1
COLONIAL HIGH INCOME MUNICIPAL TRUST
One Financial Center, Boston, Massachusetts 02111
(617) 426-3750
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD MAY 31, 1996
Dear Shareholder:
The Annual Meeting of Shareholders (Meeting) of Colonial High
Income Municipal Trust (Fund) will be held at the offices of
Colonial Management Associates, Inc. (Adviser), One Financial
Center, Boston, Massachusetts, on Friday, May 31, 1996, at 10:00
A.M., Eastern time, to:
1. Elect three Trustees;
2. Ratify or reject the selection of independent
accountants; and
3. Transact such other business as may properly come
before the Meeting or any adjournment thereof.
By order of the Trustees,
Arthur O. Stern, Secretary
April 23, 1996
NOTICE: YOUR VOTE IS IMPORTANT, REGARDLESS OF THE NUMBER OF SHARES
YOU OWN. IF A QUORUM IS NOT PRESENT AT THE MEETING, ADDITIONAL
EXPENSES WILL BE INCURRED TO SOLICIT ADDITIONAL PROXIES. TO AVOID
THESE COSTS TO YOUR FUND, PLEASE VOTE, SIGN AND RETURN YOUR PROXY
IN THE ENCLOSED POSTAGE-PAID ENVELOPE IMMEDIATELY.
HI-85/072C-0496
PROXY STATEMENT
General Information
April 23, 1996
The enclosed proxy, which was first mailed
on April 23, 1996, is solicited by the Trustees
for use at the Meeting. All properly executed
proxies received in time for the Meeting will be
voted as specified in the proxy or, if no
specification is made, in favor of each proposal
referred to in the Proxy Statement. The proxy
may be revoked prior to its exercise by a later
dated proxy, by written revocation received by
the Secretary or by voting in person.
Solicitation may be made by mail, telephone,
telegraph, telecopy and personal interviews.
Authorization to execute proxies may be obtained
by telephonically or electronically transmitted
instructions. The cost of solicitation will be
paid by the Fund.
Holders of a majority of the shares
outstanding and entitled to vote constitute a
quorum and must be present in person or
represented by proxy for business to be
transacted at the Meeting. On March 4, 1996,
the Fund had outstanding 30,918,576 shares of
beneficial interest. Shareholders of record at
the close of business on March 4, 1996 will have
one vote for each share held. As of March 4,
1996, The Depository Trust Company (Cede & Co.),
7 Hanover Square, New York, New York 10004 owned
of record 78.66% of the Fund's outstanding
shares.
Votes cast by proxy or in person will be
counted by persons appointed by the Fund to act
as election tellers for the Meeting. The
tellers will count the total number of votes
cast "for" approval of the proposals for
purposes of determining whether sufficient
affirmative votes have been cast. Where a
shareholder withholds authority or abstains, or
the proxy reflects a "broker non-vote" (i.e.,
shares held by brokers or nominees as to which
(i) instructions have not been received from the
beneficial owners or persons entitled to vote
and (ii) the broker or nominee does not have
discretionary voting power on a particular
matter) the shares will be counted as present
and entitled to vote for purposes of determining
the presence of a quorum. With respect to the
election of Trustees and ratification of
independent accountants, withheld authority,
abstentions and broker non-votes have no effect
on the outcome of the voting.
Further information concerning the Fund is
contained in its most recent Annual Report to
shareholders, which is obtainable free of charge
by writing the Adviser at One Financial Center,
Boston, MA 02110 or by calling 1-800-248-2828.
1. Election of Three Trustees.
Ms. Collins and Messrs. Sullivan and Weeks
(who have each agreed to serve) are proposed for
election as Trustees of the Fund, each to serve
three years or until a successor is elected.
The Board of Trustees consists of Ms. Collins
and Messrs. Birnbaum, Bleasdale, Grinnell,
Ireland, Lowry, Mayer, Moody, Neuhauser, Shinn,
Sullivan and Weeks. The Board is divided into
the following three classes, each with a three
year term expiring in the year indicated
(assuming the persons listed above, are elected
at the Meeting):
1997 1998 1999
Mr. Birnbaum Mr. Bleasdale Ms. Collins
Mr. Grinnell Mr. Lowry Mr. Sullivan
Mr. Ireland Mr. Neuhauser Mr. Weeks
Mr. Mayer Mr. Shinn
Mr. Moody
The following table sets forth certain
information about the Trustees:
Shares
Beneficially
Owned
and
Percent of
Name Trustee Principal Occupation (1) and Fund at
(Age) since Directorships March 4,
1996 (2)
Robert J. Birnbaum Retired (formerly Special ----
(68) 1995 Counsel, Dechert Price &
Rhoads). Director or
Trustee: Colonial Funds,
Liberty All-Star Equity Fund
and Liberty All Star Growth
Fund, Inc. (formerly The
Charles Allmon Trust, Inc.).
