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 No. 811-05399 --------------------------------------------------- THE NEW AMERICA HIGH INCOME FUND, INC. --------------------------------------------------- (Exact Name of Registrant as Specified in Charter) 33 Broad Street, Boston, MA 02109 --------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Richard E. Floor, Secretary The New America High Income Fund, Inc. 33 Broad Street Boston, MA 02109 Registrant's telephone number, including area code: (617) 263-6400 Date of fiscal year end: December 31 Date of reporting period: July 1, 2004 to December 31, 2004 THE NEW AMERICA HIGH INCOME FUND, INC. [THE NEW AMERICA HIGH INCOME FUND LOGO] ANNUAL REPORT DECEMBER 31, 2004 February 1, 2005 DEAR FELLOW SHAREHOLDER, This was a good year for our investors as the market value of the shares was little changed year-over-year, despite fluctuations during the period, and the dividend was stable throughout the year: - The Fund's shares opened the year at a market price of $2.16, a discount of -1.4% from the net asset value ("NAV") of $2.19 per share. - At year-end, the Fund's shares closed at a market price of $2.19, a discount of -3.1% from the closing NAV of $2.26. - The Fund paid dividends totaling approximately $.23 per common share, a dividend yield of 10.6% based on the beginning of year market price of $2.16. TOTAL RETURNS FOR THE PERIODS ENDING DECEMBER 31, 2004 1 YEAR 3 YEARS CUMULATIVE --------------------------------------------------------------------------------------------------------------- New America High Income Fund (Stock Price and Dividends)* 12.80% 17.05% New America High Income Fund (NAV and Dividends) 14.60% 22.21% Lipper Closed-End Fund Leveraged High Yield Average 17.02% 55.98% CS First Boston High Yield Index 11.95% 47.67% 10 Year U.S. Treasury Bond 4.87% 21.75% Sources: CS First Boston, Citigroup, Lipper, The New America High Income Fund, Inc, * Because the Fund's shares may trade at either a discount or premium to the Fund's net asset value per share, returns based upon the share price and dividends will tend to differ from those derived from the underlying change in net asset value. In prior shareholder letters, we have discussed the impact of the Fund's leverage on the Fund's performance. Again, we remind our fellow shareholders that in times of high yield market volatility, leverage creates greater volatility in the Fund's NAV than we would experience with an identical un-leveraged portfolio. When prices in the high yield bond market rise, the Fund's NAV may rise at a faster rate, however this positive effect becomes a negative effect when the market declines. One has only to look back to the period from 1998 through 2002 to judge the punishing impact of a poor market on a portfolio with leverage. In 2004 the Fund's leverage was an important contributor to the common stock dividend. The Fund's leverage is in the form of Auction Term Preferred Stock (the "ATP"). The additional income contributed by the ATP is generated by the difference between the current cost of the leverage and the higher income earned on the portfolio assets attributable to the ATP. The dividend paid on the ATP is set at monthly auctions and fluctuates with short-term interest rates. The common stock dividend is principally affected by two factors, the current yield on the Fund's portfolio and the cost of the ATP. While we cannot control the portfolio yield, we have fixed the dividend cost of the ATP at 3.775% by entering into a 5 year interest rate swap. If the portfolio's current yield changes significantly, it is likely the Board of Directors will consider a change in the common stock dividend. The portfolio had total net assets attributable to common stock and ATP ("TNA") of $342 million at year-end, of which $130 million were assets attributable to the ATP. The Fund is governed by the Investment Company Act of 1940 (the "1940 Act"). The 1940 Act limits the amount of leverage in the form of ATP that the Fund may employ to a maximum of 50% of the TNA. In addition, the Fund must comply with a number of asset coverage tests imposed by Moody's Investors Service and Fitch, Inc., both of which provide credit ratings for the Fund's ATP. During declining markets the Fund may reduce the amount of ATP outstanding to ensure that the ratio of the leverage to TNA continues to meet 1940 Act and rating agency requirements. If the Fund needs to reduce the ATP outstanding, it may have to raise the necessary cash by selling high yield portfolio securities, which may negatively impact the common stock dividend. Despite the strong high yield market environment over the last two years, we remain reasonably positive about the stability of our portfolio under the management of Mark Vaselkiv, assisted by Paul Karpers and the able high yield team at T. Rowe Price Associates. Mark's and Paul's comments on the high yield market and portfolio strategy are outlined below. HIGH YIELD MARKET UPDATE The high yield bond market delivered gains for 2004, on the heels of its strong results in 2003, marking the first time it has delivered double-digit returns in consecutive years since the 1996-1997 period. For the past two years the high yield asset class has enjoyed near perfect market conditions, to the benefit of high yield companies and investors alike. Corporate fundamentals showed improvement in a temperate economic climate, while investor demand for higher-yielding securities in an overall low interest rate environment continued to attract capital to the asset class and support prices. Returns were solid across the spectrum of ratings categories, but particularly strong among the lowest rated (CCC) credits. The good results have left the asset class with historically low absolute yields, and in our view, limited potential for additional capital appreciation in 2005. While the favorable trends most high yield companies have enjoyed seem likely to persist into the year, the high yield bond market now has little room to absorb negative surprises. With interest rates remaining low and credit spreads extremely tight, the potential for a repeat of 2004 performance seems highly unlikely. A positive development in the latter months of the year put a strong exclamation point on the excellent performance high yield investors have enjoyed for over two years. Merger and acquisition activity in the U.S. has accelerated, and high yield companies are in many cases targets of investment grade corporations looking to consolidate their industries. The Fund benefited in the fourth quarter from Nextel's announced merger with Sprint, the planned roll up of International Steel Group and Ispat Inland by their high grade foreign buyer, Mittal, and the purchase of luxury retailer Barney's, completed in December by Jones Apparel Group. These deals and several others contributed to capital gains in the portfolio throughout the year. The Nextel announcement was particularly rewarding, as it was one of the Fund's largest positions. While the pick-up in mergers was a more recent phenomenon that may carry into 2005, the pace of refinancing activity continued at a healthy clip throughout the year as corporate issuers looked to take advantage of low interest rates. Events from the gaming industry illustrate the impact such activity could likely have on the portfolio's level of income as we move into 2005. Two of our largest holdings, the Venetian and Wynn Resorts, pursued transactions that eliminated their high cost debt. Venetian, upon completing a highly successful IPO, announced a partial tender for a portion of an 11% bond issue, and may very well eliminate the remainder of the issue shortly. While Wynn, taking advantage of near insatiable investor appetite for gaming paper, replaced a 12% issue with a new bond offering a 6.625% coupon, though the organization has yet to open its first casino property. Throughout the year there were several large mergers announced among casino companies, including combinations among MGM and Mandalay Bay, Harrah's and Caesar's Palace, and Penn National and Argosy. We anticipate the companies will eliminate any legacy high cost debt with the successful closing of these deals. For example, bonds from Penn National carrying an 11.125% interest rate are expected to be called and replaced with a new issue that will carry a far lower coupon. The challenge will be reinvesting the proceeds from these mergers, tenders, and early redemptions in the gaming industry and elsewhere at attractive rates, as the universe of truly "high yielding" high yield debt grows evermore scarce. 2 STRATEGY UPDATE We made few major structural changes in the portfolio throughout the year, but kept a bias toward higher quality securities in our research efforts and remained ever vigilant to what we see as a trend to higher interest rates. We are particularly concerned about the lack of adequate compensation offered by lower-rated CCC bonds. About half the CCC rated issues the Fund owns yield less than 8%, although in our view many of them carry single-B characteristics and deserve higher ratings from the agencies. With BB's earning about 6%, it seems to us to make little sense to own the most speculative credits. In fact, General Motors, rated BBB, though widely anticipated to be facing an eventual downgrade to below investment grade, yielded 6.8% at the time of the Fund's purchase, higher than most BB and single-B rated issues in the portfolio. The telecommunications theme continued to play out well during the last three months of the year. Many of our top performers came from this sector, including AT&T, MCI, Qwest and Nextel. Given the strong performance of the AT&T bonds, we locked in profits and sold down the position in early December. In addition to the Nextel announcement, Western Wireless seems likely to be acquired by Alltel in 2005. We added a significant position to Rogers Communications in the fourth quarter, a high quality Canadian operator of wireless phone and cable television services. We experienced no defaults and few major credit problems during the second half of the year and feel the quality of the positions in the Fund should allow this trend to continue into 2005. We are growing more cautious, however, with respect to interest rates and spreads, and see the first quarter as an ideal time to review the portfolio for interest rate sensitive paper and questionable situations that could run into trouble in the future. This includes any holdings created to finance leveraged buyout activity, given the increasingly aggressive behavior of private equity sponsors. Private equity investors that fund the purchase of companies by issuing high yield debt are doing highly levered deals and often paying themselves huge dividends through the issuance of subordinated bonds. We feel that both occurrences are a very poor omen for the high yield asset class, not necessarily in the coming year, but over the intermediate term. As always, our focus is two fold, seeking a high level of income while preserving the Fund's principal. While it has grown increasingly difficult to achieve these objectives in the present environment, we are still able to generate the occasional idea that appears to offer sufficient income relative to the underlying credit risk. Historically, when market conditions have been at their best for high yield investors, speculation has always crept into the asset class. We see this development occurring now, and we will be ever mindful to it and its consequences in our portfolio management decisions for the year ahead. Thank you for your interest in the Fund. Sincerely, /s/ Robert F. Birch /s/ Mark Vaselkiv /s/ Paul Karpers, CFA Robert F. Birch Mark Vaselkiv Paul Karpers, CFA President Vice President Vice President The New America High Income Fund, Inc. T. Rowe Price Associates, Inc. T. Rowe Price Associates, Inc THE VIEWS EXPRESSED IN THIS UPDATE ARE AS OF THE DATE OF THIS LETTER. THESE VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED ON MARKET OR OTHER CONDITIONS. THE FUND AND THE ADVISER DISCLAIM ANY DUTY TO UPDATE THESE VIEWS, WHICH MAY NOT BE RELIED UPON AS INVESTMENT ADVICE. IN ADDITION, REFERENCES TO SPECIFIC COMPANY SECURITIES SHOULD NOT BE REGARDED AS INVESTMENT RECOMMENDATIONS. 