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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 811-21043
Pioneer High Income Trust
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: March 31
Date of reporting period: April 1, 2008 through September 30, 2008
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
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 Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
Pioneer High Income Trust
Semiannual Report | September 30, 2008
Ticker Symbol: PHT
[LOGO]PIONEER
Investments(R)
visit us: pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Schedule of Investments 11
Financial Statements 32
Financial Highlights 35
Notes to Financial Statements 37
Trustees, Officers and Service Providers 48
Pioneer High Income Trust | Semiannual Report | 9/30/08 1
President's Letter
Dear Shareowner,
Stock and bond markets around the globe this year have experienced one of their
most tumultuous periods in history. Investors have witnessed volatility of a
magnitude that many have never before seen. Distance often provides the best
vantage point for perspective. Still, we believe that the benefits of basic
investment principles that have stood the test of time -- even in the midst of
market turmoil -- cannot be underestimated.
First, invest for the long term. The founder of Pioneer Investments, Philip L.
Carret, began his investment career during the 1920's. One lesson he learned is
that while great prosperity affords an advantageous time for selling stocks,
extreme economic slumps can create opportunities for purchase. Indeed, many of
our portfolio managers, who follow the value-conscious investing approach of our
founder, are looking at recent market conditions as an opportunity to buy
companies whose shares we believe have been unjustifiably beaten down by
indiscriminate selling, but that we have identified as having strong prospects
over time. While investors may be facing a sustained market downturn, we
continue to believe that patience, along with staying invested in the market,
are important considerations for long-term investors.
A second principle is to stay diversified across different types of investments.
The global scope of the current market weakness poses challenges for this basic
investment axiom. But the turbulence makes now a good time to reassess your
portfolio and make sure that your investments continue to meet your needs. We
believe you should work closely with your financial advisor to find the mix of
stocks, bonds and money market assets that is best aligned to your particular
risk tolerance and investment objective.
As the investment markets sort through the continuing crisis in the financial
industry, we are staying focused on the fundamentals and risk management. With
more than 80 years of experience behind us, we have learned how to navigate
turbulent markets. At Pioneer Investments, risk management has always been a
critical part of our culture -- not just during periods of extraordinary
volatility. Our investment process is based on fundamental research,
quantitative analysis and active portfolio management. This three-pillared
process, which we apply to each of our portfolios, is supported by an integrated
team approach and is designed to carefully balance risk and reward. While we
2 Pioneer High Income Trust | Semiannual Report | 9/30/08
see potential chances for making money in many corners of the market, it takes
research and experience to separate solid investment opportunities from
speculation.
We invite you to learn more about Pioneer and our time-tested approach to
investing by consulting with your financial advisor or visiting us online at
www.pioneerinvestments.com. Thank you for investing with Pioneer.
Respectfully,
/s/Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Trust's historical or future performance are
statements of the opinion of Trust management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Pioneer High Income Trust | Semiannual Report | 9/30/08 3
Portfolio Management Discussion | 9/30/08
A spreading financial crisis that originated in the credit markets intensified
during the six months ending September 30, 2008. Growing fears about credit risk
prompted fixed-income investors to seek out higher quality bonds and avoid
lower-rated debt securities. As this flight to quality continued, high-yield
corporate bonds declined in value when the difference in yields between
lower-rated corporate securities and Treasury securities widened significantly.
The following is an interview with Andrew Feltus, who discusses the performance
of Pioneer High Income Trust during the six-month period ended September 30,
2008. Mr. Feltus, a member of Pioneer's fixed-income team, is responsible for
the daily management of the Trust.
Q How did the Trust perform during the six months ending September 30, 2008?
A Pioneer High Income Trust generated a total return of -4.88% at net asset
value during the period, outperforming the benchmark Merrill Lynch High
Yield Master II Index, which returned -7.84%. In an environment in which
investors tried to avoid credit risk, the discount between the Trust's net
asset value and market price widened, leading to a total return at market
price of -16.44% for the period. At the end of the period, the Trust's
shares were selling at a 13.9% discount to net asset value. The Trust's SEC
30-day yield was 18.51% on September 30, 2008.
Q How did you position the Trust during the period?
A Despite intermittent rallies, the market for high-yield corporate debt
deteriorated over the period as the effects of a credit crunch penetrated
deeper and spread wider into the overall economy. The center of the problem
was the deterioration in housing prices, which eventually resulted in the
failure or near-collapse of several major financial institutions.
Investment bank Lehman Brothers filed for bankruptcy, while the federal
government took over the nation's two largest mortgage institutions, Fannie
Mae and Freddie Mac. Giant mortgage lender Washington Mutual became the
largest banking failure in the nation's history as it was taken over by JP
Morgan Chase, while Merrill Lynch was acquired by Bank of America, and the
faltering Wachovia Bank became the subject of a takeover battle between
Citigroup and Wells Fargo. As the financial markets became more volatile
and available money for traditional lending grew more scarce, Congress
passed a $700 billion financial rescue plan, and the Federal Reserve Board
continued to find ways to inject more money into the financial system.
Meanwhile, evidence increased that the nation's economic growth rate was
decelerating
4 Pioneer High Income Trust | Semiannual Report | 9/30/08
as unemployment increased while manufacturing output and consumer spending
weakened.
We had anticipated a slowing in the economy and already positioned the
Trust defensively when the period began. However, the high-yield market
performed more poorly than expected. By September 30, 2008, the difference
in yield between high-yield corporate bonds and Treasuries had widened to
more than 11 percentage points (1,100 basis points) -- farther apart than
they were just a year earlier. In effect, the market appeared to be
anticipating a default rate in high-yield bonds approaching nearly 20%,
even though the default rate was just 3% on September 30, 2008.
Throughout the six months ended September 30, 2008, the Trust upgraded
overall credit quality while reducing positions in bonds of more volatile,
cyclical companies that were more likely to be affected by any downturn in
the economy. The Trust also reduced investments in foreign-denominated
securities, finishing the period with about 80% of Trust assets invested in
U.S. dollar-denominated securities. At the end of the period, 64% of Trust
assets were invested in domestic high-yield corporate bonds, 3% were
invested in U.S. investment-grade corporate debt and about 2.6% were
invested in domestic bank loans. We increased our cash position to almost
7% of assets as of September 30, 2008. Average credit quality was B.
Q How did the Trust's positioning affect performance?
A Security selection played a major role in the Trust's outperformance for
the period relative to the Merrill Lynch High Yield Master II Index, as did
the overall defensive stance that we took. Moreover, the reduction in
exposure to foreign currencies helped during a period in which the euro
fell by 8% against the U.S. dollar, while the investments in bank loans
also supported results. In addition, the Trust's investments in
catastrophe-linked insurance bonds performed well.
During a period in which high-yield securities generally declined in price,
the Trust's position in bank loans to Talecris helped when the value of the
investment rose by about 13%. Talecris, a health care-related company
involved in processing blood supplies, successfully entered into an
agreement with another corporation that improved its growth prospects.
The bankruptcy filings of two companies had, however, negative impacts on
results. LandSource, a joint venture of homebuilder Lennar and of the
California Public Employees' Retirement System (CALPERS), filed for
bankruptcy protection after it was hit hard by the downturn in the
California real estate market. In addition, HRP Myrtle Beach, whose bonds
were backed by the Hard Rock Cafe theme park in South Carolina, filed for
bankruptcy protection after business revenues failed to meet expectations.
The
Pioneer High Income Trust | Semiannual Report | 9/30/08 5
Trust had just a small position in LandSource. The Trust retained its
investment in the HRP bonds, as we think there is potential value to be
recovered.
Q How did the crisis in the credit markets affect the Trust's strategy in
using leverage, or borrowed money?
A While we did not increase the total amount of leverage used in the Trust's
strategy, the effects of declining prices of bond holdings resulted in the
leverage position increasing from about 27% of assets to approximately 32%
on September 30, 2008. The Trust had issued auction-rate preferred shares
as a low-cost way of borrowing, and the market for auction-rate preferred
shares continued to be frozen in the six months under review. That meant
that investors holding the preferred shares were unable to sell their
shares at auctions, while the borrowing costs for the Trust increased under
terms of the preferred share documents. Pioneer continues to seek ways to
resolve the situation.
Q What is your investment outlook?
A The credit crisis appeared to intensify near the end of the six-month
period ended September 30, 2008, discouraging expectations for an early
economic recovery. We believe it is clear that the longer the credit crisis
continues, the longer it will take for the economy to regain full strength.
However, we think there may be good opportunities in the market once we
look beyond the immediate near term and take a longer view. High-yield
bonds, based on their current yield advantages over Treasuries, appear to
offer excellent compensation for the risks they present, as we think it is
highly unlikely that defaults will climb as high as prices seem to imply.
At the same time, the Federal Reserve and the U.S. Treasury appear to be
determined to pull the economy out of its slump. Any resurgence in growth
trends should lead to a recovery in the credit markets. The biggest unknown
is when a recovery will begin. We remain positive, however, about the
prospects for high-yield bonds once the recovery becomes evident.
Meanwhile, the correction in the high-yield market has given us the
opportunity to invest in securities with very attractive yields. As a
consequence, we believe that the Trust's dividend to shareowners should be
secure for now.
Please refer to the Schedule of Investments on pages 11 - 31 for a full listing
of Trust securities.
Investments in high-yield or lower-rated securities are subject to
greater-than-average risk. The Trust may invest in securities of issuers that
are in default or that are in bankruptcy.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
6 Pioneer High Income Trust | Semiannual Report | 9/30/08
When interest rates rise, the prices of fixed-income securities in the Trust
will generally fall. Conversely, when interest rates fall the prices of
fixed-income securities in the Trust will generally rise. Investments in the
Trust are subject to possible loss due to the financial failure of underlying
securities and their inability to meet their debt obligations.
The Trust may invest up to 50% of its total assets in illiquid securities.
Illiquid securities may be difficult to dispose of at a fair price at the times
when the Trust believes it is desirable to do so and their market price is
generally more volatile than that of more liquid securities. Illiquid securities
are also more difficult to value and investment of the Trust's assets in
illiquid securities may restrict the Trust's ability to take advantage of market
opportunities.
The Trust may use leverage through the issuance of preferred shares. Leverage
creates significant risks, including the risk that the Trust's income or capital
appreciation will not be sufficient to cover the cost of leverage, which may
adversely affect the return for the holders of common shares.
Risks of investing in the Trust are discussed in greater detail in the Trust's
registration statement on Form N-2 relating to its common shares.
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Trust's historical or future performance are
statements of the opinion of Trust management as of the date of this report.
These statements should not be relied upon for any other purposes.
Pioneer High Income Trust | Semiannual Report | 9/30/08 7
Portfolio Summary | 9/30/08
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
Corporate Bonds & Notes 74.2%
Temporary Cash Investments 13.7%
Municipal Bonds 3.4%
Floating Rate Loan Interests 2.4%
Asset Backed Securities 1.5%
Sovereign Debt Obligations 1.4%
Collateralized Mortgage Obligations 1.2%
Convertible Bonds 0.9%
Municipal Collateralized Debt Obligations 0.6%
Common Stock 0.3%
Convertible Preferred Stock 0.2%
Warrants 0.2%
Portfolio Maturity
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)
[THE FOLLOWING DATA IS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
0-1 Year 13.6%
1-3 Years 17.4%
3-4 Years 26.8%
4-6 Years 33.6%
6-8 Years 4.9%
8+ Years 3.7%
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)*
1. Xerox Capital Trust I, 8.0%, 2/1/27 2.42%
2. GATX Financial Corp., 8.875%, 6/1/09 1.82
3. NCO Group, Inc., 11.875%, 11/15/14 1.65
4. First Data Corp., 9.875%, 9/24/15 (144A) 1.58
5. Cia Brasileira de Bebida, 10.5%, 12/15/11 1.46
6. Cricket Communications, Inc., 9.375%, 11/1/14 1.34
7. Waste Services, Inc., 9.5%, 4/15/14 1.28
8. Presidential Life Corp., 7.875%, 2/15/09 1.21
9. Graphic Packaging International, Inc., 9.5%, 8/15/13 1.13
10. Kabel Deutschland GMBH, 10.75%, 7/1/14 1.13
* This list excludes temporary cash and derivative instruments. The portfolio
is actively managed, and current holdings may be different. The holdings
listed should not be considered recommendations to buy or sell any
securities listed.
8 Pioneer High Income Trust | Semiannual Report | 9/30/08
Prices and Distributions | 9/30/08
Market Value per Common Share
--------------------------------------------------------------------------------
9/30/08 3/31/08
$ 10.32 $ 13.15
--------------------------------------------------------------------------------
Net Asset Value per Common Share
--------------------------------------------------------------------------------
9/30/08 3/31/08
$ 11.98 $ 13.41
--------------------------------------------------------------------------------
Distributions per Common Share
--------------------------------------------------------------------------------
Net
Investment Short-Term Long-Term
Income Capital Gains Capital Gains
4/1/08-9/30/08 $ 0.8250 $ -- $ --
--------------------------------------------------------------------------------
Pioneer High Income Trust | Semiannual Report | 9/30/08 9
Performance Update | 9/30/08
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in market value, plus
reinvested dividends and distributions, of a $10,000 investment made in common
shares of Pioneer High Income Trust, compared to that of the Merrill Lynch High
Yield Master II Index.
