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: 811-5003
Blue Chip Value Fund, Inc.
(Exact name of registrant as specified in charter)
1225 17th Street, 26th Floor, Denver, Colorado 80202
----------------------------------------------------
(Address of principal executive offices) (Zip code)
Michael P. Malloy
Drinker Biddle & Reath LLP
One Logan Square
18th & Cherry Streets
Philadelphia, Pennsylvania 19103-6996
---------------------------------------
(Name and address of agent for service)
Registrant's Telephone Number, including Area Code: (800) 624-4190
--------------
Date of fiscal year end: December 31
-----------
Date of reporting period: June 30, 2004
-------------
Item 1 - Reports to Stockholders
The following is a copy of the report to shareholders pursuant to Rule
30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).
[LOGO] BLUECHIP
VALUE FUND
Semi-Annual Report
to Stockholders
June 30, 2004
The Investment Adviser's Commentary included in this report contains certain
forward-looking statements about the factors that may affect the performance of
the Fund in the future. These statements are based on Fund management's
predictions and expectations concerning certain future events and their expected
impact on the Fund, such as performance of the economy as a whole and of
specific industry sectors, changes in the levels of interest rates, the impact
of developing world events, and other factors that may influence the future
performance of the Fund. Management believes these forward-looking statements to
be reasonable, although they are inherently uncertain and difficult to predict.
Actual events may cause adjustments in portfolio management strategies from
those currently expected to be employed.
INVESTMENT ADVISER'S COMMENTARY
Dear Fellow Stockholders:
Following a solid first quarter, the summer doldrums arrived early as the
market awaited clarity on interest rates, while struggling with inflationary
pressures due to rising energy prices. Moreover, it appears to us in the face of
China's efforts to slow its robust economy, questions arose surrounding the
sustainability of the global recovery and its potential impact on the outlook
for corporate profits. Against this backdrop, the Blue Chip Value Fund gained
2.63% at net asset value (NAV) for the six-month period ended June 30, 2004,
trailing the 3.44% return of its benchmark, the S&P 500 Index. Although we are
disappointed by its short-term results, the Fund continued to outperform across
longer time frames, such as the one- and five-year investment horizons.
Despite the choppiness experienced so far in calendar year 2004, we are
encouraged by what we see as a renewed focus on valuation. In our opinion, the
speculative market of last year has increasingly given way to an environment
that values companies on their ability to generate and grow free cash flow. This
is in keeping with the Fund's core investment discipline, which has historically
emphasized quality businesses that appear to employ their cash flow to maintain
a stable balance sheet and deliver improving returns. When companies of this
caliber trade at what we believe is a discount to the intrinsic value of their
projected free cash flows, we invest with confidence based on our opinion that
over time they should outperform.
Turning to the portfolio, our healthcare-related holdings, which performed
quite strongly over the past two years, encountered weakness during the period
and fell short of the benchmark. Leading generic drugmaker Mylan Laboratories
Inc. was hurt by regulatory actions that delayed the launch of its Duragesic
pain patch and we subsequently sold the entire position in the third quarter.
Meanwhile, Barr Pharmaceuticals, also a key player in generics, suffered when a
competitor lowered its quarterly guidance, indicating that certain prescription
and pricing trends had come under pressure. Our research suggests otherwise,
given the company's improved product mix, many with near-term marketing
exclusivity.
In contrast, positive contributions were realized within the technology
sector, with e-commerce enabler VeriSign, Inc. leading the way. It appears to us
that revenue and margin
3
expectations continued to creep higher on anticipated increases in Internet
security expenditures. VeriSign's performance evidenced the market's
constructive response to projected free cash flow improvements. Our commercial
services holdings also performed well, particularly data processing consultant
Computer Sciences Corp. The company's track record of business wins in our view
continued to drive margin and cash flow expansion.
As the market digested impending increases in the overnight lending rate
(which the Federal Reserve initiated in late June), our interest rate sensitive
holdings outperformed the benchmark, led by major mortgage market participants
Freddie Mac and Radian Group, Inc. Based on our research, both are forecast to
show better cash flow metrics and returns on equity as higher rates are
anticipated to result in lower levels of refinancing activity.
While the first half of our fiscal year has brought some relief on the
'quality' front, we believe there is significantly more to come. The Federal
Reserve has begun to raise interest rates from their historically low levels,
yet it appears to us that expectations are for modest increases over an extended
and manageable time frame. Although the economy remains strong, we believe that
the rapid profit growth of the past five quarters could very well slow to more
sustainable levels. Research published by Richard Bernstein, Chief U.S.
Strategist at Merrill Lynch, has shown "that higher quality assets outperform
lower quality ones during the 12 months after an initial hike in the Fed Funds
rate, and that higher quality assets outperform lower quality ones when the
profits cycle decelerates." In light of this, we continue to exercise great
diligence seeking to select companies that feature solid fundamentals and
shareholder-focused management teams, believing that these carefully chosen
businesses will produce higher overall returns and subsequently be rewarded for
their efforts.
Sincerely,
/s/ Todger Anderson
Todger Anderson, CFA
President, Blue Chip Value Fund, Inc.
