Tortoise MLP Fund, Inc.

Transcription

1 Tortoise MLP Fud, Ic. SM SM Yield Growth Quality rd Quarter Report August 31, 2010 Steady Wis

2 C o m p a y a t a G l a c e Tortoise MLP Fud, Ic. (NYSE: NTG) offers a closed-ed fud strategy of ivestig i eergy ifrastructure MLPs ad their affiliates, with a emphasis o atural gas ifrastructure MLPs. Ivestmet Focus NTG seeks to provide stockholders with a high level of total retur with a emphasis o curret distributios. The fud focuses primarily o midstream eergy ifrastructure MLPs that egage i the busiess of trasportig, gatherig ad processig ad storig atural gas ad atural gas liquids (NGLs). We ited to ivest at least 80 percet of NTG s total assets i MLP equity securities with at least 70 percet of total assets i atural gas ifrastructure MLP equity securities. Natural gas ifrastructure MLPs are compaies i which over 50 percet of their reveue, cash flow or assets are related to the operatio of atural gas or NGL ifrastructure assets. Of the total assets i the fud, we may ivest as much as 50 percet i restricted securities, primarily through direct ivestmets i securities of listed compaies. We will ot ivest i privately held compaies ad will limit our ivestmet i ay oe security to 10 percet. About Eergy Ifrastructure Master Limited Parterships MLPs are limited parterships whose uits trade o public exchages such as the New York Stock Exchage (NYSE), the NYSE Alterext US ad NASDAQ. Buyig MLP uits makes a ivestor a limited parter i the MLP. There are curretly approximately 70 MLPs i the market, mostly i idustries related to eergy ad atural resources. We primarily ivest i MLPs ad their affiliates i the eergy ifrastructure sector. Eergy ifrastructure MLPs are egaged i the trasportatio, storage ad processig of crude oil, atural gas ad refied products from productio poits to the ed users. Our ivestmets are primarily i midstream (mostly pipelie) operatios, which typically produce steady cash flows with less exposure to commodity prices tha may alterative ivestmets i the broader eergy idustry. With the growth potetial of this sector alog with our disciplied ivestmet approach, we edeavor to geerate a predictable ad icreasig distributio stream for our ivestors. A NTG Ivestmet Versus a Direct Ivestmet i MLPs We provide our stockholders a alterative to ivestig directly i MLPs ad their affiliates. A direct MLP ivestmet potetially offers a attractive distributio with a sigificat portio treated as retur of capital, ad a historically low correlatio to returs o stocks ad bods. However, the tax characteristics of a direct MLP ivestmet are geerally udesirable for tax-exempt ivestors such as retiremet plas. We are structured as a C Corporatio accruig federal ad state icome taxes based o taxable earigs ad profits. Because of this iovative structure, pioeered by Tortoise Capital Advisors, istitutios ad retiremet accouts are able to joi idividual stockholders as ivestors i MLPs. Additioal features iclude: The opportuity for tax deferred distributios ad distributio growth; Simplified tax reportig (ivestors receive a sigle 1099) compared to directly owig MLP uits; Appropriate for retiremet ad other tax exempt accouts; Potetial diversificatio of overall ivestmet portfolio; ad Professioal securities selectio ad active maagemet by a experieced adviser. A portfolio with a emphasis o atural gas ifrastructure MLPs offers favorable fudametals Domestic ~90% of atural gas cosumed domestically comes from the U.S. (1) Natural gas provides a meas for greater eergy idepedece Abudat The U.S. has eough atural gas to last for 100 years (2) Improved techology is eablig atural gas productio from ew regios aroud the U.S., such as 20 key shale plays Clea & Reliable Produces less carbo ad sulfur dioxide tha coal (3) Reliable source versus wid ad solar, which rely o the weather (4) Desirable fuel for evirometally-friedly power geeratio b Tortoise MLP Fud, Ic. (1) Eergy Iformatio Admiistratio (2009) (2) NaturalGas.org (2010) (3) Evirometal Protectio Agecy (4) IFC Iteratioal (2009)

3 October 28, 2010 D e a r F e l l o w S t o c k h o l d e r s, Thak you for your ivestmet i Tortoise MLP Fud, Ic. (NYSE: NTG), a closed-ed fud focused primarily o atural gas ifrastructure ivestmets. This third quarter report reflects the fiacial results of the approximate oe-moth period from our commecemet of operatios o July 30, 2010 through Aug. 31, We are pleased to report that we have fully ivested the iitial public offerig proceeds ahead of schedule with a sigificat amout of these proceeds ivested through direct ivestmets ad block trasactios. The remaiig iitial proceeds were ivested through ope market purchases. Approximately 70 percet of NTG s iitial proceeds were ivested i atural gas ifrastructure MLPs, which ow ad operate a resiliet etwork of pipelies, storage ad processig assets. We believe these MLPs provide attractive distributio growth potetial related i part to the substatial ifrastructure build-out eeded to support the developmet of domestic atural gas shale basis. We completed our iitial public offerig of 42.4 millio shares o July 30, Durig the overallotmet period the uderwriters exercised their optio to purchase a additioal three millio shares, represetig approximately $71 millio i et proceeds. As a result, a aggregate of 45.4 millio shares of NTG commo stock have bee issued. All shares were issued at $25 per share, resultig i total et proceeds, after paymet of uderwritig discouts ad offerig expeses, of approximately $1.08 billio. We expect to pay a first distributio of ot less tha $0.36 o Nov. 30, The fial determiatio of the amout of the distributio will be based o the eared distributable cash flow resultig from cotiued ivestmet activity ad also fud expeses. This distributio does ot reflect full ivestmet of aticipated leverage proceeds ad represets a aualized yield of approximately 5.76 percet o the $25.00 public offerig price. We expect to achieve full ivestmet durig the first quarter 2011, ad pay a distributio of ot less tha $ , a 6.5 percet aualized yield o a $25.00 public offerig price. Leverage O Sept. 24, 2010, we etered ito a $60 millio credit facility maturig Sept. 23, O Oct. 7, 2010, we aouced the fializatio of terms of a private placemet with istitutioal ivestors of $230 millio of seior usecured otes (Seior Notes) ad $90 millio of Madatory Redeemable Preferred (MRP) Shares. I additio, we completed the iitial fudig of approximately $153 millio of Seior Notes ad $60 millio of MRP Shares o Oct. 7, The remaiig $107 millio was fuded o Oct. 28, We aticipate approximately 82 percet of our leverage will be fixed-rate, reducig our exposure to risig iterest rates. Additioal iformatio o our leverage is icluded i the Liquidity ad Capital Resources sectio of the Maagemet s Discussio. Midstream MLPs beefitted from favorable busiess fudametals durig the third quarter. Demad for refied products improved as the ecoomic recovery geerated greater eed for trasportatio fuels. Natural gas trasmissio operators cotiued to profit from growig productio i emergig atural gas basis which requires ew pipelie takeaway capacity. Natural gas gatherig ad processig compaies gaied due to a attractive price for, ad growig productio of, atural gas liquids (NGLs). Our view remais optimistic for all segmets of the midstream MLP sector. We are particularly optimistic about the log-term outlook of atural gas ad the ifrastructure that supports it. The U.S. is ow estimated to have eough atural gas to last for approximately 100 years, providig greater eergy idepedece. We estimate midstream MLPs will ivest more tha $50 billio betwee 2010 ad 2012 i acquisitios ad iteral growth projects. We expect power geeratio ad alterative eergy to drive icremetal demad for atural gas. Natural gas produces less carbo ad sulfur dioxide tha coal ad is actively replacig coal power geeratio due to its evirometal clealiess ad relatively low cost. Further, atural gas is a reliable back-up fuel source for the build-out of weather depedet wid ad solar power geeratio. Year-to-date merger ad acquisitios activity totaled more tha $35 billio i the MLP sector, a exceptioally high level relative to historical activity ad the approximate $217 billio market cap of the etire sector. Acquisitio activity focused o ifrastructure with exposure to shale atural gas plays, atural gas ad liquids storage, ad buyout of geeral parters. Several MLPs acquired their geeral parters to improve cost of capital ad simplify corporate structures. We expect elevated acquisitio activity to cotiue as midstream assets migrate ito the MLP sector. There have bee four IPOs i the MLP sector this year, ad we aticipate additioal ew offerigs over the ext few years. Also, MLPs raised more tha $10 billio i the secodary market this year. This further uderscores the eed to expad the pipelie etwork i the Uited States ad geeral ivestor appetite for the MLP sector. Due to the focus o high quality atural gas MLP ivestmets ad a coservative leverage policy, we believe NTG is well positioed to deliver ivestors a attractive curret yield ad total retur. Thak you for your iterest i Tortoise MLP Fud, Ic. Sicerely, The Maagig Directors Tortoise Capital Advisors, L.L.C. The adviser to Tortoise MLP Fud, Ic. H. Kevi Birzer Zachary A. Hamel Keeth P. Malvey Master Limited Partership Sector Review ad Outlook The Tortoise MLP Total Retur Idex (TMLPT) gaied 17.8 percet year-to-date through Aug. 31, 2010, compared to a declie of 4.6 percet for the S&P 500 over the same period. I the third quarter eded Aug. 31, 2010, the TMLPT icreased by 11.3 percet compared to a drop of 3.2 percet i the S&P 500 for the same period. Terry Matlack David J. Schulte rd Quarter Report 1

