ntgnq.htm
 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


 
FORM N-Q
 
 
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY
 




Investment Company Act file number 811-22409



Tortoise MLP Fund, Inc.
(Exact name of registrant as specified in charter)



11550 Ash Street, Suite 300, Leawood, KS 66211
(Address of principal executive offices) (Zip code)



David J. Schulte
11550 Ash Street, Suite 300, Leawood, KS 66211
(Name and address of agent for service)



913-981-1020
Registrant's telephone number, including area code



Date of fiscal year end: November 30


Date of reporting period:  February 29, 2012
 
 
 
 
Item 1. Schedule of Investments.
 

Tortoise MLP Fund, Inc.
SCHEDULE OF INVESTMENTS (Unaudited)
     
February 29, 2012
  
    Shares     Fair Value  
Master Limited Partnerships and Related Companies - 142.2% (1)
  
 
        
Natural Gas/Natural Gas Liquids Pipelines - 85.2% (1)
            
United States - 85.2% (1)
            
Boardwalk Pipeline Partners, LP
     3,523,800     $ 95,741,646  
El Paso Pipeline Partners, L.P.
     3,720,900       136,445,403  
Energy Transfer Equity, L.P.
     446,621       19,423,547  
Energy Transfer Partners, L.P.
     2,893,600       137,156,640  
Enterprise Products Partners L.P.
     2,907,600       150,846,288  
Inergy Midstream, L.P.
     413,200       8,755,708  
ONEOK Partners, L.P.
     1,534,797       89,325,185  
PAA Natural Gas Storage, L.P.
     338,938       6,507,610  
Regency Energy Partners LP
     4,520,433       119,791,475  
Spectra Energy Partners, LP
     2,704,180       89,210,898  
TC PipeLines, LP
     858,200       39,854,808  
Williams Partners L.P.
     2,289,800       142,448,458  
                1,035,507,666  
                   
Natural Gas Gathering/Processing - 30.4% (1)
                
United States - 30.4% (1)
                
Chesapeake Midstream Partners, L.P.
     1,140,000       32,558,400  
Copano Energy, L.L.C.
     1,646,300       61,209,434  
Crestwood Midstream Partners LP (2)
     1,439,705       41,521,092  
DCP Midstream Partners, LP
     1,259,900       61,357,130  
MarkWest Energy Partners, L.P.
     1,050,400       62,824,424  
Targa Resources Partners LP
     1,465,300       62,348,515  
Western Gas Partners LP
     1,040,131       47,627,599  
                369,446,594  
Crude/Refined Products Pipelines - 25.5% (1)
                
United States - 25.5% (1)
                
Buckeye Partners, L.P.
     1,055,828       63,138,514  
Enbridge Energy Partners, L.P.
     1,728,900       56,275,695  
Holly Energy Partners, L.P.
     735,300       45,022,419  
Kinder Morgan Management, LLC (2)
     822,978       65,978,110  
NuStar Energy L.P.
     631,500       38,395,200  
Plains All American Pipeline, L.P.
     487,400       40,307,980  
 
               309,117,918  
Propane Distribution - 1.1% (1)
                
United States - 1.1% (1)
                
Inergy, L.P.
     758,800       13,248,648  
                   
Total Master Limited Partnerships and Related Companies (Cost $1,352,472,245)
             1,727,320,826  
                   
Short-Term Investment - 0.0% (1)
                
United States Investment Company - 0.0% (1)
                
Fidelity Institutional Money Market Portfolio - Class I, 0.21% (3) (Cost $114,707)
     114,707       114,707  
                   
Total Investments - 142.2% (1) (Cost $1,352,586,952)
             1,727,435,533  
Other Assets and Liabilities - (13.8%) (1)
             (167,582,970 )
Long-Term Debt Obligations - (21.0%) (1)
             (255,000,000 )
Mandatory Redeemable Preferred Stock at Liquidation Value - (7.4%) (1)
             (90,000,000 )
Total Net Assets Applicable to Common Stockholders - 100.0% (1)
           $ 1,214,852,563  
                   
                   
(1)
Calculated as a percentage of net assets applicable to common stockholders.
                
(2)
Security distributions are paid-in-kind.
                
(3)
Rate indicated is the current yield as of February 29, 2012.
                

 
 
 


Various inputs are used in determining the value of the Company’s investments.  These inputs are summarized in the three broad levels listed below:
   
    Level 1 – quoted prices in active markets for identical investments
    Level 2 – other significant observable inputs (including quoted prices for similar investments, market corroborated inputs, etc.)
    Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments)
 
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following table provides the fair value measurements of applicable Company assets by level within the fair value hierarchy as of February 29, 2012.  These assets are measured on a recurring basis.

 
Fair Value at
              
Description
February 29, 2012
  
Level 1
  
Level 2
  
Level 3
  
Equity Securities:
                
Master Limited Partnerships and Related Companies(a)
 $ 1,727,320,826   $ 1,727,320,826   $ -   $ -  
Other:
                        
Short-Term Investments(b)
   114,707     114,707     -     -  
Total
 $ 1,727,435,533   $ 1,727,435,533   $ -   $ -  

(a)  
All other industry classifications are identified in the Schedule of Investments.
(b)  
Short-term investments are sweep investments for cash balances in the Company at February 29, 2012.

Valuation Techniques
In general, and where applicable, the Company uses readily available market quotations based upon the last updated sales price from the principal market to determine fair value.  This pricing methodology applies to the Company’s Level 1 investments. 

An equity security of a publicly traded company acquired in a private placement transaction without registration under the Securities Act of 1933, as amended (the “1933 Act”), is subject to restrictions on resale that can affect the security’s fair value.  If such a security is convertible into publicly-traded common shares, the security generally will be valued at the common share market price adjusted by a percentage discount due to the restrictions and categorized as Level 2 in the fair value hierarchy.  If the security has characteristics that are dissimilar to the class of security that trades on the open market, the security will generally be valued and categorized as Level 3 in the fair value hierarchy.

The Company utilizes the beginning of reporting period method for determining transfers between levels.  There were no transfers between levels for the period from December 1, 2011 through February 29, 2012.
As of February 29, 2012, the aggregate cost of securities for federal income tax purposes was $1,265,102,772.  The aggregate gross unrealized appreciation for all securities in which there was an excess of fair value over tax cost was $479,726,069, the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over fair value was $17,393,308 and the net unrealized appreciation was $462,332,761.

 
 
 

Item 2. Controls and Procedures.
 
(a)  
The registrant’s Chief Executive Officer and its Chief Financial Officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)  
There was no change in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
 
Item 3. Exhibits.
 
Separate certifications for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) are filed herewith.

 
 
 
 
 
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.


  Tortoise MLP Fund, Inc.  
       
Date:  April 25, 2012
By:
  /s/ Terry Matlack  
    Terry Matlack  
    Chief Executive Officer   
       



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.

  Tortoise MLP Fund, Inc.  
       
Date:  April 25, 2012
By:
  /s/ Terry Matlack  
    Terry Matlack  
    Chief Executive Officer   
       
  Tortoise MLP Fund, Inc.  
       
Date:  April 25, 2012
By:
  /s/ P. Bradley Adams  
    P. Bradley Adams  
   
Chief Financial Officer