Cumulative Total Returns
(As of September 30, 2008)
----------------------------------------------
Net Asset Market
Period Value ("NAV") Price
----------------------------------------------
Life-of-Trust
(4/25/02) 75.75% 44.63%
5 Years 41.99 20.79
1 Year -11.68 -28.37
----------------------------------------------
[THE FOLLOWING DATA IS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Value of $10,000 Investment
Merrill Lynch
Pioneer High High Yield
Income Trust Master II Index
4/02 $10,013 $10,000
9,072 8,879
9/03 11,973 11,481
14,398 12,899
9/05 15,990 13,763
19,334 14,855
9/07 20,190 16,004
9/08 14,462 14,141
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
Performance data shown represents past performance. Past performance is no
guarantee of future results. Investment return and market price will fluctuate,
and your shares may trade below net asset value ("NAV"), due to such factors as
interest rate changes, and the perceived credit quality of borrowers.
Total investment return does not reflect broker sales charges or commissions.
All performance is for common shares of the Trust.
Closed-end funds, unlike open-end funds, are not continuously offered. There is
a one-time public offering and, once issued, shares of closed-end funds are sold
in the open market through a stock exchange and frequently trade at prices lower
than their NAV. NAV per common shares is total assets less total liabilities,
which includes preferred shares, divided by the number of common shares
outstanding.
When NAV is lower than market price, dividends are assumed to be reinvested at
the greater of NAV or 95% of the market price. When NAV is higher, dividends are
assumed to be reinvested at prices obtained under the Trust's dividend
reinvestment plan.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Trust distributions or the sale of Trust shares.
Index comparison begins April 30, 2002. The Merrill Lynch High Yield Master II
Index is a commonly accepted measure of the performance of high yield
securities. Index returns are calculated monthly, assume reinvestment of
dividends and, unlike Trust returns, do not reflect any fees, expenses or sales
charges. You cannot invest directly in the Index.
10 Pioneer High Income Trust | Semiannual Report | 9/30/08
Schedule of Investments | 9/30/08 (unaudited)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
ASSET BACKED SECURITIES -- 2.3% of Net Assets
CAPITAL GOODS -- 1.2%
Electrical Components & Equipment -- 1.2%
4,110,220 NR/NR Ormat Funding Corp., 8.25%, 12/30/20 $ 3,863,606
------------
Total Capital Goods $ 3,863,606
--------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.2%
Airlines -- 0.2%
691,667 B/B1 Continental Airlines, Inc., Series B, 8.499%, 11/1/12 $ 639,792
------------
Total Transportation $ 639,792
--------------------------------------------------------------------------------------------------------
BANKS -- 0.3%
Thrifts & Mortgage Finance -- 0.3%
531,442(a) AA+/Aa1 ACE Securities Corp., 3.807%, 12/25/34 $ 389,166
425,438(a) AAA/Aaa Countrywide Asset-Backed Certificates,
3.387%, 7/25/36 381,259
246,000(a) AAA/Aaa FBR Securitization Trust, 3.557%, 10/25/35 170,828
------------
Total Banks $ 941,253
--------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.0%
Other Diversified Financial Services -- 0.0%
280,000(a) AAA/Aaa Bear Stearns Asset Backed Securities Trust,
3.657%, 1/25/47 $ 120,293
------------
Total Diversified Financials $ 120,293
--------------------------------------------------------------------------------------------------------
UTILITIES -- 0.6%
Electric -- Utilities -- 0.6%
2,175,000(a) NR/NR Power Contract Financing III LLC, 1.332%,
2/5/10 (144A) $ 1,957,500
------------
Total Utilities $ 1,957,500
--------------------------------------------------------------------------------------------------------
TOTAL ASSET BACKED SECURITIES
(Cost $7,873,154) $ 7,522,444
--------------------------------------------------------------------------------------------------------
COLLATERALIZED MORTGAGE OBLIGATIONS -- 1.9%
of Net Assets
CONSUMER SERVICES -- 0.3%
Restaurants -- 0.3%
1,245,000 BB/Ba3 DB Master Finance LLC, 8.285%, 6/20/31 (144A) $ 932,667
------------
Total Consumer Services $ 932,667
--------------------------------------------------------------------------------------------------------
BANKS -- 1.6%
Diversified Banks -- 0.2%
524,160(a) AAA/Aaa Countrywide Alternative Loan Trust, 3.557%, 9/25/35 $ 331,226
786,249(a) AAA/Aaa Countrywide Alternative Loan Trust, 3.567%, 1/25/36 418,456
------------
$ 749,682
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 11
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Thrifts & Mortgage Finance -- 1.4%
720,000(a) AAA/Aaa Carrington Mortgage Loan Trust, 3.307%, 10/25/36 $ 657,924
1,504,000(a) AAA/Aaa Carrington Mortgage Loan Trust, 3.407%, 2/25/37 1,292,781
331,949(a) AAA/Aaa Countrywide Home Loan Mortgage Pass Through Trust,
3.567%, 3/25/35 179,278
1,202,966(a) AAA/Aaa Harborview Mortgage Loan Trust, 3.24%, 11/19/36 720,393
1,769,400(a) AAA/B1 Luminent Mortgage Trust, 3.467%, 7/25/36 527,021
446,448(a) AAA/Aaa Structured Asset Mortgage Investments, Inc.,
3.517%, 9/25/45 284,955
1,041,276(a) AAA/Aaa WaMu Mortgage Pass Through Certificates,
3.437%, 4/25/45 680,855
251,192(a) AAA/Aaa WaMu Mortgage Pass Through Certificates,
3.687%, 7/25/45 99,547
------------
$ 4,442,754
------------
Total Banks $ 5,192,436
--------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.0%
Other Diversified Financial Services -- 0.0%
227,029(a) AAA/Aaa First Franklin Mortgage Loan Asset Backed Certificates,
3.397%, 3/25/36 $ 192,539
------------
Total Diversified Financials $ 192,539
--------------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
(Cost $7,047,292) $ 6,317,642
--------------------------------------------------------------------------------------------------------
CORPORATE BONDS & NOTES -- 116.7% of Net Assets
ENERGY -- 10.1%
Oil & Gas Drilling-- 1.1%
3,924,838 NR/NR DDI Holding AS, 9.3%, 1/19/12 (144A) $ 3,453,857
--------------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 2.4%
1,100,000 NR/NR Nexus 1 Pte, Ltd., 10.5%, 3/7/12 (144A) $ 990,000
NOK 11,500,000 NR/NR Petrojack AS, 11.0%, 4/19/10 1,828,392
500,000(a) NR/NR PetroProd, Ltd., 8.788%, 1/12/12 (144A) 415,000
2,000,000 NR/NR Sevan Marine ASA, 9.25%, 12/20/11 (144A) 1,800,000
3,500,000 NR/NR Skeie Drilling & Production ASA, 11.25%,
3/8/13 (144A) 2,660,000
------------
$ 7,693,392
--------------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.6%
2,070,000 NR/B2 Tristan Oil, Ltd., 10.5%, 1/1/12 (144A) $ 1,800,900
--------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 4.2%
2,500,000 NR/NR Norse Energy Corp. ASA, 6.5%, 7/14/11 (144A) $ 2,050,000
NOK 3,000,000 NR/NR Norse Energy Corp. ASA, 10.0%, 7/13/10 479,509
NOK 11,500,000 NR/NR Norwegian Energy Co. AS, 11.0%, 7/13/10 (144A) 1,711,686
1,610,000 B/Caa1 Parallel Petroleum Corp., 10.25%, 8/1/14 1,449,000
The accompanying notes are an integral part of these financial statements.
12 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Oil & Gas Exploration & Production -- (continued)
5,300,000 B+/Caa1 PetroQuest Energy, Inc., 10.375%, 5/15/12 $ 4,823,000
2,145,000 B/B2 Quicksilver Resources, Inc., 7.125%, 4/1/16 1,748,175
710,000(a) B-/B3 SandRidge Energy, Inc., 7.508%, 4/1/14 (144A) 667,619
1,070,000(b) B-/B3 SandRidge Energy, Inc., 8.625%, 4/1/15 (144A) 946,950
------------
$ 13,875,939
--------------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 1.8%
4,075,000(n) B/Caa1 Aventine Renewable Energy Holdings, Inc.,
10.0%, 4/1/17 $ 2,159,750
2,120,000(n) CCC/Caa1 VeraSun Energy Corp., 9.375%, 6/1/17 837,400
4,280,000(n) B-/B1 VeraSun Energy Corp., 9.875%, 12/15/12 3,081,600
------------
$ 6,078,750
------------
Total Energy $ 32,902,838
--------------------------------------------------------------------------------------------------------
MATERIALS -- 12.9%
Commodity Chemicals -- 3.7%
4,750,000 CCC+/B3 Basell Finance Co., 8.1%, 3/15/27 (144A) $ 2,137,500
2,000,000(n) CCC/Caa1 Georgia Gulf Corp., 9.5%, 10/15/14 1,230,000
2,860,000(n) CCC-/Caa2 Georgia Gulf Corp., 10.75%, 10/15/16 1,287,000
3,000,000 B/B3 Hexion US Finance Corp., 9.75%, 11/15/14 2,370,000
4,500,000 BBB-/Ba1 Methanex Corp., 8.75%, 8/15/12 4,635,000
EURO 540,000 CCC+/B3 Nell AF S.a.r.l., 8.375%, 8/15/15 (144A) 341,330
------------
$ 12,000,830
--------------------------------------------------------------------------------------------------------
Diversified Chemicals -- 0.3%
EURO 350,000 B-/B3 Ineos Group Holdings Plc, 7.875%, 2/15/16 (144A) $ 259,334
1,270,000 B-/B3 Ineos Group Holdings Plc, 8.5%, 2/15/16 (144A) 685,800
------------
$ 945,134
--------------------------------------------------------------------------------------------------------
Specialty Chemicals -- 1.1%
4,635,000 B-/B3 ARCO Chemical Co., 9.8%, 2/1/20 $ 2,781,000
2,250,000(n) CC/Ca Tronox Worldwide LLC, 9.5%, 12/1/12 742,500
------------
$ 3,523,500
--------------------------------------------------------------------------------------------------------
Construction Materials -- 1.7%
4,500,000 B/B2 AGY Holding Corp., 11.0%, 11/15/14 $ 4,005,000
2,185,000 B/B3 U.S. Concrete, Inc., 8.375%, 4/1/14 1,704,300
------------
$ 5,709,300
--------------------------------------------------------------------------------------------------------
Paper Packaging -- 2.7%
2,795,000 CCC+/Caa1 Graham Packaging Co., 9.875%, 10/15/14 $ 2,431,650
5,540,000(n) B-/B3 Graphic Packaging International, Inc., 9.5%, 8/15/13 5,013,700
2,150,000 B/NR U.S. Corrugated, Inc., 10.0%, 6/1/13 1,548,000
------------
$ 8,993,350
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 13
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Aluminum -- 0.3%
705,000(a) B-/B3 Noranda Aluminum Acquisition Corp.,
6.828%, 5/15/15 $ 535,800
800,000(a) CCC+/Caa1 Noranda Aluminum Holdings Corp.,
8.578%, 11/15/14 528,000
------------
$ 1,063,800
--------------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.9%
2,890,000 B+/B1 FMG Finance Pty., Ltd., 10.625%, 9/1/16 (144A) $ 2,832,200
--------------------------------------------------------------------------------------------------------
Steel -- 0.8%
2,400,000(n) BB+/Ba1 CSN Islands VIII Corp., 9.75%, 12/16/13 (144A) $ 2,496,000
--------------------------------------------------------------------------------------------------------
Paper Products -- 1.4%
5,450,000 B-/B3 Exopack Holding Corp., 11.25%, 2/1/14 $ 4,578,000
------------
Total Materials $ 42,142,114
--------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 10.6%
Aerospace & Defense -- 0.9%
3,600,000 B-/NR Aeroflex, Inc., 11.75%, 2/15/15 (144A) $ 3,060,000
--------------------------------------------------------------------------------------------------------
Building Products -- 0.9%
1,200,000 B+/B1 Asia Aluminum Holdings, Ltd., 8.0%,
12/23/11 (144A) $ 1,057,440
1,935,000 B-/Caa1 Industrias Unidas SA de CV, 11.5%,
11/15/16 (144A) 812,700
1,500,000(n) CCC+/Caa1 Panolam Industries International, 10.75%, 10/1/13 900,000
------------
$ 2,770,140
--------------------------------------------------------------------------------------------------------
Heavy Electrical Equipment -- 1.5%
4,790,000 B+/B1 Altra Industrial Motion, 9.0%, 12/1/11 $ 4,933,700
--------------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 3.1%
2,508,672(b) CCC+/NR American Achievement Group Holding Corp.,
14.75%, 10/1/12 $ 2,166,865
3,180,000 CCC/Caa3 Indalex Holding Corp., 11.5%, 2/1/14 1,526,400
