SB
Municipal
High Income
Fund Inc.
[GRAPHIC OMITTED]
Annual
Report
[CLIP ART]
October
31, 1999
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Municipal High Income Fund Inc.
Dear Shareholder:
We are pleased to provide the annual report for the Municipal High Income
Fund Inc. ("Fund") for the year ended October 31, 1999. We hope you find this
report useful and informative. In this report, we summarize the period's
prevailing economic and market conditions and outline our portfolio strategy. A
detailed summary of the Fund's performance can be found in the sections that
follow.
The table below shows the annualized distribution rates and total returns
based on the Fund's October 31, 1999 net asset value ("NAV") per share and its
New York Stock Exchange ("NYSE") closing price.
Price Annualized Twelve-Month
Per Share Distribution Rate(1) Total Return
--------- -------------------- ------------
$9.00 (NAV) 6.47% (1.79)%
$8.00 (NYSE) 7.28% (15.76)%
Over the twelve-month period covered by this report, the Fund paid income
dividends totaling $0.59 per share and posted a negative total return of 1.79%
on NAV. In comparison, the Fund's Lipper, Inc. peer group returned an average of
negative 2.93% for the same period. (Lipper, Inc. is an independent fund
tracking organization.)
Market and Economic Overview
In our opinion, fixed-income markets have recently been held in check due
to concerns about the strength of the U.S. economy and the potential for
additional interest rate increases by the Federal Reserve Board ("Fed"). Against
this backdrop, yields on long-term municipal bonds have increased in recent
months. With long-term municipal yields close to 6% and a steep yield curve, we
believe extending maturities is a sound strategy. (The yield curve is a
graphical depiction of the difference between short- and long-term rates.)
Indeed, since the most recent peak in late June, the yield on current
coupon long-term U.S. Treasury bonds is up roughly 20 basis points. (A basis
point is the smallest measurement in quoting yields, equal to 1/100 of one
percent or 0.01%.) For the same period, the yield on long-term municipals was up
more than 50 basis points. Taking a slightly longer view, long-term municipal
yields are up nearly 90 basis points from their lows in late January 1999. As a
result, we believe the outlook for long-term municipal yields is now more
promising than in recent months.
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(1) This distribution assumes a current monthly income dividend rate of $0.0485
per share for twelve months.
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The slope of the municipal yield curve has remained steep, reflecting many
investors' aversion to market risk. In the municipal bond market, insured
20-year general obligation bonds yield approximately 210 basis points greater
than one-year paper. In comparison, 30-year Treasuries yield roughly 90 basis
points more than one-year issues. In our opinion, the "extra" slope resulting
from this risk aversion makes longer-term municipal bonds a solid investment
opportunity. Long-term municipal bonds are yielding approximately 95% of
long-term U.S. Treasury bonds. Under typical market conditions, municipal bonds
yield roughly 85% of similar maturity Treasuries.
The bond market has had many reasons to trade lower recently, and has
resisted them. The decline of the U.S. dollar against the Japanese yen has had a
negative impact on the bond markets during the period under review. However,
because the U.S. dollar's weakness has been limited to the yen, there has been
little concern about possible capital outflows from the U.S. or an increase in
domestic inflation.
Similarly, the recent rise in oil prices has not translated into higher
bond yields because inflation appears to be well contained. The same holds true
for the recent surge in gold prices, which we do not view as a sign of either
higher inflation or higher yields. Despite these potential problems for the bond
market, the yield for the 30-year Treasury bond has remained within a narrow 40
basis-point trading range since the beginning of June 1999, trading just above
6%.
On an optimistic note, the lack of supply in the market has been a
positive factor for bonds. As the U.S. Treasury Department continues to pay down
the national debt, the latest figures from the Clinton Administration show an
estimated budget surplus of roughly $115 billion for the current fiscal year.
Investment Strategy
The Fund's investment objective is to provide high levels of current
income exempt from federal income taxation.(2) In seeking to achieve the Fund's
objective, we have maintained broad diversification across a number of
investment sectors that we believe offer high-yield potential as well as
relative price stability. At the close of the reporting period, the Fund's
assets were concentrated in hospital bonds (15.6%), transportation bonds
(15.2%), and multi-family housing bonds (11.2%).
As of October 31, 1999, approximately 34% of the Fund's holdings were
rated investment grade (BBB/Baa and higher) by either Standard and Poor's
Ratings Service or Moody's Investors Service, Inc., and about 4% of the Fund's
portfolio was invested in AAA-rated bonds, the highest rating. (Standard and
Poor's Ratings Service and Moody's Investors Service, Inc. are two major credit
reporting and bond rating agencies.)
- ----------
(2) Please note that a portion of the Fund's income may be subject to the
Alternative Minimum Tax ("AMT").
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Municipal Bond Market Outlook
The U.S economy appears to be in a tug-of-war. On the one hand, inflation
appears to be well contained. On the other hand, most economic observers --
including most Fed officials -- want the U.S. economy to slow from its current
4% annual growth rate in order to forestall a possible rebound in inflation. We
believe that a modest amount of additional restraint could put the U.S. economy
on a path toward sustainable, non-inflationary growth.
We believe that the recent rise in interest rates has currently created
several buying opportunities which should enable us to maintain a competitive
level of tax-exempt income for our shareholders consistent with prudent
investing and careful assessment of credit quality. Yields on municipal
securities have risen quite substantially and the long end of the yield curve
continues to favor municipal bonds. We also think that current market conditions
should be supportive for municipal bonds for the remainder of 1999.
Amid recent heavy issuance, municipal securities have become so plentiful
that many prices have declined to yearly lows. This increased volume has
resulted in lower prices and higher yields. However, municipal bonds could
become a scarce commodity as the calendar nears January 1, 2000 and therefore
may represent opportunities.
In closing, we thank you for your investment in the Municipal High Income
Fund Inc. We look forward to continuing to help you pursue your financial goals.
Sincerely,
/s/ Heath B. McLendon /s/ Peter M. Coffey
Heath B. McLendon Peter M. Coffey
Chairman Vice President and
Investment Officer
November 15, 1999
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Take Advantage of the Fund's Dividend Reinvestment Plan!
Did you know that Fund investors who reinvest their dividends are taking
advantage of one of the most effective wealth-building tools available today?
Systematic investments put time to work for you through the strength of
compounding.
As an investor in the Fund, you can participate in its Dividend Reinvestment
Plan ("Plan"), a convenient, simple and efficient way to reinvest your dividends
and capital gains, if any, in additional shares of the Fund. A more complete
description of the Plan begins on page 26. Below is a short summary of how the
Plan works.
Plan Summary
If you are a Plan participant who has not elected to receive your dividends in
the form of a cash payment, then your dividend and capital gain distributions
will be reinvested automatically in additional shares of the Fund.
The number of common stock shares in the Fund you will receive in lieu of a cash
dividend is determined in the following manner. If the market price of the
common stock is equal to or higher than 98% of the net asset value ("NAV") per
share on the date of valuation, you will be issued shares for the equivalent of
either 98% of the most recently determined NAV per share or 95% of the market
price, whichever is greater.
If 98% of the NAV per share at the time of valuation is greater than the market
price of the common stock, or if the Fund declares a dividend or capital gains
distribution payable only in cash, the Fund will buy common stock for your
account in the open market or on the New York Stock Exchange.
