,000 -------------- CAPITAL: Common stock ($.001 par value; 250,000,000 shares authorized and 216,169,515 shares issued and outstanding) (Note 4)................................................................ 216,169 Paid-in surplus (Note 4)................................................................... 1,935,715,588 Accumulated net realized loss on investments............................................... (366,671,086) Distributions in excess of book net investment income...................................... (2,418,188) Net unrealized appreciation (depreciation) on investments, foreign currency translation and collateral held for securities on loan................................... 26,127,950 -------------- Net assets applicable to common stock (equivalent to $7.37 per share based on 216,169,515 shares outstanding)....................................................... 1,592,970,433 -------------- Total Liabilities, Remarketed Preferred Stock and Capital............................... $2,826,611,253 ============== The accompanying notes are an integral part of the financial statements. 13 DNP SELECT INCOME FUND INC. STATEMENT OF OPERATIONS For the year ended December 31, 2002 INVESTMENT INCOME: Interest................................................................................ $ 43,210,606 Dividends (less withholding tax of $653,400)............................................ 151,086,768 Securities lending income, net.......................................................... 937,764 ------------- Total investment income............................................................... 195,235,138 EXPENSES: Management fees (Note 2)................................................................ 13,776,089 Commercial paper interest expense (Note 6 )............................................. 4,325,710 Administrative fees (Note 2)............................................................ 3,505,218 Transfer agent fees..................................................................... 474,500 Custodian fees.......................................................................... 366,000 Remarketing agent fees.................................................................. 1,267,360 Shareholder reports..................................................................... 402,500 Professional fees....................................................................... 234,000 Directors' fees (Note 2)................................................................ 453,000 Other expenses.......................................................................... 588,567 ------------- Total expenses........................................................................ 25,392,944 ------------- Net investment income................................................................. 169,842,194 REALIZED AND UNREALIZED GAIN (LOSS): Net realized loss on investments........................................................ (299,216,873) Net change in unrealized appreciation (depreciation) on investments, collateral held for securities on loan and foreign currency translation................................... (87,406,287) ------------- Net realized and unrealized loss........................................................ (386,623,160) DISTRIBUTIONS TO PREFERRED SHAREHOLDERS: From net investment income.............................................................. (8,213,811) ------------- Net decrease in net assets applicable to common shares resulting from operations........ $(224,994,777) ============= The accompanying notes are an integral part of the financial statements. 14 DNP SELECT INCOME FUND INC. STATEMENTS OF CHANGES IN NET ASSETS For the year For the year ended ended December 31, December 31, 2002 2001 -------------- -------------- FROM OPERATIONS: Net investment income..................................................... $ 169,842,194 $ 178,373,579 Net realized gain (loss).................................................. (299,216,873) 18,943,412 Net change in unrealized appreciation/(depreciation) on investments, collateral held for securities on loan, and foreign currency translation (87,406,287) (296,203,058) Distributions to preferred shareholders from net investment income........ (8,213,811) (16,247,814) -------------- -------------- Net decrease in net assets applicable to common shares resulting from operations............................................................ (224,994,777) (115,133,881) DISTRIBUTIONS TO COMMON STOCKHOLDERS FROM: Net investment income--(Note 3)........................................... (167,637,718) (167,778,258) -------------- -------------- Total distributions to common stockholders.............................. (167,637,718) (167,778,258) FROM CAPITAL STOCK TRANSACTIONS (Note 4): Shares issued to common stockholders from dividend reinvestment........... 