##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-K
 
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended: May 31, 2005
 Commission File Number: 817-00807
 
 Access Capital Strategies Community Investment Fund, Inc.
 (Exact name of registrant as specified in its charter)
 
 MARYLAND
(State of incorporation or organization)
    
    04-3369393
(I.R.S. Identification Number)
 124 Mt. Auburn Street, Suite 200N Cambridge, MA 02138
(Address of principal executive offices) (Zip Code)
 Registrants telephone number: 617-576-5858
 Securities registered pursuant to Section 12 (b) of the Act:
None
 Name of each exchange on which registered:
N/A
 Securities registered pursuant to Section 12(g) of the Act:
Common Stock
 
 þ  ̈
  ̈
 þ  ̈




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##### 



ACCESS CAPITAL STRATEGIES COMMUNITY INVESTMENT FUND, INC.
 2005 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
 PAGEPART IItem 1   BUSINESS
    
    
    3Item 2   PROPERTIES
    
    
    3Item 3   LEGAL PROCEEDINGS
    
    
    3Item 4   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    4
  PAGEPART IIItem 5   MARKET FOR THE REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
    
    
    4Item 6   SELECTED FINANCIAL DATA
    
    
    5Item 7   MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
    
    
    5Item 7A QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    11Item 8   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    12Item 9   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
 FINANCIAL DISCLOSURE
    
    
    27Item 9A CONTROLS AND PROCEDURES
    
    
    27
 PAGEPART IIIItem 10   DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT
    
    
    28Item 11   EXECUTIVE COMPENSATION
    
    
    29Item 12   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
    
    
    29Item 13   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
    
    
    30Item 14   PRINCIPAL ACCOUNTING FEES AND SERVICES
    
    
    30
 PAGEPART IVItem 15  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
    
    
    31SIGNATURES
    
    
    33CERTIFICATIONCERTIFICATION OF ANNUAL REPORT
 2




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##### 



PART I
 
 ITEM 1. BUSINESS
           
 ITEM 2. PROPERTIES
 None
 
 ITEM 3. LEGAL PROCEEDINGS
 None
 3




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##### 



ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 None
 
 PART II
 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
 (a)
    
    Market Information: There is no established public trading market for the Shares, which are
the only class of equity securities authorized or issued by the Fund.(b)
    
    Holders: At May 31, 2005, the Fund had 124 shareholders and 39,552,378 Shares outstanding.(c)
    
    Dividends: The Fund distributes to shareholders substantially all of its net investment
income and net realized capital gains, if any, as determined for income tax purposes. Through
May 31, 2004, dividends were paid on a calendar quarter basis. Effective June 1, 2004,
dividends are paid out on a calendar month basis. Applicable law, including provisions of the
1940 Act, may limit the amount of dividends and other distributions payable by the Fund.
Substantially all of the Funds net capital gain (the excess of net long-term capital gain
over net short-term capital loss) and the excess of net short-term capital gain over net
long-term capital loss, if any, will be distributed annually with the Funds dividend
distribution in December.
  Payment
    
    DividendRecord Date
    
    Date
    
    Per Share30-Jun-03
    
    7-Jul-03
    
    $
    0.04692131-Jul-03
    
    6-Aug-03
    
    $
    0.04843729-Aug-03
    
    5-Sep-03
    
    $
    0.04584630-Sep-03
    
    7-Oct-03
    
    $
    0.04529231-Oct-03
    
    7-Nov-03
    
    $
    0.04438228-Nov-03
    
    5-Dec-03
    
    $
    0.04787631-Dec-03
    
    8-Jan-04
    
    $
    0.04819531-Jan-04
    
    6-Feb-04
    
    $
    0.04465729-Feb-04
    
    5-Mar-04
    
    $
    0.04229331-Mar-04
    
    7-Apr-04
    
    $
    0.04251630-Apr-04
    
    7-May-04
    
    $
    0.04260731-May-04
    
    7-Jun-04
    
    $
    0.03796230-Jun-04
    
    8-Jul-04
    
    $
    0.04011331-Jul-04
    
    6-Aug-04
    
    $
    0.04162431-Aug-04
    
    7-Sep-04
    
    $
    0.03935030-Sep-04
    
    7-Oct-04
    
    $
    0.04039531-Oct-04
    
    5-Nov-04
    
    $
    0.03940330-Nov-04
    
    6-Dec-04
    
    $
    0.03994731-Dec-04
    
    6-Jan-05
    
    $
    0.04215231-Jan-05
    
    7-Feb-05
    
    $
    0.03625328-Feb-05
    
    7-Mar-05
    
    $
    0.03936431-Mar-05
    
    7-Apr-05
    
    $
    0.03928429-Apr-05
    
    7-May-05
    
    $
    0.04067431-May-05
    
    6-Jun-05
    
    $
    0.037795
  4




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##### 



ITEM 6. SELECTED FINANCIAL DATA
  Fiscal year
    
    Fiscal year
    
    Fiscal year
    
    Fiscal year
    
    Fiscal yearended
    
    ended
    
    ended
    
    ended
    
    endedMay 31, 2005
    
    May 31, 2004
    
    May 31, 2003
    
    May 31, 2002
    
    May 31, 2001SEC Current Yield at end of period
    
    
    4.74
    %
    
    
    4.66
    %
    
    
    5.46
    %
    
    
    6.40
    %
    
    
    6.51
    %Annualized ratio of net investment
income to average net assets
    
    
    4.87
    %
    
    
    5.43
    %
    
    
    6.08
    %
    
    
    6.41
    %
    
    
    6.63
    %Total return
    
    
    7.14
    %
    
    
    (.56
    )%
    
    
    7.46
    %
    
    
    8.88
    %
    
    
    12.12
    %Dividends per share ***
    
    $
    0.476354
    
    
    $
    0.536984
    
    
    $
    0.723279
    
    
    $
    0.635303
    
    
    $
    0.658436
    *Net investment income
    
    $
    18,064,128
    
    
    $
    15,626,451
    
    
    $
    13,593,852
    
    
    $
    10,036,904
    
    
    $
    4,192,371Net realized loss
    
    $
    (3,045,862
    )
    
