UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21727 ----------- First Trust Mortgage Income Fund ---------------------------------------------------------- (Exact name of registrant as specified in charter) 120 East Liberty Drive, Suite 400 Wheaton, IL 60187 ---------------------------------------------------------- (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: October 31 ------------ Date of reporting period: July 31, 2012 --------------- Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (ss.ss. 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 (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. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. SCHEDULE OF INVESTMENTS. The Schedule of Investments is attached herewith. FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS JULY 31, 2012 (UNAUDITED) PRINCIPAL STATED VALUE DESCRIPTION COUPON STATED MATURITY VALUE ---------------- ------------------------------------------- ----------- --------------- ------------ MORTGAGE-BACKED SECURITIES - 70.6% COLLATERALIZED MORTGAGE OBLIGATIONS - 48.8% Adjustable Rate Mortgage Trust $ 286,611 Series 2004-5, Class 1A1 (a)........... 3.11% 04/25/35 $ 269,596 Banc of America Funding Corp. 906,946 Series 2005-F, Class 4A1 (a)........... 2.97% 09/20/35 627,894 Banc of America Mortgage Securities 107,135 Series 2002-L, Class 1A1 (a)........... 2.78% 12/25/32 90,694 1,458,085 Series 2007-1, Class 1A26 ............. 6.00% 03/25/37 1,339,841 Bear Stearns Adjustable Rate Mortgage Trust 1,074,996 Series 2004-9, Class 12A3 (a).......... 2.96% 11/25/34 1,041,345 Countrywide Alternative Loan Trust 127,817 Series 2004-14T2, Class A6 ............ 5.50% 08/25/34 128,545 113,559 Series 2007-11T1, Class A37 (b)........ 38.54% 05/25/37 213,209 Countrywide Home Loan Mortgage Pass Through Trust 1,087,544 Series 2006-21, Class A8 .............. 5.75% 02/25/37 903,871 130,568 Series 2007-15, Class 2A2 ............. 6.50% 09/25/37 105,841 Countrywide Home Loans 290,979 Series 2004-HYB1, Class 2A (a)......... 2.87% 05/20/34 271,184 Credit Suisse First Boston Mortgage Securities Corp. 1,982,344 Series 2004-AR2, Class 1A1 (a)......... 2.93% 03/25/34 1,619,607 GMAC Mortgage Corporation Loan Trust 363,880 Series 2004-AR1, Class 22A (a)......... 3.26% 06/25/34 336,572 GSR Mortgage Loan Trust 379,203 Series 2005-AR2, Class 5A1 (a)......... 2.74% 04/25/35 329,467 Harborview Mortgage Loan Trust 284,134 Series 2004-1, Class 2A (a)............ 2.82% 04/19/34 271,262 1,148,551 Series 2004-6, Class 3A1 (a)........... 2.98% 08/19/34 923,812 JP Morgan Mortgage Trust 2,582,077 Series 2005-ALT1, Class 4A1 (a)........ 5.22% 10/25/35 2,071,454 974,176 Series 2006-A2, Class 4A1 (a).......... 3.01% 08/25/34 973,843 JP Morgan Re-REMIC 2,380,259 Series 2009-7, Class 12A1 (a) (c) (d).. 6.25% 01/27/37 2,434,580 MASTR Asset Securitization Trust 1,077,785 Series 2006-2, Class 1A10 (a).......... 6.00% 06/25/36 975,093 Mellon Residential Funding Corp. 520,364 Series 2001-TBC1, Class A1 (a)......... 0.95% 11/15/31 518,544 Merrill Lynch Mortgage Investors Trust 2,131,346 Series 2005-A7, Class 2A1 (a).......... 5.24% 09/25/35 1,962,307 Morgan Stanley Mortgage Loan Trust 234,851 Series 2004-7AR, Class 2A6 (a)......... 2.78% 09/25/34 213,907 Provident Funding Mortgage Loan Trust 424,380 Series 2005-1, Class 1A1 (a)........... 2.97% 05/25/35 395,371 Residential Accredit Loans, Inc. 1,070,992 Series 2004-QS2, Class CB ............. 5.75% 02/25/34 1,083,913 Residential Funding Mortgage Securities I 423,880 Series 2005-S5, Class A5 .............. 5.25% 07/25/35 422,180 Structured Asset Securities Corp. 895,724 Series 2005-16, Class 1A2 ............. 5.50% 09/25/35 860,690 See Notes to Quarterly Portfolio of Investments Page 1 FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS - (CONTINUED) JULY 31, 2012 (UNAUDITED) PRINCIPAL STATED VALUE DESCRIPTION COUPON STATED MATURITY VALUE ---------------- ------------------------------------------- ----------- --------------- ------------ MORTGAGE-BACKED SECURITIES - (CONTINUED) COLLATERALIZED MORTGAGE OBLIGATIONS - (CONTINUED) Thornburg Mortgage Securities Trust $ 1,332,863 Series 2004-3, Class A (a)............. 