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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
| x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) |
For the fiscal year ended December 31, 2005
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
Commission file number 1-8858
| A. | Full title of the plan and the address of the plan, if different from that of the issuer name below: |
THE UNITIL CORPORATION TAX DEFERRED
SAVINGS AND INVESTMENT PLAN
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
UNITIL CORPORATION
6 Liberty Lane West, Hampton, New Hampshire
03842-1720
Table of Contents
Reports of Independent
Registered Public Accounting Firms
The Unitil Corporation
Tax Deferred
Savings and Investment Plan
December 31, 2005 and 2004
C O N T E N T S
| Page | ||
| REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS | 3-4 | |
| FINANCIAL STATEMENTS | ||
| STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - DECEMBER 31, 2005 AND 2004 |
5 | |
| STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS - YEAR ENDED DECEMBER 31, 2005 |
6 | |
| 7-13 | ||
| SUPPLEMENTAL INFORMATION | ||
| SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) AS OF DECEMBER 31, 2005 |
15 | |
| SCHEDULES REQUIRED UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, OTHER THAN THE SCHEDULE LISTED ABOVE, ARE OMITTED BECAUSE OF THE ABSENCE OF CONDITIONS UNDER WHICH THE SCHEDULES ARE REQUIRED. | ||
| SIGNATURES | 16 | |
| CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | Exhibit 23.1 | |
| CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | Exhibit 23.2 | |
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Administrator of the Unitil Corporation Tax Deferred Savings and Investment Plan:
We have audited the accompanying statement of net assets available for benefits of the Unitil Corporation Tax Deferred Savings and Investment Plan as of December 31, 2005, and the related statement of changes in net assets available for benefits for the year then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Unitil Corporation Tax Deferred Savings and Investment Plan as of December 31, 2005, and the changes in net assets available for benefits for the year then ended in conformity with accounting principles generally accepted in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2005 is presented for additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
| /s/ VITALE, CATURANO & COMPANY, LTD. |
| May 19, 2006 |
| Boston, Massachusetts |
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Report of Independent Registered Public Accounting Firm
To the Administrator of the Unitil Corporation Tax Deferred Savings and Investment Plan:
We have audited the accompanying statement of assets available for benefits of The Unitil Corporation Tax Deferred Savings and Investment Plan (the “Plan”) as of December 31, 2004. This financial statement is the responsibility of the Plan’s management. Our responsibility is to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement. The Plan is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audit provides a reasonable basis for our opinion.
In our opinion, the financial statement referred to above presents fairly, in all material respects, the assets available for benefits of The Unitil Corporation Tax Deferred Savings and Investment Plan as of December 31, 2004, in conformity with accounting principles generally accepted in the United States of America.
| /s/ Grant Thornton LLP |
| Boston, Massachusetts |
| June 24, 2005, except for the matter related to prohibited transaction discussed in |
| Note F as to which the date is |
| September 15, 2005 |
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The Unitil Corporation Tax Deferred Savings and Investment Plan
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
| 2005 | 2004 | |||||
| Investments in Funds at Fair Value: |
||||||
| Registered Investment Companies: |
||||||
| American Balanced Fund |
$ | 1,328,371 | $ | 1,118,254 | ||
| Growth Fund of America |
7,747,115 | 6,965,583 | ||||
| MainStay High Yield Corporate Bond Fund |
417,517 | 157,202 | ||||
| PIMCO Real Return Fund |
190,364 | 89,438 | ||||
| PIMCO Total Return Fund |