    $
    (1,870,202
    )
    
    $
    (4,016,102
    )
    
    $
    (523,813
    )
    
    $
    (661,249
    )Unrealized Gain/(Loss)  Net
    
    $
    10,323,194
    
    
    $
    (15,340,672
    )
    
    $
    6,561,676
    
    
    $
    3,145,114
    
    
    $
    2,736,703Management Fees and Expenses**
    
    $
    2,757,776
    
    
    $
    2,245,296
    
    
    $
    1,686,814
    
    
    $
    1,199,107
    
    
    $
    367,446
 
 *
    
    Adjusted to reflect the 10,000 to 1 stock split that occurred on July 9, 2001.**
    
    Management fees plus total expenses, excluding interest expense, before reimbursement.***
    
    Starting June 1, 2003 the Fund began paying dividends on a monthly basis; previously
dividends had been paid on a calendar quarter basis. Due to the transition, the fiscal 2003
dividends included fourteen months of income while fiscal 2004 contained twelve months of
income. 
 ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Overview
   e.g.
 Compliance
   5




---



##### 



Fund Operations
 Market Conditions
   Investment Activity
   Borrowings
   Net Assets
   Investment Income
  Management Fees and Expenses
  6




---



##### 



Yield
  Realized Gain/Loss
  Dividends to Shareholders
  Total Return
  7




---



##### 



Fund Designated Target Regions at May 31, 2005
  DTRs
    
    AMOUNTCalifornia
    
    $
    60,668,939Colorado
    
    
    1,173,493Connecticut
    
    
    7,084,919Florida
    
    
    500,000Georgia
    
    
    500,000Hawaii
    
    
    152,438Illinois
    
    
    3,657,817Indiana
    
    
    1,052,861Iowa
    
    
    626,143Louisiana
    
    
    5,000,000Maine
    
    
    111,014Maryland
    
    
    650,000Massachusetts
    
    
    91,070,206Mississippi
    
    
    100,000Nebraska
    
    
    10,000,000New York
    
    
    16,992,828New Jersey
    
    
    95,862,338New Mexico
    
    
    1,138,023North Carolina
    
    
    1,250,000Ohio
    
    
    12,563,679Oregon
    
    
    2,500,000Pennsylvania
    
    
    34,819,157Rhode Island
    
    
    250,000South Dakota
    
    
    5,655,359Tennessee
    
    
    1,730,000Texas
    
    
    21,180,563Utah
    
    
    12,695,228Vermont
    
    
    1,358,128Virginia
    
    
    500,000Washington
    
    
    2,000,000Wisconsin
    
    
    538,023TOTAL
    
    $
    393,381,156
 Fund Impact per the Community Reinvestment Act
   8




---



##### 



Whole LoansAlabama
    
    
    28Arizona
    
    
    116California
    
    
    426Colorado
    
    
    33Connecticut
    
    
    111Delaware
    
    
    31Florida
    
    
    124Georgia
    
    
    18Guam
    
    
    2Illinois
    
    
    102Indiana
    
    
    6Iowa
    
    
    43Kansas
    
    
    2Kentucky
    
    
    10Louisiana
    
    
    17Maine
    
    
    2Maryland
    
    
    6Massachusetts
    
    
    939Michigan
    
    
    23Mississippi
    
    
    17Minnesota
    
    
    4Missouri
    
    
    5Montana
    
    
    2Nebraska
    
    
    61Nevada
    
    
    41New Hampshire
    
    
    57New Jersey
    
    
    1033New Mexico
    
    
    71New York
    
    
    225North Carolina
    
    
    22Ohio
    
    
    54Oregon
    
    
    71Pennsylvania
    
    
    763Rhode Island
    
    
    15South Carolina
    
    
    14South Dakota
    
    
    105Tennessee
    
    
    12Texas
    
    
    467Utah
    
    
    358Vermont
    
    
    14Virginia
    
    
    4Washington
    
    
    54Washington, D.C.
    
    
    3Wisconsin
    
    
    9TOTAL
    
    
    5,520
   9




---



##### 



Multi-Family UnitsAlabama
    
    
    52California
    
    
    160Delaware
    
    
    120Louisiana
    
    
    230Mississippi
    
    
    47New York
    
    
    222South Dakota
    
    
    48Texas
    
    
    294Utah
    
    
    172TOTAL
    
    
    1,345
 Affordable Housing
 Community Based Non-ProfitRhode Island
    
    
    12Massachusetts
    
    
    1Connecticut
    
    
    1TOTAL
    
    
    14
 SBA LoansCA
    
    
    2FL
    
    
    1KY
    
    
    1MA
    
    
    7MD
    
    
    1MN
    
    
    2NJ
    
    
    13NY
    
    
    1UT
    
    
    63TOTAL
    
    
    91
 Economic Development LoansCA
    
    
    4MA
    
    
    5TX
    
    
    1TOTAL
    
    
    10
 10




---



##### 



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
  Credit Risk
 Liquidity Risk
 Interest Rate Risk
    Leverage Risk
 Derivatives Risk
  11




---



##### 



ITEM 8:
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Managements Report on Internal Control Over Financial Reporting:

The management of the Fund is responsible for establishing and maintaining
adequate internal control over financial reporting. In late February 2005
after the SEC decided to extend the deadline for complying with Section 404 of
Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley) for certain accelerated filers,
management learned that it would nevertheless still be obligated to meet a new
Sarbanes-Oxley requirement to furnish a report on internal control over
financial reporting for the Fund including managements assessment of the
effectiveness of such control. Subsequently, management has been engaged in
the process of conducting an assessment of the effectiveness of the Funds
internal control over financial reporting based on a framework consistent with
the criteria established in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (the COSO
framework). As described below, management has not yet completed this
assessment process.