2,515,000 B-/B3 Park-Ohio Industries, Inc., 8.375%, 11/15/14 1,993,138
4,615,000(n) CCC+/Caa1 Sally Holdings LLC, 10.5%, 11/15/16 4,384,250
------------
$ 10,070,653
--------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 1.9%
5,640,000(n) CCC+/Caa1 Accuride Corp., 8.5%, 2/1/15 $ 3,581,400
3,250,000 B+/B2 Commercial Vehicle Group, Inc., 8.0%, 7/1/13 2,697,500
------------
$ 6,278,900
--------------------------------------------------------------------------------------------------------
Industrial Machinery -- 0.6%
2,440,000 B/NR Industrias Metalurgicas Pescarmona SA, 11.25%,
10/22/14 (144A) $ 1,976,400
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
14 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Trading Companies & Distributors -- 1.7%
825,000 NR/NR Blaze Recycling & Metals LLC, 10.875%,
7/15/12 (144A) $ 827,062
4,735,000 B-/B3 Intcomex, Inc., 11.75%, 1/15/11 4,214,150
200,000 BB-/B1 United Rentals North America, 6.5%, 2/15/12 167,000
370,000 B/B1 Wesco Distribution, Inc., 7.5%, 10/15/17 308,950
------------
$ 5,517,162
------------
Total Capital Goods $ 34,606,955
--------------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 8.5%
Commercial Printing -- 1.3%
4,835,000 B+/B2 Sheridan Acquisition Corp., 10.25%, 8/15/11 $ 4,303,150
--------------------------------------------------------------------------------------------------------
Diversified Commercial & Professional Services -- 0.9%
4,450(c) NR/B2 MSX International UK, 12.5%, 4/1/12 (144A) $ 2,892,500
--------------------------------------------------------------------------------------------------------
Environmental & Facilities Services -- 3.0%
2,535,000(n) B-/Caa1 Aleris International, Inc., 10.0%, 12/15/16 $ 1,571,700
1,854,000 BB-/Ba2 Clean Harbors, Inc., 11.25%, 7/15/12 1,909,620
1,275,000(a) NR/NR Ohio Air Quality Development Authority Revenue,
10.36%, 6/8/22 (144A) 637,500
5,800,000(n) B-/Caa1 Waste Services, Inc., 9.5%, 4/15/14 5,684,000
------------
$ 9,802,820
--------------------------------------------------------------------------------------------------------
Office Services & Supplies -- 3.3%
11,830,000 BB+/Baa3 Xerox Capital Trust I, 8.0%, 2/1/27 $ 10,757,386
------------
Total Commercial & Professional Services $ 27,755,856
--------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 1.7%
Air Freight & Logistics -- 1.0%
2,000,000 B-/B3 CEVA Group Plc, 10.0%, 9/1/14 (144A) $ 1,920,000
EURO 1,545,000 CCC+/Caa1 CEVA Group Plc, 10.0%, 12/1/16 (144A) 1,399,771
------------
$ 3,319,771
--------------------------------------------------------------------------------------------------------
Marine -- 0.1%
600,000(a) NR/NR DP Producer AS, 8.814%, 12/5/11 (144A) $ 480,000
--------------------------------------------------------------------------------------------------------
Railroads -- 0.6%
1,750,000 NR/B1 Kansas City Southern de Mexico, 9.375%, 5/1/12 $ 1,785,000
------------
Total Transportation $ 5,584,771
--------------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 5.8%
Auto Parts & Equipment -- 4.6%
500,000(n) B-/Caa1 Allison Transmission, Inc., 11.0%, 11/1/15 (144A) $ 435,000
1,355,000(b)(n) B-/Caa1 Allison Transmission, Inc., 11.25%, 11/1/15 (144A) 1,097,550
3,975,000 B/B3 Hawk Corp., 8.75%, 11/1/14 3,994,875
2,500,000 B/B3 Lear Corp., 8.75%, 12/1/16 1,737,500
1,500,000(d) CCC+/Caa2 Stanadyne Corp., 0.0%, 2/15/15 1,095,000
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 15
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Auto Parts & Equipment -- (continued)
4,690,000 B-/B3 Stanadyne Corp., 10.0%, 8/15/14 $ 4,361,700
2,985,000(n) B/B3 Tenneco Automotive, Inc., 8.625%, 11/15/14 2,373,075
------------
$ 15,094,700
--------------------------------------------------------------------------------------------------------
Tires & Rubber -- 1.2%
5,965,000 CCC+/Caa1 Cooper-Standard Automotive, Inc.,
8.375%, 12/15/14 $ 3,757,950
------------
Total Automobiles & Components $ 18,852,650
--------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 2.9%
Homebuilding -- 0.7%
3,060,000 BB-/B1 Meritage Homes Corp., 6.25%, 3/15/15 $ 2,264,400
--------------------------------------------------------------------------------------------------------
Housewares & Specialities -- 1.1%
460,000 B/B3 Jarden Corp., 7.5%, 5/1/17 $ 382,950
3,700,000(d) B-/B3 Visant Holding Corp., 0.0%, 12/1/13 3,348,500
------------
$ 3,731,450
--------------------------------------------------------------------------------------------------------
Household Products -- 0.8%
3,690,000(n) B-/B3 Yankee Acquisition Corp., 8.5%, 2/15/15 $ 2,675,250
--------------------------------------------------------------------------------------------------------
Textiles -- 0.3%
1,000,000 BB/Ba3 Invista, 9.25%, 5/1/12 (144A) $ 982,500
------------
Total Consumer Durables & Apparel $ 9,653,600
--------------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 4.6%
Casinos & Gaming -- 2.8%
1,650,000 B/B2 Buffalo Thunder Development Authority, 9.375%,
12/15/14 (144A) $ 693,000
2,050,000 CCC/Caa1 Fontainebleau Las Vegas Holdings LLC, 10.25%,
6/15/15 (144A) 574,000
630,000 B+/B1 Galaxy Entertainment Finance Co., Ltd., 9.875%,
12/15/12 (144A) 428,400
4,500,000 B-/B2 Little Traverse Bay Bands of Odawa Indians, 10.25%,
2/15/14 (144A) 3,060,000
530,000 BB+/Ba2 Mashantucket Western Pequot Tribe, 8.5%,
11/15/15 (144A) 344,500
1,585,000 B+/B2 Pokagon Gaming Authority, 10.375%,
6/15/14 (144A) 1,604,813
1,895,000 B/B3 Shingle Springs Tribal Gaming Authority, 9.375%,
6/15/15 (144A) 1,364,400
2,450,000 CCC+/Caa1 Trump Entertainment Resorts, Inc., 8.5%, 6/1/15 1,004,500
------------
$ 9,073,613
--------------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 1.2%
5,745,000 B-/Caa1 Pegasus Solutions, Inc., 10.5%, 4/15/15 (144A) $ 3,978,413
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Leisure Facilities -- 0.6%
890,000 B/B3 FireKeepers Development Authority, 13.875%,
5/1/15 (144A) $ 783,200
2,000,000(a)(e) NR/Caa1 HRP Myrtle Beach Operations LLC, 7.383%,
4/1/12 (144A) 1,202,500
------------
$ 1,985,700
------------
Total Consumer Services $ 15,037,726
--------------------------------------------------------------------------------------------------------
MEDIA -- 5.9%
Broadcasting -- 5.6%
3,200,000(n) CCC/Caa3 CCH I Holdings LLC, 11.0%, 10/1/15 $ 2,112,000
1,500,000 CCC/Caa2 CCH II Holdings LLC, 10.25%, 9/15/10 1,342,500
2,200,000(d) BB-/B1 Inmarsat Finance II Plc, 0.0%, 11/15/12 2,167,000
2,500,000 CCC+/Caa2 Intelsat Jackson Holdings, Ltd., 11.5%,
6/15/16 (144A) 2,600,000
EURO 3,750,000 B-/B2 Kabel Deutschland GMBH, 10.75%, 7/1/14 5,004,073
3,200,000 B-/B3 Stratos Global Corp., 9.875%, 2/15/13 3,120,000
3,865,000(b) CCC/Caa1 Univision Communications, 9.75%, 3/15/15 (144A) 1,777,900
------------
$ 18,123,473
--------------------------------------------------------------------------------------------------------
Publishing -- 0.3%
1,400,000 CCC+/Caa1 TL Acquisitions, Inc., 10.5%, 1/15/15 (144A) $ 1,106,000
------------
Total Media $ 19,229,473
--------------------------------------------------------------------------------------------------------
RETAILING -- 1.8%
Distributors -- 0.7%
500,000 B+/B1 Marfrig Overseas, Ltd., 9.625%, 11/16/16 (144A) $ 400,000
2,410,000(n) B/NR Minerva Overseas, Ltd., 9.5%, 2/1/17 (144A) 1,831,600
------------
$ 2,231,600
--------------------------------------------------------------------------------------------------------
Internet Retailing -- 0.9%
3,170,000 BB/Ba3 Ticketmaster, 10.75%, 8/1/16 (144A) $ 2,979,800
--------------------------------------------------------------------------------------------------------
Home Improvement Retail -- 0.2%
820,000(n) CCC/Caa1 KAR Holdings, Inc., 10.0%, 5/1/15 (144A) $ 631,400
------------
Total Retailing $ 5,842,800
--------------------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 0.9%
Drug Retail -- 0.9%
3,350,000(n) CCC-/Caa3 Duane Reade, Inc., 9.75%, 8/1/11 $ 2,814,000
------------
Total Food & Staples Retailing $ 2,814,000
--------------------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 3.8%
Brewers -- 2.0%
5,885,000 BBB/Baa1 Cia Brasileira de Bebida, 10.5%, 12/15/11 $ 6,473,500
--------------------------------------------------------------------------------------------------------
Agricultural Products -- 1.0%
3,300,000 B-/B3 American Rock Salt Co. LLC, 9.5%, 3/15/14 $ 3,399,000
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 17
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Packaged Foods & Meats -- 0.2%
775,000(n) B+/Ba3 Bertin, Ltd., 10.25%, 10/5/16 (144A) $ 674,250
--------------------------------------------------------------------------------------------------------
Tobacco -- 0.6%
365,000 B+/B2 Alliance One International, Inc., 8.5%, 5/15/12 $ 337,625
1,675,000 B+/B2 Alliance One International, Inc., 11.0%, 5/15/12 1,641,500
------------
$ 1,979,125
------------
Total Food, Beverage & Tobacco $ 12,525,875
--------------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 0.4%
Household Products -- 0.4%
1,740,000(n) CCC+/Caa1 Central Garden & Pet Co., 9.125%, 2/1/13 $ 1,339,800
------------
Total Household & Personal Products $ 1,339,800
--------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 6.7%
Health Care Equipment & Services -- 0.8%
2,875,000 CCC+/Caa3 Accellent, Inc., 10.5%, 12/1/13 $ 2,530,000
--------------------------------------------------------------------------------------------------------
Health Care Supplies -- 0.8%
2,570,000(b) B-/B3 Biomet, Inc., 10.375%, 10/15/17 $ 2,557,150
--------------------------------------------------------------------------------------------------------
Health Care Services -- 1.9%
4,055,000 B-/B2 Rural/Metro Corp., 9.875%, 3/15/15 $ 3,446,750
3,725,000 CCC+/Caa1 Surgical Care Affiliates, Inc., 10.0%, 7/15/17 (144A) 2,793,750
------------
$ 6,240,500
--------------------------------------------------------------------------------------------------------
Health Care Facilities -- 1.9%
3,800,000 CCC+/Caa1 Hanger Orthopedic Group, Inc., 10.25%, 6/1/14 $ 3,895,000
2,555,000(b) BB-/B2 HCA, Inc., 9.625%, 11/15/16 2,427,250
------------
$ 6,322,250
--------------------------------------------------------------------------------------------------------
Managed Health Care -- 1.3%
4,400,000 B-/Caa1 Multiplan, Inc., 10.375%, 4/15/16 (144A) $ 4,312,000
------------
Total Health Care Equipment & Services $ 21,961,900
--------------------------------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY & LIFE SCIENCES -- 4.0%
Biotechnology -- 1.3%
4,317,000(n) B-/B3 Warner Chilcott Corp., 8.75%, 2/1/15 $ 4,252,245
--------------------------------------------------------------------------------------------------------
Pharmaceuticals -- 2.7%
2,160,000 B-/B1 AMR HoldCo, 10.0%, 2/15/15 $ 2,262,600
3,195,000(n) C/C Angiotech Pharmaceuticals, Inc., 7.75%, 4/1/14 1,869,075
2,000,000 B/B2 Phibro Animal Health Corp., 10.0%, 8/1/13 (144A) 1,920,000
3,000,000 CCC+/Caa1 Phibro Animal Health Corp., 13.0%, 8/1/14 (144A) 2,880,000
------------
$ 8,931,675
------------
Total Pharmaceuticals & Biotechnology &
Life Sciences $ 13,183,920
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
BANKS -- 0.4%
Diversified Banks -- 0.3%
1,750,000(a)(f) NR/B2 ALB Finance BV, 9.375% $ 602,665
400,000(a) NR/Ba1 Banco Macro SA, 10.75%, 6/7/12 246,000
------------
$ 848,665
--------------------------------------------------------------------------------------------------------
Regional Banks -- 0.1%