1,114,866 | 995,254 | ||||
| Barclays LifePath Retirement Fund |
16,862 | 14,685 | ||||
| Barclays LifePath 2010 Fund |
4,597 | — | ||||
| Barclays LifePath 2020 Fund |
80,858 | 65,205 | ||||
| Barclays LifePath 2030 Fund |
37,033 | 2,739 | ||||
| Barclays LifePath 2040 Fund |
40,582 | 24,295 | ||||
| MainStay S&P 500 Index Fund |
1,224,160 | 1,163,086 | ||||
| Van Kampen Growth and Income Fund |
3,404,145 | 3,093,315 | ||||
| Davis New York Venture Fund |
97,881 | 45,695 | ||||
| STI Classic Small Cap Growth Stock Fund |
449,650 | — | ||||
| Franklin Small-Mid Cap Growth |
145,077 | 92,471 | ||||
| JP Morgan Mid Cap Value Fund |
698,321 | 630,109 | ||||
| Royce Low-Priced Stock Fund |
560,961 | 639,618 | ||||
| Sentinel Small Company Fund |
— | 482,547 | ||||
| TCW Galileo Value Opportunities Fund |
122,451 | 165,805 | ||||
| Fidelity Advisor Diversified International Fund |
2,481,246 | 1,952,321 | ||||
| Total Registered Investment Companies |
20,162,057 | 17,697,622 | ||||
| Unitil Corporation Stock Fund: |
||||||
| Unitil Corporation Common Stock |
4,160,944 | 4,550,017 | ||||
| MainStay Cash Reserves Fund I |
187,105 | 224,235 | ||||
| Total Unitil Corporation Stock Fund |
4,348,049 | 4,774,252 | ||||
| Total Investments at Fair Value |
24,510,106 | 22,471,874 | ||||
| Investments at Estimated Fair Value: |
||||||
| Stable Value Fund (New York Life Anchor Account) |
4,823,201 | 4,312,643 | ||||
| Participant Loans |
790,486 | 605,261 | ||||
| Total Investments at Estimated Fair Value |
5,613,687 | 4,917,904 | ||||
| Net Assets Available for Benefits |
$ | 30,123,793 | $ | 27,389,778 | ||
(The accompanying Notes are an integral part of these financial statements.)
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The Unitil Corporation Tax Deferred Savings and Investment Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the year ended December 31,
| 2005 | ||||
| Additions to net assets attributed to: |
||||
| Investment income: |
||||
| Net appreciation in fair value of investments |
$ | 723,760 | ||
| Interest on participant loans |
41,059 | |||
| Interest and dividends |
1,132,313 | |||
| Total investment income |
1,897,132 | |||
| Contributions: |
||||
| Participant |
1,674,417 | |||
| Employer |
514,044 | |||
| Rollover |
52,114 | |||
| Total contributions |
2,240,575 | |||
| Total additions |
4,137,707 | |||
| Deductions from net assets attributed to: |
||||
| Benefits paid to participants |
(464,764 | ) | ||
| Rollover distributions |
(817,324 | ) | ||
| In-kind distribution of securities |
(121,604 | ) | ||
| Total deductions |
(1,403,692 | ) | ||
| Net increase |
2,734,015 | |||
| Net assets available for benefits: |
||||
| Beginning of year |
27,389,778 | |||
| End of year |
$ | 30,123,793 | ||
(The accompanying Notes are an integral part of these financial statements.)
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
NOTE A - DESCRIPTION OF PLAN
The following description of The Unitil Corporation (the “Company”) Tax Deferred Savings and Investment Plan (“Plan”) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
General
The Plan is a defined contribution plan covering substantially all full-time employees of the Company and its wholly-owned subsidiaries Unitil Service Corporation, Unitil Energy Systems, Inc. and Fitchburg Gas and Electric Light Company (the “subsidiaries”), who satisfy the eligibility requirements. During 2004, the Company engaged New York Life Trust Company to replace Putnam Fiduciary Trust Company as the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”) and the Internal Revenue Code (the “Code”).
Participant Contributions
Participants may contribute from 1% to 85% of their compensation, as defined by the Plan agreement, on a pre-tax and/or after-tax basis. Participants may elect to apply the deferral percentage to either (1) total base pay, as defined by the Plan agreement, or (2) total base pay plus bonues, commissions, incentive and overtime pay. These contributions are subject to Code limitations.
Participants who are age 50 or will turn age 50 by the end of the Plan year may be eligible to make “catch-up” contributions, as defined by the Plan agreement and the Code.
