UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-21905
-----------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
---------------------------------------------------
(Exact name of registrant as specified in charter)
1001 Warrenville Road, Suite 300
LISLE, IL 60532
---------------------------------------------------
(Address of principal executive offices) (Zip code)
W. Scott Jardine, Esq.
First Trust Portfolios L.P.
1001 Warrenville Road, Suite 300
LISLE, IL 60532
---------------------------------------------------
(Name and address of agent for service)
registrant's telephone number, including area code: (630) 241-4141
---------------
Date of fiscal year end: DECEMBER 31
-------------
Date of reporting period: DECEMBER 31, 2007
-------------------
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. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
The Report to Shareholders is attached herewith.
[GRAPHIC OMITTED] [LOGO] FIRSTTRUST
ADVISORS L.P.
ANNUAL
REPORT
FOR THE YEAR ENDED
DECEMBER 31, 2007
FIRST TRUST/
ABERDEEN
EMERGING
OPPORTUNITY
FUND
[LOGO]
ABERDEEN
ASSET MANAGEMENT
--------------------------------------------------------------------------------
TABLE OF CONTENTS
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND (FEO)
ANNUAL REPORT
DECEMBER 31, 2007
Shareholder Letter ........................................................ 1
Portfolio Commentary ...................................................... 2
Portfolio Components ...................................................... 7
Portfolio of Investments .................................................. 9
Schedule of Forward Foreign Currency Contracts ............................ 15
Statement of Assets and Liabilities ....................................... 16
Statement of Operations ................................................... 17
Statements of Changes in Net Assets ....................................... 18
Statement of Cash Flows ................................................... 19
Financial Highlights ...................................................... 20
Notes to Financial Statements ............................................. 21
Report of Independent Registered Public Accounting Firm ................... 27
Additional Information .................................................... 28
Board of Trustees and Officers ............................................ 31
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended. Forward-looking
statements include statements regarding the goals, beliefs, plans or current
expectations of First Trust Advisors L.P. ("First Trust" or the "Advisor")
and/or Aberdeen Asset Management Inc. ("Aberdeen" or the "Sub-Advisor") and
their respective representatives, taking into account the information currently
available to them. Forward-looking statements include all statements that do not
relate solely to current or historical fact. For example, forward-looking
statements include the use of words such as "anticipate," "estimate," "intend,"
"expect," "believe," "plan," "may," "should," "would" or other words that convey
uncertainty of future events or outcomes.
Forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance or achievements of
First Trust/Aberdeen Emerging Opportunity Fund (the "Fund") to be materially
different from any future results, performance or achievements expressed or
implied by the forward-looking statements. When evaluating the information
included in this report, you are cautioned not to place undue reliance on these
forward-looking statements, which reflect the judgment of the Advisor and/or
Sub-Advisor and their respective representatives only as of the date hereof. We
undertake no obligation to publicly revise or update these forward-looking
statements to reflect events and circumstances that arise after the date hereof.
PERFORMANCE AND RISK DISCLOSURE
There is no assurance that the Fund will achieve its investment objective. The
Fund is subject to market risk, which is the possibility that the market values
of securities owned by the Fund will decline and that the value of the Fund
shares may therefore be less than what you paid for them. Accordingly, you can
lose money investing in the Fund.
Performance data quoted represents past performance, which is no guarantee of
future results, and current performance may be lower or higher than the figures
shown. For the most recent month-end performance figures, please visit
http://www.ftportfolios.com or speak with your financial advisor. Investment
returns, net asset value and common share price will fluctuate and Fund shares
may be worth more or less than their original cost.
HOW TO READ THIS REPORT
This report contains information that may help you evaluate your investment. It
includes details about the Fund and presents data and analysis that provide
insight into the Fund's performance and investment approach.
By reading the portfolio commentary by the portfolio management team of the
Fund, you may obtain an understanding of how the market environment affected the
Fund's performance. The statistical information that follows may help you
understand the Fund's performance compared to that of relevant market
benchmarks.
It is important to keep in mind that the opinions expressed by personnel of
Aberdeen are just that: informed opinions. They should not be considered to be
promises or advice. The opinions, like the statistics, cover the period through
the date on the cover of this report. The risks of investing in the Fund are
spelled out in the prospectus.
--------------------------------------------------------------------------------
SHAREHOLDER LETTER
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND (FEO)
ANNUAL REPORT
DECEMBER 31, 2007
Dear Shareholders:
We believe investment opportunities abound, both here and abroad, affording the
potential for exceptional returns for investors. At First Trust Advisors L.P.
("First Trust"), we realize that we must be mindful of the complexities of the
global economy and at the same time address the needs of our customers through
the types of investments we bring to market.
We are single-minded about providing a range of investment products, including
our family of closed-end funds, to help First Trust meet the challenge of
maximizing our customers' financial opportunities. Translating investment ideas
into products which can deliver performance over the long term while continuing
to support our current product line remains a focus for First Trust as we head
into the future.
The report you hold will give you detailed information about your investment in
First Trust/Aberdeen Emerging Opportunity Fund (the "Fund") for the 12-month
period ended December 31, 2007. I encourage you to read this report and discuss
it with your financial advisor.
First Trust is pleased that the Fund is a part of your financial portfolio and
we will continue to offer you current information about your investment, as well
as new opportunities to the financial marketplace, through your financial
advisor. We value our relationship with you and appreciate the opportunity to
assist you in achieving your financial goals.
Sincerely,
/s/ James A. Bowen
James A. Bowen
President of First Trust/Aberdeen Emerging Opportunity Fund
Page 1
--------------------------------------------------------------------------------
PORTFOLIO COMMENTARY
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
The primary investment objective of First Trust/Aberdeen Emerging Opportunity
Fund ("FEO" or the "Fund") is to provide a high level of total return. The Fund
will pursue its investment objective by investing in a diversified portfolio of
equity and fixed-income securities of issuers in emerging market countries.
There can be no assurance that the Fund's investment objective will be achieved.
The Fund may not be appropriate for all investors.
MARKET RECAP
THE U.S. FINANCIAL MARKETS
The year 2007 was dominated by the unfolding credit crisis in mortgage-backed
structured credits and its impact on the financial system. The first half of the
year saw 10-year government bond yields rising and central banks, with the
notable exception of the Federal Reserve, raise policy interest rates in
response to perceived inflationary threats from strong economic growth and large
commodity price rises.
THE GLOBAL FINANCIAL MARKETS
The Bank of Japan raised rates once by 25 basis points to 0.5%. The European
Central Bank ("ECB") and central bank of Australia raised rates twice by 25
basis points to 4% and 6.75%, respectively. Other central banks were even more
aggressive, with the Bank of England raising rates three times to 5.75%; the
central banks of New Zealand and Sweden four times to 8.25% and 4%,
respectively; and the central banks of Switzerland and Norway increasing on
seven separate occasions to 2.75% and 5.25%, respectively.
While the majority of these interest rate increases occurred in the first half
of 2007, before the severity of the U.S. credit crisis became fully apparent,
several of the peripheral central banks, notably Australia, Norway and Sweden,
have continued to tighten policy even as the Federal Reserve has begun to
aggressively lower the Federal funds rates.
Despite large temporary liquidity injections from the ECB and others and
measures to increase the range of assets with which commercial banks can pledge
against central bank loans, only the central banks of Canada and the United
Kingdom ("UK") had, by year end, joined the Federal Reserve and cut policy
interest rates in response to the credit crisis.
Canada cut rates as a result of lower inflation and its higher sensitivity to
U.S. economic growth. The UK cut in response to the seizing up of the short-term
money markets and resulting spike of inter-bank interest rates which resulted in
a run on a UK mortgage lender and the extension of government guarantees to its
deposit holders to ensure the solvency of the entire banking system.
THE BOND MARKETS
Government bond yields have fallen sharply across the developed world and yield
curves steepened through the second half of 2007. The currency hedged JP Morgan
World Government Bond Index returned 5.7%. The U.S., UK and Canada had the
highest local currency returns, 9.1%, 5.2% and 5.0%, respectively. Japan (2.6%),
the Eurozone (1.8%) and Switzerland (-0.7%) posted the lowest returns. All the
returns came in the second half of 2007 with only the U.S. showing positive
returns in the first half of the year.
In the G3 markets, which represent the dollar, the Yen and the Euro, 10-year
bond yields fell sharply in the U.S., from 4.7% to 4.0%; fell modestly in Japan
from 1.7% to 1.5%; and were broadly unchanged in the European Union ("EU") with
German bonds at 3.9%. Canada and the UK saw modest declines in the second half
of 2007 to end down approximately 20 basis points at 4% and 4.5%, respectively.
Other peripheral markets which saw the bulk of the interest rate increases saw
10-year bond yields rise. For example, in Australia and New Zealand 10-year bond
yields rose by 50 basis points to 6.3%, and Sweden, Norway and Switzerland saw
similar increases to 4.3%, 4.7% and 3.0%, respectively.
The rapid widening of spreads on financial and asset-backed paper and sharp
falls in financial sector equity prices provoked very strong buying of the
shortest dated government paper, resulting in sharp steepening of the government
yield curves. U.S. and European high-yield bond spreads widened by approximately
300 and 250 basis points, respectively, in the second half of 2007. The
difficulties faced by mortgage lenders and bond insurers, coupled with the large
losses on holdings of structured credit and leveraged loans by banks, saw 2-year
Treasury notes fall 180 basis point to 3%, at one point trading 165 basis points
below the Federal funds rate despite three rate cuts.
The JP Morgan unhedged Global Government Bond Index returned 10.8% for the year,
5.1% of which was accounted for by depreciation of the U.S. dollar.
THE U.S. DOLLAR VS. OTHER CURRENCIES
The dollar fell against every major currency over the course of the year. The
commodity currencies fared best with the Canadian dollar up 16%, the Norwegian
Krone up 15%, the Australian dollar up 11% and the New Zealand dollar up 9%.
Page 2
--------------------------------------------------------------------------------
PORTFOLIO COMMENTARY - (CONTINUED)
--------------------------------------------------------------------------------
The Euro strengthened continually throughout 2007, finishing up 10%. The Yen
rallied strongly as currency carry trades were unwound due to higher volatility
and lower risk tolerance. The Yen ended the year up 6% versus the dollar, with
the other "carry trade" funding currency, the Swiss Franc, up 7%.
The British Pound was the weakest major currency, rising only 1%. Investors sold
Sterling against other currencies expecting interest rates to fall dramatically
as the UK is seen as being even more sensitive to house price falls and
financial market turmoil than the U.S.
Currency volatility increased dramatically through the year, and uncertainty
over the future path of monetary policy across the G3 markets and excessive
speculation in carry trades led to several episodes when Yen cross rates moved
by almost 20% in a matter of weeks during the latter half of the year.
FIXED-INCOME MARKETS
Emerging fixed-income markets had a mixed performance during 2007, as risk
premiums fluctuated throughout the period triggered by concerns over the outlook
of the U.S. sub-prime mortgage market. The first bout of volatility occurred in
late February 2007, with concerns about an unwinding of "carry trades" also
weighing on emerging markets. Within a few weeks, global risk aversion began to
subside as markets took a more measured view on the ability of the U.S. economy
to weather the sub-prime storm. Emerging markets resumed their strong
performance during the second quarter of 2007 but tumbled in July/August 2007,
as sub-prime concerns spread to global money markets, leading to a severe spike
in interbank rates and fanning fears of a credit crunch. Global risk aversion
continued into the fourth quarter of 2007 as large investment banks started
reporting very poor end-of-year financials.
POLITICAL EVENTS
BRAZIL. The news was overall very positive in Brazil, as President Lula secured
a second term in office; the local currency rating was upgraded to investment
grade; fiscal performance continued to shine; the trade surplus remained robust;
foreign direct investment rose to a record level; inflation eased and the
Central Bank maintained its interest-rate cutting cycle, supporting the
longer-term growth outlook. The failure by Brazil's government to pass the CPMF
tax renewal, a financial transaction cost that represents 1.6% of Gross Domestic
Product ("GDP"), had a mild negative impact on Brazilian assets, although
officials were quick to reassure the market of its commitment to maintain the
3.8% primary surplus.
TURKEY. In contrast, things were more turbulent in Turkey, as the military
intervened during the Presidential election process in May 2007, leaving a
temporary black cloud hanging over Turkish assets. As calm prevailed, the
AKP-led government sought and won a stronger election mandate during
parliamentary elections in June 2007 and once again proposed Foreign Minister
Gul as their choice for President, which was approved in its third attempt.
While the military issued another coded warning prior to the vote about
maintaining its vigilance of a secular state, it stopped short in sparking a
repeat of the political crisis that occurred in May 2007, leading to a strong
rally on Turkish assets.
PAKISTAN. The assassination of Benazir Bhutto was the latest sad chapter in
Pakistan politics, as the Pakistan Peoples Party ("PPP") leader, who was tipped
to win the election as prime minister in January 2008, was gunned down during an
election rally on December 27, 2007. The ensuing domestic unrest in Bhutto's
province of Sind sparked concern about the future of the PPP and the scheduled
elections on January 8, 2008, which have since been delayed until February.
While Pakistan's economic performance has remained robust with strong growth and
fiscal discipline remaining in place, the cloudy political situation led to a
sharp increase in the country risk premium.
ECUADOR. There were a few political events that caught the attention of the
market. Presidential elections in Ecuador created considerable volatility in the
country's external debt during the period, with an initial sharp drop in prices
following the populist candidate Correa's victory in the November 2007 election.
The initial hostile rhetoric of the new administration was subsequently toned
down as the Economy Minister was replaced and his successor adopted a more
pragmatic approach towards future debt service, albeit without ruling out the
possibility of future restructuring. Ecuador has been one of the strongest
performers in the external market over the past year.
UKRAINE. Ukraine assets performed well despite rising political tensions between
President Yuschenko and Prime Minister Yanukovych that led to a virtual shutdown
of the government and parliamentary elections at the end of September 2007. The
result was somewhat of a surprise, as a stronger-than-expected showing by Yulia
Tymoshenko's party vaulted the Orange Coalition back into power. While the
outlook for Ukrainian debt remains supportive, underpinned by strong economic
growth and limited sovereign indebtedness, there are a few burning issues on the
horizon. It remains to be seen how long the new government will remain intact
given its narrow majority in parliament, and the pro-Western government may find
relations somewhat strained with Russia, resulting in higher gas import prices.
RUSSIA. Political intrigue was heightened in Russia as President Putin endorsed
First Vice Prime Minister Dmitry Medvedev as the candidate for the United Russia
Party for the presidential election in March 2008. Putin's backing effectively
guarantees victory by Medvedev, who is also chairman of Gazprom. The following
day, Medvedev said he would offer the Prime Minister position to Putin, who
accepted the post.
VENEZUELA. Political risk eased in Venezuela as the controversial constitutional
reform proposed by President Chavez was not approved during the referendum vote
on December 2, 2007. The narrow victory for the opposition prompted a rally on
Venezuela bonds, which along with Argentina have been the top underperformers
throughout the year.
Page 3
--------------------------------------------------------------------------------
PORTFOLIO COMMENTARY - (CONTINUED)
--------------------------------------------------------------------------------
EQUITY
Cyclical sectors such as Materials and Industrials performed well over the year.
While the Fund's underweight to Cyclicals has cost the portfolio to date, we
remain wary of their "boom/bust" nature and will remain committed to our
approach of investing in companies with strong balance sheets and good cash flow
generation. Our preference remains to invest in companies positioned to benefit
from rising domestic consumption in emerging markets, which we believe is a
structurally sounder theme.
Globally, Financial stocks have come under pressure due to uncertainty over the
sector's exposure to U.S. sub-prime loans and the associated deterioration in
many major banks' balance sheets. We believe that the Fund's emerging market
Financial holdings have little or no exposure to this, and we see recent
declines in Financial stocks as market mispricing, particularly in light of our
analysis and recent strong earnings from the Fund's portfolio companies. A lack
of "sophistication" and/or strong loan demand has meant that the Fund's
Financials have had little need to seek higher returns via structured investment
vehicles. In addition, our Banking stocks remain well capitalized, and we
maintain our confidence in their quality. We see Financials as domestic
consumption plays through which we can capitalize on the rise of the middle
classes in emerging market countries, particularly given a background of low
financial product penetration.
The Consumer sector generally lagged amid rising commodity prices, competition
and concerns over slower domestic growth in countries like Mexico. The Fund's
overweight to Mexico cost the Fund (205 basis points overall) as the market
reacted negatively to the threat of a U.S. consumer slowdown and slower than
expected GDP growth.
FUND RECAP
The Fund had a net asset value ("NAV") total return of 15.74% 1 for the twelve
months ended December 31, 2007. This compares to 21.23% for the Fund's blended
benchmark 2 total return over the same period. In addition to this blended
benchmark, the Fund currently uses other indexes for comparative purposes. The
total returns over the twelve months ended December 31, 2007 for these indexes
were as follows: the Lehman Global Emerging Markets Index was 5.16%; and the
FTSE All World Emerging Index was 35.73%. The Fund's total return based on
market price for the twelve months ended December 31, 2007 was 12.53% 3.
FIXED-INCOME
The emerging market debt component of the Fund returned a positive 10.0%,
although this underperformed the benchmark 4 for the fixed-income portion of the
Fund which returned 11.8%. This modest underperformance was mainly due to the
Fund's poor performance in its external debt holdings, which only returned 1.7%,
compared to the benchmark return of 6.16% for the period, due to the Fund's
overweight holdings in Argentina, Venezuela and Pakistan, which all had negative
returns for the year. The local currency-denominated bonds outperformed the
benchmark, returning 21.2% for the period with best performance coming from
Turkey (47.5%) and Brazil (36.6%) and the central banks cutting rates throughout
the year.
EQUITY
The equity portion of the Fund's portfolio rose 33.1% over the year, a healthy
return in absolute terms. However, the equity portion of the Fund lagged its
benchmark, the MSCI Global Emerging Markets Index, by 662 basis points.
