Form 11-K
Table of Contents

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, 2004

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

 

Commission file number 1-8858

 


 

THE UNITIL CORPORATION

TAX DEFERRED SAVINGS AND INVESTMENT PLAN

(Full Title of Plan)

 

UNITIL CORPORATION

(Exact name of registrant as specified in its charter)

 

New Hampshire   02-0381573

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

6 Liberty Lane West, Hampton, New Hampshire   03842-1720
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (603) 772-0775

 



Table of Contents

Financial Statements and

Report of Independent

Certified Public Accountants

The Unitil Corporation

Tax Deferred

Savings and Investment Plan

December 31, 2004, 2003 and 2002

 

CONTENTS

 

     Page

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

   3

FINANCIAL STATEMENTS

    

STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS - DECEMBER 31, 2004 AND 2003

   4

STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS - YEARS ENDED DECEMBER 31, 2004, 2003 AND 2002

   5

NOTES TO FINANCIAL STATEMENTS

   6

SUPPLEMENTAL INFORMATION

    

SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR DECEMBER 31, 2004

   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 CERTIFIED PUBLIC ACCOUNTANTS

   Exhibit 23.1


Table of Contents

Report of Independent Certified Public Accountants

 

Administrator of

The Unitil Corporation Tax Deferred

Savings and Investment Plan

 

We have audited the accompanying statements of assets available for benefits of The Unitil Corporation Tax Deferred Savings and Investment Plan (the “Plan”) as of December 31, 2004 and 2003, and the related statements of changes in assets available for benefits for each of the three years in the period ended December 31, 2004. 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 audits.

 

We conducted our audits in accordance with 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 statements are free of material misstatement. An audit 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 our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present 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 and 2003, and the changes in assets available for benefits for each of the three years in the period ended December 31, 2004, in conformity with accounting principles generally accepted in the United States of America.

 

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes as of December 31, 2004 is presented for the purpose of 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. Such supplemental schedule has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

 

/s/ Grant Thornton LLP

 

Boston, Massachusetts

June 24, 2005

 

3


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS

 

December 31,

 

     2004

   2003

Investments in Funds at Fair Value:

             

American Balanced Fund

   $ 1,118,254    $ 237,865

Investment Company of America

     —        273,480

Ariel Fund

     —        273,635

Amcap Fund

     —        221,935

Putnam Capital Opportunities

     —        262,047

Growth Fund of America

     6,965,583      410,645

Lord Abbett Mid Cap Value

     —        207,767

PIMCO Low Duration Fund

     —        86,700

One Group Bond Fund

     —        420,799

MSIF Small Company Growth Fund

     —        181,909

Putnam International Capital Opportunities Fund

     —        379,233

Putnam International Equity Fund

     —        1,066,297

Putnam New Value Fund

     —        167,563

Putnam Fund for Growth & Income

     —        2,634,733

Putnam Stable Value Fund

     —        4,124,904

Putman Voyager Fund

     —        4,401,622

Putnam Income Fund

     —        699,349

Putnam New Opportunities Fund

     —        2,294,060

Putnam S&P 500 Fund

     —        1,206,907

George Putnam Fund of Boston

     —        525,968

Stable Value Option

     4,312,643      —  

MainStay High Yield Corporate Bond Fund

     157,202      —  

PIMCO Real Return Fund

     89,438      —  

PIMCO Total Return Fund

     995,254      —  

Barclays LifePath Retirement Fund

     14,685      —  

Barclays LifePath 2020 Fund

     65,205      —  

Barclays LifePath 2030 Fund

     2,739      —  

Barclays LifePath 2040 Fund

     24,295      —  

MainStay S&P 500 Index Fund

     1,163,086      —  

Van Kampen Growth and Income Fund

     3,093,315      —  

Davis New York Venture Fund

     45,695      —  

Franklin Small-Mid Cap Growth

     92,471      —  

JP Morgan Mid Cap Value Fund

     630,109      —  

Royce Low-Priced Stock Fund

     639,618      —  

Sentinel Small Company Fund

     482,547      —  

TCW Galileo Value Opportunities Fund

     165,805      —  

Fidelity Advisor Diversified International Fund

     1,952,321      —  
    

  