Chairman, Denver Investment Advisors LLC
4
HOW TO OBTAIN A COPY OF THE FUND'S
PROXY VOTING POLICIES AND RECORDS
A description of the policies and procedures that are used by the Fund's
investment adviser to vote proxies relating to the Fund's portfolio securities
is available (1) without charge, upon request, by calling (800) 624-4190; (2) on
the Fund's website at www.blu.com and (3) on the Fund's Form N-CSR which is
available on the U.S. Securities and Exchange Commission website at www.sec.gov.
On or after August 31, 2004, information regarding how the Fund's investment
adviser voted proxies relating to the Fund's portfolio securities during the
most recent 12-month period ended June 30 will be available, (1) without charge,
upon request by calling (800) 624-4190; (2) on the Fund's website at www.blu.com
and (3) on the U.S. Securities and Exchange Commission website at www.sec.gov.
SEND US YOUR E-MAIL ADDRESS
If you would like to receive monthly portfolio composition and characteristic
updates, press releases and financial reports electronically as soon as they are
available, please send an e-mail to blu@denveria.com and include your name and
e-mail address. You will still receive paper copies of any required
communications and reports in the mail. This service is completely voluntary and
you can cancel at any time by contacting us via e-mail at blu@denveria.com or
toll-free at 1-800-624-4190.
5
--------------------------------------------------------------------------------
Sector Diversification in Comparison to
S&P 500 as of June 30, 2004*
--------------------------------------------------------------------------------
Fund S&P 500
--------------------------------------------------------------------------------
Basic Materials 2.5% 2.8%
--------------------------------------------------------------------------------
Capital Goods 6.9% 8.8%
--------------------------------------------------------------------------------
Commercial Services 2.8% 2.8%
--------------------------------------------------------------------------------
Communications 2.2% 6.6%
--------------------------------------------------------------------------------
Consumer Cyclical 14.0% 12.0%
--------------------------------------------------------------------------------
Consumer Staples 8.5% 9.0%
--------------------------------------------------------------------------------
Energy 7.0% 6.4%
--------------------------------------------------------------------------------
Financials 23.9% 19.6%
--------------------------------------------------------------------------------
Medical/Healthcare 18.8% 13.2%
--------------------------------------------------------------------------------
REITs 0.0% 0.4%
--------------------------------------------------------------------------------
Technology 13.2% 14.0%
--------------------------------------------------------------------------------
Transportation 0.0% 1.6%
--------------------------------------------------------------------------------
Utilities 0.0% 2.8%
--------------------------------------------------------------------------------
Short-Term Investments 0.1% --
--------------------------------------------------------------------------------
* Sector diversification percentages are based on the Fund's total investments
at market value. Sector diversification is subject to change and may not be
representative of future investments.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Average Annual Total Returns
as of June 30, 2004
--------------------------------------------------------------------------------
Since
Return YTD 1-Year 3-Year 5-Year 10-Year Inception
--------------------------------------------------------------------------------
Blue Chip
Value Fund -
NAV 2.63% 19.96% (1.10%) (0.14%) 11.13% 8.30%
--------------------------------------------------------------------------------
Blue Chip
Value Fund -
Market Price 10.09% 25.65% 3.49% 3.94% 13.86% 9.26%
--------------------------------------------------------------------------------
S&P 500
Index 3.44% 19.10% (0.64%) (2.20%) 11.83% 10.85%
--------------------------------------------------------------------------------
Past performance is no guarantee of future results. Share prices will fluctuate,
so that a share may be worth more or less than its original cost when sold.
Total investment return is calculated assuming a purchase of common stock on the
opening of the first day and a sale on the closing of the last day of each
period reported. Dividends and distributions, if any, are assumed for purposes
of this calculation to be reinvested at prices obtained under the Fund's
dividend reinvestment plan. Rights offerings, if any, are assumed for purposes
of this calculation to be fully subscribed under the terms of the rights
offering. Generally, total investment return based on net asset value will be
higher than total investment return based on market value in periods where there
is an increase in the discount or a decrease in the premium of the market value
to the net asset value from the beginning to the end of such periods.
Conversely, total investment return based on the net asset value will be lower
than total investment return based on market value in periods where there is a
decrease in the discount or an increase in the premium of the market value to
the net asset value from the beginning to the end of such periods.
6
--------------------------------------------------------------------------------
Market Price Performance History
Since Inception (04/15/87) through June 30, 2004
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS PRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Adjusted Actual
Market Market
Value(1) Price(2)
'87 10 10
9.5 9.5
7.8 7.75
5.58 5.5
5.87 5.75
6.31 6.13
6.1 5.88
6.28 6
6.73 6.25
7.62 6.88
8.54 7.5
8.2 7
8.13 6.75
8.21 6.63
6.86 5.38
7.86 6
9.28 6.88
9.88 7.13
10.49 7.38
11.4 7.63
11.77 7.88
12.07 7.88
12.18 7.75
12.81 7.75
13.64 8.25
13.78 8.13
14.51 8.25
14.57 7.88
14.1 7.63
12.54 6.75
12.83 6.88
12.65 6.13
13.68 6.63
14.78 7.13
15.88 7.63
17.91 7.63
19.09 8.13
20.04 8.5
21.89 9.25
24.98 9.25
22.92 8.38
27.37 9.75
31.13 10.81
35.11 10.94
38.12 11.88
37.19 11.31
30.52 9.06
35.58 9.75
35.12 9.63
37.9 10.13
35.79 9.31
37.95 8.69
36.04 8.25
37.62 8.38
38.84 8.44
36.75 7.55
34.06 6.79
41.48 8.05
37.75 7.14
41.92 7.56
39.16 7.02
34.89 6.1
28.26 4.8
28.43 4.59
27.31 4.41
36.6 5.77
37.59 5.79
41.77 6.14
43.54 6.4
'04 44.04 6.61
Please Note: line graph points are as of the end of each calendar quarter.