Tom Bleasdale Retired (formerly Chairman ----
(65) 1989 of the Board and Chief
Executive Officer, Shore
Bank & Trust Company).
Director or Trustee:
Colonial Funds, Stok, Inc.
and The Empire Company.
Lora S. Collins Attorney, Kramer, Levin, ----
(60) 1992 Naftalis, Nessen, Kamin &
Frankel (law). Trustee:
Colonial Funds.
James E. Grinnell Private Investor. Director ----
(66) 1995 or Trustee: Colonial Funds,
Liberty All-Star Equity Fund
and Liberty All-Star Growth
Fund, Inc. (formerly The
Charles Allmon Trust, Inc.).
William D. Ireland, Jr. Retired (formerly Chairman ----
(72) 1992 of the Board, Bank of New
England--Worcester).
Trustee: Colonial Funds.
Richard W. Lowry Private Investor. Director ----
(59) 1995 or Trustee: Colonial Funds,
and Liberty All-Star Equity
Fund and Liberty All-Star
Growth Fund, Inc. (formerly
The Charles Allmon Trust,
Inc.).
William E. Mayer* Dean of the College of ----
(55) 1994 Business and, Management,
University of Maryland
(formerly Dean of the Simon
Graduate School of Business,
University of Rochester).
Director or Trustee:
Colonial Funds, Hambrecht &
Quist Incorporated, American
Medical Inc., Chart House
Enterprises and Riverwood
International Corp.
James L. Moody, Jr. Chairman of the Board, ----
(64) 1989 Hannaford Bros. Co. (food
distributor) (formerly Chief
Executive Officer, Hannaford
Bros. Co.). Director or
Trustee: Colonial Funds,
Penobscot Shoe Co., Sobeys
Inc., Hills Stores Company,
Inc., UNUM Corporation and
IDEXX Laboratories.
John J. Neuhauser Dean of the School of ----
(52) 1992 Management, Boston College.
Director or Trustee:
Colonial Funds and Hyde
Athletic Industries, Inc.
George L. Shinn Financial Consultant ----
(73) 1992 (formerly Chairman, Chief
Executive Officer and
Consultant, The First Boston
Corporation). Director or
Trustee: Colonial Funds, The
New York Times Co. and
Phelps Dodge Corp.
Robert L. Sullivan Self-employed Management ----
(68) 1989 Consultant. Trustee:
Colonial Funds.
Sinclair Weeks, Jr. Chairman of the Board, Reed ----
(72) 1992 & Barton Corporation.
Director or Trustee:
Colonial Funds and
Commonwealth Energy Systems.
* Mr. Mayer is an "interested person," as defined by
the Investment Company Act of 1940 (1940 Act)
because of his affiliation with Hambrecht & Quist
Incorporated (a registered broker dealer).
(1) Except as otherwise noted, each individual has held
the office indicated or other offices in the same
company for the last five years.
(2) On March 4, 1996, the Trustees and officers of the
Fund as a group beneficially owned less than 1% of
the then outstanding shares of the Fund.
In this Proxy Statement, "Colonial Funds"
means Colonial Trust I, Colonial Trust II,
Colonial Trust III, Colonial Trust IV, Colonial
Trust V, Colonial Trust VI, Colonial Trust VII,
LFC Utilities Trust, Colonial High Income
Municipal Trust, Colonial InterMarket Income
Trust I, Colonial Intermediate High Income Fund,
Colonial Investment Grade Municipal Trust and
Colonial Municipal Income Trust.
The following table sets forth certain
information about the executive officers of the
Fund:
Executive
Name Officer
(Age) Since Office with Fund; Principal
Occupation (3)
Harold W. Cogger President of the Fund
(60) 1993 (formerly Vice President);
Chairman of the Board,
President, Chief Executive
Officer and Director of the
Adviser and The Colonial
Group, Inc. (TCG) (formerly
Executive Vice President of
the Adviser); Director and
Executive Vice President of
Liberty Financial Companies,
Inc. (Liberty Financial);
President of Colonial Funds
(formerly Vice President);
Director or Trustee of Liberty
All-Star Growth Fund, Inc.
