NOVEMBER 8, 2002 DEAR SHAREHOLDER: This financial report covers the fiscal year ended September 30, 2002, which is our thirtieth fiscal year of operations. Against the backdrop of September 11, conflicting signs of economic health provided the fodder for high levels of interest rate volatility throughout the year. Over the first six months of the fiscal year, the benchmark ten-year Treasury bond yield increased 82 basis points followed by a precipitous drop of 182 basis points by year-end. With a loose monetary policy in place, early 2002 economic data suggested the economy had grown at a rate much higher than the market expected, setting a higher interest rate trend in motion. However, the consensus economic forecast soon shifted toward our view that real economic growth would trend between 2.0% and 3.0%. As 2002 progressed, the market began to question if consumer spending could continue to keep the real economy on track as unemployment figures rose and consumer confidence indicators fell. Corporate spending continued to decline as entire industries were forced to work off excess financial and operating leverage. In an effort to preserve cash flow, many large U.S. corporations were required to combat declining revenue through reduced head count and capital expenditures. Some companies also needed to address serious flaws in corporate governance, as investor confidence began to wane. Given this environment combined with the recent threat of war against Iraq, markets reacted with risk aversion driving asset prices through equilibrium. As a result, interest rates fell to unsustainable levels. We currently believe interest rates, across the entire yield curve, are below fair value and have positioned the portfolio accordingly. Our strategy towards spread sectors continues to favor high credit quality bonds issued in the commercial mortgage backed and asset backed sectors in lieu of corporate bonds with similar credit quality. As general corporate bond spreads increased to accommodate the added credit and liquidity risk in the market, we continue to look for attractive lending opportunities to corporations with stable or improving credit fundamentals. We anticipate our total exposure to investment- grade corporate bonds will increase during the next fiscal year. The defensive posture in terms of duration and credit strategy is expected to continue generating strong relative returns while preserving capital in this period of excessive volatility. Net investment income for the year was $0.95 per share and net realized and unrealized loss on investments totaled $0.07 per share. On September 30, 2002, the net asset value per share was $15.71 and the stock closed that day at $15.10 per share. During the fiscal year, the Board of Directors declared regular quarterly dividends of $0.25 per share payable on December 14, 2001, $0.24 per share payable on March 22, 2002 and June 14, 2002, and $0.23 per share payable on September 13, 2002. In addition to the regular dividends, the Board declared a capital gains distribution of $0.16 per share payable on December 14, 2001. 1 No new shares of capital stock were issued in the fiscal year. On September 30, 2002, there were 8,775,665 shares of capital stock outstanding and the net assets applicable to those shares were $137.9 million. At the end of the fiscal year the 136 issues in the portfolio had an average market yield of 5.41%, an average Moody's quality rating of A1, an average nominal duration of 7.0, and an average maturity of 14.9 years. The distribution of the portfolio maturities and quality was as follows: Maturites ----------------------------------------- 0-1 year 4.2% 1-3 years 12.6 3-5 years 1.9 5-10 years 46.7 10-20 years 11.3 20 plus years 23.3 ------ 100.0% Quality ----------------------------------------- Treasury, Agency and Aaa 41.7% Aa 9.9 A 21.9 Baa 23.5 Below Baa 3.0 ------ 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. Audited financial statements for the year ended September 30, 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, Inc. MARKET VALUE OF INDEX AND SHARE PRICE(1) WITH ALL DIVIDENDS REINVESTED AS OF SEPTEMBER 30, 2002 ANNUALIZED RETURNS 12 MONTHS SINCE INCEPTION Fort Dearborn 9.46% 8.74% Investment Grade Bond Index 8.96 8.09 $ WEALTH INDEX INVESTMENT FORT GRADE BOND INDEX DEARBORN 12/31/72 18.17 18.17 3/31/73 18.16 18.17 6/30/73 18.06 17.10 9/30/73 18.41 17.09 12/31/73 18.23 16.74 3/31/74 17.55 13.73 6/30/74 16.61 15.62 9/30/74 16.07 13.40 12/31/74 17.05 16.33 3/31/75 17.83 16.82 6/30/75 18.43 17.61 9/30/75 17.79 16.79 12/31/75 19.39 16.54 3/31/76 20.17 18.45 6/30/76 20.19 18.37 9/30/76 21.28 20.03 12/31/76 22.83 20.26 3/31/77 22.26 20.50 6/30/77 23.08 21.07 9/30/77 23.28 21.49 12/31/77 23.04 20.68 3/31/78 23.00 20.93 6/30/78 22.70 21.00 9/30/78 23.36 20.90 12/31/78 22.84 19.04 3/31/79 23.16 20.31 6/30/79 24.15 21.40 9/30/79 23.61 20.84 12/31/79 21.70 19.25 3/31/80 18.79 17.16 6/30/80 23.31 20.99 9/30/80 20.76 18.99 12/31/80 20.93 19.11 3/31/81 20.69 19.19 6/30/81 20.24 19.51 9/30/81 18.40 19.39 12/31/81 20.51 20.85 3/31/82 21.47 21.83 6/30/82 21.63 22.26 9/30/82 26.21 26.55 12/31/82 29.02 28.83 3/31/83 30.14 29.96 6/30/83 30.55 31.44 9/30/83 30.40 31.01 12/31/83 30.59 31.22 3/31/84 30.09 32.50 6/30/84 28.94 30.21 9/30/84 32.51 32.66 12/31/84 35.48 37.09 3/31/85 35.82 37.34 6/30/85 40.17 43.27 