At the heart of this underperformance is the Fund's underweight to Cyclicals and
overweight to Financials and Consumer stocks. These positions are a function of
the investment process with its emphasis on the quality of the Fund's holdings,
in terms of management, balance sheet and business.
During the year the Fund initiated positions in Brazilian fashion retailer Lojas
Renner, Czech Bank Komercni and Mexican Coke bottler Grupo Continental. Also
initiated were positions in South African fashion retailer Truworths, Turkish
hard-discount retailer BIM and Indonesian conglomerate Astra, which offers the
Fund exposure to consumption growth. The Fund sold its positions in Checkpoint,
Zhejiang Expressway and Hyundai completely.
----------------------
1 Total return based on NAV is the combination of reinvested dividend
distributions and reinvested capital gains distributions, if any, at
prices obtained by the Dividend Reinvestment Plan, and changes in
NAV per share and does not reflect sales load.
2 The Fund's blended benchmark consists of the following: 32.5%
JPMorgan Emerging Markets Bond Index Global Diversified; 32.5%
JPMorgan Government Bond Index-Emerging Markets; and 35% MSCI
(Morgan Stanley Capital International) Global Emerging Markets
Index.
3 Total return based on market value is the combination of reinvested
dividend distributions and reinvested capital gains distributions,
if any, at prices obtained by the Dividend Reinvestment Plan, and
changes in Common Share market price per share.
4 The benchmark for the fixed-income portion of the Fund consists of
the following: 50% JPMorgan Emerging Markets Bond Index Global
Diversified and 50% JPMorgan Government Bond Index-Emerging Markets
(JPM GBI-EM).
Page 4
--------------------------------------------------------------------------------
PORTFOLIO COMMENTARY - (CONTINUED)
--------------------------------------------------------------------------------
PORTFOLIO MANAGER Q & A
WHAT IS YOUR OUTLOOK FOR THE MARKET?
Emerging markets are expected to face more headwinds caused by the ongoing
credit crunch in the coming months. We believe it will become increasingly
difficult for central banks to rely on monetary policy to control rising fuel
and food prices, while trying to sustain economic growth. As such, we believe a
slowdown in global economic growth and a weakening of corporate profits are
likely to follow.
WHAT IS YOUR OUTLOOK FOR THE FUND?
We are confident that the Fund's holdings, made up of well-run companies that
generate strong cash flow and have healthy balance sheets, will be able to
weather these potentially volatile conditions, which also suits our careful,
bottom-up approach of value investing. We will continue to focus on fundamentals
and valuations and remain optimistic about the longer-term prospects for
emerging markets.
SUB-ADVISOR
Aberdeen Asset Management Inc. ("Aberdeen" or the "Sub-Advisor"), a Securities
and Exchange Commission registered investment adviser, is a wholly-owned
subsidiary of Aberdeen Asset Management PLC. Aberdeen Asset Management PLC is a
publicly-traded international investment management group listed on the London
Stock Exchange, managing assets for both institutional and retail clients from
offices around the world.
PORTFOLIO MANAGEMENT TEAM
Investment decisions for the Fund are made by Aberdeen using a team approach and
not by any one individual. By making team decisions, Aberdeen seeks to ensure
that the investment process results in consistent returns across all portfolios
with similar objectives. Aberdeen does not employ separate research analysts.
Instead, Aberdeen's investment managers combine the roles of analysis with
portfolio management. Each member of the team has sector and portfolio
responsibilities such as day-to-day monitoring of liquidity. The overall result
of this matrix approach is a high degree of cross-coverage, leading to a deeper
understanding of the securities in which Aberdeen invests. Included below is
additional information about the members of the team with significant
responsibility for the day-today management of the Fund's portfolio.
EQUITY MANAGEMENT TEAM
DEVAN KALOO
HEAD OF EMERGING MARKET EQUITY FOR THE ABERDEEN GROUP
Mr. Kaloo is responsible for the London based Global Emerging Market ("GEM")
Equity Team, which manages Latin America, Europe, Middle East and Africa
equities, and also has oversight of global emerging market input from the Asia
research team based in Singapore, with which he works closely. Mr. Kaloo began
his career at Martin Currie in Edinburgh shortly after graduation, working
initially on the North American desk before transferring to the global asset
allocation team. Mr. Kaloo moved off the global asset allocation team in 1997,
and for the next three years, he worked on Asian portfolios before joining
Murray Johnstone in Singapore in July 2000. Following the latter's acquisition,
he transferred to the Aberdeen Group where he was responsible for the Asian ex
Japan region as well as regional portfolios within emerging market mandates and
technology stocks. Mr. Kaloo took his current position in July 2005. Mr. Kaloo
graduated with an MA (Hons) in Management and International Relations from St.
Andrews University in Scotland and holds a postgraduate degree in Investment
Analysis from Stirling University, also in Scotland.
JOANNE IRVINE
HEAD OF GEM EQUITY TEAM EX ASIA
Ms. Irvine is on the GEM Equity Team, where she specializes in the emerging
markets of Europe, Africa and the Middle East. After qualifying as a chartered
accountant in 1992, she worked in corporate finance specializing in raising
development capital finance for private businesses. In January 1996, Ms. Irvine
joined the Aberdeen Group in a group development role. Since May 1997, Ms.
Irvine has been part of Aberdeen's emerging markets fund management group in
London.
MARK GORDON-JAMES
INVESTMENT MANAGER, GEM EQUITY TEAM
After graduating with a degree in Geography and Economics from the London School
of Economics in 2000, Mr. Gordon-James worked with the emerging markets team of
Merrill Lynch Investment Managers. Mr. Gordon-James joined the Aberdeen Group in
April 2004.
FIONA MORRISON
INVESTMENT MANAGER, GEM EQUITY TEAM
Ms. Morrison is an investment manager on the emerging markets ex Asia team. She
has a BA with honors in History and French from Durham University. Ms. Morrison
joined Aberdeen in 2001 as an analyst.
Page 5
--------------------------------------------------------------------------------
PORTFOLIO COMMENTARY - (CONTINUED)
--------------------------------------------------------------------------------
ED CONROY
INVESTMENT MANAGER, GEM EQUITY TEAM
Mr. Conroy is an assistant manager on the emerging markets ex Asia desk. In June
2004, he graduated from University College, Oxford with a MSc in Biochemistry
and joined Aberdeen.
ANDY BROWN
INVESTMENT MANAGER, GEM EQUITY TEAM
Mr. Brown is an assistant investment manager on the emerging markets ex Asia
desk. He graduated from the University of St. Andrews with a BSc in Geography in
June 2003. Prior to joining Aberdeen in March 2005, Mr. Brown worked in the oil
field consumables industry in the United Arab Emirates.
FIXED-INCOME MANAGEMENT TEAM
DEREK FULTON
HEAD OF GLOBAL AND ASIAN BONDS
Mr. Fulton joined Murray Johnstone in 1996 as a graduate trainee in
Fixed-Income. In 1998, he qualified as an Associate of the Institute of
Investment Management & Research. Mr. Fulton has since become a senior member of
the Fixed-Income team with Aberdeen and is responsible for the day-to-day
management of global fixed-income and government portfolios. He is a member of
Aberdeen's global economics team.
BRETT DIMENT
HEAD OF EMERGING MARKET DEBT
Mr. Diment joined Deutsche Asset Management Group Limited ("Deutsche") in 1991
as a member of the Fixed-Income group and became head of the emerging market
debt team at Deutsche in 1999. Mr. Diment joined Aberdeen following the Deutsche
acquisition in 2005 and is now responsible for the day-to-day management of the
emerging market debt team and portfolios.
KEVIN DALY
PORTFOLIO MANAGER, EMERGING MARKET DEBT
Mr. Daly joined the emerging markets team at Aberdeen in April 2007 as a
portfolio manager, having spent the previous 10 years at Standard & Poor's in
London and Singapore as a credit market analyst covering global emerging market
debt, and was head of marketing for Global Sovereign Ratings. Mr. Daly was a
regular participant on the Global Sovereign Committee, served as a member of the
Sovereign Ratings Review Board, and was one of the initial members of the
Emerging Market Council, formed in 2006 to advise senior management on business
and market developments in emerging markets.
EDWIN GUTIERREZ
PORTFOLIO MANAGER, EMERGING MARKET DEBT
Mr. Gutierrez has served as an economist specializing in Latin America at LGT
Asset Manager, and more recently as a portfolio manager specializing in emerging
market fixed-income at INVESCO Asset Management. He joined Deutsche in 2000 and
Aberdeen in 2005.
NIMA TAYEBI
PORTFOLIO MANAGER, EMERGING MARKET DEBT
Mr. Tayebi has 10 years of experience as executive director responsible for
emerging markets trading at Millennium Global Investments, vice president at
Salomon Brothers, focusing on emerging currency and debt trading and head of
fixed-income research at Renaissance Capital. He joined Deutsche as an emerging
currency portfolio manager in 2001 and Aberdeen in 2005.
MAX WOLMAN
PORTFOLIO MANAGER, EMERGING MARKET DEBT
Mr. Wolman joined Aberdeen in January 2001 and is portfolio manager on the
Global Emerging Market Debt mandates. Mr. Wolman originally specialized in
currency and domestic debt analysis; however, he is now responsible for wider
emerging debt analysis, including external and corporate issuers. He is a member
of the Emerging Markets Debt investment committee at Aberdeen and is also
responsible for the daily implementation of the investment process.
Page 6
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO COMPONENTS (a)
DECEMBER 31, 2007
PORTFOLIO COMPONENTS -- BY INDUSTRY
Government Bonds and Notes 42.3%
Commercial Banks Non-US 9.4%
Diversified Financial Services 7.6%
Oil & Gas 4.6%
Retail 4.6%
Semiconductors 3.3%
Beverages 2.8%
Cellular Telecommunications 2.4%
Insurance 1.7%
Diversified Minerals 1.6%
Building Products-Cement/Aggregates 1.6%
Real Estate 1.6%
Tobacco 1.5%
Electric Utilities 1.4%
Medical-Drugs 1.4%
Telecommunications 1.1%
Food Retail 1.1%
Diversified Operations 1.0%
Household Products 1.0%
Banking 0.9%
Paper and Related Products 0.9%
Export/Import Bank 0.8%
Steel Producers 0.8%
Gas Utilities 0.8%
Chemicals 0.7%
Airport Development/Maintenance 0.6%
Transportation 0.6%
Applications Software 0.6%
Construction & Chemicals 0.5%
Leisure Time 0.5%
Building-Residential/Commercial 0.3%
(a) Percentages are based on total investments. Please note that the
percentages on the Portfolio of Investments are based on net assets.
See Notes to Financial Statements Page 7
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO COMPONENTS (a) (b) - (CONTINUED)
DECEMBER 31, 2007
PORTFOLIO COMPONENTS -- BY COUNTRY
Brazil 13.3%
Mexico 8.1%
Turkey 6.9%
China 6.9%
India 6.2%
Venezuela 5.4%
Argentina 5.3%
Ukraine 3.5%
South Korea 3.3%
Russia 3.3%
Colombia 3.3%
South Africa 3.0%
Taiwan 3.0%
Uruguay 2.9%
Indonesia 2.8%
Egypt 2.7%
Peru 2.3%
Philippines 1.9%
Thailand 1.8%
Malaysia 1.8%
Ecuador 1.7%
Dominican Republic 1.4%
Ghana 1.3%
Chile 1.1%
Serbia 1.0%
Czech Republic 1.0%
Pakistan 1.0%
Hungary 1.0%
El Salvador 1.0%
Gabon 0.7%
Nigeria 0.6%
Qatar 0.5%
(a) Percentages are based on total investments. Please note that the
percentages on the Portfolio of Investments are based on net assets.
(b) Portfolio securities are included in a country based upon their underlying
credit exposure as determined by Aberdeen Asset Management Inc., the
Sub-Advisor.
Page 8 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a)
DECEMBER 31, 2007
PRINCIPAL
VALUE
(LOCAL STATED VALUE
CURRENCY) DESCRIPTION COUPON MATURITY (US DOLLARS)
-------------- --------------------------------------------------------- ------ -------- -------------
BONDS AND NOTES (b) - 57.7%
ARGENTINA - 4.7%
760,000 Banco Hipotecario SA (USD) .............................. 9.75% 04/27/16 $ 712,500
3,732,350 Central Bank of Argentina (ARS) (c) ..................... 2.00% 02/04/18 1,649,182
4,620,000 Republic of Argentina (USD) ............................. 7.00% 04/17/17 3,600,525
-------------
5,962,207
-------------
BRAZIL - 6.2%
3,420,000 Brazil NTN - B Note (BRL) ............................... 6.00% 08/15/10 3,144,086
430,000 Independencia International Ltd. (USD) .................. 9.88% 01/31/17 432,150
1,000,000 Isa Capital do Brasil SA (USD) .......................... 7.88% 01/30/12 1,022,500
5,530,000 Nota do Tesouro Nacional (BRL) .......................... 10.00% 01/01/17 2,611,270
700,000 Odebrecht Finance Ltd. (USD) ............................ 7.50% 10/18/17 706,825
-------------
7,916,831
-------------
CHINA - 1.3%
450,000 Agile Property Holdings Ltd. (USD) ...................... 9.00% 09/22/13 426,423
670,000 Parkson Retail Group Ltd. (USD) ......................... 7.88% 11/14/11 666,650
540,000 Parkson Retail Group Ltd. (USD) ......................... 7.13% 05/30/12 523,152
-------------
1,616,225
-------------
COLOMBIA - 3.4%
340,000 EEB International Ltd. (USD) ............................ 8.75% 10/31/14 349,231
3,140,000,000 Republic of Colombia (COP) .............................. 12.00% 10/22/15 1,743,363
2,030,000 Republic of Colombia (USD) .............................. 7.38% 09/18/37 2,269,236
-------------
4,361,830
-------------
DOMINICAN REPUBLIC - 1.4%
820,000 Cerveceria Nacional Dominica (USD) (c) .................. 16.00% 03/27/12 951,200
740,000 Dominican Republic (USD) ................................ 8.63% 04/20/27 862,100
-------------
1,813,300
-------------
ECUADOR - 1.7%
1,610,000 Republic of Ecuador (USD) ............................... 10.00% 08/15/30 1,565,725
630,000 Republic of Ecuador (USD) ............................... 9.38% 12/15/15 639,450
-------------
2,205,175
-------------
EGYPT - 2.8%
7,500,000 Arab Republic of Egypt (EGP) ............................ 8.75% 07/18/12 1,412,372
2,140,000 Egypt Government Bond (EGP) ............................. 9.10% 09/20/12 401,290
10,000,000 Egypt Treasury Bill (EGP) ............................... 0.00% 04/29/08 1,773,125
-------------
3,586,787
-------------
EL SALVADOR - 1.0%
1,090,000 Republic of El Salvador (USD) ........................... 7.65% 06/15/35 1,264,400
-------------
GABON - 0.8%
940,000 Gabonese Republic (USD) ................................. 8.20% 12/12/17 977,600
-------------
GHANA - 1.3%
1,600,000 Republic of Ghana (USD) ................................. 8.50% 10/04/17 1,685,077
-------------
See Notes to Financial Statements Page 9
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a) - (CONTINUED)
DECEMBER 31, 2007
PRINCIPAL
VALUE
(LOCAL STATED VALUE
CURRENCY) DESCRIPTION COUPON MATURITY (US DOLLARS)
-------------- --------------------------------------------------------- ------ -------- -------------
BONDS AND NOTES (b) - (CONTINUED)
INDIA - 1.9%
65,000,000 JPMorgan Chase Bank NA, Credit Linked Note (INR) (c) .... 8.07% 01/15/17 $ 1,679,627
28,000,000 JPMorgan International Derivatives (GBP) ................ 7.49% 09/08/08 695,639
-------------
2,375,266
-------------
INDONESIA - 1.2%
990,000 BLT Finance BV (USD) .................................... 7.50% 05/15/14 853,067
120,000 Majapahit Holding BV (USD) .............................. 7.75% 10/17/16 119,101
670,000 Majapahit Holding BV (USD) .............................. 7.25% 06/28/17 633,334
-------------
1,605,502
-------------
MEXICO - 3.3%
330,000 Desarrolladora Homex SA (USD) ........................... 7.50% 09/28/15 334,125
17,300,000 Mexican Fixed Rate Bonds (MXN) .......................... 8.00% 12/07/23 1,557,337
15,580,000 Mexican Fixed Rate Bonds (MXN) .......................... 9.50% 12/18/14 1,534,975
7,250,000 Mexican Fixed Rate Bonds (MXN) .......................... 9.00% 12/20/12 691,966
60,000 Urbi, Desarrollos Urbanos SA de CV (USD) ................ 8.50% 04/19/16 61,800
-------------
4,180,203
-------------
NIGERIA - 0.7%
1,000,000 GTB Finanace BV (USD) ................................... 8.50% 01/29/12 965,000
-------------
PAKISTAN - 1.0%
670,000 Islamic Republic of Pakistan (USD) ...................... 6.88% 06/01/17 551,075
830,000 Pakistan Mobile Communication (USD) ..................... 8.63% 11/13/13 778,680
-------------
1,329,755
-------------
PERU - 2.4%
6,040,000 Peru Bono Soberano (PEN) ................................ 7.84% 08/12/20 2,260,162
790,000 Republic of Peru (USD) .................................. 6.55% 03/14/37 829,539
-------------
3,089,701
-------------
PHILIPPINES - 0.9%
1,000,000 Republic of Philippines (USD) ........................... 8.25% 01/15/14 1,125,050
-------------
RUSSIA - 2.4%
830,000 Alfa Bond ISS (USD) (c) ................................. 8.64% 02/22/17 772,597
10,400,000 GPB Eurobond Finance PLC (RUB) .......................... 7.25% 02/22/10 424,860
44,840,981 Red Arrow International Leasing PLC (RUB) ............... 8.38% 06/30/12 1,831,926
-------------
3,029,383
-------------
SERBIA - 1.1%
1,460,000 Republic of Serbia (USD) (d) ............................ 3.75% 11/01/24 1,357,727
-------------
SOUTH AFRICA - 1.2%
10,770,000 Republic of South Africa Government Bond (ZAR) .......... 10.00% 02/28/09 1,571,403
-------------
TURKEY - 4.8%
730,000 Republic of Turkey (USD) ................................ 8.00% 02/14/34 813,366
1,380,000 Turkey Government Bond (TRY) ............................ 10.00% 02/15/12 1,284,683
4,780,000 Turkey Government Bond (TRY) ............................ 16.00% 03/07/12 4,075,625
-------------
6,173,674
-------------
Page 10 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a) - (CONTINUED)
DECEMBER 31, 2007
PRINCIPAL
VALUE
(LOCAL STATED VALUE
CURRENCY) DESCRIPTION COUPON MATURITY (US DOLLARS)
-------------- --------------------------------------------------------- ------ -------- -------------
BONDS AND NOTES (b) - (CONTINUED)
UKRAINE - 3.6%
800,000 Alfa Bank Ukraine (USD) ................................. 9.75% 12/22/09 $ 780,320
1,070,000 EX-IM Bank of Ukraine (USD) ............................. 7.65% 09/07/11 1,073,263
4,000,000 JSCB Ukrsotsbank, Credit Linked Note (USD) .............. 12.00% 10/15/12 817,652
500,000 UBS AG Jersey Branch (USD) .............................. 9.13% 06/21/10 490,000
1,480,000 UKraine Government International Bond (USD) ............. 6.75% 11/14/17 1,456,320
-------------
4,617,555
-------------
URUGUAY - 3.0%
1,390,000 Republic Orient Uruguay (USD) ........................... 7.63% 03/21/36 1,520,313
37,710,000 Republic Orient Uruguay (UYU) ........................... 5.00% 09/14/18 1,895,048
8,560,000 Republic Orient Uruguay (UYU) ........................... 4.25% 04/05/27 402,449
-------------
3,817,810
-------------
VENEZUELA - 5.6%
2,670,000 Petroleos de Venezuela SA (USD) ......................... 5.38% 04/12/27 1,624,695
1,370,000 Republic of Venezuela (USD) ............................. 5.75% 02/26/16 1,109,700
2,600,000 Republic of Venezuela (USD) ............................. 7.65% 04/21/25 2,229,500
2,250,000 Republic of Venezuela (USD) ............................. 9.25% 09/15/27 2,260,463
-------------
7,224,358
-------------
TOTAL BONDS AND NOTES ................................... 73,851,819
(Cost $72,670,853) -------------
SHARES DESCRIPTION VALUE
-------------- ----------------------------------------------------------------------------- -------------
COMMON STOCKS - 45.9%
ARGENTINA - 0.8%
23,200 Tenaris SA, ADR ............................................................. $ 1,037,736
-------------
BRAZIL - 7.6%
52,300 Banco Bradesco SA, ADR ...................................................... 1,673,600
78,000 Companhia Vale do Rio Doce, ADR ............................................. 2,182,440
