As filed with the Securities and Exchange Commission on October 23, 2015
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-Q
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-22770
NEUBERGER BERMAN MLP INCOME FUND INC.
(Exact Name of the Registrant as Specified in Charter)
c/o Neuberger Berman Management LLC
605 Third Avenue, 2nd Floor
New York, New York 10158-0180
(Address of Principal Executive Offices – Zip Code)
Registrant's telephone number, including area code: (212) 476-8800
Robert Conti, Chief Executive Officer and President
Neuberger Berman MLP Income Fund Inc.
c/o Neuberger Berman Management LLC
605 Third Avenue, 2nd Floor
New York, New York 10158-0180
Arthur C. Delibert, Esq.
K&L Gates LLP
1601 K Street, N.W.
Washington, D.C. 20006-1600
(Names and addresses of agents for service)
Date of fiscal year end: November 30
Date of reporting period: August 31, 2015
Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to Rule 30b1-5 under the Investment Company Act of 1940 (“1940 Act”) (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q 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 the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.


Item 1. Schedule of Investments.
        
        
Schedule of Investments MLP Income Fund Inc.
(Unaudited) 8/31/15
   
       
       
NUMBER OF SHARES
VALUE($)
       
       
Master Limited Partnerships and Related Companies (137.8%)
   
       
Coal & Consumable Fuels (10.5%)
   
2,196,725
Alliance Holdings GP, L.P.
$ 78,664,722
µ
1,000,000
CNX Coal Resources LP
14,849,000
§µ*
   
93,513,722
 
       
Leisure Facilities (12.6%)
   
2,037,321
Cedar Fair L.P.
112,419,373
µ
       
Oil & Gas Storage & Transportation (108.8%)
   
677,311
American Midstream Partners LP
9,692,320
µ
5,862,870
Crestwood Equity Partners LP
17,002,323
 
4,786,289
Crestwood Midstream Partners LP
37,380,917
µ
5,200,000
Energy Transfer Equity, L.P.
145,860,000
µ
3,100,000
Energy Transfer Partners, L.P.
152,334,000
µ
2,460,000
Enterprise Products Partners L.P.
69,150,600
µ
100,000
Markwest Energy Partners LP
5,637,000
µ
1,107,704
NGL Energy Partners LP
26,695,666
µ
968,958
NRG Yield, Inc. - Class C
15,561,466
µ
374,667
NuStar Energy L.P.
19,550,124
µ
1,419,324
NuStar GP Holdings, LLC
47,121,557
µ
1,360,000
ONEOK, Inc.
48,973,600
µ
300,000
Plains GP Holdings LP
5,877,000
µ
1,840,000
Southcross Energy Partners, L.P.
13,800,000
§µ
700,000
Teekay Corp.
25,732,000
µ
2,450,049
Teekay LNG Partners L.P.
65,146,803
µ
1,660,000
Teekay Offshore Partners L.P.
29,382,000
µ
120,000
Western Gas Equity Partners, LP
6,372,000
µ
1,414,655
Western Gas Partners, LP
83,224,154
µ
2,600,000
Williams Cos., Inc.
125,320,000
µ
500,000
Williams Partners L.P.
19,925,000
µ
   
969,738,530
 
Propane (5.9%)
   
1,400,000
Suburban Propane Partners, L.P.
52,360,000
µ
       
       
Total Master Limited Partnerships and Related Companies (Cost $1,286,212,547)
1,228,031,625
 
       
Short-Term Investments (8.1%)
   
72,183,333
Invesco STIT Treasury Portfolio Money Market Fund Institutional Class (Cost $72,183,333)
72,183,333
 
 
Total Investments (145.9%) (Cost $1,358,395,880)
1,300,214,958
##
 
Liabilities, less cash, receivables and other assets [(45.9%)]
(409,139,609)
 
 
Total Net Assets Applicable to Common Stockholders (100.0%)
$ 891,075,349
 
     
See Notes to Schedule of Investments
   
 

August 31, 2015 (Unaudited)

 
Notes to Schedule of Investments

In accordance with Accounting Standards Codification (“ASC”) 820 “Fair Value Measurement” (“ASC 820”), all investments held by Neuberger Berman MLP Income Fund Inc. (the “Fund”) are carried at the value that Neuberger Berman Management LLC (“Management”) believes the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs, including the volume and level of activity for the asset or liability in the market, are considered in valuing the Fund’s investments, some of which are discussed below. Significant Management judgment may be necessary to value investments in accordance with ASC 820.

ASC 820 established a three-tier hierarchy of inputs to create a classification of value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

Level 1 – quoted prices in active markets for identical investments

Level 2 – other observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, amortized cost, etc.)

Level 3 – unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing an investment are not necessarily an indication of the risk associated with investing in those securities.

