UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES INVESTMENT COMPANY ACT FILE NUMBER: 811-21319 EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Calamos Convertible and High Income Fund ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 1111 East Warrenville Road, Naperville, Illinois 60563 NAME AND ADDRESS OF AGENT FOR SERVICE: James S. Hamman, Jr., Secretary, Calamos Advisors, LLC 1111 East Warrenville Road Naperville, Illinois 60563-1493 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (630) 245-7200 DATE OF FISCAL YEAR END: October 31, 2005 DATE OF REPORTING PERIOD: November 1, 2004 through April 30, 2005 ITEM 1. REPORTS TO SHAREHOLDERS [PHOTO OMITTED] CALAMOS(R) CONVERTIBLE AND HIGH INCOME FUND SEMIANNUAL REPORT APRIL 30, 2005 [LOGO](R) CALAMOS INVESTMENTS(R) Table of Contents President's Letter ........................................................ 1 Schedule of Investments ................................................... 3 Statement of Assets and Liabilities ....................................... 11 Statement of Operations ................................................... 12 Statement of Changes In Net Assets ........................................ 13 Notes to Financial Statements ............................................. 14 Financial Highlights ...................................................... 21 Report of Independent Registered Public Accounting Firm ........................................................ 22 Other Information ......................................................... 23 President's Letter [PHOTO OMITTED] Dear Shareholder, This semi-annual report covers the period of November 1, 2004, to April 30, 2005, a period where the convertible market declined and high-yield markets were generally flat. Although the CALAMOS CONVERTIBLE AND HIGH INCOME FUND (NYSE: CHY) dropped slightly in price during the period, it produced a steady, significant monthly dividend for shareholders, and continues to trade at a premium to its underlying portfolio's NAV (net asset value). As a refresher to some of our shareholders, a closed-end fund is traded on an exchange, where buyers and sellers determine the price of the fund. The fund thus may trade at a premium (higher than NAV) or at a discount (lower than NAV). Designed to provide total return through a combination of capital appreciation and current income, the Fund makes use of convertible and high-yield securities in a flexible, opportunistic manner to achieve this goal. It is important to note that while convertible and high-yield bonds provide income to the portfolio, they also provide the opportunity for capital appreciation, as they are more equity sensitive than traditional fixed income bonds. By dynamically combining these securities, we aim for long term total return, combining significant current income with equity market participation. For the semi-annual period, questions over the strength of the economy dampened high yield bonds, while convertibles dropped due to declines in the volatility of equities and excessive selling by hedge funds. We think the market was driven by short-term concerns during this semi-annual period, while our portfolios remained positioned to take advantage of longer-term trends. We viewed the convertible market as substantially undervalued in the first portion of 2005, and invested in additional opportunities which we believe offered potentially significant upside yet met our investment team's risk-management criteria. A recent development worth noting is the Board of Trustees' ratification of a level-rate distribution policy for the Fund, announced in June of 2005. We recognize how important stability of income can be, particularly to closed-end fund investors, and sought to formalize the Fund's aim to providing such stability. At a monthly rate of $0.1219 per share, the Fund's distribution represents an annualized rate 9.75% based on the Fund's CALAMOS CONVERTIBLE