UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES INVESTMENT COMPANY ACT FILE NUMBER: 811-21319 EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Calamos Convertible and High Income Fund ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 1111 East Warrenville Road, Naperville, Illinois 60563 NAME AND ADDRESS OF AGENT FOR SERVICE: James S. Hamman, Jr., Secretary, Calamos Asset Management, Inc., 1111 East Warrenville Road, Naperville, Illinois 60563-1493 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (630) 245-7200 DATE OF FISCAL YEAR END: October 31, 2004 DATE OF REPORTING PERIOD: November 1, 2003 through April 30, 2004 Item 1. Reports to Stockholders CALAMOS CONVERTIBLE AND HIGH INCOME FUND SEMI-ANNUAL REPORT APRIL 30, 2004 [CALAMOS INVESTMENTS LOGO] Strategies for Serious Money(R) CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- CORPORATE BONDS (110.0%) BASIC INDUSTRIES (18.4%) $ 1,828,000 Airgas, Inc. 9.125%, 10/01/11 $ 2,075,234 4,571,000 Ball Corp. 6.875%, 12/15/12 4,845,260 10,970,000 Boise Cascade Corp.(c) 7.000%, 11/01/13 11,570,656 5,485,000 Bowater, Inc.(c) 6.500%, 06/15/13 5,334,357 5,942,000 Buckeye Technologies, Inc. 8.500%, 10/01/13 6,358,261 2,285,000 Century Aluminum Company 11.750%, 04/15/08 2,565,474 17,388,000 Equistar Chemicals, LP(c) 10.625%, 05/01/11 19,561,595 11,747,000 Freeport-McMoRan Copper & Gold, Inc.(c) 10.125%, 02/01/10 12,980,954 13,713,000 Georgia-Pacific Corp.(c) 8.000%, 01/15/14 15,427,125 IMC Global, Inc.(c) 2,743,000 10.875%, 08/01/13 3,380,255 1,828,000 10.875%, 06/01/08 2,171,225 5,485,000 IPSCO, Inc. 8.750%, 06/01/13 6,170,850 5,714,000 Ispat International, NV(a)(c) 9.750%, 04/01/14 5,856,594 2,743,000 Jarden Corp. 9.750%, 05/01/12 3,099,138 2,500,000 Lone Star Technologies, Inc. 9.000%, 06/01/11 2,562,845 4,571,000 Mail-Well, Inc.(a)(c) 7.875%, 12/01/13 4,342,450 11,885,000 Mobile Mini, Inc. 9.500%, 07/01/13 13,370,175 2,743,000 Phelps Dodge Corp. 9.500%, 06/01/31 3,804,411 11,885,000 Polyone Corp.(c) 10.625%, 05/15/10 12,478,830 7,679,000 Pope & Talbot, Inc. 8.375%, 06/01/13 7,986,451 4,571,000 Sealed Air Corp.(a) 6.875%, 07/15/33 4,741,334 2,144,000 Shaw Group, Inc.(c) 10.750%, 03/15/10 2,218,832 1,828,000 Smurfit-Stone Container Corp. 8.375%, 07/01/12 1,974,672 Steel Dynamics, Inc. 4,279,000 9.500%, 03/15/09(c) 4,803,593 1,828,000 9.500%, 03/15/09(a) 2,052,379 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- Union Carbide Corp.(c) $ 3,200,000 7.875%, 04/01/23 $ 3,103,709 2,285,000 6.700%, 04/01/09 2,319,783 1,143,000 7.500%, 06/01/25 1,074,185 -------------- 168,230,627 -------------- CAPITAL GOODS - INDUSTRIAL (9.4%) 2,743,000 Asbury Automotive Group, Inc. 9.000%, 06/15/12 2,866,017 2,743,000 Casella Waste Systems, Inc. 9.750%, 02/01/13 3,064,856 15,541,000 CNH Global, NV(a)(c) 9.250%, 08/01/11 17,406,368 General Motors Corp.(c) 7,222,000 8.250%, 07/15/23 7,748,149 731,000 7.125%, 07/15/13 768,466 457,000 Hines Horticulture, Inc. 10.250%, 10/01/11 502,810 5,942,000 Hutchison Whampoa, Ltd.(a)(c) 6.250%, 01/24/14 5,843,349 2,925,000 IMCO Recycling, Inc. 10.375%, 10/15/10 3,137,534 7,771,000 Jacuzzi Brands, Inc. 9.625%, 07/01/10 8,742,038 JLG Industries, Inc. 6,948,000 8.250%, 05/01/08 7,573,233 3,200,000 8.375%, 06/15/12(c) 3,327,688 4,571,000 Manitowoc Company, Inc.(c) 10.500%, 08/01/12 5,233,795 1,828,000 Navistar International Corp.(c) 8.000%, 02/01/08 1,887,823 7,771,000 SPX Corp.(c) 6.250%, 06/15/11 7,790,127 Terex Corp. 6,399,000 9.250%, 07/15/11 7,167,328 3,200,000 7.375%, 01/15/14(a) 3,351,686 -------------- 86,411,267 -------------- CAPITAL GOODS - TECHNOLOGY (10.7%) 2,505,000 Arrow Electronics, Inc.(c) 6.875%, 06/01/18 2,531,758 960,000 EUR Aspropulsion Capital BV(a) 9.625%, 10/01/13 1,211,104 15,084,000 Esterline Technologies Corp. 7.750%, 06/15/13 15,763,094 1,828,000 Flextronics International, Ltd.(c) 6.500%, 05/15/13 1,860,397 Legrand, SA 7,314,000 8.500%, 02/15/25 7,743,274 4,571,000 10.500%, 02/15/13 5,348,070 914,000 EUR 11.000%, 02/15/13 1,312,338 4,571,000 Monitronics International, Inc.(a) 11.750%, 09/01/10 4,913,825 6,628,000 Motorola, Inc. 7.500%, 05/15/25 7,184,180 2,194,000 Orbital Sciences Corp.(c) 9.000%, 07/15/11 2,413,488 See accompanying Notes to Schedule of Investments. 1 CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 10,056,000 Rayovac Corp. 8.500%, 10/01/13 $ 10,810,415 4,571,000 Sanmina-Sci Corp. 10.375%, 01/15/10 5,370,925 Sequa Corp. 6,399,000 8.875%, 04/01/08 7,007,343 1,828,000 9.000%, 08/01/09 2,029,524 3,657,000 Stratus Technologies, Inc.(a)(c) 10.375%, 12/01/08 3,656,800 18,741,000 Xerox Corp.(c) 7.625%, 06/15/13 19,209,628 -------------- 98,366,163 -------------- CONSUMER CYCLICAL (14.6%) 5,485,000 AMR Corp.(a) 7.250%, 02/05/09 5,354,927 1,828,000 BE Aerospace, Inc. 8.500%, 10/01/10 1,992,956 4,571,000 Broder Brothers Co.(a)(c) 11.250%, 10/15/10 4,456,725 3,200,000 Delta Air Lines, Inc. 10.125%, 05/15/10 1,807,831 11,986,000 GBP EMI Group, PLC 9.750%, 05/20/08 22,890,076 2,148,000 Fedders Corp.(a) 9.875%, 03/01/14 2,094,661 3,657,000 Inn of the Mountain Gods(a) 12.000%, 11/15/10 4,022,480 4,571,000 Interpublic Group of Companies, Inc.(c) 7.250%, 08/15/11 4,881,129 J.C. Penney Company, Inc.(c) 1,828,000 9.000%, 08/01/12 2,230,648 1,371,000 7.650%, 08/15/16 1,549,569 4,525,000 Kellwood Company 7.625%, 10/15/17 4,843,571 3,428,000 La Quinta Corp. 8.875%, 03/15/11 3,822,499 10,813,000 Oxford Industries, Inc.(a) 8.875%, 06/01/11 11,597,112 4,571,000 Perry Ellis International, Inc. 8.875%, 09/15/13 4,845,260 7,314,000 Rent-A-Center, Inc.(c) 7.500%, 05/01/10 7,642,712 10,879,000 Royal Caribbean Cruises, Ltd. 7.500%, 10/15/27 10,634,203 4,571,000 Russell Corp. 9.250%, 05/01/10 4,822,405 7,314,000 Tower Automotive, Inc.(c) 12.000%, 06/01/13 7,185,612 12,799,000 United Rentals, Inc.(a)(c) 7.000%, 02/15/14 11,966,878 7,862,000 Vail Resorts, Inc.(a) 6.750%, 02/15/14 7,744,188 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 6,399,000 Warnaco Group, Inc. 8.875%, 06/15/13 $ 6,911,352 -------------- 133,296,794 -------------- CONSUMER GROWTH STAPLES (16.6%) 9,919,000 Alpharma, Inc.(a)(c) 8.625%, 05/01/11 10,464,619 914,000 American Greetings Corp. 11.750%, 07/15/08 1,074,185 14,878,000 Ameripath, Inc.(c) 10.500%, 04/01/13 15,324,963 11,885,000 Ardent Health Services, Inc. 10.000%, 08/15/13 13,073,060 13,347,000 Bausch & Lomb, Inc. 7.125%, 08/01/28 13,478,030 5,942,000 CBD Media, LLC 8.625%, 06/01/11 6,373,117 Charter Communications, Inc. 6,399,000 10.000%, 04/01/09 5,551,480 4,571,000 9.625%, 11/15/09 3,908,205 1,828,000 11.125%, 01/15/11 1,618,134 5,028,000 Chattem, Inc.(a)(c) 7.000%, 03/01/14 4,927,538 2,743,000 Curative Health Services, Inc.(a) 10.750%, 05/01/11 2,766,598 4,571,000 DEX Media, Inc.(a)(c) 8.000%, 11/15/13 4,456,725 8,502,000 Hasbro, Inc. 6.600%, 07/15/28 8,204,488 5,759,000 Houghton Mifflin Company(c) 9.875%, 02/01/13 5,716,264 5,906,000 Mariner Health Care, Inc.(a)(c) 8.250%, 12/15/13 5,994,318 12,342,000 Mediacom Communications Corp.