Past performance is no guarantee of future results. Share prices will fluctuate,
so that a share may be worth more or less than its original cost when sold.
(1) Reflects the cumulative total return of an investment made by a stockholder
who purchased one share at inception ($10.00 IPO) and then reinvested all
annual distributions as indicated, and fully participated in primary
subscriptions of rights offerings.
(2) Reflects the actual market price of one share as it has traded on the NYSE.
(3) Annual distribution totals represent actual amounts. Please note the
distribution total for 2004 is for six months ended June 30, 2004. The Fund
currently pays 2.5% of its net asset value quarterly; however this policy
may be changed at the discretion of the Fund's Board of Directors.
7
NEWS RELEASE
Date: Thursday, July 1, 2004
BLUE CHIP VALUE FUND DECLARES SECOND
QUARTER DISTRIBUTION
DENVER, CO. (July 1, 2004) The Directors of Blue Chip Value Fund, Inc. have
declared a distribution of $0.14 per share. This distribution is payable July
30, 2004, to stockholders of record July 16, 2004, and will have an ex-dividend
date of July 14, 2004. The Fund currently pays a quarterly distribution equal to
2.5% of its Net Asset Value, rounded to the nearest penny. These fixed
distributions are not related to the amount of the Fund's net investment income
or net realized capital gains or losses.
Of the total distribution, approximately $0.0005 represents net investment
income and the remaining undesignated portion is paid from capital surplus. If
the Fund's total distributions required by the fixed quarterly payout policy for
the year exceed the Fund's "current and accumulated earnings and profits," the
excess will be treated as non-taxable return of capital, reducing the
stockholder's adjusted cost basis. However, to the extent that current year net
realized gains are offset by capital loss carryforwards, such excess
distributions would be classified as taxable ordinary income rather than
non-taxable return of capital. The actual determination of the source of the
undesignated distributions can be made only at year-end. Shareholders will
receive written notification regarding the components and tax treatment of all
distributions for the calendar year in early 2005.
As of June 30, 2004, the Fund's N.A.V. was $5.60 and the stock closed at
$6.61, a premium of 18.0357%.
8
BLUE CHIP VALUE FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
June 30, 2004 (Unaudited)
ASSETS
Investments at market value $ 161,917,004
(identified cost $147,464,512)
Receivable for securities sold 6,520,211
Dividends receivable 155,082
Interest receivable 542
Other assets 20,813
-------------
TOTAL ASSETS 168,613,652
-------------
LIABILITIES
Loan payable to bank 10,303,000
Interest due on loan payable to bank 18,666
Payable for securities purchased 6,497,926
Advisory fee payable 73,768
Administration fee payable 7,774
Accrued expenses and other liabilities 77,453
-------------
TOTAL LIABILITIES 16,978,587
-------------
NET ASSETS $ 151,635,065
=============
COMPOSITION OF NET ASSETS
Capital stock, at par $ 270,607
Paid-in-capital 147,265,312
Undistributed net investment income 12,910
Accumulated net realized loss (6,597,225)
Net unrealized appreciation on 14,452,492
investments
Undesignated distributions (3,769,031)
-------------
$ 151,635,065
-------------
SHARES OF COMMON STOCK
OUTSTANDING (100,000,000 shares
authorized at $0.01 par value) 27,060,683
=============
Net asset value per share $ 5.60
=============
See accompanying notes to financial statements.
9
BLUE CHIP VALUE FUND, INC.
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 2004 (Unaudited)
INCOME
Dividends $ 861,164
Interest 3,052
-----------
TOTAL INCOME $ 864,216
-----------
EXPENSES
Investment advisory fee
(Note 3) 453,741
Administrative services fee
(Note 3) 48,172
Interest on outstanding
loan payable 94,997
Legal fees 80,725
Stockholder reporting 52,855
Transfer agent fees 38,644
Directors' fees 32,929
NYSE listing fees 13,055
Audit and tax preparation fees 12,216
Insurance and fidelity bond 7,477
Other 4,987
Custodian fees 4,812
-----------
TOTAL EXPENSES 844,610
-----------
NET INVESTMENT INCOME 19,606
-----------
REALIZED AND UNREALIZED
GAIN/(LOSS) ON INVESTMENTS
Net realized gain on investments 9,375,306
Change in net unrealized appreciation/
depreciation of investments (5,187,521)
-----------
NET GAIN ON INVESTMENTS 4,187,785
-----------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 4,207,391
===========
See accompanying notes to financial statements.
