N-CSR 1 mp63ncsr201605.htm UNITED STATES


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 811-09053


The MP 63 Fund, Inc.

(Exact name of registrant as specified in charter)


MP 63 Fund, Inc.

8000 Town Centre Drive Suite 400

Broadview Heights, OH 44147

(Address of principal executive offices)(Zip code)


MP 63 Fund Inc.

8000 Town Centre Drive Suite 400

Broadview Heights, OH 44147

(Name and address of agent for service)


Registrant's telephone number, including area code: (914) 925-0022


Date of fiscal year end: February 29


Date of reporting period: February 29, 2016


Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).  The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles.


A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.


Item 1.  Reports to Stockholders.





Dear Fellow Shareholders,


February 29, 2016 marked the end of our seventeenth fiscal year, a year of slightly negative results in the stock market. For the Fund's fiscal year, the Fund achieved a total return of -5.25% closing the year at a Net Asset Value (NAV) of $16.65, adjusted for the $1.14 per share in dividends and capital gains distribution in December 2015.

 

To put the results achieved by the Fund in perspective, according to Morningstar, DRIPX outperformed its category (large cap blend) by 4.05 percentage points, and the S&P 500® index by 0.94 percentage points.


 

We are continually building up positions in our portfolio holdings by reinvesting dividends. From time to time we will take profits off the table when a holding exceeds a certain percentage of portfolio holdings and buy more shares of companies that offer better opportunities. So, for example, profits from Consumer Staples (like Food companies) were invested in Energy and Materials stocks during the past year.


And while the Fund’s investment strategy is not affected by short-term market conditions, market conditions did have an affect on the Fund’s holdings. The companies that benefitted most during the period were in the Consumer Staples Sector:  Hormel Foods Corp. (Total return during the period, including dividends: 47.67%), ConAgra Foods Inc. (23.27%), Kimberly-Clark Corp. (22.67%), and in the Utilities Sector: SCANA (18.92%) and Edison International (9.18%). Companies in the laggard sectors during the period that were affected (directly or indirectly) by the weakness in oil and commodity prices were Union Pacific Corp. (Total return during the period, including dividends: -38.32%), National Fuel Gas Co. (-26.91%), MDU Resources Group Inc.       (-15.03%) and Ryder System Inc. (-32.76%).


A few highlights once again confirm the fundamental strength of our strategy, which is to manage the fund efficiently from the point of view of expenses, while continually building our holdings over the long-term, without regard to short-term market conditions, by investing primary in companies that comprise the Moneypaper 63 Stock Index, a widely-diversified portfolio of high-quality companies that offer direct investing and dividend reinvestment to their shareholders.


1.

We surpassed the $1 million mark in dividends and interest received for the eighth straight year, receiving $1,437,396, up 12.7% from the $1,275,249 received in fiscal 2015.


2.

Fund performance again benefited from the tight lid we kept on expenses, which totaled $424,548 (compared with $422,662 a year earlier) and resulted in an expense ratio of 0.80% (up slightly from 0.79% last year, but down significantly from 0.91% in fiscal 2013). As we noted last year, paying for services at established prices (instead of a percentage of the fund’s NAV) allows the Fund to grow without increasing expenses. Any continuing market recovery or increase in



subscriptions would further reduce the expense ratio, providing meaningful “economies of scale” for shareholders.


3.

We paid an annual dividend of 33.508¢ per share and capital gains distributions of 80.214¢ per share (long-term) and 0.563¢ (short-term). Since inception, the fund has paid a total of $5.41162 per share in dividends and capital gains distributions.


4.

We limited portfolio turnover to 3.56%, despite realizing the capital gains mentioned above – which included the tax inversion of Medtronic. Meanwhile, we continued the process of integrating newer components, such as Chevron and Qualcomm.

   

We continue to believe that these results confirm the validity of our fundamental approach.  We congratulate DRIPX shareholders once again for their discipline and patience, and hope that you will join us in continuing to add to your holdings on a regular basis, allowing us to take advantage of what we believe are exceptional opportunities in the stock market over the long term.




Vita Nelson and David Fish, co-managers

April 29, 2016


Must be preceded or accompanied by a prospectus.

Mutual fund investing involves risk. Principal loss is possible.

Past performance is not a guarantee of future results.



THE MP63 FUND, INC.

PERFORMANCE ILLUSTRATION

FEBRUARY 29, 2016 (UNAUDITED)


AVERAGE ANNUAL RATE OF RETURN (%)

FOR PERIODS ENDING FEBRUARY 29, 2016


 

1 Year

5 Year

10 Year

Ending Value

The MP63 Fund, Inc.

-5.25%

9.74%

6.39%

$ 18,575

S&P 500 Index

-6.19%

10.13%

6.44%

$ 18,665


[mp63ncsr201605002.gif]


This chart assumes an initial investment of $10,000 made on the closing of February 28, 2006. Total return is based on the net change in NAV and assuming reinvestment of all dividends and other distributions. Performance figures represent past performance which is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost.  The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.


