EIP Investment Trust

By (Signature and Title)

/s/ Linda Longville

Linda Longville, Treasurer and Principal Financial and Accounting Officer

(principal financial officer)

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, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

You should carefully consider the investment objectives, risks, charges, and expenses of the Fund before making an investment decision. The private placement memorandum contains this and other information - please read it carefully before investing or sending money. Except as noted, numbers in the private placement memorandum are unaudited. To obtain a copy of the private placement memorandum, please call (203) 349-8232.

We are pleased to submit the EIP Growth and Income Fund report for the first half of the year ended June 30, 2012.

Year to date, the EIP Growth and Income Fund is up 2.15%, which includes the reinvestment of dividends and any capital gain distributions.

For the first six months of 2012, the Wells Fargo Securities Midstream MLP Total Return Index was up 1.00%. This total return was made up of 2.86 percentage points from dividend yield (5.72% annualized equivalent yield) less 1.86 percentage points from price depreciation. The Fund’s total return exceeded the index primarily because of the types of MLPs owned and because the non-MLPs owned, such as pipeline utilities and electric power utilities, had positive relative performance. Bringing the index down the most were MLPs that are in cyclical businesses, especially those exposed to oil and natural gas prices.

While in the short term, share appreciation can be volatile, we believe that over the longer term, share appreciation will approximate growth in per share quarterly cash distributions paid by our portfolio companies. For MLPs, which make up a large portion of our equity portfolio, over the last 10 years, growth in per share distributions has averaged about 6.74%. Over the last 12 months, year-over-year growth in cash distributions for MLPs as measured by the Alerian MLP Index was +5.15% as of June, 2012. (Source: Alerian Capital Management). Infrastructure businesses such as pipelines, terminals and storage receive fees and tariffs that are generally not directly related to commodity prices. Growth for these companies is driven by changes in demand for petroleum and natural gas, inflation-related escalations to their fees and tariffs, and the accretion from new projects and acquisitions. We strive to reduce the portfolio’s exposure to cyclical businesses, but avoiding them entirely is neither possible nor desirable. Our tolerance for cyclicality increases if cyclical businesses are a small portion of a company’s operating income and/or generate income in excess of what is required to pay the dividend.

The Fund’s bond portfolio continues to provide income and stability to our overall portfolio returns. Bond performance was flat for the first half of the fiscal year. On average, the bonds are still trading near par.

In our view, the EIP Growth and Income Fund continues to offer investors the possibility of attractive returns through a combination of yield and growth based on high-quality energy infrastructure assets.

If you have any questions concerning your investment, please contact the Energy Income Partners Information Center at 1-203-349-8232. Thank you for your investment in EIP Growth and Income Fund.

LOGO


Par Value			Fair Value


	CORPORATE NOTES AND BONDS – 7.12%†
		Credit - Miscellaneous Business – 7.12%†
$	3,000,000	General Electric Capital Corp., MTN
		0.669%, 01/08/16 (a) (b)	$	2,899,302

		Total Corporate Notes and Bonds
		(Cost $3,001,657)		2,899,302


	U.S. GOVERNMENT AND AGENCY OBLIGATIONS – 63.40%†
		Federal Home Loan Bank – 2.48%†
	1,000,000	Federal Home Loan Bank
		1.625%, 03/20/13 (a)		1,009,946

		Federal Home Loan Mortgage – 25.79%†
	2,000,000	Federal Home Loan Mortgage
		0.179%, 11/02/12 (a) (b)		2,000,434
	8,500,000	Federal Home Loan Mortgage
		0.189%, 02/04/13 (a) (b)		8,503,264

				10,503,698

		Federal National Mortgage Association – 29.48%†
	12,000,000	Federal National Mortgage Association
		0.380%, 09/13/12 (a) (b)		12,005,460

		Federal Farm Credit Bank – 5.65%†
	2,300,000	Federal Farm Credit Bank
		0.400%, 09/26/13 (a)		2,299,862

		Total U.S. Government and Agency Obligations
		(Cost $25,807,475)		25,818,966


Shares			Fair Value


	MASTER LIMITED PARTNERSHIPS – 36.98%†
		Consumer Cyclicals – 1.57%†
	15,700	AmeriGas Partners, LP	$	639,775

		Energy – 33.33%†
	11,400	Alliance Holdings GP, LP		472,872
	18,100	Alliance Resource Partners, LP		1,015,772
	25,267	Buckeye Partners, LP		1,318,179
	13,400	El Paso Pipeline Partners, LP		452,920
	27,100	Energy Transfer Equity, LP		1,111,642
	54,469	Enterprise Products Partners, LP		2,790,991
	12,779	Holly Energy Partners, LP		723,291
	500	Magellan Midstream Partners, LP		35,320
	24,750	NuStar Energy, LP		1,333,778
	34,900	NuStar GP Holdings, LLC		1,083,296
	8,700	Oiltanking Partners, LP		272,745
	3,086	ONEOK Partners, LP		165,873
	5,000	Plains All American Pipeline, LP		404,050
	17,000	Spectra Energy Partners, LP		517,310
	16,113	Sunoco Logistics Partners, LP		584,419
	15,609	TC Pipelines, LP		672,748
	13,900	Transmontaigne Partners, LP		462,314
	3,000	Williams Partners, LP		156,720

				13,574,240

		Industrial – 2.08%†
	22,000	Teekay LNG Partners, LP		848,100

		Total Master Limited Partnerships
		(Cost $11,264,015)		15,062,115


	UNITED STATES COMMON STOCKS – 19.95%†
		Energy – 10.71%†
	43,397	Enbridge Energy Management, LLC (c)		1,387,402
	14,400	Kinder Morgan Management, LLC (c)		1,057,248
	45,961	Kinder Morgan, Inc.		1,480,863
	12,000	Spectra Energy Corp.		348,720
	3,000	Williams Companies, Inc.		86,460

				4,360,693

		Finance – 1.17%†
	27,600	MLP & Strategic Equity Fund (d)		476,100

		Utilities – 8.07%†
	10,000	Dominion Resources, Inc.		540,000
	2,000	Exelon Corp.		75,240
	2,000	ITC Holdings Corp.		137,820
	15,000	National Grid PLC, Sponsored ADR		794,850
	7,000	NextEra Energy, Inc.		481,670
	10,000	NiSource, Inc.		247,500
	4,000	Northeast Utilities		155,240
	6,000	Sempra Energy		413,280
	15,000	UGI Corp.		441,450

				3,287,050

		Total United States Common Stocks
		(Cost $6,847,663)		8,123,843


Shares			Fair Value


	CANADIAN COMMON STOCKS – 6.17%†
		Energy – 1.16%†
	16,000	Pembina Pipeline Corp.	$	408,918
	8,000	PHX Energy Services Corp.		62,862

				471,780

		Finance – 1.49%†
	27,500	Enbridge Income Fund Holdings, Inc.		608,290

		Utilities – 3.52%†
	8,000	Atco Ltd, Class I		567,960
	6,000	Emera, Inc.		198,075
	16,000	Keyera Corp.		666,025

				1,432,060

		Total Canadian Common Stocks
		(Cost $1,811,346)		2,512,130


	WARRANTS – 0.02%†
		Energy – 0.02%†
	4,480	Kinder Morgan, Inc., strike price $40.00, Exp. 05/25/17 (c)		9,677