If the Fund begins to purchase additional shares in the open market and the
market price of the shares subsequently rises above 98% of the NAV before the
purchases are completed, the Fund will attempt to cancel any remaining orders
and issue the remaining dividend or distribution in shares at 98% of the Fund's
NAV per share. In that case, the number of Fund shares you receive will be based
on the weighted average of prices paid for shares purchased in the open market
and the price at which the Fund issues the remaining shares.
To find out more detailed information about the Plan and about how you can
participate, please call PFPC Global Fund Services (formerly known as First Data
Investor Services Group, Inc.) at (800) 331-1710.
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4
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<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments
October 31, 1999
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<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Alabama -- 4.1%
$ 125,000 Aaa* Alabama HFA, Single-Family Housing Revenue,
10.500% due 12/1/02 ............................................. $ 130,469
1,000,000 Baa3* Alabama State IDA, Solid Waste Disposal Revenue, Pine City
Fiber Co., Remarketed 1/2/97, 6.450% due 12/1/23 (b) ............ 973,750
4,000,000 BBB Butler, AL IDB, Solid Waste Disposal Revenue,
(James River Corp. Project), 8.000% due 9/1/28 (b)(c) ........... 4,360,000
1,000,000 CCC Mobile, AL IDB, Solid Waste Disposal Revenue,
(Mobile Energy Services Co. Project), 6.950% due 1/1/20 ......... 530,000
1,000,000 AAA West Jefferson, AL Amusement & Public Park Authority
Revenue, (Visionland Project), (Pre-Refunded -- Escrowed
with U.S. government securities to 12/1/06 Call @ 102),
8.000% due 12/1/26 .............................................. 1,196,250
------------
7,190,469
------------
Arizona -- 0.8%
1,750,000 BBB- Gila County, AZ IDA Revenue, ASARCO Inc.,
5.550% due 1/1/27 ............................................... 1,461,250
------------
Colorado -- 2.8%
2,000,000 NR Colorado Health Facilities Authority Revenue, (Beth Israel
at Shalom Park Project), 7.250% due 12/15/25 .................... 2,037,500
Denver, CO City & County Airport Revenue, Series A:
1,505,000 BBB+ 8.500% due 11/15/23 (b) ......................................... 1,585,969
1,175,000 BBB+ 8.000% due 11/15/25 (b) ......................................... 1,232,281
------------
4,855,750
------------
Connecticut -- 2.0%
Connecticut State Development Authority:
1,735,000 NR Aquarium Project Revenue, (Mystic Marinelife Aquarium
Project), Series A, 7.000% due 12/1/27 ........................ 1,748,012
1,500,000 NR Health Care Revenue, (Independent Living Project),
(Pre-Refunded -- Escrowed with state & local government
securities to 7/1/03 Call @ 102), Series B,
8.000% due 7/1/17 ............................................. 1,665,000
------------
3,413,012
------------
Delaware -- 0.5%
1,000,000 NR Sussex County, DE Assisted Living Facility Revenue,
(Heritage at Milford Project), 7.250% due 7/1/29 ................ 955,000
------------
Florida -- 4.2%
2,000,000 NR Florida Housing Finance Corp., Multi-Family Housing Revenue,
(Whistlers Cove Apartment Project), 6.500% due 1/1/39 (b) ....... 1,815,000
2,750,000 NR Hillsborough County, FL IDA Revenue, (Lakeshore Villas
Project), Sr. Series A, 6.750% due 7/1/29 ....................... 2,578,125
875,000 NR Homestead, FL IDR, Community Rehabilitation Providers
Program, Series A, 7.950% due 11/1/18 ........................... 915,469
2,000,000 BBB- Martin County, FL IDA, IDR, (Indiantown Cogeneration
Project), Series A, 7.875% due 12/15/25 (b) ..................... 2,025,000
------------
7,333,594
------------
</TABLE>
See Notes to Financial Statements.
5
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
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<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Georgia -- 4.7%
$1,500,000 NR Atlanta, GA Urban Residential Finance Authority,
Multi-Family Housing Revenue, Park Place Apartments,
Series A, 6.750% due 3/1/31 ..................................... $ 1,402,500
2,000,000 NR Clayton County, GA Development Authority Revenue,
Senior Care Group Inc., (Bayberry Project),
Series A, 6.750% due 7/1/29 ..................................... 1,817,500
3,000,000 NR Forsyth County, GA Hospital Authority, Revenue Anticipation
Certificates, (Baptist Health Care System Project),
6.375% due 10/1/28 .............................................. 2,662,500
1,435,000 NR Savannah, GA EDA Revenue, Marshview Inn, Series A,
7.125% due 7/1/29 ............................................... 1,332,756
1,000,000 NR Walton County, GA IDA, IDR, (Walton Manufacturing Co.
Project), 8.500% due 9/1/07 ..................................... 1,073,750
------------
8,289,006
------------
Illinois -- 2.4%
6,750,000 AAA Chicago, IL Board of Education, Capital Appreciation GO,
(School Reform Project), Series B-1, FGIC-Insured,
zero coupon bond to yield 5.220% due 12/1/31 .................... 894,375
2,000,000 A- Illinois Development Finance Authority, Hospital Revenue,
Adventist Health System/Sunbelt Obligation Group,
5.500% due 11/15/29 ............................................. 1,680,000
1,500,000 A+ Illinois Housing Development Authority, Multi-Family
Housing Program, Series 5, 6.750% due 9/1/23 .................... 1,576,875
------------
4,151,250
------------
Indiana -- 3.6%
2,500,000 BB East Chicago, IN PCR, (Inland Steel Co. Project No. 10),
6.800% due 6/1/13 ............................................... 2,400,000
1,000,000 B+ Indiana State Development Finance Authority, PCR, (Inland
Steel Co. Project No. 13), 7.250% due 11/1/11 (b) ............... 991,250
2,000,000 Baa2* Indianapolis, IN Airport Authority Revenue,
(United Airlines Inc. Project), Series A, 6.500%
due 11/15/31 (b) ................................................ 1,945,000
1,000,000 NR Indianapolis, IN Multi-Family Revenue, (Lake Nora
Fox Club Project), Series B, 7.500% due 10/1/29 ................. 973,750
------------
6,310,000
------------
Kentucky -- 1.5%
1,500,000 BBB- Kenton County, KY Airport Board Revenue, (Delta Airlines
Project), Series A, 7.500% due 2/1/20 (b) ....................... 1,580,625
1,000,000 A Pendleton County, KY Multi-County Lease Revenue,
(Kentucky Association of Counties Leasing Trust Program),
Series A, 6.500% due 3/1/19 ..................................... 1,027,500
------------
2,608,125
------------
</TABLE>
See Notes to Financial Statements.
