AMERICAS INCOME TRUST INC
N-30D, 1996-07-01
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<PAGE>

    The Americas

      Income

      Trust

      [LOGO]                                [PHOTO]

 SEMIANNUAL REPORT

       1996


<PAGE>

                    Table of Contents


THE AMERICAS INCOME TRUST

The Americas Income Trust is a non-diversified, closed-end fund. The fund's 
primary investment objective is to provide a high level of current income, 
and its secondary objective is to seek long-term capital appreciation. To 
realize its objectives, the fund primarily invests in debt securities that 
are issued by issuers located in the United States, Canada and Mexico. The 
fund may invest up to 35% of its assets in securities of other countries.

Average Annualized Total Returns...  1
Letter to Shareholders.............  2
Financial Statements and Notes..... 10
Investments in Securities.......... 21
Shareholder Update................. 24

Debt securities that the fund may invest in include: mortgage-related 
securities, including mortgage derivative securities; asset-backed 
securities; structured securities, including foreign linked index securities; 
municipal obligations; Brady bonds and corporate debt securities; and U.S. 
and foreign government securities.

Investments in securities issued by non-U.S. issuers involve risks not 
typically associated with investments in securities issued by U.S. issuers, 
such as currency exchange risk and the potential of political, economic and 
social instability. As with other investment companies, no assurance can be 
given that the fund's investment objectives will be achieved. Fund shares 
trade on the New York Stock Exchange under the symbol XUS.

CALL TO RECEIVE QUARTERLY UPDATES

If you would like to be put on our mailing list to receive quarterly fund 
summaries for The Americas Income Trust (XUS), call our Shareholder Services 
Department at 1 800 866-7778.

<PAGE>

                        Average Annualized Total Returns

Periods ended April 30, 1996


             [CHART]


The Americas Income Trust's total return figures are based on the change in its
net asset value (NAV), assume all distributions were reinvested and do not
reflect the fund's sales charge. NAV-based performance is used to measure
investment management results.

Average annualized total returns based on the change in market price for the
one-year and since inception periods ended April 30, 1996, were 8.18% and 
- -21.35%, respectively. These figures also include reinvested distributions and
do not reflect a sales charge.

The Lipper World Income Funds Averages represent the average total returns, 
with distributions reinvested and not including sales charges, of 14 
developed nation closed-end funds and 12 emerging nation closed-end funds 
which invest in non-U.S. dollar and U.S. dollar debt instruments with 
unspecified maturities or other income-producing securities as characterized 
by Lipper Analytical Services. The since inception numbers for the averages 
are calculated from the month end closest to the fund's inception through 
April 30, 1996. 

Figures shown reflect past performance and do not guarantee future results.


                                    1

<PAGE>

                       The Americas Income Trust


[PHOTO]

WILLIAM H. ELLIS
PRESIDENT, PIPER CAPITAL MANAGEMENT


June 20, 1996

Dear Shareholders:

IN THIS REPORT, WE ARE PLEASED TO INTRODUCE YOU TO THE NEW SUBADVISER TO THE 
AMERICAS INCOME TRUST --SALOMON BROTHERS ASSET MANAGEMENT INC (SBAM). 
Shareholders recently approved SBAM as the fund's subadviser, a change that 
took effect May 22. SBAM now handles the fund's day-to-day portfolio 
management duties, while Piper Capital Management, as the fund's adviser, 
remains responsible for the oversight of the fund's portfolio strategy. This 
change allows Piper Capital to concentrate its resources on U.S. investment 
management services. 

THE CHANGE ALSO ALLOWS YOU TO BE SERVED BY A COMPANY WITH EXTENSIVE 
EXPERIENCE IN GLOBAL BOND MARKETS. SBAM currently serves as investment 
adviser to four other investment companies with investment objectives similar 
to that of The Americas Income Trust. Of the firm's $14.3 billion in assets 
under management, more than $5 billion are in global fixed income products. 
SBAM was incorporated in 1987 and is based in New York, with affiliates in 
London, Frankfurt and Hong Kong. The firm offers a full range of fixed income 
and equity investment management services to proprietary and non-proprietary 
mutual funds, offshore funds, institutional accounts, wrap fee products and 
private clients. 

AS SBAM MOVES FORWARD IN MANAGING THE AMERICAS INCOME TRUST, THEY ARE 
FOLLOWING NEW INVESTMENT POLICIES, APPROVED BY THE FUND'S BOARD OF DIRECTORS. 
These new policies allow the investment of a higher percentage of the fund's 
assets in non-investment grade and unrated securities. Non-investment grade 
securities, commonly known as "high yield" or "junk" bonds, are subject to 
higher risks and greater market 


                                       2

<PAGE>

                           THE AMERICAS INCOME TRUST

fluctuations than are lower-yielding, higher-rated securities. SBAM believes 
these investments present an attractive opportunity in emerging markets such 
as Mexico. Peter Wilby, the fund's new portfolio manager, explains the risks 
and opportunities involved with the new investment guidelines on page 7. 
Starting on page 4, Tom McGlinch from Piper Capital discusses the fund's 
performance for the six-month period.

Mr. Wilby, a chartered financial analyst and certified public accountant, is 
the senior portfolio manager responsible for directing investment policy and 
strategy for all SBAMemerging markets debt and high-yield fixed income 
portfolios. He leads a team of professional portfolio managers averaging 12 
years of financial experience, who will contribute to the management of the 
fund.

We appreciate your investment in The Americas Income Trust, and we can assure 
you that SBAM shares our commitment to providing you with top-quality service 
and investment management.

Sincerely,

/s/ William H. Ellis

William H. Ellis
President
Piper Capital Management



                                       3

<PAGE>

                           The Americas Income Trust

[PHOTO]

TOM MCGLINCH, CFA
PIPER CAPITAL MANAGEMENT, WAS PRIMARILY RESPONSIBLE FOR THE MANAGEMENT OF THE 
AMERICAS INCOME TRUST THROUGH MAY 22, 1996. HE HAS 15 YEARS OF FINANCIAL 
EXPERIENCE.

Dear Shareholders:

FOR THE SIX-MONTH PERIOD ENDED APRIL 30, 1996, THE NET ASSET VALUE TOTAL 
RETURN FOR THE AMERICAS INCOME TRUST WAS 2.51%.* This compares to the Lipper 
World Income Funds Average: Developed Nations return of 6.81% and the Lipper 
World Income Funds Average: Emerging Nations return of 22.26% for the same 
period. The funds in both Lipper groups generally benefited from the strong 
returns of the non-investment grade (high-yield) sector of the foreign 
markets. The Americas Income Trust was limited to a 10% position in that 
market sector until recent changes were made to the fund's investment 
guidelines, which accounts for a large share of the difference in performance.