The value of the Fund’s investments in equity securities (including master limited partnerships), for which market quotations are readily available, is generally determined by Management by obtaining valuations from an independent pricing service based on the latest sale price quoted on a principal exchange or market for that security (Level 1 inputs). Securities traded primarily on the NASDAQ Stock Market are normally valued at the NASDAQ Official Closing Price (“NOCP”) provided by NASDAQ each business day. The NOCP is the most recently reported price as of 4:00:02 p.m., Eastern time, unless that price is outside the range of the “inside” bid and asked prices (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, NASDAQ will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. If there is no reported sale of a security on a particular day, the independent pricing service may value the security based on reported market quotations.


Management has developed a process to periodically review information provided by independent pricing services for all types of securities.

Investments in non-exchange traded investment companies are valued using the respective fund’s daily calculated net asset value per share (Level 2 inputs).

If a valuation is not available from an independent pricing service, or if Management has reason to believe that the valuation received does not represent the amount the Fund might reasonably expect to receive on a current sale in an orderly transaction, Management seeks to obtain quotations from brokers or dealers (generally considered Level 2 or Level 3 inputs depending on the number of quotes available). If such quotations are not readily available, the security is valued using methods the Fund’s Board of Directors has approved in the good-faith belief that the resulting valuation will reflect the fair value of the security. Numerous factors may be considered when determining the fair value of a security based on Level 2 or Level 3 inputs, including available analyst, media or other reports, trading in financial futures or American Depositary Receipts (“ADRs”) and whether the issuer of the security being fair valued has other securities outstanding.

Fair value prices are necessarily estimates, and there is no assurance that such a price will be at or close to the price at which the security is next quoted or next trades.
 
 
 
For information on the Fund’s significant accounting policies, please refer to the Fund’s most recent shareholder reports.

The following is a summary, categorized by Level, of inputs used to value the Fund’s investments as of August 31, 2015:
     
Asset Valuation Inputs
 
Investments:
 
Level 1
 
Level 2
 
Level 3
 
Total
Master Limited Partnerships and
Related Companies
               
 
Coal & Consumable Fuels
$
93,513,722
$
$
$
93,513,722
 
Leisure Facilities
 
112,419,373
 
 
 
112,419,373
 
Oil & Gas Storage & Transportation
 
969,738,530
 
 
 
969,738,530
 
Propane
 
52,360,000
 
 
 
52,360,000
Total Master Limited Partnerships and
Related Companies
 
1,228,031,625
 
 
 
1,228,031,625
Short-Term Investments
 
 
72,183,333
 
 
72,183,333
Total Investments
$
1,228,031,625
$
72,183,333
$
$
1,300,214,958

As of the period ended August 31, 2015, no securities were transferred from one Level (as of November 30, 2014) to another.

## At August 31, 2015, the cost of investments for U.S. federal income tax purposes was $1,281,597,516. Gross unrealized appreciation of investments was $255,750,911 and gross unrealized depreciation of investments was $237,133,469 resulting in net unrealized appreciation of $18,617,442 based on cost for U.S. federal income tax purposes.

* Security did not produce income during the last twelve months.

§ Affiliated issuer.
    
Investments in Affiliates(1):
    
 
Balance
of Shares
Held
November
30, 2014
Gross
Purchases
and
Additions
Gross
Sales and
Reductions
Balance
of Shares
Held
August
31, 2015
Value
August 31,
2015
Distributions
from
Investments
in Affiliated
Issuers
Net
Realized
Gain (Loss)
from
Investments
in Affiliated
Issuers
CNX Coal Resources LP
-
1,000,000
-
1,000,000
$14,849,000
$
-
$
-
Southcross Energy
Partners, L.P.
1,860,068
-
20,068
1,840,000
13,800,000
2,216,027
(119,764)
Total
       
$28,649,000
$2,216,027
$(119,764)

(1)
Affiliated issuers, as defined in the Investment Company Act of 1940, as amended.

 

µ All or a portion of this security is pledged in connection with the Fund’s loans payable outstanding.



For information on the Fund’s significant accounting policies, please refer to the Fund’s most recent shareholder reports.
 


Item 2. Controls and Procedures.
(a) Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (“1940 Act”)), as of a date within 90 days of the filing date of this document, the Chief Executive Officer and Treasurer and Principal Financial and Accounting Officer of the Registrant have concluded that such disclosure controls and procedures are effectively designed to ensure that information required to be disclosed by the Registrant on Form N-CSR and Form N-Q is accumulated and communicated to the Registrant’s management to allow timely decisions regarding required disclosure.
(b) There were no significant changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
Item 3. Exhibits.
The certifications required by Rule 30a-2(a) of the 1940 Act are filed herewith.

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.

Neuberger Berman MLP Income Fund Inc.

 
By:
/s/ Robert Conti
 
 
Robert Conti
 
 
Chief Executive Officer and President
 
       
Date: October 23, 2015

 
 
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:
/s/ Robert Conti
 
 
Robert Conti
 
  Chief Executive Officer and President
      
Date: October 23, 2015
 
 
 
By:
/s/ John M. McGovern
 
 
John M. McGovern
 
 
Treasurer and Principal Financial
and Accounting Officer
     
Date: October 23, 2015