(c) 9.500%, 01/15/13 12,341,700 5,851,000 Playtex Products, Inc.(a)(c) 8.000%, 03/01/11 6,172,678 1,143,000 Psychiatric Solutions, Inc. 10.625%, 06/15/13 1,311,306 5,942,000 Quintiles Transitional Corp.(a) 10.000%, 10/01/13 6,179,992 10,970,000 Rite Aid Corp.(c) 6.875%, 08/15/13 10,367,028 8,685,000 Spanish Broadcasting System, Inc. 9.625%, 11/01/09 9,227,706 3,200,000 WH Intermediate Holdings, Ltd.(a) 9.500%, 04/01/11 3,415,680 -------------- 151,947,814 -------------- CONSUMER STAPLES (4.7%) 5,170,000 Del Monte Foods Company 8.625%, 12/15/12 5,738,479 5,485,000 DIMON, Inc. 7.750%, 06/01/13 5,389,209 2 See accompanying Notes to Schedule of Investments. CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- Dole Food Company, Inc. $ 12,433,000 8.875%, 03/15/11 $ 13,303,438 4,077,000 8.625%, 05/01/09 4,383,132 3,200,000 Gold Kist, Inc.(a) 10.250%, 03/15/14 3,375,684 3,657,000 Pinnacle Foods Holding(a) 8.250%, 12/01/13 3,835,069 Seminis Vegetable Seeds 1,828,000 10.250%, 10/01/13 2,038,666 914,000 10.250%, 10/01/13(a) 1,023,904 1,828,000 Smithfield Foods, Inc. 7.750%, 05/15/13 1,983,814 1,828,000 Standard Commercial Corp.(a)(c) 8.000%, 04/15/12 1,896,965 -------------- 42,968,360 -------------- CREDIT CYCLICAL (6.0%) 12,058,000 EUR HeidelbergCement Finance(a) 7.375%, 07/15/10 16,049,799 21,346,000 Texas Industries, Inc. 10.250%, 06/15/11 24,335,090 6,765,000 EUR Waterford Wedgewood PLC(a) 9.875%, 12/01/10 8,190,739 5,942,000 WCI Communities, Inc.(c) 7.875%, 10/01/13 6,239,415 -------------- 54,815,043 -------------- ENERGY (12.0%) 8,228,000 Arch Coal, Inc.(a) 6.750%, 07/01/13 8,515,773 Chesapeake Energy Corp.(c) 3,657,000 6.875%, 01/15/16(a) 3,729,936 1,828,000 7.750%, 01/15/15 1,983,814 4,571,000 Forest Oil Corp.(c) 8.000%, 12/15/11 5,073,810 2,743,000 Giant Industries, Inc.(c) 11.000%, 05/15/12 3,085,425 10,376,000 Houston Exploration Company 7.000%, 06/15/13 10,869,038 KCS Energy, Inc. 4,525,000 8.875%, 01/15/06 4,659,148 4,205,000 7.125%, 04/01/12(a) 4,226,347 2,743,000 Massey Energy Company(c) 6.950%, 03/01/07 2,824,878 1,371,000 Nuevo Energy Company 9.375%, 10/01/10 1,529,000 5,622,000 Paramount Resources, Ltd. 7.875%, 11/01/10 5,594,218 Petrobras International Finance Co.(c) 6,856,000 8.375%, 12/10/18 6,479,393 4,571,000 9.125%, 07/02/13 4,605,283 17,827,000 Premcor, Inc. 7.500%, 06/15/15 18,896,514 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 3,931,000 Swift Energy Company 10.250%, 08/01/09 $ 4,186,579 Tesoro Petroleum Corp.(c) 4,571,000 9.000%, 07/01/08 4,765,268 1,083,000 9.625%, 04/01/12 1,226,868 3,657,000 Tom Brown, Inc. 7.250%, 09/15/13 4,168,752 11,885,000 Williams Companies, Inc.(c) 8.625%, 06/01/10 13,132,483 -------------- 109,552,527 -------------- FINANCIAL (5.6%) 4,571,000 Fairfax Financial Holdings Limited 6.875%, 04/15/08 4,730,985 Host Marriott Corp.(c) 10,056,000 7.125%, 11/01/13 10,257,324 1,920,000 9.250%, 10/01/07 2,159,798 10,970,000 Leucadia National Corp.(c) 7.000%, 08/15/13 11,244,660 11,885,000 LNR Property Corp. 7.625%, 07/15/13 12,300,561 Senior Housing Properties Trust 4,891,000 7.875%, 04/15/15 5,208,883 4,571,000 8.625%, 01/15/12(c) 5,142,375 -------------- 51,044,586 -------------- TELECOMMUNICATIONS (3.3%) 2,743,000 AT&T Corp. 8.750%, 11/15/31 2,910,359 3,629,000 General Cable Corp.(a)(c) 9.500%, 11/15/10 3,992,311 14,673,000 Lucent Technologies, Inc.(c) 7.250%, 07/15/06 15,314,850 6,399,000 Nextel Communications, Inc. 7.375%, 08/01/15 6,679,374 1,371,000 Primus Telecommunications Group, Inc.(a)(c) 8.000%, 01/15/14 1,268,453 -------------- 30,165,347 -------------- TRANSPORTATION (2.4%) 1,371,000 GATX Corp. 8.875%, 06/01/09 1,565,314 9,965,000 General Maritime Corp. 10.000%, 03/15/13 11,260,201 6,902,000 Laidlaw Global Securities, Inc.(a) 10.750%, 06/15/11 7,782,242 923,000 Overseas Shipholding Group, Inc. 8.750%, 12/01/13 1,057,227 -------------- 21,664,984 -------------- UTILITIES (6.3%) 8,228,000 AES Corp.(c) 8.500%, 11/01/07 8,464,349 25,597,000 Calpine Corp.(c) 8.500%, 02/15/11 18,046,308 4,571,000 Centerpoint Energy, Inc.(c) 6.850%, 06/01/15 4,650,129 See accompanying Notes to Schedule of Investments. 3 CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- Edison International(c) $ 5,485,000 9.875%, 04/15/11 $ 5,677,182 3,657,000 10.000%, 08/15/08 3,857,924 4,571,000 PSEG Energy Holdings, LLC 8.625%, 02/15/08 4,936,680 11,519,000 Teco Energy, Inc.(c) 7.500%, 06/15/10 11,835,690 -------------- 57,468,262 -------------- TOTAL CORPORATE BONDS (Cost $964,313,308) 1,005,931,774 ============== CONVERTIBLE BONDS (2.0%) CAPITAL GOODS - TECHNOLOGY (0.4%) 4,000,000 Computer Network Technology Corp. 3.000%, 02/15/07 3,530,000 -------------- CONSUMER GROWTH STAPLES (0.7%) 1,000,000 Alpharma, Inc.(c) 3.000%, 06/01/06 1,206,250 5,200,000 Enzon Pharmaceuticals, Inc.(c) 4.500%, 07/01/08 4,985,500 -------------- 6,191,750 -------------- FINANCIAL (0.4%) 7,800,000 Providian Financial Corp. 0.000%, 02/15/21 3,939,000 -------------- TELECOMMUNICATIONS (0.5%) Liberty Media Corp. (Sprint PCS Group) 4,142,000 3.750%, 02/15/30(c) 2,775,140 1,974,000 4.000%, 11/15/29 1,421,280 -------------- 4,196,420 -------------- TOTAL CONVERTIBLE BONDS (Cost $15,764,533) 17,857,170 ============== SYNTHETIC CONVERTIBLE SECURITIES (12.1%) CORPORATE BONDS (10.3%) BASIC INDUSTRIES (1.7%) 172,000 Airgas, Inc. 9.125%, 10/01/11 194,765 429,000 Ball Corp. 6.875%, 12/15/12 454,740 1,030,000 Boise Cascade Corp.(c) 7.000%, 11/01/13 1,085,935 515,000 Bowater, Inc.(c) 6.500%, 06/15/13 500,642 558,000 Buckeye Technologies, Inc. 8.500%, 10/01/13 596,738 215,000 Century Aluminum Company 11.750%, 04/15/08 240,775 1,632,000 Equistar Chemicals, LP(c) 10.625%, 05/01/11 1,835,905 1,103,000 Freeport-McMoRan Copper & Gold, Inc.(c) 10.125%, 02/01/10 1,218,295 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 1,287,000 Georgia-Pacific Corp.(c) 8.000%, 01/15/14 $ 1,447,874 IMC Global, Inc.(c) 257,000 10.875%, 08/01/13 317,245 172,000 10.875%, 06/01/08 203,774 515,000 IPSCO, Inc. 8.750%, 06/01/13 579,150 536,000 Ispat International, NV(a)(c) 9.750%, 04/01/14 549,655 257,000 Jarden Corp. 9.750%, 05/01/12 290,862 235,000 Lone Star Technologies, Inc. 9.000%, 06/01/11 240,530 429,000 Mail-Well, Inc.(a)(c) 7.875%, 12/01/13 407,550 1,115,000 Mobile Mini, Inc. 9.500%, 07/01/13 1,254,825 257,000 Phelps Dodge Corp. 9.500%, 06/01/31 357,054 1,115,000 Polyone Corp.(c) 10.625%, 05/15/10 1,171,170 721,000 Pope & Talbot, Inc. 8.375%, 06/01/13 749,549 429,000 Sealed Air Corp.(a) 6.875%, 07/15/33 444,986 201,000 Shaw Group, Inc.(c) 10.750%, 03/15/10 208,243 172,000 Smurfit-Stone Container Corp. 8.375%, 07/01/12 185,328 Steel Dynamics, Inc. 402,000 9.500%, 03/15/09(c) 450,829 172,000 9.500%, 03/15/09(a) 192,621 Union Carbide Corp.(c) 300,000 7.875%, 04/01/23 291,291 215,000 6.700%, 04/01/09 217,718 107,000 7.500%, 06/01/25 100,815 -------------- 15,788,864 -------------- CAPITAL GOODS - INDUSTRIAL (0.9%) 257,000 Asbury Automotive Group, Inc. 9.000%, 06/15/12 268,982 257,000 Casella Waste Systems, Inc. 9.750%, 02/01/13 287,644 1,459,000 CNH Global, NV(a)(c) 9.250%, 08/01/11 1,633,631 General Motors Corp.