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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21321
Pioneer Municipal High Income Trust
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: April 30
Date of reporting period: May 1, 2004 through April 30, 2005
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
PIONEER
---------
MUNICIPAL
HIGH
INCOME
TRUST
Annual
Report
4/30/05
[LOGO] PIONEER
Investments(R)
Table of Contents
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Letter to Shareowners 1
Portfolio Summary 2
Performance Update 3
Portfolio Management Discussion 5
Schedule of Investments 8
Financial Statements 17
Notes to Financial Statements 21
Report of Independent Registered Public Accounting Firm 31
Results of Shareowner Meeting 32
Factors Considered by the Independent Trustees in Approving
the Management Contract 33
Trustees, Officers and Service Providers 38
Pioneer Municipal High Income Trust
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LETTER TO SHAREOWNERS 4/30/05
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Dear Shareowner,
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U.S. stocks moved higher early in 2005, with the Standard & Poor's 500 Stock
Index and the Dow Jones Industrial Average advancing to three-year highs in
early March. But from then on, soaring prices for heating oil and gasoline, plus
the steady ratcheting up of interest rates by the Federal Reserve Board
overwhelmed sentiment and caused stocks to retrace their gains. By the end of
April, the Dow Industrials, the S&P 500 and the tech-heavy NASDAQ composite were
in negative territory for the year.
With investors less welcoming of risk and the economy giving mixed signals,
value stocks were more resilient than growth stocks. In addition,
large-capitalization stocks held up better than small- and mid-sized issues that
might be more vulnerable in an economic "soft patch," in the phrase of Federal
Reserve Board Chairman Alan Greenspan.
Determined to prevent damaging inflation, the Fed has repeatedly raised
short-term interest rates. As a result, bond returns were modestly negative in
most sectors. Fixed-income investors also became more risk-averse; high-yield
and other corporate sectors retrenched after a run of stellar performance while
Treasuries and mortgage-backed securities showed small declines, with long-term
issues showing positive. Municipal revenue bonds trended higher even against a
backdrop of heavy new issuance by states and localities.
Higher U.S. interest rates enhanced the dollar's appeal and brought at least a
pause in its long, sharp drop. But the stronger dollar muted returns for U.S.
investors in overseas markets. Globally, economies rich in metals and other
industrial commodities continued to thrive on heavy demand from China and
elsewhere. Meanwhile, growth in Japan may have stalled, and Europe's expansion
moved ahead slowly.
We believe that the U.S. economy and corporate earnings will continue to grow at
a moderate pace. Oil prices have receded from their record highs, but high
energy costs and rising interest rates may be in the headlines for a while.
Looking beyond present concerns, Pioneer's global investment experts continue to
find stocks and bonds with attractive long-term potential for our domestic and
international funds.
Expanding your opportunities
This period was like all others; different classes of investments delivered
different returns. That's why allocating your portfolio across several
investment categories is one way to seek wider opportunities. Pioneer's
disciplined approach and growing range of products are designed to help you
achieve this important objective. For thoughtful guidance on how to align your
portfolio with your goals, contact your financial professional.
Please consider a fund's investment objective, risks, charges and expenses
carefully before investing. The prospectus contains this and other information
about each fund and should be read carefully before you invest or send money. To
obtain a prospectus and for other information on any Pioneer fund, contact your
financial advisor, call 1-800-225-6292 or visit our web site at
www.pioneerfunds.com.
Respectfully,
/s/ Osbert M. Hood
Osbert M. Hood, President
Pioneer Investment Management, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Trust's historical or future performance are
statements of the opinion of Trust management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
1
Pioneer Municipal High Income Trust
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PORTFOLIO SUMMARY 4/30/05
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Portfolio Diversification
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(As a percentage of total investment portfolio)
[The following table was depicted as a pie chart in the printed material.]
Health Revenue 23.4%
Airport Revenue 18.1%
Insured 13.3%
Tobacco Revenue 10.4%
Education Revenue 7.5%
Pollution Control Revenue 6.8%
Development Revenue 6.2%
Power Revenue 4.4%
General Obligation 3.0%
Transportation Revenue 1.6%
Other 1.5%
Facilities Revenue 1.4%
Gaming Revenue 1.2%
Housing Revenue 1.0%
Utilities Revenue 0.2%
Portfolio Maturity
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(Effective life as a percentage of long-term holdings)
[The following table was depicted as a pie chart in the printed material.]
0-1 Years 6.5%
1-3 years 4.2%
3-6 years 33.8%
6-8 years 34.1%
8-10 years 6.4%
10+ years 15.0%
Quality Distribution
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(As a percentage of holdings; based on S&P ratings.)
[The following table was depicted as a pie chart in the printed material.]
AAA 18.1%
AA 4.7%
A 3.8%
BBB 22.8%
BB & Lower 49.6%
Cash Equivalents 1.0%
The portfolio is actively managed and current holdings may be different.
2
Pioneer Municipal High Income Trust
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PERFORMANCE UPDATE 4/30/05
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Share Prices and Distributions
-----------------------------------------------------------------------------
Market Value
per Common Share 4/30/05 4/30/04
$14.33 $13.70
Net Asset Value
per Common Share 4/30/05 4/30/04
$15.62 $14.76
Distributions
per Common Share Income Short-Term Long-Term
(5/1/04 - 4/30/05) Dividends Capital Gains Capital Gains
$1.07 $0.0509 $0.0400
10 Largest Holdings
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(As a percentage of long-term holdings)*
1. Greenville County School District, 5.5%, 12/1/28 3.74%
2. Allegheny County Hospital Development Authority Revenue,
9.25%, 11/15/30 3.34
3. Minneapolis/St. Paul Metropolitan Airports, 7.0%, 4/1/25 2.78
4. Tobacco Settlement Financing Corp., 6.75%, 6/1/39 2.62
5. New Jersey Economic Development Authority Revenue,
6.25%, 9/15/29 2.49
6. Gila County Industrial Development Authority,
5.55%, 1/1/27 2.47
7. Birmingham Alabama General Obligation, 5.0%, 12/1/32 2.40
8. Metropolitan Pier & Exposition Authority Dedicated State Tax
Revenue, 0.0%, 6/15/22 2.36
9. Oklahoma Development Finance Authority Revenue,
5.625%, 8/15/29 2.03
10. Johnson City Health & Educational Facilities Board Hospital
Revenue, 7.5%, 7/1/33 1.92
*This list excludes temporary cash and derivative instruments. The portfolio is
actively managed, and current holdings may be different.
3
Pioneer Municipal High Income Trust
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PERFORMANCE UPDATE 4/30/05
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Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in common shares of Pioneer Municipal High Income Trust,
compared to that of the Lehman Brothers Municipal Bond Index and Lehman Brothers
Non-Investment Grade Municipal Bond Index.
----------------------------------------
Cumulative Annual Total Returns
(As of April 30, 2005)
Net Asset Market
Period Value Price
Life-of-Trust
(7/21/03) 24.00% 8.67%
1 Year 14.67 13.34
----------------------------------------
Value of $10,000 Investment+
[The following table was depicted as a mountain chart in the printed material.]
Pioneer Lehman Lehman Brothers
Municipal Brothers Non-Investment
High Income Municipal Grade Municipal
Trust Bond Index Bond Index
----------- ---------- ---------------
7/03 $10,000 $10,000 $10,000
11,023 10,441 11,014
4/05 10,868 11,153 12,399
Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end
performance results. Current performance may be lower or higher than the
performance data quoted.
Performance data shown represents past performance. Past performance is no
guarantee of future results. Investment return and market price will fluctuate,
and your shares may trade below net asset value ("NAV"), due to such factors as
interest rate changes, and the perceived credit quality of borrowers.
Total investment return does not reflect broker sales charges or commissions.
All performance is for common shares of the Trust.
Closed-end funds, unlike open-end funds, are not continuously offered. There is
a one-time public offering and once issued, shares of closed-end funds are sold
in the open market through a stock exchange and frequently trade at prices lower
than their NAV. NAV is total assets less total liabilities, which includes
preferred shares, divided by the number of common shares outstanding.
When NAV is lower than market price, dividends are assumed to be reinvested at
the greater of NAV or 95% of the market price. When NAV is higher, dividends are
assumed to be reinvested at market price.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Trust distributions or the redemption of Trust
shares.
Index comparison begins July 31, 2003. The Lehman Brothers Municipal Bond Index
is a broad measure of the municipal bond market. Lehman Brothers Non-Investment
Grade Municipal Bond Index totals over $26 billion in market value and maintains
over 1300 securities. Municipal bonds in this index have the following
requirements: maturities of one year or greater, sub investment grade (below Baa
or non-rated), fixed coupon rate, dated date greater than 12-31-90, deal size
over $20 million, maturity size of at least $3 trillion. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Trust returns,
do not reflect any fees, expenses or sales charges. You cannot invest directly
in an Index.
4
Pioneer Municipal High Income Trust
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PORTFOLIO MANAGEMENT DISCUSSION 4/30/05
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Over the 12-month period ended April 30, 2005, shareowners in Pioneer Municipal
High Income Trust participated in the solid performance of municipal bonds. In
particular, shareowners were rewarded with a relatively high level of tax-free
income. In the following interview, David Eurkus, a member of the management
team for the Trust, reviews the Trust's investment process, strategy and
outlook.
Q: How did the Trust perform during the 12-month period ended April 30, 2005?
A: For the period, Pioneer Municipal High Income Trust produced a total return
of 14.67% at net asset value and 13.34% at market price. As of April 30,
2005, the Trust was selling at a discount to market price to net asset value
of 8.3%. The Lehman Brothers Municipal Bond Index, which tracks the
performance only of investment-grade bonds, returned 6.81%. The Lehman
Brothers Non-Investment Grade Municipal Bond Index returned 12.58% for the
same period. At the end of the period, the Trust held 109 issues in various
states and the District of Columbia. On April 30, 2005, the Trust's 30-day
SEC yield was 7.73%.
Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent
month-end performance results. Current performance may be lower or higher
than the performance data quoted.
The performance data quoted represents past performance, which is no
guarantee of future results. Investment return and principal value will
fluctuate, and shares, when redeemed, may be worth more or less than their
original cost.
Q: What was the investment environment like during the 12-month period?