Participants may also make rollover contributions into the Plan from other qualified plans.
Employer Contributions
The Company matches participant contributions on a dollar-for-dollar basis, up to the first three (3%) percent of base pay, bonuses and incentives, as defined by the Plan agreement. Overtime pay and commissions are not included in the definition of compensation eligible for matching purposes.
Participant Accounts
Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s contribution and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined by the Plan agreement. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account. The Company pays for substantially all expenses of the Plan.
Vesting
Participants are immediately vested in their contributions and rollover contributions plus actual earnings thereon. Vesting in the Company’s matching and discretionary contribution portion of their accounts plus actual earnings thereon is based on years of continuous service, as defined by the Plan agreement. A participant is 100 percent vested after three years of credited service. If a participant terminates employment for any reason other than disability or retirement, the participant will be entitled to the full amount of contributions they have deposited, plus a percentage of their account balance derived from employer contributions based upon the following schedule:
| Years of Service |
% Vested | |||
| 0-1 |
0% | |||
| 1-2 | 3 | 3% | ||
| 2-3 |
6 | 7% | ||
| 3+ |
1 | 00% | ||
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
A participant will become 100% vested in their account as a result of disability, death or retirement.
Participant Loans Receivable
Participants may borrow from their account balances a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at a rate that is fixed at the origination of the loan at the then prime rate plus one percent (1%). Principal and interest is paid ratably through monthly payroll deductions. As of December 31, 2005, there are 109 loans to participants, maturing from 2006 to 2020 with interest rates ranging between 5.00% and 10.00%.
Payment of Benefits
On termination of service due to death, disability or retirement, a participant may elect to receive either a lump-sum amount equal to the value of the participant’s vested interest in his or her account, or annual installments over a fixed number of calendar quarters or years. Payments are generally received in cash. Participants can elect to receive in-kind distributions of employer securities.
Forfeitures
A participant who terminates their employment prior to becoming eligible for benefits and does not have a 100% vested right to Company contributions, forfeits the amounts not vested. Such forfeited amounts are used to reduce future Company contributions. Forfeited amounts used to reduce future Company contributions were $13,839 in 2005. There were $1,292 and $13,785 of unallocated forfeited amounts available to reduce future Company contributions at December 31, 2005 and December 31, 2004, respectively.
Investment Options
The Plan offers twenty investment portfolio or fund options consisting of registered investment companies (mutual funds), one pooled separate account (New York Life Anchor Account – Stable Value Fund) and the Unitil Corporation Stock Fund, described below (comprised of Company shares and a money market fund). Participants may change their investment options daily, and all investments within the Plan are participant-directed.
Unitil Corporation Stock Fund (Unitil Corporation, no par value common stock)
The Unitil Corporation Common Stock fund is set up to hold shares for the participants of the Plan and maintains liquidity in cash and cash equivalents. Participants may allocate or withdraw their account balances between this fund and other funds without restrictions. At December 31, 2005, the Plan had approximately 4% in cash and cash equivalents and 96% in Company stock.
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Effective Date
The Plan’s effective date is July 1, 1987. The Plan was last amended and restated effective July 30, 2004 to comply with current Federal regulations.
Basis of Accounting
The financial statements of the Plan are prepared under the accrual basis in accordance with accounting principles generally accepted in the United States of America.
Management Estimates
The preparation of the 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 reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the reporting period. Accordingly, actual results may differ from those estimates.
Investment Valuation and Income Recognition
Registered investment companies (mutual funds) and money market funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. Pooled separate accounts are valued at estimated fair value based on the net unit values of units held by the Plan at year end as reported by the insurance company. The Unitil Corporation common stock is valued at fair value based on quoted market price. Participant loans are valued at estimated fair value on the basis of their expected future loan payments.
Interest income is recorded when earned. Dividends are recorded on the ex-dividend date. The Plan presents in the statement of changes in net assets available for benefits the net appreciation (depreciation) in the fair value of investments, which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments.
Payment of Benefits
Benefit payments to participants are recorded when paid.
