PACIFIC AMERICAN INCOME SHARES INC
N-30D, 1995-08-28
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<PAGE>
THE BOARD OF DIRECTORS
NORMAN BARKER, JR.*| Chairman
JOHN E. BRYSON*
RICHARD C. GILMAN
GORDON L. HOUGH*|
WILLIAM G. McGAGH|
RONALD L. OLSON
LOUIS A. SIMPSON

OFFICERS
W. CURTIS LIVINGSTON III
President
KENT S. ENGEL
Vice President
& Portfolio Manager
SCOTT F. GRANNIS
Vice President
ILENE S. HARKER
Secretary
DONNA BARNES
Assistant Secretary
STEVEN T. SARUWATARI
Treasurer
MARIE K. KARPINSKI
Assistant Treasurer

REFERENCES
INVESTMENT ADVISER
Western Asset Management Company
117 East Colorado Boulevard
Pasadena, California 91105

TRANSFER AGENT
State Street Bank and Trust Company
P.O. Box 8200
Boston, Massachusetts, 02266

*Member of Executive Committee
|Member of Audit Committee

             PACIFIC
             AMERICAN
              INCOME
            SHARES, INC.
           P.O. BOX 983
             PASADENA
         CALIFORNIA 91102
             
             PACIFIC
            AMERICAN
             INCOME
           SHARES, INC.
           SEMI-ANNUAL
             REPORT
              1995
<PAGE>
Dear Shareholder: 


    Yields in the fixed income markets declined substantially during the first
half of 1995, reversing the upward course followed most of last year. Combined
with our strategies for investing your funds, this produced very strong
performance on all counts. Total returns (price appreciative plus dividends) for
the first half of the year were 14.0%. A portion of these returns came from the
increase in the value of our portfolio holdings as interest rates fell. These
results compared very favorably both to the overall bond market (at 12.3%) and
to the other funds with which we compete. For the 12 months ended June 30, 1995,
the Fund ranked fourth in this group, second vs. its competitors in the two
years ended June 30, 1995, and first in the five years ended June 30, 1995.
Dividends remained at the rate set earlier in the year and market price per
share increased from $13.125 to $14.50. 


    The environment in which all this occurred was one where a slowdown in
economic activity and increasing evidence of a longer-term decline in inflation
rates were the driving forces. 


    Fortunately, we were well-positioned to take advantage of these
developments. For some time now, we have had an interest rate exposure in the
Fund that looked to capture the benefits of declining rates. While this cut into
1994 results, it was a major help so far this year. Our moves to emphasize
intermediate maturities also paid off, as interest rates on shorter instruments
declined much more than on longer ones. As always, the portfolio's major
emphasis was on corporate bonds with attractive coupons and prospects for
improved credit quality; this strategy was rewarded as spreads on most corporate
issues narrowed over the course of the year. Our posture in mortgage-backed
issues also helped as the large relative position we held there early in the
year was a major contributor to performance and we reduced our holding prior to
less positive results in that area in the second quarter. 


Market Review 


    We continue to believe that the economy will experience relatively slow
growth for the balance of the year, and that inflation pressures appear to be
well under control--a combination of circumstances that should cause rates to
decline further and asset values to continue to increase. Longer run, while the
wealth effect of booming stock and bond markets is certainly positive for the
economy's long-term growth prospects, the economy is facing a variety of
restraining influences which are unlikely to turn positive before year end. 


    Monetary policy--as reflected by a relatively large gap between very short--
term interest rates of 5.75% and core inflation which is running well below 3%--
is still tight, and the Federal Reserve is unlikely to change that basic
situation anytime soon, barring the long shot of an outright recession.
Manufacturers and retailers have still not adjusted inventory levels
sufficiently to match the pronounced slowdown in job growth, income and spending
which has dominated the economic scene this year. Fiscal policy seems determined
to be restrictive, with significant cutbacks in government spending already
taking effect. Sensitive industrial commodity prices, as well as gold, all
reflect a stable price environment and little, if any, pickup in activity. With
an apparent relaxation of

                                                                              1
Japan's deflationary monetary policies, the dollar appears to be in the
early stages of recovering from very depressed levels, particularly against the
yen; this increases the relative appeal of U.S. financial assets, but also puts
increasing competitive pressure on U.S. exporters. 