A: Despite rising short-term interest rates and higher oil prices, economic
growth continued to improve, although at a more moderate pace at the end of
the fiscal year than at the beginning. In June 2004, the Federal Reserve
began to reverse its accommodative monetary policy by raising the Federal
funds rate, the overnight lending rate for banks that influences other
short-term rates. The Fed raised rates seven times between June 2004 and
April 30, 2005, each time by a quarter percentage point. By the end of April
2005, the Federal funds rate was 2.75%, up sharply from the 1.00% of 12
months ago. The Fed's actions caused the yield curve to flatten, which means
that yields on securities with short-term maturities rose and prices
declined; however, yields on
5
Pioneer Municipal High Income Trust
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PORTFOLIO MANAGEMENT DISCUSSION 4/30/05 (continued)
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securities with long-term maturities remained relatively stable or declined,
which boosted prices. (The yield curve shows the relationship between bond
yields and maturity lengths.)
Q: What strategies contributed to the Trust's outperformance?
A: Sector allocation, the mix of investment-grade and high-yield bonds and
duration provided the biggest benefit to performance. In terms of sector
allocation, the Trust was diversified among securities in a variety of areas
that are fundamental to the growth of the U.S. economy. The areas primarily
included healthcare, education, public power, energy and transportation. As
the economy continued to expand, those segments of the economy also improved.
Approximately 50% of the portfolio's net assets were invested in
investment-grade securities, those rated BBB or better. About 30% of net
assets were invested in below investment-grade issues, those rated BB and
lower; and about 20% of net assets were in non-rated securities. On April 30,
2005, the average quality of the portfolio was BBB+.
We use a leveraging strategy as a way to generate additional income. Early in
the fiscal year, historically low interest rates enabled the Trust to borrow
funds at low rates and invest those funds in high-yield bonds. We sought
bonds that, in our opinion, were undervalued and whose prices were likely to
go up in an improving economic environment. The Trust not only benefited from
the income that higher-yielding bonds produced, but it was also helped by the
price appreciation that those bonds provided as they increased in value. The
Trust's relatively long duration of 8.16 years was also instrumental in
boosting the value of high-yield bonds, because as yields on such bonds
declined their prices rose. (Measured in years, duration measures a bond's
price sensitivity to interest-rate changes.)
Q: Were there disappointments?
A: There were no big disappointments. However, rapidly rising oil prices caused
some erosion in the performance of the air transportation sector, as the cost
of jet fuel substantially increased the airlines' operating costs. News
reports about the potential bankruptcies of some high profile airlines also
had a negative influence on the transportation area of the market. The
volatility in the sector, however, did not materially affect the Trust's
performance.
6
Pioneer Municipal High Income Trust
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Q: What is your outlook?
A: We believe economic growth will continue, but at a more moderate pace than in
the past. While there may be some inflationary pressure, we do not expect it
to be significant. The Federal Reserve has already indicated that it will
continue raising rates at a measured pace. It is our opinion that this type
of backdrop will be supportive for the bonds in the Trust. We expect to keep
the Trust well diversified in a combination of below investment-grade and
investment-grade bonds in a variety of economic sectors.
Investments in high yield or lower-rated securities are subject to
greater-than-average risk. When interest rates rise, the prices of fixed income
securities in the Trust will generally fall. Conversely, when interest rates
fall the prices of fixed income securities in the Trust will generally rise.
Investments in the Trust are subject to possible loss due to the financial
failure of underlying securities and their inability to meet their debt
obligations. These risks may increase share price volatility.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Trust's historical or future performance are
statements of the opinion of Trust management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
7
Pioneer Municipal High Income Trust
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SCHEDULE OF INVESTMENTS 4/30/05
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S&P/Moody's
Principal Ratings
Amount (unaudited) Value
TAX EXEMPT OBLIGATIONS - 125.6% of Net Assets
Alabama - 3.5%
$10,000,000 AAA/Aaa Birmingham Alabama General Obligation,
5.0%, 12/1/32 $ 10,415,300
1,500,000 BBB/NR Camden Alabama Industrial Development Board,
6.125%, 12/1/24 1,658,145
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$ 12,073,445
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Arizona - 7.4%
5,000,000 B+/Ba1 Apache County Industrial Development Authority,
5.85%, 3/1/28 $ 5,000,750
5,000,000 B+/Ba1 Apache County Industrial Development Authority,
5.875%, 3/1/33 5,000,850
11,630,000 BB-/Ca Gila County Industrial Development Authority,
5.55%, 1/1/27 10,721,232
3,000,000 NR/NR Maricopa County Industrial Development Authority,
7.875%, 4/1/27 3,088,440
1,000,000 NR/Baa3 Pima County Industrial Development Authority,
7.25%, 7/1/31 1,077,910
500,000 NR/Baa2 Yavapai County Industrial Development Authority,
6.0%, 8/1/33 528,930
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$ 25,418,112
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California - 12.2%
7,270,000 A/A3 California State General Obligation, 5.25%, 2/1/28 $ 7,708,963
5,000,000 A/A3 California State General Obligation, 5.25%, 4/1/34 5,306,850
5,150,000 BBB/Baa3 Golden State Tobacco Securitization Corp.,
7.8%, 6/1/42 5,943,769
7,000,000 BBB/Baa3 Golden State Tobacco Securitization Corp.,
7.875%, 6/1/42 8,112,930
4,000,000 AAA/Aaa Palm Desert Financing Authority Tax Allocation
Revenue, 5.0%, 4/1/30 4,170,000
3,000,000 AAA/Aaa San Diego Unified School District, 5.0%, 7/1/25 3,255,390
2,500,000 AAA/Aaa University of California Revenue, 5.0%, 5/15/25 2,653,650
5,000,000 B+/NR Valley Health System Hospital Revenue,
6.5%, 5/15/25 5,006,600
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$ 42,158,152
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The accompanying notes are an integral part of these financial statements.
8
Pioneer Municipal High Income Trust
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S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Connecticut - 4.1%
$ 2,000,000 NR/NR Bridgeport Senior Living Facility Revenue,
7.25%, 4/1/35 $ 2,065,960
2,205,000 BB/Ba1 Connecticut State Health & Educational Facilities
Authority Revenue, 5.375%, 7/1/17 2,132,191
4,800,000 BB/Ba1 Connecticut State Health & Educational Facilities
Authority Revenue, 5.5%, 7/1/27 4,438,320
5,000,000 BB+/NR Mohegan Tribe Indians Gaming Authority,
6.25%, 1/1/31 5,412,200
-------------
$ 14,048,671
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District of Columbia - 3.7%
5,000,000 BBB/Baa3 District of Columbia Tobacco Settlement Financing
Corp., 6.5%, 5/15/33 $ 5,287,800
7,325,000 BBB/Baa3 District of Columbia Tobacco Settlement Financing
Corp., 6.75%, 5/15/40 7,649,424
-------------
$ 12,937,224
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Florida - 3.3%
2,000,000 NR/NR Beacon Lakes Community Development,
6.9%, 5/1/35 $ 2,106,780
1,650,000 BBB-/Baa2 Polk County Industrial Development Revenue,
5.85%, 12/1/30 1,688,676
2,000,000 NR/NR Seminole Tribe Convention-A, 8.95%, 10/1/33 2,246,860
5,000,000 NR/Baa2 Tallahassee Health Facilities Revenue,
6.375%, 12/1/30 5,336,600
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$ 11,378,916
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Georgia - 1.1%
1,325,000 NR/NR Brunswick & Glynn County Development Authority
Revenue, 7.25%, 1/1/35 $ 1,395,357
5,500,000 C/Ca Fulton County Development Authority Revenue,
6.95%, 11/1/12 2,310,055
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$ 3,705,412
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Idaho - 1.5%
5,000,000 BB+/Ba3 Power County Industrial Development Corp.,
6.45%, 8/1/32 $ 5,139,200
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The accompanying notes are an integral part of these financial statements.
9
Pioneer Municipal High Income Trust
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SCHEDULE OF INVESTMENTS 4/30/05 (continued)
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S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Illinois - 4.1%
$ 1,000,000 NR/NR Centerpoint Intermodal Center, 8.0%,
6/15/23 (144A) $ 970,880
3,810,000 C/C Chicago Illinois O'Hare International Airport,
6.45%, 5/1/18 1,413,319
1,500,000 NR/NR Illinois Health Facilities Authority Revenue,
6.9%, 11/15/33 1,535,685
16,880,000(a) AAA/Aaa Metropolitan Pier & Exposition Authority Dedicated
State Tax Revenue, 0.0%, 6/15/22 10,231,137
------------
$ 14,151,021
------------
Indiana - 1.6%
1,000,000 BBB+/Baa1 Indiana State Development Finance Authority
Revenue, 5.6%, 12/1/32 $ 1,034,380
4,300,000 BBB-/Ba3 Indiana State Development Finance Authority
Revenue, 5.75%, 10/1/11 4,545,186
------------
$ 5,579,566
------------
Massachusetts - 6.7%
2,335,000 AAA/Aaa Massachusetts Health & Educational Facilities
Authority Revenue, 5.0%, 7/15/35 $ 2,423,123
7,050,000 AAA/Aaa Massachusetts Health & Educational Facilities
Authority Revenue, 5.125%, 7/15/37 7,402,852
1,000,000 AA/Aa3 Massachusetts Health & Educational Facilities
Authority Revenue, 5.25%, 10/15/33 1,062,000
3,500,000 BBB/Baa3 Massachusetts Health & Educational Facilities
Authority Revenue, 6.25%, 7/1/22 3,754,625
5,000,000 BBB-/NR Massachusetts Health & Educational Facilities
Authority Revenue, 6.75%, 10/1/33 5,462,300
75,000 BB/NR Massachusetts State Development Finance
Agency, 5.25%, 10/1/18 68,440
3,055,000 AA-/Aa3 Massachusetts State Housing Finance Agency,
5.25%, 12/1/33 3,148,177
------------
$ 23,321,517
------------
The accompanying notes are an integral part of these financial statements.