9/30/85 40.92 42.71 12/31/85 45.80 46.79 3/31/86 50.64 53.14 6/30/86 50.88 55.71 9/30/86 51.74 56.95 12/31/86 54.47 57.70 3/31/87 55.37 60.37 6/30/87 53.02 58.78 9/30/87 49.70 55.66 12/31/87 53.50 56.99 3/31/88 55.86 62.51 6/30/88 56.58 63.41 9/30/88 57.95 63.23 12/31/88 58.38 65.30 3/31/89 59.10 63.95 6/30/89 64.57 69.00 9/30/89 64.91 71.79 12/31/89 67.02 73.38 3/31/90 65.82 75.08 6/30/90 68.35 75.50 9/30/90 67.72 74.62 12/31/90 71.21 80.42 3/31/91 74.02 83.65 6/30/91 75.16 85.57 9/30/91 80.14 91.67 12/31/91 84.58 96.45 3/31/92 83.43 93.81 6/30/92 87.02 97.18 9/30/92 91.22 102.91 12/31/92 91.65 101.67 3/31/93 96.61 108.40 6/30/93 100.19 113.71 9/30/93 104.21 117.42 12/31/93 103.37 112.65 3/31/94 98.48 107.51 6/30/94 96.30 106.80 9/30/94 96.42 105.14 12/31/94 97.14 101.57 3/31/95 103.18 107.51 6/30/95 111.98 116.50 9/30/95 114.54 118.69 12/31/95 121.13 126.33 3/31/96 116.32 124.45 6/30/96 116.17 122.62 9/30/96 118.35 129.34 12/31/96 123.00 137.71 3/31/97 120.84 135.62 6/30/97 126.34 142.43 9/30/97 131.91 148.57 12/31/97 136.87 156.83 3/31/98 138.88 160.03 6/30/98 142.78 159.51 9/30/98 147.81 166.11 12/31/98 148.73 178.86 3/31/99 146.24 174.77 6/30/99 142.24 164.31 9/30/99 142.02 161.53 12/31/99 140.99 145.64 3/31/00 143.82 157.67 6/30/00 144.71 164.57 9/30/00 149.23 168.54 12/31/00 155.49 176.54 3/31/01 161.70 190.74 6/30/01 162.17 201.75 9/30/01 168.73 200.54 12/31/01 169.83 207.71 3/31/02 168.71 206.82 6/30/02 173.81 217.23 9/30/02 183.85 219.50 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 September 30, 2002, the share price was at a 3.88% discount to NAV. Total Return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 3 STATEMENT OF ASSETS AND LIABILITIES SEPTEMBER 30, 2002 ASSETS: Portfolio of investments: Debt securities, at value (cost $128,821,240)............. $ 131,454,365 Short-term securities, at cost, which approximates market.................................................. 4,762,535 ------------- Total portfolio of investments........................ 136,216,900 Receivable for interest on debt securities.................. 2,016,506 Other assets................................................ 8,363 ------------- Total assets.......................................... 138,241,769 ------------- LIABILITIES: Expenses: Accrued investment advisory and administrative fees....... 314,740 Accrued professional fees................................. 29,300 Accrued custodial and transfer agent fees................. 24,147 Accrued other expenses.................................... 11,915 ------------- Total liabilities..................................... 380,102 ------------- NET ASSETS (equivalent to $15.71 per share for 8,775,665 shares of capital stock outstanding)....................... $ 137,861,667 ============= Analysis of Net Assets: Shareholder capital....................................... $ 135,120,133 Accumulated undistributed net investment income........... 133,939 Accumulated net realized loss on sales of investments..... (25,530) Unrealized appreciation on investments.................... 2,633,125 ------------- Net assets applicable to outstanding shares............... $ 137,861,667 ============= See Notes to Financial Statements. 4 STATEMENT OF OPERATIONS FOR THE YEAR ENDED SEPTEMBER 30, 2002 Investment income: Interest income earned.................................... $ 9,312,772 ------------- Expenses: Investment advisory and administrative fees............... 647,514 Transfer agent and dividend disbursing agent fees......... 86,367 Directors fees............................................ 77,985 Professional fees......................................... 52,642 Stockholders reports and annual meeting fees.............. 50,930 Custody fees.............................................. 41,063 Franchise taxes........................................... 9,855 Other expenses............................................ 32,169 ------------- Total expenses.............................................. 998,525 ------------- Net investment income....................................... 8,314,247 ------------- Net realized and unrealized gain (loss) on investments: Net realized gain from investment transactions............ 623,636 Change in unrealized depreciation......................... (1,229,377) ------------- Total realized and unrealized gain (loss) on investments.... (605,741) ------------- Net increase in net assets from operations.................. $ 7,708,506 ============= See Notes to Financial Statements. 5 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEAR ENDED SEPTEMBER 30, 2002 2001 ---------------- ---------------- From operations: Net investment income....................... $ 8,314,247 $ 9,088,903 Net realized gain from investment transactions.............................. 623,636 1,972,541 Change in unrealized appreciation (depreciation) of investments............. (1,229,377) 5,958,527 ------------ ------------ Net increase in net assets from operations................................ 7,708,506 17,019,971 Distributions to shareholders from: Net investment income....................... (8,424,638) (9,126,692) Net realized gain........................... (1,404,106) -- ------------ ------------ Total distributions....................... (9,828,744) (9,126,692) ------------ ------------ Net increase (decrease) in net assets..... (2,120,238) 7,893,279 Net Assets: Beginning of period......................... 