AT THE END OF APRIL, THE FUND'S SHARES WERE TRADING AT APPROXIMATELY A 15% 
DISCOUNT TO THEIR NET ASSET VALUE. (See "Premium vs. Discount" discussion in 
box at left.) Based on the change in the fund's market price, the fund's 
total return for the six-month period was 4.56%.* Fund returns assume 
distributions were reinvested and do not reflect sales charges.

THE SIX-MONTH PERIOD WAS VOLATILE IN THE U.S. MARKET. THIS IS SIGNIFICANT, 
SINCE THE UNITED STATES REPRESENTED 61% OF THE FUND'S TOTAL ASSETS AS OF 
APRIL 30. The Federal Reserve Board reduced short-term rates in January 1996; 
however, the bond market had already factored in a more significant decline, 
based on expectations of a weak economy. Once economic reports 

PREMIUM VS. DISCOUNT
The underlying value of a fund's securities and other assets, minus its
liabilities, is the fund's "net asset value." Closed-end funds may trade in the
market at a price that is equal to, above, or below this net asset value. Shares
are trading at a "premium" when investors purchase or sell shares in the market
at a price that is greater than the shares' net asset value. Conversely, when
investors purchase or sell shares in the market at a price that is lower than
the shares' net asset value, they are said to be trading at a "discount."

*PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE INVESTMENT RETURN AND
PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT FUND SHARES, WHEN SOLD,
MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST.

                                       4

<PAGE>

                            The Americas Income Trust

showed stronger than expected growth, interest rates rose and bond prices 
fell sharply, ending the bond market rally abruptly and resulting in the 
third worst quarter for bonds in general since interest rates peaked in 1981. 
The fund was positioned for this volatility, having sold long-duration 
derivative securities in anticipation of rising rates and by holding more 
cash and defensive securities as rates were rising.

THE MOST SIGNIFICANT EVENT IN CANADA DURING THE SIX MONTHS WAS THE QUEBEC 
REFERENDUM IN LATE 1995. We hedged a portion of the fund's position in the 
Canadian dollar futures market prior to the vote, but did not sell bonds 
because we wanted to maintain the fund's income. The referendum's failure, 
its expected deferral for several years, and the country's increased focus on 
balancing its fiscal budgets resulted in a positive environment for Canadian 
investments. For example, the yield on 10-year Canadian government bonds had 
traded at a spread of 1.75% over U.S. government bonds in late 1995. That 
spread has since fallen below 1%, which benefited the fund's Canadian 
investments.

IN 1996, WE'VE MAINTAINED THE FUND'S MEXICAN EXPOSURE.  As of April 30, the 
fund was a bit underweighted in Mexico, with about half of its Mexican 
investments denominated in pesos and the remainder denominated in U.S. 
dollars. The Mexican economy appears somewhat more stable this year. Although 
there is weak economic growth, 

PORTFOLIO COMPOSITION 
April 30, 1996

[CHART]


                                       5


<PAGE>

                           The Americas Income Trust

inflation is falling and interest rates are expected to be in the 20% range, 
as compared to rates as high as 80% in the past year. While the peso 
depreciated more than 15% over the past six months, it has recently 
stabilized.

ALL OF THE FUND'S DISTRIBUTIONS FOR THE FISCAL YEAR ENDING OCT. 31, 1996, 
WILL BE CLASSIFIED AS RETURNS OF CAPITAL FOR TAX PURPOSES. The returns of 
capital resulted from foreign currency losses experienced by the fund. Tax 
accounting rules require that foreign currency losses be offset against net 
investment income when determining ordinary income.

FOR YOU AS AN INVESTOR, A RETURN OF CAPITAL MEANS THE DISTRIBUTION IS NOT 
REPORTED AS TAXABLE INCOME BUT REDUCES YOUR COST BASIS IN THE FUND. 
Therefore, while it defers taxes on your earnings now, it will likely affect 
the capital gain or loss calculation when you sell fund shares. Your tax 
adviser can provide more information about how this will affect you in your 
tax reporting.

I URGE YOU TO READ AND UNDERSTAND THE PLANS FOR FUTURE INVESTMENTS IN THE 
AMERICAS INCOME TRUST. On the next pages, Peter Wilby, the fund's primary 
portfolio manager at Salomon Brothers Asset Management, outlines some of the 
changes in the fund's investment policy. We believe SBAM is the best company 
to take the fund through these changes, and we look forward to working with 
them. 

Sincerely,


/s/ Tom McGlinch


Tom McGlinch
Portfolio Manager
Piper Capital Management



                                       6

<PAGE>

                             The Americas Income Trust


[PHOTO]

PETER WILBY, CFA, CPA,
SALOMON BROTHERS ASSET MANAGEMENT, IS PRIMARILY RESPONSIBLE FOR THE MANAGEMENT
OF THE AMERICAS INCOME TRUST, BEGINNING MAY 22, 1996. PETER HAS 13 YEARS OF 
FINANCIAL EXPERIENCE. HE JOINED SBAM IN 1989 AS A DIRECTOR OF HIGH-YIELD AND
EMERGING MARKETS FIXED INCOME PORTFOLIO MANAGEMENT. IN 1996, HE WAS APPOINTED A
MANAGING DIRECTOR OF SALOMON 
BROTHERS INC.


Dear Shareholders:

SALOMON BROTHERS ASSET MANAGEMENT IS PLEASED TO ACCEPT ITS NEW ROLE AS 
SUBADVISER TO THE AMERICAS INCOME TRUST. We believe now is an excellent time 
to take action in response to favorable market conditions in the countries 
represented in the fund, as well as in other international markets.

A CHANGE IN THE FUND'S INVESTMENT POLICIES ALLOWS US TO INVEST A HIGHER 
PERCENTAGE OF ASSETS IN THE HIGH-YIELD BOND MARKET, WHICH WE BELIEVE PRESENTS 
AN ATTRACTIVE OPPORTUNITY. The Americas Income Trust now has the ability to 
invest up to 35% of its total assets in non-investment grade securities or 
unrated securities of comparable quality (up from a previous limit of 10%). 
Non-investment grade securities, commonly known as "high-yield" or "junk" 
bonds, are subject to higher risks and greater market fluctuations than are 
lower-yielding, higher-rated securities. Another policy change allows the 
investment of up to 35% of total assets in unrated securities of any quality 
(up from a previous limit of 20%). Unrated securities deemed comparable to 
non-investment grade securities will have similar characteristics to those 
securities. The fund will not invest any more than 35% of its total assets, 
collectively, in unrated securities of any quality and non-investment grade 
or comparable quality securities. 

