OMB APPROVAL OMB Number: 3235-0570 Expires: December 31, 2005 Estimated average burden hours per response..... 5.0 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES 		Investment Company Act file number 811-05516 Pioneer America Income Trust (Exact name of registrant as specified in charter) 60 State Street, Boston, MA 02109 (Address of principal executive offices) (ZIP code) Dorothy E. Bourassa, Pioneer Investment Management, Inc., 60 State Street, Boston, MA 02109 (Name and address of agent for service) Registrant's telephone number, including area code: (617) 742-7825 Date of fiscal year end: December 31 Date of reporting period: January 1, 2004 through December 31, 2004 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. item 1.REPORTS TO SHAREOWNERS. PIONEER ----------------------- AMERICA INCOME TRUST Annual Report 12/31/04 [LOGO] PIONEER Investments(R) Table of Contents - -------------------------------------------------------------------------------- Letter to Shareowners 1 Portfolio Summary 2 Performance Update 3 Comparing Ongoing Fund Expenses 8 Portfolio Management Discussion 10 Schedule of Investments 14 Financial Statements 24 Notes to Financial Statements 33 Report of Independent Registered Public Accounting Firm 40 The Pioneer Family of Mutual Funds 41 Trustees, Officers and Service Providers 42 Pioneer America Income Trust - -------------------------------------------------------------------------------- LETTER TO SHAREOWNERS 12/31/04 - -------------------------------------------------------------------------------- Dear Shareowner, - -------------------------------------------------------------------------------- After three calendar quarters of listless performance, U.S. equity markets improved strongly late in the year. Anxiety over energy prices, international tensions and the falling American dollar had held the markets back, but uneasiness about the presidential election was the principal source of investor hesitation. The election went smoothly, the result was decisive, and the ensuing rally pushed major indices into the black for the second year running. However, returns trailed 2003's levels. Small capitalization companies outperformed large cap issues for the sixth consecutive year. Markets overseas were generally buoyant: commodity-rich nations saw surging demand for copper, gold, lumber and other materials, with much of their output destined to feed China's vast economic appetite. Bond investors focused on longer-term issues. Reflecting the risk aversion that favored small cap stocks, high-yield bonds were the strongest performers, while higher quality issues, including U.S. Treasury issues, scored more modest gains. Municipal bond returns were generally favorable as well; economic growth spurred rising tax revenues, putting many issuers into surplus for the first time in years. A measured pace of growth seems in store for the U.S. economy, which generated 2.2 million jobs after years of employment declines. By the end of September, the economy had tallied twelve straight up quarters and the nation's annualized growth rate stood at a respectable four percent. We believe this rate of expansion is enough to sustain growth without provoking the Federal Reserve Board into aggressive interest rate hikes aimed at calming inflation. Welcome to former Safeco fund shareholders With this report, we also would like to acknowledge the investors in former Safeco mutual funds who now are shareholders of Pioneer funds. We would like to welcome you again to the Pioneer fund family and assure you of our commitment to provide the highest quality portfolio management and personal service. Pioneer has emerged as a growing presence in the ranks of major U.S. management firms. As a shareholder in a Pioneer mutual fund, you have significantly more investment options available to you. A conversation with your investment professional will help you understand how these new funds may enhance your portfolio diversification and fit in with your long-range goals. Or, feel free to call Pioneer directly at 1-800-225-6292 for assistance. Please consider a fund's investment objective, risks, charges and expenses carefully before investing. The prospectus contains this and other information about each fund and should be read carefully before you invest or send money. To obtain a prospectus and for other information on any Pioneer fund, contact your financial advisor, call 1-800-225-6292 or visit our web site at www.pioneerfunds.com. Respectfully, /s/ Osbert M. Hood Osbert M. Hood President Pioneer Investment Management, Inc. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. 1 Pioneer America Income Trust - -------------------------------------------------------------------------------- PORTFOLIO SUMMARY 12/31/04 - -------------------------------------------------------------------------------- Portfolio Diversification - -------------------------------------------------------------------------------- (As a percentage of total investment portfolio) [The following table was depicted as a pie chart in the printed material.] U.S. Government Securities 97.6% U.S. Government Agency Obligations 2.0% Foreign Government Bonds 0.4% Portfolio Maturity - -------------------------------------------------------------------------------- (Effective life as a percentage of total investment portfolio) [The following table was depicted as a pie chart in the printed material.] 0-1 Year 3.6% 1-3 Years 69.3% 3-4 Years 6.6% 4-6 Years 8.6% 6-8 Years 2.0% 8+ Years 9.9% 10 Largest Holdings - -------------------------------------------------------------------------------- (As a percentage of debt holdings)* 1. U.S. Treasury Notes, 6.5%, 2/15/10 6.53% 2. U.S. Treasury Bonds, 7.25%, 5/15/16 5.37 3. Government National Mortgage Association II, 6.0%, 11/20/33 3.13 4. U.S. Treasury Notes, 6.375%, 8/15/27 2.77 5. Government National Mortgage Association, 5.5%, 3/20/34 2.53 6. Government National Mortgage Association II, 5.5%, 11/20/34 2.21 7. Government National Mortgage Association, 5.5%, 11/15/34 2.13 8. US Treasury Notes, 4.625%, 5/15/06 2.01 9. Government National Mortgage Association II, 6.0%, 12/20/33 1.84 10. Government National Mortgage Association, 5.5%, 7/15/33 1.53 *This list excludes temporary cash and derivative instruments. Portfolio holdings will vary for other periods. 2 Pioneer America Income Trust - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/04 CLASS A SHARES - -------------------------------------------------------------------------------- Share Prices and Distributions - -------------------------------------------------------------------------------- Net Asset Value per Share 12/31/04 12/31/03 $9.79 $9.95 Net Distributions per Share Investment Short-Term Long-Term (1/1/04 - 12/31/04) Income Capital Gains Capital Gains $0.4286 $ - $ - Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer America Income Trust at public offering price, compared to that of the Lehman Brothers Government Bond Index and of the Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index. - ----------------------------------------- Average Annual Total Returns (As of December 31, 2004) Net Asset Public Offering Period Value Price (POP) 10 Years 6.24% 5.75% 5 Years 6.23 5.26 1 Year 2.77 -1.86 - ----------------------------------------- [THE FOLLOWING TABLE WAS DEPICTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Lehman Brothers Fixed-Rate Lehman Brothers Pioneer America Mortgage-Backed Government Income Trust Securities Index Bond Index 12/94 $ 9,550 $10,000 $10,000 11,088 11,680 11,834 12/96 11,342 12,305 12,161 12,307 13,472 13,326 12/98 13,265 14,411 14,639 12,930 14,678 14,310 12/00 14,427 16,317 16,206 15,281 17,657 17,379 12/02 16,775 19,201 19,377 17,022 19,787 19,835 12/04 17,493 20,718 20,527 Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. POP returns reflect deduction of maximum 4.50% sales charge. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Trust distributions or the redemption of Trust shares. The Lehman Brothers Government Bond Index measures the performance of the U.S. government bond market. The Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index is an unmanaged index including 15- and 30-year fixed rate securities backed by mortgage pools of the Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC) and Federal National Mortgage Association (FNMA). Index returns assume reinvestment of dividends and, unlike Trust returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Indexes. 3 Pioneer America Income Trust - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/04 CLASS B SHARES - -------------------------------------------------------------------------------- Share Prices and Distributions - -------------------------------------------------------------------------------- Net Asset Value per Share 12/31/04 12/31/03 $9.74 $9.89 Net Distributions per Share Investment Short-Term Long-Term (1/1/04 - 12/31/04) Income Capital Gains Capital Gains $0.3452 $ - $ - Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer America Income Trust, compared to that of the Lehman Brothers Government Bond Index and of the Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index. - ----------------------------------------- Average Annual Total Returns (As of December 31, 2004) If If Period Held Redeemed 10 Years 5.41% 5.41% 5 Years 5.37 5.37 1 Year 2.02 -1.92 - ----------------------------------------- [The following table was depicted as a mountain chart in the printed material.] Value of $10,000 Investment Lehman Brothers Fixed-Rate Lehman Brothers Pioneer America Mortgage-Backed Government Income Trust Securities Index Bond Index 12/94 $10,000 $10,000 $10,000 11,508 11,680 11,834 12/96 11,691 12,305 12,161 12,580 13,472 13,326 12/98 13,471 14,411 14,639 13,035 14,678 14,310 12/00 14,427 16,317 16,206 15,147 17,657 17,379 12/02 16,483 19,201 19,377 16,596 19,787 19,835 12/04 16,931 20,718 20,527 Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. "If redeemed" returns reflect the deduction of applicable contingent deferred sales charge (CSDC). Effective December 1, 2004, the period during which a CDSC is applied to withdrawals was shortened to 5 years. The maximum CDSC for class B shares continues to be 4%. For more complete information, please see the prospectus for details. Note: Shares purchased prior to December 1, 2004 remain subject to the CDSC in effect at the time you purchased those shares. For performance information for shares purchased prior to December 1, 2004, please visit www.pioneerfunds.com/bshares. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Trust distributions or the redemption of Trust shares. Index comparisons begin 4/30/94. The Lehman Brothers Government Bond Index measures the performance of the U.S. government bond market. The Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index is an unmanaged index including 15- and 30-year fixed rate securities backed by mortgage pools of the Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC) and Federal National Mortgage Association (FNMA). Index returns assume reinvestment of dividends and, unlike Trust returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Indexs. 4 Pioneer America Income Trust - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/04 CLASS C SHARES - -------------------------------------------------------------------------------- Share Prices and Distributions - -------------------------------------------------------------------------------- Net Asset Value per Share 12/31/04 12/31/03 $9.77 $9.92 Net Distributions per Share Investment Short-Term Long-Term (1/1/04 - 12/31/04) Income Capital Gains Capital Gains $0.3533 $ - $ - Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer America Income Trust, compared to that of the Lehman Brothers Government Bond Index and of the Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index. - ----------------------------------------- Average Annual Total Returns (As of December 31, 2004) If If Period Held Redeemed Life of Fund (1/31/96) 4.41% 4.41% 5 Years 5.40 5.40 1 Year 2.09 2.09 - ----------------------------------------- [The following table was depicted as a mountain chart in the printed material.] Value of $10,000 Investment Lehman Brothers Fixed-Rate Lehman Brothers Pioneer America Mortgage-Backed Government Income Trust Securities Index Bond Index 01/96 $10,000 $10,000 $10,000 10,104 10,457 10,214 10,890 11,449 11,192 12/98 11,663 12,247 12,295 11,291 12,473 12,019 12/00 12,479 13,866 13,611 13,109 15,006 14,596 12/02 14,280 16,317 16,274 14,387 16,815 16,659 12/04 14,688 17,606 17,240 Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class C shares held for less than one year are also subject to a 1% contingent deferred sales charge (CDSC). The performance of Class C shares does not reflect the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a 1% sales charge, your returns would be lower than those shown above. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Trust performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Trust shares. The Lehman Brothers Government Bond Index measures the performance of the U.S. government bond market. The Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index is an unmanaged index including 15- and 30-year fixed rate securities backed by mortgage pools of the Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC) and Federal National Mortgage Association (FNMA). Index returns assume reinvestment of dividends and, unlike Trust returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Indexes. 