45,370 Lojas Renner SA ............................................................. 917,595
22,300 Petroleo Brasileiro SA, ADR ................................................. 2,145,706
43,000 Souza Cruz SA ............................................................... 1,164,382
28,000 Telecomunicacoes de Sao Paulo SA ............................................ 731,461
24,600 Ultrapar Participacoes SA, Preference Shares ................................ 870,674
-------------
9,685,858
-------------
CHILE - 1.1%
29,000 Banco Santander Chile SA, ADR ............................................... 1,478,710
-------------
CHINA - 5.8%
95,000 China Mobile Ltd. ........................................................... 1,654,379
170,000 CLP Holdings Ltd. ........................................................... 1,154,984
300,000 Dah Sing Banking Group Ltd. ................................................. 693,216
200,000 Hang Lung Group Ltd. ........................................................ 1,080,696
920,000 PetroChina Company Ltd., H Shares ........................................... 1,620,437
See Notes to Financial Statements Page 11
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a) - (CONTINUED)
DECEMBER 31, 2007
SHARES DESCRIPTION VALUE
-------------- ----------------------------------------------------------------------------- -------------
COMMON STOCKS - (CONTINUED)
CHINA - (CONTINUED)
490,000 Swire Pacific Ltd., B Shares ................................................ $ 1,294,604
-------------
7,498,316
-------------
CZECH REPUBLIC - 1.1%
9,000 Erste Bank der Oesterreichischen Sparkassen AG. ............................. 638,877
3,000 Komercni Banka AS ........................................................... 713,451
-------------
1,352,328
-------------
HUNGARY - 1.0%
5,300 Richter Gedeon, Sponsored GDR ............................................... 1,272,064
-------------
INDIA - 4.5%
75,000 Gail India Ltd. ............................................................. 1,021,285
20,000 Glaxosmithkline Pharmaceuticals Ltd. ........................................ 521,223
8,000 Grasim Industries Ltd. ...................................................... 735,836
40,000 Hero Honda Motors Ltd. ...................................................... 699,656
13,000 Housing Development Finance Corp. Ltd. ...................................... 938,794
33,000 ICICI Bank Ltd. ............................................................. 1,037,095
74,000 Satyam Computer Services Ltd. ............................................... 848,611
-------------
5,802,500
-------------
INDONESIA - 1.7%
300,000 PT Astra International Tbk .................................................. 860,116
1,800,000 PT Unilever Indonesia Tbk ................................................... 1,272,981
-------------
2,133,097
-------------
MALAYSIA - 1.8%
68,000 British American Tobacco Malaysia Berhad .................................... 846,235
455,000 Public Bank Berhad .......................................................... 1,504,327
-------------
2,350,562
-------------
MEXICO - 5.1%
48,900 Fomento Economico Mexicano, S.A.B. de C.V., Sponsored ADR ................... 1,866,513
34,000 Grupo Aeroportuario del Centro Norte, S.A.B. de C.V., ADR ................... 854,080
361,000 Grupo Continental, S.A.B. ................................................... 854,680
297,000 Grupo Financiero Banorte, S.A.B. de C.V., O Shares .......................... 1,226,717
274,000 Kimberly-Clark de Mexico, S.A.B. de C.V., A Shares .......................... 1,201,259
390,000 SARE Holding S.A.B de C.V., B Shares (e) .................................... 513,840
-------------
6,517,089
-------------
PHILIPPINES - 1.1%
970,000 Bank of the Philippine Islands .............................................. 1,439,048
-------------
QATAR - 0.6%
16,000 Qatar Insurance Company (e) ................................................. 755,930
-------------
RUSSIA - 1.0%
15,000 LUKOIL, ADR ................................................................. 1,294,500
-------------
Page 12 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a) - (CONTINUED)
DECEMBER 31, 2007
SHARES DESCRIPTION VALUE
-------------- ----------------------------------------------------------------------------- -------------
COMMON STOCKS - (CONTINUED)
SOUTH AFRICA - 1.9%
162,000 Massmart Holdings Ltd. ...................................................... $ 1,699,421
188,000 Truworths International Ltd. ................................................ 744,954
-------------
2,444,375
-------------
SOUTH KOREA - 3.5%
55,000 Pusan Bank .................................................................. 916,045
6,300 Samsung Electronics Company Ltd., Preference Shares ......................... 2,858,309
850 Shinsegae Company Ltd. ...................................................... 655,009
-------------
4,429,363
-------------
TAIWAN - 3.1%
1,000,000 Fubon Financial Holdings Company, Ltd. ...................................... 882,218
1,140,000 Taiwan Mobile Company, Ltd. ................................................. 1,517,472
823,599 Taiwan Semiconductor Manufacturing Company, Ltd. ............................ 1,561,534
-------------
3,961,224
-------------
THAILAND - 1.9%
220,000 PTT Exploration and Production Public Company Ltd. .......................... 1,071,100
200,000 Siam Cement Public (The) Company Ltd. ....................................... 1,380,416
-------------
2,451,516
-------------
TURKEY - 2.3%
249,000 Aksigorta AS ................................................................ 1,458,764
9,000 Bim Birlesik Magazalar AS ................................................... 802,960
35,350 Migros Turk TAS ............................................................. 689,178
-------------
2,950,902
-------------
TOTAL COMMON STOCKS ......................................................... 58,855,118
(Cost $ 44,061,928) -------------
TOTAL INVESTMENTS - 103.6% .................................................. 132,706,937
(Cost $116,732,781) (f)
LOAN OUTSTANDING - (6.2)% ................................................... (8,000,000)
NET OTHER ASSETS AND LIABILITIES - 2.6% ..................................... 3,405,196
-------------
NET ASSETS - 100.0% ......................................................... $ 128,112,133
=============
-------------------
(a) All percentages shown in the Portfolio of Investments are based on
net assets.
(b) Fixed-income portfolio securities are included in a country based
upon their underlying credit exposure as determined by Aberdeen
Asset Management Inc., the Sub-Advisor.
(c) Variable rate security. The interest rate shown reflects the rate in
effect at December 31, 2007.
(d) Step-up security. A security where the coupon increases or steps up
at a predetermined date. Interest rate shown reflets the rate in
effect at December 31, 2007.
(e) Non-income producing security.
(f) Aggregate cost for federal income tax purposes is $117,601,678.
See Notes to Financial Statements Page 13
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS (a) - (CONTINUED)
DECEMBER 31, 2007
ADR American Depositary Receipt
ARS Argentine Peso
BRL Brazilian Real
COP Colombian Peso
EGP Egyptian Pound
GBP British Pound Sterling
GDR Global Depositary Receipt
INR Indian Rupee
MXN Mexican Peso
PEN Peruvian New Sol
RUB Russian Ruble
TRY Turkish Lira
USD United States Dollar
UYU Uruguayan Peso
ZAR South African Rand
Page 14 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
SCHEDULE OF FORWARD FOREIGN CURRENCY CONTRACTS
DECEMBER 31, 2007
FORWARD FOREIGN CURRENCY CONTRACTS TO BUY
CONTRACTS TO RECEIVE
----------------------------------------------
NET NET
IN UNREALIZED UNREALIZED
EXPIRATION LOCAL VALUE IN EXCHANGE APPRECIATION DEPRECIATION
DATE CURRENCY (a) U.S. $ FOR U.S. $ OF CONTRACTS OF CONTRACTS
---------- ------------------- ---------- ----------- ------------ ------------
01/25/08 BRL 1,407,000 $ 787,317 $ 793,570 $ -- $ (6,253)
01/25/08 COP 3,798,018,000 1,874,638 1,869,103 5,535 --
01/25/08 MXN 13,646,000 1,248,071 1,267,215 -- (19,144)
------------ ------------
$ 5,535 $ (25,397)
------------ ------------
FORWARD FOREIGN CURRENCY CONTRACTS TO SELL
CONTRACTS TO DELIVER
----------------------------------------------
NET NET
IN UNREALIZED UNREALIZED
EXPIRATION LOCAL VALUE IN EXCHANGE APPRECIATION DEPRECIATION
DATE CURRENCY (a) U.S. $ FOR U.S. $ OF CONTRACTS OF CONTRACTS
---------- ------------------- ---------- ----------- ------------ ------------
01/25/08 BRL 5,231,000 $2,927,117 $ 2,849,128 $ -- $ (77,989)
01/25/08 COP 3,798,018,000 1,874,638 1.851,788 -- (22,850)
01/25/08 MXN 32,069,000 2,933,049 2,944,001 10,952 --
01/25/08 TRY 4,533,000 3,834,200 3,650,934 -- (183,266)
01/25/08 ZAR 9,944,000 1,448,204 1,488,188 39,984 --)
------------ ------------
$ 50,936 $ (284,105)
------------ ------------
Unrealized Appreciation (Depreciation) .................... $ 56,471 $ (309,502)
============ ============
Net Unrealized Appreciation (Depreciation) ................ $ (253,031)
============
(a) Please see page 14 for currency descriptions.
See Notes to Financial Statements Page 15
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 2007
ASSETS:
Investments, at value
(Cost $116,732,781) ................................................ $ 132,706,937
Cash .................................................................. 1,896,752
Foreign currency (Cost $393,239) ...................................... 392,379
Unrealized appreciation on forward foreign currency contracts ......... 56,471
Prepaid expenses ...................................................... 688
Receivables:
Interest ........................................................... 1,634,766
Investment securities sold ......................................... 130,375
Dividends .......................................................... 52,335
--------------
Total Assets .................................................... 136,870,703
--------------
LIABILITIES:
Unrealized depreciation on forward foreign currency contracts ......... 309,502
Payables:
Outstanding loan ................................................... 8,000,000
Investment advisory fees ........................................... 116,394
Printing fees ...................................................... 68,940
Audit and tax fees ................................................. 63,515
Foreign capital gains tax .......................................... 52,950
Legal fees ......................................................... 49,710
Custodian fees ..................................................... 48,800
Interest and fees due on loan ...................................... 16,394
Administrative fees ................................................ 11,639
Transfer agent fees ................................................ 4,317
Trustees' fees and expenses ........................................ 769
Accrued expenses and other liabilities ................................ 15,640
--------------
Total Liabilities ............................................... 8,758,570
--------------
NET ASSETS ............................................................ $ 128,112,133
==============
NET ASSETS CONSIST OF:
Paid-in capital ....................................................... $ 112,378,461
Par value ............................................................. 59,052
Accumulated net investment income (loss) .............................. (533,901)
Accumulated net realized gain (loss) on investments sold,
forward foreign currency contracts and foreign currency
transactions ....................................................... 469,318
Net unrealized appreciation (depreciation) on investments,
forward foreign currency contracts and foreign currency
translation ........................................................ 15,739,203
--------------
NET ASSETS ............................................................ $ 128,112,133
==============
NET ASSET VALUE, per Common Share (par value $0.01 per Common Share) .. $ 21.69
==============
Number of Common Shares outstanding (unlimited number of Common
Shares has been authorized) ........................................ 5,905,236
==============
Page 16 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2007
INVESTMENT INCOME:
Interest (net of foreign withholding tax of $58,560) ................... $ 6,438,200
Dividends (net of foreign withholding tax of $130,160) ................. 1,603,215
-------------
Total investment income .......................................... 8,041,415
-------------
EXPENSES:
Investment advisory fees ............................................... 1,350,291
Interest and fees on loan .............................................. 587,874
Custodian fees ......................................................... 193,918
Administration fees .................................................... 135,029
Legal fees ............................................................. 64,562
Audit and tax fees ..................................................... 58,423
Trustees' fees and expenses ............................................ 40,560
Transfer agent fees .................................................... 29,168
Printing fees .......................................................... 18,864
Other .................................................................. 105,251
-------------
Total expenses ................................................... 2,583,940
-------------
NET INVESTMENT INCOME .................................................. 5,457,475
-------------
NET REALIZED AND UNREALIZED GAIN (LOSS):
Net realized gain (loss) on:
Investments ......................................................... 6,528,524
Forward foreign currency contracts .................................. (2,331,326)
Foreign currency transactions ....................................... 1,324,393
-------------
Net realized gain (loss) ............................................... 5,521,591
-------------
Net change in unrealized appreciation (depreciation) on:
Investments (a) ..................................................... 5,812,225
Forward foreign currency contracts .................................. 496,777
Foreign currency translation ........................................ (6,783)
-------------
Net change in unrealized appreciation (depreciation) ................... 6,302,219
-------------
NET REALIZED AND UNREALIZED GAIN (LOSS) ................................ 11,823,810
-------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ........ $ 17,281,285
=============
-----------------
(a) Change in unrealized appreciation (depreciation) on investments is net of
decrease in foreign capital gains tax payable of $52,950.
See Notes to Financial Statements Page 17
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
STATEMENTS OF CHANGES IN NET ASSETS
YEAR PERIOD
ENDED ENDED
12/31/2007 12/31/2006 (a)
------------- ---------------
OPERATIONS:
Net investment income (loss) ...................................... $ 5,457,475 $ 1,706,538
Net realized gain (loss) .......................................... 5,521,591 (111,162)
Net change in unrealized appreciation (depreciation) .............. 6,302,219 9,436,984
------------- --------------
Net increase (decrease) in net assets resulting from operations ... 17,281,285 11,032,360
------------- --------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income ............................................. (4,640,236) (1,857,306)
Net realized gain ................................................. (6,048,241) --
Return of capital ................................................. -- (209,527)
------------- --------------
Total distributions to shareholders ............................... (10,688,477) (2,066,833)
------------- --------------
CAPITAL TRANSACTIONS:
Net proceeds from sale of 5,905,236 Common Shares ................. -- 112,790,008
Offering costs .................................................... -- (236,210)
------------- --------------
Total capital transactions ........................................ -- 112,553,798
------------- --------------
Net increase (decrease) in net assets ............................. 6,592,808 121,519,325
NET ASSETS:
Beginning of period ............................................... 121,519,325 --
------------- --------------
End of period ..................................................... $ 128,112,133 $ 121,519,325
============= ==============
Accumulated net investment income (loss) at end of period ......... $ (533,901) $ (235,718)
============= ==============
----------------
(a) Initial seed date of July 14, 2006. The Fund commenced operations on
August 28, 2006.
Page 18 See Notes to Financial Statements
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net increase in net assets resulting from operations ........................... $ 17,281,285
Adjustments to reconcile net increase in net assets resulting from operations
to net cash provided by operating activities:
Purchases of investments .................................................... (124,637,315)
Sales and maturities of investments ......................................... 130,693,958
Net amortization/accretion of premium/discount on investments ............... (207,780)
Net realized gain on investments ............................................ (6,528,524)
Net change in unrealized appreciation (depreciation) on investments ......... (5,812,225)
CHANGES IN ASSETS AND LIABILITIES:
Decrease in net unrealized appreciation (depreciation) on forward foreign
currency contracts ....................................................... (496,777)
Decrease in dividends receivable ............................................ 24,039
Decrease in interest receivable ............................................. 202,652
Decrease in prepaid expenses ................................................ 10,731
Increase in receivable for investment securities sold ....................... (34,070)
Decrease in payable for investment securities purchased ..................... (38,598)
Decrease in interest and fees due on loan payable ........................... (26,457)
Increase in investment advisory fees payable ................................ 7,330
Increase in audit and tax fees payable ...................................... 7,816
Increase in legal fees payable .............................................. 12,886
Decrease in printing fees payable ........................................... (17,812)
Decrease in transfer agent fees payable ..................................... (1,199)
Increase in administrative fees payable ..................................... 733
Decrease in custodian fees payable .......................................... (136)
Increase in Trustees' fees and expenses payable ............................. 769
Increase in accrued expenses and other liabilities .......................... 13,504
-------------
CASH PROVIDED BY OPERATING ACTIVITIES .......................................... $ 10,454,810
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to Common Shareholders ........................................ (10,688,477)
Issuances of loan ........................................................... 4,000,000
Repayments of loan .......................................................... (3,000,000)
-------------
CASH USED BY FINANCING ACTIVITIES .............................................. (9,688,477)
-------------
Increase in cash and foreign currency (a) ...................................... 766,333
Cash and foreign currency at beginning of period ............................... 1,522,798
-------------
Cash and foreign currency at end of period ..................................... $ 2,289,131
=============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest and fees .............................. $ 614,331
=============
-----------------
(a) Includes net change in unrealized appreciation (depreciation) on foreign
currency of $(2,438).
