UNITED STATES 				SECURITIES AND EXCHANGE COMMISSION 					WASHINGTON, D.C. 20549 						FORM N-CSR 		CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT 					INVESTMENT COMPANIES 			Investment Company Act file number 811-6239 					Tax-Free Fund for Utah 			(Exact name of Registrant as specified in charter) 					 380 Madison Avenue 					New York, New York 10017 			(Address of principal executive offices) (Zip code) 					 Joseph P. DiMaggio 					 380 Madison Avenue 					New York, New York 10017 				(Name and address of agent for service) 		Registrant's telephone number, including area code:	(212) 697-6666 				Date of fiscal year end:	6/30 				Date of reporting period:	6/30/03 						FORM N-CSR ITEM 1. REPORTS TO STOCKHOLDERS. 		TAX-FREE FUND FOR UTAH 		Annual Report June 30, 2003 [Logo of TAX-FREE FUND FOR UTAH: a rectangle containing desert boulders with the sun rising behind them] SERVING UTAH INVESTORS FOR MORE THAN A DECADE TAX-FREE FUND FOR UTAH ANNUAL REPORT MANAGEMENT DISCUSSION OF FUND PERFORMANCE The past year has proven to be a volatile period in terms of world events and investment performance. The aftermath of war in Iraq, our continued military presence in Afghanistan, and the ongoing threat of terrorism on a national and international scale have all contributed to a general sense of concern and caution. During these turbulent times, investors once again placed their trust in the perceived safety and security of fixed-income securities. This trust was rewarded with increased performance as interest rates fell (and prices rose) to levels not seen since the 1950's. Mortgage rates also plummeted, helping first-time buyers realize the dream of home ownership and affording existing homeowners the opportunity to refinance at rates below 5.00%. Continued accommodative actions by the Federal Reserve and Fed chairman Alan Greenspan were largely instrumental in driving interest rates to their near-record lows. In an effort to "jump start" the stalled U. S. economy, the Fed has committed to reduce short-term interest rates until the economy shows signs of improvement. With short rates near 1.00%, we believe we are beginning to see the early signs of a turnaround, or recovery, in the U. S. economy. The unemployment rate has begun to creep down from a recent high of 6.4%; industrial production is on the rise; and various economists expect overall economic growth - - as measured by the Gross Domestic Product (GDP) - at an annual rate of 3.00%. And, the stock market, as measured by the Dow Jones Industrial Average, is up over 7% year-to-date through June 30, 2003! That's the good news. The bad news is that when the economy expands, the prospects of rising inflation enters the picture. Historically, as the economy has grown, commodity prices and interest rates begin to rise. While these increases have been modest to date, we will continue to monitor any changes and position the Tax-Free Fund For Utah portfolio accordingly. As a result of the Federal Reserve's "assault" on interest rates, ten-year AAA-rated municipal bonds fell from 4.10% to 3.30% from June 30, 2002 to June 30, 2003. The net asset value of Class A shares in Tax-Free Fund For Utah rose from $9.85 on June 30, 2002 to $10.31 on June 30, 2003. The total return for the Fund for calendar year 2002 was +10.1%. Year-to-date, through June 30, 2003, total return has been +9.5%. The investment objective of Tax-Free Fund For Utah is to provide as high a level of double tax-exempt current income as is consistent with the preservation of capital. We adhere to a discipline of solid fundamental, conservative portfolio management ideals in our effort to achieve this goal. The Fund's portfolio continues to maintain an average quality of "AA", with over 70% of the portfolio rated "AAA". The Fund's laddered maturity structure helps us manage price volatility. The securities in the portfolio have an average life of approximately 14.6 years and a duration of 6.2 years. We maintain a well-diversified portfolio of over 175 different issues, of which 100% are in Utah. With various forecasts that the national and local economies will show a modest improvement, we will keep a close watch for any signs of rising inflation. We will seek to "stay the course" and manage the portfolio by taking advantage of opportunities in the Utah marketplace that are consistent with the investment objectives of the Fund. PERFORMANCE REPORT The following graph illustrates the value of $10,000 invested in the Class A shares of Tax-Free Fund For Utah for the 10-year period ended June 30, 2003 as compared with the Lehman Brothers Quality Intermediate Municipal Bond Index and the Consumer Price Index (a cost of living index). The performance of each of the other classes is not shown in the graph but is included in the table below. It should be noted that the Lehman Index does not include any operating expenses nor sales charges and being nationally oriented, does not reflect state specific bond market performance. [Graphic of a line chart with the following information:] Lehman Brothers Quality Intermediate Trust's Class A Shares Municipal Bond Index With Sales Charge Without Sales Charge Cost of Living Index 6/93 $10,000 $ 9,600 $10,000 $10,000 6/94 $10,131 $ 9,534 $ 9,935 $10,249 6/95 $10,940 $10,489 $10,930 $10,561 6/96 $11,548 $11,023 $11,486 $10,852 6/97 $12,338 $11,995 $12,499 $11,101 6/98 $13,195 $12,972 $13,517 $11,288 6/99 $13,595 $13,074 $13,623 $11,510 6/00 $14,143 $13,144 $13,696 $11,939 6/01 $15,393 $14,366 $14,969 $12,327 6/02 $16,463 $15,369 $16,015 $12,458 6/03 $17,750 $16,853 $17,560 $12,722 AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED JUNE 30, 2003 ------------------------------- SINCE 1 YEAR 5 YEARS 10 YEARS INCEPTION ------ ------- -------- --------- Class A (7/24/92) With Sales Charge 5.18% 4.51% 5.36% 5.78% Without Sales Charge 9.55 5.38 5.79 6.17 Class C (5/21/96) With CDSC 7.48 4.37 n/a 5.17 Without CDSC 8.48 4.37 n/a 5.17 Class Y (5/21/96) No Sales Charge 9.55 5.54 n/a 6.44 Lehman Index 7.82 6.11 5.90 6.21* (Class A) n/a 6.09** (Class C&Y) Total return figures shown for the Fund reflect any change in price and assume all distributions within the period were invested in additional shares. Returns for Class A shares are calculated with and without the effect of the initial 4% maximum sales charge. Returns for Class C shares are calculated with and without the effect of the 1% contingent deferred sales charge (CDSC), imposed on redemptions made within the first 12 months after purchase. Class Y shares are sold without any sales charge. The rates of return will vary and the principal value of an investment will fluctuate with market conditions. Shares, if redeemed, may be worth more or less than their original cost. A portion of each classes' income may be subject to federal and state income taxes. Past performance is not predictive of future investment results. * From commencement of operations on 7/24/92. ** From commencement of operations on 5/21/96. [Logo of KPMG LLP: four solid rectangles with the letters KPMG in front of them] INDEPENDENT AUDITORS' REPORT To the Board of Trustees and Shareholders of Tax-Free Fund For Utah: We have audited the accompanying statement of assets and liabilities of Tax-Free Fund For Utah, including the statement of investments, as of June 30, 2003, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of June 30, 2003, by correspondence with the custodian. As to securities purchased or sold but not yet received or delivered, we performed other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Tax-Free Fund For Utah as of June 30, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. KPMG LLP New York, New York August 8, 2003 TAX-FREE FUND FOR UTAH STATEMENT OF INVESTMENTS JUNE 30, 2003 RATING FACE MOODY'S/ AMOUNT GENERAL OBLIGATION BONDS (17.3%) S&P VALUE - ------------ ----------------------------------------------------------------- -------- ------------ CITY, COUNTY AND STATE (8.4%) ----------------------------------------------------------------- American Fork City, Utah $ 610,000 5.00%, 12/01/14 FGIC Insured ................................. Aaa/NR $ 657,275 645,000 5.00%, 12/01/15 FGIC Insured ................................. Aaa/NR 694,987 Brian Head, Utah 405,000 6.50%, 03/15/24 .............................................. NR/NR* 474,862 Brigham City Utah Tax Allocation 140,000 5.50%, 06/15/11 FSA Insured (pre-refunded) ................... Aaa/AAA 156,100 Cedar City, Utah Special Impt. District Assessment 235,000 5.05%, 09/01/10 .............................................. NR/NR* 242,344 215,000 5.20%, 09/01/11 .............................................. NR/NR* 222,794 Clearfield City, Utah 2,095,000 5.125%, 02/01/18 MBIA Insured ................................ NR/AAA 2,228,556 Coral Canyon, Utah Special Svc. District 580,000 5.70%, 07/15/18 .............................................. NR/NR* 598,850 Hurricane, Utah 295,000 5.40%, 11/01/09 Radian Insured ............................... NR/AA 339,250 North Davis County Utah Sewer District 1,330,000 5.375%, 03/01/18 AMBAC Insured ............................... Aaa/NR 1,482,950 150,000 5.125%, 03/01/22 AMBAC Insured ............................... Aaa/NR 159,000 State George, Utah 100,000 5.375%, 08/01/21 FGIC Insured ................................ Aaa/AAA 107,750 Salt Lake City, Utah 120,000 5.75%, 06/15/17 (pre-refunded) ............................... Aaa/NR 142,650 Washington County 1,000,000 5.00%, 10/01/22 MBIA Insd. ................................... Aaa/NR 1,053,750 ------------ 8,561,118 ------------ SCHOOL DISTRICT (8.9%) ----------------------------------------------------------------- Alpine Utah School District 1,000,000 5.25%, 03/15/12 .............................................. Aaa/NR 1,127,500 375,000 5.00%, 03/15/12 .............................................. Aaa/NR 422,812 Davis County, Utah School District 575,000 5.00%, 06/01/15 .............................................. Aaa/NR 633,219 250,000 5.10%, 06/01/16 .............................................. Aaa/NR 276,875 675,000 5.15%, 06/01/17 .............................................. Aaa/NR 741,656 Nebo, Utah School District $ 440,000 5.50%, 07/01/11 .............................................. Aaa/AAA $ 504,350 2,000,000 5.50%, 07/01/19 .............................................. Aaa/AAA 2,230,000 Rich County, Utah School, School District 120,000 5.50%, 12/15/09 .............................................. NR/NR* 128,400 100,000 5.60%, 12/15/10 .............................................. NR/NR* 105,250 Tooele Co., Utah School District 1,175,000 5.25%, 06/01/17 .............................................. Aaa/AAA 1,298,375 Weber County, Utah School District 750,000 5.00%, 06/15/18 .............................................. Aaa/NR 800,625 825,000 5.00%, 6/15/20 ............................................... Aaa/NR 881,719 ------------ 9,150,781 ------------ Total General Obligation Bonds ............................... 17,711,899 ------------ REVENUE BONDS (79.5%) ----------------------------------------------------------------- EDUCATION (12.0%) ----------------------------------------------------------------- Salt Lake County, Utah Westminster College Project 115,000 5.05%, 10/01/10 .............................................. NR/BBB 126,356 100,000 5.50%, 10/01/19 .............................................. NR/BBB 103,750 1,000,000 5.75%, 10/01/27 .............................................. NR/BBB 1,046,250 Southern Utah University Revenue 375,000 6.30%, 06/01/16 .............................................. NR/NR* 399,375 University of Utah Revenue Refunding, (Biology Research Facilities), 200,000 5.50%, 04/01/11 MBIA Insured ................................. Aaa/AAA 220,500 Utah State Board Regents Univ. Utah-Aux. & Campus Revenue 895,000 5.25%, 04/01/12 MBIA Insured ................................. Aaa/AAA 999,044 1,000,000 5.00%, 04/01/20 MBIA Insured ................................. Aaa/AAA 1,047,500 Utah State Board Regents Dixie State College 115,000 5.50%, 05/01/13 MBIA Insured ................................. NR/AAA 132,969 120,000 5.50%, 05/01/14 MBIA Insured ................................. NR/AAA 138,450 130,000 5.50%, 05/01/15 MBIA Insured ................................. NR/AAA 149,663 400,000 5.10%, 05/01/21 MBIA Insured ................................. NR/AAA 425,500 Utah State Board Regents Office Fac. Revenue $ 450,000 5.05%, 02/01/20 MBIA Insured ................................. NR/AAA $ 479,813 360,000 5.125%, 02/01/22 MBIA Insured ................................ NR/AAA 381,150 Utah State Board Regents SLC Cmty. College 1,260,000 5.50%, 06/01/16 FSA Insured .................................. Aaa/AAA 1,423,800 1,055,000 5.50%, 08/01/16 FSA Insured .................................. Aaa/AAA 1,194,788 Utah State Board Regents Univ. Utah Hosp. Revenue 2,030,000 5.50%, 08/01/17 MBIA Insured ................................. Aaa/AAA 2,291,363 905,000 5.00%, 05/01/19 AMBAC Insured ................................ Aaa/AAA 974,006 Weber State University Utah Revenue Student Facs. Sys. Series A 300,000 5.10%, 04/01/16 .............................................. NR/AA 328,125 425,000 5.25%, 04/01/19 .............................................. NR/AA 464,844 ------------ 12,327,246 ------------ HEALTHCARE (3.2%) ----------------------------------------------------------------- Murray City Utah Hospital Revenue 595,000 5.00%, 05/15/22 MBIA Insured ................................. Aaa/AAA 615,081 Salt Lake County Utah Hospital Revenue - IHC Hospitals, Inc. 500,000 5.50%, 05/15/13 AMBAC Insured ................................ Aaa/AAA 573,125 Utah State Board Regents Revenue University Utah Hospital Revenue 110,000 5.00%, 08/01/21 MBIA Insured ................................. Aaa/AAA 115,775 Utah County, Utah Hospital Revenue, IHC Health Services 1,500,000 5.25%, 08/15/21 MBIA Insured ................................. Aaa/AAA 1,576,875 450,000 5.25%, 08/15/26 MBIA Insured ................................. Aaa/AAA 466,313 ------------ 3,347,169 ------------ HOUSING (7.7%) ----------------------------------------------------------------- Provo City Utah Housing Authority 500,000 5.80%, 07/20/22 GNMA Collateralized .......................... Aaa/NR 527,500 Utah Housing Corporation Single Family Housing 70,000 5.25%, 07/01/23 AMT .......................................... Aa2/AA 72,188 Utah State Housing Corp. Single Family Housing Revenue $ 1,000,000 5.125%, 07/01/24 AMT ............................................ Aa3/AA- $ 1,023,750 500,000 5.00%, 07/01/25 AMT ............................................. Aa3/AA 505,000 1,000,000 5.00%, 07/01/31AMT .............................................. Aa2/AA 1,010,000 Utah State Housing Finance Agency 10,000 5.00%, 07/01/09 Series F ..................................... Aaa/AAA 10,475 170,000 6.35%, 07/01/12 AMBAC Insured AMT ............................ Aaa/AAA 176,163 25,000 6.15%, 07/01/16 Senior Issue A-1 ............................. Aaa/AAA 26,219 295,000 5.30%, 07/01/18 AMT .......................................... Aaa/AAA 308,275 185,000 5.00%, 07/01/18 AMT .......................................... Aaa/AAA 191,244 770,000 5.40,%, 07/01/20 AMT ......................................... Aa2/AA 806,575 60,000 6.35%, 07/01/11 Mezzanine Series G-1 ......................... Aa2/AA 60,900 60,000 6.60%, 07/01/11 Series E-1 ................................... NR/AA 62,252 15,000 7.25%, 07/01/11 Series 1994C ................................. Aaa/AA 15,477 500,000 5.65%, 07/01/16 Series 1994C ................................. Aaa/AAA 526,250 170,000 5.40%, 07/01/16 AMT .......................................... Aa2/AA 175,738 260,000 6.00%, 07/01/17 AMT .......................................... Aaa/AAA 272,350 985,000 5.50%, 07/01/18 AMT .......................................... Aa3/AA- 1,051,488 465,000 5.60%, 07/01/23 AMT .......................................... Aa2/AA 485,925 Utah State Housing Agency Housing Revenue 190,000 5.65%, 07/01/27 AMT .......................................... Aa2/AA 196,413 West Jordan, Utah Multi-Family Housing 360,000 6.80%, 01/01/15 FSA Insured .................................. Aaa/AAA 372,600 ------------ 7,876,782 ------------ INDUSTRIAL DEVELOPMENT & POLLUTION CONTROL (0.7%) ----------------------------------------------------------------- Sandy City, Utah Industrial Development, H Shirley Wright Project, Refunding Bonds, LOC Olympus Bank, 250,000 6.125%, 08/01/16 ............................................. NR/AAA 255,557 Utah County Environmental Improvement Revenue 435,000 5.05%, 11/01/17 .............................................. Baa1/BBB+ 468,713 ------------ 724,270 ------------ LEASE (14.1%) ----------------------------------------------------------------- Emery County Utah Municipal Building Authority Lease 840,000 5.125, 03/01/23 Radian Insured ............................... NR/AA 878,850 Lehi, Utah Municipal Building Lease Revenue, Building Revenue $ 1,020,000 5.50%, 06/15/15 AMBAC Insured ................................ Aaa/NR $ 1,153,875 Murray City, Utah Municipal Building Revenue 520,000 5.05%, 12/01/15 AMBAC Insured ................................ Aaa/NR 573,300 Salt Lake County, Utah Municipal Building Authority, Lease Revenue 400,000 5.00%, 10/01/11 MBIA Insured ................................. Aaa/AAA 438,500 1,120,000 6.00%, 10/15/14 .............................................. Aa1/AA 1,156,075 320,000 5.40%, 10/15/19 AMBAC Insured ................................ Aaa/AAA 355,200 3,900,000 5.20%, 10/15/20 AMBAC Insured+ ............................... Aaa/AAA 4,197,375 Sandy City, Utah Municipal Building Authority 700,000 5.60%, 06/15/15 AMBAC Insured ................................ Aaa/NR 805,875 Tooele City Utah Municipal Building Lease Revenue 250,000 5.60%, 12/01/15 AMBAC Insured ................................ Aaa/AAA 287,812 Utah County, Utah Municipal Building Authority, Lease Revenue 120,000 5.50%, 11/01/16 AMBAC Insured ................................ Aaa/NR 136,800 240,000 5.50%, 11/01/17 AMBAC Insured ................................ Aaa/NR 271,800 Utah State Building Ownership Authority 1,350,000 5.25%, 05/15/20 FSA Insured .................................. Aaa/AAA 1,454,625 Washington Co. - State George, Utah Interlocal Agency Revenue 1,000,000 5.125%, 12/01/17 AMBAC Insured ............................... NR/AAA 1,078,750 Weber County, Utah Municipal Building Lease Revenue 1,500,000 5.75%, 12/15/19 MBIA Insured ................................. Aaa/AAA 1,710,000 ------------ 14,498,837 ------------ TAX REVENUE (21.7%) ----------------------------------------------------------------- Bountiful, Utah Municipal Building Auth. Lease Revenue 865,000 5.00%, 06/01/16 .............................................. A2/NR 942,850 Bountiful, Utah SID Special Assessment Revenue 203,000 5.00%, 06/01/14 .............................................. NR/NR* 201,477 213,000 5.15%, 06/01/15 .............................................. NR/NR* 211,402 224,000 5.30%, 06/01/16 .............................................. NR/NR* 222,040 236,000 5.50%, 06/01/17 .............................................. NR/NR* 233,935 249,000 5.65%, 06/01/18 .............................................. NR/NR* 246,821 Brian Head, Utah Special Svc. Impt. District Revenue $ 500,000 5.35%, 11/01/12 .............................................. NR/NR* $ 515,625 Cache County Utah Sales Tax Revenue 500,000 5.00%, 12/15/14 FGIC Insured ................................. Aaa/AAA 556,875 600,000 5.00%, 12/15/17 FGIC Insured ................................. Aaa/AAA 654,000 670,000 5.00%, 12/15/16 FGIC Insured ................................. Aaa/AAA 736,162 510,000 5.00%, 12/15/18 FGIC Insured ................................. Aaa/AAA 553,987 830,000 5.00%, 12/15/19 FGIC Insured ................................. Aaa/AAA 894,325 Clearfield, UT Sales Tax Revenue 590,000 5.00%, 07/01/18 FGIC Insured ................................. Aaa/AAA 644,575 620,000 5.00%, 07/01/19 FGIC Insured ................................. Aaa/AAA 671,925 650,000 5.00%, 07/01/20 FGIC Insured ................................. Aaa/AAA 697,937 Jordanelle, Utah Special Svc. Improvement District 435,000 8.00%, 10/01/11 .............................................. NR/NR* 458,381 Mountain Reg'l. Water District, Utah Special Assmnt. Revenue 2,000,000 7.00%, 12/01/18 .............................................. NR/NR* 1,982,500 Orem, Utah Special Assessment Revenue 96,000 5.00%, 08/01/15 .............................................. NR/NR* 96,000 101,000 5.15%, 08/01/16 .............................................. NR/NR* 101,000 106,000 5.30%, 08/01/17 .............................................. NR/NR* 106,000 112,000 5.50%, 08/01/18 .............................................. NR/NR* 112,000 118,000 5.65%, 08/01/19 .............................................. NR/NR* 118,000 Pleasant Grove City Utah Sales Tax Revenue 410,000 5.25%, 12/01/17 MBIA Insured ................................. Aaa/AAA 456,125 Salt Lake City, Utah Sales Tax Revenue 490,000 5.25%, 02/01/12 .............................................. NR/AAA 567,175 265,000 5.25%, 02/01/13 .............................................. NR/AAA 303,094 1,320,000 5.25%, 02/01/15 .............................................. NR/AAA 1,488,300 100,000 5.25%, 02/01/17 .............................................. NR/AAA 110,500 Salt Lake Co., Utah Municipal Bldg. Auth. 100,000 5.40%, 10/01/19 .............................................. Aa1/AA+ 109,375 Sandy City Utah Sales Tax Revenue 520,000 5.00%, 09/15/18 AMBAC Insured ................................ NR/AAA 563,550 605,000 5.00%, 09/15/20 AMBAC Insured ................................ NR/AAA 645,081 South Jordan, Utah Sales Tax $ 570,000 5.00%, 08/15/15 AMBAC Insured ................................ Aaa/AAA $ 624,862 South Jordan Utah Special Assignment 1,000,000 6.875%, 11/01/17 ............................................. NR/NR* 1,021,250 Utah Water Finance Agency Revenue 250,000 5.00%, 06/01/19 MBIA Insured ................................. Aaa/AAA 266,875 Utah Water Finance Agency Revenue 725,000 5.10%, 07/01/18 AMBAC Insured ................................ Aaa/NR 790,250 510,000 5.00%, 07/01/18 AMBAC Insured ................................ Aaa/NR 553,988 685,000 5.00%, 07/01/19 AMBAC Insured ................................ Aaa/NR 735,519 Wasatch County Utah Sales Tax Revenue 205,000 5.00%, 12/01/16 AMBAC Insured ................................ NR/AAA 225,244 210,000 5.00%, 12/01/17 AMBAC Insured ................................ NR/AAA 228,900 225,000 5.00%, 12/01/18 AMBAC Insured ................................ NR/AAA 244,406 West Valley City, Utah Sales Tax Revenue 800,000 5.50%, 07/15/17 MBIA Insured ................................. Aaa/AAA 903,000 1,400,000 6.00%, 03/01/24 .............................................. NR/A- 1,491,000 ------------ 22,286,311 ------------ TRANSPORTATION (2.9%) ----------------------------------------------------------------- Salt Lake City, Utah Airport Revenue Series B 875,000 5.875%, 12/01/12 FGIC Insured ................................ Aaa/AAA 907,112 370,000 5.875%, 12/01/18 FGIC Insured ................................ Aaa/AAA 382,654 Utah Transit Auth Sales Tax & Trans. Revenue 1,000,000 5.40%, 12/15/16 FSA Insured .................................. NR/AAA 1,130,000 500,000 5.00%, 06/15/23 FSA Insured .................................. Aaa/AAA 525,625 ------------ 2,945,391 ------------ UTILITY (8.8%) ----------------------------------------------------------------- Intermountain Power Agency Utilities Light & Power Service, Utah 450,000 5.00%, 07/01/12 MBIA Insured ................................. Aaa/AAA 458,181 1,470,000 5.25%, 07/01/15 MBIA Insured ................................. Aaa/AAA 1,640,887 90,000 5.00%, 07/01/16 .............................................. A1/A+ 94,950 2,380,000 5.00%, 07/01/21 .............................................. A1/A+ 2,478,175 130,000 5.00%, 07/01/23 .............................................. A1/A+ 130,428 200,000 5.00%, 07/01/23 FSA Insured .................................. Aaa/AAA 218,250 Manti City, Utah Electric System Rev $ 603,000 5.75%, 02/01/17 .............................................. NR/NR* $ 621,844 Murray City, Utah Utility Electric Revenue 400,000 5.625%, 06/01/18 AMBAC Insured ............................... Aaa/NR 449,000 Salem, Utah Electric Revenue 125,000 5.30%, 11/01/07 .............................................. NR/NR* 137,656 130,000 5.35%, 11/01/08 .............................................. NR/NR* 144,788 140,000 5.40%, 11/01/09 .............................................. NR/NR* 156,450 Southern Utah Valley Power System Revenue 210,000 5.25%, 09/15/13 MBIA Insured ................................. NR/AAA 239,925 225,000 5.25%, 09/15/14 MBIA Insured ................................. NR/AAA 256,219 235,000 5.25%, 09/15/15 MBIA Insured ................................. NR/AAA 265,256 185,000 5.125%, 09/15/21 MBIA Insured ................................ NR/AAA 197,719 Springville, Utah Electric Revenue 550,000 5.60%, 03/01/09 .............................................. Baa1/NR 616,000 Utah Association Municipal Power Systems Revenue 790,000 5.25%, 12/01/09 .............................................. NR/A- 895,662 ------------ 9,001,390 ------------ WATER AND SEWER (8.4%) ----------------------------------------------------------------- Ashley Valley, Utah 385,000 9.50%, 01/01/08 AMBAC Insured ................................ Aaa/AAA 451,412 Eagle Mountain, Utah Water and Sewer 750,000 5.80%, 11/15/16 ACA Insured .................................. NR/A 833,437 Granger and Hunter Utah Imp. District Water & Swr. 250,000 5.00%, 03/01/18 FSA Insured .................................. Aaa/NR 265,000 Riverton, Utah Water Revenue 100,000 5.35%, 09/01/15 FGIC Insured ................................. Aaa/NR 111,750 Salt Lake City, Utah Metropolitan Water Revenue 1,200,000 5.375%, 07/01/24 AMBAC Insured (pre-refunded) ................ Aaa/AAA 1,398,000 125,000 5.375%, 07/01/29 AMBAC Insured (pre-refunded) ................ Aaa/AAA 145,625 Salt Lake City, Utah Water And Sewer Revenue 500,000 5.75%, 02/01/13 AMBAC Insured ................................ Aaa/AAA 531,250 Spanish Fork City Utah Water Revenue 250,000 5.50%, 06/01/17 FSA Insured .................................. Aaa/NR 283,437 Utah Water Finance Agency Revenue $ 100,000 5.00%, 06/01/14 MBIA Insured ................................. Aaa/AAA $ 107,750 910,000 5.50%, 10/01/14 AMBAC Insured ................................ Aaa/AAA 1,044,225 200,000 5.25%, 07/01/16 AMBAC Insured ................................ Aaa/NR 223,250 310,000 5.00%, 10/01/17 AMBAC Insured ................................ Aaa/NR 337,513 500,000 5.25%, 10/01/18 AMBAC Insured ................................ Aaa/NR 560,000 285,000 5.30%, 10/01/23 MBIA Insured ................................. Aaa/AAA 302,813 450,000 5.40%, 10/01/24 AMBAC Insured ................................ Aaa/AAA 478,688 250,000 5.50%, 10/01/29 AMBAC Insured ................................ Aaa/AAA 273,125 Weber-Box Elder, Utah Conservation District Water Revenue 200,000 6.45%, 11/01/14 (pre-refunded) ............................... Baa3/NR 247,500 200,000 6.50%, 11/01/19 (pre-refunded) ............................... Baa3/NR 248,000 335,000 6.90%, 11/01/20 (pre-refunded) ............................... Baa3/NR 424,194 White City, Utah Water Improvement 300,000 5.90%, 02/01/22 AMBAC Insured ................................ Aaa/AAA 331,875 ------------ 8,598,844 ------------ Total Revenue Bonds .......................................... 81,606,240 ------------ Total Investments (cost $93,749,747**) ............... 96.8% 99,318,139 Other assets less liabilities ........................ 3.2 3,314,381 ------ ------------ Net Assets ........................................... 