The Standard & Poor’s 500 Index (“S&P 500”) is a market value-weighted index, representing the aggregate market value of the common equity of 500 stocks primarily traded on the New York Stock Exchange.  The S&P 500 is a widely recognized, unmanaged index of common stock prices.  The figures for the S&P 500 reflect all dividends reinvested but do not reflect any deductions for fees, expenses or taxes.


The performance information shown represents past performance and should not be interpreted as indicative of the Fund's future performance. The performance also reflects reinvestment of all dividend and capital gain distributions. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the redemption of fund shares.




THE MP63 FUND, INC.

Portfolio Illustration

February 29, 2016 (Unaudited)


The following chart gives a visual breakdown of the Fund by the industry sectors the underlying securities represent as a percentage of the portfolio of investments.


[mp63ncsr201605004.gif]




Sectors are categorized using Morningstar® classifications.





The MP63 Fund, Inc.

 

 

 

 

 

 

 

 

Schedule of Investments

 

 

February 29, 2016

 

 

 

 

 Shares/Principal Amount of Assets

 Market Value

 

 

 

 

 COMMON STOCKS - 98.90%

 

 

 

 

 

 Aerospace/Aircrafts/Defense - 5.44%

 

                  6,400

 

Boeing Co.

 $         756,352

                  9,400

 

Raytheon Co.

         1,164,190

                  9,300

 

United Technologies Corp.

            898,566

 

 

 

         2,819,108

 Auto Parts - Retail/Wholesale - 1.81%

 

                10,400

 

Genuine Parts Co.

            937,560

 

 

 

 

 Banks - 4.06%

 

 

 

                29,900

 

Bank of America Corp.

            374,348

                27,700

 

BB&T Corp.

            890,832

                21,800

 

US Bancorp

            839,736

 

 

 

         2,104,916

 Beverages - 2.91%

 

 

                20,900

 

Coca-Cola Co.

            901,417

                  6,200

 

PepsiCo, Inc.

            606,484

 

 

 

         1,507,901

 Cable & Other Pay Television Services - 1.25%

 

                11,200

 

Comcast Corp., Class A

            646,576

 

 

 

 

 Chemicals - Diversified - 1.78%

 

                22,600

 

RPM International, Inc.

            923,210

 

 

 

 

 Chemicals - Specialty - 1.55%

 

                  7,900

 

Praxair, Inc.

            804,141

 

 

 

 

 Commercial Services - 1.70%

 

                  8,600

 

Ecolab, Inc.

            881,930

 

 

 

 

 Communication Equipment - 0.46%

 

                  4,700

 

Qualcomm, Inc.

            238,713

 

 

 

 

 Containers - Paper/Plastic - 1.79%

 

                18,900

 

Bemis Co., Inc.

            927,423

 

 

 

 

 Cosmetics & Personal Care - 1.57%

 

                12,400

 

Colgate-Palmolive Co.

            813,936

 

 

 

 

 Diversified Operations - 4.89%

 

                  6,500

 

3M Co.

         1,019,655

                34,300

 

Corning, Inc.

            627,690

                30,500

 

General Electric Co.

            888,770

 

 

 

         2,536,115

 Electronic Equipment - 1.43%

 

                15,200

 

Emerson Electric Co.

            742,216

 

 

 

 

 Electronic - Semiconductors - 1.87%

 

                32,700

 

Intel Corp.

            967,593

 

 

 

 

 Finance - Investment Management - 1.18%

 

                17,000

 

Franklin Resources, Inc.

            609,450

 

 

 

 

 Financial Services - 2.21%

 

                22,300

 

Paychex, Inc.

         1,145,997

 

 

 

 

 Food - Misc. Preparation - 6.33%

 

                16,200

 

Archer Daniels-Midland Co.

            566,352

                22,100

 

ConAgra Foods, Inc.

            929,526

                  8,500

 

General Mills, Inc.

            500,225

                30,200

 

Hormel Foods Corp.

         1,283,802

 

 

 

         3,279,905

 General Household Products - 1.65%

 

                  9,100

 

Stanley Black & Decker, Inc.

            855,491

 

 

 

 

 Insurance - Life/Property/Casual - 2.90%

 

                  9,700

 

AFLAC, Inc.

            577,344

                  8,600

 

Travelers Companies, Inc.

            924,672

 

 

 

         1,502,016

 Leisure Products - 1.30%

 

                  7,700

 

Polaris Industries, Inc.

            676,907

 

 

 

 

 Machinery - Const./Mining/Farming - 2.55%

 

                  8,300

 

Caterpillar, Inc.

            561,910

                  9,500

 

Deere & Co.

            761,710

 

 

 

         1,323,620

 Machinery - Electrical Equipment - 4.23%

 

                11,700

 

Dover Corp.

            711,126

                20,800

 

Johnson Controls, Inc.

            758,368

                15,500

 

Tennant Co.

            721,370

 

 

 

         2,190,864

 Manufacturing - 2.02%

 

                11,100

 

Illinois Tool Works, Inc.

         1,046,175

 

 

 

 

 Medical/Dental - Supplies - 2.05%

 

                  7,200

 

Becton Dickinson & Co.

