ACCESS CAPITAL STRATEGIES COMMUNITY INVESTMENT FUND INC/MA - 10-Q Quarterly Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended February 29, 2004

¨	Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File No. 817-00807

Access Capital Strategies Community Investment Fund, Inc.

(Exact name of registrant as specified in its charter)


Maryland		04-3369393
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

124 Mt. Auburn Street, Suite 200N		Cambridge, MA 02138
(Address of principal executive offices)		(Zip Code)

617-576-5858

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant has been required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 126-2 of the Exchange Act): Yes x No ¨

The registrant had 102 shareholders and 30,826,619 shares of common stock outstanding as of February 29, 2004.

Access Capital Strategies Community Investment Fund, Inc.

February 29, 2004 Form 10-Q Quarterly Report

TABLE OF CONTENTS


			PAGE
PART I. FINANCIAL INFORMATION

	Item 1.	Condensed Financial Statements

		Condensed Statements of Assets and Liabilities February 29, 2004 (unaudited) and May 31, 2003	3

		Condensed Statements of Operations (unaudited) Three months ended February 29, 2004 and February 28, 2003 Nine months ended February 29, 2004 and February 28, 2003	4

		Condensed Statements of Changes in Net Assets (unaudited) Three months ended February 29, 2004 and February 28, 2003 Nine months ended February 29, 2004 and February 28, 2003	5

		Condensed Statements of Cash Flows (unaudited) Nine months ended February 29, 2004 and February 28, 2003	6

		Financial Highlights (unaudited) Three months ended February 29, 2004 and February 28, 2003 Nine months ended February 29, 2004 and February 28, 2003	7

		Schedule of Investments (unaudited) February 29, 2004	8

		Notes to Condensed Financial Statements (unaudited)	11

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	20

	Item 4.	Controls and Procedures	21

PART II. OTHER INFORMATION			22

	Item 1.	Legal proceedings	22

	Item 2.	Changes in securities	22

	Item 3.	Defaults upon senior securities	22

	Item 4.	Submission of matters to a vote of security holders	22

	Item 5.	Other information	22

	Item 6.	Exhibits and reports	22

	Signatures		23

Access Capital Strategies Community Investment Fund, Inc.

CONDENSED STATEMENTS OF ASSETS AND LIABILITIES


	February 29, 2004 (Unaudited)			May 31, 2003
	February 29, 2004 (Unaudited)			May 31, 2003
Assets:
Investments, at value*	$	370,572,386		$	316,614,272
Cash		650,893			1,498,826
Receivables:
Interest		1,660,175			1,508,738
Securities sold		2,969,578			—
Principal paydowns		19,916			70,677
Capital shares sold		—			100,000
Variation margin		—			4,344
Prepaid expenses and other assets		182			49,209

Total assets		375,873,130			319,846,066


Liabilities:
Payables:
Reverse repurchase agreements (including accrued interest of $17,114 and $18,871,
respectively)		57,217,114			47,018,871
Securities purchased		10,271,405			23,374,300
Dividends to shareholders		1,306,031			2,153,075
Investment advisor		155,894			221,421
Variation margin		150,000			—
Other affiliates		17,764			14,892
Accrued expenses and other liabilities		17,229			29,627

Total liabilities		69,135,437			72,812,186


Net Assets:
Net Assets	$	306,737,693		$	247,033,880


Net Assets Consist of:
Paid-in capital		308,728,483			243,079,354

Undistributed (accumulated distributions in excess of) investment income-net		(1,401,839	)		(1,401,829	)
Accumulated realized capital losses on investments-net		(7,701,037	)		(5,491,453	)
Unrealized appreciation on investments-net		7,112,086			10,847,808

Total accumulated earnings (losses)-net		(1,990,790	)		3,954,526

Net Assets	$	306,737,693		$	247,033,880

Net Asset Value Per Share	$	9.95		$	10.21

*Identified cost.	$	363,305,723		$	304,973,620
Shares issued and outstanding, $.0000001 par value, 100,000,000 shares authorized.		30,826,619			24,195,706

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)


	Three Months Ended						Nine Months Ended
	February 29, 2004			February 28, 2003			February 29, 2004			February 28, 2003
Investment Income:
Interest	$	4,906,079		$	4,151,253		$	13,936,471		$	11,578,910

Expenses:
Management fees		460,522			354,144			1,289,503			959,253
Interest expense		209,545			159,165			589,020			460,533
Professional fees		51,123			29,248			130,406			73,353
Accounting services		30,437			22,314			76,118			65,228
Pricing fees		15,548			5,783			38,953			11,395
Custodian fees		13,897			6,487			30,379			17,898
Director’s fees and expenses		8,013			5,514			21,433			21,276

Organizational fees		—			11,691			—			32,445
Transfer agent fees		5,177			4,495			13,848			14,555
Other		8,289			4,931			16,592			17,028

Total expenses before reimbursement		802,551			603,772			2,206,252			1,672,964
Reimbursement of expenses		51,471			(43,332	)		188,006			(122,506	)