As a framework for this assessment, management seeks to maintain a
comprehensive system of internal control intended to ensure that transactions
are executed in accordance with the authorization of the Board, assets are
safeguarded, and financial records are reliable. Management also takes steps
to see that information and communication flows are effective and to monitor
performance, including performance of internal control procedures. To meet the
new Sarbanes-Oxley requirement, management has worked with the sub-manager and
other service providers in developing documentation to provide reasonable
support for this assessment. Although the newly mandated Sarbanes-Oxley
assessment has not been completed as of the date of filing, management has not
identified nor has it been alerted to any evidence of material weaknesses or
significant deficiencies in the effectiveness of internal control over
financial reporting. Should any material weaknesses or significant
deficiencies be identified, management is prepared to take all reasonable steps
necessary pursuant to the requirements of Sarbanes-Oxley and other applicable
federal and state law in order to address them.

Internal control over financial reporting may not prevent or detect
misstatements because of its inherent limitations, including the possibility of
human error, the circumvention or overriding of controls, or fraud. Therefore,
even effective internal control can provide only reasonable assurance with
respect to the preparation and fair presentation of financial statements. In
addition, projections of any evaluation of effectiveness of internal control
over financial reporting to future periods are subject to the risk that the
control may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate. If the
Fund fails to maintain the adequacy of its internal control, including any
failure to implement required new or improved control, or if the Fund
experiences difficulties in implementation, the Funds business and operating
results could be harmed, the Fund could fail to meet its reporting obligations.

12



---



##### 



Report of Independent Registered Public Accounting Firm on Internal Control Over Financial
Reporting
 
        
 13




---



##### 



Report of Independent Registered Public Accounting Firm
 
      
 14




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 Schedule of Investments
May 31, 2005
 Face Amount
    
    Market ValueMORTGAGE-BACKED SECURITIES (114.8%):Federal National Mortgage Association (FNMA) (75.6%):15 Year Fixed Rate Single Family Mortgage-Backed Securities4.50%, 6/1/18-3/1/19 (c)
    
    $
    13,953,503
    
    
    $
    14,029,2515.00%, 12/1/17 - 2/1/19
    
    
    7,872,381
    
    
    
    8,018,5135.50%, 3/1/16-7/1/19
    
    
    1,423,047
    
    
    
    1,471,1157.00%, 1/1/15
    
    
    75,602
    
    
    
    79,90030 Year Fixed Rate Single Family Mortgage-Backed Securities4.50%, 5/1/33 - 9/1/34
    
    
    16,829,216
    
    
    
    16,524,5035.00%, 7/1/32 - 4/1/35 (c)
    
    
    101,253,256
    
    
    
    101,957,8945.50%, 9/1/32 - 4/1/35 (c)
    
    
    86,323,412
    
    
    
    88,123,2446.00%, 7/1/29 - 10/1/34 (c)
    
    
    23,889,619
    
    
    
    24,730,5646.50%, 3/1/31 - 8/1/34
    
    
    15,519,314
    
    
    
    16,245,3647.00%, 6/1/29 - 3/1/31
    
    
    872,811
    
    
    
    927,9747.25%, 12/1/29
    
    
    29,542
    
    
    
    31,6697.50%, 12/1/29 - 1/1/31
    
    
    559,603
    
    
    
    602,9428.00%, 2/1/30 - 4/1/30
    
    
    370,512
    
    
    
    401,667Total Single Family Mortgage-Backed Securities
    
    
    
    
    
    
    273,144,600Multi Family Mortgage-Backed Securities4.66%, 10/1/13
    
    
    979,846
    
    
    
    1,001,0424.78% 5/1/14
    
    
    493,265
    
    
    
    505,9374.89%, 6/1/15
    
    
    1,000,000
    
    
    
    1,016,2504.93%, 10/1/12
    
    
    979,543
    
    
    
    1,013,5645.22%, 6/1/20
    
    
    2,500,000
    
    
    
    2,608,9235.23%, 4/1/21
    
    
    1,951,827
    
    
    
    2,003,3395.37%, 11/1/21
    
    
    5,033,956
    
    
    
    5,403,8875.41%, 2/1/21
    
    
    1,054,789
    
    
    
    1,134,7215.51%, 11/1/21
    
    
    762,278
    
    
    
    808,5536.38%, 5/1/11
    
    
    1,197,132
    
    
    
    1,314,6466.50%, 5/1/17
    
    
    1,268,368
    
    
    
    1,409,0426.70%, 6/1/19
    
    
    652,289
    
    
    
    739,2697.58%, 5/1/18
    
    
    607,000
    
    
    
    741,2167.97%, 9/1/17
    
    
    721,393
    
    
    
    881,471Total Multi-Family Mortgage-Backed Securities
    
    
    
    
    
    
    20,581,860Total Federal National Mortgage Association Securities
    
    
    
    
    
    
    293,726,460Federal Home Loan Mortgage Corporation (32.9%):15 Year Fixed Rate Single Family Mortgage-Backed Securities4.50%, 1/1/19 - 11/1/19
    
    
    1,875,758
    
    
    
    1,880,0405%, 11/1/18 - 11/1/19
    
    
    2,428,654
    
    
    
    2,473,4025.50%, 9/1/19 - 11/1/19
    
    
    1,664,307
    
    
    
    1,721,02430 Year Fixed Rate Single Family Mortgage-Backed Securities4.50%, 8/1/33 - 9/1/33
    
    
    2,007,153
    
    
    
    1,970,9945.00%, 6/1/33 - 5/1/35 (c)
    
    
    31,505,539
    
    
    
    31,688,7175.50%, 9/1/29 - 6/15/35 (b)(c)
    
    
    57,847,921
    
    
    
