Putnam Managed High Yield Trust Item 1. Report to Stockholders: ------------------------------- The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940: ANNUAL REPORT ON PERFORMANCE AND OUTLOOK 5-31-03 [GRAPHIC OMITTED: WATCH] [SCALE LOGO OMITTED] From the Trustees [GRAPHIC OMITTED: PHOTO OF JOHN A. HILL AND GEORGE PUTNAM, III] Dear Fellow Shareholder: We are pleased to report positive performance for Putnam Managed High Yield Trust for the fiscal year ended May 31, 2003, although the fund lagged both its benchmark index and its Lipper fund category average. The fund was underweighted in several volatile industry sectors, including utilities and technology, which performed well during the second half of the period. As the turbulence in the high-yield market during the fiscal year's first half gave way to one of the strongest periods for high-yield bonds since the early 1990s, your fund's management team focused on finding higher-yielding bonds in a challenging interest-rate environment, in which bond yields have declined significantly. In the following report, the managers provide a thorough discussion of fund performance and the strategies they pursued, as well as their view of the outlook for the fiscal year that has just begun. Meanwhile, we would like you to know how much we appreciate your continued confidence in Putnam. No one can say for certain, of course, how long the current strength in the high-yield market will last, but the management team will continue to devote its full attention to maintaining the fund's fine record. Respectfully yours, /S/ JOHN A. HILL /S/ GEORGE PUTNAM, III John A. Hill George Putnam, III Chairman of the Trustees President of the Funds July 16, 2003 Report from Fund Management Fund highlights * During the fiscal year ended May 31, 2003, Putnam Managed High Yield Trust had total returns of 8.82% at net asset value (NAV) and 4.15% at market price. * Due to its underweight in volatile sectors, such as utilities and technology, the fund underperformed its primary benchmark, the JP Morgan Developed High Yield Index, which returned 11.86% for the period. * The fund also underperformed the average return of 11.91% for the Lipper High Current Yield Funds (Closed-End) category. Comparisons in this category can be problematic, however, because it consists of only five funds. * The fund's dividend was reduced to $0.06 per share in January 2003. See page 5 for more information. * See the Performance Summary on page 7 for complete fund performance, comparative index performance, and Lipper data. Performance commentary Over the course of the past 12 months, your fund had positive returns but underperformed on a relative basis, due primarily to the higher percentage of distressed and defaulted bonds in the benchmark index. The fact that the fund is limited to owning no more than 5% in bonds rated below CCC at the time of purchase affected our relative underweighting. Putnam is proposing to increase this limit to 15%, subject to approval by the Trustees. In particular, bonds of many distressed utilities companies were downgraded to junk-bond status and became part of the index. These bonds subsequently experienced dramatic rebounds, boosting the index results. While the fund did participate in some of these gains, we maintained an underweight position because of the high credit risk surrounding these companies. In addition, the ongoing decline in bond yields continued to present a challenge and led to a dividend reduction. This, in turn, reduced demand for the fund and depressed the fund's return at market price. FUND PROFILE Putnam Managed High Yield Trust seeks high current income and, as a secondary objective, capital growth, by investing in corporate high-yield bonds. The fund is designed for investors seeking higher fixed-income returns and who are willing to accept the added risks of investing in below-investment-grade securities. Market overview The first half of your fund's fiscal year occurred during a precipitous market decline, caused by a weakening economy, geopolitical turmoil, and allegations of corporate malfeasance, among other factors. These sharp declines were followed in the second half of the year by one of the strongest-performing periods for high-yield bonds since the early 1990s. Performance in the high-yield market turned around in mid October 2002, a few weeks before the midpoint of the fund's fiscal year. As yields on Treasuries and money market securities reached historic lows by early October (they have since dropped even lower), investors who sought higher yields became more willing to take on additional risk to attain them. With encouragement from improved economic forecasts for 2003, investors moved out of Treasuries in mid October and a strong high-yield rally commenced. In early 2003, investors remained nervous about the prospects of war with Iraq and the strength of the U.S. economy, but their demand for higher income than Treasuries could provide continued to bolster the high-yield market. When the war ended quickly, investors looked more closely at the economic fundamentals and technical factors in the high-yield market and realized that a supportive environment was in place. The decline in the rate of corporate defaults (which peaked in early 2002) has been of particular importance, as investors may perceive that lower default rates are an indication of reduced risk in the market going forward. Also, widespread efforts by companies to improve their balance sheets has been perceived as a harbinger of improving credit quality over the next few years. ------------------------------------------------------------------------------- MARKET SECTOR PERFORMANCE 12 MONTHS ENDED 5/31/03 ------------------------------------------------------------------------------- Bonds ------------------------------------------------------------------------------- JP Morgan Developed High Yield Index (high-yield bonds) 11.86% ------------------------------------------------------------------------------- Lehman Aggregate Bond Index (taxable U.S. bonds) 11.58% ------------------------------------------------------------------------------- Lehman GNMA Index (mortgage-backed securities) 6.13% ------------------------------------------------------------------------------- Lehman Municipal Bond Index (municipal bonds) 10.36% ------------------------------------------------------------------------------- Equities ------------------------------------------------------------------------------- S&P 500 Index (broad stock market) -8.06% ------------------------------------------------------------------------------- Russell 2000 Index (small- and midsize-company stocks) -8.18% ------------------------------------------------------------------------------- MSCI EAFE (international stocks) -12.30% ------------------------------------------------------------------------------- These indexes provide an overview of performance in different market sectors for the 12 months ended 5/31/03. ------------------------------------------------------------------------------- Strategy overview After maintaining a defensive posture in the first several months of the year, we began increasing the fund's weightings in higher-yielding bonds during September's market lows, when there were many bargains to be found. As the market strengthened, we continued to seek ways to increase yield -- primarily by considering bonds that offered greater income in exchange for lower credit quality. At the same time, we tried to be selective, carefully analyzing these lower-rated issues in the face of an economy that was still struggling. Call risk became a significant factor during the second half of the period. High-yield bonds typically are issued with a call feature. This provision allows an issuer to "call" -- or redeem -- the bond from the bondholder after a specified date (usually four to five years from the date of issuance). Calling the bond allows the issuer to refinance the debt at a lower rate. Obviously, when a bond is called, the bondholder (in this case, your fund) no longer receives the interest income. However, in some cases the bond is called at a significant premium, which is beneficial to the fund. The challenge in a declining-rate environment is to find new bonds that offer as high a level of income as possible without incurring an unnecessary amount of credit risk. [GRAPHIC OMITTED: horizontal bar chart TOP INDUSTRY WEIGHTINGS COMPARED] TOP INDUSTRY WEIGHTINGS COMPARED as of 11/30/02 as of 5/31/03 Utilities and power 3.1% 6.7% Chemicals 5.6% 5.6% Gaming and lottery 5.9% 5.6% Telecommunications 4.9% 5.4% Oil and gas 4.4% 5.0% Footnote reads: This chart shows how the fund's top weightings have changed over the last six months. Weightings are shown as a percentage of net assets. Industry weightings will vary over time. How fund holdings and sector allocations affected performance Several of the larger holdings in the portfolio performed well during the period and contributed to the fund's solid returns. Nextel and Echostar were among the strongest performers, as the wireless communications and broadcasting industries have been strengthening and these companies -- Nextel in particular -- have been reducing debt and seeing large price increases for their bonds. Nextel operates a large wireless telecommunications network with a unique and successful walkie-talkie feature. The wireless sector has been one of the strongest-performing sectors for the fund, though we believe that the greater portion of the returns from some of these holdings may be behind us. Consequently, we have pared down our exposure to Nextel, one of the fund's strongest-performing holdings over the period, as its bond prices have increased. Vivendi Universal, a France-based media and communications conglomerate, performed strongly, as did DirecTV, another satellite broadcasting firm (Vivendi was sold at a profit shortly before the end of the fund's fiscal year). In broadcasting, Paxson Communications Corp. has also performed well. Paxson owns and operates 63 television stations, as well as the PAX TV cable network, which provides family entertainment programming. [GRAPHIC OMITTED: TOP 10 HOLDINGS] TOP 10 HOLDINGS 1 PSF Group Holdings, Inc. 144A Class A Common stock Consumer staples 2 HYDI Credit Linked Note (issued by JPMorgan) 8%, 2008 Asset-backed securities 3 CSC Holdings, Inc. Series M, $11.125 cum. pfd. Cable television 4 HMH Properties, Inc. Company guaranty, Series B, 7.875%, 2008 Lodging/tourism 5 PRIMEDIA, Inc. Company guaranty, 8.875%, 2011 Publishing 6 Qwest Services Corp. 144A Notes, 13.5%, 2010 Communication services 7 Qwest Corp. 144A Notes 8.875%, 2012 Communication services 8 Six Flags, Inc. Senior notes 8.875%, 2010 Entertainment 9 Telus Corp. (Canada) Notes, 8%, 2011 Communication services 10 Paxson Communications Corp. 13.25% cum. pfd. Broadcasting Footnote reads: Holdings represent 9.0% of net assets. The fund's holdings of AK Steel Corp. and Collins and Aikman Corp. bonds detracted from performance during the period. AK Steel Corp, an Ohio-based steel manufacturer, had disappointing first-quarter 2003 financial results, primarily due to weak demand in the appliance, construction, and manufacturing markets. Collins and Aikman, a manufacturer of auto and truck parts, severely underperformed earnings expectations in the first quarter of 2003, incurring a loss. The company attributed the first-quarter disappointment to manufacturing problems. Finally, HealthSouth, which owns and operates a chain of rehabilitation, diagnostic imaging, and outpatient surgery centers, experienced significant losses due to charges of accounting fraud over several years. The fund still owns AK Steel, Collins and Aikman, and HealthSouth, as we believe the bonds still offer attractive return potential. Of course, we will continue to evaluate the holdings and make changes if we believe it is necessary. The fund was underweighted in technology and utility bonds, both of which performed well in the second half of the fiscal year, so this positioning hurt the fund's relative performance. The oil and gas sector produced solid returns for the fund during the period, as energy prices generally remained elevated due to uncertainties surrounding the war in Iraq and a longer and colder than normal winter in the northeastern United States. Please note that all sectors and holdings discussed in this report are subject to review in accordance with the fund's investment strategy and may vary in the future. OF SPECIAL INTEREST Effective with the January distribution, the fund's monthly dividend was reduced to $0.06 per share, reflecting a decline in the portfolio's income stream. Bond yields in virtually all sectors have fallen substantially over the past several years. As older bonds in the portfolio have matured or been called, the assets have been reinvested at lower current rates. This has reduced the income generated by the portfolio and necessitated the reduction. The fund's management team The fund is managed by the Putnam Core Fixed-Income High-Yield Team. The members of this team are Stephen Peacher (Portfolio Leader), Norm Boucher (Portfolio Member), Paul Scanlon (Portfolio Member), Rosemary Thomsen (Portfolio Member), Jeffrey Kaufman, Geoffrey Kelley, Neil Reiner, and Joseph Towell. The outlook for your fund The following commentary reflects anticipated developments that could affect your fund over the next six months, as well as your management team's plans for responding to them. The strong returns in the high-yield bond market since mid-October 2002 have caused us to temper our enthusiasm for the sector somewhat as it is unlikely that the market can continue to produce such results. However, our outlook for the longer term remains positive. We believe there is evidence that supports a strengthening economy, low inflation, and sustained demand for higher-yielding fixed-income investments. On the economic front, we are seeing substantial fiscal and monetary stimulus. Major factors included the recent tax cut (as well as reduction in 2001), a weakened dollar, historically low interest rates, and a commitment by the Federal Reserve Board to keep long-term interest rates low by buying longer-maturity Treasury bonds on the open market. All of these factors, we believe, should provide the U.S. economy with the fuel it needs to continue expanding. Moreover, we believe that market-specific trends continue to be positive, namely declining default rates and improving corporate balance sheets. While we are optimistic about the high-yield market for the next several years, we know the market will experience short-term fluctuations. As such, we will seek to maintain diversification among industry sectors and individual holdings, and we will focus on reducing risk where possible. The views expressed in this report are exclusively those of Putnam Management. They are not meant as investment advice. Lower-rated bonds may offer higher yields in return for more risk. Performance summary This section provides information about your fund's performance during its fiscal year, which ended May 31, 2003. We also include performance for the most current calendar quarter-end. Performance should always be considered in light of a fund's investment strategy. Past performance does not indicate future results. More recent returns may be less or more than those shown. Investment return, market price and principal value will fluctuate and you may have a gain or a loss when you sell your shares. Performance does not reflect taxes on reinvested distributions. A profile of your fund's strategy appears on the first page of this report. See page 8 for definitions of some terms used in this section. ------------------------------------------------------------------------------- TOTAL RETURN FOR PERIODS ENDED 5/31/03 ------------------------------------------------------------------------------- JP Morgan Lipper High CSFB Developed Current Yield Market High Yield High Yield Funds (Closed-End) NAV price Index Index* category average+ ------------------------------------------------------------------------------- 1 year 8.82% 4.15% 13.26% 11.86% 11.91% ------------------------------------------------------------------------------- 5 years -4.18 -1.35 17.62 14.31 3.57 ------------------------------------------------------------------------------- Annual average -0.85 -0.27 3.30 2.71 0.61 ------------------------------------------------------------------------------- Life of fund (since 6/25/93) 63.48 62.99 92.80 -- 80.80 ------------------------------------------------------------------------------- Annual average 5.07 5.04 6.84 -- 6.03 ------------------------------------------------------------------------------- * Putnam Management has recently undertaken a review of the fund's benchmark. This index replaces the CSFB High Yield Index as a performance benchmark for this fund because, in Putnam Management's opinion, the securities tracked by this index more accurately reflect the types of securities generally held by the fund. The JP Morgan index's inception date was 12/31/94. + Index and Lipper results should be compared to fund performance at net asset value. Over the 1-, 5-, and life-of-fund periods ended 5/31/03, there were 5, 4, and 3 funds, respectively, in this Lipper category. ------------------------------------------------------------------------------- TOTAL RETURN FOR PERIODS ENDED 6/30/03 (most recent calendar quarter) ------------------------------------------------------------------------------- NAV Market price ------------------------------------------------------------------------------- 1 year 17.63% 19.73% ------------------------------------------------------------------------------- 5 years -1.53 -1.10 Annual average -0.31 -0.22 ------------------------------------------------------------------------------- 10 years 68.12 62.62 Annual average 5.33 4.98 ------------------------------------------------------------------------------- Annual average Life of fund (since 6/25/93) 5.33 4.98 ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- PRICE AND DISTRIBUTION INFORMATION 12 MONTHS ENDED 5/31/03 ------------------------------------------------------------------------------- Putnam Managed High Yield Trust ------------------------------------------------------------------------------- Distributions (number) 12 ------------------------------------------------------------------------------- Income 1 $0.7622 ------------------------------------------------------------------------------- Capital gains 1 -- ------------------------------------------------------------------------------- Return of capital 2 $0.0138 ------------------------------------------------------------------------------- Total $0.7760 ------------------------------------------------------------------------------- Share value: NAV Market price ------------------------------------------------------------------------------- 5/31/02 $8.50 $9.48 ------------------------------------------------------------------------------- 5/31/03 8.45 9.02 ------------------------------------------------------------------------------- Current return (end of period) ------------------------------------------------------------------------------- Current dividend rate 3 8.52% 7.98% ------------------------------------------------------------------------------- 1 Capital gains, if any, are taxable for federal and, in most cases, state purposes. For some investors, investment income may be subject to the federal alternative minimum tax. Income from federally exempt funds may be subject to state and local taxes. 2 See page 43 for details. 