Risks and Uncertainties
The plan provides for various investment options in any combination of stocks, bonds, fixed income securities, mutual funds and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amount reported in the statement of net assets available for plan benefits.
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Eligibility
Employees are eligible to participate in the Plan on the first of the month following:
| (1) | Attainment of age 18, and |
| (2) | Completion of 1000 hours of credited service, as defined by the Plan agreement. |
Normal Retirement Date
A participant’s normal retirement benefit date is the date the participant reaches their 65th birthday.
Expenses
The Plan’s expenses are paid by the Company, as provided in the Plan agreement.
Reclassifications
Certain amounts in the December 31, 2004 statement of net assets available for benefits have been reclassified to conform to the current year presentation.
NOTE C - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan at any time subject to the provisions of ERISA with respect to its employees by a written resolution with a copy delivered to the Plan’s trustee. In the event of a Plan termination, participants would become fully vested in the balance of their accounts and the Plan assets would be distributed in accordance with the terms of the Plan.
NOTE D – TAX STATUS
The Internal Revenue Service (“IRS”) has determined and informed the Company by a letter dated March 24, 2003 that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC).
Amounts contributed to the participant’s accounts by the Company are taxable to the participants in the year of distribution. Contributions made by participants are excludible from income for individual Federal income tax purposes up to specified limits. Contributions made by the Company are deductible for Federal income tax purposes within specified limits.
Although the Plan has been amended since the date of the IRS letter, the Company believes that the Plan is currently designed and being operated in compliance with applicable requirements of the IRC. The Company has not applied for a new letter. However, it believes that the Plan was qualified and the related trust was tax-exempt as of the financial statement date. Therefore, no provision for income taxes has been provided for in the Plan’s financial statements.
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
NOTE E – INVESTMENT APPRECIATION/(DEPRECIATION)
The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated/(depreciated) in fair value as follows:
| 2005 | ||||
| Registered Investment Companies (at fair value): |
||||
| American Balanced Fund |
$ | (8,798 | ) | |
| Growth Fund of America |
860,793 | |||
| MainStay High Yield Corporate Bond Fund |
(8,788 | ) | ||
| PIMCO Real Return Fund |
(6,511 | ) | ||
| PIMCO Total Return Fund |
(17,963 | ) | ||
| Barclays LifePath Retirement Fund |
65 | |||
| Barclays LifePath 2010 Fund |
26 | |||
| Barclays LifePath 2020 Fund |
3,359 | |||
| Barclays LifePath 2030 Fund |
1,816 | |||
| Barclays LifePath 2040 Fund |
2,397 | |||
| MainStay S&P 500 Index Fund |
35,091 | |||
| Van Kampen Growth and Income Fund |
51,185 | |||
| Davis New York Venture Fund |
7,048 | |||
| STI Classic Small Cap Growth Stock Fund |
29,650 | |||
| Franklin Small-Mid Cap Growth Fund |
12,540 | |||
| JP Morgan Mid Cap Value Fund |
34,436 | |||
| Royce Low-Priced Stock Fund |
(856 | ) | ||
| Sentinel Small Company Fund |
(16,541 | ) | ||
| TCW Galileo Value Opportunities Fund |
(4,667 | ) | ||
| Fidelity Advisor Diversified International Fund |
264,113 | |||
| $ | 1,238,395 | |||
| Common Stock (at fair value): |
||||
| Unitil Corporation |
(514,635 | ) | ||
| Total |
$ | 723,760 | ||
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Investments that represent 5% or more of the Plan’s net assets available for benefits as of December 31, 2005 and 2004, respectively, are as follows:
| Funds (at fair value): |
2005 | 2004 | ||||
| Growth Fund of America |
$ | 7,747,115 | $ | 6,965,583 | ||
| Stable Value Fund (New York Life Anchor Account) |
$ | 4,823,201 | $ | 4,312,643 | ||
| Van Kampen Growth and Income Fund |
$ | 3,404,145 | $ | 3,093,315 | ||
| Fidelity Advisor Diversified International Fund |
$ | 2,481,246 | $ | 1,952,321 | ||
| Unitil Corporation Common Stock |
$ | 4,160,944 | $ | 4,550,017 | ||
NOTE F – PROHIBITED TRANSACTION
Under U.S. Department of Labor regulation section 2510.3-102, salary deferrals to a 401(k) plan and loan repayments that are withheld from employees’ paychecks must be deposited into the plan as soon as reasonably possible, but in no event later than the fifteenth business day of the month following the month of the withholding from the paycheck. When this regulation is not satisfied, the Plan sponsor has engaged in a prohibited transaction.