4 M a a g e m e t s D i s c u s s i o (Uaudited) The iformatio cotaied i this sectio should be read i cojuctio with our Fiacial Statemets ad the Notes thereto. I additio, this report cotais certai forward-lookig statemets. These statemets iclude the plas ad objectives of maagemet for future operatios ad fiacial objectives ad ca be idetified by the use of forward-lookig termiology such as may, will, expect, ited, aticipate, estimate, or cotiue or the egative thereof or other variatios thereo or comparable termiology. These forward-lookig statemets are subject to the iheret ucertaities i predictig future results ad coditios. Certai factors that could cause actual results ad coditios to differ materially from those projected i these forward-lookig statemets are set forth i the Risk Factors sectio of our public filigs with the SEC. Itroductio We iclude the Maagemet s Discussio sectio i each quarterly report to provide you trasparecy ad isight ito the results of operatios, icludig comparative iformatio to prior periods ad treds. Begiig i our report dated November 30, 2010, ad quarterly thereafter, we will iclude a Key Fiacial Data page which provides quarterly ad aual detail of our distributable cash flow ( DCF ) ad other importat metrics, icludig leverage ad selected operatig ratios. We hope that you fid this discussio ad fiacial data a useful supplemet to the GAAP fiacial iformatio icluded i this report. As this quarterly report is oly for the iitial stub period from the IPO through August 31, 2010, the fiacial results to discuss are limited. Our fiscal year report as of November 30, 2010, will iclude a complete discussio for the quarter eded November 30, Overview Tortoise MLP Fud, Ic. ( NTG ) completed its iitial public offerig ad commeced operatios o July 30, NTG issued 42,400,000 shares at $25.00 per share for et proceeds after expeses of approximately $1.01 billio. NTG issued a additioal 3,000,000 shares durig the overallotmet period represetig approximately $71 millio i et proceeds. These proceeds were ivested as of late September. We will provide further detail o the portfolio through mothly press releases followig full ivestmet of our leverage. NTG s primary ivestmet objective is to provide a high level of total retur with a emphasis o curret distributios paid to stockholders. We seek to provide our stockholders with a efficiet vehicle to ivest i a portfolio cosistig primarily of eergy ifrastructure master limited parterships ( MLPs ) ad their affiliates, with a emphasis o atural gas ifrastructure. Eergy ifrastructure MLPs ow ad operate a etwork of pipelie ad eergy-related logistical assets that trasport, store, gather ad process atural gas, atural gas liquids ( NGLs ), crude oil, refied petroleum products, ad other resources or distribute, market, explore, develop or produce such commodities. Natural gas ifrastructure MLPs are defied as compaies egaged i such activities with over 50 percet of their reveue, cash flow or assets related to atural gas or NGL ifrastructure assets. NTG is a registered o-diversified, closed-ed maagemet ivestmet compay uder the Ivestmet Compay Act of 1940, as ameded (the 1940 Act ). Tortoise Capital Advisors, L.L.C. (the Adviser ) serves as ivestmet adviser. Compay Update We are ahead of schedule i meetig our ivestmet targets as we have ivested a sigificat amout i direct ivestmets ad block trasactios, with the remaiig ivested through ope market purchases. The portfolio holdigs ad weightigs are cosistet with our target portfolio of at least 70 percet of our assets ivested i atural gas ifrastructure MLPs, with a focus o the midstream sector. Iformatio o our $60 millio credit facility ad our seior otes ad madatorily redeemable preferred shares is icluded i the Liquidity ad Capital Resources discussio below. Critical Accoutig Policies The fiacial statemets are based o the selectio ad applicatio of critical accoutig policies, which require maagemet to make sigificat estimates ad assumptios. Critical accoutig policies are those that are both importat to the presetatio of our fiacial coditio ad results of operatios ad require maagemet s most difficult, complex, or subjective judgmets. Our critical accoutig policies are those applicable to the valuatio of ivestmets ad certai reveue recogitio matters as discussed i Note 2 i the Notes to Fiacial Statemets. Determiig Distributios to Stockholders Our portfolio geerates cash flow from which we pay distributios to stockholders. We ited to pay out substatially all of our distributable cash flow ( DCF ) to holders of commo stock through quarterly distributios. Our Board of Directors reviews the distributio rate quarterly, ad may adjust the quarterly distributios throughout the year. Our goal is to declare what we believe to be sustaiable icreases i our regular quarterly distributios. We have targeted to pay at least 95 percet of DCF o a aualized basis. Determiig DCF DCF is simply icome from ivestmets less expeses. Icome from ivestmets icludes the amout we receive as cash or paid-i-kid distributios from MLPs or affiliates of MLPs i which we ivest ad iterest paymets o short-term debt securities we ow. The total expeses iclude curret or aticipated operatig expeses, leverage costs ad curret icome taxes (excludig taxes o realized gais), if ay. All realized capital gais, if ay, et of applicable taxes, will be retaied by NTG. I the future, each will be disclosed i the Key Fiacial Data table ad discussed i more detail below. Distributios Received from Ivestmets Our ability to geerate cash is depedet o the ability of our portfolio of ivestmets to geerate cash flow from their operatios. I order to maitai ad grow distributios to our stockholders, we evaluate each holdig based upo its cotributio to our ivestmet icome, our expectatio for its growth rate, ad its risk relative to other potetial ivestmets. We cocetrate o MLPs we believe ca expect a icreasig demad for services from ecoomic ad populatio growth. We seek well-maaged busiesses with hard assets ad stable recurrig reveue streams. Our focus remais primarily o ivestig i fee-based service providers that operate log-haul, iterstate pipelies. We further diversify amog issuers, geographies ad eergy commodities to seek a distributio paymet which approximates a ivestmet directly i eergy ifrastructure MLPs. I additio, most eergy ifrastructure compaies are regulated ad utilize a iflatio escalator idex that factors i iflatio as a cost pass-through. So, over the log-term, we believe MLPs distributios will outpace iflatio ad iterest rate icreases, ad produce positive real returs. I future reports, we will report o distributios received from ivestmets as a percet of average total assets for the quarter as compared to the prior quarter ad the prior year. Expeses We icur two types of expeses: (1) operatig expeses, cosistig primarily of the advisory fee; ad (2) leverage costs. I future reports, we will report o operatig expeses ad leverage costs for the quarter as compared to the prior quarter ad the prior year. While the cotractual advisory fee is 0.95 percet of average mothly maaged assets, the Adviser has agreed to waive a amout equal to 0.25 percet of average mothly maaged assets for year 1 ad 0.10 percet of average mothly maaged assets for year 2 followig the closig of the iitial public offerig. Distributable Cash Flow As outlied above, DCF is simply icome from ivestmets less expeses. I future reports, this sectio will report our DCF for the quarter as compared to the prior quarter ad the prior year. O September 8, 2010, we declared a iitial distributio of $0.21 per share to be paid o November 30, O September 27, 2010, as a result of ivestig our iitial public offerig proceeds ahead of schedule, we aouced that we expect to icrease the iitial distributio from $0.21 per share to a distributio of ot less tha $0.36 per share. The fial per share distributio will be based o the eared distributable cash flow as a result 2 Tortoise MLP Fud, Ic.

