ahit497.htm

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AMERICAN HIGH-INCOME TRUST

Part B
Statement of Additional Information

December 1, 2009

(as supplemented March 1, 2010)

This document is not a prospectus but should be read in conjunction with the
current prospectus or retirement plan prospectus of American High-Income Trust
(the "fund" or "AHIT") dated December 1, 2009. You may obtain a prospectus from
your financial adviser or by writing to the fund at the following address:

American High-Income Trust
Attention: Secretary
333 South Hope Street
Los Angeles, California 90071
213/486-9200

Certain privileges and/or services described below may not be available to all
shareholders (including shareholders who purchase shares at net asset value
through eligible retirement plans) depending on the shareholder's investment
dealer or retirement plan recordkeeper. Please see your financial adviser,
investment dealer, plan recordkeeper or employer for more information.

Class A AHITX Class 529-A CITAX Class R-1 RITAX
Class B AHTBX Class 529-B CITBX Class R-2 RITBX
Class C AHTCX Class 529-C CITCX Class R-3 RITCX
Class F-1 AHTFX Class 529-E CITEX Class R-4 RITEX
Class F-2 AHIFX Class 529-F-1 CITFX Class R-5 RITFX
Class R-6 RITGX

TABLE OF CONTENTS

Item Page no.
---- --------

Certain investment limitations and guidelines . . . . . . . . . . . 2
Description of certain securities and investment techniques . . . . 3
Fund policies . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Management of the fund. . . . . . . . . . . . . . . . . . . . . . . 15
Execution of portfolio transactions . . . . . . . . . . . . . . . . 38
Disclosure of portfolio holdings. . . . . . . . . . . . . . . . . . 41
Price of shares . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Taxes and distributions . . . . . . . . . . . . . . . . . . . . . . 45
Purchase and exchange of shares . . . . . . . . . . . . . . . . . . 50
Sales charges . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
Sales charge reductions and waivers . . . . . . . . . . . . . . . . 58
Selling shares. . . . . . . . . . . . . . . . . . . . . . . . . . . 63
Shareholder account services and privileges . . . . . . . . . . . . 64
General information . . . . . . . . . . . . . . . . . . . . . . . . 67
Appendix. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
Investment portfolio
Financial statements

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CERTAIN INVESTMENT LIMITATIONS AND GUIDELINES

The following limitations and guidelines are considered at the time of purchase,
under normal circumstances, and are based on a percentage of the fund's net
assets unless otherwise noted. This summary is not intended to reflect all of
the fund's investment limitations.

DEBT SECURITIES

. The fund will invest at least 65% of its assets in lower quality, lower
rated debt securities (rated Ba1 or below or BB+ or below by a nationally
recognized statistical rating organization or unrated but determined by the
fund's investment adviser to be of equivalent quality), including corporate
loans, and other similar securities, including preferred stock.

EQUITY SECURITIES AND SECURITIES WITH DEBT AND EQUITY CHARACTERISTICS

. The fund may invest up to 25% of its assets in equity securities (including
common stock, warrants and rights) and securities with a combination of
debt and equity characteristics (including convertible preferred stocks and
convertible debentures).

INVESTING OUTSIDE THE U.S.

. The fund may invest up to 25% of its assets in securities of issuers
domiciled outside the United States.

* * * * * *

The fund may experience difficulty liquidating certain portfolio securities
during significant market declines or periods of heavy redemptions.

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DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES

The descriptions below are intended to supplement the material in the prospectus
under "Investment objectives, strategies and risks."

DEBT SECURITIES -- Debt securities are used by issuers to borrow money.
Generally, issuers pay investors periodic interest and repay the amount borrowed
either periodically during the life of the security and/or at maturity. Some
debt securities, such as zero coupon bonds, do not pay current interest, but are
purchased at a discount from their face values and their values accrete over
time to face value at maturity. The market prices of debt securities fluctuate
depending on such factors as interest rates, credit quality and maturity. In
general, market prices of debt securities decline when interest rates rise and
increase when interest rates fall.

Lower rated debt securities, rated Ba1 or below by Moody's and/or BB+ or below
by S&P or unrated but determined by the fund's investment adviser to be of
equivalent quality, are described by the rating agencies as speculative and
involve greater risk of default or price changes due to changes in the issuer's
creditworthiness than higher rated debt securities, or they may already be in
default. The market prices of these securities may fluctuate more than higher
quality securities and may decline significantly in periods of general economic
difficulty. It may be more difficult to dispose of, and to determine the value
of, lower rated debt securities.

Certain additional risk factors relating to debt securities are discussed below:

SENSITIVITY TO INTEREST RATE AND ECONOMIC CHANGES -- Debt securities may be
sensitive to economic changes, political and corporate developments, and
interest rate changes. In addition, during an economic downturn or
substantial period of rising interest rates, issuers that are highly
leveraged may experience increased financial stress that could adversely
affect their ability to meet projected business goals, to obtain additional
financing and to service their principal and interest payment obligations.
Periods of economic change and uncertainty also can be expected to result
in increased volatility of market prices and yields of certain debt
securities. For example, prices of these securities can be affected by
financial contracts held by the issuer or third parties (such as
derivatives) relating to the security or other assets or indices.

PAYMENT EXPECTATIONS -- Debt securities may contain redemption or call
provisions. If an issuer exercises these provisions in a lower interest
rate market, the fund would have to replace the security with a lower
yielding security, resulting in decreased income to investors. If the
issuer of a debt security defaults on its obligations to pay interest or
principal or is the subject of bankruptcy proceedings, the fund may incur
losses or expenses in seeking recovery of amounts owed to it.

LIQUIDITY AND VALUATION -- There may be little trading in the secondary
market for particular debt securities, which may affect adversely the
fund's ability to value accurately or dispose of such debt securities.
Adverse publicity and investor perceptions, whether or not based on
fundamental analysis, may decrease the value and/or liquidity of debt
securities.

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The investment adviser attempts to reduce the risks described above through
diversification of the fund's portfolio and by credit analysis of each issuer,
as well as by monitoring broad economic trends and corporate and legislative
developments, but there can be no assurance that it will be successful in doing
so.

Credit ratings for debt securities provided by rating agencies reflect an
evaluation of the safety of principal and interest payments, not market value
risk. The rating of an issuer is a rating agency's view of past and future
potential developments related to the issuer and may not necessarily reflect
actual outcomes. There can be a lag between the time of developments relating to
an issuer and the time a rating is assigned and updated.

Bond rating agencies may assign modifiers (such as +/-) to ratings categories to
signify the relative position of a credit within the rating category. Investment
policies that are based on ratings categories should be read to include any
security within that category, without giving consideration to the modifier
except where otherwise provided. See the Appendix for more information about
credit ratings.

LOAN ASSIGNMENTS AND PARTICIPATIONS -- The fund may invest in loans or other
forms of indebtedness that represent interests in amounts owed by corporations
or other borrowers (collectively "borrowers"). The investment adviser defines
debt securities to include investments in loans, such as loan assignments and
participations. Loans may be originated by the borrower in order to address its
working capital needs, as a result of a reorganization of the borrower's assets
and liabilities (recapitalizations), to merge with or acquire another company
(mergers and acquisitions), to take control of another company (leveraged
buy-outs), to provide temporary financing (bridge loans), or for other corporate
purposes. Most corporate loans are variable or floating rate obligations.

Some loans may be secured in whole or in part by assets or other collateral. In
other cases, loans may be unsecured or may become undersecured by declines in
the value of assets or other collateral securing such loan. The greater the
value of the assets securing the loan the more the lender is protected against
loss in the case of nonpayment of principal or interest. Loans made to highly
leveraged borrowers may be especially vulnerable to adverse changes in economic
or market conditions and may involve a greater risk of default.

Some loans may represent revolving credit facilities or delayed funding loans,
in which a lender agrees to make loans up to a maximum amount upon demand by the
borrower during a specified term. These commitments may have the effect of
requiring the fund to increase its investment in a company at a time when it
might not otherwise decide to do so (including at a time when the company's
financial condition makes it unlikely that such amounts will be repaid). To the
extent that the fund is committed to advance additional funds, the fund will
segregate assets determined to be liquid in an amount sufficient to meet such
commitments.

Some loans may represent debtor-in-possession financings (commonly known as "DIP
financings"). DIP financings are arranged when an entity seeks the protections
of the bankruptcy court under Chapter 11 of the U.S. Bankruptcy Code. These
financings allow the entity to continue its business operations while
reorganizing under Chapter 11. Such financings constitute senior liens on
unencumbered collateral (i.e., collateral not subject to other creditors'
claims). There is a risk that the entity will not emerge from Chapter 11 and be
forced to liquidate its assets under Chapter 7 of the U.S. Bankruptcy Code. In
the event of liquidation, the fund's only recourse will be against the
collateral securing the DIP financing.

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The investment adviser generally makes investment decisions based on publicly
available information, but may rely on non-public information if necessary.
Borrowers may offer to provide lenders with material, non-public information
regarding a specific loan or the borrower in general. The investment adviser
generally chooses not to receive this information. As a result, the investment
adviser may be at a disadvantage compared to other investors that may receive
such information. The investment adviser's decision not to receive material,
non-public information may impact the investment adviser's ability to assess a
borrower's requests for amendments or waivers of provisions in the loan
agreement. However, the investment adviser may on a case-by-case basis decide to
receive such information when it deems prudent. In these situations the
investment adviser may be restricted from trading the loan or buying or selling
other debt and equity securities of the borrower while it is in possession of
such material, non-public information, even if such loan or other security is
declining in value.

The fund normally acquires loan obligations through an assignment from another
lender, but also may acquire loan obligations by purchasing participation
interests from lenders or other holders of the interests. When the fund
purchases assignments it acquires direct contractual rights against the borrower
on the loan. The fund acquires the right to receive principal and interest
payments directly from the borrower and to enforce its rights as a lender
directly against the borrower. However, because assignments are arranged through
private negotiations between potential assignees and potential assignors, the
rights and obligations acquired by a fund as the purchaser of an assignment may
differ from, and be more limited than, those held by the assigning lender. Loan
assignments are often administered by a financial institution that acts as agent
for the holders of the loan, and the fund may be required to receive approval
from the agent and/or borrower prior to the purchase of a loan. Risks may also
arise due to the ability of the agent to meet its obligations under the loan
agreement.

Loan participations are loans or other direct debt instruments that are
interests in amounts owed by the borrower to another party. They may represent
amounts owed to lenders or lending syndicates, to suppliers of goods or
services, or to other parties. The fund will have the right to receive payments
of principal, interest and any fees to which it is entitled only from the lender
selling the participation and only upon receipt by the lender of the payments
from the borrower. In connection with purchasing participations, the fund
generally will have no right to enforce compliance by the borrower with the
terms of the loan agreement relating to the loan, nor any rights of set-off
against the borrower. In addition, the fund may not directly benefit from any
collateral supporting the loan in which it has purchased the participation and
the fund will have to rely on the agent bank or other financial intermediary to
apply appropriate credit remedies. As a result, the fund will be subject to the
credit risk of both the borrower and the lender that is selling the
participation. In the event of the insolvency of the lender selling a
participation, a fund may be treated as a general creditor of the lender and may
not benefit from any set-off between the lender and the borrower.

Loan assignments and participations are generally subject to legal or
contractual restrictions on resale and are not currently listed on any
securities exchange or automatic quotation system. Risks may arise due to
delayed settlements of loan assignments and participations. The investment
adviser expects that most loan assignments and participations purchased for the
fund will trade on a secondary market. However, although secondary markets for
investments in loans are growing among institutional investors, there may be a
limited number of investors interested in a specific loan. It is possible that
loan participations, in particular, could be sold only to a limited number of
institutional investors. If there is no active secondary market for a particular
loan, it may be difficult for the investment adviser to sell the fund's interest
in such loan at a price that is acceptable to it and to obtain pricing
information on such loan.

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Investments in loan participations and assignments present the possibility that
the fund could be held liable as a co-lender under emerging legal theories of
lender liability. In addition, if the loan is foreclosed, the fund could be part
owner of any collateral and could bear the costs and liabilities of owning and
disposing of the collateral. In addition, some loan participations and
assignments may not be rated by major rating agencies and may not be protected
by the securities laws.

VARIABLE AND FLOATING RATE OBLIGATIONS -- The interest rates payable on certain
securities in which the fund may invest may not be fixed but may fluctuate based
upon changes in market rates or credit ratings. Variable and floating rate
obligations bear coupon rates that are adjusted at designated intervals, based
on the then current market rates of interest or credit ratings. The rate
adjustment features tend to limit the extent to which the market value of the
obligations will fluctuate.

MATURITY -- There are no restrictions on the maturity composition of the
portfolio, although it is anticipated that the fund normally will be invested
substantially in securities with maturities in excess of three years. Under
normal market conditions, longer term securities yield more than shorter term
securities, but are subject to greater price fluctuations.

EQUITY SECURITIES -- Equity securities represent an ownership position in a
company. Equity securities held by the fund typically consist of common stocks.
The prices of equity securities fluctuate based on, among other things, events
specific to their issuers and market, economic and other conditions. For
example, prices of these securities can be affected by financial contracts held
by the issuer or third parties (such as derivatives) relating to the security or
other assets or indices.

There may be little trading in the secondary market for particular equity
securities, which may adversely affect the fund's ability to value accurately or
dispose of such equity securities. Adverse publicity and investor perceptions,
whether or not based on fundamental analysis, may decrease the value and/or
liquidity of equity securities.

INVESTING IN SMALLER CAPITALIZATION STOCKS -- The fund may invest in the stocks
of smaller capitalization companies (typically companies with market
capitalizations of less than $3.5 billion at the time of purchase). The
investment adviser believes that the issuers of smaller capitalization stocks
often provide attractive investment opportunities. However, investing in smaller
capitalization stocks can involve greater risk than is customarily associated
with investing in stocks of larger, more established companies. For example,
smaller companies often have limited product lines, limited operating histories,
limited markets or financial resources, may be dependent on one or a few key
persons for management and can be more susceptible to losses. Also, their
securities may be thinly traded (and therefore have to be sold at a discount
from current prices or sold in small lots over an extended period of time), may
be followed by fewer investment research analysts and may be subject to wider
price swings, thus creating a greater chance of loss than securities of larger
capitalization companies.

WARRANTS AND RIGHTS -- The fund may purchase warrants, which may be issued
together with bonds or preferred stocks. Warrants generally entitle the holder
to buy a proportionate amount of common stock at a specified price, usually
higher than the current market price. Warrants may be issued with an expiration
date or in perpetuity. Rights are similar to warrants except that they normally
entitle the holder to purchase common stock at a lower price than the current
market price.

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SECURITIES WITH EQUITY AND DEBT CHARACTERISTICS -- The fund may invest in
securities that have a combination of equity and debt characteristics. These
securities may at times behave more like equity than debt or vice versa. Some
types of convertible bonds, preferred stocks or other preferred securities
automatically convert into common stocks or other securities at a stated
conversion ratio and some may be subject to redemption at the option of the
issuer at a predetermined price. These securities, prior to conversion, may pay
a fixed rate of interest or a dividend. Because convertible securities have both
debt and equity characteristics, their values vary in response to many factors,
including the values of the securities into which they are convertible, general
market and economic conditions, and convertible market valuations, as well as
changes in interest rates, credit spreads and the credit quality of the issuer.

These securities may include hybrid securities, which also have equity and debt
characteristics. Such securities are normally at the bottom of an issuer's debt
capital structure. As such, they may be more sensitive to economic changes than
more senior debt securities. These securities may also be viewed as more
equity-like by the market when the issuer or its parent company experience
financial problems.

The prices and yields of nonconvertible preferred securities or preferred stocks
generally move with changes in interest rates and the issuer's credit quality,
similar to the factors affecting debt securities. Nonconvertible preferred
securities will be treated as debt for fund investment limit purposes.

INVESTING OUTSIDE THE U.S. -- Investing outside the United States may involve
additional risks caused by, among other things, currency controls and
fluctuating currency values; different accounting, auditing, financial
reporting, disclosure, and regulatory and legal standards and practices;
changing local, regional and global economic, political and social conditions;
expropriation; changes in tax policy; greater market volatility; different
securities market structures; higher transaction costs; and various
administrative difficulties, such as delays in clearing and settling portfolio
transactions or in receiving payment of dividends.

The risks described above may be heightened in connection with investments in
developing countries. Although there is no universally accepted definition, the
investment adviser generally considers a developing country as a country that is
in the earlier stages of its industrialization cycle with a low per capita gross
domestic product ("GDP") and a low market capitalization to GDP ratio relative
to those in the United States and the European Union. Historically, the markets
of developing countries have been more volatile than the markets of developed
countries, reflecting the greater uncertainties of investing in less established
markets and economies. In particular, developing countries may have less stable
governments, may present the risks of nationalization of businesses, may have
restrictions on foreign ownership and prohibitions on the repatriation of assets
and may have less protection of property rights than more developed countries.
The economies of developing countries may be reliant on only a few industries,
may be highly vulnerable to changes in local or global trade conditions and may
suffer from high and volatile debt burdens or inflation rates. Local securities
markets may trade a small number of securities and may be unable to respond
effectively to increases in trading volume, potentially making prompt
liquidation of holdings difficult or impossible at times.

Additional costs could be incurred in connection with the fund's investment
activities outside the United States. Brokerage commissions may be higher
outside the United States, and the fund will bear certain expenses in connection
with its currency transactions. Furthermore, increased custodian costs may be
associated with maintaining assets in certain jurisdictions.

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CURRENCY TRANSACTIONS -- The fund may purchase and sell currencies to facilitate
securities transactions and enter into forward currency contracts to protect
against changes in currency exchange rates. A forward currency contract is an
obligation to purchase or sell a specific currency at a future date, which may
be any fixed number of days from the date of the contract agreed upon by the
parties, at a price set at the time of the contract. Forward currency contracts
entered into by the fund will involve the purchase or sale of one currency
against the U.S. dollar. While entering into forward currency transactions could
minimize the risk of loss due to a decline in the value of the hedged currency,
it could also limit any potential gain that may result from an increase in the
value of the currency. The fund will not generally attempt to protect against
all potential changes in exchange rates. The fund will segregate liquid assets
that will be marked to market daily to meet its forward contract commitments to
the extent required by the Securities and Exchange Commission.

Certain provisions of the Internal Revenue Code may affect the extent to which
the fund may enter into forward contracts. Such transactions also may affect the
character and timing of income, gain or loss recognized by the fund for U.S.
federal income tax purposes.

REINSURANCE RELATED NOTES AND BONDS -- The fund may invest in reinsurance
related notes and bonds. These instruments, which are typically issued by
special purpose reinsurance companies, transfer an element of insurance risk to
the note or bond holders. For example, such a note or bond could provide that
the reinsurance company would not be required to repay all or a portion of the
principal value of the note or bond if losses due to a catastrophic event under
the policy (such as a major hurricane) exceed certain dollar thresholds.
Consequently, the fund may lose the entire amount of its investment in such
bonds or notes if such an event occurs and losses exceed certain dollar
thresholds. In this instance, investors would have no recourse against the
insurance company. These instruments may be issued with fixed or variable
interest rates and rated in a variety of credit quality categories by the rating
agencies.

OBLIGATIONS BACKED BY THE "FULL FAITH AND CREDIT" OF THE U.S. GOVERNMENT -- U.S.
government obligations include the following types of securities:

U.S. TREASURY SECURITIES -- U.S. Treasury securities include direct
obligations of the U.S. Treasury, such as Treasury bills, notes and bonds.
For these securities, the payment of principal and interest is
unconditionally guaranteed by the U.S. government, and thus they are of the
highest possible credit quality. Such securities are subject to variations
in market value due to fluctuations in interest rates, but, if held to
maturity, will be paid in full.

FEDERAL AGENCY SECURITIES -- The securities of certain U.S. government
agencies and government-sponsored entities are guaranteed as to the timely
payment of principal and interest by the full faith and credit of the U.S.
government. Such agencies and entities include The Federal Financing Bank
(FFB), the Government National Mortgage Association (Ginnie Mae), the
Veterans Administration (VA), the Federal Housing Administration (FHA), the
Export-Import Bank (Exim Bank), the Overseas Private Investment Corporation
(OPIC), the Commodity Credit Corporation (CCC) and the Small Business
Administration (SBA).

OTHER FEDERAL AGENCY OBLIGATIONS -- Additional federal agency securities are
neither direct obligations of, nor guaranteed by, the U.S. government. These
obligations include securities issued by certain U.S. government agencies and
government-sponsored entities. However, they generally involve some form of
federal sponsorship: some operate under a government charter;

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some are backed by specific types of collateral; some are supported by the
issuer's right to borrow from the Treasury; and others are supported only by the
credit of the issuing government agency or entity. These agencies and entities
include, but are not limited to: Federal Home Loan Bank, Federal Home Loan
Mortgage Corporation (Freddie Mac), Federal National Mortgage Association
(Fannie Mae), Tennessee Valley Authority and Federal Farm Credit Bank System.

On September 7, 2008, Freddie Mac and Fannie Mae were placed into
conservatorship by their new regulator, the Federal Housing Finance Agency.
Simultaneously, the U.S. Treasury made a commitment of indefinite duration to
maintain the positive net worth of both firms.

PASS-THROUGH SECURITIES -- The fund may invest in various debt obligations
backed by pools of mortgages or other assets including, but not limited to,
loans on single family residences, home equity loans, mortgages on commercial
buildings, credit card receivables and leases on airplanes or other equipment.
Principal and interest payments made on the underlying asset pools backing these
obligations are typically passed through to investors, net of any fees paid to
any insurer or any guarantor of the securities. Pass-through securities may have
either fixed or adjustable coupons. These securities include:

MORTGAGE-BACKED SECURITIES -- These securities may be issued by U.S.
government agencies and government-sponsored entities, such as Ginnie Mae,
Fannie Mae and Freddie Mac, and by private entities. The payment of
interest and principal on mortgage-backed obligations issued by U.S.
government agencies may be guaranteed by the full faith and credit of the
U.S. government (in the case of Ginnie Mae), or may be guaranteed by the
issuer (in the case of Fannie Mae and Freddie Mac). However, these
guarantees do not apply to the market prices and yields of these
securities, which vary with changes in interest rates.

Mortgage-backed securities issued by private entities are structured
similarly to those issued by U.S. government agencies. However, these
securities and the underlying mortgages are not guaranteed by any
government agencies. These securities generally are structured with one or
more types of credit enhancements such as insurance or letters of credit
issued by private companies. Mortgage-backed securities generally permit
borrowers to prepay their underlying mortgages. Prepayments can alter the
effective maturity of these instruments.

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS) -- CMOs are also backed by a
pool of mortgages or mortgage loans, which are divided into two or more
separate bond issues. CMOs issued by U.S. government agencies are backed by
agency mortgages, while privately issued CMOs may be backed by either
government agency mortgages or private mortgages. Payments of principal and
interest are passed through to each bond issue at varying schedules
resulting in bonds with different coupons, effective maturities and
sensitivities to interest rates. Some CMOs may be structured in a way that
when interest rates change, the impact of changing prepayment rates on the
effective maturities of certain issues of these securities is magnified.
CMOs may be less liquid or may exhibit greater price volatility than other
types of mortgage or asset-backed securities.

COMMERCIAL MORTGAGE-BACKED SECURITIES -- These securities are backed by
mortgages on commercial property, such as hotels, office buildings, retail
stores, hospitals and other commercial buildings. These securities may have
a lower prepayment uncertainty than other mortgage-related securities
because commercial mortgage loans

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generally prohibit or impose penalties on prepayments of principal. In
addition, commercial mortgage-related securities often are structured with
some form of credit enhancement to protect against potential losses on the
underlying mortgage loans. Many of the risks of investing in commercial
mortgage-backed securities reflect the risks of investing in the real
estate securing the underlying mortgage loans, including the effects of
local and other economic conditions on real estate markets, the ability of
tenants to make rental payments and the ability of a property to attract
and retain tenants. Commercial mortgage-backed securities may be less
liquid or exhibit greater price volatility than other types of mortgage or
asset-backed securities.

ASSET-BACKED SECURITIES -- These securities are backed by other assets such
as credit card, automobile or consumer loan receivables, retail installment
loans or participations in pools of leases. Credit support for these
securities may be based on the underlying assets and/or provided through
credit enhancements by a third party. The values of these securities are
sensitive to changes in the credit quality of the underlying collateral,
the credit strength of the credit enhancement, changes in interest rates
and at times the financial condition of the issuer. Some asset-backed
securities also may receive prepayments that can change their effective
maturities.

REAL ESTATE INVESTMENT TRUSTS -- The fund may invest in securities issued by
real estate investment trusts (REITs), which primarily invest in real estate or
real estate-related loans. Equity REITs own real estate properties, while
mortgage REITs hold construction, development and/or long-term mortgage loans.
The values of REITs may be affected by changes in the value of the underlying
property of the trusts, the creditworthiness of the issuer, property taxes,
interest rates, tax laws and regulatory requirements, such as those relating to
the environment. Both types of REITs are dependent upon management skill and the
cash flows generated by their holdings, the real estate market in general and
the possibility of failing to qualify for any applicable pass-through tax
treatment or failing to maintain any applicable exemptive status afforded under
relevant laws.

REPURCHASE AGREEMENTS -- The fund may enter into repurchase agreements under
which the fund buys a security and obtains a simultaneous commitment from the
seller to repurchase the security at a specified time and price. Repurchase
agreements permit the fund to maintain liquidity and earn income over periods of
time as short as overnight. The seller must maintain with the fund's custodian
collateral equal to at least 100% of the repurchase price, including accrued
interest, as monitored daily by the investment adviser. The fund will only enter
into repurchase agreements involving securities in which it could otherwise
invest and with selected banks and securities dealers whose financial condition
is monitored by the investment adviser. If the seller under the repurchase
agreement defaults, the fund may incur a loss if the value of the collateral
securing the repurchase agreement has declined and may incur disposition costs
in connection with liquidating the collateral. If bankruptcy proceedings are
commenced with respect to the seller, realization of the collateral by the fund
may be delayed or limited.

CASH AND CASH EQUIVALENTS -- The fund may hold cash or invest in cash
equivalents. Cash equivalents include (a) commercial paper (for example,
short-term notes with maturities typically up to 12 months in length issued by
corporations, governmental bodies or bank/corporation sponsored conduits
(asset-backed commercial paper)) (b) short-term bank obligations (for example,
certificates of deposit, bankers' acceptances (time drafts on a commercial bank
where the bank accepts an irrevocable obligation to pay at maturity)) or bank
notes, (c) savings association and savings bank obligations (for example, bank
notes and certificates of deposit

American High-Income Trust -- Page 10
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issued by savings banks or savings associations), (d) securities of the U.S.
government, its agencies or instrumentalities that mature, or may be redeemed,
in one year or less, and (e) corporate bonds and notes that mature, or that may
be redeemed, in one year or less.

FORWARD COMMITMENT, WHEN ISSUED AND DELAYED DELIVERY TRANSACTIONS -- The fund
may enter into commitments to purchase or sell securities at a future date. When
the fund agrees to purchase such securities, it assumes the risk of any decline
in value of the security from the date of the agreement. If the other party to
such a transaction fails to deliver or pay for the securities, the fund could
miss a favorable price or yield opportunity, or could experience a loss.

The fund will not use these transactions for the purpose of leveraging and will
segregate liquid assets that will be marked to market daily in an amount
sufficient to meet its payment obligations in these transactions. Although these
transactions will not be entered into for leveraging purposes, to the extent the
fund's aggregate commitments in connection with these transactions exceed its
segregated assets, the fund temporarily could be in a leveraged position
(because it may have an amount greater than its net assets subject to market
risk). Should market values of the fund's portfolio securities decline while the
fund is in a leveraged position, greater depreciation of its net assets would
likely occur than if it were not in such a position. The fund will not borrow
money to settle these transactions and, therefore, will liquidate other
portfolio securities in advance of settlement if necessary to generate
additional cash to meet its obligations. After a transaction is entered into,
the fund may still dispose of or renegotiate the transaction. Additionally,
prior to receiving delivery of securities as part of a transaction, the fund may
sell such securities.

The fund may also enter into reverse repurchase agreements and "roll"
transactions. A reverse repurchase agreement involves the sale of a security by
a fund and its agreement to repurchase the security at a specified time and
price. A "roll" transaction involves the sale of mortgage-backed or other
securities together with a commitment to purchase similar, but not identical,
securities at a later date. The fund assumes the risk of price and yield
fluctuations during the time of the commitment. The fund will segregate liquid
assets that will be marked to market daily in an amount sufficient to meet its
payment obligations under "roll" transactions and reverse repurchase agreements
with broker-dealers (no collateral is required for reverse repurchase agreements
with banks).

RESTRICTED OR ILLIQUID SECURITIES -- The fund may purchase securities subject to
restrictions on resale. Restricted securities may only be sold pursuant to an
exemption from registration under the Securities Act of 1933 (the "1933 Act"),
or in a registered public offering. Restricted securities held by the fund are
often eligible for resale under Rule 144A, an exemption under the 1933 Act
allowing for resales to "Qualified Institutional Buyers". Where registration is
required, the holder of a registered security may be obligated to pay all or
part of the registration expense and a considerable period may elapse between
the time it decides to seek registration and the time it may be permitted to
sell a security under an effective registration statement. Difficulty in selling
such securities may result in a loss to the fund or cause it to incur additional
administrative costs.

Securities (including restricted securities) not actively traded will be
considered illiquid unless they have been specifically determined to be liquid
under procedures adopted by the fund's board of trustees, taking into account
factors such as the frequency and volume of trading, the commitment of dealers
to make markets and the availability of qualified investors, all of which can
change from time to time. The fund may incur certain additional costs in
disposing of illiquid securities.

American High-Income Trust -- Page 11
<PAGE>

THE FUND MAY ALSO ENGAGE IN THE FOLLOWING INVESTMENT PRACTICES, ALTHOUGH IT HAS
NO CURRENT INTENTION TO DO SO OVER THE NEXT TWELVE MONTHS:

LOANS OF PORTFOLIO SECURITIES -- The fund is authorized to lend portfolio
securities to selected securities dealers or other institutional investors whose
financial condition is monitored by the investment adviser. The borrower must
maintain with the fund's custodian collateral consisting of cash, cash
equivalents or U.S. government securities equal to at least 100% of the value of
the borrowed securities, plus any accrued interest. The investment adviser will
monitor the adequacy of the collateral on a daily basis. The fund may at any
time call a loan of its portfolio securities and obtain the return of the loaned
securities. The fund will receive any interest paid on the loaned securities and
a fee or a portion of the interest earned on the collateral. The fund will limit
its loans of portfolio securities to an aggregate of 10% of the value of its
total assets, measured at the time any such loan is made.

OPTIONS ON U.S. TREASURY SECURITIES - The fund may purchase put and call options
on U.S. Treasury securities ("Treasury securities"). A put (call) option gives
the fund as purchaser of the option the right (but not the obligation) to sell
(buy) a specified amount of Treasury securities at the exercise price until the
expiration of the option. The value of a put (call) option on Treasury
securities generally increases (decreases) with an increase (decrease) in
prevailing interest rates. Accordingly, the fund would purchase puts (calls) in
anticipation of, or to protect against, an increase in interest rates. These
options are listed on an exchange or traded over-the-counter ("OTC options").
Exchange-traded options have standardized exercise prices and expiration dates;
OTC options are two-party contracts with negotiated exercise prices and
expiration dates. OTC options differ from exchange-traded options in that OTC
options are transacted with dealers directly and not through a clearing
corporation (which guarantees performance). Consequently, there is a risk of
non-performance by the dealer. Since no exchange is involved, OTC options are
valued on the basis of a quote provided by the dealer. In the case of OTC
options, there can be no assurance that a liquid secondary market will exist for
any particular option at any specific time.

* * * * * *

PORTFOLIO TURNOVER -- Portfolio changes will be made without regard to the
length of time particular investments may have been held. Short-term trading
profits are not the fund's objective, and changes in its investments are
generally accomplished gradually, though short-term transactions may
occasionally be made. High portfolio turnover involves correspondingly greater
transaction costs in the form of dealer spreads or brokerage commissions, and
may result in the realization of net capital gains, which may be taxable when
distributed to shareholders.

Fixed-income securities are generally traded on a net basis and usually neither
brokerage commissions nor transfer taxes are involved. Transaction costs are
usually reflected in the spread between the bid and asked price.

The fund's portfolio turnover rates for the fiscal years ended September 30,
2009 and 2008 were 43% and 35%, respectively. The portfolio turnover rate would
equal 100% if each security in a fund's portfolio were replaced once per year.
See "Financial highlights" in the prospectus for the fund's annual portfolio
turnover rate for each of the last five fiscal years.

American High-Income Trust -- Page 12
<PAGE>

FUND POLICIES

All percentage limitations in the following fund policies are considered at the
time securities are purchased and are based on the fund's net assets unless
otherwise indicated. None of the following policies involving a maximum
percentage of assets will be considered violated unless the excess occurs
immediately after, and is caused by, an acquisition by the fund.

FUNDAMENTAL POLICIES -- The fund has adopted the following fundamental policies,
which may not be changed without approval by holders of a majority of its
outstanding shares. Such majority is defined in the Investment Company Act of
1940, as amended (the "1940 Act"), as the vote of the lesser of (a) 67% or more
of the voting securities present at a shareholder meeting, if the holders of
more than 50% of the outstanding voting securities are present in person or by
proxy, or (b) more than 50% of the outstanding voting securities.

These restrictions provide that the fund may not:

1. Purchase any security (other than securities issued or guaranteed by the
U.S. government or its agencies or instrumentalities) if immediately after and
as a result of such investment, more than 5% of the fund's total assets would be
invested in securities of the issuer;

2. Invest 25% or more of the value of its total assets in the securities of
issuers conducting their principal business activities in the same industry;

3. Invest in companies for the purpose of exercising control or management;

4. Buy or sell real estate or commodities or commodity contracts; however, the
fund may invest in debt securities secured by real estate or interests therein
or issued by companies which invest in real estate or interests therein,
including real estate investment trusts, and may purchase or sell currencies
(including forward currency contracts);

5. Acquire illiquid securities, if, immediately after and as a result, the
value of illiquid securities held by the fund would exceed, in the aggregate,
15% of the fund's net assets;

6. Engage in the business of underwriting securities of other issuers, except
to the extent that the disposal of an investment position may technically cause
it to be considered an underwriter as that term is defined under the Securities
Act of 1933;

7. Lend any security or make any other loan if, as a result, more than 15% of
its total assets would be lent to third parties, but this limitation does not
apply to purchases of debt securities or to repurchase agreements;

8. Sell securities short, except to the extent that the fund contemporaneously
owns or has the right to acquire at no additional cost securities identical to
those sold short;

9. Purchase securities on margin, provided that the fund may obtain such
short-term credits as may be necessary for the clearance of purchases and sales
of securities;

10. Borrow money, except from banks for temporary or emergency purposes not in
excess of 5% of the value of the fund's total assets. The fund will not purchase
securities while such borrowings are outstanding. This restriction shall not
prevent the fund from entering into reverse

American High-Income Trust -- Page 13
<PAGE>

repurchase agreements or "roll" transactions, provided that these transactions
and any other transactions constituting borrowing by the fund may not exceed
one-third of the fund's total assets. In the event that the asset coverage for
the fund's borrowings falls below 300%, the fund will reduce, within three days
(excluding Sundays and holidays), the amount of its borrowings in order to
provide for 300% asset coverage;

11. Write, purchase or sell put options, call options or combinations thereof,
except that this shall not prevent the purchase of put or call options on
currencies or U. S. government securities.

For purposes of investment restriction #7, the investment adviser considers
investments in corporate loans to be a purchase of debt securities.

CHANGES TO FUNDAMENTAL POLICIES - At a meeting of the fund's shareholders on
November 24, 2009, shareholders approved changes to the fundamental policies
listed above. The fund plans to implement the new fundamental policies in 2010
or early 2011; however, the fund reserves the right to delay the implementation.
The new policies are set forth in a joint proxy statement available on the SEC's
website at sec.gov.

NONFUNDAMENTAL POLICIES -- The following policies may be changed without
shareholder approval:

1. The fund does not currently intend to lend portfolio securities or other
assets to third parties, except by acquiring loans, loan participations, or
forms of direct debt instruments. (This limitation does not apply to purchases
of debt securities or to repurchase agreements.)