During the Plan year ended December 31, 2004, the Company inadvertently engaged in a prohibited transaction. The Company had remitted $20,163 of deposits to the Plan after the required fifteen days. The Company has taken corrective actions relating to this prohibited transaction, which consist of (a) restoring lost interest on the deposit to the participants; (b) restoring earnings on the lost interest to the Plan based upon applicable IRS regulations, and (c) filing Form 5330 and paying the applicable excise tax. Excise taxes are calculated at 15% of earnings plus the interest on the earnings on the late deposits
NOTE G – UNITIL CORPORATION COMMON STOCK FUND
Information about the significant components of the change in net assets relating to the Unitil Corporation Common Stock Fund for the year ended December 31, 2005 is as follows:
| Fair Value, beginning of year |
$ | 4,774,252 | |||||||||
| Contributions: |
|||||||||||
| Employee |
$ | 194,921 | |||||||||
| Employee Rollover |
5,106 | ||||||||||
| Employer |
58,113 | ||||||||||
| Loan Repayments |
61,763 | $ | 319,903 | ||||||||
| Interest Income |
231,974 | ||||||||||
| Net Depreciation in Fair Value |
(514,635 | ) | |||||||||
| Benefits Paid to Participants |
(194,721 | ) | |||||||||
| Loans to Participants |
(138,315 | ) | |||||||||
| Interfund Transfers and Other |
(130,409 | ) | (426,203 | ) | |||||||
| Fair Value, end of year |
$ | 4,348,049 | |||||||||
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The Unitil Corporation Tax Deferred Savings and Investment Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
NOTE H - PARTY-IN-INTEREST TRANSACTIONS
Certain Plan investments such as shares of registered investment companies in the Mainstay fund family and the New York Life Anchor Account pooled separate account in the Stable Value Fund are managed by affiliates of New York Life Trust Company, the trustee of the Plan, and therefore, these transactions qualify as party-in-interest transactions as that term is defined in Section 3(14) of ERISA. Also included in the Plan’s investments are common shares of Unitil Corporation, the Plan’s sponsor, and loans to participants. These transactions also qualify as party-in-interest transactions.
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SUPPLEMENTAL INFORMATION
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| The | Unitil Corporation Tax Deferred Savings and Investment Plan |
| Employee | Identification Number 02-0381573 |
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2005
| (a) | (b) | (c) | (d) | (e) | |||||||||||||
| Description of Investment | Cost |
Current Value | |||||||||||||||
| Identity of Insurer, Borrower, Lessor or Similar Party |
Type of Investment |
Maturity Date |
Rate of Interest |
Collateral |
Par or Maturity Value |
||||||||||||
| American Balanced Fund | Registered Investment Company |
n/a | n/a | n/a | n/a | n/a | $ | 1,328,371 | |||||||||
| Growth Fund of America | ” | n/a | n/a | n/a | n/a | n/a | 7,747,115 | ||||||||||
| * | Mainstay High Yield Corp. Bond Fund | ” | n/a | n/a | n/a | n/a | n/a | 417,517 | |||||||||
| PIMCO Real Return Fund | ” | n/a | n/a | n/a | n/a | n/a | 190,364 | ||||||||||
| PIMCO Total Return Fund | ” | n/a | n/a | n/a | n/a | n/a | 1,114,866 | ||||||||||
| Barclays LifePath Retirement Fund | ” | n/a | n/a | n/a | n/a | n/a | 16,862 | ||||||||||