10
Pioneer Municipal High Income Trust
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S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Michigan - 4.6%
$ 1,500,000 BBB-/NR John Tolfree Health System Corp., 6.0%, 9/15/23 $ 1,457,325
2,000,000 B/Ba3 Michigan State Hospital Finance Authority
Revenue, 5.5%, 8/15/23 1,839,680
4,010,000 BBB-/Ba1 Michigan State Hospital Finance Authority
Revenue, 6.0%, 2/1/24 3,884,647
2,000,000+ NR/NR Michigan State Hospital Finance Authority
Revenue, 6.4%, 1/1/15 2,086,220
7,690,000 NR/NR Wayne Charter County Michigan Special Airport
Facilities Revenue, 6.75%, 12/1/15 6,727,212
-------------
$ 15,995,084
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Minnesota - 4.4%
1,675,000 BB/NR Duluth Economic Development Authority Health
Care Facilities Revenue, 7.25%, 6/15/32 $ 1,758,549
13,260,000 NR/NR Minneapolis/St. Paul Metropolitan Airports,
7.0%, 4/1/25 12,067,130
1,430,000 BB+/Ba1 St. Paul Housing & Redevelopment Authority,
6.625%, 11/1/17 1,437,465
-------------
$ 15,263,144
-------------
Mississippi - 0.9%
3,000,000 BBB-/Ba1 Mississippi Business Finance Corp. Pollution
Control Revenue, 5.9%, 5/1/22 $ 3,041,460
-------------
Missouri - 1.2%
5,500,000 NR/B3 St. Louis Industrial Development Authority
Revenue, 7.25%, 12/15/35 $ 4,152,665
-------------
Nevada - 1.4%
1,000,000 BBB-/Baa2 Clark County Industrial Development Revenue,
5.45%, 3/1/38 $ 1,063,120
1,850,000 B-/NR Clark County Industrial Development Revenue,
5.5%, 10/1/30 1,807,820
2,000,000 NR/NR Nevada State Department of Business & Industry,
7.25%, 1/1/23 2,095,100
-------------
$ 4,966,040
-------------
New Hampshire - 0.9%
3,000,000 AAA/Aaa Manchester School Facilities Revenue,
5.125%, 6/1/28 $ 3,172,920
-------------
The accompanying notes are an integral part of these financial statements.
11
Pioneer Municipal High Income Trust
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SCHEDULE OF INVESTMENTS 4/30/05 (continued)
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S&P/Moody's
Principal Ratings
Amount (unaudited) Value
New Jersey - 8.7%
$ 2,000,000 B/Caa2 New Jersey Economic Development Authority
Revenue, 6.25%, 9/15/19 $ 1,696,340
13,350,000 B/Caa2 New Jersey Economic Development Authority
Revenue, 6.25%, 9/15/29 10,799,349
1,000,000 B/Caa2 New Jersey Economic Development Authority
Revenue, 6.4%, 9/15/23 847,200
6,150,000 B/Caa2 New Jersey Economic Development Authority
Revenue, 7.0%, 11/15/30 5,394,657
10,750,000 BBB/Baa3 Tobacco Settlement Financing Corp.,
6.75%, 6/1/39 11,372,748
-------------
$ 30,110,294
-------------
New Mexico - 1.5%
3,700,000++ NR/NR New Mexico Hospital Equipment Loan Council,
6.4%, 6/1/16 $ 3,900,355
1,350,000 BBB-/NR Santa Fe Educational Facilities Revenue,
5.75%, 10/1/28 1,367,564
-------------
$ 5,267,919
-------------
New York - 5.8%
2,000,000 A/NR New York City Industrial Development Agency,
5.375%, 6/1/23 $ 2,081,360
5,625,000 CCC/Caa2 New York City Industrial Development Agency,
6.9%, 8/1/24 4,092,188
5,000,000 AAA/Aaa New York City Trust Cultural Resources Revenue,
5.125%, 7/1/31 5,245,650
2,000,000 NR/NR Suffolk County Industrial Development Agency,
7.25%, 1/1/30 2,049,300
6,000,000 AAA/Aaa Triborough Bridge & Tunnel Authority Revenue,
5.25%, 11/15/30 6,443,820
-------------
$ 19,912,318
-------------
North Carolina - 0.9%
4,600,000 NR/NR Charlotte North Carolina Special Facilities
Revenue, 7.75%, 2/1/28 $ 3,220,000
-------------
The accompanying notes are an integral part of these financial statements.
12
Pioneer Municipal High Income Trust
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--------------------------------------------------------------------------------
S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Oklahoma - 6.2%
$ 3,000,000+ AAA/Aaa Oklahoma Development Finance Authority
Revenue, 5.625%, 8/15/19 $ 3,304,950
8,000,000+ AAA/Aaa Oklahoma Development Finance Authority
Revenue, 5.625%, 8/15/29 8,813,200
4,100,000 B-/Caa2 Tulsa Municipal Airport Revenue, 5.65%, 12/1/35 3,835,222
1,225,000 B-/Caa2 Tulsa Municipal Airport Revenue, 6.25%, 6/1/20 1,038,972
4,350,000 B-/Caa2 Tulsa Municipal Airport Revenue, 7.35%, 12/1/11 4,289,579
-------------
$ 21,281,923
-------------
Oregon - 4.6%
1,000,000 NR/NR Klamath Falls Electric Revenue, 5.75%, 1/1/13 $ 1,019,650
7,000,000 NR/NR Klamath Falls Electric Revenue, 6.0%, 1/1/25 7,066,150
7,500,000 NR/NR Western Generation Agency Cogeneration Project
Revenue, 7.125%, 1/1/21 7,688,175
-------------
$ 15,773,975
-------------
Pennsylvania - 5.7%
1,550,000 NR/Baa1 Allegheny County Hospital Development Authority
Revenue, 5.125%, 5/1/25 $ 1,445,654
12,300,000 B/B1 Allegheny County Hospital Development Authority
Revenue, 9.25%, 11/15/30 14,517,567
1,000,000 BB-/NR Columbia County Hospital Authority Health Care
Revenue, 5.9%, 6/1/29 861,160
1,000,000 BBB/Ba2 Hazleton Health Services Authority Hospital
Revenue, 5.625%, 7/1/17 922,330
1,280,000 NR/B2 Langhorne Manor Borough Higher Education &
Health Authority Revenue, 7.35%, 7/1/22 1,273,395
500,000 BBB+/NR Pennsylvania Higher Educational Facilities Authority
Revenue, 5.4%, 7/15/36 523,195
-------------
$ 19,543,301
-------------
South Carolina - 7.9%
4,250,000 BBB/Baa2 Georgetown County Environmental Improvement
Revenue, 5.95%, 3/15/14 $ 4,779,422
15,000,000 AA-/Aa3 Greenville County School District, 5.5%, 12/1/28 16,231,650
5,850,000 BBB+/Baa1 South Carolina Jobs Economic Development
Authority Revenue, 6.375%, 8/1/34 6,412,536
-------------
$ 27,423,608
-------------
The accompanying notes are an integral part of these financial statements.
13
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Tennessee - 3.7%
$ 7,000,000 BBB+/Baa2 Johnson City Health & Educational Facilities Board
Hospital Revenue, 7.5%, 7/1/33 $ 8,319,640
4,480,000 NR/Baa3 Knox County Health Educational & Housing
Facilities Board Hospital Revenue,
6.375%, 4/15/22 4,615,789
-----------
$12,935,429
-----------
Texas - 9.1%
7,500,000 CCC/Caa2 Alliance Airport Authority Special Facilities
Revenue, 7.5%, 12/1/29 $ 5,868,900
1,345,000 NR/Baa3 Bexar County Housing Finance Corp.,
8.0%, 12/1/36 1,400,683
2,500,000 BBB-/Ba2 Brazos River Authority Revenue, 5.375%, 4/1/19 2,598,300
1,000,000 CCC/Caa2 Dallas-Fort Worth International Airport Revenue,
6.0%, 11/1/14 796,260
5,000,000 CCC/Caa2 Dallas-Fort Worth International Airport Revenue,
6.15%, 5/1/29 4,625,400
485,000 C/Ca Dallas-Fort Worth International Airport Revenue,
6.25%, 11/1/13 185,202
7,750,000 C/Ca Dallas-Fort Worth International Airport Revenue,
7.125%, 11/1/26 2,851,302
2,800,000 C/Ca Dallas-Fort Worth International Airport Revenue,
7.6%, 11/1/11 1,267,224
7,715,000 C/Ca Dallas-Fort Worth International Airport Revenue,
7.625%, 11/1/21 3,090,783
4,000,000 NR/NR Decatur Hospital Authority Revenue, 7.0%, 9/1/25 4,300,160
1,000,000 BB/NR Georgetown Health Facilities Development Corp.,
6.25%, 8/15/29 1,021,230
3,750,000 B-/Caa2 Houston Airport System Special Facilities Revenue,
5.7%, 7/15/29 2,738,775
500,000 BBB/Baa2 Sabine River Authority Pollution Control Revenue,
6.15%, 8/1/22 548,970
-----------
$31,293,189
-----------
Vermont - 0.5%
1,500,000 A-/A3 Vermont Educational & Health Buildings Financing
Agency Revenue, 6.0%, 10/1/28 $ 1,692,315
-----------
The accompanying notes are an integral part of these financial statements.
14
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
S&P/Moody's
Principal Ratings
Amount (unaudited) Value
Virginia - 1.4%
$ 1,000,000 BBB/Baa3 Peninsula Ports Authority, 6.0%, 4/1/33 $ 1,078,270
4,000,000 BB/NR Pocahontas Parkway Association of Virginia Toll
Road Revenue, 5.5%, 8/15/28 3,912,800
-------------
$ 4,991,070
-------------
Washington - 5.5%
4,710,000 AAA/Aaa Spokane Public Facilities District Hotel/
Motel Tax & Sales, 5.75%, 12/1/27 $ 5,370,107
7,025,000 BBB/Baa3 Tobacco Settlement Authority Washington,
6.625%, 6/1/32 7,332,836
14,315,000 AAA/Aaa Washington State General Obligation,
0.0%, 6/1/22 6,353,856
-------------
$ 19,056,799
-------------
Wyoming - 1.5%
5,000,000 BB+/Ba3 Sweetwater County Solid Waste Disposal Revenue,
6.9%, 9/1/24 $ 5,064,850
-------------
TOTAL TAX-EXEMPT OBLIGATIONS
(Cost $402,542,704) $ 434,069,539
-------------
Shares
TAX-EXEMPT MONEY MARKET MUTUAL
FUND - 1.3% of Net Assets
4,415,959 BlackRock Provident Institutional Municipal Fund $ 4,415,959
-------------
TOTAL TAX-EXEMPT MONEY MARKET
MUTUAL FUND
(Cost $4,415,959) $ 4,415,959
-------------
TOTAL INVESTMENTS IN SECURITIES - 126.9%
(Cost $406,958,663) (b)(c) $ 438,485,498
-------------
OTHER ASSETS AND LIABILITIES - 2.3% $ 8,069,088
-------------
PREFERRED SHARES AT
REDEMPTION VALUE - (29.2)% $(101,000,000)
-------------
NET ASSETS APPLICABLE TO COMMON
SHAREOWNERS - 100.0% $ 345,554,586
=============
The accompanying notes are an integral part of these financial statements.