3 THE NEW AMERICA HIGH INCOME FUND, INC. INDUSTRY SUMMARY AS A PERCENT OF DECEMBER 31, 2004 TOTAL INVESTMENTS ------------------------------------------------------------------------------- Telecommunications 10.47% Containers, Packaging and Glass 8.69% Oil and Gas 6.92% Hotels, Motels, Inns and Gaming 6.88% Broadcasting and Entertainment 6.32% Utilities 6.29% Printing and Publishing 5.97% Chemicals, Plastic and Rubber 5.77% Healthcare, Education and Childcare 4.97% Mining, Steel, Iron and Non-Precious Metals 4.93% Building and Real Estate 4.86% Electronics 3.96% Automobile 3.10% Aerospace and Defense 2.43% Diversified/Conglomerate Service 2.20% Leisure, Amusement and Entertainment 1.95% Diversified/Conglomerate Manufacturing 1.85% Beverage, Food and Tobacco 1.77% Ecological 1.56% Personal, Food and Miscellaneous Services 1.45% Personal Non-Durable Consumer Products 1.14% Retail Stores 1.00% Personal Transportation 0.79% Finance 0.76% Furnishings, Housewares, Durable Consumer Products 0.61% Banking 0.57% Machinery 0.36% Farming and Agriculture 0.26% Textiles and Leather 0.03% Shipping 0.01% Short-Term Investments 2.13% ------ Total Investments 100.00% ====== MOODY'S INVESTORS SERVICE RATINGS AS A PERCENT OF DECEMBER 31, 2004 (UNAUDITED) TOTAL INVESTMENTS ------------------------------------------------------------------------------- Short Term Prime-1 2.13% ------ B1 12.26% B2 27.59% B3 25.14% ------ Total B 64.99% ------ Ba1 1.27% Ba2 4.81% Ba3 12.50% ------ Total Ba 18.58% ------ Baa1 0.50% Baa2 0.47% ------ Total Baa 0.97% ------ Caa1 10.47% Caa2 0.93% Caa3 0.83% ------ Total Caa 12.23% ------ Unrated 0.92% ------ Equity 0.18% ------ Total Investments 100.00% ====== 4 SCHEDULE OF INVESTMENTS -- DECEMBER 31, 2004 (DOLLAR AMOUNTS IN THOUSANDS) MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- 155.85% (d) AEROSPACE AND DEFENSE-- 3.88% $ 850 Aviall, Inc., Senior Notes, 7.625%, 07/01/11 B1 $ 905 525 BE Aerospace, Inc., Senior Subordinated Notes, 8%, 03/01/08 Caa3 524 1,125 BE Aerospace, Inc., Senior Subordinated Notes, 8.875%, 05/01/11 Caa3 1,184 2,500 GenCorp Inc., Senior Subordinated Notes, 9.50%, 08/15/13 Caa1 2,781 600 Sequa Corporation, Senior Notes, 9%, 08/01/09 B1 680 650 TransDigm Inc., Senior Subordinated Notes, 8.375%, 07/15/11 B3 695 1,500 Vought Aircraft Industries, Inc., Senior Notes, 8%, 07/15/11 B2 1,455 ----------- 8,224 ----------- AUTOMOBILE -- 4.94% 400 ADESA, Inc., Senior Subordinated Notes, 7.625%, 06/15/12 B1 422 225 Advanced Accessory Systems, LLC, Senior Notes, 10.75%, 06/15/11 B3 214 575 Asbury Automotive Group, Inc., Senior Subordinated Notes, 8%, 03/15/14 B3 572 50 Asbury Automotive Group, Inc., Senior Subordinated Notes, 9%, 06/15/12 B3 53 675 Autocam Corporation, Senior Subordinated Notes, 10.875%, 06/15/14 B3 672 600 Cooper Standard Automotive, Inc., Senior Subordinated Notes, 8.375%, 12/15/14 (g) B3 600 590 Cummins, Inc., Senior Notes, 9.50%, 12/01/10 Ba2 671 350 Dura Operating Corporation, Senior Subordinated Notes, 9%, 05/01/09 B3 348 $ 500 Hawk Corporation, Senior Notes, 8.75%, 11/01/14 (g) B2 $ 515 150 HLI Operating Company Inc., Senior Notes, 10.50%, 06/15/10 B1 161 550 J.B. Poindexter & Co., Inc., Senior Notes, 8.75%, 03/15/14 (g) B1 588 450 MSX International, Inc., Senior Subordinated Notes, 11.375%, 01/15/08 Caa1 356 525 Navistar International Corporation, Senior Notes, 7.50%, 06/15/11 Ba3 563 1,125 Tenneco Automotive Inc., Senior Subordinated Notes, 8.625%, 11/15/14 (g) B3 1,170 1,457 TRW Automotive Inc., Senior Notes, 9.375%, 02/15/13 Ba3 1,690 1,291 TRW Automotive Inc., Senior Subordinated Notes, 11%, 02/15/13 B1 1,557 350 Visteon Corporation, Senior Notes, 7%, 03/10/14 Ba1 338 ----------- 10,490 ----------- BANKING -- .90% 675 Dollar Financial Group, Inc., Senior Notes, 9.75%, 11/15/11 B3 734 1,100 Global Cash Access Inc., Senior Subordinated Notes, 8.75%, 03/15/12 Caa1 1,185 ----------- 1,919 ----------- BEVERAGE, FOOD AND TOBACCO -- 2.83% 281 Agrilink Foods, Inc., Senior Subordinated Notes, 11.875%, 11/01/08 B3 292 925 B&G Foods, Inc., Senior Notes, 8%, 10/01/11 B2 985 400 Dole Food Company, Inc., Senior Notes 8.625%, 05/01/09 B2 434 700 Dole Food Company, Inc., Senior Notes 8.875%, 03/15/11 B2 764 The accompanying notes are an integral part of these financial statements. 5 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 1,175 Le-Nature's, Inc., Senior Subordinated Notes, 10.00%, 06/15/13 (g) Caa1 $ 1,304 400 Pierre Foods, Inc., Senior Subordinated Notes, 9.875%, 07/15/12 (g) B3 414 950 Pinnacle Foods Holding Corporation, Senior Subordinated Notes, 8.25%, 12/01/13 (g) B3 903 450 Reddy Ice Holdings, Inc., Senior Discount Notes, 10.50%, 10/15/12 (g)(h) Caa1 309 550 Wornick Company, Senior Secured Notes, 10.875%, 07/15/11 B2 597 ----------- 6,002 ----------- BROADCASTING AND ENTERTAINMENT -- 10.09% 275 AMC Entertainment, Inc., Senior Notes, 8.625%, 08/15/12 (g) B2 304 800 CCO Holdings, LLC, Senior Notes, 8.75%, 11/15/13 B3 828 600 CCO Holdings, LLC, Senior Notes, 6.615%, 12/15/10 (g) B3 599 825 Cablevision Systems Corporation, Senior Notes, 8%, 04/15/12(g) B3 879 800 Charter Communications Operating, LLC, Senior Secured Notes, 8%, 04/30/12 (g) B2 834 100 Charter Communications Operating, LLC, Senior Secured Notes, 8.375%, 04/30/14 (g) B2 105 250 Cinemark, Inc., Senior Discount Notes, 9.75%, 03/15/14 (g)(h) Caa1 190 975 Cinemark, Inc., Senior Discount Notes, 9.75%, 03/15/14 (h) Caa1 741 75 Cinemark USA, Inc., Senior Subordinated Notes, 9%, 02/01/13 B3 86 625 CSC Holdings, Inc., Senior Notes, 6.75%, 04/15/12 (g) B1 642 2,625 CSC Holdings, Inc., Senior Notes, 7.625%, 04/01/11 B1 2,828 1,475 EchoStar DBS Corporation, Senior Notes, 6.625%, 10/01/14 (g) Ba3 1,497 $ 644 EchoStar DBS Corporation, Senior Notes, 9.125%, 01/15/09 Ba3 $ 708 225 Fisher Communications, Inc., Senior Notes, 8.625%, 09/15/14 (g) B2 243 375 Insight Midwest, L.P., Senior Notes, 9.75%, 10/01/09 B2 393 750 Insight Midwest, L.P., Senior Notes, 10.50%, 11/01/10 B2 822 825 Loews Cineplex Entertainment Corporation, Senior Subordinated Notes, 9%, 08/01/14 (g) B3 895 600 Mediacom Broadband LLC, Senior Notes, 11%, 07/15/13 B2 645 25 Paxson Communications Corporation, Senior Subordinated Notes, 10.75%, 07/15/08 Caa1 26 2,475 Quebecor Media, Inc., Senior Notes, 11.125%, 07/15/11 B2 2,834 300 Rogers Cable Inc., Senior Secured Notes, 6.75%, 03/15/15 (g) Ba3 305 825 Sinclair Broadcast Group, Inc., Senior Subordinated Notes, 8.75%, 12/15/11 B2 899 500 Spanish Broadcasting System, Inc., Senior Subordinated Notes, 9.625%, 11/01/09 Caa1 525 225 Universal City Florida Holding Co., Senior Notes, 7.20%, 05/1/10 (g) B3 235 225 Universal City Florida Holding Co., Senior Notes, 8.375%, 05/1/10 (g) B3 235 825 Videotron Ltee., Senior Notes, 6.875%, 01/15/14 (g) Ba3 854 1,150 Warner Music Group, Senior Subordinated Notes, 7.375%, 04/15/14 (g) B3 1,179 300 WDAC Subsidiary Corp., Senior Notes, 8.375%, 12/1/14 (g) B2 297 656 XM Satellite Radio Inc., Senior Secured Notes, 12%, 06/15/10 Caa1 776 ----------- 21,404 ----------- The accompanying notes are an integral part of these financial statements. 6 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED BUILDING AND REAL ESTATE-- 7.75% $ 1,000 ACIH Inc., Senior Discount Notes, 11.50%, 12/15/12 (g)(h) B3 $ 725 1,600 Associated Materials Inc., Senior Subordinated Notes, 9.75%, 04/15/12 Caa1 1,792 625 B.F. Saul Real Estate Investment Trust, Senior Secured Notes, 7.50%, 03/1/14 B3 644 700 Building Materials Corporation of America, Senior Notes, 7.75%, 08/01/14 (g) B2 712 1,050 Collins & Aikman Floorcoverings, Inc., Senior Subordinated Notes, 9.75%, 02/15/10 Caa1 1,129 400 GEO Group, Inc., Senior Notes, 8.25%, 07/15/13 B1 428 825 Hovnanian Enterprises, Inc., Senior Subordinated Notes, 7.75%, 05/15/13 Ba3 892 750 LNR Property Corporation, Senior Subordinated Notes, 7.25%, 10/15/13 Caa1 844 375 LNR Property Corporation, Senior Subordinated Notes, 7.625%, 07/15/13 Caa1 425 775 Mobile Mini, Inc., Senior Notes, 9.50%, 07/01/13 B2 903 1,050 Norcraft Companies, L.P., Senior Subordinated Notes, 9%, 11/01/11 B3 1,134 325 Omega Healthcare Investors, Inc., Senior Notes, 7%, 04/01/14 B1 332 675 RMCC Acquisition Company, Senior Subordinated Notes, 9.50%, 11/01/12 (g) Caa1 673 650 Shaw Group Inc., Senior Notes, 10.75%, 03/15/10 Ba3 718 750 Texas Industries, Inc., Senior Notes, 10.25%, 06/15/11 B1 870 550 U.S. Concrete, Inc., Senior Subordinated Notes, 8.375%, 04/1/14 B3 593 775 WII Components, Inc., Senior Notes, 10%, 02/15/12 B2 783 $ 700 WCI Communities, Inc., Senior Subordinated Notes, 9.125%, 05/01/12 Ba3 $ 777 975 WCI Communities, Inc., Senior Subordinated Notes, 10.625%, 02/15/11 Ba3 1,087 225 Williams Scotsman, Inc., Senior Notes, 9.875%, 06/01/07 B3 225 675 Williams Scotsman, Inc., Senior Secured Notes, 10%, 08/15/08 B2 749 ----------- 16,435 ----------- CHEMICALS, PLASTICS AND RUBBER -- 9.20% 525 ARCO Chemical Company, Senior Debentures, 10.25%, 11/01/10 B1 609 300 ARCO Chemical Company, Senior Notes, 9.80%, 02/01/20 B1 342 1,600 BCP Caylux Holdings Luxembourg S.C.A., Senior Subordinated Notes, 9.625%, 06/15/14 (g) B3 1,798 675 Borden Chemical, Inc., Senior Secured Notes, 9%, 07/15/14 (g) B3 748 1,650 Compass Minerals Group, Inc., Senior Subordinated Notes, 10%, 08/15/11 B3 1,856 75 Crystal US Holdings 3 LLC, Senior Discount Notes, 10%, 10/01/14 (g)(h) Caa2 52 450 Crystal US Holdings 3 LLC, Senior Discount Notes, 10.50%, 10/01/14 (g)(h) Caa2 308 475 Ethyl Corporation, Senior Notes, 8.875%, 05/01/10 B2 525 425 Freeport McMoran Resources, Senior Notes, 7%, 02/15/08 Caa1 444 600 Huntsman International LLC, Senior Notes, 9.875%, 03/01/09 B3 659 1,475 Huntsman LLC, Senior Secured Notes, 11.625%, 10/15/10 B2 1,740 1,300 Invista, Units, 9.25%, 05/01/12 (g) B1 1,448 2,000 Koppers Inc., Senior Secured Notes, 9.875%, 10/15/13 B2 2,280 400 Lyondell Chemical Company, Senior Secured Notes, 9.50%, 12/15/08 B1 434 The accompanying notes are an integral part of these financial statements. 