Total expenses after reimbursement		854,022			560,440			2,394,258			1,550,458

Investment income-net		4,052,057			3,590,813			11,542,213			10,028,452

Realized & Unrealized Gain (Loss) on Investments-Net:
Realized loss on investments-net		(2,133,902	)		(1,403,401	)		(2,209,584	)		(5,355,699	)
Change in unrealized appreciation on investments-net		5,836,957			4,250,444			(3,735,722	)		8,514,202

Total realized and unrealized gain (loss) on investments-net		3,703,055			2,847,043			(5,945,306	)		3,158,503

Net Increase in Net Assets Resulting from Operations	$	7,755,112		$	6,437,856		$	5,596,907		$	13,186,955

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

CONDENSED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)


	Three Months Ended						Nine Months Ended
	February 29, 2004			February 28, 2003			February 29, 2004			February 28, 2003
*Increase (Decrease) in Net Assets:*
Operations:

Investment income-net	$	4,052,057		$	3,590,813		$	11,542,213		$	10,028,452

Realized loss on investments-net		(2,133,902	)		(1,403,401	)		(2,209,584	)		(5,355,699	)

Change in unrealized appreciation on investments-net		5,836,957			4,250,444			(3,735,722	)		8,514,202

Net increase in net assets resulting from operations		7,755,112			6,437,856			5,596,907			13,186,955

Dividends to Shareholders:
Dividends to shareholders from investment income-net		(4,052,055	)		(3,465,626	)		(11,542,223	)		(9,863,397	)

Capital Share Transactions:
Net proceeds from sale of shares		18,957,000			10,825,001			78,865,000			52,746,344
Value of shares issued to shareholders in reinvestment of dividends		352,674			357,472			1,122,300			1,896,496

Total issued		19,309,674			11,182,473			79,987,300			54,642,840

Cost of shares redeemed		(2,114,019	)		—			(14,338,171	)		—

Net increase in net assets resulting from capital share transactions		17,195,655			11,182,473			65,649,129			54,642,840

Net Assets:
Total increase in net assets		20,898,712			14,154,703			59,703,813			57,966,398
Beginning of period		285,838,981			228,695,514			247,033,880			184,883,819

End of period*	$	306,737,693		$	242,850,217		$	306,737,693		$	242,850,217

* Undistributed (accumulated distributions in excess of) investment income-net	$	(1,401,839	)	$	1,109,744		$	(1,401,839	)	$	1,109,744

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)


	Nine Months Ended February 29, 2004			Nine Months Ended February 28, 2003
Cash Used for Operating Activities:
Net increase in net assets resulting from operations	$	5,596,907		$	13,186,955
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by operating activities:
Increase in receivables		(147,093	)		(346,761	)
Decrease in deposit from brokers		—			21,094,066
Decrease in other assets		49,027			210,528
Increase (decrease) in other liabilities		73,190			(20,876,593	)
Realized and unrealized loss (gain) on investments-net		4,256,990			(7,134,267	)
Amortization of premium and discount		8,918			9,475
Proceeds from paydowns and sales of long-term investments		130,558,628			114,190,397
Purchases of long-term investments		(204,804,362	)		(187,873,285	)

Net cash used for operating activities		(64,407,795	)		(67,539,485	)

Cash Provided by Financing Activities:
Cash receipts from issuance of common stock-net		78,965,000			52,746,343
Cash receipts from reverse repurchase agreements-net		10,200,000			22,200,000
Cash payments on capital shares redeemed-net		(14,338,171	)		—
Dividends paid to shareholders		(11,266,967	)		(7,966,901	)

Net cash provided by financing activities		63,559,862			66,979,442

Cash:
Net decrease in cash		(847,933	)		(560,043	)
Cash at beginning of period		1,498,826			560,043

Cash at end of period	$	650,893		$	—

Cash Flow Information:
Cash paid for interest	$	590,777		$	471,283

Non-Cash Financing Activities:
Capital shares issued in reinvestment of dividends paid to shareholders	$	1,122,300		$	1,896,497

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

FINANCIAL HIGHLIGHTS (UNAUDITED)

The following per share data and ratios have been derived from information provided in the financial statements.


	Three Months Ended						Nine Months Ended
	February 29, 2004			February 28, 2003			February 29, 2004			February 28, 2003
Increase (Decrease) in Net Asset Value:
Per Share Operating Performance:
Net asset value, beginning of period	$	9.83		$	10.22		$	10.21		$	10.19

Investment income-net***		.14			.16			.42			.47

Realized and unrealized gain (loss) on investments-net		.11			.12			(.27	)		.15

Total from investment operations		.25			.28			.15			.62

Less dividends from investment income-net		(.13	)		(.16	)		(.41	)		(.47	)

Net asset value, end of period	$	9.95		$	10.34		$	9.95		$	10.34

Total Investment Return:**
Based on net asset value per share		2.61	%+		2.76	%+		1.55	%+		6.24	%+

Ratios to Average Net Assets:++
Expenses, net of reimbursement and excluding interest expense		.88	%*		.68	%*		.88	%*		.67	%*

Expenses, excluding interest expense		.81	%*		.75	%*		.78	%*		.75	%*

Expenses		1.09	%*		1.03	%*		1.07	%*		1.03	%*

Investment income-net		5.51	%*		6.10	%*		5.59	%*		6.16	%*

Ratios to Average Net Assets, Including Borrowings:++
Expenses, net of reimbursement and excluding interest expense		.70	%*		.57	%*		.70	%*		.57	%*

Expenses, excluding interest expense		.64	%*		.63	%*		.63	%*		.64	%*

Expenses		.87	%*		.86	%*		.86	%*		.88	%*

Investment income-net		4.38	%*		5.11	%*		4.49	%*		5.27	%*

Supplemental Data:
Net assets, end of period (in thousands)	$	306,738		$	242,850		$	306,738		$	242,850

*	Annualized.