6
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Louisiana -- 4.0%
$1,200,000 A3* Lake Charles, LA Harbor & Terminal District, Port Facilities
Revenue, (Trunkline LNG Co. Project), 7.750% due 8/15/22 ........ $ 1,306,500
Port New Orleans, LA IDR:
Avondale Industries, Inc. Project:
1,400,000 NR 8.250% due 6/1/04 ............................................. 1,489,250
3,000,000 NR 8.250% due 6/1/14 ............................................. 3,255,000
1,000,000 CC Continental Grain Co. Project, 7.500% due 7/1/13 ................ 1,001,250
------------
7,052,000
------------
Maine -- 0.0%
Maine State Housing Authority, Mortgage Purchase Revenue:
15,000 AA Series C-2, 7.000% due 11/15/32 (b) ............................. 15,412
20,000 AA Series D-1, 8.300% due 11/15/28 (b) ............................. 20,189
------------
35,601
------------
Massachusetts -- 10.0%
1,000,000 NR Massachusetts State Development Finance Agency Revenue,
Alliance Health Care Facility, Series A, 7.100% due 7/1/32 ...... 952,500
Massachusetts State Health & Educational Facilities
Authority Revenue:
1,000,000 BBB Caritas Christi Obligation Group, Series A,
5.625% due 7/1/20 ........................................... 840,000
1,250,000 Ba2* Saint Memorial Medical Center Project,
Series A, 6.000% due 10/1/23 ................................ 1,092,187
1,920,000 Aa3* Massachusetts State HFA, Single-Family Housing Revenue,
Series 38, 7.200% due 12/1/26 (b) ............................... 1,958,400
Massachusetts State Industrial Finance Agency Revenue:
2,000,000 NR Assisted Living Facility, (Marina Bay LLC Project),
7.500% due 12/1/27 (b) ........................................ 2,027,500
Chestnut Knoll Project, Series A:
2,250,000 NR 5.500% due 2/15/18 ............................................ 1,954,687
500,000 NR 5.625% due 2/15/25 ............................................ 422,500
Resource Recovery, (SEMASS Partnership Project):
1,700,000 NR Series A, 9.000% due 7/1/15 ................................... 1,838,125
5,840,000 NR Series B, 9.250% due 7/1/15 (b) ............................... 6,321,800
------------
17,407,699
------------
Michigan -- 3.6%
2,000,000 BB- Detroit, MI Local Development Finance Authority,
Tax Increment, Series A, 5.500% due 5/1/21 ...................... 1,800,000
Garden City, MI Hospital Finance Authority, Hospital Revenue,
Garden City Hospital Obligation Group, Series A:
2,000,000 NR 5.625% due 9/1/10 ............................................. 1,800,000
1,000,000 NR 5.750% due 9/1/17 ............................................. 868,750
2,000,000 NR Michigan State Strategic Fund, Resource Recovery Limited
Obligation Revenue, Central Wayne Energy Recovery LP,
Series A, 6.900% due 7/1/19 (b) ................................. 1,857,500
------------
6,326,250
------------
</TABLE>
See Notes to Financial Statements.
7
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Minnesota -- 1.9%
$1,440,000 AA+ Minnesota State HFA, Single-Family Mortgage Revenue,
Series H, 6.700% due 1/1/18 ..................................... $ 1,494,000
2,000,000 NR Sartell, MN Health Care & Housing Facilities Revenue,
(Foundation for Healthcare Project), Series A,
6.500% due 9/1/16 ............................................... 1,852,500
------------
3,346,500
------------
Montana -- 2.5%
4,530,000 NR Montana State Board of Investment Resource Recovery
Revenue, (Yellowstone Energy LP Project),
7.000% due 12/31/19 (b) ......................................... 4,354,463
------------
New Hampshire -- 0.8%
1,000,000 BBB- New Hampshire Higher Educational & Health Facilities
Authority Revenue, New Hampshire College,
6.375% due 1/1/27 ............................................... 957,500
500,000 BBB- New Hampshire State Business Finance Authority, PCR,
(Public Service Co. of New Hampshire), Series D,
Remarketed 5/1/98, 6.000% due 5/1/21 (b) ........................ 458,750
------------
1,416,250
------------
New Jersey -- 5.3%
3,000,000 B1* Camden County, NJ Improvement Authority Revenue, (Health
Care Redevelopment Project -- Cooper Health System),
5.875% due 2/15/15 .............................................. 2,253,750
1,000,000 BBB- Hudson County, NJ Improvement Authority, Solid Waste
System Revenue, Series 1, 6.000% due 1/1/29 ..................... 955,000
1,000,000 NR New Jersey EDA, Healthcare Facility Revenue, (Sayreville
Senior Living Project), Series A, 6.375% due 4/1/29 ............ 888,750
New Jersey Health Care Facilities Financing Authority Revenue:
Palisades Medical Center Obligation Group:
735,000 Baa3* 7.600% due 7/1/21 ............................................. 757,050
1,150,000 Aaa* Pre-Refunded -- Escrowed with U.S. government
securities to 7/1/02 Call @ 102, 7.600% due 7/1/21 .......... 1,257,813
1,000,000 NR Raritan Bay Medical Center, 7.250% due 7/1/27 .................... 940,000
2,200,000 NR New Jersey State Educational Facilities Authority Revenue,
Fairleigh Dickinson University, Series C, 6.625% due 7/1/23 ..... 2,211,000
------------
9,263,363
------------
New Mexico -- 0.4%
605,000 AAA New Mexico Mortgage Finance Authority, Single-Family
Mortgage Program, Series B, FHA-Insured,
8.300% due 3/1/20 (b) ........................................... 635,250
------------
</TABLE>
See Notes to Financial Statements.
8
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
New York -- 6.8%
$ 400,000 A-1+ Long Island Power Authority, NY Electric System Revenue,
Sub-Series 5, 3.500% due 5/1/33 (d) ............................. $ 400,000
1,900,000 NR Monroe County, NY IDR Agency, (Empire Sports Project),
Series A, 6.250% due 3/1/28 ..................................... 1,702,875
100,000 A-1+ New York City, NY City Municipal Water Finance Authority,
Water & Sewer System Revenue, Series G,
3.500% due 6/15/24 (d) .......................................... 100,000
1,500,000 NR New York City, NY IDA, Civic Facility Revenue,
7.500% due 8/1/26 ............................................... 1,518,750
New York State Energy, Research & Development Authority,
Electric Facility Revenue, LILCO, Series A:
520,000 Aaa* 7.150% due 12/1/20 (b) ........................................ 551,200
1,430,000 A- Pre-Refunded -- Escrowed with U.S. government
securities to 6/15/02 Call @ 102,
7.150% due 12/1/20 (b)(e) ................................... 1,540,825
2,750,000 NR Port Authority of NY & NJ, Special Obligation Revenue, Fifth
Installment, (KIAC Partners Project), Series 4,
6.750% due 10/1/19 (b) .......................................... 2,832,500
Suffolk County, NY Industrial Development Agency:
1,000,000 NR Civic Facility Revenue, Southampton Hospital Association,
Series A, 7.250% due 1/1/20 ................................... 982,500
2,500,000 NR Nissequogue Cogeneration Partners Facility, IDR,
5.500% due 1/1/23 (b) ......................................... 2,190,625
------------
11,819,275
------------
North Carolina -- 4.9%
3,000,000 NR Charlotte, NC Special Facilities Revenue, Charlotte/Douglas
International Airport, 5.600% due 7/1/27 (b) .................... 2,396,250
1,750,000 A Martin County, NC Industrial Facilities & PCR Financing
Authority, Solid Waste Disposal, (Weyerhaeuser Co. Project),
6.800% due 5/1/24 (b) ........................................... 1,837,500
2,300,000 BBB North Carolina Eastern Municipal Power Agency,
Power Systems Revenue, Series B, 7.000% due 1/1/08 .............. 2,455,250
North Carolina Medical Care Commission:
1,440,000 NR Health Care Facilities Revenue, First Mortgage,
De Paul Community Facilities, 6.125% due 1/1/28 ............... 1,290,600
800,000 Baa1* Hospital Revenue, Halifax Regional Medical Center Inc.,
5.000% due 8/15/24 ............................................ 628,000
------------
8,607,600
------------
</TABLE>
See Notes to Financial Statements.