15
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
NR Security not rated by S&P or Moody's.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At April
30, 2005 the value of these securities amounted to $970,880 or 0.3% of
net assets applicable to common shareowners.
+ Prerefunded bonds have been collaterized by U.S. Treasury securities
which are held in escrow to pay interest and principal on the tax exempt
issue and to retire the bonds in full at the earliest refunding date.
++ Prerefunded bonds have been collaterized by cash sufficient to pay
interest and principal on the tax exempt issue and to retire the bonds in
full at the earliest refunding date.
(a) Indicates a security that has a zero coupon that remains in effect until
a predetermined date at which time the stated coupon rate becomes
effective until final maturity.
(b) The concentration of investments by type of obligation/market sector is
as follows:
Insured 13.3%
General Obligation 3.0
Revenue Bonds:
Health Revenue 23.4
Airport Revenue 18.1
Tobacco Revenue 10.4
Education Revenue 7.5
Pollution Control Revenue 6.8
Development Revenue 6.2
Power Revenue 4.4
Transportation Revenue 1.6
Other 1.5
Facilities Revenue 1.4
Gaming Revenue 1.2
Housing Revenue 1.0
Utilities Revenue 0.2
-----
100.0%
=====
(c) At April 30, 2005, the net unrealized gain on investments based on cost
for federal income tax purposes of $406,015,616 was as follows:
Aggregate gross unrealized gain for all investments in which there is
an excess of value over tax cost $40,728,227
Aggregate gross unrealized loss for all investments in which there is
an excess of tax cost over value (8,258,345)
-----------
Net unrealized gain $32,469,882
===========
For financial reporting purposes net unrealized gain on investments was
$31,526,835 and cost of investments aggregated $406,958,663
Purchases and sales of securities (excluding temporary cash investments) for
the year ended April 30, 2005, aggregated $106,430,127 and $111,957,123,
respectively.
The accompanying notes are an integral part of these financial statements.
16
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 4/30/05
--------------------------------------------------------------------------------
ASSETS:
Investments in securities, at value (cost $406,958,663) $438,485,498
Cash 6,910
Receivables -
Investment securities sold 337,284
Interest 9,010,484
Unrealized appreciation on interest rate swaps 817,307
Prepaid expenses 31,118
------------
Total assets $448,688,601
------------
LIABILITIES:
Dividends payable to common shareowners $ 1,769,671
Due to affiliate 232,922
Administration fee payable 25,481
Accrued expenses 105,941
------------
Total liabilities $ 2,134,015
------------
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to
4,040 shares $101,000,000
------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $315,162,552
Undistributed net investment income 203,603
Accumulated net realized loss on investments and interest
rate swaps (2,155,711)
Net unrealized gain on investments 31,526,835
Net unrealized gain on interest rate swaps 817,307
------------
Net assets applicable to common shareowners $345,554,586
------------
NET ASSET VALUE PER SHARE:
No par value, (unlimited number of shares authorized)
Based on $345,554,586/22,120,893 common shares $ 15.62
============
The accompanying notes are an integral part of these financial statements.
17
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
--------------------------------------------------------------------------------
For the Year Ended 4/30/05
INVESTMENT INCOME:
Interest $28,607,920
-----------
EXPENSES:
Management fees $ 2,592,674
Administration fees and reimbursements 355,109
Transfer agent fees and expenses 53,029
Auction agent fees 267,788
Custodian fees 17,571
Registration fees 23,750
Professional fees 47,890
Printing expense 19,537
Trustees' fees 11,243
Miscellaneous 41,506
-----------
Total expenses $ 3,430,097
Less fees paid indirectly (14)
-----------
Net expenses $ 3,430,083
-----------
Net investment income $25,177,837
-----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND INTEREST RATE SWAPS:
Net realized gain (loss) from:
Investments $ 803,500
Interest rate swaps (544,847) $ 258,653
----------- -----------
Change in net unrealized gain on:
Investments $20,940,595
Interest rate swaps (319,493) $20,621,102
----------- -----------
Net gain on investments and interest
rate swaps $20,879,755
-----------
DIVIDENDS AND DISTRIBUTIONS TO PREFERRED
SHAREOWNERS FROM:
Net investment income $(1,444,764)
Net realized gains (90,681)
-----------
Total distributions $(1,535,445)
-----------
Net increase in net assets applicable
to common shareowners resulting
from operations $44,522,147
-----------
The accompanying notes are an integral part of these financial statements.
18
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------
For the Year Ended 4/30/05 and the Period from 7/21/03
(Commencement of Operations) to 4/30/04
7/21/03
Year Ended to
4/30/05 4/30/04
FROM OPERATIONS:
Net investment income $ 25,177,837 $ 17,506,653
Net realized gain (loss) on investments and interest
rate swaps 258,653 (1,231,658)
Net unrealized gain on investments and interest
rate swaps 20,621,102 11,723,040
Dividends and distributions to preferred shareowners
from:
Net investment income (1,444,764) (539,580)
Net realized gains (90,681) -
------------ ------------
Net increase in net assets applicable
to common shareowners resulting
from operations $ 44,522,147 $ 27,458,455
------------ ------------
DIVIDENDS AND DISTRIBUTIONS TO COMMON
SHAREOWNERS FROM:
Net investment income ($1.07 and $0.72 per share,
respectively) $(23,669,356) $(15,907,493)
Net realized gains ($0.09 and $0.00 per share,
respectively) (2,011,719) -
------------ ------------
Total distributions to common shareowners $(25,681,075) $(15,907,493)
------------ ------------
FROM TRUST SHARE TRANSACTIONS:
Net proceeds from the issuance of common shares $ - $293,662,500
Net proceeds from underwriters' over-allotment
option exercised - 21,487,500
Reinvestment of distributions - 1,673,643
Changes in estimated common share offering costs
charged to paid-in capital 123,849 (660,000)
Preferred share offering costs charged to
paid-in capital - (1,224,943)
------------ ------------
Net increase in net assets applicable to
common shareowners resulting from Trust
share transactions $ 123,849 $314,938,700
------------ ------------
Net increase in net assets applicable to
common shareowners $ 18,964,921 $326,489,662
NET ASSETS APPLICABLE TO COMMON
SHAREOWNERS:
Beginning of period 326,589,665 100,003
------------ ------------
End of period (including undistributed net investment
income of $203,603 and $998,979, respectively) $345,554,586 $326,589,665
============ ============
The accompanying notes are an integral part of these financial statements.
19
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
INANCIAL HIGHLIGHTS
--------------------------------------------------------------------------------
7/21/03(b)
Year Ended to
4/30/05 4/30/04
Per Common Share Operating Performance
Net asset value, beginning of period $ 14.76 $ 14.33(c)
--------- -------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.14 $ 0.80
Net realized and unrealized gain on investments and interest rate swaps 0.95 0.46
Dividends and distributions to preferred shareowners:
Net investment income (0.07) (0.02)
Net realized gains 0.00(d) -
--------- -------
Net increase from investment operations $ 2.02 $ 1.24
Dividends and distributions to common shareowners:
Net investment income (1.07) (0.72)
Net realized gains (0.09) -
Changes in estimated offering costs charged to paid in capital with respect to:
Common shares 0.00(d) (0.03)
Preferred shares - (0.06)
--------- -------
Net increase in net asset value $ 0.86 $ 0.43
--------- -------
Net asset value, end of period(e) $ 15.62 $ 14.76
========= =======
Market value, end of period(e) $ 14.33 $ 13.70
--------- -------
Total return(f) 13.34% (4.11)%
Ratios to average net assets of common shareowners
Net expenses(g) 1.04% 0.95%(h)
Net investment income before preferred share dividends(g) 7.60% 6.91%(h)
Preferred share dividends 0.43% 0.21%(h)
Net investment income available to common shareowners 7.17% 6.70%(h)
Portfolio turnover 25% 54%
Net assets of common shareowners, end of period (in thousands) $345,555 $326,590
Preferred shares outstanding (in thousands) $101,000 $101,000
Asset coverage per preferred share, end of period $110,533 $105,839
Average market value per preferred share $ 25,000 $ 25,000
Liquidation value per preferred share $ 25,000 $ 25,000
Ratios to average net assets of common shareowners before
reimbursement of organization expenses and expense reductions
Net expenses(g) 1.04% 0.96%(h)
Net investment income before preferred share dividends(g) 7.60% 6.90%(h)
Preferred share dividends 0.43% 0.21%(h)
Net investment income available to common shareowners 7.17% 6.69%(h)
(a) The per share data presented above is based upon the average common shares
outstanding for the periods presented.
(b) Trust shares were first publicly offered on July 18, 2003.
(c) Net asset value immediately after the closing of the first public offering
was $14.30.
(d) Amount is less than $0.01 per share.
(e) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and
Saturday.
(f) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Total
investment return less than a full period is not annualized. Past
performance is not a guarantee of future results.
(g) Ratios do not reflect the effect of dividend payments to preferred
shareowners.
(h) Annualized.
The information above represents the audited operating performance data for a
share of common stock outstanding, total investment return, ratios to average
net assets of common shareowners and other supplemental data for the periods
indicated. This information has been determined based upon financial information
provided in the financial statements and market value data for the Trust's
common shares.
The accompanying notes are an integral part of these financial statements.
20
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05
--------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Municipal High Income Trust (the "Trust") was organized as a Delaware
statutory trust on March 13, 2003. Prior to commencing operations on July 21,
2003, the Trust had no operations other than matters relating to its
organization and registration as a diversified, closed-end management investment
company under the Investment Company Act of 1940, as amended, and the sale and
issuance to Pioneer Investment Management, Inc. ("PIM"), the Trust's investment
adviser and a wholly owned indirect subsidiary of UniCredito Italiano S.p.A.
("UniCredito Italiano"), of 6,981 shares of beneficial interest at an aggregate
purchase price of $100,003. The investment objective of the Trust is to seek a
high level of current income exempt from regular federal income tax and the
Trust may seek capital appreciation to the extent that it is consistent with its
primary investment objective.
The Trust may invest in municipal securities with a broad range of maturities
and credit ratings, including both investment grade and below investment grade
municipal securities.
The Trust invests in below investment grade (high-yield) municipal securities.
Debt securities rated below investment grade are commonly referred to as "junk
bonds" and are considered speculative. These securities involve greater risk of
loss, are subject to greater price volatility, and are less liquid, especially
during periods of economic uncertainty or change, than higher rated debt
securities.