See Notes to Financial Statements Page 19
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
FINANCIAL HIGHLIGHTS
FOR A COMMON SHARE OUTSTANDING THROUGHOUT EACH PERIOD
YEAR PERIOD
ENDED ENDED
12/31/2007 12/31/2006 (a)
---------- --------------
Net asset value, beginning of period ...................................... $ 20.58 $ 19.10 (b)
---------- --------------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income (loss) .............................................. 0.92 0.29
Net realized and unrealized gain (loss) ................................... 2.00 1.58
---------- --------------
Total from investment operations .......................................... 2.92 1.87
---------- --------------
DISTRIBUTIONS PAID TO SHAREHOLDERS FROM:
Net investment income ..................................................... (0.79) (0.31)
Net realized gain ......................................................... (1.02) --
Return of capital ......................................................... -- (0.04)
---------- --------------
Total distributions ....................................................... (1.81) (0.35)
---------- --------------
Common Share offering costs charged to paid-in capital .................... -- (0.04)
---------- --------------
Net asset value, end of period ............................................ $ 21.69 $ 20.58
========== ==============
Market value, end of period ............................................... $ 19.50 $ 19.03
========== ==============
TOTAL RETURN BASED ON NET ASSET VALUE (c) (d) ............................. 15.74% 9.74%
========== ==============
TOTAL RETURN BASED ON MARKET VALUE (d) (e) ................................ 12.53% (3.10)%
========== ==============
--------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA:
Net assets, end of period (in 000's) ...................................... $ 128,112 $ 121,519
Ratio of total expenses to average net assets ............................. 2.04% 2.16% (f)
Ratio of total expenses to average net assets excluding interest expense .. 1.58% 2.05% (f)
Ratio of net investment income to average net assets ...................... 4.31% 4.27% (f)
Portfolio turnover rate ................................................... 95% 40%
DEBT:
Loan outstanding (in 000's) ............................................... $ 8,000 $ 7,000
Asset coverage per $1,000 of indebtedness (g) ............................. $ 17,014 $ 18,360
--------------------------------------------------------------------------
(a) Initial seed date of July 14, 2006. The Fund commenced operations on
August 28, 2006.
(b) Net of sales load of $0.90 per Common Share on initial offering.
(c) Total return based on net asset value is the combination of reinvested
dividend distributions and reinvested capital gains distributions, if any,
at prices obtained by the Dividend Reinvestment Plan, and changes in net
asset value per share and does not reflect sales load.
(d) Total return is not annualized for periods less than one year.
(e) Total return based on market value is the combination of reinvested
dividend distributions and reinvested capital gains distributions, if any,
at prices obtained by the Dividend Reinvestment Plan, and changes in
Common Share market price per share, all based on Common Share market
price per share.
(f) Annualized
(g) Calculated by subtracting the Fund's total liabilities (not including the
loan outstanding) from the Fund's total assets, and dividing by the
outstanding loan balance.
Page 20 See Notes to Financial Statements
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
1. FUND DESCRIPTION
First Trust/Aberdeen Emerging Opportunity Fund (the "Fund") is a diversified,
closed-end management investment company organized as a Massachusetts business
trust on May 16, 2006 and is registered with the Securities and Exchange
Commission ("SEC") under the Investment Company Act of 1940, as amended (the
"1940 Act"). The Fund trades under the ticker symbol FEO on the New York Stock
Exchange ("NYSE").
The Fund's investment objective is to seek a high level of total return. The
Fund pursues its objective by investing at least 80% of its Managed Assets in a
diversified portfolio of equity and fixed-income securities of issuers in
emerging market countries. "Managed Assets" means the average daily gross asset
value of the Fund (including assets attributable to the Fund's Preferred Shares,
if any, and the principal amount of any borrowings) minus the sum of the Fund's
accrued and unpaid dividends on any outstanding Preferred Shares and accrued
liabilities (other than the principal amount of any borrowings incurred or
commercial paper or notes issued by the Fund). There can be no assurance that
the Fund's investment objective will be achieved.
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. The
preparation of financial statements in accordance with accounting principles
generally accepted in the United States of America 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.
A. PORTFOLIO VALUATION:
The net asset value ("NAV") of the Fund's Common Shares is determined as of the
close of regular trading on the NYSE, normally 4:00 p.m. Eastern time, on each
day the NYSE is open for trading. Domestic debt securities and foreign
securities are priced using data reflecting the earlier closing of the principal
markets for those securities. The NAV per Common Share is calculated by
subtracting the Fund's liabilities (including accrued expenses, dividends
payable and any borrowings of the Fund) and the liquidation value of any
outstanding Preferred Shares, if any, from the Fund's Total Assets (the value of
the securities and other investments the Fund holds plus cash or other assets,
including interest accrued but not yet received) and dividing the result by the
total number of Common Shares outstanding.
The Fund's investments are valued daily at market value or, in the absence of
market value with respect to any portfolio securities, at fair value according
to procedures adopted by the Fund's Board of Trustees. A majority of the Fund's
assets are valued using market information supplied by third parties. In
addition, structured products, including currency-linked notes and credit-linked
notes, as well as interest rate swaps and credit default swaps, are valued using
a pricing service or quotes provided by the selling dealer or financial
institution. In the event that market quotations are not readily available, the
pricing service does not provide a valuation for a particular asset, or the
valuations are deemed unreliable, First Trust Advisors L.P. ("First Trust") may
use a fair value method to value the Fund's securities and investments.
Additionally, if events occur after the close of the principal markets for
particular securities (e.g., domestic debt and foreign securities), but before
the Fund values its assets, that could materially affect NAV, First Trust may
use a fair value method to value the Fund's securities and investments. The use
of fair value pricing by the Fund is governed by valuation procedures adopted by
the Fund's Board of Trustees, and in accordance with the provisions of the 1940
Act.
Portfolio securities listed on any exchange other than the NASDAQ National
Market ("NASDAQ") are valued at the last sale price 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 of the most recent bid and asked prices on
such day. Securities traded on the NASDAQ are valued at the NASDAQ Official
Closing Price as determined by NASDAQ. Portfolio securities traded on more than
one securities exchange are valued at the last sale price on the business day as
of which such value is being determined at the close of the exchange
representing the principal market for such securities. Portfolio securities
traded in the over-the-counter market, but excluding securities trading on the
NASDAQ, are valued at the closing bid prices. Fixed income securities with a
remaining maturity of 60 days or more will be valued by the Fund using a pricing
service. Short-term investments that mature in less than 60 days are valued at
amortized cost.
B. FORWARD FOREIGN CURRENCY CONTRACTS:
Forward foreign currency contracts are agreements to exchange one currency for
another at a future date and at a specified price. The Fund may use forward
foreign currency contracts to facilitate transactions in foreign securities and
to manage the Fund's foreign currency exposure. These contracts are valued
daily, and the Fund's net equity therein, representing unrealized gain or loss
on the contracts as measured by the difference between the forward foreign
exchange rates at the dates of entry into the contracts and the forward rates at
the reporting date, is included in the Statement of Assets and Liabilities.
Realized and unrealized gains and losses are included in the
Page 21
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
Statement of Operations. Risks arise from the possible inability of
counterparties to meet the terms of their contracts and from movement in
currency and securities values and interest rates. Due to the risks, the Fund
could incur losses up to the entire contract amount, which may exceed the net
unrealized value shown in the Schedule of Forward Foreign Currency Contracts.
C. CREDIT LINKED NOTES:
The Fund invests in credit linked notes. Credit linked notes are securities that
are collateralized by one or more designated securities that are referred to as
"reference securities". Through the purchase of a credit linked note, the buyer
assumes the risk of the default or, in some cases, other declines in credit
quality of the reference securities. The buyer also takes on exposure to the
issuer of the credit linked note in the full amount of the purchase price of the
note. The issuer of a credit linked note normally will have hedged its risk on
the reference securities without acquiring any additional credit exposure. The
Fund has the right to receive periodic interest payments from the issuer of the
credit linked note at an agreed-upon interest rate, and, if there has been no
default or, if applicable, other declines in credit quality, a return of
principal at the maturity date.
Credit linked notes are subject to credit risk of the reference securities
underlying the credit linked notes. If one of the underlying reference
securities defaults or suffers certain other declines in credit quality, the
Fund may, instead of receiving repayment of principal in whole or in part,
receive the security that has defaulted.
Credit linked notes typically are privately negotiated transactions between two
or more parties. The Fund bears the risk that the issuer of the credit linked
note will default or become bankrupt. The Fund bears the risk of loss of the
principal amount it invested, and the periodic interest payments expected to be
received for the duration of its investment in the credit linked note.
The market for credit linked notes may suddenly become illiquid. The other
parties to the transaction may be the only investors with sufficient
understanding of the derivative to be interested in bidding for it. Changes in
liquidity may result in significant, rapid and unpredictable changes in the
prices for credit linked notes. In certain cases, a market price for a credit
linked note may not be available.
D. SECURITIES TRANSACTIONS AND INVESTMENT INCOME:
Securities transactions are recorded as of the trade date. Realized gains and
losses from securities transactions are recorded on the identified cost basis.
Dividend income is recorded on the ex-dividend date. Interest income is recorded
on the accrual basis, including amortization of premiums and accretion of
discounts.
Securities purchased or sold on a when-issued or delayed-delivery basis may be
settled a month or more after the trade date; interest income on such securities
is not accrued until settlement date. The Fund maintains liquid assets with a
current value at least equal to the amount of its when-issued or
delayed-delivery purchase commitments. At December 31, 2007, the Fund had no
when-issued or delayed-delivery purchase commitments.
E. FOREIGN CURRENCY:
The books and records of the Fund are maintained in U.S. dollars. Foreign
currencies, investments and other assets and liabilities are translated into
U.S. dollars at the exchange rates prevailing at the end of the period.
Purchases and sales of investment securities and items of income and expense are
translated on the respective dates of such transactions. Unrealized gains and
losses which result from changes in foreign currency exchange rates have been
included in "Net change in unrealized appreciation (depreciation) on foreign
currency translation" on the Statement of Operations. Net realized foreign
currency gains and losses include the effect of changes in exchange rates
between trade date and settlement date on investment security transactions,
foreign currency transactions and interest and dividends received. The portion
of foreign currency gains and losses related to fluctuations in exchange rates
between the initial purchase trade date and subsequent sale trade date is
included in "Net realized gain (loss) on foreign currency transactions" on the
Statement of Operations.
F. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Level dividend distributions are declared and paid quarterly to Common
Shareholders after the payment of interest and/or dividends in connection with
leverage. The level dividend rate may be modified by the Board of Trustees from
time to time. If, for any quarterly distribution, net investment company taxable
income, if any (which term includes net short-term capital gain), is less than
the amount of the distribution, the difference will generally be a tax-free
return of capital distributed from the Fund's assets. Distributions of any net
long-term capital gains earned by the Fund are distributed at least annually.
Distributions will automatically be reinvested into additional Common Shares
pursuant to the Fund's Dividend Reinvestment Plan unless cash distributions are
elected by the shareholder.
Page 22
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
Distributions from income and capital gains are determined in accordance with
income tax regulations, 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 differences incurred during the year ended December
31, 2007, resulting in book and tax accounting differences, have been
reclassified at year end to reflect a decrease to accumulated net investment
income (loss) by $1,115,422, an increase in accumulated net realized gain (loss)
of $1,022,180 and an increase to paid-in capital of $93,242. Net assets were not
affected by these reclassifications.
The tax character of distributions paid during the year ended December 31, 2007
and the period ended December 31, 2006, was as follows:
2007 2006
------------- -----------
Ordinary Income ................................. $ 8,313,201 $ 1,857,306
Long-Term Capital Gains ......................... 2,375,276 --
Return of Capital ............................... -- 209,527
As of December 31, 2007, the components of distributable earnings on a tax basis
were as follows:
Undistributed Ordinary Income ................... $ 258,076
Accumulated Long-Term Gains ..................... $ 493,788
Net Unrealized Appreciation (Depreciation) ...... $ 14,922,756
G. INCOME TAXES:
The Fund intends to continue to qualify as a regulated investment company by
complying with the requirements under Subchapter M of the Internal Revenue Code
of 1986, as amended, and to distribute substantially all of its net investment
income and net realized gains to shareholders. Accordingly, no provision has
been made for federal or state income taxes.
In June 2006, Financial Accounting Standards Board ("FASB") Interpretation No.
48, Accounting for Uncertainty in Income Taxes, an interpretation of FASB
Statement 109 ("FIN 48"), was issued and is effective for fiscal years beginning
after December 15, 2006. This Interpretation prescribes a minimum threshold for
financial statement recognition of the benefit of a tax position taken or
expected to be taken in a tax return. As of December 31, 2007, management has
evaluated the application of FIN 48 to the Fund, and has determined that there
is no material impact resulting from the adoption of this Interpretation on the
Fund's financial statements.
H. EXPENSES:
The Fund pays all expenses directly related to its operations.
I. ORGANIZATION AND OFFERING COSTS:
Organization costs consisted of costs incurred to establish the Fund and enable
it to legally conduct business. These costs included filing fees, listing fees,
legal services pertaining to the organization of the business and audit fees
relating to the initial registration and auditing the initial statement of
assets and liabilities, among other fees. Offering costs consisted of legal fees
pertaining to the Fund's Common Shares offered for sale, registration fees,
underwriting fees, and printing of the initial prospectus, among other fees.
First Trust and Aberdeen Asset Management Inc. have paid all organization
expenses and all offering costs of the Fund (other than sales load) that
exceeded $0.04 per Common Share. The Fund's share of Common Share offering costs
of $236,210 was recorded as a reduction of the proceeds from the sale of Common
Shares during the period ended December 31, 2006.
J. ACCOUNTING PRONOUNCEMENT:
In September 2006, Statement of Financial Accounting Standards No. 157 Fair
Value Measurements ("SFAS 157") was issued by FASB and is effective for fiscal
years beginning after November 15, 2007. SFAS 157 defines fair value,
establishes a framework for measuring fair value and expands disclosures about
fair value measurements. At this time, management is evaluating the implications
of SFAS 157 and its impact on the Fund's financial statements, if any, has not
been determined.
3. INVESTMENT ADVISORY FEE AND OTHER AFFILIATED TRANSACTIONS
First Trust is a limited partnership with one limited partner, Grace Partners of
DuPage L.P., and one general partner, The Charger Corporation. First Trust
serves as investment advisor to the Fund pursuant to an Investment Management
Agreement. First Trust is responsible for the ongoing monitoring of the Fund's
investment portfolio, managing the Fund's business affairs and certain
administrative services necessary for the management of the Fund. For these
services, First Trust is entitled to a monthly fee calculated at an annual rate
of 1.00% of the Fund's Managed Assets.
Page 23
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
Aberdeen Asset Management Inc. (the "Sub-Advisor") serves as the Fund's
sub-advisor and manages the Fund's portfolio subject to First Trust's
supervision. The Sub-Advisor receives an annual portfolio management fee
calculated at an annual rate of 0.50% of Managed Assets that is paid by First
Trust out of its investment advisory fee.
PFPC Inc. ("PFPC"), an indirect, majority-owned subsidiary of The PNC Financial
Services Group, Inc., serves as the Fund's Administrator and Transfer Agent in
accordance with certain fee arrangements. PFPC Trust Company, also an indirect,
majority-owned subsidiary of The PNC Financial Services Group, Inc., serves as
the Fund's Custodian in accordance with certain fee arrangements.
Each Trustee who is not an officer or employee of First Trust, any sub-advisor
or any of their affiliates ("Independent Trustees") is paid an annual retainer
of $10,000 per trust for the first 14 trusts of the First Trust Fund Complex and
an annual retainer of $7,500 per trust for each subsequent trust added to the
First Trust Fund Complex. The annual retainer is allocated equally among each of
the trusts. No additional meeting fees are paid in connection with board or
committee meetings.
Additionally, the Lead Independent Trustee is paid $10,000 annually and the
Chairman of the Audit Committee is paid $5,000 annually with such compensation
paid by the trusts in the First Trust Fund Complex and divided among those
trusts. Trustees are also reimbursed by the trusts in the First Trust Fund
Complex for travel and out-of-pocket expenses in connection with all meetings.
Effective January 1, 2008, each of the chairmen of the Nominating and Governance
Committee and the Valuation Committee will be paid $2,500 annually to serve in
such capacities with such compensation paid by the trusts in the First Trust
Fund Complex and divided among those trusts. Also effective January 1, 2008,
each committee chairman will serve two years before rotating to serve as
chairman of another committee.
4. PURCHASES AND SALES OF SECURITIES
Cost of purchases and proceeds from sales of securities, other than U.S.
government obligations and short-term obligations, for the year ended December
31, 2007, were $124,637,315 and $ 130,693,958, respectively.
As of December 31, 2007, the aggregate gross unrealized appreciation for all
securities in which there was an excess of value over tax cost was $18,107,872
and the aggregate gross unrealized depreciation for all securities in which
there was an excess of tax cost over value was $3,002,613.