0.99% 09/25/44 $ 1,248,788 Wachovia Mortgage Loan Trust, LLC 919,139 Series 2006-A, Class 3A1 (a)........... 3.51% 05/20/36 850,928 WaMu Mortgage Pass Through Certificates 1,754,199 Series 2005-AR19, Class A1A2 (a)....... 0.54% 12/25/45 1,474,399 807,924 Series 2005-AR9, Class A1A (a) ........ 0.57% 07/25/45 688,329 Washington Mutual Alternative Mortgage Pass-Through Certificates 69,228 Series 2007-5, Class A11 (b)........... 38.00% 06/25/37 112,705 Washington Mutual Msc Mortgage Pass-Through 671,935 Series 2004-RA1, Class 2A ............. 7.00% 03/25/34 712,839 Wells Fargo Mortgage Backed Securities Trust 1,200,321 Series 2004-A, Class A1 (a)............ 4.86% 02/25/34 1,241,630 2,746,000 Series 2005-9, Class 2A9 .............. 5.25% 10/25/35 2,791,750 571,814 Series 2005-AR16, Class 1A1 (a)........ 2.75% 08/25/33 583,191 495,000 Series 2006-AR1, Class 2A5 (a)......... 5.37% 03/25/36 464,842 1,244,071 Series 2006-AR10, Class 5A2 (a)........ 2.61% 07/25/36 994,721 1,657,090 Series 2007-10, Class 1A18 ............ 6.00% 07/25/37 1,635,649 1,216,891 Series 2007-16, Class 1A1 ............. 6.00% 12/28/37 1,256,374 970,380 Series 2007-2, Class 1A13 ............. 6.00% 03/25/37 894,876 244,218 Series 2007-8, Class 2A2 .............. 6.00% 07/25/37 244,806 ------------ 35,580,449 ------------ COMMERCIAL MORTGAGE-BACKED SECURITIES - 21.8% Banc of America Merrill Lynch Commercial Mortgage, Inc. 1,000,000 Series 2006-6, Class A4 ............... 5.36% 10/10/45 1,127,964 1,000,000 Series 2007-2, Class A4 (a) (d)........ 5.80% 04/10/49 1,161,393 Citigroup/Deutsche Bank Commercial Mortgage Trust 1,000,000 Series 2007-CD4, Class A4 ............. 5.32% 12/11/49 1,126,746 Credit Suisse Mortgage Capital Certificates 820,000 Series 2007-C2, Class A3 (a)........... 5.54% 01/15/49 902,595 Greenwich Capital Commercial Funding Corp. 2,980,000 Series 2007-GG11, Class A4 (d)......... 5.74% 12/10/49 3,372,439 GS Mortgage Securities Corp II 1,000,000 Series 2007-GG10, Class A4 (a)......... 5.98% 08/10/45 1,130,174 JP Morgan Chase Commercial Mortgage Securities Corp 905,000 Series 2007-CB18, Class A4 ............ 5.44% 06/12/47 1,036,729 LB-UBS Commercial Mortgage Trust 1,200,000 Series 2007-C7, Class A3 (a) (d)....... 5.87% 09/15/45 1,402,937 Page 2 See Notes to Quarterly Portfolio of Investments FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS - (CONTINUED) JULY 31, 2012 (UNAUDITED) PRINCIPAL STATED VALUE DESCRIPTION COUPON STATED MATURITY VALUE ---------------- ------------------------------------------- ----------- --------------- ------------ MORTGAGE-BACKED SECURITIES - (CONTINUED) COMMERCIAL MORTGAGE-BACKED SECURITIES - (CONTINUED) Merrill Lynch/Countrywide Commercial Mortgage Trust $ 1,200,000 Series 2007-7, Class A4 (a) (d)........ 5.81% 06/12/50 $ 1,311,350 Morgan Stanley Capital I, Inc. 1,000,000 Series 2007-IQ14, Class A4 (a) (d)..... 5.69% 04/15/49 1,115,706 Wachovia Bank Commercial Mortgage Trust 1,000,000 Series 2007-C30, Class A5 (d).......... 5.34% 12/15/43 1,105,133 1,000,000 Series 2007-C32, Class A3 (a).......... 5.93% 06/15/49 1,119,554 ------------ 15,912,720 ------------ TOTAL MORTGAGE-BACKED SECURITIES......................................... 51,493,169 (Cost $48,370,129) ------------ U.S. GOVERNMENT AGENCY MORTGAGE-BACKED SECURITIES - 44.3% COLLATERALIZED MORTGAGE OBLIGATIONS - 19.5% Federal Home Loan Mortgage Corp. 724,657 Series 2641, Class SC (b).............. 13.40% 07/15/33 773,869 4,745,463 Series 2807, Class SB, IO (b).......... 7.20% 11/15/33 715,685 386,246 Series 3069, Class LI, IO ............. 5.50% 08/15/32 10,820 181,455 Series 3195, Class SX (b).............. 44.53% 07/15/36 283,218 1,581,621 Series 3562, Class KI, IO ............. 4.50% 11/15/22 68,705 1,486,429 Series 3593, Class IP, IO ............. 5.00% 06/15/36 78,466 6,641,674 Series 3619, Class EI, IO ............. 