    59,124,5536.00%, 3/1/31 - 12/1/34
    
    
    20,429,242
    
    
    
    21,130,8416.50%, 6/1/29 - 8/1/32
    
    
    5,767,043
    
    
    
    6,031,9757.00%, 11/1/29 - 4/1/31
    
    
    787,724
    
    
    
    835,9827.50%, 12/1/29 - 2/1/30
    
    
    757,236
    
    
    
    817,529Total Federal Home Loan Mortgage Corporation Single Family
Mortgage-Backed Securities
    
    
    
    
    
    
    127,675,057
 15




---



##### 



Face Amount
    
    Market ValueGNMA Pool (1.3%):30 Year Fixed Rate Single Family Mortgage-Backed Securities6.00%, 12/15/31
    
    $
    823,391
    
    
    $
    856,7356.50%, 4/15/32-4/20/32
    
    
    444,165
    
    
    
    467,9897.00%, 4/15/32
    
    
    175,375
    
    
    
    186,986Multi Family Mortgage-Backed Securities5.13%, 3/15/34
    
    
    627,170
    
    
    
    642,1315.75%, 9/15/23
    
    
    735,420
    
    
    
    775,2516.25%, 9/15/32
    
    
    522,876
    
    
    
    574,0048.25%, 12/15/32
    
    
    1,444,125
    
    
    
    1,600,703Total GNMA Pool Mortgage-Backed Securities
    
    
    
    
    
    
    5,103,799Community Reinvestment Revenue Notes (0.8%)4.21%, 9/1/19
    
    
    3,000,000
    
    
    
    2,940,000Total Community Reinvestment Revenue Notes
    
    
    
    
    
    
    2,940,000Small Business Administration (d) (4.2%):3.05%, 4/25/28 (a)
    
    
    1,442,910
    
    
    
    1,435,9933.05%, 3/25/29
    
    
    3,153,675
    
    
    
    3,138,5763.10%, 9/1/28
    
    
    1,551,533
    
    
    
    1,547,6543.10%, 9/25/29
    
    
    2,002,348
    
    
    
    1,997,3423.10%, 11/25/29
    
    
    2,180,274
    
    
    
    2,177,5493.10%, 4/25/30
    
    
    1,771,523
    
    
    
    1,771,5233.13%, 6/25/18 (a)
    
    
    643,355
    
    
    
    641,6223.15%, 10/25/10
    
    
    636,358
    
    
    
    634,0293.15%, 3/25/14
    
    
    2,264,955
    
    
    
    2,258,9836.38%, 1/25/09
    
    
    672,020
    
    
    
    694,738Total Small Business Administration Securities
    
    
    
    
    
    
    16,298,009Total Mortgage-Backed Securities
    
    
    
    
    
    
    445,743,325FLOATING RATE NOTES (d)(e) (2.6%):Massachusetts Housing Investment Corporation, due 1/1/35, initial
coupon 6.67%
    
    
    9,375,000
    
    
    
    10,022,973Total Floating Rate Notes
    
    
    
    
    
    
    10,022,973MUNICIPAL BONDS (0.5%):Guam Power Authority Revenue Bonds, Series A, 5% due 10/01/24
    
    
    140,000
    
    
    
    147,084Utah Housing Corporation Single Family Mortgage Revenue Bonds, 3.36% due 7/1/14
    
    
    750,000
    
    
    
    754,080Utah Housing Corporation Single Family Mortgage Revenue Bonds, 3.48% due 7/1/14
    
    
    1,000,000
    
    
    
    1,031,450Total Municipal Bonds
    
    
    
    
    
    
    1,932,614Total investments (cost  $451,642,590*)  117.9%
    
    
    
    
    
    
    457,698,912Liabilities in excess of other assets  (17.9%)
    
    
    
    
    
    
    (69,399,972
    )Net assets
 100.0%
    
    
    
    
    
    $
    388,298,940


*
    The cost and unrealized appreciation (depreciation) of investments, as of June 30, 2005, as
computed for federal income tax purposes, were as follows: Aggregate cost
    
    $
    451,642,590Gross unrealized appreciation
    
    $
    7,187,723Gross unrealized depreciation
    
    
    (1,131,401
    )Net unrealized appreciation
    
    $
    6,056,322
 (a)
    
    All or a portion held as collateral in connection with open financial futures contracts.(b)
    
    Represents or includes a to-be-announced (TBA) transaction. The Fund has committed to
purchasing securities for which all specific information is not available at this time.(c)
    
    All or a portion held as collateral in connection with open reverse repurchase agreements.(d)
    
    Floating rate note.(e)
    
    Restricted security as to resale, representing 2.6% of net assets, was as follows:
 AcquisitionIssue
    
    Date
    
    Cost
    
    ValueMassachusetts Housing
Investment Corporation, due 1/1/35, initial
coupon 6.67%
    
    
    3/29/2005
    
    
    $
    9,375,000
    
    
    $
    10,022,973
 16




---



##### 



Number of
    
    
    
    
    
    
    
    
    
    
    
    
    
    UnrealizedContracts
    
    Issue
    
    Expiration Date
    
    Face Value
    
    Depreciation200
    
    U.S. Five-Year Treasury Bonds
    
    September 2005
    
    $
    21,658,817
    
    
    $
    (94,308
    )175
    
    U.S. Ten-Year Treasury Bonds
    
    September 2005
    
    $
    19,689,800
    
    
    
    (131,684
    )Total Unrealized Depreciation-Net
    
    
    
    
    
    
    
    
    
    $
    (225,992
    )
  17




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 STATEMENT OF ASSETS AND LIABILITIES AS OF MAY 31, 2005
 Assets:Investments in unaffiliated securities, at value (identified cost  $451,642,590)
    
    
    
    
    
    $
    457,698,912Cash
    
    
    
    
    
    
    1,094,568Receivables:Interest
    
    $
    2,134,375Capital shares sold
    
    
    1,895,289Principal paydowns
    
    
    260,794
    
    
    