3 Most recent distribution, excluding capital gains, annualized and divided by NAV or market price at end of period. Terms and definitions Total return shows how the value of the fund's shares changed over time, assuming you held the shares through the entire period and reinvested all distributions in the fund. Net asset value (NAV) is the value of all your fund's assets, minus any liabilities, divided by the number of outstanding shares. Market price is the current trading price of one share of the fund. Market prices are set by transactions between buyers and sellers on the New York Stock Exchange. Comparative indexes JP Morgan Developed High Yield Index is an unmanaged index of high-yield debt securities from developed countries. Credit Suisse First Boston (CSFB) High Yield Index is an unmanaged index of high-yield debt securities. Lehman Aggregate Bond Index is an unmanaged index used as a general measure of U.S. fixed-income securities. Lehman GNMA Index is an unmanaged index of GNMA securities. Lehman Municipal Bond Index is an unmanaged index of long-term fixed-rate investment-grade tax-exempt bonds. S&P 500 Index is an unmanaged index of common stock performance. Russell 2000 Index is an unmanaged index of common stocks that generally measure performance of small to midsize companies within the Russell 3000 Index. Morgan Stanley Capital International (MSCI) EAFE Index is an unmanaged index of international stocks from Europe, Australasia, and the Far East. Indexes assume reinvestment of all distributions and do not account for fees. Securities and performance of a fund and an index will differ. You cannot invest directly in an index. Lipper Inc. is a third-party industry ranking entity that ranks funds (without sales charges) with similar current investment styles or objectives as determined by Lipper. Lipper category averages reflect performance trends within a category and are based on results at net asset value. Putnam's policy on confidentiality In order to conduct business with our shareholders, we must obtain certain personal information such as account holders' addresses, telephone numbers, Social Security numbers, and the names of their financial advisors. We use this information to assign an account number and to help us maintain accurate records of transactions and account balances. It is our policy to protect the confidentiality of your information, whether or not you currently own shares of our funds, and in particular, not to sell information about you or your accounts to outside marketing firms. We have safeguards in place designed to prevent unauthorized access to our computer systems and procedures to protect personal information from unauthorized use. Under certain circumstances, we share this information with outside vendors who provide services to us, such as mailing and proxy solicitation. In those cases, the service providers enter into confidentiality agreements with us, and we provide only the information necessary to process transactions and perform other services related to your account. We may also share this information with our Putnam affiliates to service your account or provide you with information about other Putnam products or services. It is also our policy to share account information with your financial advisor, if you've listed one on your Putnam account. If you would like clarification about our confidentiality policies or have any questions or concerns, please don't hesitate to contact us at 1-800-225-1581, Monday through Friday, 8:30 a.m. to 7:00 p.m., or Saturdays from 9:00 a.m. to 5:00 p.m. Eastern Time. Putnam is committed to managing our mutual funds in the best interests of our shareholders. Our proxy voting guidelines and policies are available on the Putnam Individual Investor website, www.putnaminvestments.com, by calling Putnam's Shareholder Services at 1-800-225-1581, or on the SEC's website, www.sec.gov. A guide to the financial statements These sections of the report, as well as the accompanying Notes, preceded by the Report of independent accountants, constitute the fund's financial statements. The fund's portfolio lists all the fund's investments and their values as of the last day of the reporting period. Holdings are organized by asset type and industry sector, country, or state to show areas of concentration and diversification. Statement of assets and liabilities shows how the fund's net assets and share price are determined. All investment and noninvestment assets are added together. Any unpaid expenses and other liabilities are subtracted from this total. The result is divided by the number of shares to determine the net asset value per share, which is calculated separately for each class of shares. (For funds with preferred shares, the amount subtracted from total assets includes the net assets allocated to remarketed preferred shares.) Statement of operations shows the fund's net investment gain or loss. This is done by first adding up all the fund's earnings ---- from dividends and interest income ---- and subtracting its operating expenses to determine net investment income (or loss). Then, any net gain or loss the fund realized on the sales of its holdings ---- as well as any unrealized gains or losses over the period ---- is added to or subtracted from the net investment result to determine the fund's net gain or loss for the fiscal year. Statement of changes in net assets shows how the fund's net assets were affected by distributions to shareholders and by changes in the number of the fund's shares. It lists distributions and their sources (net investment income or realized capital gains) over the current reporting period and the most recent fiscal year-end. The distributions listed here may not match the sources listed in the Statement of operations because the distributions are determined on a tax basis and may be paid in a different period from the one in which they were earned. Financial highlights provide an overview of the fund's investment results, per-share distributions, expense ratios, net investment income ratios, and portfolio turnover in one summary table, reflecting the five most recent reporting periods. In a semiannual report, the highlight table also includes the current reporting period. For open-end funds, a separate table is provided for each share class. Report of independent accountants The Board of Trustees and Shareholders of Putnam Managed High Yield Trust: We have audited the accompanying statement of assets and liabilities of Putnam Managed High Yield Trust, including the fund's portfolio, as of May 31, 2003, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and financial highlights for each of the years in the three-year period then ended. These financial statements and financial highlights are the responsibility of the fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the years in the two-year period ended May 31, 2000 were audited by other auditors whose report dated July 11, 2000, expressed an unqualified opinion on those financial highlights. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform our audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of May 31, 2003 by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Putnam Managed High Yield Trust as of May 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the three-year period then ended in conformity with accounting principles generally accepted in the United States of America. KPMG LLP Boston, Massachusetts July 2, 2003 The fund's portfolio May 31, 2003 Corporate bonds and notes (87.7%) (a) Principal amount Value Advertising and Marketing Services (0.2%) ------------------------------------------------------------------------------- $196,618 Interact Operating Co. notes 14s, 2003 (In default) (NON) (PIK) $20 100,000 Lamar Media Corp. company guaranty 7 1/4s, 2013 104,250 ------------ 104,270 Automotive (1.5%) ------------------------------------------------------------------------------- 45,000 ArvinMeritor, Inc. notes 8 3/4s, 2012 49,050 180,000 Collins & Aikman Products, Inc. company guaranty 11 1/2s, 2006 118,800 145,000 Collins & Aikman Products, Inc. company guaranty 10 3/4s, 2011 125,425 35,000 Dana Corp. notes 10 1/8s, 2010 38,150 170,000 Dana Corp. notes 9s, 2011 177,225 EUR 15,000 Dana Corp. notes 9s, 2011 17,905 $15,000 Dana Corp. notes 7s, 2029 12,675 35,000 Delco Remy International, Inc. company guaranty 11s, 2009 22,050 55,000 Delco Remy International, Inc. company guaranty 10 5/8s, 2006 35,750 150,000 Dura Operating Corp. company guaranty Ser. D, 9s, 2009 132,750 150,000 Lear Corp. company guaranty Ser. B, 8.11s, 2009 167,250 EUR 30,000 Lear Corp. sr. notes 8 1/8s, 2008 37,882 $30,000 Tenneco Automotive, Inc. company guaranty Ser. B, 11 5/8s, 2009 26,850 ------------ 961,762 Basic Materials (10.2%) ------------------------------------------------------------------------------- 185,000 Acetex Corp. sr. notes 10 7/8s, 2009 (Canada) 205,350 205,000 AK Steel Corp. company guaranty 7 3/4s, 2012 162,975 180,000 Appleton Papers, Inc. company guaranty Ser. B, 12 1/2s, 2008 202,500 80,000 Armco, Inc. sr. notes 8 7/8s, 2008 64,400 130,000 Avecia Group PLC company guaranty 11s, 2009 (United Kingdom) 114,400 105,000 Better Minerals & Aggregates Co. company guaranty 13s, 2009 71,400 100,000 Compass Minerals Group, Inc. company guaranty 10s, 2011 111,000 148,688 Doe Run Resources Corp. company guaranty Ser. A1, 11 3/4s, 2008 (acquired various dates from 7/27/01 to 4/1/03, cost $95,137) (RES) (PIK) 59,475 35,000 Equistar Chemicals LP notes 6 1/2s, 2006 33,250 35,000 Equistar Chemicals LP notes 8 3/4s, 2009 33,250 260,000 Equistar Chemicals LP/Equistar Funding Corp. company guaranty 10 1/8s, 2008 263,900 60,000 Equistar Chemicals LP/Equistar Funding Corp. 144A sr. notes 10 5/8s, 2011 60,900 45,000 Four M Corp. sr. notes Ser. B, 12s, 2006 45,900 75,000 Georgia-Pacific Corp. debs. 9 1/2s, 2011 77,625 45,000 Georgia-Pacific Corp. debs. 7.7s, 2015 40,950 55,000 Georgia-Pacific Corp. notes 8 1/8s, 2011 53,350 25,000 Georgia-Pacific Corp. notes 7 1/2s, 2006 24,875 135,000 Georgia-Pacific Corp. 144A sr. notes 8 7/8s, 2010 140,400 330,000 Hercules, Inc. company guaranty 11 1/8s, 2007 379,500 67,581 Huntsman Corp. bank term loan FRN Ser. A, 6.129s, 2007 (acquired various dates from 6/10/02 to 7/17/02, cost 58,035) (RES) 60,710 32,419 Huntsman Corp. bank term loan FRN Ser. B, 8 1/8s, 2007 (acquired various dates from 6/10/02 to 7/17/02, cost $27,840) (RES) 29,123 180,000 Huntsman ICI Chemicals, Inc. company guaranty 10 1/8s, 2009 170,550 250,000 Huntsman ICI Holdings sr. disc. notes zero %, 2009 95,000 EUR 90,000 Huntsman International, LLC sr. sub. notes Ser. EXCH, 10 1/8s, 2009 93,668 $108,000 IMC Global, Inc. company guaranty Ser. B, 10 7/8s, 2008 119,880 230,000 ISP Chemco, Inc. company guaranty Ser. B, 10 1/4s, 2011 250,700 40,000 ISP Holdings, Inc. sec. sr. notes Ser. B, 10 5/8s, 2009 41,200 10,000 Kaiser Aluminum & Chemical Corp. sr. notes Ser. B, 10 7/8s, 2006 (In default) (NON) 7,000 305,000 Kaiser Aluminum & Chemical Corp. sr. sub. notes 12 3/4s, 2003 (In default) (NON) 18,300 70,000 Louisiana-Pacific Corp. sr. notes 8 7/8s, 2010 78,750 55,000 Lyondell Chemical Co. bonds 11 1/8s, 2012 55,825 20,000 Lyondell Chemical Co. company guaranty 9 1/2s, 2008 19,200 140,000 Lyondell Chemical Co. notes Ser. A, 9 5/8s, 2007 137,550 85,000 Lyondell Chemical Co. sr. sub. notes 10 7/8s, 2009 79,475 140,000 Lyondell Chemical Co. 144A sec. notes 9 1/2s, 2008 134,400 EUR 10,000 MDP Acquisitions PLC sr. notes 10 1/8s, 2012 (Ireland) 12,566 $80,000 MDP Acquisitions PLC sr. notes 9 5/8s, 2012 (Ireland) 86,100 53,926 MDP Acquisitions PLC sub. notes 15 1/2s, 2013 (Ireland) (PIK) 61,206 30,000 MDP Acquisitions PLC 144A sr. notes 9 5/8s, 2012 (Ireland) 32,288 210,000 Millennium America, Inc. company guaranty 9 1/4s, 2008 226,800 35,000 Millennium America, Inc. 144A sr. notes 9 1/4s, 2008 37,800 90,000 Noveon International company guaranty Ser. B, 11s, 2011 100,800 135,000 OM Group, Inc. company guaranty 9 1/4s, 2011 117,450 70,000 Oregon Steel Mills, Inc. company guaranty 10s, 2009 63,000 125,000 Pacifica Papers, Inc. sr. notes 10s, 2009 (Canada) 131,250 31,547 PCI Chemicals Canada sec. sr. notes 10s, 2008 (Canada) 27,130 70,155 Pioneer Cos., Inc. sec. FRN 4.79s, 2006 59,281 145,000 Potlatch Corp. company guaranty 10s, 2011 156,963 55,000 Resolution Performance Products, LLC 144A sr. notes 9 1/2s, 2010 55,000 5,000 Rhodia SA 144A sr. sub. notes 8 7/8s, 2011 (France) 5,013 370,000 Riverwood International Corp. company guaranty 10 7/8s, 2008 380,638 125,000 Royster-Clark, Inc. 1st mtge. 10 1/4s, 2009 101,250 110,000 Salt Holdings Corp. 144A sr. disc. notes stepped-coupon zero % (12s, 6/1/06), 2013 (STP) 61,600 70,000 Salt Holdings Corp. 144A sr. notes stepped-coupon zero % (12 3/4s, 12/15/07), 2012 (STP) 47,600 5,000 Smurfit-Stone Container Corp. company guaranty 8 1/4s, 2012 5,225 135,000 Solutia, Inc. company guaranty 11 1/4s, 2009 108,000 105,000 Steel Dynamics, Inc. company guaranty 9 1/2s, 2009 108,150 25,566 Sterling Chemicals, Inc. sec. notes 10s, 2007 22,882 40,000 Stone Container Corp. sr. notes 9 3/4s, 2011 43,400 140,000 Stone Container Corp. sr. notes 9 1/4s, 2008 150,500 140,000 Stone Container Corp. sr. notes 8 3/8s, 2012 146,650 110,000 Stone Container Corp. 144A company guaranty 11 1/2s, 2006 (Canada) 117,150 50,000 Tembec Industries, Inc. company guaranty 8 5/8s, 2009 (Canada) 49,500 135,000 Tembec Industries, Inc. company guaranty 8 1/2s, 2011 (Canada) 133,650 60,000 Tembec Industries, Inc. company guaranty 7 3/4s, 2012 (Canada) 57,000 40,000 Texas Petrochemical Corp. sr. sub. notes Ser. B, 11 1/8s, 2006 13,600 125,000 Ucar Finance, Inc. company guaranty 10 1/4s, 2012 120,156 90,000 WCI Steel, Inc. sr. notes Ser. B, 10s, 2004 24,300 11,000 Weirton Steel Corp. sr. notes 10s, 2008 (In default) (NON) 1,100 120,000 Wheeling-Pittsburgh Steel Corp. sr. notes 9 1/4s, 2007 (In default) (NON) 600 80,000 WHX Corp. sr. notes 10 1/2s, 2005 68,000 ------------ 6,470,329 Beverage (0.1%) ------------------------------------------------------------------------------- 30,000 Constellation Brands, Inc. company guaranty 8 1/2s, 2009 31,313 45,000 Constellation Brands, Inc. sr. sub. notes Ser. B, 8 1/8s, 2012 47,138 ------------ 78,451 Broadcasting (3.1%) ------------------------------------------------------------------------------- 4,000 Acme Communications, Inc. sr. disc. notes Ser. B, 12s, 2005 4,090 210,000 British Sky Broadcasting PLC company guaranty 6 7/8s, 2009 (United Kingdom) 231,000 220,000 DirecTV Holdings, LLC 144A sr. notes 8 3/8s, 2013 243,650 440,000 Diva Systems Corp. sr. disc. notes Ser. B, 12 5/8s, 2008 (In default) (NON) 14,300 35,000 Echostar DBS Corp. sr. notes 9 3/8s, 2009 37,494 80,000 Echostar DBS Corp. sr. notes 9 1/8s, 2009 89,000 15,000 Emmis Communications Corp. sr. disc. notes stepped-coupon zero % (12 1/2s, 3/15/06), 2011 (STP) 12,975 10,000 Granite Broadcasting Corp. sr. sub. notes 10 3/8s, 2005 9,950 115,000 Granite Broadcasting Corp. sr. sub. notes 9 3/8s, 2005 112,844 145,000 Granite Broadcasting Corp. sr. sub. notes 8 7/8s, 2008 139,200 55,000 Gray Television, Inc. company guaranty 9 1/4s, 2011 59,675 5,000 Knology, Inc. 144A sr. notes 12s, 2009 (PIK) 3,950 70,000 LIN Television Corp. company guaranty 8 3/8s, 2008 73,063 40,000 LIN Television Corp. company guaranty 8s, 2008 42,800 30,000 LIN Television Corp. 144A sr. sub. notes 6 1/2s, 2013 30,000 70,000 Pegasus Satellite sr. notes 12 3/8s, 2006 63,700 350,375 Quorum Broadcast Holdings, LLC notes stepped-coupon zero % (15s, 5/15/06), 2009 (STP) 245,263 52,000 RCN Corp. sr. disc. notes Ser. B, zero %, 2008 19,500 60,000 Sinclair Broadcast Group, Inc. company guaranty 8 3/4s, 2011 64,950 30,000 Sinclair Broadcast Group, Inc. 144A company guaranty 8s, 2012 31,763 381,000 Young Broadcasting, Inc. company guaranty 10s, 2011 398,145 21,000 Young Broadcasting, Inc. company guaranty Ser. B, 8 3/4s, 2007 21,105 ------------ 1,948,417 Building Materials (0.6%) ------------------------------------------------------------------------------- 55,000 Atrium Cos., Inc. company guaranty Ser. B, 10 1/2s, 2009 58,438 60,000 Building Materials Corp. company guaranty 8s, 2008 53,400 95,000 Dayton Superior Corp. company guaranty 13s, 2009 81,225 90,000 Nortek, Inc. sr. notes Ser. B, 8 7/8s, 2008 93,375 10,000 Nortek, Inc. sr. sub. notes Ser. B, 9 7/8s, 2011 10,475 60,000 Nortek, Inc. 144A sr. notes Ser. B, 9 1/8s, 2007 62,400 5,000 Owens Corning bonds 7 1/2s, 2018 (In default) (NON) 1,925 120,000 Owens Corning notes 7 1/2s, 2005 (In default) (NON) 46,200 ------------ 407,438 Cable Television (2.1%) ------------------------------------------------------------------------------- 10,000 Adelphia Communications Corp. notes Ser. B, 9 7/8s, 2005 (In default) (NON) 5,500 20,000 Adelphia Communications Corp. sr. notes 10 7/8s, 2010 (In default) (NON) 11,100 90,000 Adelphia Communications Corp. sr. notes 10 1/4s, 2011 (In default) (NON) 49,950 5,000 Adelphia Communications Corp. sr. notes 10 1/4s, 2006 (In default) (NON) 2,750 5,000 Adelphia Communications Corp. sr. notes 9 3/8s, 2009 (In default) (NON) 2,825 40,000 Adelphia Communications Corp. sr. notes Ser. B, 9 7/8s, 2007 (In default) (NON) 22,000 9,407 Australis Media, Ltd. sr. disc. notes 15 3/4s, 2003 (Australia) (In default) (NON) (DEF) 1 70,000 Charter Communications Holdings, LLC/Capital Corp. sr. disc. notes stepped-coupon zero % (12 1/8s, 1/15/07), 2012 (STP) 30,800 35,000 Charter Communications Holdings, LLC/Capital Corp. sr. disc. notes stepped-coupon zero % (11 3/4s, 5/15/06), 2011 (STP) 16,275 55,000 Charter Communications Holdings, LLC/Capital Corp. sr. disc. notes stepped-coupon zero % (11 3/4s, 1/15/05), 2010 (STP) 30,250 140,000 Charter Communications Holdings, LLC/Capital Corp. sr. disc. notes stepped-coupon zero % (9.92s, 4/1/04), 2011 (STP) 86,800 290,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 11 1/8s, 2011 211,700 200,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 10 3/4s, 2009 146,000 75,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 10 1/4s, 2010 53,625 110,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 10s, 2011 79,200 75,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 9 5/8s, 2009 54,000 50,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 8 5/8s, 2009 36,000 20,000 Charter Communications Holdings, LLC/Capital Corp. sr. notes 8 1/4s, 2007 14,600 165,000 CSC Holdings, Inc. sr. notes 7 7/8s, 2007 169,538 55,000 Insight Midwest LP/Insight Capital, Inc. sr. notes 10 1/2s, 2010 59,400 90,000 Olympus Cable bank term loan FRN Ser. B, 6 1/4s, 2010 (acquired 6/20/02, cost $78,435) (RES) 79,470 20,000 Rogers Cablesystems, Ltd. sr. notes Ser. B, 10s, 2005 (Canada) 21,400 320,000 TeleWest Communications PLC debs. 11s, 2007 (United Kingdom) (In default) (NON) 94,400 146,000 United Pan-Europe NV sr. disc. notes 12 1/2s, 2009 (Netherlands) (In default) (NON) 18,615 240,000 United Pan-Europe NV sr. disc. notes stepped-coupon zero % (13 3/4s, 2/1/05), 2010 (Netherlands) (In default) (NON) (STP) 30,000 20,000 United Pan-Europe NV 144A bonds 10 7/8s, 2009 (Netherlands) (In default) (NON) 4,100 ------------ 1,330,299 Capital Goods (9.1%) ------------------------------------------------------------------------------- 40,000 Advanced Glass Fiber Yarns bank term loan FRN Ser. A, 6 3/4s, 2004 (acquired 9/12/02, cost $28,000) (RES) 24,000 50,000 Advanced Glass Fiber Yarns sr. sub. notes 9 7/8s, 2009 (In default) (NON) 2,500 155,000 AEP Industries, Inc. sr. sub. notes 9 7/8s, 2007 151,900 75,000 Allied Waste North America, Inc. company guaranty Ser. B, 8 7/8s, 2008 80,063 240,000 Allied Waste North America, Inc. company guaranty Ser. B, 8 1/2s, 2008 253,800 330,000 Allied Waste North America, Inc. company guaranty Ser. B, 7 5/8s, 2006 339,075 195,000 Allied Waste North America, Inc. 144A company guaranty 9 1/4s, 2012 209,138 40,000 Applied Extrusion Technologies, Inc. company guaranty Ser. B, 10 3/4s, 2011 29,200 360,000 Argo-Tech Corp. company guaranty 8 5/8s, 2007 327,600 80,000 Argo-Tech Corp. company guaranty Ser. D, 8 5/8s, 2007 72,800 5,000 BE Aerospace, Inc. sr. sub. notes Ser. B, 8 7/8s, 2011 3,600 230,000 BE Aerospace, Inc. sr. sub. notes Ser. B, 8s, 2008 166,750 35,000 Berry Plastics Corp. company guaranty 10 3/4s, 2012 38,150 210,000 Blount, Inc. company guaranty 13s, 2009 163,800 150,000 Blount, Inc. company guaranty 7s, 2005 139,500 60,000 Browning-Ferris Industries, Inc. debs. 7.4s, 2035 54,900 100,000 Browning-Ferris Industries, Inc. sr. notes 6 3/8s, 2008 96,000 EUR 45,000 BSN Financing Co. SA company guaranty Ser. EUR, 10 1/4s, 2009 (Luxembourg) 51,332 $75,000 Crown Holdings SA 144A sec. notes 10 7/8s, 2013 (France) 79,125 240,000 Crown Holdings SA 144A sec. notes 9 1/2s, 2011 (France) 250,200 240,000 Decrane Aircraft Holdings Co. company guaranty Ser. B, 12s, 2008 108,000 105,000 Earle M. Jorgensen Co. sec. notes 9 3/4s, 2012 109,725 175,000 FIMEP SA 144A sr. notes 10 1/2s, 2013 (France) 191,625 88,000 Flowserve Corp. company guaranty 12 1/4s, 2010 101,200 15,000 Fonda Group, Inc. sr. sub. notes Ser. B, 9 1/2s, 2007 7,350 25,000 Hexcel Corp. sr. sub. notes 9 3/4s, 2009 24,188 90,000 High Voltage Engineering Corp. sr. notes 10 3/4s, 2004 14,400 180,000 Insilco Holding Co. sr. disc. notes stepped-coupon zero % (14s, 8/15/03), 2008 (In default) (NON) (STP) 3,600 EUR 50,000 Invensys, PLC sr. unsub. notes 5 1/2s, 2005 (United Kingdom) 51,097 $80,000 Jordan Industries, Inc. sr. notes Ser. D, 10 3/8s, 2007 33,600 65,000 K&F Industries, Inc. sr. sub. notes Ser. B, 9 5/8s, 2010 69,713 30,000 K&F Industries, Inc. sr. sub. notes Ser. B, 9 1/4s, 2007 31,388 200,000 L-3 Communications Corp. sr. sub. notes 8 1/2s, 2008 208,500 125,000 Laidlaw International, Inc. 144A sr. notes 10 3/4s, 2011 125,625 75,000 Laidlaw, Inc. debs. 8 3/4s, 2025 (Canada) (In default) (NON) 37,406 20,000 Laidlaw, Inc. debs. 8 1/4s, 2023 (Canada) (In default) (NON) 10,175 190,000 Laidlaw, Inc. notes 7.65s, 2006 (Canada) (In default) (NON) 96,188 50,000 Manitowoc Co., Inc. (The) company guaranty 10 1/2s, 2012 55,125 EUR 25,000 Manitowoc Co., Inc. (The) company guaranty 10 3/8s, 2011 30,870 $200,000 Motors and Gears, Inc. sr. notes Ser. D, 10 3/4s, 2006 174,000 245,000 Owens-Brockway Glass company guaranty 8 7/8s, 2009 259,700 130,000 Owens-Brockway Glass sr. sec. notes 8 3/4s, 2012 138,288 95,000 Owens-Brockway Glass 144A sr. notes 8 1/4s, 2013 95,950 90,000 Owens-Brockway Glass 144A sr. sec. notes 7 3/4s, 2011 92,025 75,000 Oxford Industries Inc. 144A sr. notes 8 7/8s, 2011 75,375 35,000 Pliant Corp. company guaranty 13s, 2010 32,200 90,000 Pliant Corp. 144A sec. notes 11 1/8s, 2009 92,700 130,000 Roller Bearing Company of America company guaranty Ser. B, 9 5/8s, 2007 110,500 250,000 Sequa Corp. sr. notes Ser. B, 8 7/8s, 2008 262,500 40,000 Siebe PLC 144A notes 7 1/8s, 2007 (United Kingdom) 33,400 35,000 Siebe PLC 144A sr. unsub. 