4.50% 05/15/24 475,798 4,283,045 Series 3692, Class PS, IO (b).......... 6.35% 05/15/38 524,797 1,379,890 Series 3702, Class SK (b).............. 13.95% 08/15/40 1,426,710 9,796,075 Series 3726, Class KI, IO ............. 3.50% 04/15/25 844,423 4,907,474 Series 3870, Class WS, IO (b).......... 6.35% 06/15/31 865,451 Federal Home Loan Mortgage Corp., STRIP 3,335,621 Series 232, Class IO, IO .............. 5.00% 08/01/35 454,884 Federal National Mortgage Association 2,036,201 Series 2005-122, Class SN (b).......... 27.62% 01/25/36 2,430,185 233,028 Series 2005-91, Class SH (b)........... 22.93% 05/25/33 271,876 1,670,943 Series 2008-50, Class AI, IO .......... 5.50% 06/25/23 88,605 5,626,702 Series 2010-103, Class ID, IO ......... 5.00% 09/25/40 945,927 8,660,294 Series 2010-139, Class KI, IO ......... 1.09% 12/25/40 353,212 3,428,168 Series 2010-142, Class PS, IO (b)...... 5.80% 05/25/40 325,523 2,537,292 Series 2010-145, Class TI, IO ......... 3.50% 12/25/20 173,402 8,182,510 Series 2010-40, Class MI, IO .......... 4.50% 08/25/24 481,744 Federal National Mortgage Association, STRIP 3,692,327 Series 360, Class 2, IO ............... 5.00% 08/01/35 493,336 5,992,504 Series 406, Class 6, IO (a)............ 4.00% 01/25/41 793,143 Government National Mortgage Association 2,432,783 Series 2009-65, Class NJ, IO .......... 5.50% 07/20/39 270,989 4,942,994 Series 2010-115, Class IQ, IO ......... 4.50% 11/20/38 699,872 See Notes to Quarterly Portfolio of Investments Page 3 FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS - (CONTINUED) JULY 31, 2012 (UNAUDITED) PRINCIPAL STATED VALUE DESCRIPTION COUPON STATED MATURITY VALUE ---------------- ------------------------------------------- ----------- --------------- ------------ U.S. GOVERNMENT AGENCY MORTGAGE-BACKED SECURITIES - (CONTINUED) COLLATERALIZED MORTGAGE OBLIGATIONS - (CONTINUED) Government National Mortgage Association (Continued) $ 4,194,007 Series 2011-69, Class CI, IO .......... 5.00% 03/20/36 $ 325,495 ------------ 14,176,135 ------------ COMMERCIAL MORTGAGE-BACKED SECURITIES - 4.3% Government National Mortgage Association 12,633,683 Series 2011-131, Class EI, IO ......... 4.50% 08/20/39 1,573,592 8,860,713 Series 2012-100, Class IO, IO ......... 0.88% 08/30/52 673,969 12,270,882 Series 2012-70, Class IO, IO .......... 0.96% 08/16/52 863,539 ------------ 3,111,100 ------------ PASS-THROUGH SECURITIES - 20.5% Fannie Mae REMICs 2,051,448 Series 2005-83, Class LZ (d)........... 5.50% 10/25/35 2,200,265 862,742 Series 2010-110, Class WG (d).......... 5.50% 09/25/40 874,957 Federal Home Loan Mortgage Corp. 2,490,171 Pool A94738 (d)........................ 4.50% 11/01/40 2,682,236 1,294,861 Pool K36017 (d)........................ 5.00% 09/01/47 1,393,758 Federal National Mortgage Association 3,271,119 Pool 831145 (d)........................ 6.00% 12/01/35 3,656,498 3,708,729 Pool 843971 (d)........................ 6.00% 11/01/35 4,165,366 ------------ 14,973,080 ------------ TOTAL U.S. GOVERNMENT AGENCY MORTGAGE-BACKED SECURITIES ................. 32,260,315 (Cost $33,506,195) ------------ ASSET-BACKED SECURITIES - 2.9% Green Tree Financial Corp. 112,005 Series 1997-2, Class A6 (a)............ 7.24% 06/15/28 122,435 124,292 Series 1997-3, Class A6 ............... 7.32% 03/15/28 136,810 155,445 Series 1997-7, Class A6 ............... 6.76% 07/15/29 167,373 Lehman ABS Manufactured Housing Contract Trust 247,649 Series 2001-B, Class A4 ............... 5.27% 04/15/40 254,137 Morgan Stanley Capital, Inc. 464,451 Series 2005-HE6, Class A2C (a)......... 0.57% 11/25/35 425,391 Option One Mortgage Loan Trust 363,000 Series 2005-4, Class M1 (a)............ 0.69% 11/25/35 277,780 Park Place Securities, Inc. 737,780 Series 2004-MHQ1, Class M1 (a)......... 0.95% 12/25/34 732,381 ------------ TOTAL ASSET-BACKED SECURITIES ...................................... 2,116,307 (Cost $2,050,410) ------------ TOTAL INVESTMENTS (E) - 117.8% ..................................... 