WITH THESE NEW POLICIES IN EFFECT, WE ANTICIPATE CHANGING THE FUND'S 
ALLOCATION. Our expected allocation will include a significant portion of 
U.S. and Canadian investment grade bonds, but will also include emerging 
markets debt, high-yield bonds and international investment grade bonds. We 
believe the ability to invest in the high-yield bond market in the United 
States and Canada could bring positive results. We also believe that stable 
to 


                                       7


<PAGE>

                             The Americas Income Trust

improving credit quality trends and strong cash flows into mutual funds 
should continue to support the high-yield market. In the emerging markets, 
moderate economic growth and political stability should support the markets, 
providing adequate liquidity for buyers of emerging markets debt. The 
emerging debt market currently yields approximately 7% over U.S. Treasuries, 
while U.S. BB/B sectors yield 2.5% to 4.3% above U.S. Treasuries.

WE ARE ENCOURAGED BY THE FISCAL AND ECONOMIC TRENDS IN THE UNITED STATES, 
CANADA AND MEXICO, AND WE BELIEVE THEY SHOULD HAVE A POSITIVE EFFECT ON THE 
AMERICAS INCOME TRUST. In the United States, signs of economic strength 
continue to emerge, suggesting that the accelerated pace of growth in the 
first quarter of 1996 will carry forward. Canada's current low inflation 
rate, the government's commitment to fiscal discipline, and stability in the 
Canadian dollar indicate a positive outlook for bonds. In Mexico, there is 
adequate liquidity in the market and buyers still have an appetite for 
Mexican bonds, as demonstrated by new long-dated, uncollateralized bonds 
being issued. 

NEWS FROM EMERGING MARKET COUNTRIES IS ENCOURAGING. In mid-January, Moody's 
eliminated the single grade rating gap between Eurobonds and Brady bonds, 
effectively giving Bradys a credit boost. This upgraded Poland's Brady bonds 
to an investment grade rating, the first of its kind for a Brady bond. (Both 
S&P and Moody's, two independent rating agencies, upgraded Poland's Eurobonds 
to investment grade during 1995.) This credit rating boost had a positive 
effect on the entire emerging markets debt 

INVESTMENT GRADE SECURITIES

Investment grade securities are those rated from AAA to BBBby rating agencies 
like Standard & Poor's or Moody's. They usually are considered to be good 
quality.

NON-INVESTMENT GRADE SECURITIES

Non-investment grade securities (also known as high-yield securities or "junk 
bonds") are rated BB or lower by rating agencies. They are issued by 
companies without long track records of sales and earnings, or by those with 
questionable credit strength. Since they are more volatile and pay higher 
yields than investment grade bonds, many risk-oriented investors focus on 
them.

UNRATED SECURITIES

Unrated securities are securities that, for any number of reasons, do not 
have a rating. The name "unrated" does not necessarily mean that a security 
is risky or that a rating has been denied. Many issuers do not apply for a 
rating, or they determine that the cost of applying for and maintaining a 
rating is too great.


                                       8


<PAGE>

                            The Americas Income Trust

sector. Buyers from the U.S. high-yield market and from Europe and Asia have 
entered the emerging debt markets following the ratings upgrade. Consistent 
demand should support the market going forward.

WE ARE OPTIMISTIC THAT THE FIXED INCOME SECTORS REPRESENTED IN THE AMERICAS 
INCOME TRUST WILL RESULT IN STRONG INVESTMENT PERFORMANCE OVER THE LONG TERM. 
The combination of investment grade, high-yield and emerging markets debt 
should provide the opportunity for relatively higher yields than a portfolio 
of solely domestic bonds. In addition, we believe diversification across a 
broad range of bond sectors reduces dependency on any one individual market 
and helps limit portfolio fluctuations.

Thank you for your investment in The Americas Income Trust. We consider it a 
privilege to manage your money, and we are committed to providing you with 
the best service.

Sincerely,


/s/ Peter Wilby


Peter Wilby
Managing Director, Portfolio Manager
Salomon Brothers Asset Management


                                       9


<PAGE>
- --------------------------------------------------------------------------------
                        FINANCIAL STATEMENTS (Unaudited)
 
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1996
 
<TABLE>
<S>                                                           <C>
ASSETS:
  Investments in securities at market value* (including
    a repurchase agreement of $563,000) (note 2) ......... $     49,853,501
  Cash in bank on demand deposit ...........................        185,542
  Other assets .............................................         10,052
  Accrued interest receivable ..............................        684,297
                                                              ----------------
      Total assets .........................................     50,733,392
                                                              ----------------
 
LIABILITIES:
  Accrued investment management fee ........................         20,739
  Accrued administrative fee ...............................          8,296
  Other accrued expenses ...................................         67,332
                                                              ----------------
      Total liabilities ....................................         96,367
                                                              ----------------
Net assets applicable to outstanding capital stock ....... $     50,637,025
                                                              ----------------
                                                              ----------------
 
REPRESENTED BY:
  Capital stock - authorized 2 billion shares of $0.01 par
    value; outstanding, 6,251,305 shares ................. $         62,513
  Additional paid-in capital ...............................     78,924,020
  Distributions in excess of net investment income .........        (81,096)
  Accumulated net realized loss on investments .............    (23,045,817)
  Unrealized depreciation of investments and on translation
    of other assets and liabilities denominated in foreign
    currencies .............................................     (5,222,595)
                                                              ----------------
      Total - representing net assets applicable to
        outstanding capital stock ........................ $     50,637,025
                                                              ----------------
                                                              ----------------
 
Net asset value per share of outstanding capital stock ... $           8.10
                                                              ----------------
                                                              ----------------
 
* Investments in securities at identified cost ........... $     55,078,462
                                                              ----------------
                                                              ----------------
</TABLE>
 
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
                                       10
<PAGE>
- --------------------------------------------------------------------------------
                        FINANCIAL STATEMENTS (UNAUDITED)
 
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED APRIL 30, 1996
 
<TABLE>
<S>                                                           <C>
INCOME:
  Interest ............................................... $      2,207,797
                                                              ----------------
 
EXPENSES (NOTE 3):
  Investment management fee ................................        127,271
  Administrative fee .......................................         50,908
  Custodian, accounting and transfer agent fees ............         57,939
  Reports to shareholders ..................................         26,465
  Directors' fees ..........................................          5,650
  Audit and legal fees .....................................         33,056
  Other expenses ...........................................         15,267
                                                              ----------------
      Total expenses .......................................        316,556
  Less expenses paid indirectly ............................         (1,008)
                                                              ----------------
      Total net expenses ...................................        315,548
                                                              ----------------
 
      Net investment income ................................      1,892,249
                                                              ----------------
 