(formerly The Charles Allmon
Trust, Inc.) and Liberty All-
Star Equity Fund.
Davey S. Scoon Vice President of the Fund
(49) 1993 (formerly Treasurer);
Executive Vice President and
Director of the Adviser
(formerly Senior Vice
President and Treasurer);
Executive Vice President and
Chief Operating Officer of TCG
(formerly Vice President -
Finance and Administration and
Treasurer); Vice President of
Colonial Funds (formerly
Treasurer).
Richard A. Silver Treasurer and Chief Financial
(49) 1993 Officer of the Fund (formerly
Controller); Senior Vice
President, Director, Treasurer
and Chief Financial Officer of
the Adviser (formerly
Assistant Treasurer);
Treasurer and Chief Financial
Officer of TCG (formerly
Assistant Treasurer);
Treasurer and Chief Financial
Officer of Colonial Funds
(formerly Controller).
Peter L. Lydecker Controller of the Fund
(42) 1993 (formerly Assistant
Controller); Vice President
of the Adviser (formerly
Assistant Vice President);
Controller of Colonial Funds
(formerly Assistant
Controller).
(3) Except as otherwise noted, each individual has
held the office indicated or other offices in the
same company for the last five years.
Trustee's Compensation, Meetings and Committees
The Board of Trustees received the
following compensation from the Fund for the
fiscal year ended December 31, 1995, and from
the Colonial Funds complex for the calendar year
ended December 31, 1995, for serving as
Trustees:
Total Compensation
Aggregate From Trust And
Compensation Fund Complex Paid
From Fund For To The Trustees
The Fiscal Year For The Calendar
Trustee Ended December Year Ended
31, 1995 December 31, 1995(4)
Robert J. Birnbaum (5) $1,724 $ 71,250
Tom Bleasdale 2,042(6) 98,000 (7)
Lora S. Collins 1,727 91,000
James E. Grinnell (5) 1,720 71,250
William D. Ireland, Jr. 2,359 113,000
Richard W. Lowry (5) 1,724 71,250
William E. Mayer 1,899 91,000
James L. Moody, Jr. 1,977(8) 94,500 (9)
John J. Neuhauser 1,897 91,000
George L. Shinn 2,148 102,500
Robert L. Sullivan 2,098 101,000
Sinclair Weeks, Jr. 2,332 112,000
(4) At December 31, 1995, the Colonial Funds
complex consisted of 33 open-end and 5 closed-
end management investment company portfolios.
(5) Elected as a Trustee of the Colonial Funds
complex on April 21, 1995.
(6) Includes $769 payable in later years as
deferred compensation.
(7) Includes $49,000 payable in later years as
deferred compensation.
(8) Includes $1,367 payable in later years as
deferred compensation.
(9) Total compensation of $94,500 for the calendar
year ended December 31, 1995 will be payable in
later years as deferred compensation.
The following table sets forth the amount
of compensation paid to Messrs. Birnbaum,
Grinnell and Lowry in their capacities as
Trustees or Directors of the Liberty All-Star
Equity Fund and Liberty All-Star Growth Fund,
Inc. (formerly known as The Charles Allmon
Trust, Inc.) (together, Liberty Funds I) for
service during the calendar year ended December
31, 1995, and of Liberty Financial Trust (now
known as Colonial Trust VII) and LFC Utilities
Trust (together, Liberty Funds II) for the
period January 1, 1995 through March 26, 1995
(10):
Total Compensation Total Compensation
From Liberty Funds II From Liberty Funds I
For The Period January For The Calendar Year
Trustee 1, 1995 through March Ended December 31, 1995
26, 1995 (11)
Robert J. Birnbaum $2,900 $16,675
James E. Grinnell 2,900 22,900
Richard W. Lowry 2,900 26,250 (12)
(10) On March 27, 1995, four of the portfolios in the Liberty
Financial Trust (now known as Colonial Trust VII) were
merged into existing Colonial funds and a fifth was
reorganized into a new portfolio of Colonial Trust III.
Prior to their election as Trustees of the Colonial
Funds, Messrs. Birnbaum, Grinnell and Lowry served as
Trustees of Liberty Funds II; they continue to serve as
Trustees or Directors of Liberty Funds I.
(11) At December 31, 1995, the Liberty Funds I were advised by
Liberty Asset Management Company (LAMCO). LAMCO is an
indirect wholly-owned subsidiary of Liberty Financial (an
intermediate parent of the Adviser).