6 1/2s, 2010 (United Kingdom) 26,425 40,000 Sweetheart Cup Co. company guaranty 12s, 2004 34,800 205,000 Tekni-Plex, Inc. company guaranty Ser. B, 12 3/4s, 2010 200,388 35,000 Terex Corp. company guaranty 8 7/8s, 2008 35,525 175,000 Terex Corp. company guaranty Ser. B, 10 3/8s, 2011 186,375 60,000 Trimas Corp. company guaranty 9 7/8s, 2012 60,600 45,000 Trimas Corp. 144A company guaranty 9 7/8s, 2012 45,450 ------------ 5,799,409 Commercial and Consumer Services (0.5%) ------------------------------------------------------------------------------- 190,000 Coinmach Corp. sr. notes 9s, 2010 200,925 200,467 Derby Cycle Corp. (The) sr. notes 10s, 2008 (In default) (NON) 11,026 EUR 107,751 Derby Cycle Corp. (The) sr. notes 9 3/8s, 2008 (In default) (NON) 3,563 $115,000 IESI Corp. company guaranty 10 1/4s, 2012 118,450 110,000 Outsourcing Solutions, Inc. sr. sub. notes Ser. B, 11s, 2006 (In default) (NON) 1,100 ------------ 335,064 Communication Services (7.6%) ------------------------------------------------------------------------------- 40,000 Airgate PCS, Inc. sr. sub. notes stepped-coupon zero % (13 1/2s, 10/1/04), 2009 (STP) 18,400 120,000 Alamosa Delaware, Inc. company guaranty 13 5/8s, 2011 91,200 50,000 Alamosa Delaware, Inc. company guaranty 12 1/2s, 2011 36,750 160,000 Alamosa PCS Holdings, Inc. company guaranty stepped-coupon zero % (12 7/8s, 2/15/05), 2010 (STP) 85,600 200,000 American Cellular Corp. company guaranty 9 1/2s, 2009 75,000 90,000 American Tower Corp. sr. notes 9 3/8s, 2009 88,650 170,000 American Tower Escrow Corp. 144A disc. notes zero %, 2008 106,250 100,000 Asia Global Crossing, Ltd. sr. notes 13 3/8s, 2010 (Bermuda) (In default) (NON) 13,000 318,870 Colo.com, Inc. 144A sr. notes 13 7/8s, 2010 (In default) (NON) 6,377 10,000 Colt Telecommunications Group PLC sr. disc. notes 12s, 2006 (United Kingdom) 9,800 80,000 Crown Castle International Corp. sr. disc. notes stepped-coupon zero % (10 3/8s, 5/15/04), 2011 (STP) 72,000 145,000 Crown Castle International Corp. sr. notes 9 3/8s, 2011 145,000 50,000 Crown Castle International Corp. sr. notes 9s, 2011 49,500 150,000 Dobson/Sygnet Communications, Inc. sr. notes 12 1/4s, 2008 156,000 65,000 Fairpoint Communications Inc. sr. sub. notes 12 1/2s, 2010 66,300 200,000 Firstworld Communication Corp. sr. disc. notes zero %, 2008 (In default) (NON) 20 28,524 Globix Corp. company guaranty 11s, 2008 (PIK) 21,393 20,000 Horizon PCS, Inc. company guaranty 13 3/4s, 2011 2,400 200,000 iPCS, Inc. sr. disc. notes stepped-coupon zero % (14s, 7/15/05), 2010 (In default) (NON) (STP) 12,000 93,000 IWO Holdings, Inc. company guaranty 14s, 2011 17,670 80,000 Leap Wireless International, Inc. company guaranty 12 1/2s, 2010 (In default) (NON) 10,400 90,000 Madison River Capital Corp. sr. notes 13 1/4s, 2010 85,950 35,000 MCI Communications Corp. debs. 7 3/4s, 2025 (In default) (NON) 27,125 35,000 MCI Communications Corp. debs. 7 3/4s, 2024 (In default) (NON) 27,125 40,000 Metrocall, Inc. sr. sub. notes 9 3/4s, 2007 (In default) (NON) 800 200,000 Metromedia Fiber Network, Inc. sr. notes Ser. B, 10s, 2008 (In default) (NON) 10,000 133,000 Millicom International Cellular SA 144A sr. notes 11s, 2006 (Luxembourg) 125,020 76,000 Nextel Communications, Inc. bank term loan FRN Ser. A, 2.564s, 2007 (acquired 11/20/02, cost $68,685) (RES) 72,248 5,000 Nextel Communications, Inc. sr. disc. notes 9.95s, 2008 5,225 70,000 Nextel Communications, Inc. sr. notes 9 1/2s, 2011 76,300 340,000 Nextel Communications, Inc. sr. notes 9 3/8s, 2009 364,650 190,000 Nextel Partners, Inc. sr. disc. notes stepped-coupon zero % (14s, 2/1/04), 2009 (STP) 192,375 80,000 Nextel Partners, Inc. sr. notes 12 1/2s, 2009 89,200 115,000 Nextel Partners, Inc. sr. notes 11s, 2010 123,625 90,000 Nextel Partners, Inc. sr. notes 11s, 2010 96,750 200,000 Orbital Imaging Corp. sr. notes Ser. B, 11 5/8s, 2005 (In default) (NON) 50,000 85,000 PanAmSat Corp. company guaranty 8 1/2s, 2012 90,950 30,000 Qwest Capital Funding, Inc. company guaranty 7 3/4s, 2006 27,150 410,000 Qwest Corp. 144A notes 8 7/8s, 2012 461,250 425,000 Qwest Services Corp. 144A notes 13 1/2s, 2010 483,438 10,000 Rogers Cantel, Ltd. debs. 9 3/8s, 2008 (Canada) 10,450 115,000 Rogers Cantel, Ltd. sr. sub. notes 8.8s, 2007 (Canada) 116,725 40,000 Rogers Wireless, Inc. sec. notes 9 5/8s, 2011 (Canada) 44,400 80,000 SBA Communications Corp. sr. disc. notes 12s, 2008 74,000 85,000 SBA Communications Corp. sr. notes 10 1/4s, 2009 70,125 28,000 Telecorp PCS, Inc. company guaranty 10 5/8s, 2010 33,320 13,000 Telecorp PCS, Inc. company guaranty stepped-coupon zero % (11 5/8s, 4/15/04), 2009 (STP) 13,358 360,000 Telus Corp. notes 8s, 2011 (Canada) 412,650 40,000 Time Warner Telecom, Inc. sr. notes 10 1/8s, 2011 35,200 90,000 Time Warner Telecom, Inc. sr. notes 9 3/4s, 2008 79,200 135,000 Triton PCS, Inc. company guaranty 11s, 2008 143,100 35,000 Triton PCS, Inc. 144A sr. notes 8 1/2s, 2013 35,000 90,000 TSI Telecommunication Services, Inc. company guaranty Ser. B, 12 3/4s, 2009 87,300 87,000 UbiquiTel Operating Co. 144A company guaranty stepped-coupon zero % (14s, 4/15/05), 2010 (STP) 40,890 225,000 US UnWired, Inc. company guaranty stepped-coupon Ser. B, zero % (13 3/8s, 11/1/04), 2009 (STP) 81,000 75,000 US West Capital Funding, Inc. company guaranty 6 1/4s, 2005 69,563 ------------ 4,839,172 Conglomerates (1.0%) ------------------------------------------------------------------------------- 55,000 Tyco International Group SA company guaranty 6 3/4s, 2011 (Luxembourg) 56,238 320,000 Tyco International Group SA company guaranty 6 3/8s, 2006 (Luxembourg) 329,600 40,000 Tyco International Group SA company guaranty 6 3/8s, 2005 (Luxembourg) 41,300 215,000 Tyco International Group SA notes 6 3/8s, 2011 (Luxembourg) 215,538 ------------ 642,676 Consumer (1.0%) ------------------------------------------------------------------------------- 200,000 Icon Health & Fitness company guaranty 11 1/4s, 2012 210,000 100,000 Jostens, Inc. sr. sub. notes 12 3/4s, 2010 117,000 300,000 Samsonite Corp. sr. sub. notes 10 3/4s, 2008 300,000 ------------ 627,000 Consumer Goods (0.9%) ------------------------------------------------------------------------------- 125,000 Armkel, LLC/Armkel Finance sr. sub. notes 9 1/2s, 2009 139,688 20,000 Elizabeth Arden, Inc. sec. notes Ser. B, 11 3/4s, 2011 22,000 70,000 French Fragrances, Inc. company guaranty Ser. D, 10 3/8s, 2007 70,000 30,000 French Fragrances, Inc. sr. notes Ser. B, 10 3/8s, 2007 30,675 115,000 Playtex Products, Inc. company guaranty 9 3/8s, 2011 119,600 70,000 Polaroid Corp. sr. notes 11 1/2s, 2006 (In default) (NON) 4,900 130,000 Remington Arms Co., Inc. 144A company guaranty 10 1/2s, 2011 130,325 70,000 Revlon Consumer Products sr. notes 9s, 2006 42,700 65,000 Revlon Consumer Products sr. notes 8 1/8s, 2006 39,650 ------------ 599,538 Consumer Services (0.4%) ------------------------------------------------------------------------------- 70,000 Brand Services, Inc. company guaranty 12s, 2012 77,000 50,000 United Rentals (North America), Inc. company guaranty Ser. B, 10 3/4s, 2008 53,250 125,000 Williams Scotsman, Inc. company guaranty 9 7/8s, 2007 118,125 ------------ 248,375 Distribution (0.1%) ------------------------------------------------------------------------------- 120,000 Fleming Cos., Inc. company guaranty 10 1/8s, 2008 (In default) (NON) 19,200 90,000 Fleming Cos., Inc. sr. notes 9 1/4s, 2010 (In default) (NON) 15,750 ------------ 34,950 Energy (6.3%) ------------------------------------------------------------------------------- 120,000 Belden & Blake Corp. company guaranty Ser. B, 9 7/8s, 2007 112,800 60,000 Bluewater Finance, Ltd. 144A sr. notes 10 1/4s, 2012 60,600 110,000 BRL Universal Equipment sec. notes 8 7/8s, 2008 117,975 75,000 Chesapeake Energy Corp. company guaranty 9s, 2012 82,875 25,000 Chesapeake Energy Corp. sr. notes Ser. B, 8 1/2s, 2012 26,188 235,000 Chesapeake Energy Corp. 144A sr. notes 7 1/2s, 2013 244,400 5,000 Compton Petro Corp. sr. notes 9.9s, 2009 (Canada) 5,400 170,000 Comstock Resources, Inc. company guaranty 11 1/4s, 2007 182,750 140,000 Dresser, Inc. company guaranty 9 3/8s, 2011 141,400 20,000 El Paso Energy Partners LP company guaranty Ser. B, 8 1/2s, 2011 21,300 70,000 Encore Acquisition Co. company guaranty 8 3/8s, 2012 74,200 125,000 Forest Oil Corp. company guaranty 7 3/4s, 2014 128,125 50,000 Forest Oil Corp. sr. notes 8s, 2011 52,875 55,000 Forest Oil Corp. sr. notes 8s, 2008 58,025 140,000 Gazprom OAO 144A notes 9 5/8s, 2013 (Russia) 156,660 50,000 Hornbeck Offshore Services, Inc. sr. notes 10 5/8s, 2008 54,250 50,000 Key Energy Services, Inc. sr. notes 6 3/8s, 2013 50,688 15,000 Leviathan Gas Corp. company guaranty Ser. B, 10 3/8s, 2009 16,125 130,000 Newfield Exploration Co. sr. notes 7 5/8s, 2011 143,000 100,000 Parker Drilling Co. company guaranty Ser. B, 10 1/8s, 2009 104,500 30,000 Pemex Project Funding Master Trust 144A bonds 8 5/8s, 2022 35,100 65,000 Pemex Project Funding Master Trust 144A notes 7 3/8s, 2014 71,825 270,000 Pioneer Natural Resources Co. company guaranty 9 5/8s, 2010 332,422 20,000 Pioneer Natural Resources Co. company guaranty 7.2s, 2028 21,600 70,000 Plains All American Pipeline LP/Plains All American Finance Corp. company guaranty 7 3/4s, 2012 76,300 100,000 Plains Exploration & Production Co. company guaranty Ser. B, 8 3/4s, 2012 106,500 80,000 Plains Exploration & Production Co. 144A sr. sub. notes 8 3/4s, 2012 85,200 110,000 Pogo Producing Co. sr. sub. notes Ser. B, 8 1/4s, 2011 121,000 10,000 Pride International, Inc. sr. notes 10s, 2009 10,925 125,000 Pride Petroleum Services, Inc. sr. notes 9 3/8s, 2007 129,375 135,000 Star Gas Partners LP/Star Gas Finance Co. 144A sr. notes 10 1/4s, 2013 138,375 50,000 Stone Energy Corp. company guaranty 8 3/4s, 2007 52,000 80,000 Stone Energy Corp. sr. sub. notes 8 1/4s, 2011 84,000 60,000 Swift Energy Co. sr. sub. notes 10 1/4s, 2009 63,600 95,000 Swift Energy Co. sr. sub. notes 9 3/8s, 2012 99,275 60,000 Tesoro Petroleum Corp. 144A sr. disc. notes 8s, 2008 60,000 130,000 Trico Marine Services, Inc. company guaranty 8 7/8s, 2012 114,400 25,000 Universal Compression, Inc. 144A sr. notes 7 1/4s, 2010 25,281 45,000 Vintage Petroleum, Inc. sr. notes 8 1/4s, 2012 48,600 160,000 Vintage Petroleum, Inc. sr. sub. notes 9 3/4s, 2009 170,800 25,000 Vintage Petroleum, Inc. sr. sub. notes 7 7/8s, 2011 25,938 155,000 Westport Resources Corp. company guaranty 8 1/4s, 2011 168,175 65,000 Westport Resources Corp. 144A company guaranty 8 1/4s, 2011 70,525 25,000 XTO Energy, Inc. sr. notes 7 1/2s, 2012 27,625 40,000 XTO Energy, Inc. 144A sr. notes 6 1/4s, 2013 41,700 ------------ 4,014,677 Entertainment (1.8%) ------------------------------------------------------------------------------- 80,000 AMC Entertainment, Inc. sr. sub. notes 9 7/8s, 2012 83,400 160,000 AMC Entertainment, Inc. sr. sub. notes 9 1/2s, 2009 163,200 150,000 Cinemark USA, Inc. sr. sub. notes Ser. B, 8 1/2s, 2008 153,750 80,000 Cinemark USA, Inc. 144A sr. sub. notes 9s, 2013 86,000 35,000 Cinemark USA, Inc. 144A sr. sub. notes 9s, 2013 37,625 120,000 Premier Parks, Inc. sr. notes 10s, 2007 120,300 75,000 Regal Cinemas, Inc. company guaranty Ser. B, 9 3/8s, 2012 81,188 100,000 Silver Cinemas, Inc. sr. sub. notes 10 1/2s, 2005 (In default) (NON) 10 460,000 Six Flags, Inc. sr. notes 8 7/8s, 2010 438,725 ------------ 1,164,198 Financial (2.3%) ------------------------------------------------------------------------------- 180,000 Advanta Corp. 144A company guaranty Ser. B, 8.99s, 2026 92,700 70,000 Chevy Chase Savings Bank, Inc. sub. debs. 9 1/4s, 2005 70,175 20,000 Crescent Real Estate Equities LP notes 7 1/2s, 2007 (R) 20,300 145,000 Crescent Real Estate Equities LP sr. notes 9 1/4s, 2009 (R) 155,571 404,000 Finova Group, Inc. notes 7 1/2s, 2009 164,630 54,000 Imperial Credit Industries, Inc. sec. notes 12s, 2005 (In default) (NON) 135 90,000 iStar Financial, Inc. sr. notes 8 3/4s, 2008 (R) 96,750 80,000 iStar Financial, Inc. sr. notes 7s, 2008 (R) 82,600 61,000 Nationwide Credit, Inc. sr. notes Ser. A, 10 1/4s, 2008 (In default) (NON) 305 160,000 Peoples Bank - Bridgeport sub. notes 9 7/8s, 2010 (acquired 1/12/01, cost $166,509) (RES) 195,324 220,000 Resource America, Inc. 144A sr. notes 12s, 2004 220,000 140,000 Sovereign Bancorp, Inc. sr. notes 10 1/2s, 2006 168,700 85,000 UBS AG/Jersey Branch sr. notes Ser. EMTN, 9.14s, 2008 (Jersey) 85,000 100,000 Western Financial Bank sub. debs. 9 5/8s, 2012 106,000 ------------ 1,458,190 Food (1.2%) ------------------------------------------------------------------------------- 59,803 Archibald Candy Corp. company guaranty 10s, 2007 (PIK) 35,882 160,000 Aurora Foods, Inc. 144A sr. sub. notes Ser. D, 9 7/8s, 2007 67,200 35,000 Dean Foods Co. sr. notes 6 5/8s, 2009 36,313 40,000 Del Monte Corp. company guaranty Ser. B, 9 1/4s, 2011 43,500 100,000 Del Monte Corp. 144A sr. sub. notes 8 5/8s, 2012 106,125 35,000 Dole Food Co. sr. notes 7 1/4s, 2009 36,925 45,000 Dole Food Co. 144A sr. notes 8 7/8s, 2011 47,700 130,000 Eagle Family Foods company guaranty Ser. B, 8 3/4s, 2008 87,100 195,000 Land O'Lakes, Inc. sr. notes 8 3/4s, 2011 146,250 110,000 Premier International Foods PLC sr. notes 12s, 2009 (United Kingdom) 121,000 245,000 Vlasic Foods International, Inc. sr. sub. notes Ser. B, 10 1/4s, 2009 (In default) (NON) 49,000 ------------ 776,995 Gaming & Lottery (5.6%) ------------------------------------------------------------------------------- 80,000 Aladdin Gaming Holdings, LLC sr. disc. notes Ser. B, 13 1/2s, 2010 (In default) (NON) 400 110,000 Ameristar Casinos, Inc. company guaranty 10 3/4s, 2009 122,100 155,000 Argosy Gaming Co. company guaranty 10 3/4s, 2009 168,950 20,000 Argosy Gaming Co. sr. sub. notes 9s, 2011 21,350 120,000 Boyd Gaming Corp. sr. sub. notes 8 3/4s, 2012 128,400 70,000 Chumash Casino & Resort Enterprise 144A sr. notes 9s, 2010 75,250 115,000 Herbst Gaming, Inc. sec. notes Ser. B, 10 3/4s, 2008 125,350 40,000 Herbst Gaming, Inc. 144A sec. sr. notes 10 3/4s, 2008 43,600 140,000 Hollywood Park, Inc. company guaranty Ser. B, 9 1/4s, 2007 133,350 180,000 Horseshoe Gaming Holdings company guaranty 8 5/8s, 2009 189,900 155,000 International Game Technology sr. notes 8 3/8s, 2009 186,388 165,000 Majestic Investor Holdings/Capital Corp. company guaranty 11.653s, 2007 163,350 10,000 MGM Mirage, Inc. coll. sr. notes 6 7/8s, 2008 10,575 230,000 MGM Mirage, Inc. company guaranty 8 1/2s, 2010 263,925 15,000 MGM Mirage, Inc. company guaranty 8 3/8s, 2011 16,538 60,000 Mirage Resorts, Inc. notes 6 3/4s, 2008 63,300 20,000 Mohegan Tribal Gaming Authority sr. notes 8 1/8s, 2006 21,350 130,000 Mohegan Tribal Gaming Authority sr. sub. notes 8 3/4s, 2009 137,150 40,000 Mohegan Tribal Gaming Authority sr. sub. notes 8 3/8s, 2011 42,500 130,000 Mohegan Tribal Gaming Authority sr. sub. notes 8s, 2012 137,150 175,000 Park Place Entertainment Corp. sr. notes 7 1/2s, 2009 187,250 95,000 Park Place Entertainment Corp. sr. sub. notes 8 7/8s, 2008 103,075 20,000 Park Place Entertainment Corp. sr. sub. notes 8 1/8s, 2011 21,150 65,000 Park Place Entertainment Corp. 144A sr. notes 7s, 2013 66,950 80,000 Penn National Gaming, Inc. company guaranty Ser. B, 11 1/8s, 2008 88,000 205,000 Penn National Gaming, Inc. sr. sub. notes 8 7/8s, 2010 215,250 40,000 Pinnacle Entertainment, Inc. sr. sub. notes Ser. B, 9 1/2s, 2007 38,300 55,000 Resorts International Hotel and Casino, Inc. company guaranty 11 1/2s, 2009 49,913 80,000 Riviera Holdings Corp. company guaranty 11s, 2010 75,600 140,000 Station Casinos, Inc. sr. notes 8 3/8s, 2008 149,800 70,000 Trump Atlantic City Associates company guaranty 11 1/4s, 2006 53,550 260,000 Trump Casino Holdings, LLC 144A mtge. 11 5/8s, 2010 239,200 175,000 Venetian Casino Resort, LLC company guaranty 11s, 2010 191,406 15,000 Wheeling Island Gaming, Inc. company guaranty 10 1/8s, 2009 15,150 ------------ 3,545,470 Health Care (6.6%) ------------------------------------------------------------------------------- 80,000 ALARIS Medical Systems, Inc. company guaranty 9 3/4s, 2006 82,800 140,000 ALARIS Medical Systems, Inc. sec. notes Ser. B, 11 5/8s, 2006 168,000 10,000 ALARIS Medical, Inc. sr. disc. notes stepped-coupon zero % (11 1/8s, 8/1/03), 2008 (STP) 10,450 303,400 Alderwoods Group, Inc. company guaranty 12 1/4s, 2009 315,536 2,400 Alderwoods Group, Inc. company guaranty 11s, 2007 2,430 131,000 Alliance Imaging, Inc. sr. sub. notes 10 3/8s, 2011 129,690 80,000 AmerisourceBergen Corp. company guaranty 7 1/4s, 2012 86,400 100,000 AmerisourceBergen Corp. sr. notes 8 1/8s, 2008 109,750 70,000 Bio-Rad Labs Corp. sr. sub. notes 11 5/8s, 2007 77,000 150,000 Biovail Corp. sr. sub. notes 7 7/8s, 2010 (Canada) 158,250 177,000 Conmed Corp. company guaranty 9s, 2008 184,523 35,000 Dade Behring, Inc. company guaranty 11.91s, 2010 39,375 90,000 Extendicare Health Services, Inc. company guaranty 9 1/2s, 2010 90,900 105,000 Hanger Orthopedic Group, Inc. company guaranty 10 3/8s, 2009 112,350 10,000 Hanger Orthopedic Group, Inc. sr. sub. notes 11 1/4s, 2009 