AND HIGH INCOME FUND The views expressed in this report reflect those of Calamos Advisors LLC through June 20, 2005. The manager's views are subject to change at any time based on market and other conditions. This report is submitted for general information for the shareholders of the fund. Convertible and High Income Fund President's Letter SEMIANNUAL REPORT 1 President's Letter initial offering price of $15.00, and equates to $1.46 per share on an annual basis. We believe that the adoption of a level rate distribution policy has the potential to serve the long-term interests of you as a CHY shareholder, as consistent, dependable distributions can be an important component of your total return goals. If any distribution exceeds the Fund's net investment company taxable income, the excess generally will be a tax-free return of capital. Together, the Fund's portfolio management team's risk-managed approach, communications efforts, and dividend policy are all designed to enhance the value of your investment. We believe that the Fund's flexible mandate and its focus on long-term total return provides the potential to create long term wealth for shareholders, while our risk management and dividend commitment provide downside protection and current, dependable income. As a portfolio manager--and shareholder--I remain committed to striving to help you meet your long-term investment goals. Thank you for your confidence in CALAMOS INVESTMENTS and CHY. Sincerely, /s/ John P. Calamos JOHN P. CALAMOS, SR. Chairman, Chief Executive Officer and Co-Chief Investment Officer Convertible and High Income Fund 2 SEMIANNUAL REPORT President's Letter Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- CORPORATE BONDS (103.7%) CONSUMER DISCRETIONARY (21.8%) $ 2,552,000 Accuride Corp.* 8.500%, 02/01/15 $ 2,411,640 2,784,000 Asbury Automotive Group, Inc.^ 9.000%, 06/15/12 2,756,160 9,280,000 Beazer Homes USA, Inc. 8.375%, 04/15/12 9,883,200 4,640,000 Broder Bros. Co.^ 11.250%, 10/15/10 4,964,800 2,320,000 CBD Media, LLC 8.625%, 06/01/11 2,314,200 4,640,000 DEX Media, Inc.^ 8.000%, 11/15/13 4,802,400 12,167,000 GBP EMI Group, PLC 9.750%, 05/20/08 25,170,188 General Motors Corp.^ 7,331,000 8.250%, 07/15/23 5,620,282 742,000 7.125%, 07/15/13 589,955 Goodyear Tire & Rubber Company^ 6,496,000 7.857%, 08/15/11 5,878,880 4,640,000 7.000%, 03/15/28 3,862,800 8,631,000 Hasbro, Inc. 6.600%, 07/15/28 9,101,053 5,846,000 Houghton Mifflin Company^ 9.875%, 02/01/13 5,933,690 3,712,000 IMAX Corp.^ 9.625%, 12/01/10 3,944,000 3,712,000 Inn of the Mountain Gods^ 12.000%, 11/15/10 4,370,880 4,640,000 Interpublic Group of Companies, Inc. 7.250%, 08/15/11 4,836,527 2,784,000 Intrawest Corp. 7.500%, 10/15/13 2,784,000 J.C. Penney Company, Inc. 1,856,000 9.000%, 08/01/12^ 2,134,400 1,392,000 7.650%, 08/15/16 1,513,800 2,784,000 Jarden Corp. 9.750%, 05/01/12 2,978,880 4,594,000 Kellwood Company 7.625%, 10/15/17 4,900,213 3,480,000 La Quinta, Corp.^ 8.875%, 03/15/11 3,762,750 3,248,000 Landry's Restaurants, Inc.*^ 7.500%, 12/15/14 3,036,880 2,784,000 Mandalay Resort Group^ 7.625%, 07/15/13 2,888,400 10,977,000 Oxford Industries, Inc. 8.875%, 06/01/11 11,416,080 928,000 Pinnacle Entertainment, Inc.^ 8.250%, 03/15/12 914,080 7,424,000 Rent-A-Center, Inc. 7.500%, 05/01/10 7,386,880 4,176,000 CAD Rogers Wireless, Inc. 7.625%, 12/15/11 3,410,029 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 3,480,000 CAD Rogers Cable, Inc. 7.250%, 12/15/11 $ 2,793,293 11,043,000 Royal Caribbean Cruises, Ltd.^ 7.500%, 10/15/27 11,595,150 4,640,000 Russell Corp.^ 9.250%, 05/01/10 4,837,200 8,816,000 Spanish Broadcasting Systems, Inc. 9.625%, 11/01/09 9,245,780 7,981,000 Vail Resorts, Inc. 6.750%, 02/15/14 7,901,190 6,496,000 Warnaco Group, Inc.^ 8.875%, 06/15/13 7,048,160 Warner Music Group 1,856,000 GBP 8.125%, 04/15/14 3,699,052 1,856,000 7.375%, 04/15/14 1,865,280 WCI Communities, Inc. 6,032,000 7.875%, 10/01/13 6,032,000 2,784,000 6.625%, 03/15/15* 2,547,360 --------------- 201,131,512 --------------- CONSUMER STAPLES (8.7%) 1,856,000 Central Garden & Pet Company^ 9.125%, 02/01/13 2,004,480 5,104,000 Chattem, Inc.