    If the past is any guide, the Fed's response to subpar growth and down-
trending inflation will likely be cautious, limiting the ability of short-term
rates to fall much from current levels; but long-term interest rates have not
fully discounted the prospects of a secular low-inflation environment. 


Portfolio Strategy 


    Consistent with this view, we are continuing to emphasize the longer-
maturity holdings we think will be most favorably impacted. We also continue to
hold the majority of Fund assets in the corporate and mortgage sectors, to
capture their higher yields. Those positions have been trimmed, however, as
those increments have declined materially in the market rally. 


Shareholder Meeting Results 


    The Fund's annual meeting of shareholders was held on April 13, 1995. Of
the 9,319,423 shares outstanding, the following shares (in thousands) were voted
at the meeting:

<TABLE>
<CAPTION>
                                       For    Against    Abstain
<S>                                  <C>       <C>        <C>
Election of seven directors:
Norman Barker, Jr.                   6,809          -        114
John E. Bryson                       6,809          -        114
Richard C. Gilman                    6,809          -        114
Gordon L. Hough                      6,809          -        114
William G. McGagh                    6,809          -        114
Ronald L. Olson                      6,809          -        114
Louis A. Simpson                     6,809          -        114

Ratification of selection of
Price Waterhouse LLP as the Fund's
independent accountants for the year
ending December 31, 1995.            6,798         16        109
</TABLE>

    As always, we renew our pledge to deliver the highest level of management
expertise to our shareholders. Please let us know if we can answer any questions
for you. 


Sincerely, 


(signature)


W. Curtis Livingston, III
President

2
<PAGE>

PACIFIC AMERICAN INCOME SHARES, INC.
DIVIDEND REINVESTMENT PLAN

    A Dividend Reinvestment Plan is available to all shareholders of record of
the Corporation. For participants in the Plan, cash dividends are automatically
reinvested in additional shares of the Corporation's stock. These shares are
purchased on the open market. Interested shareholders may obtain more
information by contacting the Dividend Reinvestment Agent, State Street Bank and
Trust, P.O. Box 8200, Boston, MA 02266.


SCHEDULE OF INVESTMENTS  June 30, 1995  (Unaudited)
<TABLE>
<CAPTION>
 Principal                                                                             Rating     Market
  Amount                                                                              (Note A)     Value
              <S>                                                                         <C>    <C>
                                             INVESTMENT SECURITIES

                              FINANCIAL AND LEASING - 7.7%
              $1,400,000      Equitable Companies, Sr . Nt., 9% due 12-15-04...........     A     $ 1,554,224
               2,700,000      Dean Witter Discover , Deb., 6.75% due 10-15-13..........     A       2,471,958
               2,630,000      PaineWebber Group, Sr . Nt., 7.625% due 2-15-14..........   Baa       2,436,748
               5,000,000      Western Financial Savings Bank, Sub. Capital
                                 Deb., 8.5% due 7-1-03.................................    Ba       4,925,000
                                                                                                   11,387,930

                              FOREIGN AND INTERNATIONAL AGENCIES
                              (Note C) - 3.2%
               4,000,000      Mexico Par-Series A&B, Deb., 6.25% due 12-31-19..........    Ba       2,435,000
               3,600,000      Rep. of Argentina, 7.313%| due 3-31-05...................    Ba       2,214,000
                                                                                                    4,649,000