7 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES -- CONTINUED $ 725 OMNOVA Solutions Inc., Senior Secured Notes, 11.25%, 06/01/10 B2 $ 816 525 PolyOne Corporation, Senior Notes, 10.625%, 05/15/10 B3 592 825 Resolution Performance Products, LLC, Senior Secured Notes, 9.50%, 04/15/10 B3 893 1,475 Rhodia S.A., Senior Notes, 10.25%, 06/01/10 B3 1,674 1,150 Rockwood Specialties Group, Inc., Senior Subordinated Notes, 10.625%, 05/15/11 B3 1,322 200 VWR International, Inc., Senior Notes, 6.875%, 04/15/12 B3 210 725 VWR International, Inc., Senior Subordinated Notes, 8%, 04/15/14 Caa1 772 ----------- 19,522 ----------- CONTAINERS, PACKAGING AND GLASS -- 13.87% 700 AEP Industries, Inc., Senior Subordinated Notes, 9.875%, 11/15/07 B3 711 800 Ball Corporation, Senior Notes, 6.875%, 12/15/12 Ba3 860 950 Boise Cascade, LLC, Senior Subordinated, Notes, 7.125%, 10/15/14 (g) B2 1,005 775 BWAY Corporation, Senior Subordinated Notes, 10%, 10/15/10 B3 829 575 Constar International, Inc. Senior Subordinated Notes, 11%, 12/01/12 Caa1 595 1,300 Crown European Holdings, S.A., Senior Secured Notes, 9.50%, 03/01/11 B1 1,482 1,725 Crown European Holdings, S.A., Senior Secured Notes, 10.875%, 03/01/13 B2 2,040 500 Georgia-Pacific Corporation, Senior Notes, 8.875%, 02/01/10 Ba2 582 $ 2,850 Georgia-Pacific Corporation, Senior Notes, 9.375%, 02/01/13 Ba2 $ 3,331 525 Graham Packaging Company, L.P., Senior Notes, 8.50%, 10/15/12 (g) Caa1 551 1,200 Graham Packaging Company, L.P., Senior Subordinated Notes, 9.875%, 10/15/14 (g) Caa2 1,287 450 Graphic Packaging International Inc., Senior Notes, 8.50%, 08/15/11 B2 490 325 Graphic Packaging International Inc., Senior Subordinated, Notes, 9.50%, 08/15/13 B3 369 350 Greif Brothers Corporation, Senior Subordinated Notes, 8.875%, 08/1/12 B1 389 850 Jefferson Smurfit Corporation, (U.S.) Senior Notes, 7.50%, 06/01/13 B2 907 1,425 Longview Fibre Company, Senior Subordinated Notes, 10%, 01/15/09 B2 1,557 2,110 MDP Acquisitions Plc, Senior Notes, 9.625%, 10/01/12 B3 2,353 782 MDP Acquisitions Plc, Subordinated Notes, 15.50%, 10/01/13 (b) Caa1 919 475 Owens-Brockway Glass Container, Inc., Senior Notes, 8.25%, 05/15/13 B2 521 450 Owens-Brockway Glass Container, Inc., Senior Secured Notes, 7.75%, 05/15/11 B1 486 725 Owens-Brockway Glass Container, Inc., Senior Secured Notes, 8.75%, 11/15/12 B1 821 1,225 Owens-Brockway Glass Container, Inc., Senior Secured Notes, 8.875%, 02/15/09 B1 1,332 1,550 Plastipak Holdings, Inc., Senior Notes, 10.75%, 09/01/11 B3 1,748 1,025 Riverside Forest Products Ltd., Senior Notes, 7.875%, 03/01/14 B2 1,122 375 Silgan Holdings Inc., Senior Subordinated Notes, 6.75%, 11/15/13 B1 388 The accompanying notes are an integral part of these financial statements. 8 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 725 Solo Cup Company, Senior Subordinated Notes, 8.50%, 02/15/14 B3 $ 749 100 Stone Container Corporation, Senior Notes, 9.75%, 02/01/11 B2 110 625 Stone Container Finance Company of Canada, Senior Notes, 7.375%, 07/15/14 B2 662 725 Tekni-Plex, Inc., Senior Secured Notes, 8.75%, 11/15/13 (g) Caa1 721 450 Western Forest Products, Inc., 15%, 07/28/09 (g) (e) 507 ----------- 29,424 ----------- DIVERSIFIED/CONGLOMERATE MANUFACTURING -- 2.96% 850 Aearo Company, Senior Subordinated Notes, 8.25%, 04/15/12 B3 875 275 AGCO Corporation, Senior Notes, 9.50%, 05/01/08 Ba3 293 850 Case New Holland Inc., Senior Notes, 9.25%, 08/01/11 (g) Ba3 948 500 Columbus McKinnon Corporation, Senior Subordinated Notes, 8.50%, 04/01/08 Caa1 501 550 Manitowoc Company, Inc., Senior Notes, 7.125%, 11/01/13 B1 595 1,700 Rexnord Corp., Senior Subordinated Notes, 10.125%, 12/15/12 B3 1,923 1,075 TriMas Corporation, Senior Subordinated Notes, 9.875%, 06/15/12 B3 1,140 ----------- 6,275 ----------- DIVERSIFIED/CONGLOMERATE SERVICE -- 3.50% 1,475 Brand Services, Inc., Senior Subordinated Notes, 12%, 10/15/12 B3 1,652 1,225 Brickman Group, LTD, Senior Subordinated Notes, 11.75%, 12/15/09 B2 1,433 864 Coinmach Corporation, Senior Notes, 9%, 02/01/10 B3 899 1,525 National Waterworks, Inc., Senior Subordinated Notes, 10.50%, 12/01/12 B3 1,708 $ 1,600 Synagro Technologies, Inc., Senior Subordinated Notes, 9.50%, 04/01/09 B3 $ 1,744 ----------- 7,436 ----------- ECOLOGICAL -- 2.48% 1,575 Allied Waste North America, Inc., Senior Secured Notes, 7.875%, 04/15/13 B2 1,616 850 Allied Waste North America, Inc., Senior Secured Notes, 8.875%, 04/01/08 B2 905 1,625 Casella Waste Systems, Inc., Senior Subordinated Notes, 9.75%, 02/01/13 B3 1,792 800 IESI Corporation, Senior Subordinated Notes, 10.25%, 06/15/12 (e) 948 ----------- 5,261 ----------- ELECTRONICS -- 6.32% 325 AMI Semiconductor, Inc., Senior Subordinated Notes, 10.75%, 02/01/13 B3 379 700 Amkor Technology, Inc., Senior Notes, 9.25%, 02/15/08 B3 716 200 Coleman Cable, Inc., Senior Notes, 9.875%, 10/01/12 (g) B3 212 875 Fairchild Semiconductor Corporation, Senior Subordinated Notes, 10.50%, 02/01/09 B2 926 650 Freescale Semiconductor, Inc., Senior Notes, 6.875%, 07/15/11 Ba2 699 925 Freescale Semiconductor, Inc., Senior Notes, 7.125%, 07/15/14 Ba2 1,004 450 General Cable Corporation, Senior Notes, 9.50%, 11/15/10 B2 513 675 Invensys plc, Senior Notes, 9.875%, 03/15/11 (g) B3 726 300 MagnaChip Semiconductor S.A., Senior Secured Notes, 6.875%, 12/15/11 (g) Ba3 310 350 MagnaChip Semiconductor S.A., Senior Subordinated, Notes, 8%, 12/15/14 (g) B2 365 375 New Asat Finance LLC, Senior Notes 9.25%, 02/01/11 (g) B3 334 975 Sanmina-SCI Corporation, Senior Secured Notes, 10.375%, 01/15/10 Ba2 1,126 The accompanying notes are an integral part of these financial statements. 9 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 450 Semiconductor Note Participation Trust, 10%, 08/04/11 (g) (e) $ 668 925 Solectron Corporation, Senior Notes, 9.625%, 02/15/09 B1 1,016 350 STATS ChipPAC Ltd., Senior Notes, 6.75%, 11/15/11 (g) Ba2 349 1,325 Stratus Technologies, Inc., Senior Notes, 10.375%, 12/01/08 B3 1,196 775 Superior Essex Communications LLC, Senior Notes, 9%, 04/15/12 B3 802 800 Telex Communications, Inc., Senior Secured Notes, 11.50%, 10/15/08 B3 868 1,050 UGS Corp., Senior Subordinated Notes, 10%, 06/01/12 (g) B3 1,197 ----------- 13,406 ----------- FARMING AND AGRICULTURE-- .41% 150 IMC Global Inc., Senior Notes, 10.875%, 06/01/08 B1 180 125 IMC Global Inc., Senior Notes, 10.875%, 08/01/13 B1 156 100 IMC Global Inc., Senior Notes, 11.25%, 06/01/11 B1 116 397 United Agri Products, Inc., Senior Notes, 8.25%, 12/15/11 (g) B1 426 ----------- 878 ----------- FINANCE -- 1.21% 1,700 General Motors Acceptance Corporation, Senior Notes, 6.75%, 12/01/14 Baa1 1,700 800 Refco Financial Holdings LLC, Senior Subordinated Notes, 9%, 08/01/12 (g) B3 872 ----------- 2,572 ----------- FURNISHINGS, HOUSEWARES, DURABLE CONSUMER PRODUCTS -- .97% 775 MAAX Corporation, Senior Subordinated Notes, 9.75%, 06/15/12 (g) B3 837 775 Sealy Mattress Company, Senior Subordinated Notes, 8.25%, 06/15/14 Caa1 814 $ 650 Simmons Company, Senior Discount Notes, 10%, 12/15/14 (g)(h) Caa2 $ 398 ----------- 2,049 ----------- HEALTHCARE, EDUCATION AND CHILDCARE -- 7.92% 900 Ameripath, Inc. Senior Subordinated Notes, 10.50%, 04/01/13 Caa1 956 875 AmerisourceBergen Corporation, Senior Notes, 8.125%, 09/01/08 Ba3 973 700 Biovail Corporation, Senior Subordinated Notes, 7.875%, 04/01/10 B2 724 375 Community Health Systems, Inc., Senior Subordinated Notes, 6.50%, 12/15/12 (g) B3 378 1,425 Concentra Operating Corporation, Senior Subordinated Notes, 9.50%, 08/15/10 B3 1,614 825 Elan Finance plc, Senior Notes, 7.75%, 11/15/11(g) B3 883 566 Fisher Scientific International Inc., Senior Subordinated Notes, 8.125%, 05/01/12 Ba3 631 575 Fresenius Medical Care Capital Trust IV, 7.875%, 06/15/11 Ba2 638 1,125 Genesis Healthcare Corporation, Senior Subordinated Notes, 8%, 10/15/13 B3 1,221 600 HCA Inc., Senior Notes, 6.375%, 01/15/15 Ba2 601 425 InSight Health Services Corp., Senior Subordinated Notes, 9.875%, 11/01/11 B3 429 250 Inverness Medical Innovations, Inc., Senior Subordinated Notes, 8.75%, 02/15/12 (g) Caa1 261 250 MedQuest, Inc., Senior Subordinated Notes, 11.875%, 08/15/12 B3 294 1,175 Omnicare, Inc., Senior Subordinated Notes, 8.125%, 03/15/11 Ba2 1,260 1,125 Quintiles Transnational Corp., Senior Subordinated Notes, 10%, 10/01/13 B3 1,260 450 Tenet Healthcare Corporation, Senior Notes, 6.50%, 06/01/12 B3 419 The accompanying notes are an integral part of these financial statements. 10 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 300 Tenet Healthcare Corporation, Senior Notes, 7.375%, 02/01/13 B3 $ 291 175 Tenet Healthcare Corporation, Senior Notes, 9.875%, 07/01/14 (g) B3 190 1,050 Triad Hospitals, Inc., Senior Subordinated Notes, 7%, 11/15/13 B3 1,071 775 US Oncology, Inc., Senior Notes, 9%, 08/15/12 (g) B2 866 525 Vanguard Health Holding Company II, LLC, Senior Subordinated Notes, 9%, 10/01/14 (g) Caa1 562 1,175 Vicar Operating Inc., Senior Subordinated Notes, 9.875%, 12/01/09 B2 1,287 ----------- 16,809 ----------- HOTELS, MOTELS, INNS AND GAMING -- 10.97% 625 American Casino & Entertainment Properties LLC, Senior Secured Notes, 7.85%, 02/01/12 B2 667 1,000 Ameristar Casinos, Inc., Senior Subordinated Notes, 10.75%, 02/15/09 B2 1,115 450 Argosy Gaming Company, Senior Subordinated Notes, 7%, 01/15/14 B1 499 75 Argosy Gaming Company, Senior Subordinated Notes, 9%, 09/01/11 Ba3 84 1,000 Boyd Gaming Corporation, Senior Subordinated Notes, 6.75%, 04/15/14 B1 1,052 500 Herbst Gaming, Inc., Senior Subordinated Notes, 7%, 11/15/14 (g) B3 506 740 Host Marriott L.P., Senior Notes, 9.50%, 01/15/07 Ba3 810 975 Isle of Capri Casinos, Inc., Senior Subordinated Notes, 7%, 03/01/14 B2 1,002 1,625 John Q. Hammons Hotels, LP, First Mortgage Notes, 8.875%, 05/15/12 B2 1,844 3,275 La Quinta Properties, Inc., Senior Notes, 8.875%, 03/15/11 Ba3 3,652 $ 275 MGM MIRAGE, Senior Notes, 6.75%, 09/01/12 Ba1 $ 290 1,500 MGM MIRAGE, Senior Secured Notes, 6.875%, 02/06/08 Ba1 1,624 1,100 Mohegan Tribal Gaming Authority, Senior Subordinated Notes, 8%, 04/01/12 Ba3 1,200 1,625 Penn National Gaming, Inc., Senior Subordinated Notes, 11.125%, 03/01/08 B2 1,737 425 Premier Entertainment Biloxi LLC, Senior Secured Notes, 10.75%, 02/01/12 B3 465 75 Resorts International Hotel and Casino, Inc., Senior Notes, 11.50%, 03/15/09 B2 88 150 Scientific Games Corporation, Senior Subordinated Notes, 6.25%, 12/15/12 (g) B1 151 525 Station Casinos, Inc., Senior Notes, 6%, 04/01/12 Ba3 537 125 Station Casinos, Inc., Senior Subordinated Notes, 6.50%, 2/01/14 B1 128 425 Station Casinos, Inc., Senior Subordinated Notes, 6.875%, 03/01/16 B1 444 3,275 Venetian Casino Resort, LLC, Senior Secured Notes, 11%, 06/15/10 B2 3,750 1,650 Wynn Las Vegas, LLC, Senior Secured Notes, 6.625%, 12/01/14 (g) B2 1,634 ----------- 23,279 ----------- LEISURE, AMUSEMENT AND ENTERTAINMENT -- 3.11% 800 AMF Bowling Worldwide, Inc. Senior Subordinated Notes, 10%, 03/01/10 B3 856 575 Equinox Holdings, Inc., Senior Notes, 9%, 12/15/09 B3 612 775 K2 Inc., Senior Notes, 7.375%, 07/01/14 (g) Ba3 851 175 Riddell Bell Holdings, Inc., Senior Subordinated Notes, 8.375%, 10/01/12 (g) B3 182 600 Six Flags Inc., Senior Notes, 8.875%, 02/01/10 Caa1 611 The accompanying notes are an integral part of these financial statements. 