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 811-21549 ----------- Energy Income and Growth Fund ------------------------------------------------------------------ (Exact name of registrant as specified in charter) 187 Danbury Road Wilton, Connecticut 06897 ------------------------------------------------------------------ (Address of principal executive offices) (Zip code) W. Scott Jardine, Esq. First Trust Portfolios L.P. 120 East Liberty Drive, Suite 400 Wheaton, IL 60187 ------------------------------------------------------------------ (Name and address of agent for service) registrant's telephone number, including area code: 630-765-8000 -------------- Date of fiscal year end: November 30 ------------- Date of reporting period: November 30, 2011 ------------------- 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. FIRST TRUST ANNUAL REPORT FOR THE YEAR ENDED NOVEMBER 30, 2011 ENERGY INCOME & GROWTH FUND EIP ------------------ ENERGY INCOME PARTNERS, LLC -------------------------------------------------------------------------------- TABLE OF CONTENTS -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND (FEN) ANNUAL REPORT NOVEMBER 30, 2011 Shareholder Letter......................................................... 1 At A Glance................................................................ 2 Portfolio Commentary....................................................... 3 Portfolio of Investments................................................... 5 Statement of Assets and Liabilities........................................ 9 Statement of Operations.................................................... 10 Statements of Changes in Net Assets........................................ 11 Statement of Cash Flows.................................................... 12 Financial Highlights....................................................... 13 Notes to Financial Statements.............................................. 14 Report of Independent Registered Public Accounting Firm.................... 22 Additional Information..................................................... 23 Board of Trustees and Officers............................................. 25 Privacy Policy............................................................. 27 CAUTION REGARDING FORWARD-LOOKING STATEMENTS This report contains certain forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, 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 Energy Income Partners, LLC ("EIP" 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 the Energy Income and Growth 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 by investing in the Fund. See "Risk Considerations" in the Notes to Financial Statements for a discussion of certain other risks of 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, when sold, 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 EIP 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, the statement of additional information, this report and other Fund regulatory filings. -------------------------------------------------------------------------------- SHAREHOLDER LETTER -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND (FEN) ANNUAL LETTER FROM THE PRESIDENT NOVEMBER 30, 2011 Dear Shareholders: I am pleased to present you with the annual report for your investment in Energy Income and Growth Fund (the "Fund"). First Trust Advisors L.P. ("First Trust"), now in our 21st year, has always believed that staying invested in quality products and having a long-term horizon can help investors reach their financial goals. Like many successful investors, we understand that success in the markets doesn't just happen--it requires a long-term investment perspective through all kinds of markets. Although the markets have been somewhat choppy over the past six months, the equity market is well above the lows it sank to during the recent recession. The report you hold contains detailed information about your investment; a portfolio commentary from the Fund's management team that provides a recap of the period; a performance analysis and a market and Fund outlook. Additionally, you will find the Fund's financial statements for the period this report covers. I encourage you to read this document and discuss it with your financial advisor. A successful investor is also typically a knowledgeable one, as we have found to be the case at First Trust. First Trust remains committed to being a long-term investor and investment manager and to bringing you quality investment solutions regardless of market ups and downs. We offer a variety of products that may fit many financial plans to help those investors seeking long-term investment success. You may want to talk to your advisor about the other investments First Trust offers that might also fit your financial goals. First Trust will continue to make available up-to-date information about your investments so you and your financial advisor are current on any First Trust investments you own. We value our relationship with you, and thank you for the opportunity to assist you in achieving your financial goals. I look forward to 2012 and to the next edition of your Fund's report. Sincerely, /s/ James A. Bowen James A. Bowen Chairman of the Board of Trustees of Energy Income and Growth Fund and Chief Executive Officer of First Trust Page 1 ENERGY INCOME AND GROWTH FUND "AT A GLANCE" AS OF NOVEMBER 30, 2011 (Unaudited) ---------------------------------------------------------------------- FUND STATISTICS ---------------------------------------------------------------------- Symbol on NYSE Amex FEN Common Share Price $27.45 Common Share Net Asset Value ("NAV") $27.31 Premium (Discount) to NAV 0.51% Net Assets Applicable to Common Shares $385,325,984 Current Quarterly Distribution per Common Share (1) $0.4750 Current Annualized Distribution per Common Share $1.9000 Current Distribution Rate on Closing Common Share Price (2) 6.92% Current Distribution Rate on NAV (2) 6.96% ---------------------------------------------------------------------- ----------------------------------------------------- COMMON SHARE PRICE & NAV (WEEKLY CLOSING PRICE) ----------------------------------------------------- Common Share Price NAV 11/10 26.30 25.90 26.78 26.10 26.70 26.17 26.28 25.64 26.75 26.17 12/10 26.88 26.50 27.15 26.53 27.91 27.02 27.11 26.01 1/11 26.98 26.48 27.36 26.91 27.70 26.79 28.47 27.59 2/11 28.35 27.71 28.60 27.80 28.20 26.78 28.55 26.81 3/11 29.16 27.58 29.25 27.91 29.60 27.82 29.49 27.70 29.48 27.59 4/11 30.11 28.05 28.56 27.15 28.16 26.51 28.23 26.81 5/11 28.43 26.93 29.18 26.63 28.30 26.62 27.83 26.00 6/11 28.39 26.72 29.23 27.50 29.89 27.62 29.88 27.40 29.63 27.06 7/11 27.24 26.51 24.90 25.07 26.25 25.71 25.18 24.79 8/11 25.92 25.32 26.52 25.76 26.13 25.58 26.72 25.72 25.33 25.09 9/11 25.34 25.13 25.52 25.23 26.29 26.49 26.65 26.74 10/11 27.33 27.44 27.06 27.41 27.25 27.08 27.50 27.18 27.03 26.60 11/11 27.45 27.30 ----------------------------------------------------- --------------------------------------------------------------------------------------------------------------- PERFORMANCE --------------------------------------------------------------------------------------------------------------- Average Annual Total Return ------------------------------------ Inception 1 Year Ended 5 Years Ended (6/24/2004) 11/30/2011 11/30/2011 to 11/30/2011 FUND PERFORMANCE (3) NAV 12.61% 8.91% 12.36% Market Value 11.73% 10.21% 11.74% INDEX PERFORMANCE S&P 500 Index 7.81% -0.17% 3.31% Barclays Capital U.S. Credit Index of Corporate Bonds 5.21% 6.20% 5.89% Alerian MLP Total Return Index 9.55% 13.29% 16.13% Wells Fargo Midstream MLP Index 12.94% 13.59% 16.28% --------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------ % OF TOTAL INDUSTRY CLASSIFICATION (4) INVESTMENTS ------------------------------------------------------------ Midstream Oil 54.9% Midstream Gas 29.4 Utility 5.8 Coal 5.2 Propane 3.0 Marine 1.7 Oil & Gas 0.0 * ------------------------------------------------------------ Total 100.0% ====== *Amount is less than 0.05%. ------------------------------------------------------------ % OF TOTAL TOP 10 HOLDINGS INVESTMENTS ------------------------------------------------------------ Enterprise Products Partners, L.P. 8.1% Magellan Midstream Partners, L.P. 7.4 Plains All American Pipeline, L.P. 6.2 Kinder Morgan Management, LLC 5.3 Buckeye Partners, L.P. 5.1 ONEOK Partners, L.P. 4.3 Williams Cos., Inc. 4.3 Sunoco Logistics Partners, L.P. 4.0 NuStar Energy, L.P. 3.4 Enbridge Energy Partners, L.P. 2.9 ------------------------------------------------------------ Total 51.0% ====== (1) Most recent distribution paid or declared through 11/30/2011. Subject to change in the future. The distribution was increased subsequent to 11/30/2011. See Note 9 - Subsequent Events in the Notes to Financial Statements. (2) Distribution rates are calculated by annualizing the most recent distribution paid or declared through the report date and then dividing by Common Share price or NAV, as applicable, as of 11/30/2011. Subject to change in the future. (3) Total return is based on the combination of reinvested dividend, capital gain and return of capital distributions, if any, at prices obtained by the Dividend Reinvestment Plan and changes in NAV per share for net asset value returns and changes in Common Share price for market value returns. Total returns do not reflect sales load and are not annualized for periods less than one year. Past performance is not indicative of future results. Page 2 -------------------------------------------------------------------------------- PORTFOLIO COMMENTARY -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND ANNUAL REPORT NOVEMBER 30, 2011 SUB-ADVISOR ENERGY INCOME PARTNERS, LLC Energy Income Partners, LLC ("EIP"), Westport, CT, was founded in 2003 to provide professional asset management services in the area of energy-related master limited partnerships ("MLPs") and other high-payout securities such as pipeline companies, utilities and former Canadian income trusts. EIP mainly focuses on investments in energy-related infrastructure assets such as pipelines, petroleum storage and terminals that receive fee-based or regulated income from their corporate customers. EIP managed or supervised approximately $1.5 billion of assets, as of November 30, 2011. The other funds advised by EIP include a partnership for U.S. high net worth individuals and a master-and-feeder fund for institutions. EIP also manages separately managed accounts. EIP is a registered investment advisor and serves as an advisor or sub-advisor to two registered investment companies other than the Fund. PORTFOLIO MANAGEMENT TEAM JAMES J. MURCHIE FOUNDER AND CEO OF ENERGY INCOME PARTNERS, LLC Mr. Murchie founded EIP in 2003 and is the portfolio manager for all funds advised by EIP which focus on energy-related master limited partnerships and other high payout securities of companies that operate energy infrastructure. From 2005 to mid-2006, Mr. Murchie and the EIP investment team joined Pequot Capital Management. In July 2006, Mr. Murchie and the EIP investment team left Pequot and re-established EIP. From 1998 to 2003, Mr. Murchie managed a long/short fund that invested in energy and cyclical equities and commodities. From 1995 to 1997, he was a managing director at Tiger Management where his primary responsibilities were investments in energy, commodities and related equities. From 1990 to 1995, Mr. Murchie was a principal at Sanford C. Bernstein where he was a top-ranked energy analyst and sat on the Research Department's Recommendation Review Committee. Before joining Bernstein, he spent 8 years at British Petroleum in 7 operating and staff positions of increasing responsibility. He has served on the board of Clark Refining and Marketing Company and as President and Treasurer of the Oil Analysts Group of New York. Mr. Murchie holds degrees from Rice University and Harvard University. EVA PAO PRINCIPAL OF ENERGY INCOME PARTNERS, LLC Ms. Pao has been with EIP since its inception in 2003 and is co-portfolio manager for all of the funds advised by EIP. She joined EIP in 2003, serving as Managing Director of EIP until the EIP investment team joined Pequot Capital Management. From 2005 to mid-2006, Ms. Pao served as Vice President of Pequot Capital Management. Prior to Harvard Business School, Ms. Pao was a Manager at Enron Corp where she managed a portfolio in Canadian oil and gas equities for Enron's internal hedge fund that specialized in energy-related equities and managed a natural gas trading book. She received a B.A. from Rice University in 1996. She received an M.B.A. from the Harvard Business School in 2002. COMMENTARY ENERGY INCOME AND GROWTH FUND The investment objective of the Energy Income and Growth Fund ("FEN" or the "Fund") is to seek a high level of after-tax total return with an emphasis on current distributions paid to shareholders. The Fund pursues its objective by investing in a portfolio of cash-generating securities such as publicly traded MLPs, their affiliates and similar entities in the energy sector, which the Fund's Sub-Advisor believes offer opportunities for income and growth. 