Subtotal - Funds

     22,010,265      20,077,418
    

  

Employer Securities (Unitil common stock at fair value)

     4,774,252      4,238,594

Participant Loans

     605,261      448,063
    

  

Assets Available for Benefits

   $ 27,389,778    $ 24,764,075
    

  

 

(The accompanying Notes are an integral part of these financial statements.)

 

4


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS

 

For the years ended December 31,

 

     2004

    2003

    2002

 

Additions (Deletions) to Net Assets

                        

Attributed To:

                        

Investment income:

                        

Interest

   $ 141,616     $ 30,399     $ 44,590  

Dividends

     345,807       562,843       510,110  

Net Appreciation (Depreciation)

     1,935,551       3,101,069       (3,098,430 )
    


 


 


Total Investment Income (Loss)

     2,422,974       3,694,311       (2,543,730 )

Contributions:

                        

Participants’

     1,485,232       1,548,555       1,541,878  

Employer’s

     465,283       462,147       482,592  

Rollover and Other

     963       31,301       118,435  
    


 


 


Total Contributions

     1,951,478       2,042,003       2,142,905  
    


 


 


Total Additions (Deletions)

     4,374,452       5,736,314       (400,825 )
    


 


 


Deductions:

                        

Benefits Paid to Participants

     (1,250,360 )     (1,241,446 )     (599,481 )

In Kind Distribution

     (182,084 )     (270,664 )     —    

Rollover and Other

     (316,305 )     —         (2,152 )
    


 


 


Total Deductions

     (1,748,749 )     (1,512,110 )     (601,633 )
    


 


 


Net Increase (Decrease)

     2,625,703       4,224,204       (1,002,458 )

Assets Available for Benefits:

                        

Beginning of Year

     24,764,075       20,539,871       21,542,329  
    


 


 


End of Year

   $ 27,389,778     $ 24,764,075     $ 20,539,871  
    


 


 


 

(The accompanying Notes are an integral part of these financial statements.)

 

5


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS

 

December 31, 2004, 2003 and 2002

 

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 Investment Management Company to replace Putnam Investments as the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

 

Contributions

 

A participant may authorize a Basic Employee Contribution, as defined, with a maximum contribution not to exceed $13,000 for 2004. Participants age 50 or above may also contribute “catch-up contributions” of $3,000 for 2004.

 

The Company shall contribute matching contributions equal to 100% of the first 3% of salary the employee puts into the plan.

 

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. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account. The Plan administrator will pay for substantially all expenses of the Plan.

 

6


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

December 31, 2004, 2003 and 2002

 

NOTE A - DESCRIPTION OF PLAN - Continued

 

Vesting

 

Participants are immediately vested in their 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. 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, he will be entitled to the full amount of contributions he has deposited, plus a percentage of his account balance derived from employer contributions based upon the following schedule:

 

Years of Service


   % Vested

 

        0-1

   0 %

        1-2

   33 %

        2-3

   67 %

        3+

   100 %

 

A member will become 100% vested in his 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, 2004, there are 101 loans to participants, maturing from 2005 to 2019 with interest rates ranging between 5.00% and 10.50%.

 

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 member who terminates his 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 $11,875, $28,058 and $1,390 in 2004, 2003 and 2002, respectively.

 

7


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

December 31, 2004, 2003 and 2002

 

NOTE A - DESCRIPTION OF PLAN - Continued

 

Upon enrollment and re-enrollment, each participant shall direct his or her contributions to be invested in accordance with any of the following investment options.

 

American Balanced Fund: This fund seeks current income and capital appreciation through a mix of investments that provide above-average price stability.