100.0% $102,632,520 ====== ============ * Any security not rated must be determined by the Investment Adviser to have sufficient quality to be ranked in the top four ratings if a credit rating were to be assigned by a rating service. ** See notes 2f and 4. + Security pledged as collateral for the Fund's when - issued commitments (see note 9). ++ Security traded on a "when-issued" basis. PORTFOLIO ABBREVIATIONS: ------------------------ ACA - ACA Financial Guaranty Corp. AMBAC - American Municipal Bond Assurance Corp. AMT - Alternative Minimum Tax FGIC - Financial Guaranty Insurance Co. FSA - Financial Security Assurance MBIA - Municipal Bond Investors Assurance Corp. See accompanying notes to financial statements. TAX-FREE FUND FOR UTAH STATEMENT OF ASSETS AND LIABILITIES JUNE 30, 2003 ASSETS Investments at value (cost $93,749,747) ................................................... $ 99,318,139 Cash ...................................................................................... 2,723,935 Interest receivable ....................................................................... 1,383,174 Receivable for investment securities sold ................................................. 1,536,750 Receivable for Fund shares sold ........................................................... 671,256 Due from Manager for reimbursement of expenses (note 3) ................................... 161 Other Assets .............................................................................. 3,999 ------------- Total assets .............................................................................. 105,637,414 ------------- LIABILITIES Payable for investment securities purchased ............................................... 2,513,000 Payable for Fund shares redeemed .......................................................... 266,465 Dividends payable ......................................................................... 92,635 Distribution fees payable ................................................................. 60,263 Accrued expenses .......................................................................... 72,531 ------------- Total liabilities ......................................................................... 3,004,894 ------------- NET ASSETS ................................................................................... $ 102,632,520 ============= Net Assets consist of: Capital Stock - Authorized an unlimited number of shares, par value $.01 per share ........ $ 99,584 Additional paid-in capital ................................................................ 99,750,229 Net unrealized appreciation on investments (note 4) ....................................... 5,568,392 Accumulated net realized loss on investments .............................................. (2,714,861) Distributions in excess of net investment income .......................................... (70,824) ------------- $ 102,632,520 ============= CLASS A Net Assets ................................................................................ $ 85,329,336 ============= Capital shares outstanding ................................................................ 8,279,036 ============= Net asset value and redemption price per share ............................................ $ 10.31 ============= Offering price per share (100/96 of $10.31 adjusted to nearest cent) ...................... $ 10.74 ============= CLASS C Net Assets ................................................................................ $ 16,420,273 ============= Capital shares outstanding ................................................................ 1,593,997 ============= Net asset value and offering price per share .............................................. $ 10.30 ============= Redemption price per share (*a charge of 1% is imposed on the redemption proceeds of the shares, or on the original price, whichever is lower, if redeemed during the first 12 months after purchase) ............................................ $ 10.30* ============= CLASS Y Net Assets ................................................................................ $ 882,911 ============= Capital shares outstanding ................................................................ 85,375 ============= Net asset value, offering and redemption price per share .................................. $ 10.34 ============= See accompanying notes to financial statements. TAX-FREE FUND FOR UTAH STATEMENT OF OPERATIONS FOR THE YEAR ENDED JUNE 30, 2003 INVESTMENT INCOME: Interest income ........................................................... $ 3,819,347 Expenses: Management fee (note 3) ................................................... $ 401,830 Distribution and service fees (note 3) .................................... 243,452 Legal fees ................................................................ 57,864 Trustees' fees and expenses (note 8) ...................................... 25,410 Shareholders' reports and proxy statements ................................ 46,847 Transfer and shareholder servicing agent fees ............................. 44,826 Auditing fees ............................................................. 25,417 Fund accounting fee ....................................................... 31,326 Custodian fees ............................................................ 9,387 Registration fees and dues ................................................ 9,808 Miscellaneous ............................................................. 16,459 ----------- Total expenses ............................................................ 912,626 Management fee waived (note 3) ............................................ (401,830) Reimbursement of expenses by Manager (note 3) ............................. (71,453) Expenses paid indirectly (note 6) ......................................... (9,210) ----------- Net expenses .............................................................. 430,133 ----------- Net investment income ..................................................... 3,389,214 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) from securities transactions ..................... (44,103) Change in unrealized appreciation on investments .......................... 3,818,783 ----------- Net realized and unrealized gain (loss) on investments .................... 3,774,680 ----------- Net increase in net assets resulting from operations ........................... $ 7,163,894 =========== See accompanying notes to financial statements. TAX-FREE FUND FOR UTAH STATEMENTS OF CHANGES IN NET ASSETS YEAR ENDED YEAR ENDED JUNE 30, 2003 JUNE 30, 2002 ------------- ------------- OPERATIONS: Net investment income ....................................... $ 3,389,214 $ 2,396,879 Net realized gain (loss) from securities transactions ....... (44,103) 204,218 Change in unrealized appreciation on investments ............ 3,818,783 869,002 ------------- ------------ Change in net assets from operations ..................... 7,163,894 3,470,099 ------------- ------------ DISTRIBUTIONS TO SHAREHOLDERS (note 10): Class A Shares: Net investment income ....................................... (3,169,522) (2,313,148) Class C Shares: Net investment income ....................................... (377,988) (179,895) Class Y Shares: Net investment income ....................................... (11,237) (1,405) ------------- ------------ Change in net assets from distributions .................. (3,558,747) (2,494,448) ------------- ------------ CAPITAL SHARE TRANSACTIONS (note 7): Proceeds from shares sold ................................... 41,782,674 33,014,783 Reinvested dividends and distributions ...................... 1,882,383 1,280,612 Cost of shares redeemed ..................................... (7,318,351) (8,790,503) ------------- ------------ Change in net assets from capital share transactions ..... 36,346,706 25,504,892 ------------- ------------ Change in net assets ..................................... 39,951,853 26,480,543 NET ASSETS: Beginning of period ......................................... 62,680,667 36,200,124 ------------- ------------ End of period* .............................................. $ 102,632,520 $ 62,680,667 ============= ============ * Includes distributions in excess of net investment income of: $ (70,824) $ (40,117) ============= ============ See accompanying notes to financial statements. TAX-FREE FUND FOR UTAH NOTES TO FINANCIAL STATEMENTS 1. ORGANIZATION Tax-Free Fund For Utah (the "Fund"), a non-diversified, open-end investment company, was organized on December 12, 1990 as a Massachusetts business trust and commenced operations on July 24, 1992. The Fund is authorized to issue an unlimited number of shares and, since its inception to May 21, 1996, offered only one class of shares. On that date, the Fund began offering two additional classes of shares, Class C and Class Y shares. All shares outstanding prior to that date were designated as Class A shares and are sold with a front-payment sales charge and bear an annual distribution fee. Class C shares are sold with a level-payment sales charge with no payment at time of purchase but level service and distribution fees from date of purchase through a period of six years thereafter. A contingent deferred sales charge of 1% is assessed to any Class C shareholder who redeems shares of this Class within one year from the date of purchase. Class C Shares, together with a pro-rata portion of all Class C Shares acquired through reinvestment of dividends and other distributions paid in additional Class C Shares, automatically convert to Class A Shares after 6 years. The Class Y shares are only offered to institutions acting for an investor in a fiduciary, advisory, agency, custodian or similar capacity and are not offered directly to retail investors. Class Y shares are sold at net asset value without any sales charge, redemption fees, contingent deferred sales charge or distribution or service fees. On October 31, 1997, the Fund established Class I shares, which are offered and sold only through financial intermediaries and are not offered directly to retail investors. As of the report date, there were no Class I shares outstanding. All classes of shares, represent interests in the same portfolio of investments and are identical as to rights and privileges but differ with respect to the effect of sales charges, the distribution and/or service fees borne by each class, expenses specific to each class, voting rights on matters affecting a single class and the exchange privileges of each class. 2. SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America for investment companies. a) PORTFOLIO VALUATION: Municipal securities which have remaining maturities of more than 60 days are valued at fair value each business day based upon information provided by a nationally prominent independent pricing service and periodically verified through other pricing services; in the case of securities for which market quotations are readily available, securities are valued at the mean of bid and asked quotations and, in the case of other securities, at fair value determined under procedures established by and under the general supervision of the Board of Trustees. Securities which mature in 60 days or less are valued at amortized cost if their term to maturity at purchase is 60 days or less, or by amortizing their unrealized appreciation or depreciation on the 61st day prior to maturity, if their term to maturity at purchase exceeds 60 days. b) SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME: Securities transactions are recorded on the trade date. Realized gains and losses from securities transactions are reported on the identified cost basis. Interest income is recorded daily on the accrual basis and is adjusted for amortization of premium and accretion of original issue and market discount. c) FEDERAL INCOME TAXES: It is the policy of the Fund to qualify as a regulated investment company by complying with the provisions of the Internal Revenue Code applicable to certain investment companies. The Fund intends to make distributions of income and securities profits sufficient to relieve it from all, or substantially all, Federal income and excise taxes. d) ALLOCATION OF EXPENSES: Expenses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class. Class-specific expenses, which include distribution and service fees and any other items that are specifically attributed to a particular class, are charged directly to such class. e) USE OF ESTIMATES: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. f) NEW ACCOUNTING PRONOUNCEMENT: In November 2000, the AICPA issued a revised audit and accounting guide, AUDITS OF INVESTMENT COMPANIES, which is effective for fiscal years beginning after December 15, 2000. The revised Guide requires the Fund to amortize premium and all discounts on all fixed-income securities. The Fund's officers determined to adopt this requirement effective July 1, 2001. This change does not affect the Fund's net asset value, but does change the classification of certain amounts in the statement of operations. The Fund recorded an adjustment to increase the cost of securities and increase accumulated undistributed net investment income by $14,470 to reflect the cumulative effect of this change up to the date of adoption. 3. FEES AND RELATED PARTY TRANSACTIONS a) MANAGEMENT ARRANGEMENTS: Aquila Management Corporation (the "Manager"), the Fund's founder and sponsor, serves as the Investment Adviser for the Fund under an Advisory and Administration Agreement with the Fund since August 1, 2001. Under the Advisory and Administration Agreement, the Manager provides all investment management and administrative services to the Fund. The Manager's services include providing the office of the Fund and all related services as well as overseeing the activities of all the various support organizations to the Fund such as the shareholder servicing agent, custodian, legal counsel, fund accounting agent, auditors and distributor. For its services, the Manager is entitled to receive a fee which is payable monthly and computed as of the close of business each day at the annual rate of 0.50 of 1% on the Fund's average net assets. For the year ended June 30, 2003, the Fund incurred management fees of $401,830 all of which was voluntarily waived. Additionally, the Manager voluntarily agreed to reimburse the Fund for other expenses during this period in the amount of $71,453. Of this amount, $71,292 was paid prior to June 30, 2003 and the balance of $161 was paid in early July 2003. Specific details as to the nature and extent of the services provided by the Manager are more fully defined in the Fund's Prospectus and Statement of Additional Information. b) DISTRIBUTION AND SERVICE FEES: The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 (the "Rule") under the Investment Company Act of 1940. Under one part of the Plan, with respect to Class A Shares, the Fund is authorized to make distribution fee payments to broker-dealers or others ("Qualified Recipients") selected by Aquila Distributors, Inc. (the "Distributor") including, but not limited to, any principal underwriter of the Fund, with which the Distributor has entered into written agreements contemplated by the Rule and which have rendered assistance in the distribution and/or retention of the Fund's shares or servicing of shareholder accounts. The Fund makes payment of this service fee at the annual rate of 0.20% of the Fund's average net assets represented by Class A Shares. For the year ended June 30, 2003 service fees on Class A Shares amounted to $139,420, of which the Distributor retained $6,115. Under another part of the Plan, the Fund is authorized to make payments with respect to Class C Shares to Qualified Recipients which have rendered assistance in the distribution and/or retention of the Fund's Class C shares or servicing of shareholder accounts. These payments are made at the annual rate of 0.75% of the Fund's average net assets represented by Class C Shares and for the year ended June 30, 2003, amounted to $78,024. In addition, under a Shareholder Services Plan, the Fund is authorized to make service fee payments with respect to Class C Shares to Qualified Recipients for providing personal services and/or maintenance of shareholder accounts. These payments are made at the annual rate of 0.25% of the Fund's average net assets represented by Class C Shares and for the year ended June 30, 2003 amounted to $26,008. The total of these payments with respect to Class C Shares amounted to $104,032, of which the Distributor retained $13,664. Specific details about the Plans are more fully defined in the Fund's Prospectus and Statement of Additional Information. Under a Distribution Agreement, the Distributor serves as the exclusive distributor of the Fund's shares. Through agreements between the Distributor and various broker-dealer firms ("dealers"), the Fund's shares are sold primarily through the facilities of these dealers having offices within Utah, with the bulk of sales commissions inuring to such dealers. For the year ended June 30, 2003, total commissions on sales of Class AShares amounted to $434,068, of which the Distributor received $40,198. c) OTHER RELATED PARTY TRANSACTIONS: For the year ended June 30, 2003, the Fund incurred $57,603 of legal fees allocable to Hollyer Brady Smith & Hines LLP counsel to the Fund for legal services in conjunction with the Fund's ongoing operations. The Secretary of the Fund is a Partner of Hollyer Brady Smith & Hines LLP. 4. PURCHASES AND SALES OF SECURITIES During the year ended June 30, 2003, purchases of securities and proceeds from the sales of securities aggregated $39,525,811 and $5,073,570, respectively. At June 30, 2003, the aggregate tax cost for all securities was $93,727,935. At June 30, 2003 the aggregate gross unrealized appreciation for all securities in which there is an excess of market value over tax cost amounted to $5,644,663 and aggregate gross unrealized depreciation for all securities in which there is an excess of tax cost over market value amounted to $54,459, for a net unrealized appreciation of $5,590,204. 5. PORTFOLIO ORIENTATION Since the Fund invests principally and may invest entirely in double tax-free municipal obligations of issuers within Utah, it is subject to possible risks associated with economic, political, or legal developments or industrial or regional matters specifically affecting Utah and whatever effects these may have upon Utah issuers' ability to meet their obligations. The Fund is also permitted to invest in tax-free municipal obligations of issuers in other states and U.S. territories meeting comparable quality standards and providing income which is exempt from both regular Federal and Utah income taxes. The general policy of the Fund is to invest in such securities only when comparable securities of Utah issuers are not available in the market. At June 30, 2003, the Fund had 100% of its net assets invested in State of Utah municipal issues. 