NET REALIZED AND UNREALIZED GAINS (LOSSES):
  Net realized loss on investments and foreign currency
    transactions (note 4) ..................................     (8,419,028)
  Net realized loss on closed futures contracts ............        (32,850)
                                                              ----------------
    Net realized loss on investments and foreign currency
      transactions .........................................     (8,451,878)
  Net change in unrealized appreciation or depreciation of
    investments and on translation of other assets and
    liabilities denominated in foreign currencies ..........      7,769,618
                                                              ----------------
    Net realized and unrealized loss on investments and
      foreign currency transactions ........................       (682,260)
                                                              ----------------
 
      Net increase in net assets resulting from
        operations ....................................... $      1,209,989
                                                              ----------------
                                                              ----------------
</TABLE>
 
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
                                       11
<PAGE>
- --------------------------------------------------------------------------------
                              FINANCIAL STATEMENTS
 
STATEMENTS OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
 
                                                              Six Months Ended
                                                                  4/30/96           Year Ended
                                                                (Unaudited)          10/31/95
                                                              ----------------   ----------------
<S>                                                           <C>                <C>
OPERATIONS:
  Net investment income .................................. $      1,892,249          5,047,323
  Net realized loss on investments and foreign currency
    transactions and on translation of other assets and
    liabilities denominated in foreign currencies ..........     (8,451,878)       (18,226,930)
  Net change in unrealized appreciation or depreciation of
    investments ............................................      7,769,618          5,519,734
                                                              ----------------   ----------------
 
    Net increase (decrease) in net assets resulting from
      operations ...........................................      1,209,989         (7,659,873)
                                                              ----------------   ----------------
 
DISTRIBUTIONS TO SHAREHOLDERS:
  Tax return of capital ....................................     (1,973,345)        (5,613,003)
                                                              ----------------   ----------------
 
CAPITAL SHARE TRANSACTIONS:
  Payments for retirement of 51,000 and 129,300 shares,
    respectively ...........................................       (351,813)          (948,203)
                                                              ----------------   ----------------
      Total decrease in net assets .........................     (1,115,169)       (14,221,079)
 
Net assets at beginning of period ..........................     51,752,194         65,973,303
                                                              ----------------   ----------------
 
Net assets at end of period .............................. $     50,637,025         51,752,194
                                                              ----------------   ----------------
                                                              ----------------   ----------------
 
Distributions in excess of net investment income ......... $        (81,096)                --
                                                              ----------------   ----------------
                                                              ----------------   ----------------
</TABLE>
 
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
                                       12
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
 
(1) ORGANIZATION
                The Americas Income Trust Inc. (the fund) is registered under
                the Investment Company Act of 1940 (as amended) as a
                non-diversified, closed-end investment management company. The
                fund primarily invests in debt securities that are issued by
                issuers located in the United States, Canada and Mexico and
                denominated in the currencies of those countries. Debt
                securities that the fund may invest in include: mortgage-related
                securities, including mortgage derivative securities;
                asset-backed securities; structured securities, including
                foreign linked index securities; municipal obligations; Brady
                bonds and corporate debt securities, and U.S. and foreign
                government securities. Fund shares are listed on the New York
                Stock Exchange under the symbol XUS.
 
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                INVESTMENTS IN SECURITIES
                The values of fixed income securities are determined using
                pricing services or prices quoted by independent brokers.
                Exchange-listed options are valued at the last sales price, and
                open financial futures contracts are valued at the last
                settlement price. When market quotations are not readily
                available, securities are valued at fair value according to
                methods selected in good faith by the board of directors.
                Short-term securities with maturities of 60 days or less are
                valued at amortized cost which approximates market value.
 
                Securities transactions are accounted for on the date the
                securities are purchased or sold. Realized gains and losses are
                calculated on the identified-cost basis. Interest income,
                including amortization of bond discount and premium computed on
                a level-yield basis, is accrued daily.
 
                FOREIGN CURRENCY TRANSLATION AND TRANSACTIONS
                Securities and other assets and liabilities denominated in
                foreign currencies are translated into U.S. dollars at the
                closing rate of exchange. Foreign currency amounts related to
                the purchase or sale of securities and income and expenses are
                translated at the exchange rate on the transaction date. For
                financial reporting purposes the realized and unrealized gain
                (loss) on investments reflects changes in exchange rates as well
                as changes in the foreign denominated market value of
                investments.
 
                The fund also may enter into forward foreign currency exchange
                contracts for hedging purposes. The net U.S. dollar value of
                foreign
 
                                       13
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                currency underlying all contractual commitments held by the
                fund, and the resulting unrealized appreciation or depreciation,
                are determined using foreign currency exchange rates from
                independent pricing sources. The fund is subject to the credit
                risk that the other party will not complete the obligations of
                the contract.
 
                OPTIONS TRANSACTIONS
                For hedging purposes, the fund may buy and sell put and call
                options, write covered call options on portfolio securities, and
                write cash-secured puts. The risk in writing a call option is
                that the fund gives up the opportunity for profit if the market
                price of the security increases. The risk in writing a put
                option is that the fund may incur a loss if the market price of
                the security decreases and the option is exercised. The risk of
                buying an option is that the fund pays a premium whether or not
                the option is exercised. The fund also has the additional risk
                of not being able to enter into a closing transaction if a
                liquid secondary market does not exist.
 
                Option contracts are valued daily and unrealized appreciation or
                depreciation is recorded. The fund will realize a gain or loss
                upon expiration or closing of the option transaction. When an
                option is exercised, the proceeds on the sale of a written call
                option, the purchase cost of a written put option, or the cost
                of a security for purchased put and call options is adjusted by
                the amount of premium received or paid.
 
                FUTURES TRANSACTIONS
                In order to gain exposure to or protect against changes in the
                market, the fund may buy and sell financial futures contracts
                and related options. Risks of entering into futures contracts
                and related options include the possibility there may be an
                illiquid market and that a change in the value of the contract
                or option may not correlate with changes in the value of the
                underlying securities.
 
                Upon entering into a futures contract, the fund is required to
                deposit either cash or securities in an amount (initial margin)
                equal to a certain percentage of the contract value. Subsequent
                payments (variation margin) are made or received by the fund
                each day. The variation margin payments are equal to the daily
                changes in the
 
                                       14
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                contract value and are recorded as unrealized gains and losses.
                The fund recognizes a realized gain or loss when the contract is
                closed or expires.
 