11 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 375 Six Flags Inc., Senior Notes, 9.75%, 04/15/13 Caa1 $ 383 800 Town Sports International, Inc., Senior Notes, 9.625%, 04/15/11 B2 844 1,925 Universal City Development Partners, Ltd., Senior Notes, 11.75%, 04/01/10 B2 2,267 ----------- 6,606 ----------- MACHINERY -- .58% 1,150 JLG Industries, Inc., Senior Subordinated Notes, 8.375%, 06/15/12 B3 1,230 ----------- MINING, STEEL, IRON AND NON-PRECIOUS METALS-- 7.87% 75 Algoma Steel Inc., Secured Notes, 11%, 12/31/09 (e) 84 700 Allegheny Technologies Inc., Senior Notes, 8.375%, 12/15/11 B3 773 825 Alpha Natural Resources, LLC, Senior Notes, 10%, 06/01/12 (g) B3 941 450 Century Aluminum Company, Senior Notes, 7.50%, 08/15/14 (g) B1 479 2,675 Earle M. Jorgensen Company, Senior Secured Notes, 9.75%, 06/01/12 B2 3,009 825 Euramax Internanational, Inc., Senior Subordinated Notes, 8.50%, 08/15/11 B2 879 675 Foundation PA Coal Company, Senior Notes, 7.25%, 08/01/14 (g) B1 722 1,500 Gerdau Ameristeel Corporation, Senior Notes, 10.375%, 07/15/11 Ba3 1,759 375 IMCO Recycling Escrow Inc., Senior Notes, 9%, 11/15/14 (g) B3 391 600 IPSCO, Inc., Senior Notes, 8.75%, 06/01/13 Ba2 690 423 Ispat Inland ULC, Senior Secured Notes, 9.75%, 04/01/14 B3 523 150 Joy Global Inc., Senior Subordinated Notes, 8.75%, 03/15/12 B1 168 725 Luscar Coal Ltd., Senior Notes, 9.75%, 10/15/11 Ba3 823 $ 675 Massey Energy Company, Senior Notes, 6.625%, 11/15/10 Ba3 $ 699 500 Neenah Foundry Company, Senior Secured Notes, 11%, 09/30/10 (g) B2 552 2,000 Peabody Energy Corporation, Senior Notes, 6.875%, 03/15/13 Ba3 2,170 1,009 United States Steel Corporation, Senior Notes, 9.75%, 05/15/10 Ba2 1,155 850 Valmont Industries, Inc., Senior Subordinated Notes, 6.875%, 05/01/14 Ba3 882 ----------- 16,699 ----------- OIL AND GAS -- 11.05% 2,300 AmeriGas Partners, L.P., Senior Notes, 8.875%, 05/20/11 B2 2,507 275 ANR Pipeline Company, Senior Notes, 8.875%, 03/15/10 B1 310 450 Chesapeake Energy Corporation, Senior Notes, 6.375%, 06/15/15 (g) Ba3 465 175 Chesapeake Energy Corporation, Senior Notes, 7%, 08/15/14 Ba3 186 300 Chesapeake Energy Corporation, Senior Notes, 8.125%, 04/01/11 Ba3 325 875 Chesapeake Energy Corporation, Senior Notes, 9%, 08/15/12 Ba3 1,000 1,050 Compagnie Generale de Geophysique (CGG), Senior Notes, 10.625%, 11/15/07 Ba3 1,105 125 Compton Petroleum Corporation, Senior Notes, 9.90%, 05/15/09 B2 138 750 Denbury Resources, Inc., Senior Subordinated Notes, 7.50%, 04/01/13 B2 810 325 Dresser-Rand Group Inc., Senior Subordinated Notes, 7.375%, 11/01/11 (g) B3 332 150 Encore Acquisition Company, Senior Subordinated Notes, 8.375%, 06/15/12 B2 167 1,725 Ferrellgas Partners L.P., Senior Notes, 8.75%, 06/15/12 B2 1,872 200 Hornbeck Offshore Services, Inc., Senior Notes, 6.125%, 12/01/14 (g) Ba3 200 800 Inergy, L.P., Senior Notes, 6.875%, 12/15/14 (g) B1 804 The accompanying notes are an integral part of these financial statements. 12 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES -- CONTINUED $ 650 Magnum Hunter Resources, Inc., Senior Notes, 9.60%, 03/15/12 B2 $ 738 250 MarkWest Energy Partners, L.P., Senior Notes, 6.875%, 11/01/14 (g) B1 254 100 North American Energy Partners, Senior Notes, 8.75%, 12/01/11 B2 102 200 Northwest Pipeline Corporation, Senior Notes, 8.125%, 03/01/10 Ba2 222 375 Petroleum Geo-Services ASA, Senior Notes, 10%, 11/05/10 (e) 428 950 Petroleum Helicopters, Inc., Senior Notes, 9.375%, 05/01/09 B1 1,031 775 Plains Exploration & Production Co., L.P., Senior Subordinated Notes, 8.75%, 07/01/12 Ba3 868 600 Pride International, Inc., Senior Notes, 7.375%, 07/15/14 Ba2 656 500 Range Resources Corporation, Senior Subordinated Notes, 7.375%, 07/15/13 B3 539 375 Southern Natural Gas Company, Senior Notes, 8.875%, 03/15/10 B1 422 1,100 Stone Energy Corporation, Senior Subordinated Notes, 8.25%, 12/15/11 B2 1,188 850 Suburban Propane Partners, L.P., Senior Notes, 6.875%, 12/15/13 B1 867 400 Swift Energy Company, Senior Notes, 7.625%, 07/15/11 B1 433 925 Universal Compression, Inc., Senior Notes, 7.25%, 05/15/10 Ba3 990 175 Williams Companies, Inc., Senior Notes, 7.625%, 07/15/19 B1 193 3,700 Williams Companies, Inc., Senior Notes, 8.125%, 03/15/12 B1 4,283 ----------- 23,435 ----------- PERSONAL, FOOD AND MISCELLANEOUS SERVICES -- 2.32% 175 El Pollo Loco, Inc., Senior Secured Notes, 9.25%, 12/15/09 B2 184 25 EPL Intermediate, Inc., Senior Discount Notes, 12.50%, 03/15/10 (h) Caa1 16 425 FTD, Inc., Senior Subordinated Notes, 7.75%, 02/15/14 B3 438 $ 600 Landry's Restaurants, Inc., Senior Notes, 7.50%, 12/15/14 (g) B2 $ 596 850 O'Charleys, Inc., Senior Subordinated Notes, 9%, 11/01/13 Ba3 914 250 Perkins Family Restaurants, L.P., Senior Notes, 10.125%, 12/15/07 B1 259 1,475 TravelCenters of America, Inc., Senor Subordinated Notes, 12.75%, 05/01/09 B3 1,681 825 Worldspan, L.P., Senior Notes, 9.625%, 06/15/11 B2 829 ----------- 4,917 ----------- PERSONAL NON-DURABLE CONSUMER PRODUCTS-- 1.82% 1,050 American Achievement Corporation, Senior Subordinated Notes, 8.25%, 04/01/12 B3 1,089 575 Chattem, Inc., Senior Subordinated Notes, 7%, 03/01/14 B2 592 325 Church & Dwight Company, Inc., Senior Subordinated Notes, 6%, 12/15/12 (g) Ba3 331 1,675 Rayovac Corporation, Senior Subordinated Notes, 8.50%, 10/01/13 B3 1,859 ----------- 3,871 ----------- PERSONAL TRANSPORTATION -- 1.26% 725 CHC Helicopter Corporation, Senior Subordinated Notes, 7.375%, 05/01/14 B2 763 1,625 Laidlaw International Inc., Senior Notes, 10.75%, 06/15/11 B2 1,901 ----------- 2,664 ----------- PRINTING AND PUBLISHING-- 9.52% 450 Advanstar Communications Inc., Senior Notes, 10.75%, 08/15/10 B3 506 325 Advanstar Communications Inc., Senior Subordinated Notes, 12%, 02/15/11 Caa2 349 575 Advanstar Inc., Senior Discount Debentures, 15%, 10/15/11 (h) (e) 486 525 Affinity Group Inc., Senior Subordinated Notes, 9%, 02/15/12 B3 568 The accompanying notes are an integral part of these financial statements. 13 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES -- CONTINUED $ 500 American Media Operations, Inc., Senior Subordinated Notes, 10.25%, 05/01/09 B3 $ 525 1,878 CanWest Media, Inc., Senior Subordinated Notes, 8%, 09/15/12 (g) B2 2,014 950 CanWest Media, Inc., Senior Subordinated Notes, 10.625%, 05/15/11 B2 1,066 150 CBD Media LLC, Senior Subordinated Notes, 8.625%, 06/01/11 Caa1 159 1,137 Dex Media East LLC, Senior Subordinated Notes, 12.125%, 11/15/12 B2 1,387 825 Dex Media West LLC, Senior Notes, 8.50%, 08/15/10 B1 920 1,685 Dex Media West LLC, Senior Subordinated Notes, 9.875%, 08/15/13 B2 1,942 50 Haights Cross Communications Operating Company, Senior Notes, 11.75%, 08/15/11 Caa1 57 175 Haights Cross Communications Operating Company, Senior Notes, 11.75%, 08/15/11 (g) Caa1 198 1,675 Houghton Mifflin Company, Senior Subordinated Notes, 9.875%, 02/01/13 Caa1 1,830 950 Jostens Intermediate Holding Corp., Senior Subordinated Notes, 7.625%, 10/1/12 (g) B3 990 925 Liberty Group Operating, Inc., Senior Subordinated Notes, 9.375%, 02/01/08 Caa1 939 785 Mail-Well I Corporation, Senior Notes, 9.625%, 03/15/12 B1 867 675 Reader's Digest Association, Inc., Senior Notes, 6.50%, 03/01/11 Ba3 705 1,970 R.H. Donnelley Inc., Senior Subordinated Notes, 10.875%, 12/15/12 B2 2,339 1,675 Vertis, Inc., Senior Secured Notes, 9.75%, 04/01/09 B2 1,817 $ 500 Vertis, Inc., Senior Subordinated Notes, 13.50%, 12/07/09 (g) Caa1 $ 530 ----------- 20,194 ----------- RETAIL STORES -- 1.56% 75 Alimentation Couche-Tard, Inc., Senior Subordinated Notes, 7.50%, 12/15/13 Ba3 81 575 Jean Coutu Group, Inc., Senior Notes, 7.625%, 08/01/12 (g) B2 609 1,700 Jean Coutu Group, Inc., Senior Subordinated Notes, 8.50%, 08/01/14 (g) B3 1,747 850 Nebraska Book Company, Inc., Senior Subordinated Notes, 8.625%, 03/15/12 Caa1 871 ----------- 3,308 ----------- SHIPPING -- .02% 50 Great Lakes Dredge and Dock Corporation, Senior Subordinated Notes, 7.75%, 12/15/13 Caa2 46 ----------- TELECOMMUNICATIONS -- 16.71% 1,822 Alamosa (Delaware), Inc., Senior Notes, 11%, 07/31/10 Caa1 2,159 1,325 AT&T Corporation, Senior Notes, 9.05%, 11/15/11 Ba1 1,531 425 AT&T Corporation, Senior Notes, 9.75%, 11/15/31 Ba1 511 1,000 Call-Net Enterprises Inc., Senior Secured Notes 10.625%, 12/31/08 Caa3 998 825 Centennial Communications Corp., Senior Notes, 8.125%, 02/01/14 Caa1 850 350 Centennial Communications Corp., Senior Notes, 10.125%, 06/15/13 Caa1 393 1,025 Crown Castle International Corp., Senior Notes, 10.75%, 08/01/11 B3 1,115 1,025 Eircom Funding plc, Senior Subordinated Notes, 8.25%, 08/15/13 B1 1,153 75 FairPoint Comunications, Inc., Senior Notes, 11.875%, 03/01/10 B3 88 The accompanying notes are an integral part of these financial statements. 14 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 400 FairPoint Comunications, Inc., Senior Subordinated Notes, 12.50%, 05/01/10 Caa1 $ 432 500 Horizon PCS, Inc., Senior Notes, 11.375%, 07/15/12 (g) B3 562 275 Inmarsat Finance, plc, Senior Notes, 7.625%, 06/30/12 B2 286 950 IPC Information Systems, Inc., Senior Subordinated Notes, 11.50%, 12/15/09 B3 1,040 450 iPCS Escrow Company, Senior Notes, 11.50%, 05/01/12 B3 512 1,200 MCI, Inc., Senior Notes, 7.688%, 05/01/09 B2 1,245 1,650 MCI, Inc., Senior Notes, 8.735%, 05/01/14 B2 1,782 3,075 NEXTEL Communications, Inc., Senior Notes, 6.875%, 10/31/13 Ba3 3,359 2,575 NEXTEL Communications, Inc., Senior Notes, 7.375%, 08/01/15 Ba3 2,849 725 Nextel Partners, Inc., Senior Notes, 8.125%, 7/01/11 B3 805 1,075 PanAmSat Corporation, Senior Notes, 9%, 08/15/14 (g) B2 1,199 825 Primus Telecommunications Holding, Inc., Senior Notes, 8%, 01/15/14 B3 722 2,197 Qwest Services Corp., Senior Subordinated Notes, 14%, 12/15/10 (g) Caa1 2,642 200 Rogers Wireless Inc., Senior Secured Notes, 6.375%, 03/01/14 Ba3 199 375 Rogers Wireless Inc., Senior Secured Notes, 7.50%, 03/15/15 (g) Ba3 397 1,000 Rogers Wireless Inc., Senior Secured Notes, 9.625%, 05/01/11 Ba3 1,175 1,050 Rogers Wireless Inc., Senior Subordinated Notes, 8%, 12/15/12 (g) B2 1,110 175 Rural Cellular Corporation, Senior Secured Notes, 8.25%, 03/15/12 B2 185 1,750 Time Warner Telecom, Inc., Senior Notes, 9.75%, 07/15/08 B3 1,772 $ 1,025 TSI Telecommunications Services, Inc., Senior Subordinated Notes, 12.75%, 02/01/09 B3 $ 1,166 675 UbiquiTel Operating Co., Senior Notes, 9.875%, 03/01/11 Caa1 756 900 US Unwired Inc., Senior Secured Notes, 10%, 06/15/12 Caa1 1,015 1,325 Western Wireless Corporation, Senior Notes, 9.25%, 07/15/13 Caa1 1,441 ----------- 35,449 ----------- TEXTILES AND LEATHER -- .05% 100 Interface, Inc., Senior Subordinated Notes, 9.50%, 02/01/14 Caa3 109 ----------- UTILITIES -- 9.78% 350 The AES Corporation, Senior Notes, 7.75%, 03/01/14 B2 379 725 The AES Corporation, Senior Notes, 9.375%, 09/15/10 B2 838 1,550 The AES Corporation, Senior Secured Notes, 9%, 05/15/15 (g) B1 1,773 1,050 Allegheny Energy Supply Company, LLC, Senior Notes, 8.25%, 04/15/12 (g) B3 1,187 1,500 CE Electric UK Funding Company, Senior Notes, 6.995%, 12/30/07 (g) Baa3 1,591 1,500 CenterPoint Energy, Inc., Senior Notes, 7.25%, 09/01/10 Ba2 1,673 1,125 Midwest Generation, LLC, Senior Secured Notes, 8.75%, 05/01/34 B1 1,277 1,850 NRG Energy, Inc., Senior Secured Notes, 8%, 12/15/13 (g) B1 2,017 1,650 Orion Power Holdings, Inc., Senior Notes, 12%, 05/01/10 B2 2,095 375 PSEG Energy Holdings, L.L.C., Senior Notes, 8.50%, 06/15/11 Ba3 432 125 PSEG Energy Holdings, L.L.C., Senior Notes, 10%, 10/01/09 Ba3 148 700 Roseton-Danskammer 2001, Senior Secured Notes, 7.27%, 11/08/10 Caa2 705 1,725 Sierra Pacific Resources, Senior Notes, 8.625%, 03/15/14 B2 1,960 1,500 TECO Energy, Inc., Senior Notes, 7%, 05/01/12 Ba2 1,639 1,300 Texas Genco LLC, Senior Notes, 6.875%, 12/15/14 (g) B1 1,344 The accompanying notes are an integral part of these financial statements. 