<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>5
<FILENAME>s466815.txt
<DESCRIPTION>EXH 99(D)(I)
<TEXT>
                                                              Exhibit 99(d)(i)

CERTIFICATE NO.                                                   SHARES
      1


                             GABELLI UTILITY TRUST
               Organized Under the Laws of The State of Delaware
                   [_]% Series A Cumulative Preferred Shares
                           $.001 Par Value Per Share
                    $25.00 Liquidation Preference Per Share

                                                                     Cusip No.

         This certifies that Cede & Co. is the owner of [1,000,000] fully paid
and non-assessable shares of [__]% Series A Cumulative Preferred Shares, $.001
par value per share, $25.00 liquidation preference per share, of the Gabelli
Utility Trust (the "Trust") transferable only on the books of the Trust by the
holder thereof in person or by duly authorized Attorney upon surrender of this
Certificate properly endorsed. This Certificate is not valid unless
countersigned by the transfer agent and registrar.

         A statement in full, of all the designations, preferences,
qualifications, limitations, restrictions and special or relative rights of
the shares of each class authorized to be issued, will be furnished by the
Trust to any shareholders upon request and without charge.

         IN WITNESS WHEREOF, the Trust has caused this Certificate to be
signed by its duly authorized officers this __ day of July 2003.

EQUISERVE TRUST COMPANY N.A.                     GABELLI UTILITY TRUST
As Transfer Agent and Registrar


By:                                              By:
   -----------------------------                        ----------------------
      Authorized Signature                              President

                                                 Attest:
                                                        ----------------------
                                                        Secretary


<PAGE>

FOR VALUE RECEIVED, ___________________________________ hereby sells, assigns

and transfers unto____________________________________________________________

_____________________________________________________________________________

Shares represented by this Certificate, and do hereby irrevocably constitute

and appoint _______________________ Attorney to transfer the said Shares on

the books of the within named Trust with full power of substitution in the

premises.

Dated _______________, _____


In presence of

_________________________________          ________________________________

         The Trust will furnish to any shareholder, upon request and without
         charge, the Trust's Amended and Restated Agreement and Declaration of
         Trust and a full statement of the designations, preferences,
         limitations and relative rights of the shares of each class or series
         of capital stock of the Trust authorized to be issued, so far as they
         have been determined, and the authority of the Board of Trustees to
         determine the relative rights and preferences of subsequent classes
         or series. Any such request should be addressed to the Secretary of
         the Trust.

Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a New York corporation ("DTC"), to the Trust or its
agent for registration of transfer, exchange, or payment, and any certificate
issued is registered in the name of Cede & Co. or in such other name as is
requested by an authorized representative of DTC (and any payment is made to
Cede & Co. or to such other entity as is requested by an authorized
representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner
hereof, Cede & Co., has an interest herein.


</TEXT>
</DOCUMENT>