**	Total investment returns exclude the effects of sales charges.

***	Based on average shares outstanding.

+	Aggregate total investment return.

Effective June 1, 2003, the six basis point and two basis point expense reimbursement caps described below were replaced with and superceded by a 25 basis point expense reimbursement cap. To the extent that the Fund’s operating expenses (exclusive of management fees and interest expense) in a given fiscal year are less than .25% of the Fund’s monthly average net assets, the Fund will repay the Fund’s investment manager (“Access”) and sub-investment manager (“MLIM”) for operating expenses previously borne or reimbursed by Access and MLIM (provided that in no circumstance will the Fund pay or reimburse more than 25 basis points of the Fund’s monthly average assets for operating expenses and expense reimbursement collectively in any fiscal year). Prior to that time, the Fund’s operating expenses were being recorded by the Fund and the Fund was being reimbursed by Access and MLIM for operating expenses in excess of six basis points. Prior to June 1, 2003, the expense reimbursement cap was six basis points (0.06%). During the fiscal year ended May 31, 2003, the Fund also continued to be charged two basis points (0.02%) of the Fund’s total assets, including assets purchased with borrowed funds, to reimburse Access for unreimbursed expenses relating to the Fund paid by Access prior to March 2001.

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

Schedule of Investments

February 29, 2004 (unaudited)


	Face Amount		Market Value
MORTGAGE-BACKED SECURITIES (120.8%):
Federal National Mortgage Association (FNMA)(80.8%):

15 Year Fixed Rate Single Family Mortgage-Backed Securities

4.50%, 10/1/18 (b)	$	2,324,246	$	2,351,964

5.00%, 12/1/17 - 1/1/18 (b)		4,743,119		4,887,393

5.50%, 3/1/16		338,198		355,819

7.00%, 1/1/15		105,572		113,693

30 Year Fixed Rate Single Family Mortgage-Backed Securities

4.50%, 5/1/33 - 10/1/33		11,934,275		11,666,101

5.00%, 7/1/32 - 12/1/33 (c)		82,002,663		82,636,420

5.50%, 9/1/32 - 2/1/34		67,562,975		69,503,075

6.00%, 7/1/29 - 3/15/34 (c)		22,737,686		23,800,846

6.50%, 1/1/31 - 11/1/32 (c)		28,056,960		29,665,299

7.00%, 6/1/29 - 3/1/31		2,173,592		2,319,981

7.25%, 12/1/29		79,910		85,705

7.50%, 9/1/29 - 1/1/31		1,561,608		1,681,301

8.00%, 2/1/30 - 4/1/30		530,466		577,386
Total single family mortgage-backed securities				229,644,983

Multi Family Mortgage-Backed Securities

4.66%, 10/1/13		996,106		1,012,064

4.93%, 10/1/12		996,708		1,038,789

5.23%, 4/1/21		1,981,996		2,004,467

5.37%, 11/1/21		5,111,248		5,424,640

5.41%, 2/1/21		1,069,291		1,139,395

5.51%, 11/1/21		772,132		805,002

6.50%, 5/1/17		1,294,817		1,442,573

6.70%, 6/1/19		660,371		750,289


	Face Amount		Market Value
7.13%, 1/1/22	$	439,988	$	499,885

7.42%, 10/1/18		1,942,492		2,296,521

7.58%, 5/1/18		615,165		742,352

7.97%, 9/1/17		738,253		910,517

Total multi-family mortgage-backed securities				18,066,494

Total Federal National Mortgage Association securities				247,711,477


Federal Home Loan Mortgage Corporation (36.3%):

15 Year Fixed Rate Single Family Mortgage-Backed Securities

4.50%, 1/1/19 (b)		1,173,496		1,185,378

5%, 11/1/18 - 1/1/19		2,503,537		2,583,488

30 Year Fixed Rate Single Family Mortgage-Backed Securities

4.50%, 8/1/33 - 9/1/33		3,879,416		3,795,173

5.00%, 6/1/33 - 3/15/34		26,029,195		26,214,321

5.50%, 9/1/29 - 3/15/34 (c)		41,412,748		42,626,395

6.00%, 3/1/31 - 10/1/33 (c)		20,166,423		21,089,758

6.50%, 6/1/29 - 8/1/32		10,608,821		11,214,451

7.00%, 10/1/29 - 4/1/31		1,505,670		1,606,369

7.50%, 12/1/29 - 3/1/30		1,114,878		1,204,548

Total Federal Home Loan Mortgage Corporation
Single family mortgage-backed securities				111,519,881