 

Growth Fund of America: This fund seeks capital appreciation by investing primarily in common stocks of companies that appear to offer superior opportunities for growth of capital.

 

Stable Value Option: This Stable Value Option seeks to provide a low risk, stable investment offering competitive yields.

 

MainStay High Yield Corporate Bond Fund: This fund seeks current income; capital appreciation is a secondary consideration. The fund primarily invests in domestic and foreign high-yield debt securities rated from BBB to B, or in those unrated but of comparable quality.

 

PIMCO Real Return Fund: This fund seeks real return consistent with preservation of capital, normally investing at least 80% of its net assets in inflation-indexed bonds of varying maturities issued by the U.S. and non-U.S. governments, their agencies or instrumentalities, and corporations.

 

PIMCO Total Return Fund: This fund seeks total return consistent with preservation of capital, normally investing at least 65% of assets in debt securities, including U.S. government securities, corporate bonds and mortgage-related securities.

 

Barclays LifePath Retirement Fund: This fund seeks income and moderate long-term growth of capital by allocating assets among equities, debt securities and cash.

 

Barclays LifePath 2010 Fund: This fund seeks total return for investors retiring in approximately the year 2010 by allocating assets among equities, debt securities and cash.

 

Barclays LifePath 2020 Fund: This fund seeks total return for investors retiring in approximately the year 2020 allocating assets among equities, debt securities and cash.

 

Barclays LifePath 2030 Fund: This fund seeks total return for investors retiring in approximately the year 2030 allocating assets among equities, debt securities and cash.

 

Barclays LifePath 2040 Fund: This fund seeks total return for investors retiring in approximately the year 2040 allocating assets among equities, debt securities and cash.

 

8


Table of Contents

MainStay S&P 500 Index Fund: This fund seeks to replicate the total return performance (reflecting reinvestment of dividends) of common stocks in the aggregate, as represented by the S&P 500 Index.

 

Van Kampen Growth and Income Fund: This fund seeks income and long-term growth of capital by investing primarily in income-producing equities, including common stocks and convertible securities.

 

Davis New York Venture Fund: This fund seeks growth of capital by investing primarily in equities issued by companies with market capitalizations of at least $5 billion, though it may also hold securities of smaller companies.

 

Franklin Small-Mid Cap Growth: This fund seeks long-term capital growth, normally investing at least 80% of assets in equity securities of companies that have market capitalizations not exceeding $8.5 billion.

 

JP Morgan Mid Cap Value Fund: This fund seeks capital appreciation, normally investing at least 80% of assets in equity securities of mid-cap companies.

 

Royce Low-Priced Stock Fund: This fund seeks long-term growth of capital, normally investing at least 80% of assets in common stocks and convertibles issued by companies priced below $20 per share at the time of purchase.

 

Sentinel Small Company Fund: This fund seeks long-term capital appreciation by investing primarily in a diversified portfolio of common stocks and convertible securities issued by small and mid-size companies.

 

TCW Galileo Value Opportunities Fund: This fund seeks capital appreciation, normally investing at least 65% of assets in equity securities of companies with market capitalizations within the range of companies comprising the Russell MidCap Value Index.

 

Fidelity Advisor Diversified International Fund: This fund seeks capital growth by primarily investing in common stocks of companies outside the United States.

 

Unitil Corporation Common 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. At December 31, 2004, the Plan had approximately 5% in cash and cash equivalents and 95% in Company stock.

 

Participants may change their investment options daily.

 

9


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

December 31, 2004, 2003 and 2002

 

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Effective Date

 

The Plan’s effective date is July 1, 1987, as amended and restated effective July 30, 2004 to comply with the 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

 

The Plan is administered by a trustee. The Plan’s investments (including investments bought, sold and held during the year) are carried at current quoted fair value. The difference between current fair value and the cost of investments are included in net appreciation or (depreciation) in fair value of investments.

 

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.

 

Loans to participants are valued at principal plus accrued interest, which approximates fair value.

 

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.