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 As measured by the Alerian MLP Total Return Index and the Wells Fargo Midstream MLP Index, the total return for energy-related MLPs over the fiscal year ended November 30, 2011 was 9.55% and 12.94%, respectively. For the Alerian MLP Total Return Index, these returns reflect a positive 6.3% from income distribution, and the remaining returns are due to share appreciation. For the Wells Fargo Midstream MLP Index, these returns reflect a positive 6.2% from income distribution while the remaining returns are due to share appreciation. These figures are according to data collected from several sources, including the Alerian MLP Total Return Index, the Wells Fargo Midstream MLP Index and Bloomberg. While in the short term, share appreciation can be volatile, we believe that over the longer term, share appreciation will approximate growth in per share quarterly cash distributions paid by MLPs. Over the last 10 years, growth in per share MLP distributions has averaged about 6.2%. Over the last 12 months, the cash distributions of MLPs increased by about 4.9% (Source: Alerian Capital Management). PERFORMANCE ANALYSIS On a net asset value ("NAV") basis, the Fund provided a total return1 of 12.61%, including the reinvestment of dividends, for the fiscal year ended November 30, 2011. This compares, according to collected data, to a total return of 7.81% for the S&P 500, 5.21% for the Barclays Capital U.S. Credit Index of Corporate Bonds, 9.55% for the Alerian MLP Total Return Index and 12.94% for the Wells Fargo Midstream MLP Index. On a Page 3 -------------------------------------------------------------------------------- PORTFOLIO COMMENTARY - (Continued) -------------------------------------------------------------------------------- market value basis, the Fund had a total return(1), including the reinvestment of dividends, for the fiscal year ended November 30, 2011, of 11.73%. The Fund's premium over NAV narrowed over the course of the fiscal year. On November 30, 2011, the Fund was priced at $27.45 while the NAV was $27.31, a premium of 0.51%. On November 30, 2010, the Fund was priced at $26.30 while the NAV was $25.95, a premium of 1.35%. The Fund increased its dividend four times during the fiscal year. The Fund raised the distribution to $0.46/share in January 2011, $0.465 in April 2011, $0.47 in July 2011 and to $0.475 in October 2011. The outperformance of the Fund's NAV relative to the 11.25% average of the MLP benchmarks is driven largely by the non-MLPs in the portfolio as well as owning companies that primarily have non-cyclical and/or regulated business like pipelines and storage terminals while underweighting or avoiding altogether certain MLPs that we view as less attractive investments (including some that operate in some of the non-cyclical businesses we generally view favorably). The Sub-Advisor believes most important long-term drivers of the Fund's total return will be the maintenance and growth of the dividends of the portfolio companies. MARKET AND FUND OUTLOOK The MLP asset class has experienced 10 IPOs as of November, 2011. There has also been a healthy level of secondary financing activity for MLPs during the reporting period as they continue to fund their ongoing investments in new pipelines, processing and storage facilities. In 2011, there have been 49 secondary equity offerings for MLPs that raised $12.2 billion through November 30, 2011. This compares to $11.4 billion raised in 2010. MLPs also found access to the public debt markets, raising $15.6 billion in 22 offerings during the same time period. This compares to $13.8 billion in 2010 (Source: Barclays Capital). The combination of equity and debt raised of approximately $28 billion represents about approximately 11% of the roughly $250 billion MLP market cap. The Fund continues to aim to be invested in MLPs with mostly non-cyclical cash flows, investment-grade ratings, conservative balance sheets, modest and/or flexible organic growth commitments and liquidity on their revolving lines of credit. While there has been a rebound in oil prices, cyclical cash flows will always be unpredictable, making them a poorer fit, in the opinion of the Sub-Advisor, with a steady dividend obligation that is meant to be most or all of the company's free cash flow. It is interesting to note that MLPs have played an integral role in the restructuring of some more diversified energy conglomerates. The first phase of this restructuring, which has occurred over the last few years, has been the creation by these more diversified conglomerates of an MLP subsidiary that contains assets such as pipelines and storage terminals. The more recent phase has been the divestiture by some of these parent companies of most or all of their cyclical businesses, leaving the parent company looking very similar to an old-fashioned pipeline utility with a large holding in a subsidiary MLP. These diversified energy conglomerates are doing this so that their regulated infrastructure assets with predictable cash flows may be better valued by the market. The Fund is pursuing these opportunities in the context of the desired characteristics including business exposure and quality. The total return proposition of owning energy-related infrastructure MLPs has been and continues to be their yield plus their growth. The yield of the MLPs, weighted by market capitalization, on November 30, 2011, was 6.4% based on the Alerian MLP Total Return Index. The growth in the quarterly cash distributions that make up this yield has averaged between 6% - 7% annually over the last ten years. This growth rate accelerated to about 12% in 2008 and dropped to minus 2% in 2009 (Source: Alerian Capital Management). For true infrastructure MLPs, we expect dividend growth rates to average in the mid-single digits over the next few years. This growth will continue to be driven by three factors: 1) modest increases in volume from growth from both underlying petroleum demand as the economy recovers and increases in North American oil and gas production (particularly in new supply areas); 2) inflation and cost escalators in pipeline tariffs and contracts; and 3) accretion from profitable capital projects and acquisitions. The capital projects continue to be related to growth in areas such as the Canadian Oil Sands, the new oil and natural gas shale resources and the need for more infrastructure related to bio fuels and other environmental mandates (including the conversion of many coal-fired power plants to natural gas). Thus far, the MLPs as a group have done a good job capitalizing on these opportunities. The slower capital spending by the customers of infrastructure MLPs (oil and gas producers and refiners) experienced in 2008 and 2009 appears to have reversed course as the dramatic growth in oil and gas production from the shale resources continues to surprise on the upside. DISCLOSURE The Fund's portfolio holdings are subject to change without notice. The mention of specific securities is not a recommendation or solicitation for any person to buy, sell or hold any particular security. There is no assurance that the Fund currently holds these securities. ---------------------------- 1 Total return is based on the combination of reinvested dividends, capital gain and return of capital distributions, if any, at prices obtained by the Dividend Reinvestment Plan and changes in NAV per share for net asset value returns and changes in Common Share price for market value returns. Total returns do not reflect sales load. Past performance is not indicative of future results. Page 4 ENERGY INCOME AND GROWTH FUND PORTFOLIO OF INVESTMENTS (a) NOVEMBER 30, 2011 SHARES/ UNITS DESCRIPTION VALUE ------------ ------------------------------------------------- -------------- MASTER LIMITED PARTNERSHIPS - 113.6% GAS UTILITIES - 3.6% 278,463 AmeriGas Partners, L.P. (b)........................ $ 12,218,956 32,500 Suburban Propane Partners, L.P. (b)................ 1,511,250 -------------- 13,730,206 -------------- INDEPENDENT POWER PRODUCERS & ENERGY TRADERS - 2.1% 321,200 Brookfield Renewable Energy Partners, L.P. ........ 7,967,410 -------------- OIL, GAS & CONSUMABLE FUELS - 107.9% 79,850 Alliance GP Holdings, L.P. (b)..................... 4,046,798 91,200 Alliance Resource Partners, L.P. (b)............... 6,516,240 471,762 Buckeye Partners, L.P. (b)......................... 30,098,416 485,450 El Paso Pipeline Partners, L.P. (b)................ 15,908,197 556,026 Enbridge Energy Partners, L.P. (b)................. 17,220,125 321,879 Energy Transfer Equity, L.P. (b)................... 11,359,110 370,844 Energy Transfer Partners, L.P. (b)................. 16,228,133 1,056,653 Enterprise Products Partners, L.P. (b)............. 48,067,145 81,474 Global Partners, L.P. ............................. 1,685,697 209,824 Holly Energy Partners, L.P. (b).................... 11,691,393 162,674 Inergy, L.P. (b)................................... 3,933,457 205,771 Kinder Morgan Energy Partners, L.P. (b)............ 16,091,292 685,327 Magellan Midstream Partners, L.P. (b).............. 43,847,222 261,178 Natural Resource Partners, L.P. (b)................ 7,187,619 371,846 NuStar Energy, L.P. (b)............................ 20,392,035 311,890 NuStar GP Holdings, LLC (b)........................ 9,260,014 68,000 Oiltanking Partners, L.P. ......................... 1,958,400 504,240 ONEOK Partners, L.P. (b)........................... 25,494,374 547,428 Penn Virginia Resource Partners, L.P. (b).......... 13,324,398 564,191 Plains All American Pipeline, L.P. (b)............. 36,593,428 183,260 Spectra Energy Partners, L.P. (b).................. 5,547,280 226,537 Sunoco Logistics Partners, L.P. (b)................ 23,392,211 222,930 TC Pipelines, L.P. (b)............................. 10,607,009 310,500 Teekay LNG Partners, L.P. ......................... 9,994,995 258,158 TransMontaigne Partners, L.P. (b).................. 7,891,890 116,400 Western Gas Partners, L.P. (b)..................... 4,385,952 224,055 Williams Partners, L.P. (b)........................ 13,008,633 -------------- 415,731,463 -------------- TOTAL MASTER LIMITED PARTNERSHIPS ................. 437,429,079 (Cost $256,306,886) -------------- COMMON STOCKS - 39.9% ELECTRIC UTILITIES - 0.4% 9,400 Emera, Inc. ....................................... 299,260 42,700 Emera, Inc. (CAD) ................................. 1,371,910 -------------- 1,671,170 -------------- See Notes to Financial Statements Page 5 ENERGY INCOME AND GROWTH FUND PORTFOLIO OF INVESTMENTS (a) - (Continued) NOVEMBER 30, 2011 SHARES/ UNITS DESCRIPTION VALUE ------------ ------------------------------------------------- -------------- COMMON STOCKS - (CONTINUED) GAS UTILITIES - 6.1% 122,666 ONEOK, Inc. (c).................................... $ 10,200,904 445,930 UGI Corp. (d)...................................... 13,360,063 -------------- 23,560,967 -------------- MULTI-UTILITIES - 2.9% 70,700 Dominion Resources, Inc. (b)....................... 3,649,534 325,600 NiSource, Inc. (b)................................. 7,459,496 -------------- 11,109,030 -------------- OIL, GAS & CONSUMABLE FUELS - 30.5% 262,900 El Paso Corp. (b) (d).............................. 6,575,129 52,397 Enbridge Energy Management, LLC (b) (e)............ 1,669,368 97,700 Enbridge Income Fund Holdings, Inc. (CAD) ......... 1,858,307 200,130 Enbridge, Inc. .................................... 7,058,585 142,480 Keyera Corp. (CAD) ................................ 6,425,884 445,319 Kinder Morgan Management, LLC (b) (e).............. 31,515,226 268,700 Kinder Morgan, Inc. (b)............................ 7,926,650 279,000 Pembina Pipeline Corp. (CAD) ...................... 8,137,899 196,350 Spectra Energy Corp. (d)........................... 5,776,617 360,991 TransCanada Corp. (d).............................. 15,089,424 787,558 Williams Cos., Inc. (b) (d)........................ 25,422,372 -------------- 117,455,461 -------------- TOTAL COMMON STOCKS ............................... 153,796,628 (Cost $112,754,537) -------------- WARRANTS - 0.0% OIL, GAS & CONSUMABLE FUELS - 0.0% 48,956 Abraxas Petroleum Corp., Expiration 05/25/12 (f)(g)(h) 29,545 -------------- TOTAL WARRANTS .................................... 29,545 (Cost $0) -------------- TOTAL INVESTMENTS - 153.5% ........................ 591,255,252 (Cost $369,061,423) (i) -------------- NUMBER OF CONTRACTS DESCRIPTION VALUE ------------ ------------------------------------------------- -------------- CALL OPTIONS WRITTEN - (0.4%) El Paso Corp. Call 700 @ 24 due January 12 ............................... (109,200) --------------- ONEOK, Inc. Calls 383 @ 77.5 due January 12 ............................. (260,440) 843 @ 82.5 due April 12 ............................... (455,220) --------------- (715,660) --------------- Page 6 See Notes to Financial Statements ENERGY INCOME AND GROWTH FUND PORTFOLIO OF INVESTMENTS (a) - (Continued) NOVEMBER 30, 2011 SHARES/ UNITS DESCRIPTION VALUE ------------ ------------------------------------------------ -------------- CALL OPTIONS WRITTEN - (CONTINUED) Spectra Energy Corp. Calls 993 @ 28 due December 11 .............................. $ (168,810) 900 @ 29 due December 11 .............................. (81,900) -------------- (250,710) -------------- TransCanada Corp. Calls 700 @ 45 due May 12 ................................... (70,000) -------------- UGI Corp. Calls 600 @ 30 due January 12 ............................... (42,000) 595 @ 35 due January 12 ............................... (14,875) 1,000 @ 30 due April 12 ................................. (155,000) -------------- (211,875) -------------- Williams Cos., Inc. Call 800 @ 34 due January 12 ............................... (81,600) -------------- TOTAL CALL OPTIONS WRITTEN ........................ (1,439,045) (Premiums received $664,465) -------------- OUTSTANDING LOAN - (35.8%) ........................ (137,900,000) NET OTHER ASSETS AND LIABILITIES - (17.3%) ........ (66,590,223) -------------- NET ASSETS - 100.0% ............................... $ 385,325,984 ============== -------------------------------- (a) All percentages shown in the Portfolio of Investments are based on net assets. (b) All or a portion of this security is available to serve as collateral on the outstanding loan. (c) Call options were written on this entire common stock position and are fully covered by the common stock position. (d) Call options were written on a portion of the common stock position and are fully covered by the common stock position. (e) Non-income producing security which pays in-kind distributions. (f) Non-income producing security. (g) This security is fair valued in accordance with procedures adopted by the Fund's Board of Trustees. (h) This security is restricted and cannot be offered for public sale without first being registered under the Securities Act of 1933, as amended. Prior to registration, restricted securities may only be resold in transactions exempt from registration (see Note 2D - Restricted Securities in the Notes to the Financial Statements). (i) Aggregate cost for federal income tax purposes is $351,006,614. As of November 30, 2011, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $240,259,307 and the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $10,669. CAD Canadian Dollar See Notes to Financial Statements Page 7 ENERGY INCOME AND GROWTH FUND PORTFOLIO OF INVESTMENTS (a) - (Continued) NOVEMBER 30, 2011 VALUATION INPUTS A summary of the inputs used to value the Fund's investments as of November 30, 2011 is as follows (see Note 2A - Portfolio Valuation in the Notes to Financial Statements): ASSETS TABLE LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 11/30/2011 PRICES INPUTS INPUTS ------------ ------------ ----------- ------------ Master Limited Partnerships*................... $ 437,429,079 $ 437,429,079 $ -- $ -- Common Stocks* ............................... 153,796,628 153,796,628 -- -- Warrants* .................................... 29,545 -- 29,545 -- ------------- ------------- ----------- ----------- TOTAL INVESTMENTS.............................. $ 591,255,252 $ 591,225,707 $ 29,545 $ -- ============= ============= =========== =========== LIABILITIES TABLE LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 11/30/2011 PRICES INPUTS INPUTS ------------ ------------ ----------- ------------ Call Options Written........................... $ (1,439,045) $ (1,439,045) $ -- $ -- ============= ============= =========== ========== *See Portfolio of Investments for industry breakout. Page 8 See Notes to Financial Statements ENERGY INCOME AND GROWTH FUND STATEMENT OF ASSETS AND LIABILITIES NOVEMBER 30, 2011 ASSETS: Investments, at value (Cost $369,061,423)........................................................ $591,255,252 Cash 8,464,814 Prepaid expenses 42,524 Receivables: Investment securities sold................................................. 2,682,562 Income taxes............................................................... 589,409 Dividends.................................................................. 153,100 Franchise tax.............................................................. 38,124 Interest................................................................... 