5 Pioneer America Income Trust - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/04 CLASS R SHARES - -------------------------------------------------------------------------------- Share Prices and Distributions - -------------------------------------------------------------------------------- Net Asset Value per Share 12/31/04 12/31/03 $9.89 $10.07 Net Distributions per Share Investment Short-Term Long-Term (1/1/04 - 12/31/04) Income Capital Gains Capital Gains $0.432 $ - $ - Investment Returns - -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Pioneer America Income Trust, compared to that of the Lehman Brothers Government Bond Index and of the Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index. - ----------------------------------------- Average Annual Total Returns (As of December 31, 2004) If If Period Held Redeemed 10 Years 5.85% 5.85% 5 Years 5.99 5.99 1 Year 2.58 2.58 - ----------------------------------------- [THE FOLLOWING TABLE WAS DEPICTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.] Value of $10,000 Investment Lehman Brothers Fixed-Rate Lehman Brothers Pioneer America Mortgage-Backed Government Income Trust Securities Index Bond Index 12/94 $10,000 $10,000 $10,000 11,549 11,680 11,834 12/96 11,754 12,305 12,161 12,690 13,472 13,326 12/98 13,609 14,411 14,639 13,199 14,678 14,310 12/00 14,654 16,317 16,206 15,444 17,657 17,379 12/02 16,869 19,201 19,377 17,212 19,787 19,835 12/04 17,667 20,718 20,527 Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. The performance of Class R shares for the period prior to the commencement of operations of Class R shares on April 1, 2003 is based on the performance of Class A shares, reduced to reflect the higher distribution and service fees of Class R shares. For the period after April 1, 2003, the actual performance of Class R shares is reflected, which performance may be influenced by the smaller asset size of Class R shares compared to Class A shares. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Trust performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. The Lehman Brothers Government Bond Index measures the performance of the U.S. government bond market. The Lehman Brothers Fixed-Rate Mortgage-Backed Securities Index is an unmanaged index including 15- and 30-year fixed rate securities backed by mortgage pools of the Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC) and Federal National Mortgage Association (FNMA). Index returns assume reinvestment of dividends and, unlike Trust returns, do not reflect any fees, expenses or sales charges. You cannot invest directly in the Indexes. 6 Pioneer America Income Trust - -------------------------------------------------------------------------------- PERFORMANCE UPDATE 12/31/04 INVESTOR CLASS SHARES - -------------------------------------------------------------------------------- Share Prices and Distributions - -------------------------------------------------------------------------------- Net Asset Value per Share 12/31/04 12/11/04 $9.79 $9.82 Net Distributions per Share Investment Short-Term Long-Term (12/11/04 - 12/31/04) Income Capital Gains Capital Gains $0.0265 $ - $ - Investment Returns - -------------------------------------------------------------------------------- - ----------------------------------------- Average Annual Total Returns (As of December 31, 2004) If If Period Held Redeemed Life of Fund (12/11/04) -0.04% -0.04% Call 1-800-225-6292 or visit www.pioneerfunds.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Certain Pioneer funds (the "Funds") issued Investor Class shares in connection with the reorganization of Safeco mutual funds. The Funds are not offering additional Investor Class shares except in connection with the reinvestment of dividends on the Funds' outstanding Investor Class shares. All [Investor Class] shares of the Funds, whenever issued, convert to Class A shares of their respective Funds on December 10, 2006. Investor Class shares are not subject to sales charges. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Trust performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table does not reflect the deduction of fees and taxes that a shareowner would pay on Trust distributions or the redemption of Trust shares. 7 Pioneer America Income Trust - -------------------------------------------------------------------------------- COMPARING ONGOING FUND EXPENSES - -------------------------------------------------------------------------------- As a shareowner in the Trust, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses; and (2) transaction costs, including sales charges (loads) on purchase payments. This example is intended to help you understand your ongoing expenses (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 at the beginning of the Trust's latest six-month period and held throughout the six months. Using the Tables Actual Expenses The first table below provides information about actual account values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period as follows: 1. Divide your account value by $1,000 Example: an $8,600 account value [Divided by] $1,000 = 8.6 2. Multiply the result in (1) above by the corresponding share class's number in the third row under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Expenses Paid on a $1,000 Investment in Pioneer America Income Trust Based on actual returns from July 1, 2004 through December 31, 2004. Investor Share Class A B C R Class - ------------------------------------------------------------------------------------------------------- Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 On 7/1/04** Ending Account Value $1,029.14 $1,025.95 $1,026.24 $1,028.99 $ 999.60 On 12/31/04 Expenses Paid During Period* $ 5.83 $ 9.88 $ 9.08 $ 6.18 $ 0.44 * Expenses are equal to the Trust's annualized expense ratio of 1.14%, 1.94%, 1.78%, 1.21% and 0.74%, for Class A, Class B, Class C, Class R and Investor Class shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) (21/366 for Investor Class shares). ** 12/11/04 for Investor Class shares 8 Pioneer America Income Trust - -------------------------------------------------------------------------------- COMPARING ONGOING FUND EXPENSES (continued) - -------------------------------------------------------------------------------- Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Trust's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Trust's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Trust and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads). Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer America Income Trust Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2004 through December 31, 2004 Investor Share Class A B C R Class - ------------------------------------------------------------------------------------------------------- Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00 On 7/1/04** Ending Account Value $1,019.30 $1,015.18 $1,015.63 $1,019.10 $1,002.56 On 12/31/04 Expenses Paid During Period* $ 5.80 $ 9.83 $ 9.04 $ 6.15 $ 0.45 * Expenses are equal to the Trust's annualized expense ratio of 1.14%, 1.94%, 1.78%, 1.21% and 0.74%, for Class A, Class B, Class C, Class R and Investor Class shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) (21/366 for Investor Class shares). ** 12/11/04 for Investor Class shares 9 Pioneer America Income Trust - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/04 - -------------------------------------------------------------------------------- As the U.S. economy expanded, the Federal Reserve began raising interest rates at a slow but steady pace. Short-term interest rates rose more than long-term rates, which remained virtually unchanged for the year. For example, at the beginning of the year, the yield on the two-year Treasury was 1.82%. At the end of the year, it was 3.07%. The yield on the 10-year Treasury began the year at 4.25% and ended the year at 4.22%. Against this backdrop, investors in U.S. Government and agency securities were rewarded with a relatively attractive level of income during the 12-month period ended December 31, 2004. In the interview below, Richard Schlanger, a member of the Pioneer fixed-income team, discusses the factors that affected the fixed-income market and the Trust over the past 12 months. Q: How did the Trust perform during the period? A: For the 12-month period ended December 31, 2004, Class A shares of Pioneer America Income Trust produced a total return of 2.77% at net asset value. The Trust underperformed its benchmark, the Lehman Brothers Government Bond Index, which returned 3.48% for the same period. The Trust also underperformed the Lehman Brothers Fixed-Rate Mortgage-Backed Index, which returned 4.70%. We attribute the shortfall relative to the Lehman Brothers Fixed-Rate Mortgage-Backed Index to the index's significant exposure to securities issued by the Federal Home Loan Mortgage Corporation (Freddie Mac) and the Federal National Mortgage Association (Fannie Mae), which outperformed Ginnie Maes. Because conventional mortgages--those issued by Freddie Mac and Fannie Mae--do not have the backing of the full faith and credit of the U.S. Government, we do not invest in them. The Trust underperformed the 3.19% return generated by the General U.S. Government Funds Category of Lipper, an independent monitor of mutual fund performance. At the end of the period, the 30-day SEC yield for Class A shares was 3.25%. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. 10 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Q. What was the investment environment like during the period? A. The economy continued to gain strength in 2004, reflected by improving job growth, relatively strong consumer spending, and higher commodity and oil prices. With the economy on a firmer footing, the Federal Reserve boosted short-term interest rates in June and continued raising them through the end of the year. By year-end, the federal funds rate was 2.25%, up from 1.00% at the start of 2004. (The federal funds rate is the rate banks charge each other for overnight loans.) Initially, the Fed's actions caused Treasury yields to move higher but when it appeared that inflation was under control, the yield curve flattened. The yield curve shows the relationship between bond yields and maturity lengths. With a flatter yield curve, short-term yields moved higher and prices declined; longer-term yields fell or remained stable, boosting prices. An enormous amount of Treasury buying by overseas investors was also instrumental in keeping Treasury yields low. Foreign central banks had large cash reserves, which they invested at record levels in the U.S. Treasury market in an attempt to stem the decline of the U.S. dollar relative to their own currencies. Q: How did you manage the Trust in this environment? A: The Trust was divided between mortgage-backed securities, which accounted for 70.6% of net assets, and Treasury securities, which composed 28.2% of net assets. The Trust also had a 1.2% cash position. In the mortgage market, we invested in securities issued by the Government National Mortgage Association (GNMA), which are backed by the full faith and credit of the U.S. government. (A full faith and credit backing applies to underlying Trust securities, not to Trust shares). Because interest rates remained attractive and the housing market was strong, we sought to avoid prepayment risk. When interest rates decline, homeowners often "prepay" their existing mortgages and refinance their homes at a lower rate. Significant prepayment activity can result in declining yields and share prices in portfolios with investments in mortgages. To mitigate this risk, we favored mortgages with low loan balances that were not likely to be refinanced. We also emphasized mortgage pools in slow-paying states, such as New York and Texas, 11 Pioneer America Income Trust - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT DISCUSSION 12/31/04 (continued) - -------------------------------------------------------------------------------- where the rate of housing turnover is relatively low in comparison to other states. In addition, we sought mortgages with coupons (stated rates of interest) in the 4.5% to 5.5% range, which would probably not be refinanced quickly. In the Treasury portion of the Trust, we emphasized securities with short to intermediate durations. We expected yields to move higher and wanted to minimize the price volatility that would naturally occur as yields rose. Therefore, we kept duration shorter than the benchmark. Measured in years, duration measures a bond's price sensitivity to interest-rate changes. A shorter duration can protect a portfolio from price declines as yields rise. We were premature, however, in our expectation of higher yields. As a result, our short-duration strategy worked against the Trust. Long-term Treasuries outperformed, because of the huge demand from overseas investors and the flattening of the yield curve. For example, the 30-year Treasury bond returned 8.89%; the five-year Treasury returned 2.39%. Q: What contributed most to performance? A: The significant overweight in mortgage-backed securities made the largest positive impact, as mortgages outperformed other fixed-income assets. Minimizing prepayment risk by selecting specific mortgage pools also helped drive performance. The flatter yield curve, which boosted the prices of longer-term Treasury securities, also benefited results. Q: What detracted from performance? A: The Trust's underweight in long-term Treasuries. We continue to believe, however, that yields on such Treasuries are artificially low, given the weak U.S. dollar, the growing trade imbalance and a Fed that is likely to continue raising interest rates. Q: What is your outlook for the next six months? A: In the short term, we expect the investment environment to remain unchanged and are unlikely to alter the Trust significantly during the first quarter of 2005. We plan to continue to emphasize mortgage securities. In February, Federal Reserve Chairman Alan 12 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Greenspan will make his semi-annual Humphrey-Hawkins testimony before Congressional committees. At that time, we will learn what to expect in the way of Fed interest-rate policy and what the central bank's thinking is about the prospects for accelerating inflation. Whenever the Fed raises rates, there is a lag effect; and it can take as long as a year for higher rates to affect the economy. Over the next several months, we will be closely monitoring data to determine the appropriate action to take should the economic backdrop change. Government guarantees apply to the underlying securities only and not to the prices and yields of the portfolio. When interest rates rise, the prices of fixed income securities in the fund will generally fall. Conversely, when interest rates fall the prices of fixed income securities in the fund will generally rise. The portfolio may invest in mortgage-backed securities, which during times of fluctuating interest rates may increase or decrease more than other fixed-income securities. Mortgage-backed securities are also subject to pre-payments. Investments in the fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. Any information in this shareholder report regarding market or economic trends or the factors influencing the Trust's historical or future performance are statements of the opinion of Trust management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. 