2. The fund may not invest in securities of other investment companies, except
as permitted by the 1940 Act.

3. The fund will not invest in securities of an issuer if the investment would
cause the fund to own more than 10% of the outstanding voting securities of any
one issuer.

4. The fund may not issue senior securities, except as permitted by the 1940
Act.

5. The fund may not acquire securities of open-end investment companies or
unit investment trusts registered under the 1940 Act in reliance on Sections
12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.

American High-Income Trust -- Page 14
<PAGE>

MANAGEMENT OF THE FUND

BOARD OF TRUSTEES AND OFFICERS

"INDEPENDENT" TRUSTEES/1/

NAME, AGE AND NUMBER OF
POSITION WITH FUND PORTFOLIOS/3/
(YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS/4/ HELD
AS A TRUSTEE/2/) DURING PAST FIVE YEARS BY TRUSTEE BY TRUSTEE
--------------------------------------------------------------------------------------------------------------
Lee A. Ault III, 73 Private investor and 37 Anworth Mortgage Asset
Trustee (2010) corporate director; former Corporation; Office Depot,
Chairman of the Board, Inc.
In-Q-Tel, Inc. (technology
venture company funded
principally by the Central
Intelligence Agency); former
Chairman of the Board,
President and CEO,
Telecredit, Inc. (payment
services)
--------------------------------------------------------------------------------------------------------------
William H. Baribault, 64 Chairman and CEO, Oakwood 37 None
Trustee (2010) Enterprises (private
investment and consulting);
former Chairman of the Board,
President and CEO,
Professional Business Bank
(financial services for small
businesses); former President
and CEO, Henry Company
(building products)
--------------------------------------------------------------------------------------------------------------
Ambassador Richard G. Capen, Corporate director and 12 Carnival Corporation
Jr., 75 author; former U.S.
Trustee (1999) Ambassador to Spain; former
Vice Chairman, Knight-Ridder,
Inc. (communications
company); former Chairman and
Publisher, The Miami Herald
--------------------------------------------------------------------------------------------------------------
James G. Ellis, 62 Dean and Professor of 40 Quiksilver, Inc.
Trustee (2006) Marketing, Marshall School of
Business, University of
Southern California
--------------------------------------------------------------------------------------------------------------
Martin Fenton, 74 Chairman of the Board, Senior 40 None
Chairman of the Board Resource Group LLC
(Independent and (development and management
Non-Executive) (1989) of senior living communities)
--------------------------------------------------------------------------------------------------------------
Leonard R. Fuller, 63 President and CEO, Fuller 40 None
Trustee (1994) Consulting (financial
management consulting firm)
--------------------------------------------------------------------------------------------------------------

American High-Income Trust -- Page 15
<PAGE>

NAME, AGE AND NUMBER OF
POSITION WITH FUND PORTFOLIOS/3/
(YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) OVERSEEN OTHER DIRECTORSHIPS/4/ HELD
AS A TRUSTEE/2/) DURING PAST FIVE YEARS BY TRUSTEE BY TRUSTEE
--------------------------------------------------------------------------------------------------------------
W. Scott Hedrick, 64 Founding General Partner, 37 Hot Topic, Inc.;
Trustee (2010) InterWest Partners (venture Office Depot, Inc.
capital firm focused on
information technology and
life sciences); Visiting
lecturer, Stanford Graduate
School of Business
--------------------------------------------------------------------------------------------------------------
R. Clark Hooper, 63 Private investor; former 43 JPMorgan Value Opportunities
Trustee (2005) President, Dumbarton Group Fund, Inc.;
LLC (securities industry The Swiss Helvetia Fund,
consulting); former Executive Inc.
Vice President - Policy and
Oversight, NASD
--------------------------------------------------------------------------------------------------------------
Merit E. Janow, 51 Professor, Columbia 40 The NASDAQ Stock Market LLC;
Trustee (2010) University, School of Trimble Navigation Limited
International and Public
Affairs; former Member, World
Trade Organization Appellate
Body
--------------------------------------------------------------------------------------------------------------
Laurel B. Mitchell, Ph.D., 54 Director, Accounting Program, 37 None
Trustee (2010) University of Redlands
--------------------------------------------------------------------------------------------------------------
Richard G. Newman,/5/ 75 Chairman of the Board, AECOM 13 Sempra Energy;
Trustee (1991) Technology Corporation SouthWest Water Company
(engineering, consulting and
professional technical
services)
--------------------------------------------------------------------------------------------------------------
Frank M. Sanchez, 66 Principal, The Sanchez Family 37 None
Trustee (1999) Corporation dba McDonald's
Restaurants (McDonald's
licensee)
--------------------------------------------------------------------------------------------------------------
Margaret Spellings, 52 President and CEO, Margaret 37 None
Trustee (2010) Spellings & Company; former
United States Secretary of
Education, United States
Department of Education -
Federal Government Agency;
former Assistant to the
President for Domestic
Policy, The White House -
Federal Government, Executive
Branch - Domestic Policy
--------------------------------------------------------------------------------------------------------------
Steadman Upham, Ph.D., 60 President and Professor of 40 None
Trustee (2007) Anthropology, The University
of Tulsa; former President
and Professor of Archaeology,
Claremont Graduate University
--------------------------------------------------------------------------------------------------------------

American High-Income Trust -- Page 16
<PAGE>

"INTERESTED" TRUSTEES/6/,/7/

PRINCIPAL OCCUPATION(S)
DURING PAST FIVE YEARS
NAME, AGE AND AND POSITIONS NUMBER OF
POSITION WITH FUND HELD WITH AFFILIATED ENTITIES PORTFOLIOS/3/
(YEAR FIRST ELECTED OR THE PRINCIPAL UNDERWRITER OVERSEEN OTHER DIRECTORSHIPS/4/ HELD
AS A TRUSTEE/OFFICER/2/) OF THE FUND BY TRUSTEE BY TRUSTEE
-----------------------------------------------------------------------------------------------------------
Paul G. Haaga, Jr., 61 Vice Chairman of the Board, 12 None
Vice Chairman of the Board Capital Research and
(1987) Management Company; Senior
Vice President - Fixed
Income, Capital Research and
Management Company
-----------------------------------------------------------------------------------------------------------
David C. Barclay, 53 Senior Vice President - Fixed 1 None
President (1995) Income, Capital Research and
Management Company
-----------------------------------------------------------------------------------------------------------

American High-Income Trust -- Page 17
<PAGE>

OTHER OFFICERS/7/

NAME, AGE AND
POSITION WITH FUND PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
(YEAR FIRST ELECTED AND POSITIONS HELD WITH AFFILIATED ENTITIES
AS AN OFFICER/2/) OR THE PRINCIPAL UNDERWRITER OF THE FUND
------------------------------------------------------------------------------------
Jennifer L. Hinman, 51 Senior Vice President - Fixed Income, Capital Research
Senior Vice President Company*; Director, Capital Research Company*;
(2001) Director, Capital International Research, Inc.*
------------------------------------------------------------------------------------
Susan M. Tolson, 47 Senior Vice President - Fixed Income, Capital Research
Senior Vice President and Management Company
(1997)
------------------------------------------------------------------------------------
David A. Daigle, 42 Senior Vice President - Fixed Income, Capital Research
Vice President (2008) Company*
------------------------------------------------------------------------------------
Marcus B. Linden, 43 Senior Vice President - Fixed Income, Capital Research
Vice President (2008) Company*
------------------------------------------------------------------------------------
Kristine M. Vice President and Senior Counsel - Fund Business
Nishiyama, 39 Management Group, Capital Research and Management
Vice President (2003) Company; Vice President and Counsel, Capital Bank and
Trust Company*
------------------------------------------------------------------------------------
Kimberly S. Verdick, 45 Vice President - Fund Business Management Group,
Secretary (1994) Capital Research and Management Company
------------------------------------------------------------------------------------
Ari M. Vinocor, 35 Vice President - Fund Business Management Group,
Treasurer (2007) Capital Research and Management Company
------------------------------------------------------------------------------------
Courtney R. Taylor, 34 Assistant Vice President - Fund Business Management
Assistant Secretary Group, Capital Research and Management Company
(2006)
------------------------------------------------------------------------------------
M. Susan Gupton, 36 Vice President - Fund Business Management Group,
Assistant Treasurer Capital Research and Management Company
(2008)
------------------------------------------------------------------------------------

* Company affiliated with Capital Research and Management Company.

1 The term "independent" trustee refers to a trustee who is not an "interested
person" of the fund within the meaning of the 1940 Act.
2 Trustees and officers of the fund serve until their resignation, removal or
retirement.
3 Funds managed by Capital Research and Management Company, including the
American Funds; American Funds Insurance Series,(R) which is composed of 16
funds and serves as the underlying investment vehicle for certain variable
insurance contracts; American Funds Target Date Retirement Series,(R) Inc.,
which is composed of nine funds and is available through tax-deferred
retirement plans and IRAs; and Endowments, which is composed of two portfolios
and is available to certain nonprofit organizations.
4 This includes all directorships (other than those in the American Funds or
other funds managed by Capital Research and Management Company) that are held
by each trustee as a director of a public company or a registered investment
company.
5 The investment adviser and its affiliates use a subsidiary of AECOM, Inc. to
perform architectural and space management services. The investment adviser's
business relationship with the subsidiary preceded its acquisition by AECOM in
1994. The total fees relating to this engagement for the last two years
represent less than 0.1% of AECOM, Inc.'s 2008 gross revenues.
6 "Interested persons" of the fund within the meaning of the 1940 Act, on the
basis of their affiliation with the fund's investment adviser, Capital Research
and Management Company, or affiliated entities (including the fund's principal
underwriter).
7 All of the officers listed, except David Daigle, Jennifer L. Hinman and Marcus
B. Linden are officers and/or directors/trustees of one or more of the other
funds for which Capital Research and Management Company serves as investment
adviser.

THE ADDRESS FOR ALL TRUSTEES AND OFFICERS OF THE FUND IS 333 SOUTH HOPE STREET,
55TH FLOOR, LOS ANGELES, CALIFORNIA 90071, ATTENTION: SECRETARY.

American High-Income Trust -- Page 18
<PAGE>

FUND SHARES OWNED BY TRUSTEES AS OF DECEMBER 31, 2008:

AGGREGATE
DOLLAR
RANGE/1/ OF
INDEPENDENT
AGGREGATE TRUSTEES
DOLLAR RANGE/1/ DOLLAR DEFERRED
OF SHARES RANGE/1 /OF COMPENSATION/2/
OWNED IN INDEPENDENT ALLOCATED TO
ALL FUNDS TRUSTEES ALL FUNDS
IN THE DEFERRED WITHIN
DOLLAR RANGE/1/ AMERICAN FUNDS COMPENSATION/2/ AMERICAN FUNDS
OF FUND FAMILY OVERSEEN ALLOCATED FAMILY OVERSEEN
NAME SHARES OWNED BY TRUSTEE TO FUND BY TRUSTEE
------------------------------------------------------------------------------------------------
"INDEPENDENT" TRUSTEES
------------------------------------------------------------------------------------------------
Lee A. Ault III/3/ None Over $100,000 N/A N/A
------------------------------------------------------------------------------------------------
William H. Baribault/3/ None None N/A N/A
------------------------------------------------------------------------------------------------
Richard G. Capen, Jr. None Over $100,000 N/A Over $100,000
------------------------------------------------------------------------------------------------
James G. Ellis $10,001 - $50,000 Over $100,000 N/A N/A
------------------------------------------------------------------------------------------------
Martin Fenton $10,001 - $50,000 Over $100,000 N/A Over $100,000
------------------------------------------------------------------------------------------------
Leonard R. Fuller $10,001 - $50,000 $50,001 - $1 - $10,000 Over $100,000
$100,000
------------------------------------------------------------------------------------------------
W. Scott Hedrick/3/ None None N/A N/A
------------------------------------------------------------------------------------------------
R. Clark Hooper $10,001 - $50,000 Over $100,000 N/A $50,001 -
$100,000
------------------------------------------------------------------------------------------------
Merit E. Janow/3/ None Over $100,000 N/A N/A
------------------------------------------------------------------------------------------------
Laurel B. Mitchell/3/ None None N/A N/A
------------------------------------------------------------------------------------------------
Richard G. Newman $1 - $10,000 Over $100,000 N/A N/A
------------------------------------------------------------------------------------------------
Frank M. Sanchez $ 1 - $10,000 $10,001 - $50,000 N/A N/A
------------------------------------------------------------------------------------------------
Margaret Spellings/3/ None None N/A N/A
------------------------------------------------------------------------------------------------
Steadman Upham None Over $100,000 N/A Over $100,000
------------------------------------------------------------------------------------------------

American High-Income Trust -- Page 19
<PAGE>

FUND SHARES OWNED BY TRUSTEES AS OF NOVEMBER 30, 2009:

AGGREGATE
DOLLAR RANGE/1/
OF SHARES
OWNED IN
ALL FUNDS
IN THE
DOLLAR RANGE/1/ AMERICAN FUNDS
OF FUND FAMILY OVERSEEN
NAME SHARES OWNED BY TRUSTEE
--------------------------------------------------------------------------------
"INDEPENDENT" TRUSTEES
--------------------------------------------------------------------------------
Lee A. Ault III None Over $100,000
--------------------------------------------------------------------------------
William H. Baribault None None
--------------------------------------------------------------------------------
Richard G. Capen, Jr. None Over $100,000
--------------------------------------------------------------------------------
James G. Ellis $10,001 - $50,000 Over $100,000
--------------------------------------------------------------------------------
Martin Fenton $10,001 - $50,000 Over $100,000
--------------------------------------------------------------------------------
Leonard R. Fuller $10,001 - $50,000 $50,001 - $100,000
--------------------------------------------------------------------------------
W. Scott Hedrick None None
--------------------------------------------------------------------------------
R. Clark Hooper $10,001 - $50,000 Over $100,000
--------------------------------------------------------------------------------
Merit E. Janow None Over $100,000
--------------------------------------------------------------------------------
Laurel B. Mitchell $1 - $10,000 $10,001 - $50,000
--------------------------------------------------------------------------------
Richard G. Newman $1 - $10,000 Over $100,000
--------------------------------------------------------------------------------
Frank M. Sanchez $ 1 - $10,000 $10,001 - $50,000
--------------------------------------------------------------------------------
Margaret Spellings None None
--------------------------------------------------------------------------------
Steadman Upham None Over $100,000
--------------------------------------------------------------------------------

American High-Income Trust -- Page 20
<PAGE>

FUND SHARES OWNED BY TRUSTEES AS OF DECEMBER 31, 2008:

1 Ownership disclosure is made using the following ranges: None; $1 - $10,000;
$10,001 - $50,000; $50,001 - $100,000; and Over $100,000. The amounts listed
for "interested" trustees include shares owned through The Capital Group
Companies, Inc. retirement plan and 401(k) plan.
2 Eligible trustees may defer their compensation under a nonqualified deferred
compensation plan. Deferred amounts accumulate at an earnings rate determined
by the total return of one or more American Funds as designated by the trustee.
3 Lee A. Ault III, William H. Baribault, W. Scott Hedrick, Merit E. Janow,
Laurel B. Mitchell and Margaret Spellings were elected to the board effective
January 1, 2010. A separate table has been provided with the fund shares owned
by independent trustees as of November 30, 2009.

TRUSTEE COMPENSATION -- No compensation is paid by the fund to any officer or
trustee who is a director, officer or employee of the investment adviser or its
affiliates. The boards of funds advised by the investment adviser typically meet
either individually or jointly with the boards of one or more other such funds
with substantially overlapping board membership (in each case referred to as a
"board cluster"). The fund typically pays each independent trustee an annual
fee, which ranges from $1,216 to $8,506, based primarily on the total number of
board clusters on which that independent trustee serves.

In addition, the fund generally pays independent trustees attendance and other
fees for meetings of the board and its committees. Board and committee chairs
receive additional fees for their services.

Independent trustees also receive attendance fees for certain special joint
meetings and information sessions with directors and trustees of other groupings
of funds advised by the investment adviser. The fund and the other funds served
by each independent trustee each pay an equal portion of these attendance fees.

No pension or retirement benefits are accrued as part of fund expenses.
Independent trustees may elect, on a voluntary basis, to defer all or a portion
of their fees through a deferred compensation plan in effect for the fund. The
fund also reimburses certain expenses of the independent trustees.

American High-Income Trust -- Page 21
<PAGE>

TRUSTEE COMPENSATION EARNED DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2009

TOTAL COMPENSATION (INCLUDING
VOLUNTARILY DEFERRED
COMPENSATION/1/)
AGGREGATE COMPENSATION FROM ALL FUNDS MANAGED BY
(INCLUDING VOLUNTARILY CAPITAL RESEARCH AND
DEFERRED COMPENSATION/1/) MANAGEMENT
NAME FROM THE FUND COMPANY OR ITS AFFILIATES/2/
--------------------------------------------------------------------------------------------
Lee A. Ault III/3/ None $172,616
--------------------------------------------------------------------------------------------
William H. Baribault/3/ None 94,956
--------------------------------------------------------------------------------------------
Richard G. Capen, Jr. $15,657 247,056
--------------------------------------------------------------------------------------------
James G. Ellis 14,276 231,541
--------------------------------------------------------------------------------------------
Martin Fenton/4/ 15,452 442,161
--------------------------------------------------------------------------------------------
Leonard R. Fuller/4/ 14,923 364,573
--------------------------------------------------------------------------------------------
W. Scott Hedrick/3/ None 139,943
--------------------------------------------------------------------------------------------
R. Clark Hooper 14,972 396,947
--------------------------------------------------------------------------------------------
Merit E. Janow/3/ None 221,633
--------------------------------------------------------------------------------------------
Laurel B. Mitchell/3/ None 88,695
--------------------------------------------------------------------------------------------
Richard G. Newman 13,680 320,873
--------------------------------------------------------------------------------------------
Frank M. Sanchez 15,800 159,277
--------------------------------------------------------------------------------------------
Margaret Spellings/3/ None 46,792
--------------------------------------------------------------------------------------------
Steadman Upham/4/ 15,541 244,015
--------------------------------------------------------------------------------------------

1 Amounts may be deferred by eligible trustees under a nonqualified deferred
compensation plan adopted by the fund in 1993. Deferred amounts accumulate at
an earnings rate determined by the total return of one or more American Funds
as designated by the trustees. Compensation shown in this table for the fiscal
year ended September 30, 2009 does not include earnings on amounts deferred in
previous fiscal years. See footnote 3 to this table for more information.
2 Funds managed by Capital Research and Management Company, including the
American Funds; American Funds Insurance Series,(R) which is composed of 16
funds and serves as the underlying investment vehicle for certain variable
insurance contracts; American Funds Target Date Retirement Series,(R) Inc.,
which is composed of nine funds and is available through tax-deferred
retirement plans and IRAs; and Endowments, which is composed of two portfolios
and is available to certain nonprofit organizations.
3 Lee A. Ault III, William H. Baribault, W. Scott Hedrick, Merit E. Janow,
Laurel B. Mitchell and Margaret Spellings were elected to the board effective
January 1, 2010.
4 Since the deferred compensation plan's adoption, the total amount of deferred
compensation accrued by the fund (plus earnings thereon) through the 2009
fiscal year for participating trustees is as follows: Martin Fenton ($69,004),
Leonard R. Fuller ($3,362) and Steadman Upham ($27,439). Amounts deferred and
accumulated earnings thereon are not funded and are general unsecured
liabilities of the fund until paid to the trustees.

As of February 1, 2010, the officers and trustees of the fund and their
families, as a group, owned beneficially or of record less than 1% of the
outstanding shares of the fund.

FUND ORGANIZATION AND THE BOARD OF TRUSTEES -- The fund, an open-end,
diversified management investment company, was organized as a Massachusetts
business trust on October 1, 1987. At a meeting of the fund's shareholders on
November 24, 2009, shareholders approved the reorganization of the fund to a
Delaware statutory trust. The reorganization is expected to be completed in 2010
or early 2011; however, the fund reserves the right to delay the

American High-Income Trust -- Page 22
<PAGE>

implementation. A summary comparison of the governing documents and state laws
affecting the Delaware statutory trust and the current form of organization of
the fund can be found in a joint proxy statement available on the SEC's website
at sec.gov. Although the board of trustees has delegated day-to-day oversight to
the investment adviser, all fund operations are supervised by the fund's board,
which meets periodically and performs duties required by applicable state and
federal laws.

Massachusetts common law provides that a trustee of a Massachusetts business
trust owes a fiduciary duty to the trust and must carry out his or her
responsibilities as a trustee in accordance with that fiduciary duty. Generally,
a trustee will satisfy his or her duties if he or she acts in good faith and
uses ordinary prudence.

Independent board members are paid certain fees for services rendered to the
fund as described above. They may elect to defer all or a portion of these fees
through a deferred compensation plan in effect for the fund.

The fund has several different classes of shares. Shares of each class represent
an interest in the same investment portfolio. Each class has pro rata rights as
to voting, redemption, dividends and liquidation, except that each class bears
different distribution expenses and may bear different transfer agent fees and
other expenses properly attributable to the particular class as approved by the
board of trustees and set forth in the fund's rule 18f-3 Plan. Each class'
shareholders have exclusive voting rights with respect to the respective class'
rule 12b-1 plans adopted in connection with the distribution of shares and on
other matters in which the interests of one class are different from interests
in another class. Shares of all classes of the fund vote together on matters
that affect all classes in substantially the same manner. Each class votes as a
class on matters that affect that class alone. Note that 529 college savings
plan account owners invested in Class 529 shares are not shareholders of the
fund and, accordingly, do not have the rights of a shareholder, such as the
right to vote proxies relating to fund shares. As the legal owner of the fund's
Class 529 shares, the Virginia College Savings Plan/SM/ will vote any proxies
relating to such fund shares.

The fund does not hold annual meetings of shareholders. However, significant
matters that require shareholder approval, such as certain elections of board
members or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of the shares,
the fund will hold a meeting at which any member of the board could be removed
by a majority vote.

The fund's declaration of trust and by-laws as well as separate indemnification
agreements that the fund has entered into with independent trustees provide in
effect that, subject to certain conditions, the fund will indemnify its officers
and trustees against liabilities or expenses actually and reasonably incurred by
them relating to their service to the fund. However, trustees are not protected
from liability by reason of their willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of their
office.

COMMITTEES OF THE BOARD OF TRUSTEES -- The fund has an audit committee comprised
of Richard G. Capen, Jr.; Laurel B. Mitchell; Frank M. Sanchez; and Steadman
Upham, none of whom is an "interested person" of the fund within the meaning of
the 1940 Act. The committee provides oversight regarding the fund's accounting
and financial reporting policies and practices, its internal controls and the
internal controls of the fund's principal service providers. The

American High-Income Trust -- Page 23
<PAGE>

committee acts as a liaison between the fund's independent registered public
accounting firm and the full board of trustees. Four audit committee meetings
were held during the 2009 fiscal year.

The fund has a contracts committee comprised of Lee A. Ault III; William H.
Baribault; Richard G. Capen, Jr.; James G. Ellis; Martin Fenton; Leonard R.
Fuller; W. Scott Hedrick; R. Clark Hooper; Merit E. Janow; Laurel B. Mitchell;
Richard G. Newman; Frank M. Sanchez; Margaret Spellings; and Steadman Upham,
none of whom is an "interested person" of the fund within the meaning of the
1940 Act. The committee's principal function is to request, review and consider
the information deemed necessary to evaluate the terms of certain agreements
between the fund and its investment adviser or the investment adviser's
affiliates, such as the Investment Advisory and Service Agreement, Principal
Underwriting Agreement, Administrative Services Agreement and Plans of
Distribution adopted pursuant to rule 12b-1 under the 1940 Act, that the fund
may enter into, renew or continue, and to make its recommendations to the full
board of trustees on these matters. One contracts committee meeting was held
during the 2009 fiscal year.

The fund has a nominating and governance committee comprised of Lee A. Ault III;
William H. Baribault; James G. Ellis; R. Clark Hooper; Merit E. Janow; and
Laurel B. Mitchell, none of whom is an "interested person" of the fund within
the meaning of the 1940 Act. The committee periodically reviews such issues as
the board's composition, responsibilities, committees, compensation and other
relevant issues, and recommends any appropriate changes to the full board of
trustees. The committee also evaluates, selects and nominates independent
trustee candidates to the full board of trustees. While the committee normally
is able to identify from its own and other resources an ample number of
qualified candidates, it will consider shareholder suggestions of persons to be
considered as nominees to fill future vacancies on the board. Such suggestions
must be sent in writing to the nominating and governance committee of the fund,
addressed to the fund's secretary, and must be accompanied by complete
biographical and occupational data on the prospective nominee, along with a
written consent of the prospective nominee for consideration of his or her name
by the committee. Five nominating and governance committee meetings were held
during the 2009 fiscal year.

PROXY VOTING PROCEDURES AND PRINCIPLES -- The fund's investment adviser, in
consultation with the fund's board, has adopted Proxy Voting Procedures and
Principles (the "Principles") with respect to voting proxies of securities held
by the fund, other American Funds, Endowments and American Funds Insurance
Series. The complete text of these principles is available on the American Funds
website at americanfunds.com. Proxies are voted by a committee of the
appropriate equity investment division of the investment adviser under authority
delegated by the funds' boards. Therefore, if more than one fund invests in the
same company, they may vote differently on the same proposal. In addition, the
funds' boards monitor the proxy voting process and provide guidance with respect
to the Principles.

All U.S. proxies are voted. Proxies for companies outside the U.S. also are
voted, provided there is sufficient time and information available. After a
proxy statement is received, the investment adviser prepares a summary of the
proposals contained in the proxy statement. A discussion of any potential
conflicts of interest also is included in the summary. For proxies of securities
managed by a particular investment division of the investment adviser, the
initial voting recommendation is made by one or more of the division's
investment analysts familiar with the company and industry. A second
recommendation is made by a proxy coordinator (an investment analyst with
experience in corporate governance and proxy voting matters) within the
appropriate

American High-Income Trust -- Page 24
<PAGE>

investment division, based on knowledge of these Principles and familiarity with
proxy-related issues. The proxy summary and voting recommendations are made
available to the appropriate proxy voting committee for a final voting decision.

The analyst and proxy coordinator making voting recommendations are responsible
for noting any potential material conflicts of interest. One example might be
where a director of one or more American Funds is also a director of a company
whose proxy is being voted. In such instances, proxy voting committee members
are alerted to the potential conflict. The proxy voting committee may then elect
to vote the proxy or seek a third-party recommendation or vote of an ad hoc
group of committee members.

The Principles, which have been in effect in substantially their current form
for many years, provide an important framework for analysis and decision-making
by all funds. However, they are not exhaustive and do not address all potential
issues. The Principles provide a certain amount of flexibility so that all
relevant facts and circumstances can be considered in connection with every
vote. As a result, each proxy received is voted on a case-by-case basis
considering the specific circumstances of each proposal. The voting process
reflects the funds' understanding of the company's business, its management and
its relationship with shareholders over time.

Information regarding how the fund voted proxies relating to portfolio
securities during the 12-month period ended June 30 of each year will be
available on or about September 1 of each year (a) without charge, upon request
by calling American Funds Service Company at 800/421-0180, (b) on the American
Funds website and (c) on the SEC's website at sec.gov.

The following summary sets forth the general positions of the American Funds,
Endowments, American Funds Insurance Series and the investment adviser on
various proposals. A copy of the full Principles is available upon request, free
of charge, by calling American Funds Service Company or visiting the American
Funds website.

DIRECTOR MATTERS -- The election of a company's slate of nominees for
director generally is supported. Votes may be withheld for some or all of
the nominees if this is determined to be in the best interest of
shareholders. Separation of the chairman and CEO positions also may be
supported.

GOVERNANCE PROVISIONS -- Typically, proposals to declassify a board (elect
all directors annually) are supported based on the belief that this
increases the directors' sense of accountability to shareholders. Proposals
for cumulative voting generally are supported in order to promote
management and board accountability and an opportunity for leadership
change. Proposals designed to make director elections more meaningful,
either by requiring a majority vote or by requiring any director receiving
more withhold votes than affirmative votes to tender his or her
resignation, generally are supported.

SHAREHOLDER RIGHTS -- Proposals to repeal an existing poison pill generally
are supported. (There may be certain circumstances, however, when a proxy
voting committee of a fund or an investment division of the investment
adviser believes that a company needs to maintain anti-takeover
protection.) Proposals to eliminate the right of shareholders to act by
written consent or to take away a shareholder's right to call a special
meeting typically are not supported.

American High-Income Trust -- Page 25
<PAGE>

COMPENSATION AND BENEFIT PLANS -- Option plans are complicated, and many
factors are considered in evaluating a plan. Each plan is evaluated based
on protecting shareholder interests and a knowledge of the company and its
management. Considerations include the pricing (or repricing) of options
awarded under the plan and the impact of dilution on existing shareholders
from past and future equity awards. Compensation packages should be
structured to attract, motivate and retain existing employees and qualified
directors; however, they should not be excessive.

ROUTINE MATTERS -- The ratification of auditors, procedural matters
relating to the annual meeting and changes to company name are examples of
items considered routine. Such items generally are voted in favor of
management's recommendations unless circumstances indicate otherwise.

PRINCIPAL FUND SHAREHOLDERS -- The following table identifies those investors
who own of record or are known by the fund to own beneficially 5% or more of any
class of its shares as of the opening of business on February 1, 2010. Unless
otherwise indicated, the ownership percentages below represent ownership of
record rather than beneficial ownership.

NAME AND ADDRESS OWNERSHIP OWNERSHIP PERCENTAGE
----------------------------------------------------------------------------
Edward D. Jones & Co. Record Class A 24.11%
Omnibus Account Class B 16.73
Maryland Heights, MO
----------------------------------------------------------------------------
First Clearing, LLC Record Class A 8.37
Custody Account Class B 11.41
St. Louis, MO Class C 13.82
Class F-1 8.97
----------------------------------------------------------------------------
Merrill Lynch Record Class C 8.73
Omnibus Account Class F-2 16.67
Jacksonville, FL
----------------------------------------------------------------------------
Citigroup Global Markets, Inc. Record Class C 8.71
Omnibus Account Class F-1 9.67
New York, NY
----------------------------------------------------------------------------
Charles Schwab & Co., Inc. Record Class F-1 11.05
Custody Account Class F-2 10.97
San Francisco. CA Class R-5 7.05
----------------------------------------------------------------------------
LPL Financial Record Class F-2 6.75
Omnibus Account
San Diego, CA
----------------------------------------------------------------------------
Nationwide Trust Company Record Class R-3 18.70
Columbus, OH Class R-5 7.92
Class R-6 16.81
----------------------------------------------------------------------------
The Capital Group Companies Record Class R-5 27.90
Retirement Plans Beneficial
Los Angeles, CA
----------------------------------------------------------------------------
Edward D. Jones & Co. Record Class R-5 7.73
Retirement Plan Beneficial
Norwood, MA
----------------------------------------------------------------------------
John Hancock Life Insurance Co. USA Record Class R-5 7.69
Omnibus Account
Boston, MA
----------------------------------------------------------------------------
American Funds 2010 Target Date Record Class R-6 41.17
Retirement Fund
Norfolk, VA
----------------------------------------------------------------------------
The Capital Group Companies Record Class R-6 16.36
Charitable Foundation Beneficial
Irvine, CA
----------------------------------------------------------------------------
Delta Record Class R-6 15.60
Retirement Plan Beneficial
Minneapolis, MN
----------------------------------------------------------------------------

American High-Income Trust -- Page 26
<PAGE>

UNLESS OTHERWISE NOTED, REFERENCES IN THIS STATEMENT OF ADDITIONAL INFORMATION
TO CLASS F SHARES, CLASS R SHARES OR CLASS 529 SHARES REFER TO BOTH F SHARE
CLASSES, ALL R SHARE CLASSES OR ALL 529 SHARE CLASSES, RESPECTIVELY.

INVESTMENT ADVISER -- Capital Research and Management Company, the fund's
investment adviser, founded in 1931, maintains research facilities in the United
States and abroad (Los Angeles, San Francisco, New York, Washington, DC, London,
Geneva, Hong Kong, Singapore and Tokyo). These facilities are staffed with
experienced investment professionals. The investment adviser is located at 333
South Hope Street, Los Angeles, CA 90071 and 6455 Irvine Center Drive, Irvine,
CA 92618. It is a wholly owned subsidiary of The Capital Group Companies, Inc.,
a holding company for several investment management subsidiaries. Capital
Research and Management Company manages equity assets through two investment
divisions, Capital World Investors and Capital Research Global Investors, and
manages fixed-income assets through its Fixed Income division. Capital World
Investors and Capital Research Global Investors make investment decisions on an
independent basis.

Rather than remain as investment divisions, Capital World Investors and Capital
Research Global Investors may be incorporated into wholly owned subsidiaries of
Capital Research and Management Company. In that event, Capital Research and
Management Company would continue to be the investment adviser, and day-to-day
investment management of equity assets would continue to be carried out through
one or both of these subsidiaries. Although not currently contemplated, Capital
Research and Management Company could incorporate its Fixed Income division in
the future and engage it to provide day-to-day investment management of
fixed-income assets. Capital Research and Management Company and each of the
funds it advises have applied to the U.S. Securities and Exchange Commission for
an exemptive order that would give Capital Research and Management Company the
authority to use, upon approval of the fund's board, its management subsidiaries
and affiliates to provide day-to-day investment management services to the fund,
including making changes to the management subsidiaries and affiliates providing
such services. The fund's shareholders approved this arrangement at a meeting of
the fund's shareholders on November 24, 2009. There is no assurance that Capital
Research and Management Company will incorporate its investment divisions or
exercise any authority, if granted, under an exemptive order.

American High-Income Trust -- Page 27
<PAGE>

The investment adviser has adopted policies and procedures that address issues
that may arise as a result of an investment professional's management of the
fund and other funds and accounts. Potential issues could involve allocation of
investment opportunities and trades among funds and accounts, use of information
regarding the timing of fund trades, investment professional compensation and
voting relating to portfolio securities. The investment adviser believes that
its policies and procedures are reasonably designed to address these issues.

COMPENSATION OF INVESTMENT PROFESSIONALS -- As described in the prospectus, the
investment adviser uses a system of multiple portfolio counselors in managing
fund assets. In addition, Capital Research and Management Company's investment
analysts may make investment decisions with respect to a portion of a fund's
portfolio within their research coverage.

Portfolio counselors and investment analysts are paid competitive salaries by
Capital Research and Management Company. In addition, they may receive bonuses
based on their individual portfolio results. Investment professionals also may
participate in profit-sharing plans. The relative mix of compensation
represented by bonuses, salary and profit-sharing plans will vary depending on
the individual's portfolio results, contributions to the organization and other
factors.

To encourage a long-term focus, bonuses based on investment results are
calculated by comparing pretax total investment returns to relevant benchmarks
over the most recent year, a four-year rolling average and an eight-year rolling
average with greater weight placed on the four-year and eight-year rolling
averages. For portfolio counselors, benchmarks may include measures of the
marketplaces in which the fund invests and measures of the results of comparable
mutual funds. For investment analysts, benchmarks may include relevant market
measures and appropriate industry or sector indexes reflecting their areas of
expertise. Capital Research and Management Company makes periodic subjective
assessments of analysts' contributions to the investment process and this is an
element of their overall compensation. The investment results of each of the
fund's portfolio counselors may be measured against one or more of the following
benchmarks, depending on his or her investment focus: Barclays Capital U.S.
Corporate High Yield Index 2% Issuer Cap and Lipper High Current Yield Bond Funds
Average.

PORTFOLIO COUNSELOR FUND HOLDINGS AND OTHER MANAGED ACCOUNTS -- As described
below, portfolio counselors may personally own shares of the fund. In addition,
portfolio counselors may manage portions of other mutual funds or accounts
advised by Capital Research and Management Company or its affiliates.