5 M a a g e m e t s D i s c u s s i o (Uaudited) of cotiued ivestmet activity ad fud expeses. A distributio of $0.36 per share does ot reflect full ivestmet of the leverage proceeds. We also reiterated our expectatio of achievig full ivestmet of our leverage durig first quarter 2011 ad payig a distributio of ot less tha $ per quarter, a 6.5 percet aualized yield o the $25.00 public offerig price. Liquidity ad Capital Resources We had total assets of $1.1 billio at quarter-ed. Our total assets reflect the value of our ivestmets, which are itemized i the Schedule of Ivestmets. It also reflects cash, iterest ad receivables, et deferred tax asset ad ay expeses that may have bee prepaid. Subsequet to quarter-ed, we completed the ivestmet of our IPO proceeds ad completed a private placemet of our leverage. O September 24, 2010, we etered ito a $60 millio, 364-day usecured credit facility. Uder the terms of the credit facility, Bak of America, N.A. serves as a leder ad the lead arrager o behalf of other leders participatig i the credit facility. The credit facility has a variable aual iterest rate equal to the oe-moth LIBOR plus 1.25 percet ad a o-usage fee equal to a aual rate of 0.20 percet of the differece betwee the total credit facility commitmet ad the average outstadig balace at the ed of each day. O October 7, 2010, we received iitial fudig of approximately $153 millio of private placemet otes ad $60 millio of madatorily redeemable preferred stock. The fudig of the remaiig $77 millio of otes ad $30 millio of preferred stock occurred o October 28, Details of our otes ad preferred stock are outlied i the tables below. Seior Notes Series Amout Rate Maturity Date A $ 12,000, % December 15, 2013 B $ 24,000, % December 15, 2015 C $ 57,000, % December 15, 2017 D $ 112,000, % December 15, 2020 E $ 25,000,000 Floatig Rate December 15, 2015 $ 230,000,000 Madatorily Redeemable Preferred Stock Series Amout Rate Redemptio Date A $ 25,000, % December 15, 2015 B $ 65,000, % December 15, 2017 $ 90,000,000 The bleded rate o the fixed rate portio of our otes ad preferred stock is 3.97 percet with a weighted average maturity of 7.6 years. The curret bleded rate icludig our floatig rate ote ad aticipated usage of our credit facility is 3.56 percet. We aticipate approximately 82 percet of our leverage will be fixed-rate, reducig our exposure to risig iterest rates i the future. We use leverage to acquire MLPs cosistet with our ivestmet philosophy. The terms of our leverage are govered by regulatory ad cotractual asset coverage requiremets that arise from the use of leverage. Our coverage ratios are updated each week o our Web site at Taxatio of our Distributios ad Deferred Taxes We ivest i parterships which geerally have larger distributios of cash tha the accoutig icome which they geerate. Accordigly, the distributios iclude a retur of capital compoet for accoutig ad tax purposes. Distributios declared ad paid by us i a year geerally differ from taxable icome for that year, as such distributios may iclude the distributio of curret year taxable icome or retur of capital. The taxability of the distributio you receive depeds o whether we have aual earigs ad profits. If so, those earigs ad profits are first allocated to the preferred shares ad the to the commo shares. I the evet we have earigs ad profits allocated to our commo shares, all or a portio of our distributio will be taxable at the 15 percet Qualified Divided Icome ( QDI ) rate, assumig various holdig requiremets are met by the stockholder. The 15 percet QDI rate is curretly effective through The portio of our distributio that is taxable may vary for either of two reasos: first, the characterizatio of the distributios we receive from MLPs could chage aually based upo the K-1 allocatios ad result i less retur of capital ad more i the form of icome. Secod, we could sell a MLP ivestmet ad realize a gai or loss at ay time. It is for these reasos that we iform you of the tax treatmet after the close of each year as the ultimate characterizatio of our distributios is udetermiable util the year is over. The portio of our distributio that is ot icome is treated as a retur of capital. A holder of our commo stock will reduce their cost basis for icome tax purposes by the amout desigated as retur of capital. We expect that 100 percet of our 2010 distributio will be treated as a retur of capital for book ad tax purposes. This iformatio will be reported to stockholders o Form 1099-DIV ad will be available o our web site at The urealized gai or loss we have i the portfolio is reflected i the Statemet of Assets ad Liabilities. At August 31, 2010, our ivestmets are valued at approximately $1.07 billio, with a adjusted cost of $1.10 billio. The $30 millio differece reflects urealized depreciatio that would be realized for fiacial statemet purposes if those ivestmets were sold at those values. The Statemet of Assets ad Liabilities also reflects either a deferred tax liability or deferred tax asset depedig upo urealized gais (losses) o ivestmets, realized gais (losses) o ivestmets, capital loss carryforward ad et operatig losses. At August 31, 2010, the balace sheet reflects a deferred tax asset of approximately $11 millio or $0.24 per share. Accordigly, our et asset value per share represets the amout which would be available for distributio to stockholders after paymet of taxes. Details of our deferred taxes are disclosed i Note 5 i our Notes to Fiacial Statemets rd Quarter Report 3