^ 7.000%, 03/01/14 5,180,560 4,176,000 Chiquita Brands International, Inc. 7.500%, 11/01/14 3,841,920 5,248,000 Del Monte Foods Company 8.625%, 12/15/12 5,641,600 5,568,000 DIMON, Inc. 7.750%, 06/01/13 6,305,760 Dole Food Company, Inc. 4,494,000 8.875%, 03/15/11 4,786,110 4,139,000 8.625%, 05/01/09 4,376,992 2,096,000 Gold Kist, Inc. 10.250%, 03/15/14 2,378,960 12,528,000 Jean Coutu Group, Inc.^ 8.500%, 08/01/14 11,870,280 3,712,000 Pinnacle Foods Holding^ 8.250%, 12/01/13 3,099,520 5,939,000 Playtex Products, Inc. 8.000%, 03/01/11 6,369,578 Rayovac Corp. 10,208,000 8.500%, 10/01/13 10,539,760 2,784,000 7.375%, 02/01/15*^ 2,714,400 5,104,000 Revlon Consumer Products Corp.*^ 9.500%, 04/01/11 4,938,120 1,856,000 Smithfield Foods, Inc. 7.750%, 05/15/13 1,995,200 1,856,000 Standard Commercial Corp. 8.000%, 04/15/12 2,136,720 1,950,000 WH Intermediate Holdings, Ltd. 9.500%, 04/01/11 2,086,500 --------------- 80,266,460 --------------- Convertible and High Income Fund Schedule of Investments SEMIANNUAL REPORT 3 See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- ENERGY (10.5%) Chesapeake Energy Corp. $ 3,712,000 6.875%, 01/15/16^ $ 3,712,000 1,856,000 7.750%, 01/15/15 1,962,720 4,640,000 Forest Oil Corp. 8.000%, 12/15/11 5,057,600 10,115,000 General Maritime Corp. 10.000%, 03/15/13 11,050,638 Giant Industries, Inc. 5,568,000 8.000%, 05/15/14^ 5,623,680 1,987,000 11.000%, 05/15/12 2,275,115 10,533,000 Houston Exploration Company^ 7.000%, 06/15/13 10,638,330 4,269,000 KCS Energy, Inc. 7.125%, 04/01/12 4,247,655 2,538,000 Lone Star Technologies, Inc. 9.000%, 06/01/11 2,677,590 Overseas Shipholding Group, Inc. 2,784,000 7.500%, 02/15/24 2,686,560 937,000 8.750%, 12/01/13 1,040,070 4,292,000 Paramount Resources Ltd. 8.500%, 01/31/13 4,184,700 Petroleo Brasileiro, SA^ 6,960,000 8.375%, 12/10/18 7,142,700 4,640,000 9.125%, 07/02/13 5,104,000 18,096,000 Premcor Refining Group, Inc.^ 7.500%, 06/15/15 19,543,680 928,000 Stone Energy Corp. 6.750%, 12/15/14 886,240 2,784,000 Swift Energy Company 7.625%, 07/15/11 2,839,680 6,032,000 Whiting Petroleum Corp. 7.250%, 05/01/12 6,032,000 --------------- 96,704,958 --------------- FINANCIALS (4.1%) 4,454,000 Fairfax Financial Holdings, Ltd.^ 7.750%, 04/26/12 4,136,652 Host Marriott Corp.^ 10,208,000 7.125%, 11/01/13 10,386,640 1,949,000 9.250%, 10/01/07 2,095,175 11,136,000 Leucadia National Corp. 7.000%, 08/15/13 11,191,680 Senior Housing Properties Trust 4,965,000 7.875%, 04/15/15 5,225,663 4,640,000 8.625%, 01/15/12 5,057,600 --------------- 38,093,410 --------------- HEALTH CARE (8.8%) 9,289,000 Alpharma, Inc.* 8.625%, 05/01/11 9,056,775 15,103,000 Ameripath, Inc.^ 10.500%, 04/01/13 15,178,515 12,064,000 Ardent Health Services, Inc. 10.000%, 08/15/13 14,671,030 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 13,549,000 Bausch & Lomb, Inc. 7.125%, 08/01/28 $ 13,955,470 2,784,000 Beverly Enterprises, Inc. 7.875%, 06/15/14 3,062,400 2,633,000 Psychiatric Solutions, Inc. 10.625%, 06/15/13 2,922,630 6,032,000 Quintiles Transnational Corp. 10.000%, 10/01/13 6,544,720 9,373,000 Tenet Healthcare Corp.*^ 9.250%, 02/01/15 9,419,865 6,496,000 Vanguard Health Systems, Inc. 9.000%, 10/01/14 6,804,560 --------------- 81,615,965 --------------- INDUSTRIALS (17.3%) 5,568,000 American Airlines, Inc. 7.250%, 02/05/09 5,289,600 2,320,000 Armor Holdings, Inc.^ 8.250%, 08/15/13 2,470,800 974,000 EUR Aspropulsion Capital BV* 9.625%, 10/01/13 1,422,600 BE Aerospace, Inc. 2,784,000 8.875%, 05/01/11 2,818,800 1,856,000 8.500%, 10/01/10 2,004,480 2,784,000 Casella Waste Systems, Inc. 9.750%, 02/01/13 3,055,440 15,776,000 CNH Global, NV* 9.250%, 08/01/11 16,170,400 15,312,000 Esterline Technologies Corp. 7.750%, 06/15/13 16,077,600 2,315,000 Gardner Denver, Inc.