		Total Warrants
		(Cost $8,534)		9,677

	Total Investments – 133.64%†
	(Cost $48,740,690)*			54,426,033


Principal

	REVERSE REPURCHASE AGREEMENTS (e) – (65.86)%†
$	(2,100,000)	With Credit Suisse for Federal Farm Credit Bank, 0.18% dated 06/29/12, to be repurchased at $2,100,032 on 07/02/12		(2,100,000	)
	(950,000)	With Credit Suisse for Federal Home Loan Bank, 0.25% dated 06/29/12, to be repurchased at $950,020 on 07/02/12		(950,000	)
	(1,900,000)	With Credit Suisse for Federal Home Loan Mortgage, 0.25% dated 06/29/12, to be repurchased at $1,900,040 on 07/02/12		(1,900,000	)
	(8,073,652)	With Credit Suisse for Federal Home Loan Mortgage, 0.25% dated 06/29/12, to be repurchased at $8,073,820 on 07/02/12		(8,073,652	)
	(11,400,000)	With Credit Suisse for Federal National Mortgage Association, 0.25% dated 06/29/12, to be repurchased at $11,400,238 on 07/02/12		(11,400,000	)
	(2,400,000)	With Credit Suisse for General Electric Capital Corp., MTN, 0.75% dated 06/29/12, to be repurchased at $2,400,150 on 07/02/12		(2,400,000	)

		Total Reverse Repurchase Agreements
		(Cost $(26,823,652))		(26,823,652	)

	Total Investments and Reverse Repurchase Agreements – 67.78%†
	(Cost $21,917,038)			27,602,381

	Other Assets in excess of Liabilities – 32.22%†			13,123,883

	Net Assets – 100.00%†		$	40,726,264

†

Percentages are calculated based on net assets, inclusive of reverse repurchase agreements.

Aggregate cost for federal tax purposes is $49,578,190.

(a)

Segregated as collateral for Reverse Repurchase Agreements as of June 30, 2012.

(b)

Floating rate note. The interest rate shown reflects the rate in effect at June 30, 2012.

(c)

Non-income producing security.

(d)

Closed-End Fund

(e)

A reverse repurchase agreement, although structured as a sale and repurchase obligation, acts as a financing transaction under which the Fund will effectively pledge certain assets as collateral to secure a short-term loan. Generally the other party to the agreement makes the loan in an amount equal to a percentage of the market value of the pledged collateral. At the maturity of the reverse repurchase agreement, the Fund will be required to repay the loan and interest and correspondingly receive back its collateral. While used as collateral, the assets continue to pay principal and interest which are for the benefit of the Fund.

ADR

American Depositary Receipt

MTN

Medium Term Note

The amount of $533,998 in cash was segregated with the broker, Credit Suisse, to cover margin requirements for the following open futures contracts as of June 30, 2012:

Short
Futures

Outstanding

Number of
Contracts

Notional
Amount**

Unrealized
Depreciation

Canadian Dollar (09/12)

5,810,100

79,740

)

The notional amount represents the U.S. value of the contract as of the day of the opening of the transaction.

The amount of $4,882,259 in cash was segregated with the custodian to cover the following total return swaps outstanding at June 30, 2012:

Long Total

Return Equity Swaps

Pay

Rate

Expiration
Date

Notional
Amount**

Unrealized
Appreciation
(Depreciation)

Inter Pipeline Fund***

1 month
LIBOR + 40
basis points

9/13/12

1,162,384

8,369

Mullen Group, Ltd.***

1 month
LIBOR + 40
basis points

9/13/12

233,384

4,916

Phoenix Technology Income Fund***

1 month
LIBOR +
116
basis points

9/13/12

102,262

(6,600

)

El Paso Pipeline Partners, LP***

1 month
LIBOR + 90
basis points

12/24/13

795,250

49,472

Kinder Morgan Management, LLC***

1 month
LIBOR + 50
basis points

12/24/13

1,262,457

64,616

Magellan Midstream Partners***

1 month
LIBOR + 70
basis points

12/24/13

1,996,731

100,699

Plains All American Pipeline, LP***

1 month
LIBOR + 50
basis points

12/24/13

767,600

40,325

Williams Pipeline Partners, LP***

1 month
LIBOR +

100
basis points

12/24/13

361,085

2,369


Long Total Return Equity Swaps	Pay Rate	Expiration Date		Notional Amount**		Unrealized Appreciation (Depreciation)
Centerpoint Energy inc.***	1 month LIBOR + 35 basis points		1/21/14	$	309,300	$	3,732
Dominion Resources, Inc.***	1 month LIBOR + 35 basis points		1/21/14		618,470		8,484
Enbridge, Inc.***	1 month LIBOR + 35 basis points		1/21/14		1,069,744		47,690
ITC Holdings Corp.***	1 month LIBOR + 35 basis points		1/21/14		897,481		1,658
National Grid PLC-SP ADR.***	1 month LIBOR + 35 basis points		1/21/14		154,050		10,942
Nextera Energy, Inc.***	1 month LIBOR + 35 basis points		1/21/14		772,578		18,556
Nisource Inc.***	1 month LIBOR + 35 basis points		1/21/14		1,089,620		(25,568	)
Northeast Utilities***	1 month LIBOR + 35 basis points		1/21/14		538,720		9,324
Questar Corp.***	1 month LIBOR + 35 basis points		1/21/14		202,500		7,688
Sempra Energy***	1 month LIBOR + 35 basis points		1/21/14		1,139,880		27,177
Southern Co.***	1 month LIBOR + 35 basis points		1/21/14		475,200		(12,065	)
Spectra Energy Corp.***	1 month LIBOR + 35 basis points		1/21/14		540,593		25,571
TransCanada Corp.***	1 month LIBOR + 35 basis points		1/21/14		554,894		12,449
UGI Corp.***	1 month LIBOR + 35 basis points		1/21/14		542,997		18,234
Williams Companies, Inc.***	1 month LIBOR + 35 basis points		1/21/14		1,593,574		(45,564	)
Wisconsin Energy Corp.***	1 month LIBOR + 35 basis points		1/21/14		196,450		2,864

				$	17,377,204	$	375,338

Statement of Cash Flows For the Six Months Ended June 30, 2012 (unaudited)

The financial highlights table is intended to help you understand the Fund’s financial performance for the periods shown of the Fund’s operations. Certain information reflects financial results for a share outstanding throughout each period. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributions).

1. ORGANIZATION

EIP Growth and Income Fund (the “Fund”) is a diversified, open-end management investment company. The Fund commenced operations on August 22, 2006. The Fund is currently the sole series of EIP Investment Trust (the “Trust”), a Delaware statutory trust. The Fund is managed by Energy Income Partners, LLC (the “Manager”). At this time, the Fund does not intend to publicly offer its shares. Fund shares are available only to certain unregistered investment companies through a “master/feeder” arrangement pursuant to Section 12(d)(1)(E) of the Investment Company Act of 1940, as amended (the “1940 Act”) and certain other accredited investors.