6 S c h e d u l e o f I v e s t m e t s August 31, 2010 (Uaudited) Shares Fair Value Shares Fair Value Master Limited Parterships ad Related Compaies 70.3% (1) Natural Gas/Natural Gas Liquids Pipelies 27.6% (1) Uited States 27.6% (1) Boardwalk Pipelie Parters, LP 331,775 $ 10,139,044 Duca Eergy Parters L.P. 147,600 4,094,424 El Paso Pipelie Parters, L.P. 210,900 6,603,279 Eergy Trasfer Parters, L.P. 2,458, ,349,014 Eterprise Products Parters L.P. 889,500 32,884,815 Niska Gas Storage Parters LLC 515,666 9,735,774 ONEOK Parters, L.P. 544,000 37,427,200 PAA Natural Gas Storage, L.P. 70,975 1,694,173 Spectra Eergy Parters, LP 115,786 3,730,625 TC PipeLies, LP 150,526 6,540,355 Williams Parters L.P. 1,622,959 68,342, ,541,506 Natural Gas Gatherig/Processig 27.2% (1) Uited States 27.2% (1) Chesapeake Midstream Parters, L.P. 568,854 13,396,512 Copao Eergy, L.L.C. 1,449,100 36,401,392 DCP Midstream Parters, LP 1,723,400 54,735,184 MarkWest Eergy Parters, L.P. 1,234,755 41,142,037 Regecy Eergy Parters LP 3,111,500 73,991,470 Targa Resources Parters LP 2,189,100 55,362,339 Wester Gas Parters LP 603,640 14,535, ,564,585 Crude/Refied Products Pipelies 13.5% (1) Uited States 13.5% (1) Buckeye Parters, L.P. 102,260 6,243,996 Ebridge Eergy Maagemet, L.L.C. (2) 127,124 6,746,471 Ebridge Eergy Parters, L.P. 426,775 22,939,156 Holly Eergy Parters, L.P. 303,880 15,194,000 Kider Morga Maagemet, LLC (2) 335,902 19,841,731 Magella Midstream Parters, L.P. 673,243 32,625,356 NuStar Eergy L.P. 229,300 13,067,807 Plais All America Pipelie, L.P. 304,650 18,291,186 Suoco Logistics Parters L.P. 123,600 9,152, ,102,283 Propae Distributio 2.0.% (1) Uited States 2.0% (1) Iergy, L.P. 567,410 $ 21,130,348 21,130,348 Total Master Limited Parterships ad Related Compaies (Cost $776,889,817) 748,338,722 Short-Term Ivestmets 30.5% (1) Uited States Ivestmet Compaies 30.5% (1) FFI Premier Istitutioal Fud, 0.28% (3) 32,025,987 32,025,987 Fidelity Istitutioal Govermet Portfolio, 0.06% (3) 8,148,259 8,148,259 Morga Staley Istitutioal Liquidity Fud, 0.22% (3) 32,014,453 32,014,453 UBS Select Prime Preferred Fud, 0.24% (3) 220,052, ,052,373 Wells Fargo Advatage Cash Ivestmet Moey Market Fud, 0.28% (3) 32,020,781 32,020,781 Total Short-Term Ivestmets (Cost $324,261,853) 324,261,853 Total Ivestmets 100.8% (1) (Cost $1,101,151,670) 1,072,600,575 Other Assets ad Liabilities (0.8%) (1) (8,953,505) Total Net Assets Applicable to Commo Stockholders 100.0% (1) $1,063,647,070 (1) Calculated as a percetage of et assets applicable to commo stockholders. (2) Security distributios are paid-i-kid. (3) Rate idicated is the curret yield as of August 31, See accompayig Notes to Fiacial Statemets. 4 Tortoise MLP Fud, Ic.

7 S t a t e m e t o f A s s e t s & L i a b i l i t i e s August 31, 2010 (Uaudited) Assets Ivestmets at fair value (cost $1,101,151,670) $ 1,072,600,575 Receivable for Adviser expese reimbursemet 226,258 Divided receivable 8,847 Deferred tax asset 11,051,377 Prepaid expeses ad other assets 19,715 Total assets 1,083,906,772 Liabilities Payable to Adviser 859,766 Payable for ivestmets purchased 19,143,718 Accrued expeses ad other liabilities 242,911 Curret tax liability 13,307 Total liabilities 20,259,702 Net assets applicable to commo stockholders $ 1,063,647,070 Net Assets Applicable to Commo Stockholders Cosist of: Capital stock, $0.001 par value; 45,404,188 shares issued ad outstadig (100,000,000 shares authorized) $ 45,404 Additioal paid-i capital 1,081,709,596 Accumulated et ivestmet loss, et of icome taxes (377,699) Net urealized depreciatio of ivestmets, et of icome taxes (17,730,231) Net assets applicable to commo stockholders $ 1,063,647,070 Net Asset Value per commo share outstadig (et assets applicable to commo stock, divided by commo shares outstadig) $ S t a t e m e t o f O p e r a t i o s Period from July 30, 2010 (1) through August 31, 2010 (Uaudited) Ivestmet Icome Distributios from master limited parterships $ 351,146 Less retur of capital o distributios (314,920) Net distributios from master limited parterships 36,226 Divideds from moey market mutual fuds 123,176 Total Ivestmet Icome 159,402 Operatig Expeses Advisory fees 859,766 Admiistrator fees 36,050 Professioal fees 25,854 Reports to stockholders 19,420 Directors fees 15,256 Fud accoutig fees 7,263 Frachise fees 5,323 Custodia fees ad expeses 4,901 Registratio fees 3,586 Stock trasfer aget fees 1,065 Other operatig expeses 2,081 Total Operatig Expeses 980,565 Less expese reimbursemet by Adviser (226,258) Net Expeses 754,307 Net Ivestmet Loss, before Icome Taxes (594,905) Curret tax expese (13,307) Deferred tax beefit 230,513 Icome tax beefit, et 217,206 Net Ivestmet Loss (377,699) Urealized Depreciatio of Ivestmets Net urealized depreciatio of ivestmets, before icome taxes (28,551,095) Deferred tax beefit 10,820,864 Net urealized depreciatio of ivestmets (17,730,231) Net Decrease i Net Assets Applicable to Commo Stockholders Resultig from Operatios $ (18,107,930) (1) Commecemet of Operatios. See accompayig Notes to Fiacial Statemets rd Quarter Report 5