* 8.000%, 05/01/13 2,326,575 1,392,000 GATX Corp. 8.875%, 06/01/09 1,585,283 3,684,000 General Cable Corp. 9.500%, 11/15/10 3,923,460 6,032,000 Hutchison Whampoa, Ltd.*^ 6.250%, 01/24/14 6,378,725 7,888,000 Jacuzzi Brands, Inc. 9.625%, 07/01/10 8,479,600 JLG Industries, Inc. 7,053,000 8.250%, 05/01/08 7,335,120 3,248,000 8.375%, 06/15/12^ 3,394,160 7,006,000 Laidlaw Global Securities, Inc. 10.750%, 06/15/11 8,021,870 Legrand Holding, SA 7,424,000 8.500%, 02/15/25^ 8,908,800 928,000 EUR 11.000%, 02/15/13 1,440,501 4,033,000 Manitowoc Company, Inc. 10.500%, 08/01/12 4,506,878 12,064,000 Mobile Mini, Inc. 9.500%, 07/01/13 13,270,400 4,640,000 Monitronics International, Inc. 11.750%, 09/01/10 4,976,400 Convertible and High Income Fund 4 SEMIANNUAL REPORT Schedule of Investments See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 2,227,000 Orbital Sciences Corp. 9.000%, 07/15/11 $ 2,427,430 Sequa Corp. 6,496,000 8.875%, 04/01/08 6,723,360 1,856,000 9.000%, 08/01/09 1,967,360 Terex Corp. 6,496,000 9.250%, 07/15/11 7,080,640 5,684,000 7.375%, 01/15/14^ 5,740,840 12,992,000 United Rentals, Inc.^ 7.000%, 02/15/14 11,757,760 --------------- 159,554,882 --------------- INFORMATION TECHNOLOGY (8.0%) 6,032,000 Advanced Micro Devices, Inc. 7.750%, 11/01/12 5,685,160 2,543,000 Arrow Electronics, Inc. 6.875%, 06/01/18 2,703,298 3,712,000 Celestica, Inc.^ 7.875%, 07/01/11 3,712,000 1,856,000 Flextronics International, Ltd. 6.500%, 05/15/13 1,781,760 4,640,000 Freescale Semiconductor, Inc. 7.125%, 07/15/14 4,848,800 Iron Mountain, Inc. 3,712,000 GBP 7.250%, 04/15/14* 6,477,765 1,856,000 6.625%, 01/01/16^ 1,661,120 4,779,000 Lucent Technologies, Inc. 6.500%, 01/15/28 4,026,308 6,728,000 Motorola, Inc.^ 7.500%, 05/15/25 7,882,881 4,640,000 Sanmina-Sci Corp. 10.375%, 01/15/10 5,104,000 3,712,000 Stratus Technologies, Inc.^ 10.375%, 12/01/08 3,637,760 6,496,000 Telcordia Technologies* 10.000%, 03/15/13 6,301,120 19,024,000 Xerox Corp. 7.625%, 06/15/13 20,403,240 --------------- 74,225,212 --------------- MATERIALS (18.7%) Aleris International, Inc. 2,970,000 10.375%, 10/15/10 3,244,725 2,651,000 9.000%, 11/15/14* 2,717,275 8,352,000 Arch Western Finance, LLC^ 6.750%, 07/01/13 8,414,640 4,640,000 Ball Corp. 6.875%, 12/15/12 4,790,800 5,568,000 Bowater, Inc.^ 6.500%, 06/15/13 5,080,800 8,352,000 Buckeye Technologies, Inc. 8.500%, 10/01/13 8,727,840 17,651,000 Equistar Chemicals, LP 10.625%, 05/01/11 19,769,120 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 11,925,000 Freeport-McMoRan Copper & Gold, Inc.^ 10.125%, 02/01/10 $ 13,117,500 13,920,000 Georgia-Pacific Corp.^ 8.000%, 01/15/14 14,964,000 2,300,000 Graham Packaging Holdings Company*^ 9.875%, 10/15/14 2,208,000 5,568,000 IPSCO, Inc. 8.750%, 06/01/13 6,208,320 2,784,000 Massey Energy Company 6.950%, 03/01/07 2,846,640 8,352,000 Neenah Paper, Inc.*^ 7.375%, 11/15/14 7,976,160 4,872,000 Novelis, Inc.*^ 7.250%, 02/15/15 4,738,020 12,064,000 Polyone Corp.^ 10.625%, 05/15/10 13,360,880 7,795,000 Pope & Talbot, Inc. 8.375%, 06/01/13 8,145,775 4,640,000 Sealed Air Corp.* 6.875%, 07/15/33 5,157,699 6,200,000 Steel Dynamics, Inc. 9.500%, 03/15/09^ 6,665,000 1,856,000 Stone Container Corp. 8.375%, 07/01/12 1,842,080 21,669,000 Texas Industries, Inc. 10.250%, 06/15/11 24,431,797 Union Carbide Corp. 4,501,000 7.875%, 04/01/23^ 4,936,616 3,016,000 7.500%, 06/01/25 3,236,482 --------------- 172,580,169 --------------- TELECOMMUNICATION SERVICES (1.5%) 5,568,000 AT&T Corp. 9.750%, 11/15/31 6,960,000 6,496,000 Nextel Communications, Inc. 7.375%, 08/01/15 6,950,720 --------------- 13,910,720 --------------- UTILITIES (4.3%) 6,447,000 AES Corp. 8.500%, 11/01/07 6,527,587 4,640,000 Centerpoint Energy, Inc.^ 6.850%, 06/01/15 5,165,693 Edison International 5,568,000 9.875%, 04/15/11^ 6,319,680 3,712,000 10.000%, 08/15/08 4,073,920 4,640,000 Public Service Enterprise Group, Inc.^ 8.625%, 02/15/08 4,895,200 11,693,000 Teco Energy, Inc.