9
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Ohio -- 3.5%
$1,000,000 NR Cleveland, OH Airport Special Revenue, (Continental Airlines
Inc. Project), 9.000% due 12/1/19 (b) ........................... $ 1,023,740
1,000,000 NR Cuyahoga County, OH Health Care Facilities Revenue, Judson
Retirement Community, Series A, 7.250% due
11/15/18 Montgomery County, OH Health ........................... 1,020,000
Systems Revenue, Series B-1:
465,000 BBB 8.100% due 7/1/18 ............................................... 513,825
1,035,000 AAA Pre-Refunded -- Escrowed with state & local government
securities to 7/1/06 Call @ 102, 8.100% due 7/1/18 ............ 1,231,650
1,250,000 NR Ohio State Solid Waste Revenue, Republic Engineered
Steels Inc., 9.000% due 6/1/21 (b) .............................. 1,318,750
1,000,000 Baa3* Ohio State Water Development Authority, PCR, (Ohio Edison
Project), Series A, 8.100% due 10/1/23 (b) ...................... 1,023,250
------------
6,131,215
------------
Oregon -- 1.0%
2,000,000 NR Washington County, OR Housing Authority Revenue,
Affordable Housing Pool, Series A, 6.125% due 7/1/29 ............... 1,795,000
------------
Pennsylvania -- 11.6%
2,200,000 B+ Allegheny County, PA IDA, Airport Special Facilities Revenue,
(USAir Inc. Project), Series B, 8.500% due 3/1/21 (b) ........... 2,329,250
Beaver County, PA IDA, PCR:
2,500,000 BB+ Cleveland Electric Illuminating Co. Project,
7.625% due 5/1/25 ............................................. 2,709,375
2,000,000 BB+ Toledo Edison Co. Project, 7.625% due 5/1/20 .................... 2,167,500
3,000,000 NR Dauphin County, PA General Authority Revenue, Hotel &
Conference Center, Hyatt Regency, 6.200% due 1/1/29 ............. 2,741,250
2,500,000 A Luzerne County, PA IDA, Exempt Facilities Revenue,
(Pennsylvania Gas & Water Co. Project), Series B,
7.125% due 12/1/22 (b) .......................................... 2,650,000
460,000 NR Northumberland County, PA IDA, IDR, (Beverly Enterprises Inc.
Project), 6.875% due 2/1/03 ..................................... 462,300
1,500,000 AA+ Pennsylvania HFA, Single-Family Mortgage Revenue,
Series 40, 6.900% due 4/1/25 (b) ................................ 1,558,125
1,000,000 NR Philadelphia, PA Authority for Industrial Development Revenue,
(Host Marriott LP Project), Remarketed 10/31/95,
7.750% due 12/1/17 (b) .......................................... 1,067,500
Scranton-Lackawanna, PA Health & Welfare Authority Revenue,
(Moses Taylor Hospital Project):
1,905,000 BBB- 6.150% due 7/1/14 ............................................. 1,766,887
3,050,000 BBB- 6.250% due 7/1/20 ............................................. 2,775,500
------------
20,227,687
------------
Puerto Rico -- 0.9%
1,750,000 BBB- Puerto Rico Industrial Tourist Educational, Medical &
Environmental Control Facilities, (Mennonite General
Hospital Project), Series A, 5.625% due 7/1/27 .................. 1,507,188
------------
</TABLE>
See Notes to Financial Statements.
10
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
South Carolina -- 2.1%
$2,500,000 BBB- Connector 2,000 Association Inc., SC Toll Road Revenue,
(Southern Connector Project), Series A, 5.375% due 1/1/38 ....... $ 2,062,500
775,000 NR Florence County, SC IDR, Stone Container Corp.,
7.375% due 2/1/07 ............................................... 804,062
755,000 NR McCormick County, SC COP, 9.750% due 7/1/09 ........................ 756,412
------------
3,622,974
------------
South Dakota -- 1.1%
1,865,000 NR Oglala Sioux Tribe, SD Pine Ridge County, Revenue Bonds,
7.500% due 7/1/13 ............................................... 1,874,325
------------
Tennessee -- 1.2%
750,000 AAA Knox County, TN Multi-Family Housing Mortgage Revenue,
SCA Tax Exempt Trust, Knox Health, Education & Housing
Development Board, Series A-10, FSA-Insured,
7.125% due 1/1/30 ............................................... 799,688
1,415,000 NR Shelby County, TN Health, Educational & Housing Facilities
Board Revenue, Multi-Family Housing, (Hedgerow
Apartments Project), 6.875% due 7/1/36 .......................... 1,317,719
------------
2,117,407
------------
Texas -- 8.3%
1,350,000 BBB Alliance Airport Authority Inc., TX Special Facilities Revenue,
(Federal Express Corp. Project), 6.375% due 4/1/21 (b) .......... 1,333,125
1,000,000 Baa1* Dallas-Fort Worth, TX International Airport Facility
Improvement Corporate Revenue, American Airlines Inc.,
6.375% due 5/1/35 (b) ........................................... 958,750
655,000 A2* El Paso, TX Housing Finance Corp., Single-Family Mortgage
Revenue, Series A, FHA/VA-Insured, 8.750% due 10/1/11 ........... 691,844
2,000,000 Ba2* El Paso, TX International Airport Revenue, Special Facilities,
(Marriott Corp. Project), 7.750% due 3/1/12 ..................... 2,072,500
3,000,000 Ba1* Houston, TX Airport Systems Revenue, Special Facilities,
Continental Airlines Inc., Series C, 6.125% due 7/15/27 (b) ..... 2,730,000
North Central, TX Health Facility Development Corp. Revenue,
Baylor Health Care Systems, Series B, Variable Rate INFLOS:
1,265,000 AA 8.000% due 5/15/08 (f) ........................................ 1,332,994
135,000 AA Pre-Refunded -- Escrowed with state and local
government securities to 5/15/02 Call @ 102,
8.000% due 5/15/08 (f) ...................................... 143,100
Northgate Crossing, TX Municipal Utility:
1,000,000 CCC++ District No. 1, GO, 8.875% due 12/1/13 .......................... 976,250
1,000,000 CCC++ District No. 2, Special Tax Revenue, 8.875% due 12/1/13 ......... 976,250
3,435,000 BB Sam Rayburn, TX Municipal Power Supply System Revenue
Refunding, Series A, 6.250% due 10/1/17 ......................... 3,280,425
------------
14,495,238
------------
</TABLE>
See Notes to Financial Statements.