801 Other assets 61,442 ------------ Total Assets............................................................... 603,288,028 ------------ LIABILITIES: Outstanding loan............................................................... 137,900,000 Deferred income taxes 77,939,666 Options written, at value (Premiums received $664,465)......................... 1,439,045 Payables: Investment advisory fees.................................................... 426,316 Audit and tax fees.......................................................... 146,600 Administrative fees......................................................... 34,428 Printing fees............................................................... 28,497 Custodian fees.............................................................. 14,757 Interest and fees on loan................................................... 11,207 Legal fees.................................................................. 7,777 Trustees' fees and expenses................................................. 6,453 Transfer agent fees......................................................... 3,308 Financial reporting fees.................................................... 770 Other liabilities.............................................................. 3,220 ------------ Total Liabilities........................................................... 217,962,044 ------------ NET ASSETS..................................................................... $385,325,984 ============ NET ASSETS CONSIST OF: Paid-in capital................................................................ $263,137,026 Par value...................................................................... 141,096 Accumulated net investment income (loss), net of income taxes.................. (16,539,148) Accumulated net realized gain (loss) on investments, written options and foreign currency transactions, net of income taxes....................... (6,054,924) Net unrealized appreciation (depreciation) on investments, written options and foreign currency translation, net of income taxes................ 144,641,934 ------------ NET ASSETS..................................................................... $385,325,984 ============ NET ASSET VALUE, per Common Share (par value $0.01 per Common Share)........... $ 27.31 ============ Number of Common Shares outstanding (unlimited number of Common Shares has been authorized)......................................................... 14,109,563 ============ See Notes to Financial Statements Page 9 ENERGY INCOME AND GROWTH FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED NOVEMBER 30, 2011 INVESTMENT INCOME: Dividends (net of foreign withholding tax of $267,273).......................... $ 3,270,224 Interest........................................................................ 3,221 Other........................................................................... 2,368 ------------- Total investment income...................................................... 3,275,813 ------------- EXPENSES: Investment advisory fees........................................................ 4,461,980 Interest and fees on loan....................................................... 1,639,213 Franchise tax................................................................... 816,985 Administrative fees............................................................. 364,649 Audit and tax fees.............................................................. 130,002 Printing fees................................................................... 86,955 Custodian fees.................................................................. 61,325 Legal fees...................................................................... 50,359 Trustees' fees and expenses..................................................... 38,922 Transfer agent fees............................................................. 37,353 At the market offering costs.................................................... 35,463 Financial reporting fees........................................................ 9,250 Other........................................................................... 108,974 ------------- Total expenses............................................................... 7,841,430 ------------- NET INVESTMENT INCOME (LOSS) BEFORE TAXES....................................... (4,565,617) ------------- Current state income tax benefit (expense)................... 11,625 Deferred federal income tax benefit (expense)................ 1,606,289 Current foreign income tax benefit (expense)................. (76,939) Deferred state income tax benefit (expense).................. 18,120 ------------ Total income tax benefit (expense)........................................... 1,559,095 ------------- NET INVESTMENT INCOME (LOSS).................................................... (3,006,522) ------------- NET REALIZED AND UNREALIZED GAIN (LOSS): Net realized gain (loss) before taxes on: Investments.................................................................. 13,189,011 Written options (a).......................................................... (4,330,611) Foreign currency transactions................................................ (25,596) ------------- Net realized gain (loss) before taxes........................................... 8,832,804 ------------- Deferred federal income tax benefit (expense)................ (3,058,771) ------------ Total income tax benefit (expense)........................................... (3,058,771) ------------- Net realized gain (loss) on investments, written options and foreign currency transactions ........................................................ 5,774,033 ------------- Net increase from payment by the Sub-Advisor before taxes (b)................... 74,357 ------------- Deferred federal income tax benefit (expense)................ (25,750) ------------ Net increase from payment by the Sub-Advisor (b)................................ 48,607 ------------- Net change in unrealized appreciation (depreciation) before taxes on: Investments.................................................................. 55,088,230 Written options (a).......................................................... (368,755) Foreign currency translations................................................ 1,572 ------------- Net change in unrealized appreciation (depreciation) before taxes............... 54,721,047 ------------- Deferred federal income tax benefits (expense)............... (18,936,919) ------------ Total income tax benefit (expense)........................... (18,936,919) ------------- Net change in unrealized appreciation (depreciation) on investments, written options and foreign currency translation.............................. 35,784,128 ------------- NET REALIZED AND UNREALIZED GAIN (LOSS)......................................... 41,606,768 ------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS................. $ 38,600,246 ============= (a) Primary risk exposure is equity option contracts. (b) See Note 3 in the Notes to Financial Statements. Page 10 See Notes to Financial Statements ENERGY INCOME AND GROWTH FUND STATEMENTS OF CHANGES IN NET ASSETS YEAR YEAR ENDED ENDED 11/30/2011 11/30/2010 -------------- -------------- OPERATIONS: Net investment income (loss)....................................................... $ (3,006,522) $ (637,956) Net realized gain (loss)........................................................... 5,774,033 (374,924) Net change in unrealized appreciation (depreciation)............................... 35,784,128 64,575,630 Net increase from payment by the Sub-Advisor (a)................................... 48,607 -- ------------ ------------- Net increase (decrease) in net assets resulting from operations.................... 38,600,246 63,562,750 ------------ ------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income.............................................................. -- -- Net realized gain.................................................................. (8,096,252) (2,289,204) Return of capital.................................................................. (14,278,568) (12,764,941) ------------ ------------- Total distributions to shareholders................................................ (22,374,820) (15,054,145) ------------ ------------- CAPITAL TRANSACTIONS: Proceeds from Common Shares sold through shelf offerings........................... 75,613,440 105,029,681 Proceeds from Common Shares reinvested............................................. 2,423,644 1,643,590 Offering costs..................................................................... (125,500) (513,391) ------------ ------------- Net increase (decrease) in net assets resulting from capital transactions.......... 77,911,584 106,159,880 ------------ ------------- Total increase (decrease) in net assets............................................ 94,137,010 154,668,485 NET ASSETS: Beginning of period................................................................ 291,188,974 136,520,489 ------------ ------------- End of period...................................................................... $385,325,984 $ 291,188,974 ============ ============= Accumulated net investment income (loss), net of income taxes...................... $(16,539,148) $ (13,532,626) CAPITAL TRANSACTIONS WERE AS FOLLOWS: Common Shares at beginning of period............................................... 11,220,560 6,758,270 Common Shares sold through shelf offerings......................................... 2,800,000 4,392,326 Common Shares issued as reinvestment under the Dividend Reinvestment Plan.......... 89,003 69,964 ------------ ------------- Common Shares at end of period..................................................... 14,109,563 11,220,560 ============ ============= (a) See Note 3 in Notes to Financial Statements. See Notes to Financial Statements Page 11 ENERGY INCOME AND GROWTH FUND STATEMENT OF CASH FLOWS FOR THE YEAR ENDED NOVEMBER 30, 2011 CASH FLOWS FROM OPERATING ACTIVITIES: Net increase (decrease) in net assets resulting from operations....... $ 38,600,246 Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities: Purchases of investments........................................... (200,574,177) Sales, maturities and paydowns of investments...................... 77,161,180 Proceeds from written options...................................... 4,546,757 Cost of closed options............................................. (8,775,290) Return of capital received from investment in MLPs................. 24,030,654 Net realized gain/loss on investments and options.................. (8,858,400) Net change in unrealized appreciation/depreciation on investments and options.......................................... (54,719,475) Net increase from payment by Sub-Advisor........................... (74,357) CHANGES IN ASSETS AND LIABILITIES: Increase in income tax receivable.................................. (31,170) Increase in interest receivable.................................... (403) Decrease in dividends receivable (a)............................... 9,225 Increase in prepaid expenses....................................... (26,548) Increase in franchise tax receivable............................... (38,124) Increase in other assets........................................... (61,442) Decrease in interest and fees on loan payable...................... (6,737) Decrease in income tax payable..................................... (58,979) Increase in investment advisory fees payable....................... 138,429 Increase in audit and tax fees payable............................. 32,710 Decrease in legal fees payable..................................... (939) Decrease in printing fees payable.................................. (5,226) Increase in administrative fees payable............................ 9,611 Increase in custodian fees payable................................. 8,247 Increase in transfer agent fees payable............................ 412 Decrease in Trustees' fees and expenses payable.................... (179) Decrease in franchise tax payable.................................. (77,966) Increase in financial reporting fees payable....................... 770 Increase in deferred income tax payable............................ 20,397,112 Increase in other liabilities payable.............................. 255 -------------- CASH USED IN OPERATING ACTIVITIES..................................... $ (108,373,804) -------------- CASH FLOWS FROM FINANCING ACTIVITIES: Distributions to Common Shareholders from net realized gain........ (8,096,252) Distributions to Common Shareholders from return of capital........ (14,278,568) Proceeds of Common Shares sold, net of offering costs.............. 75,404,365 Proceeds of Common Shares reinvested............................... 2,423,644 Issuances of loan.................................................. 47,900,000 -------------- CASH FLOWS PROVIDED BY FINANCING ACTIVITIES........................... 103,353,189 -------------- Decrease in cash...................................................... (5,020,615) Cash at beginning of period........................................... 13,485,429 -------------- CASH AT END OF PERIOD................................................. $ 8,464,814 ============== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for interest and fees..................... $ 1,645,950 ============== Cash paid during the period for taxes................................. $ 1,085,988 ============== -------------------------------------------------------------------- (a) Includes net change in unrealized appreciation (depreciation) on foreign currency of $1,572. Page 12 See Notes to Financial Statements ENERGY INCOME AND GROWTH FUND FINANCIAL HIGHLIGHTS FOR A COMMON SHARE OUTSTANDING THROUGHOUT EACH PERIOD YEAR YEAR YEAR YEAR YEAR ENDED ENDED ENDED ENDED ENDED 11/30/2011 11/30/2010 11/30/2009 11/30/2008 11/30/2007 (a) ------------ ------------ ------------ ------------ -------------- Net asset value, beginning of period........... $ 25.95 $ 20.20 $ 14.68 $ 26.74 $ 25.88 ---------- ---------- ----------- ---------- ---------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss)................... (0.25) (b) (0.07) (b) (0.24) (b) (0.57) (0.67) Net realized and unrealized gain (loss.)....... 3.45 (c) 7.51 7.43 (9.83) 3.06 ---------- ---------- ----------- ---------- ---------- Total from investment operations............... 3.20 7.44 7.19 (10.40) 2.39 ---------- ---------- ----------- ---------- ---------- DISTRIBUTIONS PAID TO SHAREHOLDERS FROM: Net investment income.......................... -- -- -- -- -- Net realized gain.............................. (0.68) (0.27) (0.35) (1.66) (1.53) Return of capital.............................. (1.19) (1.52) (1.41) -- -- ---------- ---------- ----------- ---------- ---------- Total from distributions....................... (1.87) (1.79) (1.76) (1.66) (1.53) ---------- ---------- ----------- ---------- ---------- Premiums from shares sold in at the market offering..................................... 