The Fund’s primary investment objective is to seek a high level of total shareholder return that is balanced between current income and growth. As a secondary objective, the Fund will seek low volatility. Under normal market conditions, the Fund’s investments will be concentrated in the securities of one or more issuers conducting their principal business activities in the Energy Industry. The Energy Industry is defined as enterprises connected to the exploration, development, production, gathering, transportation, processing, storing, refining, distribution, mining or marketing of natural gas, natural gas liquids (including propane), crude oil, refined petroleum products, electricity, coal or other energy sources.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements and which are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for investment companies. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

Security Valuation: For purposes of valuing investment securities, readily marketable portfolio securities listed on any exchange or the National Association of Securities Dealers Automated Quotation System (“NASDAQ”) Global Market are valued, except as indicated below, at the last sale price or the NASDAQ official closing price as determined by NASDAQ on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean between the most recent bid and asked price on such day. Portfolio securities traded on more than one securities exchange are valued at the last sale price on the business

day of which such value is being determined at the close of the exchange representing the principal market for such securities. Investments initially valued in currencies other than the U.S. dollar are converted to U.S. dollars using exchange rates obtained from independent pricing services. As a result, the net asset value (“NAV”) of the Fund’s shares may be affected by changes in the value of currencies in relation to the U.S. dollar. The value of securities traded in markets outside of the United States or denominated in currencies other than the U.S. dollar may be affected significantly on a day that the New York Stock Exchange (“NYSE”) is closed and an investor is not able to purchase or redeem shares.

Equity securities traded in the over-the-counter (“OTC”) market, but excluding securities trading on the NASDAQ Global Market, are valued at the closing bid prices, if held long, or at the closing asked prices, if held short. Debt securities are priced based upon valuations provided by independent, third-party pricing agents. These third-party pricing agents may employ methodologies that utilize actual market transactions, broker-dealer supplied valuation, or other electronic data processing techniques. Such techniques generally consider such factors as security prices, yields, maturities, call features, ratings and developments relating to specific securities in arriving at valuations. If reliable market quotations are not readily available with respect to a portfolio security held by the Fund, including any illiquid securities, or if a valuation is deemed inappropriate, the fair value of such security will be determined under procedures adopted by the Board of Trustees of the Trust (the “Board”) in a manner that most fairly reflects market value of the security on the valuation date as described below.

The use of fair value pricing by the Fund indicates that a readily available market quotation is unavailable (such as when the exchange on which a security trades does not open for the day due to extraordinary circumstances and no other market prices are available or when events occur after the close of a relevant market and prior to the close of the NYSE that materially affect the value of an asset) and in such situations the Board (or the Manager, acting at the Board’s direction) will estimate the value of a security using available information. In such situations, the values assigned to such securities may not necessarily represent the amounts which might be realized upon their sale. The use of fair value pricing by the Fund will be governed by valuation procedures adopted by the Trust’s Board, and in accordance with the provisions of the 1940 Act. At June 30, 2012, there were no fair valued securities.

The Fund did not have any transfers in and out of Level 1 and Level 2 during the six months ended June 30, 2012.

The Fund held no securities or financial instruments during the six months ended June 30, 2012, which were measured at fair value using Level 3 inputs.

At the end of each calendar quarter, management evaluates the Level 2 and 3 assets and liabilities, if applicable, for changes in liquidity, including but not limited to: whether a broker is willing to execute at the quoted price, the depth and consistency of prices from third party services, and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the Level 1 and 2 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period.

Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.

The fair value of the Fund’s reverse repurchase agreements, which qualify as financial instruments under FASB Accounting Standards Codification (“ASC”) 820 “Disclosures about Fair Values of Financial Instruments”, approximates the carrying amounts presented in the Schedule of Investments and Statement of Assets and Liabilities.

MLP Common Units: Master Limited Partnership (“MLP”) common units represent limited partnership interests in the MLP. Common units are generally listed and traded on U.S. securities exchanges or OTC with their value fluctuating predominantly based on the success of the

MLP. Unlike owners of common stock of a corporation, owners of MLP common units have limited voting rights. MLPs generally distribute all available cash flow (cash flow from operations less maintenance capital expenditures) in the form of quarterly distributions. Common unit holders have first priority to receive quarterly cash distributions up to the minimum quarterly distribution and have arrearage rights. In the event of liquidation, common unit holders have preference over subordinated units, but not debt holders or preferred unit holders, to the remaining assets of the MLP.

Cash and Cash Equivalents: The Fund maintains cash in a bank deposit account that, at times, may exceed federally insured limits. The Fund has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on such bank deposits. The Fund considers investments in money market funds and short-term highly liquid investments with maturities of 90 days or less (when acquired) to be cash equivalents. Cash equivalents are carried at cost. As of June 30, 2012, the Fund held $8,795,763 of PNC Bank Money Market included in cash and cash equivalents.

Restricted Cash: Restricted cash includes amounts required to be segregated with the Fund’s custodian or brokers as collateral for the Fund’s derivatives as shown on the Schedule of Investments.

Reverse Repurchase Agreements: One method by which the Fund currently incurs leverage is through the use of reverse repurchase agreements. In a reverse repurchase agreement, the Fund sells securities to a bank, securities dealer or one of their respective affiliates and agrees to repurchase such securities on demand or on a specified future date and at a specified price, including an implied interest payment. During the period between the sale and the forward purchase, the Fund will continue to receive principal and interest payments on the securities sold and also have the opportunity to earn a return on the securities furnished by the counterparty. Reverse repurchase agreements involve the risk that the buyer of the securities sold by the Fund might be unable to deliver them when the Fund seeks to repurchase such securities. If the buyer of the securities under the reverse repurchase agreement files for bankruptcy or becomes insolvent, the buyer or a trustee or receiver may receive an extension of time to determine whether to enforce the Fund’s obligation to repurchase the securities, and the Fund’s use of the proceeds of the reverse repurchase agreement may effectively be restricted pending that decision. The Fund will segregate on its books assets in an amount at least equal to its obligations, marked to market daily, under any reverse repurchase agreement or take other permissible actions to cover its obligations. The use of leverage involves risks of increased volatility of the Fund’s

investment portfolio, among others. In certain cases, the Fund may be required to sell securities with a value significantly in excess of the cash received by the Fund from the buyer. In certain reverse repurchase agreements, the buyer may require excess cover of the Fund’s obligation. If the buyer files for bankruptcy or becomes insolvent, the Fund may lose the value of the securities in excess of the cash received. In addition, many reverse repurchase agreements are short-term in duration (often overnight), and the counterparty may refuse to “roll over” the agreement to the next period, in which case the Fund may temporarily lose the ability to incur leverage through the use of reverse repurchase agreements and may need to dispose of a significant portion of its assets in a short time period.



Maximum amount outstanding during the period	$	29,203,652

Average amount outstanding during the period*	$	27,150,575

Average shares outstanding during the period		2,843,341

Average debt per share outstanding during the period		$9.55

*	The average amount outstanding during the period was calculated by adding the cash received under reverse repurchase agreements at the end of each day and dividing the sum by the number of days in the six months ended June 30, 2012.

The reverse repurchase agreements are executed daily based on the previous day’s terms. The accrued interest and maturity amounts are payable at the time the reverse repurchase agreement is not renewed or the terms of the agreement are renegotiated. Interest accrues on a daily basis from the initial opening date or last interest payment date, if an interest payment has been made for the respective repurchase agreement.

Interest rates ranged from 0.18% to 0.75% during the six months ended June 30, 2012, on cash received under reverse repurchase agreements. Interest expense for the six months ended June 30, 2012 aggregated $39,622, which is included in the Statement of Operations under “Interest Expense”.