                              INDUSTRIALS AND MISCELLANEOUS - 36.8%
               3,947,000      AMR Corp., Deb., 9% due 8-1-12...........................   Baa       4,168,861
               2,094,000      Auburn Hills Trust, Gtd. Exch. Ctf., 12%| due 5-1-20....     A       3,063,417
               2,000,000      Cablevision Industries, Deb., 9.25% due 4-1-08...........     B       2,070,000
               3,000,000      Coastal Corp., Sub. Nt., 11.75% due 6-15-06..............   Baa       3,240,000
               2,500,000      Harrahs Operations, Inc., Sr . Sub. Nt., 8.75% due 3-15-00   Ba       2,512,500
               2,500,000      Litton Industries, Inc., Sub. Deb., 12.625% due 7-1-05...    Ba       2,605,390
               2,242,000      Loews Corporation, Sr . Nt., 7.625% due 6-1-23...........     A       2,163,844
                 500,000      Nabisco Inc., Nt., 6.85% due 6-15-05.....................   Baa         492,720
                 900,000      Nabisco Inc., Nt., 7.55% due 6-15-15.....................   Baa         893,574
</TABLE>
                                                                              3
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
SCHEDULE OF INVESTMENTS  (Continued)
<TABLE>
<CAPTION>
              Principal                                                              Rating     Market
              Amount                                                                (Note A)     Value
              <S>                                                                      <C>        <C>
              $2,635,000      News America Holdings Incorporated, Deb.,
                                                      8.875% due 4-26-23............     Ba    $ 2,858,606
                 660,000      News America Holdings Incorporated, Deb.,
                                                      9.25% due 2-1-13..............     Ba        739,999
                 930,000      News America Holdings Incorporated, Nts.,
                                                      8.45% due 8-1-34..............     Ba      1,009,468
               2,000,000      Occidental Petroleum Company, Sr. Nt.,
                                                      11.75% due 3-15-11............    Baa      2,161,900
               3,000,000      Owens-Illinois, Inc., Deb., 11% due 12-1-03...........     Ba      3,292,500
               3,390,000      RJR Nabisco, Inc., Sr . Nt., 8.75% due 8-15-05........    Baa      3,479,123
               1,000,000      Rogers Cable System, LTD., Sr . Nt., 10% due 3-15-05.      Ba      1,027,500
               1,500,000      Safeway Inc., Sr. Sub. Nt., 10% due 12-1-01..........      Ba      1,676,250
                 900,000      Time Warner Entertainment Company, Deb.,
                                                      8.375% due 3-15-23............    Baa        886,788
               2,850,000      Time Warner Entertainment Company, L.P., Sr. Nt.,
                                                      8.375% due 7-15-33............    Baa      2,789,808
                 300,000      Time Warner, Inc., Deb., 9.125% due 1-15-13..........      Ba        311,787
                 600,000      Time Warner, Inc., Deb., 9.15% due 2-1-23............      Ba        622,302
               3,000,000      Transco Energy Company, Deb., 9.625% due 6-15-00.....     Baa      3,366,780
               3,100,000      Unisys Corporation, Sr. Nt., 10.625% due 10-1-99.....      Ba      3,332,500
               4,300,000      United Airlines, Deb., 11.21% due 5-1-14..............    Baa      5,222,221
                                                                                                53,987,838
</TABLE>
4
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
SCHEDULE OF INVESTMENTS  (Continued)
<TABLE>
<CAPTION>
             Principal                                                                Rating     Market
              Amount                                                                 (Note A)     Value
             <S>                                                                        <C>       <C>
                            MORTGAGE-BACKED SECURITIES - 8.4%
             $ 450,732      Federal Home Loan Mortgage Corp., PC, 10.25%
                            due 5-1-09................................................    Aaa    $  483,063
               126,543      Federal Home Loan Mortgage Corp., PC, 10.75%
                            due 7-1-00................................................    Aaa       136,745
               695,599      Federal Home Loan Mortgage Corp., CMO, 11.875%
                            due 6-15-13...............................................    Aaa       740,432
             3,266,823      Federal Home Loan Mortgage Corp., Ser . 124A PC
                            Remic, 8.5% due 3-15-97...................................    Aaa     3,287,630
               346,992      Federal National Mortgage Assoc., 10.5% due 7-1-09........    Aaa       377,281
               220,110      Glendale Federal Savings and Loan Assoc., Mtg.-Bk. Ctf.,
                            Ser. A, 9.125% Pass-Through due 1-25-08..................     Aa       220,110
               263,086      Gov't Nat'l Mortgage Assoc., GPM II, 12.25% due 3-20-14.      Aaa       291,697
               220,132      Gov't Nat'l Mortgage Assoc., 9% due 9-15-19...............    Aaa       232,429
                43,808      Granite Home Loan, Mtg. Ctf., 13.5% due 1-1-99
                            (Note B)..................................................     NR        43,808