11
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Schedule of Investments (continued)
October 31, 1999
================================================================================
<TABLE>
<CAPTION>
FACE
AMOUNT RATING(A) SECURITY VALUE
==============================================================================================================
<S> <C> <C> <C>
Utah -- 2.1%
$1,705,000 NR Hurricane, UT Health Facilities Development Revenue,
(Mission Health Services Project), 10.500% due 7/1/20 ........... $ 1,790,301
2,000,000 NR Utah State HFA Revenue, (RHA Community Services
of Utah Inc. Project), Series A, 6.875% due 7/1/27 .............. 1,927,500
------------
3,717,801
------------
Virginia -- 0.3%
600,000 NR Alexandria, VA Redevelopment & Housing Authority,
Multi-Family Housing Revenue, (Parkwood Court
Apartments Project), Series C, 8.125% due 4/1/30 ................ 591,000
------------
Wisconsin -- 1.0%
1,770,000 NR Wisconsin State Health & Educational Facilities Authority
Revenue, (Benchmark Healthcare of Green Bay Inc. Project),
Series A, 7.750% due 5/1/27 ..................................... 1,725,750
------------
Wyoming -- 0.1%
200,000 A-1+ Lincoln County, WY PCR, (Exxon Corp. Project), Series C,
3.550% due 11/1/14 (d) .......................................... 200,000
------------
TOTAL INVESTMENTS -- 100%
(Cost -- $177,892,396**) ........................................... $174,837,292
============
</TABLE>
- ---------
(a) All ratings are by Standard & Poor's Ratings Service, except those which
are identified by an asterisk (*) are rated by Moody's Investors Service,
Inc., or those which are identified by a double dagger (++) are rated by
Fitch IBCA, Inc.
(b) Income from this issue is considered a preference item for purposes of
calculating the alternative minimum tax.
(c) Security is segregated by Custodian for open market purchase commitments.
(d) Variable rate obligation payable at par on demand at any time on no more
than seven days notice.
(e) Pre-Refunded bonds escrowed with U.S. government securities are considered
by the investment advisor to be triple-A rated even if issuer has not
applied for new ratings.
(f) Residual interest bonds-coupon varies inversely with level of short-term
tax-exempt interest rates.
** Aggregate cost for Federal income tax purposes is substantially the same.
See pages 14 through 16 for bond ratings and certain security
descriptions.
See Notes to Financial Statements.
12
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Summary of Municipal Bonds by Combined Ratings
October 31, 1999 (unaudited)
================================================================================
- --------------------------------------------------------------------------------
Standard & Percent of
Moody's and/or Poor's Total Investments
- --------------------------------------------------------------------------------
Aaa AAA 3.8%
Aa AA 3.7
A A 7.1
Baa BBB 19.5
Ba BB 10.4
B B 3.2
Caa CCC 1.4*
Ca CC 0.6
P-1 A-1 0.4
NR NR 49.9
-----
100.0%
=====
- --------------------------------------------------------------------------------
* 1.1% was rated by Fitch IBCA, Inc.
13
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Bond Ratings (unaudited)
================================================================================
The definitions of the applicable ratings symbols are set forth below:
Standard & Poor's Ratings Service ("Standard & Poor's") -- Ratings from "AA" to
"CCC" may be modified by the addition of a plus (+) or a minus (-) sign to show
relative standings within the major rating categories.
AAA -- Bonds rated "AAA" have the highest rating assigned by
Standard & Poor's. Capacity to pay interest and repay
principal is extremely strong.
AA -- Bonds rated "AA" have a very strong capacity to pay
interest and repay principal and differ from the highest rated
issue only in a small degree.
A -- Bonds rated "A" have a strong capacity to pay interest and
repay principal although it is somewhat more susceptible to
the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.
BBB -- Bonds rated "BBB" are regarded as having an adequate
capacity to pay interest and repay principal. Whereas they
normally exhibit adequate protection parameters, adverse
economic conditions or changing circumstances are more likely
to lead to a weakened capacity to pay interest and repay
principal for debt in this category than in higher rated
categories.
BB, B -- Bonds rated "BB" and "B" are regarded, on balance, as
and CCC predominantly speculative and with respect to capacity to pay
interest and repay principal in accordance with the terms of
the obligation. "BB" represents a lower degree of speculation
than "B", and "CCC" the highest degree of speculation. While
such bonds will likely have some quality and protective
characteristics, these are outweighed by large uncertainties
or major risk exposures to adverse conditions.
Moody's Investors Service, Inc. ("Moody's") -- Numerical modifiers 1, 2 and 3
may be applied to each generic rating from "Aa" to "B," where 1 is the highest
and 3 the lowest rating within its generic category.
Aaa -- Bonds rated "Aaa" are judged to be of the best quality.
They carry the smallest degree of investment risk and are
generally referred to as "gilt edge." Interest payments are
protected by a large or by an exceptionally stable margin and
principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most
unlikely to impair the fundamentally strong position of such
issues.
Aa -- Bonds rated "Aa" are judged to be of high quality by all
standards. Together with the "Aaa" group they comprise what
are generally known as high grade bonds. They are rated lower
than the best bonds because margins of protection may not be
as large in "Aaa" securities or fluctuation of protective
elements may be of greater amplitude or there may be other
elements present which make the long-term risks appear
somewhat larger than in "Aaa" securities.
A -- Bonds rated "A" possess many favorable investment
attributes and are to be considered as upper medium grade
obligations. Factors giving security to principal and interest
are considered adequate but elements may be present which
suggest a susceptibility to impairment some time in the
future.
14
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Bond Ratings (unaudited) (continued)
================================================================================
Baa -- Bonds rated "Baa" are considered as medium grade
obligations, i.e., they are neither highly protected nor
poorly secured. Interest payments and principal security
appear adequate for the present but certain protective
elements may be lacking or may be characteristically
unreliable over any great length of time. Such bonds lack
outstanding investment characteristics and in fact have
speculative characteristics as well.
Ba -- Bonds rated "Ba" are judged to have speculative elements;
their future cannot be considered as well assured. Often the
protection of interest and principal payments may be very
moderate thereby not well safeguarded during both good and bad
times over the future. Uncertainty of position characterizes
bonds in this class.
B -- Bonds rated "B" generally lack characteristics of desirable
investments. Assurance of interest and principal payments or
of maintenance of other terms of the contract over many long
period of time may be small.
Fitch IBCA, Inc. ("Fitch") -- Rating may be modified by the addition of a plus
(+) sign or minus (-) to show relative standings with the major ratings
categories.
BBB -- Bonds rated "BBB" by Fitch currently have a low expectation
of credit risk. The capacity for timely payment of financial
commitments is considered to be adequate. Adverse changes in
economic conditions and circumstances, however, are more
likely to impair this capacity. This is the lowest investment
grade category assigned by Fitch.
CCC, CC, C -- Default on bonds rated "CCC", "CC", and "C" by Fitch is a
real possibility. The capacity to meet financial commitments
depends solely on a sustained, favorable business and economic
environment. Default of some kind on bonds rated "CC" appears
probable, a "C" rating indicates imminent default.
NR -- Indicates that the bond is not rated by Standard & Poor's,
Moody's or Fitch.
Short-Term Bond Ratings (unaudited)
================================================================================
A-1 -- Standard & Poor's highest commercial paper and
variable-rate demand obligation (VRDO) rating indicating that
the degree of safety regarding timely payment is either
overwhelming or very strong; those issues determined to
possess overwhelming safety characteristics are denoted with a
plus (+) sign.