^ 7.500%, 06/15/10 12,540,743 --------------- 39,522,823 --------------- TOTAL CORPORATE BONDS (Cost $925,143,610) 957,606,111 =============== Convertible and High Income Fund Schedule of Investments SEMIANNUAL REPORT 5 See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- CONVERTIBLE BONDS (2.4%) CONSUMER DISCRETIONARY (1.0%) $ 9,000,000 Walt Disney Company^ 2.125%, 04/15/23 $ 9,495,000 --------------- INDUSTRIALS (1.0%) 5,500,000 GATX Corp. 7.500%, 02/01/07 6,386,875 2,160,000 Quanta Services Inc. 4.500%, 10/01/23 2,165,400 550,000 Titan International, Inc. 5.250%, 07/26/09 671,000 --------------- 9,223,275 --------------- TELECOMMUNICATION SERVICES (0.4%) Liberty Media Corp. (Sprint PCS Group) 4,142,000 3.750%, 02/15/30^ 2,454,135 1,974,000 4.000%, 11/15/29 1,297,905 --------------- 3,752,040 --------------- TOTAL CONVERTIBLE BONDS (Cost $22,695,989) 22,470,315 =============== SYNTHETIC CONVERTIBLE SECURITIES (9.5%) CORPORATE BONDS (8.1%) CONSUMER DISCRETIONARY (1.7%) 198,000 Accuride Corp.* 8.500%, 02/01/15 187,110 216,000 Asbury Automotive Group, Inc.^ 9.000%, 06/15/12 213,840 720,000 Beazer Homes USA, Inc. 8.375%, 04/15/12 766,800 360,000 Broder Bros. Co.^ 11.250%, 10/15/10 385,200 180,000 CBD Media, LLC 8.625%, 06/01/11 179,550 360,000 DEX Media, Inc.^ 8.000%, 11/15/13 372,600 944,000 GBP EMI Group, PLC 9.750%, 05/20/08 1,952,877 General Motors Corp.^ 569,000 8.250%, 07/15/23 436,222 58,000 7.125%, 07/15/13 46,115 Goodyear Tire & Rubber Company^ 504,000 7.857%, 08/15/11 456,120 360,000 7.000%, 03/15/28 299,700 669,000 Hasbro, Inc. 6.600%, 07/15/28 705,434 454,000 Houghton Mifflin Company^ 9.875%, 02/01/13 460,810 288,000 IMAX Corp.^ 9.625%, 12/01/10 306,000 288,000 Inn of the Mountain Gods^ 12.000%, 11/15/10 339,120 360,000 Interpublic Group of Companies, Inc. 7.250%, 08/15/11 375,248 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 216,000 Intrawest Corp. 7.500%, 10/15/13 $ 216,000 J.C. Penney Company, Inc. 144,000 9.000%, 08/01/12^ 165,600 108,000 7.650%, 08/15/16 117,450 216,000 Jarden Corp. 9.750%, 05/01/12 231,120 356,000 Kellwood Company 7.625%, 10/15/17 379,729 270,000 La Quinta, Corp.^ 8.875%, 03/15/11 291,938 252,000 Landry's Restaurants, Inc.*^ 7.500%, 12/15/14 235,620 216,000 Mandalay Resort Group^ 7.625%, 07/15/13 224,100 851,000 Oxford Industries, Inc. 8.875%, 06/01/11 885,040 72,000 Pinnacle Entertainment, Inc.^ 8.250%, 03/15/12 70,920 576,000 Rent-A-Center, Inc. 7.500%, 05/01/10 573,120 324,000 CAD Rogers Wireless, Inc. 7.625%, 12/15/11 264,571 270,000 CAD Rogers Cable, Inc. 7.250%, 12/15/11 216,721 857,000 Royal Caribbean Cruises, Ltd.^ 7.500%, 10/15/27 899,850 360,000 Russell Corp.^ 9.250%, 05/01/10 375,300 684,000 Spanish Broadcasting Systems, Inc. 9.625%, 11/01/09 717,345 619,000 Vail Resorts, Inc. 6.750%, 02/15/14 612,810 504,000 Warnaco Group, Inc.^ 8.875%, 06/15/13 546,840 Warner Music Group 144,000 GBP 8.125%, 04/15/14 286,995 144,000 7.375%, 04/15/14 144,720 WCI Communities, Inc. 468,000 7.875%, 10/01/13 468,000 216,000 6.625%, 03/15/15* 197,640 --------------- 15,604,175 --------------- CONSUMER STAPLES (0.7%) 144,000 Central Garden & Pet Company^ 9.125%, 02/01/13 155,520 396,000 Chattem, Inc.^ 7.000%, 03/01/14 401,940 324,000 Chiquita Brands International, Inc. 7.500%, 11/01/14 298,080 407,000 Del Monte Foods Company 8.625%, 12/15/12 437,525 432,000 DIMON, Inc. 7.750%, 06/01/13 489,240 Convertible and High Income Fund 6 SEMIANNUAL REPORT Schedule of Investments See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- Dole Food Company, Inc. $ 349,000 8.875%, 03/15/11 $ 371,685 321,000 8.625%, 05/01/09 339,457 163,000 Gold Kist, Inc. 10.250%, 03/15/14 185,005 972,000 Jean Coutu Group, Inc.^ 8.500%, 08/01/14 920,970 288,000 Pinnacle Foods Holding^ 8.250%, 12/01/13 240,480 461,000 Playtex Products, Inc. 8.000%, 03/01/11 494,423 Rayovac Corp. 792,000 8.500%, 10/01/13 817,740 216,000 7.375%, 02/01/15*^ 210,600 396,000 Revlon Consumer Products Corp.