American High-Income Trust -- Page 28
<PAGE>

THE FOLLOWING TABLE REFLECTS INFORMATION AS OF SEPTEMBER 30, 2009:

NUMBER NUMBER
OF OTHER OF OTHER NUMBER
REGISTERED POOLED OF OTHER
INVESTMENT INVESTMENT ACCOUNTS
COMPANIES (RICS) VEHICLES (PIVS) FOR WHICH
FOR WHICH FOR WHICH PORTFOLIO
PORTFOLIO PORTFOLIO COUNSELOR
DOLLAR RANGE COUNSELOR COUNSELOR IS A MANAGER
OF FUND IS A MANAGER IS A MANAGER (ASSETS OF
PORTFOLIO SHARES (ASSETS OF RICS (ASSETS OF PIVS OTHER ACCOUNTS
COUNSELOR OWNED/1/ IN BILLIONS)/2/ IN BILLIONS)/3/ IN BILLIONS)/4/
------------------------------------------------------------------------------------------
Abner D. Over 2 $158.4 None None
Goldstine $1,000,000
------------------------------------------------------------------------------------------
David C. Barclay Over 4 $213.2 3 $0.54 17 $6.75
$1,000,000
------------------------------------------------------------------------------------------
David A. Daigle $500,001 - None None None
$1,000,000
------------------------------------------------------------------------------------------
Marcus B. Linden $50,001 - 1 $ 95.4 None None
$100,000
------------------------------------------------------------------------------------------

1 Ownership disclosure is made using the following ranges: None; $1 - $10,000;
$10,001 - $50,000; $50,001 - $100,000; $100,001 - $500,000; $500,001 -
$1,000,000; and Over $1,000,000. The amounts listed include shares owned
through The Capital Group Companies, Inc. retirement plan and 401(k) plan.
2 Indicates fund(s) where the portfolio counselor also has significant
responsibilities for the day to day management of the fund(s). Assets noted are
the total net assets of the registered investment companies and are not the
total assets managed by the individual, which is a substantially lower amount.
No fund has an advisory fee that is based on the performance of the fund.
3 Represents funds advised or sub-advised by Capital Research and Management
Company or its affiliates and sold outside the United States and/or
fixed-income assets in institutional accounts managed by investment adviser
subsidiaries of Capital Group International, Inc., an affiliate of Capital
Research and Management Company. Assets noted are the total net assets of the
funds or accounts and are not the total assets managed by the individual, which
is a substantially lower amount. No fund or account has an advisory fee that is
based on the performance of the fund or account.
4 Reflects other professionally managed accounts held at companies affiliated
with Capital Research and Management Company. Personal brokerage accounts of
portfolio counselors and their families are not reflected.

INVESTMENT ADVISORY AND SERVICE AGREEMENT -- The Investment Advisory and Service
Agreement (the "Agreement") between the fund and the investment adviser will
continue in effect until October 31, 2010, unless sooner terminated, and may be
renewed from year to year thereafter, provided that any such renewal has been
specifically approved at least annually by (a) the board of trustees, or by the
vote of a majority (as defined in the 1940 Act) of the outstanding voting
securities of the fund, and (b) the vote of a majority of trustees who are not
parties to the Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The Agreement provides that the investment adviser has no
liability to the fund for its acts or omissions in the performance of its
obligations to the fund not involving willful misconduct, bad faith, gross
negligence or reckless disregard of its obligations under the Agreement. The
Agreement also provides that either party has the right to terminate it, without
penalty, upon 60 days' written notice to the other party, and that the Agreement
automatically terminates in the event of its assignment (as defined in the 1940
Act). In addition, the Agreement provides that the investment adviser may
delegate all, or a portion of, its investment management responsibilities to one
or more subsidiary advisers that is approved by the fund's board, pursuant to an
agreement between the investment adviser and such subsidiary. Any such
subsidiary adviser will be paid solely by the investment adviser out of its
fees.

American High-Income Trust -- Page 29
<PAGE>

In addition to providing investment advisory services, the investment adviser
furnishes the services and pays the compensation and travel expenses of persons
to perform the fund's executive, administrative, clerical and bookkeeping
functions, and provides suitable office space, necessary small office equipment
and utilities, general purpose accounting forms, supplies and postage used at
the fund's offices. The fund pays all expenses not assumed by the investment
adviser, including, but not limited to: custodian, stock transfer and dividend
disbursing fees and expenses; shareholder recordkeeping and administrative
expenses; costs of the designing, printing and mailing of reports, prospectuses,
proxy statements and notices to its shareholders; taxes; expenses of the
issuance and redemption of fund shares (including stock certificates,
registration and qualification fees and expenses); expenses pursuant to the
fund's plans of distribution (described below); legal and auditing expenses;
compensation, fees and expenses paid to independent trustees; association dues;
costs of stationery and forms prepared exclusively for the fund; and costs of
assembling and storing shareholder account data.

The management fee is based upon the daily net assets of the fund and monthly
gross investment income. Gross investment income is determined in accordance
with generally accepted accounting principles and does not include gains or
losses from sales of capital assets.

The management fee is based on the following annualized rates and daily net
asset levels:

Net asset level

RATE IN EXCESS OF UP TO
-----------------------------------------------------------------------------

0.30% $ 0 $ 60,000,000
-----------------------------------------------------------------------------
0.21 60,000,000 1,000,000,00
-----------------------------------------------------------------------------
0.18 1,000,000,000 3,000,000,000
-----------------------------------------------------------------------------
0.16 3,000,000,000 6,000,000,000
-----------------------------------------------------------------------------
0.15 6,000,000,000 10,000,000,000
-----------------------------------------------------------------------------
0.14 10,000,000,000 15,000,000,000
-----------------------------------------------------------------------------
0.135 15,000,000,000
-----------------------------------------------------------------------------

The Agreement also provides for fees based on monthly gross investment income at
the following annualized rates:

Monthly gross income

RATE IN EXCESS OF UP TO
----------------------------------------------------------------------------

3.00% $ 0 $ 8,333,333
----------------------------------------------------------------------------
2.50 8,333,333 25,000,000
----------------------------------------------------------------------------
2.00 25,000,000 50,000,000
----------------------------------------------------------------------------
1.50 50,000,000
----------------------------------------------------------------------------

American High-Income Trust -- Page 30
<PAGE>

For the fiscal years ended September 30, 2009, 2008 and 2007, the investment
adviser was entitled to receive from the fund management fees of $40,374,000,
$42,247,000 and $40,887,000, respectively. After giving effect to the management
fee waivers and advisory fee reduction described below, the fund paid the
investment adviser management fees of $39,433,000 (a reduction of $941,000),
$38,022,000 (a reduction of $4,225,000) and $36,798,000 (a reduction of
$4,089,000) for the fiscal years ended September 30, 2009, 2008 and 2007,
respectively.

For the period from September 1, 2004 through March 31, 2005, the investment
adviser agreed to waive 5% of the management fees that it was otherwise entitled
to receive under the Agreement. From April 1, 2005 through December 31, 2008,
this waiver increased to 10% of the management fees that the investment adviser
was otherwise entitled to receive. The waiver was discontinued effective January
1, 2009.

ADMINISTRATIVE SERVICES AGREEMENT -- The Administrative Services Agreement (the
"Administrative Agreement") between the fund and the investment adviser relating
to the fund's Class C, F, R and 529 shares will continue in effect until October
31, 2010, unless sooner terminated, and may be renewed from year to year
thereafter, provided that any such renewal has been specifically approved at
least annually by the vote of a majority of trustees who are not parties to the
Administrative Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The fund may terminate the Administrative Agreement at any time
by vote of a majority of independent trustees. The investment adviser has the
right to terminate the Administrative Agreement upon 60 days' written notice to
the fund. The Administrative Agreement automatically terminates in the event of
its assignment (as defined in the 1940 Act).

Under the Administrative Agreement, the investment adviser provides certain
transfer agent and administrative services for shareholders of the fund's Class
C and F shares, and Class R and 529 shares. The investment adviser may contract
with third parties, including American Funds Service Company,/(R)/ the fund's
Transfer Agent, to provide some of these services. Services include, but are not
limited to, shareholder account maintenance, transaction processing, tax
information reporting and shareholder and fund communications. In addition, the
investment adviser monitors, coordinates, oversees and assists with the
activities performed by third parties providing such services. For Class R-2
shares, the investment adviser has agreed to pay a portion of the fees payable
under the Administrative Agreement that would otherwise have been paid by the
fund. For the year ended September 30, 2009, the total fees paid by the
investment adviser were $278,000.

The investment adviser receives an administrative services fee at the annual
rate of up to 0.15% of the average daily net assets for Class C, F, R (excluding
Class R-5 and R-6 shares) and 529 shares for administrative services provided to
these share classes. Administrative services fees are paid monthly and accrued
daily. The investment adviser uses a portion of this fee to compensate third
parties for administrative services provided to the fund. Of the remainder, the
investment adviser does not retain more than 0.05% of the average daily net
assets for each applicable share class. For Class R-5 and R-6 shares, the
administrative services fee is calculated at the annual rate of up to 0.10% and
0.05%, respectively, of the average daily net assets of such class. The
administrative services fee includes compensation for transfer agent and
shareholder services provided to the fund's Class C, F, R and 529 shares. In
addition to making administrative service fee payments to unaffiliated third
parties, the investment adviser also makes payments from the administrative
services fee to American Funds Service Company

American High-Income Trust -- Page 31
<PAGE>

according to a fee schedule, based principally on the number of accounts
serviced, contained in a Shareholder Services Agreement between the fund and
American Funds Service Company. A portion of the fees paid to American Funds
Service Company for transfer agent services is also paid directly from the
relevant share class.

During the 2009 fiscal year, administrative services fees, gross of any payments
made by the investment adviser, were:

ADMINISTRATIVE SERVICES FEE
------------------------------------------------------------------------------
CLASS C $1,521,000
------------------------------------------------------------------------------
CLASS F-1 1,927,000
------------------------------------------------------------------------------
CLASS F-2 212,000
------------------------------------------------------------------------------
CLASS 529-A 151,000
------------------------------------------------------------------------------
CLASS 529-B 25,000
------------------------------------------------------------------------------
CLASS 529-C 69,000
------------------------------------------------------------------------------
CLASS 529-E 8,000
------------------------------------------------------------------------------
CLASS 529-F-1 7,000
------------------------------------------------------------------------------
CLASS R-1 28,000
------------------------------------------------------------------------------
CLASS R-2 795,000
------------------------------------------------------------------------------
CLASS R-3 444,000
------------------------------------------------------------------------------
CLASS R-4 196,000
------------------------------------------------------------------------------
CLASS R-5 181,000
------------------------------------------------------------------------------
CLASS R-6 7,000
------------------------------------------------------------------------------

PRINCIPAL UNDERWRITER AND PLANS OF DISTRIBUTION -- American Funds
Distributors,/(R)/ Inc. (the "Principal Underwriter") is the principal
underwriter of the fund's shares. The Principal Underwriter is located at 333
South Hope Street, Los Angeles, CA 90071; 6455 Irvine Center Drive, Irvine, CA
92618; 3500 Wiseman Boulevard, San Antonio, TX 78251; 8332 Woodfield Crossing
Boulevard, Indianapolis, IN 46240; and 5300 Robin Hood Road, Norfolk, VA 23513.

The Principal Underwriter receives revenues relating to sales of the fund's
shares, as follows:

. For Class A and 529-A shares, the Principal Underwriter receives
commission revenue consisting of the balance of the Class A and 529-A
sales charge remaining after the allowances by the Principal
Underwriter to investment dealers.

. For Class B and 529-B shares sold prior to April 21, 2009, the
Principal Underwriter sold its rights to the 0.75%
distribution-related portion of the 12b-1 fees paid by the fund, as
well as any contingent deferred sales charges, to a third party. The
Principal Underwriter compensated investment dealers for sales of
Class B and 529-B shares out of the proceeds of this sale and kept any
amounts remaining after this compensation was paid.

American High-Income Trust -- Page 32
<PAGE>

. For Class C and 529-C shares, the Principal Underwriter receives any
contingent deferred sales charges that apply during the first year
after purchase.

In addition, the fund reimburses the Principal Underwriter for advancing
immediate service fees to qualified dealers and advisers upon the sale of Class
C and 529-C shares. The fund also reimbursed the Principal Underwriter for
advancing immediate service fees to qualified dealers on sales of Class B and
529-B shares prior to April 21, 2009. The fund also reimburses the Principal
Underwriter for service fees (and, in the case of Class 529-E shares,
commissions) paid on a quarterly basis to qualified dealers and advisers in
connection with investments in Class F-1, 529-F-1, 529-E, R-1, R-2, R-3 and R-4
shares.

Commissions, revenue or service fees retained by the Principal Underwriter after
allowances or compensation to dealers were:

COMMISSIONS, ALLOWANCE OR
REVENUE COMPENSATION
FISCAL YEAR/PERIOD OR FEES RETAINED TO DEALERS
-----------------------------------------------------------------------------------------------------

CLASS A 2009 $5,227,000 $20,004,000
2008 5,000,000 19,170,000
2007 8,687,000 33,413,000
-----------------------------------------------------------------------------------------------------
CLASS B 2009 74,000 645,000
2008 197,000 1,263,000
2007 371,000 2,503,000
-----------------------------------------------------------------------------------------------------
CLASS C 2009 -- 2,441,000
2008 428,000 1,962,000
2007 -- 2,971,000
-----------------------------------------------------------------------------------------------------
CLASS 529-A 2009 109,000 413,000
2008 129,000 492,000
2007 185,000 697,000
-----------------------------------------------------------------------------------------------------
CLASS 529-B 2009 4,000 22,000
2008 8,000 58,000
2007 12,000 74,000
-----------------------------------------------------------------------------------------------------
CLASS 529-C 2009 -- 99,000
2008 13,000 108,000
2007 -- 144,000
-----------------------------------------------------------------------------------------------------

American High-Income Trust -- Page 33
<PAGE>

Plans of distribution -- The fund has adopted plans of distribution (the
"Plans") pursuant to rule 12b-1 under the 1940 Act. The Plans permit the fund to
expend amounts to finance any activity primarily intended to result in the sale
of fund shares, provided the fund's board of trustees has approved the category
of expenses for which payment is being made.

Each Plan is specific to a particular share class of the fund. As the fund has
not adopted a Plan for Class F-2, Class R-5 or Class R-6, no 12b-1 fees are paid
from Class F-2, Class R-5 or Class R-6 share assets and the following disclosure
is not applicable to these share classes.

Payments under the Plans may be made for service-related and/or
distribution-related expenses. Service-related expenses include paying service
fees to qualified dealers. Distribution-related expenses include commissions
paid to qualified dealers. The amounts actually paid under the Plans for the
past fiscal year, expressed as a percentage of the fund's average daily net
assets attributable to the applicable share class, are disclosed in the
prospectus under "Fees and expenses of the fund." Further information regarding
the amounts available under each Plan is in the "Plans of Distribution" section
of the prospectus.

Following is a brief description of the Plans:

CLASS A AND 529-A -- For Class A and 529-A shares, up to 0.25% of the
fund's average daily net assets attributable to such shares is reimbursed
to the Principal Underwriter for paying service-related expenses, and the
balance available under the applicable Plan may be paid to the Principal
Underwriter for distribution-related expenses. The fund may annually expend
up to 0.30% for Class A shares and up to 0.50% for Class 529-A shares under
the applicable Plan.

Distribution-related expenses for Class A and 529-A shares include dealer
commissions and wholesaler compensation paid on sales of shares of $1
million or more purchased without a sales charge. Commissions on these "no
load" purchases (which are described in further detail under the "Sales
Charges" section of this statement of additional information) in excess of
the Class A and 529-A Plan limitations and not reimbursed to the Principal
Underwriter during the most recent fiscal quarter are recoverable for five
quarters, provided that the reimbursement of such commissions does not
cause the fund to exceed the annual expense limit. After five quarters,
these commissions are not recoverable.

CLASS B AND 529-B -- The Plans for Class B and 529-B shares provide for
payments to the Principal Underwriter of up to 0.25% of the fund's average
daily net assets attributable to such shares for paying service-related
expenses and 0.75% for distribution-related expenses, which include the
financing of commissions paid to qualified dealers.

OTHER SHARE CLASSES (CLASS C, 529-C, F-1, 529-F-1, 529-E, R-1, R-2, R-3 AND
R-4) -- The Plans for each of the other share classes that have adopted
Plans provide for payments to the Principal Underwriter for paying
service-related and distribution-related expenses of up to the following
amounts of the fund's average daily net assets attributable to such shares:

American High-Income Trust -- Page 34
<PAGE>

TOTAL
SERVICE DISTRIBUTION ALLOWABLE
RELATED RELATED UNDER
SHARE CLASS PAYMENTS/1/ PAYMENTS/1/ THE PLANS/2/
----------------------------------------------------------------------------------
Class C 0.25% 0.75% 1.00%
----------------------------------------------------------------------------------
Class 529-C 0.25 0.75 1.00
----------------------------------------------------------------------------------
Class F-1 0.25 -- 0.50
----------------------------------------------------------------------------------
Class 529-F-1 0.25 -- 0.50
----------------------------------------------------------------------------------
Class 529-E 0.25 0.25 0.75
----------------------------------------------------------------------------------
Class R-1 0.25 0.75 1.00
----------------------------------------------------------------------------------
Class R-2 0.25 0.50 1.00
----------------------------------------------------------------------------------
Class R-3 0.25 0.25 0.75
----------------------------------------------------------------------------------
Class R-4 0.25 -- 0.50
----------------------------------------------------------------------------------

1 Amounts in these columns represent the amounts approved by the board of
trustees under the applicable Plan.
2 The fund may annually expend the amounts set forth in this column under
the current Plans with the approval of the board of trustees.

During the 2009 fiscal year, 12b-1 expenses accrued and paid, and if applicable,
unpaid, were:

12B-1 UNPAID LIABILITY
12B-1 EXPENSES OUTSTANDING
------------------------------------------------------------------------------
CLASS A $19,015,000 $1,850,000
------------------------------------------------------------------------------
CLASS B 4,633,000 448,000
------------------------------------------------------------------------------
CLASS C 8,553,000 983,000
------------------------------------------------------------------------------
CLASS F-1 2,732,000 393,000
------------------------------------------------------------------------------
CLASS 529-A 259,000 25,000
------------------------------------------------------------------------------
CLASS 529-B 170,000 19,000
------------------------------------------------------------------------------
CLASS 529-C 485,000 60,000
------------------------------------------------------------------------------
CLASS 529-E 34,000 4,000
------------------------------------------------------------------------------
CLASS 529-F-1 -- --
------------------------------------------------------------------------------
CLASS R-1 122,000 14,000
------------------------------------------------------------------------------
CLASS R-2 930,000 103,000
------------------------------------------------------------------------------
CLASS R-3 975,000 111,000
------------------------------------------------------------------------------
CLASS R-4 303,000 39,000
------------------------------------------------------------------------------

American High-Income Trust -- Page 35
<PAGE>

Approval of the Plans -- As required by rule 12b-1 and the 1940 Act, the Plans
(together with the Principal Underwriting Agreement) have been approved by the
full board of trustees and separately by a majority of the independent trustees
of the fund who have no direct or indirect financial interest in the operation
of the Plans or the Principal Underwriting Agreement. In addition, the selection
and nomination of independent trustees of the fund are committed to the
discretion of the independent trustees during the existence of the Plans.

Potential benefits of the Plans to the fund include quality shareholder
services, savings to the fund in transfer agency costs, and benefits to the
investment process from growth or stability of assets. The Plans may not be
amended to materially increase the amount spent for distribution without
shareholder approval. Plan expenses are reviewed quarterly by the board of
trustees and the Plans must be renewed annually by the board of trustees.

FEE TO VIRGINIA COLLEGE SAVINGS PLAN -- With respect to Class 529 shares, as
compensation for its oversight and administration, Virginia College Savings Plan
receives a quarterly fee accrued daily and calculated at the annual rate of
0.10% on the first $30 billion of the net assets invested in Class 529 shares of
the American Funds, 0.09% on net assets between $30 billion and $60 billion,
0.08% on net assets between $60 billion and $90 billion, 0.07% on net assets
between $90 billion and $120 billion, and 0.06% on net assets between $120
billion and $150 billion. The fee for any given calendar quarter is accrued and
calculated on the basis of average net assets of Class 529 shares of the
American Funds for the last month of the prior calendar quarter.

OTHER COMPENSATION TO DEALERS -- As of July 2009, the top dealers (or their
affiliates) that American Funds Distributors anticipates will receive additional
compensation (as described in the prospectus) include:

AIG Advisors Group
Advantage Capital Corporation
American General Securities Incorporated
FSC Securities Corporation
Royal Alliance Associates, Inc.
SagePoint Financial, Inc.
AXA Advisors, LLC
Cadaret, Grant & Co., Inc
Cambridge Investment Research, Inc.
Commonwealth Financial Network
Cuna Brokerage Services, Inc.
Edward Jones
Genworth Financial Securities Corporation
Hefren-Tillotson, Inc.
HTK / Janney Montgomery Group
Hornor, Townsend & Kent, Inc.
Janney Montgomery Scott LLC
ING Advisors Network Inc.
Bancnorth Investment Group, Inc.
Financial Network Investment Corporation
Guaranty Brokerage Services, Inc.
ING Financial Partners, Inc.
Multi-Financial Securities Corporation
Primevest Financial Services, Inc.

American High-Income Trust -- Page 36
<PAGE>

Intersecurities / Transamerica
InterSecurities, Inc.
Transamerica Financial Advisors, Inc.
J. J. B. Hilliard, W. L. Lyons, LLC
JJB Hilliard/PNC Bank
PNC Bank, National Association
PNC Investments LLC
Lincoln Financial Advisors Corporation
Lincoln Financial Securities Corporation
LPL Group
Associated Securities Corp.
LPL Financial Corporation
Mutual Service Corporation
Uvest Investment Services
Waterstone Financial Group, Inc.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Metlife Enterprises
Metlife Securities Inc.
New England Securities
Tower Square Securities, Inc.
Walnut Street Securities, Inc.
MML Investors Services, Inc.
Morgan Keegan & Company, Inc.
Morgan Stanley Smith Barney LLC
National Planning Holdings Inc.
Invest Financial Corporation
Investment Centers of America, Inc.
National Planning Corporation
SII Investments, Inc.
NFP Securities, Inc.
Northwestern Mutual Investment Services, LLC
Park Avenue Securities LLC
PFS Investments Inc.
Raymond James Group
Raymond James & Associates, Inc.
Raymond James Financial Services Inc.
RBC Capital Markets Corporation
Robert W. Baird & Co. Incorporated
Securian / C.R.I.
CRI Securities, LLC
Securian Financial Services, Inc.
U.S. Bancorp Investments, Inc.
UBS Financial Services Inc.
Wells Fargo Network
A. G. Edwards, A Division Of Wells Fargo Advisors, LLC
First Clearing LLC
H.D. Vest Investment Securities, Inc.
Wells Fargo Advisors Financial Network, LLC
Wells Fargo Advisors Investment Services Group
Wells Fargo Advisors Latin American Channel
Wells Fargo Advisors Private Client Group
Wells Fargo Investments, LLC

American High-Income Trust -- Page 37
<PAGE>

EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. Purchases and sales of equity securities on a securities
exchange or an over-the-counter market are effected through broker-dealers who
receive commissions for their services. Generally, commissions relating to
securities traded on foreign exchanges will be higher than commissions relating
to securities traded on U.S. exchanges and may not be subject to negotiation.
Equity securities may also be purchased from underwriters at prices that include
underwriting fees. Purchases and sales of fixed-income securities are generally
made with an issuer or a primary market-maker acting as principal with no stated
brokerage commission. The price paid to an underwriter for fixed-income
securities includes underwriting fees. Prices for fixed-income securities in
secondary trades usually include undisclosed compensation to the market-maker
reflecting the spread between the bid and ask prices for the securities.

In selecting broker-dealers, the investment adviser strives to obtain "best
execution" (the most favorable total price reasonably attainable under the
circumstances) for the fund's portfolio transactions, taking into account a
variety of factors. These factors include the size and type of transaction, the
nature and character of the markets for the security to be purchased or sold,
the cost, quality and reliability of the executions and the broker-dealer's
ability to offer liquidity and anonymity. The investment adviser considers these
factors, which involve qualitative judgments, when selecting broker-dealers and
execution venues for fund portfolio transactions. The investment adviser views
best execution as a process that should be evaluated over time as part of an
overall relationship with particular broker-dealer firms rather than on a
trade-by-trade basis. The fund does not consider the investment adviser as
having an obligation to obtain the lowest commission rate available for a
portfolio transaction to the exclusion of price, service and qualitative
considerations.

The investment adviser may execute portfolio transactions with broker-dealers
who provide certain brokerage and/or investment research services to it, but
only when in the investment adviser's judgment the broker-dealer is capable of
providing best execution for that transaction. The receipt of these services
permits the investment adviser to supplement its own research and analysis and
makes available the views of, and information from, individuals and the research
staffs of other firms. Such views and information may be provided in the form of
written reports, telephone contacts and meetings with securities analysts. These
services may include, among other things, reports and other communications with
respect to individual companies, industries, countries and regions, economic,
political and legal developments, as well as scheduling meetings with corporate
executives and seminars and conferences related to relevant subject matters. The
investment adviser considers these services to be supplemental to its own
internal research efforts and therefore the receipt of investment research from
broker-dealers does not tend to reduce the expenses involved in the investment
adviser's research efforts. If broker-dealers were to discontinue providing such
services it is unlikely the investment adviser would attempt to replicate them
on its own, in part because they would then no longer provide an independent,
supplemental viewpoint. Nonetheless, if it were to attempt to do so, the
investment adviser would incur substantial additional costs. Research services
that the investment adviser receives from broker-dealers may be used by the
investment adviser in servicing the fund and other funds and accounts that it
advises; however, not all such services will necessarily benefit the fund.

American High-Income Trust -- Page 38
<PAGE>

The investment adviser may pay commissions in excess of what other
broker-dealers might have charged - including on an execution-only basis - for
certain portfolio transactions in recognition of brokerage and/or investment
research services provided by a broker-dealer. In this regard, the investment
adviser has adopted a brokerage allocation procedure consistent with the
requirements of Section 28(e) of the U.S. Securities Exchange Act of 1934.
Section 28(e) permits an investment adviser to cause an account to pay a higher
commission to a broker-dealer that provides certain brokerage and/or investment
research services to the investment adviser, if the investment adviser makes a
good faith determination that such commissions are reasonable in relation to the
value of the services provided by such broker-dealer to the investment adviser
in terms of that particular transaction or the investment adviser's overall
responsibility to the fund and other accounts that it advises. Certain brokerage
and/or investment research services may not necessarily benefit all accounts
paying commissions to each such broker-dealer; therefore, the investment adviser
assesses the reasonableness of commissions in light of the total brokerage and
investment research services provided by each particular broker-dealer.

In accordance with its internal brokerage allocation procedure, each equity
investment division of the investment adviser periodically assesses the
brokerage and investment research services provided by each broker-dealer from
which it receives such services. Using its judgment, each equity investment
division of the investment adviser then creates lists with suggested levels of
commissions for particular broker-dealers and provides those lists to its
trading desks. Neither the investment adviser nor the fund incurs any obligation
to any broker-dealer to pay for research by generating trading commissions. The
actual level of business received by any broker-dealer may be less than the
suggested level of commissions and can, and often does, exceed the suggested
level in the normal course of business. As part of its ongoing relationships
with broker-dealers, the investment adviser routinely meets with firms,
typically at the firm's request, to discuss the level and quality of the
brokerage and research services provided, as well as the perceived value and
cost of such services. In valuing the brokerage and investment research services
the investment adviser receives from broker-dealers in connection with its good
faith determination of reasonableness, the investment adviser does not attribute
a dollar value to such services, but rather takes various factors into
consideration, including the quantity, quality and usefulness of the services to
the investment adviser.

The investment adviser seeks, on an ongoing basis, to determine what the
reasonable levels of commission rates are in the marketplace. The investment
adviser takes various considerations into account when evaluating such
reasonableness, including, (a) rates quoted by broker-dealers, (b) the size of a
particular transaction in terms of the number of shares and dollar amount, (c)
the complexity of a particular transaction, (d) the nature and character of the
markets on which a particular trade takes place, (e) the ability of a
broker-dealer to provide anonymity while executing trades, (f) the ability of a
broker-dealer to execute large trades while minimizing market impact, (g) the
extent to which a broker-dealer has put its own capital at risk, (h) the level
and type of business done with a particular broker-dealer over a period of time,
(i) historical commission rates, and (j) commission rates that other
institutional investors are paying.

When executing portfolio transactions in the same equity security for the funds
and accounts, or portions of funds and accounts, over which the investment
adviser, through its equity investment divisions, has investment discretion,
each of the investment divisions will normally aggregate its respective
purchases or sales and execute them as part of the same transaction or series of
transactions. When executing portfolio transactions in the same fixed-income
security for the fund and the other funds or accounts over which it or one of
its affiliated companies has investment discretion, the investment adviser will
normally aggregate such purchases or sales

American High-Income Trust -- Page 39
<PAGE>

and execute them as part of the same transaction or series of transactions. The
objective of aggregating purchases and sales of a security is to allocate
executions in an equitable manner among the funds and other accounts that have
concurrently authorized a transaction in such security.

The investment adviser may place orders for the fund's portfolio transactions
with broker-dealers who have sold shares of the funds managed by the investment
adviser or its affiliated companies; however, it does not consider whether a
broker-dealer has sold shares of the funds managed by the investment adviser or
its affiliated companies when placing any such orders for the fund's portfolio
transactions.

Brokerage commissions paid on portfolio transactions for the fiscal years ended
September 30, 2009, 2008 and 2007 amounted to $183,000, $87,000 and $43,000. The
increase in commissions paid between 2008 and 2009 was largely due to an
increase in brokerage transactions and the number of shares transacted.

The fund is required to disclose information regarding investments in the
securities of its "regular" broker-dealers (or parent companies of its regular
broker-dealers) that derive more than 15% of their revenue from broker-dealer,
underwriter or investment adviser activities. A regular broker-dealer is (a) one
of the 10 broker-dealers that received from the fund the largest amount of
brokerage commissions by participating, directly or indirectly, in the fund's
portfolio transactions during the fund's most recent fiscal year; (b) one of the
10 broker-dealers that engaged as principal in the largest dollar amount of
portfolio transactions of the fund during the fund's most recent fiscal year; or
(c) one of the 10 broker-dealers that sold the largest amount of securities of
the fund during the fund's most recent fiscal year.

At the end of the fund's most recent fiscal year, the fund's regular
broker-dealers included Citigroup Global Markets Inc. As of the fund's most
recent fiscal year-end, the fund held equity securities of Citigroup Inc. in the
amount of $51,845,000. The fund held debt securities of Citigroup Inc. in the
amount of $17,873,000.

American High-Income Trust -- Page 40
<PAGE>

DISCLOSURE OF PORTFOLIO HOLDINGS

The fund's investment adviser, on behalf of the fund, has adopted policies and
procedures with respect to the disclosure of information about fund portfolio
securities. These policies and procedures have been reviewed by the fund's board
of trustees and compliance will be periodically assessed by the board in
connection with reporting from the fund's Chief Compliance Officer.

Under these policies and procedures, the fund's complete list of portfolio
holdings available for public disclosure, dated as of the end of each calendar
quarter, is permitted to be posted on the American Funds website no earlier than
the tenth day after such calendar quarter. In practice, the public portfolio
typically is posted on the website approximately 45 days after the end of the
calendar quarter. Such portfolio holdings information may then be disclosed to
any person pursuant to an ongoing arrangement to disclose portfolio holdings
information to such person no earlier than one day after the day on which the
information is posted on the American Funds website. The fund's custodian,
outside counsel and auditor, each of which requires portfolio holdings
information for legitimate business and fund oversight purposes, may receive the
information earlier.

Affiliated persons of the fund, including officers of the fund and employees of
the investment adviser and its affiliates, who receive portfolio holdings
information are subject to restrictions and limitations on the use and handling
of such information pursuant to applicable codes of ethics, including
requirements not to trade in securities based on confidential and proprietary
investment information, to maintain the confidentiality of such information, and
to preclear securities trades and report securities transactions activity, as
applicable. For more information on these restrictions and limitations, please
see the "Code of Ethics" section in this statement of additional information and
the Code of Ethics. Third party service providers of the fund, as described in
this statement of additional information, receiving such information are subject
to confidentiality obligations. When portfolio holdings information is disclosed
other than through the American Funds website to persons not affiliated with the
fund (which, as described above, would typically occur no earlier than one day
after the day on which the information is posted on the American Funds website),
such persons will be bound by agreements (including confidentiality agreements)
or fiduciary obligations that restrict and limit their use of the information to
legitimate business uses only. Neither the fund nor its investment adviser or
any affiliate thereof receives compensation or other consideration in connection
with the disclosure of information about portfolio securities.

American High-Income Trust -- Page 41
<PAGE>

Subject to board policies, the authority to disclose a fund's portfolio
holdings, and to establish policies with respect to such disclosure, resides
with the appropriate investment-related committees of the fund's investment
adviser. In exercising their authority, the committees determine whether
disclosure of information about the fund's portfolio securities is appropriate
and in the best interest of fund shareholders. The investment adviser has
implemented policies and procedures to address conflicts of interest that may
arise from the disclosure of fund holdings. For example, the investment
adviser's code of ethics specifically requires, among other things, the
safeguarding of information about fund holdings and contains prohibitions
designed to prevent the personal use of confidential, proprietary investment
information in a way that would conflict with fund transactions. In addition,
the investment adviser believes that its current policy of not selling portfolio
holdings information and not disclosing such information to unaffiliated third
parties until such holdings have been made public on the American Funds website
(other than to certain fund service providers for legitimate business and fund
oversight purposes) helps reduce potential conflicts of interest between fund
shareholders and the investment adviser and its affiliates.

American High-Income Trust -- Page 42
<PAGE>

PRICE OF SHARES

Shares are purchased at the offering price or sold at the net asset value price
next determined after the purchase or sell order is received and accepted by the
fund or the Transfer Agent; the offering or net asset value price is effective
for orders received prior to the time of determination of the net asset value
and, in the case of orders placed with dealers or their authorized designees,
accepted by the Principal Underwriter, the Transfer Agent, a dealer or any of
their designees. In the case of orders sent directly to the fund or the Transfer
Agent, an investment dealer should be indicated. The dealer is responsible for
promptly transmitting purchase and sell orders to the Principal Underwriter.

Orders received by the investment dealer or authorized designee, the Transfer
Agent or the fund after the time of the determination of the net asset value
will be entered at the next calculated offering price. Note that investment
dealers or other intermediaries may have their own rules about share
transactions and may have earlier cut-off times than those of the fund. For more
information about how to purchase through your intermediary, contact your
intermediary directly.

Prices that appear in the newspaper do not always indicate prices at which you
will be purchasing and redeeming shares of the fund, since such prices generally
reflect the previous day's closing price, while purchases and redemptions are
made at the next calculated price. The price you pay for shares, the offering
price, is based on the net asset value per share, which is calculated once daily
as of approximately 4 p.m. New York time, which is the normal close of trading
on the New York Stock Exchange, each day the Exchange is open. If, for example,
the Exchange closes at 1 p.m., the fund's share price would still be determined
as of 4 p.m. New York time. The New York Stock Exchange is currently closed on
weekends and on the following holidays: New Year's Day; Martin Luther King, Jr.
Day; Presidents' Day; Good Friday; Memorial Day; Independence Day; Labor Day;
Thanksgiving; and Christmas Day. Each share class of the fund has a separately
calculated net asset value (and share price).

All portfolio securities of funds managed by Capital Research and Management
Company (other than American Funds Money Market Fund) are valued, and the net
asset values per share for each share class are determined, as indicated below.
The fund follows standard industry practice by typically reflecting changes in
its holdings of portfolio securities on the first business day following a
portfolio trade.

Equity securities, including depositary receipts, are valued at the official
closing price of, or the last reported sale price on, the exchange or market on
which such securities are traded, as of the close of business on the day the
securities are being valued or, lacking any sales, at the last available bid
price. Prices for each security are taken from the principal exchange or market
in which the security trades. Fixed-income securities are valued at prices
obtained from one or more independent pricing vendors, when such prices are
available; however, in circumstances where the investment adviser deems it
appropriate to do so, such securities will be valued in good faith at the mean
quoted bid and asked prices that are reasonably and timely available (or bid
prices, if asked prices are not available) or at prices for securities of
comparable maturity, quality and type. The pricing vendors base bond prices on,
among other things, valuation matrices which may incorporate dealer-supplied
valuations, proprietary pricing models and an evaluation of the yield curve as
of approximately 3 p.m. New York time. The fund's investment adviser performs
certain checks on these prices prior to calculation of the fund's net asset
value.