         1,061,640

 

 

 

 

 Medical Instruments/Products - 1.48%

 

                  9,900

 

Medtronic, Inc.

            766,161

 

 

 

 

 Medical Drugs - 3.28%

 

                14,800

 

Abbott Laboratories

            573,352

                10,700

 

Johnson & Johnson

         1,125,747

 

 

 

         1,699,099

 Oil & Gas - International - 1.50%

 

                  9,700

 

Exxon Mobil Corp.

            777,455

 

 

 

 

 Paper & Paper Products - 1.99%

 

                  7,900

 

Kimberly Clark Corp.

         1,029,370

 

 

 

 

 Petroleum Refining - 0.45%

 

                  2,800

 

Chevron Corp.

            233,632

 

 

 

 

 Refuse Systems - 1.21%

 

                11,200

 

Waste Management, Inc.

            625,520

 

 

 

 

 Retail - Food & Restaurant - 1.02%

 

                  7,300

 

Yum! Brands, Inc.

            529,031

 

 

 

 

 Retail - Variety Stores - 1.97%

 

                  6,800

 

Costco Wholesale Corp.

         1,020,204

 

 

 

 

 Retail/Wholesale - Building Products - 2.13%

 

                  8,900

 

Home Depot, Inc.

         1,104,668

 

 

 

 

 Services - Prepackaged Software - 2.11%

 

                21,500

 

Microsoft Corp.

         1,093,920

 

 

 

 

 Soap, Detergent, Cleaning Preparations, Perfumes, Cosmetics - 1.44%

 

                  9,300

 

Proctor & Gamble Co.

            746,697

 

 

 

 

 Telecommunications Services - 3.06%

 

                22,900

 

AT&T, Inc.

            846,155

                24,200

 

CenturyLink, Inc.

            740,278

 

 

 

         1,586,433

 Textile - Apparel/Mill Products - 1.72%

 

                13,700

 

VF Corp.

            892,007

 

 

 

 

 Transportation - Equipment/Leasing - 1.30%

 

                11,900

 

Ryder Systems, Inc.

            674,968

 

 

 

 

 Transportation - Railroads - 1.48%

 

                  9,700

 

Union Pacific Corp.

            764,942

 

 

 

 

 Utility - Electric - 7.19%

 

                11,400

 

Duke Energy Corp.

            846,792

                16,600

 

Edison International

         1,131,456

                30,900

 

MDU Resources Group, Inc.

            562,689

                10,500

 

NextEra Energy, Inc.

         1,184,610

 

 

 

         3,725,547

 Utility - Gas Distribution - 3.17%

 

                12,200

 

National Fuel Gas Co.

            557,296

                16,700

 

SCANA Corp.

         1,085,834

 

 

 

         1,643,130

 Utility - Water - 2.26%

 

                38,325

 

Aqua America, Inc.

         1,171,595

 

 

 

 

 Wholesale-Medical, Dental & Hospital Equipment & Supplies - 1.21%

 

                15,900

 

Owens & Minor, Inc.

            626,619

 

 

 

 

 TOTAL FOR COMMON STOCK (Cost $31,711,928) - 98.90%

       51,254,401

 

 

 

 

 MONEY MARKET FUND - 0.86%

 

              445,166

 

Fidelity Money Market Portfolio Select Class (Cost $445,166) 0.08%**

            445,166

 

 

 

 

 

 

TOTAL INVESTMENTS - 99.76% (Cost $32,157,094) (Note 4)

       51,699,567

 

 

 

 

   

 

OTHER ASSETS LESS LIABILITIES - 0.24%

            125,947

 

 

 

 

 

 

NET ASSETS - 100.00%

 $    51,825,514

 

 

 

 

 

 

 

 

** Variable rate security; the money market rate shown represents the yield at February 29, 2016.

 

The accompanying notes are an integral part of these financial statements.

 




The MP63 Fund, Inc.

 

 

 

Statement of Assets and Liabilities

 

February 29, 2016

 

 

 

Assets

 

     Investments at Market Value (Cost $32,157,094)

 $    51,699,567

     Receivables

 

    Dividends and Interest

            155,850

    Shareholder Subscriptions

                5,110

 Prepaid Expenses

              18,867

               Total Assets

       51,879,394

Liabilities

 

    Other Accrued Expenses

              24,047

 Accrued Directors Fees (Note 3)

                4,889

 Accrued Fund Servicing Fees (Note 3)

                3,500

 Accrued Administrative Fees (Note 3)

                4,501

 Accrued Management Fees (Note 3)

              16,943

               Total Liabilities

              53,880

 

 

Net Assets

 $    51,825,514

 

 

Net Assets Consist of:

 

     Capital Stock, $0.001 par value; 1 billion shares

 

          authorized; 3,113,571 shares issued and outstanding

 $             3,114

     Additional Paid in Capital

       32,115,329

     Accumulated Undistributed Net Investment Income

              41,243

     Realized Gain on Investments - Net

            123,355

     Unrealized Appreciation in Value

 

          of Investments Based on Identified Cost - Net

       19,542,473

Net Assets

 $    51,825,514

 

 

Net Asset Value and Offering Price ($51,825,514/3,113,571)

 $             16.65

 

 

Redemption Price Per Share ($16.65 x .99)*

 $             16.48

 

 

* The Fund will deduct a 1% redemption fee from redemption proceeds if purchased and redeemed

    within 6 months.