Short Sales of Securities: The Fund may enter into short sale transactions. A short sale is a transaction in which the Fund sells securities it does not own (but has or may have borrowed) in anticipation of a decline in the market price of the securities. To complete a short sale, the Fund may arrange through a broker to borrow the securities to be delivered to the buyer. The proceeds received by the Fund for the short sale are retained by the broker until the Fund replaces the borrowed securities. In borrowing the securities to be delivered to the buyer, the Fund becomes obligated to replace the securities borrowed at their market price at the time of replacement, whatever that price may be. The Fund did not enter into any short sale transactions during the six months ended June 30, 2012.

Disclosures about Derivative Instruments and Hedging Activities: The following is a table summarizing the fair value of derivatives held at June 30, 2012 by primary risk exposure:

The Effect of Derivative Instruments on the Statement of Operations for the six months ended June 30, 2012:

Futures Contracts: The Fund is subject to foreign currency exchange rate risk in the normal course of pursuing its investment objectives. The Fund may purchase or sell futures contracts to hedge against foreign currency exchange risk or for any other purpose permitted by applicable law. The purchase of futures contracts may be more efficient or cost effective than actually buying the underlying securities or assets. A futures contract is an agreement between two parties to buy and sell an instrument at a set price on a future date and is exchange-traded. Upon entering into a futures contract, the Fund is required to pledge to the broker an amount of cash, U.S. Government securities or other high-quality debt securities equal to the minimum “initial margin” requirements of the exchange or the broker. Pursuant to a contract entered into with a futures commission merchant, the Fund agrees to receive from or pay to the firm an amount of cash equal to the cumulative daily fluctuation in the value of the contract. Such receipts or payments are known as “variation margin” and are recorded by the Fund as unrealized gains or losses. When the contract is closed, the Fund records a gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The Fund will cover its current

obligations under futures contracts by the segregation of liquid assets or by entering into offsetting transactions or owning positions covering its obligations. The risks of entering into futures contracts include the possibility that there may be an illiquid market and that a change in the value of the contracts may not correlate with changes in the value of the underlying securities or assets. The Fund’s maximum foreign currency exchange rate risk on those futures contracts where the underlying currency is long is an amount equal to the notional amount of the related contracts. During the six months ended June 30, 2012, the Fund held no futures contracts where the underlying currency is long. The Fund’s maximum foreign currency exchange rate risk on those futures contracts where the underlying currency is short is theoretically unlimited. However, if effectively hedged, any loss would be offset in unrealized foreign currency gains of securities denominated in the same currency. For the six months ended June 30, 2012, the Fund’s average volume of futures activity was $5,243,833 based on the quarterly notional amount. The notional amount represents the U.S. value of the contracts as of the day of the opening of the transaction.

Currency Hedging Transactions: The Fund may engage in certain transactions intended to hedge the Fund’s exposure to currency risks, including without limitation buying or selling options or futures, entering into forward foreign currency contracts, currency swaps or options on currency and currency futures and other derivative transactions. Hedging transactions can be expensive and have risks, including the imperfect correlation between the value of such instruments and the underlying assets, the possible default of the other party to the transaction or illiquidity of the derivatives instruments.

Foreign Currency Translations: The accounting records of the Fund are maintained in U.S. dollars. The Fund may purchase securities that are denominated in foreign currencies. Investment securities and other assets and liabilities denominated in foreign currency are translated into U.S. dollars at the current exchange rates. Purchases and sales of securities, income and expenses are translated into U.S. dollars at the exchange rates on the dates of the respective transactions.

Although the net assets of the Fund are calculated using the foreign exchange rates and market values at the close of the period, the Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term securities held at the end of the period. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, these foreign exchange gains or losses are included in the reported net realized and unrealized gain or loss on investments.

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding of foreign currencies, currency gains or losses realized between the trade date and settlement date on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currency transactions.

Swap Agreements: The Fund is subject to equity price risk in the normal course of pursuing its investment objectives. The Fund may enter into swap agreements as a substitute for purchasing equity securities of issuers in the Energy Industry as defined in Note 1 above, to achieve the same exposure as it would by engaging in

short sales transactions of energy securities, to hedge its currency exposure or for any other purpose permitted by applicable law. A swap is a financial instrument that typically involves the exchange of cash flows between two parties on specified dates (settlement dates) where the cash flows are based on agreed-upon prices, rates, etc. In a typical equity swap agreement, one party agrees to pay another party the return on a security or basket of securities in return for a specified interest rate. By entering into swaps, the Fund can gain exposure to a security without actually purchasing the underlying asset. Swap agreements involve both the risk associated with the investment in the security as well as the risk that the performance of the security, including any dividends, will not exceed the interest that the Fund will be committed to pay under the swap. Swaps are individually negotiated. Swap agreements may increase or decrease the overall volatility of the investments of the Fund. The performance of swap agreements may be affected by a change in the specific interest rate, security, currency, or other factors that determine the amounts of payments due to and from the Fund. The Fund will cover its current obligations under swap agreements by the segregation of liquid assets or by entering into offsetting transactions or owning positions covering its obligations. A swap agreement would expose the Fund to the same equity price risk as it would have if the underlying equity securities were purchased. The regulation of swaps and futures transactions in the United States is a rapidly changing area of law and is subject to modification by government and judicial action. The effect of any future regulatory change on the Fund is impossible to predict, but could be substantial and adverse.

The Fund’s maximum equity price risk to meet its future payments under long swap agreements outstanding as of June 30, 2012 is equal to the total notional amount as shown on the Schedule of Investments. The Fund’s maximum equity price risk to meet its future payments under short swap agreements outstanding is theoretically unlimited. For the six months ended June 30, 2012, the average volume of long Total Return Equity Swaps was $17,203,585 based on the quarterly notional amount. The average volume of short Total Return Equity Swaps for the six months ended June 30, 2012, was $757,583 based on the quarterly notional amount. The notional amount represents the U.S. value of the contracts as of the day of the opening of the transaction or latest contract reset date.

Options Contracts: The Fund is subject to equity price risk in the normal course of pursuing its investment objectives. The Fund may enter into option contracts in order to hedge against potential adverse price movements in the value of portfolio assets, as a temporary substitute for selling selected investments, to lock in the purchase

price of a security or currency which it expects to purchase in the near future, as a temporary substitute for purchasing selected investments, to enhance potential gain, and for any other purpose permitted by applicable law. An option contract is a contract in which the writer of the option grants the buyer of the option the right to purchase from (call option), or sell to (put option), the writer a designated instrument at a specified price within a specified period of time. Certain options, including options on indices, would require cash settlement by the Fund if the option is exercised.

The liability representing the Fund’s obligation under an exchange-traded written option or investment in a purchased option is valued at the last sale price or, in the absence of a sale on such day, the mean between the closing bid and ask prices on such day or at the most recent asked price (bid for purchased options) if no bid and asked prices are available. OTC written or purchased options are valued using dealer supplied quotations. Gain or loss is recognized when the option contract expires or is closed.

If the Fund writes a covered call option, the Fund forgoes, in exchange for the premium, the opportunity to profit during the option period from an increase in the market value of the underlying security above the exercise price. If the Fund writes a put option it accepts the risk of a decline in the market value of the underlying security below the exercise price. OTC options have the risk of the potential inability of counterparties to meet the terms of their contracts. The Fund’s maximum equity price risk for purchased options is limited to the premium initially paid. In addition, certain risks may arise upon entering into option contracts including the risk that an illiquid secondary market will limit the Fund’s ability to close out an option contract prior to the expiration date and that a change in the value of the option contract may not correlate exactly with changes in the value of the securities or currencies hedged. For the six months ended June 30, 2012, the Fund did not hold any option contracts.