    4,290,458Prepaid expenses
    
    
    
    
    
    
    561Total assets
    
    
    
    
    
    
    463,084,499Liabilities:Payables:Reverse repurchase agreements (including accrued interest of $83,779)
    
    
    68,596,779Securities purchased
    
    
    4,337,013Dividends to shareholders
    
    
    1,488,313Investment adviser
    
    
    141,417Variation margin
    
    
    132,813Other affiliates
    
    
    3,318
    
    
    
    74,699,653Accrued expenses
    
    
    
    
    
    
    85,906Total liabilities
    
    
    
    
    
    
    74,785,559Net Assets
    
    
    
    
    
    $
    388,298,940Net Assets Consist of:Paid-in capital
    
    
    
    
    
    $
    394,186,630Accumulated distributions in excess of investment income-net
    
    $
    (1,310,503
    )Accumulated realized capital losses-net
    
    
    (10,407,517
    )Unrealized appreciation-net
    
    
    5,830,330Total accumulated losses-net
    
    
    
    
    
    
    (5,887,690
    )Net Assets
    
    
    
    
    
    $
    388,298,940Net Asset Value Per Share
    
    
    
    
    
    $
    9.82Shares issued and outstanding, $.0000001 par value, 100,000,000 shares authorized
    
    
    
    
    
    
    39,552,378
  18




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 STATEMENT OF OPERATIONS
 Year EndedMay 31,2005Investment Income:Interest
    
    
    
    
    
    $
    22,656,709Other
    
    
    
    
    
    
    93,750Total investment income
    
    
    
    
    
    
    22,750,459Expenses:Management fees
    
    $
    2,185,178Interest expense
    
    
    1,445,180Professional fees
    
    
    154,633Accounting services
    
    
    137,066Investment structuring fees
    
    
    93,750Pricing fees
    
    
    54,360Custodian fees
    
    
    53,142Directors fees and expenses
    
    
    26,000Transfer agent fees
    
    
    19,999Other
    
    
    33,648Total expenses before reimbursement
    
    
    4,202,956Reimbursement of expenses
    
    
    483,375Total expenses after reimbursement
    
    
    
    
    
    
    4,686,331Investment income-net
    
    
    
    
    
    
    18,064,128Realized & Unrealized Gain (Loss)-Net:Realized loss on:Investments-net
    
    
    (484,710
    )Financial futures contracts-net
    
    
    (2,561,152
    )
    
    
    (3,045,862
    )Change in unrealized appreciation/depreciation on:Investments-net
    
    
    10,719,212Financial futures contracts-net
    
    
    (396,018
    )
    
    
    10,323,194Total realized and unrealized gain-net
    
    
    
    
    
    
    7,277,332Net Increase in Net Assets Resulting from Operations
    
    
    
    
    
    $
    25,341,460
  19




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 STATEMENTS OF CHANGES IN NET ASSETS
 Year EndedMay 31,Increase (Decrease) in Net Assets:
    
    2005
    
    2004Operations:Investment income-net
    
    $
    18,064,128
    
    
    $
    15,626,451Realized loss-net
    
    
    (3,045,862
    )
    
    
    (1,870,202
    )Change in unrealized appreciation/depreciation-net
    
    
    10,323,194
    
    
    
    (15,340,672
    )Net increase (decrease) in net assets resulting from operations
    
    
    25,341,460
    
    
    
    (1,584,423
    )Dividends to Shareholders:Dividends to shareholders from investment income-net
    
    
    (18,064,128
    )
    
    
    (15,598,955
    )Capital Share Transactions:Net proceeds from sale of shares
    
    
    41,905,000
    
    
    
    129,965,000Value of shares issued to shareholders in reinvestment of dividends
    
    
    3,855,491
    
    
    
    2,060,217Total issued
    
    
    45,760,491
    
    
    
    132,025,217Cost of shares redeemed
    
    
    (11,306,083
    )
    
    
    (15,308,519
    )Net increase in net assets derived from capital share transactions
    
    
    34,454,408
    
    
    
    116,716,698Net Assets:Total increase in net assets
    
    
    41,731,740
    
    
    
    99,533,320Beginning of year
    
    
    346,567,200
    
    
    
    247,033,880End of year*
    
    $
    388,298,940
    
    
    $
    346,567,200*Accumulated distributions in excess of investment income-net
    
    $
    (1,310,503
    )
    
    $
    (1,310,503
    )
  20




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 STATEMENT OF CASH FLOWS
 Year EndedMay 31, 2005Cash Used for Operating Activities:Net increase in net assets resulting from operations
    
    $
    25,341,460Adjustments to reconcile net increase in net assets resulting from
operations to net cash used for operating activities:Increase in receivables
    
    
    (166,710
    )Increase in other assets
    
    
    (291
    )Increase in other liabilities
    
    
    176,748Realized and unrealized gain-net
    
    
    (7,277,332
    )Realized and unrealized gain on financial futures contracts-net
    
    
    (2,957,170
    )Amortization of premium and discount
    
    
    114,958Other non-cash items
    
    
    (46,290
    )Proceeds from paydowns and sales of long-term investments
    
    
    145,434,262Purchases of long-term investments
    
    
    (205,439,322
    )Net cash used for operating activities
    
    
    (44,819,687
    )Cash Provided by Financing Activities:Cash receipts from issuance of common stock
    
    
    54,794,962Cash receipts from reverse repurchase agreements  net
    
    
    17,413,000Cash payments on capital shares redeemed
    
    
    (11,306,083
    )Dividends to shareholders
    
    
    (14,030,827
    )Decrease in custodian bank payable
    
    
    (956,797
    )Net cash provided by financing activities
    
    
    45,914,255Cash:Net increase in cash
    
    
    1,094,568Cash at beginning of year
    
    
    Cash at end of year
    
    $
    1,094,568Cash Flow Information:Cash paid for interest
    
    $
    1,378,581Non-Cash Financing ActivitiesCapital shares issued in reinvestment of dividends paid to shareholders
    