5. COMMON SHARES
As of December 31, 2007, 5,905,236 of $0.01 par value Common Shares were issued
and outstanding. An unlimited number of Common Shares has been authorized for
the Fund's Dividend Reinvestment Plan.
6. PREFERRED SHARES OF BENEFICIAL INTEREST
The Fund's Declaration of Trust authorizes the issuance of preferred shares of
beneficial interest (the "Preferred Shares"), with rights as determined by the
Board of Trustees without the approval of Common Shareholders. As of December
31, 2007, no Preferred Shares had been issued.
7. REVOLVING LOAN AGREEMENT
The Fund has entered into a revolving loan agreement with certain primary and
secondary lenders, which provides for a credit facility to be used as leverage
for the Fund. The credit facility provides for a secured line of credit for the
Fund where Fund assets are pledged against advances made to the Fund. Under the
requirements of the 1940 Act, the Fund, immediately after any such borrowings,
must have an "asset coverage" of at least 300% (33-1/3% of the Fund's total
assets after borrowings). The total commitment under the facility is up to
$28,000,000. For the year ended December 31, 2007, the average amount
outstanding was $8,427,397. The high and low annual interest rates during the
year ended December 31, 2007, were 6.05% and 5.31%, respectively, and the
weighted average interest rate was 5.90%. The interest rate at December 31, 2007
was 5.68%. The Fund also pays a commitment fee of 0.325% per year, which is
included in "Interest and fees on loan" on the Statement of Operations. The
revolving loan agreement has been extended until November 17, 2008.
8. INDEMNIFICATION
The Fund has a variety of indemnification obligations under contracts with its
service providers. The Fund's maximum exposure under these arrangements is
unknown. However, the Fund has not had prior claims or losses pursuant to these
contracts and expects the risk of loss to be remote.
Page 24
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
9. RISK CONSIDERATIONS
INVESTMENT AND MARKET RISK: An investment in the Fund's Common Shares is subject
to investment risk, including the possible loss of the entire principal
invested. An investment in Common Shares represents an indirect investment in
the securities owned by the Fund, which include a global bond and equity
portfolio of investment grade and below-investment grade government and
corporate debt securities. The value of these securities, like other market
investments, may move up or down, sometimes rapidly and unpredictably. Common
Shares, at any point in time, may be worth less than the original investment,
even after taking into account the reinvestment of Fund dividends and
distributions. Security prices can fluctuate for several reasons including the
general condition of the bond market, or when political or economic events
affecting the issuers occur.
NON-INVESTMENT GRADE SECURITIES RISK: The Fund may invest up to 80% of its
Managed Assets in non-investment grade securities. Non-investment grade
securities are rated below "Baa3" by Moody's Investors Service, Inc., below
"BBB-" by Standard & Poor's, or comparably rated by another nationally
recognized statistical rating organization or, if unrated, determined by the
Sub-Advisor to be of comparable credit quality. Non-investment grade debt
instruments are commonly referred to as "high-yield" or "junk" bonds and are
considered speculative with respect to the issuer's capacity to pay interest and
repay principal and are susceptible to default or decline in market value due to
adverse economic and business developments. The market values for high-yield
securities tend to be very volatile, and these securities are less liquid than
investment grade debt securities.
EMERGING MARKETS RISK: Under normal market conditions, the Fund will invest at
least 80% of its Managed Assets in equity or fixed-income securities of issuers
located in countries considered to be emerging markets. Investments in such
securities are considered speculative. In addition to the general risks of
investing in non-U.S. securities, heightened risks of investing in emerging
markets securities include: smaller market capitalization of securities markets,
which may suffer periods of relative illiquidity; significant price volatility;
restrictions on foreign investment; and possible restrictions on repatriation of
investment income and capital. Furthermore, foreign investors may be required to
register the proceeds of sales, and future economic or political crises could
lead to price controls, forced mergers, expropriation or confiscatory taxation,
seizure, nationalization or creation of government monopolies. The currencies of
emerging market countries may experience significant declines against the U.S.
Dollar, and devaluation may occur subsequent to investments in these currencies
by the Fund. Inflation and rapid fluctuations in inflation rates have had, and
may continue to have, negative effects on the economies and securities markets
of certain emerging market countries.
FIXED-INCOME SECURITIES RISK: Debt securities, including high yield securities,
are subject to certain risks, including: (i) issuer risk, which is the risk that
the value of fixed-income securities may decline for a number of reasons which
directly relate to the issuer, such as management performance, financial
leverage and reduced demand for the issuer's goods and services; (ii)
reinvestment risk, which is the risk that income from the Fund's portfolio will
decline if the Fund invests the proceeds from matured, traded or called bonds at
market interest rates that are below the Fund portfolio's current earnings rate;
(iii) prepayment risk, which is the risk that during periods of declining
interest rates, the issuer of a security may exercise its option to prepay
principal earlier than scheduled, forcing the Fund to reinvest in lower yielding
securities; and (iv) credit risk, which is the risk that a security in the
Fund's portfolio will decline in price or the issuer fails to make interest
payments when due because the issuer of the security experiences a decline in
its financial status.
INTEREST RATE RISK: The Fund is also subject to interest rate risk. Interest
rate risk is the risk that fixed-income securities will decline in value because
of changes in market interest rates. Investments in debt securities with
long-term maturities may experience significant price declines if long-term
interest rates increase.
NON-U.S. RISK: Investments in the securities and instruments of non-U.S. issuers
involve certain considerations and risks not ordinarily associated with
investments in securities and instruments of U.S. issuers. Non-U.S. companies
are not generally subject to uniform accounting, auditing and financial
standards and requirements comparable to those applicable to U.S. companies.
Non-U.S. securities exchanges, brokers and listed companies may be subject to
less government supervision and regulation than exists in the United States.
Dividend and interest income may be subject to withholding and other non-U.S.
taxes, which may adversely affect the net return on such investments. There may
be difficulty in obtaining or enforcing a court judgment abroad.
CREDIT LINKED NOTES RISK: The Fund may invest up to 35% of its managed assets in
credit linked notes. Credit linked notes are subject to credit risk of the
reference securities underlying the credit linked notes. If one of the
underlying reference securities defaults or suffers certain other declines in
credit quality, the Fund may, instead of receiving repayment of principal in
whole or in part, receive the security that has defaulted. The Fund also bears
the risk that the issuer of the credit linked note will default or become
bankrupt. The Fund bears the risk of loss of the principal amount it invested
and the periodic interest payments expected to be received for the duration of
its investment in the credit linked note.
Page 25
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007
LEVERAGE RISK: The Fund may use leverage for investment purposes, to finance the
repurchase of its common shares and to meet cash requirements. Leverage involves
risks and special considerations for common shareholders including: (i) the
likelihood of greater volatility of net asset value and market price of the
common shares; (ii) the risk that fluctuations in interest rates on borrowings
and short-term debt or in the dividend rates on any preferred shares that the
Fund may pay will reduce return; (iii) the effect of leverage in a declining
market, which is likely to cause a greater decline in the net asset value than
if the Fund were not leveraged; and (iv) when the Fund uses financial leverage,
the investment advisory fee payable to the advisor (and by the advisor to the
sub-advisor) will be higher than if the Fund did not use leverage. Additionally,
the Fund relies on a line of credit provided by a lending institution to
facilitate its leverage strategy. In periods of market volatility and
uncertainty in debt markets, the lending institution may choose to terminate the
line of credit, adversely affecting the Fund's investment flexibility.
Page 26
--------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------------------------------
TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FIRST TRUST/ABERDEEN EMERGING
OPPORTUNITY FUND
We have audited the accompanying statement of assets and liabilities of First
Trust/Aberdeen Emerging Opportunity Fund (the "Fund"), including the portfolio
of investments, as of December 31, 2007, the related statements of operations
and cash flows for the year then ended, and the statements of changes in net
assets and financial highlights for the year then ended and for the period
August 28, 2006 (commencement of operations) through December 31, 2006. These
financial statements and financial highlights are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. The Fund
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audit included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Fund's internal control over
financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. Our procedures included confirmation
of securities owned as of December 31, 2007, by correspondence with the Fund's
custodian and brokers; where replies were not received, we performed other
auditing procedures. We believe that our audits provided a reasonable basis for
our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
Fund as of December 31, 2007, the results of its operations and its cash flows,
changes in its net assets, and the financial highlights for the periods
presented in conformity with accounting principles generally accepted in the
United States of America.
/s/ DELOITTE & TOUCH LLP
Chicago, Illinois
February 20, 2008
Page 27
--------------------------------------------------------------------------------
ADDITIONAL INFORMATION
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
DIVIDEND REINVESTMENT PLAN
If your Common Shares are registered directly with the Fund or if you hold your
Common Shares with a brokerage firm that participates in the Fund's Dividend
Reinvestment Plan (the "Plan"), unless you elect, by written notice to the Fund,
to receive cash distributions, all dividends, including any capital gain
distributions, on your Common Shares will be automatically reinvested by PFPC
Inc. (the "Plan Agent"), in additional Common Shares under the Plan. If you
elect to receive cash distributions, you will receive all distributions in cash
paid by check mailed directly to you by PFPC Inc., as dividend paying agent.
If you decide to participate in the Plan, the number of Common Shares you will
receive will be determined as follows:
(1) If Common Shares are trading at or above NAV at the time of
valuation, the Fund will issue new shares at a price equal to the
greater of (i) NAV per Common Share on that date or (ii) 95% of the
market price on that date.
(2) If Common Shares are trading below NAV at the time of valuation, the
Plan Agent will receive the dividend or distribution in cash and
will purchase Common Shares in the open market, on the NYSE or
elsewhere, for the participants' accounts. It is possible that the
market price for the Common Shares may increase before the Plan
Agent has completed its purchases. Therefore, the average purchase
price per share paid by the Plan Agent may exceed the market price
at the time of valuation, resulting in the purchase of fewer shares
than if the dividend or distribution had been paid in Common Shares
issued by the Fund. The Plan Agent will use all dividends and
distributions received in cash to purchase Common Shares in the open
market within 30 days of the valuation date except where temporary
curtailment or suspension of purchases is necessary to comply with
federal securities laws. Interest will not be paid on any uninvested
cash payments.
You may elect to opt-out of or withdraw from the Plan at any time by giving
written notice to the Plan Agent, or by telephone at (800) 331-1710, in
accordance with such reasonable requirements as the Plan Agent and Fund may
agree upon. If you withdraw or the Plan is terminated, you will receive a
certificate for each whole share in your account under the Plan, and you will
receive a cash payment for any fraction of a share in your account. If you wish,
the Plan Agent will sell your shares and send you the proceeds, minus brokerage
commissions.
The Plan Agent maintains all Common Shareholders' accounts in the Plan and gives
written confirmation of all transactions in the accounts, including information
you may need for tax records. Common Shares in your account will be held by the
Plan Agent in non-certificated form. The Plan Agent will forward to each
participant any proxy solicitation material and will vote any shares so held
only in accordance with proxies returned to the Fund. Any proxy you receive will
include all Common Shares you have received under the Plan.
There is no brokerage charge for reinvestment of your dividends or distributions
in Common Shares. However, all participants will pay a pro rata share of
brokerage commissions incurred by the Plan Agent when it makes open market
purchases.
Automatically reinvesting dividends and distributions does not mean that you do
not have to pay income taxes due upon receiving dividends and distributions.
Capital gains and income are realized, although cash is not received by you.
Consult your financial advisor for more information.
If you hold your Common Shares with a brokerage firm that does not participate
in the Plan, you will not be able to participate in the Plan and any dividend
reinvestment may be effected on different terms than those described above.
The Fund reserves the right to amend or terminate the Plan if in the judgment of
the Board of Trustees the change is warranted. There is no direct service charge
to participants in the Plan; however, the Fund reserves the right to amend the
Plan to include a service charge payable by the participants. Additional
information about the Plan may be obtained by writing PFPC Inc., 301 Bellevue
Parkway, Wilmington, Delaware 19809.
--------------------------------------------------------------------------------
PROXY VOTING POLICIES AND PROCEDURES
A description of the policies and procedures that the Fund uses to determine how
to vote proxies and information on how the Fund voted proxies relating to
portfolio securities during the most recent 12-month period ended June 30 is
available (1) without charge, upon request, by calling (800) 988-5891; (2) on
the Fund's website located at http://www.ftportfolios.com; and (3) on the
Securities and Exchange Commission's website located at http://www.sec.gov.
Page 28
--------------------------------------------------------------------------------
ADDITIONAL INFORMATION - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
PORTFOLIO HOLDINGS
The Fund files its complete schedule of portfolio holdings with the Securities
and Exchange Commission ("SEC") for the first and third quarters of each fiscal
year on Form N-Q. The Fund's Forms N-Q are available (1) by calling (800)
988-5891; (2) on the Fund's website located at http://www.ftportfolios.com; (3)
on the SEC's website at http://www.sec.gov; and (4) for review and copying at
the SEC's Public Reference Room ("PRR") in Washington, DC. Information regarding
the operation of the PRR may be obtained by calling (800) SEC-0330.
SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS
The Joint Annual Meeting of Shareholders of the Common Shares of Macquarie/First
Trust Global Infrastructure/Utilities Dividend & Income Fund, Energy Income and
Growth Fund, First Trust Enhanced Equity Income Fund (formerly known as First
Trust/Fiduciary Asset Management Covered Call Fund), First Trust/Aberdeen Global
Opportunity Income Fund, First Trust/FIDAC Mortgage Income Fund, First Trust
Strategic High Income Fund, First Trust Strategic High Income Fund II, First
Trust Tax-Advantaged Preferred Income Fund and First Trust/Aberdeen Emerging
Opportunity Fund was held on April 16, 2007. At the Annual Meeting, Trustee
Keith was elected for a one-year term; Trustees Erickson and Kadlec were elected
for two-year terms; and Trustees Bowen and Nielson were elected for three-year
terms. The number of votes cast in favor of James A. Bowen was 4,143,954, the
number of votes withheld was 121,491 and the number of abstentions was
1,639,791. The number of votes cast in favor of Niel B. Nielson was 4,213,834,
the number of votes withheld was 51,611 and the number of abstentions was
1,639,791. The number of votes cast in favor of Richard E. Erickson was
4,214,742, the number of votes withheld was 50,703 and the number of abstentions
was 1,639,791. The number of votes cast in favor of Thomas R. Kadlec was
4,212,834, the number of votes withheld was 52,611 and the number of abstentions
was 1,639,791. The number of votes cast in favor of Robert F. Keith was
4,213,834, the number of votes withheld was 51,611 and the number of abstentions
was 1,639,791.
NYSE CERTIFICATION INFORMATION
In accordance with Section 303A-12 of the New York Stock Exchange ("NYSE")
Listed Company Manual, the Fund's President has certified to the NYSE that, as
of May 10, 2007, he was not aware of any violation by the Fund of NYSE corporate
governance listing standards. In addition, the Fund's reports to the SEC on
Forms N-CSR and N-Q contain certifications by the Fund's principal executive
officer and principal financial officer that relate to the Fund's public
disclosure in such reports and are required by Rule 30a-2 under the 1940 Act.
BY-LAW AMENDMENT
On December 11, 2006, the Board of Trustees of the Fund approved certain changes
to the By-Laws of the Fund which may have the effect of delaying or preventing a
change in control of the Fund, including the implementation of a staggered Board
of Trustees. These changes were not required to be, and were not, approved by
the Fund's shareholders. To receive a copy of the revised By-Laws, investors may
call the Fund at (800) 988-5891.
CHANGE IN POLICY
Prior to April 29, 2007, the Fund was permitted to engage in currency hedging
transactions only for portfolio hedging transactions involving portfolio
positions. At a meeting held on February 21, 2007, the Board of Trustees of the
Fund adopted a policy to permit the Fund to engage in currency transactions to
hedge interest rate and currency risks associated with the Fund's borrowings.
This change in policy was not required to be, and was not, approved by the
shareholders of the Fund. The new policy was changed by the Board of Trustees
without shareholder approval. The new policy went into effect on April 29, 2007.
TAX INFORMATION
The Fund hereby designates as qualified dividend income distributions 9.51% of
its ordinary income distributions (including short-term capital gains) for the
year ended December 31, 2007.
For the year ended December 31, 2007, the amount of long-term capital gain
distributions designated by the Fund was $2,375,276, which is taxable at a 15%
rate for federal income tax purposes.
The Fund meets the requirements of Section 853 of the Code, and elects to pass
through to its shareholders credit for foreign taxes paid. The total amount of
income received by the Fund from sources within foreign countries and
possessions of the United States is $7,463,029 (representing a total of $1.26
per share). The total amount of taxes paid to such countries is $188,720
(representing a total of $0.03 per share).
Page 29
--------------------------------------------------------------------------------
ADDITIONAL INFORMATION - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
PRIVACY POLICY
The open-end and closed-end funds advised by First Trust Advisors L.P. (each a
"Fund") consider your privacy an important priority in maintaining our
relationship. We are committed to protecting the security and confidentiality of
your personal information.
SOURCES OF INFORMATION
We may collect nonpublic personal information about you from the following
sources:
o Information we receive from you or your broker-dealer, investment adviser
or financial representative through interviews, applications, agreements
or other forms;
o Information about your transactions with us, our affiliates or others;
o Information we receive from your inquiries by mail, e-mail or telephone;
and
0 Information we collect on our website through the use of "cookies." For
example, we may identify the pages on our website that your browser
requests or visits.
INFORMATION COLLECTED
The type of data we collect may include your name, address, social security
number, age, financial status, assets, income, tax information, retirement and
estate plan information, transaction history, account balance, payment history,
investment objectives, marital status, family relationships and other personal
information.
DISCLOSURE OF INFORMATION
We do not disclose any nonpublic personal information about our customers or
former customers to anyone, except as permitted by law. The permitted uses
include the disclosure of such information to unaffiliated companies for the
following reasons:
o In order to provide you with products and services and to effect
transactions that you request or authorize, we may disclose your personal
information as described above to unaffiliated financial service providers
and other companies that perform administrative or other services on our
behalf, such as transfer agents, custodians and trustees, or that assist
us in the distribution of investor materials such as trustees, banks,
financial representatives and printers.
o We may release information we have about you if you direct us to do so, if
we are compelled by law to do so, or in other legally limited
circumstances (for example to protect your account from fraud).