 

The accompanying notes are an integral part of these financial statements.

 

 

 

 The MP63 Fund, Inc.

 

 

 

 Statement of Operations

 

 For the year ended February 29, 2016

 

 

 

Investment Income:

 

     Dividend Income

 $      1,436,626

     Interest Income

                   770

          Total Investment Income

         1,437,396

Expenses:

 

     Investment advisor fees (Note 3)

            185,384

     Administration fees (Note 3)

              53,310

     Fund servicing expense (Note 3)

              41,770

     Registration fees

              31,846

     Insurance expense

              11,794

     Printing and postage expense

                8,981

     Compliance fees (Note 3)

              17,000

     Miscellaneous expense

                3,280

     Custody fees

                8,567

     Legal fees

              36,505

     Director fees (Note 3)

                6,000

     Audit fees

              20,111

          Total Expenses

            424,548

 

 

Net Investment Income

         1,012,848

 

 

Realized and Unrealized Loss on Investments:

 

     Realized Gain on Investments

         1,235,725

     Change in Unrealized Appreciation on Investments

        (5,200,027)

Net Realized and Unrealized Loss on Investments

        (3,964,302)

 

 

Net Decrease in Net Assets from Operations

 $     (2,951,454)

 

 

 The accompanying notes are an integral part of these financial statements.

 




The MP63 Fund, Inc.

 

 

 

 

 

 

 

Statements of Changes in Net Assets

 

 

 

 

 

 

 

 

For the

 

For the

 

Year Ended

 

Year Ended

 

February 29, 2016

 

February 28, 2015

From Operations:

 

 

 

     Net Investment Income

 $            1,012,848

 

 $               852,587

     Net Realized Gain on Investments

               1,235,725

 

               1,729,847

     Net Unrealized Appreciation (Depreciation)

             (5,200,027)

 

               4,248,178

     Increase (Decrease) in Net Assets from Operations

             (2,951,454)

 

               6,830,612

 

 

 

 

From Distributions to Shareholders:

 

 

 

      Net Investment Income

                (983,856)

 

                (832,105)

      Net Realized Gain from Security Transactions  

             (2,371,760)

 

             (1,242,484)

      Change in Net Assets from Distributions

             (3,355,616)

 

             (2,074,589)

 

 

 

 

From Capital Share Transactions

 

 

 

     Proceeds From Sale of Shares

               1,951,040

 

               1,766,372

     Shares Issued on Reinvestment of Dividends

               3,332,298

 

               2,060,705

     Cost of Shares Redeemed

 

 

 

          (net of redemption fees $360 and $118, respectively)

             (3,283,434)

 

             (2,910,428)

Net Increase from Shareholder Activity

               1,999,904

 

                  916,649

 

 

 

 

Net Increase (Decrease) in Net Assets

             (4,307,166)

 

               5,672,672

 

 

 

 

Net Assets at Beginning of Period

             56,132,680

 

             50,460,008

Net Assets at End of Period (Including Undistributed Net

 

 

 

     Investment Income of $41,243 and $12,251, respectively)

 $          51,825,514

 

 $          56,132,680

 

 

 

 

Share Transactions:

 

 

 

     Issued

                  110,088

 

                    97,752

     Reinvested

                  196,944

 

                  109,205

     Redeemed

                (185,596)

 

                (160,343)

Net Increase in shares

                  121,436

 

                    46,614

Shares outstanding beginning of period

               2,992,135

 

               2,945,521

Shares outstanding end of period

               3,113,571

 

               2,992,135

 

 

 

 

 The accompanying notes are an integral part of these financial statements.

 

 

 




 

 

 

 

 

 

 

 

 

 

 

 The MP63 Fund, Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Highlights

 

 

 

 

 

 

 

 

 

 

Selected data for a share outstanding throughout the period:

For the

 

For the

 

For the

 

For the

 

For the

 

 

Year Ended

 

Year Ended

 

Year Ended

 

Year Ended

 

Year Ended

 

 

February 29, 2016

 

February 28, 2015

 

February 28, 2014

 

February 28, 2013

 

February 29, 2012

 

Net Asset Value -

 

 

 

 

 

 

 

 

 

 

     Beginning of Period

 $              18.76

 

 $              17.13

 

 $              14.12

 

 $              12.61

 

 $              12.43

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

0.34

 

0.29

 

0.26

 

0.28

 

0.23

 

Net Gains (Losses) on Securities (realized and unrealized)

(1.31)

 

2.06

 

3.19

 

1.55

 

0.19

 

     Total from Investment Operations

(0.97)

 

2.35

 

3.45

 

1.83

 

0.42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Early Redemption Fees

0.00

*

0.00

*

0.00

*

0.00

*

0.00

*

 

 

 

 

 

 

 

 

 

 

 

Distributions (From Net Investment Income)