10
BLUE CHIP VALUE FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
For the Six For the
Months Ended Year Ended
June 30, December 31,
2004* 2003
------------- -------------
Increase/(decrease) in net
assets from operations:
Net investment income $ 19,606 $ 363,532
Net realized gain from
securities transactions 9,375,306 417,452
Change in net unrealized
appreciation or depreciation
of investments (5,187,521) 32,391,284
------------- -------------
4,207,391 33,172,268
------------- -------------
Decrease in net assets
from distributions to
stockholders from:
Net investment income (6,696) (363,532)
Return of capital 0 (13,273,611)
Undesignated (Note 1) (3,769,031) 0
------------- -------------
(3,775,727) (13,637,143)
------------- -------------
Increase in net assets from
common stock transactions:
Net asset value of common
stock issued to stockholders
from reinvestment of
dividends (190,889 and
349,244 shares issued,
respectively) 1,146,378 1,808,988
------------- -------------
1,146,378 1,808,988
------------- -------------
NET INCREASE IN
NET ASSETS 1,578,042 21,344,113
NET ASSETS
Beginning of period 150,057,023 128,712,910
------------- -------------
End of period $ 151,635,065 $ 150,057,023
============= =============
*Unaudited
See accompanying notes to financial statements.
11
BLUE CHIP VALUE FUND, INC.
FINANCIAL HIGHLIGHTS
For the Six
Months Ended
Per Share Data June 30,
(for a share outstanding throughout each period) 2004(1)
-----------
Net asset value - beginning of period $ 5.58
Investment operations
Net investment income 0.00(2)
Net gain (loss) on investments 0.16
--------
Total from investment operations 0.16
--------
Distributions
From net investment income (0.00)(2)
From net realized gains on investments --
Return of capital --
Undesignated (0.14)
--------
Total distributions (0.14)
--------
Capital Share Transactions
Dilutive effects of rights offerings --
Offering costs charged to paid in capital --
--------
Total capital share transactions --
--------
Net asset value, end of period $ 5.60
========
Per share market value, end of period $ 6.61
========
Total investment return(3) based on:
Market Value 10.1%
Net Asset Value 2.6%
Ratios/Supplemental data:
Ratio of operating expenses to average net assets 0.99%*
Ratio of total expenses to average net assets 1.11%*
Ratio of net investment income to average net assets 0.03%*
Ratio of total distributions to average net assets 2.48%(5)
Portfolio turnover rate(4) 32.62%
Net assets - end of period (in thousands) $151,635
See accompanying notes to financial statements.
* Annualized.
(1) Unaudited.
(2) Amount is less than $.005 per share.
(3) Total investment return is calculated assuming a purchase of common stock on
the opening of the first day and a sale on the closing of the last day of
each period reported. Dividends and distributions, if any, are assumed for
purposes of this calculation to be reinvested at prices obtained under the
Fund's dividend reinvestment plan. Rights offerings, if any, are assumed for
purposes of this calculation to be fully subscribed under the terms of the
rights offering. Generally, total investment return based on net asset value
will be higher than total investment return based on market value in periods
where there is an increase in the discount or a decrease in the premium of
the market value to the net asset value from the beginning to the end of
such periods. Conversely,
12
For the year ended December 31,
----------------------------------------------------------------
2003 2002 2001 2000 1999
-------- -------- -------- -------- --------
$ 4.85 $ 6.94 $ 8.17 $ 9.09 $ 10.25
0.01 0.04 0.04 0.05 0.03
1.23 (1.40) (0.29) (0.08) 0.49
-------- -------- -------- -------- --------
1.24 (1.36) (0.25) (0.03) 0.52
-------- -------- -------- -------- --------
(0.01) (0.04) (0.04) (0.05) (0.03)
-- -- (0.36) (0.84) (1.65)
(0.50) (0.52) (0.34) -- --
-------- -------- -------- -------- --------
(0.51) (0.56) (0.74) (0.89) (1.68)
-------- -------- -------- -------- --------
-- (0.16) (0.23) -- --
-- (0.01) (0.01) -- --
-------- -------- -------- -------- --------
-- (0.17) (0.24) -- --
-------- -------- -------- -------- --------
$ 5.58 $ 4.85 $ 6.94 $ 8.17 $ 9.09
======== ======== ======== ======== ========
$ 6.14 $ 4.59 $ 7.56 $ 7.55 $ 8.69
======== ======== ======== ======== ========
46.9% (32.2%) 14.1% (3.2%) 6.7%
26.4% (20.6%) (3.0%) 0.2% 6.2%
1.13% 0.93% 0.91% 0.88% 0.85%
1.13% 0.93% 0.91% 0.88% 0.85%
0.27% 0.64% 0.56% 0.63% 0.32%
10.07% 10.15% 10.21% 10.46% 16.86%
52.58% 65.86% 73.30% 127.55% 54.24%
$150,057 $128,713 $145,517 $140,863 $153,002
total investment return based on the net asset value will be lower than
total investment return based on market value in periods where there is a
decrease in the discount or an increase in the premium of the market value
to the net asset value from the beginning to the end of such periods.