Securities Transactions and Investment Income: Securities transactions are recorded on a trade date basis. Realized gain and loss from securities transactions are recorded on the specific identified cost basis. Dividend income is recognized on the ex-dividend date. Dividend income on foreign securities is recognized as soon as the Fund is informed of the ex-dividend date. Distributions received in excess of income are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is recognized on the accrual basis. All discounts/premiums are accreted/amortized using the effective yield method.

Dividends and Distributions: At least annually, the Fund intends to distribute all or substantially all of its

investment company taxable income (computed without regard to the deduction for dividends paid), if any, and net capital gain, if any. The tax treatment and characterization of the Fund’s distributions may vary significantly from time to time because of the varied nature of the Fund’s investments. The Fund will reinvest distributions in additional shares of the Fund unless a shareholder has written to request distributions, in whole or in part, in cash.

The tax character of distributions paid during the calendar year ended December 31, 2011 was as follows:


Ordinary Income	$	3,560,382
Long-Term Capital Gains	$	0

There were no distributions paid during the six month period ended June 30, 2012.

The Fund is considered a nonpublicly offered regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”). Thus, certain expenses of the Fund, including the investment advisory fee, are subject to special rules that can affect certain shareholders of the Fund (generally individuals and entities that compute their taxable income in the same manner as an individual). In particular, such a shareholder’s pro rata portion of the affected expenses for the calendar year (but generally reduced by the Fund’s net operating loss, if any, for its tax year ending within the calendar year), will be taxable to such shareholder as an additional dividend and such shareholder will be treated as having paid its pro rata share of the affected expenses itself. If such a shareholder itemizes its deductions, it generally should be entitled to take an offsetting deduction for its share of the affected expenses, subject, however, to the 2% “floor” on miscellaneous itemized deductions. These expenses will not be deductible for the purposes of calculating alternative minimum tax.

The Fund has a tax year end of June 30. As of June 30, 2012, the components of distributable earnings on a tax basis and other tax attributes were as follows:


Undistributed Ordinary Income	$	2,492,901
Capital Loss Carryforward	$	26,848,682
Post October Loss – Capital & Foreign Currency	$	0

Taxable income and capital gains are determined in accordance with U.S. federal income tax rules, which may differ from accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterization of distributions made by the Fund.

Permanent book and tax accounting differences relating to the tax year ended June 30, 2012 have been

reclassified to reflect an increase in undistributed net investment income of $3,324,154, an increase in accumulated net realized loss on investments of $3,908,146 and an increase in paid-in-capital of $583,992. These differences are primarily due to passive loss limitations, pass through taxable income from investments and swap character reclasses. Net assets were not affected by this reclassification.

Capital Loss Carryforward: As of June 30, 2012, the following capital loss carryforwards are available to reduce taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Internal Revenue Code:


Year of Expiration

2017	2018		Total
$7,205,915	$	19,642,767	$	26,848,682

During the tax year ended June 30, 2012, the Fund utilized $2,967,852 of capital loss carryforwards expiring in 2017.

Under the recently enacted Regulated Investment Company Modernization Act of 2010, the Fund will be permitted to carry forward capital losses incurred in its taxable year ending June 30, 2012 or subsequent taxable years for an unlimited period until fully utilized. Additionally, post-enactment net capital losses that are carried forward indefinitely will retain their character as either short-term or long-term capital losses. In contrast, pre-enactment capital loss carryforwards, i.e., those incurred in taxable years ended June 30, 2011 and earlier, are automatically treated as short-term, irrespective of the character of the original losses. Any post-enactment net capital losses must be utilized prior to any pre-enactment net capital losses. This ordering rule increases the likelihood that pre-enactment net capital losses will expire unused. The Fund had no capital loss carryforwards for its taxable year ended June 30, 2012.

Federal Income Tax: The Fund intends to qualify each year for taxation as a RIC eligible for treatment under the provisions of Subchapter M of the Code. If the Fund so qualifies and satisfies certain distribution requirements, the Fund will not be subject to federal income tax on income and gains distributed in a timely manner to its shareholders in the form of dividends or capital gain dividends.

As of June 30, 2012, the cost of securities and gross unrealized appreciation and depreciation for all securities on a tax basis was as follows:


Total Cost of Investments	$	49,578,190
Gross Unrealized Appreciation on Investments	$	5,222,389
Gross Unrealized Depreciation on Investments	$	(374,546	)

Net Unrealized Appreciation on Investments	$	4,847,843

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for federal income tax is required in the Fund’s financial statements.

The Fund files U.S. federal and Connecticut state tax returns. No income tax returns are currently under examination. The Fund’s U.S. federal tax returns and Connecticut state tax returns remain open for examination for the tax years ended June 30, 2012, June 30, 2011, June 30, 2010 and June 30, 2009.

Expenses: The Fund will pay all of its own expenses incurred in its operations.

Recently Issued Accounting Standards: In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities”. ASU 2011-11 requires disclosures to make financial statements that are prepared under U.S. GAAP more comparable to those prepared under International Financial Reporting Standards. The new disclosure requirements mandate that entities disclose both gross and net information about instruments and transactions eligible for offset in the statement of assets and liabilities as well as instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, ASU 2011-11 requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements. New disclosures are required for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is evaluating the impact of ASU 2011-11 on the financial statements and disclosures.

3. INVESTMENT ADVISORY FEE, ADMINISTRATION FEE AND

OTHER RELATED PARTY TRANSACTIONS

Pursuant to an investment advisory agreement, Energy Income Partners, LLC, serves as the Fund’s investment manager with responsibility for the management of the Fund’s investment portfolio, subject to the supervision of the Board of Trustees of the Trust. For providing such services, the Fund pays to the Manager a fee, computed and paid monthly at the annual rate of 1% of the average daily net assets of the Fund.

The Bank of New York Mellon serves as custodian for the Fund and has custody of all securities and cash of the Fund and attends to the collection of principal and income and payment for and collection of proceeds of securities bought and sold by the Fund.

BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”) serves as the transfer agent, registrar, dividend disbursing agent and shareholder servicing agent for the Fund and provides certain clerical, bookkeeping, shareholder servicing and administrative services necessary for the operation of the Fund and maintenance of shareholder accounts.

BNY Mellon also provides certain accounting and administrative services to the Fund pursuant to an Administration and Accounting Services Agreement. For administrative and accounting services, the Fund pays BNY Mellon a fee equal to 0.07% of the Fund’s first $250 million of average gross assets, 0.05% of the Fund’s next $200 million of average gross assets and 0.03% of the Fund’s average gross assets in excess of $450 million, on a monthly basis, in addition to certain out-of-pocket expenses. The Fund is currently paying the minimum fee of $100,000/year ($8,333/month). For regulatory administration services, the Fund pays BNY Mellon a fee equal to 0.03% of the Fund’s first $250 million of average gross assets and 0.02% of the Fund’s average gross assets in excess of $250 million, on a monthly basis, in addition to certain other fees and expenses. The Fund is currently paying the minimum fee of $50,000/year ($4,167/month).

The Fund does not charge any sales load or fees pursuant to Rule 12b-1 of the 1940 Act. Currently, the Fund offers only a single class of shares. The Fund is self-distributed and does not have a principal underwriter or private placement agent.