American High-Income Trust -- Page 43
<PAGE>

Securities with both fixed-income and equity characteristics (e.g., convertible
bonds, preferred stocks, units comprised of more than one type of security,
etc.), or equity securities traded principally among fixed-income dealers, are
valued in the manner described above for either equity or fixed-income
securities, depending on which method is deemed most appropriate by the
investment adviser.

Securities with original maturities of one year or less having 60 days or less
to maturity are amortized to maturity based on their cost if acquired within 60
days of maturity, or if already held on the 60th day, based on the value
determined on the 61st day. Forward currency contracts are valued at the mean of
representative quoted bid and asked prices.

Assets or liabilities initially expressed in terms of currencies other than U.S.
dollars are translated prior to the next determination of the net asset value of
the fund's shares into U.S. dollars at the prevailing market rates.

Securities and assets for which market quotations are not readily available or
are considered unreliable are valued at fair value as determined in good faith
under policies approved by the fund's board. Subject to board oversight, the
fund's board has delegated the obligation to make fair valuation determinations
to a valuation committee established by the fund's investment adviser. The board
receives regular reports describing fair-valued securities and the valuation
methods used.

The valuation committee has adopted guidelines and procedures (consistent with
SEC rules and guidance) to consider certain relevant principles and factors when
making all fair value determinations. As a general principle, securities lacking
readily available market quotations, or that have quotations that are considered
unreliable by the investment adviser, are valued in good faith by the valuation
committee based upon what the fund might reasonably expect to receive upon their
current sale. Fair valuations and valuations of investments that are not
actively trading involve judgment and may differ materially from valuations that
would have been used had greater market activity occurred. The valuation
committee considers relevant indications of value that are reasonably and timely
available to it in determining the fair value to be assigned to a particular
security, such as the type and cost of the security, contractual or legal
restrictions on resale of the security, relevant financial or business
developments of the issuer, actively traded similar or related securities,
conversion or exchange rights on the security, related corporate actions,
significant events occurring after the close of trading in the security and
changes in overall market conditions.

Each class of shares represents interests in the same portfolio of investments
and is identical in all respects to each other class, except for differences
relating to distribution, service and other charges and expenses, certain voting
rights, differences relating to eligible investors, the designation of each
class of shares, conversion features and exchange privileges. Expenses
attributable to the fund, but not to a particular class of shares, are borne by
each class pro rata based on relative aggregate net assets of the classes.
Expenses directly attributable to a class of shares are borne by that class of
shares. Liabilities, including accruals of taxes and other expense items
attributable to particular share classes, are deducted from total assets
attributable to such share classes.

Net assets so obtained for each share class are divided by the total number of
shares outstanding of that share class, and the result, rounded to the nearest
cent, is the net asset value per share for that share class.

American High-Income Trust -- Page 44
<PAGE>

TAXES AND DISTRIBUTIONS

FUND TAXATION -- The fund has elected to be treated as a regulated investment
company under Subchapter M of the Internal Revenue Code (the "Code"). A
regulated investment company qualifying under Subchapter M of the Code is
required to distribute to its shareholders at least 90% of its investment
company taxable income (including the excess of net short-term capital gain over
net long-term capital losses) and generally is not subject to federal income tax
to the extent that it distributes annually 100% of its investment company
taxable income and net realized capital gains in the manner required under the
Code. The fund intends to distribute annually all of its investment company
taxable income and net realized capital gains and therefore does not expect to
pay federal income tax, although in certain circumstances the fund may determine
that it is in the interest of shareholders to distribute less than that amount.

To be treated as a regulated investment company under Subchapter M of the Code,
the fund must also (a) derive at least 90% of its gross income from dividends,
interest, payments with respect to securities loans, net income from certain
publicly traded partnerships and gains from the sale or other disposition of
securities or foreign currencies, or other income (including, but not limited
to, gains from options, futures or forward contracts) derived with respect to
the business of investing in such securities or currencies, and (b) diversify
its holdings so that, at the end of each fiscal quarter, (i) at least 50% of the
market value of the fund's assets is represented by cash, U.S. government
securities and securities of other regulated investment companies, and other
securities (for purposes of this calculation, generally limited in respect of
any one issuer, to an amount not greater than 5% of the market value of the
fund's assets and 10% of the outstanding voting securities of such issuer) and
(ii) not more than 25% of the value of its assets is invested in the securities
of any one issuer (other than U.S. government securities or the securities of
other regulated investment companies), two or more issuers which the fund
controls and which are determined to be engaged in the same or similar trades or
businesses or the securities of certain publicly traded partnerships.

Under the Code, a nondeductible excise tax of 4% is imposed on the excess of a
regulated investment company's "required distribution" for the calendar year
ending within the regulated investment company's taxable year over the
"distributed amount" for such calendar year. The term "required distribution"
generally means the sum of (a) 98% of ordinary income (generally net investment
income) for the calendar year, (b) 98% of capital gain (both long-term and
short-term) for the one-year period ending on October 31 (as though the one-year
period ending on October 31 were the regulated investment company's taxable
year) and (c) the sum of any untaxed, undistributed net investment income and
net capital gains of the regulated investment company for prior periods. The
term "distributed amount" generally means the sum of (a) amounts actually
distributed by the fund from its current year's ordinary income and capital gain
net income and (b) any amount on which the fund pays income tax during the
periods described above. Although the fund intends to distribute its net
investment income and net capital gains so as to avoid excise tax liability, the
fund may determine that it is in the interest of shareholders to distribute a
lesser amount.

The following information may not apply to you if you hold fund shares in a
tax-deferred account, such as a retirement plan or education savings account.
Please see your tax adviser for more information.

American High-Income Trust -- Page 45
<PAGE>

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS -- Dividends and capital gain
distributions on fund shares will be reinvested in shares of the fund of the
same class, unless shareholders indicate in writing that they wish to receive
them in cash or in shares of the same class of other American Funds, as provided
in the prospectus. Dividends and capital gain distributions by 529 share classes
will be automatically reinvested.

Distributions of investment company taxable income and net realized capital
gains to shareholders will be taxable whether received in shares or in cash,
unless such shareholders are exempt from taxation. Shareholders electing to
receive distributions in the form of additional shares will have a cost basis
for federal income tax purposes in each share so received equal to the net asset
value of that share on the reinvestment date. Dividends and capital gain
distributions by the fund to a tax-deferred retirement plan account are not
taxable currently. When a dividend or a capital gain is distributed by the fund,
the net asset value per share is reduced by the amount of the payment.

DIVIDENDS -- The fund intends to follow the practice of distributing
substantially all of its investment company taxable income. Investment
company taxable income generally includes dividends, interest, net
short-term capital gains in excess of net long-term capital losses, and
certain foreign currency gains, if any, less expenses and certain foreign
currency losses.

Under the Code, gains or losses attributable to fluctuations in exchange
rates that occur between the time the fund accrues receivables or
liabilities denominated in a foreign currency and the time the fund
actually collects such receivables, or pays such liabilities, generally are
treated as ordinary income or ordinary loss. Similarly, on disposition of
debt securities denominated in a foreign currency and on disposition of
certain futures contracts, forward contracts and options, gains or losses
attributable to fluctuations in the value of foreign currency between the
date of acquisition of the security or contract and the date of disposition
are also treated as ordinary gain or loss. These gains or losses, referred
to under the Code as Section 988 gains or losses, may increase or decrease
the amount of the fund's investment company taxable income to be
distributed to its shareholders as ordinary income.

If the fund invests in stock of certain passive foreign investment
companies, the fund may be subject to U.S. federal income taxation on a
portion of any "excess distribution" with respect to, or gain from the
disposition of, such stock. The tax would be determined by allocating such
distribution or gain ratably to each day of the fund's holding period for
the stock. The distribution or gain so allocated to any taxable year of the
fund, other than the taxable year of the excess distribution or
disposition, would be taxed to the fund at the highest ordinary income rate
in effect for such year, and the tax would be further increased by an
interest charge to reflect the value of the tax deferral deemed to have
resulted from the ownership of the foreign company's stock. Any amount of
distribution or gain allocated to the taxable year of the distribution or
disposition would be included in the fund's investment company taxable
income and, accordingly, would not be taxable to the fund to the extent
distributed by the fund as a dividend to its shareholders.

To avoid such tax and interest, the fund intends to elect to treat these
securities as sold on the last day of its fiscal year and recognize any
gains for tax purposes at that time. Under this election, deductions for
losses are allowable only to the extent of any prior recognized gains, and
both gains and losses will be treated as ordinary income or loss.

American High-Income Trust -- Page 46
<PAGE>

The fund will be required to distribute any resulting income, even though
it has not sold the security and received cash to pay such distributions.
Upon disposition of these securities, any gain recognized is treated as
ordinary income and loss is treated as ordinary loss to the extent of any
prior recognized gain.

Dividends from domestic corporations may comprise some portion of the
fund's gross income. To the extent that such dividends constitute any of
the fund's gross income, a portion of the income distributions of the fund
to corporate shareholders may be eligible for the deduction for dividends
received by corporations. Corporate shareholders will be informed of the
portion of dividends that so qualifies. The dividends-received deduction is
reduced to the extent that either the fund shares, or the underlying shares
of stock held by the fund, with respect to which dividends are received,
are treated as debt-financed under federal income tax law, and is
eliminated if the shares are deemed to have been held by the shareholder or
the fund, as the case may be, for less than 46 days during the 91-day
period beginning on the date that is 45 days before the date on which the
shares become ex-dividend. Capital gain distributions are not eligible for
the dividends-received deduction.

A portion of the difference between the issue price of zero coupon
securities and their face value (original issue discount) is considered to
be income to the fund each year, even though the fund will not receive cash
interest payments from these securities. This original issue discount
(imputed income) will comprise a part of the investment company taxable
income of the fund that must be distributed to shareholders in order to
maintain the qualification of the fund as a regulated investment company
and to avoid federal income taxation at the level of the fund.

The price of a bond purchased after its original issuance may reflect
market discount which, depending on the particular circumstances, may
affect the tax character and amount of income required to be recognized by
a fund holding the bond. In determining whether a bond is purchased with
market discount, certain de minimis rules apply.

Dividend and interest income received by the fund from sources outside the
United States may be subject to withholding and other taxes imposed by such
foreign jurisdictions. Tax conventions between certain countries and the
United States, however, may reduce or eliminate these foreign taxes. Some
foreign countries impose taxes on capital gains with respect to investments
by foreign investors.

CAPITAL GAIN DISTRIBUTIONS -- The fund also intends to distribute its net
capital gain each year. The fund's net capital gain is the entire excess of
net realized long-term capital gains over net realized short-term capital
losses. Net capital gains for a fiscal year are computed by taking into
account any capital loss carryforward of the fund.

If any net long-term capital gains in excess of net short-term capital
losses are retained by the fund for reinvestment, requiring federal income
taxes to be paid thereon by the fund, the fund intends to elect to treat
such capital gains as having been distributed to shareholders. As a result,
each shareholder will report such capital gains as long-term capital gains
taxable to individual shareholders at a maximum 15% capital gains rate,
will be able to claim a pro rata share of federal income taxes paid by the
fund on such gains as a credit against personal federal income tax
liability, and will be entitled to increase the

American High-Income Trust -- Page 47
<PAGE>

adjusted tax basis on fund shares by the difference between a pro rata
share of the retained gains and such shareholder's related tax credit.

SHAREHOLDER TAXATION -- In January of each year, individual shareholders holding
fund shares in taxable accounts will receive a statement of the federal income
tax status of all distributions. Shareholders of the fund also may be subject to
state and local taxes on distributions received from the fund.

DIVIDENDS -- Fund dividends are taxable to shareholders as ordinary income.
All or a portion of a fund's dividend distribution may be a "qualified
dividend." If the fund meets the applicable holding period requirement, it
will distribute dividends derived from qualified corporation dividends to
shareholders as qualified dividends. Interest income from bonds and money
market instruments and nonqualified foreign dividends will be distributed
to shareholders as nonqualified fund dividends. The fund will report on
Form 1099-DIV the amount of each shareholder's dividend that may be treated
as a qualified dividend. If a shareholder other than a corporation meets
the requisite holding period requirement, qualified dividends are taxable
at a maximum rate of 15%.

CAPITAL GAINS -- Distributions of net capital gain that the fund properly
designates as "capital gain dividends" generally will be taxable as
long-term capital gain, regardless of the length of time the shares of the
fund have been held by a shareholder. For non-corporate shareholders, a
capital gain distribution by the fund is subject to a maximum tax rate of
15%. Any loss realized upon the redemption of shares held at the time of
redemption for six months or less from the date of their purchase will be
treated as a long-term capital loss to the extent of any amounts treated as
distributions of long-term capital gains (including any undistributed
amounts treated as distributed capital gains, as described above) during
such six-month period.

Distributions by the fund result in a reduction in the net asset value of the
fund's shares. Investors should consider the tax implications of buying shares
just prior to a distribution. The price of shares purchased at that time
includes the amount of the forthcoming distribution. Those purchasing just prior
to a distribution will subsequently receive a partial return of their investment
capital upon payment of the distribution, which will be taxable to them.

The fund may make the election permitted under Section 853 of the Code so that
shareholders may (subject to limitations) be able to claim a credit or deduction
on their federal income tax returns for, and will be required to treat as part
of the amounts distributed to them, their pro rata portion of qualified taxes
paid by the fund to foreign countries (such taxes relate primarily to investment
income). The fund may make an election under Section 853 of the Code, provided
that more than 50% of the value of the total assets of the fund at the close of
the taxable year consists of securities of foreign corporations. The foreign tax
credit available to shareholders is subject to certain limitations imposed by
the Code.

Redemptions of shares, including exchanges for shares of other American Funds,
may result in federal, state and local tax consequences (gain or loss) to the
shareholder.

If a shareholder exchanges or otherwise disposes of shares of the fund within 90
days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously incurred
in acquiring the fund's shares will not be taken into account (to the

American High-Income Trust -- Page 48
<PAGE>

extent such previous sales charges do not exceed the reduction in sales charges)
for the purposes of determining the amount of gain or loss on the exchange, but
will be treated as having been incurred in the acquisition of such other
fund(s).

Any loss realized on a redemption or exchange of shares of the fund will be
disallowed to the extent substantially identical shares are reacquired within
the 61-day period beginning 30 days before and ending 30 days after the shares
are disposed of. Any loss disallowed under this rule will be added to the
shareholder's tax basis in the new shares purchased.

The fund will be required to report to the IRS all distributions of investment
company taxable income and capital gains as well as gross proceeds from the
redemption or exchange of fund shares, except in the case of certain exempt
shareholders. Under the backup withholding provisions of Section 3406 of the
Code, distributions of investment company taxable income and capital gains and
proceeds from the redemption or exchange of a regulated investment company may
be subject to backup withholding of federal income tax in the case of non-exempt
U.S. shareholders who fail to furnish the fund with their taxpayer
identification numbers and with required certifications regarding their status
under the federal income tax law. Withholding may also be required if the fund
is notified by the IRS or a broker that the taxpayer identification number
furnished by the shareholder is incorrect or that the shareholder has previously
failed to report interest or dividend income. If the withholding provisions are
applicable, any such distributions and proceeds, whether taken in cash or
reinvested in additional shares, will be reduced by the amounts required to be
withheld.

The foregoing discussion of U.S. federal income tax law relates solely to the
application of that law to U.S. persons (i.e., U.S. citizens and residents and
U.S. corporations, partnerships, trusts and estates). Each shareholder who is
not a U.S. person should consider the U.S. and foreign tax consequences of
ownership of shares of the fund, including the possibility that such a
shareholder may be subject to a U.S. withholding tax at a rate of 30% (or a
lower rate under an applicable income tax treaty) on dividend income received by
the shareholder.

Shareholders should consult their tax advisers about the application of federal,
state and local tax law in light of their particular situation.

American High-Income Trust -- Page 49
<PAGE>

UNLESS OTHERWISE NOTED, ALL REFERENCES IN THE FOLLOWING PAGES TO CLASS A, B, C
OR F-1 SHARES ALSO REFER TO THE CORRESPONDING CLASS 529-A, 529-B, 529-C OR
529-F-1 SHARES. CLASS 529 SHAREHOLDERS SHOULD ALSO REFER TO THE APPLICABLE
PROGRAM DESCRIPTION FOR INFORMATION ON POLICIES AND SERVICES SPECIFICALLY
RELATING TO THESE ACCOUNTS. SHAREHOLDERS HOLDING SHARES THROUGH AN ELIGIBLE
RETIREMENT PLAN SHOULD CONTACT THEIR PLAN'S ADMINISTRATOR OR RECORDKEEPER FOR
INFORMATION REGARDING PURCHASES, SALES AND EXCHANGES.

PURCHASE AND EXCHANGE OF SHARES

PURCHASES BY INDIVIDUALS -- As described in the prospectus, you may generally
open an account and purchase fund shares by contacting a financial adviser or
investment dealer authorized to sell the fund's shares. You may make investments
by any of the following means:

CONTACTING YOUR FINANCIAL ADVISER -- Deliver or mail a check to your
financial adviser.

BY MAIL -- For initial investments, you may mail a check, made payable to
the fund, directly to the address indicated on the account application.
Please indicate an investment dealer on the account application. You may
make additional investments by filling out the "Account Additions" form at
the bottom of a recent transaction confirmation and mailing the form, along
with a check made payable to the fund, using the envelope provided with
your confirmation.

The amount of time it takes for us to receive regular U.S. postal mail may
vary and there is no assurance that we will receive such mail on the day
you expect. Mailing addresses for regular U.S. postal mail can be found in
the prospectus. To send investments or correspondence to us via overnight
mail or courier service, use either of the following addresses:

American Funds
8332 Woodfield Crossing Blvd.
Indianapolis, IN 46240-2482

American Funds
5300 Robin Hood Rd.
Norfolk, VA 23513-2407

BY TELEPHONE -- Using the American FundsLine. Please see the "Shareholder
account services and privileges" section of this statement of additional
information for more information regarding this service.

BY INTERNET -- Using americanfunds.com. Please see the "Shareholder account
services and privileges" section of this statement of additional
information for more information regarding this service.

BY WIRE -- If you are making a wire transfer, instruct your bank to wire
funds to:

Wells Fargo Bank
ABA Routing No. 121000248
Account No. 4600-076178

American High-Income Trust -- Page 50
<PAGE>

Your bank should include the following information when wiring funds:

For credit to the account of:
American Funds Service Company
(fund's name)

For further credit to:
(shareholder's fund account number)
(shareholder's name)

You may contact American Funds Service Company at 800/421-0180 if you have
questions about making wire transfers.

OTHER PURCHASE INFORMATION -- The Principal Underwriter will not knowingly sell
shares of the fund directly or indirectly to any person or entity, where, after
the sale, such person or entity would own beneficially directly or indirectly
more than 4.5% of the outstanding shares of the fund without the consent of a
majority of the fund's board.

Class 529 shares may be purchased only through CollegeAmerica by investors
establishing qualified higher education savings accounts. Class 529-E shares may
be purchased only by investors participating in CollegeAmerica through an
eligible employer plan. The American Funds state tax-exempt funds are qualified
for sale only in certain jurisdictions, and tax-exempt funds in general should
not serve as retirement plan investments. In addition, the fund and the
Principal Underwriter reserve the right to reject any purchase order.

Class R-5 and R-6 shares may be made available to certain charitable foundations
organized and maintained by The Capital Group Companies, Inc. or its affiliates.

Class R-5 and R-6 shares may also be made available to the Virginia College
Savings Plan for use in the Virginia Education Savings Trust and the Virginia
Prepaid Education Program.

PURCHASE MINIMUMS AND MAXIMUMS -- All investments are subject to the purchase
minimums and maximums described in the prospectus. As noted in the prospectus,
purchase minimums may be waived or reduced in certain cases.

In the case of American Funds non-tax-exempt funds, the initial purchase minimum
of $25 may be waived for the following account types:

. Payroll deduction retirement plan accounts (such as, but not limited
to, 403(b), 401(k), SIMPLE IRA, SARSEP and deferred compensation plan
accounts); and

. Employer-sponsored CollegeAmerica accounts.

The following account types may be established without meeting the initial
purchase minimum:

. Retirement accounts that are funded with employer contributions; and

. Accounts that are funded with monies set by court decree.

American High-Income Trust -- Page 51
<PAGE>

The following account types may be established without meeting the initial
purchase minimum, but shareholders wishing to invest in two or more funds must
meet the normal initial purchase minimum of each fund:

. Accounts that are funded with (a) transfers of assets, (b) rollovers
from retirement plans, (c) rollovers from 529 college savings plans or
(d) required minimum distribution automatic exchanges; and

. American Funds money market fund accounts registered in the name of
clients of Capital Guardian Trust Company's Personal Investment
Management group.

Certain accounts held on the fund's books, known as omnibus accounts, contain
multiple underlying accounts that are invested in shares of the fund. These
underlying accounts are maintained by entities such as financial intermediaries
and are subject to the applicable initial purchase minimums as described in the
prospectus and this statement of additional information. However, in the case
where the entity maintaining these accounts aggregates the accounts' purchase
orders for fund shares, such accounts are not required to meet the fund's
minimum amount for subsequent purchases.

EXCHANGES -- You may only exchange shares into other American Funds within the
same share class. However, exchanges from Class A shares of American Funds Money
Market Fund may be made to Class C shares of other American Funds for dollar
cost averaging purposes. Exchanges are not permitted from Class A shares of
American Funds Money Market Fund to Class C shares of Intermediate Bond Fund of
America, Limited Term Tax-Exempt Bond Fund of America or Short-Term Bond Fund of
America. Exchange purchases are subject to the minimum investment requirements
of the fund purchased and no sales charge generally applies. However, exchanges
of shares from American Funds Money Market Fund are subject to applicable sales
charges, unless the American Funds Money Market Fund shares were acquired by an
exchange from a fund having a sales charge, or by reinvestment or
cross-reinvestment of dividends or capital gain distributions. Exchanges of
Class F shares generally may only be made through fee-based programs of
investment firms that have special agreements with the fund's distributor and
certain registered investment advisers.

You may exchange shares of other classes by contacting the Transfer Agent, by
contacting your investment dealer or financial adviser, by using American
FundsLine or americanfunds.com, or by telephoning 800/421-0180 toll-free, or
faxing (see "American Funds Service Company service areas" in the prospectus for
the appropriate fax numbers) the Transfer Agent. For more information, see
"Shareholder account services and privileges" in this statement of additional
information. THESE TRANSACTIONS HAVE THE SAME TAX CONSEQUENCES AS ORDINARY SALES
AND PURCHASES.

Shares held in employer-sponsored retirement plans may be exchanged into other
American Funds by contacting your plan administrator or recordkeeper. Exchange
redemptions and purchases are processed simultaneously at the share prices next
determined after the exchange order is received (see "Price of shares" in this
statement of additional information).

American High-Income Trust -- Page 52
<PAGE>

FREQUENT TRADING OF FUND SHARES -- As noted in the prospectus, certain
redemptions may trigger a purchase block lasting 30 calendar days under the
fund's "purchase blocking policy." Under this policy, systematic redemptions
will not trigger a purchase block and systematic purchases will not be
prevented. For purposes of this policy, systematic redemptions include, for
example, regular periodic automatic redemptions and statement of intention
escrow share redemptions. Systematic purchases include, for example, regular
periodic automatic purchases and automatic reinvestments of dividends and
capital gain distributions.

OTHER POTENTIALLY ABUSIVE ACTIVITY -- In addition to implementing purchase
blocks, American Funds Service Company will monitor for other types of activity
that could potentially be harmful to the American Funds - for example,
short-term trading activity in multiple funds. When identified, American Funds
Service Company will request that the shareholder discontinue the activity. If
the activity continues, American Funds Service Company will freeze the
shareholder account to prevent all activity other than redemptions of fund
shares.

MOVING BETWEEN SHARE CLASSES

If you wish to "move" your investment between share classes (within the
same fund or between different funds), we generally will process your
request as an exchange of the shares you currently hold for shares in the
new class or fund. Below is more information about how sales charges are
handled for various scenarios.

EXCHANGING CLASS B SHARES FOR CLASS A SHARES -- If you exchange Class B
shares for Class A shares during the contingent deferred sales charge
period you are responsible for paying any applicable deferred sales charges
attributable to those Class B shares, but you will not be required to pay a
Class A sales charge. If, however, you exchange your Class B shares for
Class A shares after the contingent deferred sales charge period, you are
responsible for paying any applicable Class A sales charges.

EXCHANGING CLASS C SHARES FOR CLASS A SHARES -- If you exchange Class C
shares for Class A shares, you are still responsible for paying any Class C
contingent deferred sales charges and applicable Class A sales charges.

EXCHANGING CLASS C SHARES FOR CLASS F SHARES -- If you are part of a
qualified fee-based program and you wish to exchange your Class C shares
for Class F shares to be held in the program, you are still responsible for
paying any applicable Class C contingent deferred sales charges.

EXCHANGING CLASS F SHARES FOR CLASS A SHARES -- You can exchange Class F
shares held in a qualified fee-based program for Class A shares without
paying an initial Class A sales charge if all of the following requirements
are met: (a) you are leaving or have left the fee-based program, (b) you
have held the Class F shares in the program for at least one year, and (c)
you notify American Funds Service Company of your request. If you have
already redeemed your Class F shares, the foregoing requirements apply and
you must purchase Class A shares within 90 days after redeeming your Class
F shares to receive the Class A shares without paying an initial Class A
sales charge.

American High-Income Trust -- Page 53
<PAGE>

EXCHANGING CLASS A SHARES FOR CLASS F SHARES -- If you are part of a
qualified fee-based program and you wish to exchange your Class A shares
for Class F shares to be held in the program, any Class A sales charges
(including contingent deferred sales charges) that you paid or are payable
will not be credited back to your account.

EXCHANGING CLASS A SHARES FOR CLASS R SHARES -- Provided it is eligible to
invest in Class R shares, a retirement plan currently invested in Class A
shares may exchange its shares for Class R shares. Any Class A sales
charges that the retirement plan previously paid will not be credited back
to the plan's account.

EXCHANGING CLASS F-1 SHARES FOR CLASS F-2 SHARES -- If you are part of a
qualified fee-based program that offers Class F-2 shares, you may exchange
your Class F-1 shares for Class F-2 shares to be held in the program.

MOVING BETWEEN OTHER SHARE CLASSES -- If you desire to move your investment
between share classes and the particular scenario is not described in this
statement of additional information, please contact American Funds Service
Company at 800/421-0180 for more information.

NON-REPORTABLE TRANSACTIONS -- Automatic conversions described in the
prospectus will be non-reportable for tax purposes. In addition, except in
the case of a movement between a 529 share class and a non-529 share class,
an exchange of shares from one share class of a fund to another share class
of the same fund will be treated as a non-reportable exchange for tax
purposes, provided that the exchange request is received in writing by
American Funds Service Company and processed as a single transaction.

American High-Income Trust -- Page 54
<PAGE>

SALES CHARGES

CLASS A PURCHASES

PURCHASES BY CERTAIN 403(B) PLANS

A 403(b) plan may not invest in Class A or C shares unless such plan was
invested in Class A or C shares before January 1, 2009.

Participant accounts of a 403(b) plan that were treated as an
individual-type plan for sales charge purposes before January 1, 2009, may
continue to be treated as accounts of an individual-type plan for sales
charge purposes. Participant accounts of a 403(b) plan that were treated as
an employer-sponsored plan for sales charge purposes before January 1,
2009, may continue to be treated as accounts of an employer-sponsored plan
for sales charge purposes. Participant accounts of a 403(b) plan that is
established on or after January 1, 2009 are treated as accounts of an
employer-sponsored plan for sales charge purposes.

PURCHASES BY SEP PLANS AND SIMPLE IRA PLANS

Participant accounts in a Simplified Employee Pension (SEP) plan or a
Savings Incentive Match Plan for Employees of Small Employers IRA (SIMPLE
IRA) plan will be aggregated together for Class A sales charge purposes if
the SEP plan or SIMPLE IRA plan was established after November 15, 2004 by
an employer adopting a prototype plan produced by American Funds
Distributors, Inc. In the case where the employer adopts any other plan
(including, but not limited to, an IRS model agreement), each participant's
account in the plan will be aggregated with the participant's own personal
investments that qualify under the aggregation policy. A SEP plan or SIMPLE
IRA plan with a certain method of aggregating participant accounts as of
November 15, 2004 may continue with that method so long as the employer has
not modified the plan document since that date.

OTHER PURCHASES

Pursuant to a determination of eligibility by a vice president or more
senior officer of the Capital Research and Management Company Fund
Administration Unit, or by his or her designee, Class A shares of the
American Funds stock, stock/bond and bond funds may be sold at net asset
value to:

(1) current or retired directors, trustees, officers and advisory board
members of, and certain lawyers who provide services to, the funds
managed by Capital Research and Management Company, current or retired
employees of Washington Management Corporation, current or retired
employees and partners of The Capital Group Companies, Inc. and its
affiliated companies, certain family members of the above persons, and
trusts or plans primarily for such persons;

(2) currently registered representatives and assistants directly employed
by such representatives, retired registered representatives with
respect to accounts established while active, or full-time employees
(collectively, "Eligible Persons") (and their (a) spouses or
equivalents if recognized under local law, (b) parents and children,
including parents and children in step and adoptive relationships,
sons-in-law and daughters-in-law, and (c) parents-in-law, if the
Eligible Persons or the

American High-Income Trust -- Page 55
<PAGE>

spouses, children or parents of the Eligible Persons are listed in the
account registration with the parents-in-law) of dealers who have
sales agreements with the Principal Underwriter (or who clear
transactions through such dealers), plans for the dealers, and plans
that include as participants only the Eligible Persons, their spouses,
parents and/or children;

(3) currently registered investment advisers ("RIAs") and assistants
directly employed by such RIAs, retired RIAs with respect to accounts
established while active, or full-time employees (collectively,
"Eligible Persons") (and their (a) spouses or equivalents if
recognized under local law, (b) parents and children, including
parents and children in step and adoptive relationships, sons-in-law
and daughters-in-law and (c) parents-in-law, if the Eligible Persons
or the spouses, children or parents of the Eligible Persons are listed
in the account registration with the parents-in-law) of RIA firms that
are authorized to sell shares of the funds, plans for the RIA firms,
and plans that include as participants only the Eligible Persons,
their spouses, parents and/or children;

(4) companies exchanging securities with the fund through a merger,
acquisition or exchange offer;

(5) insurance company separate accounts;

(6) accounts managed by subsidiaries of The Capital Group Companies, Inc.;

(7) The Capital Group Companies, Inc., its affiliated companies and
Washington Management Corporation;

(8) an individual or entity with a substantial business relationship with
The Capital Group Companies, Inc. or its affiliates, or an individual
or entity related or relating to such individual or entity;

(9) wholesalers and full-time employees directly supporting wholesalers
involved in the distribution of insurance company separate accounts
whose underlying investments are managed by any affiliate of The
Capital Group Companies, Inc.; and

(10) full-time employees of banks that have sales agreements with the
Principal Underwriter, who are solely dedicated to directly supporting
the sale of mutual funds.

Shares are offered at net asset value to these persons and organizations
due to anticipated economies in sales effort and expense. Once an account
is established under this net asset value privilege, additional investments
can be made at net asset value for the life of the account.

TRANSFERS TO COLLEGEAMERICA -- A transfer from the Virginia Prepaid
Education Program/SM/ or the Virginia Education Savings Trust/SM/ to a
CollegeAmerica account will be made with no sales charge. No commission
will be paid to the dealer on such a transfer.

American High-Income Trust -- Page 56
<PAGE>

MOVING BETWEEN ACCOUNTS -- Investments in certain account types may be moved to
other account types without incurring additional Class A sales charges. These
transactions include, for example:

. redemption proceeds from a non-retirement account (for example, a
joint tenant account) used to purchase fund shares in an IRA or other
individual-type retirement account;

. required minimum distributions from an IRA or other individual-type
retirement account used to purchase fund shares in a non-retirement
account; and

. death distributions paid to a beneficiary's account that are used by
the beneficiary to purchase fund shares in a different account.

LOAN REPAYMENTS -- Repayments on loans taken from a retirement plan or an
individual-type retirement account are not subject to sales charges if American
Funds Service Company is notified of the repayment.

DEALER COMMISSIONS AND COMPENSATION -- Commissions (up to 1.00%) are paid to
dealers who initiate and are responsible for certain Class A share purchases not
subject to initial sales charges. These purchases consist of purchases of $1
million or more, purchases by employer-sponsored defined contribution-type
retirement plans investing $1 million or more or with 100 or more eligible
employees, and purchases made at net asset value by certain retirement plans,
endowments and foundations with assets of $50 million or more. Commissions on
such investments (other than IRA rollover assets that roll over at no sales
charge under the fund's IRA rollover policy as described in the prospectus) are
paid to dealers at the following rates: 1.00% on amounts of less than $4
million, 0.50% on amounts of at least $4 million but less than $10 million and
0.25% on amounts of at least $10 million. Commissions are based on cumulative
investments over the life of the account with no adjustment for redemptions,
transfers, or market declines. For example, if a shareholder has accumulated
investments in excess of $4 million (but less than $10 million) and subsequently
redeems all or a portion of the account(s), purchases following the redemption
will generate a dealer commission of 0.50%.

A dealer concession of up to 1% may be paid by the fund under its Class A
plan of distribution to reimburse the Principal Underwriter in connection
with dealer and wholesaler compensation paid by it with respect to investments
made with no initial sales charge.

American High-Income Trust -- Page 57
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SALES CHARGE REDUCTIONS AND WAIVERS

REDUCING YOUR CLASS A SALES CHARGE -- As described in the prospectus, there are
various ways to reduce your sales charge when purchasing Class A shares.
Additional information about Class A sales charge reductions is provided below.

STATEMENT OF INTENTION -- By establishing a statement of intention (the
"Statement"), you enter into a nonbinding commitment to purchase shares of
the American Funds (excluding American Funds Money Market Fund) over a
13-month period and receive the same sales charge (expressed as a
percentage of your purchases) as if all shares had been purchased at once,
unless the Statement is upgraded as described below.

The Statement period starts on the date on which your first purchase made
toward satisfying the Statement is processed. The market value of your
existing holdings eligible to be aggregated (see below) as of the day
immediately before the start of the Statement period may be credited toward
satisfying the Statement.

You may revise the commitment you have made in your Statement upward at any
time during the Statement period. If your prior commitment has not been met
by the time of the revision, the Statement period during which purchases
must be made will remain unchanged. Purchases made from the date of the
revision will receive the reduced sales charge, if any, resulting from the
revised Statement. If your prior commitment has been met by the time of the
revision, your original Statement will be considered met and a new
Statement will be established.

The Statement will be considered completed if the shareholder dies within
the 13-month Statement period. Commissions to dealers will not be adjusted
or paid on the difference between the Statement amount and the amount
actually invested before the shareholder's death.

When a shareholder elects to use a Statement, shares equal to 5% of the
dollar amount specified in the Statement may be held in escrow in the
shareholder's account out of the initial purchase (or subsequent purchases,
if necessary) by the Transfer Agent. All dividends and any capital gain
distributions on shares held in escrow will be credited to the
shareholder's account in shares (or paid in cash, if requested). If the
intended investment is not completed within the specified Statement period,
the purchaser may be required to remit to the Principal Underwriter the
difference between the sales charge actually paid and the sales charge
which would have been paid if the total of such purchases had been made at
a single time. Any dealers assigned to the shareholder's account at the
time a purchase was made during the Statement period will receive a
corresponding commission adjustment if appropriate. If the difference is
not paid by the close of the Statement period, the appropriate number of
shares held in escrow will be redeemed to pay such difference. If the
proceeds from this redemption are inadequate, the purchaser may be liable
to the Principal Underwriter for the balance still outstanding.

