10-K405 1 y59024e10-k405.txt EQUITY INVESTOR FUND, 1ST EXCHANGE SERIES-AT&T FORM 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended December 31, 2001 ................................................................................ Commission file number 001-08642 ................................................................................ The Equity Investor Fund, First Exchange Series - AT&T Shares ................................................................................ (Exact name of registrant as specified in its charter) New York 13-6824382 ................................................................................ (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) Merrill Lynch, Pierce, Fenner Prudential Securities & Smith Incorporated Incorporated P.O. Box 9051 One Seaport Plaza Princeton, New Jersey 08543-9051 199 Water Street New York, New York 10292 Morgan Stanley Dean Witter Smith Barney Inc. 75 Varick Street 388 Greenwich Street New York, New York 10013 New York, New York 10013 ................................................................................ (Addresses of principal executive offices of Sponsors) The Bank of New York, 101 Barclay Street, New York, N.Y. 10286 ................................................................................ (Address of principal executive offices of Trustee) (212) 815-2887 ................................................................................ (Trustee's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: NAME OF EACH EXCHANGE TITLE OF EACH CLASS ON WHICH REGISTERED ------------------- --------------------- Units of Beneficial Interest American Stock in The Equity Investor Fund, Exchange, Inc. First Exchange Series - AT&T Shares Pacific Stock Exchange, Incorporated Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _X_ No __. Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. X. The aggregate market value of units of beneficial interest held of record on the books of the Trustee by non-affiliates of the registrant as of December 31, 2001 was $1,257,263,094.92. The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant is not applicable. PART I ITEM 1. BUSINESS. The Equity Investor Fund, First Exchange Series - AT&T Shares (the "Fund") was formed in 1983 as a unit investment trust under New York law and in accordance with the Investment Company Act of 1940 by a trust indenture among Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley Dean Witter, Prudential Securities Incorporated and Smith Barney Inc. as Sponsors and The Bank of New York as Trustee. The Fund was formed for the purpose of permitting an investor in common shares of the predivestiture American Telephone and Telegraph Company ("AT&T") to hold an investment in AT&T and the seven regional holding companies created pursuant to the AT&T Plan of Reorganization in the form of units of beneficial interest (the "Units") of the Fund, which consists solely of shares of AT&T common stock and those securities which are distributed to holders of such AT&T common stock pursuant to the reorganization. The Fund is not sponsored by, or affiliated with, AT&T or any of the regional holding companies. ITEM 2. PROPERTIES. The Fund owns no physical properties. ITEM 3. LEGAL PROCEEDINGS. None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None. -1- PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. (a) (i) MARKET INFORMATION The principal United States markets in which Units of the Fund are traded are the American Stock Exchange, Inc. and the Pacific Stock Exchange, Incorporated. The following are the high and low sale prices of Units of the Fund during each quarter for the last two fiscal years in which the Units were traded on the American Stock Exchange, Inc., which was the principal exchange market for the Units:
HIGH SALE LOW SALE QUARTER ENDED PRICE PRICE ------------- ----- ----- March 31, 2000 $204.750 $170.500 June 30, 2000 209.000 171.000 September 30, 2000 182.000 147.250 December 31, 2000 173.000 135.880 March 31, 2001 $155.310 $124.300 June 30, 2001 137.600 120.310 September 30, 2001 133.300 117.510 December 31, 2001 132.400 113.700