(0.33)

 

(0.29)

 

(0.27)

 

(0.32)

 

(0.24)

 

Distributions (From Capital Gains)

(0.81)

 

(0.43)

 

(0.17)

 

0.00

 

0.00

 

    Total Distributions

(1.14)

 

(0.72)

 

(0.44)

 

(0.32)

 

(0.24)

 

 

 

 

 

 

 

 

 

 

 

 

Net Asset Value -

 

 

 

 

 

 

 

 

 

 

     End of Period

 $              16.65

 

 $              18.76

 

 $              17.13

 

 $              14.12

 

 $              12.61

 

 

 

 

 

 

 

 

 

 

 

 

Total Return (a)

(5.25)%

 

13.67 %

 

24.46 %

 

14.72 %

 

3.47 %

 

 

 

 

 

 

 

 

 

 

 

 

Ratios/Supplemental Data

 

 

 

 

 

 

 

 

 

 

    Net Assets - End of Period (Thousands)

               51,826

 

               56,133

 

               50,460

 

               42,707

 

               39,576

 

    Ratio of Expenses to Average Net Assets

0.80%

 

0.79%

 

0.77%

 

0.91%

 

0.88%

 

    Ratio of Net Income to Average Net Assets

1.92%

 

1.60%

 

1.66%

 

2.11%

 

1.93%

 

    Portfolio Turnover Rate

3.56%

 

6.15%

 

4.25%

 

4.22%

 

8.60%

 

 

 

 

 

 

 

 

 

 

 

 

(a) Total returns are historical and assume changes in share price, reinvestment of dividends and capital gain distributions

      and assume no redemption fees.

 

 

 

 

 

 

 

 

 

 

* Amount is less than $0.005

 

 

 

 

 

 

 

 

 

 

 The accompanying notes are an integral part of these financial statements.

 

 

 

 

 

 

 

 

 




THE MP63 FUND, INC.

Notes to Financial Statements

February 29, 2016


NOTE 1. ORGANIZATION


The MP63 Fund (the "Fund") is organized as a Maryland Corporation, incorporated on October 13, 1998, and registered as an open-end, diversified, management investment company under the Investment Company Act of 1940, as amended.  The Fund's business and affairs are managed by its officers under the direction of its Board of Directors.  The Fund's investment objective is to seek long-term capital appreciation for shareholders.


NOTE 2. SIGNIFICANT ACCOUNTING POLICIES


The following is a summary of the significant accounting policies followed by the Fund in the preparation of their financial statements.  The Fund is an investment company that follows the accounting and reporting guidance of Accounting Standards Codification Topic 946 applicable to investment companies.


A.

Security Valuation - Portfolio securities traded on a national securities exchange are stated at the last reported sales price or a market’s official close price on the day of valuation. Portfolio securities for which market quotations are readily available are valued at market value. Portfolio securities for which market quotations are not considered readily available are valued at fair value on the basis of valuations furnished by a pricing service approved by the Board of Directors. Portfolio companies during this reporting period are all widely traded and pricing information is readily available.


Mutual Funds must utilize various methods to measure the fair value of most of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:


Level 1 - Unadjusted quoted prices in active markets for identical assets.


Level 2 - Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.


Level 3 - Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuating the asset or liability, and would be based on the best information available.


To the extent that valuation is based on models or inputs that are less observable or unobservable, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3. However, the inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.




The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of February 29, 2016:




THE MP63 FUND, INC.

Notes to Financial Statements

February 29, 2016



(Assets)

Level 1

 

Level 2

 

Level 3

 

Total

Equity Securities

$51,254,401

 

$        -

 

$        -

 

$51,254,401

Money Market Fund

445,166

 

-

 

-

 

445,166

Total

$51,699,567

 

$        -

 

$        -

 

$51,699,567


The Fund did not hold any level 3 assets during the year ended February 29, 2016.  There were no significant transfers into or out of level 1 or level 2 during the period. It is the Fund’s policy to recognize transfers into and out of level 1 and level 2 at the end of the reporting period.  The Fund did not engage in any derivative transactions during the year ended February 29, 2016.


B.

Security Transactions and Related Investment Income - Securities transactions are accounted for on the trade date.  Dividend income is recorded on the ex-dividend date.  Interest income is recorded on the accrual basis.


C.

Federal Income Taxes - The Fund’s policy is to continue to comply with requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its net investment income as dividends to its shareholders.  The Fund intends to distribute their net long-term capital gains and their net short-term capital gains at least once a year. Therefore, no provision for federal income taxes is required.


The Fund recognizes the tax benefits of certain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. As of, and during the year ended February 29, 2016, management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken in the Fund’s open tax years or expected to be taken in the Fund’s 2015 tax returns. The Fund identifies their major tax jurisdictions as U.S. Federal and certain State tax authorities; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statement of operations. As of, and during the year ended February 29, 2016, the Fund did not incur any interest or penalties.


D.

Dividends and Distributions to Shareholders - The Fund records dividends and distributions to shareholders on the ex-dividend date. The Fund will distribute its net investment income, if any, and net realized capital gains, if any, annually.