25,906,297 26,595,226 -------------- -------------- Net increase in net assets derived from capital share transactions........ 25,906,297 26,595,226 -------------- -------------- Total decrease.......................................................... (366,726,198) (256,316,913) TOTAL NET ASSETS APPLICABLE TO COMMON SHARES: Beginning of year......................................................... 1,959,696,631 2,216,013,544 -------------- -------------- End of year (including distributions in excess of book net investment income of $2,418,188, and $16,645,171, respectively).................... $1,592,970,433 $1,959,696,631 ============== ============== The accompanying notes are an integral part of the financial statements. 15 DNP SELECT INCOME FUND INC. STATEMENT OF CASH FLOWS For the year ended December 31, 2002 Cash Flows From (For): OPERATING ACTIVITIES Interest received....................................................... $ 47,814,883 Income dividends received............................................... 154,099,414 Securities lending income, net.......................................... 915,142 Operating expenses paid (excluding interest)............................ (22,056,390) Interest paid on commercial paper....................................... (4,869,944) --------------- Net cash provided by operating activities........................................... $ 175,903,105 INVESTING ACTIVITIES Purchase of investment securities....................................... (5,015,992,041) Proceeds from sale/redemption of investment securities.................. 4,978,337,168 Return of capital on investments........................................ 3,159,013 Long-term capital gains dividends received.............................. 1,849,860 Amortization of premiums and discounts on debt securities............... 5,804,192 --------------- Net cash used in investing activities............................................... (26,841,808) FINANCING ACTIVITIES Dividends paid.......................................................... (177,909,912) Proceeds from issuance of common stock under dividend reinvestment plan.................................................................. 25,906,297 Change in net proceeds from issuance of commercial paper................ 1,128,154 --------------- Net cash used in financing activities............................................... (150,875,461) ------------- Net decrease in cash and cash equivalents................................................. (1,814,164) Cash and cash equivalents--beginning of year.............................................. 7,160,106 ------------- Cash and cash equivalents--end of year.................................................... $ 5,345,942 ============= Reconciliation of net investment income to net cash provided by operating activities: Net investment income................................................................... $ 169,842,194 Adjustments to reconcile net investment income to net cash provided by operating activities: Decrease in interest receivable....................................... 4,604,278 Decrease in dividends receivable...................................... 3,012,645 Decrease in accrued expenses.......................................... (1,533,390) Increase in other receivable.......................................... (22,622) --------------- Total adjustments............................................................... 6,060,911 ------------- Net cash provided by operating activities................................................. $ 175,903,105 ============= The accompanying notes are an integral part of the financial statements. 16 DNP SELECT INCOME FUND INC. NOTES TO FINANCIAL STATEMENTS December 31, 2002 (1) SIGNIFICANT ACCOUNTING POLICIES: DNP Select Income Fund Inc. (the "Fund", formerly Duff & Phelps Utilities Income Inc.) was incorporated under the laws of the State of Maryland on November 26, 1986. The Fund commenced operations on January 21, 1987, as a closed-end diversified management investment company registered under the Investment Company Act of 1940. The primary investment objectives of the Fund are current income and long-term growth of income. Capital appreciation is a secondary objective. The following are the significant accounting policies of the Fund: (a) The market values for securities are determined as follows: Equity securities traded on a national securities exchange or traded over-the-counter and quoted on the NASDAQ System are valued at last sales prices. Fixed income securities and any other securities for which it is determined that market prices are unavailable or inappropriate are valued at a fair value using a procedure determined in good faith by the Board of Directors which includes the use of a pricing service. Each money market instrument having a maturity of 60 days or less is