| Barclays LifePath 2010 Fund | ” | n/a | n/a | n/a | n/a | n/a | 4,597 | ||||||||||
| Barclays LifePath 2020 Fund | ” | n/a | n/a | n/a | n/a | n/a | 80,858 | ||||||||||
| Barclays LifePath 2030 Fund | ” | n/a | n/a | n/a | n/a | n/a | 37,033 | ||||||||||
| Barclays LifePath 2040 Fund | ” | n/a | n/a | n/a | n/a | n/a | 40,582 | ||||||||||
| * | MainStay S&P 500 Index Fund | ” | n/a | n/a | n/a | n/a | n/a | 1,224,160 | |||||||||
| Van Kampen Growth and Income Fund | ” | n/a | n/a | n/a | n/a | n/a | 3,404,145 | ||||||||||
| Davis New York Venture Fund | ” | n/a | n/a | n/a | n/a | n/a | 97,881 | ||||||||||
| STI Classic Small Cap Growth Stock Fund | ” | n/a | n/a | n/a | n/a | n/a | 449,650 | ||||||||||
| Franklin Small-Mid Cap Growth | ” | n/a | n/a | n/a | n/a | n/a | 145,077 | ||||||||||
| JP Morgan Mid Cap Value Fund | ” | n/a | n/a | n/a | n/a | n/a | 698,321 | ||||||||||
| Royce Low-Priced Stock Fund | ” | n/a | n/a | n/a | n/a | n/a | 560,961 | ||||||||||
| TCW Galileo Value Opportunities Fund | ” | n/a | n/a | n/a | n/a | n/a | 122,451 | ||||||||||
| Fidelity Advisor Diversified International Fund | ” | n/a | n/a | n/a | n/a | n/a | 2,481,246 | ||||||||||
| * | Stable Value Fund (New York Life Anchor Account) | Pooled Separate Account |
n/a | n/a | n/a | n/a | n/a | 4,823,201 | |||||||||
| * | Unitil Corporation Common Stock | Common Stock |
n/a | n/a | n/a | n/a | n/a | 4,160,944 | |||||||||
| * | Mainstay Cash Reserves Fund I | Money Market Fund |
n/a | n/a | n/a | n/a | n/a | 187,105 | |||||||||
| * | Participant Loans | varies | 5%-10% | n/a | n/a | — | 790,486 | ||||||||||
| Total |
$ | 30,123,793 | |||||||||||||||
| * | Represents a party-in-interest to the Plan | ||||||||||||||||
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Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE UNITIL CORPORATION TAX DEFERRED SAVINGS AND INVESTMENT PLAN | ||
| (Name of Plan) | ||
| Date: June 26, 2006 | /s/ Mark H. Collin | |
| Mark H. Collin | ||
| Chief Financial Officer | ||
16
Exhibit 23.1
Consent of Independent Certified Public Accountants
We have issued our report dated May 19, 2006, accompanying the financial statements of The Unitil Corporation Tax Deferred Savings and Investment Plan contained in the information required by Form 11-K for the year ended December 31, 2005. We consent to the incorporation by reference of said report in the Registration Statement of the Unitil Corporation Tax Deferred Savings and Investment Plan on Form S-8 (File No. 333-42266, effective July 26, 2000).
| /s/ Vitale, Caturano & Co. |
| Boston Massachusetts |
| June 26, 2006 |
Exhibit 23.2
Consent of Independent Certified Public Accountants
We have issued our report dated June 24, 2005, except for the matter related to the prohibited transaction discussed in Note F as to which the date is September 15, 2005, accompanying the financial statement as of December 31, 2004 of The Unitil Corporation Tax Deferred Savings and Investment Plan contained in the information required by Form 11-K for the year ended December 31, 2005. We hereby consent to the incorporation by reference of said report in the Registration Statement of the Unitil Corporation Tax Deferred Savings and Investment Plan on Form S-8 (File No. 333-42266, effective July 26, 2000).
| /s/ Grant Thornton, LLP |
| Boston Massachusetts |
| June 26, 2006 |