(4) A portfolio turnover rate is the percentage computed by taking the lesser of
purchases or sales of portfolio securities (excluding short-term
investments) for a year and dividing it by the monthly average of the market
value of the portfolio securities during the year. Purchases and sales of
investment securities (excluding short-term securities) for the six months
ended June 30, 2004 were $52,358,760 and $53,477,557, respectively.
(5) Due to the timing of quarterly ex-distribution dates, only one quarterly
distribution is recorded during the six months ended June 30, 2004. Please
see Note 6 concerning details for the July 2004 distribution.
13
BLUE CHIP VALUE FUND, INC.
STATEMENT OF INVESTMENTS
June 30, 2004 (Unaudited)
Market
Shares Cost Value
--------- ----------- -----------
COMMON STOCKS - 106.64%
BASIC MATERIALS - 2.72%
Forestry & Paper - 2.72%
Bowater Inc. 99,100 $ 4,676,588 $ 4,121,569
TOTAL BASIC MATERIALS 4,676,588 4,121,569
-------------------------------------------------------------------------------------
CAPITAL GOODS - 7.41%
Aerospace & Defense - 3.47%
General Dynamics Corp. 28,600 2,227,919 2,839,980
Raytheon Co. 67,800 2,340,069 2,425,206
----------- -----------
4,567,988 5,265,186
Industrial Products - 3.94%
Parker Hannifin Corp. 100,500 4,847,686 5,975,730
TOTAL CAPITAL GOODS 9,415,674 11,240,916
-------------------------------------------------------------------------------------
COMMERCIAL SERVICES - 2.98%
IT Services - 2.98%
Computer Sciences Corp.* 97,300 3,942,978 4,517,639
TOTAL COMMERCIAL SERVICES 3,942,978 4,517,639
-------------------------------------------------------------------------------------
COMMUNICATIONS - 2.32%
Telecomm Service Providers - 2.32%
ALLTEL Corp. 69,600 3,507,230 3,523,152
TOTAL COMMUNICATIONS 3,507,230 3,523,152
-------------------------------------------------------------------------------------
CONSUMER CYCLICAL - 14.99%
Clothing & Accessories - 2.87%
TJX Companies Inc. 180,300 2,785,187 4,352,442
Consumer Services - 1.12%
Cendant Corp. 69,300 1,597,365 1,696,464
General Merchandise - 2.75%
Target Corp.+ 98,200 3,396,619 4,170,554
Hotels & Gaming - 1.87%
Starwood Hotels & Resorts
Worldwide Inc. 63,200 1,831,324 2,834,520
Publishing & Media - 5.29%
Dow Jones & Company Inc. 50,700 2,714,743 2,286,570
Viacom Inc. - Class B 61,300 2,993,401 2,189,636
Walt Disney Co. 138,800 2,967,594 3,538,012
----------- -----------
8,675,738 8,014,218
Restaurants - 1.09%
Darden Restaurants Inc. 80,600 2,001,891 1,656,330
TOTAL CONSUMER CYCLICAL 20,288,124 22,724,528
-------------------------------------------------------------------------------------
14
Market
Shares Cost Value
--------- ----------- -----------
CONSUMER STAPLES - 9.09%
Food & Agricultural Products - 6.98%
Bunge Ltd. 64,500 $ 1,553,092 $ 2,511,630
Kraft Foods Inc.+ 87,100 2,741,790 2,759,328
Tyson Foods Inc. 254,000 2,988,679 5,321,300
----------- -----------
7,283,561 10,592,258
Home Products - 2.11%
Colgate Palmolive Co. 54,700 3,171,659 3,197,215
TOTAL CONSUMER STAPLES 10,455,220 13,789,473
------------------------------------------------------------------------------------
ENERGY - 7.50%
Integrated Oils - 5.93%
Marathon Oil Corp. 43,400 1,623,646 1,642,256
Occidental
Petroleum Corp. 118,300 5,339,640 5,726,903
Suncor Energy Inc. 63,500 1,621,187 1,626,235
----------- -----------
8,584,473 8,995,394
Oil Services - 1.57%
Transocean Inc.* 82,400 1,704,136 2,384,656
TOTAL ENERGY 10,288,609 11,380,050
------------------------------------------------------------------------------------
FINANCIALS - 25.52%
Insurance & Real Estate Brokers - 2.18%
Willis Group
Holdings Ltd. 88,500 2,558,672 3,314,325
Integrated Financial Services - 3.05%
Citigroup Inc.+ 99,400 4,306,929 4,622,100
Property Casualty Insurance - 8.25%
Allstate Corp. 71,900 2,605,776 3,346,945
AMBAC Financial
Group Inc. 34,400 1,894,648 2,526,336
American International
Group+ 40,600 2,615,595 2,893,968
Radian Group Inc. 42,600 1,855,940 2,040,540
St. Paul Travelers Inc. 41,999 1,423,350 1,702,639
----------- -----------
10,395,309 12,510,428
Securities & Asset Management - 6.80%
Goldman Sachs
Group Inc.+ 38,600 3,560,484 3,634,576
Lehman Brothers
Holdings Inc. 37,100 2,426,560 2,791,775
Merrill Lynch &
Company Inc.+ 71,900 4,031,146 3,881,162
----------- -----------
10,018,190 10,307,513
Specialty Finance - 5.24%
Freddie Mac+ 83,500 5,061,738 5,285,550
MBNA Corp. 103,000 2,596,898 2,656,370
----------- -----------
7,658,636 7,941,920
TOTAL FINANCIALS 34,937,736 38,696,286
------------------------------------------------------------------------------------
15
Market
Shares Cost Value
--------- ----------- -----------