139,981,905 132,088,626 ------------ ------------ End of period (including undistributed net investment income of $133,939 and $228,941, respectively)................... $137,861,667 $139,981,905 ============ ============ See Notes to Financial Statements. 6 FINANCIAL HIGHLIGHTS Financial highlights for each share of capital stock outstanding through each period: YEARS ENDED SEPTEMBER 30, --------------------------------------------------------- 2002 2001 2000 1999 1998 --------- --------- --------- --------- --------- Net asset value, beginning of period... $ 15.95 $ 15.05 $ 15.11 $ 16.87 $ 16.30 ------- -------- -------- -------- -------- Net investment income (1).............. 0.95 1.04 1.05 1.05 1.05 Net realized and unrealized gain (loss) on investments........................ (0.07) 0.90 (0.06) (1.27) 0.71 ------- -------- -------- -------- -------- Total from investment operations....... 0.88 1.94 0.99 (0.22) 1.76 Less distributions from: Net investment income.............. (0.96) (1.04) (1.04) (1.04) (1.04) Net realized gain.................. (0.16) -- (0.01) (0.50) (0.15) ------- -------- -------- -------- -------- Total distributions.................... (1.12) (1.04) (1.05) (1.54) (1.19) ------- -------- -------- -------- -------- Net asset value, end of period......... $ 15.71 $ 15.95 $ 15.05 $ 15.11 $ 16.87 ======= ======== ======== ======== ======== Market price per share at end of period................................ $ 15.10 $ 14.84 $ 13.38 $ 13.88 $ 15.75 Total investment return (market value) (2)................................... 9.46% 18.98% 4.34% (2.76)% 11.81% Total return (net asset value) (3)..... 5.82% 13.22% 6.77% (1.48)% 11.07% Net assets at end of period (in millions)............................. $137.86 $ 139.98 $ 132.09 $ 132.81 $ 148.30 Ratios of expenses to average net assets................................ 0.73% 0.71% 0.74% 0.73% 0.71% Ratio of net investment income to average net assets.................... 6.07% 6.68% 7.01% 6.61% 6.29% Portfolio turnover..................... 126.8% 142.7% 73.8% 69.9% 63.5% Number of shares outstanding at end of period (in thousands)................. 8,776 8,776 8,776 8,789 8,789 -------------------------- (1) 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 SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ DEBT SECURITIES--(96.5%) / / MUNICIPAL SECURITIES--(3.0%) New Jersey Economic Development Authority, $10,000,000 Zero Coupon Revenue Bond, due 02/15/18.... Aaa $ 3,175,028 $ 4,172,300 ------------ ------------ / / U.S. GOVERNMENT SECURITIES--(17.3%) AGENCY OBLIGATIONS--(11.3%) Fannie Mae Grantor Trust, 685,000 7.125%, due 01/15/30..................... (a) 766,899 849,189 Federal Home Loan Mortgage Corp., Guaranteed Mortgage Certificates, 85 9.000%, due 08/01/04..................... (a) 89 91 Federal National Mortgage Association, 3,973,362 6.000%, due 11/01/28..................... (a) 3,929,978 4,087,211 2,670,974 6.500%, due 08/01/32..................... (a) 2,766,962 2,769,984 985,631 7.000%, due 03/01/31..................... (a) 998,105 1,033,135 Federal National Mortgage Association, Guaranteed Mortgage Pass Thru Certificates, 2,331,953 6.500%, due 03/01/28..................... (a) 2,319,929 2,418,396 441,218 7.000%, REMIC, due 06/25/13.............. (a) 410,283 477,973 Freddie Mac Gold Pool, 2,638,021 6.000%, due 04/01/29..................... (a) 2,701,086 2,718,587 Government National Mortgage Association, 920,558 6.500%, due 05/15/29..................... (a) 849,359 960,938 ------------ ------------ 14,742,690 15,315,504 ------------ ------------ DIRECT OBLIGATIONS--(6.0%) U.S. Treasury Inflation Indexed Bonds, 3,800,000 3.000%, due 07/15/12..................... Aaa 4,022,662 4,096,415 U.S. Treasury Notes, 850,000 2.875%, due 06/30/04..................... Aaa 862,965 867,763 25,000 4.375%, due 05/15/07..................... Aaa 26,448 26,983 320,000 5.000%, due 08/15/11..................... Aaa 347,770 355,388 170,000 6.125%, due 08/15/07..................... Aaa 193,108 196,988 See Notes to Financial Statements. 8 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 2,180,000 6.250%, due 05/15/30..................... Aaa $ 2,583,049 $ 2,659,770 ------------ ------------ 8,036,002 8,203,307 ------------ ------------ Total U.S. Government Securities.......... 22,778,692 23,518,811 ------------ ------------ / / CORPORATE BONDS AND NOTES--(76.2%) FINANCE--(38.4%) 745,000 Anadarko Finance Co., 7.500%, due 05/01/31................................. Baa1 786,076 884,176 375,000 Avalonbay Communities, Inc., 7.500%, due 08/01/09................................. Baa1 393,623 433,408 1,915,000 Bank of America Corp., 7.400%, due 01/15/11................................. Aa3 1,985,461 2,263,486 815,000 Bank One Corp., 7.875%, due 08/01/10...... A1 874,741 988,182 1,655,000 Barclays Bank PLC, 144-A, 8.550%, due 09/29/49................................. Aa3 1,652,733 2,005,901 280,000 Boeing Capital Corp., 7.375%, due 09/27/10................................. A3 300,716 315,732 430,000 Capital One Bank, 6.875%, due 02/01/06.... Baa2 418,757 403,960 200,000 ChevronTexaco Capital Co., 3.500%, due 09/17/07................................. Aa2 199,106 203,017 1,995,000 Citigroup, Inc., 7.250%, due 10/01/10..... Aa2 2,100,486 