8 S t a t e m e t o f C h a g e s i N e t A s s e t s Period from July 30, 2010 (1) through August 31, 2010 (Uaudited) Operatios Net ivestmet loss $ (377,699) Net urealized depreciatio of ivestmets (17,730,231) Net decrease i et assets applicable to commo stockholders resultig from operatios (18,107,930 ) Capital Stock Trasactios Proceeds from iitial public offerig of 45,400,000 commo shares 1,135,000,000 Uderwritig discouts ad offerig expeses associated with the issuace of commo stock (53,345,000 ) Net icrease i et assets applicable to commo stockholders from capital stock trasactios 1,081,655,000 Total icrease i et assets applicable to commo stockholders 1,063,547,070 Net Assets Begiig of period 100,000 Ed of period $ 1,063,647,070 Accumulated et ivestmet loss, et of icome taxes, ed of period $ (377,699) (1) Commecemet of Operatios. S t a t e m e t o f C a s h F l o w s Period from July 30, 2010 (1) through August 31, 2010 (Uaudited) Cash Flows From Operatig Activities Distributios received from master limited parterships $ 351,146 Divided icome received 114,329 Purchases of log-term ivestmets (758,061,018) Purchases of short-term ivestmets, et (324,261,853) Operatig expeses paid (22,604) Net cash used i operatig activities (1,081,880,000 ) Cash Flows From Fiacig Activities Issuace of commo stock 1,135,000,000 Commo stock issuace costs (53,220,000) Net cash provided by fiacig activities 1,081,780,000 Net chage i cash (100,000) Cash begiig of period 100,000 Cash ed of period $ Recociliatio of et decrease i et assets applicable to commo stockholders resultig from operatios to et cash used i operatig activities Net decrease i et assets applicable to commo stockholders resultig from operatios $ (18,107,930) Adjustmets to recocile et decrease i et assets applicable to commo stockholders resultig from operatios to et cash used i operatig activities: Purchases of log-term ivestmets (777,204,736) Retur of capital o distributios received 314,920 Purchases of short-term ivestmets, et (324,261,853) Deferred tax asset (11,051,377) Net urealized depreciatio of ivestmets 28,551,095 Chages i operatig assets ad liabilities: Icrease i divided receivable (8,847) Icrease i prepaid expeses ad other assets (19,715) Icrease i payable for ivestmets purchased 19,143,718 Icrease i payable to Adviser, et of expese reimbursemet 633,508 Icrease i curret tax liability 13,307 Icrease i accrued expeses ad other liabilities 117,910 Total adjustmets (1,063,772,070 ) Net cash used i operatig activities $ (1,081,880,000 ) See accompayig Notes to Fiacial Statemets. 6 Tortoise MLP Fud, Ic.

9 F i a c i a l H i g h l i g h t s Period from July 30, 2010 (1) through August 31, 2010 (Uaudited) Per Commo Share Data (2) Public offerig price $ Loss from Ivestmet Operatios Net ivestmet loss (0.01) Net urealized depreciatio of ivestmets (0.38) Total loss from ivestmet operatios (0.39 ) Uderwritig discouts ad offerig costs o issuace of commo stock (3) (1.18 ) Net Asset Value, ed of period $ Per commo share market value, ed of period $ Total Ivestmet Retur Based o Market Value (4) 0.00 % Supplemetal Data ad Ratios Net assets applicable to commo stockholders, ed of period (000 s) $ 1,063,647 Average et assets (000 s) $ 1,003,530 Ratio of Expeses to Average Net Assets (5) Advisory fees 0.95 % Other operatig expeses 0.13 Expese reimbursemet (0.25) Subtotal 0.83 Icome tax beefit (6) (12.16 ) Total expeses (11.33 )% Ratio of et ivestmet loss to average et assets before expese reimbursemet (5) (0.67)% Ratio of et ivestmet loss to average et assets after expese reimbursemet (5) (0.42)% Portfolio turover rate (5) 0.00 % (1) Commecemet of Operatios. (2) Iformatio preseted relates to a share of commo stock outstadig for the etire period. (3) Represets the dilutio per commo share from uderwritig ad other offerig costs for the period from July 30, 2010 through August 31, (4) Not aualized. Total ivestmet retur is calculated assumig a purchase of commo stock at the iitial public offerig price ad a sale at the closig price o the last day of the period reported (excludig brokerage commissios). (5) Aualized for periods less tha oe full year. (6) For the period from July 30, 2010 to August 31, 2010, the Compay accrued $13,307 for curret icome tax expese ad $11,051,377 for deferred icome tax beefit. See accompayig Notes to Fiacial Statemets rd Quarter Report 7