In addition, in order to alert you to our other financial products and services,
we may share your personal information with affiliates of the Fund. Please note,
however, that the California Financial Information Privacy Act contains an "opt
out" mechanism that California consumers may use to prevent us from sharing
nonpublic personal information with affiliates.
CONFIDENTIALITY AND SECURITY
With regard to our internal security procedures, the Fund restricts access to
your nonpublic personal information to those individuals who need to know that
information to provide products or services to you. We maintain physical,
electronic and procedural safeguards to protect your nonpublic personal
information.
POLICY UPDATES AND INQUIRIES
As required by federal law, we will notify you of our privacy policy annually.
We reserve the right to modify this policy at any time; however, if we do change
it, we will tell you promptly.
For questions about our policy, or for additional copies of this notice, please
contact us at (800) 621-1675.
Page 30
--------------------------------------------------------------------------------
BOARD OF TRUSTEES AND OFFICERS
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
NUMBER OF
PORTFOLIOS IN OTHER
THE FIRST TRUST TRUSTEESHIPS OR
NAME, ADDRESS, DATE OF BIRTH TERM OF OFFICE AND PRINCIPAL OCCUPATIONS FUND COMPLEX DIRECTORSHIPS
AND POSITION WITH THE FUND LENGTH OF SERVICE DURING PAST 5 YEARS OVERSEEN BY TRUSTEE HELD BY TRUSTEE
----------------------------------------------------------------------------------------------------------------------------
INDEPENDENT TRUSTEES
----------------------------------------------------------------------------------------------------------------------------
Richard E. Erickson, Trustee o Two Year Term Physician; President, 58 None
c/o First Trust Advisors L.P. Wheaton Orthopedics;
1001 Warrenville Road, o Since Fund Co-owner and Co-
Suite 300 Inception Director (January 1996 to
Lisle, IL 60532 May 2007), Sports Med
D.O.B. 04/51 Center for Fitness;
Limited Partner,
Gundersen Real Estate
Partnership; Limited
Partner, Sportsmed LLC
Thomas R. Kadlec, Trustee o Two Year Term Senior Vice President and 58 None
c/o First Trust Advisors L.P. Chief Financial Officer
1001 Warrenville Road, o Since Fund (May 2007 to Present),
Suite 300 Inception Vice President and Chief
Lisle, IL 60532 Financial Officer (1990
D.O.B. 11/57 to May 2007), ADM
Investor Services, Inc.
(Futures Commission
Merchant); President
(May 2005 to Present),
ADM Derivatives, Inc.;
Registered Representative
(2000 to Present),
Segerdahl & Company,
Inc., a FINRA member
(Broker-Dealer)
Robert F. Keith, Trustee o One Year Term President (2003 to 58 None
c/o First Trust Advisors L.P. Present), Hibs
1001 Warrenville Road, o Since Fund Enterprises (Financial and
Suite 300 Inception Management Consulting);
Lisle, IL 60532 President (2001 to 2003),
D.O.B. 11/56 Aramark Service Master
Management; President
and Chief Operating
Officer (1998 to 2003),
Service Master
Management Services
Page 31
--------------------------------------------------------------------------------
BOARD OF TRUSTEES AND OFFICERS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
NUMBER OF
PORTFOLIOS IN OTHER
THE FIRST TRUST TRUSTEESHIPS OR
NAME, ADDRESS, DATE OF BIRTH TERM OF OFFICE AND PRINCIPAL OCCUPATIONS FUND COMPLEX DIRECTORSHIPS
AND POSITION WITH THE FUND LENGTH OF SERVICE DURING PAST 5 YEARS OVERSEEN BY TRUSTEE HELD BY TRUSTEE
----------------------------------------------------------------------------------------------------------------------------
INDEPENDENT TRUSTEES (CONTINUED)
----------------------------------------------------------------------------------------------------------------------------
Niel B. Nielson, Trustee o Three Year Term President (June 2002 to 58 Director of Covenant
c/o First Trust Advisors L.P. Present), Covenant Transport Inc.
1001 Warrenville Road, o Since Fund College
Suite 300 Inception
Lisle, IL 60532
D.O.B. 03/54
----------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE
----------------------------------------------------------------------------------------------------------------------------
James A. Bowen 1, Trustee, o Three Year President, First Trust 58 Trustee of Wheaton
President, Chairman of the Trustee Term and Advisors L.P. and First College Trust
Board and CEO Indefinite Trust Portfolios L.P.;
1001 Warrenville Road, Officer Term Chairman of the Board of
Suite 300 Directors, BondWave
Lisle, IL 60532 o Since Fund LLC (Software Development
D.O.B. 09/55 Inception Company/Broker-Dealer)
and Stonebridge Advisors
LLC (Investment Advisor)
NAME, ADDRESS POSITION AND OFFICES TERM OF OFFICE AND PRINCIPAL OCCUPATIONS
AND DATE OF BIRTH WITH FUND LENGTH OF SERVICE DURING PAST 5 YEARS
---------------------------------------------------------------------------------------------------------------------------
OFFICERS WHO ARE NOT TRUSTEES 2
---------------------------------------------------------------------------------------------------------------------------
Mark R. Bradley Treasurer, Controller, o Indefinite term Chief Financial Officer,
1001 Warrenville Road, Chief Financial Officer First Trust Advisors L.P.
Suite 300 and Chief Accounting o Since Fund Inception and First Trust Portfolios
Lisle, IL 60532 Officer L.P.; Chief Financial
D.O.B. 11/57 Officer, BondWave LLC
(Software Development
Company/Broker-Dealer)
and Stonebridge Advisors
LLC (Investment Advisor)
------------------
1 Mr. Bowen is deemed an "interested person" of the Fund due to his
position as President of First Trust Advisors L.P., investment
advisor of the Fund.
2 The term "officer" means the president, vice president, secretary,
treasurer, controller or any other officer who performs a policy
making function.
Page 32
--------------------------------------------------------------------------------
BOARD OF TRUSTEES AND OFFICERS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
NAME, ADDRESS POSITION AND OFFICES TERM OF OFFICE AND PRINCIPAL OCCUPATIONS
AND DATE OF BIRTH WITH FUND LENGTH OF SERVICE DURING PAST 5 YEARS
------------------------------------------------------------------------------------------------------------
OFFICERS WHO ARE NOT TRUSTEES 2 - (CONTINUED)
------------------------------------------------------------------------------------------------------------
Kelley A. Christensen Vice President o Indefinite term Assistant Vice President,
1001 Warrenville Road, First Trust Advisors L.P.
Suite 300 o Since December 10, and First Trust Portfolios
Lisle, IL 60532 2006 L.P.
D.O.B. 09/70
James M. Dykas Assistant Treasurer o Indefinite term Senior Vice President
1001 Warrenville Road, (April 2007 to Present),
Suite 300 o Since Fund Inception Vice President (January
Lisle, IL 60532 2005 to April 2007), First
D.O.B. 01/66 Trust Advisors L.P. and
First Trust Portfolios L.P.;
Executive Director
(December 2002 to
January 2005), Vice
President (December 2000
to December 2002), Van
Kampen Asset
Management and Morgan
Stanley Investment
Management
Christopher R. Fallow Assistant Vice President o Indefinite term Assistant Vice President
1001 Warrenville Road, (August 2006 to Present),
Suite 300 o Since December 10, Associate (January 2005
Lisle, IL 60532 2006 to August 2006), First
D.O.B. 04/79 Trust Advisors L.P. and
First Trust Portfolios L.P.;
Municipal Bond Trader
(July 2001 to January
2005), BondWave LLC
(Software Development
Company/Broker-Dealer)
Page 33
--------------------------------------------------------------------------------
BOARD OF TRUSTEES AND OFFICERS - (CONTINUED)
--------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
DECEMBER 31, 2007 (UNAUDITED)
NAME, ADDRESS POSITION AND OFFICES TERM OF OFFICE AND PRINCIPAL OCCUPATIONS
AND DATE OF BIRTH WITH FUND LENGTH OF SERVICE DURING PAST 5 YEARS
------------------------------------------------------------------------------------------------------------
OFFICERS WHO ARE NOT TRUSTEES 2 - (CONTINUED)
------------------------------------------------------------------------------------------------------------
W. Scott Jardine Secretary and Chief o Indefinite term General Counsel, First
1001 Warrenville Road, Compliance Officer Trust Advisors L.P. and
Suite 300 o Since Fund Inception First Trust Portfolios L.P.;
Lisle, IL 60532 Secretary, BondWave LLC
D.O.B. 05/60 (Software Development
Company/Broker-Dealer)
and Stonebridge Advisors
LLC (Investment Advisor)
Daniel J. Lindquist Vice President o Indefinite term Senior Vice President
1001 Warrenville Road, (September 2005 to
Suite 300 o Since Fund Inception Present), Vice President
Lisle, IL 60532 (April 2004 to September
D.O.B. 02/70 2005), First Trust Advisors
L.P. and First Trust
Portfolios L.P.; Chief
Operating Officer (January
2004 to April 2004), Mina
Capital Management,
LLC; Chief Operating
Officer (April 2000 to
January 2004), Samaritan
Asset Management Services,
Inc.
Kristi A. Maher Assistant Secretary o Indefinite term Deputy General Counsel
1001 Warrenville Road, (May 2007 to Present),
Suite 300 o Since Fund Inception Assistant General Counsel
Lisle, IL 60532 (March 2004 to May
D.O.B. 12/66 2007), First Trust Advisors
L.P. and First Trust
Portfolios L.P.; Associate
(December 1995 to March
2004), Chapman and
Cutler LLP
Page 34
This Page Left Blank Intentionally.
This Page Left Blank Intentionally.
[LOGO]FIRSTTRUST
ADVISORS L.P.
INVESTMENT ADVISOR
First Trust Advisors L.P.
1001 Warrenville Road
Lisle, IL 60532
INVESTMENT SUB-ADVISOR
Aberdeen Asset Management Inc.
1735 Market Street
Philadelphia, PA 19103
ADMINISTRATOR, CUSTODIAN,
FUND ACCOUNTANT,
TRANSFER AGENT &
BOARD ADMINISTRATOR
PFPC Inc.
301 Bellevue Parkway
Wilmington, DE 19809
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Deloitte & Touche LLP
111 S. Wacker Drive
Chicago, IL 60606
LEGAL COUNSEL
Chapman and Cutler LLP
111 W. Monroe Street
Chicago, IL 60603
ITEM 2. CODE OF ETHICS.
(a) The registrant, as of the end of the period covered by this report, has
adopted a code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
regardless of whether these individuals are employed by the registrant
or a third party.
(c) There have been no amendments, during the period covered by this
report, to a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, and that relates to any element of
the code of ethics definition enumerated in paragraph (b) of this
item's instructions.
(d) The registrant has not, during the period covered by this report,
granted any waivers, including an implicit waiver, from a provision of
the code of ethics that applies to the registrant's principal executive
officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third
party, that relates to one or more of the items set forth in paragraph
(b) of this item's instructions.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
As of the end of the period covered by the report, the Registrant's board of
trustees has determined that Thomas R. Kadlec and Robert F. Keith are qualified
to serve as audit committee financial experts serving on its audit committee and
that each of them is "independent," as defined by Item 3 of Form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) AUDIT FEES (REGISTRANT) -- The aggregate fees billed for each of
the last two fiscal years for professional services rendered by the principal
accountant for the audit of the Registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements were $15,500 from the inception
of Registrant on July 14, 2006 through December 31, 2006 and $41,000 for 2007.
(b) AUDIT-RELATED FEES (REGISTRANT) -- The aggregate fees billed in
each of the last two fiscal years, for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the Registrant's financial statements and are not reported under paragraph
(a) of this Item were $0 from the inception of Registrant on July 14, 2006
through December 31, 2006 and $2,600 for 2007. These fees were for additional
audit work.
AUDIT-RELATED FEES (INVESTMENT ADVISER) -- The aggregate fees
billed in each of the last two fiscal years of the Registrant for assurance and
related services by the principal accountant that are reasonably related to the
performance of the audit of the Registrant's financial statements and are not
reported under paragraph (a) of this Item were $0 from the inception of
Registrant on July 14, 2006 through December 31, 2006 and $2,600 for 2007. These
fees were for additional audit work.
(c) TAX FEES (REGISTRANT) -- The aggregate fees billed in each of the
last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning to the Registrant
were $0 from the inception of Registrant on July 14, 2006 through December 31,
2006 and $4,350 for 2007.
TAX FEES (INVESTMENT ADVISER) --The aggregate fees billed in
each of the last two fiscal years of the Registrant for professional services
rendered by the principal accountant for tax compliance, tax advice, and tax
planning to the Registrant's adviser were $0 from the inception of Registrant on
July 14, 2006 through December 31, 2006 and $0 for 2007.
(d) ALL OTHER FEES (REGISTRANT) -- The aggregate fees billed in each of
the last two fiscal years for products and services provided by the principal
accountant to the Registrant, other than the services reported in paragraphs (a)
through (c) of this Item were $657.10 from the inception of Registrant on July
14, 2006 through December 31, 2006 and $445.90 for 2007.
ALL OTHER FEES (INVESTMENT ADVISER) -- The aggregate fees billed
in each of the last two fiscal years for products and services provided by the
principal accountant to the Registrant's investment adviser, other than services
reported in paragraphs (a) through (c) of this Item were $23,303 from the
inception of Registrant on July 14, 2006 through December 31, 2006 and $16,769
for 2007. These fees were for compliance consulting services.
(e)(1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
Pursuant to its charter and its Audit and Non-Audit Services
Pre-Approval Policy, the Audit Committee (the "COMMITTEE") is responsible for
the pre-approval of all audit services and permitted non-audit services
(including the fees and terms thereof) to be performed for the Registrant by its
independent auditors. The Chairman of the Committee authorized to give such
pre-approvals on behalf of the Committee up to $25,000 and report any such
pre-approval to the full Committee.
The Committee is also responsible for the pre-approval of the
independent auditor's engagements for non-audit services with the Registrant's
adviser (not including a sub-adviser whose role is primarily portfolio
management and is sub-contracted or overseen by another investment adviser) and
any entity controlling, controlled by or under common control with the
investment adviser that provides ongoing services to the Registrant, if the
engagement relates directly to the operations and financial reporting of the
Registrant, subject to the DE MINIMIS exceptions for non-audit services
described in Rule 2-01 of Regulation S-X. If the independent auditor has
provided non-audit services to the Registrant's adviser (other than any
sub-adviser whose role is primarily portfolio management and is sub-contracted
with or overseen by another investment adviser) and any entity controlling,
controlled by or under common control with the investment adviser that provides
ongoing services to the Registrant that were not pre-approved pursuant to its
policies, the Committee will consider whether the provision of such non-audit
services is compatible with the auditor's independence.
(e)(2) The percentage of services described in each of paragraphs (b) through
(d) for the Registrant and the Registrant's investment adviser of this
Item that were approved by the audit committee pursuant to the
pre-approval exceptions included in paragraph (c)(7)(i)(c) or paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X are as follows:
(b) 0%
(c) 0%
(d) 0%
(f) The percentage of hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the most
recent fiscal year that were attributed to work performed by persons
other than the principal accountant's full-time, permanent employees
was less than fifty percent.
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is
primarily portfolio management and is subcontracted with or overseen by
another investment adviser), and any entity controlling, controlled by,
or under common control with the adviser that provides ongoing services
to the Registrant from the inception of the Registrant on July 14, 2006
through December 31, 2006 were $657.10 for the Registrant and $48,303
for the Registrant's investment adviser, respectively, and for 2007
were $4,795.90 for the Registrant and $23,769 for the Registrant's
investment adviser, respectively.
(h) The Registrant's audit committee of its Board of Trustees determined
that the provision of non-audit services that were rendered to the
Registrant's investment adviser (not including any sub-adviser whose
role is primarily portfolio management and is subcontracted with or
overseen by another investment adviser), and any entity controlling,
controlled by, or under common control with the investment adviser that
provides ongoing services to the Registrant that were not pre-approved
pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is
compatible with maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
(a) The Registrant has a separately designated audit committee consisting of all
the independent trustees of the Registrant. The members of the audit committee
are: Thomas R. Kadlec, Niel B. Nielson, Richard E. Erickson and Robert F. Keith.
ITEM 6. SCHEDULE OF INVESTMENTS.
Schedule of Investments in securities of unaffiliated issuers as of the close of
the reporting period is included as part of the report to shareholders filed
under Item 1 of this form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
The Proxy Voting Policies are attached herewith.
ABERDEEN U.S. REGISTERED ADVISERS
PROXY VOTING POLICIES AND PROCEDURES
The Advisers have adopted written Proxy Voting Policies and Procedures
("Proxy Procedures"), as required by Rule 206(4)-6 under the Advisers Act,
governing conflict of interest resolution, disclosure, reporting and
recordkeeping relating to voting proxies.
See SEC Release No. IA-2106 (Jan. 31, 2003). See also, SEC Release No.
IC-25922 (Jan.31, 2003) relating to voting proxies of portfolio securities of
registered investment companies. The Proxy Procedures (and related Proxy Voting
Guidelines) are attached below.
Under the Proxy Procedures, Aberdeen votes proxies relating to equity
portfolio securities in the best interests of clients, unless the client
contract specifies that Aberdeen will not vote. Aberdeen seeks to develop
relationships with the management of portfolio companies to encourage
transparency and improvements in the treatment of shareholders and others. Thus,
Aberdeen may engage in dialogue with the management of portfolio companies with
respect to pending proxy voting issues. While Aberdeen has written guidelines
for certain issues on which votes may be cast, each vote is ultimately cast on a
case-by-case basis, taking into consideration the contractual obligations under
the respective advisory agreement, and all relevant facts and circumstances at
the time of the vote. Aberdeen may cast proxy votes in favor of management's
proposals or seek to change the views of management, considering specific
issues, as they arise, on their merits.