85,869,791 (Cost $83,926,734) ------------ Page 4 See Notes to Quarterly Portfolio of Investments FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS - (CONTINUED) JULY 31, 2012 (UNAUDITED) PRINCIPAL VALUE DESCRIPTION AMOUNT ---------------- ------------------------------------------------------------------------- ------------ REVERSE REPURCHASE AGREEMENTS - (30.4%) $ (706,000) With Credit Suisse 1.32% dated 06/07/12, to be repurchased at $708,378 on 9/7/12 ................................................. $ (706,000) (1,929,000) With Credit Suisse 1.97% dated 06/08/12, to be repurchased at $1,938,596 on 9/7/12 ............................................... (1,929,000) (5,590,500) With Credit Suisse 1.70% dated 07/09/12, to be repurchased at $5,614,788 on 10/09/12 ............................................. (5,590,500) (7,384,000) With Credit Suisse 0.43% dated 07/12/12, to be repurchased at $7,392,114 on 10/12/12 ............................................. (7,384,000) (3,859,000) With Credit Suisse 0.43% dated 07/17/12, to be repurchased at $3,863,241 on 10/17/12 ............................................. (3,859,000) (2,667,000) With Credit Suisse 0.75% dated 07/30/12, to be repurchased at $2,668,711 on 08/30/12 ............................................. (2,667,000) ------------ TOTAL REVERSE REPURCHASE AGREEMENTS ..................................... (22,135,500) NET OTHER ASSETS AND LIABILITIES - 12.6% ................................ 9,164,170 ------------ NET ASSETS - 100.0% ..................................................... $ 72,898,461 ============ --------------------- (a) Floating rate security. The interest rate shown reflects the rate in effect at July 31, 2012. (b) Inverse floating rate instrument. The interest rate shown reflects the rate in effect at July 31, 2012. (c) This security, sold within the terms of a private placement memorandum, is exempt from registration upon resale under Rule 144A under the Securities Act of 1933, as amended, and may be resold in transactions exempt from registration, normally to qualified institutional buyers. The Fund does not have the right to demand that this security be registered. This security is valued according to the valuation procedures as stated in the Portfolio Valuation footnote (Note A in the Notes to Quarterly Portfolio of Investments) and is not expressed as a discount to the carrying value of a comparable unrestricted security. This security was acquired on September 9, 2009, has a current carrying cost of $2,345,085, a carrying value per share of $1.02 and represents 3.34% of net assets. (d) This security or a portion of this security is segregated as collateral for reverse repurchase agreements. (e) Aggregate cost for financial reporting purposes, which approximates the aggregate cost for federal income tax purposes. As of July 31, 2012, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $5,201,701 and the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $3,258,644. IO Interest-Only Security - Principal amount shown represents par value on which interest payments are based. STRIP Separate Trading of Registered Interest and Principal of Securities See Notes to Quarterly Portfolio of Investments Page 5 FIRST TRUST MORTGAGE INCOME FUND PORTFOLIO OF INVESTMENTS - (CONTINUED) JULY 31, 2012 (UNAUDITED) VALUATION INPUTS A summary of the inputs used to value the Fund's investments as of July 31, 2012 is as follows (see Note A - Portfolio Valuation in the Notes to Quarterly Portfolio of Investments): LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 7/31/2012 PRICES INPUTS INPUTS ------------- ----------- ------------- ------------ Mortgage-Backed Securities...................... $ 51,493,169 $ -- $51,493,169 $ -- U.S. Government Agency Mortgage-Backed Securities.................................... 32,260,315 -- 32,260,315 -- Asset-Backed Securities......................... 