500,000(a)(f)(n) AA-/Aa2 Wells Fargo Capital XV, 9.75% $ 485,000
------------
Total Banks $ 1,333,665
--------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 9.7%
Other Diversified Financial Services -- 3.7%
1,500,000(a)(f) A/A2 Citigroup, Inc., 8.4% $ 1,020,990
7,950,000 BBB+/Baa1 GATX Financial Corp., 8.875%, 6/1/09 8,088,107
1,645,000 B-/B3 Mandra Forestry Holdings, Ltd., 12.0%,
5/15/13 (144A) 1,398,250
1,500,000 NR/NR Mirant JPSCo. Finance, Ltd., 11.0%, 7/6/16 (144A) 1,477,500
------------
$ 11,984,847
--------------------------------------------------------------------------------------------------------
Multi-Sector Holdings -- 1.1%
4,205,000 B-/Caa1 Algoma Acquisition Corp., 9.875%, 6/15/15 (144A) $ 3,789,756
--------------------------------------------------------------------------------------------------------
Specialized Finance -- 3.4%
3,770,000 B-/Caa1 ACE Cash Express, Inc., 10.25%, 10/1/14 (144A) $ 2,714,400
640,000 CCC+/Caa1 iPayment, Inc., 9.75%, 5/15/14 512,000
9,000,000 B-/Caa1 NCO Group, Inc., 11.875%, 11/15/14 7,335,000
500,000(a) NR/NR Successor II, Ltd., 27.815%, 4/6/10 (144A) 475,650
------------
$ 11,037,050
--------------------------------------------------------------------------------------------------------
Consumer Finance -- 1.5%
3,000,000(a) B-/B1 Ford Motor Credit Co., 7.241%, 4/15/12 $ 2,773,524
3,000,000 B-/B1 Ford Motor Credit Co., 7.875%, 6/15/10 2,289,981
------------
$ 5,063,505
------------
Total Diversified Financials $ 31,875,158
--------------------------------------------------------------------------------------------------------
INSURANCE -- 6.9%
Insurance Brokers -- 2.0%
2,640,000 CCC/Caa1 Alliant Holdings I, Inc., 11.0%, 5/1/15 (144A) $ 2,296,800
3,765,000 CCC+/Caa1 HUB International Holdings, Inc., 10.25%,
6/15/15 (144A) 2,974,350
900,000(a) CCC/B3 U.S.I. Holdings Corp., 6.679%, 11/15/14 (144A) 684,000
885,000 CCC/Caa1 U.S.I. Holdings Corp., 9.75%, 5/15/15 (144A) 672,600
------------
$ 6,627,750
--------------------------------------------------------------------------------------------------------
Life & Health Insurance -- 1.6%
5,420,000 B+/B1 Presidential Life Corp., 7.875%, 2/15/09 $ 5,392,900
--------------------------------------------------------------------------------------------------------
Multi-Line Insurance -- 0.7%
3,075,000(a) BB/Baa3 Liberty Mutual Group, Inc., 10.75%, 6/15/58 (144A) $ 2,214,000
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 19
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Property & Casualty Insurance -- 1.9%
5,300,000 BBB-/Baa3 Allmerica Financial Corp., 7.625%, 10/15/25 $ 4,548,879
375,000(a) BB+/NR Blue Fin, Ltd., 7.189%, 4/10/12 (144A) 364,988
2,300,000(a)(n) A/Baa1 MBIA Insurance Co., 14.0% 1/15/33 (144A) 1,334,000
------------
$ 6,247,867
--------------------------------------------------------------------------------------------------------
Reinsurance -- 0.7%
EURO 275,000(a) B-/NR Atlas Reinsurance Plc, 14.981%, 1/10/11 (144A) $ 380,485
750,000(a) BB/NR Foundation Re, Ltd.,6.907%, 11/24/08 (144A) 742,875
250,000(a) B+/NR Residential Reinsurance 2006, 12.811%,
6/5/09 (144A) 254,800
850,000(a) B/NR Residential Reinsurance 2008, 14.311%,
6/6/11 (144A) 856,715
------------
$ 2,234,875
------------
Total Insurance $ 22,717,392
--------------------------------------------------------------------------------------------------------
REAL ESTATE -- 0.0%
Diversified Real Estate Activities -- 0.0%
225,000(a) B+/NR Alto Palermo SA, 11.0%, 6/11/12 (144A) $ 163,125
------------
Total Real Estate $ 163,125
--------------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 3.4%
IT Consulting & Other Services -- 0.6%
2,790,000 CCC+/Caa1 Activant Solutions, Inc., 9.5%, 5/1/16 $ 2,064,600
--------------------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 2.2%
8,940,000 B/B3 First Data Corp., 9.875%, 9/24/15 (144A) $ 7,017,900
--------------------------------------------------------------------------------------------------------
Application Software -- 0.6%
810,000 CCC+/Caa1 Open Solutions, Inc., 9.75%, 2/1/15 (144A) $ 526,500
1,705,000 B-/Caa1 Vangent, Inc., 9.625%, 2/15/15 1,389,575
------------
$ 1,916,075
------------
Total Software & Services $ 10,998,575
--------------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT -- 0.7%
Semiconductors -- 0.7%
750,000(a) B-/B2 Freescale Semiconductor, Inc., 6.694%, 12/15/14 $ 502,500
2,000,000(b) B-/B2 Freescale Semiconductor, Inc., 9.125%, 12/15/14 1,260,000
750,000(n) B-/B3 Freescale Semiconductor, Inc., 10.125%, 12/15/16 480,000
------------
Total Semiconductors & Semiconductor Equipment $ 2,242,500
--------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 10.3%
Integrated Telecommunication Services -- 5.5%
4,165,000 CCC+/B3 Broadview Networks Holdings, Inc., 11.375%, 9/1/12 $ 3,207,050
1,500,000 NR/B2 Digicel, Ltd., 9.25%, 9/1/12 (144A) 1,485,000
4,070,000 B-/B2 GC Impsat Holdings I Plc, 9.875%, 2/15/17 (144A) 3,663,000
3,000,000 B/B3 GCI, Inc., 7.25%, 2/15/14 2,610,000
2,500,000 BB-/B3 Intelsat Corp., 9.25%, 6/15/16 (144A) 2,300,000
The accompanying notes are an integral part of these financial statements.
20 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Integrated Telecommunication Services -- (continued)
1,000,000 BB-/B3 Intelsat Subsidiary Holdings, 8.5%, 1/15/13 (144A) $ 925,000
3,865,000(n) CCC+/Caa1 PAETEC Holding Corp., 9.5%, 7/15/15 2,647,525
691,000(n) NR/Baa3 Tele Norte Leste Participacoes SA, 8.0%, 12/18/13 697,910
535,000 B-/Caa1 Telesat Canada, 11.0%, 11/1/15 (144A) 428,000
------------
$ 17,963,485
--------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 4.8%
1,380,000 CCC/Caa3 Cell C Property, Ltd., 11.0%, 7/1/15 (144A) $ 1,393,800
6,400,000 B-/B3 Cricket Communications, Inc., 9.375%, 11/1/14 5,952,000
2,500,000(a) CCC+/Caa1 Hellas Telecommunications Luxembourg II, 8.541%,
1/15/15 (144A) 1,512,500
5,000,000 B/B1 Hughes Network Systems LLC, 9.5%, 4/15/14 4,850,000
3,020,000 B/B1 True Move Co., Ltd., 10.75%, 12/16/13 (144A) 2,038,500
-----------
$ 15,746,800
------------
Total Telecommunication Services $ 33,710,285
--------------------------------------------------------------------------------------------------------
UTILITIES -- 4.7%
Electric Utilities -- 1.7%
2,220,000(f) NR/B3 Rede Empresas de Energia Electrica SA,
11.125%, (144A) $ 1,698,300
4,345,000 CCC/B3 Texas Computer Electric Holdings Co., LLC, 10.25%,
11/1/15 (144A) 3,921,363
------------
$ 5,619,663
--------------------------------------------------------------------------------------------------------
Multi-Utilities -- 0.4%
1,325,000 BB-/Ba2 PNM Resources, Inc., 9.25%, 5/15/15 $ 1,305,125
--------------------------------------------------------------------------------------------------------
Independent Power Producers & Energy Traders -- 2.6%
2,000,000(n) BB/Ba2 Aes Chivor SA ESP, 9.75%, 12/30/14 (144A) $ 2,065,200
3,200,000 NR/NR Biofuel Energy ASA, 10.0%, 6/7/12 2,656,000
3,800,000 BB-/Ba3 Intergen NV, 9.0%, 6/30/17 (144A) 3,800,000
-----------
$ 8,521,200
------------
Total Utilities $ 15,445,988
--------------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(Cost $442,881,880) $381,920,966
--------------------------------------------------------------------------------------------------------
CONVERTIBLE BONDS & NOTES -- 1.5% of Net Assets
ENERGY -- 0.3%
Oil & Gas Drilling -- 0.3%
1,150,000(d) NR/NR Hercules Offshore, Inc., 3.375%, 6/1/38 (144A) $ 853,875
------------
Total Energy $ 853,875
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 21
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
TRANSPORTATION -- 0.6%
Marine -- 0.6%
2,595,000 B/B3 Horizon Lines, Inc., 4.25%, 8/15/12 $ 1,955,981
------------
Total Transportation $ 1,955,981
--------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 0.2%
Health Care Services -- 0.2%
1,210,000 B+/B3 Omnicare, Inc., 3.25%, 12/15/35 $ 792,550
------------
Total Health Care Equipment & Services $ 792,550
--------------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 0.4%
Communications Equipment -- 0.4%
2,580,000 B-/B3 Nortel Networks Corp., 2.125%, 4/15/14 $ 1,235,175
------------
Total Technology Hardware & Equipment $ 1,235,175
--------------------------------------------------------------------------------------------------------
TOTAL CONVERTIBLE BONDS & NOTES
(Cost $5,384,392) $ 4,837,581
--------------------------------------------------------------------------------------------------------
MUNICIPAL BONDS -- 5.3% of Net Assets
Indiana -- 1.8%
1,650,000 BBB+/Baa2 East Chicago Industrial Pollution Control Revenue,
7.0%, 1/1/14 $ 1,639,341
4,250,000 BBB+/NR Indiana Development Finance Authority Revenue,
5.75%, 10/1/11 4,221,185
------------
$ 5,860,526
--------------------------------------------------------------------------------------------------------
New Jersey -- 1.1%
4,525,000 B/B3 New Jersey Economic Development Authority Revenue,
7.0%, 11/15/30 $ 3,721,451
--------------------------------------------------------------------------------------------------------
New York -- 0.9%
3,475,000 BB+/Ba1 New York City Industrial Development Agency Revenue,
7.625%, 12/1/32 $ 2,915,108
--------------------------------------------------------------------------------------------------------
North Carolina -- 1.5%
4,800,000 NR/NR Charlotte Special Facilities Refunding Revenue,
5.6%, 7/1/27 $ 3,217,872
2,000,000 NR/NR Charlotte Special Facilities Refunding Revenue,
7.75%, 2/1/28 1,726,940
------------
$ 4,944,812
--------------------------------------------------------------------------------------------------------
TOTAL MUNICIPAL BONDS
(Cost $15,486,989) $ 17,441,897
--------------------------------------------------------------------------------------------------------
MUNICIPAL COLLATERALIZED DEBT OBLIGATION -- 1.0%
of Net Assets
3,300,000(a)(g) NR/NR Non-Profit Preferred Funding Trust I, 12.0%,
9/15/37 (144A) $ 3,165,558
--------------------------------------------------------------------------------------------------------
TOTAL MUNICIPAL COLLATERALIZED DEBT OBLIGATION
(Cost $3,293,400) $ 3,165,558
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
SOVEREIGN DEBT OBLIGATIONS -- 2.2% of Net Assets
Brazil -- 1.1%
ITL 4,800,000,000(d) BBB-/Baa3 Banco Nacional de Desenvolimento Bndes,
8.0%, 4/28/10 $ 3,499,528
--------------------------------------------------------------------------------------------------------
Ecuador -- 0.4%
2,015,000(d) B-/B3 Federal Republic of Ecuador, 10.0%, 8/15/30 (144A) $ 1,460,875
--------------------------------------------------------------------------------------------------------
Russia -- 0.7%
2,273,600(d) BBB+/Baa1 Russia Government International Bond,
7.5%, 3/31/30 $ 2,327,598
--------------------------------------------------------------------------------------------------------
TOTAL SOVEREIGN DEBT OBLIGATIONS
(Cost $5,386,972) $ 7,288,001
--------------------------------------------------------------------------------------------------------
FLOATING RATE LOAN INTERESTS -- 3.8% of Net Assets (h)
ENERGY -- 0.2%
Oil & Gas Exploration & Production -- 0.2%
600,000 B/B3 Venoco, Inc., Second Lien Term Loan,
6.813%, 9/20/11 $ 555,000
------------
Total Energy $ 555,000
--------------------------------------------------------------------------------------------------------
MATERIALS -- 0.6%
Steel -- 0.6%
2,271,250 NR/B1 Niagara Corp., Term Loan, 8.776%, 6/29/14 $ 1,930,563
------------
Total Materials $ 1,930,563
--------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 0.7%