10 N o t e s t o F i a c i a l S t a t e m e t s (Uaudited) August 31, Orgaizatio Tortoise MLP Fud, Ic. (the Compay ) was orgaized as a Marylad corporatio o April 23, 2010, ad is a o-diversified, closed-ed maagemet ivestmet compay uder the Ivestmet Compay Act of 1940, as ameded (the 1940 Act ). The Compay s ivestmet objective is to seek a high level of total retur with a emphasis o curret distributios paid to stockholders. The Compay seeks to provide its stockholders with a efficiet vehicle to ivest i the eergy ifrastructure sector, with a emphasis o atural gas ifrastructure. The Compay commeced operatios o July 30, The Compay s stock is listed o the New York Stock Exchage uder the symbol NTG. 2. Sigificat Accoutig Policies A. Use of Estimates The preparatio of fiacial statemets i coformity with U.S. geerally accepted accoutig priciples requires maagemet to make estimates ad assumptios that affect the reported amout of assets ad liabilities, recogitio of distributio icome ad disclosure of cotiget assets ad liabilities at the date of the fiacial statemets. Actual results could differ from those estimates. B. Ivestmet Valuatio The Compay primarily ows securities that are listed o a securities exchage or over-the-couter market. The Compay values those securities at their last sale price o that exchage or over-the-couter market o the valuatio date. If the security is listed o more tha oe exchage, the Compay uses the price from the exchage that it cosiders to be the pricipal exchage o which the security is traded. Securities listed o the NASDAQ will be valued at the NASDAQ Official Closig Price, which may ot ecessarily represet the last sale price. If there has bee o sale o such exchage or over-the-couter market o such day, the security will be valued at the mea betwee the last bid price ad last ask price o such day. The Compay may ivest up to 50 percet of its total assets i restricted securities. Restricted securities are subject to statutory or cotractual restrictios o their public resale, which may make it more difficult to obtai a valuatio ad may limit the Compay s ability to dispose of them. Ivestmets i restricted securities ad other securities for which market quotatios are ot readily available will be valued i good faith by usig fair value procedures approved by the Board of Directors. Such fair value procedures cosider factors such as discouts to publicly traded issues, time util coversio date, securities with similar yields, quality, type of issue, coupo, duratio ad ratig. If evets occur that affect the value of the Compay s portfolio securities before the et asset value has bee calculated (a sigificat evet ), the portfolio securities so affected will geerally be priced usig fair value procedures. A equity security of a publicly traded compay acquired i a direct placemet trasactio may be subject to restrictios o resale that ca affect the security s liquidity ad fair value. Such securities that are covertible or otherwise will become freely tradable will be valued based o the market value of the freely tradable security less a applicable discout. Geerally, the discout will iitially be equal to the discout at which the Compay purchased the securities. To the extet that such securities are covertible or otherwise become freely tradable withi a time frame that may be reasoably determied, a amortizatio schedule may be used to determie the discout. The Compay geerally values debt securities at prices based o market quotatios for such securities, except those securities purchased with 60 days or less to maturity are valued o the basis of amortized cost, which approximates market value. C. Security Trasactios ad Ivestmet Icome Security trasactios are accouted for o the date the securities are purchased or sold (trade date). Realized gais ad losses are reported o a idetified cost basis. Iterest icome is recogized o the accrual basis, icludig amortizatio of premiums ad accretio of discouts. Divided ad distributio icome is recorded o the ex-divided date. Distributios received from the Compay s ivestmets i master limited parterships ( MLPs ) geerally are comprised of ordiary icome, capital gais ad retur of capital from the MLPs. The Compay allocates distributios betwee ivestmet icome ad retur of capital based o estimates made at the time such distributios are received. Such estimates are based o historical iformatio available from each MLP ad other idustry sources. These estimates may subsequetly be revised based o actual allocatios received from MLPs after their tax reportig periods are cocluded, as the actual character of these distributios is ot kow util after the fiscal year ed of the Compay. D. Distributios to Stockholders The Compay iteds to make quarterly cash distributios to commo stockholders. The amout of ay distributios will be determied by the Board of Directors. Distributios to stockholders will be recorded o the ex-divided date. The character of divideds made durig the year may differ from the ultimate characterizatio for federal icome tax purposes. E. Federal Icome Taxatio The Compay, as a corporatio, is obligated to pay federal ad state icome tax o its taxable icome. Curretly, the highest regular margial federal icome tax rate for a corporatio is 35 percet. The Compay may be subject to a 20 percet federal alterative miimum tax o its federal alterative miimum taxable icome to the extet that its alterative miimum tax exceeds its regular federal icome tax. The Compay ivests its assets primarily i MLPs, which geerally are treated as parterships for federal icome tax purposes. As a limited parter i the MLPs, the Compay reports its allocable share of the MLP s taxable icome i computig its ow taxable icome. The Compay s tax expese or beefit is icluded i the Statemet of Operatios based o the compoet of icome or gais (losses) to which such expese or beefit relates. Deferred icome taxes reflect the et tax effects of temporary differeces betwee the carryig amouts of assets ad liabilities for fiacial reportig purposes ad the amouts used for icome tax purposes. A valuatio allowace is recogized if, based o the weight of available evidece, it is more likely tha ot that some portio or all of the deferred icome tax asset will ot be realized. F. Offerig Costs Offerig costs related to the issuace of commo stock are charged to additioal paid-i capital whe the stock is issued. Offerig costs (excludig uderwriter discouts ad commissios) of $2,270,000 related to the issuace of commo stock were recorded to additioal paid-i capital durig the period from July 30, 2010 through August 31, Tortoise MLP Fud, Ic.

11 N o t e s t o F i a c i a l S t a t e m e t s (Uaudited) (Cotiued) G. Derivative Fiacial Istrumets The Compay may use derivative fiacial istrumets (pricipally iterest rate swap cotracts) i a attempt to maage iterest rate risk. The Compay has established policies ad procedures for risk assessmet ad the approval, reportig ad moitorig of derivative fiacial istrumet activities. The Compay does ot hold or issue derivative fiacial istrumets for speculative purposes. All derivative fiacial istrumets are recorded at fair value with chages i fair value durig the reportig period, ad amouts accrued uder the agreemets, icluded as urealized gais or losses i the accompayig Statemet of Operatios. Mothly cash settlemets uder the terms of the derivative istrumets ad the termiatio of such cotracts are recorded as realized gais or losses i the accompayig Statemet of Operatios. The Compay did ot hold ay derivative fiacial istrumets durig the period from July 30, 2010 through August 31, H. Idemificatios Uder the Compay s orgaizatioal documets, its officers ad directors are idemified agaist certai liabilities arisig out of the performace of their duties to the Compay. I additio, i the ormal course of busiess, the Compay may eter ito cotracts that provide geeral idemificatio to other parties. The Compay s maximum exposure uder these arragemets is ukow, as this would ivolve future claims that may be made agaist the Compay that have ot yet occurred, ad may ot occur. However, the Compay has ot had prior claims or losses pursuat to these cotracts ad expects the risk of loss to be remote. I. Recet Accoutig Prooucemet Stadard o Fair Value Measuremet O Jauary 21, 2010, the Fiacial Accoutig Stadards Board (FASB) issued Accoutig Stadards Update No , Improvig Disclosures about Fair Value Measuremets, which ameds FASB Accoutig Stadards Codificatio Topic 820, Fair Value Measuremets ad Disclosures, ad requires additioal disclosures regardig fair value measuremets. Specifically, the amedmet requires reportig etities to disclose (i) the iput ad valuatio techiques used to measure fair value for both recurrig ad orecurrig fair value measuremets, for Level 2 or Level 3 positios, (ii) trasfers betwee all levels (icludig Level 1 ad Level 2) o a gross basis (i.e. trasfers out must be disclosed separately from trasfers i) as well as the reaso(s) for the trasfer, ad (iii) purchases, sales, issuaces, ad settlemets o a gross basis i the Level 3 rollforward rather tha as oe et umber. The effective date of the amedmet is for iterim ad aual periods begiig after December 15, 2009; however, the requiremet to provide the Level 3 activity for purchases, sales, issuaces, ad settlemets o a gross basis will be effective for iterim ad aual periods begiig after December 15, The Compay has adopted the disclosures required by this amedmet, which did ot have a material impact o the fiacial statemets. 3. Cocetratio of Risk Uder ormal circumstaces, the Compay iteds to ivest at least 80 percet of its total assets i securities of eergy ifrastructure compaies ad to ivest at least 70 percet of its total assets i equity securities of atural gas ifrastructure MLPs. The Compay will ot ivest more tha 10 percet of its total assets i ay sigle issuer as of the time of purchase. The Compay may ivest up to 50 percet of its total assets i restricted securities. The Compay will ot ivest i privately held compaies. I determiig applicatio of these policies, the term total assets icludes assets obtaied through leverage. Compaies that primarily ivest i a particular sector may experiece greater volatility tha compaies ivestig i a broad rage of idustry sectors. The Compay may, for defesive purposes, temporarily ivest all or a sigificat portio of its assets i ivestmet grade securities, short-term debt securities ad cash or cash equivalets. To the extet the Compay uses this strategy, it may ot achieve its ivestmet objective. 4. Agreemets The Compay has etered ito a Ivestmet Advisory Agreemet with Tortoise Capital Advisors, L.L.C. (the Adviser ). Uder the terms of the agreemet, the Compay pays the Adviser a fee equal to a aual rate of 0.95 percet of the Compay s average mothly total assets (icludig ay assets attributable to leverage) mius accrued liabilities (other tha debt etered ito for purposes of leverage ad the aggregate liquidatio preferece of outstadig preferred stock) ( Maaged Assets ), i exchage for the ivestmet advisory services provided. The Adviser has agreed to a fee waiver of 0.25 percet of average mothly Maaged Assets for the period from July 30, 2010 through July 29, 2011, ad a fee waiver of 0.10 percet of average mothly Maaged Assets for the period from July 30, 2011 through July 29, U.S. Bacorp Fud Services, LLC serves as the Compay s admiistrator. The Compay pays the admiistrator a mothly fee computed at a aual rate of 0.04 percet of the first $1,000,000,000 of the Compay s Maaged Assets, 0.01 percet o the ext $500,000,000 of Maaged Assets ad percet o the balace of the Compay s Maaged Assets. Computershare Trust Compay, N.A. serves as the Compay s trasfer aget ad registrar ad Computershare Ic. serves as the Compay s divided payig aget ad aget for the automatic divided reivestmet pla. U.S. Bak, N.A. serves as the Compay s custodia. The Compay pays the custodia a mothly fee computed at a aual rate of percet of the Compay s portfolio assets, plus portfolio trasactio fees. 5. Icome Taxes Deferred icome taxes reflect the et tax effect of temporary differeces betwee the carryig amout of assets ad liabilities for fiacial reportig ad tax purposes. Compoets of the Compay s deferred tax assets ad liabilities as of August 31, 2010, are as follows: Deferred tax assets: Net operatig loss $ 244,242 Net urealized losses o ivestmet securities 10,820,865 11,065,107 Deferred tax liability: Basis reductio of ivestmet i MLPs 13,730 Total et deferred tax asset $11,051,377 At August 31, 2010, a valuatio allowace o deferred tax assets was ot deemed ecessary because the Compay believes it is more likely tha ot that there is a ability to realize its deferred tax assets based o the Compay s estimates of the timig of the reversal of deferred tax liabilities. Ay adjustmets to such estimates will be made i the period such determiatio is made. The Compay s policy is to record iterest ad pealties o ucertai tax positios as part of tax expese. As of August 31, 2010, the Compay had o ucertai tax positios ad o pealties ad iterest were accrued rd Quarter Report 9