GNMA Pool (2.0%):
Multi Family Mortgage-Backed Securities

5.13%, 3/1/34		637,000		660,416

5.75%, 9/15/23		761,233		816,057

6.00%, 12/15/31		1,006,466		1,057,905

6.25%, 9/15/32		530,844		593,335

6.50%, 4/15/32 - 4/20/32		788,052		835,813
7.00%, 4/15/32		262,578		281,041


	Face Amount		Market Value
8.25%, 12/15/32	$	1,537,166	$	1,796,253


Total GNMA Pool multi-family mortgage-backed securities				6,040,820

Small Business Administration (1.7%):

1.30%, 4/25/28 (a)		1,986,597		1,972,384

1.38%, 6/25/18 (a)		1,054,411		1,048,557

1.40%, 10/25/10		1,009,714		1,005,504

4.63%, 1/25/09		1,074,971		1,126,164

Total Small Business Administration securities				5,152,609

Total mortgage-backed securities				370,424,787

MUNICIPAL BONDS (0.0%):

Guam Power Authority Revenue Bonds, Series A, 5% due 10/01/2024		140,000		147,599

Total municipal bonds				147,599

Total investments (cost - $363,305,723) - 120.8%				370,572,386

Variation margin on financial futures contracts* - 0.0%				(150,000	)
Liabilities in excess of other assets - (20.8%)				(63,684,693	)

Net assets - 100.0%			$	306,737,693

Pursuant to the financial futures contracts, the Fund agrees to receive from or pay to the broker an amount equal to the daily fluctuation in values of the contract. Such receipts or payments, which are settled the following business day, are known as variation margin and are recorded by the Fund as unrealized gains or losses. Financial futures contracts sold as of February 29, 2004 were as follows:


Number of Contracts	Issue	Expiration Date	Face Value		Unrealized Losses
200	U.S. Five-Year Treasury Bonds	June 2004	$	22,439,875	$	(41,375	)
200	U.S. Ten-Year Treasury Bonds	June 2004		22,661,798		(113,202	)

Total Unrealized Losses-Net					$	(154,577	)

(a)	All or a portion held as collateral in connection with open financial futures contracts.

(b)	Represents a “to-be-announced” (TBA) transaction. The Fund has committed to purchasing securities for which all specific information is not available at this time.

(c)	All or a portion held as collateral in connection with open reverse repurchase agreements.

See Notes to Condensed Financial Statements.

Access Capital Strategies Community Investment Fund, Inc.

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

1. Basis of Presentation

The accompanying unaudited condensed interim financial statements and financial highlights reflect the results of operations for Access Capital Strategies Community Investment Fund, Inc. (the “Fund”) and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal recurring nature. The results of operations and other data for the nine months and quarter ended February 29, 2004 are not necessarily indicative of the results that may be expected for any other future interim period or the fiscal year ending May 31, 2004. The information in this report should be read in conjunction with the financial statements and accompanying notes included in the May 31, 2003 Annual Report on Form 10-K/A. The Fund has not changed its accounting and reporting policies from those disclosed in its May 31, 2003 financial statements.

In preparing the condensed interim financial statements and financial highlights, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the statement of assets and liabilities, and revenue and expenses for the period. Actual results could differ from those estimates; any such differences are expected to be immaterial to the net assets of the Fund.

These condensed financial statements and financial highlights cover the activity from June 1, 2003 to February 29, 2004.

2. Fees and Expenses

During the fiscal year ended May 31, 2003, the Fund was charged for custody services portfolio accounting services and operating expenses. To the extent such expenses exceeded six basis points (0.06%) of the Fund’s monthly average net assets, they were reimbursed by Access Capital Strategies LLC (“Access”), the Fund’s Manager, and Merrill Lynch Investment Managers, L.P. (“MLIM”), the Fund’s sub-investment manager. During the fiscal year ended May 31, 2003, the Fund also continued to be charged two basis points (0.02%) of the Fund’s total assets, including assets purchased with borrowed funds, to reimburse Access for unreimbursed expenses relating to the Fund paid by Access prior to March 2001.

Effective as of June 1, 2003, the six basis point and two basis point expense reimbursement caps referred to above have been replaced with and superceded by a 25 basis point expense reimbursement cap. To the extent that the Fund’s operating expenses (exclusive of management fees and interest expense) in a given fiscal year are less than .25% of the Fund’s monthly average net assets, the Fund will repay Access and MLIM for operating expenses previously borne or reimbursed by Access and MLIM (provided that in no circumstance will the Fund pay or reimburse more than 25 basis points of the Fund’s monthly average assets for operating expenses and expense reimbursement collectively in any fiscal year). Total unreimbursed expenses as of February 29, 2004 amount to $545,858. The replacement of the previous expense reimbursement cap and its retroactive impact resulted in a return of previously received expense reimbursements during the three and nine month periods ended February 29, 2004.

3. Reclassification

Certain financial statement items have been reclassified in the preceding fiscal year’s condensed interim financial statements to conform with the current interim period’s presentation. These reclassifications had no effect on previously reported net investment income, net increase in net assets resulting from operations, net assets or net asset value per share.