2,116,307 -- 2,116,307 -- ------------- ----------- ------------- ------------ TOTAL INVESTMENTS............................... $ 85,869,791 $ -- $85,869,791 $ -- ============= =========== ============= ============ Page 6 See Notes to Quarterly Portfolio of Investments NOTES TO QUARTERLY PORTFOLIO OF INVESTMENTS FIRST TRUST MORTGAGE INCOME FUND JULY 31, 2012 (UNAUDITED) VALUATION AND INVESTMENT PRACTICES A. PORTFOLIO VALUATION: The net asset value ("NAV") of the Common Shares of First Trust Mortgage Income Fund (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 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 Investment Company Act of 1940, as amended (the "1940 Act"). The Fund's securities will be valued as follows: U.S. Government securities, Mortgage-backed securities ("MBS"), Asset-backed securities ("ABS") and other debt securities are valued on the basis of valuations provided by dealers who make markets in such securities or by an independent pricing service approved by the Fund's Board of Trustees, which may use the following valuation inputs when available: 1) benchmark yields; 2) reported trades; 3) broker/dealer quotes; 4) issuer spreads; 5) benchmark securities; 6) bids and offers; and 7) reference data including market research publications. Debt securities having a remaining maturity of sixty days or less when purchased are valued at cost adjusted for amortization of premiums and accretion of discounts. In the event that the pricing service or dealer does not provide a valuation, 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 may 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 is based on the consideration of all available information, including, but not limited to, the following: 1) the fundamental business data relating to the issuer; 2) an evaluation of the forces which influence the market in which these securities are purchased and sold; 3) the type, size and cost of security; 4) the financial statements of the issuer; 5) the credit quality and cash flow of the issuer, based on the sub-advisor's or external analysis; 6) the information as to any transactions in or offers for the security; 7) the price and extent of public trading in similar securities (or equity securities) of the issuer/borrower, or comparable companies; 8) the coupon payments; 9) the quality, value and salability of collateral, if any, securing the security; 10) the business prospects of the issuer, including any ability to obtain money or resources from a parent or affiliate and an assessment of the issuer's management; 11) the prospects for the issuer's industry, and multiples (of earnings and/or cash flows) being paid for similar businesses in that industry; and 12) other relevant factors. Page 7 NOTES TO QUARTERLY PORTFOLIO OF INVESTMENTS - (CONTINUED) FIRST TRUST MORTGAGE INCOME FUND JULY 31, 2012 (UNAUDITED) 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 investments. 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 July 31, 2012, is included with the Fund's Portfolio of Investments. B. SECURITIES TRANSACTIONS: Securities transactions are recorded as of the trade date. Realized gains and losses from securities transactions are recorded on the identified cost basis. Securities purchased or sold on a when-issued, delayed-delivery or forward purchase commitment basis may have extended settlement periods. The value of the security so purchased is subject to market fluctuations during this period. The Fund maintains liquid assets with a current value at least equal to the amount of its when-issued, delayed-delivery or forward purchase commitments until payment is made. At July 31, 2012, the Fund had no when-issued, delayed-delivery or forward purchase commitments. C. REVERSE REPURCHASE AGREEMENTS: Reverse repurchase agreements were utilized as leverage for the Fund. A reverse repurchase agreement, although structured as a sale and repurchase obligation, acts as a financing under which Fund assets are pledged as collateral to secure a short-term loan. Generally, the other party to the agreement makes the loan in an amount equal to a percentage of the market value of the pledged collateral. At the maturity of the reverse repurchase agreement, the loan will be repaid and the collateral will correspondingly be received back to the Fund. While used as collateral, the assets continue to pay principal and interest which are for the benefit of the Fund. Information for the period ended July 31, 2012: Maximum amount outstanding during the period................... $22,993,750 Average amount outstanding during the period*.................. $21,990,894 Average Common Shares outstanding during the period............ 