15
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Security Descriptions (unaudited)
================================================================================
ABAG -- Association of Bay Area Governments
AIG -- American International Guaranty
AMBAC -- American Municipal Bond Assurance Corporation
BAN -- Bond Anticipation Notes
BIG -- Bond Investors Guaranty
CGIC -- Capital Guaranty Insurance Company
CHFCLI -- California Health Facility Construction Loan Insurance
CONNIE -- College Construction Loan
LEE -- Insurance Association
COP -- Certificate of Participation
EDA -- Economic Development Authority
ETM -- Escrowed to Maturity
FGIC -- Financial Guaranty Insurance Company
FHA -- Federal Housing Administration
FHLMC -- Federal Home Loan Mortgage Corporation
FLAIRS -- Floating Adjustable Interest Rate Securities
FNMA -- Federal National Mortgage Association
FRTC -- Floating Rate Trust Certificates
FSA -- Financing Security Assurance
GIC -- Guaranteed Investment Contract
GNMA -- Government National Mortgage Association
GO -- General Obligation
HDC -- Housing Development Corporation
HFA -- Housing Finance Authority
IDA -- Industrial Development Authority
IDB -- Industrial Development Board
IDR -- Industrial Development Revenue
INFLOS -- Inverse Floaters
ISD -- Independent School District
LOC -- Letter of Credit
MBIA -- Municipal Bond Investors Assurance Corporation
MVRICS -- Municipal Variable Rate Inverse Coupon Security
PCR -- Pollution Control Revenue
PSFG -- Permanent School Fund Guaranty
RAN -- Revenue Anticipation Notes
RIBS -- Residual Interest Bonds
RITES -- Residual Interest Tax-Exempt Securities
SYCC -- Structured Yield Curve Certificate
TAN -- Tax Anticipation Notes
TECP -- Tax-Exempt Commercial Paper
TOB -- Tender Option Bonds
TRAN -- Tax and Revenue Anticipation Notes
VA -- Veterans Administration
VRWE -- Variable Rate Wednesday Demand
16
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Statement of Assets and Liabilities
October 31, 1999
================================================================================
ASSETS:
Investments, at value (Cost-- $177,892,396) ............... $ 174,837,292
Cash ...................................................... 79,808
Receivable for securities sold ............................ 5,602,065
Interest receivable ....................................... 4,077,293
-------------
Total Assets .............................................. 184,596,458
-------------
LIABILITIES:
Dividends payable ......................................... 261,077
Investment advisory fees payable .......................... 61,572
Administration fees payable ............................... 30,525
Accrued expenses .......................................... 158,182
-------------
Total Liabilities ......................................... 511,356
-------------
Total Net Assets ............................................. $ 184,085,102
=============
NET ASSETS:
Par value of capital shares ............................... $ 204,551
Capital paid in excess of par value ....................... 189,974,124
Overdistributed net investment income ..................... (178,988)
Accumulated net realized loss from security transactions .. (2,859,481)
Net unrealized depreciation of investments ................ (3,055,104)
-------------
Total Net Assets ............................................. $ 184,085,102
=============
Shares Outstanding ........................................... 20,455,083
-------------
Net Asset Value .............................................. $ 9.00
-------------
See Notes to Financial Statements.
17
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Statement of Operations
For the Year Ended October 31, 1999
================================================================================
INVESTMENT INCOME:
Interest .................................................. $ 13,230,095
------------
EXPENSES:
Investment advisory fees (Note 3) ......................... 776,676
Administration fees (Note 3) .............................. 388,338
Shareholder communications ................................ 62,503
Shareholder and system servicing fees ..................... 62,498
Audit and legal ........................................... 46,391
Directors' fees ........................................... 38,029
Registration fees ......................................... 20,483
Pricing service fees ...................................... 13,261
Custody ................................................... 9,008
Other ..................................................... 8,499
------------
Total Expenses ............................................ 1,425,686
------------
Net Investment Income ........................................ 11,804,409
------------
REALIZED AND UNREALIZED LOSS
ON INVESTMENTS (NOTE 4):
Realized Loss From Security Transactions
(excluding short-term securities):
Proceeds from sales ..................................... 61,197,597
Cost of securities sold ................................. 62,031,721
------------
Net Realized Loss ......................................... (834,124)
------------
Change in Net Unrealized Appreciation (Depreciation)
of Investments:
Beginning of year ....................................... 11,724,011
End of year ............................................. (3,055,104)
------------
Increase in Net Unrealized Depreciation ................... (14,779,115)
------------
Net Loss on Investments ...................................... (15,613,239)
------------
Decrease in Net Assets From Operations ....................... $ (3,808,830)
============
See Notes to Financial Statements.
18
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Statements of Changes in Net Assets
For the Years Ended October 31,
================================================================================
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
OPERATIONS:
Net investment income ............................. $ 11,804,409 $ 11,975,257
Net realized gain (loss) .......................... (834,124) 1,469,162
Increase in net unrealized depreciation ........... (14,779,115) (807,512)
------------- -------------
Increase (Decrease) in Net Assets
From Operations ................................. (3,808,830) 12,636,907
------------- -------------
DISTRIBUTIONS TO
SHAREHOLDERS FROM (NOTE 2):
Net investment income ............................. (11,918,813) (12,128,877)
In excess of net investment income ................ -- (287,412)
------------- -------------
Decrease in Net Assets From
Distributions to Shareholders ................... (11,918,813) (12,416,289)
------------- -------------
FUND SHARE TRANSACTIONS (NOTE 6):
Net asset value of shares issued for
reinvestment of dividends ...................... 1,868,671 3,590,163
------------- -------------
Increase in Net Assets From
Fund Share Transactions ........................ 1,868,671 3,590,163
------------- -------------
Increase (Decrease) in Net Assets .................... (13,858,972) 3,810,781
NET ASSETS:
Beginning of year ................................. 197,944,074 194,133,293
------------- -------------
End of year* ...................................... $ 184,085,102 $ 197,944,074
============= =============
* Includes overdistributed net investment income of .. $ (178,988) $ (16,922)
============= =============
</TABLE>
See Notes to Financial Statements.
19
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Notes to Financial Statements
================================================================================
1. Significant Accounting Policies
Municipal High Income Fund Inc. ("Fund"), a Maryland corporation, is
registered under the Investment Company Act of 1940, as amended, as a
diversified, closed-end management investment company.
The significant accounting policies consistently followed by the Fund are:
(a) security transactions are accounted for on trade date; (b) securities are
valued at the mean between the bid and asked prices provided by an independent
pricing service; (c) securities maturing within 60 days are valued at cost plus
accreted discount, or minus amortized premium, which approximates value; (d)
gains or losses on the sale of securities are calculated by using the specific
identification method; (e) interest income, adjusted for amortization of premium
and accretion of original issue discount, is recorded on an accrual basis; (f)
dividends and distributions to shareholders are recorded on the ex-dividend
date; (g) the Fund intends to comply with the applicable provisions of the
Internal Revenue Code of 1986, as amended, pertaining to regulated investment
companies and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes; (h) the character of
income and gains to be distributed are determined in accordance with income tax
regulations which may differ from generally accepted accounting principles. At
October 31, 1999, reclassifications were made to the Fund's capital accounts to
reflect permanent book/tax differences and income and gains available for
distributions under income tax regulations. Net realized gains and net assets
were not affected by this change; and (i) estimates and assumptions are required
to be made regarding assets, liabilities and changes in net assets resulting
from operations when financial statements are prepared. Changes in the economic
environment, financial markets and any other parameters used in determining
these estimates could cause actual results to differ.
2. Exempt-Interest Dividends and Other Distributions
The Fund intends to satisfy conditions that will enable interest from
municipal securities, which is exempt from Federal income tax, to retain such
tax-exempt status when distributed to the shareholders of the Fund.
Capital gains distributions, if any, are taxable to shareholders, and are
declared and paid at least annually.