The Trust's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Trust to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent assets
and liabilities at the date of the financial statements, and the reported
amounts of income, expenses and gains and losses on investments during the
reporting period. Actual results could differ from those estimates. The
following is a summary of significant accounting policies followed by the Trust
in the preparation of its financial statements, which are
21
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
consistent with those policies generally accepted in the investment company
industry:
A. Security Valuation
Security transactions are recorded as of trade date. Securities are valued at
prices supplied by independent pricing services, which consider such factors
as Treasury spreads, yields, maturities and ratings. Valuations may be
supplemented by dealers and other sources, as required. The values of
interest rate swaps are determined by obtaining dealer quotations. Securities
for which market quotations are not readily available are valued at their
fair values as determined by, or under the direction of, the Board of
Trustees. As of April 30, 2005, there were no securities fair valued.
Temporary cash investments are valued at amortized cost.
Discount and premium on debt securities are accreted or amortized daily,
respectively, on an effective yield to maturity basis and are included in
interest income. Interest income is recorded on an accrual basis.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Federal Income Taxes
It is the Trust's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal income
tax rules. Therefore, the source of the Trust's distributions may be shown in
the accompanying financial statements as either from or in excess of net
investment income or net realized gain on investment transactions, or from
paid in-capital, depending on the type of book/tax differences that may
exist.
At April 30, 2005, the Trust reclassified $859,093 to decrease undistributed
net investment income and to decrease accumulated net realized loss on
investments. The reclassification has no
22
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
impact on the net asset value of the Trust and presents the Trust's capital
accounts on a tax basis.
The tax character of distributions paid to common and preferred shareowners
during the year ended April 30, 2005 and the period ended April 30, 2004 was
as follows:
--------------------------------------------------------------------------------
2005 2004
Distributions paid from:
Tax exempt income $25,094,466 $16,447,073
Ordinary income 1,196,946 -
Net long-term capital gains 925,108 -
----------- -----------
Total $27,216,520 $16,447,073
=========== ===========
--------------------------------------------------------------------------------
The following shows the components of distributable earnings on a federal
income tax basis at April 30, 2005.
--------------------------------------------------------------------------------
2005
Undistributed tax-exempt income $ 1,074,362
Dividend payable - common shares (1,769,671)
Unrealized appreciation 33,243,038
Post-October loss deferred (2,155,695)
-----------
Total $30,392,034
-----------
--------------------------------------------------------------------------------
The difference between unrealized appreciation on a book-basis of $32,344,142
shown on the Statement of Assets and Liabilities and tax-basis unrealized
appreciation of $33,243,038 is primarily attributable to the difference
between book and tax amortization methods for premiums and discounts on fixed
income securities, tax deferral of losses on wash sales and other book/tax
differences.
C. Automatic Dividend Reinvestment Plan
All common shareowners automatically participate in the Automatic Dividend
Reinvestment Plan (the "Plan"), under which participants receive all
dividends and capital gain distributions (collectively, "dividends") in full
and fractional common shares of the Trust in lieu of cash. Shareowners may
elect not to participate in the Plan. Shareowners not participating in the
Plan receive all dividends and capital gain distributions in cash.
Participation in the Plan is completely voluntary and may be terminated or
resumed at any time by
23
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
notifying Mellon Investor Services LLC, the agent for shareowners in
administering the Plan (the "Plan Agent"), prior to any dividend record date;
otherwise such termination or resumption will be effective with respect to
any subsequently declared dividend or other distribution. Whenever the Trust
declares a dividend on common shares payable in cash, participants in the
Plan will receive the equivalent in common shares acquired by the Plan Agent
either (i) through receipt of additional unissued but authorized common
shares from the Trust or (ii) by purchase of outstanding common shares on the
New York Stock Exchange or elsewhere. If, on the payment date for any
dividend the net asset value per common share is equal to or less than the
market price per share plus estimated brokerage trading fees ("market
premium"), the Plan Agent will invest the dividend amount in newly issued
common shares. The number of newly issued common shares to be credited to
each account will be determined by dividing the dollar amount of the dividend
by the net asset value per common share on the date the shares are issued,
provided that the maximum discount from the then current market price per
share on the date of issuance does not exceed 5%. If, on the payment date for
any dividend, the net asset value per common share is greater than the market
value ("market discount"), the Plan Agent will invest the dividend amount in
common shares acquired in open-market purchases. There are no brokerage
charges with respect to newly issued common shares. However, each participant
will pay a pro rata share of brokerage trading fees incurred with respect to
the Plan Agent's open-market purchases. Participating in the Plan does not
relieve shareowners from any federal, state or local taxes which may be due
on dividends paid in any taxable year. Shareowners holding Plan shares in a
brokerage account may not be able to transfer the shares to another broker
and continue to participate in the Plan.
2. Management Agreement
PIM manages the Trust's portfolio. Management fees are calculated daily at the
annual rate of 0.60% of the Trust's average daily managed assets. "Managed
assets" is the average daily value of the Trust's total assets minus the sum of
the Trust's liabilities, which liabilities exclude debt related to leverage,
short-term debt and the aggregate liquidation preference of any outstanding
preferred shares. At April 30, 2005, $232,922 was payable to PIM related to
management fees.
24
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
In addition, under PIM's management and administration agreements, certain other
services and costs are paid by PIM and reimbursed by the Trust. For the year
ended April 30, 2005, the Trust recorded $52,684 in reimbursements and is
included in "Administration fees and reimbursement" on the Statement of
Operations.
The Trust has retained Princeton Administrators, L.P., ("Princeton") an
affiliate of Merrill Lynch, Pierce, Fenner & Smith Incorporated, to provide
certain administrative services to the Trust on its behalf. The Trust pays
Princeton a monthly fee at an annual rate of 0.07% of the average weekly value
of the Trust's managed assets, subject to a minimum monthly fee of $10,000.
Also, PIM has agreed for the first three years of the Trust's investment
operations to limit the Trust's total annual expenses (excluding organizational
and offering costs for common and preferred shares, interest expense, the cost
of defending or prosecuting any claim or litigation to which the Trust is a
party, (together with any amount in judgment or settlement), indemnification
expenses or taxes incurred due to the failure of the Trust to qualify as a
regulated investment company under the Code or any other non-recurring or
non-operating expenses) to 0.80% of the Trust's average daily managed assets.
The dividend on any preferred shares is not an expense for this purpose. As of
April 30, 2005, the Trust's expenses were not reduced under such arrangements.
3. Transfer Agents
Pioneer Investment Management Shareholder Services, Inc. ("PIMSS"), a wholly
owned indirect subsidiary of UniCredito Italiano, through a sub-transfer agency
agreement with Mellon Investor Services LLC, provides substantially all transfer
agent and shareowner services related to the Trust's common shares at negotiated
rates which are paid by the Trust. Deutsche Bank Trust Company Americas is the
transfer agent, registrar, dividend paying agent and redemption agent with
respect to the Trust's Auction Preferred Shares ("APS"). The Trust pays Deutsche
Bank Trust Company Americas an annual fee, as is agreed to from time to time by
the Trust and Deutsche Bank Trust Company Americas, for providing such services.
25
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
4. Expense Offset Arrangements
The Trust has entered into an arrangement with its custodian whereby credits
realized as a result of uninvested cash balances are used to reduce a portion
of the Trust's custodian expenses. For the year ended April 30, 2005, the
Trust's expenses were reduced by $14 under such arrangement.
5. Interest Rate Swaps
The Trust may enter into interest rate swap transactions to attempt to protect
itself from increasing dividend or interest expense on its leverage resulting
from increasing short-term interest rates. The cost of leverage may rise with an
increase in interest rates, generally having the effect of lower yields and
potentially lower dividends to common shareowners. Interest rate swaps can be
used to "lock in" the cost of leverage and reduce the negative impact that
rising short-term interest rates would have on the Trust's leveraging costs.
An interest rate swap is an agreement between two parties, which involves
exchanging a floating rate and fixed rate interest payments for a specified
period of time. Interest rate swaps involve the accrual of the net interest
payments between the parties on a daily basis, with the net amount recorded
within the unrealized appreciation/ depreciation of interest rate swaps on the
Statement of Assets and Liabilities. Once the interim payments are settled in
cash, at the pre-determined dates specified in the agreement, the net amount is
recorded as realized gain or loss from interest rate swaps on the Statement of
Operations. During the term of the swap, changes in the value of the swap are
recognized as unrealized gains and losses by "marking-to market" the market
value of the swap based on values obtained from dealer quotations. When the swap
is terminated, the Trust will record a realized gain or loss equal to the
difference, if any, between the proceeds from (or cost of) closing the contract
and the cost basis of the contract. The Trust is exposed to credit risk in the
event of non-performance by the other party to the interest rate swap. However,
at April 30, 2005 the Trust does not anticipate non-performance by any
counterparty. Risk may also arise with regard to market movements in the value
of the swap arrangement that do not exactly offset the changes in the related
dividend requirement or interest expense on the Trust's leverage.
26
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Under the terms of the agreement entered into by the Trust, the Trust receives
a floating rate of interest and pays a fixed rate of interest for the term.
Details of the swap agreement outstanding as of April 30, 2005 were as follows:
--------------------------------------------------------------------------------------------
Termination Notional Fixed Floating Unrealized
Counterparty Date Amount (000) Rate Rate Appreciation
-------------- --------------- -------------- -------- ------------- -------------
UBS AG April 5, 2009 $50,000 2.665% 1 month BMA $817,307
--------------------------------------------------------------------------------------------
6. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized. Of the 22,120,893 common shares of beneficial interest outstanding
at April 30, 2005, PIM owned 6,981 shares.
Transactions in common shares of beneficial interest for the year ended April
30, 2005 and the period from July 21, 2003 (commencement of operations) to April
30, 2004 were as follows:
-------------------------------------------------------------------------------
2005 2004
------------- -------------
Shares issued in connection with
initial public offering - 20,500,000
Shares issued from underwriters'
over-allotment option exercised 1,500,000
Reinvestment of distributions - 113,912
- ----------
Net increase in shares outstanding - 22,113,912
Shares outstanding at beginning
of period 22,120,893 6,981
---------- ----------
Shares outstanding at end of period 22,120,893 22,120,893
========== ==========
-------------------------------------------------------------------------------
The Trust may classify or reclassify any unissued common shares of beneficial
interest into one or more series of preferred shares of beneficial interest. As
of April 30, 2005, there were 4,040 APS as follows: Series A-2,000 and Series
B-2,040.