13 Pioneer America Income Trust - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/04 - -------------------------------------------------------------------------------- Principal Amount Value U.S. TREASURY OBLIGATIONS - 2.0% $ 4,700,000 U.S. Treasury Notes, 4.625%, 5/15/06 $ 4,808,321 ------------ TOTAL U.S. TREASURY OBLIGATIONS (Cost $4,823,615) $ 4,808,321 ------------ U.S. GOVERNMENT AGENCY OBLIGATIONS - 96.4% 648,057 Government National Mortgage Association, 4.5%, 4/15/18 652,055 225,418 Government National Mortgage Association, 4.5%, 12/15/19 226,461 426,396 Government National Mortgage Association, 4.5%, 8/15/19 428,371 920,545 Government National Mortgage Association, 4.5%, 8/15/33 899,128 3,442,875 Government National Mortgage Association, 4.5%, 6/15/34 3,361,523 1,776,302 Government National Mortgage Association, 5.0%, 2/15/19 1,822,244 980,422 Government National Mortgage Association, 5.0%, 7/15/19 1,005,780 288,370 Government National Mortgage Association, 5.5%, 6/15/18 300,759 2,419,169 Government National Mortgage Association, 5.5%, 2/15/19 2,523,119 452,603 Government National Mortgage Association, 5.5%, 4/15/19 472,022 2,888,247 Government National Mortgage Association, 5.5%, 7/15/19 3,012,164 688,186 Government National Mortgage Association, 5.5%, 10/15/19 717,712 870,762 Government National Mortgage Association, 5.5%, 1/15/29 892,384 573,699 Government National Mortgage Association, 5.5%, 4/15/31 587,089 3,271,341 Government National Mortgage Association, 5.5%, 5/15/33 3,344,311 3,585,980 Government National Mortgage Association, 5.5%, 7/15/33 3,665,969 1,391,876 Government National Mortgage Association, 5.5%, 8/15/33 1,422,923 3,182,560 Government National Mortgage Association, 5.5%, 9/15/33 3,253,872 The accompanying notes are an integral part of these financial statements. 14 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 1,683,130 Government National Mortgage Association, 5.5%, 10/15/33 $ 1,720,674 3,394,855 Government National Mortgage Association, 5.5%, 4/15/34 3,469,049 1,997,034 Government National Mortgage Association, 5.5%, 10/15/34 2,040,680 7,490,084 Government National Mortgage Association, 5.5%, 11/15/34 7,653,780 5,189,211 Government National Mortgage Association, 5.5%, 11/20/34 5,297,744 1,285,170 Government National Mortgage Association, 6.0%, 5/15/17 1,354,220 460,133 Government National Mortgage Association, 6.0%, 7/20/19 483,328 142,682 Government National Mortgage Association, 6.0%, 1/15/24 148,829 36,888 Government National Mortgage Association, 6.0%, 10/15/28 38,368 2,347,567 Government National Mortgage Association, 6.0%, 9/15/32 2,435,925 6,730,457 Government National Mortgage Association, 6.0%, 10/15/32 6,991,030 8,817,279 Government National Mortgage Association, 6.0%, 11/15/32 9,177,313 6,719,913 Government National Mortgage Association, 6.0%, 12/15/32 7,012,955 4,980,037 Government National Mortgage Association, 6.0%, 1/15/33 5,205,134 1,301,544 Government National Mortgage Association, 6.0%, 1/20/33 1,348,174 4,360,655 Government National Mortgage Association, 6.0%, 2/15/33 4,522,334 1,758,815 Government National Mortgage Association, 6.0%, 3/15/33 1,824,026 2,018,238 Government National Mortgage Association, 6.0%, 4/15/33 2,111,081 516,290 Government National Mortgage Association, 6.0%, 5/15/33 535,433 598,877 Government National Mortgage Association, 6.0%, 9/15/33 621,082 The accompanying notes are an integral part of these financial statements. 15 Pioneer America Income Trust - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 1,486,651 Government National Mortgage Association, 6.0%, 10/20/33 $ 1,544,987 1,242,974 Government National Mortgage Association, 6.0%, 11/15/33 1,289,060 938,669 Government National Mortgage Association, 6.0%, 3/15/34 973,528 1,925,917 Government National Mortgage Association, 6.0%, 6/15/34 1,997,440 1,480,876 Government National Mortgage Association, 6.0%, 8/15/34 1,536,312 484,003 Government National Mortgage Association, 6.0%, 9/15/34 501,977 2,401,597 Government National Mortgage Association, 6.0%, 10/15/34 2,490,785 241,645 Government National Mortgage Association, 6.5%, 4/15/17 257,757 179,846 Government National Mortgage Association, 6.5%, 6/15/17 191,837 559,568 Government National Mortgage Association, 6.5%, 2/15/28 590,162 665,108 Government National Mortgage Association, 6.5%, 3/15/28 701,867 543,572 Government National Mortgage Association, 6.5%, 4/15/28 573,374 109,241 Government National Mortgage Association, 6.5%, 6/15/28 115,246 181,356 Government National Mortgage Association, 6.5%, 8/15/28 191,271 314,403 Government National Mortgage Association, 6.5%, 10/15/28 331,593 694,380 Government National Mortgage Association, 6.5%, 3/15/29 731,866 92,632 Government National Mortgage Association, 6.5%, 5/15/29 97,633 85,855 Government National Mortgage Association, 6.5%, 6/15/29 90,490 223,928 Government National Mortgage Association, 6.5%, 4/20/31 235,439 402,023 Government National Mortgage Association, 6.5%, 6/15/31 423,568 The accompanying notes are an integral part of these financial statements. 16 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 550,380 Government National Mortgage Association, 6.5%, 7/15/31 $ 579,876 155,440 Government National Mortgage Association, 6.5%, 8/15/31 163,770 571,658 Government National Mortgage Association, 6.5%, 9/15/31 602,294 23,306 Government National Mortgage Association, 6.5%, 10/15/31 24,555 351,574 Government National Mortgage Association, 6.5%, 12/15/31 370,415 1,900,568 Government National Mortgage Association, 6.5%, 1/15/32 2,004,665 1,712,397 Government National Mortgage Association, 6.5%, 2/15/32 1,804,188 848,761 Government National Mortgage Association, 6.5%, 3/15/32 894,258 1,551,215 Government National Mortgage Association, 6.5%, 4/15/32 1,634,367 1,173,417 Government National Mortgage Association, 6.5%, 5/15/32 1,236,316 450,198 Government National Mortgage Association, 6.5%, 6/15/32 475,154 919,418 Government National Mortgage Association, 6.5%, 7/15/32 968,702 1,073,932 Government National Mortgage Association, 6.5%, 8/15/32 1,132,377 513,361 Government National Mortgage Association, 6.5%, 9/15/32 540,879 912,261 Government National Mortgage Association, 6.5%, 4/15/33 960,558 22,689 Government National Mortgage Association, 6.5%, 10/15/33 23,891 384,494 Government National Mortgage Association, 7.0%, 10/15/16 409,634 744,950 Government National Mortgage Association, 7.0%, 9/15/24 795,892 369,573 Government National Mortgage Association, 7.0%, 7/15/25 394,805 124,277 Government National Mortgage Association, 7.0%, 11/15/26 132,594 The accompanying notes are an integral part of these financial statements. 17 Pioneer America Income Trust - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 257,720 Government National Mortgage Association, 7.0%, 2/15/28 $ 274,350 225,879 Government National Mortgage Association, 7.0%, 3/15/28 240,455 265,111 Government National Mortgage Association, 7.0%, 4/15/28 282,218 283,281 Government National Mortgage Association, 7.0%, 7/15/28 301,662 252,980 Government National Mortgage Association, 7.0%, 4/15/29 269,098 272,685 Government National Mortgage Association, 7.0%, 5/15/29 290,059 143,102 Government National Mortgage Association, 7.0%, 6/15/29 152,219 128,852 Government National Mortgage Association, 7.0%, 7/15/29 137,061 142,484 Government National Mortgage Association, 7.0%, 9/15/29 151,562 251,945 Government National Mortgage Association, 7.0%, 11/15/29 267,997 179,190 Government National Mortgage Association, 7.0%, 1/15/30 190,666 182,472 Government National Mortgage Association, 7.0%, 1/15/31 193,946 159,729 Government National Mortgage Association, 7.0%, 2/15/31 169,774 102,963 Government National Mortgage Association, 7.0%, 4/15/31 109,437 61,396 Government National Mortgage Association, 7.0%, 5/15/31 65,257 96,973 Government National Mortgage Association, 7.0%, 6/15/31 103,071 285,315 Government National Mortgage Association, 7.0%, 9/15/31 303,257 73,071 Government National Mortgage Association, 7.0%, 10/15/31 77,665 69,038 Government National Mortgage Association, 7.0%, 11/15/31 73,379 252,840 Government National Mortgage Association, 7.0%, 2/15/32 268,718 The accompanying notes are an integral part of these financial statements. 18 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 582,030 Government National Mortgage Association, 7.0%, 3/15/32 $ 618,582 273,818 Government National Mortgage Association, 7.0%, 4/15/32 291,015 200,535 Government National Mortgage Association, 7.5%, 2/15/27 215,848 427,841 Government National Mortgage Association, 7.5%, 10/15/27 460,511 104,337 Government National Mortgage Association, 7.5%, 6/15/29 112,114 67,488 Government National Mortgage Association, 7.5%, 8/15/29 72,500 616,538 Government National Mortgage Association, 7.5%, 9/15/29 662,318 27,745 Government National Mortgage Association, 7.5%, 6/15/30 29,801 13,007 Government National Mortgage Association, 7.5%, 9/15/30 13,971 249,964 Government National Mortgage Association, 7.5%, 11/15/30 268,491 50,964 Government National Mortgage Association, 7.5%, 2/15/31 54,736 118,601 Government National Mortgage Association, 7.5%, 3/15/31 127,379 256,484 Government National Mortgage Association, 7.5%, 12/15/31 275,466 173,053 Government National Mortgage Association, 7.5%, 1/15/32 185,852 181,919 Government National Mortgage Association, 7.5%, 3/15/32 195,374 16,113 Government National Mortgage Association, 7.5%, 11/15/32 17,305 306,909 Government National Mortgage Association, 8.0%, 12/15/29 333,280 428,602 Government National Mortgage Association, 8.25%, 5/15/20 469,862 84,496 Government National Mortgage Association, 8.5%, 7/15/24 92,647 1,485 Government National Mortgage Association, 9.0%, 9/15/16 1,661 The accompanying notes are an integral part of these financial statements. 19 Pioneer America Income Trust - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 5,247 Government National Mortgage Association, 9.0%, 10/15/16 $ 5,871 9,838 Government National Mortgage Association, 9.0%, 4/15/20 11,051 910 Government National Mortgage Association, 10.0%, 11/15/18 1,013 113,003 Government National Mortgage Association, 10.0%, 1/15/19 125,946 57,931 Government National Mortgage Association, 10.0%, 3/15/20 64,620 414,029 Government National Mortgage Association I, 6.5%, 11/15/31 436,218 279,032 Government National Mortgage Association I, 6.5%, 5/15/32 293,990 366,321 Government National Mortgage Association I, 6.5%, 9/15/32 385,957 470,518 Government National Mortgage Association I, 7.0%, 12/15/30 500,149 289,673 Government National Mortgage Association I, 7.5%, 8/15/23 309,482 878,394 Government National Mortgage Association II, 5.0%, 12/20/18 898,256 892,666 Government National Mortgage Association II, 5.0%, 2/20/19 912,301 2,627,984 Government National Mortgage Association II, 5.5%, 7/20/19 2,732,533 3,171,697 Government National Mortgage Association II, 5.5%, 2/20/34 3,238,033 5,923,896 Government National Mortgage Association II, 5.5%, 3/20/34 6,047,793 375,666 Government National Mortgage Association II, 6.0%, 7/20/17 394,678 950,152 Government National Mortgage Association II, 6.0%, 12/20/18 998,311 578,020 Government National Mortgage Association II, 6.0%, 2/20/19 607,158 339,349 Government National Mortgage Association II, 6.0%, 10/20/31 351,875 1,234,726 Government National Mortgage Association II, 6.0%, 11/20/31 1,280,304 The accompanying notes are an integral part of these financial statements. 20 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 2,365,437 Government National Mortgage Association II, 6.0%, 3/20/33 $ 2,450,183 7,236,574 Government National Mortgage Association II, 6.0%, 11/20/33 7,495,838 4,252,925 Government National Mortgage Association II, 6.0%, 12/20/33 4,405,222 1,868,919 Government National Mortgage Association II, 6.0%, 6/20/34 1,935,989 200,416 Government National Mortgage Association II, 6.5%, 1/20/24 211,611 613,509 Government National Mortgage Association II, 6.5%, 8/20/28 645,882 153,797 Government National Mortgage Association II, 6.5%, 6/20/31 161,702 695,553 Government National Mortgage Association II, 6.5%, 10/20/32 731,313 788,980 Government National Mortgage Association II, 6.5%, 10/20/33 829,021 801,383 Government National Mortgage Association II, 6.5%, 3/20/34 842,021 34,354 Government National Mortgage Association II, 7.0%, 12/20/08 35,981 113,112 Government National Mortgage Association II, 7.0%, 5/20/26 120,217 168,598 Government National Mortgage Association II, 7.0%, 1/20/31 178,620 77,321 Government National Mortgage Association II, 7.0%, 3/20/31 81,917 301,674 Government National Mortgage Association II, 7.0%, 7/20/31 319,606 113,900 Government National Mortgage Association II, 7.0%, 11/20/32 120,671 47,442 Government National Mortgage Association II, 7.5%, 6/20/30 50,750 74,048 Government National Mortgage Association II, 7.5%, 12/20/30 79,211 659 Government National Mortgage Association II, 8.0%, 5/20/25 716 104,322 Government National Mortgage Association II, 8.0%, 3/20/30 112,801 The accompanying notes are an integral part of these financial statements. 