 

10


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

December 31, 2004, 2003 and 2002

 

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

 

Eligibility

 

Employees are eligible for membership on the first of the month following:

 

  (1) Attainment of age 18, and

 

  (2) Completion of 1000 hours of credited service

 

Normal Retirement Date

 

A participant’s normal retirement benefit date is the date he/she reaches his/her 65th birthday.

 

Expenses

 

The Plan’s expenses are paid by the Company, as provided in the Plan agreement.

 

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 provision 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, the Plan assets will be distributed in accordance with the terms of the Plan.

 

NOTE D – TAX STATUS

 

The Internal Revenue Service 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 for Federal income tax purposes up to specified limits. Contributions made by the Company are deductible for Federal income tax purposes within specified limits.

 

The Company believes that the Plan is currently designed and being operated compliance with applicable requirements of the IRC. Therefore, it believes that the Plan was qualified and the related trust was tax-exempt as of the financial statement date.

 

11


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

December 31, 2004, 2003 and 2002

 

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 value as follows:

 

     2004

    2003

    2002

 

Funds (at fair value):

                        

American Balanced Fund

   $ 62,830     $ 16,650     $ —    

Investment Company of America

     (4,000 )     40,110       —    

Ariel Fund

     15,716       23,200       —    

Amcap Fund

     (3,167 )     22,512       —    

Putnam Capital Opportunities

     (390 )     9,069       —    

Growth Fund of America

     702,111       35,721       —    

Lord Abbett Mid Cap Value

     14,100       15,683       —    

PIMCO Low Duration Fund

     (606 )     (635 )     —    

One Group Bond Fund

     (6,907 )     (4,117 )     —    

MSIF Small Company Growth Fund

     (7,705 )     42,217       —    

Putnam International Capital Opportunities Fund

     30,044       108,087       (62,418 )

Putnam International Equity Fund

     (26,714 )     212,518       (165,038 )

Putnam New Value Fund

     3,744       29,526       —    

Putnam Fund for Growth & Income

     2,822       545,882       (656,332 )

Putman Voyager Fund

     (180,502 )     933,700       (1,466,264 )

Putnam Income Fund

     (4,095 )     8,044       21,958  

Putnam New Opportunities Fund

     (96,026 )     564,413       (689,069 )

Putnam S&P 500 Fund

     (2,593 )     273,212       (265,406 )

George Putnam Fund of Boston

     (2,447 )     66,417       (56,257 )

Stable Value Option

     —         —         —    

MainStay High Yield Corporate Bond Fund

     5,581       —         —    

PIMCO Real Return Fund

     2,026       —         —    

PIMCO Total Return Fund

     23,215       —         —    

Barclays LifePath Retirement Fund

     41       —         —    

Barclays LifePath 2010 Fund

     —         —         —    

Barclays LifePath 2020 Fund

     5,025       —         —    

Barclays LifePath 2030 Fund

     144       —         —    

Barclays LifePath 2040 Fund

     1,966       —         —    

MainStay S&P 500 Index Fund

     101,250       —         —    

 

Continued on next page

 

12


Table of Contents

Continued from previous page

 

     2004

   2003

   2002

 

Funds (at fair value):

                      

Van Kampen Growth and Income Fund

   $ 321,110    $ —      $ —    

Davis New York Venture Fund

     3,800      —        —    

Franklin Small-Mid Cap Growth Fund

     14,261      —        —    

JP Morgan Mid Cap Value Fund

     65,734      —        —    

Royce Low-Priced Stock Fund

     75,509      —        —    

Sentinel Small Company Fund

     55,393      —        —    

TCW Galileo Value Opportunities Fund

     18,023      —        —    

Fidelity Advisor Diversified International Fund

     305,774      —        —    

Common Stock (at fair value):

                      

Unitil Corporation Stock

     440,484      158,860      240,396  
    

  

  


Total

   $ 1,935,551    $ 3,101,069    $ (3,098,430 )
    

  

  


 