(ii) HOLDERS There were 3,682 record holders of Units of the Fund on the books of the Trustee on December 31, 2001, eighty-nine and sixty-six hundredths of a percent (89.66%) of such Units were held of record by Cede & Co., a nominee of the Depository Trust Company, for certain of its participants on that date. -2- (iii) DIVIDENDS The following are the cash distributions which were paid to holders of Units of the Fund during the last two fiscal years:
[DISTRIBUTION DATE 2000 RATE PER UNIT TOTAL DISTRIBUTION] ----------------------- ------------- ------------------- January 1, 2000 $ .252 $ 3,288,178.40 February 1, 2000 $ .252 $ 3,279,899.70 March 1, 2000 $ .252 $ 3,255,480.14 April 1, 2000 $ .252 $ 3,234,892.75 May 1, 2000 $ .256 $ 3,276,716.29 June 1, 2000 $ .256 $ 3,228,059.65 July 1, 2000 $ .256 $ 3,213,925.89 August 1, 2000 $ .241 $ 3,021,712.95 September 1, 2000 $ .240 $ 2,981,842.32 October 1, 2000 $ .240 $ 2,948,350.80 November 1, 2000 $ .240 $ 2,936,429.04 December 1, 2000 $ .240 $ 2,892,541.68 TOTALS $2.977 $37,558,029.61
DISTRIBUTION DATE 2001 RATE PER UNIT TOTAL DISTRIBUTION ---------------------- ------------- ------------------ January 1, 2001 $ .240 $ 2,875,996.32 February 1, 2001 .203 2,419,725.49 March 1, 2001 .203 2,386,311.69 April 1, 2001 .203 2,375,065.29 May 1, 2001 .204 2,373,557.34 June 1, 2001 .205 2,355,480.55 July 1, 2001 .205 2,335,871.89 August 1, 2001 .205 2,329,723.94 September 1, 2001 .202 2,269,882.89 October 1, 2001 .202 2,244,259.39 November 1, 2001 .202 2,221,694.17 December 1, 2001 .202 2,200,995.43 TOTALS $2.476 $28,388,564.39
(b) If required pursuant to Rule 463 of the Securities Act of 1933, furnish the information required by Item 701(f) of Regulation S-K. Not Applicable. -3- ITEM 6. SELECTED FINANCIAL DATA. SELECTED FINANCIAL DATA (in thousands except for outstanding Units and Per Unit Data)
1997 1998 1999 2000 2001 ---- ---- ---- ---- ---- Net investment income $ 41,961 $ 40,561 $ 38,581 $ 36,438 $ 28,074 Net realized and unrealized gain (loss) on investments $ 542,775 $ 895,796 $ 283,141 $ (743,026) ($245,323) Net increase (decrease) in net assets resulting from operations $ 584,736 $ 936,357 $ 321,722 $ (706,589) ($217,248) Total distribu- tions to Unit holders $ 42,211 $ 40,229 $ 55,569 $ 101,194 $ 27,696 Net assets at end of year $ 1,735,234 $ 2,513,292 $ 2,653,576 $ 1,660,407 $ 1,257,513 Units outstand- ing at end of year 14,505,395 13,657,832 13,016,125 11,925,002 10,715,112 Per Unit Data: Income distribu- tions during year $ 2.79 $ 2.85 $ 2.99 $ 2.97 $ 2.44 Principal distri- butions during year $ 0.00 $ 0.00 $ 1.18 $ 5.16 $ 0.00 Net asset value at end of year $ 119.63 $ 184.02 $ 203.87 $ 139.24 $ 117.36
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. The Fund, as a non-managed unit investment trust, has no officers or directors. The Trustees and Sponsors of the Fund are named in Item 1. The Fund had net investment income of $28.1 million and net realized and unrealized loss on investments of $245.3 million for the year 2001 as compared with net investment income of $36.4 million and net realized and unrealized loss on -4- investments of $743 million for the year 2000 and net investment income of $38.6 million and net realized and unrealized gain on investments of $283.1 million for the year 1999. The net decrease in net assets resulting from operations for the year 2001 was $217.2 million as compared to a net decrease of $706.6 million for the year 2000 and a net increase of $321.7 million for the year 1999. The decrease in net assets resulting from operations of $217.2 million for the year 2001 was substantially the result of realized and unrealized losses on investments. The net decrease in net assets resulting from operations of $706.6 for the year 2000 was the result of realized and unrealized losses on investments. Income distributions accrued per Unit during each year amounted to $2.44 for the year ended December 31, 2001 as compared to $2.97 for the year ended December 31, 2000. The income distribution per Unit for the year ended December 31, 1999 was $2.99. No principal distributions accrued during the year ended December 31, 2001 as compared to $5.16 for the year ended December 31, 2000. The principal distributions per Unit for the year ended December 31, 1999 was $1.18. The per Unit net asset value was $117.36 at December 31, 2001, $139.24 at December 31, 2000 and $203.87 at December 31, 1999. The per Unit net asset value decreased $21.88 from 2000 to 2001 and decreased $64.63 from 1999 to 2000. There were 10,715,112 Units outstanding as of December 31, 2001, 11,925,002 Units outstanding as of December 31, 2000 and 13,016,125 Units outstanding as of December 31, 1999. There was a decrease of 1,209,890 Units during fiscal year 2001, a decrease of 1,091,123 Units during fiscal year 2000 and a decrease of 641,707 Units during fiscal year 1999 as a result of redemptions. ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. Not Applicable ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. See following pages 6 through 13. ITEM 9. CHANGES IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. None. -5- INDEPENDENT ACCOUNTANTS' REPORT The Sponsors, Trustee and Holders of The Equity Investor Fund, First Exchange Series - AT&T Shares: We have audited the accompanying statements of condition of The Equity Investor Fund, First Exchange Series - AT&T Shares as of December 31, 2001 and 2000 and the related statements of operations and of changes in net assets for the years ended December 31, 2001, 2000 and 1999. These financial statements are the responsibility of the Trustee. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Securities owned at December 31, 2001 and 2000 were confirmed to us by The Bank of New York, the Trustee. An audit also includes assessing the accounting principles used and significant estimates made by the Trustee, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of The Equity Investor Fund, First Exchange Series - AT&T Shares at December 31, 2001 and 2000 and the results of its operations and changes in its net assets for the above-stated years in conformity with accounting principles generally accepted in the United States of America. Deloitte & Touche LLP New York, NY February 5, 2002 6 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES STATEMENTS OF CONDITION
December 31, 2001 2000 TRUST PROPERTY: Investment in marketable securities - at market value (Notes 1 and 2): 2000 cost - $245,133,596 ........................................... $1,660,498,880 2001 cost - $220,217,098 ........................................... $1,257,263,095 Dividends receivable ................................................. 617,033 659,840 Cash ................................................................. 1,949,552 2,377,773 -------------- -------------- Total ...................................................... 1,259,829,680 1,663,536,493 -------------- -------------- LESS LIABILITIES: Distribution payable (Note 3) ........................................ 2,183,629 2,875,996 Redemption payable ................................................... 18,714 81,485 Accrued expenses ..................................................... 114,122 172,131 -------------- -------------- Total ...................................................... 2,316,465 3,129,612 -------------- -------------- TOTAL TRUST PROPERTY ................................................... $1,257,513,215 $1,660,406,881 ============== ============== NET ASSETS, REPRESENTED BY: Units of fractional undivided interest outstanding: 2000 - 11,925,002 (Note 6) ......................................... $1,660,334,222 2001 - 10,715,112 (Note 6) ......................................... $1,257,329,636 Undistributed net investment income .................................. 183,579 72,659 -------------- -------------- NET ASSETS ............................................................. $1,257,513,215 $1,660,406,881 ============== ============== UNIT VALUE: 2000 - $1,660,406,881/11,925,002 units ............................... $ 139.24 2001 - $1,257,513,215/10,715,112 units ............................... $ 117.36 ============== ==============
See Notes to Financial Statements. 7 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES STATEMENTS OF OPERATIONS