               166,955      Home Savings and Loan Association, Mtg. Pass-Through
                            Ctf., Fourth Series, 10% Pass-Through Rate due 6-1-09.....     Aa       166,955
               272,634      Marine Midland, Ser . 1990-3 A4 Mtg. Pass-Through Ctf.,
                            10% due 6-25-20...........................................     Aa       272,634
             1,761,328      Resolution Trust Corporation, Mtg. Pass-Through Ctf.,
                            Series 1991-M1 A1, 7.408%| due 5-25-19.....................    Aa     1,689,499
             4,000,000      Resolution Trust Corporation, Mtg. Pass-Through Ctf.,
                            Series 1993-C1 C, 9.4% due 5-25-24.........................    Aa     4,154,376
               216,586      Valley Federal S&L, Manufactured Housing PC, 13.25%
                            due 1-15-99 (Note B)......................................     NR       216,586
                                                                                                 12,313,245
</TABLE>
                                                                              5
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
SCHEDULE OF INVESTMENTS  (Continued)
<TABLE>
<CAPTION>
 Principal                                                                   Rating      Market
 Amount                                                                     (Note A)     Value
              <S>                                                             <C>       <C>
                              UTILITIES - GAS AND ELECTRIC - 16.7%
            $1,080,000      CN Yankee Atomic Mtg., Ser . A, 12% due 6-1-00   Baa     $1,144,800
             3,500,000      First PV Funding Corporation, Deb., 10.15%
                            due 1-15-16...................................     B      3,600,625
             5,000,000      Long Island Lighting Co., Deb., 7.05%
                            due 3-15-03...................................    Ba      4,580,150
             2,500,000      Long Island Lighting Co., Gen. & Ref. Mtg., 9%
                            due 11-1-22...................................    Ba      2,321,350
             2,000,000      Louis Dreyfus Natural Gas, Sr . Sub. Nts., 9.25%
                            due 6-15-04...................................    Ba      2,104,254
             2,298,000      North Atlantic Energy , 1st Mtg., 9.05%
                            due 6-1-02....................................    Ba      2,301,976
             2,488,000      PNPP II Funding Corp., CLB, 9.12% due 5-30-16.   Baa      2,338,297
             4,000,000      Sithe/Independence Funding Corporation, Nt., 9%
                            due 12-30-13 (Note D)........................    Baa      4,228,920
             1,900,000      Systems Energy Resources, Inc., Deb., 7.43%
                            due 1-15-11..................................    Baa      1,837,604
                                                                                     24,457,976
                            U.S. GOVERNMENT AND AGENCIES - 16.8%
             3,000,000      Federal National Mortgage Assoc., 8% due 4-25-06...    Aaa      3,124,680
             3,175,000      Resolution Funding Corporation, 8.875% due 4-15-30.    Aaa      4,033,234
             1,870,000      U.S. Treasury Bonds, 11.625% due 11-15-04..........    Aaa      2,570,670
             2,810,000      U.S. Treasury Bonds, 12% due 8-15-13...............    Aaa      4,144,750
             6,620,000      U.S. Treasury Bonds, 8.125% due 8-15-19............    Aaa      7,701,973
             1,410,000      U.S. Treasury Notes, 5.75% due 8-15-03.............    Aaa      1,367,037
               390,000      U.S. Treasury Notes, 7.875% due 11-15-04...........    Aaa        434,362
             1,300,000      U.S. Treasury Notes, 6.5% due 5-15-05..............    Aaa      1,327,625
                                                                                           24,704,331
                            Total Investment Securities - 89.6%                           131,500,320
</TABLE>
6
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
SCHEDULE OF INVESTMENTS  (Continued)
<TABLE>
<CAPTION>
 Principal                                                                     Market
  Amount                                                                        Value
<C>            <S>                                                               <C>
                                SHORT-TERM SECURITIES - 8.4%
               $ 2,359,000      Goldman Sachs, Repurchase Agreement,
                                6% dated 6-30-95, to be
                                repurchased at $2,360,180
                                on 7-3-95 (Collateral: $1,695,000
                                U.S. Treasury Notes, 12% due 5-15-05, 
                                value $2,421,000).......................      $  2,359,000
                10,000,000      Federal National Mortgage Assoc.,
                                Discount Note, 5.91% due 7-5-95.........         9,993,433
                                Total Short-Term Securities                     12,352,433
                                Total Investments - 98.0%                     $143,852,753
</TABLE>
    Note A - The rating shown is the higher of the ratings provided by Moody's
Investors Service or Standard and Poor's Corporation. Securities issued and/or
guaranteed by the U.S. Government or any of its agencies, when not rated by
Moody's or Standard and Poor's, are considered to be Aaa. 