Investments that represent 5% or more of the Plan’s net assets available for benefits as of December 31, 2004 and 2003 are as follows:

 

     2004

   2003

Funds (at fair value):              

Growth Fund of America

   $ 6,965,583    $ 410,645

Stable Value Option

   $ 4,312,643    $ —  

Van Kampen Growth and Income Fund

   $ 3,093,315    $ —  

Fidelity Advisor Diversified International Fund

   $ 1,952,321    $ —  

Putnam Fund for Growth and Income

   $ —      $ 2,634,733

Putnam Stable Value Fund

   $ —      $ 4,124,904

Putnam Voyager Fund

   $ —      $ 4,401,622

Putnam New Opportunities Fund

   $ —      $ 2,294,060

Unitil Corporation Stock Fund

   $ 4,774,252    $ 4,238,594

 

13


Table of Contents

SUPPLEMENTAL INFORMATION

 

14


Table of Contents

The Unitil Corporation Tax Deferred Savings and Investment Plan

 

SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT

PURPOSES AT END OF YEAR

December 31, 2004

EIN #02-0381573

 

(a)


  

(b) Identity of Issue,

Borrower, Lessor,

or Similar Party        


  

(c) Description of Investment,

Including Maturity Date,

Rate of Interest, Collateral, Par,

Or Maturity Value                    


     (d)
Cost


      

(e)

Current
Value


*

   American Balanced Fund    Mutual Fund      * *      $ 1,118,254

* ^

   Growth Fund of America    Mutual Fund      * *      $ 6,965,583

* ^

   Stable Value Option    Instit’l Stable Value Fund      * *      $ 4,312,643

*

   MainStay High Yield Corp. Bond Fund    Mutual Fund      * *      $ 157,202

*

   PIMCO Real Return Fund    Mutual Fund      * *      $ 89,438

*

   PIMCO Total Return Fund    Mutual Fund      * *      $ 995,254

*

   Barclays LifePath Retirement Fund    Mutual Fund      * *      $ 14,685

*

   Barclays LifePath 2020 Fund    Mutual Fund      * *      $ 65,205

*

   Barclays LifePath 2030 Fund    Mutual Fund      * *      $ 2,739

*

   Barclays LifePath 2040 Fund    Mutual Fund      * *      $ 24,295

*

   MainStay S&P 500 Index Fund    Mutual Fund      * *      $ 1,163,086

* ^

   Van Kampen Growth and Income Fund    Mutual Fund      * *      $ 3,093,315

*

   Davis New York Venture Fund    Mutual Fund      * *      $ 45,695

*

   Franklin Small-Mid Cap Growth    Mutual Fund      * *      $ 92,471

*

   JP Morgan Mid Cap Value Fund    Mutual Fund      * *      $ 630,109

*

   Royce Low-Priced Stock Fund    Mutual Fund      * *      $ 639,618

*

   Sentinel Small Company Fund    Mutual Fund      * *      $ 482,547

*

   TCW Galileo Value Opportunities Fund    Mutual Fund      * *      $ 165,805

* ^

   Fidelity Advisor Diversified Int’l Fund    Mutual Fund      * *      $ 1,952,321

* ^

   Unitil Corporation Stock Fund    Company Common Stock      * *      $ 4,774,252

*

   Participant Loans    Interest at 5.00% to 10.5%      n/a        $ 605,261

* Represents a party-in-interest to the Plan.
** Cost omitted since investments are self-directed.
^ Represents 5% or more of net assets available for benefits as of 12/31/04.

 

15


Table of Contents

SIGNATURES

 

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 29, 2005   

/s/ Mark H. Collin


     Mark H. Collin
     Chief Financial Officer

 

16

Consent of Grant Thornton LLP

Exhibit 23.1

 

Consent of Independent Certified Public Accountants

 

We have issued our report dated June 24, 2005, 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, 2004. 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).

 

/s/ Grant Thornton LLP

 

Boston Massachusetts

June 28, 2005