Building Products -- 0.6%
223,823 NR/B1 Custom Building Products, Inc., First Lien Term Loan,
4.946% , 10/20/11 $ 185,773
2,250,000 BB-/Ba3 Custom Building Products, Inc., Second Lien Term
Loan, 8.704%, 4/20/12 1,710,000
------------
$ 1,895,773
--------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 0.1%
397,920 BB-/B2 Rental Service Corp., Second Lien Initial Term Loan,
6.3%, 11/30/13 $ 316,015
------------
Total Capital Goods $ 2,211,788
--------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 0.1%
Homebuilding -- 0.1%
2,850,000(i) BB/Ba3 LandSource Communities Development LLC, Second
Lien Facility Loan, 10.5%, 2/27/14 $ 288,562
------------
Total Consumer Durables & Apparel $ 288,562
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.\
Pioneer High Income Trust | Semiannual Report | 9/30/08 23
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
CONSUMER SERVICES -- 0.4%
Casinos & Gaming -- 0.4%
2,500,000 BB-/Caa1 Gateway Casinos & Entertainment, Advance Second
Lien Term Loan, 8.283%, 3/31/15 $ 1,291,667
------------
Total Consumer Services $ 1,291,667
--------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 0.4%
Health Care Equipment & Services -- 0.4%
1,488,636 NR/B2 Talecris Biotherapeutics Holdings Corp., First Lien Term
Loan, 6.31%, 12/6/13 $ 1,421,648
------------
Total Health Care Equipment & Services $ 1,421,648
--------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.9%
Other Diversified Financial Services -- 0.9%
EURO 2,347,346(b) NR/NR Louis Topco, Ltd., Term Loan, 12.71%, 6/1/17 $ 2,918,026
------------
Total Diversified Financials $ 2,918,026
--------------------------------------------------------------------------------------------------------
INSURANCE -- 0.5%
Multi-Line Insurance -- 0.5%
248,116 B-/B2 AmWins Group, Inc., Initial Term Loan, 4.99% - 5.31%,
6/8/13 $ 192,290
2,250,000 B-/B2 AmWins Group, Inc., Second Lien Initial Term Loan,
7.99%, 6/9/14 1,575,000
------------
Total Insurance $ 1,767,290
--------------------------------------------------------------------------------------------------------
TOTAL FLOATING RATE LOAN INTERESTS
(Cost $17,743,473) $ 12,384,544
--------------------------------------------------------------------------------------------------------
Shares
COMMON STOCKS -- 0.5% of Net Assets
TRANSPORTATION -- 0.2%
Airlines -- 0.2%
75,686(g)(j)(n) Northwest Airlines Corp. $ 683,445
------------
Total Transportation $ 683,445
--------------------------------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY & LIFE SCIENCES -- 0.3%
Pharmaceuticals -- 0.3%
17,818(n) Teva Pharmaceutical Industries, Ltd. (A.D.R.) $ 815,886
------------
Total Pharmaceuticals & Biotechnology &
Life Sciences $ 815,886
--------------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $2,886,220) $ 1,499,331
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer High Income Trust | Semiannual Report | 9/30/08
S&P/Moody's
Ratings
Shares (unaudited) Value
CONVERTIBLE PREFERRED STOCK -- 0.3% of Net Assets
DIVERSIFIED FINANCIALS -- 0.3%
Diversified Financial Services -- 0.3%
1,200 Bank of America Corp., 7.25% $ 1,005,600
--------------------------------------------------------------------------------------------------------
TOTAL CONVERTIBLE PREFERRED STOCK
(Cost $977,616) $ 1,005,600
--------------------------------------------------------------------------------------------------------
WARRANTS -- 0.3% of Net Assets
ENERGY -- 0.2%
Oil & Gas Exploration & Production -- 0.2%
2,500,000(j) Norse Energy Corp. ASA -- CW11, Expires 7/14/11 $ 761,125
------------
Total Energy $ 761,125
--------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.1%
Other Diversified Financial Services- 0.1%
1,645(j) Mandra Forestry Holdings, Ltd. -- CW13, Expires
5/15/13 (144A) $ 172,725
------------
Total Diversified Financials $ 172,725
--------------------------------------------------------------------------------------------------------
UTILITIES -- 0.0%
Independent Power Producer & Energy Traders -- 0.0%
150,592(j) Biofuel Energy ASA, Expires 6/7/12 $ --
------------
Total Utilities $ --
--------------------------------------------------------------------------------------------------------
TOTAL WARRANTS
(Cost $523,408) $ 933,850
--------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($)
TEMPORARY CASH INVESTMENTS -- 21.5% of Net Assets
Repurchase Agreements -- 6.2%
4,045,000 Bank of America Corp., 0.5%, dated 9/30/08,
repurchase price of $4,045,000 plus accrued interest
on 10/1/08 collateralized by the following:
$1,907,002 U.S. Treasury Bills, 0.94%, 1/15/09
$2,114,651 U.S. Treasury Notes, 3.875%, 5/15/10 $ 4,045,000
4,045,000 Bank of America Corp., 1.8%, dated 9/30/08,
repurchase price of $4,045,000 plus accrued interest
on 10/1/08 collateralized by $4,473,918 Freddie
Mac Giant, 5.5%, 1/1/38 4,045,000
4,045,000 Barclays Plc, 2.25%, dated 9/30/08, repurchase price
of $4,045,000 plus accrued interest on 10/1/08
collateralized by the following:
$4,949,813 Federal National Mortgage Association,
5.0%, 3/1/21 - 2/1/36
$601,077 Freddie Mac Giant, 5.0%, 8/1/36 4,045,000
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 25
Schedule of Investments | 9/30/08 (unaudited) (continued)
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Repurchase Agreements -- (continued)
4,045,000 Deutsche Bank AG, 2.25%, dated 9/30/08,
repurchase price of $4,045,000 plus accrued interest
on 10/1/08 collateralized by the following:
$1,796,552 Freddie Mac Giant, 5.0% - 7.5%,
10/1/18 - 9/1/38
$70,557 Federal Home Loan Mortgage Corp.,
6.591%, 2/1/37
$216,932 Federal National Mortgage Association
(ARM), 4.574% - 5.502%, 10/1/15 - 5/1/36
$3,818,978 Federal National Mortgage Association,
5.0% - 7.0%, 5/1/20 - 9/1/47 $ 4,045,000
4,045,000 JPMorgan Chase & Co., 1.7%, dated 9/30/08,
repurchase price of $4,045,000 plus accrued interest
on 10/1/08 collateralized by $4,595,095 Federal
National Mortgage Association, 4.5% - 6.5%,
6/1/23 - 9/1/38 4,045,000
------------
$ 20,225,000
--------------------------------------------------------------------------------------------------------
Security Lending Collateral -- 15.3%(k)
Certificates of Deposit:
869,617 Abbey National Plc, 3.15%, 8/13/2009 $ 869,617
870,029 Banco Santander NY, 3.09%, 12/22/08 870,029
869,412 Bank of Nova Scotia, 3.18%, 5/5/09 869,412
312,968 Bank of Scotland NY, 2.89%, 11/4/08 312,968
521,867 Bank of Scotland NY, 2.96%, 11/3/08 521,867
1,388,721 Bank of Scotland NY, 3.03%, 6/5/09 1,388,721
869,617 Bank of Scotland NY, 3.06%, 3/5/09 869,617
1,565,311 Barclays Bank, 3.18%, 5/27/09 1,565,311
1,739,235 BNP Paribas NY, 2.72% 11/3/2008 1,739,235
276,149 Calyon NY, 2.69%, 1/16/09 276,149
869,618 Citibank, 2.73%, 10/30/08 869,618
1,565,311 DNB NOR Bank ASA NY, 2.9%, 6/8/09 1,565,311
1,593,139 Intesa SanPaolo S.p.A., 2.72%, 5/22/09 1,593,139
100,610 NORDEA NY, 2.72%, 4/9/09 100,610
83,426 NORDEA NY, 2.73%, 12/1/08 83,426
1,304,426 Royal Bank of Canada NY, 3.0%, 8/7/09 1,304,426
173,671 Skandinavian Enskilda Bank NY, 3.06% , 2/13/09 173,671
1,739,235 Societe Generale, 3.28%, 9/4/09 1,739,235
1,565,311 Svenska Bank NY, 2.7%, 7/8/09 1,565,311
521,771 Toronto Dominion Bank NY, 2.75%, 11/5/08 521,771
869,617 Wachovia Corp., 2.79%,10/30/08 869,617
173,838 Wachovia Corp., 2.85%,10/28/08 173,838
------------
$ 19,842,899
--------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer High Income Trust | Semiannual Report | 9/30/08
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
Commercial Paper:
1,707,928 American Honda Finance Corp., 2.92%, 7/14/09 $ 1,707,928
1,734,788 ANZ Bank, 2.64%, 11/5/08 1,734,788
165,590 Bank Bovespa NY, 2.79%, 3/12/09 165,590
869,617 CME Group, Inc., 3.0%, 8/6/09 869,617
1,739,235 Commonwealth Bank of Australia, 3.02%, 7/16/09 1,739,235
173,380 Dexdel, 2.7%, 11/10/2008 173,380
869,411 General Electric Capital Corp., 2.82%, 3/16/09 869,411
782,565 General Electric Capital Corp., 4.24%, 1/5/09 782,565
1,739,235 HSBC USA, Inc., 3.2%, 8/14/09 1,739,235
321,658 IBM, 3.18%, 2/13/09 321,658
869,617 IBM, 3.18%, 6/26/09 869,617
521,729 John Deere Capital Corp., 2.82%, 12/12/08 521,729
1,730,895 JPMorgan Chase & Co., 1.42%,12/3/2008 1,730,895
1,738,372 Macquarie Bank, Ltd., 2.55%, 10/8/08 1,738,372
1,565,311 Met Life Global Funding, 3.19%, 6/12/09 1,565,311
173,472 Met Life, Inc., 2.7%, 11/3/2008 173,472
1,739,235 Monumental Global Funding, Ltd., 3.20%, 8/17/09 1,739,235
1,565,311 New York Life Global, 2.98%, 9/04/09 1,565,311
1,739,235 U.S. Bank, 2.912%, 8/24/09 1,739,235
1,478,350 Westpac Banking Corp., 3.74%, 6/1/09 1,478,350
-------------
$ 23,224,934
--------------------------------------------------------------------------------------------------------
Tri-party Repurchase Agreements:
3,478,469 ABN Amro, 1.85%, 10/1/08 $ 3,478,469
1,947,073 Barclays Capital Markets, 2.11%, 10/1/08 1,947,073
1,448,365 Deutsche Bank AG, 2.0%, 10/1/08 1,448,365
-------------
$ 6,873,907
--------------------------------------------------------------------------------------------------------
Other:
192,755 ABS CFAT 2008-A A1, 3.005%, 4/27/09 $ 192,755
-------------
Total Securities Lending Collateral $ 50,134,495
--------------------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $70,359,495) $ 70,359,495
--------------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 157.3%
(Cost $579,844,291) (l)(m) $ 514,676,909
--------------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- (11.1)% $ (36,347,763)
--------------------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE,
INCLUDING DIVIDENDS PAYABLE -- (46.2)% $(151,171,158)
--------------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON
SHAREOWNERS -- 100.0% $ 327,157,988
========================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 27
Schedule of Investments | 9/30/08 (unaudited) (continued)
NR Security not rated by S&P or Moody's.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At
September 30, 2008, the value of these securities amounted to
$144,879,082 or 44.3% of total net assets applicable to common
shareowners.
(a) Floating rate note. The rate shown is the coupon rate at September 30,
2008.
(b) Payment-in Kind (PIK) security which may pay interest in additional
principal amount.
(c) Security is priced as a unit.
(d) Debt obligation initially issued at one coupon which converts to a higher
coupon at a specific date. The rate shown is the coupon rate at September
30, 2008.
(e) On September 30, 2008, the security was not in default but defaulted
after the period end.
(f) Security is a perpetual bond and has no definite maturity date.
(g) Indicates a security that has been deemed illiquid. The aggregate cost of
illiquid securities is $5,427,343. The aggregate value $3,849,003
represents 1.2% of total net assets applicable to common shareowners.
(h) Floating rate loan interests in which the Trust invests generally pay
interest at rates that are periodically redetermined by reference to a
base lending rate plus a premium. These base lending rates are generally
(i) the lending rate offered by one or more major European banks, such as
LIBOR (London InterBank Offered Rate), (ii) the prime rate offered by one
or more major United States banks, (iii) the certificate of deposit (iv)
other base lending rates used by commercial lenders. The interest rate
shown is the rate accruing at September 30, 2008.
(i) Security is in default and is non-income producing.
(j) Non-income producing.
(k) Security lending collateral is managed by Credit Suisse.