    Note B - The Company purchased Granite Home Loan Mortgage Certificates at
98.958, and Valley Federal S&L Manufactured Housing Participation Certificates
at 99.5, in private placement transactions on December 22, 1983 and January 30,
1984, respectively. These investments are restricted as to resale and amounted
to approximately $260,000 (0.2% of net assets) at June 30, 1995. Restricted
securities have been valued at fair value in accordance with valuation methods
approved by the Board of Directors. Such approved methods reflect the Board's
consideration of, among other things, the financial condition of the issuer,
pricing opinions of two outside broker-dealers, current interest rates and the
maturity of the security. The Company will bear the costs incurred, if any, in
connection with any future disposition of these securities. 

    Note C - Foreign securities are denominated and traded in U.S. dollars. 

    Note D - Rule 144a security. 

|The rate shown is the rate as of June 30, 1995. 

See notes to financial statements.

                                                                              7
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
STATEMENT OF ASSETS AND LIABILITIES June 30, 1995   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                          <C>              <C>
ASSETS:
   Investment securities at market value
     (Cost $123,910,128).................................... $131,500,320
   Short-term securities - at cost plus interest earned.....   12,352,433
      Total investments.....................................                  $143,852,753
   Cash.....................................................                           283
   Accrued interest.........................................                     2,964,058
   Other assets.............................................                        14,521
                                                                               146,831,615
LIABILITIES:
   Accrued expenses.........................................       41,430
   Investment Advisory fee payable..........................       63,568
                                                                                   104,998
NET ASSETS - equivalent to $15.74 per share on
   9,319,423 shares of Common Stock outstanding.............                  $146,726,617


SUMMARY OF STOCKHOLDERS' EQUITYS:
   Common Stock, par value $.01 per share: authorized
     10,000,000 shares; issued and outstanding
       9,319,423 shares..................................... $     93,194
   Capital surplus..........................................  141,490,573
   Undistributed net investment income......................      376,335
   Accumulated net realized loss on investments.............   (2,823,677)
   Unrealized appreciation of investments...................    7,590,192
   Net assets applicable to outstanding Common Stock........                  $146,726,617
</TABLE>

See notes to financial statements

8
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
STATEMENT OF OPERATIONS  (Unaudited)
<TABLE>
<CAPTION>
                                                             For the Six Months
                                                             Ended June 30, 1995
<S>                                                          <C>              <C>
INVESTMENT INCOME:
Income:
   Interest.................................................                  $ 6,150,774
Expenses:
   Advisory fee............................................. $    364,014
   Transfer agent and shareholder servicing expense........        38,525
   Custodian fees...........................................       37,621
   Directors' fees and expenses.............................       24,890
   Printing, stationery, and reports to
     shareholders...........................................       21,485
   Legal and auditing fees..................................       18,438
   Taxes, other than federal income taxes...................       17,692
   Registration fees........................................        7,590
   Other expenses...........................................       12,762
                                                                                  543,017
       Net investment income................................                    5,607,757

REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
   Net realized gain on investments
     (excluding short-term securities):
       Proceeds from sales of investments...................   93,338,452
       Cost of securities sold on basis of
         identified cost....................................  (92,955,962)
          Net realized gain of investments..................                      382,490
   Unrealized appreciation (depreciation) of
     investments:
       End of period appreciation...........................    7,590,192
       Beginning of period depreciation.....................   (5,498,961)
          Increase in unrealized appreciation...............                   13,089,153
          Net realized and unrealized gain on
            investments.....................................                   13,471,643
   Increase in net assets resulting from operations.........                  $19,079,400
</TABLE>
See notes to financial statements.