E.

Credit Risk - Financial instruments that potentially subject the Fund to credit risk include cash deposits in excess of federally insured limits.


F.

Use of Estimates - The preparation of financial statements in conformity with GAAP 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 revenues and



expenses during the reporting periods. Actual results could differ from those estimates.




THE MP63 FUND, INC.

Notes to Financial Statements

February 29, 2016




NOTE 3.  INVESTMENT ADVISORY AGREEMENT AND OTHER RELATED PARTY TRANSACTIONS


The Fund has entered into an investment advisory agreement (the "Agreement") with The Moneypaper Advisor, Inc. (the "Advisor").  Under this Agreement, the Advisor provides the Fund with investment advice and supervises the Fund's investments.  As compensation for the services rendered, the Fund pays the Advisor a fee accrued daily based on an annualized rate of 0.35% of the daily net asset value.  For the year ended February 29, 2016 the Advisor earned fees of $185,384.  At February 29, 2016 the Fund owed the Advisor $16,943 for advisory fees.  


The Advisor has voluntarily agreed to defer its fee and to reimburse the Fund for other expenses if the total operating expenses of the Fund exceed an annual rate of 1.25% of average daily net assets.  Under the terms of the Agreement, fees deferred or expenses reimbursed are subject to reimbursement by the Fund, if so requested by the Advisor, up to three fiscal years from the fiscal year the fee or expense was incurred. However, no reimbursement payment will be made by the Fund if it would result in the Fund exceeding the voluntary expense limitation described above.


The Fund has agreements in place with Mutual Shareholder Services ("MSS") to provide administrative, transfer agency, and fund accounting services.  Under these agreements, MSS is paid a fixed annual fee for accounting and administration services which increases incrementally at specified asset thresholds, plus blue sky servicing fees paid on a per filing basis.  For transfer agency services, MSS receives a fixed fee per account, subject to an annual minimum.  For the fiscal year ending February 29, 2016, the Fund paid MSS $53,310 for the services that it provided to the Fund, comprised of $35,294 in accounting and administrative services and $18,016 in transfer agency services.  At February 29, 2016, $4,501 was due to MSS for services provided.


An affiliate of the Advisor provides services to the Fund. These fund servicing expenses amounted to $41,770 for the year ended February 29, 2016.  At February 29, 2016, the Fund owed $3,500 for fund servicing expenses.  


Vita Nelson is an officer and director of the Advisor and also an officer and director of the Fund.  The Fund currently pays each Independent Director an annual retainer of $2,000 for regular compensation.  The Fund currently does not pay special compensation to any Director.  The Interested Director does not receive any compensation from the Fund for her services as a Director. For the year ended February 29, 2016 the Fund incurred $6,000 in regular compensation director fees and expenses.   


The Fund pays the Chief Compliance Officer and the Assistant Chief Compliance Officer $1,000 and $500 per month, respectively. For the year ended February 29, 2016, The Fund paid the Chief Compliance Officer $12,000 and the Assistant Chief Compliance Officer $5,000.  The Chief Compliance Officer is an affiliate of a Fund Director.


NOTE 4. INVESTMENT TRANSACTIONS




For the year ended February 29, 2016, purchases and sales of securities, excluding short-term investments, aggregated $2,110,506 and $1,851,460, respectively. Cumulative unrealized appreciation (depreciation) amounted to the following: Unrealized appreciation $20,604,604 Unrealized depreciation ($1,062,131), Net unrealized appreciation $19,542,473.


For Federal income tax purposes, the cost of investments owned at February 29, 2016 was $32,157,094.



THE MP63 FUND, INC.

Notes to Financial Statements

February 29, 2016


NOTE 5.  TAX INFORMATION


Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary.  Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gain as ordinary income for tax purposes.


As of February 29, 2016, the components of net assets on a tax basis were as follows: Ordinary income $41,243, Long term gains $123,355 Unrealized appreciation $20,604,604 Unrealized depreciation (1,062,131).


The tax character of distributions paid during the fiscal year ended February 29, 2016 was as follows:

Distributions paid from: Ordinary income $983,856, Short term capital gains $16,531, Long term capital gains $2,355,229.


The tax character of distributions paid during the fiscal year ended February 28, 2015 was as follows:

Distributions paid from: Ordinary income $832,105, Short term capital gains $10,479, Long term capital gains $1,232,005.


NOTE 6.  SUBSEQUENT EVENTS


Management has evaluated subsequent events through the date the financial statements were issued.  Based upon this evaluation, the Fund has determined no subsequent events have occurred which would require disclosure in the financial statements.




Report of Independent Registered Public Accounting Firm



To the Shareholders and Board of Directors of

The MP63 Fund, Inc.:



We have audited the accompanying statement of assets and liabilities of The MP63 Fund, Inc. (the “Fund”), including the schedule of investments as of February 29, 2016, 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of February 29, 2016, by correspondence with the custodian and brokers.  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 The MP63 Fund, Inc. as of February 29, 2016, the results of its operations for the year then ended, 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.