15 MOODY'S PRINCIPAL RATING VALUE AMOUNT/UNITS (UNAUDITED) (NOTE 1(a)) CORPORATE DEBT SECURITIES-- CONTINUED $ 1,575 TNP Enterprises, Inc., Subordinated Notes, 10.25%, 04/01/10 B2 $ 1,681 ----------- 20,739 ----------- TOTAL CORPORATE DEBT SECURITIES (Total cost of $314,917) 330,652 ----------- SHARES PREFERRED STOCK -- .26% (d) BANKING -- 0.00% 57,935 WestFed Holdings, Inc., Cumulative, Series A, Preferred Stock, 15.50% (a)(c)(f) (e) -- ----------- MINING, STEEL, IRON, NON-PRECIOUS METALS -- 0.00% 18,000 Weirton Steel Corporation, Series C Preferred Stock (a)(f) (e) 1 ----------- UTILITIES -- .26% 500 NRG Energy, Inc., Convertible Preferred Stock, 4% (g) B3 563 ----------- TOTAL PREFERRED STOCK (Total cost of $5,810) 564 ----------- COMMON STOCK AND WARRANTS-- .03% (d) 950 Barney's, Inc., Warrants exp. 02/1/08 (f)(g) 61 27,474 WestFed Holdings, Inc., Common Stock (a)(c)(f) -- 10,052 WKI Holding Company, Inc., Common Stock (c)(f) -- ----------- TOTAL COMMON STOCK AND WARRANTS (Total cost of $2,295) 61 ----------- PRINCIPAL AMOUNT SHORT-TERM INVESTMENTS-- 3.40% (d) $ 7,208 Rabobank USA Financial Corporation, Commercial Paper, Due 01/03/05, Discount of 2.17% P-1 $ 7,207 TOTAL SHORT-TERM INVESTMENTS (Total cost of $7,207) 7,207 ----------- TOTAL INVESTMENTS (Total cost of $330,229) $ 338,484 =========== ---------- (a) Denotes issuer is in bankruptcy proceedings. (b) Security is a Pay-in-Kind bond. Income on this bond accrues based upon the interest method which results in a constant rate of interest being recognized. (c) Security is valued at fair value using methods determined by the Board of Directors. The total value of these securities at December 31, 2004 was $0. (d) Percentages indicated are based on total net assets to common shareholders of $212,165. (e) Not rated. (f) Non-income producing. (g) Securities are exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers in transactions exempt from registration. Unless otherwise noted, 144A securities are deemed to be liquid. See Note 1(a) of the Notes to Financial Statements for vaulation policy. Total market value of Rule 144A securities amounted to $66,338 as of December 31, 2004. (h) Securities are step interest bonds. Interest on these bonds accrue based on the interest method which results in a constant rate of interest being recognized. The accompanying notes are an integral part of these financial statements. 16 THE NEW AMERICA HIGH INCOME FUND, INC. STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 ASSETS:(Dollars in thousands, except per share amounts) INVESTMENTS IN SECURITIES, at value (Identified cost of $330,229 see Schedule of Investments and Notes 1 and 2) $ 338,484 INTEREST RATE SWAP, at fair value (Note 6) 923 CASH 30 RECEIVABLES: Investment securities sold 587 Interest and dividends 6,449 PREPAID EXPENSES 30 ----------- Total assets $ 346,503 ----------- LIABILITIES: PAYABLES: Dividend on common stock $ 3,830 Dividend on preferred stock 130 Swap settlement payable 136 ACCRUED EXPENSES (Note 3) 242 ----------- Total liabilities $ 4,338 ----------- AUCTION TERM PREFERRED STOCK: $1.00 par value, 1,000,000 shares authorized, 5,200 shares issued and outstanding, liquidation preference of $25,000 per share (Notes 4 and 5) $ 130,000 ----------- NET ASSETS $ 212,165 =========== REPRESENTED BY: COMMON STOCK: $0.01 par value, 200,000,000 shares authorized, 93,868,118 shares issued and outstanding $ 939 CAPITAL IN EXCESS OF PAR VALUE 382,030 UNDISTRIBUTED (OVERDISTRIBUTED) NET INVESTMENT INCOME (Note 2) (864) ACCUMULATED NET REALIZED LOSS FROM SECURITIES TRANSACTIONS (Note 2) (179,118) NET UNREALIZED APPRECIATION ON INVESTMENTS AND INTEREST RATE SWAPS 9,178 ----------- NET ASSETS APPLICABLE TO COMMON STOCK (Equivalent to $2.26 per share, based on 93,868,118 shares outstanding) $ 212,165 =========== STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 INVESTMENT INCOME: (Note 1) (Dollars in thousands) Interest income $ 26,862 Other income 815 Dividend income 87 ----------- Total investment income $ 27,764 ----------- EXPENSES: Cost of leverage: Preferred and auction (Note 5) $ 317 ----------- Total cost of leverage $ 317 ----------- Professional services: Management (Note 3) $ 1,159 Custodian and transfer agent 290 Legal (Note 8) 275 Audit 70 ----------- Total professional services $ 1,794 ----------- Administrative: General administrative $ 453 Directors 166 NYSE 87 Shareholder communications 52 Shareholder meeting 40 Miscellaneous 31 ----------- Total administrative $ 829 ----------- Total expenses $ 2,940 ----------- Net investment income $ 24,824 ----------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT ACTIVITIES: Realized gain on investments, net $ 2,165 Realized loss on interest rate swap agreement (3,157) ----------- Total net realized loss on investments and interest rate swap agreement (992) ----------- Net swap settlement disbursements (Note 6) $ (3,071) ----------- Change in net unrealized appreciation on investments $ 3,495 Change in unrealized depreciation on interest rate swap agreements 6,263 ----------- Total change in net unrealized appreciation on investments and interest rate swap $ 9,758 ----------- Net gain on investments and interest rate swap $ 5,695 ----------- COST OF PREFERRED LEVERAGE Distributions to preferred stockholders $ (1,999) ----------- Net increase in net assets resulting from operations $ 28,520 =========== The accompanying notes are an integral part of these financial statements. 17 STATEMENTS OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 2003 --------------- -------------- FROM OPERATIONS: (DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) Net investment income $ 24,824 $ 21,094 Realized loss on investments, net (992) (122) Net swap settlement disbursements (3,071) (3,316) Change in net unrealized appreciation on investments and other financial instruments 9,758 32,574 Distributions from net investment income related to preferred stock Dividends to preferred stockholders (1,999) (1,330) --------------- -------------- Net increase in net assets resulting from operations $ 28,520 $ 48,900 --------------- -------------- FROM FUND SHARE AND AUCTION TERM PREFERRED STOCK TRANSACTIONS: Proceeds from rights offering (23,397,095 shares), net of $84 of offering costs in 2004 and $817 in 2003 (Note 9) $ (84) $ 41,532 Offering costs and sales load from sale of Auction Term Preferred Stock Series C (Note 4) -- (658) Net asset value of 339,724 shares and 583,346 shares issued to common stockholders for reinvestment of dividends in 2004 and 2003, respectively 750 1,213 --------------- -------------- Increase in net assets resulting from fund share transactions $ 666 $ 42,087 --------------- -------------- DISTRIBUTIONS TO COMMON STOCKHOLDERS: From net investment income ($.23 and $.22 per share in 2004 and 2003, respectively) $ (21,726) $ (17,452) --------------- -------------- Total net increase in net assets $ 7,460 $ 73,535 --------------- -------------- NET ASSETS APPLICABLE TO COMMON STOCK: Beginning of period $ 204,705 $ 131,170 --------------- -------------- End of period (Including $(864) and $570 of undistributed net investment income at December 31, 2004 and December 31, 2003, respectively) $ 212,165 $ 204,705 =============== ============== The accompanying notes are an integral part of these financial statements. 18 FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS FOR EACH SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT THE PERIOD FOR THE YEARS ENDED DECEMBER 31, 2004 2003 (b) 2002 2001 (c) 2000 -------- -------- -------- -------- -------- NET ASSET VALUE: Beginning of period $ 2.19 $ 1.89 $ 2.61 $ 2.85 $ 3.86 -------- -------- -------- -------- -------- NET INVESTMENT INCOME .26 .26# .37 .48 .60 NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND OTHER FINANCIAL INSTRUMENTS .09 .34 (.72) (.24) (1.00) DISTRIBUTIONS FROM NET INVESTMENT INCOME RELATED TO PREFERRED STOCK: (.05) (.06) (.08) (.12) (.18) -------- -------- -------- -------- -------- TOTAL FROM INVESTMENT OPERATIONS .30 .54 (.43) .12 (.58) -------- -------- -------- -------- -------- DISTRIBUTIONS TO COMMON SHAREHOLDERS: From net investment income (.23) (.22) (.29) (.36) (.43) -------- -------- -------- -------- -------- TOTAL DISTRIBUTIONS (.23) (.22) (.29) (.36) (.43) -------- -------- -------- -------- -------- Effect of rights offering and related expenses; and Auction Term Preferred Stock offering costs and sales load -- (.02) -- -- -- -------- -------- -------- -------- -------- NET ASSET VALUE: End of period $ 2.26 $ 2.19 $ 1.89 $ 2.61 $ 2.85 ======== ======== ======== ======== ======== PER SHARE MARKET VALUE: End of period $ 2.19 $ 2.16 $ 2.01 $ 2.64 $ 2.63 ======== ======== ======== ======== ======== TOTAL INVESTMENT RETURN+ 12.80% 19.23% (12.97)% 13.97% (3.84)% ======== ======== ======== ======== ======== The accompanying notes are an integral part of these financial statements. 19 FOR THE YEARS ENDED DECEMBER 31, 2004 2003 (b) 2002 2001 (c) 2000 ------------- ------------- ------------- ------------- ------------- NET ASSETS, END OF PERIOD, APPLICABLE TO COMMON STOCK (a) $ 212,165 $ 204,705 $ 131,170 $ 178,231 $ 191,928 ============= ============= ============= ============= ============= NET ASSETS, END OF PERIOD, APPLICABLE TO PREFERRED STOCK (a) $ 130,000 $ 130,000 $ 100,000 $ 150,000 $ 160,000 ============= ============= ============= ============= ============= TOTAL NET ASSETS APPLICABLE TO COMMON AND PREFERRED STOCK, END OF PERIOD (a) $ 342,165 $ 334,705 $ 231,170 $ 328,231 $ 351,928 ============= ============= ============= ============= ============= EXPENSE RATIOS: Ratio of preferred and other leverage expenses to average net assets* .15% .16% .18% .17% .19% Ratio of operating expenses to average net assets* 1.27% 1.56% 1.46% 1.11% .99% ------------- ------------- ------------- ------------- ------------- RATIO OF TOTAL EXPENSES TO AVERAGE NET ASSETS* 1.42% 1.72% 1.64% 1.28% 1.18% ============= ============= ============= ============= ============= RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS* 12.02% 12.81% 16.48% 16.70% 17.46% RATIO OF TOTAL EXPENSES TO AVERAGE NET ASSETS APPLICABLE TO COMMON AND PREFERRED STOCK .87% 1.05% .89% .71% .64% RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS APPLICABLE TO COMMON AND PREFERRED STOCK 7.38% 7.79% 8.91% 9.23% 9.41% PORTFOLIO TURNOVER RATE 70.90% 120.47% 82.47% 38.89% 45.58% (a) Dollars in thousands. (b) The Fund issued Series C ATP on October 17, 2003. The per share data and ratios for the year ended December 31, 2003 reflect this transaction. (c) As required, effective January 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing discount and premium on debt securities. This had no effect on net investment income per share and a $.01 increase to net realized and unrealized loss per share for the year ended December 31, 2001. The effect of this change increased the ratio of net investment income to average net assets from 16.29% to 16.70%. Per share, ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation. * Ratios calculated on the basis of expenses and net investment income applicable to the common shares relative to the average net assets of the common stockholders only. # Calculation is based on average shares outstanding during the indicated period due to the per share effect of the Fund's August, 2003 rights offering. + Total investment return is calculated assuming a purchase of common stock at the current market value on the first day and a sale at the current market value on the last day of each year reported. Dividends and distributions are assumed for purposes of this calculation to be reinvested at prices obtained under the dividend reinvestment plan. This calculation does not reflect brokerage commissions. The accompanying notes are an integral part of these financial statements. 