(c) 678,000 8.250%, 07/15/23 727,183 69,000 7.125%, 07/15/13 72,122 43,000 Hines Horticulture, Inc. 10.250%, 10/01/11 47,190 558,000 Hutchison Whampoa, Ltd.(a)(c) 6.250%, 01/24/14 548,412 275,000 IMCO Recycling, Inc. 10.375%, 10/15/10 294,465 729,000 Jacuzzi Brands, Inc. 9.625%, 07/01/10 820,463 4 See accompanying Notes to Schedule of Investments. CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- JLG Industries, Inc. $ 652,000 8.250%, 05/01/08 $ 710,767 300,000 8.375%, 06/15/12(c) 312,312 429,000 Manitowoc Company, Inc.(c) 10.500%, 08/01/12 491,205 172,000 Navistar International Corp.(c) 8.000%, 02/01/08 177,177 729,000 SPX Corp.(c) 6.250%, 06/15/11 731,123 Terex Corp. 601,000 9.250%, 07/15/11 672,672 300,000 7.375%, 01/15/14(a) 314,564 -------------- 8,109,912 -------------- CAPITAL GOODS - TECHNOLOGY (1.0%) 235,000 Arrow Electronics, Inc.(c) 6.875%, 06/01/18 237,612 90,000 EUR Aspropulsion Capital BV(a) 9.625%, 10/01/13 113,665 1,416,000 Esterline Technologies Corp. 7.750%, 06/15/13 1,479,407 172,000 Flextronics International, Ltd.(c) 6.500%, 05/15/13 174,603 Legrand, SA 686,000 8.500%, 02/15/25 726,726 429,000 10.500%, 02/15/13 501,930 86,000 EUR 11.000%, 02/15/13 123,166 429,000 Monitronics International, Inc.(a) 11.750%, 09/01/10 461,175 622,000 Motorola, Inc. 7.500%, 05/15/25 674,254 206,000 Orbital Sciences Corp.(c) 9.000%, 07/15/11 226,512 944,000 Rayovac Corp. 8.500%, 10/01/13 1,014,585 429,000 Sanmina-Sci Corp. 10.375%, 01/15/10 504,075 Sequa Corp. 601,000 8.875%, 04/01/08 657,657 172,000 9.000%, 08/01/09 190,476 343,000 Stratus Technologies, Inc.(a)(c) 10.375%, 12/01/08 343,200 1,759,000 Xerox Corp.(c) 7.625%, 06/15/13 1,802,873 -------------- 9,231,916 -------------- CONSUMER CYCLICAL (1.4%) 515,000 AMR Corp.(a) 7.250%, 02/05/09 502,574 172,000 BE Aerospace, Inc. 8.500%, 10/01/10 187,044 429,000 Broder Brothers Co.(a)(c) 11.250%, 10/15/10 418,275 300,000 Delta Air Lines, Inc. 10.125%, 05/15/10 169,670 1,125,000 GBP EMI Group, PLC 9.750%, 05/20/08 2,148,292 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 202,000 Fedders Corp.(a) 9.875%, 03/01/14 $ 196,589 343,000 Inn of the Mountain Gods(a) 12.000%, 11/15/10 377,520 429,000 Interpublic Group of Companies, Inc.(c) 7.250%, 08/15/11 458,106 J.C. Penney Company, Inc.(c) 172,000 9.000%, 08/01/12 209,352 129,000 7.650%, 08/15/16 145,431 425,000 Kellwood Company 7.625%, 10/15/17 454,582 322,000 La Quinta Corp. 8.875%, 03/15/11 358,751 1,015,000 Oxford Industries, Inc.(a) 8.875%, 06/01/11 1,088,419 429,000 Perry Ellis International, Inc. 8.875%, 09/15/13 454,740 686,000 Rent-A-Center, Inc.(c) 7.500%, 05/01/10 717,288 1,021,000 Royal Caribbean Cruises, Ltd. 7.500%, 10/15/27 998,047 429,000 Russell Corp. 9.250%, 05/01/10 452,595 686,000 Tower Automotive, Inc.(c) 12.000%, 06/01/13 674,388 1,201,000 United Rentals, Inc.(a)(c) 7.000%, 02/15/14 1,123,122 738,000 Vail Resorts, Inc.(a) 6.750%, 02/15/14 726,812 601,000 Warnaco Group, Inc. 8.875%, 06/15/13 648,648 -------------- 12,510,245 -------------- CONSUMER GROWTH STAPLES (1.6%) 931,000 Alpharma, Inc.(a)(c) 8.625%, 05/01/11 982,131 86,000 American Greetings Corp. 11.750%, 07/15/08 100,815 1,397,000 Ameripath, Inc.(c) 10.500%, 04/01/13 1,438,287 1,115,000 Ardent Health Services, Inc. 10.000%, 08/15/13 1,226,940 1,253,000 Bausch & Lomb, Inc. 7.125%, 08/01/28 1,264,948 558,000 CBD Media, LLC 8.625%, 06/01/11 598,133 Charter Communications, Inc. 601,000 10.000%, 04/01/09 521,021 429,000 9.625%, 11/15/09 366,795 172,000 11.125%, 01/15/11 151,866 472,000 Chattem, Inc.(a)(c) 7.000%, 03/01/14 462,462 257,000 Curative Health Services, Inc.(a) 10.750%, 05/01/11 259,652 429,000 DEX Media, Inc.(a)(c) 8.000%, 11/15/13 418,275 See accompanying Notes to Schedule of Investments. 5 CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 798,000 Hasbro, Inc. 6.600%, 07/15/28 $ 770,012 541,000 Houghton Mifflin Company(c) 9.875%, 02/01/13 536,486 554,000 Mariner Health Care, Inc.(a)(c) 8.250%, 12/15/13 562,582 1,158,000 Mediacom Communications Corp.(c) 9.500%, 01/15/13 1,158,300 549,000 Playtex Products, Inc.(a)(c) 8.000%, 03/01/11 579,322 107,000 Psychiatric Solutions, Inc. 10.625%, 06/15/13 123,069 558,000 Quintiles Transitional Corp.(a) 10.000%, 10/01/13 580,008 1,030,000 Rite Aid Corp.(c) 6.875%, 08/15/13 972,972 815,000 Spanish Broadcasting System, Inc. 9.625%, 11/01/09 866,044 300,000 WH Intermediate Holdings, Ltd.(a) 9.500%, 04/01/11 320,570 -------------- 14,260,690 -------------- CONSUMER STAPLES (0.4%) 485,000 Del Monte Foods Company 8.625%, 12/15/12 538,571 515,000 DIMON, Inc. 7.750%, 06/01/13 505,791 Dole Food Company, Inc. 1,167,000 8.875%, 03/15/11 1,248,562 383,000 8.625%, 05/01/09 411,368 300,000 Gold Kist, Inc.(a) 10.250%, 03/15/14 316,817 343,000 Pinnacle Foods Holding(a) 8.250%, 12/01/13 359,931 Seminis Vegetable Seeds 172,000 10.250%, 10/01/13 191,334 86,000 10.250%, 10/01/13(a) 96,096 172,000 Smithfield Foods, Inc. 7.750%, 05/15/13 186,186 172,000 Standard Commercial Corp.(a)(c) 8.000%, 04/15/12 178,035 -------------- 4,032,691 -------------- CREDIT CYCLICAL (0.6%) 1,132,000 EUR HeidelbergCement Finance(a) 7.375%, 07/15/10 1,506,315 2,004,000 Texas Industries, Inc. 10.250%, 06/15/11 2,283,910 635,000 EUR Waterford Wedgewood PLC(a) 9.875%, 12/01/10 768,722 558,000 WCI Communities, Inc.(c) 7.875%, 10/01/13 585,585 -------------- 5,144,532 -------------- ENERGY (1.1%) 772,000 Arch Coal, Inc.(a) 6.750%, 07/01/13 799,227 PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- Chesapeake Energy Corp.(c) $ 343,000 6.875%, 01/15/16(a) $ 350,064 172,000 7.750%, 01/15/15 186,186 429,000 Forest Oil Corp.(c) 8.000%, 12/15/11 476,190 257,000 Giant Industries, Inc.(c) 11.000%, 05/15/12 289,575 974,000 Houston Exploration Company 7.000%, 06/15/13 1,020,087 KCS Energy, Inc. 425,000 8.875%, 01/15/06 437,273 395,000 7.125%, 04/01/12(a) 396,653 257,000 Massey Energy Company(c) 6.950%, 03/01/07 265,122 129,000 Nuevo Energy Company 9.375%, 10/01/10 143,501 528,000 Paramount Resources, Ltd. 7.875%, 11/01/10 525,032 Petrobras International Finance Co.(c) 644,000 8.375%, 12/10/18 608,108 429,000 9.125%, 07/02/13 432,218 1,673,000 Premcor, Inc. 7.500%, 06/15/15 1,773,486 369,000 Swift Energy Company 10.250%, 08/01/09 392,921 Tesoro Petroleum Corp.(c) 429,000 9.000%, 07/01/08 447,233 102,000 9.625%, 04/01/12 115,145 343,000 Tom Brown, Inc. 7.250%, 09/15/13 391,248 1,115,000 Williams Companies, Inc.(c) 8.625%, 06/01/10 1,232,517 -------------- 10,281,786 -------------- FINANCIAL (0.5%) 429,000 Fairfax Financial Holdings Limited 6.875%, 04/15/08 444,015 Host Marriott Corp.(c) 944,000 7.125%, 11/01/13 962,676 180,000 9.250%, 10/01/07 202,703 1,030,000 Leucadia National Corp.