21 Pioneer America Income Trust - -------------------------------------------------------------------------------- SCHEDULE OF INVESTMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- Principal Amount Value U.S. GOVERNMENT AGENCY OBLIGATIONS (continued) $ 16,769 Government National Mortgage Association II, 9.0%, 9/20/21 $ 18,785 48,586 Government National Mortgage Association II, 9.0%, 3/20/22 54,438 6,724 Government National Mortgage Association II, 9.0%, 4/20/22 7,533 101,579 Government National Mortgage Association II, 9.0%, 11/20/24 113,697 1,797 Government National Mortgage Association II, 10.0%, 1/20/06 1,867 800,000 U.S. Treasury Bonds, 6.25%, 8/15/23 936,594 250,000 U.S. Treasury Bonds, 6.5%, 11/15/26 303,721 10,270,000 U.S. Treasury Bonds, 7.25%, 5/15/16 12,855,154 500,000 U.S. Treasury Bonds, 8.75%, 5/15/20 721,270 3,100,000 U.S. Treasury Bonds, 10.0%, 5/15/10 3,182,342 1,500,000 U.S. Treasury Notes, 1.125%, 6/30/05 1,489,921 1,000,000 U.S. Treasury Notes, 1.625%, 4/30/05 997,538 3,500,000 U.S. Treasury Notes, 3.5%, 11/15/06 3,529,533 3,000,000 U.S. Treasury Notes, 4.0%, 11/15/12 2,994,960 650,000 U.S. Treasury Notes, 4.75%, 11/15/08 680,799 1,950,000 U.S. Treasury Notes, 4.75%, 5/15/14 2,032,113 1,750,000 U.S. Treasury Notes, 5.5%, 2/15/08 1,864,707 2,000,000 U.S. Treasury Notes, 5.5%, 8/15/28 2,164,688 3,300,000 U.S. Treasury Notes, 5.75%, 11/15/05 3,384,563 250,000 U.S. Treasury Notes, 6.125%, 8/15/29 293,516 1,100,000 U.S. Treasury Notes, 6.25%, 2/15/07 1,170,813 5,525,000 U.S. Treasury Notes, 6.375%, 8/15/27 6,634,315 13,800,000 U.S. Treasury Notes, 6.5%, 2/15/10 15,623,642 2,000,000 U.S. Treasury Notes, 6.625%, 5/15/07 2,157,578 ------------ TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS $234,633,889 ------------ (Cost $232,916,968) $234,633,889 ------------ The accompanying notes are an integral part of these financial statements. 22 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Principal Amount Value TEMPORARY CASH INVESTMENT - 1.3% Repurchase Agreement - 1.3% $ 3,100,000 UBS Warburg, Inc., 1.00%, dated 12/31/04, repurchase price of $3,100,000 plus accrued interest on 1/3/05 collateralized by $3,089,000 U.S. Treasury Bill, 6.75%, 5/15/05 $ 3,100,000 ------------ TOTAL TEMPORARY CASH INVESTMENT (Cost $3,100,000) $ 3,100,000 ------------ TOTAL INVESTMENTS IN SECURITIES - 99.7% (Cost $240,840,583)(a) $242,542,210 ------------ OTHER ASSETS AND LIABILITIES - 0.3% $ 760,431 ------------ TOTAL NET ASSETS - 100.0% $243,302,641 ============ (a) At December 31, 2004, the net unrealized gain on investments based on cost for federal income tax purposes of $242,351,097 was as follows: Aggregate gross unrealized gain for all investments in which there is an excess of value over tax cost $1,603,331 Aggregate gross unrealized loss for all investments in which there is an excess of tax cost over value (1,412,218) ---------- Net unrealized gain $ 191,113 ========== Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2004 aggregated $57,759,155 and $112,636,778 , respectively. The accompanying notes are an integral part of these financial statements. 23 Pioneer America Income Trust - -------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES 12/31/04 - -------------------------------------------------------------------------------- ASSETS: Investment in securities (cost $240,840,583) $242,542,210 Cash 47,250 Receivables - Fund shares sold 443,446 Interest 1,680,114 Due from Pioneer Investment Management, Inc. 3,980 Other 6,059 ------------- Total assets $244,723,059 ------------- LIABILITIES: Payables - Investment securities purchased $ 503,402 Fund shares repurchased 410,600 Dividends 154,110 Due to affiliates 270,387 Accrued expenses 81,919 ------------- Total liabilities $ 1,420,418 ------------- NET ASSETS: Paid-in capital $253,477,672 Distributions in excess of net investment income (1,304,113) Accumulated net realized loss on investments (10,572,545) Net unrealized gain on investments 1,701,627 ------------- Total net assets $243,302,641 ============= NET ASSET VALUE PER SHARE: (No par value, Unlimited number of shares authorized) Class A (based on $123,524,445/12,614,003 shares) $ 9.79 ============= Class B (based on $39,640,704/4,071,413 shares) $ 9.74 ============= Class C (based on $27,832,335/2,849,057 shares) $ 9.77 ============= Investor Class (based on $51,475,391/5,257,117 shares) $ 9.79 ============= Class R (based on $829,766/83,858 shares) $ 9.89 ============= MAXIMUM OFFERING PRICE: Class A ($9.79 [divided by] 95.5%) $ 10.25 ============= The accompanying notes are an integral part of these financial statements. 24 Pioneer America Income Trust - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- For the Year Ended 12/31/04 INVESTMENT INCOME: Interest $9,079,156 ---------- Total investment income $9,079,156 ---------- EXPENSES: Management fees $1,079,991 Transfer agent fees and expenses Class A 403,830 Class B 167,120 Class C 87,515 Investor Class 11,234 Class R 509 Distribution fees Class A 337,075 Class B 461,372 Class C 314,494 Class R 2,940 Administrative reimbursements 69,627 Custodian fees 18,714 Registration fees 74,280 Professional fees 51,583 Printing expense 20,530 Fees and expenses of nonaffiliated trustees 4,358 Miscellaneous 3,195 ---------- Total expenses $3,108,367 ---------- Less management fees waived and expenses reimbursed by Pioneer Investment Management, Inc. (6,446) Less fees paid indirectly (3,414) ---------- Net expenses $3,098,507 ---------- Net investment income $5,980,649 ---------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized loss on investments $ (284,687) ---------- Change in net unrealized gain on investments $ (509,007) ---------- Net loss on investments $ (793,694) ---------- Net increase in net assets resulting from operations $5,186,955 ========== The accompanying notes are an integral part of these financial statements. 25 Pioneer America Income Trust - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- For the Years Ended 12/31/04 and 12/31/03 Year Ended Year Ended 12/31/04 12/31/03 FROM OPERATIONS: Net investment income $ 5,980,649 $ 7,253,361 Net realized gain (loss) on investments (284,687) 1,554,904 Change in net unrealized gain on investments (509,007) (6,064,242) ------------ ------------ Net increase in net assets resulting from operations $ 5,186,955 $ 2,744,023 ------------ ------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class A ($0.43 and $0.47 per share, respectively) $ (5,875,264) (7,744,965) Class B ($0.35 and $0.38 per share, respectively) (1,631,240) (2,415,765) Class C ($0.35 and $0.40 per share, respectively) (1,135,022) (1,646,030) Investor Class ($0.03 and $0.00 per share, respectively) (141,451) - Class R ($0.43 and $0.32 per share, respectively) (25,408) (3,517) ------------ ------------ Total distributions to shareowners $ (8,808,385) $(11,810,277) ------------ ------------ FROM FUND SHARE TRANSACTIONS: Net proceeds from sale of shares $ 52,481,179 $182,396,793 Shares issued in reorganization 53,131,201 - Reinvestment of distributions 6,832,862 8,650,754 Cost of shares repurchased (112,546,777) (204,620,502) ------------ ------------ Net decrease in net assets resulting from Fund share transactions $ (101,535) $(13,572,955) ------------ ------------ Net decrease in net assets (3,722,965) (22,639,209) NET ASSETS: Beginning of year 247,025,606 269,664,815 ------------ ------------ End of year (including distributions in excess of net investment income of ($1,304,113) and ($1,067,988), respectively) $243,302,641 $247,025,606 ============ ============ The accompanying notes are an integral part of these financial statements. 26 Pioneer America Income Trust - -------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS (continued) - -------------------------------------------------------------------------------- For the Years Ended 12/31/04 and 12/31/03 '04 Shares '04 Amount '03 Shares '03 Amount CLASS A Shares sold 2,554,762 $ 25,153,365 11,111,851 $ 113,426,133 Reinvestment of distributions 497,374 4,892,250 594,445 6,002,597 Less shares repurchased (5,906,236) (58,252,318) (12,248,450) (124,349,426) ---------- ------------- ----------- -------------- Net decrease (2,854,100) $ (28,206,703) (542,154) $ (4,920,696) ========== ============= =========== =============== CLASS B Shares sold 1,250,986 $ 12,206,639 3,183,952 $ 32,226,735 Reinvestment of distributions 116,378 1,138,044 162,736 1,634,160 Less shares repurchased (2,886,505) (28,273,002) (4,323,064) (43,493,823) ---------- ------------- ----------- --------------- Net decrease (1,519,141) $ (14,928,319) (976,376) $ (9,632,928) ========== ============= =========== =============== CLASS C Shares sold 1,464,627 $ 14,366,399 3,578,490 $ 36,404,685 Reinvestment of distributions 67,716 664,306 100,303 1,010,487 Less shares repurchased (2,458,051) (24,137,347) (3,640,601) (36,765,189) ---------- ------------- ----------- --------------- Net increase (decrease) (925,708) $ (9,106,642) 38,192 $ 649,983 ========== ============= =========== =============== INVESTOR CLASS Shares sold -- $ -- Shares issued in reorganization 5,410,509 53,131,201 Reinvestment of distributions 11,861 116,123 Less shares repurchased (165,253) (1,618,941) ---------- ------------- Net increase 5,257,117 $ 51,628,383 ========== ============= CLASS R (a) Shares sold 75,438 $ 754,776 33,479 $ 339,240 Reinvestment of distributions 2,226 22,139 348 3,510 Less shares repurchased (26,439) (265,169) (1,195) (12,064) ---------- ------------- ----------- -------------- Net increase 51,225 $ 511,746 32,632 $ 330,686 ========== ============= =========== =============== (a) Class R shares were first publicly offered April 13, 2004. The accompanying notes are an integral part of these financial statements. 27 Pioneer America Income Trust - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/04 12/31/03 12/31/02 12/31/01(a) 12/31/00 CLASS A Net asset value, beginning of period $ 9.95 $ 10.27 $ 9.79 $ 9.76 $ 9.30 -------- -------- -------- -------- ------- Increase from investment operations: Net investment income $ 0.28 $ 0.28 $ 0.40 $ 0.52 $ 0.58 Net realized and unrealized gain (loss) on investments (0.01) (0.13) 0.54 0.05 0.46 -------- -------- -------- -------- ------- Net increase from investment operations $ 0.27 $ 0.15 $ 0.94 $ 0.57 $ 1.04 Distributions to shareowners: Net investment income (0.43) (0.47) (0.46) (0.51) (0.58) Net realized gain - - - (0.03) - -------- -------- -------- -------- ------- Net increase (decrease) in net asset value $ (0.16) $ (0.32) $ 0.48 $ 0.03 $ 0.46 -------- -------- -------- -------- ------- Net asset value, end of period $ 9.79 $ 9.95 $ 10.27 $ 9.79 $ 9.76 ======== ======== ======== ======== ======= Total return* 2.77% 1.47% 9.78% 5.92% 11.58% Ratio of net expenses to average net assets+ 1.16% 1.10% 1.00% 1.01% 1.04% Ratio of net investment income to average net assets+ 3.04% 2.85% 4.17% 5.14% 6.09% Portfolio turnover rate 27% 66% 76% 72% 56% Net assets, end of period (in thousands) $123,524 $153,939 $164,393 $115,998 $96,068 Ratios with no waiver of management fees by PIM and no reductions for fees paid indirectly: Net expenses 1.16% 1.12% 1.08% 1.12% 1.16% Net investment income 3.04% 2.83% 4.09% 5.03% 5.97% Ratios with waiver of management fees by PIM and reductions for fees paid indirectly: Net expenses 1.16% 1.10% 1.00% 1.00% 1.00% Net investment income 3.04% 2.85% 4.18% 5.15% 6.13% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. (a) On January 1, 2001, the Trust began accreting discounts and amortizing premiums on debt securities. The effect of this charges for the year ended December 31, 2001, was to decrease net investment income by $0.02 per share, increase net realized and unrealized gain (loss) by $0.02 per share and decrease the ratio of net investment income to average net assets assuming waiver of management fees by PIM and reduction for fees paid indirectly from 5.35% to 5.15%. Per share ratios and supplemental data for periods prior to January 1, 2001, have not been restated to reflect this change in presentation. The accompanying notes are an integral part of these financial statements. 28 Pioneer America Income Trust - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/04 12/31/03 12/31/02 12/31/01(a) 12/31/00 CLASS B Net asset value, beginning of period $ 9.89 $ 10.20 $ 9.76 $ 9.74 $ 9.28 ------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.18 $ 0.19 $ 0.34 $ 0.44 $ 0.50 Net realized and unrealized gain (loss) on investments 0.02 (0.12) 0.50 0.04 0.46 ------- ------- ------- ------- ------- Net increase from investment operations $ 0.20 $ 0.07 $ 0.84 $ 0.48 $ 0.96 Distributions to shareowners: Net investment income (0.35) (0.38) (0.40) (0.42) (0.50) Net realized gain - - - (0.04) - ------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (0.15) $ (0.31) $ 0.44 $ 0.02 $ 0.46 ------- ------- ------- ------- ------- Net asset value, end of period $ 9.74 $ 9.89 $ 10.20 $ 9.76 $ 9.74 ======= ======= ======= ======= ======= Total return* 2.02% 0.69% 8.82% 4.99% 10.68% Ratio of net expenses to average net assets+ 1.98% 1.94% 1.80% 1.95% 1.85% Ratio of net investment income to average net assets+ 2.22% 2.02% 3.26% 4.18% 5.29% Portfolio turnover rate 27% 66% 76% 72% 56% Net assets, end of period (in thousands) $39,641 $55,302 $67,013 $25,008 $16,889 Ratios with no waiver of management fees by PIM and no reduction for fees paid indirectly: Net expenses 1.98% 1.96% 1.88% 2.06% 1.98% Net investment income 2.22% 2.00% 3.19% 4.07% 5.16% Ratios with waiver of management fees by PIM and reductions for fees paid indirectly: Net expenses 1.98% 1.94% 1.79% 1.93% 1.83% Net investment income 2.22% 2.02% 3.27% 4.20% 5.31% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. (a) On January 1, 2001, the Trust began accreting discounts and amortizing premiums on debt securities. The effect of this charges for the year ended December 31, 2001, was to decrease net investment income by $0.02 per share, increase net realized and unrealized gain (loss) by $0.02 per share and decrease the ratio of net investment income to average net assets assuming waiver of management fees by PIM and reduction for fees paid indirectly from 4.36% to 4.20%. Per share ratios and supplemental data for periods prior to January 1, 2001, have not been restated to reflect this change in presentation. The accompanying notes are an integral part of these financial statements. 