Certain payroll deduction retirement plans purchasing Class A shares under
a Statement on or before November 12, 2006, may continue to purchase Class
A shares at the sales charge determined by that particular Statement until
the plans' values reach the amounts specified in their Statements. Upon
reaching such amounts, the Statements for these plans will be deemed
completed and will terminate. In addition, effective May 1, 2009, the

American High-Income Trust -- Page 58
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Statements for these plans will expire if they have not been met by the
next anniversary of the establishment of such Statement. After such
termination, these plans are eligible for additional sales charge
reductions by meeting the criteria under the fund's rights of accumulation
policy.

In addition, if you currently have individual holdings in American Legacy
variable annuity contracts or variable life insurance policies that were
established on or before March 31, 2007, you may continue to apply
purchases under such contracts and policies to a Statement.

Shareholders purchasing shares at a reduced sales charge under a Statement
indicate their acceptance of these terms and those in the prospectus with
their first purchase.

AGGREGATION -- Qualifying investments for aggregation include those made by
you and your "immediate family" as defined in the prospectus, if all
parties are purchasing shares for their own accounts and/or:

. individual-type employee benefit plans, such as an IRA,
single-participant Keogh-type plan, or a participant account of a
403(b) plan that is treated as an individual-type plan for sales
charge purposes (see "Purchases by certain 403(b) plans" under "Sales
charges" in this statement of additional information);

. SEP plans and SIMPLE IRA plans established after November 15, 2004 by
an employer adopting any plan document other than a prototype plan
produced by American Funds Distributors, Inc.;

. business accounts solely controlled by you or your immediate family
(for example, you own the entire business);

. trust accounts established by you or your immediate family (for trusts
with only one primary beneficiary, upon the trustor's death the trust
account may be aggregated with such beneficiary's own accounts; for
trusts with multiple primary beneficiaries, upon the trustor's death
the trustees of the trust may instruct American Funds Service Company
to establish separate trust accounts for each primary beneficiary;
each primary beneficiary's separate trust account may then be
aggregated with such beneficiary's own accounts);

. endowments or foundations established and controlled by you or your
immediate family; or

. 529 accounts, which will be aggregated at the account owner level
(Class 529-E accounts may only be aggregated with an eligible employer
plan).

Individual purchases by a trustee(s) or other fiduciary(ies) may also be
aggregated if the investments are:

. for a single trust estate or fiduciary account, including employee
benefit plans other than the individual-type employee benefit plans
described above;

. made for two or more employee benefit plans of a single employer or of
affiliated employers as defined in the 1940 Act, excluding the
individual-type employee benefit plans described above;

American High-Income Trust -- Page 59
<PAGE>

. for a diversified common trust fund or other diversified pooled
account not specifically formed for the purpose of accumulating fund
shares;

. for nonprofit, charitable or educational organizations, or any
endowments or foundations established and controlled by such
organizations, or any employer-sponsored retirement plans established
for the benefit of the employees of such organizations, their
endowments, or their foundations;

. for participant accounts of a 403(b) plan that is treated as an
employer-sponsored plan for sales charge purposes (see "Purchases by
certain 403(b) plans" under "Sales charges" in this statement of
additional information), or made for participant accounts of two or
more such plans, in each case of a single employer or affiliated
employers as defined in the 1940 Act; or

. for a SEP or SIMPLE IRA plan established after November 15, 2004 by an
employer adopting a prototype plan produced by American Funds
Distributors, Inc.

Purchases made for nominee or street name accounts (securities held in the
name of an investment dealer or another nominee such as a bank trust
department instead of the customer) may not be aggregated with those made
for other accounts and may not be aggregated with other nominee or street
name accounts unless otherwise qualified as described above.

CONCURRENT PURCHASES -- As described in the prospectus, you may reduce your
Class A sales charge by combining purchases of all classes of shares in the
American Funds, as well as holdings in Endowments and applicable holdings
in the American Funds Target Date Retirement Series. Shares of money market
funds purchased through an exchange, reinvestment or cross-reinvestment
from a fund having a sales charge also qualify. However, direct purchases
of American Funds Money Market Fund are excluded. If you currently have
individual holdings in American Legacy variable annuity contracts or
variable life insurance policies that were established on or before March
31, 2007, you may continue to combine purchases made under such contracts
and policies to reduce your Class A sales charge.

RIGHTS OF ACCUMULATION -- Subject to the limitations described in the
aggregation policy, you may take into account your accumulated holdings in
all share classes of the American Funds, as well as your holdings in
Endowments and applicable holdings in the American Funds Target Date
Retirement Series, to determine your sales charge on investments in
accounts eligible to be aggregated. Direct purchases of American Funds
Money Market Fund are excluded. Subject to your investment dealer's or
recordkeeper's capabilities, your accumulated holdings will be calculated
as the higher of (a) the current value of your existing holdings (the
"market value") as of the day prior to your American Funds investment or
(b) the amount you invested (including reinvested dividends and capital
gains, but excluding capital appreciation) less any withdrawals (the "cost
value"). Depending on the entity on whose books your account is held, the
value of your holdings in that account may not be eligible for calculation
at cost value. For example, accounts held in nominee or street name may not
be eligible for calculation at cost value and instead may be calculated at
market value for purposes of rights of accumulation.

American High-Income Trust -- Page 60
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The value of all of your holdings in accounts established in calendar year
2005 or earlier will be assigned an initial cost value equal to the market
value of those holdings as of the last business day of 2005. Thereafter,
the cost value of such accounts will increase or decrease according to
actual investments or withdrawals. You must contact your financial adviser
or American Funds Service Company if you have additional information that
is relevant to the calculation of the value of your holdings.

When determining your American Funds Class A sales charge, if your
investment is not in an employer-sponsored retirement plan, you may also
continue to take into account the market value (as of the day prior to your
American Funds investment) of your individual holdings in various American
Legacy variable annuity contracts and variable life insurance policies that
were established on or before March 31, 2007. An employer-sponsored
retirement plan may also continue to take into account the market value of
its investments in American Legacy Retirement Investment Plans that were
established on or before March 31, 2007.

You may not purchase Class C or 529-C shares if such combined holdings
cause you to be eligible to purchase Class A or 529-A shares at the $1
million or more sales charge discount rate (i.e. at net asset value).

If you make a gift of American Funds Class A shares, upon your request, you
may purchase the shares at the sales charge discount allowed under rights
of accumulation of all of your American Funds and applicable American
Legacy accounts.

RIGHT OF REINVESTMENT -- As described in the prospectus, certain
transactions may be eligible for investment without a sales charge pursuant
to the fund's right of reinvestment policy. Recent legislation suspended
required minimum distributions from individual retirement accounts and
employer-sponsored retirement plan accounts for the 2009 tax year. Given
this suspension, proceeds from an automatic withdrawal plan to satisfy a
required minimum distribution may be invested without a sales charge for
the 2009 tax year, or any subsequent period, to the extent such legislation
is extended. This policy is subject to any restrictions regarding the
investment of proceeds from a required minimum distribution that may be
established by the transfer agent.

CDSC WAIVERS FOR CLASS A, B AND C SHARES -- As noted in the prospectus, a
contingent deferred sales charge ("CDSC") may be waived for redemptions due to
death or post-purchase disability of a shareholder (this generally excludes
accounts registered in the names of trusts and other entities). In the case of
joint tenant accounts, if one joint tenant dies, a surviving joint tenant, at
the time he or she notifies the Transfer Agent of the other joint tenant's death
and removes the decedent's name from the account, may redeem shares from the
account without incurring a CDSC. Redemptions made after the Transfer Agent is
notified of the death of a joint tenant will be subject to a CDSC.

In addition, a CDSC may be waived for the following types of transactions, if
together they do not exceed 12% of the value of an "account" (defined below)
annually (the "12% limit"):

. Required minimum distributions taken from retirement accounts upon the
shareholder's attainment of age 70-1/2 (required minimum distributions
that continue to be taken by the beneficiary(ies) after the account
owner is deceased also qualify for a waiver).

American High-Income Trust -- Page 61
<PAGE>

. Redemptions through an automatic withdrawal plan ("AWP") (see
"Automatic withdrawals" under "Shareholder account services and
privileges" in this statement of additional information). For each AWP
payment, assets that are not subject to a CDSC, such as appreciation
on shares and shares acquired through reinvestment of dividends and/or
capital gain distributions, will be redeemed first and will count
toward the 12% limit. If there is an insufficient amount of assets not
subject to a CDSC to cover a particular AWP payment, shares subject to
the lowest CDSC will be redeemed next until the 12% limit is reached.
Any dividends and/or capital gain distributions taken in cash by a
shareholder who receives payments through an AWP will also count
toward the 12% limit. In the case of an AWP, the 12% limit is
calculated at the time an automatic redemption is first made, and is
recalculated at the time each additional automatic redemption is made.
Shareholders who establish an AWP should be aware that the amount of a
payment not subject to a CDSC may vary over time depending on
fluctuations in the value of their accounts. This privilege may be
revised or terminated at any time.

For purposes of this paragraph, "account" means:

. in the case of Class A shares, your investment in Class A shares of
all American Funds (investments representing direct purchases of
American Funds Money Market Fund are excluded);

. in the case of Class B shares, your investment in Class B shares of
the particular fund from which you are making the redemption; and

. in the case of Class C shares, your investment in Class C shares of
the particular fund from which you are making the redemption.

CDSC waivers are allowed only in the cases listed here and in the prospectus.
For example, CDSC waivers will not be allowed on redemptions of Class 529-B and
529-C shares due to termination of CollegeAmerica; a determination by the
Internal Revenue Service that CollegeAmerica does not qualify as a qualified
tuition program under the Code; proposal or enactment of law that eliminates or
limits the tax-favored status of CollegeAmerica; or elimination of the fund by
the Virginia College Savings Plan as an option for additional investment within
CollegeAmerica.

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SELLING SHARES

The methods for selling (redeeming) shares are described more fully in the
prospectus. If you wish to sell your shares by contacting American Funds Service
Company directly, any such request must be signed by the registered
shareholders. To contact American Funds Service Company via overnight mail or
courier service, see "Purchase and exchange of shares."

A signature guarantee may be required for certain redemptions. In such an event,
your signature may be guaranteed by a domestic stock exchange or the Financial
Industry Regulatory Authority, bank, savings association or credit union that is
an eligible guarantor institution. The Transfer Agent reserves the right to
require a signature guarantee on any redemptions.

Additional documentation may be required for sales of shares held in corporate,
partnership or fiduciary accounts. You must include with your written request
any shares you wish to sell that are in certificate form.

If you sell Class A, B or C shares and request a specific dollar amount to be
sold, we will sell sufficient shares so that the sale proceeds, after deducting
any applicable CDSC, equals the dollar amount requested.

Redemption proceeds will not be mailed until sufficient time has passed to
provide reasonable assurance that checks or drafts (including certified or
cashier's checks) for shares purchased have cleared (which may take up to 10
business days from the purchase date). Except for delays relating to clearance
of checks for share purchases or in extraordinary circumstances (and as
permissible under the 1940 Act), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.

You may request that redemption proceeds of $1,000 or more from American Funds
Money Market Fund be wired to your bank by writing American Funds Service
Company. A signature guarantee is required on all requests to wire funds.

American High-Income Trust -- Page 63
<PAGE>

SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES

The following services and privileges are generally available to all
shareholders. However, certain services and privileges described in the
prospectus and this statement of additional information may not be available for
Class 529 shareholders or if your account is held with an investment dealer or
through an employer-sponsored retirement plan.

AUTOMATIC INVESTMENT PLAN -- An automatic investment plan enables you to make
monthly or quarterly investments in the American Funds through automatic debits
from your bank account. To set up a plan, you must fill out an account
application and specify the amount that you would like to invest and the date on
which you would like your investments to occur. The plan will begin within 30
days after your account application is received. Your bank account will be
debited on the day or a few days before your investment is made, depending on
the bank's capabilities. The Transfer Agent will then invest your money into the
fund you specified on or around the date you specified. If the date you
specified falls on a weekend or holiday, your money will be invested on the
following business day. However, if the following business day falls in the next
month, your money will be invested on the business day immediately preceding the
weekend or holiday. If your bank account cannot be debited due to insufficient
funds, a stop-payment or the closing of the account, the plan may be terminated
and the related investment reversed. You may change the amount of the investment
or discontinue the plan at any time by contacting the Transfer Agent.

AUTOMATIC REINVESTMENT -- Dividends and capital gain distributions are
reinvested in additional shares of the same class and fund at net asset value
unless you indicate otherwise on the account application. You also may elect to
have dividends and/or capital gain distributions paid in cash by informing the
fund, the Transfer Agent or your investment dealer. Dividends and capital gain
distributions paid to retirement plan shareholders or shareholders of the 529
share classes will be automatically reinvested.

If you have elected to receive dividends and/or capital gain distributions in
cash, and the postal or other delivery service is unable to deliver checks to
your address of record, or you do not respond to mailings from American Funds
Service Company with regard to uncashed distribution checks, your distribution
option may be automatically converted to having all dividends and other
distributions reinvested in additional shares.

CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS -- For all share classes,
except the 529 classes of shares, you may cross-reinvest dividends and capital
gains (distributions) into other American Funds in the same share class at net
asset value, subject to the following conditions:

(1) the aggregate value of your account(s) in the fund(s) paying distributions
equals or exceeds $5,000 (this is waived if the value of the account in the fund
receiving the distributions equals or exceeds that fund's minimum initial
investment requirement);

(2) if the value of the account of the fund receiving distributions is below
the minimum initial investment requirement, distributions must be automatically
reinvested; and

(3) if you discontinue the cross-reinvestment of distributions, the value of
the account of the fund receiving distributions must equal or exceed the minimum
initial investment requirement. If you do not meet this requirement within 90
days of notification, the fund has the right to automatically redeem the
account.

American High-Income Trust -- Page 64
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AUTOMATIC EXCHANGES -- For all share classes, you may automatically exchange
shares of the same class in amounts of $50 or more among any of the American
Funds on any day (or preceding business day if the day falls on a nonbusiness
day) of each month you designate.

AUTOMATIC WITHDRAWALS -- Depending on the type of account, for all share classes
except R shares, you may automatically withdraw shares from any of the American
Funds. You can make automatic withdrawals of $50 or more. You can designate the
day of each period for withdrawals and request that checks be sent to you or
someone else. Withdrawals may also be electronically deposited to your bank
account. The Transfer Agent will withdraw your money from the fund you specify
on or around the date you specify. If the date you specified falls on a weekend
or holiday, the redemption will take place on the previous business day.
However, if the previous business day falls in the preceding month, the
redemption will take place on the following business day after the weekend or
holiday. You should consult with your adviser or intermediary to determine if
your account is eligible for automatic withdrawals.

Withdrawal payments are not to be considered as dividends, yield or income.
Generally, automatic investments may not be made into a shareholder account from
which there are automatic withdrawals. Withdrawals of amounts exceeding
reinvested dividends and distributions and increases in share value would reduce
the aggregate value of the shareholder's account. The Transfer Agent arranges
for the redemption by the fund of sufficient shares, deposited by the
shareholder with the Transfer Agent, to provide the withdrawal payment
specified.

Redemption proceeds from an automatic withdrawal plan are not eligible for
reinvestment without a sales charge.

ACCOUNT STATEMENTS -- Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments, will be reflected on regular confirmation statements from the
Transfer Agent. Dividend and capital gain reinvestments, purchases through
automatic investment plans and certain retirement plans, as well as automatic
exchanges and withdrawals, will be confirmed at least quarterly.

AMERICAN FUNDSLINE AND AMERICANFUNDS.COM -- You may check your share balance,
the price of your shares or your most recent account transaction; redeem shares
(up to $75,000 per American Funds shareholder each day) from nonretirement plan
accounts; or exchange shares around the clock with American FundsLine or using
americanfunds.com. To use American FundsLine, call 800/325-3590 from a
TouchTone(TM) telephone. Redemptions and exchanges through American FundsLine
and americanfunds.com are subject to the conditions noted above and in
"Telephone and Internet purchases, redemptions and exchanges" below. You will
need your fund number (see the list of the American Funds under "General
information -- fund numbers"), personal identification number (generally the
last four digits of your Social Security number or other tax identification
number associated with your account) and account number.

Generally, all shareholders are automatically eligible to use these services.
However, if you are not currently authorized to do so, you may complete an
American FundsLink Authorization Form. Once you establish this privilege, you,
your financial adviser or any person with your account information may use these
services.

American High-Income Trust -- Page 65
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TELEPHONE AND INTERNET PURCHASES, REDEMPTIONS AND EXCHANGES -- By using the
telephone (including American FundsLine) or the Internet (including
americanfunds.com), or fax purchase, redemption and/or exchange options, you
agree to hold the fund, the Transfer Agent, any of its affiliates or mutual
funds managed by such affiliates, and each of their respective directors,
trustees, officers, employees and agents harmless from any losses, expenses,
costs or liabilities (including attorney fees) that may be incurred in
connection with the exercise of these privileges. Generally, all shareholders
are automatically eligible to use these services. However, you may elect to opt
out of these services by writing the Transfer Agent (you may also reinstate them
at any time by writing the Transfer Agent). If the Transfer Agent does not
employ reasonable procedures to confirm that the instructions received from any
person with appropriate account information are genuine, it and/or the fund may
be liable for losses due to unauthorized or fraudulent instructions. In the
event that shareholders are unable to reach the fund by telephone because of
technical difficulties, market conditions or a natural disaster, redemption and
exchange requests may be made in writing only.

CHECKWRITING -- You may establish check writing privileges for Class A shares
(but not Class 529-A shares) of American Funds Money Market Fund upon meeting
the fund's initial purchase minimum of $1,000. This can be done by using an
account application. If you request check writing privileges, you will be
provided with checks that you may use to draw against your account. These checks
may be made payable to anyone you designate and must be signed by the authorized
number of registered shareholders exactly as indicated on your account
application.

REDEMPTION OF SHARES -- The fund's declaration of trust permits the fund to
direct the Transfer Agent to redeem the shares of any shareholder for their then
current net asset value per share if at such time the shareholder of record owns
shares having an aggregate net asset value of less than the minimum initial
investment amount required of new shareholders as set forth in the fund's
current registration statement under the 1940 Act, and subject to such further
terms and conditions as the board of trustees of the fund may from time to time
adopt.

While payment of redemptions normally will be in cash, the fund's declaration of
trust permits payment of the redemption price wholly or partly with portfolio
securities or other fund assets under conditions and circumstances determined by
the fund's board of trustees. For example, redemptions could be made in this
manner if the board determined that making payments wholly in cash over a
particular period would be unfair and/or harmful to other fund shareholders.

SHARE CERTIFICATES -- Shares are credited to your account and certificates are
not issued unless you request them by contacting the Transfer Agent.
Certificates are not available for the 529 or R share classes.

American High-Income Trust -- Page 66
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GENERAL INFORMATION

CUSTODIAN OF ASSETS -- Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by JPMorgan Chase Bank, 270 Park Avenue, New York, NY 10017-2070, as
Custodian. If the fund holds securities of issuers outside the U.S., the
Custodian may hold these securities pursuant to subcustodial arrangements in
banks outside the U.S. or branches of U.S. banks outside the U.S.

TRANSFER AGENT -- American Funds Service Company, a wholly owned subsidiary of
the investment adviser, maintains the records of shareholder accounts, processes
purchases and redemptions of the fund's shares, acts as dividend and capital
gain distribution disbursing agent, and performs other related shareholder
service functions. The principal office of American Funds Service Company is
located at 6455 Irvine Center Drive, Irvine, CA 92618. American Funds Service
Company was paid a fee of $11,366,000 for Class A shares and $694,000 for Class
B shares for the 2009 fiscal year. American Funds Service Company is also
compensated for certain transfer agency services provided to all share classes
from the administrative services fees paid to Capital Research and Management
Company and from the relevant share class, as described under "Administrative
services agreement."

In the case of certain shareholder accounts, third parties who may be
unaffiliated with the investment adviser provide transfer agency and shareholder
services in place of American Funds Service Company. These services are rendered
under agreements with American Funds Service Company or its affiliates and the
third parties receive compensation according to such agreements. Compensation
for transfer agency and shareholder services, whether paid to American Funds
Service Company or such third parties, is ultimately paid from fund assets and
is reflected in the expenses of the fund as disclosed in the prospectus.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -- Deloitte & Touche LLP, 695 Town
Center Drive, Costa Mesa, California 92626, serves as the fund's independent
registered public accounting firm, providing audit services, preparation of tax
returns and review of certain documents to be filed with the Securities and
Exchange Commission. The financial statements included in this statement of
additional information from the annual report have been audited by Deloitte &
Touche LLP, an independent registered public accounting firm, as stated in their
report appearing herein. Such financial statements have been so included in
reliance upon the report of such firm given upon their authority as experts in
accounting and auditing. The selection of the fund's independent registered
public accounting firm is reviewed and determined annually by the board of
trustees.

INDEPENDENT LEGAL COUNSEL -- Bingham McCutchen LLP, 355 South Grand Avenue,
Suite 4400, Los Angeles, CA 90071, serves as independent legal counsel
("counsel") for the fund and for independent trustees in their capacities as
such. A determination with respect to the independence of the fund's counsel
will be made at least annually by the independent trustees of the fund, as
prescribed by the 1940 Act and related rules.

PROSPECTUSES, REPORTS TO SHAREHOLDERS AND PROXY STATEMENTS -- The fund's fiscal
year ends on September 30. Shareholders are provided updated summary
prospectuses annually and at least semi-annually with reports showing the fund's
investment portfolio or summary investment portfolio, financial statements and
other information. Shareholders may request a copy of the fund's current
prospectus at no cost by calling 800/421-0180 or by sending an e-mail request to
prospectus@americanfunds.com. The fund's annual financial statements are audited
by the

American High-Income Trust -- Page 67
<PAGE>

fund's independent registered public accounting firm, Deloitte & Touche LLP. In
addition, shareholders may also receive proxy statements for the fund. In an
effort to reduce the volume of mail shareholders receive from the fund when a
household owns more than one account, the Transfer Agent has taken steps to
eliminate duplicate mailings of summary prospectuses, shareholder reports and
proxy statements. To receive additional copies of a summary prospectus, report
or proxy statement, shareholders should contact the Transfer Agent.

Shareholders may also elect to receive updated summary prospectuses, annual
reports and semi-annual reports electronically by signing up for electronic
delivery on our website, americanfunds.com. Upon electing the electronic
delivery of updated summary prospectuses and other reports, a shareholder will
no longer automatically receive such documents in paper form by mail. A
shareholder who elects electronic delivery is able to cancel this service at any
time and return to receiving updated summary prospectuses and other reports in
paper form by mail.

Summary prospectuses, prospectuses, annual reports and semi-annual reports that
are mailed to shareholders by the American Funds organization are printed with
ink containing soy and/or vegetable oil on paper containing recycled fibers.

SHAREHOLDER AND TRUSTEE RESPONSIBILITY -- Under the laws of Massachusetts, where
the fund was organized, there is no express provision relating to the limitation
of liability of the beneficial owners of a Massachusetts business trust.
However, under the laws of Massachusetts and California, where the fund's
principal office is located, shareholders of a Massachusetts business trust may,
under certain circumstances, be held personally liable as partners for the
obligations of the fund. However, the risk of a shareholder incurring any
financial loss on account of shareholder liability is limited to circumstances
in which a fund itself would be unable to meet its obligations. The Declaration
of Trust contains an express disclaimer of shareholder liability for acts,
omissions, obligations or affairs of the fund and provides that notice of the
disclaimer may be given in each agreement, obligation, or instrument which is
entered into or executed by the fund or trustees. The Declaration of Trust
provides for indemnification out of fund property of any shareholder held
personally liable for the obligations of the fund and also provides for the fund
to reimburse such shareholder for all legal and other expenses reasonably
incurred in connection with any such claim or liability.

Massachusetts law does not include an express provision limiting the liability
of the trustees of a Massachusetts business trust. Under the Declaration of
Trust, the trustees, officers, employees or agents of the fund are not liable
for actions or failure to act; however, they are not protected from liability by
reason of their willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.

CODES OF ETHICS -- The fund and Capital Research and Management Company and its
affiliated companies, including the fund's Principal Underwriter, have adopted
codes of ethics that allow for personal investments, including securities in
which the fund may invest from time to time. These codes include a ban on
acquisitions of securities pursuant to an initial public offering; restrictions
on acquisitions of private placement securities; preclearance and reporting
requirements; review of duplicate confirmation statements; annual
recertification of compliance with codes of ethics; blackout periods on personal
investing for certain investment personnel; ban on short-term trading profits
for investment personnel; limitations on service as a director of publicly
traded companies; and disclosure of personal securities transactions.

American High-Income Trust -- Page 68
<PAGE>

LEGAL PROCEEDINGS -- On February 16, 2005, the NASD (now the Financial Industry
Regulatory Authority, or FINRA) filed an administrative complaint against the
Principal Underwriter. The complaint alleges violations of certain NASD rules by
the Principal Underwriter with respect to the selection of broker-dealer firms
that buy and sell securities for mutual fund investment portfolios. The
complaint seeks sanctions, restitution and disgorgement. On August 30, 2006, a
FINRA Hearing Panel ruled against the Principal Underwriter and imposed a $5
million fine. On April 30, 2008, FINRA's National Adjudicatory Council affirmed
the decision by FINRA's Hearing Panel. The Principal Underwriter has appealed
this decision to the Securities and Exchange Commission.

The investment adviser and Principal Underwriter believe that the likelihood
that this matter could have a material adverse effect on the fund or on the
ability of the investment adviser or Principal Underwriter to perform their
contracts with the fund is remote. In addition, class action lawsuits have been
filed in the U.S. District Court, Central District of California, relating to
this and other matters. The investment adviser believes that these suits are
without merit and will defend itself vigorously.

DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND MAXIMUM OFFERING PRICE
PER SHARE FOR CLASS A SHARES -- SEPTEMBER 30, 2009

Net asset value and redemption price per share
(Net assets divided by shares outstanding). . $10.29
Maximum offering price per share
(100/96.25 of net asset value per share,
which takes into account the fund's current maximum
sales charge). . . . . . . . . . . . . . . . $10.69

OTHER INFORMATION -- The fund reserves the right to modify the privileges
described in this statement of additional information at any time.

The financial statements, including the investment portfolio and the report of
the fund's independent registered public accounting firm contained in the annual
report, are included in this statement of additional information. The following
information on fund numbers is not included in the annual report:

American High-Income Trust -- Page 69
<PAGE>

FUND NUMBERS -- Here are the fund numbers for use with our automated telephone
line, American FundsLine/(R)/, or when making share transactions:

FUND NUMBERS
-------------------------------------------------
FUND CLASS A CLASS B CLASS C CLASS F-1 CLASS F-2
-------------------------------------------------------------------------------
STOCK AND STOCK/BOND FUNDS
AMCAP Fund/(R)/ . . . . . . 002 202 302 402 602
American Balanced Fund/(R)/ 011 211 311 411 611
American Mutual Fund/(R)/ . 003 203 303 403 603
Capital Income Builder/(R)/ 012 212 312 412 612
Capital World Growth and
Income Fund/SM/ . . . . . . 033 233 333 433 633
EuroPacific Growth Fund/(R)/ 016 216 316 416 616
Fundamental Investors/SM/ . 010 210 310 410 610
The Growth Fund of
America/(R)/. . . . . . . . 005 205 305 405 605
The Income Fund of
America/(R)/. . . . . . . . 006 206 306 406 606
International Growth and
Income Fund/SM/ . . . . . . 034 234 334 434 634
The Investment Company of
America/(R)/. . . . . . . . 004 204 304 404 604
The New Economy Fund/(R)/ . 014 214 314 414 614
New Perspective Fund/(R)/ . 007 207 307 407 607
New World Fund/(R)/ . . . . 036 236 336 436 636
SMALLCAP World Fund/(R)/ . 035 235 335 435 635
Washington Mutual Investors
Fund/SM/ . . . . . . . . . 001 201 301 401 601
BOND FUNDS
American Funds Short-Term
Tax-Exempt Bond Fund/SM/ . 039 N/A N/A 439 639
American High-Income
Municipal Bond Fund/(R)/ . 040 240 340 440 640
American High-Income
Trust/SM/ . . . . . . . . . 021 221 321 421 621
The Bond Fund of America/SM/ 008 208 308 408 608
Capital World Bond Fund/(R)/ 031 231 331 431 631
Intermediate Bond Fund of
America/SM/ . . . . . . . . 023 223 323 423 623
Limited Term Tax-Exempt Bond
Fund of America/SM/ . . . . 043 243 343 443 643
Short-Term Bond Fund of
America/SM/ . . . . . . . . 048 248 348 448 648
The Tax-Exempt Bond Fund of
America/(R)/. . . . . . . . 019 219 319 419 619
The Tax-Exempt Fund of
California/(R)/*. . . . . . 020 220 320 420 620
The Tax-Exempt Fund of
Maryland/(R)/*. . . . . . . 024 224 324 424 624
The Tax-Exempt Fund of
Virginia/(R)/*. . . . . . . 025 225 325 425 625
U.S. Government Securities
Fund/SM/. . . . . . . . . . 022 222 322 422 622
MONEY MARKET FUNDS
American Funds Money Market
Fund/SM/ . . . . . . . . . 059 259 359 459 659
___________
*Qualified for sale only in certain jurisdictions.

American High-Income Trust -- Page 70
<PAGE>

FUND NUMBERS
----------------------------------------------
CLASS CLASS CLASS CLASS CLASS
FUND 529-A 529-B 529-C 529-E 529-F-1
-------------------------------------------------------------------------------
STOCK AND STOCK/BOND FUNDS
AMCAP Fund . . . . . . . . . . 1002 1202 1302 1502 1402
American Balanced Fund . . . . 1011 1211 1311 1511 1411
American Mutual Fund . . . . . 1003 1203 1303 1503 1403
Capital Income Builder . . . . 1012 1212 1312 1512 1412
Capital World Growth and Income
Fund . . . . . . . . . . . . . 1033 1233 1333 1533 1433
EuroPacific Growth Fund . . . 1016 1216 1316 1516 1416
Fundamental Investors . . . . 1010 1210 1310 1510 1410
The Growth Fund of America . . 1005 1205 1305 1505 1405
The Income Fund of America . . 1006 1206 1306 1506 1406
International Growth and Income
Fund . . . . . . . . . . . . . 1034 1234 1334 1534 1434
The Investment Company of
America. . . . . . . . . . . . 1004 1204 1304 1504 1404
The New Economy Fund . . . . . 1014 1214 1314 1514 1414
New Perspective Fund . . . . . 1007 1207 1307 1507 1407
New World Fund . . . . . . . . 1036 1236 1336 1536 1436
SMALLCAP World Fund . . . . . 1035 1235 1335 1535 1435
Washington Mutual Investors
Fund . . . . . . . . . . . . . 1001 1201 1301 1501 1401
BOND FUNDS
American High-Income Trust . . 1021 1221 1321 1521 1421
The Bond Fund of America . . . 1008 1208 1308 1508 1408
Capital World Bond Fund . . . 1031 1231 1331 1531 1431
Intermediate Bond Fund of
America. . . . . . . . . . . . 1023 1223 1323 1523 1423
Short-Term Bond Fund of America 1048 1248 1348 1548 1448
U.S. Government Securities Fund 1022 1222 1322 1522 1422
MONEY MARKET FUND
American Funds Money Market
Fund . . . . . . . . . . . . . 1059 1259 1359 1559 1459

American High-Income Trust -- Page 71
<PAGE>

FUND NUMBERS
------------------------------------------
CLASS CLASS CLASS CLASS CLASS CLASS
FUND R-1 R-2 R-3 R-4 R-5 R-6
-------------------------------------------------------------------------------
STOCK AND STOCK/BOND FUNDS
AMCAP Fund . . . . . . . . . . . . 2102 2202 2302 2402 2502 2602
American Balanced Fund . . . . . . 2111 2211 2311 2411 2511 2611
American Mutual Fund . . . . . . . 2103 2203 2303 2403 2503 2603
Capital Income Builder . . . . . . 2112 2212 2312 2412 2512 2612
Capital World Growth and Income
Fund . . . . . . . . . . . . . . . 2133 2233 2333 2433 2533 2633
EuroPacific Growth Fund . . . . . 2116 2216 2316 2416 2516 2616
Fundamental Investors . . . . . . 2110 2210 2310 2410 2510 2610
The Growth Fund of America . . . . 2105 2205 2305 2405 2505 2605
The Income Fund of America . . . . 2106 2206 2306 2406 2506 2606
International Growth and Income
Fund . . . . . . . . . . . . . . . 2134 2234 2334 2434 2534 2634
The Investment Company of America 2104 2204 2304 2404 2504 2604
The New Economy Fund . . . . . . . 2114 2214 2314 2414 2514 2614
New Perspective Fund . . . . . . . 2107 2207 2307 2407 2507 2607
New World Fund . . . . . . . . . . 2136 2236 2336 2436 2536 2636
SMALLCAP World Fund . . . . . . . 2135 2235 2335 2435 2535 2635
Washington Mutual Investors Fund . 2101 2201 2301 2401 2501 2601
BOND FUNDS
American High-Income Trust . . . . 2121 2221 2321 2421 2521 2621
The Bond Fund of America . . . . . 2108 2208 2308 2408 2508 2608
Capital World Bond Fund . . . . . 2131 2231 2331 2431 2531 2631
Intermediate Bond Fund of America 2123 2223 2323 2423 2523 2623
Short-Term Bond Fund of America. . 2148 2248 2348 2448 2548 2648
U.S. Government Securities Fund . 2122 2222 2322 2422 2522 2622
MONEY MARKET FUNDS
American Funds Money Market Fund . 2159 2259 2359 2459 2559 2659
___________
*Qualified for sale only in certain jurisdictions.

American High-Income Trust -- Page 72
<PAGE>

FUND NUMBERS
---------------------------------------------------
CLASS CLASS CLASS CLASS CLASS CLASS
FUND CLASS A R-1 R-2 R-3 R-4 R-5 R-6
-------------------------------------------------------------------------------
AMERICAN FUNDS TARGET DATE RETIREMENT SERIES/(R)/
American Funds 2050 Target
Date Retirement Fund/(R)/ 069 2169 2269 2369 2469 2569 2669
American Funds 2045 Target
Date Retirement Fund/(R)/ 068 2168 2268 2368 2468 2568 2668
American Funds 2040 Target
Date Retirement Fund/(R)/ 067 2167 2267 2367 2467 2567 2667
American Funds 2035 Target
Date Retirement Fund/(R)/ 066 2166 2266 2366 2466 2566 2666
American Funds 2030 Target
Date Retirement Fund/(R)/ 065 2165 2265 2365 2465 2565 2665
American Funds 2025 Target
Date Retirement Fund/(R)/ 064 2164 2264 2364 2464 2564 2664
American Funds 2020 Target
Date Retirement Fund/(R)/ 063 2163 2263 2363 2463 2563 2663
American Funds 2015 Target
Date Retirement Fund/(R)/ 062 2162 2262 2362 2462 2562 2662
American Funds 2010 Target
Date Retirement Fund/(R)/ 061 2161 2261 2361 2461 2561 2661

American High-Income Trust -- Page 73
<PAGE>

The fund may also compare its investment results with the following:

(1) The Credit Suisse First Boston High Yield Index is an unmanaged, trader
priced portfolio constructed to mirror the high yield debt market (revisions to
the index are effected weekly). The Index has several modules representing
different sectors of the high yield market including a cash paying module, a
zerofix module, a pay-in-kind module, and a defaulted module. The Index is
divided into other categories including industry, rating, seniority, liquidity,
market value, security price range, yield range and other sector divisions.
There are a total of 250 sectors which are followed by the Index.

(2) Salomon Smith Barney High-Yield Index, which is a market value weighted
index of bonds having a minimum issue size of $100 million, a minimum maturity
of 10 years and that carry a minimum/maximum quality rating of C/BB+.

(3) Salomon Smith Barney Broad Investment-Grade Bond Index, which is a market
capitalization weighted index and includes Treasury, Government-sponsored
mortgage and investment-grade fixed-rate corporates (Baa3/BBB) with a maturity
of one year or longer and a minimum of $50 million outstanding at entry, and
remain in the Index until their amount falls below $25 million.