(12) Includes $3,500 paid to Mr. Lowry for service as Trustee
of Liberty Newport World Portfolio (formerly known as
Liberty All-Star World Portfolio) (Liberty Newport)
during the calendar year ended December 31, 1995. At
December 31, 1995, Liberty Newport was managed by Newport
Pacific Management, Inc. and Stein Roe & Farnham
Incorporated, each an affiliate of the Adviser.
During the Fund's fiscal year ended
December 31, 1995, the Board of Trustees held
six meetings.
The Audit Committee of the Colonial Funds,
consisting of Messrs. Bleasdale, Ireland,
Moody, Shinn, Sullivan and Weeks, met twice
during the Fund's fiscal year ended December 31,
1995. The Committee recommends to the Trustees
the independent accountants to serve as
auditors, reviews with the independent
accountants the results of the auditing
engagement and the internal accounting
procedures and controls, and considers the
independence of the independent accountants, the
range of their audit services and their fees.
The Compensation Committee of the Colonial
Funds, consisting of Ms. Collins and Messrs.
Neuhauser, Sullivan and Weeks, met once during
the Fund's fiscal year ended December 31, 1995.
The Committee reviews compensation of the Board
of Trustees.
The Nominating Committee of the Colonial
Funds, consisting of Messrs. Bleasdale, Ireland,
Moody and Weeks, did not meet during the Fund's
fiscal year ended December 31, 1995. The
Committee in its sole discretion recommends to
the Trustees nominees for Trustee and for
appointments to various committees. The
Committee will consider candidates for Trustee
recommended by shareholders. Written
recommendations with supporting information
should be directed to the Committee in care of
the Fund.
During the Fund's fiscal year ended
December 31, 1995, each of the current Trustees,
attended more than 75% of the meetings of the
Board of Trustees and the committees of which
such Trustee is a member, except that Messrs.
Birnbaum, Grinnell and Lowry attended more than
75% of the meetings of the Board of Trustees and
committees since they were elected as Trustees
on April 21, 1995.
If any of the nominees listed above becomes
unavailable for election, the enclosed proxy
will be voted for a substitute candidate in the
discretion of the proxy holder(s).
Required Vote
A plurality of the votes cast at the
Meeting, if a quorum is represented, is required
for the election of each Trustee.
Description of the Adviser
The Adviser is a wholly-owned subsidiary of
TCG which in turn is a wholly-owned subsidiary
of Liberty Financial. Liberty Financial is an
indirect subsidiary of Liberty Mutual Insurance
Company (Liberty Mutual). Liberty Financial is
a diversified and integrated asset management
organization which provides insurance and
investment products to individuals and
institutions. Its principal executive offices
are located at 600 Atlantic Avenue, 24th Floor,
Boston, Massachusetts 02210. Liberty Mutual is
an underwriter of workers' compensation
insurance and a Massachusetts-chartered mutual
property and casualty insurance company. The
principal business activities of Liberty
Mutual's subsidiaries other than Liberty
Financial are property-casualty insurance,
insurance services and life insurance (including
group life and health insurance products)
marketed through its own sales force. Its
principal executive offices are located at 175
Berkeley Street, Boston, Massachusetts 02117.
Liberty Mutual is deemed to be the controlling
entity of the Adviser and its affiliates.
2. Ratification of Independent Accountants.
Price Waterhouse LLP was selected as
independent accountants for the Fund for the
Fund's fiscal year ending December 31, 1996, by
unanimous vote of the Trustees, subject to
ratification or rejection by the shareholders.
Neither Price Waterhouse LLP nor any of its
partners has any direct or material indirect
financial interest in the Fund. A
representative of Price Waterhouse LLP will be
available at the Meeting, if requested by a
shareholder in writing at least five days before
the Meeting, to respond to appropriate questions
and make a statement (if the representative
desires).
Required Vote
Ratification requires the affirmative vote
of a majority of the shares of the Fund voted at
the Meeting.
3. Other Matters and Discretion of Attorneys
Named in the Proxy
As of the date of this Proxy Statement,
only the business mentioned in Items 1 and 2 of
the Notice of the Meeting is contemplated to be
presented. If any procedural or other matters
properly come before the Meeting, the enclosed
proxy shall be voted in accordance with the best
judgment of the proxy holder(s).