Years Ended December 31, 2001 2000 1999 INVESTMENT INCOME: Dividend income ....................... $ 28,446,660 $ 36,845,792 $ 39,152,924 Trustee's fees and expenses ........... (325,466) (374,174) (547,080) Sponsors' fees ........................ (46,903) (34,001) (24,515) ------------- ------------- ------------- Net investment income ................. 28,074,291 36,437,617 38,581,329 ------------- ------------- ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Realized gain on securities sold ...... 132,996,707 226,865,268 127,737,243 Unrealized appreciation (depreciation) of investments ...................... (378,319,287) (969,891,857) 155,403,265 ------------- ------------- ------------- Net realized and unrealized gain (loss) on investments ...................... (245,322,580) (743,026,589) 283,140,508 ------------- ------------- ------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ............. $(217,248,289) $(706,588,972) $ 321,721,837 ============= ============= =============
See Notes to Financial Statements. 8 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES STATEMENTS OF CHANGES IN NET ASSETS
Years Ended December 31, 2001 2000 1999 OPERATIONS: Net investment income ................... $ 28,074,291 $ 36,437,617 $ 38,581,329 Realized gain on securities sold ........ 132,996,707 226,865,268 127,737,243 Unrealized appreciation (depreciation) of investments ........................... (378,319,287) (969,891,857) 155,403,265 -------------- -------------- -------------- Net increase (decrease) in net assets resulting from operations ............. (217,248,289) (706,588,972) 321,721,837 -------------- -------------- -------------- DISTRIBUTIONS TO HOLDERS (Note 3): Income .................................. (27,696,198) (37,145,849) (39,819,444) Principal ............................... (64,048,371) (15,749,174) -------------- -------------- -------------- Total distributions ..................... (27,696,198) (101,194,220) (55,568,618) -------------- -------------- -------------- CAPITAL SHARE TRANSACTIONS: Redemptions of 1,209,890, 1,091,123 and 641,707 units, respectively (Note 5) .. (157,949,179) (185,386,202) (125,868,510) -------------- -------------- -------------- NET INCREASE (DECREASE) IN NET ASSETS ..... (402,893,666) (993,169,394) 140,284,709 NET ASSETS AT BEGINNING OF YEAR ........... 1,660,406,881 2,653,576,275 2,513,291,566 -------------- -------------- -------------- NET ASSETS AT END OF YEAR ................. $1,257,513,215 $1,660,406,881 $2,653,576,275 ============== ============== ============== PER UNIT: Income distributions during year ........ $ 2.44 $ 2.97 $ 2.99 ============== ============== ============== Principal distributions during year ..... $ 5.16 $ 1.18 ============== ============== Net asset value at end of year .......... $ 117.36 $ 139.24 $ 203.87 ============== ============== ============== UNITS OUTSTANDING AT END OF YEAR .......... 10,715,112 11,925,002 13,016,125 ============== ============== ==============
See Notes to Financial Statements. 9 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES The Fund is registered under the Investment Company Act of 1940 as a Unit Investment Trust. A summary of the significant accounting policies, which are in conformity with accounting principles generally accepted in the United States of America, followed by the Fund in the preparation of its financial statements since July 7, 1983, its initial date of deposit, is as follows: (a) Securities are stated at market value based on the last sales price reported at the close of business on the New York Stock Exchange. Substantially all of the aggregate cost of securities represents the market value of the shares of common stock of American Telephone and Telegraph Company (AT&T) on the days the shares were exchanged for units of the Fund; such aggregate cost was subsequently allocated among the portfolio holdings in shares of AT&T and the seven regional holding companies following their divestiture by AT&T in accordance with its Plan of Reorganization. Realized gains or losses on sales of securities are determined using the average cost basis. (b) The Fund is not subject to income taxes. Accordingly, no provision for such taxes is required. (c) Dividend income has been recognized on the ex-dividend date. 2. MARKETABLE SECURITIES, AT DECEMBER 31, 2001:
Total Market Name of Issuer Shares Cost Value AT&T 6,537,190 $ 39,780,412 $ 118,584,627 AT&T Wireless 2,103,991 11,444,524 30,234,351 Avaya 380,141 1,032,552 4,618,713 BellSouth Corporation 6,332,497 25,495,141 241,584,760 Lucent Technologies 4,560,629 17,827,459 28,686,356 NCR Corp. 219,985 2,349,296 8,108,647 Qwest Communications 2,500,091 12,313,955 35,326,286 SBC Communications Inc. 11,835,941 56,349,616 463,613,809 Verizon Communications 4,975,978 45,689,349 236,159,916 Vodafone Airtouch 3,518,132 7,934,794 90,345,630 ------------ -------------- $220,217,098 $1,257,263,095 ============ ==============