Dividends on Series A and Series B APS are cumulative at a rate which is reset
every seven days based on the results of an auction. Dividend rates ranged from
0.96% to 2.499% during the year ended April 30, 2005.
The Trust may not declare dividends or make other distributions on its common
shares or purchase any such shares if, at the time of the
27
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
declaration, distribution or purchase, asset coverage with respect to the
outstanding preferred shares would be less than 200%.
The APS are redeemable at the option of the Trust, in whole or in part, on any
dividend payment date at $25,000 per share plus any accumulated or unpaid
dividends, whether or not declared. The APS are also subject to mandatory
redemption at $25,000 per share plus any accumulated or unpaid dividends,
whether or not declared, if certain requirements relating to the composition of
the assets and liabilities of the Trust as set forth in the Agreement and
Declaration of Trust are not satisfied.
The holders of APS have voting rights equal to the holders of the Trust's common
shares (one vote per share) and will vote together with holders of the common
shares as a single class. However, holders of APS are also entitled to elect two
of the Trust's Trustees. In addition, the Investment Company Act of 1940, as
amended, requires that along with approval by shareowners that might otherwise
be required, the approval of the holders of a majority of any outstanding
preferred shares, voting separately as a class would be required to (a) adopt
any plan of reorganization that would adversely affect the preferred shares and
(b) take any action requiring a vote of security holders, including, among other
things, changes in the Trust's subclassification as a closed-end management
investment company or changes in its fundamental investment restrictions.
7. Subsequent Events
Subsequent to April 30, 2005, the Board of Trustees of the Trust declared a
dividend from undistributed net investment income of $0.08 per common share
payable May 31, 2005, to shareowners of record on May 13, 2005.
For the period May 1, 2005 to May 31, 2005, dividends declared on preferred
stock totaled $228,690 in aggregate for the two outstanding preferred share
series.
28
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
ADDITIONAL INFORMATION (unaudited)
During the period, there have been no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which have not been
approved by the shareowners. There have been no changes in the principal risk
factors associated with investment in the Trust. There have been no changes in
the persons who are primarily responsible for the day-to-day management of the
Trust's portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its common
shares in the open market.
29
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 4/30/05 (continued)
--------------------------------------------------------------------------------
IMPORTANT TAX INFORMATION (unaudited)
All of the net investment income distributions paid by Pioneer Municipal High
Income Trust during the taxable year ended April 30, 2005 qualify as tax-exempt
interest dividends for federal income tax purposes.
Additionally, the following summarizes the taxable per share distributions from
realized gains paid by the Trust during the year:
--------------------------------------------------------------------------------
Long-Term
Payable Date Ordinary Income Capital Gains
-------------- ----------------- --------------
Common Shareholders 12/20/2004 $0.050925 $0.040017
Preferred Shareholders
Series A 12/8/2004 $ 4.56 $ 3.59
Series A 12/15/2004 $ 6.38 $ 5.01
Series A 12/22/2004 $ 1.58 $ 1.24
Series B 12/9/2004 $ 5.72 $ 4.49
Series B 12/16/2004 $ 4.57 $ 3.58
Series B 12/23/2004 $ 2.33 $ 1.84
--------------------------------------------------------------------------------
30
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------------------------------
To the Board of Trustees and Shareowners of
Pioneer Municipal High Income Trust:
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer Municipal High Income Trust (the
"Trust") as of April 30, 2005, and the related statement of operations for the
year then ended, and the statements of changes in net assets and financial
highlights for the year ended April 30, 2005 and for the period from July 21,
2003 (commencement of operations) to April 30, 2004. These financial statements
and financial highlights are the responsibility of the Trust'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 audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Trust's internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Trust's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of April 30, 2005, by correspondence with the custodian. 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
Pioneer Municipal High Income Trust at April 30, 2005, the results of its
operations for the year then ended, and the changes in its net assets and the
financial highlights for the year ended April 30, 2005 and for the period from
July 21, 2003 (commencement of operations) to April 30, 2004, in conformity
with U.S. generally accepted accounting principles.
/s/ ERNST & YOUNG LLP
Boston, Massachusetts
June 3, 2005
31
--------------------------------------------------------------------------------
RESULTS OF SHAREOWNER MEETING
--------------------------------------------------------------------------------
On November 10, 2004, Pioneer Municipal High Income Trust held its annual
meeting of shareowners to elect three Class I Trustees. All three Trustees were
elected. Here are the detailed results of the votes.
Proposal 1 - To elect Class I Trustees.
--------------------------------------------------------------------------------
Nominee Affirmative Withheld
----------------------- ------------- ---------
John F. Cogan, Jr.+ 3,179 7
Dr. R.H. Egdahl* 19,005,219 169,451
Stephen K. West 19,007,929 166,741
--------------------------------------------------------------------------------
-----------------
* Retired effective 12/31/04
+ Elected by Preferred Shares only
32
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT
--------------------------------------------------------------------------------
The Investment Company Act of 1940 requires that the Board of Trustees and a
majority of the Independent Trustees (collectively the "Trustees") voting
separately annually approve the Trust's Management Contract (the "Management
Contract"). The Trustees have determined that the terms of the Management
Contract are fair and reasonable and that renewal of the contract will enable
the Trust to receive quality investment advisory services at a cost deemed
reasonable and is in the best interests of the Trust and its shareowners. In
making such determinations, the Independent Trustees relied upon the assistance
of counsel to the Independent Trustees and counsel to the Trust.
Throughout the year, the Independent Trustees regularly met in executive
sessions separately from the Interested Trustees of the Trust and any officers
of Pioneer Investment Management, Inc., the Trust's adviser (the "Investment
Adviser"), or its affiliates. While the Trustees, including the Independent
Trustees, act on all major matters relating to the Trust, a significant portion
of the activities of the Board of Trustees (including certain of those described
herein) is conducted through committees whose members are comprised exclusively
of Independent Trustees. Such committee meetings are attended by officers of the
Trust or the Investment Adviser to the extent requested by the committee.
In evaluating the Management Contract, the Trustees conducted a review that was
specifically focused upon the renewal of the Management Contract, and also
relied upon their knowledge, resulting from their meetings throughout the year,
of the Investment Adviser, its services and the Trust. Both in meetings
specifically addressed to renewal of the Management Contract and at other
meetings during the course of the year, the Trustees, including the Independent
Trustees, received materials relating to the Investment Adviser's investment and
management services under the Management Contract. These materials included
information on (i) the investment performance of the Trust, a peer group of
funds and two relevant indices, in each case selected by the Independent
Trustees for this purpose, (ii) the general investment outlook in the markets in
which the Trust invests, (iii) the procedures employed to determine the value of
each of the Trust's assets, (iv) the Investment Adviser's management of the
relationships with the Trust's unaffiliated service providers, (v) the record of
compliance with the Trusts investment policies and restrictions and with the
Trust's Code of Ethics and the structure and responsibilities of the
33
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
--------------------------------------------------------------------------------
Investment Adviser's compliance department, (vi) the nature, cost and character
of non-investment management services provided by the Investment Adviser and its
affiliates, (vii) the disclosures included in the Trust's reports to
shareowners, and (viii) analyses of the benefits and costs of the use of
leverage through the issuance of the Trust's preferred shares and the
sensitivity of such analysis to changes in interest rates.
Specifically in connection with the Independent Trustees' review of the
Management Contract, the Independent Trustees requested and the Investment
Adviser provided additional information in order to evaluate the quality of the
Investment Adviser's services and the reasonableness of the fee under the
Management Contract. Among other items, this information included data or
analyses of (1) investment performance for one year and life of the Trust
periods for the Trust and a peer group selected by the Independent Trustees for
this purpose, (2) management fees incurred by a peer group of funds selected by
the Independent Trustees for this purpose, (3) the advisory fees of comparable
portfolios of other clients of the Investment Adviser, (4) expense ratios for
the Trust and a peer group of funds selected by the Independent Trustees for
this purpose, (5) the overall organization of the Investment Adviser, (6) the
Investment Adviser's financial results and condition, including its and certain
of its affiliates profitability from services performed for the Trust, (7)
transfer agency fees and administrative reimbursements paid to the Investment
Adviser or affiliates, (8) investment management staffing, (9) the potential for
achieving further economies of scale in light of expenses that are not incurred
as fees based on a percentage of net assets, and (10) operating expenses paid to
third parties.
The following summarizes matters considered by the Trustees in connection with
their renewal of the Trust's Management Contract. The Trustees did not identify
any single factor as all-important or controlling, and the summary does not
detail all the matters that were considered.
A. Ancillary Benefits to Shareowners. The Trustees considered the benefits to
shareowners of investing in a closed-end fund that is part of an established
group of open and closed-end funds and which has a favorable reputation in
the secondary market for closed-end funds. The Trustees also noted that the
relationship of the market price relative to the Trust's net assets
attributed to its
34
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
common shares was comparable relative to other closed-end funds with similar
investment approaches.
B. Compliance and Investment Performance. The Trustees determined that the
Investment Adviser had policies and systems reasonably designed to achieve
compliance with the Trust's investment objectives and regulatory
requirements. The Trustees also reviewed the Trust's investment performance
based upon total return and yield, as well as the Trust's performance
compared to both the performance of a peer group and an index, in each case
selected by the Independent Trustees for this purpose. The Trust's
performance based upon total return was in the fifth quintile of the peer
group for the life of the Trust through June 30, 2004 and in the second
quintile for the period October 31, 2003 through October 31, 2004. (In all
quintile rankings referred to throughout this discussion first quintile is
most favorable to the Trust's shareowners. Thus, highest relative performance
would be first quintile and lowest relative expenses also would be first
quintile.) The Trustees also considered that the yield to Trust shareowners
significantly exceeded the yield of the Lehman Municipal Bond Index. The
Trustees concluded that the performance of the Trust supported the
continuation of the Management Contract.
C. The Investment Adviser's Personnel and Methods. The Trustees reviewed the
background of members of the team responsible for the daily management of the
Trust and the Trust's investment objective and discipline. The Independent
Trustees also have had discussions with senior management of the Investment
Adviser responsible for investment operations and the senior management of
the Investment Adviser's fixed income group. Among other things, the Trustees
considered the number, education and experience of the Investment Adviser's
investment staff and their use of technology and emphasis on analytics in
view of the risk profile of securities in which the Trust invests. The
Trustees concluded that the Investment Adviser had the quality and depth of
personnel and the well-developed methods essential to performing its duties
under the Management Contract.