(4) Lipper's "High Current Yield" funds index, which is the arithmetic average
of Total Return of a number of mutual funds with investment objectives and
policies similar to those of the Fund, as published by Lipper Analytical
Services. The number of funds contained in the data base varies as funds are
added or deleted over time.

(5) Average of Savings Accounts, which is a measure of all kinds of savings
deposits, including longer-term certificates (based on figures supplied by the
U.S. League of Savings Institutions). Savings accounts offer a guaranteed rate
of return on principal, but no opportunity for capital growth. The period shown
may include periods during which the maximum rates paid on some savings deposits
were fixed by law.

American High-Income Trust -- Page 74
<PAGE>

APPENDIX

The following descriptions of debt security ratings are based on information
provided by Moody's Investors Service and Standard & Poor's Corporation.

DESCRIPTION OF BOND RATINGS

MOODY'S
LONG-TERM RATING DEFINITIONS

Aaa
Obligations rated Aaa are judged to be of the highest quality, with minimal
credit risk.

Aa
Obligations rated Aa are judged to be of high quality and are subject to very
low credit risk.

A
Obligations rated A are considered upper-medium grade and are subject to low
credit risk.

Baa
Obligations rated Baa are subject to moderate credit risk. They are considered
medium-grade and as such may possess certain speculative characteristics.

Ba
Obligations rated Ba are judged to have speculative elements and are subject to
substantial credit risk.

B
Obligations rated B are considered speculative and are subject to high credit
risk.

Caa
Obligations rated Caa are judged to be of poor standing and are subject to very
high credit risk.

Ca
Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.

C
Obligations rated C are the lowest rated class of bonds and are typically in
default, with little prospect for recovery of principal or interest.

NOTE: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the obligation
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.

American High-Income Trust -- Page 75
<PAGE>

STANDARD & POOR'S
LONG-TERM ISSUE CREDIT RATINGS

AAA
An obligation rated AAA has the highest rating assigned by Standard & Poor's.
The obligor's capacity to meet its financial commitment on the obligation is
extremely strong.

AA
An obligation rated AA differs from the highest-rated obligations only in small
degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.

A
An obligation rated A is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.

BBB
An obligation rated BBB exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened capacity of the obligor to meet its financial commitment on the
obligation.

BB, B, CCC, CC, AND C
Obligations rated BB, B, CCC, CC, and C are regarded as having significant
speculative characteristics. BB indicates the least degree of speculation and C
the highest. While such obligations will likely have some quality and protective
characteristics, these may be outweighed by large uncertainties or major
exposures to adverse conditions.

BB
An obligation rated BB is less vulnerable to nonpayment than other speculative
issues. However, it faces major ongoing uncertainties or exposure to adverse
business, financial, or economic conditions which could lead to the obligor's
inadequate capacity to meet its financial commitment on the obligation.

B
An obligation rated B is more vulnerable to nonpayment than obligations rated
BB, but the obligor currently has the capacity to meet its financial commitment
on the obligation. Adverse business, financial, or economic conditions will
likely impair the obligor's capacity or willingness to meet its financial
commitment on the obligation.

CCC
An obligation rated CCC is currently vulnerable to nonpayment and is dependent
upon favorable business, financial, and economic conditions for the obligor to
meet its financial commitment on the obligation. In the event of adverse
business, financial, or economic conditions, the obligor is not likely to have
the capacity to meet its financial commitment on the obligation.

CC
An obligation rated CC is currently highly vulnerable to nonpayment.

American High-Income Trust -- Page 76
<PAGE>

C
A C rating is assigned to obligations that are currently highly vulnerable to
nonpayment, obligations that have payment arrearages allowed by the terms of the
documents, or obligations of an issuer that is the subject of a bankruptcy
petition or similar action which have not experienced a payment default. Among
others, the C rating may be assigned to subordinated debt, preferred stock or
other obligations on which cash payments have been suspended in accordance with
the instrument's terms.

D
An obligation rated D is in payment default. The D rating category is used when
payments on an obligation are not made on the date due even if the applicable
grace period has not expired, unless Standard & Poor's believes that such
payments will be made during such grace period. The D rating also will be used
upon the filing of a bankruptcy petition or the taking of a similar action if
payments on an obligation are jeopardized.

PLUS (+) OR MINUS (-)
The ratings from AA to CCC may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories.

FITCH
LONG-TERM CREDIT RATINGS

AAA
Highest credit quality. 'AAA' ratings denote the lowest expectation of credit
risk. They are assigned only in case of exceptionally strong capacity for
payment of financial commitments. This capacity is highly unlikely to be
adversely affected by foreseeable events.

AA
Very high credit quality. 'AA' ratings denote expectations of very low credit
risk. They indicate very strong capacity for payment of financial commitments.
This capacity is not significantly vulnerable to foreseeable events.

A
High credit quality. 'A' ratings denote expectations of low credit risk. The
capacity for payment of financial commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to changes in circumstances or in
economic conditions than is the case for higher ratings.

BBB
Good credit quality. 'BBB' ratings indicate that there is currently expectations
of low credit risk. The capacity for payment of financial commitments is
considered adequate but adverse changes in circumstances and economic conditions
are more likely to impair this capacity. This is the lowest investment grade
category.

BB
Speculative. 'BB' ratings indicate that there is a possibility of credit risk
developing, particularly as the result of adverse economic change over time;
however, business or financial alternatives may be available to allow financial
commitments to be met. Securities rated in this category are not investment
grade.

American High-Income Trust -- Page 77
<PAGE>

B
Highly speculative.

. For issuers and performing obligations, 'B' ratings indicate that
significant credit risk is present, but a limited margin of safety
remains. Financial commitments are currently being met; however,
capacity for continued payment is contingent upon a sustained,
favorable business and economic environment.

. For individual obligations, may indicate distressed or defaulted
obligations with potential for extremely high recoveries. Such
obligations would possess a Recovery Rating of 'R1' (outstanding).

CCC

. For issuers and performing obligations, default is a real possibility.
Capacity for meeting financial commitments is solely reliant upon
sustained, favorable business or economic conditions.

. For individual obligations, may indicate distressed or defaulted
obligations with potential for average to superior levels of recovery.
Differences in credit quality may be denoted by plus/minus
distinctions. Such obligations typically would possess a Recovery
Rating of 'R2' (superior), or 'R3' (good) or 'R4' (average).

. For issuers and performing obligations, default of some kind appears
probable.

. For individual obligations, may indicate distressed or defaulted
obligations with a Recovery Rating of 'R4' (average) or 'R5' (below
average).

. For issuers and performing obligations, default is imminent.

. For individual obligations, may indicate distressed or defaulted
obligations with potential for below-average to poor recoveries. Such
obligations would possess a Recovery Rating of 'R6' (poor).

RD
Indicates an entity that has failed to make due payments (within the applicable
grace period) on some but not all material financial obligations, but continues
to honor other classes of obligations.

D
Indicates an entity or sovereign that has defaulted on all of its financial
obligations. Default generally is defined as the following:

The modifiers "+" or "-" may be appended to a rating to denote relative
status within major rating categories. Such suffixes are not added to the
'AAA' Long-term rating category, to categories below 'CCC', or to
Short-term ratings other than 'F1'. (The +/- modifiers are only used to
denote issues within the CCC category, whereas issuers are only rated CCC
without the use of modifiers.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

American High-Income Trust -- Page 78
<PAGE>

MOODY'S
COMMERCIAL PAPER RATINGS (HIGHEST THREE RATINGS)

P-1
Issuers (or supporting institutions) rated Prime-1 have a superior ability to
repay short-term debt obligations.

P-2
Issuers (or supporting institutions) rated Prime-2 have a strong ability to
repay short-term debt obligations.

P-3
Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to
repay short-term obligations.

STANDARD & POOR'S
COMMERCIAL PAPER RATINGS (HIGHEST THREE RATINGS)

A-1
A short-term obligation rated A-1 is rated in the highest category by Standard &
Poor's. The obligor's capacity to meet its financial commitment on the
obligation is strong. Within this category, certain obligations are designated
with a plus sign (+). This indicates that the obligor's capacity to meet its
financial commitment on these obligations is extremely strong.

A-2
A short-term obligation rated A-2 is somewhat more susceptible to the adverse
effects of changes in circumstances and economic conditions than obligations in
higher rating categories. However, the obligor's capacity to meet its financial
commitment on the obligation is satisfactory.

A-3
A short-term obligation rated A-3 exhibits adequate protection parameters.
However, adverse economic conditions or changing circumstances are more likely
to lead to a weakened capacity of the obligor to meet its financial commitment
on the obligation.

American High-Income Trust -- Page 79

....

[logo – American Funds®]

American High-Income TrustSM

Investment portfolio

September 30, 2009

Bonds, notes & other debt instruments — 84.57%	Principal amount (000)			Value (000)

CORPORATE BONDS, NOTES & LOANS — 79.87%
CONSUMER DISCRETIONARY — 19.62%
CCH II, LLC and CCH II Capital Corp. 10.25% 20101	$	62,980		$	71,167
Charter Communications Holdings, LLC and Charter Communications Holdings Capital Corp. 11.75% 20111		6,000			45
Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. 8.00% 20122		50,950			52,096
CCO Holdings, LLC and CCO Holdings Capital Corp. 8.75% 20131		36,490			37,220
Charter Communications Operating, LLC, Term Loan B, 6.25% 20143,4,5		31,096			29,395
Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. 8.375% 20142		37,900			38,848
Charter Communications Operating, LLC, Term Loan B, 9.25% 20143,4,5		16,499			16,726
Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. 10.875% 20142		26,500			28,819
CCH I, LLC and CCH I Capital Corp. 11.00% 20151		7,475			1,420
Univision Communications, Inc., First Lien Term Loan B, 2.533% 20143,4,5		123,170			104,569
Univision Communications Inc. 12.00% 20142		20,310			21,935
Univision Communications Inc. 10.50% 20152,3,6		144,039			111,630
NTL Cable PLC 8.75% 2014		65,893			67,540
NTL Cable PLC 8.75% 2014	€	5,300			8,030
NTL Cable PLC 9.75% 2014	£	3,000			5,037
NTL Cable PLC 9.125% 2016	$	36,015			37,185
NTL Cable PLC 9.50% 2016		99,825			105,565
Michaels Stores, Inc., Term Loan B, 2.563% 20133,4,5		28,698			25,669
Michaels Stores, Inc. 10.00% 2014		95,825			94,867
Michaels Stores, Inc. 0%/13.00% 20167		2,170			1,465
MGM MIRAGE 8.50% 2010		3,100			3,092
Mandalay Resort Group 6.375% 2011		1,500			1,350
MGM MIRAGE 6.75% 2012		1,700			1,432
MGM MIRAGE 6.75% 2013		16,855			14,179
MGM MIRAGE 13.00% 20132		27,775			31,941
MGM MIRAGE 5.875% 2014		25,425			20,086
MGM MIRAGE 10.375% 20142		12,725			13,648
MGM MIRAGE 6.625% 2015		7,975			6,201
MGM MIRAGE 7.50% 2016		4,000			3,120
MGM MIRAGE 11.125% 20172		18,275			20,057
Allison Transmission Holdings, Inc., Term Loan B, 3.00% 20143,4,5		19,785			17,337
Allison Transmission Holdings, Inc. 11.00% 20152		38,300			37,726
Allison Transmission Holdings, Inc. 12.00% 20152,3,6		56,485			52,813
AMC Entertainment Inc. 8.00% 2014		8,175			7,930
AMC Entertainment Inc., Series B, 11.00% 2016		10,000			10,700
AMC Entertainment Inc. 8.75% 2019		68,675			71,250
Macy’s Retail Holdings, Inc. 8.875% 20153		30,100			31,551
Federated Retail Holdings, Inc. 5.90% 2016		37,000			34,084
Federated Department Stores, Inc. 6.79% 2027		8,302			6,094
Federated Department Stores, Inc. 7.00% 2028		6,900			5,478
Federated Department Stores, Inc. 6.90% 2029		8,925			7,085
Federated Retail Holdings, Inc. 6.375% 2037		3,379			2,679
Toys “R” Us, Inc. 7.625% 2011		57,410			56,836
Toys “R” Us-Delaware, Inc., Term Loan B, 4.496% 20123,4,5		24,012			23,142
Toys “R” Us, Inc. 7.375% 2018		3,050			2,669
CSC Holdings, Inc., Series B, 6.75% 2012		4,500			4,657
Cablevision Systems Corp., Series B, 8.00% 2012		350			367
CSC Holdings, Inc. 8.50% 20142		31,575			33,312
CSC Holdings, Inc. 8.50% 20152		8,500			8,967
CSC Holdings, Inc. 8.625% 20192		26,700			28,436
TL Acquisitions, Inc., Term Loan B, 2.75% 20143,4,5		20,725			18,632
Thomson Learning 10.50% 20152		56,890			54,046
Mediacom Broadband LLC and Mediacom Broadband Corp. 8.50% 2015		54,303			55,118
Mediacom LLC and Mediacom Capital Corp. 9.125% 20192		16,450			16,985
Dollar General Corp., Term Loan B2, 2.996% 20143,4,5		4,988			4,824
Dollar General Corp. 10.625% 2015		24,250			26,918
Dollar General Corp. 11.875% 20173,6		33,675			38,053
Boyd Gaming Corp. 7.75% 2012		27,925			27,995
Boyd Gaming Corp. 6.75% 2014		25,000			22,500
Boyd Gaming Corp. 7.125% 2016		18,000			15,930
J.C. Penney Co., Inc. 8.00% 2010		21,655			22,169
J.C. Penney Co., Inc. 9.00% 2012		8,980			9,811
J.C. Penney Co., Inc. 7.95% 2017		805			837
J.C. Penney Corp., Inc. 5.75% 2018		20,350			19,027
J.C. Penney Co., Inc. 7.125% 2023		12,000			11,100
J.C. Penney Corp., Inc. 6.375% 2036		1,265			1,050
Royal Caribbean Cruises Ltd. 8.00% 2010		3,200			3,272
Royal Caribbean Cruises Ltd. 8.75% 2011		435			447
Royal Caribbean Cruises Ltd. 7.00% 2013		3,825			3,662
Royal Caribbean Cruises Ltd. 11.875% 2015		44,825			50,652
Quebecor Media Inc. 7.75% 2016		33,400			33,233
Quebecor Media Inc. 7.75% 2016		22,370			22,258
UPC Holding BV 9.875% 20182		50,075			52,829
Cinemark USA, Inc., Term Loan B, 2.06% 20133,4,5		5,578			5,394
Cinemark USA, Inc. 8.625% 20192		42,405			44,048
Warner Music Group 7.375% 2014		18,090			17,412
Warner Music Group 9.50% 20162		28,400			30,104
Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. 6.625% 2014		47,925			46,487
Neiman Marcus Group, Inc. 9.75% 20153,6		48,459			41,675
Neiman Marcus Group, Inc. 10.375% 2015		1,800			1,548
CBS Corp. 8.875% 2019		36,425			40,241
Hanesbrands Inc., Series B, 4.593% 20143		45,550			40,198
Sally Holdings LLC and Sally Capital Inc. 9.25% 2014		32,850			34,164
Sally Holdings LLC and Sally Capital Inc. 10.50% 2016		4,292			4,496
Regal Cinemas Corp., Series B, 9.375% 2012		13,300			13,533
Regal Cinemas Corp. 8.625% 20192		23,955			24,913
Kabel Deutschland GmbH 10.625% 2014		36,275			38,361
Gray Television Inc., Series D, 17.00% (undated)8,9		64,500			37,811
Edcon (Proprietary) Ltd. 4.023% 20143	€	22,425			23,964
Edcon (Proprietary) Ltd. 4.023% 20143		11,000			11,755
Mohegan Tribal Gaming Authority 8.00% 2012	$	17,950			15,302
Mohegan Tribal Gaming Authority 6.125% 2013		1,225			1,020
Mohegan Tribal Gaming Authority 7.125% 2014		22,100			15,801
Mohegan Tribal Gaming Authority 6.875% 2015		3,775			2,576
Ford Motor Co. 9.50% 2011		1,000			1,015
FCE Bank PLC 7.125% 2013	€	24,150			32,878
Cooper-Standard Automotive Inc., Term Loan D, 2.504% 20113,4,5	$	11,242			9,876
Cooper-Standard Automotive Inc., Term Loan C, 2.504% 20113,4,5		7,594			6,671
Cooper-Standard Automotive Inc., Term Loan B, 2.504% 20113,4,5		3,040			2,713
Cooper-Standard Automotive Inc. 7.00% 20121		19,525			10,251
Cooper-Standard Automotive Inc. 8.375% 20141		9,275			1,438
American Media Operation 9.00% 20132,6,10		3,250			2,015
American Media Operation 14.00% 20132,3,6,10		44,909			28,293
Sealy Mattress Co. 8.25% 2014		7,825			7,277
Sealy Mattress Co. 10.875% 20162		18,825			20,849
Bon-Ton Department Stores, Inc. 10.25% 2014		37,200			27,342
Circus and Eldorado Joint Venture and Silver Legacy Resort Casino 10.125% 20129		28,180			26,305
Atlantic Broadband Finance, LLC and Atlantic Broadband Finance, Inc. 9.375% 2014		23,950			23,531
Seneca Gaming Corp., Series B, 7.25% 2012		16,000			14,880
Seneca Gaming Corp. 7.25% 2012		8,440			7,849
Tenneco Automotive Inc. 8.625% 2014		16,020			15,099
Tenneco Inc. 8.125% 2015		5,000			4,875
LBI Media, Inc. 8.50% 20172		30,380			19,139
Fox Acquisition LLC, Term Loan B, 7.25% 20153,4,5		2,767			2,415
Fox Acquisition LLC 13.375% 20162		26,095			16,701
Local T.V. Finance LLC, Term Loan B, 2.25% 20133,4,5		11,093			8,745
Local T.V. Finance LLC 10.00% 20152,3,6		26,838			9,259
Beazer Homes USA, Inc. 8.625% 2011		9,600			9,072
Beazer Homes USA, Inc. 8.125% 2016		11,405			8,725
Meritage Corp. 7.00% 2014		8,575			8,082
Meritage Homes Corp. 6.25% 2015		2,675			2,501
Meritage Corp. 7.731% 20172		9,000			7,065
Education Management LLC and Education Management Finance Corp. 8.75% 2014		14,495			15,437
Gaylord Entertainment Co. 8.00% 2013		12,450			12,823
Gaylord Entertainment Co. 6.75% 2014		2,450			2,278
DISH DBS Corp. 7.875% 20192		14,500			14,717
Burlington Coat Factory Warehouse Corp. 11.125% 2014		14,350			14,135
Wendy’s/Arby’s Group Inc. 10.00% 20162		10,700			11,422
Standard Pacific Corp. 7.75% 2013		3,920			3,704
Standard Pacific Corp. 6.25% 2014		4,940			4,322
Standard Pacific Corp. 7.00% 2015		2,715			2,389
Vidéotron Ltée 6.875% 2014		6,780			6,746
Vidéotron Ltée 6.375% 2015		3,720			3,571
Jarden Corp. 8.00% 2016		9,025			9,296
KB Home 6.25% 2015		9,285			8,914
Seminole Tribe of Florida 7.804% 20202,4		10,050			8,586
Time Warner Cable Inc. 6.20% 2013		1,250			1,363
Time Warner Cable Inc. 7.50% 2014		4,700			5,396
Time Warner Cable Inc. 8.25% 2019		1,500			1,816
Goodyear Tire & Rubber Co. 5.01% 20093		3,000			3,000
Goodyear Tire & Rubber Co. 9.00% 2015		5,000			5,212
Dillard Department Stores, Inc. 9.125% 2011		8,230			8,189
Technical Olympic USA, Inc. 9.00% 20101		22,486			2,586
Technical Olympic USA, Inc. 9.00% 20101		7,325			842
Technical Olympic USA, Inc. 9.25% 20111,2		36,325			4,177
Radio One, Inc. 6.375% 2013		20,260			7,142
DIRECTV Holdings LLC and DIRECTV Financing Co., Inc. 8.375% 2013		6,031			6,212
TRW Automotive Inc. 7.00% 20142		4,650			4,255
TRW Automotive Inc. 7.25% 20172		2,000			1,770
Liberty Media Corp. 8.25% 2030		7,050			5,851
Comcast Corp. 5.50% 2011		1,090			1,147
Comcast Cable Communications, Inc. 6.75% 2011		2,935			3,122
Cox Communications, Inc. 5.45% 2014		390			419
Cox Communications, Inc. 9.375% 20192		2,500			3,164
Visteon Corp. 8.25% 20101		3,772			943
Visteon Corp. 12.25% 20161,2		9,737			2,532
WPP Finance (UK) 8.00% 2014		2,000			2,196
Carmike Cinemas, Inc., Delayed Draw, Term Loan DD, 4.24% 20123,4,5		1,591			1,535
Marks and Spencer Group PLC 7.125% 20372		1,480			1,387
Delphi Automotive Systems Corp. 6.55% 20061		7,180			90
Delphi Automotive Systems Corp. 7.125% 20291		14,300			179
Delphi Trust I 8.25% 20331		4,470			6
Young Broadcasting Inc. 10.00% 20111		58,845			74
Young Broadcasting Inc. 8.75% 20141		4,040			5
KAC Acquisition Corp. 8.00% 20262,6,9		237			0
					2,947,409


TELECOMMUNICATION SERVICES — 10.43%
Sprint Nextel Corp. 0.683% 20103		5,120			4,974
Sprint Capital Corp. 7.625% 2011		4,000			4,115
Sprint Capital Corp. 8.375% 2012		3,750			3,891
Nextel Communications, Inc., Series E, 6.875% 2013		23,013			21,460
Nextel Communications, Inc., Series F, 5.95% 2014		120,790			107,503
Nextel Communications, Inc., Series D, 7.375% 2015		74,753			67,465
Sprint Capital Corp. 8.75% 2032		3,000			2,850
Qwest Capital Funding, Inc. 7.90% 2010		23,185			23,591
Qwest Capital Funding, Inc. 7.25% 2011		95,650			96,128
Qwest Communications International Inc. 7.25% 2011		43,725			44,545
Qwest Corp. 7.875% 2011		12,000			12,435
Qwest Corp. 8.875% 2012		3,600			3,807
Qwest Communications International Inc. 8.00% 20152		12,750			12,798
Cricket Communications, Inc. 9.375% 2014		91,530			93,361
Cricket Communications, Inc. 7.75% 20162		92,450			94,299
Windstream Corp. 8.125% 2013		89,875			92,796
Valor Telecommunications Enterprises, LLC and Valor Telecommunications Enterprises Finance Corp. 7.75% 2015		31,370			32,178
Windstream Corp. 8.625% 2016		22,300			22,913
Windstream Corp. 7.00% 2019		2,500			2,350
Centennial Communications Corp. 6.347% 20133		49,250			48,265
Centennial Communications Corp. 10.00% 2013		14,750			15,432
Centennial Communications Corp. and Centennial Cellular Operating Co. LLC 10.125% 2013		37,505			38,818
Centennial Communications Corp., Centennial Cellular Operating Co. LLC
and Centennial Puerto Rico Operations Corp. 8.125% 20143		24,175			24,658
American Tower Corp. 7.125% 2012		32,035			32,676
American Tower Corp. 7.00% 2017		51,825			53,380
American Tower Corp. 7.25% 20192		39,000			40,267
MetroPCS Wireless, Inc., Term Loan B, 2.75% 20133,4,5		10,597			10,169
MetroPCS Wireless, Inc. 9.25% 2014		74,600			76,652
MetroPCS Wireless, Inc. 9.25% 2014		35,850			36,836
Digicel Group Ltd. 12.00% 20142		61,825			69,553
Digicel Group Ltd. 12.00% 2014		600			675
Digicel Group Ltd. 8.875% 20152		33,300			31,136
Digicel Group Ltd. 8.875% 2015		9,150			8,555
Wind Acquisition SA 11.75% 20172		90,700			102,718
Crown Castle International Corp. 9.00% 2015		41,900			44,309
Crown Castle International Corp. 7.75% 20172		27,830			28,943
Intelsat, Ltd. 8.50% 2013		3,000			3,052
Intelsat, Ltd. 0%/9.50% 20157		7,000			7,017
Intelsat, Ltd. 8.875% 2015		12,250			12,526
Intelsat Jackson Holding Co., Series B, 8.875% 20152		10,750			10,992
Intelsat Jackson Holding Co. 9.50% 2016		21,600			22,788
Orascom Telecom 7.875% 20142		32,780			31,469
SBA Telecommunications, Inc. 8.00% 20162		12,000			12,330
Telecom Italia Capital SA 7.175% 2019		10,000			11,178
Nordic Telephone Co. Holding ApS 8.875% 20162		8,425			8,762
Trilogy International Partners LLC, Term Loan B, 3.783% 20123,4,5		10,475			8,694
Cincinnati Bell Inc. 7.25% 2013		6,875			7,012
Hawaiian Telcom Communications, Inc. 9.75% 20131		23,340			350
Hawaiian Telcom Communications, Inc. 8.765% 20131,3		19,715			148
Hawaiian Telcom Communications, Inc., Term Loan C, 4.75% 20143,4,5,6		8,999			5,633
Hawaiian Telcom Communications, Inc., Series B, 12.50% 20151		8,725			11
Rogers Wireless Inc. 7.50% 2015		4,025			4,645
Verizon Communications Inc. 3.75% 20112		4,000			4,129
América Móvil, SAB de CV 8.46% 2036	MXN65,000				3,713
Level 3 Financing, Inc. 9.25% 2014	$	4,000			3,545
AT&T Inc. 6.70% 2013		2,500			2,835
					1,567,330


INDUSTRIALS — 9.91%
Nielsen Finance LLC, Term Loan A, 2.249% 20133,4,5		14,652			13,851
Nielsen Finance LLC and Nielsen Finance Co. 10.00% 2014		101,500			102,515
Nielsen Finance LLC and Nielsen Finance Co. 11.625% 2014		14,650			15,529
Nielsen Finance LLC and Nielsen Finance Co. 0%/12.50% 20167		149,450			118,439
Nielsen Finance LLC and Nielsen Finance Co. 11.50% 2016		58,700			61,929
Nielsen Finance LLC, Term Loan 1L, 8.50% 20174,5		28,000			27,720
Hawker Beechcraft Acquisition Co., LLC, Term Loan B, 2.283% 20143,4,5		80,417			61,921
Hawker Beechcraft Acquisition Co., LLC, Letter of Credit, 2.283% 20143,4,5		4,729			3,641
Hawker Beechcraft Acquisition Co., LLC 8.50% 2015		4,975			3,557
Hawker Beechcraft Acquisition Co., LLC 9.625% 20153,6		48,710			31,418
Hawker Beechcraft Acquisition Co., LLC 9.75% 2017		2,880			1,771
United Air Lines, Inc., Series 2000-2, Class B, 7.811% 20111,4		17,433			23,709
United Air Lines, Inc., Series 2000-2, Class A-2, 7.186% 20124		1,694			1,707
United Air Lines, Inc., Term Loan B, 2.25% 20143,4,5		73,152			54,498
United Air Lines, 1991 Equipment Trust Certificates, Series A, 10.11% 20061,4,9		1,135			0
United Air Lines, Inc., Series 2007-1, Class B, 7.336% 20212,4		8,668			6,154
Continental Airlines, Inc. 8.75% 2011		21,200			19,027
Continental Airlines, Inc., Series 2000-2, Class A-2, 7.487% 20124		5,000			4,994
Continental Airlines, Inc., Series 2000-2, Class C, 8.312% 20124		2,394			2,226
Continental Airlines, Inc., Series 2001-1, Class B, 7.373% 20174		5,066			4,382
Continental Airlines, Inc., Series 1998-1, Class B, 6.748% 20184		6,469			5,692
Continental Airlines, Inc., Series 1997-4B, Class B, 6.90% 20184		4,830			4,347
Continental Airlines, Inc., Series 1997-4, Class A, 6.90% 20194		4,920			4,616
Continental Airlines, Inc., Series 2000-2, Class B, 8.307% 20194		2,230			2,029
Continental Airlines, Inc., Series 1999-1, Class A, 6.545% 20204		7,344			7,078
Continental Airlines, Inc., Series 2003-ERJ3, Class A, 7.875% 20204		12,947			10,163
Continental Airlines, Inc., Series 2001-1, Class A-1, 6.703% 20224		2,928			2,736
Continental Airlines, Inc., Series 2000-2, Class A-1, 7.707% 20224		2,646			2,525
Continental Airlines, Inc., Series 2000-1, Class A-1, 8.048% 20224		350			334
Continental Airlines, Inc., Series 2000-1, Class B, 8.388% 20224		6,736			5,995
DAE Aviation Holdings, Inc. and Standard Aero Ltd., Term Loan B1, 4.24% 20143,4,5		10,488			9,413
DAE Aviation Holdings, Inc. and Standard Aero Ltd., Term Loan B2, 4.24% 20143,4,5		10,261			9,209
DAE Aviation Holdings, Inc. 11.25% 20152		66,070			51,865
RailAmerica Inc. 9.25% 20172		66,650			70,149
ARAMARK Corp., Term Loan B, 2.158% 20143,4,5		15,092			14,114
ARAMARK Corp., Letter of Credit, 4.721% 20143,4,5		990			926
ARAMARK Corp. 3.983% 20153		16,220			14,152
ARAMARK Corp. 8.50% 2015		36,820			37,326
TransDigm Inc. 7.75% 20142		50,045			48,606
TransDigm Inc. 7.75% 2014		16,960			16,918
DynCorp International and DIV Capital Corp., Series B, 9.50% 2013		61,577			63,116
AMR Corp., Series B, 10.45% 2011		1,850			1,364
American Airlines, Inc., Series 2001-1, Class A-2, 6.817% 20124		17,375			16,419
American Airlines, Inc., Series 2001-2, Class B, 8.608% 20124		8,690			7,995
AMR Corp. 9.00% 2012		16,155			12,762
American Airlines, Inc., Series 2001-2, Class A-2, 7.858% 20134		1,300			1,299
AMR Corp. 9.00% 20169		1,475			1,018
American Airlines, Inc., Series 2001-1, Class B, 7.377% 20194		14,153			10,473
AMR Corp. 9.88% 20209		1,275			931
AMR Corp. 9.80% 20219		2,555			1,865
AMR Corp. 10.00% 20219		9,000			6,570
Ashtead Group PLC 8.625% 20152		17,750			17,129
Ashtead Capital, Inc. 9.00% 20162		42,955			41,452
CEVA Group PLC 10.00% 20142		9,675			8,659
CEVA Group PLC, Bridge Loan, 7.499% 20153,4,5,9		56,263			37,696
CEVA Group PLC 11.625% 20162		10,800			10,490
Delta Air Lines, Inc., Series 2000-1, Class A-1, 7.379% 20114		560			555
Delta Air Lines, Inc., Series 2000-1, Class A-2, 7.57% 20124		17,018			16,890
Delta Air Lines, Inc., Series 2000-1, Class B, 7.92% 20124		3,500			3,448
Northwest Airlines, Inc., Term Loan B, 3.79% 20133,4,5		12,234			10,338
Delta Air Lines, Inc., Series 2001-1, Class A-2, 7.111% 20134		2,500			2,441
Delta Air Lines, Inc., Second Lien Term Loan B, 3.499% 20143,4,5		11,730			9,858
Delta Air Lines, Inc. 9.50% 20142		3,625			3,643
Northwest Airlines, Inc., Term Loan A, 2.04% 20183,4,5		10,851			8,410
Nortek, Inc. 10.00% 2013		28,868			29,590
THL Buildco, Inc. 8.50% 20141		34,620			24,061
US Investigations Services, Inc., Term Loan B, 3.292% 20153,4,5		10,540			9,887
US Investigations Services, Inc. 10.50% 20152		34,825			29,601
US Investigations Services, Inc. 11.75% 20162		12,875			9,978
Allied Waste North America, Inc., Series B, 6.125% 2014		5,350			5,487
Allied Waste North America, Inc., Series B, 7.375% 2014		15,705			16,358
Allied Waste North America, Inc. 6.875% 2017		15,800			16,713
B/E Aerospace 8.50% 2018		32,955			33,861
Atrium Companies, Inc., Term Loan B, 11.75% 20123,4,5,6		41,457			19,761
Atrium Companies, Inc. 15.00% 20122,6		45,037			901
RBS Global, Inc. and Rexnord LLC 9.50% 2014		11,675			11,383
RBS Global, Inc. and Rexnord LLC 8.875% 2016		8,475			6,928
TFM, SA de CV 9.375% 2012		2,500			2,550
Kansas City Southern Railway Co. 13.00% 2013		4,175			4,822
Kansas City Southern Railway Co. 8.00% 2015		8,382			8,592
Esterline Technologies Corp. 6.625% 2017		13,250			12,786
Iron Mountain Inc. 7.75% 2015		11,175			11,315
United Rentals (North America), Inc., Series B, 6.50% 2012		10,675			10,755
H&E Equipment Services, Inc. 8.375% 2016		9,875			9,085
Accuride Corp. 8.50% 20151		15,345			8,977
Navios Maritime Holdings Inc. 9.50% 2014		7,475			7,172
Esco Corp. 4.174% 20132,3		950			860
Esco Corp. 8.625% 20132		5,600			5,516
Sequa Corp., Term Loan B, 3.85% 20143,4,5		6,871			5,991
Park-Ohio Industries, Inc. 8.375% 2014		6,225			4,824
RSC Equipment Rental, Inc. and RSC Holdings III, LLC 9.50% 2014		3,650			3,541
Alion Science and Technology Corp. 10.25% 2015		2,750			2,076
RSC Holdings III, LLC, Second Lien Term Loan B, 4.08% 20133,4,5		1,959			1,741
FTI Consulting, Inc. 7.625% 2013		775			777
					1,487,891