valued on an amortized cost basis, which approximates market value. (b) No provision is made for Federal income taxes since the Fund has elected to be taxed as a "regulated investment company" and has made such distributions to its shareholders deemed necessary to be relieved of all Federal income taxes under provisions of current Federal tax law. The Fund intends to utilize provisions of Federal income tax laws which allow a realized capital loss to be carried forward for eight years following the year of loss and offset such losses against any future realized gains. At December 31, 2002, the Fund had tax capital loss carry forwards of $199,205,932 which expire beginning on December 31, 2003. For the period November 1, 2002 through December 31, 2002 the Fund incurred net realized capital losses of $181,983,140. The Fund intends to treat these losses as having occurred on January 1, 2003. At December 31, 2002, on a tax basis, the Fund had undistributed net investment income of $2,103,117; and based on a $2,792,953,260 tax cost of investments, gross unrealized appreciation of $139,857,445 and unrealized depreciation of $126,699,675. The difference between the book basis and tax basis of distributable earnings are primarily a result of tax deferral of wash sale losses, the accretion of discount and amortization of premiums. (c) The accounts of the Fund are kept on the accrual basis of accounting. Security transactions are recorded on the trade date. Realized gains or losses from sales of securities are determined on the specific identified cost basis. Dividend income is recognized on the ex-dividend date. Interest income and expense are recognized on the accrual basis. Discounts and premiums on securities are amortized over the lives of the respective securities for book purposes. Discounts and premiums are not amortized for tax purposes. (d) 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 increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. 17 DNP SELECT INCOME FUND INC. NOTES TO FINANCIAL STATEMENTS (Continued) December 31, 2002 (e) As required, effective January 1, 2002, the Fund has adopted the classification requirement of EITF D-98, Classification and Measurement of Redeemable Securities. EITF D-98 requires that preferred stock be presented separately at liquidation preference on the balance sheet. Accordingly, certain reclassifications have been made to the statement of operations, statements of changes in net assets and financial highlights for all periods presented. The adoption of EITF D-98 had no impact on the net asset value of the common stock of the Fund. (2) MANAGEMENT ARRANGEMENTS: The Fund has engaged Duff & Phelps Investment Management Co. (the "Adviser") to provide professional investment management services for the Fund and has engaged J. J. B. Hilliard, W. L. Lyons, Inc. (the "Administrator") to provide administrative and management services for the Fund. The Adviser receives a quarterly fee at an annual rate of .60% of the average weekly net assets of the Fund up to $1.5 billion and .50% of average weekly net assets in excess thereof. The Administrator receives a quarterly fee at annual rates of .25% of average weekly net assets up to $100 million, .20% of average weekly net assets from $100 million to $1 billion, and .10% of average weekly net assets over $1 billion. For purposes of the foregoing calculations, "average weekly net assets" is defined as the sum of (i) the aggregate net asset value of the Fund's common stock (ii) the aggregate liquidation preference of the Fund's preferred stock and (iii) the aggregate proceeds to the Fund of commercial paper issued by the Fund. Directors of the Fund not affiliated with the Adviser receive a fee of $25,000 per year plus $2,000 per board meeting, plus $1,500 per committee meeting attended. Committee Chairmen receive an additional fee of $5,000 per year. Transfer agent and custodian fees are paid to The Bank of New York. (3) DIVIDENDS: The Board of Directors has authorized the following distributions to common stockholders from investment income in 2002: Record Payable Dividend Date Date Per Share -------- -------- --------- 01-31-02 02-11-02 $.065 02-28-02 03-11-02 .065 03-29-02 04-10-02 .065 04-30-02 05-10-02 .065 05-31-02 06-10-02 .065 06-28-02 07-10-02 .065 Record Payable Dividend Date Date Per Share -------- -------- --------- 07-31-02 08-12-02 .065 08-30-02 09-10-02 .065 09-30-02 10-10-02 .065 10-31-02 11-12-02 .065 11-29-02 12-10-02 .065 12-31-02 01-10-03 .065 The tax basis for all distributions was ordinary income. 