(c) 7.000%, 08/15/13 1,055,340 1,115,000 LNR Property Corp. 7.625%, 07/15/13 1,154,439 Senior Housing Properties Trust 459,000 7.875%, 04/15/15 488,867 429,000 8.625%, 01/15/12(c) 482,625 -------------- 4,790,665 -------------- TELECOMMUNICATIONS (0.3%) 257,000 AT&T Corp. 8.750%, 11/15/31 273,145 341,000 General Cable Corp.(a)(c) 9.500%, 11/15/10 374,689 1,377,000 Lucent Technologies, Inc.(c) 7.250%, 07/15/06 1,437,338 6 See accompanying Notes to Schedule of Investments. CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- $ 601,000 Nextel Communications, Inc. 7.375%, 08/01/15 $ 626,876 129,000 Primus Telecommunications Group, Inc.(a)(c) 8.000%, 01/15/14 119,048 -------------- 2,831,096 -------------- TRANSPORTATION (0.2%) 129,000 GATX Corp. 8.875%, 06/01/09 146,909 935,000 General Maritime Corp. 10.000%, 03/15/13 1,056,799 648,000 Laidlaw Global Securities, Inc.(a) 10.750%, 06/15/11 730,383 87,000 Overseas Shipholding Group, Inc. 8.750%, 12/01/13 99,223 -------------- 2,033,314 -------------- UTILITIES (0.6%) 772,000 AES Corp.(c) 8.500%, 11/01/07 794,401 2,403,000 Calpine Corp.(c) 8.500%, 02/15/11 1,693,692 429,000 Centerpoint Energy, Inc.(c) 6.850%, 06/01/15 436,426 Edison International(c) 515,000 9.875%, 04/15/11 532,818 343,000 10.000%, 08/15/08 362,076 429,000 PSEG Energy Holdings, LLC 8.625%, 02/15/08 463,320 1,081,000 Teco Energy, Inc.(c) 7.500%, 06/15/10 1,110,810 -------------- 5,393,543 -------------- TOTAL CORPORATE BONDS 94,409,254 -------------- NUMBER OF CONTRACTS VALUE ----------------------------------------------------------------- OPTIONS (1.8%) CAPITAL GOODS - TECHNOLOGY (0.2%) 5,000 Motorola, Inc.(b) Call, 01/21/06, Strike 20 1,600,000 -------------- CONSUMER CYCLICAL (0.3%) 2,200 Carnival Corp.(b) Call, 01/21/06, Strike 45 1,188,000 International Game Technology(b) 2,400 Call, 01/21/06, Strike 50 840,000 825 Call, 01/21/06, Strike 45 398,900 1,500 J.C. Penney Company, Inc.(b) Call, 01/21/06, Strike 40 543,600 -------------- 2,970,500 -------------- CONSUMER GROWTH STAPLES (0.6%) 900 Bausch & Lomb, Inc.(b) Call, 01/21/06, Strike 65 747,000 1,200 Biogen, Inc.(b) Call, 01/21/06, Strike 70 1,080,210 NUMBER OF CONTRACTS VALUE ----------------------------------------------------------------- 1,500 Nike, Inc.(b) Call, 01/21/06, Strike 80 $ 952,500 3,000 Starbucks Corp.(b) Call, 01/21/06, Strike 45 1,260,000 1,250 United Health Group, Inc.(b) Call, 01/21/06, Strike 65 1,040,070 -------------- 5,079,780 -------------- CONSUMER STAPLES (0.2%) 4,000 Tyson Foods, Inc.(b) Call, 01/21/06, Strike 17.5 1,560,000 -------------- ENERGY (0.1%) 2,700 Transocean, Inc.(b) Call, 01/21/06, Strike 30 1,268,820 -------------- FINANCIAL (0.3%) 2,200 Allstate Corp.(b) Call, 01/21/06, Strike 45 1,177,000 1,200 Countrywide Financial Corp.(b) Call, 01/21/06, Strike 60 1,998,000 -------------- 3,175,000 -------------- TELECOMMUNICATIONS (0.1%) 1,100 QUALCOMM, Inc.(b) Call, 01/21/06, Strike 70 1,023,000 -------------- TOTAL OPTIONS 16,677,100 -------------- TOTAL SYNTHETIC CONVERTIBLE SECURITIES (Cost $108,170,877) 111,086,354 ============== NUMBER OF SHARES VALUE ----------------------------------------------------------------- CONVERTIBLE PREFERRED STOCKS (17.8%) CAPITAL GOODS - INDUSTRIAL (5.4%) 225,000 Cummins, Inc. 7.000% 16,115,625 590,000 Ford Motor Company Capital Trust II 6.500% 33,293,700 -------------- 49,409,325 -------------- CONSUMER GROWTH STAPLES (4.4%) 810,000 Cablevision Systems Corp. 6.500% 18,476,100 440,000 Cendant Corp. 7.750% 21,912,000 -------------- 40,388,100 FINANCIAL (2.0%) 500,000 National Australia Bank, Ltd. 7.875% 17,955,000 -------------- TELECOMMUNICATIONS (2.9%) 532,000 Alltel Corp. 7.750% 26,520,200 -------------- See accompanying Notes to Schedule of Investments. 7 CONVERTIBLE AND HIGH INCOME FUND SCHEDULE OF INVESTMENTS APRIL 30, 2004 (UNAUDITED) NUMBER OF SHARES VALUE ----------------------------------------------------------------- UTILITIES (3.1%) 450,000 Ameren Corp. 9.750% $ 12,217,500 375,000 TXU Corp.(c) 8.125% 15,746,250 -------------- 27,963,750 -------------- TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $150,669,827) 162,236,375 ============== PRINCIPAL AMOUNT VALUE ----------------------------------------------------------------- SHORT TERM INVESTMENTS (38.1%) $347,382,057 Bank of New York Institutional Cash Reserve Fund(d), current rate 1.110% $ 347,382,057 977,000 Exxon Mobil Corporation Commercial Paper 0.840%, 05/03/04 976,954 -------------- TOTAL SHORT TERM INVESTMENTS (Cost $348,359,011) 348,359,011 ============== TOTAL INVESTMENTS (180.0%) (Cost $1,587,277,556) 1,645,470,684 ============== LIABILITIES, LESS OTHER ASSETS (-33.0%) (301,179,791) PREFERRED SHARES AT REDEMPTION VALUE, INCLUDING DIVIDENDS PAYABLE (-47.0%) (430,000,000) -------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS (100.0%) $ 914,290,893 ============== NOTES TO SCHEDULE OF INVESTMENTS Note: Market values for securities denominated in foreign currencies are show in U.S. dollars. (a) 144A securities are those that are exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities are generally issued to qualified institutional buyers ("QIBs"), such as the Fund. Any resale of these securities must generally be effected through a sale that is exempt from registration (e.g. a sale to another QIB), or the security must be registered for public sale. At April 30, 2004, the market value of 144A securities that cannot currently be exchanged to the registered form is $228,481,981 or 25.0% of net assets applicable to common shareholders of the Fund. (b) Non-income producing security. (c) Security, or portion of security, is on loan. (d) Security is purchased with the cash collateral from securities loaned. FOREIGN CURRENCY ABBREVIATIONS EUR: European Monetary Unit GBP: Great Britain Pound 8 See accompanying Notes to Financial Statements. STATEMENT OF ASSETS AND LIABILITIES APRIL 30, 2004 (UNAUDITED) ------------------------------------------------------------------------------ ASSETS Investments, at value* (cost $1,587,277,556) $1,645,470,684 Cash with custodian (interest bearing) 15,334,225 Accrued interest and dividends receivable 30,060,035 Unrealized appreciation on interest rate swaps 2,503,807 Prepaid expenses 104,552 Other assets 3,363 -------------- Total Assets 1,693,476,666 -------------- LIABILITIES Payable upon return of securities loaned 347,382,057 Payable for investments purchased 796,344 Payable to investment advisor 776,251 Payable for deferred compensation to Trustees 3,363 Other accounts payable and accrued liabilities 227,758 -------------- Total Liabilities 349,185,773 -------------- PREFERRED SHARES $25,000 liquidation value per share applicable to 17,200 shares, including dividends payable $ 430,000,000 -------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS $ 914,290,893 ============== COMPOSITION OF NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS Common stock, no par value, unlimited shares authorized, 60,653,127 shares issued and outstanding $ 863,180,791 Undistributed net investment income (loss) 7,996,627 Accumulated net realized gain (loss) on investments, foreign currency transactions and interest rate swaps (17,607,892) Net unrealized appreciation (depreciation) on investments, foreign currency translations and interest rate swaps 60,721,367 -------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS $ 914,290,893 ============== Net asset value per common share based on 60,653,127 shares issued and outstanding $ 15.07 ============== * Includes $330,501,439 of securities loaned. See accompanying Notes to Financial Statements. 