MARKETABLE SECURITIES, AT DECEMBER 31, 2000:
Total Market Name of Issuer Shares Cost Value AT&T 7,276,567 $ 57,016,128 $ 125,975,567 Avaya Inc. 423,041 1,149,238 4,362,600 BellSouth Corporation 7,048,697 28,374,265 288,556,034 Lucent Technologies 5,076,382 19,838,896 68,531,157 NCR Corp. 244,755 2,613,840 12,023,589 Qwest Communications 2,782,753 13,707,478 114,092,873 SBC Communications Inc. 13,174,639 62,748,592 629,089,012 Verizon Communications 5,538,715 50,855,274 277,628,089 Vodafone Airtouch 3,915,950 8,829,885 140,239,959 ------------ -------------- $245,133,596 $1,660,498,880 ============ ==============
10 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES NOTES TO FINANCIAL STATEMENTS 3. DISTRIBUTIONS Any monthly distributions to Holders, who have not elected to participate in the Fund's Reinvestment Plan, are made on or about the first day of each month. The income distribution payable at December 31, 2001 and 2000 to holders of record at December 15, 2001 and December 15, 2000 was at the rate of $.202 and $.240 per unit, respectively. 4. REINVESTMENT PLAN Holders could reinvest any distributions in the Fund prior to April 1, 1984, or in certain subsequent series of The Equity Income Fund after March 31, 1984, by executing an appropriate notice of election to participate in the Fund's Reinvestment Plan. The Sponsors (Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley Dean Witter, Prudential Securities Incorporated and Smith Barney Inc.) may, in their sole discretion, cancel the Fund's Reinvestment Plan at any time. 5. REDEMPTIONS Holders may request redemptions of units by presentation thereof to the Trustee, The Bank of New York. Redemptions of units are made in kind by the Trustee; fractional undivided interests are redeemed in cash. Under certain circumstances, Holders may request redemptions of units in cash. Units of the Fund are listed and traded on the American and Pacific Stock Exchanges. 6. NET CAPITAL
Years Ended December 31, 2001 2000 Cost at dates of deposit, including subsequent reinvested distributions, of remaining units outstanding $ 227,635,600 $ 253,338,927 Less sales charge (3,414,531) (3,800,080) --------------- -------------- Net amount applicable to Holders 224,221,069 249,538,847 Redemptions of units - net cost units redeemed less redemption amounts (1,057,806,039) (925,441,810) Principal distributions (79,797,545) (79,797,545) Realized gain on securities sold 1,133,666,154 1,000,669,446 Unrealized appreciation of investments 1,037,045,997 1,415,365,284 --------------- -------------- Net capital applicable to Holders $ 1,257,329,636 $1,660,334,222 =============== ==============
11 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES NOTES TO FINANCIAL STATEMENTS 7. INCOME TAXES All Fund items of income received, expenses paid, and realized gains and losses on securities sold are attributable to the Holders, on a pro rata basis, for Federal income tax purposes in accordance with the grantor trust rules of the United States Internal Revenue Code. 8. QUARTERLY RESULTS OF OPERATIONS - UNAUDITED A summary of the Fund's 2001 and 2000 quarterly results of operations, in thousands of dollars, is as follows: Year Ended December 31, 2001
For the Quarter Ended 2001 March 31 June 30 September 30 December 31 Total -------- ------- ------------ ----------- ----- Net investment income $ 7,114 $ 7,355 $ 6,718 $ 6,888 $ 28,075 Net realized and unrealized gain on investments (82,514) (77,355) 64,031 (149,485) (245,323) -------- -------- ------- --------- --------- Net increase in net assets resulting from operations $(75,400) $(70,000) $70,749 $(142,597) $(217,248) ======== ======== ======= ========= =========
Year Ended December 31, 2000
For the Quarter Ended 2000 March 31 June 30 September 30 December 31 Total -------- ------- ------------ ----------- ----- Net investment income $ 9,598 $ 10,258 $ 8,967 $ 7,614 $ 36,437 Net realized and unrealized loss on investments (108,374) (296,956) (130,130) (207,566) (743,026) --------- --------- --------- --------- --------- Net decrease in net assets resulting from operations $ (98,776) $(286,698) $(121,163) $(199,952) $(706,589) ========= ========= ========= ========= =========