                INTEREST RATE TRANSACTIONS
                To preserve a return or spread on a particular investment or
                portion of its portfolio or for other non-speculative purposes,
                the fund may enter into various hedging transactions, such as
                interest rate swaps and the purchase of interest rate caps and
                floors. Interest rate swaps involve the exchange of commitments
                to pay or receive interest, e.g., an exchange of floating rate
                payments for fixed rate payments. The purchase of an interest
                rate cap entitles the purchaser, to the extent that a specified
                index exceeds a predetermined interest rate, to receive payments
                of interest on a contractually based notional principal amount
                from the party selling the interest rate cap. The purchase of an
                interest rate floor entitles the purchaser, to the extent that a
                specified index falls below a predetermined interest rate, to
                receive payments of interest on a contractually based notional
                principal amount from the party selling the interest rate floor.
 
                If forecasts of interest rates and other market factors are
                incorrect, investment performance will diminish compared to what
                performance would have been if these investment techniques were
                not used. Even if the forecasts are correct, there is risk that
                the positions may correlate imperfectly with the asset or
                liability being hedged. Other risks of entering into these
                transactions are that a liquid secondary market may not always
                exist or that the other party to the transaction may not
                perform.
 
                For interest rate swaps, caps and floors, the fund accrues
                weekly, as an increase or decrease to interest income, the
                current net amount due to or owed by the fund. Interest rate
                swaps, caps and floors are valued from prices quoted by
                independent brokers. These valuations represent the present
                value of all future cash settlement amounts based on implied
                forward interest rates.
 
                SECURITIES PURCHASED ON A WHEN-ISSUED BASIS
                Delivery and payment for securities that have been purchased by
                the fund on a forward-commitment or when-issued basis can take
                place a month or more after the transaction date. During this
                period, such securities do not earn interest, are subject to
                market fluctuation and
 
                                       15
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                may increase or decrease in value prior to their delivery. The
                fund maintains, in a segregated account with its custodian,
                assets with a market value equal to the amount of its purchase
                commitments. The purchase of securities on a when-issued or
                forward-commitment basis may increase the volatility of the
                fund's net asset value if the fund makes such purchases while
                remaining substantially fully invested. As of April 30, 1996,
                the fund had no outstanding when-issued or forward-commitments.
 
                In connection with its ability to purchase securities on a
                when-issued or forward-commitment basis, the fund may enter into
                mortgage "dollar rolls" in which the fund sells securities for
                delivery in the current month and simultaneously contracts with
                the same counterparty to repurchase similar (same type, coupon
                and maturity) but not identical securities on a specified future
                date. As an inducement to "roll over" its purchase commitments,
                the fund receives negotiated fees. For six months ended April
                30, 1996, the fund earned no such fees.
 
                FEDERAL TAXES
                The fund intends to comply with the requirements of the Internal
                Revenue Code applicable to regulated investment companies and
                not be subject to federal income tax. Therefore, no income tax
                provision is required.
 
                Net investment income and net realized gains (losses) may differ
                for financial statement and tax purposes primarily because of
                market discount amortization, the differences in amortization
                policies for notional principal contracts, the recognition of
                certain foreign currency gains (losses) as ordinary income
                (loss) for tax purposes, the "mark-to-market" investments for
                tax purposes, losses deferred due to "wash sale" and "straddle"
                transactions and the timing of recognition of income on certain
                collateralized mortgage-backed securities
 
                The character of distributions made during the year from net
                investment income or net realized gains may differ from its
                ultimate characterization for federal income tax purposes.
                Distributions that exceed the net investment income or net
                realized gains recorded on a tax basis are presented as a "tax
                return of capital" in the statements of changes in net assets
                and the financial highlights. In addition, due
 
                                       16
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                to the timing of dividend distributions, the fiscal year in
                which amounts are distributed may differ from the year that the
                income or realized gains (losses) were recorded by the fund.
 
                DISTRIBUTIONS TO SHAREHOLDERS
                Distributions from net investment income are made monthly and
                realized capital gains, if any, will be distributed at least
                annually. These distributions are recorded as of the close of
                business on the ex-dividend date. Such distributions are payable
                in cash or, pursuant to the fund's dividend reinvestment plan,
                reinvested in additional shares of the fund's capital stock.
                Under the plan, fund shares will be purchased in the open market
                unless the market price plus commissions exceeds the net asset
                value by 10% or more. If, at the close of business on the
                dividend payment date, the shares purchased in the open market
                are insufficient to satisfy the dividend reinvestment
                requirement, the fund will issue new shares at a discount of up
                to 5% from the current market price.
 
                REPURCHASE AGREEMENTS
                For repurchase agreements entered into with certain
                broker-dealers, the fund, along with other affiliated registered
                investment companies, may transfer uninvested cash balances into
                a joint trading account, the daily aggregate of which is
                invested in repurchase agreements secured by U.S. government or
                agency obligations. Securities pledged as collateral for all
                individual and joint repurchase agreements are held by the
                fund's custodian bank until maturity of the repurchase
                agreement. Provisions for all agreements ensure that the daily
                market value of the collateral is in excess of the repurchase
                amount, including accrued interest, to protect the fund in the
                event of a default.
 
                USE OF ESTIMATES
                The preparation of financial statements in conformity with
                generally accepted accounting principles requires management to
                make estimates and assumptions that affect the reported amounts
                of assets and liabilities and disclosures of contingent assets
                and liabilities at the date of the financial statements and the
                reported results of operations during the reporting period.
                Actual results could differ from those estimates.
 
                                       17
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
 
(3) EXPENSES
                The fund has entered into the following agreements with Piper
                Capital Management Incorporated (the adviser and the
                administrator):
 
                The investment advisory agreement provides the adviser with a
                monthly investment management fee equal to an annualized rate of
                0.50% of the fund's average weekly net assets. For its fee, the
                adviser provides investment advice and conducts the management
                and investment activity of the fund. Effective May 22, 1996,
                Salomon Brothers Asset Management Inc. (SBAM) became the
                subadviser to the fund. SBAM now handles the fund's day-to-day
                portfolio management duties, while Piper Capital Management, as
                the fund's adviser, remains responsible for the oversight of the
                fund's portfolio strategy.
 
                The administration agreement provides the administrator with a
                monthly fee in an amount equal to an annualized rate of 0.20% of
                the fund's average weekly net assets. For its fee, the
                administrator will provide reporting, regulatory and
                record-keeping services for the fund.
 
                In addition to the investment management and administrative
                fees, the fund is responsible for paying most other operating
                expenses, including: outside directors' fees and expenses;
                custodian fees; registration fees; printing and shareholder
                reports; transfer agent fees and expenses; legal, auditing and
                accounting services; insurance; interest; taxes and other
                miscellaneous expenses.
 
                Expenses paid indirectly represents a reduction of custodian
                fees for earnings on cash balances maintained by the fund.
 
(4) INVESTMENT SECURITY TRANSACTIONS
                Cost of purchases and proceeds from sales of securities, other
                than temporary investments in short-term securities, for the six
                months ended April 30, 1996 aggregated $15,813,307 and
                $11,171,197, respectively.
 