MEDICAL - HEALTHCARE - 20.04%
Drugs & Healthcare Products - 1.57%
Medtronic Inc. 48,800 $ 2,419,130 $ 2,377,536
Healthcare Services - 3.21%
Pacificare Health
Systems Inc.* 125,900 4,737,238 4,867,294
Pharmaceuticals - 15.26%
Abbott Laboratories+ 73,500 3,011,705 2,995,860
Amgen Inc.* 85,200 5,025,543 4,649,364
Barr Pharmaceuticals Inc.* 63,000 3,064,654 2,123,100
Mylan Laboratories Inc.+ 217,100 4,388,645 4,396,275
Pfizer Inc.+ 166,260 4,713,657 5,699,393
Teva Pharmaceutical
Industries Ltd. 48,800 3,179,199 3,283,752
------------ ------------
23,383,403 23,147,744
TOTAL MEDICAL -
HEALTHCARE 30,539,771 30,392,574
-------------------------------------------------------------------------------------
TECHNOLOGY - 14.07%
Computer Software - 6.96%
Microsoft Corp. 172,400 5,240,231 4,923,744
Network Associates Inc.* 101,400 1,646,754 1,838,382
Verisign Inc.* 190,400 3,180,807 3,788,960
------------ ------------
10,067,792 10,551,086
Electronic Equipment - 1.05%
American Power
Conversion 80,700 1,067,339 1,585,755
Semiconductors - 6.06%
Altera Corp.* 139,000 3,309,822 3,088,580
Intel Corp.+ 159,900 4,015,283 4,413,240
National
Semiconductor Corp.* 76,600 744,624 1,684,434
------------ ------------
8,069,729 9,186,254
TOTAL TECHNOLOGY 19,204,860 21,323,095
-------------------------------------------------------------------------------------
TOTAL COMMON STOCKS 147,256,790 161,709,282
-------------------------------------------------------------------------------------
16
Market
Shares Cost Value
--------- ----------- -----------
SHORT-TERM INVESTMENTS - 0.14%
Goldman Sachs Financial
Square Prime Obligations
Fund - FST Shares $ 207,722 $ 207,722
TOTAL SHORT-TERM
INVESTMENTS 207,722 207,722
-----------------------------------------------------------------------------------
TOTAL
INVESTMENTS 106.78% $147,464,512 $161,917,004
Liabilities in Excess
of Other Assets (6.78%) (10,281,939)
------ ------------
NET ASSETS 100.00% $151,635,065
====== ============
* Denotes non-income producing security.
+ A portion of the shares held in this security are pledged as collateral for
the borrowings under the loan agreement.
17
BLUE CHIP VALUE FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 2004 (Unaudited)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Blue Chip Value Fund, Inc. (the "Fund") is registered under the Investment
Company Act of 1940, as amended, as a diversified, closed-end management
investment company.
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements.
Security Valuation - All securities of the Fund are valued as of the close of
regular trading on the New York Stock Exchange ("NYSE"), currently 4:00 p.m.
(Eastern Time), on each day that the NYSE is open. Listed securities are
generally valued at the last sales price as of the close of regular trading on
the NYSE. Securities traded on the National Association of Securities Dealers
Automated Quotation ("NASDAQ") are generally valued at the NASDAQ Official
Closing Price ("NOCP"). In the absence of sales and NOCP, such securities are
valued at the mean of the bid and asked prices.
Securities having a remaining maturity of 60 days or less are valued at
amortized cost which approximates market value.
When market quotations are not readily available or when events occur that
make established valuation methods unreliable, securities of the Fund may be
valued at fair value determined in good faith by or under the direction of the
Board of Directors.
Investment Transactions - Investment transactions are accounted for on the date
the investments are purchased or sold (trade date). Realized gains and losses
from investment transactions and unrealized appreciation and depreciation of
investments are determined on the first-in, first-out basis for both financial
statement and federal income tax purposes. Dividend income is recorded on the
ex-dividend date. Interest income, which includes interest earned on money
market funds, is accrued and recorded daily.
Federal Income Taxes - The Fund intends to comply with the requirements of the
Internal Revenue Code that are applicable to regulated investment companies and
to distribute all of its taxable income to its stockholders. Therefore, no
provision has been made for federal income taxes.
18
As of June 30, 2004, the Fund had available for federal income tax purposes
unused capital loss carryforwards as follows:
Expiring
2010 $ 15,484,833
2011 45,245
------------
Total $ 15,530,078
============
The Fund intends to elect to defer to its fiscal year ending December 31,
2004, approximately $35,000 of losses recognized during the period November 1,
2003 to December 31, 2003, which will expire in 2012 if unutilized.