ABERDEEN U.S. REGISTERED ADVISERS
PROXY VOTING POLICIES AND PROCEDURES
AS OF FEBRUARY 8, 2006
The following are proxy voting policies and procedures ("Policies and
Procedures") adopted by affiliated investment advisers registered with the U.S.
Securities and Exchange Commission ("SEC") under the Investment Advisers Act of
1940, as amended ("Advisers Act"), that are subsidiaries of Aberdeen Asset
Management PLC ("AAM"); including, specifically, Aberdeen Asset Management Inc.,
a Delaware Corporation, ("Aberdeen US"), Aberdeen Asset Management Asia Limited,
a Singapore Corporation ("Aberdeen Singapore"), Aberdeen Asset Management
Limited, an Australian Corporation ("Aberdeen AU"), and Aberdeen Asset
Management Investment Services Limited ("AAMISL"), (collectively referred to
herein as "Aberdeen Advisers" and each an "Aberdeen Adviser") (collectively with
AAM, "Aberdeen"). These Policies and Procedures address proxy voting
considerations under U.S. law and regulation and under Canadian securities laws.
These Policies and Procedures do not address the laws or requirements of other
jurisdictions.
Pursuant to a Memorandum of Understanding ("MOU"), Aberdeen Asset
Managers Limited ("Aberdeen UK"), a non-US registered adviser, provides advisory
resources to certain U.S. clients of Aberdeen Singapore and Aberdeen AU. In
addition, Aberdeen UK provides advisory resources to certain U.S. clients of
Aberdeen US pursuant to another MOU. Under these MOUs, the affiliates of the
Aberdeen Advisers may provide various portfolio management resources, including
substantive advice on voting proxies for certain equity securities. To the
extent that Aberdeen UK provides advisory services to any clients of Aberdeen US
or to U.S. clients of Aberdeen Singapore or Aberdeen AU, Aberdeen UK will be
subject to the control and supervision of the registered adviser and will follow
these Policies and Procedures as part of providing such advisory services. These
Policies and Procedures are adopted to ensure compliance by the Aberdeen
Advisers with Rule 206(4)-6 under the Advisers Act and other applicable
fiduciary obligations under rules and regulations of the SEC and interpretations
of its staff with respect to proxies for voting securities held by client
portfolios.
Clients may consist of investment companies registered under the
Investment Company Act of 1940, as amended ("1940 Act") ("Funds" and each a
"Fund"), and other U.S. residents as well as non-U.S. registered funds or
clients. Any Aberdeen Adviser located in the United States follows these
Policies and Procedures for each of its respective clients as required under the
Advisers Act and other applicable law, unless expressly directed by a client in
writing to refrain from voting that client's proxies or to vote in accordance
with the client's proxy voting policies and procedures. Aberdeen Advisers who
advise or subadvise the Funds follow both these Policies and Procedures and the
proxy voting policies and procedures adopted by the Funds and their respective
Boards of Directors. Aberdeen Advisers located outside the U.S. may provide
proxy voting services to their non-U.S. based clients in accordance with the
jurisdiction in which the client is located. Aberdeen .US, Aberdeen Singapore
and Aberdeen AU will provide proxy voting services to Canadian investment funds
in accordance with National Instrument 81-106 - Investment Fund Continuous
Disclosure.
I. DEFINITIONS
A. "Best interest of clients". Clients' best economic interests over
the long term that is, the common interest that all clients share in seeing the
value of a common investment increase over time. Clients may have differing
political or social interests, but their best economic interest is generally
uniform.
B. "Material conflict of interest". Circumstances when an Aberdeen
Adviser or any member of senior management, portfolio manager or portfolio
analyst knowingly does business with a particular proxy issuer or closely
affiliated entity, which may appear to create a material conflict between the
interests of the Aberdeen Adviser and the interests of its clients in how
proxies of that issuer are voted. A material conflict of interest might also
exist in unusual circumstances when Aberdeen has actual knowledge of a material
business arrangement between a particular proxy issuer or closely affiliated
entity and an affiliate of an Aberdeen Adviser.
II. GENERAL VOTING POLICIES
A. Client's Best Interest. These Policies and Procedures are designed
and implemented in a way that is reasonably expected to ensure that proxies are
voted in the best interests of clients. Proxies are voted with the aim of
furthering the best economic interests of clients, promoting high levels of
corporate governance and adequate disclosure of company policies, activities and
returns, including fair and equal treatment of stockholders.
B. Shareholder Activism. Aberdeen Advisers seek to develop
relationships with the management of portfolio companies to encourage
transparency and improvements in the treatment of employees, owners and
stakeholders. Thus, Aberdeen Advisers may engage in dialogue with the management
of portfolio companies with respect to pending proxy voting issues.
C. Case-by-Case Basis. These Policies and Procedures are guidelines.
Each vote is ultimately cast on a case-by-case basis, taking into consideration
the contractual obligations under the advisory agreement or comparable document,
and all other relevant facts and circumstances at the time of the vote. Aberdeen
Advisers may cast proxy votes in favor of management proposals or seek to change
the views of management, considering specific issues as they arise on their
merits. Aberdeen Advisers may also join with other investment managers in
seeking to submit a shareholder proposal to a company or to oppose a proposal
submitted by the company. Such action may be based on fundamental, social,
environmental or human rights grounds.
D. Individualized. These Policies and Procedures are tailored to suit
Aberdeen's advisory business and the types of securities portfolios Aberdeen
Advisers manage. To the extent that clients (e.g., investment companies,
corporations, pension plans) have adopted their own procedures, Aberdeen
Advisers may vote the same securities differently depending upon clients'
directions.
E. Material Conflicts of Interest. Material conflicts are resolved in
the best interest of clients. When a material conflict of interest between an
Aberdeen Adviser and its respective client(s) is identified, the Aberdeen
Adviser will choose among the procedures set forth in Section IV.B.2. below, to
resolve such conflict.
F. Limitations. The circumstances under which Aberdeen may take a
limited role in voting proxies, include the following:
1. No Responsibility. Aberdeen Advisers will not vote proxies
for client accounts in which the client contract specifies that
Aberdeen will not vote. Under such circumstances, the clients'
custodians are instructed to mail proxy material directly to such
clients.
2. Limited Value. Aberdeen Advisers may abstain from voting a
client proxy if the effect on shareholders' economic interests or the
value of the portfolio holding is indeterminable or insignificant.
Aberdeen Advisers may also abstain from voting the proxies of portfolio
companies held in their passively managed funds. Proxies with respect
to securities that have been sold before the date of the shareholders
meeting and are no longer held by a client generally will not be voted.
3. Unjustifiable Costs. Aberdeen may abstain from voting a
client proxy for cost reasons (e.g., non-U.S. securities).
4. Securities Lending Arrangements. If voting securities are
part of a securities lending program, Aberdeen may be unable to vote
while the securities are on loan.
5. Share Blocking. Certain jurisdictions may impose share
blocking restrictions at various times which may prevent Aberdeen from
exercising its voting authority.
6. Special Considerations. Aberdeen's responsibilities for
voting proxies are determined generally by its obligations under each
advisory contract or similar document. If a client requests in writing
that an Aberdeen Adviser vote its proxy in a manner inconsistent with
these Policies and Procedures, Aberdeen may follow the client's
direction or may request that the client vote the proxy directly.
G. Sources of Information. Aberdeen may conduct research internally
and/or use the resources of an independent research consultant. Aberdeen may
consider legislative materials, studies of corporate governance and other proxy
voting issues, and/or analyses of shareholder and management proposals by a
certain sector of companies, e.g., Fortune 500 companies.
H. Subadvisers. To the extent that an Aberdeen Adviser may rely on
subadvisers, whether affiliated or unaffiliated, to manage any client portfolio
on a discretionary basis, the Aberdeen Adviser will delegate responsibility for
voting proxies to the subadviser. However, such subadvisers will be required
either to follow these Policies and Procedures or to demonstrate that their
proxy voting policies and procedures are consistent with these Policies and
Procedures or otherwise implemented in the best interests of Aberdeen clients.
I. Availability of Policies and Procedures. Aberdeen Advisers will
provide clients with a copy of these Policies and Procedures, as revised from
time to time, upon request.
J. Disclosure of Vote. As disclosed in Part II of each Aberdeen
Adviser's Form ADV, a client may obtain information on how its proxies were
voted by requesting such information from its Aberdeen Adviser. Aberdeen
Advisers do not generally disclose client proxy votes to third parties, other
than as required for Funds, unless specifically requested, in writing, by the
client.
III. SPECIFIC VOTING POLICIES
A. General Philosophy.
o Support existing management on votes on the financial
statements of a company and the election of the Board of Directors;
o Vote for the acceptance of the accounts unless there are
grounds to suspect that either the accounts as presented or audit
procedures used, do not present an accurate picture of company results;
and
o Support routine issues such as the appointment of independent
auditors, allocation of income and the declaration of stock (scrip)
dividend proposals provided there is a cash alternative.
B. Anti-takeover Measures. Aberdeen Advisers vote on anti-takeover
measures on a case-by-case basis taking into consideration such factors as the
long-term financial performance of the target company relative to its industry
competition. Key measures of performance will include the growth rates for
sales, operating income, net income and total shareholder returns. Other factors
which will be considered include margin analysis, cash flow and debt levels.
C. Proxy Contests for Control. Aberdeen Advisers vote on proxy
contests for control on a case-by-case basis taking into consideration such
factors as long-term financial performance of the target company relative to its
industry, management's track record, background to the proxy contest,
qualifications of director nominees, evaluation of what each side is offering
shareholders as well as the likelihood that the proposed objectives and goals
can be met, and stock ownership positions.
D. Contested Elections. Aberdeen Advisers vote on contested elections
on a case-by-case basis taking into consideration such factors as the
qualifications of all director nominees. Aberdeen Advisers also consider the
independence of board and key committee members and the corporate governance
practices of the company.
E. Executive compensation proposals. Aberdeen Advisers consider such
proposals on a case-by-case basis taking into consideration such factors as
executive pay and spending perquisites, particularly in conjunction with sub-par
performance and employee layoffs.
F. Shareholder Proposals. Aberdeen Advisers consider such proposals on
a case-by-case basis. Aberdeen Advisers support those proposals which will
improve the company's corporate governance or business profile at a reasonable
cost, but may oppose proposals which result in significant cost being incurred
with little or no benefit to the company or its shareholders.
IV. PROXY VOTING PROCEDURES
This section applies to each Aberdeen Adviser except to the extent that
certain procedures are identified as applicable only to a specific Aberdeen
Adviser.
A. Obtain Proxy. Registered owners of record, e.g., trustees or
custodian banks, that receive proxy materials from the issuer or its information
agent, are instructed to sign physical proxy cards in blank and forward directly
to the relevant Aberdeen Adviser's designated proxy administrator ("PA").
Proxies may also be delivered electronically by custodians using proxy services
such as ProxyEdge. Each proxy received is matched to the securities to be voted.
B. Material Conflicts of Interest.
1. Identify the existence of any material conflicts of interest
relating to the securities to be voted or the issue at hand. Portfolio
managers and research analysts ("Analysts") and senior management of
each Aberdeen Adviser have an affirmative duty to disclose to the
relevant proxy committees any personal conflicts such as officer or
director positions held by them, their spouses or close relatives in
the portfolio company or attempts by the portfolio company to exert
influence over such person with respect to their vote. Conflicts based
on business relationships or dealings of affiliates of any Aberdeen
Adviser will only be considered to the extent that the Aberdeen Adviser
has actual knowledge of such business relationships.
2. When a material conflict of interest between an Aberdeen
Adviser's interests and its clients' interests appears to exist, the
Aberdeen Adviser may choose among the following options to eliminate
such conflict: (1) vote in accordance with these Policies and
Procedures if it involves little or no discretion; (2) vote as
recommended by a third party service if the Aberdeen Adviser utilizes
such a service; (3) "echo vote" or "mirror vote" the proxies in the
same proportion as the votes of other proxy holders that are not
Aberdeen clients; (4) if possible, erect information barriers around
the person or persons making voting decisions sufficient to insulate
the decision from the conflict; (5) if practical, notify affected
clients of the conflict of interest and seek a waiver of the conflict;
or (6) if agreed upon in writing with the client, forward the proxies
to affected clients allowing them to vote their own proxies.
C. Analysts. The PA for each Aberdeen Adviser will ensure that each
proxy statement is directed to the appropriate Analyst. If a third party
recommendation service has been retained, the relevant PA will forward the proxy
statement to the Analyst with the recommendation highlighted. The Analyst will
determine whether to vote as recommended by the service provider or to recommend
an alternative and shall advise the PA. The Analyst may consult with the PA as
necessary. If the Analyst recommends voting against the third party
recommendation, he or she is responsible for documenting the reasons for such
recommendation and that no conflict of interest influenced such recommendation.
If no third party recommendation service is utilized or if no recommendation is
provided, the Analyst is responsible for documenting the rationale for his or
her vote recommendation.
D. Vote. The following describes the breakdown of responsibilities
between the designated PA and the Proxy Committee ("PC") of each Aberdeen
Adviser in voting portfolio securities and the extent to which the Aberdeen
Advisers rely on third party service providers.
1. Aberdeen US Clients
The designated PA for Aberdeen US ("PA-US"), and the
designated PA for Aberdeen UK ("PA-UK"), are responsible for ensuring
that votes for Aberdeen US clients are cast and cast in accordance with
these Policies and Procedures. The PA-US is primarily responsible for
administering proxy votes for the funds which are sub-advised by
Aberdeen US, the US closed-end Funds for which Aberdeen Singapore is
the Manager, and the Canadian investment funds.
Responsibility for considering the substantive issues relating
to any vote and for deciding how shares will be voted resides with the
relevant Analyst whether located in Aberdeen US, Aberdeen UK, Aberdeen
AU or Aberdeen Singapore. Under Aberdeen-US's MOU with Aberdeen
Singapore, the relevant Analyst for Far East equity securities will
generally reside in Aberdeen Singapore.
In the event that a material conflict of interest is
identified by any Analyst, whether in Aberdeen US, Aberdeen UK,
Aberdeen AU, Aberdeen Singapore, or AAMISL, decisions on how to vote
will be referred to the Aberdeen US proxy committee ("PC-US/UK"). Under
Aberdeen US's MOU with Aberdeen UK, the PC-US/UK is headquartered in
Scotland, and includes the Chief Investment Officer or Deputy Chief
Investment Officer, the head of the Socially Responsible Investing
("SRI") Team and a member of the Compliance team.,. The PC-US/UK meets
as needed to consider material conflicts of interest or any other items
raising unique issues. If the PC-US/UK determines that there is no
material conflict of interest, the vote recommendation will be
forwarded to the appropriate proxy administrator, either the PA-US or
PA-UK. If a material conflict of interest is identified, the PC-US/UK
will follow the conflict of interest procedures set forth in Section
IV.B.2., above.
Aberdeen US has engaged ProxyEdge, a third party service
provider, to cast votes electronically for certain clients and to
maintain records of such votes electronically. The Phoenix Funds,
sub-advised by Aberdeen US, require electronic voting through
ProxyEdge. Custodians for certain other clients also provide the PA-US
with access to ProxyEdge. . Pursuant to the MOU, Aberdeen UK votes
proxies for certain U.S. clients of Aberdeen US. Aberdeen UK has
engaged Institutional Shareholder Services ("ISS"), a third party
service provider, to provide (1) notification of impending votes; (2)
research into non-routine votes, including shareholder resolutions; (3)
voting recommendations which may be viewed on-line; and (4) web-based
voting. In the absence of any material conflict of interest, Aberdeen
US may either vote in accordance with the ISS recommendation or decline
to follow the ISS recommendation based on its own view of the agenda
item provided that decisions to vote contrary to the ISS recommendation
are documented as set forth in Section IV.C., above. For clients on the
ISS system, votes are automatically entered in accordance with ISS
recommendations unless the PA-UK expressly changes the vote prior to
the voting deadline with appropriate analyst documentation. In the
event of a material conflict of interest, Aberdeen US will follow the
procedures outlined in Section IV.B.2, above.
2. Aberdeen Singapore Clients
Aberdeen AU and Aberdeen Singapore are responsible for
deciding how to vote for the US closed-end Funds and the Canadian
investment funds and will instruct the PA-US Aberdeen US accordingly.
The PA-US shall ensure that the votes are cast and cast in accordance
with the relevant Proxy Voting Policy and Procedure of the relevant
Fund. The PA-US uses ProxyEdge to electronically cast votes for the
Funds and to maintain electronic records of the votes cast.
Responsibility for considering the substantive issues relating
to any Fund vote and for deciding how the shares will be voted resides
with relevant equity and/or fixed income Analyst. The relevant analyst
may be a member of the Fund portfolio management team in Aberdeen
Singapore, Aberdeen AU, Aberdeen UK, or AAMISL In the event that a
material conflict of interest is identified, decisions on how to vote
will be referred to the proxy committee ("PC-Asia") located in
Singapore and Australia, comprised of a representative from each of
equity fund management, fixed income fund management and compliance
teams respectively. The PC-Asia meets as needed to consider a material
conflict of interest or any other items raising unique issues. If the
PC-Asia determines there is no material conflict of interest, the vote
recommendation will be forwarded to the PA-US to be cast. If a material
conflict of interest is identified, the PC-Asia will follow the
conflict of interest procedures set forth in Section IV.B.2., above,
and in the Aberdeen Funds Proxy Voting Policy and Procedures.
E. Review. Each designated PA is responsible for ensuring that proxy
materials are received in a timely manner and reconciled against holdings on the
record date of client accounts over which the Aberdeen Adviser has voting
authority to ensure that all shares held on the record date, and for which a
voting obligation exists, are voted.
V. DOCUMENTATION, RECORDKEEPING AND REPORTING REQUIREMENTS
A. Documentation. The Aberdeen PAs are responsible for:
1. Implementing and updating these Policies and Procedures;
2. Overseeing the proxy voting process;
3. Consulting with portfolio managers/analysts for the relevant
portfolio security; and
4. Maintaining manual proxy voting records, if any, and
overseeing and reviewing voting execution and recordkeeping by third
party providers such as ISS and ProxyEdge.