29 Pioneer America Income Trust - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended Year Ended 12/31/04 12/31/03 12/31/02 12/31/01(a) 12/31/00 CLASS C Net asset value, beginning of period $ 9.92 $ 10.24 $ 9.79 $ 9.74 $ 9.28 ------- ------- ------- ------- ------- Increase (decrease) from investment operations: Net investment income $ 0.19 $ 0.21 $ 0.36 $ 0.46 $ 0.49 Net realized and unrealized gain (loss) on investments 0.01 (0.13) 0.50 0.03 0.46 ------- ------- ------- ------- ------- Net increase from investment operations $ 0.20 $ 0.08 $ 0.86 $ 0.49 $ 0.95 Distributions to shareowners: Net investment income (0.35) (0.40) (0.41) (0.43) (0.49) Net realized gain - - - (0.01) - ------- ------- ------- ------- ------- Net increase (decrease) in net asset value $ (0.15) $ (0.32) $ 0.45 $ 0.05 $ 0.46 ------- ------- ------- ------- ------- Net asset value, end of period $ 9.77 $ 9.92 $ 10.24 $ 9.79 $ 9.74 ======= ======= ======= ======= ======= Total return* 2.09% 0.75% 8.93% 5.05% 10.52% Ratio of net expenses to average net assets+ 1.89% 1.81% 1.77% 1.84% 2.02% Ratio of net investment income to average net assets+ 2.31% 2.14% 3.16% 4.22% 5.14% Portfolio turnover rate 27% 66% 76% 72% 56% Net assets, end of period (in thousands) $27,832 $37,456 $38,258 $ 6,776 $ 3,221 Ratios with no waiver of management fees by PIM and no reduction for fees paid indirectly: Net expenses 1.89% 1.83% 1.84% 1.95% 2.15% Net investment income 2.31% 2.12% 3.08% 4.11% 5.01% Ratios with waiver of management fees by PIM and reductions for fees paid indirectly: Net expenses 1.89% 1.81% 1.76% 1.81% 1.97% Net investment income 2.31% 2.14% 3.16% 4.25% 5.19% * Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period, and no sales charges. Total return would be reduced if sales charges were taken into account. + Ratio with no reduction for fees paid indirectly. (a) On January 1, 2001, the Trust began accreting discounts and amortizing premiums on debt securities. The effect of this changes for the year ended December 31, 2001, was to decrease net investment income by $0.01 per share, increase net realized and unrealized gain (loss) by $0.01 per share and decrease the ratio of net investment income to average net assets assuming waiver of management fees by PIM and reduction for fees paid indirectly from 4.42% to 4.25%. Per share ratios and supplemental data for periods prior to January 1, 2001, have not been restated to reflect this change in presentation. The accompanying notes are an integral part of these financial statements. 30 Pioneer America Income Trust - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- 12/11/04 to INVESTOR CLASS 12/31/04 Net asset value, beginning of period $ 9.82 ------- Increase (decrease) from investment operations: Net investment income $ 0.02 Net realized and unrealized loss on investments (0.02) ------- Net increase (decrease) from investment operations $ - Distributions to shareowners: Net investment income (0.03) Net realized gain - ------- Net decrease in net asset value $ (0.03) ------- Net asset value, end of period $ 9.79 ======= Total return* (0.04)% Ratio of net expenses to average net assets+ 0.74%** Ratio of net investment income (loss) to average net assets+ 3.70%** Portfolio turnover rate 27% Net assets, end of period (in thousands) $51,475 Ratios with no waiver of management fees by PIM and no reductions for fees paid indirectly: Net expenses 0.96%** Net investment income (loss) 3.49%** Ratios with waiver of management fees by PIM and reductions for fees paid indirectly: Net expenses 0.74%** Net investment income (loss) 3.70%** * Assumes initial investment at net asset value at the beginning of each period, reinvestment of distributions, and the complete redemption of the investment at net asset value at each end of each period. ** Annualized. + Ratio with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 31 Pioneer America Income Trust - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Year Ended 4/1/03 to (a) CLASS R 12/31/04 12/31/03 Net asset value, beginning of period $ 10.07 $ 10.31 ------- -------- Increase (decrease) from investment operations: Net investment income $ 0.37 $ 0.25 Net realized and unrealized loss on investments (0.12) (0.17) ------- -------- Net increase from investment operations $ 0.25 $ 0.08 Distributions to shareowners: Net investment income (0.43) (0.32) ------- -------- Net decrease in net asset value $ (0.18) $ (0.24) ------- -------- Net asset value, end of period $ 9.89 $ 10.07 ======= ======== Total return* 2.58% 0.83% Ratio of net expenses to average net assets+ 1.20% 1.08%** Ratio of net investment income (loss) to average net assets+ 3.01% (2.91)%** Portfolio turnover rate 28% 66% Net assets, end of period (in thousands) $ 830 $ 329 Ratios with no waiver of management fees by PIM and no reductions for fees paid indirectly: Net expenses 1.20% 1.08%** Net investment income (loss) 3.01% (2.91)%** Ratios with waiver of management fees by PIM and reductions for fees paid indirectly: Net expenses 1.20% 1.08%** Net investment income (loss) 3.01% (2.91)%** (a) Class R shares were first publicly offered on April 1,2003. * Assumes initial investment at net asset value at the beginning of each period, reinvestment of distributions, and the complete redemption of the investment at net asset value at each end of each period. ** Annualized. + Ratio with no reduction for fees paid indirectly. The accompanying notes are an integral part of these financial statements. 32 Pioneer America Income Trust - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/04 - -------------------------------------------------------------------------------- 1. Organization and Significant Accounting Policies Pioneer America Income Trust (the Trust) is a Massachusetts statutory trust registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The investment objective of the Trust is to provide a high level of current income consistent with preservation of capital and prudent investment risk. The Trustees have authorized the issuance of five classes of shares of the Fund. The Fund offers five classes of shares designated as - Class A, Class B, Class C, Investor Class and Class R shares. Class R shares were first publicly offered on April 1, 2003. Investor Class shares were first publicly offered on December 10, 2004. The Fund is not offering additional Investor Class shares except in connection with the reinvestment of dividends on the Fund's outstanding Investor Class Shares. Each class of shares represents an interest in the same portfolio of investments of the Trust and have equal rights to voting, redemptions, dividends and liquidation, except that each class of shares can bear different transfer agent and distribution fees and has exclusive voting rights with respect to the distribution plans that have been adopted by Class A, Class B, Class C and Class R shareowners, respectively. There is no distribution plan for Investor Class shares. The Trust's financial statements have been prepared in conformity with U.S. generally accepted accounting principles that require the management of the Trust to, among other things, make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gains and losses on investments during the reporting year. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements, which are consistent with those policies generally accepted in the investment company industry: A. Security Valuation Security transactions are recorded as of trade date. The net asset value of the Trust is computed once daily on each day the New York Stock Exchange (NYSE) is open, as of the close of regular trading on the NYSE. In computing the net asset value, securities are valued at prices supplied by independent pricing services, which consider such factors as Treasury spreads, yields, maturities and ratings. 33 Pioneer America Income Trust - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- Valuations may be supplemented by dealers and other sources, as required. Securities for which market quotations are not readily available are valued at their fair values as determined by, or under the direction of the Board of Trustees. Securities for which there are no other readily available valuation methods are valued at their fair values as determined by, or under the direction of the Board of Trustees. As of December 31, 2004, there were no securities fair valued. Principal amounts of mortgage-backed securities are adjusted for monthly paydowns. Premiums and discounts related to certain mortgage-backed securities are amortized or accreted in proportion to the underlying monthly pay downs. All discounts/premiums on debt securities are accreted/amortized into interest income on a yield to maturity basis for financial reporting purposes. Interest income is recorded on the accrual basis. Temporary cash investments are valued at amortized cost. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. B. Federal Income Taxes It is the Trust's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and net realized capital gains, if any, to its shareowners. Therefore, no federal income tax provision is required. The amounts and characterizations of distributions to shareowners for financial reporting purposes are determined in accordance with federal income tax rules. Therefore, the sources of the Trust's distributions may be shown in the accompanying financial statements as either from net investment income or net realized gain on investment transactions, or from paid-in-capital, depending on the type of book/ tax differences that may exist. At December 31, 2004, the Trust had a net capital loss carryforward of $10,221,165, of which $742,335 will expire in 2006, $2,705,283 will expire in 2007, $1,526,846 will expire in 2008, $2,070,786 will expire in 2011 and $3,175,915 will expire in 2012 if not utilized. The Trust has elected to defer approximately $261,212 of capital losses recognized between November 1, 2004 and December 31, 2004 to its fiscal year ended December 31, 2005. 34 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- The tax character of distributions paid during the years ended December 31, 2004 and 2003 were as follows: - -------------------------------------------------------------------------------- 2004 2003 - -------------------------------------------------------------------------------- Distributions paid from: Ordinary income $8,808,385 $11,810,277 Long-term capital gain - - ---------- ----------- $8,808,385 $11,810,277 Return of Capital - - ---------- ----------- Total $8,808,385 $11,810,277 ========== =========== - -------------------------------------------------------------------------------- The following shows the components of accumulated losses on a federal income tax basis at December 31, 2004. - -------------------------------------------------------------------------------- 2004 - -------------------------------------------------------------------------------- Undistributed ordinary income $ 116,233 Capital loss carryforward (10,221,165) Post October losses deferred (261,212) Unrealized appreciation 191,113 ------------ Total $(10,175,031) ============ The difference between book basis and tax-basis unrealized appreciation is primarily attributable to the tax deferral of losses on wash sales and the tax treatment of premium and amortization. At December 31, 2004, the Trust has reclassified $2,591,611 to decrease distributions in excess of net investment income, $1,051,552 to increase accumulated net realized loss on investments and $1,540,059 to decrease paid-in capital, to reflect permanent book/tax differences. The reclassification has no impact on the net assets of the Trust and is designed to present the Trust's capital accounts on a tax basis. C. Fund Shares The Trust records sales and repurchases of its shares as of trade date. Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Trust and a wholly owned indirect subsidiary of UniCredito Italiano S.p.A. (UniCredito Italiano), earned $24,079 in underwriting commissions on the sale of Class A shares for the year ended December 31, 2004. 