20 INFORMATION REGARDING SENIOR SECURITIES AS OF DECEMBER 31, 2004 2003 2002 2001 2000 ------------- ------------- ------------- ------------- ------------- TOTAL AMOUNT OUTSTANDING: Preferred Stock $ 130,000,000 $ 130,000,000 $ 100,000,000 $ 150,000,000 $ 160,000,000 ASSET COVERAGE: Per Preferred Stock Share (1) $ 65,801 $ 64,366 $ 57,793 $ 54,705 $ 54,989 INVOLUNTARY LIQUIDATION PREFERENCE: Preferred Stock Share (2) $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 25,000 APPROXIMATE MARKET VALUE: Per Preferred Stock Share (2) $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 25,000 (1) Calculated by subtracting the Fund's total liabilities from the Fund's total assets and dividing such amount by the number of Preferred Shares outstanding. (2) Plus accumulated and unpaid dividends. The accompanying notes are an integral part of these financial statements. 21 NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2004 (1) SIGNIFICANT ACCOUNTING AND OTHER POLICIES The New America High Income Fund, Inc. (the Fund) was organized as a corporation in the state of Maryland on November 19, 1987 and is registered with the Securities and Exchange Commission as a diversified, closed-end investment company under the Investment Company Act of 1940. The Fund commenced operations on February 26, 1988. The investment objective of the Fund is to provide high current income while seeking to preserve stockholders' capital through investment in a professionally managed, diversified portfolio of "high yield" fixed-income securities. The Fund invests primarily in fixed maturity corporate debt securities that are rated less than investment grade. Risk of loss upon default by the issuer is significantly greater with respect to such securities compared to investment grade securities because these securities are generally unsecured and are often subordinated to other creditors of the issuer and because these issuers usually have high levels of indebtedness and are more sensitive to adverse economic conditions, such as a recession, than are investment grade issuers. In some cases, the collection of principal and timely receipt of interest is dependent upon the issuer attaining improved operating results, selling assets or obtaining additional financing. The Fund may focus its investments in certain industries, subjecting it to greater risk than a Fund that is more diversified. See the schedule of investments for information on individual securities as well as industry diversification and credit quality ratings. The Fund's financial statements have been prepared in conformity with accounting principles generally accepted in the United States for investment companies that require the management of the Fund to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Fund, which are in conformity with those generally accepted in the investment company industry. (a) VALUATION OF INVESTMENTS--Investments for which market quotations are readily available are stated at market value, which is determined by using the most recently quoted bid price provided by an independent pricing service or principal market maker. Independent pricing services provide market quotations based primarily on quotations from dealers and brokers, market transactions, accessing data from quotations services, offering sheets obtained from dealers and various relationships between securities. Short-term investments with original maturities of 60 days or less are stated at amortized cost, which approximates market value. Following procedures approved by the Board of Directors, investments for which market quotations are not readily available (primarily fixed-income corporate bonds and notes) are stated at fair value on the basis of subjective valuations furnished by securities dealers and brokers. Other investments, with a cost of approximately $7,214,000 and a value of $0, are valued in good faith at fair market value using methods determined by the Board of Directors. (b) INTEREST AND DIVIDEND INCOME--Interest income is accrued on a daily basis. Discount on short-term investments is amortized to investment income. Premiums or discounts on corporate debt securities are amortized based on the interest method for financial reporting purposes. All income on original issue discount and step interest bonds is accrued based on the effective interest method for tax reporting purposes as required by federal income tax regulations. The Fund does not amortize market premiums or discounts 22 for tax purposes. Dividend payments received in the form of additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date. (c) FEDERAL INCOME TAXES--It is the Fund's policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders each year. Accordingly, no federal income tax provision is required. (2) TAX MATTERS AND DISTRIBUTIONS At December 31, 2004, the total cost of securities (including temporary cash investments) for federal income tax purposes was approximately $331,405,000. Aggregate gross unrealized gain on securities in which there was an excess of value over tax cost was approximately $15,779,000. Aggregate unrealized loss on securities in which there was an excess of tax cost over value was approximately $8,700,000. Net unrealized gain on investments for tax purposes at December 31, 2004 was approximately $7,079,000 At December 31, 2004, the Fund had approximate capital loss carryovers available to offset future capital gains, if any, to the extent provided by regulations: CARRYOVER AVAILABLE EXPIRATION DATE ------------------------- ----------------- $ 35,581,000 December 31, 2007 21,821,000 December 31, 2008 67,043,000 December 31, 2009 45,239,000 December 31, 2010 7,387,000 December 31, 2011 125,000 December 31, 2012 -------------- $ 177,196,000 -------------- It is the policy of the Fund to reduce future distributions of realized gains to shareholders to the extent of the unexpired capital loss carry forward. The tax character of distributions paid to common and preferred shareholders of approximately $23,725,000 in 2004 was from ordinary income. As of December 31, 2004, the components of distributable earnings on a tax basis were approximately: Undistributed Net Investment Income $ 443,000 Undistributed Long-Term Gain -- Unrealized Gain $ 8,001,000 Capital Losses Carry Forward and Post October Losses Deferred $ 179,118,000 The difference between components of distributable earnings on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to market discount adjustments. Distributions on common stock are declared based upon annual projections of the Fund's investment company taxable income. The Fund records all dividends and distributions payable to shareholders on the ex-dividend date and declares and distributes income dividends monthly. The Fund was required to amortize market discounts and premiums for financial reporting purposes beginning January 1, 2001. This new accounting policy results in additional interest income in some years and decreased interest income in others for financial reporting purposes only. The Fund does not amortize market discounts or premiums for tax purposes. Therefore, the additional or decreased interest income for financial reporting purposes does not result in additional or decreased common stock dividend income. The Fund has recorded several reclassifications in the capital accounts to present undistributed net investment income or accumulated net realized gains and losses on a tax basis, which is considered to be more informative to the shareholder. These reclassifications have no impact on the net asset value of the Fund. 23 (3) INVESTMENT ADVISORY AGREEMENT T. Rowe Price Associates, Inc. (T. Rowe Price), the Fund's Investment Advisor, earned approximately $1,159,000 in management fees during the year ended December 31, 2004. Management fees paid by the Fund to T. Rowe Price were calculated at 0.50% on the first $50,000,000 of the Fund's average weekly net assets, 0.40% on the next $50 million and 0.30% on average weekly net assets in excess of $100 million. T. Rowe Price's fee is calculated based on assets attributable to the Fund's common and auction term preferred stock. At December 31, 2004, the fee payable to T. Rowe Price was approximately $100,000, which was included in accrued expenses on the accompanying statement of assets and liabilities. (4) AUCTION TERM PREFERRED STOCK (ATP) On October 17, 2003, the Fund issued 1,200 shares of Series C ATP. The underwriting discount of $300,000 and offering expenses of $358,000 were recorded as a reduction of the capital in excess of par value on common stock. The Fund had 5,200 shares of ATP issued and outstanding at December 31, 2004. The ATP's dividends are cumulative at a rate determined at an auction, and dividend periods will typically be 28 days unless notice is given for periods to be longer or shorter than 28 days. Dividend rates ranged from 1.08% to 2.55% for the year ended December 31, 2004. The average dividend rate as of December 31, 2004 was 2.47%. The ATP is redeemable, at the option of the Fund, or subject to mandatory redemption (if the Fund is in default of certain coverage requirements) at a redemption price equal to $25,000 per share plus accumulated and unpaid dividends. The ATP has a liquidation preference of $25,000 per share plus accumulated and unpaid dividends. The Fund is required to maintain certain asset coverages with respect to the ATP under the Fund's Charter and the 1940 Act in order to maintain the Fund's Aaa/AAA ratings by Moody's Investors Service, Inc. and Fitch, Inc., respectively. (5) ATP AUCTION-RELATED MATTERS Bankers Trust Company (BTC) serves as the ATP's auction agent pursuant to an agreement entered into on January 4, 1994. The term of the agreement is unlimited and may be terminated by either party. BTC may resign upon notice to the Fund, such resignation to be effective on the earlier of the 90th day after the delivery of such notice and the date on which a successor auction agent is appointed by the Fund. The Fund may also replace BTC as auction agent at any time. After each auction, BTC as auction agent will pay to each broker-dealer, from funds provided by the Fund, a maximum service charge at the annual rate of 0.25 of 1% or such other percentage subsequently agreed to by the Fund and the broker-dealers, of the purchase price of shares placed by such broker-dealers at such auction. In the event an auction scheduled to occur on an auction date fails to occur for any reason, the broker-dealers will be entitled to service charges as if the auction had occurred and all holders of shares placed by them had submitted valid hold orders. The Fund incurred approximately $317,000 for service charges for the year ended December 31, 2004. This amount is included under the caption preferred and auction fees in the accompanying statement of operations. (6) INTEREST RATE SWAPS The Fund entered into an interest payment swap arrangement with Fleet National Bank (Fleet) for the purpose of partially hedging its dividend payment obligations with respect to the ATP. Pursuant to the Swap Arrangement the Fund makes payments to Fleet on a monthly basis at a fixed annual rate. In exchange for such payment Fleet makes payments to the Fund on a 24 monthly basis at a variable rate determined with reference to one month