    $
    3,855,491
  21




---



##### 



Access Capital Strategies Community Investment Fund, Inc.
 FINANCIAL HIGHLIGHTS
  Year Ended May 31,2005
    
    2004
    
    2003
    

2002 ++
    

2001 ++Per Share Operating Performance:Net asset value, beginning of year
    
    $
    9.62
    
    
    $
    10.21
    
    
    $
    10.19
    
    
    $
    9.97
    
    
    $
    9.50Investment income-net
    
    
    .48
    **
    
    
    .54
    **
    
    
    .62
    **
    
    
    .64
    
    
    
    .63Realized and unrealized gain(loss)-net
    
    
    .20
    
    
    
    (.59
    )
    
    
    .12
    
    
    
    .22
    
    
    
    .50Total from investment operations
    
    
    .68
    
    
    
    (.05
    )
    
    
    .74
    
    
    
    .86
    
    
    
    1.13Less dividends from investment income-net
    
    
    (.48
    )
    
    
    (.54
    )
    
    
    (.72
    )
    
    
    (.64
    )
    
    
    (.66
    )Net asset value, end of year
    
    $
    9.82
    
    
    $
    9.62
    
    
    $
    10.21
    
    
    $
    10.19
    
    
    $
    9.97Total Investment Return:*Based on net asset value per share
    
    
    7.14
    %
    
    
    (.56
    )%
    
    
    7.46
    %
    
    
    8.88
    %
    
    
    12.12
    %Ratios to
Average Net Assets: Expenses, net of reimbursement and excluding
interest expense and investment structuring
fees
    
    
    .85
    %
    
    
    .87
    %
    
    
    .68
    %
    
    
    .64
    %
    
    
    .58
    %Expenses, excluding interest expense
    
    
    .74
    %
    
    
    .78
    %
    
    
    .75
    %
    
    
    .77
    %
    
    
    .58
    %Expenses
    
    
    1.13
    %
    
    
    1.04
    %
    
    
    1.04
    %
    
    
    1.06
    %
    
    
    1.23
    %Investment income-net
    
    
    4.87
    %
    
    
    5.43
    %
    
    
    6.08
    %
    
    
    6.41
    %
    
    
    6.63
    %Ratios to Average Net Assets, Plus Average
Borrowings: +, Expenses, net of reimbursement and excluding
interest expense and investment structuring
fees
    
    
    .72
    %
    
    
    .71
    %
    
    
    .57
    %
    
    
    .58
    %
    
    
    Expenses, excluding interest expense
    
    
    .63
    %
    
    
    .64
    %
    
    
    .64
    %
    
    
    .68
    %
    
    
    Expenses
    
    
    .96
    %
    
    
    .85
    %
    
    
    .88
    %
    
    
    .94
    %
    
    
    Investment income-net
    
    
    4.13
    %
    
    
    4.44
    %
    
    
    5.14
    %
    
    
    5.73
    %
    
    
    Supplemental Data:Net assets, end of year (in thousands)
    
    $
    388,299
    
    
    $
    346,567
    
    
    $
    247,034
    
    
    $
    184,884
    
    
    $
    122,188Portfolio turnover
    
    
    33
    %
    
    
    46
    %
    
    
    42
    %
    
    
    20
    %
    
    
    25
    %
 
 *
    
    Total investment returns exclude the effects of sales charges.**
    
    Based on average shares outstanding.+
    
    Effective June 1, 2003, the six basis point and two basis point expense reimbursement caps described below were replaced with and superceded by a 25 basis point expense reimbursement cap. To the
extent that the Funds operating expenses (exclusive of management fees and interest expense) in a given fiscal year are less than .25% of the Funds monthly average net assets, the Fund will repay the Funds investment
manager (Access) and sub-investment manager (MLIM) for operating expenses previously borne or reimbursed by Access and MLIM (provided that in no circumstance will the Fund pay or reimburse more than 25
basis points of the Funds monthly average assets for operating expenses and expense reimbursement collectively in any fiscal year). Prior to that time, the Funds operating expenses were being recorded by the Fund and
the Fund was being reimbursed by Access and MLIM for operating expenses in excess of six basis points. Prior to June 1, 2003, the expense reimbursement cap was six basis points (0.06%). During the fiscal
year ended May 31, 2003, the Fund also continued to be charged two basis points (0.02%) of the Funds total assets, including assets purchased with borrowed funds, to reimburse Access for unreimbursed expenses
relating to the Fund paid by Access prior to March 2001.
    
    This ratio is calculated based upon the average net assets plus average borrowings.++
    
    For the years ended May 31, 2002 and 2001, per share operating performance
figures have been adjusted to reflect a 10,000 for 1 stock split that occurred on
July 9, 2001.  22




---



##### 



ACCESS CAPITAL STRATEGIES
COMMUNITY INVESTMENT FUND, INC.
   (1) Organization
   (2) Significant Accounting Policies
  (a) Valuation of Securities
 1 2 1 2
  (b) Repurchase Agreements
  23




---



##### 



(c) Reverse Repurchase Agreements
  (d) Derivatives
  Financial futures contracts
 (e) Leverage
  (f) Security Transactions and Investment Income
  (g) Federal Income Taxes
  (h) Distributions to Shareholders
 24




---



##### 



(i) Securities Sold Short
  (3) Investments
  (4) Investment Management Agreement and Other Transactions with Affiliates
       (5) Capital Share Transactions
   25




---



##### 



(6) Securities Transactions
  Purchases
    
    Payups
    
    Sales
    
    Paydowns$194,280,188
    
    $10,347
    
    $63,982,130
    
    $81,342,728
  Repurchase amount

    
    Counterparty
    
    Interest rate
    
    Maturity date$
    1,500,000
    
    
    Credit Suisse First Boston Corp.
    