FINANCIALS — 9.33%
Ford Motor Credit Co. 7.375% 2009		25,150			25,157
Ford Motor Credit Co. 8.625% 2010		2,405			2,433
Ford Motor Credit Co. 9.75% 20103		31,000			31,686
Ford Motor Credit Co. 5.549% 20113		21,675			20,727
Ford Motor Credit Co. 7.25% 2011		5,000			4,858
Ford Motor Credit Co. 7.375% 2011		6,775			6,742
Ford Motor Credit Co. 9.875% 2011		10,600			10,755
Ford Motor Credit Co. 3.26% 20123		85,585			77,133
Ford Motor Credit Co. 7.50% 2012		5,000			4,804
Ford Motor Credit Co. 7.80% 2012		5,500			5,319
Ford Motor Credit Co. 8.00% 2016		14,325			13,308
Realogy Corp., Term Loan B, 3.254% 20133,4,5		94,064			79,784
Realogy Corp., Term Loan DD, 3.254% 20133,4,5		13,699			11,620
Realogy Corp., Letter of Credit, 3.281% 20133,4,5		23,552			19,977
Realogy Corp. 10.50% 2014		27,510			20,082
Realogy Corp. 11.75% 20143,6		5,857			3,895
Realogy Corp., Second Lien Term Loan A, 13.50% 20174,5		52,000			54,457
CIT Group Inc. 4.125% 2009		2,500			2,017
CIT Group Inc. 4.80% 2009		8			6
CIT Group Inc. 6.50% 2009		15			11
CIT Group Inc. 0.42% 20103		5,000			3,606
CIT Group Inc. 4.25% 2010		51,342			37,018
CIT Group Inc. 7.625% 2012		16,615			10,828
CIT Group Inc., Term Loan, 13.00% 20123,4,5		131,000			135,539
CIT Group Inc. 5.40% 2013		1,024			657
Residential Capital Corp. 8.375% 2010		26,050			19,538
General Motors Acceptance Corp. 7.25% 20112		27,783			27,019
General Motors Acceptance Corp. 6.625% 20122		1,899			1,766
General Motors Acceptance Corp. 6.875% 20122		7,250			6,743
General Motors Acceptance Corp. 7.00% 20122		12,062			11,338
General Motors Acceptance Corp. 7.50% 20132		3,030			2,682
General Motors Acceptance Corp. 2.561% 20142,3		9,210			7,149
General Motors Acceptance Corp. 6.75% 20142		2,529			2,175
General Motors Acceptance Corp. 8.00% 20182		3,269			2,501
Countrywide Financial Corp., Series B, 5.80% 2012		1,955			2,064
Bank of America Corp., Series L, 7.375% 2014		10,000			11,138
Bank of America Corp. 5.30% 2017		5,000			4,804
Bank of America Corp. 5.75% 2017		11,520			11,518
Bank of America Corp. 6.10% 2017		17,325			17,452
Bank of America Corp. 5.65% 2018		17,255			17,066
BankAmerica Capital II, Series 2, 8.00% 2026		1,260			1,235
MBNA Capital A, Series A, 8.278% 2026		7,800			7,722
Host Marriott, LP, Series M, 7.00% 2012		11,100			11,253
Host Marriott, LP, Series K, 7.125% 2013		4,450			4,417
Host Marriott, LP, Series O, 6.375% 2015		3,725			3,548
Host Hotels & Resorts, LP, Series Q, 6.75% 2016		15,325			14,635
Host Hotels & Resorts LP 9.00% 20172		29,025			30,912
Rouse Co. 7.20% 20121		12,145			10,627
Rouse Co. 5.375% 20131		22,130			18,976
Rouse Co. 6.75% 20131,2		17,950			15,549
Rouse Co. 3.625% 20091		12,415			10,630
Developers Diversified Realty Corp. 5.375% 2012		400			375
Developers Diversified Realty Corp. 5.50% 2015		2,490			2,158
Developers Diversified Realty Corp. 9.625% 2016		52,305			52,531
National City Preferred Capital Trust I 12.00% (undated)3		41,340			46,714
Liberty Mutual Group Inc. 6.50% 20352		11,000			8,910
Liberty Mutual Group Inc., Series A, 7.80% 20872,3		6,260			4,852
Liberty Mutual Group Inc., Series C, 10.75% 20882,3		29,740			28,699
SLM Corp., Series A, 4.50% 2010		3,000			2,916
SLM Corp., Series A, 5.375% 2013		9,000			7,509
SLM Corp., Series A, 0.804% 20143		7,000			4,421
SLM Corp., Series A, 8.45% 2018		25,000			19,966
Capital One Financial Corp. 6.15% 2016		4,250			4,179
Capital One Capital III 7.686% 20363		11,250			9,563
Capital One Capital IV 6.745% 20373		8,150			6,316
Capital One Capital V 10.25% 2039		10,000			11,078
PLD International Finance LLC 4.375% 2011	€	12,500			17,609
ProLogis 5.50% 2013	$	3,000			2,849
ProLogis 5.625% 2016		2,970			2,669
ProLogis 6.625% 2018		8,570			7,926
Hospitality Properties Trust 7.875% 2014		4,090			4,102
Hospitality Properties Trust 5.125% 2015		4,410			3,873
Hospitality Properties Trust 6.30% 2016		4,845			4,336
Hospitality Properties Trust 5.625% 2017		11,870			10,076
Hospitality Properties Trust 6.70% 2018		8,625			7,666
Zions Bancorporation 5.65% 2014		18,990			15,002
Zions Bancorporation 7.75% 2014		4,400			3,942
Zions Bancorporation 6.00% 2015		10,560			8,348
Lazard Group LLC 7.125% 2015		20,314			20,540
Lazard Group LLC 6.85% 2017		6,761			6,674
Citigroup Inc. 6.125% 2017		8,700			8,651
Citigroup Inc. 6.125% 2018		9,350			9,222
Citigroup Capital XXI 8.30% 20773		6,500			5,842
MetLife Capital Trust X 9.25% 20682,3		12,000			12,512
MetLife Inc. 10.75% 20693		7,000			8,456
Nationwide Mutual Insurance Co. 9.375% 20392		18,000			19,232
Simon Property Group, LP 6.75% 2014		9,375			10,064
Simon Property Group, LP 10.35% 2019		7,350			9,161
Scotland International Finance No. 2 BV 4.25% 20132		1,000			971
HBOS PLC 6.75% 20182		17,425			15,561
Royal Bank of Scotland Group PLC 5.00% 2014		10,172			9,210
Royal Bank of Scotland Group PLC 5.05% 2015		3,813			3,424
Royal Bank of Scotland Group PLC 6.99% (undated)2,3		6,300			3,280
Westfield Group 5.40% 20122		115			118
Westfield Capital Corp. Ltd., WT Finance (Australia) Pty Ltd. and WEA Finance LLC 5.125% 20142		1,200			1,169
Westfield Group 5.70% 20162		145			141
Westfield Group 7.125% 20182		3,540			3,696
Westfield Group 6.75% 20192		6,000			6,080
Kimco Realty Corp., Series C, 5.783% 2016		10,975			10,802
International Lease Finance Corp., Series R, 6.375% 2013		7,900			6,340
International Lease Finance Corp., Series R, 5.65% 2014		4,000			3,073
SunTrust Banks, Inc. 5.25% 2012		5,795			5,984
SunTrust Banks, Inc. 6.00% 2017		2,905			2,854
Catlin Insurance Ltd. 7.249% (undated)2,3		12,375			8,353
LaBranche & Co Inc. 11.00% 2012		7,750			7,518
Brandywine Operating Partnership, LP 7.50% 2015		7,000			7,011
JPMorgan Chase & Co. 6.30% 2019		6,000			6,562
Lehman Brothers Holdings Inc., Series G, 4.80% 20141		5,000			875
Lehman Brothers Holdings Inc., Series I, 6.20% 20141		4,640			812
Lehman Brothers Holdings Inc., Series H, 5.50% 20161		360			63
Lehman Brothers Holdings Inc., Series I, 6.875% 20181		23,000			4,198
Unum Group 7.125% 2016		5,845			5,922
Banco Mercantil del Norte, SA 6.135% 20162,3		3,500			3,380
Banco Mercantil del Norte, SA 6.862% 20212,3		2,000			1,808
Korea Development Bank 8.00% 2014		3,500			3,983
HVB Funding Trust I 8.741% 20312		4,200			3,612
UniCredito Italiano Capital Trust II 9.20% (undated)2,3		280			260
iStar Financial, Inc. 8.625% 2013		5,000			3,200
Schwab Capital Trust I 7.50% 20373		1,795			1,630
Northern Rock PLC 5.60% (undated)2,3		1,710			162
Northern Rock PLC 6.594% (undated)2,3		14,455			1,373
HSBK (Europe) BV 7.75% 20132		1,200			1,128
Capmark Financial Group Inc. 3.114% 20103		1,555			375
					1,400,743


HEALTH CARE — 8.49%
Tenet Healthcare Corp. 7.375% 2013		36,310			36,128
Tenet Healthcare Corp. 9.00% 20152		1,245			1,307
Tenet Healthcare Corp. 9.25% 2015		39,985			41,934
Tenet Healthcare Corp. 10.00% 20182		1,245			1,379
Tenet Healthcare Corp. 8.875% 20192		158,730			168,254
Elan Finance PLC and Elan Finance Corp. 4.44% 20113		40,467			39,658
Elan Finance PLC and Elan Finance Corp. 7.75% 2011		30,261			30,980
Elan Finance PLC and Elan Finance Corp. 4.486% 20133		16,120			14,750
Elan Finance PLC and Elan Finance Corp. 8.875% 2013		70,975			71,862
Elan Finance PLC and Elan Finance Corp. 8.75% 20162,9		46,315			45,736
HCA Inc., Term Loan B1, 2.533% 20133,4,5		25,788			24,409
HCA Inc. 9.125% 2014		12,945			13,398
HCA Inc. 9.25% 2016		16,790			17,399
HCA Inc. 9.625% 20163,6		18,906			19,709
HCA Inc. 8.50% 20192		44,590			46,819
HCA Inc. 7.875% 20202		35,805			36,029
HealthSouth Corp., Term Loan B, 2.55% 20133,4,5		12,698			12,247
HealthSouth Corp. 7.218% 20143		57,305			56,445
HealthSouth Corp. 10.75% 2016		76,190			83,047
VWR Funding, Inc. 11.25% 20153,6		119,260			109,421
PTS Acquisition Corp. 9.50% 20153,6		86,500			75,688
Boston Scientific Corp. 5.45% 2014		9,235			9,304
Boston Scientific Corp. 5.125% 2017		13,645			12,877
Boston Scientific Corp. 7.00% 2035		41,985			38,679
Bausch & Lomb Inc. 9.875% 2015		53,025			55,809
Surgical Care Affiliates, Inc. 9.625% 20152,3,6		26,413			20,470
Surgical Care Affiliates, Inc. 10.00% 20172		19,855			15,983
Team Finance LLC and Health Finance Corp. 11.25% 2013		30,640			32,402
Coventry Health Care, Inc. 5.875% 2012		10,580			10,477
Coventry Health Care, Inc. 5.95% 2017		24,050			21,596
Warner Chilcott Corp. 8.75% 2015		27,219			28,036
Viant Holdings Inc. 10.125% 20172		25,974			24,805
Symbion Inc. 11.75% 20153,6		32,878			24,494
Valeant Pharmaceuticals 8.375% 20162		16,535			16,866
CHS/Community Health Systems, Inc. 8.875% 2015		8,250			8,477
United Surgical Partners International Inc. 9.25% 20173,6		6,455			6,165
Health Management Associates, Inc. 6.125% 2016		3,000			2,805
					1,275,844


INFORMATION TECHNOLOGY — 7.24%
NXP BV and NXP Funding LLC 3.259% 20133		64,365			46,745
NXP BV and NXP Funding LLC 3.746% 20133	€	48,528			51,859
NXP BV and NXP Funding LLC 10.00% 20138	$	77,049			76,375
NXP BV and NXP Funding LLC 7.875% 2014		111,615			88,176
NXP BV and NXP Funding LLC 8.625% 2015	€	46,675			42,705
NXP BV and NXP Funding LLC 9.50% 2015	$	112,265			74,937
Freescale Semiconductor, Inc., Term Loan B, 2.011% 20133,4,5		30,020			24,129
Freescale Semiconductor, Inc. 4.174% 20143		5,325			3,568
Freescale Semiconductor, Inc. 8.875% 2014		85,928			66,164
Freescale Semiconductor, Inc. 9.875% 20143,6		68,891			47,879
Freescale Semiconductor, Inc., Term Loan B, 12.50% 20144,5		63,687			64,218
Freescale Semiconductor, Inc. 10.125% 2016		32,782			21,964
Sanmina-SCI Corp. 3.049% 20102,3		2,375			2,316
Sanmina-SCI Corp. 6.75% 2013		46,100			44,025
Sanmina-SCI Corp. 3.049% 20142,3,9		24,605			21,591
Sanmina-SCI Corp. 8.125% 2016		87,707			82,444
First Data Corp., Term Loan B2, 3.036% 20143,4,5		79,514			68,670
First Data Corp. 9.875% 2015		37,991			35,284
First Data Corp. 9.875% 2015		9,700			9,009
SunGard Data Systems Inc. 9.125% 2013		46,675			47,375
SunGard Data Systems Inc. 10.625% 20152		3,800			4,047
Hughes Communications, Inc. 9.50% 2014		41,300			41,713
Ceridian Corp. 11.25% 2015		32,925			29,674
Sensata Technologies BV, Term Loan B, 2.246% 20133,4,5		5,567			4,783
Sensata Technologies BV 8.00% 20143		20,325			19,055
Serena Software, Inc. 10.375% 2016		24,540			23,313
Jabil Circuit, Inc. 8.25% 2018		22,415			22,863
Celestica Inc. 7.875% 2011		10,525			10,762
Celestica Inc. 7.625% 2013		2,235			2,285
Xerox Corp. 7.125% 2010		3,650			3,759
Xerox Corp. 7.625% 2013		5,000			5,137
					1,086,824


MATERIALS — 4.58%
Nalco Co. 7.75% 2011		6,478			6,510
Nalco Co. 7.75% 2011	€	500			737
Nalco Co. 8.875% 2013	$	6,700			6,918
Nalco Co. 9.00% 2013	€	965			1,469
Nalco Finance Holdings LLC and Nalco Finance Holdings Inc. 9.00% 2014	$	8,825			9,156
Nalco Co., Term Loan B, 5.75% 20163,4,5		14,278			14,546
Nalco Co. 8.25% 20172		38,690			40,818
International Paper Co. 7.95% 2018		38,445			41,739
International Paper Co. 9.375% 2019		29,405			34,487
Dow Chemical Co. 7.60% 2014		13,000			14,395
Dow Chemical Co. 8.55% 2019		34,225			38,538
Dow Chemical Co. 9.40% 2039		12,415			15,334
Owens-Brockway Glass Container Inc. 8.25% 2013		9,560			9,823
Owens-Brockway Glass Container Inc. 6.75% 2014	€	375			549
Owens-Brockway Glass Container Inc. 7.375% 2016	$	48,635			49,608
Georgia-Pacific Corp. 8.125% 2011		15,140			15,783
Georgia-Pacific Corp., First Lien Term Loan B, 2.302% 20123,4,5		3,037			2,930
Georgia-Pacific LLC 8.25% 20162		28,615			29,831
Freeport-McMoRan Copper & Gold Inc. 8.375% 2017		42,710			45,496
Georgia Gulf Corp., Term Loan, Revolver, 6.50% 20113,4,5,10,11		25,640			24,102
Georgia Gulf Corp., Term Loan B, 10.00% 20133,4,5,10		19,497			19,239
Rockwood Specialties Group, Inc. 7.50% 2014		10,215			10,215
Rockwood Specialties Group, Inc. 7.625% 2014	€	12,235			18,090
Graphic Packaging International, Inc. 9.50% 2013	$	2,425			2,510
Graphic Packaging International, Inc. 9.50% 20172		12,905			13,776
Graphic Packaging International, Inc. 9.50% 20172		8,905			9,506
Associated Materials Inc. 9.75% 2012		5,280			5,214
AMH Holdings, Inc. 11.25% 2014		26,910			20,452
Ball Corp. 7.125% 2016		14,785			15,155
Ball Corp. 7.375% 2019		9,680			9,874
Newpage Corp. 11.375% 20142		18,095			17,869
Rio Tinto Finance (USA) Ltd. 8.95% 2014		14,700			17,365
FMG Finance Pty Ltd. 4.361% 20112,3		3,875			3,933
FMG Finance Pty Ltd. 10.625% 20162		11,725			13,044
Plastipak Holdings, Inc. 8.50% 20152		15,515			15,748
Teck Resources Ltd. 9.75% 2014		14,000			15,470
Rock-Tenn Co. 9.25% 2016		6,000			6,450
Rock-Tenn Co. 9.25% 20162		3,180			3,418
Neenah Paper, Inc. 7.375% 2014		12,385			9,815
Smurfit Capital Funding PLC 7.50% 2025		9,045			7,417
Metals USA Holdings Corp. 7.847% 20123,6		9,714			7,237
Airgas, Inc. 6.25% 2014		5,835			6,025
Airgas, Inc. 7.125% 20182		650			670
C5 Capital (SPV) Ltd. 6.196% (undated)2,3		400			311
C8 Capital (SPV) Ltd. 6.64% (undated)3		450			348
C8 Capital (SPV) Ltd. 6.64% (undated)2,3		300			232
C10 Capital (SPV) Ltd. 6.722% (undated)2,3		6,850			5,422
C10 Capital (SPV) Ltd. 6.722% (undated)3		300			237
ArcelorMittal 6.125% 2018		6,000			5,921
CSN Islands XI Corp. 6.875% 20192		5,300			5,377
Bway Corp. 10.00% 20142		5,050			5,366
MacDermid 9.50% 20172		4,905			4,537
Exopack Holding Corp. 11.25% 2014		3,650			3,623
Ashland Inc., Term Loan B, 7.65% 20143,4,5		3,397			3,480
Domtar Corp. 7.125% 2015		1,840			1,812
					687,927


UTILITIES — 4.41%
Edison Mission Energy 7.50% 2013		48,325			45,546
Edison Mission Energy 7.75% 2016		12,825			11,286
Midwest Generation, LLC, Series B, 8.56% 20164		48,812			49,544
Edison Mission Energy 7.00% 2017		42,195			35,444
Edison Mission Energy 7.20% 2019		46,450			37,857
Homer City Funding LLC 8.734% 20264		9,104			8,604
Edison Mission Energy 7.625% 2027		44,280			31,882
Texas Competitive Electric Holdings Co. LLC, Term Loan B2, 3.754% 20143,4,5		30,643			24,480
Texas Competitive Electric Holdings Co. LLC, Series B, 10.25% 2015		57,035			41,350
Texas Competitive Electric Holdings Co. LLC, Series A, 10.25% 2015		50,900			36,902
Texas Competitive Electric Holdings Co. LLC 11.25% 20163,6		32,719			22,739
AES Corp. 9.375% 2010		5,508			5,701
AES Corp. 8.875% 2011		8,475			8,772
AES Corp. 8.75% 20132		18,367			18,803
AES Gener SA 7.50% 2014		11,750			12,786
AES Corp. 7.75% 2015		2,000			2,020
AES Corp. 8.00% 2017		20,000			20,225
AES Red Oak, LLC, Series A, 8.54% 20194		6,859			6,499
AES Corp. 8.00% 2020		6,800			6,783
AES Red Oak, LLC, Series B, 9.20% 20294		5,000			4,637
Intergen Power 9.00% 20172		74,950			77,573
NRG Energy, Inc. 7.25% 2014		21,350			21,030
NRG Energy, Inc. 7.375% 2016		56,700			54,999
Nevada Power Co., General and Refunding Mortgage Bonds, Series A, 8.25% 2011		4,000			4,354
Sierra Pacific Power Co., General and Refunding Mortgage Notes, Series H, 6.25% 2012		3,000			3,205
Nevada Power Co., General and Refunding Mortgage Notes, Series I, 6.50% 2012		2,650			2,833
Sierra Pacific Resources 8.625% 2014		11,075			11,449
Nevada Power Co., General and Refunding Mortgage Notes, Series L, 5.875% 2015		2,475			2,640
Nevada Power Co., General and Refunding Mortgage Notes, Series M, 5.95% 2016		1,600			1,711
Sierra Pacific Resources 6.75% 2017		2,000			1,971
Ameren Corp. 8.875% 2014		16,750			18,846
ISA Capital do Brasil SA 7.875% 20122		2,375			2,506
ISA Capital do Brasil SA 8.80% 20172		6,800			7,344
CMC Energy Corp. 6.55% 2017		8,250			8,095
Enersis SA 7.375% 2014		6,800			7,516
FPL Energy National Wind Portfolio, LLC 6.125% 20192,4		3,261			2,981
Abu Dhabi National Energy Co. PJSC (TAQA) 6.165% 20172		2,000			2,017
					662,930


CONSUMER STAPLES — 3.31%
Stater Bros. Holdings Inc. 8.125% 2012		42,605			43,031
Stater Bros. Holdings Inc. 7.75% 2015		46,405			45,245
SUPERVALU INC., Term Loan B, 1.496% 20123,4,5		1,319			1,266
SUPERVALU INC. 7.50% 2012		3,860			4,005
Albertson’s, Inc. 7.25% 2013		4,990			5,040
SUPERVALU INC. 7.50% 2014		1,000			1,010
SUPERVALU INC. 8.00% 2016		47,350			49,244
Albertson’s, Inc. 8.00% 2031		25,450			22,969
Rite Aid Corp. 8.625% 2015		14,500			11,872
Rite Aid Corp., Term Loan T4 9.50% 20153,4,5		15,000			15,738
Rite Aid Corp. 9.75% 20162		15,000			16,275
Rite Aid Corp. 7.70% 2027		7,500			4,387
Rite Aid Corp. 6.875% 2028		11,177			6,203
Duane Reade Inc. 11.75% 20152		50,860			53,657
Smithfield Foods, Inc., Series B, 8.00% 2009		1,000			1,000
Smithfield Foods, Inc., Series B, 7.75% 2013		2,300			2,058
Smithfield Foods, Inc. 10.00% 20142		35,900			37,874
Smithfield Foods, Inc. 7.75% 2017		9,350			7,737
Constellation Brands, Inc. 8.375% 2014		6,775			7,097
Constellation Brands, Inc. 7.25% 2017		31,375			31,375
Tyson Foods, Inc. 10.50% 2014		27,025			30,741
Altria Group, Inc. 10.20% 2039		16,650			23,179
Vitamin Shoppe Industries Inc. 7.94% 20123		19,535			19,535
Dole Food Co., Inc. 8.875% 2011		18,550			18,666
Elizabeth Arden, Inc. 7.75% 2014		14,273			13,631
Ingles Markets, Inc. 8.875% 2017		12,575			12,952
Cott Beverages Inc. 8.00% 2011		11,775			11,760
CVS Caremark Corp. 6.943% 20304		295			299
					497,846


ENERGY — 2.55%
Petroplus Finance Ltd. 6.75% 20142		41,000			38,591
Petroplus Finance Ltd. 7.00% 20172		50,200			45,933
Petroplus Finance Ltd. 9.375% 20192		10,975			10,865
Williams Companies, Inc. 2.597% 20102,3		14,000			13,992
Williams Companies, Inc. 6.375% 20102		6,000			6,161
Williams Companies, Inc. 8.125% 2012		9,800			10,658
Williams Companies, Inc. 7.625% 2019		14,000			15,141
Williams Companies, Inc. 8.75% 2020		13,755			15,841
Williams Companies, Inc. 7.875% 2021		1,650			1,788
Williams Companies, Inc. 8.75% 2032		18,250			20,984
Williams Partners L.P. and Williams Partners Finance Corp. 7.50% 2011		11,375			11,796
Williams Partners L.P. and Williams Partners Finance Corp. 7.25% 2017		31,975			31,466
Drummond Co., Inc. 7.375% 20162		23,935			21,182
Gaz Capital SA 6.51% 20222		10,000			9,188
Gaz Capital SA 7.288% 20372		11,800			11,092
TransCanada PipeLines Ltd. 6.35% 20673		22,645			19,869
Forest Oil Corp. 8.50% 20142		6,800			6,885
Forest Oil Corp. 7.25% 2019		13,750			12,925
Tengizchevroil Finance Co. S.àr.l., Series A, 6.124% 20144		19,923			19,724
Pemex Project Funding Master Trust 5.75% 2018		5,850			5,813
Pemex Project Funding Master Trust 6.625% 2035		6,500			6,287
TEPPCO Partners LP 7.00% 20673		13,655			11,710
Enbridge Energy Partners, LP 9.875% 2019		3,250			4,043
Enbridge Energy Partners, LP 8.05% 20773		7,220			6,435
Kinder Morgan Energy Partners LP 9.00% 2019		5,730			6,954
Peabody Energy Corp. 5.875% 2016		2,425			2,322
Peabody Energy Corp. 7.375% 2016		3,200			3,248
Newfield Exploration Co. 7.125% 2018		5,000			5,013
Concho Resources Inc. 8.625% 2017		3,300			3,399
Energy Transfer Partners, LP 9.70% 2019		1,550			1,922
Continental Resources 8.25% 20192		1,800			1,859
					383,086


Total corporate bonds, notes & loans					11,997,830



BONDS & NOTES OF GOVERNMENTS & GOVERNMENT AGENCIES OUTSIDE THE U.S. — 2.84%
Brazilian Treasury Bill 6.00% 20109,12	BRL58,946			$	33,696
Brazil (Federal Republic of) 10.00% 20179		63,600			31,440
Brazil (Federal Republic of) Global 8.00% 20184	$	9,676			11,253
Brazil (Federal Republic of) Global 10.25% 2028	BRL15,000				8,190
Brazil (Federal Republic of) Global 7.125% 2037	$	2,500			2,994
Brazil (Federal Republic of) Global 11.00% 2040		12,485			16,855
Brazilian Treasury Bill 6.00% 20459,12	BRL18,225				9,979
Turkey (Republic of) 15.00% 2010	TRY16,262				11,269
Turkey (Republic of) 14.00% 2011		30,550			22,267
Turkey (Republic of) 16.00% 2012		16,000			12,410
Turkey (Republic of) 7.50% 2017	$	9,700			10,743
Turkey (Republic of) 6.75% 2018		3,250			3,437
Colombia (Republic of) Global 11.75% 2010	COP3,295,000				1,766
Colombia (Republic of) Global 10.00% 2012	$	1,500			1,769
Colombia (Republic of) Global 10.75% 2013		8,550			10,628
Colombia (Republic of) Global 8.25% 2014		4,000			4,800
Colombia (Republic of) Global 12.00% 2015	COP22,990,000				14,179
Colombia (Republic of) Global 11.75% 2020	$	1,936			2,827
Colombia (Republic of) Global 9.85% 2027	COP12,085,000				6,706
Colombia (Republic of) Global 10.375% 2033	$	823			1,206
Colombia (Republic of) Global 7.375% 2037		4,139			4,698
Panama (Republic of) Global 7.125% 2026		585			677
Panama (Republic of) Global 8.875% 2027		6,500			8,612
Panama (Republic of) Global 6.70% 20364		27,674			30,718
United Mexican States Government, Series M10, 10.50% 2011	MXN12,320				1,027
United Mexican States Government Global 6.375% 2013	$	6,970			7,677
United Mexican States Government, Series MI10, 9.50% 2014	MXN80,000				6,452
United Mexican States Government 5.00% 20169,12		63,719			5,258
United Mexican States Government, Series M20, 10.00% 2024		80,000			6,851
United Mexican States Government Global 6.75% 2034	$	6,105			6,746
Russian Federation 12.75% 2028		2,000			3,340
Russian Federation 7.50% 20304		22,433			24,564
Egypt (Arab Republic of) 9.10% 2010	EGP50,497				9,298
Egypt (Arab Republic of) 9.10% 2010		3,130			580
Egypt (Arab Republic of) 11.50% 2011		9,380			1,823
Egypt (Arab Republic of) 9.10% 2012		18,225			3,334
Egypt (Arab Republic of) 11.625% 2014		49,265			9,901
Indonesia (Republic of) 10.375% 2014	$	1,800			2,200
Indonesia (Republic of) 6.875% 20172		1,000			1,087
Indonesia (Republic of) 6.875% 2018		5,000			5,425
Indonesia (Republic of) 6.875% 20182		3,725			4,042
Indonesia (Republic of) 6.625% 20372		2,500			2,487
Polish Government 5.75% 2014	PLN26,354				9,194
Polish Government 5.25% 2017		2,050			677
Polish Government 6.375% 2019	$	3,535			3,989
Venezuela (Republic of) 10.75% 2013		6,000			5,970
Venezuela (Republic of) Global 8.50% 2014		1,250			1,119
Venezuela (Republic of) 7.65% 2025		8,455			5,623
South Africa (Republic of) 6.875% 2019		7,410			8,299
Argentina (Republic of) GDP-Linked 2035	ARS84,135				1,326
Argentina (Republic of) GDP-Linked 2035	$	12,377			829
Argentina (Republic of) 0.63% 20384,9,12	ARS179,328				4,927
Uruguay (Republic of) 4.25% 20274,9,12	UYU143,129				6,717
Dominican Republic 9.50% 20114	$	2,251			2,352
Dominican Republic 9.50% 20112,4		1,375			1,436
Peru (Republic of) 7.125% 2019		2,945			3,394
Corporación Andina de Fomento 5.75% 2017		3,000			3,061
Thai Government 4.125% 2009	THB73,490				2,207
					426,331


MORTGAGE-BACKED OBLIGATIONS4 — 1.42%
American Tower Trust I, Series 2007-1A, Class E, 6.249% 20372	$	10,725		$	10,400
American Tower Trust I, Series 2007-1A, Class F, 6.639% 20372		38,760			37,493
Crown Castle Towers LLC, Series 2006-1, Class F, 6.650% 20362		30,490			30,090
Crown Castle Towers LLC, Series 2006-1, Class G, 6.795% 20362		12,250			12,101
WaMu Mortgage Pass-Through Certificates Trust, Series 2006-AR12, Class 1-A2, 5.788% 20363		15,000			10,529
WaMu Mortgage Pass-Through Certificates Trust, Series 2007-HY3, Class 4-A1, 5.32% 20373		14,645			11,081
WaMu Mortgage Pass-Through Certificates Trust, Series 2007-HY6, Class 2-A3, 5.736% 20373		23,769			16,598
American Home Mortgage Investment Trust, Series 2005-4, Class V-A, 5.35% 20453		55,916			36,389
SBA CMBS Trust, Series 2006-1A, Class F, 6.709% 20362		1,450			1,441
SBA CMBS Trust, Series 2006-1A, Class G, 6.904% 20362		5,950			5,912
SBA CMBS Trust, Series 2006-1A, Class H, 7.389% 20362		11,615			11,540
SBA CMBS Trust, Series 2006-1A, Class J, 7.825% 20362		12,950			12,867
Countrywide Alternative Loan Trust, Series 2007-14T2, Class A-4, 0.596% 20373		7,451			3,373
Countrywide Alternative Loan Trust, Series 2007-7T2, Class A-27, 6.00% 2037		1,800			1,127
Bear Stearns ARM Trust, Series 2006-2, Class 2-A-1, 5.65% 20363		6,113			4,137
Structured Adjustable Rate Mortgage Loan Trust, Series 2006-9, Class 2-A2, 5.846% 20363		6,067			3,855
Thornburg Mortgage Securities Trust, Series 2006-5, Class A-1, 0.366% 20463		2,766			2,596
Citigroup Mortgage Loan Trust, Inc., Series 2007-9, Class 2-A-1, 6.50% 2037		4,239			2,206
					213,735


U.S. TREASURY BONDS & NOTES — 0.38%
U.S. Treasury 1.375% 2012		10,000			9,983
U.S. Treasury 3.25% 2016		20,000			20,493
U.S. Treasury 6.00% 2026		21,000			26,070
					56,546


ASSET-BACKED OBLIGATIONS4 — 0.06%
Prestige Auto Receivables Trust, Series 2007-1, Class A-3, FSA insured, 5.58% 20142		6,450			6,635
CWHEQ Revolving Home Equity Loan Trust, Series 2006-I, Class 2-A, FSA insured, 0.383% 20373		3,454			2,044
					8,679



Total bonds, notes & other debt instruments (cost: $12,624,510,000)					12,703,121



	Shares or
Convertible securities — 1.07%	principal amount

INFORMATION TECHNOLOGY — 0.63%
Linear Technology Corp., Series A, 3.00% convertible notes 2027	$	61,000,000			59,170
Advanced Micro Devices, Inc. 6.00% convertible notes 2015	$	19,482,000			14,684
Advanced Micro Devices, Inc. 5.75% convertible notes 2012	$	23,900,000			20,166
					94,020


ENERGY — 0.15%
Petroplus Holdings AG 3.375% convertible notes 2013	$	22,000,000			22,047


HEALTH CARE — 0.11%
Schering-Plough Corp., 6.00% convertible preferred 2010		68,000			16,503


FINANCIALS — 0.09%
Alexandria Real Estate Equities, Inc. 8.00% convertible notes 20292	$	1,197,000			1,813
Alexandria Real Estate Equities, Inc. 3.70% convertible notes 20272	$	5,000,000			4,619
Boston Properties, Inc. 2.875% convertible notes 2037	$	4,000,000			3,865
Equity Residential 3.85% convertible notes 2026	$	3,500,000			3,485
					13,782


INDUSTRIALS — 0.07%
UAL Corp. 4.50% convertible notes 2021		14,500,000			10,749


MISCELLANEOUS — 0.02%
Other convertible securities in initial period of acquisition					3,469


Total convertible securities (cost: $136,207,000)					160,570



Preferred securities — 0.99%	Shares

FINANCIALS — 0.99%
Barclays Bank PLC 7.434%2,3		38,126,000			33,932
Barclays Bank PLC 6.86%2,3		3,570,000			2,802
Barclays Bank PLC 8.55%2,3		3,009,000			2,768
Barclays Bank PLC 5.926%2,3		3,000,000			2,250
Barclays Bank PLC, Series 1, 6.278% noncumulative3		1,600,000			1,192
Barclays Bank PLC 7.375%2,3		1,225,000			1,090
JPMorgan Chase & Co., Series I, 7.90%3		28,770,000			27,708
Swire Pacific Capital Ltd. 8.84% cumulative guaranteed perpetual capital securities2		1,125,000			25,172
Wells Fargo & Co. 7.98%3		20,225,000			18,506
Wells Fargo Capital XIII 7.70%3		3,325,000			2,943
PNC Financial Services Group, Inc., Series K, 8.25%3		8,275,000			7,889
General Motors Corp. 7.00%2		9,240			5,374
Shinsei Finance II (Cayman) Ltd. 7.16% noncumulative2,3		8,150,000			4,241
ILFC E-Capital Trust II 6.25%2,3		8,000,000			4,120
Royal Bank of Scotland Group PLC, Series U, 7.64%3		3,700,000			1,815
Royal Bank of Scotland Group PLC 5.512% noncumulative trust3		2,800,000			1,330
BAC Capital Trust VI 5.625% 2035		2,837,000			2,207
Fannie Mae, Series O, 7.00%2,3		607,282			1,822
Lloyds Banking Group PLC 6.657% preference shares2,3		2,000,000			1,223
SMFG Preferred Capital USD 3 Ltd. 9.50%2,3		315,000			352
IndyMac Bancorp, Inc., Series A, 8.50% noncumulative2,13		1,826,000			18


Total preferred securities (cost: $192,056,000)					148,754



Common stocks — 2.27%

MATERIALS — 0.87%
Georgia Gulf Corp.8,9,10,13		4,809,206			129,848


FINANCIALS — 0.63%
Citigroup Inc.		10,711,696			51,845
Bank of America Corp.		2,488,132			42,099
					93,944


TELECOMMUNICATION SERVICES — 0.34%
AT&T Inc.		1,000,000			27,010
American Tower Corp., Class A13		538,967			19,618
Sprint Nextel Corp., Series 113		777,508			3,071
CenturyTel, Inc.		53,258			1,790
Cincinnati Bell Inc.13		70,740			248
XO Holdings, Inc.13		25,291			17
					51,754


INDUSTRIALS — 0.15%
Delta Air Lines, Inc.13		2,304,931			20,652
World Color Press Inc.13		113,905			1,094
UAL Corp.13		22,911			211
					21,957


INFORMATION TECHNOLOGY — 0.11%
Micron Technology, Inc.2,13		678,656			5,565
Micron Technology, Inc.13		424,160			3,478
Fairchild Semiconductor International, Inc.13		500,000			5,115
ZiLOG, Inc.10,13		1,140,500			2,954
HSW International, Inc.8,9,13		257,091			88
					17,200


CONSUMER DISCRETIONARY — 0.09%
Ford Motor Co.13		1,620,210			11,682
Time Warner Cable Inc.		39,816			1,716
Adelphia Recovery Trust, Series ACC-19,13		16,413,965			328
Adelphia Recovery Trust, Series Arahova9,13		1,773,964			230
Adelphia Recovery Trust, Series ACC-6B9,13		3,619,600			18
Mobile Travel Guide, Inc.8,9,13		83,780			21
American Media Operations, Inc.2,9,10,13		823,272			8
					14,003


HEALTH CARE — 0.06%
UnitedHealth Group Inc.		375,000			9,390
Clarent Hospital Corp.9,10,13		576,849			29
					9,419


CONSUMER STAPLES — 0.02%
Winn-Dixie Stores, Inc.13		194,677			2,554


Total common stocks (cost: $319,188,000)					340,679



Warrants — 0.00%

INDUSTRIALS — 0.00%
World Color Press Inc., Series I, warrants, expire 20149,13		64,557			132
World Color Press Inc., Series II, warrants, expire 20149,13		64,557			97
Atrium Corp., warrants, expire 20182,9,13		21,012			0
					229


TELECOMMUNICATION SERVICES — 0.00%
XO Holdings, Inc., Series A, warrants, expire 201013		50,587			1
XO Holdings, Inc., Series B, warrants, expire 201013		37,939			—
XO Holdings, Inc., Series C, warrants, expire 201013		37,939			—
GT Group Telecom Inc., warrants, expire 20102,9,13		11,000			0
					1



Total warrants (cost: $723,000)					230



	Principal amount			Value
Short-term securities — 11.09%		(000	)		(000	)

U.S. Treasury Bills 0.18%–0.34% due 10/15/2009–7/15/2010	$	456,000		$	455,125
Freddie Mac 0.16%–0.245% due 10/5/2009–4/19/2010		337,622			337,407
Federal Home Loan Bank 0.15%–0.20% due 10/21–12/16/2009		236,091			236,056
Fannie Mae 0.17%–0.54% due 11/4/2009–7/13/2010		142,342			142,288
Abbott Laboratories 0.14%–0.20% due 10/14–12/1/20092		84,348			84,325
Coca-Cola Co. 0.23%–0.25% due 11/13/2009–1/13/20102		83,200			83,142
Private Export Funding Corp. 0.19%–0.24% due 10/19–12/1/20092		78,400			78,380
NetJets Inc. 0.16%–0.18% due 10/26–11/2/20092		49,500			49,491
Wal-Mart Stores Inc. 0.16% due 11/30/20092		40,600			40,583
General Electric Capital Corp. 0.18% due 10/1/2009		27,400			27,400
Yale University 0.28% due 10/15/2009		25,000			24,997
Harvard University 0.20% due 11/23/2009		25,000			24,991
Straight-A Funding LLC 0.21% due 11/24/20092		25,000			24,991
Jupiter Securitization Co., LLC 0.19% due 10/20/20092		23,000			22,998
Procter & Gamble International Funding S.C.A. 0.20%–0.22% due 10/20–10/22/20092		18,800			18,797
Medtronic Inc. 0.20% due 10/29/20092		15,000			14,997

Total short-term securities (cost: $1,665,706,000)					1,665,968


Total investment securities (cost: $14,938,390,000)					15,019,322
Other assets less liabilities					1,434

Net assets				$	15,020,756

“Miscellaneous” securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.