0.03 0.10 0.09 -- -- ---------- ---------- ----------- ---------- ---------- Net asset value, end of period................. $ 27.31 $ 25.95 $ 20.20 $ 14.68 $ 26.74 ========== ========== =========== ========== ========== Market value, end of period.................... $ 27.45 $ 26.30 $ 22.30 $ 14.40 $ 23.82 ========== ========== =========== ========== ========== TOTAL RETURN BASED ON NET ASSET VALUE (d)...... 12.61% (e) 38.65% 51.03% (40.70)% 9.38% ========== ========== =========== ========== ========== TOTAL RETURN BASED ON MARKET VALUE (d)......... 11.73% 27.29% 70.20% (34.74)% 2.96% ========== ========== =========== ========== ========== ---------------------------------------- Net assets, end of period (in 000's)........... $ 385,326 $ 291,189 $ 136,520 $ 94,880 $ 172,421 Portfolio turnover rate........................ 16% 20% 43% 38% 16% RATIOS OF EXPENSES TO AVERAGE NET ASSETS: Including current and deferred income taxes (f).................................... 8.70% 20.24% 25.79% (20.03)% 8.52% Excluding current and deferred income taxes ....................................... 2.41% 2.71% 3.32% 4.80% 3.94% Excluding current and deferred income taxes and interest expense .................. 1.91% 1.98% 2.32% 2.55% 1.89% RATIOS OF NET INVESTMENT INCOME (LOSS) TO AVERAGE NET ASSETS: Net investment income (loss) ratio before tax expenses..................................... (1.40)% (0.47)% (2.37)% (3.83)% (3.83)% Net investment income (loss) ratio including tax expenses (f)............................. (7.69)% (17.99)% (24.84)% 21.00% (8.41)% SENIOR SECURITIES: Total Energy Notes outstanding ($25,000 per note)................................... N/A N/A N/A 1,000 2,360 Principal amount and market value per Energy Note (g)............................. N/A N/A N/A $ 25,006 $ 25,004 Asset coverage per Energy Note (h)............. N/A N/A N/A $ 119,880 $ 98,060 Total loan outstanding (in 000's).............. $ 137,900 $ 90,000 $ 45,000 $ 5,650 $ 15,250 Asset coverage per $1,000 senior indebtedness................................ $ 3,794 (i) $ 4,235 (i) $ 4,034 (i) $ 22,218 (i) $ 12,306 (j) ----------------------------------------(a) On September 14, 2007, the Fund's Board of Trustees approved an interim sub-advisory agreement with Energy Income Partners, LLC ("EIP"), on September 24, 2007, the Board of Trustees voted to approve EIP as investment sub-advisor and on January 8, 2008, the shareholders approved new agreements. (b) Based on average shares outstanding. (c) Reimbursement from the Sub-Advisor represents less than $0.01. (d) Total return is based on the combination of reinvested dividend, capital gain and return of capital distributions, if any, at prices obtained by the Dividend Reinvestment Plan, and changes in net asset value per share for net asset value returns and changes in Common Share price for market value returns. Total returns do not reflect sales load and are not annualized for periods less than one year. Past performance is not indicative of future results. (e) The reimbursement received from the Sub-Advisor had no effect on the Fund's total return for Common Shares. (f) Includes current and deferred income taxes associated with each component of the Statement of Operations. (g) Includes accumulated and unpaid interest. (h) Calculated by taking the Fund's total assets less the Fund's total liabilities (not including the Energy Notes) and dividing by the outstanding Energy Notes in 000's. (i) Calculated by taking the Fund's total assets less the Fund's total liabilities (not including the loan outstanding and the Energy Notes) and dividing by the loan outstanding in 000's. If this methodology had been used historically, fiscal year 2007 would have been $16,175. (j) Calculated by taking the Fund's total assets less the Fund's total liabilities (not including the loan outstanding) and dividing by the loan outstanding in 000's. N/A Not Applicable. See Notes to Financial Statements Page 13 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 1. FUND DESCRIPTION Energy Income and Growth Fund (the "Fund") is a non-diversified, closed-end management investment company organized as a Massachusetts business trust on March 25, 2004 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 FEN on the NYSE Amex. The Fund's investment objective is to seek a high level of after-tax total return with an emphasis on current distributions paid to shareholders. The Fund seeks to provide its shareholders with an efficient vehicle to invest in a portfolio of cash-generating securities of energy companies. The Fund focuses on investing in publicly-traded master limited partnerships ("MLPs") and related public entities in the energy sector, which Energy Income Partners, LLC ("EIP" or the "Sub-Advisor") believes offer opportunities for income and growth. There can be no assurance that the Fund will achieve its investment objective. The Fund may not be appropriate for all investors. 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 Common Shares of the Fund is determined daily as of the close of regular trading on the New York Stock Exchange ("NYSE"), normally 4:00 p.m. Eastern time, on each day the NYSE is open for trading. If the NYSE closes early on a valuation day, the NAV is determined as of that time. 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 dividing the value of all assets of the Fund (including accrued interest and dividends), less all liabilities (including accrued expenses, dividends declared but unpaid, deferred income taxes and any borrowings of the Fund) by the total number of Common Shares outstanding. The Fund's investments are valued daily in accordance with valuation procedures adopted by the Fund's Board of Trustees, and in accordance with provisions of the 1940 Act. The following securities, for which accurate and reliable market quotations are readily available, will be valued as follows: Common stocks, MLPs and other securities listed on any national or foreign exchange (excluding the NASDAQ National Market ("NASDAQ") and the London Stock Exchange Alternative Investment Market ("AIM")) are valued at the last sale price on the exchange on which they are principally traded. If there are no transactions on the valuation day, the securities are valued at the mean between the most recent bid and asked prices. Securities listed on the NASDAQ or the AIM are valued at the official closing price. If there is no official closing price on the valuation day, the securities are valued at the mean between the most recent bid and asked prices. Securities traded in the over-the-counter market are valued at their closing bid prices. Exchange-traded options and futures contracts are valued at the closing price in the market where such contracts are principally traded. If no closing price is available, exchange-traded options and futures contracts are valued at the mean between the most recent bid and asked prices. Over-the-counter options and futures contracts are valued at their closing bid prices. Short-term investments that mature in less than 60 days when purchased are valued at amortized cost. All market quotations used in valuing the Fund's securities will be obtained from a third party pricing service. If no quotation is received from a pricing service, attempts will be made to obtain one or more broker quotes for the security. In the event the pricing service does not provide a valuation, broker quotations are not readily available, or the valuations received are deemed unreliable, the Fund's Board of Trustees has designated First Trust Advisors L.P. ("First Trust") to use a fair value method to value the Fund's securities. Additionally, if events occur after the close of the principal markets for certain securities (e.g., domestic debt and foreign securities) that could materially affect the Fund's NAV, First Trust will use a fair value method to value the Fund's securities. The use of fair value pricing is governed by valuation procedures adopted by the Fund's Board of Trustees, and in accordance with the provisions of the 1940 Act. As a general principle, the fair value of a security is the amount which the Fund might reasonably expect to receive for the security upon its current sale. However, in light of the judgment involved in fair valuations, there can be no assurance that a fair value assigned to a particular security will be the amount which the Fund might be able to receive upon its current sale. Fair valuation of a security will be based on the consideration of all available information, including, but not limited to the following: 1) the type of security; 2) the size of the holding; 3) the initial cost of the security; 4) transactions in comparable securities; 5) price quotes from dealers and/or pricing services; 6) relationships among various securities; 7) information obtained by contacting the issuer, analysts, or the appropriate stock exchange; Page 14 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 8) an analysis of the issuer's financial statements; and 9) the existence of merger proposals or tender offers that might affect the value of the security. If the securities in question are foreign securities, the following additional information may be considered: 1) the value of similar foreign securities traded on other foreign markets; 2) ADR trading of similar securities; 3) closed-end fund trading of similar securities; 4) foreign currency exchange activity; 5) the trading prices of financial products that are tied to baskets of foreign securities; 6) factors relating to the event that precipitated the pricing problem; 7) whether the event is likely to recur; and 8) whether the effects of the event are isolated or whether they affect entire markets, countries or regions. The Fund is subject to fair value accounting standards that define fair value, establish the framework for measuring fair value and provide a three-level hierarchy for fair valuation based upon the inputs to the valuation as of the measurement date. The three levels of the fair value hierarchy are as follows: o Level 1 - Level 1 inputs are quoted prices in active markets for identical investments. An active market is a market in which transactions for the investment occur with sufficient frequency and volume to provide pricing information on an ongoing basis. o Level 2 - Level 2 inputs are observable inputs, either directly or indirectly, and include the following: o Quoted prices for similar investments in active markets. o Quoted prices for identical or similar investments in markets that are non-active. A non-active market is a market where there are few transactions for the investment, the prices are not current, or price quotations vary substantially either over time or among market makers, or in which little information is released publicly. o Inputs other than quoted prices that are observable for the investment (for example, interest rates and yield curves observable at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks, and default rates). o Inputs that are derived principally from or corroborated by observable market data by correlation or other means. o Level 3 - Level 3 inputs are unobservable inputs. Unobservable inputs may reflect the reporting entity's own assumptions about the assumptions that market participants would use in pricing the investment. The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. A summary of the inputs used to value the Fund's investments as of November 30, 2011, is included with the Fund's Portfolio of Investments. B. OPTION CONTRACTS: The Fund is subject to equity price risk in the normal course of pursuing its investment objective and may enter into options written to hedge against changes in the value of equities. Also, by writing (selling) options, the Fund seeks to generate additional income, in the form of premiums received for writing (selling) the options. The Fund may write (sell) covered call or put options ("options") on all or a portion of the common stock of energy companies held in the Fund's portfolio as determined to be appropriate by the Sub-Advisor. The number of options the Fund can write (sell) is limited by the amount of common stock of energy companies the Fund holds in its portfolio. The Fund will not write (sell) "naked" or uncovered options. When the Fund writes (sells) an option, an amount equal to the premium received by the Fund is included in "Options written, at value" on the Fund's Statement of Assets and Liabilities. Options are marked-to-market daily and their value will be affected by changes in the value and dividend rates of the underlying equity securities, changes in interest rates, changes in the actual or perceived volatility of the securities markets and the underlying equity securities and the remaining time to the options' expiration. The value of options may also be adversely affected if the market for the options becomes less liquid or trading volume diminishes. Options the Fund writes (sells) will either be exercised, expire or be cancelled pursuant to a closing transaction. If the price of the underlying equity security exceeds the option's exercise price, it is likely that the option holder will exercise the option. If an option written (sold) by the Fund is exercised, the Fund would be obligated to deliver the underlying equity security to the option holder upon payment of the strike price. In this case, the option premium received by the Fund will be added to the amount realized on the sale of the underlying security for purposes of determining gain or loss. If the price of the underlying equity security is less than the option's strike price, the option will likely expire without being exercised. The option premium received by the Fund will, in this case, be treated as short-term capital gain on the expiration date of the option. The Fund may also elect to close out its position in an option prior to its expiration by purchasing an option of the same series as the option written (sold) by the Fund. Gain or loss on options is presented separately as "Net realized gain (loss) before taxes on written options" on the Statement of Operations. The options that the Fund writes (sells) give the option holder the right, but not the obligation, to purchase a security from the Fund at the strike price on or prior to the option's expiration date. The ability to successfully implement the writing (selling) of covered call options depends on the ability of the Sub-Advisor to predict pertinent market movements, which cannot be assured. Thus, the use of options may require the Fund to sell portfolio securities at inopportune times or for prices other than current market value, which may limit the amount of appreciation the Fund can realize on an investment, or may cause the Fund to hold a security that it might otherwise sell. As the writer (seller) of a covered option, the Fund foregoes, during the option's life, the opportunity to profit from increases in the market value of the security covering the option above the sum of the premium and the strike price of the option, but has retained the risk Page 15 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 of loss should the price of the underlying security decline. The writer (seller) of an option has no control over the time when it may be required to fulfill its obligation as a writer (seller) of the option. Once an option writer (seller) has received an exercise notice, it cannot effect a closing purchase transaction in order to terminate its obligation under the option and must deliver the underlying security to the option holder at the exercise price. Over-the-counter ("OTC") options have the risk of the potential inability of counterparties to meet the terms of their contracts. The Fund's maximum equity price risk for purchased options is limited to the premium initially paid. In addition, certain risks may arise upon entering into option contracts including the risk that an illiquid secondary market will limit the Fund's ability to close out an option contract prior to the expiration date and that a change in the value of the option contract may not correlate exactly with changes in the value of the securities hedged. C. 