    
    3.09
    %
    
    
    6/01/05$
    11,600,000
    
    
    Credit Suisse First Boston Corp.
    
    
    3.10
    %
    
    
    6/01/05$
    8,720,000
    
    
    Credit Suisse First Boston Corp.
    
    
    3.08
    %
    
    
    6/13/05$
    46,693,000
    
    
    Credit Suisse First Boston Corp.
    
    
    3.10
    %
    
    
    6/13/05
  Average daily
    
    Weighted average
    
    Maximumbalance outstanding
    
    interest rate
    
    amount outstanding$66,252,115
    
    2.18%
    
    $96,600,000
 (7) Distributions to Shareholders:
  5/31/2005
    
    5/31/2004Distributions paid from:Ordinary income
    
    $
    18,064,128
    
    
    $
    15,535,125Tax return of capital
    
    
    
    
    
    
    63,830Total taxable distributions
    
    $
    18,064,128
    
    
    $
    15,598,955
  Undistributed ordinary income  net
    
    $
    (1,310,503
    )Undistributed long-term capital gains  net
    
    
    Total undistributed earnings  net
    
    
    (1,310,503
    )Capital loss carryforward
    
    
    (7,985,514
    )*Unrealized gains  net
    
    
    3,408,327
    **Total accumulated losses  net
    
    $
    (5,887,690
    )
 
 *
    
    On May 31, 2005, the Fund had a net capital loss carryforward of $7,985,514, of which $16,310
expires in 2007, $137,249 expires in 2008, $644,962 expires in 2009, $310,646 expires in 2010,
$1,093,937 expires in 2011, $2,026,076 expires in 2012 and $3,756,334 expires in 2013. This
amount will be available to offset like amounts of any future taxable gains.**
    
    The difference between book-basis and tax-basis net unrealized gains is attributable
primarily to the tax deferral of losses on straddles, the realization for tax purposes of
unrealized gains (losses) on certain futures contracts and the deferral of post-October
capital losses for tax purposes. 26




---



##### 



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
 As described in item 8 above, the management of the Fund is responsible for
establishing and maintaining adequate internal control over financial reporting
and for the assessment of the effectiveness of internal control over internal
control. This is the first year that management has been required to meet a
new requirement, promulgated pursuant to the Sarbanes-Oxley Act of 2002
(Sarbanes-Oxley), to furnish a report on internal control over financial
reporting for the Fund including managements assessment of the effectiveness
of such control. In cooperation with the sub-manager and other service
providers, an assessment of the effectiveness of the Funds internal control
over financial reporting based on a framework consistent with the criteria
established in Internal Control-Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission (the COSO framework) is underway. Although management has not completed this assessment process, it
expects to do so as soon as reasonably practicable. As a framework for this assessment, management seeks to maintain a
comprehensive system of internal control intended to ensure that transactions
are executed in accordance with the authorization of the Board, assets are
safeguarded, and financial records are reliable. Management also takes steps
to see that information and communication flows are effective and to monitor
performance, including performance of internal control procedures. As part of
this process, management has worked with the sub-manager and service providers
to develop documentation to provide reasonable support for its assessment.
Although the newly mandated Sarbanes-Oxley assessment has not been completed as
of the date of filing, management has not identified nor has it been alerted to
any evidence of material weaknesses or significant deficiencies in the
effectiveness of its internal control over financial reporting. Should any
material weaknesses or significant deficiencies be identified, management is
prepared to take all reasonable steps necessary pursuant to the requirements of
Sarbanes-Oxley and other applicable federal and state law in order to address
them. Internal control over financial reporting may not prevent or detect
misstatements because of its inherent limitations, including the possibility of
human error, the circumvention or overriding of controls, or fraud. Therefore,
even effective internal control can provide only reasonable assurance with
respect to the preparation and fair presentation of financial statements. In
addition, projections of any evaluation of effectiveness of internal control
over financial reporting to future periods are subject to the risk that the
control may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate. If the
Fund fails to maintain the adequacy of its internal control, including any
failure to implement required new or improved control, or if the Fund
experiences difficulties in implementation, the Funds business and operating
results could be harmed, the Fund could fail to meet its reporting obligations. 27




---



##### 



PART III
 
 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
   Principal Occupation During At Least Past Five Years andName, Age and Offices with the Fund
    
    Public Directorships as of March 1, 2004Stephen B. Swensrud, 72
   Director since 2001
    
    Chairman of Fernwood Advisors, Inc. (investment adviser)
since 1996; Principal of Fernwood Associates (financial
consultant) since 1975; Chairman, R.P.P. Corporation
(manufacturing company), since 1978; Director,
International Mobile Communications, Inc.
(telecommunications company) since 1998.
In addition, Mr. Swensrud is a Director of 39 registered
investment companies consisting of 59 portfolios advised
by Merrill Lynch Investment Managers, L.P. or its
affiliates.W. Carl Kester, 53
   Director since 2005
    
    Mizuho Financial Group, Professor of Finance, Senior
Associate Dean and Chairman of the MBA Program of
Harvard Business School since 1999; Member of the
faculty of Harvard Business School since 1981.
Independent consultant since 1978.
In addition, Mr. Kester is a Director of 19 registered
investment companies consisting of 25 portfolios advised
by Merrill Lynch Investment Managers, L.P. or its
affiliates.Andrew J. Donohue*, 54
   Director since 2005
    
    First Vice President and General Counsel of MLIM and
Fund Asset Management, L.P. since 2003; Senior Vice
President, Director and General Counsel of Princeton
Services, Inc. since 2003; President, Director and
General Counsel of FAMD since 2004; Senior Vice
President and General Counsel of Princeton
Administrators, L.P. since 2003; and Director of certain
investment companies advised by MLIM or its affiliates
since 2004.Peter J. Blampied, 62
   Director since 1997
    