B. Record Keeping.
1. Each Aberdeen Adviser maintains or procures the maintenance
of records of all proxies it has voted. As permitted by Rule 204-2(c),
electronic proxy statements and the record of each vote cast by each
client account of Aberdeen US will be maintained by either ISS and
Proxy Edge, depending on the client account. Similarly, electronic
proxy statements and the record of each vote cast by each U.S. client
account of Aberdeen Singapore will be maintained by Proxy Edge.
A US Fund's proxy voting record must be filed with the SEC on
Form N-PX. Form N-PX must be completed and signed in the manner
required, containing a fund's proxy voting record for the most recent
twelve-month period ended June 30th (beginning August 31, 2004). If an
Aberdeen Adviser delegates this reporting responsibility to a third
party service provider such as ISS or Proxy Edge, it will ensure that
the third party service provider files Form N-PX accordingly. Aberdeen
US shall obtain and maintain undertakings from both ISS and Proxy Edge
to provide it with copies of proxy voting records and other documents
relating to its clients' votes promptly upon request. Aberdeen
Advisers, ISS and Proxy Edge may rely on the SEC's EDGAR system to keep
records of certain proxy statements if the proxy statements are
maintained by issuers on that system (e.g., large U.S.-based issuers).
2. As required by Rule 204-2(c), such records will also include:
(a) a copy of the Policies and Procedures; (b) a copy of any document
created by the Aberdeen Adviser that was material to making a decision
on how to vote proxies on behalf of a client or that memorializes the
basis for that decision; and (c) each written client request for proxy
voting records and the Aberdeen Adviser's written response to any
(written or oral) client request for such records.
3. Duration. Proxy voting books and records will be maintained
in an easily accessible place for a period of five years, the first two
in an appropriate office of the Aberdeen Adviser.
C. Reporting. For US Funds, Aberdeen US, Aberdeen AU, Aberdeen
Singapore, and AAMISL will initially inform clients of these Policies and
Procedures by summary disclosure in Part II of their respective Forms ADV. Upon
receipt of a client's request for more information, Aberdeen US, Aberdeen AU,
Aberdeen Singapore, and AAMISL will provide to the client a copy of these
Policies and Procedures and/or, in accordance with the client's stated
requirements, how the client's proxies were voted during the period requested
subsequent to the adoption of these Policies and Procedures. Such periodic
reports, other than those required for the US closed-end Funds, will not be made
available to third parties absent the express written request of the client.
However, to the extent that any Aberdeen Adviser may serve as a subadviser to
another adviser to a Client, such Aberdeen Adviser will be deemed to be
authorized to provide proxy -voting records on such Client accounts to such
other adviser.
For Canadian investment funds, Aberdeen US, Aberdeen AU and Aberdeen
Singapore will assist in preparing annual proxy voting records for the period
ending June 30 of each year and will post an annual proxy voting record on each
Canadian investment fund's website no later than August 31 of each year. Upon
receipt of a client or securityholder's request, Aberdeen US, Aberdeen AU or
Aberdeen Singapore will make available a copy of these Policies and Procedures
and the Canadian investment fund's proxy voting record, without charge, to any
client or securityholder upon a request made by the client or securityholder
after August 31.
D. Review of Policies and Procedures. These Policies and Procedures
will be subject to review on a periodic basis as deemed appropriate by the
Aberdeen Advisers. Any questions regarding the Policies and Procedures should be
directed to the Compliance Department of the respective Aberdeen Adviser. Each
Compliance Department maintains information regarding the PA and the PC for the
respective Aberdeen Adviser.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(A)(1) IDENTIFICATION OF PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM MEMBERS AND
DESCRIPTION OF ROLE OF PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM MEMBERS
Aberdeen Asset Management Inc. (the "Sub-Adviser"), serves as the investment
sub-adviser for the Registrant. As of December 31, 2007, the fund management
team operates in an open-plan environment with collective responsibility for
investment decisions and ideas. Investment decisions are typically made by the
team as a whole and not by any one individual. By making team decisions, the
team seeks to ensure that the investment process results in consistent returns
across all portfolios with similar objectives.
The Sub-Adviser is a wholly owned subsidiary of Aberdeen Asset Management PLC.
The Sub-Adviser may, as needed, use the resources of its parent, Aberdeen Asset
Management PLC and its parent's wholly owned subsidiaries (collectively
"Aberdeen") for implementing certain portfolio transactions and for providing
research services. Aberdeen's investment managers combine the roles of analysis
with portfolio management. Each member of the team has sector and portfolio
responsibilities such as day-to-day monitoring of liquidity. The overall result
of this matrix approach is a high degree of cross-coverage. Every task
undertaken by any individual, be it research, portfolio management or client
responsibility, has a dedicated alternate.
1. Mr. Kaloo is responsible for the London based Global Emerging Market ("GEM")
Equity Team, which manages Latin America, Europe, Middle East and Africa
equities, and also has oversight of global emerging market input from the Asia
research team based in Singapore, with which he works closely.
2. Ms. Irvine is on the GEM Equity Team, where she specializes in the emerging
markets of Europe, Africa and the Middle East.
3. Nothing further to add to
biographical information already provided.
4. Mr. Diment is Head of Emerging Market Debt and joined Aberdeen following
the acquisition of Deutsche Asset Management ("Deutsche") in 2005. He is
responsible for the day-to-day management of the Emerging Market Debt Team and
portfolios. Mr. Diment had been at Deutsche since 1991 as a member of the
Fixed Income group and served as Head of the Emerging Debt Team there from
1999 until its acquisition by Aberdeen.
5. Mr. Wolman is a Portfolio Manager on the Global Emerging Market Debt Team and
has been with Aberdeen since January 2001. Mr. Wolman originally specialized in
currency and domestic debt analysis but is now responsible for a wide range of
emerging debt analysis including external and corporate issuers. Mr. Wolman is a
member of the Emerging Markets Debt Investment Committee at Aberdeen and is also
responsible for the daily implementation of the investment process.
NAME TITLE Length of BUSINESS EXPERIENCE PAST 5 YEARS
------ ------- SERVICE ---------------------------------
-----------
1. Devan Kaloo Head of Emerging Since 2005 Head of Emerging Market Equity for the Aberdeen
Markets Equity for the Group (since 2005); Portfolio Manager responsible
Aberdeen Group for Asia ex Japan region (2000-2005)
2. Joanne Irvine Head of GEM Equity Since 1996 Head of Global Emerging Market Equity team ex
Team ex Asia Asia (since 1997)
3. Mark Gordon-James Investment Manager, Since 2004 Investment Manager Global Emerging Market Equity
GEM Equity Team Team (since 2004); Emerging market team of
Merrill Lynch Investment Managers (pre 2004)
4. Brett Diment Head of Emerging Since 2005 Head of Emerging Market Debt (since 1999)
Market Debt
5. Max Wolman Portfolio Manager, Since 2001 Portfolio Manager, Emerging Market Debt (since
Emerging Market Debt 2001)0
(A)(2) OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM
MEMBER AND POTENTIAL CONFLICTS OF INTEREST
OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM MEMBER
The information in the table below is as of December 31, 2007.
NO. OF
-------
ACCOUNTS TOTAL ASSETS IN
-------- ---------------
TOTAL WHERE ACCOUNTS WHERE
----- ----- ---------------
NAME OF PORTFOLIO MANAGER NO. OF ADVISORY FEE ADVISORY FEE IS
-------------------------- ------- ------------- ---------------
OR ACCOUNTS IS BASED ON BASED ON
--- --------- ------------ --------
TEAM MEMBER TYPE OF ACCOUNTS MANAGED TOTAL ASSETS PERFORMANCE PERFORMANCE
------------ ---------------- ------- ------------ ----------- -----------
1. Devan Kaloo Registered Investment Companies: 1 $136.1 0 $0
Other Pooled Investment Vehicles: 8 $3,055.5 1 $62.3
Other Accounts: 26 $4,986.7 2 $291.2
2. Joanne Irvine Registered Investment Companies: 1 $136.1 0 $0
Other Pooled Investment Vehicles: 10 $4,107.8 1 $62.3
Other Accounts: 25 $4,881.2 2 $291.2
3. Mark Gordon-James Registered Investment Companies: 1 $136.1 0 $0
Other Pooled Investment Vehicles: 10 $4,107.8 1 $62.3
Other Accounts: 25 $4,881.2 2 $291.2
4. Brett Diment Registered Investment Companies: 2 $602.8 0 $0
Other Pooled Investment Vehicles: 7 $1,649.0 0 $0
Other Accounts: 6 $2,191.2 0 $0
5. Max Wolman Registered Investment Companies: 3 $757.4 0 $0
Other Pooled Investment Vehicles: 2 $567.8 0 $0
Other Accounts: 1 $430.6 0 $0
POTENTIAL CONFLICTS OF INTERESTS
POTENTIAL CONFLICTS OF INTERESTS
The Sub-Adviser believes that there are no material conflicts of interest in
connection with any Portfolio Manager's management of Fund investments and
investments of other accounts. The Sub-Adviser has adopted the CFA Institute
Code of Ethics and Standards of Professional Conduct and adherence by all
employees is mandatory. All employees are expected to avoid any employment,
associations or business activities, including personal investments, that
interfere with their duties to Aberdeen, divide their loyalty or create or
appear to create a conflict of interest. Employees must promptly report any
situation or transaction involving an actual or potential conflict of interest
to the Compliance Officer.
With regards to allocation, the Sub-Adviser has adopted Best Execution, Soft
Dollar, Order Aggregation, and Trade Allocation Policies & Procedures designed
among other things to ensure fair treatment of all accounts.
Aberdeen Asset Management Inc. aggregates orders so as to realize the benefits
of larger block orders. When executing aggregated orders, it seeks to allocate
opportunities to all clients in a consistent manner. Most portfolios are managed
to a model based on common attributes to a benchmark with low dispersion between
accounts and benchmarks. This is accomplished through the calculation of a
'median account' with this median account becoming the model portfolio. Certain
situations such as new portfolio fundings, unique guideline restrictions and the
fungability of certain security types may cause us to adjust our weightings.
However over time, we expect to minimize the dispersion of account holdings
around the model portfolio.
NEW ISSUE ALLOCATION
--------------------
Aberdeen Asset Management Inc. seeks to allocate new issue opportunities to all
clients in a consistent manner.
New issue opportunities are allocated according to the following factors:
1. All portfolios are ranked based on their account composition versus their
benchmark. The portfolio management team will set a minimum acceptable position
size (in terms of percent of market value) for the security.
2. Next, we define the target percentage for our LAB portfolios, depending on
the characteristics of the security or the percentage of the account based on
that securities' contribution to duration and the current composition of each
account.
3. For portfolios with a benchmark other than LAB, we may adjust the target
allocation to reflect the characteristics of the non-LAB benchmark.
4. We then determine our desired total par value and give our indication of
interest.
5. If our order is completely filled, we will allocate according to the steps
outlined above. If we are allotted a significant percentage of our order
(typically 70% or more), we will allocate pro-rata based on the initial
allocation developed from the steps outlined above. If we are not allotted a
significant percentage of our order, we will remove the non-LAB benchmark
adjustments and allocate pro-rata based on market value of participating
accounts. If this continues to result in accounts receiving less than the
minimum target position size, the least deserving accounts (defined as those
accounts that are closest to the model account) will be eliminated from the
allocation.
BATCH TRANSACTION AND ALLOCATION POLICY - EQUITY
------------------------------------------------
Where practicable, all client portfolio orders for the same security should be
combined or "batched" and executed as block transactions in order to facilitate
best execution as well as for the purpose of negotiating more favorable
brokerage commissions. Where a block trade is executed for a number of client
accounts, the average execution price on all of the purchases and sales that are
aggregated to this purpose should be used for all accounts.
If an entire block is not fully executed on the same day, an allocation method
should be administered that is fair and reasonable to all clients. If it is not
practicable to allocate the executed portion of the block on a pro rata basis,
allocation may be done on a random account basis (alphabetically, numerically,
or otherwise), but any procedure administered should not operate to consistently
favor or disfavor the same client accounts. If any method is to be used other
than a pro rata method, the manner in which the shares are to be allocated
should be documented, disclosed and signed off by the Chief Compliance Officer.
(A)(3) COMPENSATION STRUCTURE OF PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM
MEMBERS
Each Aberdeen Group member recognizes the importance of compensation in
attracting and retaining talent and has structured remuneration to include an
attractive base salary, a discretionary bonus that is directly linked to one's
contribution to the overall success of the Aberdeen Group member and a long term
incentive plan for key staff members comprised of a mixture of cash, options,
and shares. Overall compensation packages are designed to be competitive
relative to investment management industry standards.
The compensation policy has been designed to deliver additional rewards through
appropriate incentive schemes, both annual and long term. These are directly
linked to performance at both a corporate and an individual level. The policy
seeks to reward performance in a manner which aligns the interests of clients,
shareholders and executives.
Each Aberdeen Group member recognizes that any remuneration policy must be
sufficiently flexible to take account of any changes in the business
environment. In accordance with this need for flexibility, the Aberdeen Group
takes into account the overall competitiveness of the total remuneration package
of all senior executives including some portfolio managers. When justified by
performance, the `at risk' performance elements will form the most significant
element of total remuneration for executive directors and senior employees.
Base salary
The base salary is determined by prevailing market conditions and the
compensation for similar positions across the industry. The Aberdeen Group uses
industry compensation surveys as a tool in determining each portfolio manager's
base salary.
Annual bonus
The Aberdeen Group's policy is to recognize corporate and individual
achievements each year through an appropriate bonus scheme. The aggregate
incentive compensation pool each year is determined by the Board of the parent
company, Aberdeen, and is dependent on each member of the Aberdeen Group's
overall performance and profitability. The pool is comprised of a base level
plus an agreed proportion of each member of the Aberdeen Group's profitability.
Staff performance is reviewed formally once a year, with mid-term reviews. The
review process looks at all of the ways in which an individual has contributed
to the Aberdeen Group, and specifically, in the case of portfolio managers, to
the investment team. Discretionary bonuses are based on a combination of both
the team and the individual's performance. Overall participation in team
meetings, generation of original research ideas and contribution to presenting
the team externally are also evaluated. Discretionary bonuses are not formally
laid down and generally range from 10% to 50% of annual salary for portfolio
managers.
In the calculation of a portfolio manager's bonus, the Aberdeen Group takes into
consideration investment matters (which include the performance of funds,
adherence to the company investment process, and quality of company meetings) as
well as more subjective issues such as team participation and effectiveness at
client presentations. The split between the two will vary but generally around
80% of bonus will be determined by investment related matters, the remaining 20%
by more subjective issues. Performance for each fund is judged against the
benchmark as established in the prospectus. Portfolio manager performance on
investment matters is judged over all of the accounts the portfolio manager
contributes to and is documented in the appraisal process. A combination of the
team's and individual's performance is considered.
Although performance is not a substantial portion of a portfolio managers
compensation, the Aberdeen Group also recognizes that fund performance can often
be driven by factors outside one's control, such as (irrational) markets, and as
such pays attention to the effort by portfolio managers to ensure integrity of
our core process by sticking to disciplines and processes set, regardless of
momentum and `hot' themes. Short-terming is thus discouraged and
trading-oriented managers will thus find it difficult to thrive in the Aberdeen
Group member's environment. Additionally, if any of the aforementioned undue
risks were to be taken by a portfolio manager, not only would the portfolio
manager be in breach of the Aberdeen Group Code of Ethics, but any such trend
would be identified via its dynamic compliance monitoring system.
Long term incentives
As part of the effective remuneration package, a long term incentive plan is
used to structure the package so as to retain, motivate, and reward key staff
members with a view to improving performance and thereby increasing the value of
the Aberdeen Group for the benefit of shareholders. Long-term incentive plans
can be either cash or share based and typically vest over a three year period.
The Aberdeen Group offers a meritocracy and a very flat management structure.
The culture of the company is entrepreneurial, and enthusiastic, hard-working
and talented employees are given plenty of opportunity to prove themselves and
obtain a high level of job satisfaction.
The Aberdeen Group does not "tie in" portfolio managers with long-term and
restrictive contractual obligations, however. The Aberdeen Group aims to retain
key individuals primarily through the provision of competitive compensation and
other benefits. It is the policy of the Aberdeen Group to mitigate the effects
of any individual leaving the company by ensuring that portfolios are managed on
a team basis.
(A)(4) DISCLOSURE OF SECURITIES OWNERSHIP
The information below is as of December 31, 2007:
NAME DOLLAR RANGE OF FUND SHARES BENEFICIALLY OWNED
---- ----------------------------------------------
Devan Kaloo $0
Joanne Irvine $0
Mark Gordon-James $0
Brett Diment $0
Max Wolman $0
(B) Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which the shareholders
may recommend nominees to the registrant's board of directors, 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.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these
controls and procedures required by Rule 30a-3(b) under the 1940 Act
(17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the
Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the registrant's second
fiscal quarter of the period covered by this report that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Code of ethics, or any amendment thereto, that is the subject
of disclosure required by Item 2 is attached hereto.
(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act
and Section 302 of the Sarbanes-Oxley Act of 2002 are attached
hereto.
(a)(3) Not applicable.
(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act
and Section 906 of the Sarbanes-Oxley Act of 2002 are attached
hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(registrant) FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
By (Signature and Title)* /S/ JAMES A. BOWEN
-------------------------------------------------------
James A. Bowen, Chairman of the Board,
President and Chief Executive Officer
(principal executive officer)
Date FEBRUARY 26, 2008
----------------------------------------------------------------------------
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /S/ JAMES A. BOWEN
-------------------------------------------------------
James A. Bowen, Chairman of the Board, President
and Chief Executive Officer
(principal executive officer)
Date FEBRUARY 26, 2008
----------------------------------------------------------------------------
By (Signature and Title)* /S/ MARK R. BRADLEY
-------------------------------------------------------
Mark R. Bradley, Treasurer, Controller,
Chief Financial Officer and Chief
Accounting Officer
(principal financial officer)
Date FEBRUARY 26, 2008
----------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.