                During the six months ended April 30, 1996, no brokerage
                commissions were paid to Piper Jaffray Inc., an affiliated
                broker.
 
(5) CAPITAL LOSS CARRYOVER
                For federal income tax purposes, the fund had capital loss
                carryovers of $14,593,939 as of October 31, 1995, which, if not
                offset by
 
                                       18
<PAGE>
- --------------------------------------------------------------------------------
                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                subsequent capital gains, will expire in 2002 and 2003. It is
                unlikely the board of directors will authorize a distribution of
                any net realized capital gains until the available capital loss
                carryover has been offset or expires.
 
(6) RETIREMENT OF FUND SHARES
                The fund's board of directors voted to discontinue the share
                repurchase program effective February 6, 1996. Pursuant to the
                plan, the fund had cumulatively repurchased and retired 190,300
                shares as of February 6, 1996, which represents 3.0% of the
                shares originally issued.
 
                                       19
<PAGE>
- --------------------------------------------------------------------------------
                         NOTES TO FINANCIAL STATEMENTS
 
(7) FINANCIAL HIGHLIGHTS
                Per-share data for a share of capital stock outstanding
                throughout each period and selected information for each period
                are as follows:
 
<TABLE>
<CAPTION>
                                                         Six months
                                                           ended           Year     Period from
                                                          4/30/96         Ended     1/28/94 (f)
                                                        (Unaudited)      10/31/95   to 10/31/94
                                                        ------------     --------   ------------
<S>                                                     <C>              <C>        <C>
PER-SHARE DATA
Net asset value, beginning of period ............... $      8.21           10.26       14.04
                                                        ------------     --------   ------------
Operations:
  Net investment income (loss) .......................      0.30           (0.79)       0.92
  Net realized and unrealized loss on investments ....     (0.09)          (1.96)      (3.85)
                                                        ------------     --------   ------------
    Total from operations  ...........................      0.21           (1.17)      (2.93)
                                                        ------------     --------   ------------
Distributions to shareholders:
  From net investment income .........................        --              --       (0.73)
  Tax return of capital ..............................     (0.32)          (0.88)      (0.12)
                                                        ------------     --------   ------------
    Total distributions to shareholders  .............        --           (0.88)      (0.85)
                                                        ------------     --------   ------------
    Net asset value, end of period ................. $      8.10            8.21       10.26
                                                        ------------     --------   ------------
                                                        ------------     --------   ------------
    Market value, end of period .................... $      6.88            6.88        9.75
                                                        ------------     --------   ------------
                                                        ------------     --------   ------------
SELECTED INFORMATION
Total return, net asset value (a) ....................      2.51%         (10.96%)    (20.98%)
Total return, market value (b) .......................      4.56%         (20.90%)    (29.98%)
Net assets at end of period (in millions) .......... $        51              52          66
Ratio of expenses to average daily net assets (c) ....      1.24%(g)        1.21%       0.93%(g)
Ratio of net investment income .......................      7.44%(g)        9.60%      10.82%(g)
Portfolio turnover rate (excluding short-term
  securities) ........................................        21%             61%         62%
Amount of borrowings outstanding at end of period (in
  millions) (d) .................................... $        --              --          15
Per-share amount of borrowings outstanding at end of
  period ........................................... $        --              --        2.33
Per-share amount of net assets, excluding borrowings,
  at end of period ................................. $        --              --       12.59
Asset coverage ratio (e) .............................        --              --         540%
</TABLE>
 
(A)  BASED ON THE CHANGE IN NET ASSET VALUE OF A SHARE DURING THE PERIOD AND
     ASSUMES REINVESTMENT OF DISTRIBUTIONS AT NET ASSET VALUE.
(B)  BASED ON THE CHANGE IN MARKET PRICE OF A SHARE DURING THE PERIOD AND
     ASSUMES REINVESTMENT OF DISTRIBUTIONS AT ACTUAL PRICES PURSUANT TO THE
     FUND'S DIVIDEND REINVESTMENT PLAN.
(C)  BEGINNING IS FISCAL 1995, THE EXPENSE RATIO REFLECTS THE EFFECT OF GROSS
     EXPENSES PAID INDIRECTLY BY THE FUND. PRIOR PERIOD EXPENSE RATIO HAS NOT
     BEEN ADJUSTED.
(D)  SECURITIES PURCHASED ON A WHEN-ISSUED BASIS FOR WHICH LIQUID, HIGH-GRADE
     DEBT OBLIGATIONS ARE MAINTAINED IN A SEGREGATED ACCOUNT ARE NOT CONSIDERED
     BORROWINGS. SEE FOOTNOTE 2 IN THE NOTES TO FINANCIAL STATEMENTS.
(E)  REPRESENTS NET ASSETS, EXCLUDING BORROWINGS, AT END OF PERIOD DIVIDED BY
     BORROWINGS OUTSTANDING AT END OF PERIOD.
(F)  COMMENCEMENT OF OPERATIONS WAS ON JANUARY 28, 1994.
(G)  ADJUSTED TO AN ANNUAL BASIS.
 
                                       20
<PAGE>
- --------------------------------------------------------------------------------
                      INVESTMENTS IN SECURITIES (Unaudited)
 
THE AMERICAS INCOME TRUST
APRIL 30, 1996
 
<TABLE>
<CAPTION>
                                                           Principal            Market
Name of Issuer                                               Amount            Value (a)
- ---------------------------------------------------------  ----------         -----------
<S>                                                        <C>                <C>
(PERCENTAGES OF EACH INVESTMENT CATEGORY RELATE TO TOTAL NET ASSETS)
 
UNITED STATES (57.7%):
 U.S. Government Securities (19.7%):
  U.S. Treasury Bond, 7.25%, 5/15/16 .................. $   2,000,000           2,039,740
  U.S. Treasury Note, 5.88%, 2/15/04 ....................   2,000,000           1,909,040
  U.S. Treasury Note, 5.88%, 3/31/99 ....................   2,000,000           1,983,180
  U.S. Treasury Note, 6.75%, 4/30/00 ....................   4,000,000           4,054,758
                                                                              -----------
 
   Total U.S. Government Securities
    (cost: $10,292,145)  ................................                       9,986,720
                                                                              -----------
 
Mortgage-Backed Securities (29.6%):
 U.S. Agency Fixed Rate Mortgages (27.9%):
  6.50%, FHLMC, 12/1/10 .................................   1,949,689           1,890,555
  7.00%, FHLMC, 6/1/10 ..................................   4,521,425           4,473,317
  11.00%, FNMA, 10/1/20 .................................   1,399,429           1,561,651
  7.00%, GNMA, 8/15/23 ..................................   1,896,509           1,830,700
  8.00%, GNMA, 5/1/25 ...................................   4,305,649           4,363,431
                                                                              -----------
                                                                               14,119,654
                                                                              -----------
 