10,750 50,000 HCA, Inc. debs. 7.19s, 2015 54,475 200,000 HCA, Inc. notes 8 3/4s, 2010 240,690 60,000 HCA, Inc. notes 8.36s, 2024 68,352 70,000 HCA, Inc. notes 7.69s, 2025 75,299 10,000 HCA, Inc. notes 7s, 2007 10,851 205,000 Healthsouth Corp. notes 7 5/8s, 2012 (In default) (NON) 136,325 105,000 Healthsouth Corp. sr. notes 8 1/2s, 2008 (In default) (NON) 70,875 45,000 Healthsouth Corp. sr. notes 8 3/8s, 2011 (In default) (NON) 29,925 45,000 Healthsouth Corp. sr. sub. notes 10 3/4s, 2008 (In default) (NON) 16,650 75,000 IASIS Healthcare Corp. company guaranty 13s, 2009 83,625 35,000 IASIS Healthcare Corp. 144A sr. sub. notes 8 1/2s, 2009 35,044 180,000 Integrated Health Services, Inc. sr. sub. notes Ser. A, 9 1/2s, 2007 (In default) (NON) 3,825 110,000 Integrated Health Services, Inc. sr. sub. notes Ser. A, 9 1/4s, 2008 (In default) (NON) 2,475 130,000 Kinetic Concepts, Inc. company guaranty Ser. B, 9 5/8s, 2007 133,900 250,000 Magellan Health Services, Inc. sr. sub. notes 9s, 2008 (In default) (NON) 87,500 55,000 Magellan Health Services, Inc. 144A sr. notes 9 3/8s, 2007 (In default) (NON) 53,075 180,000 Mediq, Inc. debs. stepped-coupon zero % (13s, 6/1/03), 2009 (In default) (NON) (STP) 18 130,000 MedQuest, Inc. company guaranty Ser. B, 11 7/8s, 2012 126,750 EUR 65,000 NYCO Holdings 144A sr. notes 11 1/2s, 2013 (Denmark) 76,708 $90,000 Omnicare, Inc. company guaranty Ser. B, 8 1/8s, 2011 97,200 205,000 PacifiCare Health Systems, Inc. company guaranty 10 3/4s, 2009 225,500 95,000 Province Healthcare Co. sr. sub. notes 7 1/2s, 2013 95,000 40,000 Service Corp. International debs. 7 7/8s, 2013 40,000 20,000 Service Corp. International notes 7.7s, 2009 20,200 15,000 Service Corp. International notes 7.2s, 2006 15,150 5,000 Service Corp. International notes 6 7/8s, 2007 4,975 20,000 Service Corp. International notes 6 1/2s, 2008 19,600 185,000 Service Corp. International notes 6s, 2005 185,925 50,000 Service Corp. International notes Ser. (a), 7.7s, 2009 50,500 130,000 Stewart Enterprises, Inc. notes 10 3/4s, 2008 144,950 140,000 Triad Hospitals Holdings company guaranty Ser. B, 11s, 2009 156,100 160,000 Triad Hospitals, Inc. company guaranty Ser. B, 8 3/4s, 2009 173,600 55,000 Ventas Realty LP/Capital Corp. company guaranty 9s, 2012 59,675 ------------ 4,172,941 Homebuilding (1.9%) ------------------------------------------------------------------------------- 80,000 Beazer Homes USA, Inc. company guaranty 8 5/8s, 2011 87,400 50,000 D.R. Horton, Inc. company guaranty 8 1/2s, 2012 54,750 120,000 D.R. Horton, Inc. sr. notes 7 7/8s, 2011 129,600 30,000 D.R. Horton, Inc. sr. notes 6 7/8s, 2013 30,300 30,000 K. Hovnanian Enterprises, Inc. company guaranty 10 1/2s, 2007 34,800 55,000 K. Hovnanian Enterprises, Inc. company guaranty 8 7/8s, 2012 58,300 80,000 K. Hovnanian Enterprises, Inc. company guaranty 8s, 2012 84,800 35,000 K. Hovnanian Enterprises, Inc. 144A sr. sub. notes 7 3/4s, 2013 35,613 145,000 KB Home sr. sub. notes 9 1/2s, 2011 159,500 10,000 KB Home sr. sub. notes 7 3/4s, 2010 10,550 135,000 Ryland Group, Inc. sr. notes 9 3/4s, 2010 153,900 95,000 Schuler Homes, Inc. company guaranty 10 1/2s, 2011 106,400 5,000 Technical Olympic USA, Inc. company guaranty 10 3/8s, 2012 5,225 25,000 Technical Olympic USA, Inc. company guaranty 9s, 2010 26,000 15,000 Technical Olympic USA, Inc. 144A sr. sub. notes 10 3/8s, 2012 15,675 100,000 Toll Corp. company guaranty 8 1/8s, 2009 105,500 30,000 WCI Communities, Inc. company guaranty 10 5/8s, 2011 32,475 90,000 WCI Communities, Inc. company guaranty 9 1/8s, 2012 92,925 ------------ 1,223,713 Household Furniture and Appliances (0.5%) ------------------------------------------------------------------------------- 130,000 Sealy Mattress Co. company guaranty Ser. B, zero %, 2002 126,750 170,000 Sealy Mattress Co. sr. sub. notes Ser. B, 9 7/8s, 2007 162,350 ------------ 289,100 Lodging/Tourism (2.6%) ------------------------------------------------------------------------------- 220,000 FelCor Lodging LP company guaranty 9 1/2s, 2008 (R) 220,000 155,000 Hilton Hotels Corp. notes 7 5/8s, 2012 166,238 55,000 HMH Properties, Inc. company guaranty Ser. A, 7 7/8s, 2005 (R) 56,100 545,000 HMH Properties, Inc. company guaranty Ser. B, 7 7/8s, 2008 (R) 543,638 55,000 HMH Properties, Inc. sr. notes Ser. C, 8.45s, 2008 56,375 60,000 Host Marriott LP company guaranty Ser. G, 9 1/4s, 2007 (R) 63,300 50,000 Host Marriott LP sr. notes Ser. E, 8 3/8s, 2006 (R) 50,875 105,000 ITT Corp. notes 6 3/4s, 2005 108,544 190,000 John Q. Hammons Hotels LP/John Q. Hammons Hotels Finance Corp. III 1st mtge. Ser. B, 8 7/8s, 2012 193,800 90,000 RFS Partnership LP company guaranty 9 3/4s, 2012 91,125 10,000 Starwood Hotels & Resorts Worldwide, Inc. company guaranty 7 7/8s, 2012 10,600 80,000 Starwood Hotels & Resorts Worldwide, Inc. company guaranty 7 3/8s, 2007 83,800 ------------ 1,644,395 Media (0.2%) ------------------------------------------------------------------------------- 85,000 Capital Records Inc. 144A company guaranty 8 3/8s, 2009 82,864 GBP 20,000 EMI Group PLC company guaranty 9 3/4s, 2008 (United Kingdom) 32,567 ------------ 115,431 Publishing (4.4%) ------------------------------------------------------------------------------- $310,000 Affinity Group Holdings sr. notes 11s, 2007 313,875 45,000 CanWest Media, Inc. 144A notes 7 5/8s, 2013 (Canada) 47,250 80,000 Garden State Newspapers, Inc. sr. sub. notes 8 5/8s, 2011 82,200 50,000 Garden State Newspapers, Inc. sr. sub. notes Ser. B, 8 3/4s, 2009 51,000 80,000 Hollinger International Publishing, Inc. sr. notes 9s, 2010 83,800 258,356 Hollinger Participation Trust 144A sr. notes 12 1/8s, 2010 (Canada) (PIK) 273,857 90,000 Key3media Group, Inc. company guaranty 11 1/4s, 2011 (In default) (NON) 675 95,000 Mail-Well I Corp. company guaranty 9 5/8s, 2012 96,900 520,000 PRIMEDIA, Inc. company guaranty 8 7/8s, 2011 543,400 80,000 PRIMEDIA, Inc. company guaranty 7 5/8s, 2008 79,000 135,000 PRIMEDIA, Inc. 144A sr. notes 8s, 2013 135,338 60,000 Quebecor Media, Inc. sr. disc. notes stepped-coupon zero % (13 3/4s, 7/15/06), 2011 (Canada) (STP) 47,700 130,000 Quebecor Media, Inc. sr. notes 11 1/8s, 2011 (Canada) 144,300 130,000 RH Donnelley Finance Corp. I 144A sr. notes 8 7/8s, 2010 141,700 145,000 RH Donnelley Finance Corp. I 144A sr. sub. notes 10 7/8s, 2012 164,213 155,000 Vertis, Inc. company guaranty Ser. B, 10 7/8s, 2009 149,963 190,000 Vertis, Inc. 144A sec. notes 9 3/4s, 2009 190,950 110,000 Von Hoffman Press, Inc. company guaranty 10 1/4s, 2009 114,400 110,614 Von Hoffman Press, Inc. debs. 13s, 2009 (PIK) 99,553 ------------ 2,760,074 Restaurants (0.8%) ------------------------------------------------------------------------------- 40,000 Domino's, Inc. company guaranty Ser. B, 10 3/8s, 2009 43,850 100,000 Sbarro, Inc. company guaranty 11s, 2009 96,750 90,000 Yum! Brands, Inc. sr. notes 8 7/8s, 2011 103,050 50,000 Yum! Brands, Inc. sr. notes 8 1/2s, 2006 55,000 160,000 Yum! Brands, Inc. sr. notes 7.65s, 2008 175,600 ------------ 474,250 Retail (2.6%) ------------------------------------------------------------------------------- 100,000 Asbury Automotive Group, Inc. company guaranty 9s, 2012 94,000 160,000 Autonation, Inc. company guaranty 9s, 2008 174,400 65,000 Gap, Inc. (The) notes 6.9s, 2007 69,875 65,000 Hollywood Entertainment Corp. sr. sub. notes 9 5/8s, 2011 69,225 140,000 J. Crew Operating Corp. 144A sr. sub. notes 10 3/8s, 2007 131,600 185,000 JC Penney Co., Inc. debs. 7.95s, 2017 178,525 15,000 JC Penney Co., Inc. debs. 7.65s, 2016 14,250 35,000 JC Penney Co., Inc. notes 9s, 2012 37,450 5,000 JC Penney Co., Inc. notes 8s, 2010 5,113 60,000 JC Penney Co., Inc. notes Ser. MTNA, 7.05s, 2005 61,800 60,000 NBTY, Inc. sr. sub. notes Ser. B, 8 5/8s, 2007 61,650 40,000 Rite Aid Corp. debs. 6 7/8s, 2013 33,700 100,000 Rite Aid Corp. 144A notes 9 1/2s, 2011 106,000 105,000 Rite Aid Corp. 144A sr. notes 9 1/4s, 2013 100,800 40,000 Rite Aid Corp. 144A sr. sec. notes 8 1/8s, 2010 40,800 280,000 Saks, Inc. company guaranty 8 1/4s, 2008 298,200 125,000 Southland Corp. debs. Ser. A, 4 1/2s, 2004 123,750 70,000 United Auto Group, Inc. company guaranty 9 5/8s, 2012 72,100 ------------ 1,673,238 Technology (2.9%) ------------------------------------------------------------------------------- 115,000 AMI Semiconductor, Inc. 144A sr. sub. notes 10 3/4s, 2013 127,650 110,000 Amkor Technologies, Inc. sr. notes 9 1/4s, 2006 115,170 10,000 Amkor Technologies, Inc. 144A sr. notes 7 3/4s, 2013 9,900 40,000 Fairchild Semiconductor International, Inc. company guaranty 10 3/8s, 2007 42,150 115,000 Iron Mountain, Inc. company guaranty 8 5/8s, 2013 125,638 200,000 Iron Mountain, Inc. company guaranty 8 1/8s, 2008 (Canada) 206,500 10,000 Lucent Technologies, Inc. debs. 6 1/2s, 2028 6,975 360,000 Lucent Technologies, Inc. debs. 6.45s, 2029 252,000 140,000 Lucent Technologies, Inc. notes 7 1/4s, 2006 133,350 10,000 Lucent Technologies, Inc. notes 5 1/2s, 2008 8,600 175,000 Nortel Networks Corp. notes 6 1/8s, 2006 (Canada) 169,750 95,000 ON Semiconductor Corp. company guaranty 13s, 2008 92,150 135,000 SCG Holding & Semiconductor Corp. company guaranty 12s, 2009 110,025 110,000 Seagate Technology Hdd Holdings company guaranty 8s, 2009 (Cayman Islands) 117,700 64,685 Telex Communications Group, Inc. sr. sub. notes Ser. A, zero %, 2006 35,577 90,000 Titan Corp. (The) 144A sr. sub. notes 8s, 2011 91,800 35,000 Xerox Cap Europe PLC company guaranty 5 7/8s, 2004 (United Kingdom) 34,869 140,000 Xerox Corp. 144A sr. notes 9 3/4s, 2009 152,950 10,000 Xerox Credit Corp. sr. notes 6.1s, 2003 10,025 ------------ 1,842,779 Textiles (0.7%) ------------------------------------------------------------------------------- 100,000 Galey & Lord, Inc. company guaranty 9 1/8s, 2008 (In default) (NON) 1,750 185,000 Levi Strauss & Co. 144A sr. notes 12 1/4s, 2012 153,550 95,000 Russell Corp. company guaranty 9 1/4s, 2010 103,550 40,000 Tommy Hilfiger USA, Inc. company guaranty 6 1/2s, 2003 40,000 105,000 William Carter Holdings Co. (The) company guaranty Ser. B, 10 7/8s, 2011 118,650 ------------ 417,500 Tire & Rubber (0.1%) ------------------------------------------------------------------------------- 100,000 Goodyear Tire & Rubber Co. (The) notes 7.857s, 2011 72,000 Transportation (2.3%) ------------------------------------------------------------------------------- 10,000 Air Canada Corp. sr. notes 10 1/4s, 2011 (Canada) 3,900 221,742 Air2 US 144A sinking fund Ser. D, 12.266s, 2020 (In default) (NON) 19,957 85,000 Allied Holdings, Inc. company guaranty Ser. B, 8 5/8s, 2007 65,450 65,000 American Airlines, Inc. pass-through certificates Ser. 01-1, 6.817s, 2011 50,050 45,000 American Airlines, Inc. pass-through certificates Ser. 99-1, 7.024s, 2009 39,825 39,010 American Airlines, Inc. pass-through certificates Ser. 99-1, 6.855s, 2009 34,719 170,000 Calair, LLC/Calair Capital Corp. company guaranty 8 1/8s, 2008 134,300 60,000 Continental Airlines, Inc. pass-through certificates Ser. D, 7.568s, 2006 36,000 70,000 Delta Air Lines, Inc. pass-through certificates Ser. 00-1, 7.779s, 2005 55,189 46,095 Delta Air Lines, Inc. pass-through certificates Ser. 02-1, 7.779s, 2012 35,493 155,000 Evergreen International Aviation, Inc. 144A sec. notes 12s, 2010 152,675 200,000 Kansas City Southern Railway Co. company guaranty 9 1/2s, 2008 219,000 30,000 Kansas City Southern Railway Co. company guaranty 7 1/2s, 2009 30,300 185,000 Navistar International Corp. company guaranty Ser. B, 9 3/8s, 2006 192,400 25,000 Navistar International Corp. sr. notes Ser. B, 8s, 2008 23,563 10,000 Northwest Airlines, Inc. company guaranty 8.52s, 2004 9,150 120,000 Northwest Airlines, Inc. company guaranty 7 5/8s, 2005 96,600 100,000 Northwest Airlines, Inc. sr. notes 9 7/8s, 2007 76,000 68,954 NWA Trust sr. notes Ser. A, 9 1/4s, 2012 68,264 40,000 Travel Centers of America, Inc. company guaranty 12 3/4s, 2009 44,400 110,000 US Air, Inc. pass-through certificates Ser. 93-A3, 10 3/8s, 2013 (In default) (NON) 44,000 ------------ 1,431,235 Utilities & Power (6.5%) ------------------------------------------------------------------------------- 13,000 AES Corp. (The) sr. notes 8 7/8s, 2011 11,830 4,000 AES Corp. (The) sr. notes 8 3/4s, 2008 3,720 30,000 AES Corp. (The) 144A sec. notes 10s, 2005 31,050 130,000 AES Corp. (The) 144A sec. notes 9s, 2015 131,300 125,000 AES Corp. (The) 144A sec. notes 8 3/4s, 2013 125,625 170,000 Allegheny Energy Supply 144A bonds 8 1/4s, 2012 143,650 65,000 Allegheny Energy, Inc. notes 7 3/4s, 2005 63,213 70,000 Avon Energy Partners Holdings 144A notes 7.05s, 2007 (United Kingdom) 60,200 5,000 Avon Energy Partners Holdings 144A notes 6.46s, 2008 (United Kingdom) 4,300 20,000 Calpine Canada Energy Finance company guaranty 8 1/2s, 2008 (Canada) 14,000 90,000 Calpine Corp. sr. notes 10 1/2s, 2006 72,675 10,000 Calpine Corp. sr. notes 8 3/4s, 2007 7,000 220,000 Calpine Corp. sr. notes 8 5/8s, 2010 149,050 280,000 Calpine Corp. sr. notes 8 1/2s, 2011 190,400 60,000 Calpine Corp. sr. notes 7 7/8s, 2008 39,750 65,000 Calpine Corp. sr. notes 7 5/8s, 2006 48,100 50,000 CenterPoint Energy Resources Corp. debs. 6 1/2s, 2008 54,412 25,000 CenterPoint Energy Resources Corp. 144A notes 7 7/8s, 2013 29,250 45,000 CMS Energy Corp. bank term loan FRN Ser. A, 7 1/2s, 2004 (acquired 4/21/03, cost $44,563) (RES) 45,225 15,000 CMS Energy Corp. bank term loan FRN Ser. B, 7 1/2s, 2004 (acquired 4/21/03, cost $14,888) (RES) 14,981 25,000 CMS Energy Corp. bank term loan FRN Ser. C, 9s, 2004 (acquired 4/21/03, cost $24,688) (RES) 25,000 130,000 CMS Energy Corp. sr. notes 8.9s, 2008 129,350 60,000 CMS Energy Corp. sr. notes 8 1/2s, 2011 58,350 40,000 CMS Panhandle Holding Corp. sr. notes 6 1/2s, 2009 41,600 140,000 Dynegy Holdings, Inc. company guaranty 6 3/4s, 2005 127,400 55,000 Dynegy Holdings, Inc. sr. notes 6 7/8s, 2011 44,000 60,000 Edison Mission Energy sr. notes 10s, 2008 53,400 60,000 Edison Mission Energy sr. notes 9 7/8s, 2011 51,900 25,000 El Paso CGP Co. debs. 6 1/2s, 2008 21,031 35,000 El Paso CGP Co. notes 6 3/8s, 2009 28,744 20,000 El Paso Corp. sr. notes 7 3/8s, 2012 16,600 155,000 El Paso Production Holding Co. 144A sr. notes 7 3/4s, 2013 154,613 115,000 Gemstone Investor, Ltd. 144A company guaranty 7.71s, 2004 112,125 70,000 Midland Funding II Corp. debs. Ser. A, 11 3/4s, 2005 75,425 140,000 Mirant Americas Generation, Inc. sr. notes 7.2s, 2008 87,850 45,000 Mirant Corp. 144A sr. notes 7.9s, 2009 24,300 60,000 Mission Energy Holding Co. sec. notes 13 1/2s, 2008 39,600 50,000 Northwest Pipeline Corp. 144A sr. notes 8 1/8s, 2010 54,000 135,000 Northwestern Corp. notes 8 3/4s, 2012 106,650 70,000 Pacific Gas & Electric Co. 144A sr. notes 7 3/8s, 2005 (In default) (NON) 71,575 25,000 PG&E Gas Transmission Northwest sr. notes 7.1s, 2005 24,750 105,000 PSEG Energy Holdings, Inc. 144A notes 7 3/4s, 2007 111,563 85,000 SEMCO Energy, Inc. 144A sr. notes 7 3/4s, 2013 90,100 5,000 Sierra Pacific Power Co. general ref. mtge. Ser. A, 8s, 2008 5,144 30,000 Sierra Pacific Power Co. collateralized Ser. MTNC, 6.82s, 2006 29,213 120,000 Sierra Pacific Resources notes 8 3/4s, 2005 120,150 20,000 Southern California Edison Co. notes 6 3/8s, 2006 20,000 160,000 Southern California Edison Co. 144A 1st mtge. 8s, 2007 173,600 55,000 Teco Energy, Inc. notes 10 1/2s, 2007 62,563 30,000 Teco Energy, Inc. notes 7.2s, 2011 29,775 75,000 Teco Energy, Inc. notes 7s, 2012 73,500 85,000 Tiverton/Rumford Power Associates, LP 144A pass-through certificates 9s, 2018 70,550 105,000 Western Resources, Inc. sr. notes 9 3/4s, 2007 115,500 100,000 Williams Cos., Inc. (The) FRN Ser. A, 6 3/4s, 2006 97,000 130,000 Williams Cos., Inc. (The) notes 9 1/4s, 2004 132,600 125,000 Williams Cos., Inc. (The) notes 6 1/2s, 2006 118,750 65,000 Williams Holdings Of Delaware notes 6 1/2s, 2008 59,800 306,523 York Power Funding 144A notes 12s, 2007 (Cayman Islands) (In default) (NON) 229,892 ------------ 4,127,694 ------------ Total Corporate bonds and notes (cost $58,430,177) $55,631,030 Preferred stocks (3.4%) (a) Number of shares Value ------------------------------------------------------------------------------- 4,237 Chevy Chase Capital Corp. Ser. A, $5.188 pfd. $237,272 30 Crown Castle International Corp. 12.75% pfd. 30,900 5,279 CSC Holdings, Inc. Ser. M, $11.125 cum. pfd. 550,336 66,000 Diva Systems Corp. 144A Ser. D, zero % pfd. 660 8,200 Doane Pet Care Co. $7.125 pfd. 328,000 7 Dobson Communications Corp. 13.00% pfd. (PIK) 6,370 175 Dobson Communications Corp. 12.25% pfd. (PIK) 159,223 80 First Republic Capital Corp. 144A 10.50% pfd. 84,000 20 Granite Broadcasting Corp. 12.75% cum. pfd. 14,600 2,814 Lodgian, Inc. Ser. A, $7.06 cum. pfd. (PIK) 51,862 30 Metrocall Holdings, Inc. Ser. A, 15.00% cum. pfd. 270 635 Microcell Telecommunications, Inc. $1.35 (Canada) 5,087 69 Nextel Communications, Inc. Ser. E, 11.125% pfd. (PIK) 71,070 7,394 North Atlantic Trading Co. 12.00% pfd. (PIK) 147,880 1 NTL Europe, Inc. Ser. A, $5.00 cum. pfd. (PIK) 3 42 Paxson Communications Corp. 13.25% cum. pfd. (PIK) 399,000 100 PRIMEDIA, Inc. Ser. F, $9.20 cum. pfd. 8,850 381 Rural Cellular Corp. 12.25% pfd. (PIK) 72,390 ------------ Total Preferred stocks (cost $2,781,290) $2,167,773 Common stocks (2.1%) (a) Number of shares Value Basic Materials (0.1%) ------------------------------------------------------------------------------- 14,327 Pioneer Cos., Inc. (NON) $55,159 839 Polymer Group, Inc. Class A (NON) 7,249 10 Sterling Chemicals, Inc. (NON) 180 ------------ 62,588 Broadcasting (--%) ------------------------------------------------------------------------------- 31 Quorum Broadcast Holdings, Inc. Class E (acquired 5/15/01, cost $30,765) (RES) (NON) 6,074 102 RCN Corp. (NON) 158 ------------ 6,232 Communication Services (0.1%) ------------------------------------------------------------------------------- 626 Birch Telecom, Inc. (NON) 2,166 3,010 Covad Communications Group, Inc. (NON) 3,206 262 FLAG Telecom Group, Ltd. (Bermuda) (NON) 9,039 3,325 Globix Corp. (NON) 10,141 35 Metrocall Holdings, Inc. (NON) 2,275 5 Microcell Telecommunications, Inc. Class A (Canada) (NON) 40 632 Microcell Telecommunications, Inc. Class B (Canada) (NON) 5,292 7 NTL Europe, Inc. (NON) 1 434 Vast Solutions, Inc. Class B1 (NON) 217 434 Vast Solutions, Inc. Class B2 (NON) 217 434 Vast Solutions, Inc. Class B3 (NON) 217 ------------ 32,811 Consumer Cyclicals (0.3%) ------------------------------------------------------------------------------- 8,269 Fitzgeralds Gaming Corp. (NON) 83 3,334 Lodgian, Inc. (NON) 11,369 20,000 Loewen Group International, Inc. (NON) 2 160,000 Morrison Knudsen Corp. (NON) 12,000 61,158 Sirius Satellite Radio, Inc. (NON) 97,853 40,417 VS Holdings, Inc. (NON) 30,313 346 Washington Group International, Inc. (NON) 7,463 ------------ 159,083 Consumer Staples (1.6%) ------------------------------------------------------------------------------- 244 Premium Holdings (LP) 144A (NON) 5,134 576 PSF Group Holdings, Inc. 144A Class A (NON) 1,008,653 ------------ 1,013,787 Electric Utilities (--%) ------------------------------------------------------------------------------- 2,471 Jasper Energy 144A (NON) 154 Financial (--%) ------------------------------------------------------------------------------- 180,000 AMRESCO Creditor Trust (NON) (R) 16,020 505,286 Contifinancial Corp. Liquidating Trust Units 5,052 1 Imperial Credit Industries, Inc. (NON) 1 ------------ 21,073 Food (--%) ------------------------------------------------------------------------------- 324 Archibald Candy Corp. (NON) 923 4,427 Aurora Foods, Inc. (NON) 2,435 ------------ 3,358 Health Care (--%) ------------------------------------------------------------------------------- 384 Alderwoods Group, Inc. (NON) 2,250 453 Mariner Health Care, Inc. (NON) 3,398 313 Mediq, Inc. (NON) 31 178 Sun Healthcare Group, Inc. (NON) 178 ------------ 5,857 Natural Gas (--%) ------------------------------------------------------------------------------- 506 York Research Corp. 144A (NON) 30 Technology (--%) ------------------------------------------------------------------------------- 84 Comdisco Holding Co., Inc. (NON) 8,673 ------------ Total Common stocks (cost $4,711,670) $1,313,646 Asset-backed securities (1.5%) (a) Principal amount Value ------------------------------------------------------------------------------- $855,000 HYDI Credit Linked Note (issued by JPMorgan) 8s, 2008 $869,963 60,000 Verdi Synthetic CLO (collateralized loan obligation) 144A Ser. 1A, Class E2, 11.15s, 2010 60,000 ------------ Total Asset-backed securities (cost $940,493) $929,963 Convertible bonds and notes (1.1%) (a) Principal amount Value ------------------------------------------------------------------------------- $95,000 American Tower Corp. cv. notes 5s, 2010 $79,919 35,000 Amkor Technology, Inc. cv. notes 5 3/4s, 2006 31,106 40,000 CenterPoint Energy, Inc. 144A cv. sr. notes 3 3/4s, 2023 45,200 490,000 Cybernet Internet Services International, Inc. 144A cv. sr. disc. notes stepped-coupon zero % (13s, 8/15/04) 2009 (Denmark) (In default) (NON) (STP) 490 90,000 DaVita, Inc. cv. sub. notes 7s, 2009 94,163 EUR 65,000 Koninklijke Ahold NV cv. sub. notes 3s, 2003 (Netherlands) 32,866 $45,000 Kulicke & Soffa Industries, Inc. cv. sub. notes 4 3/4s, 2006 35,550 3,000 Millicom International Cellular SA 144A cv. bonds zero %, 2006 (Luxembourg) (PIK) 5,550 380,000 Nextel Communications, Inc. cv. sr. notes 6s, 2011 397,100 ------------ Total Convertible bonds and notes (cost $1,084,895) $721,944 Foreign government bonds and notes (1.0%) (a) Principal amount Value ------------------------------------------------------------------------------- $100,000 Bulgaria (Republic of) 144A bonds 8 1/4s, 2015 $118,750 20,000 Colombia (Republic of) bonds 11 3/4s, 2020 25,030 15,000 Colombia (Republic of) bonds 10 3/8s, 2033 17,138 20,000 Colombia (Republic of) bonds Ser. NOV, 9 3/4s, 2009 22,500 30,000 Colombia (Republic of) notes 10 3/4s, 2013 34,800 5,000 Colombia (Republic of) unsub. 