2,286,402 335,000 Countrywide Home Loan, Inc., 5.500%, due 02/01/07................................. A3 339,231 352,450 3,000,000 CPL Transition Funding LLC, 6.250%, due 01/15/17................................. Aaa 3,243,281 3,289,316 585,000 Credit Suisse First Boston USA, Inc., 6.500%, due 01/15/12..................... Aa3 577,652 624,577 2,800,000 CS First Boston Mortgage Securities Corp., 7.545%, due 04/14/62..................... AAA* 3,026,625 3,326,743 635,000 DLJ Commercial Mortgage Corp., 00-CKP1, Class A1B, 7.180%, due 08/10/10.......... Aaa 638,274 741,650 2,000,000 DLJ Commercial Mortgage Corp., 99-CG3, Class A1B, 7.340%, due 10/10/32.......... Aaa 2,171,250 2,344,269 615,000 EOP Operating LP, 7.875%, due 07/15/31.... Baa1 624,338 685,472 590,000 FleetBoston Financial Corp., 7.375%, due 12/01/09................................. A3 628,383 670,154 1,805,000 Ford Motor Co., 7.450%, due 07/16/31...... Baa1 1,654,746 1,485,526 510,000 Ford Motor Credit Co., 5.800%, due 01/12/09................................. A3 476,279 460,498 See Notes to Financial Statements. 9 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 1,185,000 Ford Motor Credit Co., 7.375%, due 02/01/11................................. A3 $ 1,167,803 $ 1,117,732 1,835,000 General Electric Capital Corp., 6.750%, due 03/15/32............................. Aaa 1,801,508 1,968,131 1,130,000 General Motors Acceptance Corp., 6.875%, due 09/15/11............................. A2 1,112,815 1,101,516 1,710,000 General Motors Acceptance Corp., 8.000%, due 11/01/31............................. A2 1,735,511 1,657,455 665,000 Goldman Sachs Group, Inc., 6.875%, due 01/15/11................................. Aa3 664,898 737,684 2,370,000 Household Finance Corp., 6.750%, due 05/15/11................................. A2 2,355,474 2,264,175 475,000 Lehman Bros. Holdings, Inc., 6.625%, due 01/18/12................................. A2 472,554 520,479 390,000 Lincoln National Corp., 6.200%, due 12/15/11................................. A3 388,534 422,397 1,410,000 Merrill Lynch Mortgage Investors, Inc., 96-C2, Class A3, 6.960%, due 11/21/28.... AAA* 1,496,748 1,532,776 1,640,000 Morgan Stanley, 6.750%, due 04/15/11...... Aa3 1,645,537 1,792,897 170,000 Morgan Stanley, 7.250%, due 04/01/32...... Aa3 170,973 182,647 1,029,919 Norwest Asset Securities Corp., 7.000%, due 09/25/11............................. AAA* 1,038,287 1,054,349 1,500,000 PNC Mortgage Acceptance Corp., 99-CM1, Class A1B, 7.330%, due 12/10/32.......... Aaa 1,608,750 1,759,880 870,000 Prudential Mortgage Capital Funding, LLC, 01-ROCK, Class A2, 6.605%, due 05/10/34................................. Aaa 874,350 989,782 1,380,000 PSE&G Transition Funding LLC, 6.450%, due 03/15/13................................. Aaa 1,445,766 1,581,893 3,000,000 PSE&G Transition Funding LLC, 6.610%, due 06/15/15................................. Aaa 3,376,875 3,447,221 1,645,000 Qwest Capital Funding, Inc., 7.900%, due 08/15/10................................. Caa1 1,707,715 740,250 285,000 Sears Roebuck Acceptance, 6.700%, due 04/15/12................................. Baa1 289,970 301,923 115,000 SLM Corp., 5.125%, due 08/27/12........... A2 114,202 119,248 500,000 U.S. Bank N.A., Minnesota, 6.375%, due 08/01/11................................. Aa3 510,881 564,463 945,000 Unilever Capital Corp., 7.125%, due 11/01/10................................. A1 1,015,849 1,128,577 See Notes to Financial Statements. 10 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 1,620,000 Wachovia Bank N.A. (Charlotte), 7.800%, due 08/18/10............................. A1 $ 1,719,152 $ 1,966,635 350,000 Washington Mutual Bank, 6.875%, due 06/15/11................................. A3 380,807 398,061 1,025,000 Wells Fargo Bank N.A., 6.450%, due 02/01/11................................. Aa2 1,014,812 1,155,865 ------------ ------------ 50,201,529 52,270,955 ------------ ------------ INDUSTRIAL--(16.3%) 690,000 Alcoa, Inc., 6.000%, due 01/15/12......... A2 685,935 763,914 430,000 Amerada Hess Corp., 6.650%, due 08/15/11................................. Baa2 431,576 483,232 940,000 Anheuser-Busch Cos., Inc., 9.000%, due 12/01/09................................. A1 1,116,416 1,215,241 1,815,000 AOL Time Warner, Inc., 7.625%, due 04/15/31................................. Baa1 1,784,067 1,513,256 1,270,000 Avon Products, Inc., 7.150%, due 11/15/09................................. A2 1,293,488 1,487,203 185,000 Bristol Myers Squibb Co., 5.750%, due 10/01/11................................. Aa2 180,649 199,961 720,000 Caterpillar, Inc., 6.550%, due 05/01/11... A2 721,121 827,914 900,000 Cendant Corp., 6.875%, due 08/15/06....... Baa1 899,093 905,053 330,000 Centex Corp., 9.750%, due 06/15/05........ Baa2 329,993 376,669 350,000 Coors Brewing Co., 6.375%, due 05/15/12... Baa2 348,586 396,074 1,005,000 DaimlerChrysler N.A. Holdings Corp., 8.500%, due 01/18/31..................... A3 1,117,150 1,195,097 825,000 Deere & Co., 7.125%, due 03/03/31......... A3 841,553 949,548 150,000 Delhaize America, Inc., 9.000%, due 04/15/31................................. Baa3 138,053 127,260 180,000 Dow Chemical Co., 6.125%, due 02/01/11.... A3 182,970 190,375 375,000 First Data Corp., 5.625%, due 11/01/11.... A1 373,845 399,969 470,000 Harrah's Operating Co., Inc., 7.125%, due 06/01/07................................. Baa3 469,615 517,585 875,000 International Paper Co., 6.750%, due 09/01/11................................. Baa2 876,162 968,719 285,000 Kohl's Corp., 6.300%, due 03/01/11........ A3 288,980 318,675 1,120,000 Kraft Foods, Inc., 6.500%, due 11/01/31... A2 1,115,166 1,241,323 415,000 Kroger Co., 7.500%, due 04/01/31.......... Baa3 463,322 456,406 735,000 Occidental Petroleum Corp., 8.450%, due 02/15/29................................. Baa2 831,598 947,164 495,000 Pepsi Bottling Holdings, Inc., 144-A, 5.625%, due 02/17/09..................... A1 488,812 538,710 290,000 Rohm & Haas Co., 7.850%, due 07/15/29..... A3 319,608 365,149 695,000 Safeway, Inc., 7.250%, due 02/01/31....... Baa2 726,441 779,633 See Notes to Financial Statements. 11 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 1,060,000 Target Corp., 7.000%, due 07/15/31........ A2 $ 1,118,748 $ 1,226,968 1,135,000 Transocean, Inc., 7.500%, due 04/15/31.... Baa2 1,102,267 1,310,971 430,000 United Technologies Corp., 6.100%, due 05/15/12................................. A2 429,247 483,420 475,000 UST, Inc., 144-A, 6.625%, due 07/15/12.... A3 472,777 515,714 145,000 Wal-Mart Stores, Inc., 6.875%, due 08/10/09................................. Aa2 154,703 171,113 315,000 Walt Disney Co., 6.375%, due 03/01/12..... A3 314,310 334,782 310,000 Wendy's International, Inc., 6.200%, due 06/15/14................................. Baa1 309,095 349,669 665,000 Weyerhaeuser Co., 144-A, 7.375%, due 03/15/32................................. Baa2 658,430 716,027 ------------ ------------ 20,583,776 22,272,794 ------------ ------------ UTILITIES--(7.6%) 265,000 Apache Corp., 6.250%, due 04/15/12........ A3 263,113 298,653 270,000 Commonwealth Edison Co., 144-A, 6.150%, due 03/15/12............................. A3 270,632 302,152 680,000 ConocoPhillips, 8.750%, due 05/25/10...... A3 780,545 861,250 1,400,000 Consolidated Edison Co. of New York, 7.500%, due 09/01/10..................... A1 1,389,332 1,658,633 670,000 Devon Financing Corp., ULC, 6.875%, due 09/30/11................................. Baa2 649,604 752,350 415,000 Dominion Resources, Inc., 5.700%, due 09/17/12................................. Baa1 414,718 427,475 1,300,000 Duke Energy Field Services, LLC, 8.125%, due 08/16/30............................. Baa2 1,406,430 1,280,214 775,000 El Paso Energy Corp., 7.800%, due 08/01/31................................. Baa2 762,645 488,250 835,000 First Energy Corp., 6.450%, due 11/15/11................................. Baa2 826,755 785,247 985,000 Mirant Americas Generation, Inc., 9.125%, due 05/01/31............................. Ba1 1,067,861 472,800 210,000 Praxair, Inc., 6.375%, due 04/01/12....... A3 213,332 234,814 520,000 Progress Energy, Inc., 7.000%, due 10/30/31................................. Baa1 526,565 519,062 135,000 Pure Resources, Inc., 7.125%, due 06/15/11................................. Baa3 130,335 143,190 1,000,000 Sempra Energy, 7.950%, due 03/01/10....... Baa1 997,380 1,082,494 220,000 Southern Power Co., 144-A, 6.250%, due 07/15/12................................. Baa1 219,690 239,020 See Notes to Financial Statements. 12 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 300,000 Union Oil Co. of California, 7.500%, due 02/15/29................................. Baa2 $ 316,433 $ 351,713 470,000 Valero Energy Corp., 7.500%, due 04/15/32................................. Baa2 465,958 430,694 ------------ ------------ 10,701,328 10,328,011 ------------ ------------ COMMUNICATION--(5.2%) 455,000 AT&T Corp., 8.000%, due 11/15/31.......... Baa2 396,034 420,875 140,000 AT&T Wireless Services, Inc., 7.875%, due 03/01/11................................. Baa2 116,257 107,800 760,000 AT&T Wireless Services, Inc., 8.750%, due 03/01/31................................. Baa2 837,334 547,200 315,000 BellSouth Telecommunications, 6.000%, due 10/15/11................................. Aa3 322,248 336,321 340,000 British Telecommunications, PLC, 8.375%, due 12/15/10............................. Baa1 374,057 399,432 260,000 Cingular Wireless, 6.500%, due 12/15/11... A3 250,905 250,234 520,000 Citizens Communications Co., 9.000%, due 08/15/31................................. Baa2 538,998 462,800 575,000 Comcast Cable Communications, 6.750%, due 01/30/11................................. Baa3 556,670 534,750 170,000 Motorola, Inc., 7.625%, due 11/15/10...... Baa2 157,015 165,791 1,290,000 News America, Inc., 7.125%, due 04/08/28................................. Baa3 1,148,325 1,153,910 550,000 SBC Communications, Inc., 5.875%, due 02/01/12................................. Aa3 544,764 578,905 1,290,000 Sprint Capital Corp., 6.875%, due 11/15/28................................. Baa3 1,184,989 743,504 100,000 Tele-Communications, Inc., 7.875%, due 08/01/13................................. Baa3 85,173 94,004 260,000 Verizon New England, Inc., 6.500%, due 09/15/11................................. Aa2 244,581 270,588 960,000 Verizon New York, Inc., 7.375%, due 04/01/32................................. A1 856,171 961,258 ------------ ------------ 7,613,521 7,027,372 ------------ ------------ INTERNATIONAL--(4.9%) 2,500,000 Augusta Funding Ltd., 7.375%, due 04/15/13................................. Aaa 2,426,113 2,788,725 180,000 Canadian National Railway Co., 6.900%, due 07/15/28................................. Baa2 179,068 203,310 See Notes to Financial Statements. 