D. Nature and Quality of Other Services. The Trustees considered the nature,
quality, cost and extent of other services provided to shareowners of the
Trust, including administrative and shareowner services performed by the
Investment Adviser under the Manage-
35
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
--------------------------------------------------------------------------------
ment Contract. The Trustees also considered the reasonableness of the
arrangements for reimbursement of the Investment Adviser's out-of-pocket
costs and expenses, including overhead, for certain administrative services
that the Investment Adviser is not required to provide under the Management
Contract. The Trustees also considered the nature and extent of the other
services provided by the Investment Adviser's affiliates under other
contracts and its supervision of third party service providers. Based on
these considerations, the Trustees concluded that the nature, quality, cost
and extent of such services are satisfactory and reliable and serve the
shareowners of the Trust well.
E. Management Fee and Expenses. The Trustees considered the Investment Advisers
fee under the Management Contract relative to the management fees charged by
a peer group of funds selected by the Independent Trustees for this purpose
using data provided by an independent third party. The Trust's management fee
for the 12 months ended June 30, 2004 was in the first quintile relative to
the management fees paid by the other funds in that peer group for the
comparable period. The Trustees determined that the fee under the Management
Contract was reasonable and fair in light of both the overall nature and
quality of services provided by the Investment Adviser and the fees charged
by the funds in the peer group. The Trustees also considered the Trust's
expense ratio and expense ratios of a peer group of funds selected by the
Independent Trustees for this purpose. The Trusts expense ratio for the 12
months ended June 30, 2004 was in the second quintile of the applicable peer
group for the most recent fiscal year of the peer group for the comparable
period. The Trustees concluded that the Trust's overall expense ratio was
lower than that of comparable funds and therefore was benefiting shareowners
of the Trust.
F. Profitability. The Trustees considered the level of the Investment Adviser's
profits with respect to the management of the Pioneer Funds, including
details with respect to the Trust. This consideration included a review of
the Investment Adviser's methodology in allocating certain of its costs to
the management of each Trust. The Trustees also considered the financial
results realized by the Investment Adviser in connection with the operation
of the Trust. They further considered the profits realized by the Investment
Adviser and its affiliates from non-fund businesses that may
36
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
benefit from or be related to the Trust's business. The Trustees considered
the Investment Adviser's profit margins in comparison with the limited
available industry data. The Trustees concluded that the Investment Adviser's
profits from management of the Pioneer funds, including the financial results
derived from the Trust, bear a reasonable relationship to the services
rendered and are fair for the management of the Trust in light of the
business risks involved.
G. Economies of Scale. The Trustees considered the economies of scale with
respect to the management of the Trust, whether the Trust had appropriately
benefited from any economies of scale, and whether there was potential for
realization of any further economies of scale. Since the Trust is a
closed-end fund and its size is relatively stable at a level of assets that
was anticipated when the management fee was initially set, the Trustees
concluded that economies of scale were not a relevant consideration.
H. Other Benefits to the Investment Adviser. The Trustees also considered the
character and amount of fees paid by the Trust, other than under the
Management Contract, for services provided by the Investment Adviser and
affiliates. The Trustees further considered the revenues and profitability of
the Investment Adviser's businesses other than the fund business, including
the Investment Adviser's institutional investment advisory business. The
Trustees considered the intangible benefits that accrue to the Investment
Adviser and its affiliates by virtue of its relationship with the Trust and
the Pioneer funds as a group. The Trustees concluded that all these types of
benefits accruing to the Investment Adviser were reasonable in the context of
the overall relationship between the Investment Adviser and the Trust.
Conclusion. The Trustees, in light of the Investment Adviser's overall
performance, considered it appropriate to continue to retain the management
services of the Investment Adviser. Based on their evaluation of all material
factors deemed relevant and the advice of independent counsel, the Trustees
concluded that the Management Contract with the Trust is fair and reasonable and
voted to approve the continuation of the Management Contract for another year.
37
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
--------------------------------------------------------------------------------
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Legal Counsel
Wilmer Cutler Pickering Hale and Dorr LLP
Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Shareowner Services and Sub-Transfer Agent
Mellon Investor Services LLC
Preferred Share Auction/Transfer Agent and Registrar
Deutsche Bank Trust Company Americas
Sub-Administrator
Princeton Administrators, L.P.
Trustees and Officers
The Trust's Board of Trustees provides broad supervision over the Trust's
affairs. The officers of the Trust are responsible for the Trust's operations.
The Trust's Trustees and officers are listed below, together with their
principal occupations during the past five years. Trustees who are interested
persons of the Trust within the meaning of the Investment Company Act of 1940
are referred to as Interested Trustees. Trustees who are not interested persons
of the Trust are referred to as Independent Trustees. Each of the Trustees
serves as a trustee of each of the 81 U.S. registered investment portfolios for
which Pioneer Investment Management, Inc. ("Pioneer") serves as investment
adviser (the "Pioneer Funds"). The address for all Interested Trustees and all
officers of the Trust is 60 State Street, Boston, Massachusetts 02109.
The Trust's statement of additional information provides more detailed
information regarding the Trust's Trustees and is available upon request,
without charge, by calling 1-800-225-6292.
Proxy Voting Policies and Procedures of the Trust are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Trust voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to
shareowners at www.pioneerfunds.com and on the SEC's web site at
http://www.sec.gov.
38
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
INTERESTED TRUSTEES
--------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation During Other Directorships
Name and Age With the Trust and Term of Office Past Five Years Held by this Trustee
John F. Cogan, Jr. (79)* Chairman of the Trustee since 2003. Deputy Chairman and a Director of Chairman and Director
Board, Term expires Pioneer Global Asset Management S.p.A. of ICI Mutual Insurance
Trustee and in 2007. ("PGAM"); Non-Executive Chairman and a Company; Director
President Director of Pioneer Investment of Harbor Global
Management USA Inc. ("PIM-USA"); Company, Ltd.
Chairman and a Director of Pioneer;
Director of Pioneer Alternative
Investment Management Limited (Dublin);
President and a Director of Pioneer
Alternative Investment Management
(Bermuda) Limited and affiliated funds;
President and Director of Pioneer Funds
Distributor, Inc. ("PFD"); President of
all of the Pioneer Funds; and Of Counsel
(since 2000, partner prior to 2000),
Wilmer Cutler Pickering Hale and Dorr
LLP (counsel to PIM-USA and the Pioneer
Funds)
*Mr. Cogan is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
-----------------------------------------------------------------------------------------------------------------------------------
Osbert M. Hood (52)** Trustee and Trustee since 2003. President and Chief Executive Officer, None
Executive Vice Term expires PIM-USA since May 2003 (Director since
President in 2005. January 2001); President and Director of
Pioneer since May 2003; Chairman and
Director of Pioneer Investment
Management Shareholder Services, Inc.
("PIMSS") since May 2003; Executive Vice
President of all of the Pioneer Funds
since June 2003; Executive Vice
President and Chief Operating Officer of
PIM-USA, November 2000 to May 2003;
Executive Vice President, Chief
Financial Officer and Treasurer, John
Hancock Advisers, L.L.C., Boston, MA,
November 1999 to November 2000; Senior
Vice President and Chief Financial
Officer, John Hancock Advisers, L.L.C.,
April 1997 to November 1999
**Mr. Hood is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates.
-----------------------------------------------------------------------------------------------------------------------------------
39
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
INTERESTED TRUSTEES
--------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation During Other Directorships
Name, Age and Address With the Trust and Term of Office Past Five Years Held by this Trustee
David R. Bock **(61) Trustee Trustee since 2005. Senior Vice President and Chief Director of The
3050 K. Street NW, Term expires Financial Officer, I-trax, Inc. Enterprise Social
Washington, DC 20007 in 2007. (publicly traded health care services Investment Company
company) (2001 - present); Managing (privately-held
Partner, Federal City Capital Advisors affordable housing
(boutique merchant bank)(1995 - 2000; finance company);
2002 to 2004); Executive Vice President Director of New
and Chief Financial Officer, Pedestal York Mortgage Trust
Inc. (internet-based mortgage trading (publicly traded
company) (2000 - 2002) mortgage REIT)
**Mr. Bock became a Trustee of the Trust on January 1, 2005, following retirement of Dr. R. H. Egdahl.
-----------------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (57) Trustee Trustee since 2003. President, Bush International Director of Brady
3509 Woodbine Street, Term expires (international financial advisory firm) Corporation (industrial
Chevy Chase, MD 20815 in 2006. identification and
specialty coated
material products
manufacturer),
Millennium Chemicals,
Inc. (commodity
chemicals), Mortgage
Guaranty Insurance
Corporation, and R.J.
Reynolds Tobacco
Holdings, Inc.
(tobacco)
-----------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (58) Trustee Trustee since 2003. Founding Director, The Winthrop Group, None
1001 Sherbrooke Street Term expires Inc. (consulting firm); Professor of
West, Montreal, Quebec, Canada in 2005. Management, Faculty of Management,
Montreal, Quebec, Canada McGill University
H3A 1G5
-----------------------------------------------------------------------------------------------------------------------------------
40
Pioneer Municipal High Income Trust
--------------------------------------------------------------------------------
INTERESTED TRUSTEES
--------------------------------------------------------------------------------
Positions Held Length of Service Principal Occupation During Other Directorships
Name, Age and Address With the Trust and Term of Office Past Five Years Held by this Trustee
Marguerite A. Piret (57) Trustee Trustee since 2003.
One Boston Place, 28th Floor, Term expires
Boston, MA 02108 in 2006.
Stephen K. West (76) Trustee Trustee since 2003.
125 Broad Street, Term expires
New York, NY 10004 in 2007.
John Winthrop (69) Trustee Trustee since 2003.
One North Adgers Wharf, Term expires
Charleston, SC 29401 in 2005.
Pioneer Municipal High Income Trust
Other Directorships Held
Name, Age and Address Principal Occupation During Past Five Years by this Trustee
Marguerite A. Piret (57) President and Chief Executive Officer, Newbury, Piret & Director of New America
One Boston Place, 28th Floor, Company, Inc. (investment banking firm) High Income Fund, Inc.