The Fund pays each member of the Board of Trustees who is not an “interested person” as defined in Section 2(a)(19) of the 1940 Act (“Disinterested Trustees”) an annual retainer fee of $25,000 which includes compensation for all regular quarterly board meetings and regular committee meetings. Additional fees of $1,250 and $400 are paid to Disinterested Trustees for special in-person board or non-regular committee meetings and special telephonic board or non-regular committee meetings, respectively.

4. PURCHASES AND SALES

The aggregate amounts of purchases and sales of the Fund’s investment securities, other than short-term securities for the six months ended June 30, 2012 were as follows:


	Purchases		Sales
U.S. Government Securities	$	—	$	—
Other Investment Securities		4,852,639		5,583,610

5. SHARES OF BENEFICIAL INTEREST

The Trust has authorized capital of unlimited shares of beneficial interest with a par value of $0.01 which may be issued in more than one class or series. Currently, the Fund is the only series of the Trust and the Fund currently offers one class of shares.

Share transactions were as follows:


	Six Months Ended June 30, 2012
	Shares			Amount
Shares sold		4,029		$	57,000
Shares issued as reinvestment of distribution		—			—
Shares redeemed		(113,592	)		(1,670,000	)

Total net decrease from Fund share transactions		(109,563	)	$	(1,613,000	)


	Year Ended December 31, 2011
	Shares			Amount
Shares sold		4,563		$	64,000
Shares issued as reinvestment of distribution		232,063			3,163,017
Shares redeemed		(303,984	)		(4,335,000	)

Total net decrease from Fund share transactions		(67,358	)	$	(1,107,983	)

6. INDUSTRY CONCENTRATION AND OTHER RISK FACTORS

The Fund’s investments are concentrated in the Energy Industry and are likely to present more risks than a fund that is broadly invested in a number of different industries.

The Fund may invest in securities denominated or quoted in foreign currencies and therefore changes in the exchange rate between the U.S. dollar and such foreign currencies will affect the U.S. dollar value of these securities and the unrealized appreciation or depreciation of these investments. The Fund may hedge against certain currency risk by, among other techniques, buying or selling options or futures or entering into other foreign currency transactions including forward foreign currency contracts, currency swaps or options on currency and currency futures and other derivatives transactions. The use of hedging transactions has risks and may result in losses greater than if they had not been used, may require the Fund to sell or purchase portfolio securities at inopportune times or for prices other than current market values, may limit the amount of appreciation the Fund can realize on an investment, or may cause the Fund to hold a security that it might otherwise sell.

The Fund may transact in various financial instruments including futures contracts, swap contracts and options. With these financial instruments, the Fund is exposed to market risk in excess of the amounts recorded in the

statement of assets and liabilities. Further, the Fund is exposed to credit risk from potential counterparty non-performance. At the statement of assets and liabilities date, credit risk is limited to amounts recorded in the statement of assets and liabilities.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability or the level of governmental supervision and regulation of foreign securities markets.

Counterparty Risk

Some of the markets in which the Fund effects its transactions are “over-the-counter” markets. The participants in such markets are typically not subject to credit evaluation and regulatory oversight as are members of “exchange based” markets. This exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract or because of a

credit or liquidity problem, thus causing the Fund to suffer a loss. Such “counterparty risk” is accentuated for contracts with longer maturities where events may intervene to prevent settlement, or where the Fund has concentrated its transactions with a single or small group of counterparties. The Manager is not restricted from concentrating any or all of its transactions with one counterparty. The ability of the Fund to transact business with any one or number of counterparties, the lack of any meaningful and independent evaluation of such counterparties’ financial capabilities, and the absence of a regulated market to facilitate settlement may increase the potential for losses by the Fund.

Please see the Private Placement Memorandum and the Statement of Additional Information of the Fund for further information.

7. SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there were no subsequent events.

Form N-Q: The Trust files complete Portfolio of Investments for the Fund with the SEC for the Trust’s first and third quarters of each fiscal year on Form N-Q. The Trust’s Forms N-Q are available on the SEC’s website at www.sec.gov and are available for review and copying at the SEC’s Public Reference Room in Washington, D.C. Information on the operations of the Public Reference Room may be obtained by calling the SEC at 1-202-942-8090.

Proxy Voting: The Fund’s Proxy Voting Policies and Procedures, used to determine how to vote proxies relating to portfolio securities, are included in the Trust’s Statement of Additional Information, and are also available (i) upon request, without charge, by calling collect 1-203-349-8323 or (ii) on the SEC’s website at www.sec.gov.

The Fund’s Proxy Voting Record for the most recent twelve month period ended June 30 (which is filed by August 31 of each year) is available (i) upon request, without charge, by calling collect 1-203-349-8323 or (ii) on the SEC’s website at www.sec.gov.

Board Considerations Regarding Approval of Continuation of Investment Advisory Agreement

The Board of Trustees, including each of the Independent Trustees, considered and approved the continuation of the Investment Advisory Agreement (the “Agreement”) between the Trust, on behalf of the Fund, and the Manager at an in-person meeting held on May 22, 2012.

In arriving at their decision to approve the Agreement, the Trustees met with representatives of the Manager, including relevant investment advisory personnel, and reviewed information prepared by the Manager and materials provided by counsel to the Trust.

As part of their review, the Trustees examined the Manager’s ability to provide high quality investment management services to the Fund. The Trustees considered the investment philosophy and research and decision-making processes of the Manager; the experience of its key advisory personnel responsible for management of the Fund; the ability of the Manager to attract and retain capable research and advisory personnel and the Manager’s costs associated with retaining such personnel; the capability of the Manager’s senior management and staff; and the level of skill required to manage the Fund. In addition, the Trustees reviewed the nature, cost, scope and quality of the Manager’s services under the Agreement, including with respect to regulatory compliance and compliance with the investment policies of the Fund. The Trustees also considered conditions that might affect the Manager’s ability to provide high quality services to the Fund in the future under the Agreement, including the Manager’s

business reputation, financial condition and operational stability. Based on the foregoing, the Trustees concluded that the Manager’s investment process, research capabilities and philosophy remain well suited to the Fund given the Fund’s investment objectives and policies, and that the Manager would be able to meet any reasonably foreseeable obligations under the Agreement.

As a further part of their review, the Trustees reviewed information regarding the performance of the Fund. That review included an examination of comparisons of the performance of the Fund to two relevant securities indices and funds with investment strategies similar, although not identical, to that of the Fund (“peer funds”) for various periods.

The Trustees also considered the management fees paid by the Fund under the Agreement and the total expenses for the Fund. They reviewed information concerning the management fee paid to the Manager by peer funds, both private investment funds and registered funds. The Trustees noted that the management fee paid by the Fund is either lower than the fee paid to the Manager by a private investment fund or the private fund charges a carried interest on fund profits. The Manager informed the Trustees that the management fee paid by the Fund is lower than the management fee paid to the Manager by peer funds that are closed-end registered investment companies (although the fee is the same, the Fund’s fee is charged on net assets, whereas the closed-end fund fees are charged on gross assets). The Trustees also reviewed information concerning the management fee paid to the Manager under separate account arrangements. The Manager informed the Trustees that the management fee paid by the Fund generally is the same or lower than the management fee paid to the Manager under the separate account arrangements. The Manager noted that the Manager provides more services to the Fund than it does to the separate accounts and private funds because the Manager has to conform to more burdensome regulatory and legal requirements, and that the Fund has better liquidity terms, which makes the Fund more costly to administer than the separate accounts and private funds. The Trustees also reviewed information concerning management fees paid to other investment managers of peer funds. The Trustees noted that the management fees paid to the investment managers of the other peer funds reviewed were generally higher than the management fee paid to the Manager by the Fund.