3. Investment Advisory Agreement, Administration Agreement and Other
Transactions
SSB Citi Fund Management LLC, ("SSBC"), formerly known as SSBC Fund
Management Inc., a subsidiary of Salomon Smith Barney Holdings Inc. ("SSBH"),
acts as investment adviser to the Fund. The Fund pays SSBC an advisory fee
calculated at an annual rate of 0.40% of the average daily net assets. SSBC also
acts as the administrator of the Fund for which it receives a fee calculated at
an annual rate of 0.20% of the average daily net assets. These fees are
calculated daily and paid monthly.
20
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Notes to Financial Statements (continued)
================================================================================
All officers and one Director of the Fund are employees of Salomon Smith
Barney Inc., another subsidiary of SSBH.
4. Investments
During the year ended October 31, 1999, the aggregate cost of purchases
and proceeds from sales of investments (including maturities, but excluding
short-term securities) were as follows:
Purchases ......................................................... $51,316,710
===========
Sales ............................................................. $61,197,597
===========
At October 31, 1999, the aggregate gross unrealized appreciation and
depreciation of investments for Federal income tax purposes were substantially
as follows:
Gross unrealized appreciation ..................................... $ 4,586,355
Gross unrealized depreciation ..................................... (7,641,459)
-----------
Net unrealized depreciation ....................................... $(3,055,104)
===========
5. Capital Loss Carryforwards
At October 31, 1999, the Fund had, for Federal income tax purposes,
approximately $2,858,500 of capital loss carryforwards available to offset
future capital gains. To the extent that these capital loss carryforwards are
used to offset capital gains, it is probable that the gains so offset will not
be distributed. The amount and expiration of the carryforwards are indicated
below. Expiration occurs on October 31 of the year indicated:
2002 2003 2004 2005 2007
================================================================================
Carryforward Amounts $1,197,000 $270,000 $205,000 $400,000 $786,500
================================================================================
6. Capital Shares
At October 31, 1999, the Fund had 500,000,000 shares of capital stock
authorized with a par value of $0.01 per share.
Capital stock transactions during the period were as follows:
Year Ended Year Ended
October 31, 1999 October 31, 1998
-------------------- --------------------
Shares Amount Shares Amount
------- ---------- ------- ----------
Shares issued on reinvestment 196,443 $1,868,671 373,334 $3,590,163
======= ========== ======= ==========
21
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Financial Highlights
================================================================================
For a share of capital stock outstanding throughout each year ended October 31:
<TABLE>
<CAPTION>
1999 1998 1997 1996 1995
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Year .......... $ 9.77 $ 9.76 $ 9.53 $ 9.51 $ 8.98
-------- -------- -------- -------- --------
Income (Loss) From Operations:
Net investment income ..................... 0.58 0.60 0.61 0.63 0.64
Net realized and unrealized gain (loss) ... (0.76) 0.03 0.24 -- 0.54
-------- -------- -------- -------- --------
Total Income (Loss) From Operations ......... (0.18) 0.63 0.85 0.63 1.18
-------- -------- -------- -------- --------
Less Distributions From:
Net investment income ..................... (0.59) (0.61) (0.62) (0.61) (0.65)
In excess of net investment income ........ -- (0.01) -- -- --
-------- -------- -------- -------- --------
Total Distributions ......................... (0.59) (0.62) (0.62) (0.61) (0.65)
-------- -------- -------- -------- --------
Net Asset Value, End of Year ................ $ 9.00 $ 9.77 $ 9.76 $ 9.53 $ 9.51
-------- -------- -------- -------- --------
Total Return,
Based on Market Value ..................... (15.76)% 9.34% 17.22% 10.22% 14.17%
-------- -------- -------- -------- --------
Total Return,
Based on Net Asset Value .................. (1.79)% 6.75% 9.41% 7.39% 14.00%
-------- -------- -------- -------- --------
Net Assets, End of Year (000s) .............. $184,085 $197,944 $194,133 $187,303 $187,048
======== ======== ======== ======== ========
Ratios to Average Net Assets:
Expenses ................................. 0.73% 0.74% 0.74% 0.77% 0.84%
Net investment income .................... 6.08 6.07 6.38 6.65 6.87
Portfolio Turnover Rate ..................... 27% 57% 35% 17% 18%
Market Value, End of Year ................... $ 8.000 $ 10.125 $ 9.875 $ 9.000 $ 9.000
</TABLE>
22
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Independent Auditors' Report
================================================================================
The Shareholders and Board of Directors of
Municipal High Income Fund Inc.:
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Municipal High Income Fund Inc. as of October
31, 1999, 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 five-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.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
October 31, 1999, by correspondence with the custodian. As to securities sold
but not delivered, we performed other appropriate auditing procedures. 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
Municipal High Income Fund Inc. as of October 31, 1999, 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 financial highlights for each of
the years in the five-year period then ended, in conformity with generally
accepted accounting principles.
/s/ KPMG LLP
New York, New York
December 16, 1999
23
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Financial Data Per Share of Common Stock (unaudited)
================================================================================
Dividend
Record Payable NYSE Net Asset Dividend Reinvestment
Date Date Closing Price* Value* Paid Price
- -------- -------- ------------- ----- ------- -----
11/24/97 11/28/97 $ 9.938 $9.76 $0.0520 $9.56
12/22/97 12/26/97 10.000 9.83 0.0520 9.63
1/27/98 1/30/98 10.125 9.85 0.0520 9.65
2/24/98 2/27/98 10.063 9.86 0.0520 9.66
3/24/98 3/27/98 9.813 9.83 0.0520 9.63
4/21/98 4/24/98 9.563 9.80 0.0520 9.58
5/26/98 5/29/98 9.375 9.80 0.0520 9.52
6/23/98 6/26/98 9.750 9.83 0.0510 9.63
7/28/98 7/31/98 9.750 9.80 0.0510 9.60
8/25/98 8/28/98 9.875 9.81 0.0510 9.61
9/22/98 9/25/98 9.813 9.83 0.0510 9.63
10/27/98 10/30/98 10.000 9.76 0.0510 9.57
11/23/98 11/27/98 10.188 9.72 0.0510 9.68
12/21/98 12/24/98 10.000 9.71 0.0485 9.52
1/26/99 1/29/99 9.625 9.73 0.0485 9.53
2/23/99 2/26/99 9.625 9.71 0.0485 9.52
3/23/99 3/26/99 9.750 9.67 0.0485 9.48
4/27/99 4/30/99 9.563 9.64 0.0485 9.45
5/25/99 5/28/99 9.250 9.58 0.0485 9.35
6/22/99 6/25/99 9.000 9.46 0.0485 9.08
7/27/99 7/30/99 8.938 9.46 0.0485 8.84
8/24/99 8/27/99 8.562 9.27 0.0485 8.79
9/21/99 9/24/99 8.375 9.22 0.0485 8.37
10/26/99 10/29/99 7.625 9.00 0.0485 7.98
- -------
* As of record date.