13 PORTFOLIO OF INVESTMENTS--(CONTINUED) SEPTEMBER 30, 2002 MOODY'S FACE VALUE RATING COST VALUE ----------- ------- ------------ ------------ $ 625,000 Deutsche Telekom International Finance, 8.750%, due 06/15/30..................... Baa1 $ 661,457 $ 669,900 530,000 France Telecom, 10.000%, due 03/01/31..... Baa3 606,531 586,098 365,000 Telus Corp., 8.000%, due 06/01/11......... Ba1 363,095 279,225 2,235,000 United Mexican States, 8.125%, due 12/30/19................................. Baa2 2,223,851 2,179,125 ------------ ------------ 6,460,115 6,706,383 ------------ ------------ TRANSPORTATION--(3.8%) 190,000 Burlington Northern Santa Fe Corp., 6.875%, due 12/01/27..................... Baa2 186,612 208,015 740,000 Burlington Northern Santa Fe Corp., 7.082%, due 05/13/29..................... Baa2 733,571 831,808 1,500,000 Delta Airlines, Inc., 10.500%, due 04/30/16................................. Ba1 1,828,950 1,216,905 1,030,000 Erac U.S.A. Finance Co., 144-A, 8.000%, due 01/15/11............................. Baa1 1,083,713 1,148,513 470,000 Union Pacific Corp., 6.650%, due 01/15/11................................. Baa3 474,405 528,468 3,000,000 United Airlines, Inc., 7.870%, due 01/30/19................................. Caa2 3,000,000 1,224,030 ------------ ------------ 7,307,251 5,157,739 ------------ ------------ Total Corporate Bonds and Notes........... 102,867,520 103,763,254 ------------ ------------ Total Debt Securities..................... 128,821,240 131,454,365 ------------ ------------ SHARES ----------- SHORT-TERM INVESTMENTS--(3.5%) 4,762,535 UBS Supplementary Trust U.S. Cash Management Prime Fund.................... 4,762,535 4,762,535 ------------ ------------ Total Investments (100.0%)................ $133,583,775 $136,216,900 ============ ============ ------------------------ (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 September 30, 2002, the value of these securities amounted to $5,466,037 or 4.01% of the total portfolio of investments. REMIC Real Estate Mortgage Investment Conduit See Notes to Financial Statements. 14 NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2002 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 the 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. At September 30, 2002, the components of accumulated earnings on a tax basis were as follows: Accumulated earnings $ 320,064 Undistributed long term capital gains 166,223 Accumulated capital and other losses (354,379) Unrealized appreciation 2,609,625 ---------- Total accumulated earnings $2,741,533 ---------- The differences between book-basis and tax-basis unrealized appreciation is attributable to the tax deferral of losses on wash sales. 15 NOTES TO FINANCIAL STATEMENTS--(CONTINUED) SEPTEMBER 30, 2002 1. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 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 September 30, 2002 for federal income tax purposes, the cost for long and short-term investments is $133,607,275, the aggregate gross unrealized appreciation is $8,775,489, and the aggregate gross unrealized depreciation is $6,165,864, resulting in net unrealized appreciation of investments of $2,609,625. 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 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 The tax character of distributions paid during the fiscal years ended September 30, 2002 and September 30, 2001 were as follows: DISTRIBUTIONS PAID FROM: 2002 2001 ------------------------ ---------- ---------- Ordinary income $8,424,638 $9,126,692 Capital gains 1,404,106 -- ---------- ---------- $9,828,744 $9,126,692 ========== ========== 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. Permanent book and tax differences of $15,389 were reclassified from accumulated net realized gain (loss) on investments to undistributed net investment income due to gains from paydown adjustments related to mortgage-backed securities. 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 September 30, 2002, there were 12,000,000 shares of $.01 par value capital stock authorized, and shareholder capital of $135,120,133. During the year ended September 30, 2002 no new shares were issued as part of the dividend reinvestment plan and no shares were repurchased in the open market. 16 NOTES TO FINANCIAL STATEMENTS--(CONTINUED) SEPTEMBER 30, 2002 5. PURCHASES AND SALES OF SECURITIES Purchases and sales (including maturities) of portfolio securities during the year ended September 30, 2002, were as follows: debt securities and preferred stock, $68,677,583 and $82,410,898, respectively; short-term securities, $47,012,015 and $42,868,693, respectively: and United States government debt obligations, $100,412,532 and $91,917,258, respectively. 