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 daily on the accrual basis, including amortization of premiums and accretion of discounts. The Fund will rely to some extent on information provided by the MLPs, which is not necessarily timely, to estimate taxable income allocable to the MLP units held in the Fund's portfolio and to estimate the associated deferred tax asset or liability. From time to time, the Fund will modify its estimates and/or assumptions regarding its deferred tax liability as new information becomes available. To the extent the Fund modifies its estimates and/or assumptions, the NAV of the Fund will likely fluctuate. Distributions received from the Fund's investments in MLPs generally are comprised of return of capital and investment income. The Fund records estimated return of capital and investment income based on historical information available from each MLP. These estimates may subsequently be revised based on information received from the MLPs after their tax reporting periods are concluded. D. RESTRICTED SECURITIES: The Fund may invest up to 35% of its Managed Assets in restricted securities. Managed Assets means the total asset value of the Fund minus the sum of the Fund's liabilities other than the principal amount of borrowings. Restricted securities are securities that may not be offered for public sale without first being registered under the Securities Act of 1933, as amended (the "1933 Act"). Prior to registration, restricted securities may only be resold in transactions exempt from registration under Rule 144A under the 1933 Act, normally to qualified institutional buyers. As of November 30, 2011, the Fund held restricted securities as shown in the following table. The Fund does not have the right to demand that such securities be registered. These securities are valued according to the valuation procedures as stated in the Portfolio Valuation note (Note 2A) and are not expressed as a discount to the value of a comparable unrestricted security. ACQUISITION SHARES/ % OF SECURITY DATE UNITS PRICE CARRYING COST VALUE NET ASSETS -------------------------------------------------------------------------------------------------------------------------- Abraxas Petroleum Corp. - Warrants 05/27/07 48,956 $0.60 $ -- $29,545 0.01% E. DISTRIBUTIONS TO SHAREHOLDERS: The Fund intends to make quarterly distributions to Common Shareholders. The Fund's distributions generally will consist of cash and paid-in-kind distributions from MLPs or their affiliates, dividends from common stocks, interest from debt instruments and income from other investments held by the Fund less operating expenses, including taxes. Distributions to Common Shareholders are recorded on the ex-date and are based on U.S. generally accepted accounting principles, which may differ from their ultimate characterization for federal income tax purposes. Distributions made from current or accumulated earnings and profits of the Fund will be taxable to shareholders as dividend income. Distributions that are in an amount greater than the Fund's current and accumulated earnings and profits will represent a tax-deferred return of capital to the extent of a shareholder's basis in the Common Shares, and such distributions will correspondingly increase the realized gain upon the sale of the Common Shares. Additionally, distributions not paid from current or accumulated earnings and profits that exceed a shareholder's tax basis in the Common Shares will generally be taxed as a capital gain. Distributions of $8,096,252 paid during the year November 30, 2011, are anticipated to be characterized as taxable dividends for federal income tax purposes. The remaining $14,278,568 in distributions paid during the year November 30, 2011, is expected to be return of capital. However, the ultimate determination of the character of the distributions will be made after the 2011 calendar year. Distributions of $2,289,204 paid during the year ended November 30, 2010, were characterized as taxable dividends for federal income tax purposes. The remaining $12,764,941 in distributions paid during the year ended November 30, 2010, were return of capital. Distributions will automatically be reinvested in additional Common Shares pursuant to the Fund's Dividend Reinvestment Plan unless cash distributions are elected by the shareholder. F. INCOME TAXES: The Fund is treated as a regular C corporation for U.S. federal income tax purposes and as such will be obligated to pay federal and applicable state and foreign corporate taxes on its taxable income. The Fund's tax expense or benefit is included in the Statement of Operations based on the component of income or gains (losses) to which such expense or benefit relates. The current U.S. federal maximum graduated income tax rate for corporations is 35%. In addition, the U.S. imposes a 20% alternative minimum tax on the recalculated alternative minimum taxable income of an entity treated as a corporation. This differs from most investment companies, which elect to be treated as "regulated investment companies" under the U.S. Internal Revenue Code of 1986, as amended. The various investments of the Fund may cause the Fund to be subject to state income taxes on a portion of its income at various rates. Page 16 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 The tax deferral benefit the Fund derives from its investment in MLPs results largely because the MLPs are treated as partnerships for federal income tax purposes. As a partnership, an MLP has no income tax liability at the entity level. As a limited partner in the MLPs in which it invests, the Fund will be allocated its pro rata share of income, gains, losses, deductions and credits from the MLPs, regardless of whether or not any cash is distributed from the MLPs. To the extent that the distributions received from the MLPs exceed the net taxable income realized by the Fund from its investment, a tax liability results. This tax liability is a deferred liability to the extent that MLP distributions received have not exceeded the Fund's adjusted tax basis in the respective MLPs. To the extent that distributions from an MLP exceed the Fund's adjusted tax basis, the Fund will recognize a taxable capital gain. For the year ended November 30, 2011, distributions of $23,830,884 received from MLPs have been reclassified as a return of capital. The cost basis of applicable MLPs has been reduced accordingly. The Fund's provision for income taxes consists of the following: Current federal income tax benefit (expense)...... $ -- Current state income tax benefit (expense)........ 11,625 Current foreign income tax benefit (expense)...... (76,939) Deferred federal income tax benefit (expense) .... (20,415,151) Deferred state income tax benefit (expense) ...... 18,120 ------------- Total income tax benefit (expense) ............... $ (20,462,345) ============= Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes. At November 30, 2011, the Fund had a net operating loss carryforward for federal and state income tax purposes of $15,639,106 and $15,103,070, respectively. The Fund's 2011 income tax provision includes a full valuation allowance against the deferred tax assets associated with the state net operating loss. Components of the Fund's deferred tax assets and liabilities as of November 30, 2011 are as follows: Deferred tax assets: Federal net operating loss........................ $ 5,473,687 State net operating loss.......................... 1,126,907 State income taxes................................ -- Capital loss carryforward......................... 165,748 Other............................................. 210,250 ------------- Total deferred tax assets......................... 6.976,592 Less: valuation allowance......................... (1,126,907) ------------- Net deferred tax assets........................... $ 5,849,685 ============= Deferred tax liabilities: Unrealized gains on investment securities......... $ (83,789,351) ------------- Total deferred tax liabilities.................... (83,789,351) ------------- Total net deferred tax liabilities................ $ (77,939,666) ============= Total income taxes differ from the amount computed by applying the maximum graduated federal income tax rate of 35% to net investment income and realized and unrealized gains on investments. Application of statutory income tax rate.......... $ 20,671,907 State income taxes, net .......................... (204,620) Change in valuation allowance..................... 293,968 Other ......................................... (298,910) ------------- Total............................................ $ 20,462,345 ============ The Fund intends to utilize provisions of the federal income tax laws, which allow it to carry realized capital losses forward for five years following the year of the loss and offset such loss against any future realized capital gains. The Fund is subject to certain limitations under U.S. tax rules on the use of capital loss carryforwards and net unrealized built-in losses. These limitations apply when there has been a 50% change in ownership. At November 30, 2011, the Fund had a capital loss carryforward of $473,567 that will expire according to the following schedule: UTILIZED IN FISCAL YEAR FISCAL YEAR ENDED 11/30/2011 REMAINING EXPIRATION ----------- ---------------- -------------- ---------- 11/30/2008 $ 1,361,671 $ -- 11/30/2013 11/30/2009 5,610,800 473,567 11/30/2014 -------------- -------------- Total $ 6,972,471 $ 473,567 ============== ============== Page 17 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 The Fund is subject to accounting standards that establish a minimum threshold for recognizing, and a system for measuring, the benefits of a tax position taken or expected to be taken in a tax return. Taxable years ending 2008, 2009, 2010 and 2011 remain open to federal and state audit. As of November 30, 2011, management has evaluated the application of these standards to the Fund, and has determined that no provision for income tax is required in the Fund's financial statements for uncertain tax positions. G. EXPENSES: The Fund will pay all expenses directly related to its operations. H. 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 on assets and liabilities, other than investments in securities, which result from changes in foreign currency exchange rates have been included in "Net change in unrealized appreciation (depreciation) before taxes on foreign currency translation" on the Statement of Operations. Unrealized gains and losses on investments in securities which result from changes in foreign exchange rates are included with fluctuations arising from changes in market price and are shown in "Net change in unrealized appreciation (depreciation) before taxes on investments" 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 fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in "Net realized gain (loss) before taxes on foreign currency transactions" on the Statement of Operations. I. ACCOUNTING PRONOUNCEMENTS: In January 2010, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2010-06 "Improving Disclosures about Fair Value Measurements." ASU No. 2010-06 amends FASB Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures, to require additional disclosures regarding fair value measurements. Certain disclosures required by ASU No. 2010-06 are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. Management is currently evaluating the impact ASU No. 2010-06 will have on the Fund's financial statement disclosures, if any. In May 2011, FASB issued ASU 2011-04 "Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs", modifying Topic 820, Fair Value Measurements and Disclosures. At the same time, the International Accounting Standards Board ("IASB") issued International Financial Reporting Standard ("IFRS") 13, Fair Value Measurement. The objective of the FASB and IASB is convergence of their guidance on fair value measurements and disclosures. Specifically, the ASU requires reporting entities to disclose (i) the amounts of any transfers between Level 1 and Level 2, and the reasons for the transfers, (ii) for Level 3 fair value measurements, quantitative information about significant unobservable inputs used, (iii) a description of the valuation processes used by the reporting entity, and (iv) a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs if a change in those inputs might result in a significantly higher or lower fair value measurement. The effective date of the ASU is for interim and annual periods beginning after December 15, 2011, and is therefore not effective for the current fiscal year. Management is in the process of assessing the impact of the updated standards on the Fund's financial statements, if any. 3. INVESTMENT ADVISORY FEE, AFFILIATED TRANSACTIONS AND OTHER FEE ARRANGEMENTS First Trust, the investment advisor to the Fund, is a limited partnership with one limited partner, Grace Partners of DuPage L.P., and one general partner, The Charger Corporation. First Trust is responsible for the ongoing monitoring of the Fund's investment portfolio, managing the Fund's business affairs and providing certain administrative services necessary for the management of the Fund. For these investment management services, First Trust is entitled to a monthly fee calculated at an annual rate of 1.00% of the Fund's Managed Assets. First Trust also provides fund reporting services to the Fund for a flat annual fee in the amount of $9,250. EIP serves as the Fund's sub-advisor and manages the Fund's portfolio subject to First Trust's supervision. The Sub-Advisor receives a monthly sub-advisory fee calculated at an annual rate of 0.50% of the Fund's Managed Assets that is paid by First Trust out of its investment advisory fee. On June 22, 2010, First Trust Capital Partners, LLC ("FTCP"), an affiliate of First Trust, purchased, through a wholly-owned subsidiary, a 20% ownership interest in each of the Sub-Advisor and EIP Partners, LLC, an affiliate of the Sub-Advisor. In addition, as of September 29, 2011, FTCP purchased a preferred interest in the Sub-Advisor. The preferred interest is non-voting and does not share in the profits or losses of the Sub-Advisor. The Sub-Advisor may buy