35 Pioneer America Income Trust - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- D. Class Allocations Distribution fees are calculated based on the average daily net asset value attributable to Class A, Class B, Class C and Class R shares of the Trust, respectively (See Notes 4). Investor Class Shares are not subject to a distribution plan. Shareowners of each class share all expenses and fees paid to the transfer agent, Pioneer Investment Management Shareholder Services, Inc. (PIMSS), for its services, which are allocated based on the number of accounts in each class and the ratable allocation of related out-of-pocket expenses (see Note 3). Income, common expenses and realized and unrealized gains and losses are calculated at the Trust level and allocated daily to each class of shares based on the respective percentage of adjusted net assets at the beginning of the day. The Trust declares as daily dividends substantially all of its net investment income. All dividends are paid on a monthly basis. Short-term capital gain distributions, if any, may be declared with the daily dividends. Distributions to shareowners are recorded as of the ex-dividend date. Distributions paid by the Trust with respect to each class of shares are calculated in the same manner, at the same time, and in the same amount, except that Class A, Class B, Class C, Investor Class and Class R shares can bear different transfer agent and distribution fees. E. Repurchase Agreements With respect to repurchase agreements entered into by the Trust, the value of the underlying securities (collateral), including accrued interest received from counter parties, is required to be at least equal to or in excess of the value of the repurchase agreement at the time of purchase. The collateral for all repurchase agreements is held in safekeeping in the customer-only account of the Trust's custodian, or sub custodians. The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM), is responsible for determining that the value of the collateral remains at least equal to the repurchase price. 2. Management Agreement PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the Trust's portfolio. Management fees are calculated daily at the annual rate of 0.50% of the Trust's average daily net assets. 36 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Through December 10, 2006, PIM has agreed not to impose all or a portion of its management fee and to assume other operating expenses (excluding taxes, commissions, interest and extraordinary expenses) of the Fund to the extent necessary to limit Investor Class expenses to 0.74% of the average daily net assets attributable to Investor Class shares. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Trust. At December 31, 2004, $102,329 was payable to PIM related to management fees, administrative costs and certain other services, and is included in due to affiliates. 3. Transfer Agent PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides substantially all transfer agent and shareowner services to the Trust at negotiated rates. Included in due to affiliates is $81,264 in transfer agent fees payable to PIMSS at December 31, 2004. 4. Distribution and Service Plans The Trust adopted Plans of Distribution with respect to each class of shares (Class A Plan, Class B Plan, Class C Plan, and Class R Plan) in accordance with Rule 12b-1 of the Investment Company Act of 1940. Pursuant to the Class A Plan, the Trust pays PFD a service fee of up to 0.25% of the Trust's average daily net assets attributable to Class A shares in reimbursement of such expenditures to finance activities primarily intended to result in the sale of Class A shares. Pursuant to the Class B Plan and the Class C Plan, the Trust pays PFD 1.00% of the average daily net assets attributable to each class of shares. The fee consists of a 0.25% service fee and a 0.75% distribution fee paid as compensation for personal services and/or account maintenance services or distribution services with regard to Class B and Class C shares. Pursuant to the Class R Plan, the Trust pays PFD 0.50% of the average daily net assets attributable to Class R shares for distribution services. Included in due to affiliates is $86,794 in distribution fees payable to PFD at December 31, 2004. The Trust also has adopted a separate service plan for Class R shares (Service Plan). The Service Plan authorizes the Trust to pay securities dealers, plan administrators or other services organizations that agree to provide certain services to retirement plans or plan participants holding shares of the Trust a service fee of up to 0.25% of 37 Pioneer America Income Trust - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS 12/31/04 (continued) - -------------------------------------------------------------------------------- the Trust's daily net assets attributable to Class R shares held by such plans. In addition, redemptions of each class of shares may be subject to a contingent deferred sales charge (CDSC). Effective February 1, 2004, a CDSC of 1.00% may be imposed on redemptions of certain net asset value purchases of Class A shares within 18 months of purchase (12 months for shares purchased prior to February 1, 2004). Effective December 31, 2004, Class B shares that are redeemed within five years of purchase are subject to a CDSC at declining rates beginning at 4.00%, based on the lower of cost or market value of shares being redeemed. Shares purchased prior to December 1, 2004 remain subject to the CDSC in effect at the time those shares were purchased. Redemptions of Class C shares within one year of purchase are subject to a CDSC of 1.00%. Redemption of Class R shares within 18 months of purchase were subject to a CDSC of 1.00%. Effective July 1, 2004 the CDSC on Class R shares was eliminated. Proceeds from the CDSCs are paid to PFD. For the year ended December 31, 2004, CDSCs in the amount of $218,737 were paid to PFD. 5. Expense Offset Arrangements The Trust has entered into certain expense offset arrangements with PIMSS, resulting in a reduction in the Trust's total expenses due to interest earned on cash held by PIMSS. For the year ended December 31, 2004, the Trust's expenses were reduced by $3,414 under such arrangements. 6. Merger Information On December 8, 2004, beneficial owners of Safeco Intermediate Term U.S. Government Fund (one of the Series that comprised Safeco Managed Bond Trust) approved a proposed Agreement and Plan of Reorganization that provided for the merger below. This tax-free reorganization was accomplished on December 10, 2004, by exchanging all of Safeco's net assets for Investor Class shares, based on the Fund's Class A shares' ending net asset value. The following charts show the details of the reorganizations as of that closing date ("Closing Date"): 38 Pioneer America Income Trust - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Merger Information (continued) - -------------------------------------------------------------------------------------------- Safeco Pioneer America Intermediate Term Pioneer America Income Trust U.S. Government Fund Income Trust (Pre-Reorganization) (Pre-Reorganization) (Post-Reorganization) - -------------------------------------------------------------------------------------------- Net Assets $193,756,225 $53,131,201 $246,867,456 Shares Outstanding 19,757,153 5,599,642 25,167,692 Investor Class Shares Issued 5,410,509 - -------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------- Unrealized Appreciation on Accumulated Closing Date Loss - -------------------------------------------------------------------------------------------- Safeco Intermediate Term U.S. Government Fund $33,133 $(1,399,442) - -------------------------------------------------------------------------------------------- 39 Pioneer America Income Trust - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Trustees and Shareowners of Pioneer America Income Trust: We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Pioneer America Income Trust (the "Trust") as of December 31, 2004, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the two years in the period ended December 31, 2001 were audited by other auditors who have ceased operations and whose report, dated February 15, 2002, expressed an unqualified opinion on those financial highlights. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2004, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Pioneer America Income Trust at December 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP Boston, Massachusetts February 18, 2005 40 - -------------------------------------------------------------------------------- THE PIONEER FAMILY OF MUTUAL FUNDS - -------------------------------------------------------------------------------- Please consider a fund's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other information about a fund and should be read carefully before you invest or send money. To obtain a prospectus and for other information on any Pioneer fund, contact your advisor, call 1-800-225-6292 or visit our web site at www.pioneerfunds.com. U.S. Equity Pioneer Ibbotson Growth Pioneer Fund Allocation Fund Pioneer Balanced Fund Pioneer Ibbotson Aggressive Pioneer Cullen Value Fund Allocation Fund Pioneer Equity Income Fund Pioneer Equity Opportunity Fund Pioneer Growth Opportunities Fund International/Global Equity Pioneer Growth Shares Pioneer Emerging Markets Fund Pioneer Mid Cap Growth Fund Pioneer Europe Select Fund Pioneer Mid Cap Value Fund Pioneer Europe Fund Pioneer Oak Ridge Large Cap Pioneer International Equity Fund Growth Fund Pioneer International Value Fund Pioneer Oak Ridge Small Cap Growth Fund Pioneer Papp America-Pacific Fixed Income Rim Fund Pioneer America Income Trust Pioneer Papp Small and Mid Cap Pioneer Bond Fund Growth Fund Pioneer California Tax Free Pioneer Papp Stock Fund Income Fund Pioneer Papp Strategic Pioneer Global High Yield Fund Growth Fund Pioneer High Yield Fund Pioneer Real Estate Shares Pioneer Municipal Bond Fund Pioneer Research Fund Pioneer Short Term Income Fund Pioneer Small Cap Value Fund Pioneer Strategic Income Fund Pioneer Small Company Fund Pioneer Tax Free Income Fund Pioneer Value Fund Asset Allocation Money Market Pioneer Ibbotson Moderate Pioneer Cash Reserves Fund* Allocation Fund Pioneer Tax Free Money Market Fund * An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. 41 - -------------------------------------------------------------------------------- TRUSTEES, OFFICERS AND SERVICE PROVIDERS - -------------------------------------------------------------------------------- Investment Adviser Pioneer Investment Management, Inc. Custodian Brown Brothers Harriman & Co. Independent Registered Public Accounting Firm Ernst & Young LLP Principal Underwriter Pioneer Funds Distributor, Inc. Legal Counsel Wilmer Cutler Pickering Hale and Dorr LLP Shareowner Services and Transfer Agent Pioneer Investment Management Shareholder Services, Inc. Trustees and Officers The Trust's Board of Trustees provides broad supervision over the Trust's affairs. The officers of the Trust are responsible for the Fund's operations. The Trust's Trustees and officers are listed below, together with their principal occupations during the past five years. Trustees who are interested persons of the Fund within the meaning of the Investment Company Act of 1940 are referred to as Interested Trustees. Trustees who are not interested persons of the Fund are referred to as Independent Trustees. Each of the Trustees serves as a trustee of each of the 74 U.S. registered investment portfolios for which Pioneer Investment Management, Inc. ("Pioneer") serves as investment adviser (the "Pioneer Funds"). The address for all Interested Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts 02109. The Fund's statement of additional information provides more detailed information regarding the Fund's Trustees and is available upon request, without charge, by calling 1-800-225-6292. Proxy Voting Policies and Procedures of the Fund are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at www.pioneerfunds.com and on the SEC's website at http://www.sec.gov. 42 Pioneer America Income Trust - -------------------------------------------------------------------------------- INTERESTED TRUSTEES - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Trustee John F. Cogan, Jr. Chairman of the Board, Serves until Trustee and President Serves until Director of Harbor (78)* Trustee and President successor trustee is retirement or removal Deputy Global Company, elected or earlier Chairman and a Director of Pioneer Ltd. retirement or Global Asset Management S.p.A. removal ("PGAM"); Non-Executive Chairman and a Director of Pioneer Investment Management USA Inc. ("PIM-USA"); Chairman and a Director of Pioneer; Director of Pioneer Alternative Investment Management Limited (Dublin); President and a Director of Pioneer Alternative Investment Management (Bermuda) Limited and affiliated funds; President and Director of Pioneer Funds Distributor, Inc. ("PFD"); President of all of the Pioneer Funds; and Of Counsel (since 2000, partner prior to 2000), Wilmer Cutler Pickering Hale and Dorr LLP (counsel to PIM-USA and the Pioneer Funds). *Mr. Cogan is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates. - ----------------------------------------------------------------------------------------------------------------------------------- Osbert M. Hood Trustee and Serves until President and Chief Executive None (52)** Executive Vice successor trustee is Officer, PIM-USA since May 2003 President elected or earlier (Director since January 2001); retirement or removal President and Director of Pioneer since May 2003; Chairman and Director of Pioneer Investment Management Shareholder Services, Inc. ("PIMSS") since May 2003; Executive Vice President of all of the Pioneer Funds since June 2003; Executive Vice President and Chief Operating Officer of PIM-USA, November 2000 to May 2003; Executive Vice President, Chief Financial Officer and Treasurer, John Hancock Advisers, L.L.C., Boston, MA, November 1999 to November 2000; Senior Vice President and Chief Financial Officer, John Hancock Advisers, L.L.C., April 1997 to November 1999 **Mr. Hood is an Interested Trustee because he is an officer or director of Pioneer and certain of its affiliates. - ----------------------------------------------------------------------------------------------------------------------------------- 43 Pioneer America Income Trust - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Trustee David R. Bock** (61) Trustee since 2005. Serves until a 3050 K. Street NW, successor trustee is Senior Vice President and Director of The Washington, DC 20007 elected or earlier Chief Financial Officer, Enterprise Social retirement or removal. I-trax, Inc. (publicly traded Investment Company health care services company) (privately-held (2001-present); Managing affordable housing Partner, Federal