6. MANAGEMENT AND OTHER FEES Under an agreement between the Company and UBS Global Asset Management (Americas) Inc. (formerly Brinson Partners, 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. The Company pays each of its directors (except the Chairman) at the rate of $9,000 annually to serve as directors and $750 for each Board of Directors meeting attended. The Company pays the Chairman at the rate of $13,000 annually to serve in such capacity and $750 for each Board of Directors meeting attended. The following table sets forth as to each Director the compensation paid to such Director in the fiscal year ended September 30, 2002 for service on the Board of the Company and, in the case of Messrs. Reilly and Roob, on the boards of three other investment companies for which the Advisor performed investment advisory services. PENSION OR RETIREMENT BENEFITS ACCRUED AS AGGREGATE PART OF ESTIMATED TOTAL COMPENSATION COMPENSATION COMPANY ANNUAL BENEFITS FROM COMPANY AND NAME OF DIRECTOR FROM COMPANY EXPENSES UPON RETIREMENT FUND COMPLEX ---------------- ------------ ---------- --------------- ------------------ Adela Cepeda.......................... $12,750 -- -- $12,750 C. Roderick O'Neil.................... 15,750 -- -- 15,750 Frank K. Reilly....................... 12,750 -- -- 64,350 Edward M. Roob........................ 12,750 -- -- 64,350 J. Mikesell Thomas.................... 7,000 -- -- 7,000 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. 17 NOTES TO FINANCIAL STATEMENTS--(CONTINUED) SEPTEMBER 30, 2002 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 September 30, 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................. $47,012,015 $42,868,693 $53,802 $4,762,535 3.5% 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. 18 REPORT OF INDEPENDENT AUDITORS To the Shareholders and Board of Directors of Fort Dearborn Income Securities, Inc. We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Fort Dearborn Income Securities, Inc., (the "Company") as of September 30, 2002, and the related statement of operations for the year then ended, and the statement of changes in net assets and the financial highlights for each of the two years in the period ended September 30, 2002. These financial statements and financial highlights are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the three years in the period ended September 30, 2000, were audited by other auditors whose report dated October 26, 2000, expressed an unqualified opinion on the financial highlights. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audits 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 September 30, 2002, by correspondence with the custodian and others. 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 audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fort Dearborn Income Securities, Inc. as of September 30, 2002, and the results of its operations for the year then ended and the changes in its net assets and financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP New York, New York November 8, 2002 19 REPORT ON THE AUTOMATIC DIVIDEND INVESTMENT PLAN (UNAUDITED) 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 year ended September 30, 2002, 79,406 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 June 14, 2002 16,082 $15.25 Open Market September 13, 2002 15,362 $15.16 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 779 participants on September 13, 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 STATEMENTS ON THEIR PLAN PARTICIPATION AS A PART OF THEIR PERMANENT TAX RECORD. THIS WILL ENSURE THAT COST INFORMATION IS AVAILABLE IF AND WHEN IT IS NEEDED. FOR THE YEAR ENDED SEPTEMBER 30, 2002, THERE WERE: (I) NO MATERIAL CHANGES IN THE COMPANY'S INVESTMENT OBJECTIVES OR POLICIES, (II) NO CHANGES IN THE COMPANY'S CHARTER OR BY-LAWS THAT WOULD DELAY OR PREVENT A CHANGE OF CONTROL OF THE COMPANY, (III) NO MATERIAL CHANGES IN THE PRINCIPAL RISK FACTORS ASSOCIATED WITH INVESTMENT IN THE COMPANY, AND (IV) NO CHANGE IN THE PERSON PRIMARILY RESPONSIBLE FOR THE DAY-TO DAY MANAGEMENT OF THE COMPANY'S PORTFOLIO. 20 SUPPLEMENTAL INFORMATION (UNAUDITED) BOARD OF DIRECTORS & OFFICERS The Company is governed by a Board of Directors which oversees the Company's operations. Each Director serves until the next annual meeting of shareholders or until his or her successor is elected and qualified. Officers are appointed by the Directors and serve at the pleasure of the Board. The table below shows, for each Director and Officer, his or her name, address and age, the position held with the Company, the length of time served as a Director or Officer of the Company, the Director's or Officer's principal occupations during the last five years, other directorships held by the Director or Officer, the number of funds in the Fort Dearborn fund complex overseen by the Director or for which a person served as an Officer, and shares owned by the Director or Officer. NUMBER OF PORTFOLIOS IN SHARES BENEFICIALLY POSITION/ FUND COMPLEX OWNED DIRECTLY TERM/TIME PRINCIPAL OCCUPATIONS OVERSEEN BY OR INDIRECTLY NAME, AGE AND ADDRESS SERVED AND OTHER DIRECTORSHIPS DIRECTOR SEPTEMBER 30, 2002 --------------------- -------------- ------------------------------ ------------- ------------------- DIRECTORS: C. Roderick O'Neil, CFA, 71 Director and Chairman, O'Neil Associates 1 3,398 O'Neil & Associates Chairman of (formerly Greenspan O'Neil P.O. Box 405 the Board of Associates), an investment and South Glastonbury, CT 06073 Directors financial consulting firm; since 1992 Director, Beckman Coulter, Inc. (Since January, 1994) Director, Cadre Institutional Investors Trust (Since 1995); Trustee, Optimum Qu Fund (Since 2002). Adela Cepeda, 44 Director Founder and President of A.C. 1 1,000 A.C. Advisory, Inc. since 2000 Advisory, Inc.; Director of Three First National Plaza, Lincoln National Income Fund, Suite 1515 Inc. and Lincoln National Chicago, Illinois 60602 Convertible Securities Fund. Former Managing Director and co-founder of Abacus Financial Group, Inc., (1991-1995); Vice President, Smith Barney, Harris Upham & Co. Inc., (1980-1991). 