    President, Corcoran Management Company, a real estate
firm, since 1998. Vice Chairman, Citizens Bank of
Massachusetts, from 1993 to 1994. Chairman, President &
CEO Boston Five Bancorp, from 1989 to 1993.
In addition Mr. Blampied is a Director of A.W. Perry,
Inv. (1998-present) and Environmental Power Corp.
(1998-present), and a Trustee of Northeast Investors
Trust (2000-present).Ronald A. Homer*, 58
   Director since 1997
    
    CEO & Co-Managing Member, Access Capital Strategies LLC
(the Manager) since 1997. President & CEO, Boston Bank
of Commerce, from 1983 to 1996.Kevin J. Mulvaney, 57
   Director since 1997
    
    In addition, Mr. Homer is a Director of Sallie Mae (GSE).
President, Strategic Advisors Group, a
management-consulting firm, since 1997. Formerly
President of DRI/McGraw Hill, from 1994 to 1997.
Executive Vice President, Bank of Boston (prior to
1993).
 
 *
    
    An interested Director. 28




---



##### 



Audit Committee Financial Expert
  Officers
  Name (Age)
    
    Position
    
    Other AffiliationRonald A. Homer (58)
    
    Chairman (since 1997)
    
    CEO & Co-Managing Member, Access
Capital Strategies LLCDavid F. Sand (48)
    
    CEO (since 1997)
    
    President & Co-Managing Member,
Access Capital Strategies LLCAlice A. Pellegrino (45)
    
    Secretary (since 2005)
    
    Director (Legal Advisory) of
MLIM since 2002; Vice President
of MLIM from 1999 to 2002;
Attorney associated with MLIM
since 1997; Secretary of MLIM,
Fund Asset Management, L.P.,
FAMD and Princeton Services,
Inc. since 2004.
  Name
    
    Employers (prior 5 years)
    
    Industry
    
    Job DescriptionDavid F. Sand
    
    Access Capital Strategies LLC
    
    Investment Adviser
    
    President & Co-Managing
Member (1997-present)Alice A. Pellegrino
    
    Merrill Lynch Investment
Managers, L.P.
    
    Investment Manager
    
    Attorney/Legal Advisory
since 1997.
 Code of Ethics
  
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
   Amount and nature*Title of Class
    
    Name and address of beneficial owner
    
    of beneficial ownership
    
    Percent of classMerrill Lynch Community Development Corp.
    
    
    5,899,252.147
    
    
    
    14.9
    %Massachusetts Pension Reserve Investment Trust
    
    
    2,675,973.815
    
    
    
    6.8
    %
 29




---



##### 



ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
   
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  2005
    
    2004Audit fees
    
    $
    114,000
    
    
    $
    45,000Audit-related fees
    
    
    
    
    
    
    Tax fees
    
    
    5,700
    
    
    
    4,800All other fees
    
    
    
    
    
    
    $
    119,700
    
    
    $
    49,800
   30




---



##### 



PART IV
 
 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
           Exhibit No.
    
    Exhibit(a)(1)
    
    N/A(2)
    
    None(3)
    
    (i) Articles of Incorporation are incorporated by reference to the Funds Form 10-Q
for the period ended August 31, 1998.
(ii) By-Laws are incorporated by reference to the Funds Form 10-Q for the period
ended August 31, 1998.(4)
    
    N/A(5)
    
    N/A(8)
    
    N/A(9)
    
    None(10)
    
    (i) Private Offering Memorandum dated February 18, 1998, revised as of June 1, 2003,
is incorporated by reference to the Funds Form 10-K filed
on August 29, 2003.
(iii)(A) Management Agreement is incorporated by reference to the Funds Form
10-Q for the period ended August 31, 1998.
(B) Amendment to the Management Agreement dated as of May 23, 2003 is
incorporated by reference to the Funds Form 10-K filed on August 29, 2003.Amendment
to the Management Agreement dated as of June 16, 2005, filed
herewith.(11)
    
    N/A(12)
    
    N/A(13)
    
    N/A(15)
    
    N/A(16)
    
    None(17)
    
    N/A(18)
    
    N/A(19)
    
    N/A(20)
    
    N/A(21)
    
    None(22)
    
    N/A(23)
    
    N/A
 31




---



##### 



Exhibit No.
    
    Exhibit(24)
    
    Powers of Attorney incorporated by reference to the Funds Form 10-K for the fiscal
year ended May 31, 2002 filed on August 29, 2002.(25)
    
    N/A(26)
    
    N/A(27)
    
    [Reserved](28)
    
    [Reserved](29)
    
    [Reserved](30)
    
    [Reserved](31)
    
    Certifications required by the Sarbanes-Oxley Act of 2002. Filed herein.(32)
    
    Certifications required by the Sarbanes-Oxley Act of 2002. Filed herein.(33)  (98)
    
    [Reserved](99)
    
    N/A
  32




---



##### 



SIGNATURES
  Access Capital Strategies Community
Investment Fund, Inc.Date:
    
    /s/  Ronald A. Homer, ChairmanRonald A. Homer, ChairmanDate:
    
    /s/  Kevin J. Mulvaney, DirectorKevin J. Mulvaney, DirectorDate:
    
    /s/  Peter J. Blampied, DirectorPeter J. Blampied, DirectorDate:
    
    /s/  W. Carl Kester, DirectorW. Carl Kester, DirectorDate:
    
    /s/  Andrew J. Donohue, DirectorAndrew J. Donohue, DirectorDate:
    
    /s/  Stephen B. Swensrud, DirectorStephen B. Swensrud, DirectorDate:
    
    /s/  David F. SandDavid F. Sand, ChiefExecutive Officer andPrincipal Financial Officer
 
 *
    
    Executed on behalf of the indicated person by the undersigned, pursuant to power of attorney. By:
    
    /s/ Martin LybeckerMartin LybeckerAttorney-In-Fact
 33