9 3/4s, 2009 5,608 115,000 Ecuador (Republic of) bonds stepped-coupon Ser. REGS, 5s (6s, 8/15/03), 2030 (STP) 73,600 30,000 Philippines (Republic of) bonds 9s, 2013 32,175 180,000 Russia (Federation of) unsub. stepped-coupon 5s (7 1/2s, 3/31/07), 2030 (STP) 176,220 120,000 United Mexican States bonds Ser. MTN, 8.3s, 2031 141,900 ------------ Total Foreign government bonds and notes (cost $517,024) $647,721 Units (0.4%) (a) Number of units Value ------------------------------------------------------------------------------- 550,000 Australis Media, Ltd. units 15 3/4s, 2003 (Australia) (In default) (NON) (DEF) $55 205,000 HMP Equity Holdings Corp. units zero %, 2008 98,400 450,000 XCL, Ltd. 144A units 13 1/2s, 2004 (In default) (NON) 135,000 2,950 XCL, Ltd. 144A units cum. cv. pfd. zero % (In default) (NON) (PIK) 1,475 ------------ Total Units (cost $1,360,804) $234,930 Brady bonds (0.2%) (a) Principal amount Value ------------------------------------------------------------------------------- $52,800 Peru (Republic of) bonds Ser. PDI, 5s, 2017 $45,609 30,000 Peru (Republic of) coll. FLIRB 4 1/2s, 2017 (acquired various dates from 5/14/02 to 8/23/02, cost $19,969)(RES) 24,450 60,000 Peru (Republic of) coll. FLIRB Ser. 20YR, 4 1/2s, 2017 48,900 ------------ Total Brady bonds (cost $105,411) $118,959 Convertible preferred stocks (0.1%) (a) Number of shares Value ------------------------------------------------------------------------------- 332 Knology, Inc. 144A Ser. D, zero % cv. pfd. $299 1,400 LTV Corp. 144A $4.125 cv. pfd. (In default) (NON) 14 3,069 Telex Communications, Inc. zero % cv. pfd. (In default) (NON) 3,069 180 Weirton Steel Corp. Ser. C, zero % cv. pfd. 45 1,160 Williams Cos., Inc. (The) 144A $2.75 cv. pfd. 63,220 580 XCL, Ltd. 144A Ser. A, 9.50% cum. cv. pfd. (In default) (NON) (PIK) 290 ------------ Total Convertible preferred stocks (cost $190,534) $66,937 Warrants (--%) (a) (NON) Expiration Number of warrants date Value ------------------------------------------------------------------------------- 170 American Tower Corp. Class A 8/1/08 $18,700 150 Birch Telecommunications, Inc. 144A 6/15/08 1 250 Comunicacion Celular SA 144A (Colombia) 11/15/03 250 200 Dayton Superior Corp. 144A 6/15/09 50 1,250 Diva Systems Corp. 144A 3/1/08 13 1 Doe Run Resources Corp. 144A 12/31/12 1 200 Horizon PCS, Inc. 10/1/10 1 180 Insilco Holding Co. 8/15/08 1 200 iPCS, Inc. 144A 7/15/10 50 76 IWO Holdings, Inc. 1/15/11 19 106 Leap Wireless International, Inc. 144A 4/15/10 1 50 MDP Acquisitions PLC 144A (Ireland) 10/1/13 125 391 Microcell Telecommunications (Canada) 5/1/08 399 235 Microcell Telecommunications (Canada) 5/1/05 86 70 Mikohn Gaming Corp. 144A 8/15/08 1 8 NTL, Inc. 1/13/11 9 80 Pliant Corp. 144A 6/1/10 40 84 Solutia, Inc. 144A 7/15/09 97 447 Sun Healthcare Group, Inc. 2/28/05 1 120 Travel Centers of America, Inc. 144A 5/1/09 1,200 350 Ubiquitel, Inc. 144A 4/15/10 1 260 Verado Holdings, Inc. 144A 4/15/08 3 10 Versatel Telecom NV (Netherlands) 5/15/08 1 214 Washington Group International, Inc. Ser. A 1/25/06 428 244 Washington Group International, Inc. Ser. B 1/25/06 464 131 Washington Group International, Inc. Ser. C 1/25/06 223 190 XM Satellite Radio Holdings, Inc. 144A 3/15/10 1 ------------ Total Warrants (cost $125,774) $22,166 Short-term investments (2.1%) (a) Principal amount Value ------------------------------------------------------------------------------- $88,028 Short-term investments held as collateral for loaned securities with yields ranging from 1.20% to 1.37% and due dates ranging from June 2, 2003 to July 25, 2003 (d) $87,997 1,236,173 Short-term investments held in Putnam commingled cash account with yields ranging from 1.21% to 2.63% and due dates ranging from June 2, 2003 to July 28, 2003 (d) 1,236,173 ------------ Total Short-term investments (cost $1,324,170) $1,324,170 ------------------------------------------------------------------------------- Total Investments (cost $71,572,242) $63,179,239 ------------------------------------------------------------------------------- (a) Percentages indicated are based on net assets of $63,417,723. (DEF) Security is in default of principal and interest. (NON) Non-income-producing security. (STP) The interest rate and date shown parenthetically represent the new interest or dividend rate to be paid and the date the fund will begin accruing interest or dividend income at this rate. (RES) Restricted, excluding 144A securities, as to public resale. The total market value of restricted securities held at May 31, 2003 was $636,080 or 1.0% of net assets. (PIK) Income may be received in cash or additional securities at the discretion of the issuer. (R) Real Estate Investment Trust. (d) See Note 1 to the financial statements. 144A after the name of a security represents those exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. FLIRB represents Front Loaded Interest Reduction Bond. The rates shown on Floating Rate Notes (FRN) are the current interest rates shown at May 31, 2003, which are subject to change based on the terms of the security. ------------------------------------------------------------------------------- Forward Currency Contracts to Buy at May 31, 2003 (aggregate face value $20,797) Market Aggregate Delivery Unrealized Value Face Value Date Appreciation ------------------------------------------------------------------------------- Euro $20,806 $20,797 6/18/03 $9 ------------------------------------------------------------------------------- Forward Currency Contracts to Sell at May 31, 2003 (aggregate face value $396,471) Market Aggregate Delivery Unrealized Value Face Value Date Depreciation ------------------------------------------------------------------------------- British Pound $29,949 $29,262 6/18/03 $(687) Euro 398,605 367,209 6/18/03 (31,396) ------------------------------------------------------------------------------- $(32,083) ------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Statement of assets and liabilities May 31, 2003 Assets ----------------------------------------------------------------------------- Investments in securities, at value, including $83,317 of securities on loan (identified cost $71,572,242) (Note 1) $63,179,239 ----------------------------------------------------------------------------- Cash 43,239 ----------------------------------------------------------------------------- Dividends, interest and other receivables 1,345,404 ----------------------------------------------------------------------------- Receivable for securities sold 340,244 ----------------------------------------------------------------------------- Receivable for open forward currency contracts (Note 1) 9 ----------------------------------------------------------------------------- Receivable for closed forward currency contracts (Note 1) 1,023 ----------------------------------------------------------------------------- Total assets 64,909,158 ----------------------------------------------------------------------------- Liabilities ----------------------------------------------------------------------------- Distributions payable to shareholders 450,373 ----------------------------------------------------------------------------- Payable for securities purchased 740,065 ----------------------------------------------------------------------------- Payable for compensation of Manager (Note 2) 116,717 ----------------------------------------------------------------------------- Payable for investor servicing and custodian fees (Note 2) 25,191 ----------------------------------------------------------------------------- Payable for compensation of Trustees (Note 2) 22,491 ----------------------------------------------------------------------------- Payable for administrative services (Note 2) 527 ----------------------------------------------------------------------------- Payable for open forward currency contracts (Note 1) 32,083 ----------------------------------------------------------------------------- Payable for closed forward currency contracts (Note 1) 3,631 ----------------------------------------------------------------------------- Collateral on securities loaned, at value (Note 1) 87,997 ----------------------------------------------------------------------------- Other accrued expenses 12,360 ----------------------------------------------------------------------------- Total liabilities 1,491,435 ----------------------------------------------------------------------------- Net assets $63,417,723 Represented by ----------------------------------------------------------------------------- Paid-in capital (Note 1) $105,237,159 ----------------------------------------------------------------------------- Distributions in excess of net investment income (Note 1) (1,292,445) ----------------------------------------------------------------------------- Accumulated net realized loss on investments and foreign currency transactions (Note 1) (32,112,055) ----------------------------------------------------------------------------- Net unrealized depreciation of investments and assets and liabilities in foreign currencies (8,414,936) ----------------------------------------------------------------------------- Total -- Representing net assets applicable to capital shares outstanding $63,417,723 Computation of net asset value ----------------------------------------------------------------------------- Net asset value per share ($63,417,723 divided by 7,507,107 shares) $8.45 ----------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Statement of operations Year ended May 31, 2003 Investment income: ----------------------------------------------------------------------------- Interest $5,912,074 ----------------------------------------------------------------------------- Dividends 259,521 ----------------------------------------------------------------------------- Securities lending 42 ----------------------------------------------------------------------------- Total investment income 6,171,637 ----------------------------------------------------------------------------- Expenses: ----------------------------------------------------------------------------- Compensation of Manager (Note 2) 445,846 ----------------------------------------------------------------------------- Investor servicing and custodian fees (Note 2) 163,374 ----------------------------------------------------------------------------- Compensation of Trustees (Note 2) 10,557 ----------------------------------------------------------------------------- Administrative services (Note 2) 5,951 ----------------------------------------------------------------------------- Auditing 36,323 ----------------------------------------------------------------------------- Other 63,253 ----------------------------------------------------------------------------- Total expenses 725,304 ----------------------------------------------------------------------------- Expense reduction (Note 2) (2,012) ----------------------------------------------------------------------------- Net expenses 723,292 ----------------------------------------------------------------------------- Net investment income 5,448,345 ----------------------------------------------------------------------------- Net realized loss on investments (Notes 1 and 3) (6,398,864) ----------------------------------------------------------------------------- Net realized loss on foreign currency transactions (Note 1) (7,914) ----------------------------------------------------------------------------- Net realized loss on credit default contracts (Note 1) (76,808) ----------------------------------------------------------------------------- Net unrealized depreciation of assets and liabilities in foreign currencies during the year (21,933) ----------------------------------------------------------------------------- Net unrealized appreciation of investments during the year 6,473,911 ----------------------------------------------------------------------------- Net loss on investments (31,608) ----------------------------------------------------------------------------- Net increase in net assets resulting from operations $5,416,737 ----------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Statement of changes in net assets Year ended May 31 Decrease in net assets 2003 2002 ------------------------------------------------------------------------------- Operations: ------------------------------------------------------------------------------- Net investment income $5,448,345 $6,438,418 ------------------------------------------------------------------------------- Net realized loss on investments and foreign currency transactions (6,483,586) (9,794,916) ------------------------------------------------------------------------------- Net unrealized appreciation of investments and assets and liabilities in foreign currencies 6,451,978 3,409,816 ------------------------------------------------------------------------------- Net increase in net assets resulting from operations 5,416,737 53,318 Distributions to shareholders: (Note 1) ------------------------------------------------------------------------------- From net investment income (5,721,276) (6,527,642) ------------------------------------------------------------------------------- From return of capital (103,566) (911,084) ------------------------------------------------------------------------------- Total decrease in net assets (408,105) (7,385,408) Net assets ------------------------------------------------------------------------------- Beginning of year 63,825,828 71,211,236 ------------------------------------------------------------------------------- End of year (including distributions in excess of net investment income of $1,292,445 and $1,179,808, respectively) $63,417,723 $63,825,828 ------------------------------------------------------------------------------- Number of fund shares ------------------------------------------------------------------------------- Shares outstanding at beginning and end of year 7,507,107 7,507,107 ------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) Per-share Year ended May 31 operating performance 2003 2002 2001 ------------------------------------------------------------------------------- Net asset value, beginning of period $8.50 $9.49 $10.91 ------------------------------------------------------------------------------- Investment operations: ------------------------------------------------------------------------------- Net investment income (a) .73 .86 1.16 ------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments (.01) (.86) (1.41) ------------------------------------------------------------------------------- Total from investment operations .72 -- (d) (.25) ------------------------------------------------------------------------------- Less distributions: ------------------------------------------------------------------------------- From net investment income (.76) (.87) (1.17) ------------------------------------------------------------------------------- From net realized gain on investments -- -- -- ------------------------------------------------------------------------------- From return of capital (.01) (.12) -- ------------------------------------------------------------------------------- Total distributions (.77) (.99) (1.17) ------------------------------------------------------------------------------- Net asset value, end of period $8.45 $8.50 $9.49 ------------------------------------------------------------------------------- Market price, end of period $9.02 $9.48 $10.80 ------------------------------------------------------------------------------- Total return at market price (%)(b) 4.15 (2.91) 18.34 ------------------------------------------------------------------------------- Ratios and supplemental data ------------------------------------------------------------------------------- Net assets, end of period (in thousands $63,418 $63,826 $71,211 ------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.22 1.19 1.14 ------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 9.17 9.69 11.41 ------------------------------------------------------------------------------- Portfolio turnover (%) 73.72 73.39 97.63 ------------------------------------------------------------------------------- Financial highlights (continued) (For a common share outstanding throughout the period) Per-share Year ended May 31 operating performance 2000 1999 ------------------------------------------------------------------------------- Net asset value, beginning of period $12.30 $14.83 ------------------------------------------------------------------------------- Investment operations: ------------------------------------------------------------------------------- Net investment income (a) 1.16 1.24 ------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments (1.27) (2.23) ------------------------------------------------------------------------------- Total from investment operations (.11) (.99) ------------------------------------------------------------------------------- Less distributions: ------------------------------------------------------------------------------- From net investment income (1.21) (1.38) ------------------------------------------------------------------------------- From net realized gain on investments -- (.16) ------------------------------------------------------------------------------- From return of capital (.07) -- ------------------------------------------------------------------------------- Total distributions (1.28) (1.54) ------------------------------------------------------------------------------- Net asset value, end of period $10.91 $12.30 ------------------------------------------------------------------------------- Market price, end of period $10.19 $13.50 ------------------------------------------------------------------------------- Total return at market price (%)(b) (15.61) (2.30) ------------------------------------------------------------------------------- Ratios and supplemental data ------------------------------------------------------------------------------- Net assets, end of period (in thousands $81,898 $92,368 ------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.08 1.11 ------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 9.92 9.50 ------------------------------------------------------------------------------- Portfolio turnover (%) 97.22 47.56 -------------------------------------------------------------------------------- (a) Per share net investment income has been determined on the basis of the weighted number of shares outstanding during the period. (b) Total return assumes dividend reinvestment. (c) Includes amounts paid through expense offset arrangements (Note 2). (d) Amount represents less than $0.01 per share. The accompanying notes are an integral part of these financial statements. Notes to financial statements May 31, 2003 Note 1 Significant accounting policies Putnam Managed High Yield Trust (the "fund") is registered under the Investment Company Act of 1940, as amended, as a non-diversified, closed-end management investment company. The fund's investment objective is to seek high current income. The fund intends to achieve its objective by investing in high yielding income securities. The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The fund invests in higher yielding, lower rated bonds that have a higher rate of default due to the nature of the investments. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. A) Security valuation Market quotations are not considered to be readily available for certain debt obligations; such investments are valued at market value on the basis of valuations furnished by an independent pricing service or dealers, approved by the Trustees. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities. Investments for which market quotations are readily available are valued at the last reported sales price on its principal exchange, or official closing price for certain markets. If no sales are reported -- as in the case of some securities traded over-the-counter -- a security is valued at its last reported bid price. For foreign investments, if trading or events occurring in other markets after the close of the principal exchange in which the securities are traded are expected to materially affect the value of the investments, then those investments are valued, taking into consideration these events, at their fair value following procedures approved by the Trustees. Securities quoted in foreign currencies are translated into U.S. dollars at the current exchange rate. Short-term investments having remaining maturities of 60 days or less are valued at amortized cost, which approximates fair value. Other investments, including restricted securities, are valued at fair value following procedures approved by the Trustees. Such valuations and procedures are reviewed periodically by the Trustees. B) Joint trading account The fund may transfer uninvested cash balances, including cash collateral received under security lending arrangements, into a joint trading account along with the cash of other registered investment companies and certain other accounts managed by Putnam Investment Management, LLC ("Putnam Management"), the fund's manager, an indirect wholly-owned subsidiary of Putnam, LLC. These balances may be invested in issuers of high-grade short-term investments having maturities of up to 397 days for collateral received under security lending arrangements and up to 90 days for other cash investments. C) Security transactions and related investment income Security transactions are recorded on the trade date (date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis. Interest income is recorded on the accrual basis. Dividend income is recognized on the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. All premiums/discounts are amortized/accreted on a yield-to-maturity basis. D) Foreign currency translation The accounting records of the fund are maintained in U.S. dollars. The market value of foreign securities, currency holdings, and other assets and liabilities are recorded in the books and records of the fund after translation to U.S. dollars based on the exchange rates on that day. The cost of each security is determined using historical exchange rates. Income and withholding taxes are translated at prevailing exchange rates when earned or incurred. The fund does not isolate that portion of realized or unrealized gains or losses resulting from changes in the foreign exchange rate on investments from fluctuations arising from changes in the market prices of the securities. Such gains and losses are included with the net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent net realized exchange gains or losses on closed forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions and the difference between the amount of investment income and foreign withholding taxes recorded on the fund's books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized appreciation and depreciation of assets and liabilities in foreign currencies arise from changes in the value of open forward currency contracts and assets and liabilities other than investments at the period end, resulting from changes in the exchange rate. Investments in foreign securities involve certain risks, including those related to economic instability, unfavorable political developments, and currency fluctuations, not present with domestic investments. E) Forward currency contracts The fund may buy and sell forward currency contracts, which are agreements between two parties to buy and sell currencies at a set price on a future date. These contracts are used to protect against a decline in value relative to the U.S. dollar of the currencies in which its portfolio securities are denominated or quoted (or an increase in the value of a currency in which securities a fund intends to buy are denominated, when a fund holds cash reserves and short-term investments). The U.S. dollar value of forward currency contracts is determined using current forward currency exchange rates supplied by a quotation service. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily and the change in market value is recorded as an unrealized gain or loss. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the fund is unable to enter into a closing position. Forward currency contracts outstanding at period end are listed after The fund's portfolio. F) Credit default contracts The fund may enter into credit default contracts where one party, the protection buyer, makes an upfront payment to a counterparty, the protection seller, in exchange for the right to receive a contingent payment as a result of a credit event related to a specified security or index. The upfront payment received by the fund, as the protection seller, is recorded as a liability on the fund's books. The credit default contracts are marked to market daily based upon quotations from market makers and the change, if any, is recorded as unrealized gain or loss. Payments received or made as a result of a credit event or termination of the contract are recognized, net of a proportional amount of the upfront payment, as realized gains or losses. In addition to bearing the risk that the credit event will occur, the fund could be exposed to market risk due to unfavorable changes in interest rates or in the price of the underlying security or index, the possibility that the fund may be unable to close out its position at the same time or at the same price as if it had purchased comparable publicly traded securities or that the counterparty may default on its obligation to perform. Credit default contracts outstanding at period end are listed after The fund's portfolio. G) Security lending The fund may lend securities, through its agents, to qualified borrowers in order to earn additional income. The loans are collateralized by cash and/or securities in an amount at least equal to the market value of the securities loaned. The market value of securities loaned is determined daily and any additional required collateral is allocated to the fund on the next business day. The risk of borrower default will be borne by the fund's agents; the fund will bear the risk of loss with respect to the investment of the cash collateral. Income from securities lending is included in investment income on the Statement of operations. At May 31, 2003, the value of securities loaned amounted to $83,317. The fund received cash collateral of $87,997, which is pooled with collateral of other Putnam funds into 41 issuers of high-grade short-term investments. H) Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Internal Revenue Code of 1986, as amended. Therefore, no provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. At May 31, 2003, the fund had a capital loss carryover of approximately $30,180,000 available to the extent allowed by tax law to offset future capital gains, if any. The amount of the carryover and the expiration dates are: Loss Carryover Expiration -------------------------------- $2,584,000 May 31, 2007 4,168,000 May 31, 2008 3,778,000 May 31, 2009 8,385,000 May 31, 2010 11,265,000 May 31, 2011 Pursuant to federal income tax regulations applicable to regulated investment companies, the fund has elected to defer to its fiscal year ending May 31, 2004 $1,867,482 of losses recognized during the period November 1, 2002 to May 31, 2003. I) Distributions to shareholders Distributions to shareholders from net investment income are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and permanent differences of losses on wash sale transactions, foreign currency gains and losses, post-October loss deferrals, dividends payable, defaulted bond interest, market discount and interest on payment-in-kind securities. Reclassifications are made to the fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. For the year ended May 31, 2003, the fund reclassified $160,294 to decrease distributions in excess of net investment income and $45,465 to increase paid-in-capital, with an increase to accumulated net realized loss of $205,759. The tax basis components of distributable earnings and the federal tax cost as of period end were as follows: Unrealized appreciation $3,651,168 Unrealized depreciation (12,450,669) ------------ Net unrealized depreciation (8,799,501) Undistributed ordinary income -- Capital loss carryforward (30,180,445) Post October loss (1,867,482) Cost for federal income tax purposes $71,978,740 Note 2 Management fee, administrative services and other transactions Compensation of Putnam Management, for management and investment advisory services, is paid quarterly based on the average net assets of the fund. Such fee is based on the following annual rates: 0.75% of the first $500 million of the average weekly net assets, 0.65% of the next $500 million, 0.60% of the next $500 million and 0.55% thereafter. The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees. Custodial functions for the fund's assets are provided by Putnam Fiduciary Trust Company (PFTC), a subsidiary of Putnam, LLC. Investor servicing agent functions are provided by Putnam Investor Services, a division of PFTC. The fund has entered into an arrangement with PFTC whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the fund's expenses. For the year ended May 31, 2003, the fund's expenses were reduced by $2,012 under these arrangements. Each independent Trustee of the fund receives an annual Trustee fee, of which $534 has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees receive additional fees for attendance at certain committee meetings. The fund has adopted a Trustee Fee Deferral Plan (the "Deferral Plan") which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable on or after July 1, 1995. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan. The fund has adopted an unfunded noncontributory defined benefit pension plan (the "Pension Plan") covering all Trustees of the fund who have served as a Trustee for at least five years. Benefits under the Pension Plan are equal to 50% of the Trustee's average total retainer and meeting fees for the three years preceding retirement. Pension expense for the fund is included in Compensation of Trustees in the Statement of operations. Accrued pension liability is included in Payable for compensation of Trustees in the Statement of assets and liabilities. Note 3 Purchases and sales of securities During the year ended May 31, 2003, cost of purchases and proceeds from sales of investment securities other than short-term investments aggregated $42,549,000 and $41,597,805, respectively. There were no purchases and sales of U.S. government obligations. Federal tax information (Unaudited) For the year-ended May 31, 2003, a portion of the fund's distribution represents a return of capital and is therefore not taxable to shareholders. The fund has designated 4.18% of the distributions from net investment income as qualifying for the dividends received deduction for corporations. For its tax year ended May 31, 2003, the fund hereby designates 1.33%, or the maximum amount allowable, of its net taxable income as qualified dividends taxed at individual net capital gain rates. The Form 1099 you receive in January 2004 will show the tax status of all distributions paid to your account in calendar 2003. About the Trustees Jameson A. Baxter (9/6/43), Trustee since 1994 President, Baxter Associates, Inc. (a consulting and private investments firm) Director of ASHTA Chemicals, Inc., Banta Corporation (a printing and digital imaging firm), Ryerson Tull, Inc. (a steel service corporation), Advocate Health Care, and the National Center for Nonprofit Boards. Chairman Emeritus of the Board of Trustees, Mount Holyoke College. Until 2002, Mrs. Baxter was a director of Intermatic Corporation, a manufacturer of energy control products. Also held various positions in investment banking and corporate finance, including Vice President and principal of the Regency Group and Vice President and consultant to First Boston Corp. Charles B. Curtis (4/27/40), Trustee since 2001 President and Chief Operating Officer, Nuclear Threat Initiative (a private foundation dealing with national security issues), also serves as Senior Advisor to the United Nations Foundation Member of the Council on Foreign Relations and the Trustee Advisory Council of the Applied Physics Laboratory at Johns Hopkins University. Until 2003, Mr. Curtis was a member of the Electric Power Research Institute Advisory Council, and the University of Chicago Board of Governors for Argonne National Laboratory. Prior to 2002, Mr. Curtis was a member of the Board of Directors of the Gas Technology Institute and the Board of Directors of the Environment and Natural Resources Program Steering Committee, John F. Kennedy School of Government, Harvard University. Until 2001, Mr. Curtis was a Member of the Department of Defense's Policy Board and Director of EG&G Technical Services, Inc. (fossil energy research and development support). Prior to May 1997, Mr. Curtis was Deputy Secretary of Energy. He served as Chairman of the Federal Energy Regulatory Commission from 1977 to 1987 and has held positions on the staff of the U.S. House of Representatives, the U.S. Treasury Department, and the Securities and Exchange Commission. Mr. Curtis is also a lawyer with over 15 years of experience. John A. Hill (1/31/42), Trustee since 1985 and Chairman since 2000 Vice-Chairman and Managing Director, First Reserve Corporation (a registered investment advisor investing in companies in the world-wide energy industry on behalf of institutional investors) Director of Devon Energy Corporation (formerly known as Snyder Oil Corporation), TransMontaigne Oil Company, Continuum Health Partners of New York, Sarah Lawrence College, and various private companies owned by First Reserve Corporation. Trustee of TH Lee, Putnam Investment Trust (a closed-end investment company). Prior to acquiring First Reserve in 1983, Mr. Hill held executive positions with several advisory firms and various positions with the federal government, including Associate Director of the Office of Manage ment and Budget and Deputy Director of the Federal Energy Administration. Ronald J. Jackson (12/17/43), Trustee since 1996 Private investor Former Chairman, President, and Chief Executive Officer of Fisher-Price, Inc. (a toy manufacturer). Previously served as President and Chief Executive Officer of Stride-Rite, Inc. and Kenner Parker Toys. Also held financial and marketing positions with General Mills, Parker Brothers, and Talbots. President of the Kathleen and Ronald J. Jackson Foundation (charitable trust). Member of the Board of Overseers of WGBH (public television and radio). Member of the Board of Overseers of the Peabody Essex Museum. Paul L. Joskow (6/30/47), Trustee since 1997 Elizabeth and James Killian Professor of Economics and Management and Director of the Center for Energy and Environmental Policy Research, Massachusetts Institute of Technology Director, National Grid Transco (formerly National Grid Group, a UK-based holding company with interests in electric and gas transmission and distribution and telecommunications infrastructure), and the Whitehead Institute for Biomedical Research (a non-profit research institution). President of the Yale University Council. Prior to February 2002, March 2000, and September 1998, Dr. Joskow was a Director of State Farm Indemnity Company (an automobile insurance company), Director of New England Electric System (a public utility holding company) and a consultant to National Economic Research Associates, respectively. Elizabeth T. Kennan (2/25/38), Trustee since 1992 Chairman, Cambus-Kenneth Bloodstock (a limited liability company involved in thoroughbred horse breeding and farming), President Emeritus of Mount Holyoke College Director, Northeast Utilities, and Talbots (a distributor of women's apparel). Trustee of Centre College. Prior to 2001, Dr. Kennan was a member of the Oversight Committee of Folger Shakespeare Library. Prior to September 2000, June 2000, and November 1999, Dr. Kennan was a Director of Chastain Real Estate, Bell Atlantic, and Kentucky Home Life Insurance, respectively. Prior to 1995, Dr. Kennan was a Trustee of Notre Dame University. For 12 years, she was on the faculty of Catholic University. John H. Mullin, III (6/15/41), Trustee since 1997 Chairman and CEO of Ridgeway Farm (a limited liability company engaged in timber and farming) Director Alex. Brown Realty, Inc., Sonoco Products, Inc. (a packaging company), The Liberty Corporation (a company engaged in the broadcasting industry), and Progress Energy, Inc. (a utility company, formerly known as Carolina Power & Light). Trustee Emeritus of Washington & Lee University. Prior to October 1997, January 1998, and May 2001, Mr. Mullin was a Director of Dillon, Read & Co. Inc., The Ryland Group, Inc., and Graphic Packaging International Corp., respectively. Robert E. Patterson (3/15/45), Trustee since 1984 Senior Partner of Cabot Properties, L.P. and Chairman of Cabot Properties, Inc. Chairman of the Joslin Diabetes Center, Trustee of SEA Education Association, and Director of Brandywine Trust Company (a trust company). Prior to February 1998, Mr. Patterson was Executive Vice President and Director of Acquisitions of Cabot Partners Limited Partnership. Prior to December 2001, Mr. Patterson was President and Trustee of Cabot Industrial Trust (publicly traded real estate investment trust). Prior to 