21 NUMBER OF PORTFOLIOS IN SHARES BENEFICIALLY POSITION/ FUND COMPLEX OWNED DIRECTLY TERM/TIME PRINCIPAL OCCUPATIONS OVERSEEN BY OR INDIRECTLY NAME, AGE AND ADDRESS SERVED AND OTHER DIRECTORSHIPS DIRECTOR SEPTEMBER 30, 2002 --------------------- -------------- ------------------------------ ------------- ------------------- Frank K. Reilly, CFA, 66 Director Bernard J. Hank Professor of 4 4,706 College of Business Administration, since 1993 Finance, University of Notre Room 307A Dame (since 1981); Chairman, University of Notre Dame The UBS Funds (since 1992); Notre Dame, IN 46556-0399 Chairman, The UBS Relationship Funds (since 1995); Director, Discover Bank (since 1993); Director, Morgan Stanley Trust, FSB (since 1996); Director, NIBCO (1993-2001); Director, Battery Park High Yield Fund (1996-2001); Board of Governors, Association for Investment Management and Research (1993-2000) Chairman, 1998-1999; Board of Trustees, Institute of Chartered Financial Analysts (1993-2000) Chairman, 1996-1997; Board of Regents, Financial Analysts Seminar (1992-2001); Board of Trustees, Research Foundation of the Association of Investment Management and Research (since 1996). Edward M. Roob, 68 Director Senior Vice President, Daiwa 4 7,000 Fort Dearborn Income Securities, Inc. since 1993 Securities America, Inc. C/o UBS Global Asset Management (1986-1993); Senior Vice (Americas) Inc. President, First National Bank One N. Wacker Drive of Chicago (1975-1985); Chicago, Illinois 60606 Director, The UBS Funds; Director, The UBS Relationship Funds; Trustee, UBS Global Asset Management Trust Company; Trustee, CCM Advisors Funds; Trustee, CCMA Select Investment Trust; Trustee A.H.A. Investment Funds; Member, Board of Governors Chicago Stock Exchange, (1988-1991); Member U.S. Treasury and Federal Agency Advisory Committee, (1972-1985). Member, Committee for Specialist Assignment and Evaluation, Chicago Stock Exchange, (1993-1999). 22 NUMBER OF PORTFOLIOS IN SHARES BENEFICIALLY POSITION/ FUND COMPLEX OWNED DIRECTLY TERM/TIME PRINCIPAL OCCUPATIONS OVERSEEN BY OR INDIRECTLY NAME, AGE AND ADDRESS SERVED AND OTHER DIRECTORSHIPS DIRECTOR SEPTEMBER 30, 2002 --------------------- -------------- ------------------------------ ------------- ------------------- J. Mikesell Thomas, 51 Director Independent Financial Advisor, 1 -- Fort Dearborn Income Securities, Inc. since 2002 (April, 2001-Present); C/o UBS Global Asset Management Managing Director, Lazard (Americas) Inc. Freres & Co. (1995-2001); One N. Wacker Drive First Chicago Corporation, Chicago, Illinois 60606 (1973-1994) Executive Vice President and Co-Head Corporate and Institutional Banking, (1992-1995), Executive Vice President and Co-Head, Merchant Banking, (1989-1992), Executive Vice President and Chief Financial Officer, (1986-1989), Senior Vice President and Treasurer, (1980-1986), Assistant Treasurer, (1976-1980), First Scholar Management Development Program, (1973-1976). Director and Chairman of Finance Committee, Evanston Northwestern Healthcare; Vice President of Board of Trustees, Mid-Day Club; Leadership Greater Chicago Association. OFFICERS: Jeffrey J. Diermeier, President Investment Committee member, CFA, B.B.A., M.B.A., 50* since 2000 UBS Global Asset Management (Americas) Inc. (1998-Present); Director, Chief Investment Officer and Managing Director and Investment Committee member, UBS Global Asset Management (Americas) Inc. (2000-Present); Managing Director, First Chicago Invest-ment Advisors, N.A. (1975-1989). 23 NUMBER OF PORTFOLIOS IN SHARES BENEFICIALLY POSITION/ FUND COMPLEX OWNED DIRECTLY TERM/TIME PRINCIPAL OCCUPATIONS OVERSEEN BY OR INDIRECTLY NAME, AGE AND ADDRESS SERVED AND OTHER DIRECTORSHIPS DIRECTOR SEPTEMBER 30, 2002 --------------------- -------------- ------------------------------ ------------- ------------------- Craig G. Ellinger, CFA, 32* Vice President Portfolio Manager in the Fixed & Portfolio Income Group at UBS Global Manager Asset Management (Americas) since 2001 Inc. (since 2000). He previously served in a similar position at PPM America, Inc (1997-2000) and was a Commissioned Bank Examiner at the Federal Deposit Insurance Corporation (1992-1997). Joseph A. Anderson, 40* Secretary & Executive Director of UBS Treasurer Global Asset Management since 1992 (Americas) Inc. (since 1991) and is currently the Vice President of UBS Global Asset Management Trust Company (since 1995). Robert M. Fascia, 29* Assistant Associate Director of UBS Secretary & Global Asset Management Assistant (Americas) Inc., (since 1999). Treasurer He was previously employed by since 2000 Stein Roe & Farnham. * This person's business address is UBS Global Asset Management (Americas) Inc., UBS Tower, One North Wacker Drive, Chicago, IL 60606. FORT DEARBORN INCOME SECURITIES, INC. One N. Wacker Drive 38th Floor Chicago, Illinois 60606 (312) 525-7877 INDEPENDENT AUDITORS Ernst & Young LLP 5 Times Square New York, New York 10036 LEGAL COUNSEL Winston & Strawn 35 West Wacker Drive Chicago, Illinois 60601 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 24 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. ANNUAL REPORT SEPTEMBER 30, 2002