(l) At September 30, 2008, the net unrealized loss on investments based on
cost for federal income tax purposes of $580,427,831 was as follows:
Aggregate gross unrealized gain for all investments in which there is an
excess of value over tax cost $ 11,607,667
Aggregate gross unrealized loss for all investments in which there is an
excess of tax cost over value (77,358,589)
-------------
Net unrealized loss $ (65,750,922)
=============
For financial reporting purposes net unrealized loss was $65,167,382 and cost
of investments aggregated $579,844,291
The accompanying notes are an integral part of these financial statements.
28 Pioneer High Income Trust | Semiannual Report | 9/30/08
(m) Distribution of investments by country of issue, as a percentage of total
holdings, is as follows:
United States 78.3%
Norway 3.5
Canada 3.0
United Kingdom 2.5
Brazil 1.9
Cayman Islands 1.4
Netherlands 1.3
Bermuda 1.0
Germany 1.0
Mexico 0.8
Virgin Islands 0.7
Italy 0.7
Australia 0.5
Argentina 0.5
Russia 0.4
Colombia 0.4
Thailand 0.4
Luxembourg 0.4
Jamaica 0.3
Ecuador 0.3
South Africa 0.3
Singapore 0.2
Israel 0.1
Ireland 0.1
-----
100.0%
=====
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 29
Schedule of Investments | 9/30/08 (unaudited) (continued)
(n) At September 30, 2008, the following securities were out on loan:
Principal
Amount
USD ($) Description Market Value
3,778,000 Accuride Corp., 8.5%, 2/1/15 $ 2,480,453
1,130,000 Aes Chivor SA ESP, 9.75%, 12/30/14 (144A) 1,194,751
353,000 Aleris International, Inc., 10.0%, 12/15/16 223,405
495,000 Allison Transmission, Inc., 11.0%, 11/1/15 (144A) 453,337
1,340,000 Allison Transmission, Inc., 11.25%, 11/1/15 (144A) 1,161,612
2,200,000 Angiotech Pharmaceuticals, Inc., 7.75%, 4/1/14 1,371,777
3,924,000 Aventine Renewable Energy Holdings, Inc., 10.0%, 4/1/17 2,079,720
760,000 Bertin, Ltd., 10.25%, 10/5/16 (144A) 699,068
3,168,000 CCH I Holdings LLC, 11.0%, 10/1/15 2,250,136
832,000 Central Garden & Pet Co., 9.125%, 2/1/13 653,293
1,000,000 CSN Islands VIII Corp., 9.75%, 12/16/13 (144A) 1,068,438
3,316,000 Duane Reade, Inc., 9.75%, 8/1/11 2,855,013
740,000 Freescale Semiconductor, Inc., 10.125%, 12/15/16 495,663
189,000 Georgia Gulf Corp., 9.5%, 10/15/14 124,514
2,800,000 Georgia Gulf Corp., 10.75%, 10/15/16 1,397,959
5,000,000 Graphic Packaging International, Inc., 9.5%, 8/15/13 4,576,060
50,000 KAR Holdings, Inc., 10.0%, 5/1/15 (144A) 40,583
1,813,000 MBIA Insurance Co., 14.0%, 1/15/33 (144A) 1,104,420
1,365,000 Minerva Overseas, Ltd., 9.5%, 2/1/17 (144A) 1,058,652
2,000,000 PAETEC Holding Corp., 9.5%, 7/15/15 1,410,112
1,485,000 Panolam Industries International, 10.75%, 10/1/13 970,375
4,495,000 Sally Holdings LLC, 10.5%, 11/15/16 4,448,553
105,000 Tele Norte Leste Participacoes SA, 8.0%, 12/18/13 108,430
2,955,000 Tenneco Automotive, Inc., 8.625%, 11/15/14 2,445,508
2,227,000 Tronox Worldwide LLC, 9.5%, 12/1/12 805,432
2,000,000 VeraSun Energy Corp., 9.375%, 6/1/17 861,980
4,237,000 VeraSun Energy Corp., 9.875%, 12/15/12 3,173,835
4,200,000 Warner Chilcott Corp., 8.75%, 2/1/15 4,198,249
70,000 Waste Services, Inc., 9.5%, 4/15/14 71,648
490,000 Wells Fargo Capital XV, 9.75% 478,087
3,650,000 Yankee Acquisition Corp., 8.5%, 2/15/15 2,685,892
Shares
74,000 Northwest Airlines Corp. 668,220
17,200 Teva Pharmaceutical Industries, Ltd. (A.D.R.) 787,588
-----------
$48,402,763
===========
The accompanying notes are an integral part of these financial statements.
30 Pioneer High Income Trust | Semiannual Report | 9/30/08
Note: Principal amounts are denominated in U.S. dollars unless otherwise
denoted.
EURO Euro
ITL Italian Lira
NOK Norwegian Krone
Glossary of Terms:
(A.D.R.) American Depositary Receipt
Purchases and sales of securities (excluding temporary cash investments) for the
period ended September 30, 2008, aggregated $52,973,926 and $60,186,054,
respectively.
FAS 157 Footnote Disclosures
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels listed below. Highest
priority is given to Level 1 inputs and lowest priority is given to Level 3.
Level 1 - quoted prices in active markets for identical securities
Level 2 - other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
etc.)
Level 3 - significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments)
The following is a summary of the inputs used as of September 30, 2008, in
valuing the Trust's assets:
Other
Investments Financial
Valuation Inputs in Securities Instruments*
Level 1 - Quoted Prices $ 2,260,456 $ 898.940
Level 2 - Other Significant Observable Inputs 512,416,453 --
Level 3 - Significant Unobservable Inputs -- --
--------------------------------------------------------------------------------
Total $514,676,909 $ 898,940
================================================================================
* Other financial instruments include foreign exchange contracts.
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 31
Statement of Assets and Liabilities | 9/30/08 (unaudited)
ASSETS:
Investments in securities, at value
(including securities loaned of $48,402,763)
(cost $579,844,291) $514,676,909
Foreign currencies, at value (cost $2,182,082) 2,098,249
Receivables --
Dividends, interest and foreign tax reclaim 13,141,534
Forward foreign currency portfolio hedge contracts -- net 898,940
Other assets 6,684
Prepaid expenses 30,677
--------------------------------------------------------------------------------------
Total assets $530,852,993
======================================================================================
LIABILITIES:
Payables --
Upon return of securities loaned $ 50,134,495
Due to custodian 2,039,964
Due to affiliates 253,165
Accrued expenses 96,223
--------------------------------------------------------------------------------------
Total liabilities $ 52,523,847
======================================================================================
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to 6,040 shares,
including dividends payable of $171,158 $151,171,158
--------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $389,463,830
Undistributed net investment income 11,303,632
Accumulated net realized loss on investments and foreign currency
transactions (9,220,457)
Net unrealized loss on investments (65,167,382)
Net unrealized gain on forward foreign currency contracts and other
assets and liabilities denominated in foreign currencies 778,365
--------------------------------------------------------------------------------------
Net assets applicable to common shareowners $327,157,988
======================================================================================
NET ASSET VALUE PER SHARE:
No par value (unlimited number of shares authorized)
Based on $327,157,988/27,315,063 common shares $ 11.98
======================================================================================
The accompanying notes are an integral part of these financial statements.
32 Pioneer High Income Trust | Semiannual Report | 9/30/08
Statement of Operations (unaudited)
For the Six Months Ended 9/30/08
INVESTMENT INCOME:
Interest $ 27,502,275
Dividends 25,612
Income from securities loaned, net 289,370
------------------------------------------------------------------------------------------------------------
Total investment income $ 27,817,257
------------------------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 1,550,614
Administrative fees 45,226
Transfer agent fees and expenses 29,379
Auction agent fees 201,153
Custodian fees 51,799
Registration fees 10,565
Professional fees 54,178
Printing expense 16,552
Trustees' fees 7,903
Pricing fee 10,229
Miscellaneous 18,193
------------------------------------------------------------------------------------------------------------
Total expenses $ 1,995,791
------------------------------------------------------------------------------------------------------------
Less fees paid indirectly (2)
------------------------------------------------------------------------------------------------------------
Net expenses $ 1,995,789
------------------------------------------------------------------------------------------------------------
Net investment income $ 25,821,468
------------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized loss from:
Investments $ (1,804,132)
Forward foreign currency contracts and other assets and liabilities
denominated in foreign currencies (1,031,848) $ (2,835,980)
------------------------------------------------------------------------------------------------------------
Change in net unrealized gain (loss) from:
Investments $(39,593,414)
Forward foreign currency contracts and other assets and liabilities
denominated in foreign currencies 2,433,019 $(37,160,395)
------------------------------------------------------------------------------------------------------------
Net loss on investments and foreign currency transactions $(39,996,375)
------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO PREFERRED SHAREOWNERS FROM
NET INVESTMENT INCOME: $ (2,563,034)
------------------------------------------------------------------------------------------------------------
Net decrease in net assets applicable to common shareowners
resulting from operations $(16,737,941)
============================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer High Income Trust | Semiannual Report | 9/30/08 33
Statement of Changes in Net Assets
For the Six Months Ended 9/30/08 and the Year Ended 3/31/08, respectively
Six Months Ended
9/30/08 Year Ended
(unaudited) 3/31/08
FROM OPERATIONS:
Net investment income $ 25,821,468 $ 51,707,099
Net realized loss on investments and foreign currency
transactions (2,835,980) (2,517,818)
Change in net unrealized gain (loss) on investments and foreign
currency transactions (37,160,395) (71,561,635)
Dividends and distributions to preferred shareowners from:
Net investment income (2,563,034) (6,061,497)
Net realized gains -- (1,860,388)
----------------------------------------------------------------------------------------------------
Net decrease in net assets applicable to common
shareowners resulting from operations $ (16,737,941) $(30,294,239)
----------------------------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS TO COMMON SHAREOWNERS:
Net investment income
($0.83 and $1.65 per share, respectively) $ (22,497,602) $(44,810,401)
Net realized capital gains
($0.0 and $0.45 per share, respectively) -- (12,222,501)
----------------------------------------------------------------------------------------------------
Total distributions to common shareowners $ (22,497,602) $(57,032,902)
----------------------------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
Reinvestment of distributions $ 1,194,803 $ 2,081,512
----------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners resulting from Trust share transactions $ 1,194,803 $ 2,081,512
----------------------------------------------------------------------------------------------------
Net decrease in net assets applicable to common
shareowners $ (38,040,740) $(85,245,629)
----------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Beginning of period 365,198,728 450,444,357
----------------------------------------------------------------------------------------------------
End of period $ 327,157,988 $365,198,728
----------------------------------------------------------------------------------------------------
Undistributed net investment income $ 11,303,632 $ 10,542,800
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
34 Pioneer High Income Trust | Semiannual Report | 9/30/08
Financial Highlights
Six Months Ended Year
9/30/08 Ended
(unaudited) 3/31/08
Per Common Share Operating Performance
Net asset value, beginning of period $ 13.41 $ 16.63
----------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 0.95 $ 1.90
Net realized and unrealized gain (loss) on investments and foreign
currency transactions (1.46) (2.73)
Dividends and distributions to preferred shareowners from:
Net investment income (0.09) (0.22)
Net realized gains -- (0.07)
----------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ (0.60) $ (1.12)
Dividends and distributions to common shareowners from:
Net investment income (0.83) (1.65)
Net realized gains -- (0.45)
Capital charge with respect to issuance of preferred shares -- --
----------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.43) $ (3.22)
====================================================================================================
Net asset value, end of period(c) $ 11.98 $ 13.41
----------------------------------------------------------------------------------------------------
Market value, end of period(c) $ 10.32 $ 13.15
Total return at market value(d) (16.44)% (15.37)%
Ratios to average net assets of common shareowners
Net expenses(e) 1.09%(f) 1.02%
Net investment income before preferred share dividends 14.13%(f) 12.36%
Preferred share dividends 1.40%(f) 1.45%
Net investment income available to common shareowners 12.73%(f) 10.91%
Portfolio turnover 11% 15%
Year Year Year Year
Ended Ended Ended Ended
3/31/07 3/31/06 3/31/05 3/31/04
Per Common Share Operating Performance
Net asset value, beginning of period $ 16.13 $ 16.34 $ 16.20 $ 13.43
---------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.88 $ 1.88 $ 1.87 $ 1.77
Net realized and unrealized gain (loss) on investments and foreign
currency transactions 0.64 0.00(b) 0.15 2.73
Dividends and distributions to preferred shareowners from:
Net investment income (0.27) (0.19) (0.10) (0.06)
Net realized gains (0.01) (0.02) 0.00(b) --
---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 2.24 $ 1.67 $ 1.92 $ 4.44
Dividends and distributions to common shareowners from:
Net investment income (1.65) (1.65) (1.65) (1.65)
Net realized gains (0.09) (0.23) (0.13) --
Capital charge with respect to issuance of preferred shares -- -- -- (0.02)
---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.50 $ (0.21) $ 0.14 $ 2.77
===========================================================================================================================
Net asset value, end of period(c) $ 16.63 $ 16.13 $ 16.34 $ 16.20
---------------------------------------------------------------------------------------------------------------------------
Market value, end of period(c) $ 17.84 $ 16.80 $ 15.12 $ 16.57
Total return at market value(d) 17.61% 24.84% 1.97% 27.33%
Ratios to average net assets of common shareowners
Net expenses(e) 1.01% 0.99% 1.00% 0.96%
Net investment income before preferred share dividends 11.57% 11.68% 11.60% 11.64%
Preferred share dividends 1.67% 1.19% 0.63% 0.39%
Net investment income available to common shareowners 9.90% 10.49% 10.97% 11.25%
Portfolio turnover 27% 20% 54% 66%
The accompanying notes are an integral part of these financial statements.