 Collateralized Mortgage Obligations - Z-Tranche (b) (1.7%):
  6.50%, FHLMC, Series 1694, Class Z, 3/15/24 ...........   1,144,595             884,257
                                                                              -----------
 
   Total Mortgage-Backed Securities
    (cost: $15,031,077)  ................................                      15,003,911
                                                                              -----------
 
Corporate Bonds (8.4%):
  Ford Motor Credit, 7.50%, 1/15/03 .....................   1,000,000           1,018,980
  General Motors, 8.80%, 3/1/21 .........................   1,000,000           1,111,100
  General Motors Acceptance Corporation, 9.38%,
   4/1/00 ...............................................   1,000,000           1,085,920
  Royal Caribbean Cruises, 8.13%, 7/28/04 ...............   1,000,000           1,014,770
                                                                              -----------
 
   Total Corporate Bonds
    (cost: $4,209,454)  .................................                       4,230,770
                                                                              -----------
 
   Total United States Securities
    (cost: $29,532,676)  ................................                      29,221,401
                                                                              -----------
 
CANADIAN SECURITIES (26.0%):
 Government Securities (15.2%) (c):
  Canadian Government, 9.75%, 5/1/00 ....................   2,900,000           2,336,433
</TABLE>
 
SEE ACCOMPANYING NOTES TO INVESTMENTS IN SECURITIES.
 
                                       21
<PAGE>
- --------------------------------------------------------------------------------
                      INVESTMENTS IN SECURITIES (UNAUDITED)
 
THE AMERICAS INCOME TRUST
(CONTINUED)
 
<TABLE>
<CAPTION>
                                                           Principal            Market
Name of Issuer                                               Amount            Value (a)
- ---------------------------------------------------------  ----------         -----------
<S>                                                        <C>                <C>
  Canadian Government, 8.00%, 6/1/23 .................. $   3,000,000           2,136,015
  Canadian Government, 8.75%, 12/1/05 ...................   2,850,000           2,225,127
  Canadian Government Residual, 7.17%, 10/1/08 ..........   3,700,000(d)          985,870
                                                                              -----------
 
   Total Government Securities
    (cost: $7,843,062)  .................................                       7,683,446
                                                                              -----------
 
 Mortgage-Backed Securities (10.8%) (c):
  First Heritage, 6.54%, 12/1/98 ........................   1,458,955           1,066,627
  Firstline Trust, 7.87%, 8/1/18 ........................   1,797,314           1,333,787
  Firstline Trust, 7.25%, 11/1/00 .......................   4,187,840           3,077,978
                                                                              -----------
 
   Total Mortgage Backed Securities
    (cost: $5,750,259)  .................................                       5,478,392
                                                                              -----------
 
   Total Canadian Securities
    (cost: $13,593,321)  ................................                      13,161,837
                                                                              -----------
 
MEXICAN SECURITIES (13.7%):
 Government Securities (7.6%):
  Mexican Brady Par - Series A, 6.25%, 12/31/19 .........   3,500,000(g)        2,314,375
  United Mexican States Bondes, 40.17%, 2/26/98 .........  11,300,000(c)(e)     1,507,439
                                                                              -----------
 
   Total Government Securities
    (cost: $4,353,502)  .................................                       3,821,814
                                                                              -----------
 
 Corporate Debt Securities (6.1%):
  Banamex SA, Medium-Term Note, 0.11%, 12/2/96 ..........  16,460,000(c)        1,913,246
  Mexico-Cuernavaca Trust, 9.25%, 7/25/01 ...............   1,717,514(f)(g)     1,172,203
                                                                              -----------
 
   Total Corporate Debt Securities
    (cost: $7,035,964)  .................................                       3,085,449
                                                                              -----------
 
   Total Mexican Securities
    (cost: $11,389,466)  ................................                       6,907,263
                                                                              -----------
 
SHORT-TERM SECURITIES (1.1%):
  Repurchase agreement with Morgan Stanley,
   collateralized by U.S. Government agency securities,
   acquired on 4/30/96, accrued interest of $80, 5.10%,
   5/1/96
   (cost: $563,000) .....................................     563,000             563,000
                                                                              -----------
 
   Total Investments in Securities
    (cost: $55,078,462) (h) ........................... $                      49,853,501
                                                                              -----------
                                                                              -----------
</TABLE>
 
                                       22
<PAGE>
- --------------------------------------------------------------------------------
                      INVESTMENTS IN SECURITIES (UNAUDITED)
 
NOTES TO INVESTMENTS IN SECURITIES:
 
(A)  SECURITIES ARE VALUED IN ACCORDANCE WITH PROCEDURES DESCRIBED IN NOTE 2 TO
     THE FINANCIAL STATEMENTS.
(B)  Z-TRANCHE - REPRESENTS SECURITIES THAT PAY NO INTEREST OR PRINCIPAL DURING
     THEIR INITIAL ACCRUAL PERIODS, BUT ACCRUE ADDITIONAL PRINCIPAL AT SPECIFIED
     RATES. INTEREST RATE DISCLOSED REPRESENTS CURRENT YIELD BASED UPON THE COST
     BASIS AND ESTIMATED TIMING OF FUTURE CASH FLOWS.
(C)  PAR VALUE IS STATED IN THE LOCAL CURRENCY.
(D)  FOR ZERO-COUPON INVESTMENTS, THE INTEREST RATE SHOWN IS THE EFFECTIVE YIELD
     ON THE DATE OF PURCHASE.
(E)  INTEREST RATE VARIES TO REFLECT CURRENT MARKET CONDITIONS; RATE SHOWN IS
     THE EFFECTIVE RATE ON APRIL 30, 1996.
(F)  SECURITIES SOLD WITHIN TERMS OF A PRIVATE PLACEMENT MEMORANDUM AND MAY BE
     SOLD ONLY TO DEALERS IN THAT PROGRAM OR OTHER ACCREDITED INVESTORS.
(G)  REPRESENTS BONDS ISSUED BY FOREIGN ENTITIES AND DENOMINATED IN U.S.
     DOLLARS, WHOSE VALUE DEPENDS UPON THE OVERALL LEVEL OF INTEREST RATES IN
     THE UNITED STATES AND THE ECONOMIC CONDITIONS OF THE SPECIFIC COUNTRY.
(H)  ALSO APPROXIMATES COST FOR FEDERAL INCOME TAX PURPOSES. THE AGGREGATE
     UNREALIZED APPRECIATION AND DEPRECIATION OF INVESTMENTS IN SECURITIES BASED
     ON THIS COST WERE AS FOLLOWS:
 