18 DNP SELECT INCOME FUND INC. NOTES TO FINANCIAL STATEMENTS (Continued) December 31, 2002 (4) CAPITAL STOCK TRANSACTIONS: The Fund may purchase shares of its own stock in open market or private transactions, from time to time and in such amounts and at such prices (not exceeding $100,000 plus accumulated and unpaid dividends in the case of the Fund's remarketed preferred stock and less than net asset value in the case of the Fund's common stock) as management may deem advisable. Since any such purchases of the Fund's common stock would be made at prices below net asset value, they would increase the net asset value per share of the remaining shares of common stock outstanding. The Fund has not purchased any shares of its common stock. Transactions in common stock and paid-in surplus during 2002 and 2001 were as follows: Shares Amount ----------- -------------- For the year ended December 31, 2002: Beginning capitalization.......... 213,521,241 $1,910,025,460 Dividend reinvestment............. 2,648,274 25,906,297 ----------- -------------- Total capitalization.......... 216,169,515 $1,935,931,757 =========== ============== For the year ended December 31, 2001: Beginning capitalization.......... 210,935,760 $1,883,430,234 Dividend reinvestment............. 2,585,481 26,595,226 ----------- -------------- Total capitalization.......... 213,521,241 $1,910,025,460 =========== ============== (5) REMARKETED PREFERRED STOCK: In 1988, the Fund issued 5,000 shares of Remarketed Preferred Stock ("RP") in five series of 1,000 shares each at a public offering price of $100,000 per share. The underwriting discount and other expenses incurred in connection with the issuance of the RP were recorded as a reduction of paid-in surplus on common stock. Dividends on the RP are cumulative at a rate which was initially established for each series at its offering. Since the initial offering of each series, the dividend rate on each series has been reset every 49 days by a remarketing process. Dividend rates ranged from 1.389% to 1.950% during the year ended December 31, 2002. The RP is redeemable at the option of the Fund on any dividend payment date at a redemption price equal to $100,000 per share, plus accumulated and unpaid dividends. The Fund is required to maintain certain asset coverage with respect to the RP, and the RP is subject to mandatory redemption if that asset coverage is not maintained. Each series of RP is also subject to mandatory redemption on a date certain as follows: Series A--November 28, 2012; Series B--November 18, 2015; Series C--November 7, 2018; Series D--December 22, 2021; and Series E--December 11, 2024. In general, the holders of the RP and of the Common Stock have equal voting rights of one vote per share, except that the holders of the RP, as a class, vote to elect two members of the Board of Directors, and separate class votes are required on certain matters that affect the respective interests of the RP and the Common Stock. The RP has a liquidation preference of $100,000 per share plus accumulated and unpaid dividends. 19 DNP SELECT INCOME FUND INC. NOTES TO FINANCIAL STATEMENTS (Continued) December 31, 2002 (6) COMMERCIAL PAPER: The Board of Directors has authorized the Fund to issue up to $200,000,000 of Commercial Paper Notes (the "Notes") in minimum denominations of $100,000 with maturities up to 270 days. The Notes generally will be sold on a discount basis, but may be sold on an interest-bearing basis. The Notes are not redeemable by the Fund nor are they subject to voluntary prepayment prior to maturity. The aggregate amount of Notes outstanding changes from time to time. The Notes are unsecured, general obligations of the Fund. The Fund has entered into a credit agreement to provide liquidity. The Fund is able to request loans under the credit agreement of up to $100,000,000 at any one time, subject to certain restrictions. Interest rates on the Notes ranged from 1.38% to 2.28% during the year ended December 31, 2002. At December 31, 2002, the Fund had Notes outstanding of $197,955,439. (7) INVESTMENT TRANSACTIONS: For the year ended December 31, 2002, purchases and sales of investment securities (excluding short-term securities) were $4,730,302,349 and $4,687,847,271, respectively. The Fund may lend portfolio securities to a broker/dealer. Loans are required to be secured at all times by collateral at least equal to the market value of securities loaned. The Fund receives a portion of the income earned on the securities held as collateral and continues to earn income on the loaned securities. Security loans are subject to the risk of failure by the borrower to return the loaned securities in which case the Fund could incur a loss. At December 31, 2002, the Fund had loaned portfolio securities with a market value of $496,031,247 to a broker/dealer and received $511,238,875 of cash collateral. This cash was invested in securities as shown in the Schedule of Investments. 