6. EXPENSES The Fund has negotiated an expense offset arrangement with its custodian wherein it receives credit toward the reduction of custodian fees and other Fund expenses whenever there are uninvested cash balances. The Statement of Operations reflects the total expenses before any offset, the amount of offset and the net expenses. It is the general intention of the Fund to invest, to the extent practicable, some or all of cash balances in income-producing assets rather than leave cash on deposit. 7. CAPITAL SHARE TRANSACTIONS Transactions in Capital Shares of the Fund were as follows: YEAR ENDED JUNE 30, 2003 YEAR ENDED JUNE 30, 2002 ------------------------------ -------------------------- Shares Amount Shares Amount ------ ------ ------ ------ CLASS A SHARES: Proceeds from shares sold ........... 3,092,149 $ 31,209,525 2,863,782 $ 27,941,204 Reinvested distributions ............ 165,136 1,665,186 121,762 1,185,746 Cost of shares redeemed ............. (657,050) (6,646,533) (863,821) (8,393,387) ---------- ------------ ---------- ------------ Net change ..................... 2,600,235 26,228,178 2,121,723 20,733,563 ---------- ------------ ---------- ------------ CLASS C SHARES: Proceeds from shares sold ........... 957,135 9,712,558 516,778 5,048,579 Reinvested distributions ............ 20,771 209,789 9,685 94,203 Cost of shares redeemed ............. (63,577) (645,935) (41,134) (396,459) ---------- ------------ ---------- ------------ Net change ..................... 914,329 9,276,412 485,329 4,746,323 ---------- ------------ ---------- ------------ CLASS Y SHARES: Proceeds from shares sold ........... 84,124 860,591 2,567 25,253 Reinvested distributions ............ 720 7,408 55 410 Cost of shares redeemed ............. (2,553) (25,883) (67) (657) ---------- ------------ ---------- ------------ Net change ..................... 82,291 842,116 2,555 25,006 ---------- ------------ ---------- ------------ Total transactions in Fund shares .............................. 3,596,855 $ 36,346,706 2,609,607 $ 25,504,892 ========== ============ ========== ============ 8. TRUSTEES' FEES AND EXPENSES During the fiscal year ended June 30, 2003 there were six trustees, two of whom were affiliated with the Manager and are not paid any trustee fees. Each Trustee's fees paid during the year were at the annual rate of $3,500 for carrying out their responsibilities and attendance at regularly scheduled Board Meetings. If additional or special meetings are scheduled for the Fund, separate meeting fees are paid for each such meeting to those Trustees in attendance. The Fund also reimburses Trustees for expenses such as travel, accommodations, and meals incurred in connection with attendance at regularly scheduled or special Board Meetings and at the Annual Meeting of Shareholders. For the fiscal year ended June 30, 2003 such reimbursements averaged approximately $1,407 per Trustee. 9. SECURITIES TRADED ON A WHEN-ISSUED BASIS The Fund may purchase or sell securities on a when-issued basis. When-issued transactions arise when securities are purchased or sold by the Fund with payment and delivery taking place in the future in order to secure what is considered to be an advantageous price and yield to the Fund at the time of entering into the transaction. Beginning on the date the Fund enters into a when-issued transaction, cash or other liquid securities are segregated in an amount equal to or greater than the amount of the when-issued transaction. These transactions are subject to market fluctuations and their current value is determined in the same manner as for other securities. 10. DISTRIBUTIONS The Fund declares dividends daily from net investment income and makes payments monthly in additional shares at the net asset value per share, in cash, or in a combination of both, at the shareholder's option. Net realized capital gains, if any, are distributed annually and are taxable. The Fund intends to maintain, to the maximum extent possible, the tax-exempt status of interest payments received from portfolio municipal securities in order to allow dividends paid to shareholders from net investment income to be exempt from regular Federal and State of Utah income taxes. However, due to differences between financial statement reporting and Federal income tax reporting requirements, distributions made by the Fund may not be the same as the Fund's net investment income, and/or net realized securities gains. In this regard, the Fund credited distributions in excess of net investment income in the amount of $138,826 and debited additional paid in capital in the amount of $138,826 at June 30, 2003. This adjustment had no impact on the Fund's aggregate net assets at June 30, 2003. Further, a small portion of the dividends may, under some circumstances, be subject to taxes at ordinary income and/or capital gain rates. At June 30, 2003, the Fund had a capital loss carryover of $2,686,182 of which $211,315 expires on June 30, 2008, $2,459,398 expires on June 30, 2009, and $15,469 expires on June 30, 2011. This carryover is available to offset future net realized gains on securities transactions to the extent provided for in the Internal Revenue Code. To the extent that this loss is used to offset future realized capital gains, it is probable that the gains so offset will not be distributed. The tax character of distributions during the fiscal years ended June 30, 2003 and 2002 is as follows: Distributions from YEAR ENDED JUNE 30, 2003 2002 ---------- ---------- Net tax-exempt income $3,419,849 $2,418,521 Ordinary income 138,898 75,927 ---------- ---------- $3,558,747 $2,494,448 ========== ========== As of June 30, 2003, the components of distributable earnings on a tax basis were as follows: Accumulated net realized loss $(2,686,182) Unrealized appreciation 5,590,204 ----------- $ 2,904,022 =========== TAX-FREE FUND FOR UTAH FINANCIAL HIGHLIGHTS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD Class A ------------------------------------------------------ Year Ended June 30, ------------------------------------------------------ 2003 2002 2001 2000 1999 ------ ------ ------ ------ ------ Net asset value, beginning of period ................ $9.85 $9.65 $9.35 $9.88 $10.24 ------ ------ ------ ------ ------ Income (loss) from investment operations: Net investment income + .......................... 0.44 0.46 0.48 0.48 0.49 Net gain (loss) on securities (both realized and unrealized) ............................... 0.48 0.22 0.32 (0.44) (0.36) ------ ------ ------ ------ ------ Total from investment operations ................. 0.92 0.68 0.80 0.04 0.13 ------ ------ ------ ------ ------ Less distributions (note 10): Dividends from net investment income ............. (0.46) (0.48) (0.50) (0.51) (0.49) Distributions from capital gains ................. - - - (0.06) - ------ ------ ------ ------ ------ Total distributions .............................. (0.46) (0.48) (0.50) (0.57) (0.49) ------ ------ ------ ------ ------ Net asset value, end of period ...................... $10.31 $9.85 $9.65 $9.35 $9.88 ====== ====== ====== ====== ====== Total return (not reflecting sales charge) .......... 9.55% 7.22% 8.72% 0.57% 1.19% Ratios/supplemental data Net assets, end of period (in thousands) ......... $85,329 $55,957 $34,321 $34,171 $47,251 Ratio of expenses to average net assets .......... 0.43% 0.46% 0.48% 0.42% 0.45% Ratio of net investment income to average net assets .................................... 4.31% 4.65% 4.95% 5.06% 4.57% Portfolio turnover rate .......................... 6.43% 27.42% 44.17% 48.99% 87.49% The expense and net investment income ratios without the effect of the voluntary waiver of a portion of the management fee and the voluntary expense reimbursement were: Ratio of expenses to average net assets ............. 1.02% 1.00% 1.11% 1.11% 1.04% Ratio of net investment income to average net assets ....................................... 3.72% 4.11% 4.32% 4.37% 3.98% The expense ratios after giving effect to the waiver, reimbursement and expense offset for uninvested cash balances were: Ratio of expenses to average net assets ............. 0.42% 0.40% 0.39% 0.39% 0.38% - ------------- Note: Effective July 16, 1998, Zions First National Bank became the Fund's Investment Sub-Adviser replacing First Security Investment Management, Inc. Effective August 1, 2001, Aquila Management Corporation became the Fund's Investment Adviser replacing Zions First National Bank which was the sub-adviser. + Per share amounts have been calculated using the monthly average shares method. See accompanying notes to financial statements. TAX-FREE FUND FOR UTAH FINANCIAL HIGHLIGHTS (CONTINUED) FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD CLass C ------------------------------------------------------ Year Ended June 30, ------------------------------------------------------ 2003 2002 2001 2000 1999 ------ ------ ------ ------ ------ Net asset value, beginning of period ........... $9.85 $9.64 $9.35 $9.87 $10.23 ------ ------ ------ ------ ------ Income (loss) from investment operations: Net investment income + ..................... 0.34 0.37 0.38 0.38 0.38 Net gain (loss) on securities (both realized and unrealized) ................. 0.48 0.23 0.31 (0.42) (0.35) ------ ------ ------ ------ ------ Total from investment operations ............... 0.82 0.60 0.69 (0.04) 0.03 ------ ------ ------ ------ ------ Less distributions (note 10): Dividends from net investment income ........ (0.37) (0.39) (0.40) (0.42) (0.39) Distributions from capital gains ............ - - - (0.06) - ------ ------ ------ ------ ------ Total distributions ......................... (0.37) (0.39) (0.40) (0.48) (0.39) ------ ------ ------ ------ ------ Net asset value, end of period ................. $10.30 $9.85 $9.64 $9.35 $9.87 ====== ====== ====== ====== ====== Total return (not reflecting sales charge) ..... 8.48% 6.36% 7.52% (0.33)% 0.18% Ratios/supplemental data Net assets, end of period (in thousands) .... $16,420 $6,694 $1,874 $1,036 $1,667 Ratio of expenses to average net assets ..... 1.31% 1.34% 1.47% 1.43% 1.45% Ratio of net investment income to average net assets ....................... 3.39% 3.72% 3.93% 4.07% 3.57% Portfolio turnover rate ..................... 6.43% 27.42% 44.17% 48.99% 87.49% The expense and net investment income ratios without the effect of the voluntary waiver of a portion of the management fee and the voluntary expense reimbursement were: Ratio of expenses to average net assets ..... 1.81% 1.78% 1.89% 1.91% 1.85% Ratio of net investment income to average net assets ....................... 2.89% 3.28% 3.51% 3.58% 3.17% The expense ratios after giving effect to the waiver, reimbursement and expense offset for uninvested cash balances were: Ratio of expenses to average net assets ...... 1.30% 1.28% 1.39% 1.39% 1.37% CLass Y ------------------------------------------------------ Year Ended June 30, ------------------------------------------------------ 2003 2002 2001 2000 1999 ------ ------ ------ ------ ------ Net asset value, beginning of period ........... $9.89 $9.68 $9.36 $9.88 $10.24 ------ ------ ------ ------ ------ Income (loss) from investment operations: Net investment income + ..................... 0.42 0.50 0.49 0.45 0.45 Net gain (loss) on securities (both realized and unrealized) ................. 0.50 0.20 0.34 (0.38) (0.32) ------ ------ ------ ------ ------ Total from investment operations ............... 0.92 0.70 0.83 0.07 0.13 ------ ------ ------ ------ ------ Less distributions (note 10): Dividends from net investment income ........ (0.47) (0.49) (0.51) (0.53) (0.49) Distributions from capital gains ............ - - - - (0.06) ------ ------ ------ ------ ------ Total distributions ......................... (0.47) (0.49) (0.51) (0.59) (0.49) ------ ------ ------ ------ ------ Net asset value, end of period ................. $10.34 $9.89 $9.68 $9.36 $9.88 ====== ====== ====== ====== ====== Total return (not reflecting sales charge) ..... 9.55% 7.41% 9.05% 0.86% 1.19% Ratios/supplemental data Net assets, end of period (in thousands) .... $883 $30 $5 $0.1 $5 Ratio of expenses to average net assets ..... 0.30% 0.36% 0.42% 0.42% 0.43% Ratio of net investment income to average net assets ....................... 4.17% 4.75% 4.83% 4.88% 4.45% Portfolio turnover rate ..................... 6.43% 27.42% 44.17% 48.99% 87.49% The expense and net investment income ratios without the effect of the voluntary waiver of a portion of the management fee and the voluntary expense reimbursement were: Ratio of expenses to average net assets ..... 0.78% 0.80% 0.64% 0.86% 0.96% Ratio of net investment income to average net assets ....................... 3.70% 4.31% 4.62% 4.43% 3.92% The expense ratios after giving effect to the waiver, reimbursement and expense offset for uninvested cash balances were: Ratio of expenses to average net assets ..... 0.29% 0.30% 0.36% 0.39% 0.34% - ------------- Note: Effective July 16, 1998, Zions First National Bank became the Fund's Investment Sub-Adviser replacing First Security Investment Management, Inc. Effective August 1, 2001, Aquila Management Corporation became the Fund's Investment Adviser replacing Zions First National Bank which was the sub-adviser. + Per share amounts have been calculated using the monthly average shares method. See accompanying notes to financial statements. ADDITIONAL INFORMATION (UNAUDITED) TRUSTEES(1) AND OFFICERS NUMBER OF POSITIONS PORTFOLIOS OTHER DIRECTORSHIPS HELD WITH IN FUND HELD BY TRUSTEE NAME, TRUST AND PRINCIPAL COMPLEX (THE POSITION HELD IS ADDRESS(2) LENGTH OF OCCUPATION(S) OVERSEEN A DIRECTORSHIP UNLESS AND DATE OF BIRTH SERVICE(3) DURING PAST 5 YEARS BY TRUSTEE INDICATED OTHERWISE.) - ----------------- ---------- ------------------- ---------- --------------------- INTERESTED TRUSTEES(4) Lacy B. Herrmann Chairman Founder and Chairman of the 12 Director or trustee, OCC Cash New York, NY of the Board Board, Aquila Management Reserves, Inc., OCC Accumulation (05/12/29) of Trustees Corporation, the sponsoring Trust, Oppenheimer Quest Value since 1992 organization and Manager or Funds Group, Oppenheimer Small Administrator and/or Adviser or Cap Value Fund, Oppenheimer Sub-Adviser to each fund of the Midcap Fund, and Oppenheimer Aquilasm Group of Funds(5) and Rochester Group of Funds. Founder, Chairman of the Board of Trustees and (currently or until 1998) President of each since its establishment, beginning in 1984; Director of the Distributor since 1981 and formerly Vice President or Secretary, 1981-1998; President and a Director, STCM Management Company, Inc., sponsor and investment adviser to Capital Cash Management Trust since 1973; Trustee Emeritus, Brown University and active in university, school and charitable organizations. Diana P. Herrmann Trustee since President and Chief Operating 7 None New York, NY 1997 and Officer of the Manager since (02/25/58) President since 1997, a Director since 1984, 1998 Secretary since 1986 and previously its Executive Vice President, Senior Vice President or Vice President, 1986-1997; President, Senior Vice President or Executive Vice President of funds in the Aquilasm Group of Funds since 1986; Director of the Distributor since 1997; trustee, Reserve Money-Market Funds, 1999-2000 and Reserve Private Equity Series, 1998-2000; active in mutual fund and trade organizations and in charitable and volunteer organizations. NON-INTERESTED TRUSTEES Gary C. Cornia Trustee since President, the National Tax 4 None Orem, UT 1993 Association; Professor and Chair (06/24/48) of the Executive Committee, the International Center for Land Policy Studies and Training Institute, Taipei, Taiwan; formerly Associate Dean, Marriott School of Management, Brigham Young University, 1991-2000; Chair, Utah Governor's Tax Review Committee since 1993; Faculty Associate, the Land Reform Training Institute, Taipei, Taiwan and The Lincoln Institute of Land Policy, Cambridge, Massachusetts. William L. Ensign Trustee since Planning and Architectural 2 None Annapolis, MD 1992 Consultant; Acting Architect, (12/14/28) United States Capitol 1995-1997; formerly Assistant Architect; former trustee of various cultural organizations. Lyle W. Hillyard Trustee since President of the law firm of 1 None Logan, UT 2003 Hillyard, Anderson & Olsen, (09/25/40) Logan, Utah, since 1967; member of Utah Senate, 1985 to present, in the following positions: President, 2002, Senate Majority Leader, 1999-2000, Assistant Majority Whip, 1995-1998; served as Chairman of the following Senate Committees: Tax and Revenue, Senate Judiciary Standing, Joint Executive Appropriations, and Senate Rules; also Higher Education Appropriations Subcommittees for Higher Education and for Public Education. Anne J. Mills Trustee since President, Loring Consulting 5 None Castle Rock, CO 1994 Company since 2001; Vice (12/23/38) President for Business Affairs, Ottawa University, 1992-2001; IBM Corporation, 1965-1991; Budget Review Officer, the American Baptist Churches/USA, 1994-1997; director, the American Baptist Foundation since 1985 and Trustee Emerita, Brown University. OFFICERS Jerry G. McGrew Senior Vice President of the Distributor N/A N/A New York, NY President since since 1998, Registered Principal (06/18/44) 1997 since 1993, Senior Vice President, 1997-1998 and Vice President, 1993-1997; Senior Vice President, Aquila Rocky Mountain Equity Fund and five Aquila Bond Funds and Vice President, Churchill Cash Reserves Trust, 1995-2001. Kimball L. Young Senior Vice Co-portfolio manager, Tax-Free N/A N/A Salt Lake City, UT President since Fund For Utah since 2001; (08/07/46) 1998 Co-founder, Lewis Young Robertson & Burningham, Inc., a NASD licensed broker/dealer providing public finance services to Utah local govern ments, 1995-2001; Senior Vice President of two Aquila Bond Funds and Aquila Rocky Mountain Equity Fund; formerly Senior Vice President-Public Finance, Kemper Securities Inc., Salt Lake City, Utah. Thomas S. Albright Vice President Senior Vice President and N/A N/A Louisville, KY since 2001 Portfolio Manager, Churchill (07/26/52) Tax-Free Fund of Kentucky since July 2000; Vice President and Co-portfolio manager, Tax-Free Fund For Utah since 2001; Vice President and Portfolio Manager, Banc One Investment Advisors, Inc., 1994-2000. Stephen J. Caridi Assistant Vice Vice President of the N/A N/A New York, NY President since Distributor since 1995; Vice (05/06/61) 1993 President, Hawaiian Tax-Free Trust since 1998; Senior Vice President, Narragansett Insured Tax-Free Income Fund since 1998, Vice President 1996-1997; Assistant Vice President, Tax-Free Fund For Utah since 1993. Mary Kayleen Willis Assistant Vice Assistant Vice President of N/A N/A Salt Lake City, UT President Tax-Free Fund For Utah since (06/11/63) since 2002 January, 2002, various securities positions: Paine Webber, Inc., Salt