1990, Mr. Patterson was Executive Vice President of Cabot, Cabot & Forbes Realty Advisors, the predecessor of Cabot Partners, and prior to that was Senior Vice President of the Beal Companies. W. Thomas Stephens (9/2/42), Trustee since 1997 Corporate Director Director of Xcel Energy Incorporated (public utility company), TransCanada Pipelines, Norske Canada, Inc. (paper manufacturer), and Qwest Communications (communications company). Until 2003, Mr. Stephens was a Director of Mail-Well, a printing and envelope company. Prior to July 2001 and October 1999, Mr. Stephens was Chairman of Mail-Well and MacMillan-Bloedel (forest products company). Prior to 1996, Mr. Stephens was Chairman and Chief Executive Officer of Johns Manville. W. Nicholas Thorndike (3/28/33), Trustee since 1992 Director of various corporations and charitable organizations, including Courier Corporation (a book manufacturer and publisher) and Providence Journal Co. (a newspaper publisher) Trustee of Northeastern University and Honorary Trustee of Massachusetts General Hospital. Prior to September 2000, April 2000, and December 2001, Mr. Thorndike was a Director of Bradley Real Estate, Inc., a Trustee of Eastern Utilities Associates, and a Trustee of Cabot Industrial Trust, respectively. Previously served as Chairman of the Board and managing partner of Wellington Management/Thorndike Doran Paine & Lewis, and Chairman and Director of Ivest Fund. Lawrence J. Lasser* (11/1/42), Trustee since 1992 and Vice President since 1981 President and Chief Executive Officer of Putnam Investments and Putnam Management Director of Marsh & McLennan Companies, Inc. and the United Way of Massachusetts Bay. Member of the Board of Governors of the Investment Company Institute, Trustee of the Museum of Fine Arts, Boston, a Trustee and Member of the Finance and Executive Committees of Beth Israel Deaconess Medical Center, Boston, and a Member of the CareGroup Board of Managers Investment Committee, the Council on Foreign Relations, and the Commercial Club of Boston. George Putnam, III* (8/10/51), Trustee since 1984 and President since 2000 President, New Generation Research, Inc. (a publisher of financial advisory and other research services relating to bankrupt and distressed companies) and New Generation Advisers, Inc. (a registered investment adviser) Director of The Boston Family Office, L.L.C. (registered investment advisor), Trustee of St. Mark's School, and Trustee of Shore Country Day School. Until 2002, Mr. Putnam was a Trustee of the SEA Education Association. Previously, Mr. Putnam was an attorney with the firm of Dechert Price & Rhoads. A.J.C. Smith* (4/13/34), Trustee since 1986 Director of Marsh & McLennan Companies, Inc. Director of Trident Corp. (a limited partnership with over 30 institutional investors). Trustee of the Carnegie Hall Society, the Educational Broadcasting Corporation and the National Museums of Scotland. Chairman of the Central Park Conservancy. Member of the Board of Overseers of the Joan and Sanford I. Weill Graduate School of Medical Sciences of Cornell University. Fellow of the Faculty of Actuaries in Edinburgh, the Canadian Institute of Actuaries, and the Conference of Actuaries. Associate of the Society of Actuaries. Member of the American Actuaries, the International Actuarial Association and the International Association of Consulting Actuaries. Prior to May 2000 and November 1999, Mr. Smith was Chairman and CEO, respectively, of Marsh & McLennan Companies, Inc. The address of each Trustee is One Post Office Square, Boston, MA 02109. As of May 31, 2003, there were 104 Putnam Funds. Each Trustee serves for an indefinite term, until his or her resignation, death, or removal. * Trustees who are or may be deemed to be "interested persons" (as defined in the Investment Company Act of 1940) of the fund, Putnam Management, Putnam Retail Management or Marsh & McLennan Companies, Inc., the parent company of Putnam LLC and its affiliated companies. Messrs. Putnam, III, Lasser and Smith are deemed "interested persons" by virtue of their positions as officers or shareholders of the fund or Putnam Management, Putnam Retail Management or Marsh & McLennan Companies, Inc. George Putnam, III is the President of your fund and each of the other Putnam funds. Lawrence J. Lasser is the President and Chief Executive Officer of Putnam Investments and Putnam Management. Mr. Lasser and Mr. Smith serve as Directors of Marsh & McLennan Companies, Inc. Officers In addition to George Putnam, III and Lawrence J. Lasser, the other officers of the fund are shown below: Charles E. Porter (7/26/38) Executive Vice President, Treasurer and Principal Financial Officer Since 1989 Managing Director, Putnam Investments and Putnam Management Patricia C. Flaherty (12/1/46) Senior Vice President Since 1993 Senior Vice President, Putnam Investments and Putnam Management Karnig H. Durgarian (1/13/56) Vice President and Principal Executive Officer Since 2002 Senior Managing Director, Putnam Investments Steven D. Krichmar (6/27/58) Vice President and Principal Financial Officer Since 2002 Managing Director, Putnam Investments. Prior to July 2001, Partner, PricewaterhouseCoopers LLP Michael T. Healy (1/24/58) Assistant Treasurer and Principal Accounting Officer Since 2000 Managing Director, Putnam Investments Brett C. Browchuk (2/27/63) Vice President Since 1994 Managing Director, Putnam Investments and Putnam Management Charles E. Haldeman Jr. (10/29/48) Vice President Since 2002 Senior Managing Director, Putnam Investments and Putnam Management. Prior to October 2002, Chief Executive Officer, Lincoln National Investment Companies; prior to January 2000, President and Chief Operating Officer, United Asset Management. Beth S. Mazor (4/6/58) Vice President Since 2002 Senior Vice President, Putnam Investments Richard A. Monaghan (8/25/54) Vice President Since 1998 Senior Managing Director, Putnam Investments and Putnam Retail Management. Prior to November 1998, Managing Director, Merrill Lynch Stephen M. Oristaglio (8/21/55) Vice President Since 1998 Senior Managing Director, Putnam Investments and Putnam Management. Prior to July 1998, Managing Director, Swiss Bank Corp. Gordon H. Silver (7/3/47) Vice President Since 1990 Senior Managing Director, Putnam Investments, Putnam Management and Putnam Retail Management Mark C. Trenchard (6/5/62) Vice President Since 2002 Senior Vice President, Putnam Investments Judith Cohen (6/7/45) Clerk and Assistant Treasurer Since 1993 Clerk and Assistant Treasurer, The Putnam Funds Jerome J. Jacobs (8/20/58) Vice President Since 1996 Managing Director of Putnam Management Kevin Cronin (6/13/61) Vice President Since 2001 Managing Director of Putnam Management Stephen Peacher (6/15/64) Vice President Since 2000 Managing Director of Putnam Management The address of each Officer is One Post Office Square, Boston, MA 02109. Fund information About Putnam Investments One of the largest mutual fund families in the United States, Putnam Investments has a heritage of investment leadership dating back to Judge Samuel Putnam, whose Prudent Man Rule has defined fiduciary tradition and practice since 1830. Founded over 65 years ago, Putnam Investments was built around the concept that a balance between risk and reward is the hallmark of a well-rounded financial program. We presently manage over 100 mutual funds in growth, value, blend, fixed income, and international. Investment Manager Putnam Investment Management, LLC One Post Office Square Boston, MA 02109 Marketing Services Putnam Retail Management One Post Office Square Boston, MA 02109 Custodian Putnam Fiduciary Trust Company Legal Counsel Ropes & Gray LLP Independent Accountants KPMG LLP Trustees John A. Hill, Chairman Jameson Adkins Baxter Charles B. Curtis Ronald J. Jackson Paul L. Joskow Elizabeth T. Kennan Lawrence J. Lasser John H. Mullin III Robert E. Patterson George Putnam, III A.J.C. Smith W. Thomas Stephens W. Nicholas Thorndike Officers George Putnam, III President Charles E. Porter Executive Vice President, Treasurer and Principal Financial Officer Patricia C. Flaherty Senior Vice President Karnig H. Durgarian Vice President and Principal Executive Officer Steven D. Krichmar Vice President and Principal Financial Officer Michael T. Healy Assistant Treasurer and Principal Accounting Officer Brett C. Browchuk Vice President Kevin Cronin Vice President Charles E. Haldeman, Jr. Vice President Lawrence J. Lasser Vice President Beth S. Mazor Vice President Richard A. Monaghan Vice President Stephen M. Oristaglio Vice President Gordon H. Silver Vice President Mark C. Trenchard Vice President Stephen C. Peacher Vice President Judith Cohen Clerk and Assistant Treasurer Call 1-800-225-1581 weekdays from 9 a.m. to 5 p.m. Eastern Time, or visit our Web site (www.putnaminvestments.com) any time for up-to-date information about the fund's NAV. [LOGO OMITTED] PUTNAM INVESTMENTS The Putnam Funds One Post Office Square Boston, Massachusetts 02109 ---------------------- PRSRT STD U.S. POSTAGE PAID PUTNAM INVESTMENTS ---------------------- Do you want to save paper and receive this document faster? Shareholders can sign up for email delivery of shareholder reports on www.putnaminvestments.com. 88666 590 7/03 Item 2. Code of Ethics: ----------------------- Not applicable Item 3. Audit Committee Financial Expert: ----------------------------------------- Not applicable Item 4. Principal Accountant Fees and Services: ----------------------------------------------- Not applicable Items 5-6. [Reserved] --------------------- Item 7. Disclosure of Proxy Voting Policies and Procedures For Closed End ------------------------------------------------------------------------- Management Investment Companies: -------------------------------- Proxy Voting Guidelines of the Putnam Funds ------------------------------------------- The proxy voting guidelines below summarize the Funds' positions on various issues of concern to investors, and give a general indication of how Fund portfolio securities will be voted on proposals dealing with a particular issue. The Funds' proxy voting service is instructed to vote all proxies relating to Fund portfolio securities in accordance with these guidelines, except as otherwise instructed by the Proxy Coordinator. The proxy voting guidelines are just that - guidelines. The guidelines are not exhaustive and do not include all potential voting issues. Because proxy issues and the circumstances of individual companies are so varied, there may be instances when the Funds may not vote in strict adherence to these guidelines. For example, the proxy voting service is expected to bring to the Proxy Coordinator's attention proxy questions that are company-specific and of a non-routine nature and, although covered by the guidelines, may be more appropriately handled on a case-by-case basis. Similarly, Putnam Management's investment professionals, as part of their ongoing review and analysis of all Fund portfolio holdings, are responsible for monitoring significant corporate developments, including proxy proposals submitted to shareholders, and notifying the Proxy Coordinator of circumstances where the interests of Fund shareholders may warrant a vote contrary to these guidelines. In such instances, the investment professionals will submit a written recommendation to the Proxy Coordinator and the person or persons designated by Putnam Management's Legal and Compliance Department to assist in processing referral items pursuant to the Funds' "Proxy Voting Procedures." The Proxy Coordinator, in consultation with the Senior Vice President, Executive Vice President and/or the Chair of the Board Policy and Nominating Committee, as appropriate, will determine how the Funds' proxies will be voted. When indicated, the Chair of the Board Policy and Nominating Committee may consult with other members of the Committee or the full board of Trustees. The following guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been approved and recommended by a company's board of directors. Part II deals with proposals submitted by shareholders for inclusion in proxy statements. Part III addresses unique considerations pertaining to foreign issuers. I. Board-Approved Proposals --------------------------- The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself (sometimes referred to as "management proposals"), which have been approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies and the Funds' intent to hold corporate boards accountable for their actions in promoting shareholder interests, the Funds' proxies generally will be voted in support of decisions reached by independent boards of directors. Accordingly, the Funds' proxies will be voted for board-approved proposals, except as follows: A. Matters Relating to the Board of Directors --------------------------------------------- The board of directors has the important role of overseeing management and its performance on behalf of shareholders. The Funds' proxies will be voted for the election of the company's nominees for directors and for board-approved proposals on other matters relating to the board of directors (provided that such nominees and other matters have been approved by an independent nominating committee), except as follows: * The Funds will withhold votes for the entire board of directors if * The board does not have a majority of independent directors; or * The board does not have nominating, audit and compensation committees composed solely of independent directors. Commentary: While these requirements will likely become mandatory for most public companies in the near future as a result of pending NYSE and NASDAQ rule proposals, the Funds' Trustees believe that there is no excuse for public company boards that fail to implement these vital governance reforms at their next annual meeting. For these purposes, an "independent director" is a director who meets all requirements to serve as an independent director of a company under the pending NYSE rule proposals (i.e., no material business relationships with the company, no present or recent employment relationship with the company (including employment of immediate family members) and, in the case of audit committee members, no compensation for non-board services). As indicated below, the Funds will generally vote on a case-by-case basis on board-approved proposals where the board fails to meet these basic independence standards. * The Funds will withhold votes for any nominee for director who is considered an independent director by the company and who has received compensation from the company other than for service as a director (e.g., investment banking, consulting, legal or financial advisory fees). Commentary: The Funds' Trustees believe that receipt of compensation for services other than service as a director raises significant independence issues. The Funds will withhold votes for any nominee for director who is considered an independent director by the company and who receives such compensation. * The Funds will withhold votes for the entire board of directors if the board has more than 19 members or fewer than five members, absent special circumstances. Commentary: The Funds' Trustees believe that the size of the board of directors can have a direct impact on the ability of the board to govern effectively. Boards that have too many members can be unwieldy and ultimately inhibit their ability to oversee management performance. Boards that have too few members can stifle innovation and lead to excessive influence by management. * The Funds will vote on a case-by-case basis in contested elections of directors. * The Funds will withhold votes for any nominee for director who attends less than 75% of board and committee meetings without valid reasons for the absences (i.e., illness, personal emergency, etc.). Commentary: Being a director of a company requires a significant time commitment to adequately prepare for and attend the company's board and committee meetings. Directors must be able to commit the time and attention necessary to perform their fiduciary duties in proper fashion, particularly in times of crisis. The Funds' Trustees are concerned about over-committed directors. In some cases, directors may serve on too many boards to make a meaningful contribution. This may be particularly true for senior executives of public companies (or other directors with substantially full-time employment) who serve on more than a few outside boards. The Funds may withhold votes from such directors on a case-by-case basis where it appears that they may be unable to discharge their duties properly because of excessive commitments. * The Funds will withhold votes for any nominee for director of a public company (Company A) who is employed as a senior executive of another public company (Company B) if a director of Company B serves as a senior executive of Company A (commonly referred to as an "interlocking directorate"). Commentary: The Funds' Trustees believe that interlocking directorships are inconsistent with the degree of independence required for outside directors of public companies. Board independence depends not only on its members' individual relationships, but also the board's overall attitude toward management. Independent boards are committed to good corporate governance practices and, by providing objective independent judgment, enhancing shareholder value. The Funds may withhold votes on a case-by-case basis from some or all directors that, through their lack of independence, have failed to observe good corporate governance practices or, through specific corporate action, have demonstrated a disregard for the interest of shareholders. * The Funds will vote against proposals to classify a board, absent special circumstances indicating that shareholder interests would be better served by this structure. Commentary: Under a typical classified board structure, the directors are divided into three classes, with each class serving a three-year term. The classified board structure results in directors serving staggered terms, with usually only a third of the directors up for re-election at any given annual meeting. The Funds' Trustees generally believe that it is appropriate for directors to stand for election each year, but recognize that, in special circumstances, shareholder interests may be better served under a classified board structure. B. Executive Compensation ------------------------- The Funds generally favor compensation programs that relate executive compensation to a company's long-term performance. The Funds will vote on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows: * Except where the Funds are otherwise withholding votes for the entire board of directors, the Funds will vote for stock option plans which will result in an average annual dilution of 1.67% or less (including all equity-based plans). * The Funds will vote against stock option plans that permit replacing or repricing of underwater options (and against any proposal to authorize such replacement or repricing of underwater options). * The Funds will vote against stock option plans that permit issuance of options with an exercise price below the stock's current market price. * Except where the Funds are otherwise withholding votes for the entire board of directors, the Funds will vote for employee stock purchase plans that have the following features: (1) the shares purchased under the plan are acquired for no less than 85% of their market value, (2) the offering period under the plan is 27 months or less, and (3) dilution is 10% or less. Commentary: Companies should have compensation programs that are reasonable and that align shareholder and management interests over the longer term. Further, disclosure of compensation programs should provide absolute transparency to shareholders regarding