35 Pioneer High Income Trust | Semiannual Report | 9/30/08
Financial Highlights (continued)
Six Months Ended Year
9/30/08 Ended
(unaudited) 3/31/08
Net assets of common shareowners, end of period (in thousands) $ 327,158 $ 365,199
Preferred shares outstanding (in thousands) $ 151,000 $ 151,000
Asset coverage per preferred share, end of period $ 79,194 $ 85,481
Average market value per preferred share(g) $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,028 $ 25,018
Ratios to average net assets of common shareowners before
reimbursement of waivers
Net expenses(e) 1.09%(f) 1.02%
Net investment income before preferred share dividends 14.13%(f) 12.36%
Preferred share dividends 1.40%(f) 1.45%
Net investment income available to common shareowners 12.73%(f) 10.91%
-------------------------------------------------------------------------------------------------------
Year Year Year Year
Ended Ended Ended Ended
3/31/07 3/31/06 3/31/05 3/31/04
Net assets of common shareowners, end of period (in thousands) $ 450,444 $ 434,429 $ 438,303 $ 433,556
Preferred shares outstanding (in thousands) $ 151,000 $ 151,000 $ 151,000 $ 151,000
Asset coverage per preferred share, end of period $ 99,597 $ 96,940 $ 97,569 $ 96,781
Average market value per preferred share(g) $ 25,000 $ 25,000 $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,020 $ 25,015 $ 25,003 $ 25,000
Ratios to average net assets of common shareowners before
reimbursement of waivers
Net expenses(e) 1.01% 0.99% 1.00% 0.96%
Net investment income before preferred share dividends 11.57% 11.68% 11.60% 11.64%
Preferred share dividends 1.67% 1.19% 0.63% 0.39%
Net investment income available to common shareowners 9.90% 10.49% 10.97% 11.25%
----------------------------------------------------------------------------------------------------------------------------
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) Amount is less than $0.01 per common share.
(c) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and
Saturday.
(d) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Total
investment returns less than a full period are not annualized. Past
performance is not a guarantee of future results.
(e) Expense ratios do not reflect the effect of dividend payments to preferred
shareowners.
(f) Annualized.
(g) Market value is redemption value without an active market.
The information above represents the operating performance data for a share of
common stock outstanding, total investment return, ratios to average net assets
of common shareowners and other supplemental data for the periods indicated.
This information has been determined based upon financial information provided
in the financial statements and market value data for the Trust's common shares.
The accompanying notes are an integral part of these financial statements.
36 Pioneer High Income Trust | Semiannual Report | 9/30/08
Notes to Financial Statements | 9/30/08 (unaudited)
1. Organization and Significant Accounting Policies
Pioneer High Income Trust (the "Trust") was organized as a Delaware statutory
trust on January 30, 2002. Prior to commencing operations on April 26, 2002, the
Trust had no operations other than matters relating to its organization and
registration as a diversified, closed-end management investment company under
the Investment Company Act of 1940, as amended. The investment objective of the
Trust is to seek a high level of current income and the Trust may seek capital
appreciation to the extent that it is consistent with its investment objective.
The Trust's investments in certain foreign markets or countries with limited
developing markets may subject the Trust to a greater degree of risk than in a
developed market. These risks include disruptive political or economic
conditions and the possible imposition of adverse governmental laws or currency
exchange restrictions.
Information regarding the Trust's principal risks is contained in the Trust's
original offering prospectus, with additional information included in the
Trust's Shareowner reports from time to time. Please refer to those documents
when considering the Trust's risks. At times, the Trust's investments may
represent industries or industry sectors that are interrelated or have common
risks, making it more susceptible to any economic, political, or regulatory
developments or other risks affecting those industries or sectors. Under normal
market conditions, the Trust invests at least 80% of its assets in below
investment grade (high-yield) debt securities, loans and preferred stocks.
Because the Trust's investments will be concentrated in the high-yield
securities, it will be subject to risks of such securities. Below investment
grade securities are commonly referred to as "junk bonds" and are considered
speculative with respect to the issuer's capacity to pay interest and repay
principal.
The Trust's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Trust to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, and the reported amounts of income,
expenses and gains and losses on investments during the reporting year. Actual
results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Trust in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
Pioneer High Income Trust | Semiannual Report | 9/30/08 37
A. Security Valuation
Security transactions are recorded as of trade date. Investments in Loan
Interests are valued in accordance with guidelines established by the Board
of Trustees at the mean between the last available bid and asked prices
from one or more brokers or dealers as obtained from Loan Pricing
Corporation. For the limited number of Loan Interests for which no reliable
price quotes are available, such investments will be valued by Loan Pricing
Corporation through the use of pricing matrices to determine valuations.
Fixed-income securities are valued at prices supplied by independent
pricing services, which consider such factors as Treasury spreads, yields,
maturities and ratings. Valuations may be supplemented by values obtained
from dealers and other sources, as required. Equity securities are valued
at the last sale price on the principal exchanges where they are traded.
Securities or Loan Interests for which market quotations are not readily
available are valued using fair value methods pursuant to procedure adopted
by the Board of Trustees. Trading in foreign securities is substantially
completed each day at various times prior to the close of the NYSE. The
values of such securities used in computing the net asset value of the
Trust's shares are determined as of such times. The Trust may also use the
fair value of a security, including a non-U.S. security, when the closing
market price on the primary exchange where the security is traded no longer
accurately reflects the value of the security as of the close of the
exchange. As of September 30, 2008, the Trust had no fair valued
securities. Temporary cash investments are valued at amortized cost which
approximates market value.
Dividend income is recorded on the ex-dividend date, except that certain
dividends from foreign securities where the ex-dividend date may have
passed are recorded as soon as the Trust becomes aware of the ex-dividend
data in the exercise of reasonable diligence. Discounts and premiums on
debt securities are accreted or amortized, respectively, daily, on an
effective yield to maturity basis and are included in interest income.
Premiums and discounts related to certain mortgage-backed securities are
amortized or accreted in proportion to the monthly paydowns. Interest
income, including income on interest bearing cash accounts, is recorded on
an accrual basis.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Foreign Currency Translation
The books and records of the Trust are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
38 Pioneer High Income Trust | Semiannual Report | 9/30/08
Net realized gains and losses on foreign currency transactions represent,
among other things, the net realized gains and losses on foreign currency
contracts, disposition of foreign currencies and the difference between the
amount of income accrued and the U.S. dollars actually received. Further,
the effects of changes in foreign currency exchange rates on investments
are not segregated in the Statement of Operations from the effects of
changes in market prices of those securities but are included with the net
realized and unrealized gain or loss on investments.
C. Forward Foreign Currency Contracts
The Trust enters into forward foreign currency contracts ("contracts") for
the purchase or sale of a specific foreign currency at a fixed price on a
future date as a hedge or cross-hedge against either specific investment
transactions (settlement hedges) or portfolio positions (portfolio hedges).
All contracts are marked to market daily at the applicable exchange rates,
and any resulting unrealized gains or losses are recorded in the Trust's
financial statements. The Trust records realized gains and losses at the
time a portfolio hedge is offset by entry into a closing transaction or
extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contracts and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar (see Note 5).
D. Federal Income Taxes
It is the Trust's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required. Tax
years prior to 2004 are closed (not subject to examination by Tax
authorities) due to expiration of statute of limitations; all other tax
years are open.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal
income tax rules. Therefore, the sources of the Trust's distributions may
be shown in the accompanying financial statements as either from or in
excess of net investment income or net realized gain (loss) on investment
and foreign currency transactions, or from paid-in capital, depending on
the type of book/tax differences that may exist.
Pioneer High Income Trust | Semiannual Report | 9/30/08 39
The tax character of current year distributions paid to common and
preferred shareowners will be determined at the end of the fiscal year.
Distributions during the year ended March 31, 2008 were as follows:
2008
Distributions paid from:
Ordinary Income $52,250,498
Net long-term capital gains 12,704,289
-------------------------------------------------
Total taxable distribution $64,954,787
=================================================
The following shows components of distributable earnings on a federal
income tax basis at March 31, 2008.
2008
Distributable earnings:
Undistributed ordinary income $ 9,845,904
Undistributed long-term capital gains 16,941
Dividends payable (109,057)
Unrealized depreciation (32,824,087)
---------------------------------------------------------
Total $ (23,070,299)
=========================================================
The difference between book basis and tax basis unrealized depreciation is
primarily attributable to the tax deferral of losses on straddles and wash
sales, the realization for tax purposes of unrealized gains on investments
in passive foreign investment companies, the realization for tax purposes
of unrealized losses on certain foreign currency contracts, the difference
between book and tax amortization methods for premiums and discounts on
fixed income securities, the deferral of post-October capital losses and
other book/tax temporary differences.
E. Repurchase Agreements
With respect to repurchase agreements entered into by the Trust, the value
of the underlying securities (collateral), including accrued interests
received from counterparties, is required to be at least equal to or in
excess of the repurchase price at the time of purchase. The collateral for
all repurchase agreements is held in safekeeping in the customer-only
account of the Trust's custodian or subcustodians. Pioneer Investment
Management, Inc., the Trust's investment adviser, is responsible for
determining that the value of the collateral remains at least equal to the
repurchase price.
F. Securities Lending
The Trust lends securities in its portfolio to certain broker-dealers or
other institutional investors, with the Trust's custodian acting as the
lending agent. When entering into a loan, the Trust receives collateral
which is maintained by the custodian and earns income in the form of
negotiated lenders' fees.
40 Pioneer High Income Trust | Semiannual Report | 9/30/08
The Trust also continues to receive interest or payments in lieu of
dividends on the securities loaned. Unrealized gain or loss on the fair
value of the loaned securities that may occur during the term of the loan
will be for the account of the Trust. The loans are secured by collateral
of at least 102%, at all times, of the fair value of the securities loaned.
The amount of the collateral will be adjusted daily to reflect any price
fluctuation in the value of the loaned securities. The Trust has the right
under the securities lending arrangement to recover the securities on loan
from the borrower on demand. The Trust invests cash collateral in cash
equivalent investments. Securities lending collateral is managed by Credit
Suisse.
G. Automatic Dividend Reinvestment Plan
All common shareowners automatically participate in the Automatic Dividend
Reinvestment Plan (the "Plan"), under which participants receive all
dividends and capital gain distributions (collectively, "dividends") in
full and fractional common shares of the Trust in lieu of cash. Shareowners
may elect not to participate in the Plan. Shareowners not participating in
the Plan receive all dividends and capital gain distributions in cash.
Participation in the Plan is completely voluntary and may be terminated or
resumed at any time without penalty by notifying American Stock Transfer &
Trust Company, the agent for shareowners in administering the Plan (the
"Plan Agent"), in writing prior to any dividend record date; otherwise such
termination or resumption will be effective with respect to any
subsequently declared dividend or other distribution.
Whenever the Trust declares a dividend on common shares payable in cash,
participants in the Plan will receive the equivalent in common shares
acquired by the Plan Agent either (i) through receipt of additional
unissued but authorized common shares from the Trust or (ii) by purchase of
outstanding common shares on the New York Stock Exchange or elsewhere. If,
on the payment date for any dividend, the net asset value per common share
is equal to or less than the market price per share plus estimated
brokerage trading fees ("market premium"), the Plan Agent will invest the
dividend amount in newly issued common shares. The number of newly issued
common shares to be credited to each account will be determined by dividing
the dollar amount of the dividend by the net asset value per common share
on the date the shares are issued, provided that the maximum discount from
the then current market price per share on the date of issuance does not
exceed 5%. If, on the payment date for any dividend, the net asset value
per common share is greater than the market value ("market discount"), the
Plan Agent will invest the dividend amount in common shares acquired in
open-market purchases. There are no brokerage charges with respect to newly
issued common shares. However, each participant will pay a pro rata share
of brokerage trading fees incurred with respect to the Plan Agent's
Pioneer High Income Trust | Semiannual Report | 9/30/08 41
open-market purchases. Participating in the Plan does not relieve
shareowners from any federal, state or local taxes which may be due on
dividends paid in any taxable year. Shareowners holding Plan shares in a
brokerage account may not be able to transfer the shares to another broker
and continue to participate in the Plan.