back any or all of FTCP's preferred interest at any time and FTCP may sell back to the Sub-Advisor up to fifty percent of its preferred interest on or after March 29, 2013 and any or all of its preferred interest after September 29, 2014. As of the date of this report the Sub-Advisor has bought back just over twenty percent (20%) of FTCP's preferred interest. During the year ended November 30, 2011, the Sub-Advisor reimbursed the Fund $74,357 in connection with a trade error. James A. Bowen, the President of First Trust, on October 12, 2010, acquired 100% of the voting stock of The Charger Corporation, the general partner of First Trust (the "Transaction"). The consummation of the Transaction was deemed to be an "assignment" (as defined in the 1940 Act) of the Fund's investment management agreement and investment sub-advisory agreement and resulted in the automatic termination of the agreements. Page 18 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 The Board of Trustees of the Fund approved an interim investment management agreement with First Trust and an interim investment sub-advisory agreement, which were entered into effective upon the closing of the Transaction and would be in effect for a maximum period of 150 days. A new investment management agreement with First Trust and a new investment sub-advisory agreement was approved by the Board of Trustees of the Fund and were submitted to shareholders of the Fund as of the record date (September 30, 2010) for approval to take effect upon such shareholder approval. A special shareholder meeting of the Fund to vote on a proposal to approve the new investment management agreement and the new investment sub-advisory agreement was held on January 3, 2011, at which time the new investment management agreement and new investment sub-advisory agreement were approved by the Fund's shareholders. Until January 3, 2011, advisory fees payable to First Trust and EIP were held in escrow. See Submission of Matters to a Vote of Shareholders, in the Additional Information section of this report, for the results. BNY Mellon Investment Servicing (US) Inc. serves as the Fund's Administrator, Fund Accountant and Transfer Agent in accordance with certain fee arrangements. Effective September 30, 2011, The Bank of New York Mellon serves as the Fund's Custodian in accordance with certain fee arrangements. Prior to September 30, 2011, BNY Mellon Investment Servicing Trust Company (formerly known as PFPC Trust Company) served 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 Trustee") 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 in 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, the Chairman of the Audit Committee is paid $5,000 annually, and each of the Chairmen of the Nominating and Governance Committee and the Valuation Committee is 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. 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. The Lead Independent Trustee and each Committee chairman will serve two-year terms before rotating to serve as chairman of another committee or as Lead Independent Trustee. The officers and "Interested" Trustee receive no compensation from the Fund for serving in such capacities. 4. PURCHASES AND SALES OF SECURITIES Cost of purchases and proceeds from sales of investment securities, excluding short-term investments, for the year ended November 30, 2011 were $185,457,906 and $79,843,742, respectively. Written option activity for the Fund was as follows: NUMBER OF WRITTEN OPTIONS CONTRACTS PREMIUMS ------------------------------------------------------------------------------- Options outstanding at November 30, 2010... 11,600 $ 1,098,357 Options Written............................ 45,305 4,546,757 Options Expired............................ (17,024) (1,620,920) Options Exercised.......................... (8,249) (535,970) Options Closed............................. (25,179) (2,823,759) Options Split.............................. 1,061 -- ---------- ------------ Options outstanding at November 30, 2011... 7,514 $ 664,465 ========== ============ 5. BORROWINGS The Fund entered into a committed facility agreement with BNP Paribas Prime Brokerage Inc. ("BNP") that has a maximum commitment amount of $162,000,000. Absent certain events of default or failure to maintain certain collateral requirements, BNP may not terminate the committed facility agreement except upon 180 calendar days' prior notice. The borrowing rate under the facility is equal to the 3-month LIBOR plus 80 basis points. In addition, under the facility, the Fund pays a commitment fee of 0.80% on the undrawn amount of such facility. The average amount outstanding for the year ended November 30, 2011 was $120,897,534, with a weighted average interest rate of 1.26%. As of November 30, 2011, the Fund had outstanding borrowings of $137,900,000 under this committed facility agreement. The high and low annual interest rates for the year ended November 30, 2011 were 1.80% and 1.05%, respectively. The interest rate at November 30, 2011 was 1.32%. 6. COMMON SHARE OFFERINGS A. AT THE MARKET OFFERINGS: On May 19, 2009, the Fund, Advisor and Sub-Advisor entered into a sales agreement with JonesTrading Institutional Services, LLC ("JonesTrading") whereby the Fund may offer and sell up to 1,000,000 Common Shares from time to time through JonesTrading as agent for the offer and sale of the Common Shares. Sales of Common Shares pursuant to the sales agreement may be made in negotiated transactions or transactions that are deemed to be "at the market" as defined in Rule 415 under the 1933 Act, as amended, including sales made directly on the NYSE Amex or sales made through a market maker other than on an exchange, Page 19 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 at an offering price equal to or in excess of the net asset value per share of the Fund's Common Shares at the time such Common Shares are initially sold. The Fund has used the net proceeds from the sale of the Common Shares in accordance with its investment objective and policies. Transactions for the year ended November 30, 2010 related to offerings under such sales agreement are as follows: COMMON NET PROCEEDS SHARES NET PROCEEDS NET ASSET VALUE RECEIVED IN SOLD RECEIVED OF SHARES SOLD EXCESS OF NET ASSET VALUE ------ ------------ --------------- ------------------------- 32,326 $ 753,521 $ 669,537 $ 83,984 Additionally, estimated offering costs of $319,000 related to this offering were recorded as a prepaid asset and were amortized to expense by the Fund on a straight line basis. The Fund has not offered any Common Shares pursuant to the sales agreement with JonesTrading since December 2009. B. PUBLIC OFFERINGS: On February 12, 2010, the Fund entered into an underwriting agreement with the Advisor, the Sub-Advisor, RBC Capital Markets Corporation and other underwriters named in the agreement pursuant to which 805,000 Common Shares were sold (700,000 Common Shares on February 12, 2010 and 105,000 Common Shares pursuant to an overallotment option on February 22, 2010). The Fund entered into another underwriting agreement with the Advisor, the Sub-Advisor, RBC Capital Markets Corporation and other underwriters on April 30, 2010 pursuant to which 1,955,000 Common Shares were sold (1,700,000 Common Shares on April 30, 2010 and 255,000 Common Shares pursuant to an overallotment option on May 3, 2010). The Fund entered into another underwriting agreement with the Advisor, the Sub-Advisor, RBC Capital Markets Corporation and other underwriters on November 19, 2010 pursuant to which 1,600,000 Common Shares were sold. The Fund also entered into an underwriting agreement with the Advisor, the Sub-Advisor, Morgan Stanely & Co. LLC, Citigroup Global Markets, Inc. and RBC Capital Markets, LLC and other underwriters on July 26, 2011 pursuant to which 2,800,000 Common Shares were sold. Offering costs for the years ended November 30, 2011 and 2010 of $125,500 and $513,391, respectively, related to the issuance of the Common Shares in those offerings were charged to paid-in capital when the stock was issued. The Fund used the net proceeds from the sales of the Common Shares in accordance with its investment objective and policies. Transactions for the years ended November 30, 2011 and 2010 related to the public offerings are as follows: COMMON NET PROCEEDS SHARES NET PROCEEDS NET ASSET VALUE RECEIVED IN SOLD RECEIVED OF SHARES SOLD EXCESS OF NET ASSET VALUE --------- ------------- --------------- ------------------------- Year Ended 11/30/2011 2,800,000 $ 75,487,940 $ 75,223,531 $ 264,409 Year Ended 11/30/2010 4,360,000 103,762,769 102,924,051 838,718 --------- ------------- ------------- ------------ 7,160,000 $ 179,250,709 $ 178,147,582 $ 1,103,127 ========= ============= ============= ============ 7. 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. 8. RISK CONSIDERATIONS Risks are inherent in all investing. The following summarizes some, but not all, of the risks that should be considered for the Fund. For additional information about the risks associated with investing in the Fund, please see the Fund's prospectus and statement of additional information, as well as other Fund regulatory filings. 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. 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 securities markets, or when political or economic events affecting the issuers occur. When the Advisor or Sub-Advisor determines that it is temporarily unable to follow the Fund's investment strategy or that it is impractical to do so (such as when a market disruption event has occurred and trading in the securities is extremely limited or absent), the Fund may take temporary defensive positions. INDUSTRY CONCENTRATION RISK: The Fund invests at least 85% of its Managed Assets in securities issued by energy companies, energy sector MLPs and MLP-related entities and at least 65% of its Managed Assets in equity securities of such MLPs and MLP-related entities. Given this industry concentration, the Fund is more susceptible to adverse economic or regulatory occurrences affecting that industry than an investment company that is not concentrated in a single industry. Energy issuers may be subject to a variety of factors that may adversely affect their business or operations, including high interest costs in connection Page 20 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 with capital construction programs, high leverage costs associated with environmental and other regulations, the effects of economic slowdown, surplus capacity, increased competition from other providers of services, uncertainties concerning the availability of fuel at reasonable prices, the effects of energy conservation policies and other factors. MLP RISK: An investment in MLP units involves risks which differ from an investment in common stock of a corporation. Holders of MLP units have limited control and voting rights on matters affecting the partnership. In addition, there are certain tax risks associated with an investment in MLP units and conflicts of interest exist between common unit holders and the general partner, including those arising from incentive distribution payments. LEVERAGE RISK: The use of leverage results in additional risks and can magnify the effect of any losses. The funds borrowed pursuant to a leverage borrowing program constitute a substantial lien and burden by reason of their prior claim against the income of the Fund and against the net assets of the Fund in liquidation. If the Fund is not in compliance with certain credit facility provisions, the Fund may not be permitted to declare dividends or other distributions. RESTRICTED SECURITIES RISK: The Fund may invest in unregistered or otherwise restricted securities. The term "restricted securities" refers to securities that are unregistered or are held by control persons of the issuer and securities that are subject to contractual restrictions on their resale. As a result, restricted securities may be more difficult to value and the Fund may have difficulty disposing of such assets either in a timely manner or for a reasonable price. In order to dispose of an unregistered security, the Fund, where it has contractual rights to do so, may have to cause such security to be registered. A considerable period may elapse between the time the decision is made to sell the security and the time the security is registered so that the Fund could sell it. Contractual restrictions on the resale of securities vary in length and scope and are generally the result of a negotiation between the issuer and acquirer of the securities. The Fund would, in either case, bear market risks during that period. NON-DIVERSIFICATION RISK: The Fund is a non-diversified investment company under the 1940 Act and will not be treated as a regulated investment company under the Internal Revenue Code. Accordingly, there are no regulatory requirements under the 1940 Act or the Internal Revenue Code on the minimum number or size of securities held by the Fund. 9. SUBSEQUENT EVENTS Management has evaluated the impact of all subsequent events to the Fund through the date the financial statements were issued, and has determined that there were the following subsequent events: On January 12, 2012, the Fund declared a dividend of $0.4800 per share to Common Shareholders of record on January 24, 2012, payable January 31, 2012. Effective January 1, 2012, each Independent Trustee will be paid a fixed annual retainer of $125,000 per year and an annual per fund fee of $4,000 for each closed-end fund or other actively managed fund and $1,000 for each index fund in the First Trust Fund Complex. The Lead Independent Trustee and each Committee chairman will serve two-year terms before roatating to serve as chairman of another committee or as Lead Independent Trustee. The fixed annual retainer will be allocated pro rata among each fund in the First Trust Fund Complex based on net assets. Additionally, the Lead Independent Trustee will be paid $15,000 annually, the Chairman of the Audit Committee will be paid $10,000 annually, and each of the Chairmen of the Nominating and Governance Committee and the Valuation Committee will be paid $5,000 annually to serve in such capacities, with such compensation allocated pro rata among each fund in the First Trust Fund Complex based on net assets. Trustees continue to be reimbursed for travel and out-of-pocket expenses in connection with all meetings. The officers and "Interested" Trustee receive no compensation from the Fund for acting in such capacities. Effective January 23, 2012, Mr. Bowen resigned from his position as the President and Chief Executive Officer of the Fund. He will continue as a Trustee, the Chairman of the Board and member of the Executive Committee. The Board elected Mr. Bradley to serve as the President and Chief Executive Officer and Mr. Dykas to serve as the Treasurer, Chief Financial Officer and Chief Accounting Officer of the Fund. Page 21 -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -------------------------------------------------------------------------------- TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF ENERGY INCOME AND GROWTH FUND: We have audited the accompanying statement of assets and liabilities of Energy Income and Growth Fund (the "Fund"), including the portfolio of investments, as of November 30, 2011, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. 