                                                                             9
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                      For the Six          For the
                                                      Months Ended       Year Ended
                                                      June 30, 1995    December 31, 1994
                                                       (Unaudited)
<S>                                                     <C>              <C>
Operations:
  Net investment income................................ $  5,607,757     $ 11,493,894
  Net realized gain (loss) on investments..............      382,490       (2,994,572)
  Increase (decrease) in unrealized appreciation of
     investments.......................................   13,089,153      (14,755,901)
  Increase (decrease) in net assets resulting from
     operations........................................   19,079,400       (6,256,579)
Distributions to shareholders from:
  Net investment income................................   (5,591,654)     (11,183,308)
  Net realized gain on investments.....................            -         (745,554)
     Total increase (decrease).........................   13,487,746      (18,185,441)
Net Assets:
  Beginning of period..................................  133,238,871      151,424,312
  End of period (including undistributed net investment
     income of $376,335 and $360,232, respectively).    $146,726,617     $133,238,871
</TABLE>
See notes to financial statements.


10
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
NOTES TO FINANCIAL STATEMENTS   (Unaudited)

NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
    The Company is registered under the Investment Company Act of 1940 as a
diversified, closed-end management investment company. The significant 
accounting policies of the Company, which are in accordance with generally 
accepted accounting principles for investment companies, include the following:

    (a) Cash -- Cash includes demand deposits held with the Company's custodian
and does not include short-term investments. 


    (b) Investments -- Security transactions are recorded on the trade date.
Investment securities owned at June 30, 1995 are reflected in the accompanying
Schedule of Investments at their value on June 30, 1995. In valuing portfolio
securities, securities listed or traded on a national securities exchange are
valued at the last sales price on the last business day of the period. Each
security traded in the over-the-counter market, including listed debt securities
whose primary market is believed to be over-the-counter, is generally valued at
the mean of the bid prices at the time of computation. Prices are obtained from
at least two dealers regularly making a market in the security, unless such
prices can be obtained from only a single market maker. The method of valuing
restricted securities is described in Note B to the Schedule of Investments. The
difference between cost and market value is reflected separately as unrealized
appreciation of investments. Short-term securities are generally stated at cost
plus interest earned, which approximates market value. 


    The net realized gain or loss on investment transactions is determined for
federal income tax and financial reporting purposes on the basis of identified
cost. Purchases and sales of securities other than short-term and U.S.
government securities for the six months ended June 30, 1995 aggregated
$19,548,036 and $26,700,800, respectively. Purchases and sales of U.S.
government securities were $53,997,809 and $66,637,653, respectively, for the
six months ended June 30, 1995. As of June 30, 1995, unrealized appreciation for
federal income tax and financial reporting purposes aggregated $7,590,192 of
which $8,785,827 related to appreciated securities and $1,195,635 related to
depreciated securities. The aggregate cost of investment securities owned for
federal income tax purposes was $136,262,561 at June 30, 1995. 


    (c) Recognition of income, expense and distributions to shareholders -- The
Company accrues interest income and certain expenses on a daily basis. Dividends
are recorded on the ex-dividend date. 


    (d) Federal income taxes -- No provision for federal income or excise taxes
has been made in the accompanying financial statements because the Company
intends to distribute to its shareholders substantially all of its taxable net
income and realized capital gains, and otherwise comply with the Internal
Revenue Code provisions applicable to regulated investment companies.

                                                                             11
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
NOTES TO FINANCIAL STATEMENTS   (Continued)

NOTE 2 - INVESTMENT ADVISORY AGREEMENT AND AFFILIATED PERSONS
    The Company has entered into an investment advisory agreement with Western
Asset Management Company ("Adviser"), which is a wholly owned subsidiary of Legg
Mason, Inc., pursuant to which the Adviser provides investment advice and
administrative services to the Company. In return for its advisory services, the
Company pays the Adviser a monthly fee at an annual rate of 0.7% of the average
monthly net assets of the Company up to $60,000,000 and 0.4% of such net assets
in excess of $60,000,000. If expenses (including the Adviser's fee but excluding
interest, taxes, brokerage fees, the expenses of any offering by the Company of
its securities and extraordinary expenses beyond the control of the Company)
borne by the Company in any fiscal year exceed 1.5% of average net assets up to
$30,000,000 and 1% of average net assets over $30,000,000, the Adviser will
reimburse the Company for any excess. No expense reimbursement is due for the
six months ended June 30, 1995 nor for the year ended December 31, 1994.