[mp63ncsr201605005.jpg]


WithumSmith+Brown, PC

Princeton NJ

April 27, 2016




Expense Example


As a shareholder of the MP63 Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution [and/or service] (12b-1) fees; and other Fund expenses.  This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.


The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, September 1, 2015 through February 29, 2016.


Actual Expenses


The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.


Hypothetical Example for Comparison Purposes


The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Fund’s actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in this Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.


 

Beginning Account Value

Ending Account Value

Expenses Paid During the Period*

 

September 1, 2015

February 29, 2016

September 1, 2015 to

February 29, 2016

 

 

 

 

Actual

$1,000.00

$1,038.24

$4.16

Hypothetical

 

 

 

 (5% Annual Return before expenses)

$1,000.00

$1,020.79

$4.12

 

 

 

 

 

 

 

 

 

 

 

 

* Expenses are equal to the Fund's annualized expense ratio of 0.82%, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).




The Board of Directors supervises the business activities of the Fund.  The names of the Directors and principal officers of the Fund are shown below.  For more information regarding the Directors, please refer to the Statement of Additional Information, which is available free upon request by calling 1-877-676-3386.


Name, Address and Age

Position(s) Held with the Fund

Term of Office and Length of Time Served 1

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen by Director

Other Directorships Held By Director


Disinterested Directors:



Ted S. Gladstone

Age: 82

8000 Town Centre Dr., Suite 400

Broadview Heights, OH 44147


Director


Indefinite – since 1998


President, Gladstone

Development Corporation

(real estate development)


1


None

Gloria Schaffer

Age: 84

8000 Town Centre Dr., Suite 400

Broadview Heights, OH 44147

Director

Indefinite – since 1998

Partner, CA White

(real estate development)

1

None


Interested Directors:



Vita Nelson 1,2

Age: 77

8000 Town Centre Dr., Suite 400

Broadview Heights, OH 44147


Director


Indefinite – since 1998


President, Editor and Publisher of The Moneypaper, Inc. (newsletter)


1

Director, The Moneypaper Advisor, Inc.; Director, Temper of the Times Communications, Inc.  Director, Moneypaper, Inc.


Principal Officers who are not Directors:



Lester Nelson 1

Age: 86

8000 Town Centre Dr., Suite 400

Broadview Heights, OH 44147


Secretary


Indefinite – since 1998


Law Firm of Lester Nelson


1


Director, Moneypaper Advisor, Inc.; Director, Temper of the Times Communications, Inc.  Director, Moneypaper, Inc.

David Fish

Age: 66

8000 Town Centre Dr., Suite 400

Broadview Heights, OH 44147

Treasurer

Indefinite – since 2003

Executive Editor of The Moneypaper, Inc. (newsletter)

1

None




THE MP63 FUND, INC.

Additional Information (Unaudited)

February 29, 2016


INFORMATION REGARDING PROXY VOTING


A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, are available without charge upon request by (1) calling the Fund at 1-877-676-3386 and (2) from Fund’s documents filed with the Securities and Exchange Commission ("SEC") on the SEC's website at www.sec.gov.


Information Regarding Portfolio Holdings


The Fund files a complete schedule of investments with the SEC for the first and third quarter of each fiscal year on Form N-Q.  The Fund’s first and third fiscal quarters end on May 31 and November 30. The Fund’s Form N-Q’s are available on the SEC’s website at http://sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (call 1-800-732-0330 for information on the operation of the Public Reference Room).  You may also obtain copies by calling the Fund at 1-877-676-3386.

 


Item 2. Code of Ethics.


(a)

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.  A copy of registrant’s code of ethics will be provided to any person who requests it, without charge.  To receive a copy of the registrant's code of ethics, write to the Fund at MP63 Fund, Inc., 8000 Town Centre Drive Suite 400, Broadview Heights, OH  44147.  A copy will be sent to you within three (3) business days of receipt of your request.


(b)

For purposes of this item, “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:


(1)

Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

(2)

Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant;

(3)

Compliance with applicable governmental laws, rules, and regulations;

(4)

The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and

(5)

Accountability for adherence to the code.


(c)

Amendments: During the period covered by the report, there have not been any amendments to the provisions of the code of ethics.


(d)

Waivers:  During the period covered by this report, the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics.


Item 3. Audit Committee Financial Expert.


The registrant's Board of Directors has determined that the registrant does not have an audit committee financial expert. The audit committee members and the full Board determined that, although none of its members meet the technical definition of an audit committee financial expert, the committee has sufficient financial expertise to adequately perform its duties under the Audit Committee Charter without the addition of a qualified expert.


Item 4. Principal Accountant Fees and Services.



 

(a)

Audit Fees.  The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $16,500 and $16,500 with respect to the registrant’s fiscal years ended February 29, 2016 and February 28, 2015, respectively.


(b)

Audit-Related Fees.  No fees were billed in either of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item.


(c)

Tax Fees.  The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $1,500 and $1,500 with respect to the registrant’s fiscal years ended February 29, 2016 and February 28, 2015, respectively.  The services comprising these fees are the preparation of the registrant’s federal income and excise tax returns.


(d)

All Other Fees.  No fees were billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item.