The Trustees also reviewed the expenses expected to be incurred by the Fund in 2012 and compared the total expense ratio of the Fund in 2011 against the total expense ratio of peer funds for the same period. The Trustees noted that, while the Fund had a higher expense

ratio than its peers, the disparity was primarily driven by the size of the Fund. Based on the information provided, the Trustees concluded that the management fees and total expenses were reasonable.

As a further part of their review, the Trustees considered information about the profitability of the Fund to the Manager. The Trustees also evaluated the benefits of the advisory relationship to the Manager, including, among others, the direct and indirect benefits that the Manager may receive from its relationship with the Fund, including any so-called “fallout benefits” to the Manager, such as “soft dollar” credits the Adviser receives from directing brokerage commissions to certain brokers. The Trustees concluded that the benefits to the Manager from these “soft dollar” credits were reasonable and that the Fund also benefited from them.

Finally, the Trustees considered the extent to which economies of scale might be realized by the Manager if the assets of the Fund were to grow and concluded that they would monitor any asset growth of the Fund and revisit the issue, including to consider the appropriateness of implementing fee breakpoints, as necessary.

In its deliberations with respect to these matters, the full Board, including the Independent Trustees, was advised by counsel for the Trust. The Independent Trustees considered the Agreement in executive session, as well as with the full Board. The Trustees weighed the foregoing matters in light of the advice given by the Trust’s counsel as to the law applicable to the review of investment advisory contracts. In arriving at a decision, the Trustees, including the Independent Trustees, did not identify any single matter as all-important or controlling, and the foregoing summary does not detail all the matters considered. The Trustees judged the terms and conditions of the Agreement, including the investment advisory fees, in light of all of the surrounding circumstances.

Based upon their review, the Trustees, including all of the Independent Trustees, determined, in the exercise of their business judgment, that they were satisfied with the quality of investment advisory services provided by the Manager; that the fees to be paid to the Manager under the Agreement were fair and reasonable, given the scope and quality of the services rendered by the Manager; and that approval of the Agreement was in the best interest of the Trust and its shareholders.

Disclosure of Fund Expenses

We believe it is important for you to understand the impact of fees regarding your investment. All mutual funds have operating expenses. As a shareholder of a mutual fund, you incur ongoing costs, which include costs

for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund. A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing fees (in dollars) of investing in the Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

This table illustrates the Fund’s costs in two ways:

Actual Fund Return: This section helps you to estimate the actual expenses, after any applicable fee waivers, which you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return for the past six month period, the “Expense Ratio” column shows the period’s annualized expense ratio, and the “Expenses Incurred During Period” column shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund at the beginning of the period.

You may use the information here, together with your account value, to estimate the expenses that you paid over the period. To do so, 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 given in the first line under the heading entitled “Expenses Incurred During Period.”

Hypothetical 5% Return: This section is intended to help you compare your Fund’s costs with those of other mutual funds. It assumes that the Fund had an annual return of 5% before expenses, but that the expense ratio is unchanged. In this case, because the return used is not the Fund’s actual return, the results do not apply to your investment. This example is useful in making comparisons to other mutual funds because the SEC requires all mutual funds to calculate expenses based on an assumed 5% annual return. You can assess your Fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight and help you compare your ongoing costs only and do not reflect any transactional costs such as sales charges (loads) and redemption fees. The Fund does not charge any sales loads or redemption fees but these may be present in other funds to which you compare this data. Therefore, the hypothetical portions of the table are useful in comparing ongoing costs only, and will

Eva Pao, Chief Legal Officer, Chief Compliance Officer and Anti-Money Laundering Compliance Officer

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

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.

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.


Short Total Return Equity Swaps	Pay Rate	Expiration Date		Notional Amount**		Unrealized Depreciation
Copano Energy, LLC***	1 month LIBOR - 300 basis points		10/16/12	$	407,700	($	9,643	)
Markwest Energy Partners, LP***	1 month LIBOR - 275 basis points		10/16/12		247,900		(2,790	)

				$	655,600	($	12,433	)



ASSETS:
Investments, at value (Cost $48,740,690)	$	54,426,033
Cash and cash equivalents		8,795,763
Restricted cash		5,416,257
Swaps (premium paid $90)		465,135
Receivables:
Dividends and interest		62,756
Prepaid expenses		24,679

Total assets		69,190,623


LIABILITIES:
Reverse repurchase agreements		26,823,652
Interest expense payable		19,659
Investments purchased		93,082
Due to broker – variation margin on future contracts		79,740
Swaps (premium received $0)		102,230
Payables:
Fund shares redeemed		1,150,000
Professional fees		125,196
Investment advisory fees (Note 3)		33,344
Accounting and administration fees (Note 3)		18,188
Custodian fees		6,205
Printing expense		7,040
Trustees fees and related expenses (Note 3)		883
Other payables		5,140

Total liabilities		28,464,359

NET ASSETS	$	40,726,264


NET ASSETS CONSIST OF:
Par value ($0.01 per share)	$	27,622
Paid in capital		59,964,164
Accumulated undistributed net investment loss		2,372,361
Accumulated net realized loss on investments, swap transactions, futures contracts and foreign currency transactions		(27,606,442	)
Net unrealized appreciation on investments, swap transactions, futures contracts and foreign currency transactions		5,968,559

	$	40,726,264

Shares outstanding (unlimited number of shares authorized)		2,762,183

Net Asset Value, offering and redemption price per share (net assets/shares outstanding)	$	14.74



INVESTMENT INCOME:
Dividends	$	161,565
Less: foreign taxes withheld		(8,748	)
Interest		47,809

Total investment income		200,626


EXPENSES:
Interest expense (Note 2)		39,622
Investment advisory fees (Note 3)		206,897
Professional fees		162,607
Accounting and administration fees (Note 3)		88,115
Trustees fees and related expenses (Note 3)		26,752
Transfer agent fees (Note 3)		23,372
Custodian fees		12,689
Printing expenses		7,067
Other expenses		44,215

Total expenses		611,336

NET INVESTMENT LOSS		(410,710	)

NET REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS:
NET REALIZED GAIN/(LOSS) ON:
Investments		1,456,495
Swap transactions		1,011,859
Futures contracts		74,000
Foreign currency transactions		(2,351	)

Net realized gain		2,540,003


NET CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION) ON:
Investments		(1,120,329	)
Swap transactions		(66,832	)
Futures contracts		(39,780	)

Net change in unrealized appreciation/(depreciation)		(1,226,941	)

NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS		1,313,062


NET INCREASE IN NET ASSETS FROM OPERATIONS	$	902,352


	Six Months ended June 30, 2012 (unaudited)			Year ended December 31, 2011
OPERATIONS:
Net investment loss	$	(410,710	)	$	(859,987	)
Net realized gain on investments, swaps, futures and foreign currency transactions		2,540,003			10,679,310
Net change in unrealized appreciation/(depreciation) on investments, swaps, futures and foreign currency transactions		(1,226,941	)		(2,034,063	)

Net increase in net assets from operations		902,352			7,785,260


Distributions to shareholders from:
Net investment income		—			(3,560,382	)

Total distributions		—			(3,560,382	)