12 N o t e s t o F i a c i a l S t a t e m e t s (Uaudited) (Cotiued) Total icome tax beefit differs from the amout computed by applyig the federal statutory icome tax rate of 35 percet to et ivestmet loss ad urealized loss for the period eded August 31, 2010, as follows: Applicatio of statutory icome tax rate $ 10,201,099 State icome taxes, et of federal tax effect 845,234 Foreig tax expese, et of federal tax beefit (8,263) Total icome tax beefit $ 11,038,070 Total icome taxes are computed by applyig the federal statutory rate plus a bleded state icome tax rate. For the period from July 30, 2010 through August 31, 2010, the compoets of icome tax beefit iclude curret foreig tax expese (for which the federal tax beefit is reflected i deferred tax expese) of $13,307 ad deferred federal ad state icome tax beefit (et of federal tax effect) of $10,205,757 ad $845,620, respectively. As of August 31, 2010, the aggregate cost of securities for federal icome tax purposes was $1,101,115,444. The aggregate gross urealized appreciatio for all securities i which there was a excess of fair value over tax cost was $2,058,700, the aggregate gross urealized depreciatio for all securities i which there was a excess of tax cost over fair value was $30,573,569 ad the et urealized depreciatio was $28,514, Fair Value of Fiacial Istrumets Various iputs are used i determiig the value of the Compay s ivestmets. These iputs are summarized i the three broad levels listed below: Level 1 quoted prices i active markets for idetical ivestmets Level 2 other sigificat observable iputs (icludig quoted prices for similar ivestmets, market corroborated iputs, etc.) Level 3 sigificat uobservable iputs (icludig the Compay s ow assumptios i determiig the fair value of ivestmets) The iputs or methodology used for valuig securities are ot ecessarily a idicatio of the risk associated with ivestig i those securities. The followig table provides the fair value measuremets of applicable Compay assets by level withi the fair value hierarchy as of August 31, These assets are measured o a recurrig basis. Fair Value at Descriptio August 31, 2010 Level 1 Level 2 Level 3 Equity Securities: Master Limited Parterships ad Related Compaies (a) $ 748,338,722 $ 748,338,722 $ $ Total Equity Securities 748,338, ,338,722 Other: Short-Term Ivestmets (b) 324,261, ,261,853 Total Other 324,261, ,261,853 Total $ 1,072,600,575 $ 1,072,600,575 $ $ Valuatio Techiques I geeral, ad where applicable, the Compay uses readily available market quotatios based upo the last updated sales price from the pricipal market to determie fair value. This pricig methodology applies to the Compay s Level 1 ivestmets. There were o trasfers betwee levels for the period from July 30, 2010 through August 31, Ivestmet Trasactios For the period from July 30, 2010 through August 31, 2010, the Compay purchased (at cost) ad sold securities (proceeds received) i the amout of $777,204,736 ad $0 (excludig short-term debt securities), respectively. 8. Commo Stock The Compay has 100,000,000 shares of capital stock authorized ad 45,404,188 shares outstadig at August 31, Trasactios i commo stock for the period from July 30, 2010 through August 31, 2010, were as follows: Shares at July 30, ,188 Shares sold through iitial public offerig 45,400,000 Shares at August 31, ,404, Subsequet Evets O September 8, 2010, the Compay declared a distributio of $0.21 per share to be paid o November 30, 2010 to stockholders of record o November 22, O September 24, 2010, the Compay etered ito a $60,000,000 committed credit facility maturig September 23, Uder the terms of the credit facility, Bak of America, N.A. serves as a leder ad the ledig sydicate aget o behalf of other leders participatig i the facility. The credit facility has a variable aual iterest rate equal to oe-moth LIBOR plus 1.25 percet ad uused portios of the credit facility will accrue a o-usage fee equal to a aual rate of 0.20 percet. O October 7, 2010, the Compay received iitial fudig of $153,333,000 of a total $230,000,000 of private placemet seior otes ad $60,001,000 of a total $90,000,000 of madatory redeemable preferred stock. O October 28, 2010, the Compay received the fial fudig of the private placemet seior otes ad madatory redeemable preferred stock. The Compay has performed a evaluatio of subsequet evets through the date the fiacial statemets were issued ad has determied that o additioal items require recogitio or disclosure. (a) All other idustry classificatios are idetified i the Schedule of Ivestmets. (b) Short-term ivestmets are sweep ivestmets for cash balaces i the Compay at August 31, Tortoise MLP Fud, Ic.