12 THE EQUITY INVESTOR FUND, FIRST EXCHANGE SERIES - AT&T SHARES NOTES TO FINANCIAL STATEMENTS 9. FINANCIAL HIGHLIGHTS Year Ended December 31
2001 2000 1999 1998 1997 Per Unit Operating Performance: Net asset value, beginning of period $139.24 $203.87 $184.02 $119.63 $ 83.10 ------- ------- ------- ------- ------- Income from investment operations Net investment income 2.48 2.91 2.89 2.89 2.79 Net realized and unrealized gain (loss) on investments (21.66) (59.50) 21.25 63.83 36.00 ------- ------- ------- ------- ------- Total from investment operations (19.18) (56.59) 24.14 66.72 38.79 Less distributions (2.44) (8.13) (4.17) (2.85) (2.79) Net capital share transactions (0.26) 0.09 (0.12) .52 .53 ------- ------- ------- ------- ------- Net asset value, end of period $117.36 $139.24 $203.87 $184.02 $119.63 ======= ======= ======= ======= ======= Total Return: (14.73)% (32.82)% 12.31% 47.06% 41.11% Ratio to Average Net Assets: Expenses 0.03% 0.02% 0.02% 0.03% 0.03% Net investment income 1.90% 1.69% 1.48% 2.04% 2.95%
13 PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT. None. ITEM 11. EXECUTIVE COMPENSATION. None. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT. None. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. None. -14- PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K. Page a. 1.1 - Statements of Condition as of December 31, 2000 and 2001 ......................... 7 1.2 - Statements of Operations for the years ended December 31, 1999, December 31, 2000 and December 31, 2001 .............................. 8 1.3 - Statements of Changes in Net Assets for the years ended December 31, 1999, December 31, 2000 and December 31, 2001 ............ 9 2 - Financial schedules are not filed because of the absence of conditions under which they are required or because the required information, where material, is included in the financial statements or the footnotes thereto. b. None. c. 4.1 - Form of Trust Indenture (incorporated by reference to Exhibit 1.1 to the Registration Statement of The Equity Income Fund, First Exchange Series - AT&T Shares, 1933 Act File No. 2-83192) 4.1.1 - Form of Certificate of Amendment to Trust Indenture dated August 8, 1983 (incorporated by reference to Registration Statement on Form 8-A of The Equity Income Fund, First Exchange Series - AT&T Shares, 1934 Act File No. 001-08642) 4.1.2 - Form of Standard Terms and Conditions of Trust effective January 1, 1983 (incorporated by reference to Exhibit 1.1.1 to the Registration Statement of The Equity Income Fund, First Exchange Series - AT&T Shares, 1933 Act File No. 2-83192) 9. - None. 11. - Computation of per Unit earnings (See Statement of Changes in Net Assets, Item 1.3, above) 13.1 - Form 10-Q, for the quarter ended March 31, 2000, incorporated by reference to 1934 Act File No. 001-08642. -15- 13.2 - Form 10-Q, for the quarter ended June 30, 2000, incorporated by reference to 1934 Act File No. 001-08642. 13.3 - Form 10-Q, for the quarter ended September 30, 2000, incorporated by reference to 1934 Act File No. 001-08642. 13.4 - Form 10-K for the fiscal year ended December 31, 2000, incorporated by reference to 1934 Act File No. 001-08642. 13.5 - Form 10-Q for the quarter ended March 31, 2001, incorporated by reference to 1934 Act File No. 001-08642. 13.6 - Form 10-Q for the quarter ended June 30, 2001, incorporated by reference to 1934 Act File No. 001-08642. 13.7 - Form 10-Q for the quarter ended September 30, 2001 incorporated by reference to 1934 Act File No. 001-08642. 18. - None. 21. - None. 22. - None. 23 - Consents (incorporated by reference to Registration Statement of The Equity Income Fund, First Exchange Series - AT&T Shares, 1933 Act File No. 2-83192). 27. - Financial Data Schedule. d. None. -16- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee of the Fund has duly caused this report to be signed on behalf of the Fund by the undersigned, thereunto duly authorized. The Equity Investor Fund, First Exchange Series - AT&T Shares By: The Bank of New York, as Trustee Date: March __, 2002 By: Joanna Yedreyeski --------------------------- Name: Title: Vice President