the sources and amounts of, and the factors influencing, executive compensation. Appropriately designed equity-based compensation plans can be an effective way to align the interests of long-term shareholders with the interests of management. The Funds may vote against executive compensation proposals on a case-by-case basis where compensation is excessive by reasonable corporate standards, or where a company fails to provide transparent disclosure of executive compensation. In voting on proposals relating to executive compensation, the Funds will consider whether the proposal has been approved by an independent compensation committee of the board. C. Capitalization ----------------- Many proxy proposals involve changes in a company's capitalization, including the authorization of additional stock, the repurchase of outstanding stock or the approval of a stock split. The management of a company's capital structure involves a number of important issues, including cash flow, financing needs and market conditions that are unique to the circumstances of each company. As a result, the Funds will vote on a case-by-case basis on board-approved proposals involving changes to a company's capitalization, except that where the Funds are not otherwise withholding votes from the entire board of directors: * The Funds will vote for proposals relating to the authorization of additional common stock (except where such proposals relate to a specific transaction). * The Funds will vote for proposals to effect stock splits (excluding reverse stock splits.) * The Funds will vote for proposals authorizing share repurchase programs. Commentary: A company may decide to authorize additional shares of common stock for reasons relating to executive compensation or for routine business purposes. For the most part, these decisions are best left to the board of directors and senior management. The Funds will vote on a case-by-case basis, however, on other proposals to change a company's capitalization, including the authorization of common stock with special voting rights, the authorization or issuance of common stock in connection with a specific transaction (e.g., an acquisition, merger or reorganization) or the authorization or issuance of preferred stock. Actions such as these involve a number of considerations that may impact a shareholder's investment and warrant a case-by-case determination. D. Acquisitions, Mergers, Reincorporations, Reorganizations and Other Transactions --------------------------------------------------------------- Shareholders may be confronted with a number of different types of transactions, including acquisitions, mergers, reorganizations involving business combinations, liquidations and sale of all or substantially all of a company's assets, which may require their consent. Voting on such proposals involves considerations unique to each transaction. As a result, the Funds will vote on a case-by-case basis on board-approved proposals to effect these types of transactions, except as follows: * The Funds will vote for mergers and reorganizations involving business combinations designed solely to reincorporate a company in Delaware. Commentary: A company may reincorporate into another state through a merger or reorganization by setting up a "shell" company in a different state and then merging the company into the new company. While reincorporation into states with extensive and established corporate laws - notably Delaware - provides companies and shareholders with a more well-defined legal framework, generally speaking, shareholders must carefully consider the reasons for a reincorporation into another jurisdiction, including especially offshore jurisdictions. E. Anti-Takeover Measures ------------------------- Some proxy proposals involve efforts by management to make it more difficult for an outside party to take control of the company without the approval of the company's board of directors. These include adoption of a shareholder rights plan, requiring supermajority voting on particular issues, adoption of fair price provisions, issuance of blank check preferred stock and creating a separate class of stock with disparate voting rights. Such proposals may adversely affect shareholder rights, lead to management entrenchment, or create conflicts of interest. As a result, the Funds will vote against board-approved proposals to adopt such anti-takeover measures, except as follows: * The Funds will vote on a case-by-case basis on proposals to ratify or approve shareholder rights plans (commonly referred to as "poison pills"); and * The Funds will vote on a case-by-case basis on proposals to adopt fair price provisions. Commentary: The Funds' Trustees recognize that poison pills and fair price provisions may enhance shareholder value under certain circumstances. As a result, the Funds will consider proposals to approve such matters on a case-by-case basis. F. Other Business Matters ------------------------- Many proxies involve approval of routine business matters, such as changing the company's name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting. For the most part, these routine matters do not materially affect shareholder interests and are best left to the board of directors and senior management of the company. The Funds will vote for board-approved proposals approving such matters, except as follows: * The Funds will vote on a case-by-case basis on proposals to amend a company's charter or bylaws (except for charter amendments necessary or to effect stock splits to change a company's name or to authorize additional shares of common stock). * The Funds will vote against authorization to transact other unidentified, substantive business at the meeting. * The Funds will vote on a case-by-case basis on other business matters where the Funds are otherwise withholding votes for the entire board of directors. Commentary: Charter and bylaw amendments and the transaction of other unidentified, substantive business at a shareholder meeting may directly affect shareholder rights and have a significant impact on shareholder value. As a result, the Funds do not view such items as routine business matters. Putnam Management's investment professionals and the Funds' proxy voting service may also bring to the Proxy Coordinator's attention company-specific items which they believe to be non-routine and warranting special consideration. Under these circumstances, the Funds will vote on a case-by-case basis. II. Shareholder Proposals ------------------------- SEC regulations permit shareholders to submit proposals for inclusion in a company's proxy statement. These proposals generally seek to change some aspect of a company's corporate governance structure or to change some aspect of its business operations. The Funds will vote in accordance with the recommendation of the company's board of directors on all shareholder proposals, except as follows: * The Funds will vote for shareholder proposals to declassify a board, absent special circumstances which would indicate that shareholder interests are better served by a classified board structure. * The Funds will vote for shareholder proposals to require shareholder approval of shareholder rights plans. * The Funds will vote for shareholder proposals that are consistent with the Fund's proxy voting guidelines for board-approved proposals. * The Funds will vote on a case-by-case basis on other shareholder proposals where the Funds are otherwise withholding votes for the entire board of directors. Commentary: In light of the substantial reforms in corporate governance that are currently underway, the Funds' Trustees believe that effective corporate reforms should be promoted by holding boards of directors - and in particular, their independent directors - accountable for their actions, rather than imposing additional legal restrictions on board governance through piecemeal proposals. Generally speaking, shareholder proposals relating to business operations are often motivated primarily by political or social concerns, rather than the interests of shareholders as investors in an economic enterprise. As stated above, the Funds' Trustees believe that boards of directors and management are responsible for ensuring that their businesses are operating in accordance with high legal and ethical standards and should be held accountable for resulting corporate behavior. Accordingly, the Funds will generally support the recommendations of boards that meet the basic independence and governance standards established in these guidelines. Where boards fail to meet these standards, the Funds will generally evaluate shareholder proposals on a case-by-case basis. III. Voting Shares of Foreign Issuers ------------------------------------- Many of the Funds invest on a global basis and, as a result, they may be required to vote shares held in foreign issuers - i.e., issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed a U.S. securities exchange or the NASDAQ stock market. Because foreign issuers are incorporated under the laws of countries and jurisdictions outside the U.S., protection for shareholders may vary significantly from jurisdiction to jurisdiction. Laws governing foreign issuers may, in some cases, provide substantially less protection for shareholders. As a result, the foregoing guidelines, which are premised on the existence of a sound corporate governance and disclosure framework, may not be appropriate under some circumstances for foreign issuers. The Funds will vote proxies of foreign issuers in accordance with the foregoing guidelines where applicable, except as follows: * The Funds will vote for shareholder proposals calling for a majority of the directors to be independent of management. * The Funds will vote for shareholder proposals seeking to increase the independence of board nominating, audit and compensation committees. * The Funds will vote for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated. * The Funds will vote on case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a company's outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a company's outstanding common stock where shareholders have preemptive rights. Commentary: In many non-U.S. markets, shareholders who vote proxies for shares of a foreign issuer are not able to trade in that company's stock within a given period of time on or around the shareholder meeting date. This practice is known as "share blocking." In countries where share blocking is practiced, the Funds will vote proxies only with direction from Putnam Management's investment professionals. As adopted March 14, 2003 Proxy Voting Procedures of the Putnam Funds ------------------------------------------- The Role of the Funds' Trustees ------------------------------- The Trustees of the Putnam Funds exercise control of the voting of proxies through their Board Policy and Nominating Committee, which is composed entirely of independent Trustees. The Board Policy and Nominating Committee oversees the proxy voting process and participates, as needed, in the resolution of issues which need to be handled on a case-by-case basis. The Committee annually reviews and recommends for approval by the Trustees guidelines governing the Funds' proxy votes, including how the Funds vote on specific proposals and which matters are to be considered on a case-by-case basis. The Trustees are assisted in this process by their independent administrative staff ("Fund Administration"), independent legal counsel, and an independent proxy voting service. The Trustees also receive assistance from Putnam Investment Management, LLC ("Putnam Management"), the Funds' investment adviser, on matters involving investment judgments. In all cases, the ultimate decision on voting proxies rests with the Trustees, acting as fiduciaries on behalf of the shareholders of the Funds. The Role of the Proxy Voting Service ------------------------------------ The Funds have engaged an independent proxy voting service to assist in the voting of proxies. The proxy voting service is responsible for coordinating with the Funds' custodians to ensure that all proxy materials received by the custodians relating to the Funds' portfolio securities are processed in a timely fashion. To the extent applicable, the proxy voting service votes all proxies in accordance with the proxy voting guidelines established by the Trustees. The proxy voting service will refer proxy questions to the Proxy Coordinator (described below) for instructions under circumstances where: (1) the application of the proxy voting guidelines is unclear, (2) a particular proxy question is not covered by the guidelines, or (3) the guidelines call for specific instructions on a case-by-case basis. The proxy voting service is also requested to call to the Proxy Coordinator's attention specific proxy questions which, while governed by a guideline, appear to involve unusual or controversial issues. The Funds also utilize research services relating to proxy questions provided by the proxy voting service and by other firms. The Role of the Proxy Coordinator --------------------------------- Each year, a member of Fund Administration is appointed Proxy Coordinator to assist in the coordination and voting of the Funds' proxies. The Proxy Coordinator will deal directly with the proxy voting service and, in the case of proxy questions referred by the proxy voting service, will solicit voting recommendations and instructions from Fund Administration, the Chair of the Board Policy and Nominating Committee, and Putnam Management's investment professionals, as appropriate. The Proxy Coordinator is responsible for ensuring that these questions and referrals are responded to in a timely fashion and for transmitting appropriate voting instructions to the proxy voting service. Voting Procedures for Referral Items ------------------------------------- As discussed above, the proxy voting service will refer proxy questions to the Proxy Coordinator under certain circumstances. When the application of the proxy voting guidelines is unclear or a particular proxy question is not covered by the guidelines (and does not involve investment considerations), the Proxy Coordinator will assist in interpreting the guidelines and, as appropriate, consult with the Senior Vice President of Fund Administration, the Executive Vice President of Fund Administration and the Chair of the Board Policy and Nominating Committee on how the Funds' shares will be voted. For proxy questions that require a case-by-case analysis pursuant to the guidelines or that are not covered by the guidelines but involve investment considerations, the Proxy Coordinator will refer such questions, through a written request, to Putnam Management's investment professionals for a voting recommendation. Such referrals will be made in cooperation with the person or persons designated by Putnam Management's Legal and Compliance Department to assist in processing such referral items. In connection with each such referral item, the Legal and Compliance Department will conduct a conflicts of interest review, as described below under "Conflicts of Interest," and provide a conflicts of interest report (the "Conflicts Report") to the Proxy Coordinator describing the results of such review. After receiving a referral item from the Proxy Coordinator, Putnam Management's investment professionals will provide a written recommendation to the Proxy Coordinator and the person or persons designated by the Legal and Compliance Department to assist in processing referral items. Such recommendation will set forth (1) how the proxies should be voted, (2) the basis and rationale for such recommendation, and (3) any contacts the investment professionals have had with respect to the referral item with non-investment personnel of Putnam Management or with outside parties (except for routine communications from proxy solicitors). The Proxy Coordinator will then review the investment professionals' recommendation and the Conflicts Report with the Senior Vice President and/or Executive Vice President in determining how to vote the Funds' proxies. The Proxy Coordinator will maintain a record of all proxy questions that have been referred to Putnam Management's investment professionals, the voting recommendation and the Conflicts Report. In some situations, the Proxy Coordinator, the Senior Vice President and/or the Executive Vice President may determine that a particular proxy question raises policy issues requiring consultation with the Chair of the Board Policy and Nominating Committee who, in turn, may decide to bring the particular proxy question to the Committee or the full board of Trustees for consideration. Conflicts of Interest --------------------- Occasions may arise where a person or organization involved in the proxy voting process may have a conflict of interest. A conflict of interest may exist, for example, if Putnam Management has a business relationship with (or is actively soliciting business from) either the company soliciting the proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote. Any individual with knowledge of a personal conflict of interest (e.g., familial relationship with company management) relating to a particular referral item shall disclose that conflict to the Proxy Coordinator and the Legal and Compliance Department and otherwise remove himself or herself from the proxy voting process. The Legal and Compliance Department will review each item referred to Putnam Management's investment professionals to determine if a conflict of interest exists and will provide the Proxy Coordinator with a Conflicts Report for each referral item that (1) describes any conflict of interest; (2) discusses the procedures used to address such conflict of interest; and (3) discloses any contacts from parties outside Putnam Management (other than routine communications from proxy solicitors) with respect to the referral item not otherwise reported in an investment professional's recommendation. The Conflicts Report will also include written confirmation that any recommendation from an investment professional provided under circumstances where a conflict of interest exists was made solely on the investment merits and without regard to any other consideration. As adopted March 14, 2003 Item 8. [Reserved] ------------------ Item 9. Controls and Procedures: -------------------------------- The registrant's principal executive officer and principal financial officers have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report on Form N-CSR, that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the investment company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the Commission's rules and forms. There have been no significant changes in the registrant's internal controls subsequent to the date of their evaluation. Item 10. Exhibits: ------------------ (a) Not applicable (b) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Investment Company Act of 1940, as amended, and the officer certifications as required by Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 an 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. NAME OF REGISTRANT By (Signature and Title): /s/Michael T. Healy -------------------------- Michael T. Healy Principal Accounting Officer Date: July 24, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 an 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/Karnig H. Durgarian --------------------------- Karnig H. Durgarian Principal Executive Officer Date: July 24, 2003 By (Signature and Title): /s/Charles E. Porter --------------------------- Charles E. Porter Principal Financial Officer Date: July 24, 2003 By (Signature and Title): /s/Steven D. Krichmar --------------------------- Steven D. Krichmar Principal Financial Officer Date: July 24, 2003