Lake City, 1999-2002, Dean Witter Reynolds, Inc., Salt Lake City, 1996-1998. Joseph P. DiMaggio Chief Financial Chief Financial Officer of the N/A N/A New York, NY Officer since Aquilasm Group of Funds since (11/06/56) 2003 and 2003 and Treasurer since 2000; Treasurer since Controller, Van Eck Global 2000 Funds, 1993-2000. Edward M. W. Hines Secretary since Partner, Hollyer Brady Smith & N/A N/A New York, NY 1992 Hines LLP, legal counsel to the (12/16/39) Fund, since 1989; Secretary of the Aquilasm Group of Funds. Robert W. Anderson Assistant Compliance Officer of the N/A N/A New York, NY Secretary Manager since 1998 and Assistant (08/23/40) since 2000 Secretary of the Aquilasm Group of Funds since 2000; trustee, Alpha Strategies Fund since July, 2002; Consultant, The Wadsworth Group, 1995-1998. John M. Herndon Assistant Assistant Secretary of the N/A N/A New York, NY Secretary Aquilasm Group of Funds since (12/17/39) since 1995 1995 and Vice President of the four Aquila Money-Market Funds since 1990; Vice President of the Manager since 1990. Lori A. Vindigni Assistant Assistant Treasurer of the N/A N/A New York, NY Treasurer Aquilasm Group of Funds since (11/02/66) since 2000 2000; Assistant Vice President of the Manager since 1998; Fund Accountant for the Aquilasm Group of Funds, 1995-1998. - ------------- (1) The Fund's Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling 800-437-1020 (toll free). (2) The mailing address of each Trustee and officer is c/o Tax-Free Fund For Utah, 380 Madison Avenue, New York, NY 10017. (3) Each Trustee holds office until the next annual meeting of shareholders or until his or her successor is elected and qualifies. The term of office of each officer is one year. (4) Mr. Herrmann and Ms. Herrmann are interested persons of the Fund, as that term is defined in the 1940 Act, as officers of the Fund and their affiliations with both the Manager and the Distributor. Each is also an interested person as a member of the immediate family of the other. (5) In this material Pacific Capital Cash Assets Trust, Pacific Capital U.S. Government Securities Cash Assets Trust, Pacific Capital Tax-Free Cash Assets Trust, and Capital Cash Management Trust, each of which is a money-market fund, are called the "Aquila Money-Market Funds"; Hawaiian Tax-Free Trust, Tax-Free Trust of Arizona, Tax-Free Trust of Oregon, Tax-Free Fund of Colorado, Churchill Tax-Free Fund of Kentucky, Narragansett Insured Tax-Free Income Fund and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund, are called the "Aquila Bond Funds"; Aquila Rocky Mountain Equity Fund is an equity fund; considered together, these 12 funds are called the "Aquilasm Group of Funds." PRIVACY NOTICE (unaudited) OUR PRIVACY POLICY. In providing services to you as an individual who owns or is considering investing in shares of a fund of the Aquila(SM) Group of Funds, we collect certain nonpublic personal information about you. Our policy is to keep this information strictly safeguarded and confidential, and to use or disclose it only as necessary to provide services to you or as otherwise permitted by law. Our privacy policy applies equally to former shareholders and persons who inquire about a fund. INFORMATION WE COLLECT. "Nonpublic personal information" is personally identifiable financial information about you as an individual or your family. The kinds of nonpublic personal information we have about you may include the information you provide us on your share purchase application or in telephone calls or correspondence with us, and information about your fund transactions and holdings, how you voted your shares and the account where your shares are held. INFORMATION WE DISCLOSE. We disclose nonpublic personal information about you to companies that provide necessary services to your fund, such as the fund's transfer agent, distributor, investment adviser or sub-adviser and to our affiliates, as permitted or required by law, or as authorized by you. We also may disclose this information to another fund of the Aquila(SM) Group of Funds or its distributor, or to the broker-dealer that holds your fund shares, under agreements that permit them to use the information only to provide you information about your fund, other funds in the Aquila(SM) Group of Funds or new services we are offering which may be of interest to you. Any other use is strictly prohibited. We do not sell information about you or any of our fund shareholders to anyone. HOW WE SAFEGUARD YOUR INFORMATION. We restrict access to nonpublic personal information about you to only those persons who need it to provide services to you or who are permitted by law to receive it. We maintain physical, electronic and procedural safeguards to protect the confidentiality of all nonpublic personal information we have about you. If you have any questions regarding our Privacy Policy, please contact us at 1-800-437-1020. FEDERAL TAX STATUS OF DISTRIBUTIONS (UNAUDITED) This information is presented in order to comply with a requirement of the Internal Revenue Code AND NO CURRENT ACTION ON THE PART OF SHAREHOLDERS IS REQUIRED. For the fiscal year ended June 30, 2003, $3,383,664 of dividends paid by Tax-Free Fund For Utah, constituting 96.06% of total dividends paid during the fiscal year ended June 30, 2003, were exempt-interest dividends, and the balance was ordinary dividend income. Prior to January 31, 2003, shareholders were mailed IRS Form 1099-DIV which contained information on the status of distributions paid for the 2002 CALENDAR YEAR. Prior to January 31, 2004, shareholders will be mailed IRS Form 1099-DIV which will contain information on the status of distributions paid for the 2003 CALENDAR YEAR. MANAGER, FOUNDER AND INVESTMENT ADVISER AQUILA MANAGEMENT CORPORATION 380 Madison Avenue, Suite 2300 New York, New York 10017 BOARD OF TRUSTEES Lacy B. Herrmann, Chairman Gary C. Cornia William L. Ensign Diana P. Herrmann Lyle W. Hillyard Anne J. Mills OFFICERS Diana P. Herrmann, President Jerry G. McGrew, Senior Vice President Kimball L. Young, Senior Vice President and Co-Portfolio Manager Thomas S. Albright, Vice President and Co-Portfolio Manager M. Kayleen Willis, Assistant Vice President Joseph P. DiMaggio, Chief Financial Officer and Treasurer Edward M.W. Hines, Secretary DISTRIBUTOR AQUILA DISTRIBUTORS, INC. 380 Madison Avenue, Suite 2300 New York, New York 10017 CUSTODIAN BANK ONE TRUST COMPANY, N.A. 1111 Polaris Parkway Columbus, Ohio 43240 TRANSFER AND SHAREHOLDER SERVICING AGENT PFPC INC. 400 Bellevue Parkway Wilmington, Delaware 19809 INDEPENDENT AUDITORS KPMG LLP 757 Third Avenue New York, New York 10017 Further information is contained in the Prospectus, which must precede or accompany this report. ANNUAL REPORT JUNE 30, 2003 [Logo of Tax-Free Fund for Utah(SM): a rectangle containing desert boulders with the sun rising behind them] TAX-FREE FUND FOR UTAH A TAX-FREE INCOME INVESTMENT [Logo of the Aquila Group of Funds: an eagle's head] ONE OF THE AQUILA(SM) GROUP OF FUNDS ITEM 2. CODE OF ETHICS. 		Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. 		Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. 		Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. 		Not applicable. ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT 	INVESTMENT COMPANIES. 905: 	Not applicable. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) as of a date within 90 days of the fling of this report, the registrant's chief financial and executive officers have concluded that the disclosure controls and procedures of the registrant are appropriately designed to ensure that information required to be disclosed in the registrant's reports that are filed under the Securities Exchange Act of 1934 are accumulated and communicated to registrant's management, including its principal executive officer(s) and principal financial officer(s), to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the Securities and Exchange Commission. (b) There have been no significant changes in registrant's internal controls or in other factors that could significantly affect registrant's internal controls subsequent to the date of the most recent evaluation, including no significant deficiencies or material weaknesses that required corrective action. ITEM 10. EXHIBITS. (a)(1) Not applicable. (a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940. (b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940. SIGNATURES 	Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TAX-FREE FUND FOR UTAH By: /s/ Lacy B. Herrmann - --------------------------------- Chairman of the Board September 8, 2003 By: /s/ Diana P. Herrmann - --------------------------------- President September 8, 2003 By: /s/ Joseph P. DiMaggio - ----------------------------------- Chief Financial Officer September 8, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ Lacy B. Herrmann - --------------------------------- Lacy B. Herrmann Chairman of the Board September 8, 2003 By: /s/ Diana P. Herrmann - --------------------------------- Diana P. Herrmann President September 8, 2003 By: /s/ Joseph P. DiMaggio - ----------------------------------- Joseph P. DiMaggio Chief Financial Officer September 8, 2003 TAX-FREE FUND FOR UTAH EXHIBIT INDEX (a) (2)	Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940. (b) Certification of chief executive officer and chief financial officer as required by Rule 30a-2(b) of the Investment Company Act of 1940.