*^ 9.500%, 04/01/11 383,130 144,000 Smithfield Foods, Inc. 7.750%, 05/15/13 154,800 144,000 Standard Commercial Corp. 8.000%, 04/15/12 165,780 151,000 WH Intermediate Holdings, Ltd. 9.500%, 04/01/11 161,570 --------------- 6,227,945 --------------- ENERGY (0.8%) Chesapeake Energy Corp. 288,000 6.875%, 01/15/16^ 288,000 144,000 7.750%, 01/15/15 152,280 360,000 Forest Oil Corp. 8.000%, 12/15/11 392,400 785,000 General Maritime Corp. 10.000%, 03/15/13 857,613 Giant Industries, Inc. 432,000 8.000%, 05/15/14^ 436,320 154,000 11.000%, 05/15/12 176,330 817,000 Houston Exploration Company^ 7.000%, 06/15/13 825,170 331,000 KCS Energy, Inc. 7.125%, 04/01/12 329,345 197,000 Lone Star Technologies, Inc. 9.000%, 06/01/11 207,835 Overseas Shipholding Group, Inc. 216,000 7.500%, 02/15/24 208,440 73,000 8.750%, 12/01/13 81,030 333,000 Paramount Resources Ltd. 8.500%, 01/31/13 324,675 Petroleo Brasileiro, SA^ 540,000 8.375%, 12/10/18 554,175 360,000 9.125%, 07/02/13 396,000 1,404,000 Premcor Refining Group, Inc.^ 7.500%, 06/15/15 1,516,320 72,000 Stone Energy Corp. 6.750%, 12/15/14 68,760 216,000 Swift Energy Company 7.625%, 07/15/11 220,320 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 468,000 Whiting Petroleum Corp. 7.250%, 05/01/12 $ 468,000 --------------- 7,503,013 --------------- FINANCIALS (0.3%) 346,000 Fairfax Financial Holdings, Ltd.^ 7.750%, 04/26/12 321,347 Host Marriott Corp.^ 792,000 7.125%, 11/01/13 805,860 151,000 9.250%, 10/01/07 162,325 864,000 Leucadia National Corp. 7.000%, 08/15/13 868,320 Senior Housing Properties Trust 385,000 7.875%, 04/15/15 405,213 360,000 8.625%, 01/15/12 392,400 --------------- 2,955,465 --------------- HEALTH CARE (0.7%) 721,000 Alpharma, Inc.* 8.625%, 05/01/11 702,975 1,172,000 Ameripath, Inc.^ 10.500%, 04/01/13 1,177,860 936,000 Ardent Health Services, Inc. 10.000%, 08/15/13 1,138,270 1,051,000 Bausch & Lomb, Inc. 7.125%, 08/01/28 1,082,530 216,000 Beverly Enterprises, Inc. 7.875%, 06/15/14 237,600 204,000 Psychiatric Solutions, Inc. 10.625%, 06/15/13 226,440 468,000 Quintiles Transnational Corp. 10.000%, 10/01/13 507,780 727,000 Tenet Healthcare Corp.*^ 9.250%, 02/01/15 730,635 504,000 Vanguard Health Systems, Inc. 9.000%, 10/01/14 527,940 --------------- 6,332,030 --------------- INDUSTRIALS (1.4%) 432,000 American Airlines, Inc. 7.250%, 02/05/09 410,400 180,000 Armor Holdings, Inc.^ 8.250%, 08/15/13 191,700 76,000 EUR Aspropulsion Capital BV* 9.625%, 10/01/13 111,004 BE Aerospace, Inc. 216,000 8.875%, 05/01/11 218,700 144,000 8.500%, 10/01/10 155,520 216,000 Casella Waste Systems, Inc. 9.750%, 02/01/13 237,060 1,224,000 CNH Global, NV* 9.250%, 08/01/11 1,254,600 1,188,000 Esterline Technologies Corp. 7.750%, 06/15/13 1,247,400 180,000 Gardner Denver, Inc.* 8.000%, 05/01/13 180,900 Convertible and High Income Fund Schedule of Investments SEMIANNUAL REPORT 7 See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 108,000 GATX Corp. 8.875%, 06/01/09 $ 122,996 286,000 General Cable Corp. 9.500%, 11/15/10 304,590 468,000 Hutchison Whampoa, Ltd.*^ 6.250%, 01/24/14 494,901 612,000 Jacuzzi Brands, Inc. 9.625%, 07/01/10 657,900 JLG Industries, Inc. 547,000 8.250%, 05/01/08 568,880 252,000 8.375%, 06/15/12^ 263,340 544,000 Laidlaw Global Securities, Inc. 10.750%, 06/15/11 622,880 Legrand Holding, SA 576,000 8.500%, 02/15/25^ 691,200 72,000 EUR 11.000%, 02/15/13 111,763 313,000 Manitowoc Company, Inc. 10.500%, 08/01/12 349,777 936,000 Mobile Mini, Inc. 9.500%, 07/01/13 1,029,600 360,000 Monitronics International, Inc. 11.750%, 09/01/10 386,100 173,000 Orbital Sciences Corp. 9.000%, 07/15/11 188,570 Sequa Corp. 504,000 8.875%, 04/01/08 521,640 144,000 9.000%, 08/01/09 152,640 Terex Corp. 504,000 9.250%, 07/15/11 549,360 441,000 7.375%, 01/15/14^ 445,410 1,008,000 United Rentals, Inc.^ 7.000%, 02/15/14 912,240 --------------- 12,381,071 --------------- INFORMATION TECHNOLOGY (0.6%) 468,000 Advanced Micro Devices, Inc. 7.750%, 11/01/12 441,090 197,000 Arrow Electronics, Inc. 6.875%, 06/01/18 209,418 288,000 Celestica, Inc.