Item 2:

Management’s Discussion and Analysis of Financial Condition and

Results of Operations

This quarterly report contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. The Fund’s actual results could differ materially from those projected in the forward-looking statements as a result of, among other factors, changes in interest rates, fluctuations in assets under management and other sources of fee income, and changes in assumptions used in making such forward-looking statements. The Fund’s investment objective is to invest in geographically specific private placement debt securities located in portions of the United States designated by Fund investors.

Overview

The Fund is a non-diversified, closed-end management investment company electing status as a business development company. The Fund’s investment objective is to invest in geographically specific private placement debt securities located in portions of the United States designated by Fund investors. The Fund invests primarily in private placement debt securities specifically designed to support underlying community development activities targeted to low- and moderate-income individuals such as affordable housing, education, small business lending, and job-creating activities in areas of the United States designated by Fund investors.

Investors in the Fund must designate a particular geographic area or region within the United States as part of their agreement to purchase Fund shares. The Fund invests only in areas where Fund shareholders have made targeted designations.

In addition to their geographic specificity, Fund investments must carry a AAA credit rating or carry credit enhancement from a AAA-rated credit enhancer or be issued or guaranteed by the U.S. Government, government agencies or government-sponsored enterprises. The Fund expects (but cannot guarantee) that all investments made by the Fund will be considered eligible for regulatory credit under the Community Reinvestment Act (“CRA”).

Compliance

To qualify as a Regulated Investment Company (“RIC”), the Fund must, among other things, satisfy a diversification standard under the Internal Revenue Code (the “Code”) such that, at the close of each quarter of the Fund’s taxable year, (i) not more than 25% of the value of its total assets is invested in the securities (other than government securities (including its agencies and instrumentalities) or securities of other RICs) of a single issuer, or two or more issuers which the Fund controls (under a 20% test) and which are engaged in the same or similar trades or business or related trades or businesses, and (ii) at least 50% of the market value of its total assets is represented by cash, cash items, government securities, securities of other RICs and other securities (with each investment in such other securities limited so that not more than 5% of the value of the Fund’s total assets is invested in the securities of a single issuer and the Fund does not own more than 10% of the outstanding voting securities of a single issuer).

Management believes the Fund was in compliance with the above requirements for the quarter and nine months ended February 29, 2004.

Fund Operations

Investment Activity

Purchases

During the quarter ended February 29, 2004, the Fund purchased $38.3 million aggregate amount of new community development securities. During the quarter ended February 28, 2003, the Fund had purchased $41.0 million aggregate amount of new community development securities.

During the nine months ended February 29, 2004, the Fund purchased $191.7 million aggregate amount of new community development securities. During the nine months ended February 28, 2003, the Fund had purchased $184.0 million aggregate amount of new community development securities.

Sales

During the quarter ended February 29, 2004, the Fund sold $38.8 million aggregate amount of securities (including principal paydowns). During the quarter ended February 28, 2003, the Fund had sold $26.6 million aggregate amount of securities (including principal paydowns but excluding securities sold short in connection with hedging activities in respect of new investments in the Fund and sales of short-term securities).

During the nine months ended February 29, 2004, the Fund sold $133.5 million aggregate amount of securities (including principal paydowns). During the nine months ended February 28, 2003, the Fund had sold $109.2 million aggregate amount of securities (including principal paydowns but excluding securities sold short in connection with hedging activities in respect of new investments in the Fund and sales of short-term securities).

Borrowings

The Fund is permitted to use leverage in its investment program, subject to certain restrictions set forth in its Private Offering Memorandum and the Investment Company Act of 1940 (the “1940 Act”).

For the quarter ended February 29, 2004, the Fund averaged approximately $73.6 million in borrowings at an average rate of approximately 1.14% compared to the quarter ended February 28, 2003 when the Fund averaged approximately $45.9 million in borrowings at an average rate of approximately 1.39%.

For the nine month period ended February 29, 2004, the Fund averaged approximately $68.8 million in borrowings at an average rate of approximately 1.15% compared to the nine month period ended February 28, 2003 when the Fund averaged approximately $37.4 million in borrowings at an average rate of approximately 1.64%.

In each of the above referenced periods, the total proceeds from borrowings were primarily used to support additional investments in the Fund’s Designated Target Regions.

Net Assets and Fund Holdings at February 29, 2004

At February 29, 2004, the Fund’s Net Asset Value was $306.7 million, or $9.95 per share. At the end of the prior fiscal quarter, November 30, 2003, the Fund’s Net Asset Value was $285.8 million, or $9.83 per share. At the end of the most recent fiscal year, May 31, 2003, the Net Asset Value was $247.0 million, or $10.21 per share. A year ago at February 28, 2003, the Fund’s Net Asset Value was $242.9 million, or $10.34 per share.

The $20.9 million, or 7.31%, quarter-to-quarter increase in net assets from $285.8 million to $306.7 million was primarily attributable to the sale of $17.2 million of net new shares in the Fund and $5.8 million in net unrealized appreciation in the investments offset by $2.1 million of net realized losses. The $63.8 million, or 26.27%, year-to-year increase in net assets was also primarily attributable to the sale of new shares in the Fund.