9 STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED APRIL 30, 2004 (UNAUDITED) --------------------------------------------------------------------------- INVESTMENT INCOME Interest $47,247,531 Dividends 7,435,876 Securities lending income 618,059 ----------- Total investment income 55,301,466 ----------- EXPENSES Investment advisory fees 5,367,350 Auction agent fees 555,684 Accounting fees 170,141 Printing and mailing fees 54,763 Custodian fees 46,410 Audit and legal fees 38,896 Registration fees 21,499 Transfer agent fees 13,323 Financial accounting fees 12,821 Trustees' fees 8,043 Other 4,873 ----------- Total expenses 6,293,803 Less expenses waived (670,919) ----------- Net expenses 5,622,884 ----------- NET INVESTMENT INCOME (LOSS) 49,678,582 ----------- REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS, FOREIGN CURRENCY AND INTEREST RATE SWAPS Net realized gain (loss) from: Investments (7,926,666) Foreign currency transactions 82,093 Interest rate swaps (4,275,472) Change in net unrealized appreciation/depreciation on: Investments 22,286,062 Foreign currency translations (25,977) Interest rate swaps 3,066,331 ----------- NET REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS, FOREIGN CURRENCY AND INTEREST RATE SWAPS 13,206,371 ----------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 62,884,953 ----------- DIVIDENDS TO PREFERRED SHAREHOLDERS FROM Net investment income (2,506,998) ----------- NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS RESULTING FROM OPERATIONS $60,377,955 =========== 10 See accompanying Notes to Financial Statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE FOR THE PERIOD SIX MONTHS ENDED ENDED OCTOBER APRIL 30, 2004 (UNAUDITED) 31, 2003 ------------------------------------------------------------------------------------------------------------- OPERATIONS Net investment income (loss) $ 49,678,582 $ 27,980,023 Net realized gain (loss) from investments, foreign currency transactions and interest rate swaps (12,120,045) (5,406,515) Change in net unrealized appreciation/depreciation on investments, foreign currency translations and interest rate swaps 25,326,416 35,394,951 Dividends to preferred shareholders from Net investment income (2,506,998) (1,213,810) ------------ ------------ Net increase (decrease) in net assets applicable to common shareholders resulting from operations 60,377,955 56,754,649 ------------ ------------ DIVIDENDS TO COMMON SHAREHOLDERS FROM Net investment income (44,173,142) (21,968,817) CAPITAL STOCK TRANSACTIONS Proceeds from initial offering -- 859,692,275 Offering costs on common shares -- (1,481,905) Offering costs on preferred shares -- (4,704,000) Reinvestment of dividends resulting in the issuance of common stock 6,934,146 2,859,732 ------------ ------------ Net increase (decrease) in net assets from capital stock transactions 6,934,146 856,366,102 ------------ ------------ TOTAL INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS 23,138,959 891,151,934 ------------ ------------ NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS Beginning of period* 891,151,934 -- End of period $914,290,893 $891,151,934 ============ ============ Undistributed net investment income (loss) $ 7,996,627 $ 4,998,185 * The Fund commenced operations on May 30, 2003. See accompanying Notes to Financial Statements. 11 NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION. CALAMOS Convertible and High Income Fund (the "Fund") was organized as a Delaware statutory trust on March 12, 2003 and is registered under the Investment Company Act of 1940 as a diversified, closed-end management investment company. The Fund commenced operations on May 30, 2003. The Fund's investment objective is to provide total return, through a combination of capital appreciation and current income. The Fund currently seeks to achieve its investment objective by investing substantially all of its assets in convertible securities and non-convertible income securities. PORTFOLIO VALUATION. In computing the net asset value of the Fund, portfolio securities, including options, that are traded on a national securities exchange are valued at the last reported sales price. Securities quoted on the NASDAQ National Market System are valued at the Nasdaq Official Closing Price ("NOCP"), as determined by Nasdaq, or lacking an NOCP, the last current reported sale price as of the time of valuation. Securities traded in the over-the counter market and listed securities for which no sales were reported are valued at the mean of the most recently quoted bid and asked prices. Short-term securities with maturities of 60 days or less are valued at amortized cost which approximates market value. When market quotations are not readily available or when the valuation methods mentioned above are not reflective of the fair value of the security, the security is valued at a fair value following procedures approved by the Board of Trustees or a committee thereof. These procedures may utilize valuations furnished by pricing services approved by the Board of Trustees or a committee thereof, which may be based on market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders, a computerized matrix system, or appraisals derived from information concerning the securities or similar securities received from recognized dealers in those securities. Securities that are principally traded in a foreign market are valued as of the close of the appropriate exchange or other designated time. Trading in securities on European and Far Eastern securities exchanges and over-the-counter markets is normally completed at various times before the close of business on each day on which the New York Stock Exchange ("NYSE") is open. Trading of these securities may not take place on every NYSE business day. In addition, trading may take place in various foreign markets on Saturdays or on other days when the NYSE is not open and on which the Fund's net asset value is not calculated. Therefore, such calculation does not take place contemporaneously with the determination of the prices of many of the portfolio securities used in such calculation and the value of the Fund's portfolio may be significantly affected on days when shares of the Fund may not be purchased or redeemed. As stated above, if the market prices are not readily available or are not reflective of the fair value of the security, the security will be valued at a fair value following procedures approved by the Board of Trustees or a committee thereof. INVESTMENT TRANSACTIONS AND INVESTMENT INCOME. Short term investment transactions are recorded on a trade date basis. Long term investment transactions are recorded on a trade date plus one basis, except for April 30th and October 31st, which are recorded on trade date. Net realized gains and losses from investment transactions are reported on an identified cost basis. Interest income is recognized using the accrual method and includes accretion of original issue and market discount and amortization of premium. Dividend income is recognized on the ex-dividend date, except that certain dividends from foreign securities are recorded as soon as the information becomes available. FOREIGN CURRENCY TRANSLATION. Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange. Purchases and sales of investments and dividend and interest income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transaction. FEDERAL INCOME TAXES. No provision has been made for Federal income taxes since the Fund is taxed as a "regulated investment company" under Subchapter M of the Internal Revenue Code of 1986. 12 NOTES TO FINANCIAL STATEMENTS (UNAUDITED) DIVIDENDS. Dividends payable to shareholders are recorded by the Fund on the ex-dividend date. Income and capital gain dividends are determined in accordance with income tax regulations, which may differ from accounting principles generally accepted in the United States. These differences are primarily due to differing treatments for foreign currency transactions and contingent payment debt instruments. USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. NOTE 2 - INVESTMENT ADVISER AND TRANSACTIONS WITH AFFILIATES OR CERTAIN OTHER PARTIES Pursuant to an investment advisory agreement with CALAMOS ASSET MANAGEMENT, INC. ("CAM"), the Fund pays an annual fee, payable monthly, equal to 0.80% based on the average weekly managed assets. "Managed Assets" means the total assets of the Fund (including any assets attributable to any leverage that may be outstanding) minus the sum of total liabilities (other than debt representing financial leverage). CAM has contractually agreed to waive a portion of its management fee at the annual rate of 0.10% of the average weekly managed assets of the Fund for the first five full years of the Fund's operation (through May 31, 2008) and to waive a declining amount for an additional three years (0.07% of the average weekly managed assets in 2009, 0.05% in 2010, and 0.03% in 2011). Effective April 1, 2004, CAM receives a fee payable monthly at the annual rate of 0.0175% on the first $1 billion of Combined Assets (Calamos Investment Trust, Calamos Advisor Trust, Calamos Convertible and High Income Fund and Calamos Strategic Total Return Fund); 0.0150% on the next $1 billion of Combined Assets; and 0.0110% on Combined Assets above $2 billion for financial accounting services. The Fund will pay its pro rata share of the financial accounting service fee payable to CAM based on relative managed assets of the Fund. Certain portfolio transactions for the Fund may be executed through CALAMOS FINANCIAL SERVICES, INC. ("CFS") as broker, consistent with the Fund's policy of obtaining best price and execution. During the six months ended April 30, 2004, the Fund paid no brokerage commissions to CFS on purchases or sales of Fund securities. Certain officers and trustees of the Fund are also officers and directors of CFS and CAM. All officers and affiliated trustees serve without direct compensation from the Fund. The Fund has adopted a deferred compensation plan (the "Plan"). Under the Plan, a Trustee who is not an "interested person" of CAM and has elected to participate in the Plan (a "participating trustee") may defer receipt of all or a portion of his compensation from the Fund. The deferred compensation payable to the participating trustee is credited to the trustee's deferral account as of the business day such compensation would have been paid to the trustee. The value of a trustee's deferred compensation account at any time is equal to what would be the value if the amounts credited to the account had instead been invested in shares of one or more of the Funds of the Calamos Investment Trust as designated by the trustee. Thus, the value of the account increases with contributions to the account or with increases in the value of the measuring shares, and the value of the account decreases with withdrawals from the account or with declines in the value of the measuring shares. If a participating trustee retires, the trustee may elect to receive payments under the plan in a lump sum or in equal installments over a period of five years. If a participating trustee dies, any amount payable under the Plan will be paid to the trustee's beneficiaries. Deferred compensation investments of $3,363 are included in "Other Assets" on the Statement of Assets and Liabilities at April 30, 2004. The Fund's obligation to make payments under the Plan is a general obligation of the Fund. 13 NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 3 - INVESTMENTS Purchases and sales of investments other than short-term obligations for the six months ended April 30, 2004 were as follows: Purchases $ 221,771,355 Proceeds from sales 191,083,367 The following information is presented on an income tax basis as of April 30, 2004. Differences between amounts for financial statements and Federal income tax purposes are primarily due to timing differences. The cost basis of investments for Federal income tax purposes at April 30, 2004 was as follows: Cost basis of investments $1,587,085,894 Gross unrealized appreciation 70,176,172 Gross unrealized depreciation (11,791,382) -------------- Net unrealized appreciation (depreciation) $ 58,384,790 ============== NOTE 4 - FORWARD FOREIGN CURRENCY CONTRACTS The Fund may engage in portfolio hedging with respect to changes in currency exchange rates by entering into forward foreign currency contracts to purchase or sell currencies. A forward foreign currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. Risks associated with such contracts include movement in the value of the foreign currency relative to the U.S. dollar and the ability of the counterparty to perform. The net unrealized gain, if any, represents the credit risk to the Fund on a forward foreign currency contract. The contracts are valued daily at forward exchange rates, and an unrealized gain or loss is recorded. The Fund realizes a gain or loss upon settlement of the contracts. There were no open forward foreign currency contracts at April 30, 2004. NOTE 5 - OPTIONS TRANSACTIONS The Fund may engage in options transactions and in doing so achieve the similar objectives to what they would achieve through the sale or purchase of individual securities. Net realized gain