20 DNP SELECT INCOME FUND INC. FINANCIAL HIGHLIGHTS--SELECTED PER SHARE DATA AND RATIOS The table below provides information about income and capital changes for a share of common stock outstanding throughout the periods indicated: For the year ended December 31 ------------------------------------------------------------ 2002 2001 2000 1999 1998 ---------- ---------- ---------- ---------- ---------- Net asset value: Beginning of year.......................... $ 9.18 $ 10.51 $ 8.77 $ 10.36 $ 9.90 ---------- ---------- ---------- ---------- ---------- Net investment income...................... 0.79 0.77 0.88 0.89 0.88 Net realized gain (loss) and change in unrealized appreciation/(depreciation) on investments.............................. (1.78) (1.23) 1.76 (1.59) 0.46 Dividends on preferred stock from net investment income........................ (0.04) (0.08) (0.11) (0.10) (0.10) ---------- ---------- ---------- ---------- ---------- Total from investment operations applicable to common shares......................... (1.03) (0.54) 2.53 (0.80) 1.24 Dividends on common stock from net investment income........................ (0.78) (0.79) (0.79) (0.79) (0.78) ---------- ---------- ---------- ---------- ---------- Net asset value: End of year............................... $ 7.37 $ 9.18 $ 10.51 $ 8.77 $ 10.36 ========== ========== ========== ========== ========== Per share market value: End of year............................... $ 9.90 $ 11.06 $ 10.50 $ 8.31 $ 11.25 Ratio of expenses to average net assets applicable to common stock............... 1.44% 1.57% 1.79% 1.66% 1.46% Ratio of net investment income to average net assets applicable to common stock.... 9.63% 8.63% 9.73% 9.40% 8.85% Total investment return.................... (3.04%) 13.67% 37.37% (19.85%) 19.95% Portfolio turnover rate.................... 197.27% 213.48% 229.70% 223.78% 251.19% Net assets applicable to common stock, end of year (000s omitted)................... $1,592,970 $1,959,697 $2,216,014 $1,828,128 $2,131,692 21 Information about Directors and Officers of the Fund Set forth below are the names and certain biographical information about the directors and officers of the Fund. Directors are divided into three classes and are elected to serve staggered three-year terms. Except as indicated in the table, directors are elected by the holders of the Fund's common stock. The officers are elected at the annual meeting of the board of directors of the Fund. Name, Position with the Fund, Address Length of Time Served Principal Occupation During Past 5 Years and Age and Term of Office and Other Affiliations ------- ----------------------- ---------------------------------------- Interested Director of the Fund Claire V. Hansen*....... Chairman and Director Senior Advisor to the Board of Directors, Phoenix 55 East Monroe Street since January 1987 Investment Partners, Ltd. since November 1995; Chicago, Illinois 60603 Current term expires 2005 President and Chief Executive Officer, DNP Select Age 77 Income Fund Inc. January 2000-February 2001; Senior Advisor to the Board of Directors, Duff & Phelps Corporation, 1988-November 1995 (Chairman of the Board, 1987-1988; Chairman of the Board and Chief Executive Officer prior thereto); Chairman of the Board, Duff Research Inc. and Duff & Phelps Investment Management Co., 1985-1987 Independent Directors of the Fund Wallace B. Behnke....... Director since January 1987 Consulting engineer since July 1989; prior thereto, 323 Glen Eagle Current term expires 2003 Vice Chairman, Commonwealth Edison Company Kiawah Island (public utility) South Carolina 29455 Age 77 Harry J. Bruce.......... Director since January 1989 Private investor; former Chairman and Chief 1630 Sheridan Road Current term expires 2003 Executive Officer, Illinois Central Railroad Co. Wilmette, Illinois 60091 Age 71 Franklin A. Cole........ Director since January 1989 Chairman, Croesus Corporation (private management 54 West Hubbard Street Current term expires 2004 and investment company); former Chairman and Chicago, Illinois 60610 Chief Executive Officer, Amerifin Corporation Age 76 (formerly named Walter E. Heller International Corporation) Gordon B. Davidson...... Director since January 1989 Of Counsel, Wyatt, Tarrant & Combs (law firm) PNC Plaza Current term expires 2004 since September 1995 (Chairman of the Executive Louisville, Kentucky Committee prior thereto); retired Director, BellSouth 40202 Corp.; former Chairman of the Board and Director, Age 76 Trans Financial Advisers, Inc. 22 Name, Position with the Fund, Address Length of Time Served Principal Occupation During Past 5 Years and Age and Term of Office and Other Affiliations ------- ----------------------- ---------------------------------------- Connie K. Duckworth.... Director since April 2003 Partner, Eight Wings Enterprises (investor in early- 77 Stone Gate Lane Current term expires 2005 stage businesses) since December 2001; Advisory Lake Forest, Illinois Director, Goldman, Sachs & Company, December 60045 2000-December 2001 (Managing Director, Age 48 December 1996-December 2000, Partner 