The Meeting is called to be held at the
same time as meetings of the shareholders of
Colonial InterMarket Income Trust I and Colonial
Investment Grade Municipal Trust. It is
anticipated that the meetings will be held
simultaneously. In the event that any Fund
shareholder at the Meeting objects to the
holding of a simultaneous meeting and moves for
an adjournment of the meetings so that the
Meeting of the Fund may be held separately, the
persons named as proxies will vote in favor of
such an adjournment.
If a quorum of shareholders (a majority of
the shares entitled to vote at the Meeting) is
not represented at the Meeting or at any
adjournment thereof, or, even though a quorum is
so represented, if sufficient votes in favor of
the Items set forth in the Notice of the Meeting
are not received by May 31, 1996, the persons
named as proxies may propose one or more
adjournments of the Meeting for a period or
periods of not more than ninety days in the
aggregate and further solicitation of proxies
may be made. Any such adjournment may be
effected by a majority of the votes properly
cast in person or by proxy on the question at
the session of the Meeting to be adjourned. The
persons named as proxies will vote in favor of
such adjournment those proxies which they are
entitled to vote in favor of the Items set forth
in the Notice of the Meeting. They will vote
against any such adjournment those proxies
required to be voted against any of such Items.
Compliance with Section 16(a) of the Securities
Exchange Act of 1934
Section 16(a) of the Securities Exchange
Act of 1934, as amended, and Section 30(f) of
the 1940 Act, as amended, required the Fund's
Board of Trustees and executive officers,
persons who own more than ten percent of the
Fund's equity securities, the Fund's investment
adviser and affiliated persons of the Fund's
investment adviser, to file with the Securities
and Exchange Commission ("SEC") initial reports
of ownership and reports of changes in ownership
of the Fund's shares and to furnish the Fund
with copies of all Section 16(a) forms they
file. Based solely upon a review of copies of
such filings that were so furnished to the Fund,
the Fund believes that Liberty Mutual and its
affiliates, which include Liberty Financial, the
Adviser and TCG, filed a late Form 3 (Initial
Statement of Beneficial Ownership), on which
they reported that the Adviser held 17,431.079
shares of the Fund as of March 24, 1995.
Date for Receipt of Shareholder Proposals
Proposals of shareholders which are inte
nded to be considered for inclusion in the
Fund's proxy statement relating to the 1997
Annual Meeting of Shareholders of the Fund must
be received by the Fund at One Financial Center,
Boston, Massachusetts, 02111 on or before
December 26, 1996.
Shareholders are urged to vote, sign and mail
their proxies immediately.
COLONIAL HIGH INCOME MUNICIPAL TRUST
This Proxy is Solicited on Behalf of the Trustees
The undersigned shareholder hereby appoints Harold W.
P Cogger, Nancy L. Conlin, Michael H. Koonce and Arthur O. Stern, and
R each of them, proxies of the undersigned, with power of
O substitution, to vote at the Annual Meeting of Shareholders of
X Colonial High Income Municipal Trust, to be held at Boston,
Y Massachusetts, on Friday, May 31, 1996, and at any adjournments, as
follows:
SEE REVERSE
CONTINUED AND TO BE SIGNED ON REVERSE SIDE SIDE
- -------------------------------------------------------------------------
____Please mark
votes as in
this example
This proxy when properly executed will be voted in the manner
directed above and, absent direction, will be voted for Items 1 and
2 listed below.
1. ELECTION OFTHREE TRUSTEES. (Item 1 of the Notice)
Nominees: Lora S. Collins, Robert L. Sullivan,
Sinclair Weeks, Jr.
_____FOR ____WITHHELD
_____ --------------------------------------
For all nominees except as noted above
2. PROPOSAL TO RATIFY THE SELECTION OF INDEPENDENT ACCOUNTANTS.
(Item 2 of the Notice)
___FOR ___AGAINST ___ABSTAIN
3. IN THEIR DISCRETION, UPON SUCH OTHER MATTERS AS MAY PROPERLY COME
BEFORE THE MEETING.
MARK HERE
FOR ADDRESS
CHANGE AND
NOTE AT LEFT____
PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY PROMPTLY USING TH ENCLOSED
ENVELOPE.
Please sign exactly as name
appears hereon. When signing
as attorney, executor,
administrator, trustee or
guardian, please give full
title as such. If a
corporation, please sign in
full corporate name by
President or other authorized
officer. If a partnership,
please sign in partnership name
by authorized person.
Signature: ------------------------------ Date:-----------------, 1996
Signature: ------------------------------ Date:-----------------, 1996