NOTE 3 - QUARTERLY RESULTS OF OPERATIONS:
<TABLE>
<CAPTION>

                                                                                 Three Months Ended
                                                          June 30, 1995     March 31, 1995  Dec. 31, 1994  Sept. 30, 1994
<S>                        <C>                               <C>             <C>           <C>             <C>
Investment income          Total..........................    $ 3,114,653    $3,036,121    $ 3,084,482     $ 3,233,052
Net investment income      Total..........................      2,805,108     2,802,649      2,778,236       3,006,269
                           Per Share......................           .301          .301           .298            .323

Net realized and
  unrealized gain
  (loss) on
  investments              Total..........................     12,020,012     1,451,631     (1,842,315)     (2,500,960)
                           Per Share......................          1.290          .156          (.198)          (.268)

<CAPTION>
                                                                                Three Months Ended
                                                          June 30, 1994     March 31, 1994  Dec. 31, 1993  Sept. 30, 1993
<S>                      <C>                                  <C>             <C>             <C>             <C>
Investment income         Total..........................    $ 3,106,948     $ 3,140,450     $ 3,223,233     $ 3,249,811
Net investment income     Total..........................      2,841,919       2,867,470       2,936,709       2,986,912
                          Per Share......................           .305            .308            .318            .324

Net realized and
  unrealized gain
  (loss) on
  investments             Total..........................     (5,992,323)     (7,414,875)     (3,037,086)      5,141,164
                          Per Share......................          (.643)         (.796)           (.288)           .487
</TABLE>




12
<PAGE>
PACIFIC AMERICAN INCOME SHARES, INC.
NOTES TO FINANCIAL STATEMENTS   (Continued)

NOTE 4 - FINANCIAL HIGHLIGHTS:
    Contained below is per share operating performance data for a share of
common stock outstanding, total investment return, ratios to average net assets
and other supplemental data. This information has been derived from information
provided in the financial statements and market price data for the Company's
shares.
<TABLE>
<CAPTION>

                             For the Six
                             Months Ended         For the Years Ended December 31,
                             June 30, 1995    1994      1993       1992        1991      1990
                                                                             (Unaudited)
<S>                                <C>        <C>       <C>        <C>         <C>       <C>
PER SHARE OPERATING
  PERFORMANCE:
Net asset value, beginning of
  period.......................... $14.30     $16.25     $15.94     $16.06     $14.62     $15.24
  Net investment income...........    .60       1.23       1.27       1.38       1.47       1.47
  Net gain (loss) on securities
    (realized and unrealized).....   1.44      (1.90)       .84        .39       1.43       (.63)
Total from investment operations     2.04       (.67)      2.11       1.77       2.90        .84
Distributions paid from:
  Net investment income...........   (.60)     (1.20)     (1.28)     (1.40)     (1.46)     (1.46)
  Net realized gain on investments      -       (.08)      (.52)         -          -          -
Dilutive effect of stock issuance.      -          -          -       (.49)         -          -
Net asset value, end of period.... $15.74     $14.30     $16.25     $15.94     $16.06     $14.62
Market value per share, end of
  period.......................... $14.50    $13.125    $16.375    $15.625     $15.75     $13.75

TOTAL RETURN:
Based on market value per share     15.09%(B) (12.75%)   16.57%      8.17%      25.82%     (1.31%)

RATIOS TO AVERAGE NET
  ASSETS:
Expenses..........................    .78%(C)   .76%      .72%(A)     .79%(A)     .84%(A)    .89%(A)
Net investment income.............   8.03%(C)  8.20%     7.71%       8.31%       9.60%     10.02%
SUPPLEMENTAL DATA:
Portfolio turnover rate........... 108.89%(C) 116.19%  130.25%      83.51%      41.52%     48.48%
Net assets at end of period
  (in thousands).................. $146,727  $133,239 $151,424    $142,311    $107,735    $98,102
</TABLE>

(A) Exclusive of expenses relating to Convertible Notes which were converted in
    1993. 

(B) Not annualized. 

(C) Annualized.


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