1990- 1996, Chief Operating Officer of Firmwide Diversity Committee 1990-1995); Chair, The Committee of 200 (organization of women business leaders); Member, Circle Financial Group LLC (private investment company); Director, Third Age Media Inc. (internet marketing company); Member (2002) and Chair (2003), Policyowners' Examining Committee, Northwestern Mutual Life Insurance Company Robert J. Genetski**... Director since April 2001 President, Robert Genetski & Associates, Inc. 195 North Harbor Drive Current term expires 2004 (economic and financial consulting firm) since 1991; Chicago, Illinois 60601 Senior Managing Director, Chicago Capital, Inc. Age 60 (financial services firm) 1995-2001; former Senior Vice President and Chief Economist, Harris Trust & Savings Bank; author of several books; regular contributor to the Nikkei Financial Daily Francis E. Jeffries***. Director since January 1987 Retired Chairman, Phoenix Investment Partners, Ltd. 8477 Bay Colony Drive Current term expires 2004 since May 1997 (Chairman, November 1995- Naples, Florida 34108 May 1997); Chairman and Chief Executive Officer, Age 72 Duff & Phelps Corporation, June 1993-November 1995 (President and Chief Executive Officer, January 1992-June 1993); President and Chief Executive Officer, Duff & Phelps Illinois Inc. since 1987 (President and Chief Operating Officer, 1984-1987) and Chairman of the Board, Duff & Phelps Investment Management Co. 1988-1993; Director, The Empire District Electric Company Nancy Lampton**........ Director since October 1994 Chairman and Chief Executive Officer, Hardscuffle 3 Riverfront Plaza Nominee for a term expiring Inc. (insurance holding company) since January Louisville, Kentucky in 2006 2000; Chairman and Chief Executive Officer, 40202 American Life and Accident Insurance Company of Age 60 Kentucky since 1971; Director, Constellation Energy Group, Inc. (public utility holding company); Director, Brinly-Hardy Corporation (lawn and garden tractor accessories), Thorium Power Corporation (designers of non-proliferative fuel for nuclear energy needs) 23 Name, Position with the Fund, Address Length of Time Served Principal Occupation During Past 5 Years and Age and Term of Office and Other Affiliations ------- ----------------------- ---------------------------------------- Carl F. Pollard........ Director since April 2003 Owner, Hermitage Farm L.L.C. (Thoroughbred 10500 W. U.S. Hwy 42 Current term expires 2005 breeding) since January 1995; Chairman, Columbia Goshen, Kentucky 40026 Healthcare Corporation 1993-1994; Chairman and Age 64 Chief Executive Officer, Galen Health Care, Inc. March-August 1993; President and Chief Operating Officer, Humana Inc. 1991-1993 (previously Senior Executive Vice President, Executive Vice President and Chief Financial Officer); Chairman and Director, Churchill Downs Incorporated; Director, National City Bank, Kentucky (and member of executive committee), Breeders' Cup Limited, Kentucky Derby Museum Corporation; Trustee, Thoroughbred Owners and Breeders Association David J. Vitale........ Director since April 2000 Private investor and, since February 2003, 141 West Jackson Nominee for a term expiring Senior Adviser to the Chicago Board of Education; Boulevard in 2006 President and Chief Executive Officer, Board of Chicago, Illinois 60604 Trade of the City of Chicago, Inc., March 2001- Age 56 November 2002; Retired executive 1999-2001; Vice Chairman and Director, Bank One Corporation, 1998-1999; Vice Chairman and Director, First Chicago NBD Corporation, and President, The First National Bank of Chicago, 1995-1998; Vice Chairman, First Chicago Corporation and The First National Bank of Chicago, 1993-1998 (Director, 1992-1998; Executive Vice President, 1986-1993); Director, Ariel Capital Management, Inc., Ark Investment Management, Wheels Inc. Additional information about the Fund's directors is contained in the Statement of Additional Information ("SAI") constituting Part B of the Fund's Registration Statement on Form N-2 filed with the SEC. The most recent post-effective amendment to that Registration Statement is available electronically at the SEC's Internet web site, http://www.sec.gov. The Fund will also furnish a copy of the SAI portion of the Registration Statement, without charge, to any shareholder who so requests by calling the Administrator at (888) 878-7845 (toll-free). 