1Scheduled interest and/or principal payment was not received.

2Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the U.S. in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities was $3,456,656,000, which represented 23.01% of the net assets of

the fund.

3Coupon rate may change periodically.

4Principal payments may be made periodically. Therefore, the effective maturity date may be earlier than the stated maturity date.

5Loan participations and assignments; may be subject to legal or contractual restrictions on resale. The total value of all such loans was $1,206,728,000, which represented 8.03% of the net assets of the fund.

6Payment in kind; the issuer has the option of paying additional securities in lieu of cash.

7Step bond; coupon rate will increase at a later date.

8Purchased in a transaction exempt from registration under the Securities Act of 1933. May be subject to legal or contractual restrictions on resale. Further details on these holdings appear below.

	Acquisition date(s)	Cost (000)	Value (000)	Percent of net assets

Georgia Gulf Corp.	9/28/2006–7/29/2009	$ 85,188	$129,848	.87%
NXP BV and NXP Funding LLC 10.00% 2013	7/17/2009	60,765	76,375	.51
Gray Television Inc., Series D, 17.00% (undated)	6/26/2008–7/15/2008	61,275	37,811	.25
HSW International, Inc.	12/17/2007	792	88	—
Mobile Travel Guide, Inc.	12/17/2007	21	21	—

Total restricted securities		$208,041	$244,143	1.63%

9Valued under fair value procedures adopted by authority of the board of trustees. The total value of all such securities was $402,339,000, which represented 2.68% of the net assets of the fund.

10Represents an affiliated company as defined under the Investment Company Act of 1940.

11Unfunded loan commitment; the total value of all unfunded loan commitments was $12,679,000, which represented .08% of the net assets of the fund.

12Index-linked bond whose principal amount moves with a government retail price index.

13Security did not produce income during the last 12 months.

Key to abbreviations and symbols

ARS = Argentine pesos

BRL = Brazilian reais

COP = Colombian pesos

EGP = Egyptian pounds

€ = Euros

£ = British pounds

MXN = Mexican pesos

PLN = Polish zloty

THB = Thai baht

TRY = New Turkish liras

UYU = Uruguayan pesos

Investments are not FDIC-insured, nor are they deposits of or guaranteed by a bank or any other entity, so you may lose money.

Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information is contained in each fund’s prospectus, which can be obtained from your financial professional and should be read carefully before investing.

MFGEFP-921-1109O-S21462

	Beginning shares or principal amount		Additions		Reductions		Ending shares or principal amount			Dividend or interest income (000	)		Value of affiliates at 9/30/09 (000	)
Georgia Gulf Corp. (8) (9) (12)		-		4,809,206		-		4,809,206	$	-		$	129,848
Georgia Gulf Corp., Term Loan, Revolver, 6.50% 2011 (3) (4) (5) (11)	$	-	$	25,640,000	$	-	$	25,640,000		291			24,102
Georgia Gulf Corp., Term Loan B, 10.00% 2013 (3) (4) (5)	$	-	$	19,496,523	$	-	$	19,496,523		772			19,239
American Media Operation 14.00% 2013 (1) (3) (6)	$	-	$	44,909,399	$	-	$	44,909,399		5,451			28,293
American Media Operation 9.00% 2013 (1) (6)	$	-	$	3,249,793	$	-	$	3,249,793		317			2,015
American Media Operations, Inc. (1) (8) (12)		-		823,272		-		823,272		-			8
ZiLOG, Inc. (12)		1,140,500		-		-		1,140,500		-			2,954
Clarent Hospital Corp. (8) (12)		576,849		-		-		576,849		-			29
									$	6,831		$	206,488

Statement of assets and liabilities
at September 30, 2009	(dollars in thousands)

Assets:
Investment securities, at value:
Unaffiliated issuers (cost: $14,769,010)	$	14,812,834
Affiliated issuers (cost: $169,380)		206,488	$	15,019,322
Unrealized appreciation on open forward currency contracts				41
Receivables for:
Sales of investments		33,730
Sales of fund's shares		33,446
Dividends and interest		285,732		352,908
				15,372,271
Liabilities:
Unrealized depreciation on open forward currency contracts				163
Payables for:
Purchases of investments		221,694
Bank overdraft		78,430
Repurchases of fund's shares		34,271
Dividends on fund's shares		6,131
Closed forward currency contracts		23
Investment advisory services		3,907
Services provided by affiliates		5,823
Trustees' deferred compensation		140
Other		933		351,352
Net assets at September 30, 2009			$	15,020,756

Net assets consist of:
Capital paid in on shares of beneficial interest			$	16,685,990
Distributions in excess of net investment income				(16,338	)
Accumulated net realized loss				(1,730,256	)
Net unrealized appreciation				81,360
Net assets at September 30, 2009			$	15,020,756

(dollars and shares in thousands, except per-share amounts)
Shares of beneficial interest issued and outstanding (no stated par value) - unlimited shares authorized (1,460,310 total shares outstanding)
	Net assets		Shares outstanding		Net asset value per share*
Class A	$	10,274,019		998,835	$	10.29
Class B		549,822		53,453		10.29
Class C		1,212,974		117,925		10.29
Class F-1		1,481,973		144,077		10.29
Class F-2		340,867		33,139		10.29
Class 529-A		171,725		16,695		10.29
Class 529-B		21,879		2,127		10.29
Class 529-C		67,891		6,600		10.29
Class 529-E		9,416		915		10.29
Class 529-F-1		7,576		737		10.29
Class R-1		17,766		1,727		10.29
Class R-2		169,749		16,503		10.29
Class R-3		272,343		26,477		10.29
Class R-4		171,610		16,684		10.29
Class R-5		202,421		19,679		10.29
Class R-6		48,725		4,737		10.29

(*) Maximum offering price and redemption price per share were equal to the net asset value per share for all share classes, except for Classes A and 529-A, for which the maximum offering prices per share were $10.69 each.

See Notes to Financial Statements

Statement of operations
for the year ended September 30, 2009	(dollars in thousands)

Investment income:
Income:
Interest (net of non-U.S.
taxes of $26; also includes
$6,831 from affiliates)	$	1,144,154
Dividends		7,321		$	1,151,475

Fees and expenses*:
Investment advisory services		40,374
Distribution services		38,211
Transfer agent services		12,060
Administrative services		5,771
Reports to shareholders		982
Registration statement and prospectus		2,385
Trustees' compensation		117
Auditing and legal		133
Custodian		237
State and local taxes		118
Other		765
Total fees and expenses before reimbursements/waivers		101,153
Less reimbursements/waivers of fees and expenses:
Investment advisory services		941
Administrative services		278
Total fees and expenses after reimbursements/waivers					99,934
Net investment income					1,051,541

Net realized loss and unrealized
appreciation on investments, forward currency contracts
and currency:
Net realized loss on:
Investments (net of non-U.S. taxes of $173; also includes $3 net loss from affiliates)		(1,492,307	)
Forward currency contracts		(1,393	)
Currency transactions		(3,902	)		(1,497,602	)
Net unrealized appreciation (depreciation) on:
Investments		2,453,765
Forward currency contracts		(782	)
Currency translations		1,793			2,454,776
Net realized loss and
unrealized appreciation
on investments, forward currency contracts and currency					957,174
Net increase in net assets resulting
from operations				$	2,008,715

(*) Additional information related to class-specific fees and expenses is included in the Notes to Financial Statements.

See Notes to Financial Statements



Statements of changes in net assets		(dollars in thousands)


	Year ended September 30
		2009			2008
Operations:
Net investment income	$	1,051,541		$	1,021,310
Net realized loss on investments, forward currency contracts and currency transactions		(1,497,602	)		(210,963	)
Net unrealized appreciation (depreciation) on investments, forward currency contracts and currency translations		2,454,776			(2,410,161	)
Net increase (decrease) in net assets resulting from operations		2,008,715			(1,599,814	)

Dividends and distributions paid or accrued to
shareholders
Dividends from net investment income		(1,103,307	)		(1,018,627	)
Distributions from net realized gain on investments		-			(25,932	)
Total dividends and distributions paid or accrued to shareholders		(1,103,307	)		(1,044,559	)


Net capital share transactions		2,587,103			887,582

Total increase (decrease) in net assets		3,492,511			(1,756,791	)

Net assets:
Beginning of year		11,528,245			13,285,036
End of year (including distributions in excess of and undistributed
net investment income:$(16,338) and $42,869, respectively)	$	15,020,756		$	11,528,245



See Notes to Financial Statements

(dollars in thousands)
Undistributed ordinary income	$	43,455
Post-October currency loss deferrals (realized during the period November 1, 2008, through September 30, 2009)*		(14,028	)
Capital loss carryforward expiring 2017†		(407,267	)
Post-October capital loss deferrals (realized during the period November 1, 2008, through September 30, 2009)*		(1,259,044	)
Gross unrealized appreciation on investment securities		915,104
Gross unrealized depreciation on investment securities		(923,224	)
Net unrealized depreciation on investment securities		(8,120	)
Cost of investment securities		15,027,442

*These deferrals are considered incurred in the subsequent year.
†The capital loss carryforward will be used to offset any capital gains realized by the fund in future years through the expiration date. The fund will not make distributions from capital gains while a capital loss carryforward remains.

Portfolio by type of security (percent of net assets)	9/30/2009
U.S. corporate bonds & notes		59.1
Corporate bonds & notes of issuers outside the U.S.		12.7
Corporate loans		8.0
Bonds & notes of governments & government agencies outside the U.S.		2.8
Other		1.9
Common stocks & warrants		2.3
Convertible securities		1.1
Preferred securities		1.0
Short-term securities & other assets less liabilities		11.1

	Principal						Percent
	amount			Value			of net
Bonds, notes & other debt instruments - 84.57%		(000	)		(000	)	assets
Corporate bonds, notes & loans - 79.87%
Consumer discretionary - 19.62%
Charter Communications Operating, LLC and Charter Communications Operating Capital Corp. 8.00%-10.875% 2012-2014 (1)	$	115,350		$	119,763
CCH II, LLC and CCH II Capital Corp. 10.25% 2010 (2)		62,980			71,167
Charter Communications Operating, LLC, Term Loans 6.25%-9.25% 2014 (3) (4) (5)		47,595			46,121
CCO Holdings, LLC and CCO Holdings Capital Corp. 8.75% 2013 (2)		36,490			37,220
CCH I, LLC and CCH I Capital Corp. 11.00% 2015 (2)		7,475			1,420
Charter Communications Holdings, LLC and Charter Communications Holdings Capital Corp. 11.75% 2011 (2)		6,000			45			1.83	%
Univision Communications Inc.:
First Lien Term Loan B, 2.533% 2014 (3) (4) (5)		123,170			104,569
10.50% 2015 (1) (3) (6)		144,039			111,630
12.00% 2014 (1)		20,310			21,935			1.59
NTL Cable PLC:
8.75% 2014		65,893			67,540
9.50% 2016		99,825			105,565
8.75% 2014	€	5,300			8,030
9.75% 2014	£	3,000			5,037
9.125% 2016	$	36,015			37,185			1.49
Michaels Stores, Inc. 10.00% 2014		95,825			94,867			.63
AMC Entertainment Inc. 8.75% 2019		68,675			71,250			.47
Toys "R" Us, Inc. 7.625% 2011		57,410			56,836			.38
Mediacom Broadband LLC and Mediacom Broadband Corp. 8.50% 2015		54,303			55,118			.37
FCE Bank PLC 7.125% 2013	€	24,150			32,878
Ford Motor Co. 9.50% 2011	$	1,000			1,015			.22
Other securities					1,898,218			12.64
					2,947,409			19.62

Telecommunication services - 10.43%
Nextel Communications, Inc.:
Series F, 5.95% 2014		120,790			107,503
Series D, 7.375% 2015		74,753			67,465
Series E, 6.875% 2013		23,013			21,460
Sprint Capital Corp. 7.625%-8.75% 2011-2032		10,750			10,856
Sprint Nextel Corp. 0.683% 2010 (3)		5,120			4,974			1.41
Qwest Capital Funding, Inc.:
7.25% 2011		95,650			96,128
7.90% 2010		23,185			23,591
Qwest Communications International Inc. 7.25%-8.00% 2011-2015 (1)		56,475			57,343
Qwest Corp. 7.875%-8.875% 2011-2012		15,600			16,242			1.29
Cricket Communications, Inc.:
9.375% 2014		91,530			93,361
7.75% 2016 (1)		92,450			94,299			1.25
Windstream Corp.:
8.125% 2013		89,875			92,796
7.00%-8.625% 2016-2019		24,800			25,263
Valor Telecommunications Enterprises, LLC and Valor Telecommunications Enterprises Finance Corp. 7.75% 2015		31,370			32,178			1.00
Wind Acquisition SA 11.75% 2017 (1)		90,700			102,718			.68
MetroPCS Wireless, Inc. 9.25% 2014		74,600			76,652			.51
Digicel Group Ltd. 12.00% 2014 (1)		61,825			69,553			.46
Other securities					574,948			3.83
					1,567,330			10.43

Industrials - 9.91%
Nielsen Finance LLC and Nielsen Finance Co.:
10.00% 2014		101,500			102,515
11.50% 2016		58,700			61,929
0%/12.50% 2016 (7)		149,450			118,439
11.625% 2014		14,650			15,529
Nielsen Finance LLC, Term Loans 2.249%-8.50% 2013-2017 (3) (4) (5)		42,652			41,571			2.26
RailAmerica Inc. 9.25% 2017 (1)		66,650			70,149			.47
DynCorp International and DIV Capital Corp., Series B, 9.50% 2013		61,577			63,116			.42
Hawker Beechcraft Acquisition Co., LLC, Term Loan B, 2.283% 2014 (3) (4) (5)		80,417			61,921			.41
Other securities					952,722			6.35
					1,487,891			9.91

Financials - 9.33%
Ford Motor Credit Co.:
3.26% 2012 (3)		85,585			77,133
5.549%-9.875% 2009-2016 (3)		127,430			125,789			1.35
Realogy Corp.:
Term Loan B, 3.254% 2013 (3) (4) (5)		94,064			79,784
Term Loans 3.254%-13.50% 2013-2017 (3) (4) (5)		89,251			86,054
10.50%-11.75% 2014 (3) (6)		33,367			23,977			1.27
CIT Group Inc.:
Term Loan, 13.00% 2012 (3) (4) (5)		131,000			135,539
0.42%-7.625% 2009-2013 (3)		76,504			54,143			1.26
Other securities					818,324			5.45
					1,400,743			9.33

Health care - 8.49%
Tenet Healthcare Corp.:
8.875% 2019 (1)		158,730			168,254
7.375%-10.00% 2013-2018 (1)		78,785			80,748			1.66
Elan Finance PLC and Elan Finance Corp.:
8.875% 2013		70,975			71,862
4.44%-8.75% 2011-2016 (1) (3) (8)		133,163			131,124			1.35
HCA Inc.:
Term Loan B1, 2.533% 2013 (3) (4) (5)		25,788			24,409
7.875%-9.625% 2014-2020 (1) (3) (6)		129,036			133,354			1.05
HealthSouth Corp.:
7.218% 2014 (3)		57,305			56,445
10.75% 2016		76,190			83,047
Term Loan B, 2.55% 2013 (3) (4) (5)		12,698			12,247			1.01
VWR Funding, Inc. 11.25% 2015 (3) (6)		119,260			109,421			.73
PTS Acquisition Corp. 9.50% 2015 (3) (6)		86,500			75,688			.50
Bausch & Lomb Inc. 9.875% 2015		53,025			55,809			.37
Other securities					273,436			1.82
					1,275,844			8.49

Information technology - 7.24%
NXP BV and NXP Funding LLC:
10.00% 2013 (9)		77,049			76,375
7.875% 2014		111,615			88,176
9.50% 2015		112,265			74,937
3.259% 2013 (3)		64,365			46,745
3.746%-8.625% 2013-2015 (3)	€	95,203			94,564			2.53
Freescale Semiconductor, Inc.:
8.875% 2014	$	85,928			66,164
Term Loan B, 12.50% 2014 (4) (5)		63,687			64,218
Term Loan B, 2.011% 2013 (3) (4) (5)		30,020			24,129
4.174%-10.125% 2014-2016 (3) (6)		106,998			73,411			1.52
Sanmina-SCI Corp.:
8.125% 2016		87,707			82,444
3.049%-6.75% 2010-2014 (1) (3) (8)		73,080			67,932			1.00
First Data Corp., Term Loan B2, 3.036% 2014 (3) (4) (5)		79,514			68,670			.46
Other securities					259,059			1.73
					1,086,824			7.24

Materials - 4.58%
Georgia Gulf Corp., Term Loans 6.50%-10.00% 2011-2013 (3) (4) (5) (10) (11)		45,137			43,341			.29
Other securities					644,586			4.29
					687,927			4.58

Utilities - 4.41%
Edison Mission Energy 7.00%-7.75% 2013-2027		194,075			162,015
Midwest Generation, LLC, Series B, 8.56% 2016 (4)		48,812			49,544
Homer City Funding LLC 8.734% 2026 (4)		9,104			8,604			1.47
Intergen Power 9.00% 2017 (1)		74,950			77,573			.52
Other securities					365,194			2.42
					662,930			4.41

Consumer staples - 3.31%
Other securities					497,846			3.31

Energy - 2.55%
Other securities					383,086			2.55

Total corporate bonds, notes & loans					11,997,830			79.87

Bonds & notes of governments & government agencies outside the U.S. - 2.84%
Other securities					426,331			2.84

Mortgage-backed obligations - 1.42%
Other securities					213,735			1.42

Other - 0.44%
U.S. Treasury 1.375%-6.00% 2012-2026		51,000			56,546			.38
Other securities					8,679			.06
					65,225			.44


Total bonds, notes & other debt instruments (cost: $12,624,510,000)					12,703,121			84.57



	Principal						Percent
	amount			Value			of net
Convertible securities - 1.07%		(000	)		(000	)	assets

Other - 1.05%
Linear Technology Corp., Series A, 3.00% convertible notes 2027	$	61,000		$	59,170			.40	%
Other securities					97,931			.65
					157,101			1.05

Miscellaneous - 0.02%
Other convertible securities in initial period of acquisition					3,469			.02


Total convertible securities (cost: $136,207,000)					160,570			1.07



	Shares						Percent
				Value			of net
Preferred securities - 0.99%					(000	)	assets

Financials - 0.99%
Other securities				$	148,754			.99	%

Total preferred securities (cost: $192,056,000)					148,754			.99



	Shares						Percent
				Value			of net
Common stocks - 2.27%					(000	)	assets

Other - 2.27%
Georgia Gulf Corp. (8) (9) (10) (12)		4,809,206		$	129,848			.87	%
Ford Motor Co. (12)		1,620,210			11,682			.08	%
Sprint Nextel Corp., Series 1 (12)		777,508			3,071			.02	%
Other securities					196,078			1.30	%


Total common stocks (cost: $319,188,000)					340,679			2.27



	Shares						Percent
				Value			of net
Warrants - 0.00%					(000	)	assets

Other - 0.00%
Other securities				$	230			.00	%

Total warrants (cost: $723,000)					230			.00



	Principal						Percent
	amount			Value			of net
Short-term securities - 11.09%		(000	)		(000	)	assets


U.S. Treasury Bills 0.18%-0.34% due 10/15/2009-7/15/2010	$	456,000		$	455,125			3.03	%
Freddie Mac 0.16%-0.245% due 10/5/2009-4/19/2010		337,622			337,407			2.25
Federal Home Loan Bank 0.15%-0.20% due 10/21-12/16/2009		236,091			236,056			1.57
Fannie Mae 0.17%-0.54% due 11/4/2009-7/13/2010		142,342			142,288			.95
Abbott Laboratories 0.14%-0.20% due 10/14-12/1/2009 (1)		84,348			84,325			.56
Coca-Cola Co. 0.23%-0.25% due 11/13/2009-1/13/2010 (1)		83,200			83,142			.55
Private Export Funding Corp. 0.19%-0.24% due 10/19-12/1/2009 (1)		78,400			78,380			.52
Other securities					249,245			1.66


Total short-term securities (cost: $1,665,706,000)					1,665,968			11.09


Total investment securities (cost: $14,938,390,000)					15,019,322			99.99
Other assets less liabilities					1,434			.01

Net assets				$	15,020,756			100.00	%

	Acquisition	Cost		Value		Percent of
	date(s)	(000)		(000)		net assets

Georgia Gulf Corp.	9/28/2006-7/29/2009	$	85,188	$	129,848		.87	%
NXP BV and NXP Funding LLC 10.00% 2013	7/17/2009		60,765		76,375		.51
Other restricted securities			62,088		37,920		.25
Total restricted securities		$	208,041	$	244,143		1.63	%

Share class	Initial sales charge	Contingent deferred sales charge upon redemption	Conversion feature
Classes A and 529-A	Up to 3.75%	None (except 1% for certain redemptions within one year of purchase without an initial sales charge)	None
Classes B and 529-B*	None	Declines from 5% to 0% for redemptions within six years of purchase	Classes B and 529-B convert to Classes A and 529-A, respectively, after eight years
Class C	None	1% for redemptions within one year of purchase	Class C converts to Class F-1 after 10 years
Class 529-C	None	1% for redemptions within one year of purchase	None
Class 529-E	None	None	None
Classes F-1, F-2 and 529-F-1	None	None	None
Classes R-1, R-2, R-3, R-4, R-5 and R-6	None	None	None

	Year ended September 30, 2009						Year ended September 30, 2008
Share class	Ordinary income		Long-term capital gains		Total distributions paid or accrued		Ordinary income		Long-term capital gains		Total distributions paid or accrued

Class A	$	773,043		-	$	773,043	$	730,206	$	18,402	$	748,608
Class B		43,681		-		43,681		49,409		1,431		50,840
Class C		78,706		-		78,706		72,541		2,038		74,579
Class F-1		112,760		-		112,760		102,194		2,457		104,651
Class F-2*		13,372		-		13,372		89		-		89
Class 529-A		12,208		-		12,208		10,246		252		10,498
Class 529-B		1,579		-		1,579		1,467		41		1,508
Class 529-C		4,466		-		4,466		3,831		106		3,937
Class 529-E		670		-		670		559		14		573
Class 529-F-1		552		-		552		475		11		486
Class R-1		1,104		-		1,104		919		25		944
Class R-2		11,518		-		11,518		10,006		274		10,280
Class R-3		18,748		-		18,748		15,162		381		15,543
Class R-4		12,118		-		12,118		10,337		246		10,583
Class R-5		17,558		-		17,558		11,186		254		11,440
Class R-6†		1,224		-		1,224		-		-		-
Total	$	1,103,307		-	$	1,103,307	$	1,018,627	$	25,932	$	1,044,559


*Class F-2 was offered beginning August 1, 2008.
†Class R-6 was offered beginning May 1, 2009.

Share class	Currently approved limits	Plan limits
Class A	0.30%	0.30%
Class 529-A	0.30	0.50
Classes B and 529-B	1.00	1.00
Classes C, 529-C and R-1	1.00	1.00
Class R-2	0.75	1.00
Classes 529-E and R-3	0.50	0.75
Classes F-1, 529-F-1 and R-4	0.25	0.50

Investment securities:	Level 1		Level 2			Level 3		Total
Bonds, notes & other debt instruments:
Corporate bonds, notes & loans	$	-	$	11,896,018		$	101,812	$	11,997,830
Bonds & notes of governments & government agencies outside the U.S.		-		426,331			-		426,331
Mortgage-backed obligations		-		213,735			-		213,735
Other		-		65,225			-		65,225
Convertible securities		16,503		144,067			-		160,570
Preferred securities		-		148,754			-		148,754
Common stocks		210,109		130,406			164		340,679
Warrants		1		-			229		230
Short-term securities		-		1,665,968			-		1,665,968
Total	$	226,613	$	14,690,504		$	102,205	$	15,019,322

	Level 1		Level 2			Level 3		Total
Forward currency contracts (*)		-	$	(122	)		-	$	(122	)

The following table reconciles the valuation of the fund's Level 3 investment securities and related transactions for the year ended September 30, 2009 (dollars in thousands):

	Beginning value at 10/1/2008		Net purchases and sales		Net realized gain (†)		Net unrealized appreciation (†)		Net transfers into Level 3		Ending value at 9/30/2009
Investment securities	$	67,983	$	10,007	$	4,721	$	3,768	$	15,726	$	102,205

Net unrealized appreciation during the period on Level 3 investment securities held at September 30, 2009 (dollars in thousands) (†):											$	8,982

(*) Forward currency contracts are not included in the investment portfolio.
(†) Net realized gain and unrealized appreciation are included in the related amounts on investments in the statement of operations.

Share class	Sales(1)				Reinvestments of dividends and distributions				Repurchases(1)						Net increase (decrease)
	Amount		Shares		Amount		Shares		Amount			Shares			Amount			Shares
Year ended September 30, 2009
Class A	$	3,153,668		371,762	$	647,705		76,450	$	(2,194,686	)		(255,978	)	$	1,606,687			192,234
Class B		108,890		12,953		34,327		4,084		(164,888	)		(19,243	)		(21,671	)		(2,206	)
Class C		433,641		50,441		60,856		7,170		(244,407	)		(28,586	)		250,090			29,025
Class F-1		783,541		93,073		90,817		10,741		(678,655	)		(80,004	)		195,703			23,810
Class F-2		312,188		36,051		9,800		1,089		(49,240	)		(5,357	)		272,748			31,783
Class 529-A		47,842		5,592		12,189		1,436		(20,124	)		(2,326	)		39,907			4,702
Class 529-B		3,755		445		1,577		187		(2,874	)		(335	)		2,458			297
Class 529-C		20,117		2,338		4,456		526		(10,235	)		(1,195	)		14,338			1,669
Class 529-E		2,574		304		670		79		(1,226	)		(142	)		2,018			241
Class 529-F-1		2,633		309		549		65		(1,651	)		(195	)		1,531			179
Class R-1		8,045		928		1,081		127		(4,453	)		(516	)		4,673			539
Class R-2		64,190		7,450		11,458		1,355		(43,464	)		(5,051	)		32,184			3,754
Class R-3		149,245		17,754		18,673		2,198		(99,770	)		(12,006	)		68,148			7,946
Class R-4		75,335		8,636		12,091		1,427		(50,394	)		(5,883	)		37,032			4,180
Class R-5		163,896		19,818		16,646		1,969		(141,365	)		(16,054	)		39,177			5,733
Class R-6(2)		41,389		4,663		1,199		124		(508	)		(50	)		42,080			4,737
Total net increase
(decrease)	$	5,370,949		632,517	$	924,094		109,027	$	(3,707,940	)		(432,921	)	$	2,587,103			308,623

Year ended September 30, 2008
Class A	$	1,832,026		159,405	$	607,542		53,246	$	(2,022,226	)		(176,467	)	$	417,342			36,184
Class B		58,432		5,104		37,258		3,262		(158,870	)		(13,890	)		(63,180	)		(5,524	)
Class C		246,125		21,376		55,146		4,833		(250,750	)		(21,944	)		50,521			4,265
Class F-1		734,169		63,613		80,516		7,080		(507,861	)		(44,805	)		306,824			25,888
Class F-2(3)		15,292		1,418		62		6		(708	)		(68	)		14,646			1,356
Class 529-A		28,484		2,472		10,354		909		(16,441	)		(1,438	)		22,397			1,943
Class 529-B		2,433		211		1,488		130		(2,201	)		(193	)		1,720			148
Class 529-C		13,564		1,179		3,879		340		(9,536	)		(836	)		7,907			683
Class 529-E		1,899		165		565		50		(1,241	)		(110	)		1,223			105
Class 529-F-1		1,651		143		479		42		(944	)		(81	)		1,186			104
Class R-1		5,262		459		908		80		(4,723	)		(410	)		1,447			129
Class R-2		52,030		4,528		10,105		886		(44,002	)		(3,829	)		18,133			1,585
Class R-3		103,670		8,970		15,333		1,345		(78,446	)		(6,830	)		40,557			3,485
Class R-4		71,390		6,189		10,447		917		(47,098	)		(4,125	)		34,739			2,981
Class R-5		91,071		7,933		10,522		925		(69,473	)		(6,009	)		32,120			2,849
Total net increase
(decrease)	$	3,257,498		283,165	$	844,604		74,051	$	(3,214,520	)		(281,035	)	$	887,582			76,181


(1)Includes exchanges between share classes of the fund.
(2)Class R-6 was offered beginning May 1, 2009.
(3)Class F-2 was offered beginning August 1, 2008.

		Contract Amount				Unrealized (depreciation) appreciation at
Sales:	Settlement date	Receive		Deliver		September 30, 2009

Euros	10/15/2009	$	14,510	€	10,000	$	(132	)
Euros	10/15/2009	$	2,612	€	1,800		(23	)
Euros	10/19/2009	$	220	€	150		1
Euros	10/19/2009	$	1,471	€	1,000		7
Euros	10/21/2009	$	221	€	150		2
Euros	10/23/2009	$	10,815	€	7,365		31
Euros	10/30/2009	$	3,433	€	2,350		(8	)
Euros	12/2/2009	$	1,098	€	750		-
Forward currency contracts - net						$	(122	)

			Income (loss) from investment operations(2)								Dividends and distributions
	Net asset value, beginning of period		Net investment income		Net gains (losses) on securities (both realized and unrealized)			Total from investment operations			Dividends (from net investment income)			Distributions (from capital gains)			Total dividends and distributions			Net asset value, end of period		Total return(3) (4)			Net assets, end of period (in millions)		Ratio of expenses to average net assets before reimbursements/ waivers			Ratio of expenses to average net assets after reimbursements/ waivers(4)			Ratio of net income to average net assets(4)
Class A:
Year ended 9/30/2009	$	10.01	$	.83	$	.33		$	1.16		$	(.88	)	$	-		$	(.88	)	$	10.29		14.03	%	$	10,274		.80	%		.79	%		9.57	%
Year ended 9/30/2008		12.35		.93		(2.32	)		(1.39	)		(.93	)		(.02	)		(.95	)		10.01		(11.87	)		8,074		.70			.67			8.14
Year ended 9/30/2007		12.30		.93		.04			.97			(.92	)		-			(.92	)		12.35		7.99			9,516		.69			.66			7.35
Year ended 9/30/2006		12.27		.92		.05			.97			(.94	)		-			(.94	)		12.30		8.26			8,285		.69			.65			7.52
Year ended 9/30/2005		12.26		.89		.01			.90			(.89	)		-			(.89	)		12.27		7.54			7,448		.68			.65			7.17
Class B:
Year ended 9/30/2009		10.01		.76		.33			1.09			(.81	)		-			(.81	)		10.29		13.18			550		1.56			1.55			8.93
Year ended 9/30/2008		12.35		.85		(2.32	)		(1.47	)		(.85	)		(.02	)		(.87	)		10.01		(12.55	)		557		1.47			1.44			7.37
Year ended 9/30/2007		12.30		.83		.04			.87			(.82	)		-			(.82	)		12.35		7.19			756		1.44			1.41			6.62
Year ended 9/30/2006		12.27		.83		.05			.88			(.85	)		-			(.85	)		12.30		7.44			760		1.46			1.42			6.76
Year ended 9/30/2005		12.26		.80		.01			.81			(.80	)		-			(.80	)		12.27		6.72			771		1.45			1.43			6.39
Class C:
Year ended 9/30/2009		10.01		.76		.33			1.09			(.81	)		-			(.81	)		10.29		13.15			1,213		1.58			1.57			8.74
Year ended 9/30/2008		12.35		.84		(2.32	)		(1.48	)		(.84	)		(.02	)		(.86	)		10.01		(12.59	)		890		1.52			1.48			7.32
Year ended 9/30/2007		12.30		.83		.04			.87			(.82	)		-			(.82	)		12.35		7.14			1,045		1.48			1.45			6.55
Year ended 9/30/2006		12.27		.82		.05			.87			(.84	)		-			(.84	)		12.30		7.39			871		1.50			1.46			6.71
Year ended 9/30/2005		12.26		.79		.01			.80			(.79	)		-			(.79	)		12.27		6.65			804		1.51			1.49			6.32
Class F-1:
Year ended 9/30/2009		10.01		.83		.33			1.16			(.88	)		-			(.88	)		10.29		14.02			1,482		.81			.80			9.54
Year ended 9/30/2008		12.35		.93		(2.32	)		(1.39	)		(.93	)		(.02	)		(.95	)		10.01		(11.90	)		1,204		.74			.70			8.09
Year ended 9/30/2007		12.30		.92		.04			.96			(.91	)		-			(.91	)		12.35		7.98			1,166		.70			.67			7.32
Year ended 9/30/2006		12.27		.92		.05			.97			(.94	)		-			(.94	)		12.30		8.23			846		.71			.68			7.47
Year ended 9/30/2005		12.26		.88		.01			.89			(.88	)		-			(.88	)		12.27		7.45			637		.76			.74			7.07
Class F-2:
Year ended 9/30/2009		10.01		.81		.37			1.18			(.90	)		-			(.90	)		10.29		14.32			341		.53			.53			8.99
Period from 8/4/2008 to 9/30/2008		11.01		.14		(1.00	)		(.86	)		(.14	)		-			(.14	)		10.01		(7.84	)		13		.08			.07			1.34
Class 529-A:
Year ended 9/30/2009		10.01		.82		.33			1.15			(.87	)		-			(.87	)		10.29		13.99			172		.84			.83			9.50
Year ended 9/30/2008		12.35		.93		(2.32	)		(1.39	)		(.93	)		(.02	)		(.95	)		10.01		(11.91	)		120		.74			.71			8.11
Year ended 9/30/2007		12.30		.92		.04			.96			(.91	)		-			(.91	)		12.35		7.92			124		.76			.72			7.30
Year ended 9/30/2006		12.27		.91		.05			.96			(.93	)		-			(.93	)		12.30		8.21			92		.74			.70			7.47
Year ended 9/30/2005		12.26		.88		.01			.89			(.88	)		-			(.88	)		12.27		7.44			66		.77			.75			7.09
Class 529-B:
Year ended 9/30/2009		10.01		.75		.33			1.08			(.80	)		-			(.80	)		10.29		13.08			22		1.65			1.64			8.76
Year ended 9/30/2008		12.35		.84		(2.32	)		(1.48	)		(.84	)		(.02	)		(.86	)		10.01		(12.64	)		18		1.58			1.55			7.26
Year ended 9/30/2007		12.30		.82		.04			.86			(.81	)		-			(.81	)		12.35		7.06			21		1.56			1.53			6.50
Year ended 9/30/2006		12.27		.81		.05			.86			(.83	)		-			(.83	)		12.30		7.30			18		1.58			1.55			6.63

Qualified dividend income	$	17,507,000
Corporate dividends received deduction	$	13,856,000
U.S. government income that may be exempt from state taxation	$	3,724,000