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 audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2011, by correspondence with the Fund's custodian. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Energy Income and Growth Fund as of November 30, 2011, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for the each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. /s/ DELOITTE & TOUCHE LLP Chicago, Illinois January 24, 2012 Page 22 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 (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 BNY Mellon Investment Servicing (US) 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 the Plan Agent, as the 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 net asset value ("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 (866) 340-1104, in accordance with such reasonable requirements as the Plan Agent and the 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 BNY Mellon Investment Servicing (US) 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 investments 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 ("SEC") website located at http://www.sec.gov. Page 23 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION - (Continued) -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 (UNAUDITED) PORTFOLIO HOLDINGS The Fund files its complete schedule of portfolio holdings with the 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 A special meeting of shareholders of the Fund was held on January 3, 2011. At the meeting, shareholders approved a new investment management agreement between the Fund and First Trust and a new investment sub-advisory agreement between the Fund, First Trust and EIP. 4,912,065 (51.16%) of the outstanding voting securities were voted at the meeting. The number of votes cast in favor of the new investment management agreement was 4,417,444, the number of votes against was 100,662, and the number of abstentions was 393,959. The number of votes cast in favor of the new investment sub-advisory agreement was 4,401,377, the number of votes against was 103,364, and the number of abstentions was 407,367. The terms of the new investment management agreement and new investment sub-advisory agreement are substantially similar to the terms of the previous agreements. The Joint Annual Meeting of Shareholders of the Common Shares of Energy Income and Growth Fund, First Trust Enhanced Equity Income 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/Aberdeen Emerging Opportunity Fund, First Trust Strategic High Income Fund III, First Trust Specialty Finance and Financial Opportunities Fund, First Trust Active Dividend Income Fund and First Trust High Income Long/Short Fund was held on April 18, 2011. At the Meeting, Robert F. Keith was elected by the Common Shareholders of the Energy Income and Growth Fund as a Class I Trustee for a three-year term expiring at the Fund's annual meeting of shareholders in 2014. The number of votes cast in favor of Mr. Keith was 10,046,730, the number of votes against was 133,270 and the number of abstentions was 1,064,133. James A. Bowen, Neil B. Nielson, Richard E. Erickson and Thomas R. Kadlec are the other current and continuing Trustees. Page 24 ------------------------------------------------------------------------------------------------------------------------------------ BOARD OF TRUSTEES AND OFFICERS ------------------------------------------------------------------------------------------------------------------------------------ ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 (UNAUDITED) NUMBER OF PORTFOLIOS IN THE FIRST TRUST OTHER NAME, ADDRESS, TERM OF OFFICE FUND COMPLEX TRUSTEESHIPS OR DATE OF BIRTH AND AND LENGTH OF PRINCIPAL OCCUPATIONS OVERSEEN BY DIRECTORSHIPS POSITION WITH THE FUND SERVICE (2) DURING PAST 5 YEARS TRUSTEE HELD BY TRUSTEE ------------------------------------------------------------------------------------------------------------------------------------ INDEPENDENT TRUSTEES ------------------------------------------------------------------------------------------------------------------------------------ Richard E. Erickson, Trustee o Three-Year Term Physician; President, Wheaton 82 None c/o First Trust Advisors L.P. Orthopedics; Co-Owner and Co-Director 120 East Liberty Drive, o Since Fund (January 1996 to May 2007), Sports Suite 400 Inception Med Center for Fitness; Limited Partner, Wheaton, IL 60187 Gundersen Real Estate Limited Partnership; D.O.B.: 04/51 Member, Sportsmed LLC Thomas R. Kadlec, Trustee o Three-Year Term President (March 2010 to Present), 82 Director of ADM c/o First Trust Advisors L.P. Senior Vice President and Chief Investor Services, 120 East Liberty Drive, o Since Fund Financial Officer (May 2007 to Inc. and ADM Suite 400 Inception March 2010), Vice President and Investor Services Wheaton, IL 60187 Chief Financial Officer (1990 to May 2007), International D.O.B.: 11/57 ADM Investor Services, Inc. (Futures Commission Merchant) Robert F. Keith, Trustee o Three-Year Term President (2003 to Present), Hibs 82 Director of Trust c/o First Trust Advisors L.P. Enterprises (Financial and Management Company of 120 East Liberty Drive, o Since Fund Consulting) Illinois Suite 400 Inception Wheaton, IL 60187 D.O.B.: 11/56 Niel B. Nielson, Trustee o Three-Year Term President (June 2002 to Present), 82 Director of c/o First Trust Advisors L.P. Covenant College Covenant 120 East Liberty Drive, o Since Fund Transport Inc. Suite 400 Inception Wheaton, IL 60187 D.O.B.: 03/54 ------------------------------------------------------------------------------------------------------------------------------------ INTERESTED TRUSTEE ------------------------------------------------------------------------------------------------------------------------------------ James A. Bowen, Trustee, o Three-Year Trustee Chief Executive Officer (December 2010 82 None President, Chairman of the Term and Indefinite to Present), President, (until December Board and CEO(1) Officer Term 2010), First Trust Advisors L.P. and 120 East Liberty Drive, First Trust Portfolios L.P.; Chairman Suite 400 o Since Fund of the Board of Directors, BondWave LLC Wheaton, IL 60187 Inception (Software Development Company/ D.O.B.: 09/55 Investment Advisor) and Stonebridge Advisors LLC (Investment Advisor) --------------------------- (1) Mr. Bowen is deemed an "interested person" of the Fund due to his position as Chief Executive Officer of First Trust Advisors L.P., investment advisor of the Fund. (2) Currently, Robert F. Keith, as a Class I Trustee, is serving as a trustee until the Fund's 2014 annual meeting of shareholders. Richard E. Erickson and Thomas R. Kadlec, as Class II Trustees, are serving as trustees until the Fund's 2012 annual meeting of shareholders. James A. Bowen and Niel B. Nielson, as Class III Trustees, are serving as trustees until the Fund's 2013 annual meeting of shareholders. Officers of the Fund have an indefinite term. The term "officer" means the president, vice president, secretary, treasurer, controller or any other officer who performs a policy making function. Page 25 ------------------------------------------------------------------------------------------------------------------------------------ BOARD OF TRUSTEES AND OFFICERS - (Continued) ------------------------------------------------------------------------------------------------------------------------------------ ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 (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(3) ------------------------------------------------------------------------------------------------------------------------------------ Mark R. Bradley Treasurer, Chief Financial o Indefinite Term Chief Operating Officer (December 2010 to Present) 120 E. Liberty Drive, Officer and Chief and Chief Financial Officer, First Suite 400 Accounting Officer o Since Fund Inception Trust Advisors Suite 400 Wheaton, IL 60187 L.P. and First Trust Portfolios L.P.; Chief Financial D.O.B.: 11/57 Officer, BondWave LLC (Software Development Company/Investment Advisor) and Stonebridge Advisors LLC (Investment Advisor) Erin E. Chapman Assistant Secretary o Indefinite Term Assistant General Counsel (October 2007 to 120 E. Liberty Drive, Present), Associate Counsel (March 2006 to October Suite 400 o Since June 2009 2007), First Trust Advisors L.P. and First Wheaton, IL 60187 Trust Portfolios L.P.; Associate Attorney (November D.O.B.: 08/76 2003 to March 2006), Doyle & Bolotin, Ltd. James M. Dykas Assistant Treasurer o Indefinite Term Controller (January 2011 to Present), Senior Vice 120 E. Liberty Drive, President (April 2007 to January 2011), Vice Suite 400 o Since Fund Inception President (January 2005 to April 2007), Wheaton, IL 60187 First Trust Advisors L.P. and First Trust Portfolios D.O.B.: 01/66 L.P. Roseanne Gatta Assistant Secretary o Indefinite Term Board Liaison Associate (July 2010 to Present), First 120 E. Liberty Drive, Trust Advisors L.P. and First Trust Portfolios L.P.; Suite 400 o Since March 2011 Assistant Vice President (February 2001 to July 2010), Wheaton, IL 60187 PNC Global Investment Services D.O.B.: 07/55 Christopher R. Fallow Assistant Vice President o Indefinite Term Assistant Vice President (August 2006 to Present), 120 E. Liberty Drive, Associate (January 2005 to August 2006), First Trust Suite 400 o Since Fund Inception Advisors L.P. and First Trust Portfolios L.P. Wheaton, IL 60187 D.O.B.: 04/79 W. Scott Jardine Secretary o Indefinite Term General Counsel, First Trust Advisors L.P., First 120 E. Liberty Drive, Trust Portfolios L.P. and BondWave LLC Suite 400 o Since Fund Inception (Software Development Company/Investment Wheaton, IL 60187 Advisor): Secretary of Stonebridge Advisors LLC D.O.B.: 05/60 (Investment Advisor) Daniel J. Lindquist Vice President o Indefinite Term Senior Vice President (September 2005 to 120 E. Liberty Drive, Present), First Trust Advisors L.P. and First Trust Suite 400 o Since Fund Inception Portfolios L.P. Wheaton, IL 60187 D.O.B.: 02/70 Coleen D. Lynch Assistant Vice President o Indefinite Term Assistant Vice President (January 2008 to Present), 120 E. Liberty Drive, First Trust Advisors L.P. and First Trust Portfolios Suite 400 o Since July 2008 L.P.; Vice President (May 1998 to January 2008), Wheaton, IL 60187 Van Kampen Asset Management and Morgan D.O.B.: 07/58 Stanley Investment Management Kristi A. Maher Assistant Secretary and o Indefinite Term Deputy General Counsel (May 2007 to Present), 120 E. Liberty Drive, Chief Compliance Officer o Assistant Secretary Assistant General Counsel (March 2004 to May Suite 400 Since Fund Inception 2007), First Trust Advisors L.P. and Wheaton, IL 60187 o Chief Compliance First Trust Portfolios L.P. D.O.B.: 12/66 Officer Since January 2011 ---------------------- (3) The term "officer" means the president, vice president, secretary, treasurer, controller or any other officer who performs a policy making function. Page 26 -------------------------------------------------------------------------------- PRIVACY POLICY -------------------------------------------------------------------------------- ENERGY INCOME AND GROWTH FUND NOVEMBER 30, 2011 (UNAUDITED) PRIVACY POLICY The open-end and closed-end funds advised by First Trust Advisors L.P. (each a "Fund") value our relationship with you and consider your privacy an important priority in maintaining that relationship. We are committed to protecting the security and confidentiality of your personal information. SOURCES OF INFORMATION We collect nonpublic personal information about you from the following sources: o Information we receive from you and your broker-dealer, investment advisor 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 o 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. In addition to using this information to verify your identity (as required under law), the permitted uses may also 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, proxy services, solicitors 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. PRIVACY ONLINE We allow third-party companies, including AddThis, to collect certain anonymous information when you visit our website. These companies may use non-personally identifiable information during your visits to this and other websites in order to provide advertisements about goods and services likely to be of greater interest to you. These companies typically use a cookie, third party web beacon or pixel tags, to collect this information. To learn more about this behavioral advertising practice, you can visit www.networkadvertising.org. CONFIDENTIALITY AND SECURITY With regard to our internal security procedures, we restrict 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 go to www.ftportfolios.com, or contact us at 1-800-621-1675 (First Trust Portfolios) or 1-800-222-6822 (First Trust Advisors). Page 27 This Page Left Blank Intentionally. FIRST TRUST INVESTMENT ADVISOR First Trust Advisors L.P. 120 E. Liberty Drive, Suite 400 Wheaton, IL 60187 INVESTMENT SUB-ADVISOR Energy Income Partners, LLC 49 Riverside Avenue Westport, CT 06880 ADMINISTRATOR, FUND ACCOUNTANT & TRANSFER AGENT BNY Mellon Investment Servicing (US) Inc. 301 Bellevue Parkway Wilmington, DE 19809 CUSTODIAN The Bank of New York Mellon 1 Wall Street New York, NY 10286 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 [BLANK BACK COVER] 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 description. (d) The registrant has not 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 for those fiscal years were $124,000 for the fiscal year ended November 30, 2010 and $81,000 for the fiscal year ended November 30, 2011. (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 for the fiscal year ended November 30, 2010 and $0 for the fiscal year ended November 30, 2011. Audit-Related Fees (Investment Adviser) -- 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 for the fiscal year ended November 30, 2010 and $0 for the fiscal year ended November 30, 2011. (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 $60,335.18 for the fiscal year ended November 30, 2010 and $41,610 for the fiscal year ended November 30, 2011. These fees were for tax consultation. Tax Fees (Investment Adviser) -- 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's adviser were $0 for the fiscal year ended November 30, 2010 and $0 for the fiscal year ended November 30, 2011. (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 $0 for the fiscal year ended November 30, 2010 and $0 for the fiscal year ended November 30, 2011. 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 the services reported in paragraphs (a) through (c) of this Item were $0 for the fiscal year ended November 30, 2010 and $0 for the fiscal year ended November 30, 2011. (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 is 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 for the fiscal year ended November 30, 2010, were $60,335.18 for the registrant and $6,000 for the registrant's investment adviser, and for the fiscal year ended November 30, 2011, were $41,610 for the registrant and $6,200 for the registrant's investment adviser. (h) The registrant's audit committee of its Board of Trustees has 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. 