LIBOR. The variable rates ranged from 1.09% to 2.33% for the year ended December 31, 2004. The effective date, notional amount, maturity and fixed rate of the swap is as follows: NOTIONAL FIXED EFFECTIVE CONTRACT ANNUAL DATE AMOUNT MATURITY RATE 11/5/04 $130 million 11/5/09 3.775% Swap transactions, which involve future settlement, give rise to credit risk. Credit risk is the amount of loss the Fund would incur in the event counterparties failed to perform according to the terms of the contractual commitments. In the event of nonperformance by the counterparty, the Fund's dividend payment obligation with respect to the ATP would no longer be partially hedged. Therefore, the ATP dividend would no longer be partially fixed. In an unfavorable interest rate environment, the Fund would be subject to higher net ATP dividend payments, resulting in less income available for the common share dividend. The Fund does not anticipate nonperformance by any counterparty. While notional contract amounts are used to express the volume of interest rate swap agreements, the amounts potentially subject to credit risk, in the event of nonperformance by counterparties, are substantially smaller. The Fund recognizes all freestanding derivative instruments in the balance sheet as either assets or liabilities and measures them at fair value. Any change in the unrealized gain or loss is recorded in current earnings. For the year ended December 31, 2004, the Fund's obligations under the swap agreements were more than the amount received from Fleet by approximately $3,071,000 and such amount is included in the accompanying statement of operations. In connection with the termination of an interest rate swap agreement during the year, the Fund also paid approximately $3,157,000 to Fleet. This payment is reflected on the accompanying statement of operations as a realized loss on interest rate swap agreements. The estimated fair value of the interest rate swap agreement at December 31, 2004 amounted to approximately $923,000 of unrealized gain and is presented in the accompanying balance sheet. (7) PURCHASES AND SALES OF SECURITIES Purchases and proceeds of sales or maturities of long-term securities during the year ended December 31, 2004 were approximately: Cost of purchases $231,657,000 Proceeds of sales or maturities $230,267,000 (8) RELATED PARTY TRANSACTIONS A partner of Goodwin Procter LLP, counsel to the Fund, serves as a Director of the Fund. Fees earned by Goodwin Procter LLP amounted to approximately $208,000 for the year ended December 31, 2004. The Fund paid approximately $311,000 during the year ended December 31, 2004 to two officers of the Fund for the provision of certain administrative services. (9) RIGHTS OFFERING The Fund issued to stockholders of record as of the close of business on July 21, 2003, rights to subscribe for an aggregate of 23,397,095 shares of common stock, $.01 par value per share, of the Fund. One right was issued for each three full shares of common stock beneficially held on the record date. The rights entitled a stockholder to acquire at the subscription price of $1.81 per share one share for each right held. The subscription price was 94% of the average of the last reported sales price of the Fund's Common Stock on the New York Stock Exchange on August 18, 2003, the expiration date and the nine preceding business days. On August 22, 2003 the Fund completed its rights offering. Proceeds of approximately $42,349,000 and 25 shares of 23,397,095 were recorded. In addition, offering expense of approximately $817,000 was netted against the rights offering proceeds in 2003 and $84,000 in 2004. COMMON AND AUCTION TERM PREFERRED STOCK TRANSACTIONS From time to time in the future, the Fund may effect redemptions and/or repurchases of its ATP as provided in the applicable constituent instruments or as agreed upon by the Fund and sellers. The Fund intends to effect such redemptions and/or repurchases to the extent necessary to maintain applicable asset coverage requirements. The Fund may purchase shares of its Common Stock in the open market when the Common Stock trades at a discount to net asset value or at other times if the Fund determines such purchases are in the best interest of its stockholders. There can be no assurance that the Fund will take such action in the event of a market discount to net asset value or that Fund purchases will reduce a discount. COMPLIANCE CERTIFICATIONS (Unaudited) On May 25, 2004, your Fund submitted a CEO annual certification to the New York Stock Exchange (NYSE) on which the Fund's principal executive officer certified that he was not aware, as of that date, of any violation by the Fund of the NYSE's Corporate Governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Fund's principal executive and principal financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Fund's disclosure controls and procedures and internal control over financial reporting. 26 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors and Shareholders The New America High Income Fund, Inc. We have audited the accompanying statement of assets and liabilities of The New America High Income Fund, Inc., including the schedule of investments, as of December 31, 2004, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of the fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2004, by correspondence with custodians and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of The New America High Income Fund, Inc. as of December 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ KPMG LLP Boston, Massachusetts February 17, 2005 27 DIRECTORS Robert F. Birch Joseph L. Bower Richard E. Floor Bernard J. Korman Ernest E. Monrad Marguerite A. Piret OFFICERS Robert F. Birch - President Ellen E. Terry - Vice President, Treasurer Richard E. Floor - Secretary INVESTMENT ADVISOR T. Rowe Price Associates, Inc. 100 E. Pratt Street Baltimore, Maryland 21202 ADMINISTRATOR The New America High Income Fund, Inc. 33 Broad Street Boston, MA 02109 (617) 263-6400 CUSTODIAN State Street Bank and Trust Company 225 Franklin Street Boston, MA 02110 TRANSFER AGENT EquiServe Trust Company N.A. P.O. Box 43011 Providence, RI 02940-3011 (617) 328-5000 ext. 6406 (800) 426-5523 INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS KPMG LLP 99 High Street Boston, MA 02110 Listed: NYSE Symbol: HYB Web site: www.newamerica-hyb.com 28 INFORMATION ABOUT THE FUND'S DIRECTORS AND OFFICERS INDEPENDENT DIRECTORS NUMBER OF PORTFOLIOS PRINCIPAL IN FUND OTHER NAME, POSITION(s) TERM OF OFFICE(2) OCCUPATION(s) COMPLEX(3) DIRECTORSHIPS ADDRESS(1), AND HELD WITH AND LENGTH OF DURING OVERSEEN HELD BY DATE OF BIRTH FUND TIME SERVED PAST 5 YEARS BY DIRECTOR DIRECTOR -------------------- ------------ ----------------- ----------------------------- ------------ --------------------- Joseph L. Bower Director Director Professor, Harvard Business 1 Director of Anika DOB: 09/21/38 since 1988 School since 1963 - as Therapeutics, Inc., Donald K. David Professor Sonesta International of Business Administration Hotels Corporation, since 1986, Senior Loews, Corporation Associate Dean, Chair of the (a conglomerate), Doctoral Programs, Chair of and Brown Shoe the General Management Company, Inc., Area, and currently, Chair and Trustee of of the General Manager TH Lee-Putnam Program. Emerging Opportunities Portfolio. Bernard J. Korman Director Director Chairman of the Board of 1 Director of DOB: 10/13/31 since 1987 Directors of Philadelphia Kramont Realty Health Care Trust. Trust, Omega Healthcare Investors, Inc. (real estate investment trust), and Nutramax Products, Inc. (a consumer healthcare products company). ---------- (1) The address for each Director is c/o The New America High Income Fund, Inc. 33 Broad Street, Boston, MA 02109. (2) Each Director serves as such until the next annual meeting of the Fund's stockholders and until the Director's successor shall have been duly elected and qualified. (3) The New America High Income Fund, Inc. is not part of any fund complex. 29 NUMBER OF PORTFOLIOS PRINCIPAL IN FUND OTHER NAME, POSITION(s) TERM OF OFFICE(2) OCCUPATION(s) COMPLEX(3) DIRECTORSHIPS ADDRESS(1), AND HELD WITH AND LENGTH OF DURING OVERSEEN HELD BY DATE OF BIRTH FUND TIME SERVED PAST 5 YEARS BY DIRECTOR DIRECTOR -------------------- ------------ ----------------- ----------------------------- ------------ --------------------- Ernest E. Monrad(4) Director Director Trustee since 1960 and 1 Trustee Century DOB: 5/30/30 since 1988 Chairman of the Trustees Shares Trust and from 1969 to May 2001 of Century Small Northeast Investors Trust; Cap Select Chairman, Assistant Treasurer and a Director since 1981 of Northeast Investors Growth Fund; Director of Northeast Investment Management, Inc., Northeast Management & Research Co., Inc. Marguerite A. Director Director President and Chief 1 Trustee of Pioneer Piret since 2004 Executive Officer, Newbury, Funds DOB: 5/10/48 Piret & Company, Inc. INTERESTED DIRECTORS AND OFFICERS Robert F. Birch(5) Director and Director Mutual Fund Director 1 Director of DOB: 3/12/36 President since 1992 Hyperion Funds and the Brandywine Funds Richard E. Floor(6) Director and Director Partner through his 1 Director of DOB: 8/3/40 Secretary since 1987 professional corporation with Affiliated Managers the law firm of Group, Inc. Goodwin Procter LLP, Boston, Massachusetts ---------- (1) The address for each Director is c/o The New America High Income Fund, Inc. 33 Broad Street, Boston, MA 02109. (2) Each Director serves as such until the next annual meeting of the Fund's stockholders and until the Director's successor shall have been duly elected and qualified. (3) The New America High Income Fund, Inc. is not part of any fund complex. (4) In accordance with the Fund's By-Laws, Mr. Monrad will not be seeking an additional term as a Fund Director at the 2005 Annual Meeting of Stockholders, but will instead elect Director Emeritus status at the end of his current term. (5) As the Fund's President, Mr. Birch is an interested person of the Fund within the meaning of the Investment Company Act of 1940, as amended (the "1940 Act"). (6) Mr. Floor is an interested person of the Fund within the meaning of the 1940 Act because, through his professional corporation, Mr. Floor is a partner of Goodwin Procter LLP, counsel to the Fund. Ellen E. Terry (D.O.B. 4/9/59), Vice President and Treasurer of the Fund since February 18, 1992, is the only executive officer of the Fund not named in the above table of interested Directors. Ms. Terry served as Acting President and Treasurer of the Fund from October 1991 through February 18, 1992, and as Vice President of the Fund prior to such time. Ms. Terry's address is: c/o The New America High Income Fund, 33 Broad Street, Boston, MA 02109. A Fund officer holds office until the officer's successor is duly elected and qualified, until the officer's death or until the officer resigns or has been removed. 30 EquiServe Trust Company N.A. P.O. Box 43011 Providence, RI 02940-3011 3709-AR-05 ITEM 2. CODE OF ETHICS. As of December 31, 2003, the Fund has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Principal Executive Officer, Principal Financial Officer/Chief Financial Officer, Principal Accounting Officer, Vice President, Treasurer and Manager of Accounting and Finance. The code of ethics is posted on the Fund's web site at www.newamerica-hyb.com. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The Fund's Audit and Nominating Committee is comprised solely of Directors who are "independent" as such term has been defined by the Securities and Exchange Commission in regulations implementing Section 407 of the Sarbanes-Oxley Act. The Board of Directors (a) has determined that each member of the Audit and Nominating Committee is "financially literate" and has "accounting or related financial management experience" as these terms are used in the corporate governance standards of the New York Stock Exchange and (b) believes that each has substantial experience relating to the review of financial statements and the operations of audit committees. In addition, the Board of Directors has determined that based upon their review of her experience and education, Ms. Piret qualifies as an "audit committee financial expert", as that term has been defined by the instructions to this Item. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. AUDIT FEES. For fiscal 2004 and 2003, the aggregate fees billed by KPMG LLP ("KPMG"), the Fund's independent public accountants, for audit of the Fund's annual financial statements, review of the semi-annual financial statements and assistance in connection with the Fund's filing of the registration statements totaled $50,000 and $96,000, respectively. AUDIT-RELATED FEES. KPMG billed $15,000 and $31,500 for fiscal 2004 and 2003, respectively, for assurance and related services that are reasonably related to the performance of the audit and review of the Fund's financial statements, including quarterly agreed upon procedures related to requirements of the Fund's articles supplementary. TAX FEES. During fiscal 2004, KPMG's fees for its professional services related to preparation of the Fund's federal and state tax returns, review of excise distributions, and testing of quarterly asset diversification totaled $7,250. During fiscal 2003, KPMG's fees for its professional services related to preparation of the Fund's federal and state tax returns, review of excise distributions, and testing of quarterly asset diversification totaled $7,000. ALL OTHER FEES. KPMG did not provide any other services to the Fund in 2004 or 2003 other than those listed above. NON-AUDIT FEES. KPMG did not provide any other services to the Fund in 2004 or 2003 other than those listed above. KPMG's fees for non-audit services in fiscal 2004 billed to T. Rowe Price Group, Inc. ("Price Group") and its subsidiaries totaled approximately $418,600. KPMG's fees for non-audit services in fiscal 2003 billed to Price Group totaled $257,500, other than fees billed for professional services rendered for the audit of the annual financial statements and the reviews of the financial statements included in Forms 10-Q. The Committee has considered and determined that the performance by KPMG of non-audit services to Price Group and its subsidiaries is compatible with maintaining that firm's independence in connection with serving as the Fund's independent public accountants. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. The Fund has a separately-designated standing audit committee, the Audit and Nominating Committee, established by and amongst the Fund's Board of Directors for the purpose of overseeing the accounting and financial reporting processes of the Fund and audits of the Fund's financial statements. The Audit and Nominating Committee consists of the Fund's Directors who are not "interested persons" of the Fund within the meaning of the Investment Company Act of 1940, as amended (the "1940 Act") - Joseph L. Bower, Bernard J. Korman, Ernest E. Monrad, and Marguerite A. Piret. ITEM 6. This schedule is included as part of the report to shareholders filed under Item 1 of this Form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. PROXY VOTING POLICIES AND PROCEDURES At its June 26, 2003 meeting, the Fund's Board of Directors authorized and directed T. Rowe Price, the Fund's investment adviser, to vote proxies relating to the Fund's portfolio securities in accordance with T. Rowe Price's proxy voting policies and procedures. T. Rowe Price, as an investment adviser with a fiduciary responsibility to the Fund, analyzes the proxy statements of issuers whose stock is owned by the Fund, if any. PROXY ADMINISTRATION. The T. Rowe Price Proxy Committee develops T. Rowe Price's positions on all major corporate issues, creates guidelines, and oversees the voting process. The Proxy Committee, composed of portfolio managers, investment operations managers, and internal legal counsel, analyzes proxy policies based on whether they would adversely affect stockholders' interests and make a company less attractive to own. In evaluating proxy policies each year, the Proxy Committee relies upon its own fundamental research, independent research provided by third parties, and information presented by company managements and stockholder groups. Once the Proxy Committee establishes its recommendations, they are distributed to the firm's portfolio managers as voting guidelines. Ultimately, the portfolio manager votes on the proxy proposals of companies in his or her portfolio. When portfolio managers cast votes that are counter to the Proxy Committee's guidelines, they are required to document their reasons in 2 writing to the Proxy Committee. Annually, the Proxy Committee reviews T. Rowe Price's proxy voting process, policies, and voting records. T. Rowe Price has retained Institutional Shareholder Services ("ISS"), an expert in the proxy voting and corporate governance area, to provide proxy advisory and voting services. These services include in-depth research, analysis, and voting recommendations as well as vote execution, reporting, auditing and consulting assistance for the handling of proxy voting responsibility and corporate governance-related efforts. While the Proxy Committee relies upon ISS research in establishing T. Rowe Price's voting guidelines--many of which are consistent with ISS positions--T. Rowe Price may deviate from ISS recommendations on general policy issues or specific proxy proposals. FIDUCIARY CONSIDERATIONS. T. Rowe Price's decisions with respect to proxy issues are made in light of the anticipated impact of the issue on the desirability of investing in the portfolio company. Proxies are voted solely in the interests of the Fund or Fund stockholders. Practicalities involved with international investing may make it impossible at times, and at other times disadvantageous, to vote proxies in every instance. CONSIDERATION GIVEN MANAGEMENT RECOMMENDATIONS. When determining whether to invest in a particular company, one of the key factors T. Rowe Price considers is the quality and depth of its management. As a result, T. Rowe Price believes that recommendations of management on most issues should be given weight in determining how proxy issues should be voted. T. ROWE PRICE VOTING POLICIES. Specific voting guidelines have been established by the Proxy Committee for recurring issues that appear on proxies. The following is a summary of the more significant T. Rowe Price policies: - ELECTION OF DIRECTORS. T. Rowe Price generally supports slates with a majority of independent directors and nominating committees chaired by an independent board member. T. Rowe Price withholds votes for inside directors serving on compensation and audit committees and for directors who miss more than one-fourth of the scheduled board meetings. - EXECUTIVE COMPENSATION. T. Rowe Price's goal is to assure that a company's equity-based compensation plan is aligned with stockholders' long-term interests. While it evaluates most plans on a case-by-case basis, T. Rowe Price generally opposes compensation packages that provide what it views as excessive awards to a few senior executives or that contain excessively dilutive stock option plans. T. Rowe Price bases its review on criteria such as the costs associated with the plan, plan features, dilution to stockholders and comparability to plans in the company's peer group. T. Rowe Price generally opposes plans that give a company the ability to reprice options. - ANTI-TAKEOVER AND CORPORATE GOVERNANCE ISSUES. T. Rowe Price generally opposes anti-takeover measures and other proposals designed to limit the ability of stockholders to act on possible transactions. When voting on 3 corporate governance proposals, T. Rowe Price will consider the dilutive impact to stockholders and the effect on stockholder rights. - SOCIAL AND CORPORATE RESPONSIBILITY ISSUES. T. Rowe Price generally votes with a company's management on social issues unless they have substantial economic implications for the company's business and operations that have not been adequately addressed by management. MONITORING AND RESOLVING CONFLICTS OF INTEREST. The Proxy Committee is also responsible for monitoring and resolving possible material conflicts between the interests of T. Rowe Price and those of its clients with respect to proxy voting. Because T. Rowe Price's voting guidelines are pre-determined by the Proxy Committee using recommendations from ISS, an independent third party, application of the T. Rowe Price guidelines to vote clients' proxies should in most instances adequately address any possible conflicts of interest. However, for proxy votes inconsistent with T. Rowe Price guidelines, the Proxy Committee reviews all such proxy votes in order to determine whether the portfolio manager's voting rationale appears reasonable. The Proxy Committee also assesses whether any business or other relationships between T. Rowe Price and a portfolio company could have influenced an inconsistent vote on that company's proxy. Issues raising possible conflicts of interest are referred to designated members of the Proxy Committee for immediate resolution. ITEM 8. Not applicable. ITEM 9. PURCHASE OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Not applicable. ITEM 11. CONTROLS AND PROCEDURES. (a) The Fund's principal executive officer and principal financial officer concluded that the Fund disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act) provide reasonable assurances that information required to be disclosed by the Fund on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Fund in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Fund's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure, based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing date of this report. (b) There was no change in the Fund's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Fund's second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting. ITEM 12. EXHIBITS. (a)(1) The code of ethics referenced in Item 2. 4 (a)(2) The certifications required by Rule 30a-2(a) under the 1940 Act. (a)(3) Not applicable. (b) The certifications required by Rule 30a-2(b) under the 1940 Act. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. The New America High Income Fund, Inc. By: /s/ Robert F. Birch ------------------------------------ Name: Robert F. Birch Title: President and Director Date: March 7, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ Robert F. Birch ------------------------------------ Name: Robert F. Birch Title: President Date: March 7, 2005 By: /s/ Ellen E. Terry ------------------------------------ Name: Ellen E. Terry Title: Treasurer Date: March 7, 2005 5