24 Name, Position with the Fund, Address Length of Time Served Principal Occupation During Past 5 Years and Age and Term of Office and Other Affiliations ------- ----------------------- ---------------------------------------- Officers of the Fund (other than the Chairman, for whom see above) Nathan I. Partain...... President and Chief Executive Vice President, Duff & Phelps Investment 55 East Monroe Street Executive Officer, since Management Co. since January 1997; Director of Chicago, Illinois 60603 February 2001 (Executive Utility Research, Phoenix Investment Partners, Ltd., Age 46 Vice President, Chief 1989-1996 (Director of Equity Research, 1993-1996 Investment Officer and and Director of Fixed Income Research, 1993); Assistant Secretary, Director, Otter Tail Corporation April 1998-February 2001; Senior Vice President, Chief Investment Officer and Assistant Secretary, January-April 1998; Senior Vice President and Assistant Secretary, January 1997- January 1998) T. Brooks Beittel...... Secretary and Senior Senior Vice President, Duff & Phelps Investment 55 East Monroe Street Vice President, since Management Co. since 1993 (Vice President Chicago, Illinois 60603 January 1995; Treasurer, 1987-1993) Age 52 January 1995-September 2002 Michael Schatt......... Senior Vice President since Senior Vice President, Duff & Phelps Investment 55 East Monroe Street April 1998 (Vice President, Management Co. since January 1997; Managing Chicago, Illinois 60603 January 1997-April 1998) Director, Phoenix Investment Partners, Ltd., Age 55 1994-1996 Joseph C. Curry, Jr.... Treasurer since September Senior Vice President, J.J.B. Hilliard, W.L. Lyons, Hilliard Lyons Center 2002; Vice President since Inc. since 1994 (Vice President 1982-1994); Louisville, Kentucky April 1988 Vice President Hilliard Lyons Trust Company; 40202 President, Hilliard-Lyons Government Fund, Inc.; Age 58 Vice President, Treasurer and Secretary, Hilliard Lyons Growth Fund, Inc.; Treasurer, Senbanc Fund Dianna P. Wengler...... Assistant Secretary since Vice President, J.J.B. Hilliard, W.L. Lyons, Inc. since Hilliard Lyons Center April 1988 1990; Vice President, Hilliard-Lyons Government Louisville, Kentucky Fund, Inc.; Assistant Secretary, Hilliard Lyons 40202 Growth Fund, Inc. Age 42 -------- *Mr. Hansen is deemed to be an "interested person" of the Fund under the Investment Company Act of 1940 because of his positions with the Fund and with Phoenix Investment Partners, Ltd., parent company of the Fund's investment adviser. **Elected by the holders of the Fund's preferred stock. ***Mr. Jeffries oversees 30 portfolios in the Fund Complex to which the Fund belongs. 25 Board of Directors WALLACE B. BEHNKE HARRY J. BRUCE FRANKLIN A. COLE GORDON B. DAVIDSON CONNIE K. DUCKWORTH ROBERT J. GENETSKI CLAIRE V. HANSEN, CFA FRANCIS E. JEFFRIES, CFA NANCY LAMPTON CARL F. POLLARD DAVID J. VITALE Officers CLAIRE V. HANSEN, CFA Chairman NATHAN I. PARTAIN, CFA President and Chief Executive Officer T. BROOKS BEITTEL, CFA Senior Vice President and Secretary MICHAEL SCHATT Senior Vice President JOSEPH C. CURRY, JR. Vice President and Treasurer DIANNA P. WENGLER Assistant Secretary DNP Select Income Fund Inc. Common stock listed on the New York Stock Exchange under the symbol DNP 55 East Monroe Street Chicago, Illinois 60603 (312) 368-5510 Shareholder inquiries please contact Transfer Agent Dividend Disbursing Agent and Custodian The Bank of New York Shareholder Relations Church Street Station P.O. Box 11258 New York, New York 10286-1258 (877) 381-2537 Investment Adviser Duff & Phelps Investment Management Co. 55 East Monroe Street Chicago, Illinois 60603 Administrator J.J.B. Hilliard, W.L. Lyons, Inc. Hilliard Lyons Center Louisville, Kentucky 40202 (888) 878-7845 Legal Counsel Mayer, Brown, Rowe & Maw 190 South LaSalle Street Chicago, Illinois 60603 Independent Auditors Ernst & Young LLP 233 South Wacker Drive Chicago, Illinois 60606 26 DNP Select Income Fund Inc. Annual Report December 31, 2002 [GRAPHIC] 4th ITEM 2. CODE OF ETHICS. Not applicable to annual reports for the period ended December 31, 2002. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable to annual reports for the period ended December 31, 2002. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable to annual reports for the period ended December 31, 2002. ITEMS 5-6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to annual reports for the period ended December 31, 2002. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. Not applicable to annual reports for the period ended December 31, 2002. ITEM 10. EXHIBITS. Exhibit 99.CERT Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 99.1 Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) DNP SELECT INCOME FUND INC. By (Signature and Title)* /s/ NATHAN I. PARTAIN ----------------------------------------------------- Nathan I. Partain President and Chief Executive Officer Date February 28, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ NATHAN I. PARTAIN ----------------------------------------------------- Nathan I. Partain President and Chief Executive Officer Date February 28, 2003 By (Signature and Title)* /s/ JOSEPH C. CURRY, JR. ----------------------------------------------------- Joseph C. Curry, Jr. Vice President and Treasurer Date February 28, 2003 /*/ Print the name and title of each signing officer under his or her signature.