The Fund’s primary investments are listed on the Schedule of Investments included with this report.

Investment Income

The Fund had investment income net of all fees and expenses (as discussed below) of $4.05 million for the quarter ended February 29, 2004, an increase of approximately $0.19 million, or 4.92%, from net investment income of $3.86 million for the prior fiscal quarter, which ended November 30, 2003, and an increase of approximately $0.46 million, or 12.81%, from net investment income of $3.59 million for the fiscal quarter ended February 28, 2003. The increases were each largely due to an increase in the average net assets of the Fund.

The Fund had investment income net of all fees and expenses (as discussed below) of $11.54 million for the nine month period ended February 29, 2004, an increase of approximately $1.51 million, or 15.05%, from net investment income of $10.03 million for the nine month period ended February 28, 2003. The increase is largely due to an increase in average net assets of the Fund.

Management Fees and Expenses

Access Capital Strategies LLC (“Access”), the Fund’s manager, charges an annual management fee, paid monthly, of fifty basis points (0.50%) of the Fund’s average monthly gross assets less accrued liabilities, other than indebtedness for borrowing. Merrill Lynch Investment Managers, L.P. (“MLIM”), the Fund’s sub-manager, receives from Access an annual sub-management fee, paid monthly, of twenty-five basis points (0.25%) of the Fund’s average gross monthly assets less accrued liabilities, other than indebtedness for borrowings.

For the quarter ended February 29, 2004, the management fee paid by the Fund was $460,522. For the prior quarter ended November 30, 2003, the management fee paid by the Fund was $429,171. For the year ago fiscal quarter ended February 28, 2003, the management fee paid by the Fund was $354,144. The increases were primarily due to increases in the net assets of the Fund.

For the quarter ended February 29, 2004, total expenses after reimbursement increased by $62,377 compared to the prior quarter ended November 30, 2003 principally reflecting higher management fees and interest expense during the current quarter. Compared to the year ago quarter ended February 28, 2003, total expenses after reimbursement increased by $293,377 during the most recent quarter. This increase is primarily attributable to increased management fees of $106,378, increased interest expense of $50,380 and a $94,803 increase in reimbursement of expense as discussed below.

During the fiscal year ended May 31, 2003, the Fund was charged for custody and portfolio accounting services and operating expenses. To the extent such expenses exceeded six basis points (0.06%) of the Fund’s monthly average net assets, they were reimbursed by Access and MLIM. During the fiscal year ended May 31, 2003, the Fund also continued to be charged two basis points (0.02%) of the Fund’s total assets, including assets purchased with borrowed funds, to reimburse Access for unreimbursed expenses relating to the Fund paid by Access prior to March 2001.

Effective as of June 1, 2003, the six basis point and two basis point expense reimbursement caps referred to above were replaced with and superceded by a 25 basis point expense reimbursement cap. To the extent that the Fund’s operating expenses (exclusive of management fees and interest expense) in a given fiscal year are less than .25% of the Fund’s monthly average net assets, the Fund will repay Access and MLIM for operating expenses previously borne or reimbursed by Access and MLIM (provided that in no circumstance will the Fund pay or reimburse more than 25 basis points of the Fund’s monthly average assets for operating expenses and expense reimbursement collectively in any fiscal year). Total unreimbursed expenses as of February 29, 2004 amount to $545,858. The replacement of the previous expense reimbursement cap and its retroactive impact resulted in the Fund’s return of previously received expense reimbursements during the three months ended February 29, 2004 of $51,471. For the year earlier fiscal quarter ended February 28, 2003, the Fund received reimbursements of $43,332.

Yield

At the quarter ended February 29, 2004, the SEC current yield was 4.94%, compared to 5.61% for the quarter ended November 30, 2003 and 5.87% for the year ago quarter ended February 28, 2003.

For the quarter ended February 29, 2004, the ratio of net investment income to average net assets was 5.51% compared to 5.59% for the prior quarter, which ended November 30, 2003, and 6.10% for the quarter ended February 28, 2003.

Although interest rates have been unusually volatile, the Fund has consistently maintained a comparatively high current yield. The high yield is primarily due to the Fund’s use of leverage during a time of a steep yield curve.

Realized Gain/Loss

For the quarter ended February 29, 2004, the realized loss was $2,133,902 compared to a realized gain of $1,349,643 for the prior quarter, which ended November 30, 2003, and a realized loss of $1,403,401 for the quarter ended February 28, 2003. Although the Fund did sell securities for realized gains during the quarter, these gains were less than the losses realized as part of the Fund’s hedging activities. The Fund experiences a realized gain or loss on its hedges when the positions are closed or when they are rolled from one expiration cycle to the next.

For the nine months ended February 29, 2004, the net realized loss on investments was $2,209,584 compared to a net realized loss of $5,355,699 for the nine months ended February 28, 2003. The Fund experiences a realized gain or loss on its hedges when the positions are closed or when they are rolled from one expiration cycle to the next.