The tax character of the distributions paid was as follows:
Six Months Ended Year Ended
June 30, December 31,
2004 2003
----------- -----------
Distributions paid from:
Ordinary income $ 6,696 $ 363,532
Long-term capital gain -- --
Return of capital -- 13,273,611
Undesignated 3,769,031 --
----------- -----------
Total $ 3,775,727 $13,637,143
=========== ===========
The tax character of the distribution paid as "undesignated" will be
determined at the fiscal year ending December 31, 2004.
As of June 30, 2004 the components of distributable earnings on a tax basis
were as follows:
Undistributed net investment income $ 12,910
Accumulated net realized loss (6,189,594)
Net unrealized appreciation 14,044,861
------------
Total $ 7,868,177
============
The difference between book basis and tax basis is attributable to the tax
deferral of losses on wash sales.
Distributions to Stockholders - Distributions to stockholders are recorded on
the ex-dividend date.
The Fund currently maintains a "managed distribution policy" which
distributes at least 2.5% of its net asset value quarterly to its stockholders.
These fixed distributions are not related to the amount of the Fund's net
investment income or net realized capital gains or losses and will be classified
to conform to the tax reporting requirements of the Internal Revenue Code. If
the Fund's total distributions required
19
by the fixed quarterly payout policy for the year exceed the Fund's "current and
accumulated earnings and profits," the excess will be treated as non-taxable
return of capital, reducing the stockholder's adjusted basis in his or her
shares. Although capital loss carryforwards may offset any current year net
realized capital gains, such amounts do not reduce the Fund's "current earnings
and profits." Therefore, to the extent that current year net realized capital
gains are offset by capital loss carryforwards, such excess distributions would
be classified as taxable ordinary income rather than non-taxable return of
capital. In this situation, the Fund's Board of Directors would consider that
factor, among others, in determining whether to retain, alter or eliminate the
"managed distribution policy." The Fund's distribution policy may be changed at
the discretion of the Fund's Board of Directors. At this time, the Board of
Directors has no plans to change the current policy.
Use of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the amounts
reported in the financial statements and disclosures made in the accompanying
notes to the financial statements. Actual results could differ from those
estimates.
2. UNREALIZED APPRECIATION AND DEPRECIATION OF INVESTMENTS (TAX BASIS)
As of June 30, 2004:
Gross appreciation (excess of value over tax cost) $ 19,919,358
Gross depreciation (excess of tax cost over value) (5,466,866)
-------------
Net unrealized appreciation $ 14,452,492
-------------
Cost of investments for income tax purposes$ 147,464,512
=============
3. INVESTMENT ADVISORY AND ADMINISTRATION SERVICES
The Fund has an Investment Advisory Agreement with Denver Investment Advisors
LLC ("DenverIA"), whereby a management fee is paid to DenverIA based on an
annual rate of 0.65% of the Fund's average weekly net assets up to $100,000,000
and 0.50% of the Fund's average weekly net assets in excess of $100,000,000. The
management fee is paid monthly based on the average of the net assets of the
Fund computed as of the last business day the New York Stock Exchange is open
each week. Certain officers and directors of the Fund are also officers of
DenverIA.
20
ALPS Mutual Funds Services, Inc. ("ALPS") and DenverIA serve as the Fund's
co-administrators. The Administrative Agreement includes the Fund's
administrative and fund accounting services. The administrative services fee is
based on an annual rate for ALPS and DenverIA, respectively, of 0.08% and 0.01%
of the Funds average daily net assets up to $75,000,000, 0.04%, and 0.005% of
the Funds average daily net assets between $75,000,000 and $125,000,000, and
0.02% and 0.005% of the Funds average daily net assets in excess of
$125,000,000. The administrative service fee is paid monthly.
4. LOAN OUTSTANDING
On November 12, 2003 an agreement with Custodial Trust Company, an affiliate
of Bear Stearns, was reached in which the Fund may borrow from the Custodial
Trust Company an aggregate amount of up to the lesser of $15,000,000 or the
maximum amount the Fund is permitted to borrow under the Investment Company Act
of 1940. The borrowings under the Custodial Trust Company loan are secured by
pledging a portion of the Fund's portfolio securities as collateral. The value
of the portfolio securities pledged, at the time of borrowing, must equal twice
the amount of the loan outstanding. As of June 30, 2004 the Fund had a loan
payable in the amount of $10,303,000 with an annualized interest rate of 2.285%,
which represents 30-day LIBOR plus 1.00%. The amount of the loan represented
6.11% of the Fund's total assets as of June 30, 2004.
5. ANNUAL MEETING OF STOCKHOLDERS
The Annual Meeting of Stockholders of the Fund (the "Annual Meeting") was
held May 11, 2004 pursuant to notice given to all stockholders of record at the
close of business on March 23, 2004. At the Annual Meeting, stockholders were
asked to approve the following:
Proposal 1.