City Capital finance company); Advisors (boutique merchant Director of New bank) (1995-2000; 2002 to York Mortgage Trust 2004); Executive Vice (publicly traded President and Chief Financial mortgage REIT) Officer, Pedestal Inc. (internet-based mortgage trading company) (2000-2002) ** Mr. Bock became a Trustee of the Trust on January 1, 2005. - ----------------------------------------------------------------------------------------------------------------------------------- Mary K. Bush (56) Trustee since 1997. Serves until President, Bush International Director of Brady 3509 Woodbine Street, successor trustee (international financial Corporation Chevy Chase, MD 20815 is elected or earlier advisory firm) (industrial retirement or removal identification and specialty coated material products manufacturer), Millennium Chemicals, Inc. (commodity chemicals), Mortgage Guaranty Insurance Corporation, and R.J. Reynolds Tobacco Holdings, Inc. (tobacco) - ----------------------------------------------------------------------------------------------------------------------------------- Margaret B.W. Graham (57) Trustee since 1990. Serves until Founding Director, The None 1001 Sherbrooke Street West, successor trustee Winthrop Group, Inc. Montreal, Quebec, Canada is elected or earlier (consulting Firm; Professor H3A 1G5 retirement or removal of Management, Faculty of Management, Mr. Gill University - ----------------------------------------------------------------------------------------------------------------------------------- 44 Pioneer America Income Trust - -------------------------------------------------------------------------------- INDEPENDENT TRUSTEES - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Trustee Marguerite A. Piret (56) Trustee since 1988. Serves until President and Chief Executive Director of New One Boston Place, 28th Floor, successor trustee Officer, Newbury, Piret & America High Income Boston, MA 02108 is elected or earlier Company, Inc. (investment Fund, Inc. retirement or removal banking firm) (closed-end investment company) - ----------------------------------------------------------------------------------------------------------------------------------- Stephen K. West (76) Trustee since 1993. Serves until Senior Counsel, Sullivan & Director, The Swiss 125 Broad Street, successor trustee Cromwell (law firm) Helvetia Fund, Inc. New York, NY 10004 is elected or earlier (closed-end investment retirement or removal company) and AMVESCAP PLC (investment managers) - ----------------------------------------------------------------------------------------------------------------------------------- John Winthrop (68) Trustee since 1988. Serves until President, John Winthrop & None One North Adgers Wharf, successor trustee Co., Inc. (private investment Charleston, SC 29401 is elected or earlier Firm) retirement or removal - ----------------------------------------------------------------------------------------------------------------------------------- 45 Pioneer America Income Trust - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Officer Dorothy E. Bourassa (57) Secretary Serves at the Secretary of PIM-USA; Senior None discretion of Vice President-Legal of the Board Pioneer; and Secretary/Clerk of most of PIM-USA's subsidiaries since October 2000; Secretary of all of the Pioneer Funds since September 2003 (Assistant Secretary from November 2000 to September 2003); and Senior Counsel, Assistant Vice President and Director of Compliance of PIM-USA from April 1998 through October 2000 - ----------------------------------------------------------------------------------------------------------------------------------- Christopher J. Kelley (40) Assistant Secretary Serves at the Assistant Vice President and None discretion of Senior Counsel of Pioneer the Board since July 2002; Vice President and Senior Counsel of BISYS Fund Services, Inc. (April 2001 to June 2002); Senior Vice President and Deputy General Counsel of Funds Distributor, Inc. (July 2000 to April 2001; Vice President and Associate General Counsel from July 1996 to July 2000); Assistant Secretary of all Pioneer Funds since September 2003 - ----------------------------------------------------------------------------------------------------------------------------------- David C. Phelan (47) Assistant Secretary Serves at the Partner, Wilmer Cutler None discretion of Pickering Hale and Dorr LLP; the Board Assistant Secretary of all Pioneer Funds since September 2003 - ----------------------------------------------------------------------------------------------------------------------------------- Vincent Nave (59) Treasurer Serves at the Vice President-Fund None discretion of Accounting, Administration and the Board Custody Services of Pioneer; and Treasurer of all of the Pioneer Funds (Assistant Treasurer from June 1999 to November 2000) - ----------------------------------------------------------------------------------------------------------------------------------- 46 Pioneer America Income Trust - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Officer Mark E. Bradley (45) Assistant Serves at the Deputy Treasurer of Pioneer None Treasurer discretion since 2004; Treasurer and of the Board Senior Vice President, CDC IXIS Asset Management Services from 2002 to 2003; Assistant Treasurer and Vice President, MFS Investment Management from 1997 to 2002; and Assistant Treasurer of all of the Pioneer Funds since November 2004 - ----------------------------------------------------------------------------------------------------------------------------------- Luis I. Presutti (39) Assistant Serves at the Assistant Vice President-Fund None Treasurer discretion Accounting, Administration and of the Board Custody Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds since November 2000 - ----------------------------------------------------------------------------------------------------------------------------------- Gary Sullivan (46) Assistant Serves at the Fund Accounting Manager-Fund None Treasurer discretion Accounting, Administration and of the Board Custody Services of Pioneer; and Assistant Treasurer of all of the Pioneer Funds since May 2002 - ----------------------------------------------------------------------------------------------------------------------------------- Katharine Kim Sullivan (31) Assistant Serves at the Fund Administration None Treasurer discretion Manager-Fund Accounting, of the Board Administration and Custody Services since June 2003; Assistant Vice President-Mutual Fund Operations of State Street Corporation from June 2002 to June 2003 (formerly Deutsche Bank Asset Management); Pioneer Fund Accounting, Administration and Custody Services (Fund Accounting Manager from August 1999 to May 2002, Fund Accounting Services Supervisor from 1997 to July 1999); Assistant Treasurer of all Pioneer Funds since September 2003 - ----------------------------------------------------------------------------------------------------------------------------------- 47 Pioneer America Income Trust - -------------------------------------------------------------------------------- TRUST OFFICERS - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Positions Held Principal Occupation During Other Directorships Name and Age With the Trust Term of Office Past Five Years Held by this Officer Martin J. Wolin (37) Chief Compliance Serves at the Chief Compliance Officer of None Officer discretion of Pioneer (Director of the Board Compliance and Senior Counsel from November 2000 to September 2004); Vice President and Associate General Counsel of UAM Fund Services, Inc. (mutual fund administration company) from February 1998 to November 2000; and Chief Compliance Officer of all of the Pioneer Funds. - ----------------------------------------------------------------------------------------------------------------------------------- The outstanding capital stock of PFD, Pioneer and PIMSS is indirectly wholly owned by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest banking groups in Italy. Pioneer, the fund's investment advisor, provides investment management and financial services to mutual funds, institutional and other clients. 48 - -------------------------------------------------------------------------------- HOW TO CONTACT PIONEER - -------------------------------------------------------------------------------- We are pleased to offer a variety of convenient ways for you to contact us for assistance or information. Call us for: Account Information, including existing accounts, new accounts, prospectuses, applications and service forms 1-800-225-6292 FactFone(SM) for automated fund yields, prices, account information and transactions 1-800-225-4321 Retirement plans information 1-800-622-0176 Telecommunications Device for the Deaf (TDD) 1-800-225-1997 Write to us: PIMSS, Inc. P.O. Box 55014 Boston, Massachusetts 02205-5014 Our toll-free fax 1-800-225-4240 Our internet e-mail address ask.pioneer@pioneerinvest.com (for general questions about Pioneer only) Visit our web site: www.pioneerfunds.com Please consider the Fund's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other information about the Fund and should be read carefully before you invest or send money. To obtain a prospectus and for other information on any Pioneer fund, call 1-800-225-6292 or visit our web site www.pioneerfunds.com. The Fund files a complete statement of investments with the Securities and Exchange Commission for the first and the third quarters for each fiscal year on Form N-Q. Shareowners may view the filed Form N-Q by visiting the Commission's web site at http://www.sec/gov. The filed form may also by viewed and copied at the Commission's Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. ITEM 2. CODE OF ETHICS. (a) Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so. The registrant has adopted, as of the end of the period covered by this report, a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer and controller. (b) For purposes of this Item, the term "code of ethics" means written standards that are reasonably designed to deter wrongdoing and to promote: (1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant; (3) Compliance with applicable governmental laws, rules, and regulations; (4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and (5) Accountability for adherence to the code. (c) The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless the registrant has elected to satisfy paragraph (f) of this Item by posting its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item. The registrant has made no amendments to the code of ethics during the period covered by this report. (d) If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver. Not applicable. (e) If the registrant intends to satisfy the disclosure requirement under paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item by posting such information on its Internet website, disclose the registrant's Internet address and such intention. Not applicable. (f) The registrant must: (1) File with the Commission, pursuant to Item 10(a), a copy of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form N-CSR; (2) Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or (3) Undertake in its most recent report on this Form N-CSR to provide to any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. 	See Item 10(2) ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. (a) (1) Disclose that the registrant's board of trustees has determined that the registrant either: (i) Has at least one audit committee financial expert serving on its audit committee; or (ii) Does not have an audit committee financial expert serving on its audit committee. The registrant's Board of Trustees has determined that the registrant has at least one audit committee financial expert. (2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is "independent." In order to be considered "independent" for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of trustees, or any other board committee: (i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) Be an "interested person" of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). Ms. Marguerite A. Piret, an independent trustee, is such an audit committee financial expert. (3) If the registrant provides the disclosure required by paragraph (a)(1) (ii) of this Item, it must explain why it does not have an audit committee financial expert. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. Audit Fees Fees for audit services provided to the Trust, including fees associated with the routine filing of its Form N-1A, totaled approximately $26,000 in 2004 and approximately $35,200 in 2003. Included in the 2003 fees is an additional billing related to that audit, which was billed after the Trusts filing of its N-CSR for the year ended December 31, 2003. (b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Audit-Related and Other Fees There were no audit-related and other services provided to the Trust during the fiscal years ended December 31, 2004 and 2003. (c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Tax Fees Fees for tax compliance services, primarily for tax returns, totaled $7,000 in 2004 and $3,600 in 2003. (d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. Audit-Related and Other Fees There were no audit-related and other services provided to the Trust during the fiscal years ended December 31, 2004 and 2003. (e) (1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. PIONEER FUNDS APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES PROVIDED BY THE INDEPENDENT AUDITOR SECTION I - POLICY PURPOSE AND APPLICABILITY The Pioneer Funds recognizes the importance of maintaining the independence of their outside auditors. Maintaining independence is a shared responsibility involving Pioneer Investment Management, Inc ("PIM"), the audit committee and the independent auditors. The Funds recognizes that a Fund's independent auditors: 1) possess knowledge of the Funds, 2) are able to incorporate certain services into the scope of the audit, thereby avoiding redundant work, cost and disruption of Fund personnel and processes, and 3) have expertise that has value to the Funds. As a result, there are situations where it is desirable to use the Fund's independent auditors for services in addition to the annual audit and where the potential for conflicts of interests are minimal. Consequently, this policy, which is intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and procedures to be followed by the Funds when retaining the independent audit firm to perform audit, audit-related tax and other services under those circumstances, while also maintaining independence. Approval of a service in accordance with this policy for a Fund shall also constitute approval for any other Fund whose pre-approval is required pursuant to Rule 210.2-01(c)(7)(ii). In addition to the procedures set forth in this policy, any non-audit services that may be provided consistently with Rule 210.2-01 may be approved by the Audit Committee itself and any pre-approval that may be waived in accordance with Rule 210.2-01(c)(7)(i)(C) is hereby waived. Selection of a Fund's independent auditors and their compensation shall be determined by the Audit Committee and shall not be subject to this policy. SECTION II - POLICY - ---------------- -------------------------------- ------------------------------------------------- SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES CATEGORY - ---------------- -------------------------------- ------------------------------------------------- I. AUDIT Services that are directly o Accounting research assistance SERVICES related to performing the o SEC consultation, registration independent audit of the Funds statements, and reporting o Tax accrual related matters o Implementation of new accounting standards o Compliance letters (e.g. rating agency letters) o Regulatory reviews and assistance regarding financial matters o Semi-annual reviews (if requested) o Comfort letters for closed end offerings - ---------------- -------------------------------- ------------------------------------------------- II. Services which are not o AICPA attest and agreed-upon procedures AUDIT-RELATED prohibited under Rule o Technology control assessments SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments and are related extensions of o Enterprise security architecture the audit services support the assessment audit, or use the knowledge/expertise gained from the audit procedures as a foundation to complete the project. In most cases, if the Audit-Related Services are not performed by the Audit firm, the scope of the Audit Services would likely increase. The Services are typically well-defined and governed by accounting professional standards (AICPA, SEC, etc.) - ---------------- -------------------------------- ------------------------------------------------- ------------------------------------- ------------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the audit period for all services and related fees pre-approved specific service reported at each regularly subcategories. Approval of the scheduled Audit Committee independent auditors as meeting. auditors for a Fund shall constitute pre approval for these services. ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the fund fiscal year within services and related fees a specified dollar limit (including comparison to for all pre-approved specified dollar limits) specific service subcategories reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limit for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for Audit-Related Services not denoted as "pre-approved", or to add a specific service subcategory as "pre-approved" ------------------------------------- ------------------------------------ SECTION III - POLICY DETAIL, CONTINUED - ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- --------------------------- ----------------------------------------------- III. TAX SERVICES Services which are not o Tax planning and support prohibited by the Rule, o Tax controversy assistance if an officer of the Fund o Tax compliance, tax returns, excise determines that using the tax returns and support Fund's auditor to provide o Tax opinions these services creates significant synergy in the form of efficiency, minimized disruption, or the ability to maintain a desired level of confidentiality. - ----------------------- --------------------------- ----------------------------------------------- - ------------------------------------- ------------------------- AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------- ------------------------- - ------------------------------------- ------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year all such services and within a specified dollar limit related fees 				 (including comparison 			 to specified dollar 			 limits) reported 			 quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for tax services not denoted as pre-approved, or to add a specific service subcategory as "pre-approved" - ------------------------------------- ------------------------- SECTION III - POLICY DETAIL, CONTINUED - ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- --------------------------- ----------------------------------------------- IV. OTHER SERVICES Services which are not o Business Risk Management support prohibited by the Rule, o Other control and regulatory A. SYNERGISTIC, if an officer of the Fund compliance projects UNIQUE QUALIFICATIONS determines that using the Fund's auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, the ability to maintain a desired level of confidentiality, or where the Fund's auditors posses unique or superior qualifications to provide these services, resulting in superior value and results for the Fund. - ----------------------- --------------------------- ----------------------------------------------- - --------------------------------------- ------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------- -------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year within all such services and a specified dollar limit related fees 			 (including comparison 			 to specified dollar 				 limits) reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for "Synergistic" or "Unique Qualifications" Other Services not denoted as pre-approved to the left, or to add a specific service subcategory as "pre-approved" - ------------------------------------- -------------------------- SECTION III - POLICY DETAIL, CONTINUED - ----------------------- ------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES DESCRIPTION - ----------------------- ------------------------- ----------------------------------------------- PROHIBITED SERVICES Services which result 1. Bookkeeping or other services in the auditors losing related to the accounting records or independence status financial statements of the audit under the Rule. client* 2. Financial information systems design and implementation* 3. Appraisal or valuation services, fairness* opinions, or contribution-in-kind reports 4. Actuarial services (i.e., setting actuarial reserves versus actuarial audit work)* 5. Internal audit outsourcing services* 6. Management functions or human resources 7. Broker or dealer, investment advisor, or investment banking services 8. Legal services and expert services unrelated to the audit 9. Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible - ----------------------- ------------------------- ----------------------------------------------- - ------------------------------------------- ------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY - ------------------------------------------- ------------------------------ o These services are not to be o A summary of all performed with the exception of the(*) services and related services that may be permitted fees reported at each if they would not be subject to audit regularly scheduled procedures at the audit client (as Audit Committee meeting defined in rule 2-01(f)(4)) level will serve as continual the firm providing the service. confirmation that has 				 not provided any restricted services. - ------------------------------------------- ------------------------------ - -------------------------------------------------------------------------------- GENERAL AUDIT COMMITTEE APPROVAL POLICY: o For all projects, the officers of the Funds and the Fund's auditors will each make an assessment to determine that any proposed projects will not impair independence. o Potential services will be classified into the four non-restricted service categories and the "Approval of Audit, Audit-Related, Tax and Other Services" Policy above will be applied. Any services outside the specific pre-approved service subcategories set forth above must be specifically approved by the Audit Committee. o At least quarterly, the Audit Committee shall review a report summarizing the services by service category, including fees, provided by the Audit firm as set forth in the above policy. - -------------------------------------------------------------------------------- (2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. N/A (f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees. N/A (g) Disclose the aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant. The Fund's independent auditor, Ernst & Young LLP ("E&Y"), recently has advised the Securities and Exchange Commission, the Public Company Accounting Oversight Board, and the Audit Committee of the Fund's Board of Trustees that certain non-audit work performed by E&Y's China affiliate has raised questions regarding E&Y's independence with respect to its performance of audit services for the Fund. In July 2004, E&Y became aware that member firms in China ("E&Y China") provided certain tax services to offices of UniCredito Italiano, S.p.A. ("UCI"), a member of the Fund's Investment Company Complex. The services included receipt and disbursement of monies transferred to E&Y China by UCI in payment of individual expatriate income taxes due on returns prepared by E&Y China for certain UCI employees located in China from October 1998 to May 2003. E&Y became auditors of the Fund in May 2002. These expatriate tax services were discontinued in May 2003. The fees received by E&Y China for all such services totaled $3,685. The Fund's Audit Committee and E&Y have discussed the matter, including the nature of the services provided, the personnel involved in providing the services and the fees received by E&Y for performing the services. The Committee continues to review the facts and circumstances surrounding the matter, including the issue of whether the monies transferred for employees' taxes were de facto monies due the employees for tax payments rather than monies belonging to UCI. E&Y has informed the Audit Committee that based on its internal reviews and the de minimis nature of the services provided and fees received, it does not believe its independence with respect to the Fund has been impaired. Aggregate Non-Audit Fees The aggregate non-audit fees for the Trust and affiliates, as previously defined, totaled $6,000 in 2004 and $26,900 in 2003. These fees include services provided prior to May 6, 2003, the effective date of the pre-approval process The Trusts audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the Affiliates (as defined) that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. (h) Disclose whether the registrant's audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. Non-Audit Services Beginning with non-audit service contracts entered into on or after May 6, 2003, the effective date of the new SEC pre-approval rules, the Funds audit committee is required to pre-approve services to affiliates defined by SEC rules to the extent that the services are determined to have a direct impact on the operations or financial reporting of the Trust. For the years ended December 31, 2004 and 2003, there were no services provided to an affiliate that required the Trusts audit committee pre-approval. ITEMS 5-6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company's investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company's investment adviser, or any other third party, that the company uses, or that are used on the company's behalf, to determine how to vote proxies relating to portfolio securities. Not applicable to open-end management investment companies. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) Disclose the conclusions of the registrant's principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, about the effectiveness of the registrant's disclosure controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR 270.30a-2(c))) based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph. The registrant's principal executive officer and principal financial officer have concluded, that the registrant's disclosure controls and procedures are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report. (b) Disclose whether or not there were significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. There were no significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. ITEM 10. EXHIBITS. File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. (b) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2). Filed herewith. SIGNATURES [See General Instruction F] Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Pioneer America Income Trust By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr, President Date March 9, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ John F. Cogan, Jr. John F. Cogan, Jr., President Date March 9, 2005 By (Signature and Title)* /s/ Vincent Nave Vincent Nave, Treasurer Date March 9, 2005 * Print the name and title of each signing officer under his or her signature.