Dividends Paid

The Fund distributes to shareholders substantially all of its net investment income and net realized capital gains, if any, as determined for income tax purposes. Applicable law, including provisions of the 1940 Act, may limit the amount of dividends and other distributions payable by the Fund. Substantially all of the Fund’s net capital gain (the excess of net long-term capital gain over net short-term capital loss) and the excess of net short-term capital gain over net long-term capital loss, if any, are distributed annually with the Fund’s dividend distribution in December.

The Fund declares and distributes dividends on a monthly basis. Prior to June 1, 2003, the Fund declared and distributed dividends on a calendar quarterly basis. The Fund paid total monthly dividends of $0.1351 during the quarter ended February 29, 2004. The dividends were paid as follows:


December 2003	$	0.0482
January 2004	$	0.0446
February 2004	$	0.0423

During the previous quarter ended November 30, 2003, the Fund paid total monthly dividends of $0.1376. A year ago, the Fund paid a quarterly dividend of $0.1549 per share on December 23, 2002 to shareholders of record as of December 16, 2002. While the Fund’s dividend was lower than in the year earlier period, it did not decline by nearly the amount of prevailing interest rates. The Fund’s use of leverage during a steep yield curve environment has supported the dividend.

Total Return

For the quarter ended February 29, 2004, the total return was 2.61%, compared to a total return of 1.83% in the quarter ended November 30, 2003 and a total return of 2.76% in the comparable period ended February 28, 2003.

Although interest rates continued to be volatile, the quarter ended February 29, 2004 was markedly calmer than the quarter ended November 30, 2003. Rates generally declined and the Fund’s fixed rate holdings increased in value.

Fund Designated Target Regions at February 29, 2004

The Fund’s Designated Target Regions (“DTRs”) are provided by Fund shareholders at the time of investment. At February 29, 2004 DTRs were:


DTRs		AMOUNT
Alabama		5,000,000
California		58,168,939
Colorado		1,104,068
Connecticut		3,082,506
Florida		1,500,000
Georgia		500,000
Hawaii		143,329
Illinois		1,050,486
Indiana		200,000
Iowa		150,729
Louisiana		5,000,000
Maine		104,686
Maryland		650,000
Massachusetts		56,457,650
Missouri		1,000,000
Nebraska		10,000,000
New York		14,690,469
New Jersey		84,362,733
New Mexico		1,106,965
North Carolina		500,000
Ohio		11,531,422
Oregon		500,000
Pennsylvania		24,750,000
Rhode Island		250,000
South Dakota		5,655,359


Tennessee		600,000
Texas		16,236,635
Utah		4,567,490
Vermont		477,679
Washington		1,000,000
Wisconsin		506,965
TOTAL		310,848,110

Fund Impact per the Community Reinvestment Act

The Fund invests in securities that support community development economic activity as defined in the CRA.

At February 29, 2004, the Fund’s investments had outstanding loans to 4,526 homebuyers with incomes below 80% of median income from the following states in the following numbers.


Whole Loans
Alabama		33
Arizona		146
California		385
Colorado		28
Connecticut		60
Delaware		24
Florida		114
Georgia		19
Guam		2
Illinois		51
Indiana		2
Iowa		4
Kansas		5
Louisiana		24
Maine		1
Maryland		4
Massachusetts		808
Mississippi		7
Missouri		16
Nebraska		51
Nevada		70
New Hampshire		50
New Jersey		803
New Mexico		63
New York		152
North Carolina		14
Ohio		29
Oregon		49
Pennsylvania		485
Rhode Island		21
South Carolina		13


South Dakota		120
Tennessee		7
Texas		377
Utah		424
Vermont		7
Virginia		3
Washington		43
Washington, D.C.		5
Wisconsin		7

		4,526

Many of the above loans were made under targeted CRA lending initiatives such as Acorn, Mass Housing Partnership and other individual banks tailor made CRA lending programs.

In addition, as of February 29, 2004, the Fund’s investments had outstanding loans to sponsors of 1,088 multi-family, 14 community based non-profit affordable housing rental units and 45 SBA loans from the following states in the following amounts.


Multi-Family Units

Alabama		52
California		174
Delaware		120
Louisiana		124
New York		222
Texas		189
Utah		207

		1,088

Affordable Housing

Sub Total		5,614

Community Based Non-Profit

Rhode Island		14

		14

SBA Loans

CA		1
FL		1
KY		1
MD		1
MN		2
NY		1
UT		38

		45

Liquidity Discussion

Sale and Redemption of Fund Shares

Fund shares are sold only to qualified investors who complete a Subscription Agreement. All investors in the Fund must provide a Designated Target Region as the desired location for their investment.

During the quarter ended February 29, 2004, new shareholders purchased an additional 1,915,991 shares of the Fund for total proceeds of $18,957,000. In addition, dividend reinvestments resulted in 35,641 additional new shares being issued by the Fund for total proceeds of $352,674. During the year ago quarter ended February 28, 2003, new shareholders purchased an additional 1,064,417 shares of the Fund for total proceeds of $10,825,001, and dividend reimbursements resulted in 35,209 additional new shares being issued by the Fund for total proceeds of $357,472.

As discussed in the Private Offering Memorandum, the Fund allows shareholders to redeem their shares in accordance with Rule 23c-3 of the 1940 Act.