To elect two Class I directors, Todger Anderson and Gary P. McDaniel, to
serve until the Annual Meeting in the year 2007. The number of shares voting for
the election of Mr. Anderson was 24,491,051 and the number of shares withholding
authority was 348,092. The number of shares voting for the election of Mr.
McDaniel was 24,487,778 and the number of shares withholding authority was
351,365.
21
The name of each other director whose term of office continued after the
Annual Meeting was Kenneth V. Penland, Roberta M. Wilson, Lee W. Mather, Jr. and
Richard C. Schulte.
6. SUBSEQUENT EVENTS
The Fund declared a distribution of $0.14 per share on July 1, 2004. The
distribution was payable on July 30, 2004. Of the total distribution,
approximately $0.0005 represents net investment income and the remaining portion
is currently undesignated until the actual determination of the source can be
made at year-end.
Effective July 1, 2004, the Fund changed its accounting method for realized
gains and losses from investment transactions and unrealized appreciation and
depreciation of investments from a "first-in, first-out" basis to a "specific
identification" basis. This change is for both financial statement and federal
income tax purposes.
22
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23
--------------------------------------------------------------------------------
BOARD OF DIRECTORS
Kenneth V. Penland, Chairman
Todger Anderson, Director
Lee W. Mather, Jr, Director
Gary P. McDaniel, Director
Richard C. Schulte, Director
Roberta M. Wilson, Director
OFFICERS
Kenneth V. Penland, Chairman
Todger Anderson, President
Mark M. Adelmann, Vice President
Joan Ohlbaum Swirsky, Secretary
Jasper R. Frontz, Treasurer
Investment Adviser/Co-Administrator
Denver Investment Advisors LLC
1225 17th Street, 26th Floor
Denver, CO 80202
(303) 312-5100
Stockholder Relations
Margaret R. Jurado
(800) 624-4190 (303) 312-5100
e-mail: blu@denveria.com
Custodian
Bank of New York
One Wall Street
New York, NY 10286
Co-Administrator
ALPS Mutual Funds Services, Inc.
1625 Broadway, Suite 2200
Denver, CO 80202
Transfer Agent
Dividend Reinvestment Plan Agent
(Questions regarding your Account)
Mellon Investor Services, LLC
Overpeck Centre
85 Challenger Road
Ridgefield Park, NJ 07660
(800) 288-9541
www.melloninvestor.com
NYSE Symbol--BLU
[LOGO] BLUECHIP
VALUE FUND
www.blu.com
--------------------------------------------------------------------------------
Item 2 - Code of Ethics
Not Applicable to Semi-Annual Report.
Item 3 - Audit Committee Financial Expert
Not Applicable to Semi-Annual Report.
Item 4 - Principal Accountant Fees and Services
Not applicable to Semi-Annual Report.
Item 5 - Audit Committee of Listed Registrants
Not applicable to Semi-Annual Report.
Item 6 - Schedule of Investments
Form N-CSR disclosure requirement not yet effective with respect to the
Registrant.
Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies
Not applicable to Semi-Annual Report.
Item 8 - Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers
Not applicable.
Item 9 - Submission of Matters to Vote of Security Holders
There have been no material changes to the procedures by which
shareholders may recommend nominees to the Registrant's Board of Directors,
where those changes were implemented after the Registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule
14A or this Item.
Item 10 - Controls and Procedures
(a) The Registrant's Principal Executive Officer and Principal
Financial Officer have evaluated the Registrant's disclosure
controls and procedures (as defined in Rule 30a-3(c) under the
Investment Company Act of 1940) within 90 days of this filing
and have concluded that the Registrant's disclosure controls
and procedures were effective, as of that date.
(b) There were no changes in the Registrant's internal control
over financial reporting (as defined in Rule 30a-3(d) under
the Investment Company Act of 1940)during Registrant's last
fiscal half-year that has materially affected, or is
reasonably likely to materially affect, the Registrant's
internal control over financial reporting.
Item 11 - Exhibits
(a)(1) Not applicable.
(a)(2) Separate certifications for the Registrant's Principal
Executive Officer and Principal Financial Officer, as required
by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule
30a-2(a) under the Investment Company Act of 1940, are
attached hereto as Ex99.CERT.
(a)(3) Not applicable.
(b) A certification for the Registrant's Principal Executive
Officer and Principal Financial Officer, as required by Rule
30a-2(b) under the Investment Company Act of 1940, is attached
hereto as Ex99.906CERT. The certification furnished pursuant
to this paragraph is not deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, or
otherwise subject to the liability of that section. Such
certification is not deemed to be incorporated by reference
into any filing under the Securities Act of 1933 or the
Securities Exchange Act of 1934, except to the extent that the
Registrant specifically incorporates it by reference.
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.
Blue Chip Value Fund, Inc.
By: /s/ Todger Anderson
-------------------
Todger Anderson
President and Chief Executive Officer
Date: September 3, 2004
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: /s/ Todger Anderson
-------------------
Todger Anderson
President and Chief Executive Officer
Date: September 3, 2004
By: /s/ Jasper R. Frontz
--------------------
Jasper R. Frontz
Treasurer and Chief Financial Officer
Date: September 3, 2004