13 A d d i t i o a l I f o r m a t i o (Uaudited) Director ad Officer Compesatio The Compay does ot compesate ay of its directors who are iterested persos, as defied i Sectio 2(a)(19) of the 1940 Act, or ay of its officers. For the period from July 30, 2010 through August 31, 2010, the aggregate compesatio paid by the Compay to the idepedet directors was $9,000. The Compay did ot pay ay special compesatio to ay of its directors or officers. Forward-Lookig Statemets This report cotais forward-lookig statemets withi the meaig of the Securities Act of 1933 ad the Securities Exchage Act of By their ature, all forwardlookig statemets ivolve risks ad ucertaities, ad actual results could differ materially from those cotemplated by the forward-lookig statemets. Several factors that could materially affect the Compay s actual results are the performace of the portfolio of ivestmets held by it, the coditios i the U.S. ad iteratioal fiacial, petroleum ad other markets, the price at which shares of the Compay will trade i the public markets ad other factors discussed i filigs with the SEC. Proxy Votig Policies A descriptio of the policies ad procedures that the Compay uses to determie how to vote proxies relatig to portfolio securities owed by the Compay is available to stockholders (i) without charge, upo request by callig the Compay at (913) or toll-free at (866) The Compay has ot yet bee required to file a Form N-PX disclosig its proxy votig record. Oce the Compay has made that iitial filig for the period edig Jue 30, 2011, it will be required to make such filigs o a aual basis ad iformatio regardig how the Compay voted proxies will be available without charge by callig us at (913) or toll-free at (866) You will also be able to access this iformatio o the SEC s Web site at Statemet of Additioal Iformatio The Statemet of Additioal Iformatio ( SAI ) icludes additioal iformatio about the Compay s directors ad is available upo request without charge by callig the Compay at (866) or by visitig the SEC s Web site at Certificatios The Compay will file with the SEC the certificatio of its Chief Executive Officer ad Chief Fiacial Officer required by Sectio 302 of the Sarbaes-Oxley Act. Privacy Policy I order to coduct its busiess, the Compay collects ad maitais certai opublic persoal iformatio about its stockholders of record with respect to their trasactios i shares of the Compay s securities. This iformatio icludes the stockholder s address, tax idetificatio or Social Security umber, share balaces, ad distributio electios. We do ot collect or maitai persoal iformatio about stockholders whose share balaces of our securities are held i street ame by a fiacial istitutio such as a bak or broker. We do ot disclose ay opublic persoal iformatio about you, the Compay s other stockholders or the Compay s former stockholders to third parties uless ecessary to process a trasactio, service a accout, or as otherwise permitted by law. To protect your persoal iformatio iterally, we restrict access to opublic persoal iformatio about the Compay s stockholders to those employees who eed to kow that iformatio to provide services to our stockholders. We also maitai certai other safeguards to protect your opublic persoal iformatio. Form N-Q The Compay files its complete schedule of portfolio holdigs for the first ad third quarters of each fiscal year with the SEC o Form N-Q. The Compay s Form N-Q is available without charge upo request by callig the Compay at (866) or by visitig the SEC s Web site at I additio, you may review ad copy the Compay s Form N-Q at the SEC s Public Referece Room i Washigto D.C. You may obtai iformatio o the operatio of the Public Referece Room by callig (800) SEC The Compay s Form N-Qs are also available o the Compay s Web site at rd Quarter Report 11

14 Tortoise MLP Fud, Ic.

15 Office of the Compay ad of the Ivestmet Adviser Tortoise Capital Advisors, L.L.C Ash Street, Suite 300 Leawood, Ka (913) (913) (fax) Maagig Directors of Tortoise Capital Advisors, L.L.C. H. Kevi Birzer Zachary A. Hamel Keeth P. Malvey Terry Matlack David J. Schulte Board of Directors of Tortoise MLP Fud, Ic. H. Kevi Birzer, Chairma Tortoise Capital Advisors, L.L.C. Corad S. Ciccotello Idepedet Joh R. Graham Idepedet Charles E. Heath Idepedet Admiistrator U.S. Bacorp Fud Services, LLC 615 East Michiga St. Milwaukee, Wis Custodia U.S. Bak, N.A North Riverceter Drive, Suite 302 Milwaukee, Wis Trasfer, divided disbursig ad reivestmet aget Computershare Trust Compay, N.A. / Computershare Ic. P.O. Box Providece, R.I (888) (312) Legal Cousel Husch Blackwell LLP 4801 Mai St. Kasas City, Mo Ivestor Relatios (866) ifo@tortoiseadvisors.com stock symbol Listed NYSE Symbol: NTG This report is for stockholder iformatio. This is ot a prospectus iteded for use i the purchase or sale of fud shares. Past performace is o guaratee of future results ad your ivestmet may be worth more or less at the time you sell. Tortoise Capital Advisors Public Ivestmet Compaies Name Ticker/ Iceptio Date Primary Target Ivestmets Ivestor Suitability Total Assets as of 9/30/10 ($ i millios) Tortoise MLP Fud, Ic. NTG July 2010 U.S. Eergy Ifrastructure Natural Gas Eergy Ifrastructure Emphasis Retiremet Accouts Pesio Plas Taxable Accouts $1,084 (as of 8/31/10) Tortoise Eergy Ifrastructure Corp. TYG Feb U.S. Eergy Ifrastructure Retiremet Accouts Pesio Plas Taxable Accouts $1,382 Tortoise Eergy Capital Corp. TYY May 2005 U.S. Eergy Ifrastructure Retiremet Accouts Pesio Plas Taxable Accouts $729 Tortoise North America Eergy Corp. TYN Oct U.S. Eergy Ifrastructure Retiremet Accouts Pesio Plas Taxable Accouts $183 Tortoise Power ad Eergy Ifrastructure Fud, Ic. TPZ July 2009 U.S. Power ad Eergy Ivestmet Grade Debt ad Divided-Payig Equity Securities Retiremet Accouts Pesio Plas Taxable Accouts $199 Tortoise Capital Resources Corp. TTO Dec (Feb IPO) U.S. Eergy Ifrastructure Private ad Micro Cap Public Compaies Retiremet Accouts Pesio Plas Taxable Accouts $90 (as of 8/31/10)

16 Tortoise MLP MLP Fud, Fud, Ic. Ic. SM SM Steady Wis Tortoise Capital Advisors, L.L.C. Ivestmet Adviser to Tortoise MLP Fud, Ic Ash Street, Suite 300 Leawood, Ka (913) (913) (fax)