(e)(1)

The Audit Committee of The MP63 Fund, Inc. (the "Fund") is charged with the responsibility to monitor the independence of the Fund's independent accountants.  As part of this responsibility, the Audit Committee must pre-approve any independent accounting firm's engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant's independence. The Committee's evaluation will be based on:


>   a review of the nature of the professional services expected to be provided,

>   review of the safeguards put into place by the accounting firm to safeguard independence, and

>   periodic meetings with the accounting firm.


POLICY FOR AUDIT AND NON-AUDIT SERVICES PROVIDED TO THE FUNDS


On an annual basis, the scope of audits for the Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund's independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services. Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent  accountants.  Proposed services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor's independence.  The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chairman pursuant to authority delegated in this Policy.


The categories of services enumerated under "Audit Services", "Audit-related Services", and "Tax Services" are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chairman) would expect upon the presentation of specific proposals to pre-approve.  The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services which the Committee (or the Committee Chairman) would consider for pre-approval.


AUDIT SERVICES


The following categories of audit services are considered to be consistent with the role of the Fund's independent accountants:


>   Annual Fund financial statement audits

>   SEC and regulatory filings and consents


AUDIT-RELATED SERVICES


The following categories of audit-related services are considered to be consistent with the role of the Fund's independent accountants:


>   Accounting consultations

>   Agreed upon procedure reports

>   Attestation reports

>   Other internal control reports


Individual audit-related services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chairman (or any other Committee member on whom this responsibility has been delegated).


TAX SERVICES


The following categories of tax services are considered to be consistent with the role of the Fund's independent accountants:


Tax compliance services related to the filing or amendment of the following:

Federal, state and local income tax compliance; an

Sales and use tax compliance

Timely RIC qualification reviews

Tax distribution analysis and planning

Accounting methods studies

Tax consulting services and related projects


The Fund’s independent accountants do not perform individual tax services for management individuals of the Fund.  Other permitted services are subject to an Audit Committee pre-approval process.


OTHER NON-AUDIT SERVICES


Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy.  Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.


PROSCRIBED SERVICES


The Fund's independent accountants will NOT render services in the following categories of non-audit services:


>   Bookkeeping or other services related to the accounting records or financial statements of the Fund

>   Financial information systems design and implementation

>   Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

>   Actuarial services

>   Internal audit outsourcing services

>   Management functions or human resources

>   Broker or dealer, investment adviser, or investment banking services

>   Legal services and expert services unrelated to the audit

>   Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.


PRE-APPROVAL OF NON-AUDIT SERVICES PROVIDED TO THE MONEYPAPER ADVISORS, INC. AND THE MONEYPAPER ADVISORS, INC. AFFILIATES


Certain non-audit services provided to The Moneypaper Advisors, Inc. or any entity controlling, controlled by or under common control with The Moneypaper Advisors, Inc. that provides ongoing services to the Fund (The Moneypaper Advisors, Inc. Affiliates) will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Fund. Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process, will be subject to pre-approval by the Committee Chairman (or any other Committee member on whom this responsibility has been delegated.  Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.


Although the Audit Committee will not pre-approve all services provided to The Moneypaper Advisors, Inc. Affiliates, the Committee will receive an annual report from the Fund's independent accounting firm showing the aggregate fees for all services provided to The Moneypaper Advisors, Inc. and The Moneypaper Advisors, Inc. Affiliates.


(e)(2)

None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.


(f)

Less than 50% of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.


(g)

With respect to the fiscal years ended February 29, 2016 and February 28, 2015, aggregate non-audit fees of $1,500 and $1,500, respectively, were billed by the registrant’s accountant for services rendered to the registrant.  With respect to the fiscal years ended February 29, 2016 and February 28, 2015, the registrant’s accountant did not render any services to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.


(h)

Not applicable.


Item 5.

Audit Committee of Listed Companies.


Not Applicable.


Item 6.

Schedule of Investments.


(a)

Not applicable.  [schedule filed with Item 1]


(b)

Not applicable.


Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds.


Not applicable.


Item 8.

Portfolio Managers of Closed-End Management Investment Companies.


Not applicable.


Item 9.


Purchase of Equity Securities By Closed End Management Investment Company and Affiliates.


Not applicable.


Item 10.

Submission of Matters to a Vote of Security Holders.


The registrant does not have specific procedures in place to consider nominees recommended by shareholders, but would consider such nominees if submitted in accordance with Rule 14a-8 under the Securities Exchange Act of 1934 in conjunction with a shareholder meeting to consider the election of trustees.


Item 11.

Controls and Procedures.


(a)

Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.


(b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.


Item 12.

Exhibits.


(a)(2)

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.


(a)(3)

Not applicable.


(b)

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.



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.


The MP 63 Fund, Inc.


By /s/Vita Nelson

*Vita Nelson

President

(principal executive officer)


Date May 6, 2016


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/Vita Nelson

*Vita Nelson

President

(principal executive officer)


Date May 6, 2016


By /s/David Fish

*David Fish

Treasurer

(principal financial officer)


Date May 6, 2016


* Print the name and title of each signing officer under his or her signature.