<TABLE>
      <S>                                   <C>
      GROSS UNREALIZED APPRECIATION .... $      317,372
      GROSS UNREALIZED DEPRECIATION ......   (5,542,333)
                                            -----------
        NET UNREALIZED DEPRECIATION .... $   (5,224,961)
                                            -----------
                                            -----------
</TABLE>
 
                                       23
<PAGE>
- --------------------------------------------------------------------------------
                               SHAREHOLDER UPDATE
 
ANNUAL MEETING RESULTS
An annual meeting of the fund's shareholders was held on May 9, 1996. At the
meeting, shareholders elected the Board of Directors and ratified the selection
of KPMG Peat Marwick LLP as the independent public accountants of the fund for
the fiscal year ended Oct. 31, 1996. The annual meeting was adjourned until May
14, 1996, at which time shareholders approved the Investment Advisory Agreement
between the fund and Piper Capital Management Inc. and the Sub-advisory
agreement between Salomon Brothers Asset Management Inc and Piper Capital
Management Inc. The voting results of these matters, including number of votes
cast for, against or withheld, the number of abstentions, and the number of
broker non-votes with respect to such matters, are set forth below.
 
    1.  The fund's shareholders elected the following six directors:
 
<TABLE>
<CAPTION>
                                Shares     Shares Withholding
                              Voted "For"  Authority to Vote
                              -----------  ------------------
<S>                           <C>          <C>
David T. Bennett               4,745,242          193,295
Jaye F. Dyer                   4,746,249          192,288
William H. Ellis               4,742,249          196,288
Karol D. Emmerich              4,746,015          192,522
Luella G. Goldberg             4,746,149          192,388
George Latimer                 4,745,576          192,961
</TABLE>
 
    2.  The fund's shareholders ratified the selection by a majority of the
        independent members of the fund's Board of Directors of KPMG Peat
        Marwick LLP as the independent public accountants for the fund for the
        fiscal year ending Oct. 31, 1996. The following votes were cast
        regarding this matter:
 
<TABLE>
<CAPTION>
  Shares     Shares Voted                    Broker
Voted "For"    "Against"    Abstentions     Non-votes
- -----------  -------------  -----------  ---------------
<S>          <C>            <C>          <C>
 4,770,057        52,427       116,054             --
</TABLE>
 
    3.  The fund's shareholders approved the Investment Advisory Agreement
        between the fund and Piper Capital Management as adviser to the fund.
        The following votes were cast regarding this matter:
 
<TABLE>
<CAPTION>
  Shares     Shares Voted                  Broker
Voted "For"    "Against"    Abstentions   Non-votes
- -----------  -------------  -----------  -----------
<S>          <C>            <C>          <C>
 2,880,811       153,421       164,470    1,739,836
</TABLE>
 
                                       24
<PAGE>
- --------------------------------------------------------------------------------
                               SHAREHOLDER UPDATE
 
    4.  The fund's shareholders approved the Sub-advisory Agreement between
        Salomon Brothers Asset Management Inc as subadviser to the fund and
        Piper Capital Management as adviser to the fund. The following votes
        were cast regarding this matter:
 
<TABLE>
<CAPTION>
  Shares     Shares Voted                  Broker
Voted "For"    "Against"    Abstentions   Non-votes
- -----------  -------------  -----------  -----------
<S>          <C>            <C>          <C>
 2,854,724       188,223       155,755    1,739,836
</TABLE>
 
                                       25
<PAGE>
- --------------------------------------------------------------------------------
                             DIRECTORS AND OFFICERS
 
DIRECTORS           David T. Bennett, CHAIRMAN, HIGHLAND HOMES, INC.,
                        USL PRODUCTS, INC., KIEFER BUILT, INC., OF
                        COUNSEL, GRAY, PLANT, MOOTY, MOOTY & BENNETT,
                        P.A.
                    Jaye F. Dyer, PRESIDENT, DYER MANAGEMENT COMPANY
                    William H. Ellis, PRESIDENT, PIPER JAFFRAY
                        COMPANIES INC., PIPER CAPITAL MANAGEMENT
                        INCORPORATED
                    Karol D. Emmerich, PRESIDENT, THE PARACLETE GROUP
                    Luella G. Goldberg, DIRECTOR, TCF FINANCIAL,
                        RELIASTAR FINANCIAL CORP., HORMEL FOODS CORP.
                    George Latimer, CHIEF EXECUTIVE OFFICER, NATIONAL
                        EQUITY FUNDS
 
OFFICERS            William H. Ellis, CHAIRMAN OF THE BOARD AND
                        PRESIDENT
                    Paul A. Dow, SENIOR VICE PRESIDENT
                    Thomas S. McGlinch, SENIOR VICE PRESIDENT
                    Robert H. Nelson, SENIOR VICE PRESIDENT AND
                        TREASURER
                    Susan S. Miley, SECRETARY
 
INVESTMENT ADVISER  Piper Capital Management Incorporated
                    222 SOUTH NINTH STREET, MINNEAPOLIS, MN 55402-3804
 
CUSTODIAN           Morgan Stanley Trust Company
                    1 PIERREPONT PLAZA, BROOKLYN, NY 11201
 
TRANSFER AND        Investors Fiduciary Trust Company
RECORD KEEPING      127 WEST 10TH STREET, KANSAS CITY, MO 64105-1716
AGENT
 
LEGAL COUNSEL       Dorsey & Whitney LLP
                    220 SOUTH SIXTH STREET, MINNEAPOLIS, MN 55402
 
                                       26
<PAGE>

         PIPER CAPITAL                                         ----------------
          MANAGEMENT                                              Bulk Rate
                                                                 U.S. Postage
        PIPER CAPITAL MANAGEMENT INCORPORATED                        PAID
        222 SOUTH NINTH STREET                                  Permit No. 3008
        MINNEAPOLIS, MN 55402-3804                                Mpls., MN
                                                               ----------------


        PIPER JAFFRAY INC., NASD MEMBER.
[LOGO]  THIS DOCUMENT IS PRINTED ON PAPER MADE FROM
        100% TOTAL RECOVERED FIBER, INCLUDING 15% 
        POST-CONSUMER WASTE.


        In an effort to reduce costs to our shareholders, we have
        implemented a process to reduce duplicate mailings of the fund's
        shareholder reports. This householding process should allow us
        to mail one report to each address where one or more registered 
        shareholders with the same last name reside. If you would like to 
        have additional reports mailed to your address, please call our
        Shareholder Services area at 1 800 866-7778, or mail your request to:

        Piper Capital Management
        Attn: Communications Department
        222 South Ninth Street
        Minneapolis, MN 55402-3804


        http://www.piperjaffray.com
        144-96  XUSO2  6/96



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