^ 7.875%, 07/01/11 288,000 144,000 Flextronics International, Ltd. 6.500%, 05/15/13 138,240 360,000 Freescale Semiconductor, Inc. 7.125%, 07/15/14 376,200 Iron Mountain, Inc. 288,000 GBP 7.250%, 04/15/14* 502,585 144,000 6.625%, 01/01/16^ 128,880 371,000 Lucent Technologies, Inc. 6.500%, 01/15/28 312,568 522,000 Motorola, Inc.^ 7.500%, 05/15/25 611,603 360,000 Sanmina-Sci Corp. 10.375%, 01/15/10 396,000 PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- $ 288,000 Stratus Technologies, Inc.^ 10.375%, 12/01/08 $ 282,240 504,000 Telcordia Technologies* 10.000%, 03/15/13 488,880 1,476,000 Xerox Corp. 7.625%, 06/15/13 1,583,010 --------------- 5,758,714 --------------- MATERIALS (1.5%) Aleris International, Inc. 230,000 10.375%, 10/15/10 251,275 206,000 9.000%, 11/15/14* 211,150 648,000 Arch Western Finance, LLC^ 6.750%, 07/01/13 652,860 360,000 Ball Corp. 6.875%, 12/15/12 371,700 432,000 Bowater, Inc.^ 6.500%, 06/15/13 394,200 648,000 Buckeye Technologies, Inc. 8.500%, 10/01/13 677,160 1,369,000 Equistar Chemicals, LP 10.625%, 05/01/11 1,533,280 925,000 Freeport-McMoRan Copper & Gold, Inc.^ 10.125%, 02/01/10 1,017,500 1,080,000 Georgia-Pacific Corp.^ 8.000%, 01/15/14 1,161,000 178,000 Graham Packaging Holdings Company*^ 9.875%, 10/15/14 170,880 432,000 IPSCO, Inc. 8.750%, 06/01/13 481,680 216,000 Massey Energy Company 6.950%, 03/01/07 220,860 648,000 Neenah Paper, Inc.*^ 7.375%, 11/15/14 618,840 378,000 Novelis, Inc.*^ 7.250%, 02/15/15 367,605 936,000 Polyone Corp.^ 10.625%, 05/15/10 1,036,620 605,000 Pope & Talbot, Inc. 8.375%, 06/01/13 632,225 360,000 Sealed Air Corp.* 6.875%, 07/15/33 400,166 481,000 Steel Dynamics, Inc. 9.500%, 03/15/09^ 517,075 144,000 Stone Container Corp. 8.375%, 07/01/12 142,920 1,681,000 Texas Industries, Inc. 10.250%, 06/15/11 1,895,328 Union Carbide Corp. 349,000 7.875%, 04/01/23^ 382,777 234,000 7.500%, 06/01/25 251,106 --------------- 13,388,207 --------------- Convertible and High Income Fund 8 SEMIANNUAL REPORT Schedule of Investments See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- TELECOMMUNICATION SERVICES (0.1%) $ 432,000 AT&T Corp. 9.750%, 11/15/31 $ 540,000 504,000 Nextel Communications, Inc. 7.375%, 08/01/15 539,280 --------------- 1,079,280 --------------- UTILITIES (0.3%) 500,000 AES Corp. 8.500%, 11/01/07 506,250 360,000 Centerpoint Energy, Inc.^ 6.850%, 06/01/15 400,787 Edison International 432,000 9.875%, 04/15/11^ 490,320 288,000 10.000%, 08/15/08 316,080 360,000 Public Service Enterprise Group, Inc.^ 8.625%, 02/15/08 379,800 907,000 Teco Energy, Inc.^ 7.500%, 06/15/10 972,757 --------------- 3,065,994 --------------- TOTAL CORPORATE BONDS 74,295,894 =============== NUMBER OF CONTRACTS VALUE ------------------------------------------------------------------------------- OPTIONS (1.4%) CONSUMER DISCRETIONARY (0.3%) 600 eBay, Inc.# Call, 01/20/07, Strike 42.50 204,000 3,100 Home Depot, Inc.# Call, 01/20/07, Strike 40.00 1,023,000 2,900 YUM! Brands, Inc.# Call, 01/20/07, Strike 50.00 1,392,000 --------------- 2,619,000 --------------- CONSUMER STAPLES (0.2%) 1,600 Avon Products, Inc.# Call, 01/20/07, Strike 45.00 664,000 1,400 Constellation Brands, Inc.# Call, 01/20/07, Strike 55.00 1,148,000 2,000 Sara Lee Corp.# Call, 01/20/07, Strike 22.50 305,000 --------------- 2,117,000 --------------- ENERGY (0.1%) 1,600 Transocean, Inc.# Call, 01/20/07, Strike 55.00 1,128,000 --------------- FINANCIALS (0.2%) 2,500 Allstate Corp.# Call, 01/20/07, Strike 55.00 1,675,000 --------------- HEALTH CARE (0.3%) 1,100 UnitedHealth Group, Inc.# Call, 01/20/07, Strike 85.00 2,420,000 --------------- NUMBER OF CONTRACTS VALUE ------------------------------------------------------------------------------- INFORMATION TECHNOLOGY (0.3%) 2,000 Apple Computer, Inc.# Call, 01/20/07, Strike 37.50 $ 1,620,000 5,100 Nokia Corp.