2. Management Agreement
Pioneer Investment Management, Inc. ("PIM"), a wholly owned indirect subsidiary
of UniCredit ("UniCredit") manages the Trust's portfolio. Management fees
payable under the Trust's Advisory Agreement with PIM are calculated daily at
the annual rate of 0.60% of the Trust's average weekly managed assets. "Managed
assets" is the average daily value of the Trust's total assets minus the sum of
the Trust's liabilities, which liabilities exclude debt related to leverage,
short-term debt and the aggregate liquidation preference of any outstanding
preferred shares. For the six months ended September 30, 2008, the net
management fee was equivalent to 0.85% of the Trust's average daily net assets
attributable to the common shareowners.
In addition, under PIM's management and administration agreements, certain other
services and costs are paid by PIM and reimbursed by the Trust. At September 30,
2008, $253,165 was payable to PIM related to management costs, administrative
costs and certain other services and is in included in "Due to affiliates" on
the Statement of Assets and Liabilities.
PIM has retained Princeton Administrators, LLC ("Princeton") to provide certain
administrative and accounting services to the Trust on its behalf. PIM pays
Princeton a monthly fee at an annual rate of 0.07% of the average daily value of
the Trust's managed assets up to $500 million and 0.03% for average daily
managed assets in excess of $500 million, subject to a minimum monthly fee of
$10,000. Princeton receives no compensation directly from the Trust.
3. Transfer Agents
Pioneer Investment Management Shareholder Services, Inc. ("PIMSS"), a wholly
owned indirect subsidiary of UniCredit, through a sub-transfer agency agreement
with American Stock Transfer & Trust Company, provides substantially all
transfer agent and shareowner services related to the Trust's common shares at
negotiated rates. Deutsche Bank Trust Company Americas ("Deutsche Bank") is the
transfer agent, registrar, dividend paying agent and auction agent with respect
to the Trust's Auction Market Preferred Shares ("AMPS"). The Trust pays Deutsche
Bank an annual fee, as is agreed to from time to time by the Trust and Deutsche
Bank, for providing such services.
42 Pioneer High Income Trust | Semiannual Report | 9/30/08
4. Expense Offset Arrangements
The Trust has entered into an arrangement with its custodian whereby credits
realized as a result of uninvested cash balances are used to reduce a portion of
the Trust's custodian expenses. For the six months ended September 30, 2008, the
Trust expenses were reduced by $2 under such arrangement.
5. Forward Foreign Currency Contracts
The Trust may enter into contracts that obligate the Trust to deliver currencies
at specified future dates. At the maturity of a contract, the Trust must make
delivery of the specified currency. Alternatively, prior to the settlement date
of these hedges, the Trust may close out such contracts by entering into
offsetting hedge contract.
Open portfolio hedges at September 30, 2008 were as follows:
Net Net
Contracts In Exchange Settlement Unrealized
Currency to (Deliver) For US$ Date US$ Value Gain
EURO (7,000,000) $ (10,285,184) 2/4/09 $ (9,867,729) $417,455
EURO (3,700,000) (5,680,610) 6/11/09 (5,199,125) 481,485
----------------------------------------------------------------------------------------------
Total $898,940
==============================================================================================
As of September 30, 2008, the Trust had no outstanding forward currency
settlement hedges.
6. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
Transactions in common shares of beneficial interest for the six months ended
September 30, 2008 and the year ended March 31, 2008 were as follows:
9/2008 3/2008
Shares outstanding at beginning of period 27,227,442 27,093,609
Reinvestment of distributions 87,621 133,833
-------------------------------------------------------------------------
Shares outstanding at end of period 27,315,063 27,227,442
=========================================================================
The Trust may classify or reclassify any unissued common shares of beneficial
interest into one or more series of preferred shares of beneficial interest. As
of September 30, 2008, there were 6,040 AMPS as follows: Series M7-2,020, Series
W28-2,020 and Series TH7-2,000.
Dividends on Series M7 and Series TH7 are cumulative at a rate which is reset
every seven days based on the results of an auction. An auction fails if there
are more AMPS offered than there are buyers. When an auction fails, the dividend
Pioneer High Income Trust | Semiannual Report | 9/30/08 43
rate for the period will be the maximum rate on the auction dates described in
the prospectus for the AMPS. You will not be able to sell your AMPS at an
auction if the auction fails. Since February 13, 2008, the Trust's auctions
related to the AMPS have failed. The maximum rate for the 7-Day Series is 150%
of the 7 day commercial paper rate. The maximum rate for the 28 day Series is
150% of the 30 day commercial paper rate. Dividends on Series W28 are also
cumulative at a rate reset every 28 days based on the results of an auction.
AMPS dividend rates ranged from 2.91% to 4.71% during the six months ended
September 30, 2008.
The Trust may not declare dividends or make other distributions on its common
shares or purchase 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 AMPS are redeemable at the option of the Trust, in whole or in part, on any
dividend payment date at $25,000 per share plus any accumulated or unpaid
dividends, whether or not declared. The AMPS are also subject to mandatory
redemption at $25,000 per share plus any accumulated or unpaid dividends,
whether or not declared, if certain requirements relating to the composition of
the assets and liabilities of the Trust as set forth in the Agreement and
Declaration of Trust are not satisfied.
The holders of AMPS have voting rights equal to the holders of the Trust's
common shares (one vote per share) and will vote together with holders of the
common shares as a single class. However, holders of AMPS are also entitled to
elect two of the Trust's Trustees. In addition, the Investment Company Act of
1940, as amended, requires that along with approval by shareowners that might
otherwise be required, the approval of the holders of a majority of any
outstanding preferred shares, voting separately as a class, would be required to
(a) adopt any plan of reorganization that would adversely affect the preferred
shares and (b) take any action requiring a vote of security holders, including,
among other things, changes in the Trust's subclassification as a closed-end
management investment company or changes in its fundamental investment
restrictions.
7. New Pronouncements
In March 2008, Statement of Financial Accounting Standards No. 161, Disclosures
about Derivative Instruments and Hedging Activities ("SFAS 161"), was issued and
is effective for fiscal years beginning after November 15, 2008. SFAS 161
requires enhanced disclosures about an entity's derivative and hedging
activities. Management is currently evaluating the impact the adoption of SFAS
161 will have on the Trust's financial statement disclosures.
44 Pioneer High Income Trust | Semiannual Report | 9/30/08
8. Subsequent Events
Subsequent to September 30, 2008, the Board of Trustees of the Trust declared a
dividend from undistributed net investment income of $0.1375 per common share
payable October 31, 2008, to common shareowners of record on October 15, 2008.
Subsequent to September 30, 2008, dividends declared and paid on preferred
shares totaled $510,182 in aggregate for the three outstanding preferred share
series through November 7, 2008.
ADDITIONAL INFORMATION (unaudited)
During the period, there have been no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which have not been
approved by the shareowners. There have been no changes in the principle risk
factors associated with investment in the Trust. Day-to-day management of the
Trust's portfolio is the responsibility of Andrew Feltus. Mr. Feltus is
supported by the fixed income team. Members of this team manage other Pioneer
funds investing primarily in fixed income securities. The portfolio manager and
the team also may draw upon the research and investment management expertise of
the global research team, which provides fundamental research on companies and
includes members from Pioneer's affiliate, Pioneer Investment Management
Limited. Mr. Feltus, a Senior vice president, joined Pioneer in 1994 and has
been an investment professional for more than 10 years.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its common
shares in the open market.
Additional Information Regarding the Trust's Investment Policies
Event-Linked Bonds
The Trust may invest in "event-linked" bonds, which sometimes are referred to as
"insurance-linked" or "catastrophe" bonds. Event-linked bonds are debt
obligations for which the return of principal and the payment of interest are
contingent on the non-occurrence of a pre-defined "trigger" event, such as a
hurricane or an earthquake of a specific magnitude. For some event-linked bonds,
the trigger event's magnitude may be based on losses to a company or industry,
industry indexes or readings of scientific instruments rather than specified
actual losses. If a trigger event, as defined within the terms of an
event-linked bond, involves losses or other metrics exceeding a specific
magnitude in the geographic region and time period specified therein, the Trust
may lose a portion or all of its accrued interest and/or principal invested in
such
Pioneer High Income Trust | Semiannual Report | 9/30/08 45
event-linked bond. The Trust is entitled to receive principal and interest
payments so long as no trigger event occurs of the description and magnitude
specified by the instrument.
Event-linked bonds may be issued by government agencies, insurance companies,
reinsurers, special purpose corporations or other on-shore or off-shore
entities. In addition to the specified trigger events, event-linked bonds may
also expose the Trust to other risks, including but not limited to issuer
(credit) default, adverse regulatory or jurisdictional interpretations and
adverse tax consequences. Event-linked bonds are subject to the risk that the
model used to calculate the probability of a trigger event was not accurate and
underestimated the likelihood of a trigger event. Upon the occurrence or
possible occurrence of a trigger event, and until the completion of the
processing and auditing of applicable loss claims, the Trust's investment in
such event-linked bond may be priced using fair value methods. As a relatively
new type of financial instrument, there is limited trading history for these
securities, and there can be no assurance that a more liquid market in these
instruments will develop.
Event-linked bonds typically are rated by at least one nationally recognized
rating agency, but also may be unrated. The rating for an event-linked bond
primarily reflects the rating agency's calculated probability that a pre-defined
trigger event will occur. This rating also assesses the event-linked bond's
credit risk and model used to calculate the probability of a trigger event.
CEO CERTIFICATION DISCLOSURE (unaudited)
The Trust's Chief Executive Officer has submitted to the New York Stock Exchange
the annual CEO certification as required by Section 303A.12(a) of the NYSE
Listed Company Manual. In addition, the Trust has filed with the Securities and
Exchange Commission the certification of its Chief Executive Officer and Chief
Financial Officer required by Section 302 of the Sarbanes- Oxley Act.
46 Pioneer High Income Trust | Semiannual Report | 9/30/08
RESULTS OF SHAREOWNER MEETING (unaudited)
On September 22, 2008, Pioneer High Income Trust held its annual meeting of
shareowners to elect Class III Trustees. All Class III Trustees were elected.
Here are the detailed results of the votes.
Proposal 1 -- To elect Class III Trustees.
Nominee Affirmative Withheld
Benjamin M. Friedman 24,782,417 474,099
Margaret B.W. Graham 24,789,468 467,048
Daniel K. Kingsbury, Jr. 24,795,778 460,738
Pioneer High Income Trust | Semiannual Report | 9/30/08 47
Trustees, Officers and Service Providers
Trustees
John F. Cogan, Jr., Chairman
David R. Bock
Mary K. Bush
Benjamin M. Friedman
Margaret B.W. Graham
Daniel K. Kingsbury
Thomas J. Perna
Marguerite A. Piret
Stephen K. West
Officers
John F. Cogan, Jr., President
Daniel K. Kingsbury, Executive Vice President
Mark E. Bradley, Treasurer
Dorothy E. Bourassa, Secretary
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Legal Counsel
Bingham McCutchen LLP
Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Shareowner Services and Sub-Transfer Agent
American Stock Transfer & Trust Company
Preferred Share Auction/Transfer Agent and Registrar
Deutsche Bank Trust Company Americas
Sub-Administrator
Princeton Administrators, LLC
Proxy Voting Policies and Procedures of the Trust are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Trust voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to
shareowners at pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at http://www.sec.gov.
48 Pioneer High Income Trust | Semiannual Report | 9/30/08
This page for your notes.
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This page for your notes.
50 Pioneer High Income Trust | Semiannual Report | 9/30/08
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52 Pioneer High Income Trust | Semiannual Report | 9/30/08
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
You can call American Stock Transfer & Trust Company (AST) for:
Account Information 1-800-710-0935
Or write to AST:
For Write to
General inquiries, lost dividend checks, American Stock
change of address, lost stock certificates, Transfer & Trust
stock transfer Operations Center
6201 15th Ave.
Brooklyn, NY 11219
Dividend reinvestment plan (DRIP) American Stock
Transfer & Trust
Wall Street Station
P.O. Box 922
New York, NY 10269-0560
Website www.amstock.com
This report must be preceded or accompanied by a prospectus.
For additional information, please contact your investment advisor or visit our
web site www.pioneerinvestments.com.
The Trust files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareowners may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
The Trust's Chief Executive Officer is required by the New York Stock Exchange's
Listing Standards to file annually with the Exchange a certification that he is
not aware of any violation by the Trust of the Exchange's Corporate Governance
Standards applicable to the Trust. The Trust has filed such certification.
[LOGO]PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2008 Pioneer Investments 19432-02-1108
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
N/A
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
N/A
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees has
considered whether the provision of non-audit services that
were rendered to the Affiliates (as defined) that were not pre-
approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of
Regulation S-X is compatible with maintaining the principal
accountant's independence.
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Information not required in semi annual reports on form NCSR.
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Information not required in semi annual reports on form NCSR.
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
During the period covered by this report, there were no purchases
made by or on behalf of the registrant or any affiliated purchaser
as defined in Rule 10b-18(a)(3) under the Securities Exchange Act
of 1934 (the Exchange Act), of shares of the registrants equity
securities that are registered by the registrant pursuant to
Section 12 of the Exchange Act.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
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) Pioneer High Income Trust
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date November 28, 2008
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/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date November 28, 2008
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer
Date November 28, 2008
* Print the name and title of each signing officer under his or her signature.