---------------------------------------------------------
Boston, MA 02108 (closed-end investment
-------------------------------
company)
--------------------------
Stephen K. West (76) Senior Counsel, Sullivan & Cromwell (law firm) Director, The Swiss
---------------------------------------------------------
125 Broad Street, Helvetia Fund, Inc.
New York, NY 10004 (closed-end investment
-------------------------------
company) and
AMVESCAP PLC
(investment managers)
--------------------------
John Winthrop (69) President, John Winthrop & Co., Inc. None
--------------------------
One North Adgers Wharf, (private investment firm)
---------------------------------------------------------
Charleston, SC 29401
-------------------------------
41
--------------------------------------------------------------------------------
FUND OFFICERS
Pioneer Municipal High Income Trust
Positions Held Length of Service
Name and Age With the Trust and Term of Office
Dorothy E. Bourassa (57) Secretary Since 2003.
---------------------------- ---------------------
Serves at the
discretion of the
Board.
--------------------
Christopher J. Kelley (40) Assistant Secretary Since 2003.
---------------------------- ---------------------
Serves at the
discretion of the
Board.
--------------------
David C. Phelan (48) Assistant Secretary Since 2003.
---------------------------- ---------------------
Serves at the
discretion of the
Board.
--------------------
Vincent Nave (60) Treasurer Since 2003.
---------------------------- ---------------------
Serves at the
discretion of the
Board.
--------------------
FUND OFFICERS
Pioneer Municipal High Income Trust
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Dorothy E. Bourassa (57) Secretary of PIM-USA; Senior Vice President - Legal None
---------------------------- --------------------------
of Pioneer; and Secretary/Clerk of most of PIM-USA's
subsidiaries since October 2000; Secretary of all of
the Pioneer Funds since September 2003 (Assistant
Secretary from November 2000 to September 2003);
and Senior Counsel, Assistant Vice President and
Director of Compliance of PIM-USA from April 1998
through October 2000
-------------------------------------------------------
Christopher J. Kelley (40) Assistant Vice President and Senior Counsel of None
---------------------------- --------------------------
Pioneer since July 2002; Vice President and Senior
Counsel of BISYS Fund Services, Inc. (April 2001 to
June 2002); Senior Vice President and Deputy General
Counsel of Funds Distributor, Inc. (July 2000 to April
2001; Vice President and Associate General Counsel
from July 1996 to July 2000); Assistant Secretary of
all Pioneer Funds since September 2003
-------------------------------------------------------
David C. Phelan (48) Partner, Wilmer Cutler Pickering Hale and Dorr LLP; None
---------------------------- --------------------------
Assistant Secretary of all Pioneer Funds since
September 2003
-------------------------------------------------------
Vincent Nave (60) Vice President - Fund Accounting, Administration None
---------------------------- --------------------------
and Custody Services of Pioneer; and Treasurer of all
of the Pioneer Funds (Assistant Treasurer from June
1999 to November 2000)
-------------------------------------------------------
42
--------------------------------------------------------------------------------
Pioneer Municipal High Income Trust
Positions Held Length of Service
Name and Age With the Trust and Term of Office
Mark E. Bradley (45) Assistant Treasurer Since 2004. Serves at
----------------------------- ---------------------
the discretion of the
Board.
-----------------------
Luis I. Presutti (40) Assistant Treasurer Since 2003.
----------------------------- ---------------------
Serves at the
discretion of the
Board.
-----------------------
Gary Sullivan (47) Assistant Treasurer Since 2003.
----------------------------- ---------------------
Serves at the
discretion of the
Board.
-----------------------
Katherine Kim Sullivan (31) Assistant Treasurer Since 2003.
----------------------------- ---------------------
Serves at the
discretion of the
Board.
-----------------------
Pioneer Municipal High Income Trust
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Mark E. Bradley (45) Deputy Treasurer of Pioneer since 2004; Treasurer None
----------------------------- --------------------------
and Senior Vice President, CDC IXIS Asset
Management Services from 2002 to 2003; Assistant
Treasurer and Vice President, MFS Investment
Management from 1997 to 2002; and Assistant
Treasurer of all of the Pioneer Funds since
November 2004
------------------------------------------------------
Luis I. Presutti (40) Assistant Vice President - Fund Accounting, None
----------------------------- --------------------------
Administration and Custody Services of Pioneer; and
Assistant Treasurer of all of the Pioneer Funds since
November 2000
------------------------------------------------------
Gary Sullivan (47) Fund Accounting Manager - Fund Accounting, None
----------------------------- --------------------------
Administration and Custody Services of Pioneer; and
Assistant Treasurer of all of the Pioneer Funds since
May 2002
------------------------------------------------------
Katherine Kim Sullivan (31) Fund Administration Manager - Fund Accounting, None
----------------------------- --------------------------
Administration and Custody Services since June
2003; Assistant Vice President - Mutual Fund
Operations of State Street Corporation from June
2002 to June 2003 (formerly Deutsche Bank
Asset Management); Pioneer Fund Accounting,
Administration and Custody Services (Fund Accounting
Manager from August 1999 to May 2002, Fund
Accounting Services Supervisor from 1997 to July
1999); Assistant Treasurer of all Pioneer Funds since
September 2003
------------------------------------------------------
43
--------------------------------------------------------------------------------
Pioneer Municipal High Income Trust
Positions Held
Name and Age With the Trust
Martin J. Wolin (37) Chief Compliance
------------------------------------------------------------------------------------------
Officer
------------------
The outstanding capital stock of PFD, PIM and PIMSS is indirectly wholly owned by UniCredito Italiano S.p.A.
("UniCredito Italiano"), one of the largest banking groups in
Italy. PIM, the Trust's investment adviser, provides investment management and financial services to mutual
funds, institutional and other clients.
Pioneer Municipal High Income Trust
Length of Service
Name and Age and Term of Office
Martin J. Wolin (37) Since October, 2004.
------------------------------------------------------------------------------------------
Serves at the
discretion of the
Board.
----------------------
The outstanding capital stock of PFD, PIM and PIMSS is indirectly wholly owned by UniCredito Italiano S.p.A.
("UniCredito Italiano"), one of the largest banking groups in
Italy. PIM, the Trust's investment adviser, provides investment management and financial services to mutual funds,
institutional and other clients.
44
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HOW TO CONTACT PIONEER
We are pleased to offer a variety of convenient ways for you to contact Mellon
for assistance or information.
You can call Mellon Investor Services LLC for:
Account Information 1-800-710-0935
Telecommunications Device for the Deaf (TDD) 1-800-231-5469
Or write to Mellon Investor Services LLC:
For Write to
General inquiries, lost dividend checks P.O. Box 3315
South Hackensack, NJ
07606-1915
Change of address, account consolidation P.O. Box 3316
South Hackensack, NJ
07606-1916
Lost stock certificates P.O. Box 3317
South Hackensack, NJ
07606-1917
Stock transfer P.O. Box 3312
South Hackensack, NJ
07606-1912
Dividend reinvestment plan (DRIP) P.O. Box 3338
South Hackensack, NJ
07606-1938
For additional information, please contact your investment advisor or visit
our web site www.pioneerfunds.com.
The Trust files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the
Commission's web site at http://www.sec.gov. The filed form may also be viewed
and copied at the Commission's Public Reference Room in Washington, DC.
Information regarding the operations of the Public Reference Room may be
obtained by calling 1-800-SEC-0330.
17629-00-0605
(C)2005 Pioneer Funds Distributor, Inc.
Underwriter of Pioneer mutual funds,
Member SIPC
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
www.pioneerfunds.com
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Trust, including
fees associated with the filings to update its Form N-2
and issuance of comfort letters, totaled approximately
$22,900 in 2005 and $59,000 in 2004.
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
Audit-Related Fees
Fees for the Trusts audit-related services totaled
approximately $8,000 in 2005 and $22,500 in 2004,
which were related to the issuance of agreed upon
procedures report to the rating agencies and the review
of the 2004 semi-annual financial statements.
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
Tax Fees
Fees for tax compliance services, primarily for tax
returns, totaled approximately $6,000 and $3,600 for
2005 and 2004, respectively.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
Other Fees
There were no other services provided to the Trust
during the fiscal years ended April 30, 2005 and 2004.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered
into on or after May 6, 2003, the effective date of the
new SEC pre-approval rules, the Trusts audit
committee is required to pre-approve services to
affiliates defined by SEC rules to the extent that the
services are determined to have a direct impact on the
operations or financial reporting of the Trust. For the
years ended April 30, 2005 and 2004, there were no
services provided to an affiliate that required the
Trusts audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The Fund's independent auditor, Ernst & Young
LLP ("E&Y"), has advised the Securities
and Exchange Commission, the Public Company
Accounting Oversight Board, and the Audit
Committee of the Fund's Board of Trustees that
certain non-audit work performed by E&Y's China
affiliate raised questions regarding E&Y's
independence with respect to its performance of
audit services for the Fund. In July 2004, E&Y
became aware that member firms in China ("E&Y
China") provided certain tax services to offices of
UniCredito Italiano, S.p.A. ("UCI"), a member of
the Fund's Investment Company Complex. The
services included receipt and disbursement of
monies transferred to E&Y China by UCI in
payment of individual expatriate income taxes due
on returns prepared by E&Y China for certain UCI
employees located in China from October 1998 to
May 2003. E&Y became auditors of the Fund in
May 2002. These expatriate tax services were
discontinued in May 2003. The fees received by
E&Y China for all such services totaled $3,685.
The Fund's Audit Committee and E&Y have
discussed the matter, including the nature of the
services provided, the personnel involved in
providing the services and the fees received by
E&Y for performing the services. E&Y has informed
the Audit Committee that based on its internal reviews
and the de minimis nature of the services provided and
fees received, it does not believe its independence
with respect to the Fund has been impaired.
The aggregate non-audit fees for the Trust and
affiliates, as previously defined, totaled approximately
$15,100 in 2005 and $26,100 in 2004. These fees
include services provided prior to May 6, 2003, the
effective date of the pre-approval process.
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Trust's audit committee of the Board of Trustees
has considered whether the provision of non-audit
services that were rendered to the Affiliates (as
defined) that were not pre-approved pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is
compatible with maintaining the principal accountant's
independence.
ITEMS 5-6. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
ITEM 8. [RESERVED]
ITEM 9. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer and principal financial
officer have concluded, that the registrant's disclosure controls and
procedures are effective based on their evaluation of these controls and
procedures as of a date within 90 days of the filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the registrant's internal controls or
in other factors that could significantly affect these controls subsequent to
the date of their evaluation, including any corrective actions with regard
to significant deficiencies and material weaknesses.
ITEM 10. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Municipal High Income Trust
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date June 28, 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 (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date June 28, 2005
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date June 28, 2005
* Print the name and title of each signing officer under his or her signature.