4,082,400 Average debt per Common Share outstanding during the period.... $5.39 * The average amount outstanding during the period was calculated by adding the borrowings at the end of each day and dividing the sum by the number of days in the period ended July 31, 2012. During the period ended July 31, 2012, the interest rates ranged from 0.31% to 1.97%, with a weighted average interest rate of 0.85%, on borrowings by the Fund under reverse repurchase agreements, which had interest expense that aggregated $144,410. Page 8 NOTES TO QUARTERLY PORTFOLIO OF INVESTMENTS - (CONTINUED) FIRST TRUST MORTGAGE INCOME FUND JULY 31, 2012 (UNAUDITED) D. INVERSE FLOATING-RATE SECURITIES: An inverse floating-rate security is one where the coupon is inversely indexed to a short-term floating interest rate multiplied by a specific factor. As the floating rate rises, the coupon is reduced. Conversely, as the floating rate declines, the coupon is increased. The price of these securities may be more volatile than the price of a comparable fixed-rate security. These instruments are typically used to enhance the yield of the portfolio. These securities are identified on the Portfolio of Investments. E. STRIPPED MORTGAGE-BACKED SECURITIES: Stripped Mortgage-Backed Securities are created by segregating the cash flows from underlying mortgage loans or mortgage securities to create two or more new securities, each with a specified percentage of the underlying security's principal or interest payments. Mortgage securities may be partially stripped so that each investor class receives some interest and some principal. When securities are completely stripped, however, all of the interest is distributed to holders of one type of security known as an interest-only or IO security and all of the principal is distributed to holders of another type of security known as a principal-only or PO security. These securities are identified on the Portfolio of Investments. F. INTEREST-ONLY SECURITIES: An interest-only security ("IO Security") is the interest-only portion of a MBS that receives some or all of the interest portion of the underlying MBS and little or no principal. A reference principal value called a notional value is used to calculate the amount of interest due to the IO Security. IO securities are sold at a deep discount to their notional principal amount. Generally speaking, when interest rates are falling and prepayment rates are increasing, the value of an IO Security will fall. Conversely, when interest rates are rising and prepayment rates are decreasing, generally the value of an IO Security will rise. These securities are identified on the Portfolio of Investments. Page 9 ITEM 2. 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 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. Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) First Trust Mortgage Income Fund --------------------------------------- By (Signature and Title)* /s/ Mark R. Bradley ------------------------------------------------ Mark R. Bradley, President and Chief Executive Officer (principal executive officer) Date ---------------------- 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 ---------------------- By (Signature and Title)* /s/ James M. Dykas ------------------------------------------------ James M. Dykas, Treasurer, Chief Financial Officer and Chief Accounting Officer (principal financial officer) Date ---------------------- * Print the name and title of each signing officer under his or her signature.