24
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Quarterly Results of Operations (unaudited)
================================================================================
<TABLE>
<CAPTION>
Net Increase
Net Net Realized (Decrease)
Investment Investment and Unrealized in Net Assets
Income Income Gain (Loss) From Operations
------------------ ------------------ ------------------- -------------------
Quarter Per Per Per Per
Ended Total Share Total Share Total Share Total Share
- -------- ---------- ----- ---------- ----- ---------- ----- ---------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1/31/98 $3,350,456 $0.17 $2,981,194 $0.15 $2,552,783 $0.13 $5,533,977 $0.28
4/30/98 3,347,620 0.17 2,986,264 0.15 (1,600,055) (0.08) 1,386,209 0.07
7/31/98 3,383,910 0.17 3,016,338 0.15 186,317 0.01 3,202,655 0.16
10/31/98 3,350,658 0.17 2,991,461 0.15 (477,395) (0.02) 2,514,066 0.12
1/31/99 3,334,071 0.16 2,963,369 0.15 (585,286) (0.03) 2,378,083 0.12
4/30/99 3,361,488 0.16 2,990,635 0.15 (2,036,950) (0.10) 953,685 0.05
7/31/99 3,265,290 0.16 2,898,717 0.14 (4,105,413) (0.20) (1,206,696) (0.06)
10/31/99 3,269,246 0.16 2,951,688 0.14 (8,885,590) (0.43) (5,933,902) (0.29)
</TABLE>
25
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Dividend Reinvestment Plan (unaudited)
================================================================================
The Fund's policy, which may be changed by the Fund's Board of Directors,
is generally to make monthly distributions of substantially all its net
investment income (i.e., income other than net realized capital gains) to the
holders of the Fund's common stock. From time to time, when the Fund makes a
substantial capital gains distribution, it may do so in lieu of paying its
regular monthly dividend, net income of the Fund consists of all interest income
accrued on portfolio assets less all expenses of the Fund. Expenses of the Fund
are accrued each day. Net realized capital gains, if any, will be distributed to
the shareholders at least once a year.
Under the Fund's Dividend Reinvestment Plan ("Plan"), a shareholder whose
common stock is registered in his or her own name will have all distributions
reinvested automatically by PFPC Global Fund Services ("PFPC"), formerly known
as First Data Investor Services Group, Inc., as purchasing agent under the Plan,
unless the shareholder elects to receive cash. Distributions with respect to
shares registered in the name of a broker-dealer or other nominee (that is, in
"street name") will be reinvested by the broker or nominee in additional shares
under the Plan, unless the service is not provided by the broker or nominee or
the shareholder elects to receive distributions in cash. Investors who own
common stock registered in street name should consult their broker-dealers for
details regarding reinvestment. All distributions to shareholders who do not
participate in the Plan will be paid by check mailed directly to the record
holder by or under the direction of PFPC, as dividend-paying agent.
The number of shares of common stock distributed to participants in the
Plan in lieu of a cash dividend is determined in the following manner. Whenever
the market price of the common stock is equal to or exceeds 98% of net asset
value ("NAV") per share on the determination date (generally, the record date
for the distribution), participants will be issued shares of common stock valued
at the greater of (1) 98% of the NAV or (2) 95% of the market price. To the
extent that the Fund issues shares to participants in the Plan at a discount to
NAV, the interests of remaining shareholders (i.e., those who do not participate
in the Plan) in the Fund's net assets will be proportionately diluted.
If 98% of the NAV per share of the common stock at the time of valuation
(which is the close of business on the determination date) exceeds the market
price of common stock, or if the Fund declares a dividend or capital gains
distribution payable only in cash, PFPC will buy common stock in the open
market, on the NYSE or elsewhere, for the participants' accounts. If, following
the commencement of the purchases and before PFPC has completed its purchases,
the market price exceeds 98% of what the NAV per share of the common stock was
at the valuation time, PFPC will attempt to terminate purchases in the open
market and cause the Fund to issue the remaining portion of the dividend or
distribution by issuing shares at a price equal to the greater of (1) 98% of the
NAV per share as of the valuation time, or (2) 95% of the then current market
price. In this case, the number of shares of common stock received by a Plan
participant will be based on the
26
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Dividend Reinvestment Plan (unaudited) (continued)
================================================================================
weighted average of prices paid for shares purchased in the open market and the
price at which the Fund issues the remaining shares. To the extent PFPC is
unable to stop open market purchases and cause the Fund to issue the remaining
shares, the average per share price paid by PFPC may exceed 98% of the NAV per
share of the common stock. PFPC will begin to purchase common stock on the open
market as soon as practicable after the payment date of the dividend or capital
gains distribution, but in no event shall such purchases continue later than 30
days after that date, except when necessary to comply with applicable provisions
of the Federal securities laws.
PFPC maintains all shareholder accounts in the Plan and furnishes written
confirmations of all transactions in each account, including information needed
by a shareholder for personal and tax records. The automatic reinvestment of
dividends and capital gains distributions will not relieve Plan participants of
any income tax that may be payable on the dividends or capital gains
distributions. common stock in the account of each Plan participant will be held
by PFPC an uncertificated form in the name of the Plan participant.
Plan participants are subject to no charge for reinvesting dividends and
capital gains distributions under the Plan. PFPC's fees for handling the
reinvestment of dividends and capital gains distributions will be paid by the
Fund. No brokerage charges shall apply with respect to shares of common stock
issued directly by the Fund under the Plan. Each Plan participant will, however,
bear a pro-rata share of brokerage commissions actually incurred with respect to
any open market purchases made under the Plan.
Experience under the Plan may indicate that changes to it are desirable.
The Fund reserves the right to amend or terminate the Plan as applied to any
dividend or capital gains distribution paid subsequent to written notice of the
change sent to participants at least 30 days before the record date for the
dividend or capital gains distribution. The Plan also may be amended or
terminated by PFPC or the Fund on at least 30 days' written notice to Plan
participants. All correspondence concerning the Plan should be directed by mail
to PFPC Global Fund Services, P.O. Box 8030, Boston, Massachusetts 02266-8030 or
by telephone at 1-800-331-1710.
-------------------------------
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940, as amended, that from time to time the Fund may purchase at
market prices shares of its common stock in the open market. As of October 31,
1999, the Fund has not repurchased any shares.26
27
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Tax Information (unaudited)
================================================================================
For Federal tax purposes the fund hereby designates for the fiscal year
ended October 31, 1999:
o 100.00% of the dividends paid by the Fund from net investment income
as tex exempt for regular Federal income tax purposes.
28
<PAGE>
[CLIP ART] Municipal High Income Fund Inc.
Management of the Fund
================================================================================
Directors
Allan J. Bloostein
Martin Brody
Dwight B. Crane
Robert A. Frankel
William R. Hutchinson
Heath B. McLendon, Chairman
Charles F. Barber, Emeritus
Officers
Heath B. McLendon
President and Chief Executive Officer
Lewis E. Daidone
Senior Vice President and Treasurer
Peter M. Coffey
Vice President and Investment Officer
Michael J. Maher
Investment Officer
Paul A. Brook
Controller
Christina T. Sydor
Secretary
Investment Adviser and Administrator
SSB Citi Fund Management LLC
388 Greenwich Street
New York, New York 10013
Transfer Agent
PFPC Global Fund Services
P.O. Box 8030
Boston, Massachusetts 02266-8030
Custodian
PNC Bank, N.A.
17th and Chestnut Street
Philadelphia, Pennsylvania 19103
<PAGE>
[CLIP ART]
This report is intended only for shareholders of Municipal High Income Fund Inc.
It is not a Prospectus, circular or representation intended for use in the
purchase or sale of shares of the Fund or of any securities mentioned in this
report.
Municipal High Income Fund Inc.
388 Greenwich Street
New York, NY 10013
(212) 723-9218