Capital share transactions:
Proceeds from sales of shares		57,000			64,000
Proceeds from reinvestment of distributions		—			3,163,017
Cost of shares redeemed		(1,670,000	)		(4,335,000	)

Net decrease in net assets from capital share transactions		(1,613,000	)		(1,107,983	)

Total increase (decrease) in net assets		(710,648	)		3,116,895


NET ASSETS:
Beginning of period		41,436,912			38,320,017
End of period	$	40,726,264		$	41,436,912

(A) Undistributed net investment income (loss)	$	2,372,361		$	(541,083	)



Operating Activities
Net increase in net assets from operations	$	902,352

Adjustments to Net Increase in Net Assets from Operations
Purchase of investment securities		(4,852,639	)
Proceeds from disposition of investment securities		5,583,610
Net proceeds of short-term investment transactions		2,595,115
Net realized gain on investments		(1,456,495	)
Net change in unrealized appreciation on investments		1,120,329
Net accretion of premium		10,086
Return of capital received from investments in MLPs		479,836
Net increase in due to broker-variation margin on futures contracts		39,780
Net change in swap appreciation		66,832
Decrease in investments sold receivable		85,155
Decrease in prepaid expenses		25,666
Increase in printing expense payable		622
Increase in custodian fees payable		400
Decrease in investment advisory fee payable		(333	)
Decrease in accounting and administration fees payable		(435	)
Decrease in trustee fees and related expenses payable		(617	)
Decrease in transfer agent fees payable		(3,965	)
Decrease in other payables		(11,808	)
Decrease in investments purchased payable		(14,969	)
Decrease in interest expense payable		(22,379	)
Increase in dividends and interest receivable		(25,361	)
Decrease in professional fees payable		(49,971	)
Increase in restricted cash		(674,000	)

Net cash provided by operating activities		3,796,811


Cash Flows From Financing Activities
Net decrease in reverse repurchase agreements		(2,380,000	)
Proceeds from shares sold		77,000
Payment of shares redeemed		(520,000	)

Net cash used in financing activities		(2,823,000	)
Net increase in unrestricted cash and cash equivalents		973,811
Cash and Cash Equivalents, Beginning of Period	$	7,821,952

Cash and Cash Equivalents, End of Period	$	8,795,763


Supplemental Disclosures:
Cash paid for interest expense	$	62,001


TABLE OF CONTENTS

Letter to Shareholders			1

Schedule of Investments			2

Statement of Assets and Liabilities			5

Statement of Operations			6

Statement of Changes in Net Assets			7

Statement of Cash Flows			8

Financial Highlights			9

Notes to Financial Statements			10

Additional Information			19


	Six Months Ended 06/30/12 (Unaudited)			Year Ended 12/31/11			Year Ended 12/31/10			Year Ended 12/31/09			Year Ended 12/31/08			Year Ended 12/31/07

Net asset value, beginning of period	$	14.43		$	13.04		$	11.43		$	6.71		$	11.22		$	10.50


Income from investment operations:
Net investment income/(loss)		(0.14	)^(a)		(0.31	)^(a)		(0.29	)^(a)		(0.16	)^(a)		0.05	^(a)		0.11
Net realized and unrealized gain/(loss) on investments		0.45			3.05			3.78			4.88			(3.75	)		0.96

Total from investment operations		0.31			2.74			3.49			4.72			(3.70	)		1.07


Distributions paid to shareholders from:
Net investment income		—			(1.35	)		(1.88	)		—			(0.19	)		—
Net realized gain on investments		—			—			—			—			(0.62	)		(0.35	)

Total from distributions		—			(1.35	)		(1.88	)		—			(0.81	)		(0.35	)

Net increase/(decrease) in net asset value		0.31			1.39			1.61			4.72			(4.51	)		0.72

Net asset value, end of period	$	14.74		$	14.43		$	13.04		$	11.43		$	6.71		$	11.22

Total return		2.15	%*		21.62	%		30.88	%		70.34	%		(33.04	)%		10.29	%


Ratios/Supplemental Data:
Net assets, end of period (in 000’s)	$	40,726		$	41,437		$	38,320		$	58,983		$	87,747		$	207,261
Ratios of expenses to average net assets:
Operating expenses excluding interest expense		2.76	%**		2.90	%		2.98	%		2.57	%		1.54	%		1.61	%
Operating expenses including interest expense		2.95	%**		3.17	%		3.30	%		3.77	%		4.30	%		5.84	%
Ratios of net investment income/(loss) to average net assets		(1.99	)%**		(2.21	)%		(2.27	)%		(1.89	)%		0.52	%		0.99	%
Portfolio turnover rate		9	%*		69	%		68	%		93	%		42	%		24	%


	Total Fair Value at 06/30/12		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
ASSETS
Corporate Notes and Bonds	$	2,899,302	$	—	$	2,899,302	$	—
U.S. Government and Agency Obligations		25,818,966		—		25,818,966		—
Master Limited Partnerships*		15,062,115		15,062,115		—		—
United States Common Stocks*		8,123,843		8,123,843		—		—
Canadian Common Stocks*		2,512,130		2,512,130		—		—
Cash Equivalents		8,795,763		8,795,763		—		—
Warrants		9,677		9,677		—		—
Derivatives
Equity Contracts		465,135		—		465,135		—
Total		63,686,931		34,503,528		29,183,403		—
LIABILITIES
Derivatives
Equity Contracts		102,230		—		102,230		—
Foreign Exchange Future Contracts		79,740		79,740		—		—
Total	$	181,970	$	79,740	$	102,230	$	—


	Asset Derivatives			Liability Derivatives
Derivatives not accounted for as hedging instruments
	Statement of Assets and Liabilities Location	Fair Value		Statement of Assets and Liabilities Location	Fair Value
Foreign Exchange Futures Contracts	—	$	—	Due to broker- variation margin on futures contract	$	79,740

Equity Contracts	Swaps		465,135	Swaps		102,230


Total		$	465,135		$	181,970


Derivatives not accounted for as hedging instruments	Location of Gain or (Loss) on Derivatives Recognized in Income	Realized Gain or (Loss) on Derivatives Recognized in Income		Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income

Foreign Exchange Futures Contracts	Net realized gain on futures contracts/change in unrealized appreciation/(depreciation) on futures contracts	$	74,000	$	(39,780	)

Equity Contracts	Net realized gain on swap transactions/change in unrealized appreciation/(depreciation) on swap transactions		1,011,859		(66,832	)


Total		$	1,085,859	$	(106,612	)


	Beginning Account Value 01/01/12		Ending Account Value 06/30/12		Expense Ratio⁽¹⁾⁽²⁾ Including Interest Expense			Expenses Incurred During Period⁽³⁾
Actual Fund Return	$	1,000.00	$	1,021.50		2.95	%	$	14.83
Hypothetical 5% Return	$	1,000.00	$	1,010.19		2.95	%	$	14.74


	Beginning Account Value 01/01/12		Ending Account Value 06/30/12		Expense Ratio⁽⁴⁾ Excluding Interest Expense			Expenses Incurred During Period⁽³⁾
Actual Fund Return	$	1,000.00	$	1,021.50		2.76	%	$	13.87
Hypothetical 5% Return	$	1,000.00	$	1,011.14		2.76	%	$	13.80


(registrant)		EIP Investment Trust

By (Signature and Title)		/s/ James Murchie
		James Murchie, President
		(principal executive officer)

Date	8/27/12