on option transactions were $1,445,021 for the six months ended April 30, 2004. NOTE 6 - DISTRIBUTIONS TO SHAREHOLDERS The tax character of distributions paid during the period ended October 31, 2003 is as follows: OCTOBER 31, 2003 -------------------------------------------------------------------------------- Distribution paid from: Ordinary income $23,182,627 Net long-term capital gains -- ----------- Total taxable distribution 23,182,627 =========== As of October 31 2003, the components of accumulated earnings/(losses) on a tax basis were as follows: Undistributed ordinary income -- net 4,232,756 Undistributed long term capital gains -- net -- ----------- Total undistributed earnings -- net 4,232,756 Capital loss carryforward (5,487,847)* Unrealized gains/(losses) -- net 36,160,379** ----------- Total accumulated earnings/(losses) -- net $34,905,288 =========== * As of October 31, 2003, the Fund had capital loss carryforwards of $5,487,847, which if not used, will expire in 2011. ** The difference between book-basis and tax-basis unrealized gains/(losses) is attributable to the difference between book and tax amortization methods for premiums and discounts on fixed income securities and other temporary book/tax differences. 14 NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 7 - COMMON STOCK There are unlimited common shares of beneficial interest authorized and 60,653,127 shares outstanding at April 30, 2004. CAM owned 14,447 of the outstanding shares. Transactions in common shares were as follows: SIX MONTHS ENDED PERIOD ENDED APRIL 30, 2004 OCTOBER 31, 2003 ---------------------------------------------------------------------------------------------------- Beginning Shares 60,208,549 -- Shares Sold -- 60,013,451 Shares Issued Through Reinvestment of Distributions 444,578 195,098 ---------- ---------- Ending Shares 60,653,127 60,208,549 ---------- ---------- NOTE 8 - PREFERRED SHARES There are unlimited shares of Auction Rate Cumulative Preferred Shares ("Preferred Shares") authorized. The Preferred Shares have rights as determined by the Board of Trustees. The 17,200 shares of Preferred Shares outstanding consist of six series, 3,000 shares of M, 3,000 shares of TU, 3,000 shares of W, 3,000 shares of TH, 3,000 shares of F and 2,200 shares of A. The Preferred Shares have a liquidation value of $25,000 per share plus any accumulated but unpaid dividends whether or not declared. Dividends on the Preferred Shares are cumulative at a rate typically reset every seven and twenty-eight days based on the results of an auction. Dividend rates ranged from 1.00% to 1.51% for the six months ended April 30, 2004. Under the Investment Company Act of 1940, the Fund may not declare dividends or make other distribution on shares of common stock or purchases any such shares if, at the time of the declaration, distribution or purchase, asset coverage with respect to the outstanding Preferred Shares would be less than 200%. The Preferred Shares are redeemable at the option of the Fund, in whole or in part, on any dividend payment date at $25,000 per share plus any accumulated but unpaid dividends. The Preferred Shares are also subject to mandatory redemption at $25,000 per share plus any accumulated but unpaid dividends, whether or not declared, if certain requirements relating to the composition of the assets and liabilities of the Fund as set forth in the Statement of Preferences are not satisfied. The holders of Preferred Shares have voting rights equal to the holders of common stock (one vote per share) and will vote together with holders of shares of common stock as a single class except on matters affecting only the holders of preferred shares or the holders of common shares. NOTE 9 - INTEREST RATE TRANSACTIONS The Fund may enter into interest rate swap or cap transactions to attempt to protect itself from increasing dividend or interest expense on its leverage resulting from increasing short-term interest rates. A decline in interest rates may result in a decline in the value of the swap or cap, which may result in a decline in the net asset value of the Fund. In addition, if the counterparty to an interest rate swap or cap defaults, the Fund would not be able to use the anticipated receipts under the swap or cap to offset the dividend or interest payments on the Fund's leverage. At the time an interest rate swap or cap reaches its scheduled termination, there is a risk that the Fund would not be able to obtain a replacement transaction or that the terms of the replacement would not be as favorable as on the expiring transaction. In addition, if the Fund is required to terminate any swap or cap early due to the Fund failing to maintain a required 200% asset coverage of the liquidation value of the outstanding preferred shares or the Fund loses its credit rating on its preferred shares, then the Fund could be required 15 NOTES TO FINANCIAL STATEMENTS (UNAUDITED) to make a termination payment, in addition to redeeming all or some of the preferred shares. Details of the swap agreements outstanding as of April 30, 2004 were as follows: UNREALIZED TERMINATION NOTIONAL APPRECIATION COUNTERPARTY DATE AMOUNT (000) FIXED RATE FLOATING RATE (DEPRECIATION) --------------------------------------------------------------------------------------------------------------------------------- Citibank NA October 27, 2006 $100,000 2.80% 1 month LIBOR $ 358,086 Citibank NA October 27, 2007 200,000 3.27% 1 month LIBOR 1,310,255 Citibank NA October 27, 2008 100,000 3.65% 1 month LIBOR 835,466 ---------- $2,503,807 ================ ======== ===== ============= ========== NOTE 10 - SECURITIES LENDING During the six months ended April 30, 2004, the Fund lent certain of its securities to broker-dealers and banks. Any such loan must be continuously secured by collateral in cash or cash equivalents maintained on a current basis in an amount at least equal to the market value of the securities loaned by the Fund. The Fund would continue to receive the equivalent of the interest or dividends paid by the issuer on the securities loaned and would also receive an additional return that may be in the form of a fixed fee or a percentage of the collateral. The Fund may pay reasonable fees to persons unaffiliated with the Fund for services in arranging these loans. The Fund would have the right to call the loan and obtain the securities loaned at any time on notice of not more than five business days. The Fund would not have the right to vote the securities during the existence of the loan but could call the loan in an attempt to permit voting of the securities. In the event of bankruptcy or other default of the borrower, the Fund could experience both delays in liquidating the loan collateral or recovering the loaned securities and losses, including (a) possible decline in the value of the collateral or in the value of the securities loaned during the period while the Fund seeks to enforce its rights thereto, (b) possible subnormal levels of income and lack of access to income during this period, and (c) expenses of enforcing its rights. In an effort to reduce these risks, the investment manager will monitor the creditworthiness of the firms to which the Fund lends securities. At April 30, 2004, the Fund had securities valued at $330,501,439 on loan to brokers-dealers and banks and, $347,382,057 in cash equivalent collateral. 