During the quarter ended February 29, 2004, 212,892 shares of the Fund were redeemed for $2,114,019. There were no redemptions in the year ago quarter ended February 28, 2003.

Item 3:

Quantitative and Qualitative Disclosures About Market Risk

A full discussion of the risks associated with ownership of Fund shares appears in the Fund’s Private Offering Memorandum. The Fund’s principal market risks may be summarized as follows:

Credit Risk. All investments made by the Fund must be in securities of a U.S. Government Agency or AAA credit quality. Fund investments will typically have one or more forms of credit enhancement.

Liquidity Risk. Securities purchased by the Fund will generally be privately placed debt instruments. The market for resale of these securities may be limited. Furthermore, the Fund may pay a premium for CRA securities without any assurance that a comparable premium can be received upon sale of the security.

Interest Rate Risk. The Fund will generally invest in fixed rate investments that have their market values directly affected by changes in prevailing interest rates. An increase in interest rates will generally reduce the value of Fund investments and a decline in interest rates will generally increase the value of those investments. There may be exceptions due to shifts in the yield curve, the performance of individual securities, changes in the prepayment rates of mortgages underlying fixed income securities and other market factors.

Derivatives Risk. The Fund may use derivative instruments, including futures, forwards, options, indexed securities, and inverse securities for hedging purposes. Hedging is a strategy in which the Fund uses a derivative to offset the risk that other Fund holdings may decrease in value. While hedging can reduce losses, it can also reduce or eliminate gains if the market moves in a different manner than anticipated by the Fund or if the cost of the derivative outweighs the benefit of the hedge. Hedging also involves the risk that changes in the value of the derivative will not match those of the holdings being hedged as expected by the Fund, in which case any losses on the holdings being hedged may not be reduced. There can be no assurance that the Fund’s hedging strategy will reduce risk or that hedging transactions will be either available or cost effective.

A summary of the Fund’s portfolio holdings as of February 29, 2004 is contained in Item 1 of this report.

Item 4:

Controls and Procedures

Within the 90-day period prior to the filing of this report, the Fund’s management, including the Chief Executive Officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of the Fund’s disclosure controls and procedures. Based on that evaluation, the Chief Executive Officer and principal financial officer concluded that, as of the date of the evaluation, the disclosure controls and procedures were effective in alerting them in a timely manner to material information required to be disclosed in the Fund’s periodic reports filed with the SEC. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving it stated goals under all potential future conditions, regardless of how remote. There have been no significant changes in internal controls, or in factors that could significantly affect internal controls, subsequent to the date of the most recent evaluation.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Fund is not involved in any pending legal proceedings.

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits and Reports

The following Exhibits are filed as part of this Report:


(a	)	(1)		N/A
		(2)		None
		(3)	(i)	Articles of Incorporation are incorporated by reference to the Fund’s Form 10-Q for the period ended August 31, 1998.
			(ii)	By-Laws are incorporated by reference to the Fund’s Form 10-Q for the period ended August 31, 1998.
		(4)		N/A
		(5)		N/A
		(8)		N/A
		(9)		None
		(10)	(i)	Private Offering Memorandum dated February 18, 1998, revised as June 1, 2003, is incorporated by reference to the Fund’s Form 10-K filed on August 29, 2003.
			(iii)(A)	Management Agreement is incorporated by reference to the Fund’s Form 10-Q for the period ended August 31, 1998.
			(B)	Amendment to the Management Agreement dated as of May 23, 2003 is incorporated by reference to the Fund’s Form 10-K filed on August 29, 2003
		(11)		N/A
		(12)		N/A
		(13)		N/A
		(15)		N/A
		(16)		None
		(17)		N/A
		(18)		N/A
		(19)		N/A
		(20)		N/A
		(21)		None
		(22)		N/A
		(23)		N/A
		(24)		Powers of Attorney incorporated by reference to the Fund’s Form 10-K for the fiscal year ended May 31, 2002 filed on August 29, 2002.
		(25)		N/A
		(26)		N/A


		(27)	Reserved
		(28)	Reserved
		(29)	Reserved
		(30)	Reserved
		(31)	Certification required by the Sarbanes-Oxley Act of 2002
		(32)	Certification required by the Sarbanes-Oxley Act of 2002

(b	)	Reports on Form 8-K

		None.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		Access Capital Strategies Community Investment Fund, Inc.

Date: April 14, 2004		/s/ Ronald A. Homer*
		Ronald A. Homer, Chairman

Date: April 14, 2004		/s/ Kevin J. Mulvaney*
		Kevin J. Mulvaney, Director

Date: April 14, 2004		/s/ Peter Blampied*
		Peter Blampied, Director

Date: April 14, 2004		/s/ M. Colyer Crum*
		M. Colyer Crum, Director

Date: April 14, 2004		/s/ Terry K. Glenn*
		Terry K. Glenn, Director

Date: April 14, 2004		/s/ Stephen B. Swensrud*
		Stephen B. Swensrud, Director

Date: April 14, 2004		/s/ David F. Sand*
		David F. Sand, Chief Executive Officer,
		Principal Accounting Officer, Principal Financial Officer


* By:		/s/ Brant K. Brown
		Brant K. Brown
		Attorney-in-fact

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