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. INVESTMENTS. (a) 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. (b) Not applicable. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. PROXY VOTING POLICIES AND PROCEDURES If an adviser exercises voting authority with respect to client securities, Advisers Act Rule 206(4)-6 requires the adviser to adopt and implement written policies and procedures reasonably designed to ensure that client securities are voted in the best interest of the client. This is consistent with legal interpretations which hold that an adviser's fiduciary duty includes handling the voting of proxies on securities held in client accounts over which the adviser exercises investment or voting discretion, in a manner consistent with the best interest of the client. Absent unusual circumstances, EIP exercises voting authority with respect to securities held in client accounts pursuant to provisions in its advisory agreements. Accordingly, EIP has adopted these policies and procedures with the aim of meeting the following requirements of Rule 206(4)-6: o ensuring that proxies are voted in the best interest of clients; o addressing material conflicts that may arise between EIP's interests and those of its clients in the voting of proxies; o disclosing to clients how they may obtain information on how EIP voted proxies with respect to the client's securities; o describing to clients EIP's proxy voting policies and procedures and, upon request, furnishing a copy of the policies and procedures to the requesting client. ENGAGEMENT OF RISKMETRICS GROUP With the aim of ensuring that proxies are voted in the best interest of EIP clients, EIP has engaged RiskMetrics Group ("RiskMetrics"), formerly known as Institutional Shareholder Services, as its independent proxy voting service to provide EIP with proxy voting recommendations, as well as to handle the administrative mechanics of proxy voting. EIP has directed RiskMetrics to utilize its Proxy Voting Guidelines in making recommendations to vote, as those guidelines may be amended from time to time. CONFLICTS OF INTEREST IN PROXY VOTING There may be instances where EIP's interests conflict, or appear to conflict, with client interests in the voting of proxies. For example, EIP may provide services to, or have an investor who is a senior member of, a company whose management is soliciting proxies. There may be a concern that EIP would vote in favor of management because of its relationship with the company or a senior officer. Or, for example, EIP (or its senior executive officers) may have business or personal relationships with corporate directors or candidates for directorship. EIP addresses these conflicts or appearances of conflicts by ensuring that proxies are voted in accordance with the recommendations made by RiskMetrics, an independent third party proxy voting service. As previously noted, in most cases, proxies will be voted in accordance with RiskMetrics's own pre-existing proxy voting guidelines. DISCLOSURE ON HOW PROXIES WERE VOTED EIP will disclose to clients in its Form ADV how clients can obtain information on how their proxies were voted, by contacting EIP at its office in Westport, CT. EIP will also disclose in the ADV a summary of these proxy voting policies and procedures and that upon request, clients will be furnished a full copy of these policies and procedures. It is the responsibility of the CCO to ensure that any requests made by clients for proxy voting information are responded to in a timely fashion and that a record of requests and responses are maintained in EIP's books and records. PROXY MATERIALS EIP personnel will instruct custodians to forward to RiskMetrics all proxy materials received on securities held in EIP client accounts. LIMITATIONS In certain circumstances, where EIP has determined that it is consistent with the client's best interest, EIP will not take steps to ensure that proxies are voted on securities in the client's account. The following are circumstances where this may occur: *Limited Value: Proxies will not be required to be voted on securities in a client's account if the value of the client's economic interest in the securities is indeterminable or insignificant (less than $1,000). Proxies will also not be required to be voted for any securities that are no longer held by the client's account. *Securities Lending Program: When securities are out on loan, they are transferred into the borrower's name and are voted by the borrower, in its discretion. In most cases, EIP will not take steps to see that loaned securities are voted. However, where EIP determines that a proxy vote, or other shareholder action, is materially important to the client's account, EIP will make a good faith effort to recall the security for purposes of voting, understanding that in certain cases, the attempt to recall the security may not be effective in time for voting deadlines to be met. *Unjustifiable Costs: In certain circumstances, after doing a cost-benefit analysis, EIP may choose not to vote where the cost of voting a client's proxy would exceed any anticipated benefits to the client of the proxy proposal. OVERSIGHT OF POLICY The CCO is responsible for overseeing these proxy voting policies and procedures. In addition, the CCO will review these policies and procedures not less than annually with a view to determining whether their implementation has been effective and that they are operating as intended and in such a fashion as to maintaining EIP's compliance with all applicable requirements. RECORDKEEPING ON PROXIES In it the responsibility of EIP's CCO to ensure that the following proxy voting records are maintained: o a copy of EIP's proxy voting policies and procedures; o a copy of all proxy statements received on securities in client accounts (EIP may rely on RiskMetrics or the SEC's EDGAR system to satisfy this requirement); o a record of each vote cast on behalf of a client (EIP relies on RiskMetrics to satisfy this requirement); o a copy of any document prepared by EIP that was material to making a voting decision or that memorializes the basis for that decision; o a copy of each written client request for information on how proxies were voted on the client's behalf or for a copy of EIP's proxy voting policies and procedures, and o a copy of any written response to any client request for information on how proxies were voted on their behalf or furnishing a copy of EIP's proxy voting policies and procedures. The CCO will see that these books and records are made and maintained in accordance with the requirements and time periods provided in Rule 204-2 of the Advisers Act. For any registered investment companies advised by EIP, votes made on its behalf will be stored electronically or otherwise recorded so that they are available for preparation of the Form N-PX, Annual Report of Proxy Voting Record of Registered Management Investment Company. 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 INFORMATION PROVIDED AS OF FEBRUARY 1, 2012. James Murchie, Chief Executive Officer and Founder of Energy Income Partners, LLC ("EIP" or "Sub-Advisor"), and Eva Pao, principal of EIP, are co-portfolio managers responsible for the day-to-day management of the registrant's portfolio. Both portfolio managers have served in such capacity for the Fund for 38 months. JAMES J. MURCHIE Founder and CEO of Energy Income Partners, LLC Mr. Murchie founded EIP in 2003 and is the portfolio manager for all funds advised by EIP which focus on energy-related master limited partnerships, income trusts and similar securities. From 2005 to mid-2006, Mr. Murchie and the EIP investment team joined Pequot Capital Management. In July 2006, Mr. Murchie and the EIP investment team left Pequot and re-established EIP. From 1998 to 2003, Mr. Murchie managed a long/short fund that invested in energy and cyclical equities and commodities. From 1995 to 1997, he was a managing director at Tiger Management where his primary responsibilities were investments in energy, commodities and related equities. From 1990 to 1995, Mr. Murchie was a principal at Sanford C. Bernstein where he was a top-ranked energy analyst and sat on the Research Department's Recommendation Review Committee. Before joining Bernstein, he spent 8 years at British Petroleum in 7 operating and staff positions of increasing responsibility. He has served on the board of Clark Refining and Marketing Company and as President and Treasurer of the Oil Analysts Group of New York. Mr. Murchie holds degrees from Rice University and Harvard University. EVA PAO Principal of Energy Income Partners, LLC Ms. Pao has been with EIP since its inception in 2003 and is co-portfolio manager for all of the funds advised by EIP. She joined EIP in 2003, serving as Managing Director of EIP until the EIP investment team joined Pequot Capital Management. From 2005 to mid-2006, Ms. Pao served as Vice President of Pequot Capital Management. Prior to Harvard Business School, Ms. Pao was a Manager at Enron Corp where she managed a portfolio in Canadian oil and gas equities for Enron's internal hedge fund that specialized in energy-related equities and managed a natural gas trading book. She received a B.A. from Rice University in 1996. She received an M.B.A. from the Harvard Business School in 2002. (a)(2) OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGER AND POTENTIAL CONFLICTS OF INTEREST OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGER INFORMATION PROVIDED AS OF NOVEMBER 30, 2011. --------------------------------------------------------------------------------------------------------------------------- # of Accounts Managed Total Assets for which Name of Portfolio Total # of for which Advisory Fee Advisory Fee is Based Manager or Type of Accounts Total Assets is Based on on Performance Team Member Accounts Managed (millions) Performance (millions) ------------------------- ----------------- -------------- --------------- ------------------------ ----------------------- 1. James Murchie Registered 2 $546 mill 0 $0 Investment Companies: ----------------- -------------- --------------- ------------------------ ----------------------- Other Pooled Investment Vehicles: 3 $151 mill 3 $151 mill ----------------- -------------- --------------- ------------------------ ----------------------- Other Accounts: 380 $267 mill 2 $39 --------------------------------------------------------------------------------------------------------------------------- 2. Eva Pao Registered Investment Companies: 2 $546 mill 0 $0 ----------------- -------------- --------------- ------------------------ ----------------------- Other Pooled Investment Vehicles: 3 $151 mill 3 $151 mill ----------------- -------------- --------------- ------------------------ ----------------------- Other Accounts: 380 $267 mill 2 $39 --------------------------------------------------------------------------------------------------------------------------- POTENTIAL CONFLICTS OF INTERESTS The EIP investment professionals that serve as portfolio managers of the registrant also serve as portfolio managers to three private investment funds (the "Private Funds"), each of which has a performance-based fee, one open-ended mutual fund, and 380 separately managed accounts, 2 of which have a performance-based fee. EIP has written policies and procedures regarding Order Aggregation and Allocation to ensure that all accounts are treated fairly and equitably and that no account is disadvantaged. EIP will generally execute client transactions on an aggregated basis when the Firm believes that to do so will allow it to obtain best execution and to negotiate more favorable commission rates or avoid certain transaction costs that might have otherwise been paid had such orders been placed independently. EIP's ability to implement this may be limited by an Account's custodian, directed brokerage arrangements or other constraints limiting EIP's use of a common executing broker. An aggregated order may be allocated on a basis different from that specified herein provided all clients receive fair and equitable treatment and there is a legitimate reason for the different allocation. Reasons for deviation may include (but are not limited to): a client's investment guidelines and restrictions, available cash, liquidity requirements, leverage targets, rebalancing total risk exposure across all clients, tax or legal reasons, and to avoid odd-lots or in cases when a normal allocation would result in a de minimis allocation to one or more clients. (a)(3) COMPENSATION STRUCTURE OF PORTFOLIO MANAGER(S) OR MANAGEMENT TEAM MEMBERS INFORMATION PROVIDED AS OF FEBRUARY 1, 2012. The portfolio managers are compensated by a competitive minimum base salary and share in the profits of EIP in relationship to their ownership of EIP. The profits of EIP are influenced by the assets managed by the funds and the performance of the funds. While a portion of the portfolio manager's compensation is tied to performance through incentive fees earned through the Private Funds, the portfolio managers are not incentivized to take undue risk in circumstances when the funds' performance lags as their investment fees may sometimes have a high water mark or be subject to a hurdle rate. Moreover, the Registrant's portfolio managers are the principal owners of EIP and are incentivized to maximize the long-term performance of all of its funds. The compensation of the Portfolio team members is determined according to prevailing rates within the industry for similar positions. EIP wishes to attract, retain and reward high quality personnel through competitive compensation. (a)(4) DISCLOSURE OF SECURITIES OWNERSHIP INFORMATION PROVIDED AS OF NOVEMBER 30, 2011. Dollar Range of Fund Shares Name Beneficially Owned ------------- --------------------------- James Murchie $0 Eva Pao $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 trustees, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item. 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) Energy Income and Growth Fund ----------------------------------------------------------------- By (Signature and Title)* /s/ Mark R. Bradley -------------------------------------------------- Mark R. Bradley, President and Chief Executive Officer (principal executive officer) Date January 24, 2012 -------------------- 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/ Mark R. Bradley -------------------------------------------------- Mark R. Bradley, President and Chief Executive Officer (principal executive officer) Date January 24, 2012 -------------------- By (Signature and Title)* /s/ James M. Dykas -------------------------------------------------- James M. Dykas, Treasurer, Chief Financial Officer and Chief Accounting Officer (principal financial officer) Date January 24, 2012 -------------------- * Print the name and title of each signing officer under his or her signature.