16 FINANCIAL HIGHLIGHTS SELECTED DATA FOR A COMMON SHARE OUTSTANDING THROUGHOUT THE PERIOD WAS AS FOLLOWS: May 30, 2003* For the Six Months through Ended April 30, 2004 October 31, (unaudited) 2003 ----------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 14.80 $ 14.32(a) -------- -------- Income from investment operations: Net investment income (loss) 0.83 0.44 Net realized and unrealized gain (loss) from investments, foreign currency and interest rate swaps 0.21 0.46 Dividends to preferred shareholders from Net investment income (common stock equivalent basis) (0.04) (0.02) -------- -------- Total from investment operations 1.00 0.88 ----------------------------------------------------------------------------------------------------- Less dividends to common shareholders from Net investment income (0.73) (0.37) Capital charge resulting from issuance of common and preferred shares -- (0.03) -------- -------- ----------------------------------------------------------------------------------------------------- Net asset value, end of period $ 15.07 $ 14.80 ======== ======== Market value, end of period $ 15.15 $ 16.00 ----------------------------------------------------------------------------------------------------- Total investment return based on (b): Net asset value 6.70% 5.92% Market value -0.78% 9.36% ----------------------------------------------------------------------------------------------------- Ratios and Supplemental Data Net assets applicable to common shareholders, end of period (000's omitted) $914,291 $891,152 Preferred shares, at redemption value ($25,000 per share liquidation preference) (000's omitted) $430,000 $430,000 Ratios to average net assets: Net expenses(c) 1.23% 1.11% Gross expenses prior to waiver of expense by the adviser(c) 1.38% 1.24% Net investment income (loss)(c) 10.88% 7.85% Preferred share dividends(c) 0.55% 0.34% Net investment income, net of preferred share dividends(c) 10.33% 7.51% Portfolio turnover rate 15% 20% Asset coverage per preferred share, at end of period(d) $ 78,156 $ 76,811 ----------------------------------------------------------------------------------------------------- * Commencement of operations. (a) Net of sales load of $0.68 on initial shares issued. (b) Total investment return is calculated assuming a purchase of common stock on the opening of the first day and a sale on the closing of the last day of the period reported. Dividends and distributions are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund's dividend reinvestment plan. Total return is not annualized for periods less than one year. Brokerage commissions are not reflected. (c) Annualized. (d) Calculated by subtracting the Fund's total liabilities (not including preferred shares) from the Fund's total assets and dividing this by the number of preferred shares outstanding. 17 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees and Shareholders of CALAMOS Convertible and High Income Fund We have reviewed the accompanying statement of assets and liabilities, including the schedule of investments, of CALAMOS Convertible and High Income Fund (the "Fund") as of April 30, 2004, and the related statements of operations and changes in net assets and the financial highlights for the semi-annual period then ended. These interim financial statements and financial highlights are the responsibility of the Fund's management. We conducted our review in accordance with standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such interim financial statements and financial highlights for them to be in conformity with accounting principles generally accepted in the United States of America. We have previously audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the statement of assets and liabilities, including the schedule of investments, of the Fund as of October 31, 2003, and the related statements of operations and changes in net assets and the financial highlights for the period from May 30, 2003 (commencement of operations) through October 31, 2003; and in our report dated December 17, 2003, we expressed an unqualified opinion on those financial statements and financial highlights. /s/ Deloitte & Touche LLP Chicago, Illinois June 15, 2004 18 FOR 24 HOUR SHAREHOLDER ASSISTANCE 800.432.8224 TO OBTAIN INFORMATION 800.582.6959 VISIT OUR WEB-SITE www.calamos.com INVESTMENT ADVISER CALAMOS ASSET MANAGEMENT, INC. 1111 E. Warrenville Road Naperville, IL 60563-1463 CUSTODIAN AND TRANSFER AGENT The Bank of New York P.O. Box 11258 Church Street Station New York, New York 10286 800.524.4458 INDEPENDENT AUDITORS Deloitte & Touche LLP Chicago, IL LEGAL COUNSEL Bell, Boyd & Lloyd LLC Chicago, IL [RECYCLED LOGO] 1791 04/04 ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable ITEM 6. SCHEDULE OF INVESTMENTS. Not applicable ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END FUNDS. Not applicable. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Not applicable. ITEM 10. CONTROLS AND PROCEDURES. a) The registrant's principal executive officer and principal financial officer have evaluated the registrant's disclosure controls and procedures within 90 days of this filing and have concluded that the registrant's disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported on a timely basis. b) There were no changes in the registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 11. EXHIBITS. (a)(1) Code of Ethics -- Not applicable. (a)(2)(i) Certification of Principal Executive Officer. (a)(2)(ii) Certification of Principal Financial Officer. 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. Calamos Convertible and High Income Fund By: /s/ John P. Calamos, Sr. ----------------------------------------------------------------------------- Name: John P. Calamos, Sr. Title: Principal Executive Officer Date: July 6, 2004 By: /s/ Patrick H. Dudasik ----------------------------------------------------------------------------- Name: Patrick H. Dudasik Title: Principal Financial Officer Date: July 6, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Calamos Convertible and High Income Fund By: /s/ John P. Calamos, Sr. ----------------------------------------------------------------------------- Name: John P. Calamos, Sr. Title: Principal Executive Officer Date: July 6, 2004 By: /s/ Patrick H. Dudasik ----------------------------------------------------------------------------- Name: Patrick H. Dudasik Title: Principal Financial Officer Date: July 6, 2004