# Call, 01/20/07, Strike 15.00 1,530,000 --------------- 3,150,000 --------------- TOTAL OPTIONS 13,109,000 =============== TOTAL SYNTHETIC CONVERTIBLE SECURITIES (Cost $86,886,185) 87,404,894 =============== NUMBER OF SHARES VALUE ------------------------------------------------------------------------------- CONVERTIBLE PREFERRED STOCKS (25.6%) CONSUMER DISCRETIONARY (4.2%) 1,005,000 Ford Motor Company Capital Trust II 6.500% 39,144,750 --------------- CONSUMER STAPLES (2.8%) 1,190,000 Albertson's, Inc. 7.250% 25,537,400 --------------- ENERGY (1.4%) 155,000 Amerada Hess Corp. 7.000% 12,606,150 --------------- FINANCIALS (10.1%) 14,800,000 Assurant, Inc.* 7.750% 15,088,600 505,000 Chubb Corp. 7.000% 15,069,200 215,000 Hartford Financial Services Group, Inc. 7.000% 14,190,000 450,000 Lehman Brothers Holdings, Inc. 6.250% 11,911,500 230,000 Merrill Lynch & Company, Inc. 6.750% 7,947,190 570,000 National Australia Bank, Ltd. 7.875% 21,603,000 150,000 Washington Mutual, Inc. 5.375% 7,702,500 --------------- 93,511,990 --------------- HEALTH CARE (1.4%) 240,000 Baxter International, Inc. 7.000% 13,368,000 --------------- INDUSTRIALS (0.9%) 3,000,000 GBP BAE Systems, PLC 7.750% 7,830,711 --------------- INFORMATION TECHNOLOGY (0.4%) 75,000 Pioneer-Standard Financial Trust 6.750% 3,618,750 --------------- UTILITIES (4.4%) 450,000 Ameren Corp. 9.750% 12,640,500 Convertible and High Income Fund Schedule of Investments SEMIANNUAL REPORT 9 See accompanying Notes to Schedule of Investments. Schedule of Investments APRIL 30, 2005 (UNAUDITED) -------------------------------------------------------------------------------- NUMBER OF SHARES VALUE ------------------------------------------------------------------------------- 33,100 Southern Union Company 5.000% $ 1,659,965 375,000 TXU Corp. 8.125% 26,621,250 --------------- 40,921,715 --------------- TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $233,539,270) 236,539,466 =============== PRINCIPAL AMOUNT VALUE ------------------------------------------------------------------------------- SHORT-TERM INVESTMENT (1.7%) $ 15,116,000 Exxon Mobil Corporation 2.600%, 05/02/05 (Cost $15,114,908) 15,114,908 =============== NUMBER OF SHARES VALUE ------------------------------------------------------------------------------- INVESTMENT OF CASH COLLATERAL FOR SECURITIES ON LOAN (23.1%) 213,189,372 Bank of New York Institutional Cash Reserve Fund current rate 3.010% (Cost $213,189,372) 213,189,372 =============== TOTAL INVESTMENTS (166.0%) (Cost $1,496,569,334) 1,532,325,066 =============== PAYABLE UPON RETURN OF SECURITIES ON LOAN (-23.1%) (213,189,372) --------------- OTHER ASSETS, LESS LIABILITIES (3.7%) 34,293,813 --------------- PREFERRED SHARES AT REDEMPTION VALUE INCLUDING DIVIDENDS PAYABLE (-46.6%) (430,250,365) --------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS (100.0%) $ 923,179,142 =============== NOTES TO SCHEDULE OF INVESTMENTS Note: Values for securities denominated in foreign currencies are shown in U.S. dollars. * 144A securities are those that are exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities are generally issued to qualified institutional buyers ("QIBs"), such as the Fund. Any resale of these securities must generally be effected through a sale that is exempt from registration (e.g. a sale to another QIB), or the security must be registered for public sale. At April 30, 2005, the market value of 144A securities that could not be exchanged to the registered form was $118,537,200 or 12.8% of net assets applicable to common shareholders of the Fund. ^ Security, or portion of security, is on loan. # Non-Income producing security. FOREIGN CURRENCY ABBREVIATIONS CAD Canadian Dollar EUR European Monetary Unit GBP British Pound Sterling FUND SECTOR ALLOCATION [THE FOLLOWING TABLE WAS REPRESENTED AS A BAR CHART IN THE PRINTED MATERIAL.] CONSUMER DISCRETIONARY 20.6% INDUSTRIALS 14.5% MATERIALS 14.3% FINANCIALS 10.4% ENERGY 9.0% CONSUMER STAPLES 8.7% HEALTH CARE 8.0% INFORMATION TECHNOLOGY 6.7% UTILITIES 6.4% TELECOMMUNICATION SERVICES 1.4% Convertible and High Income Fund 10 SEMIANNUAL REPORT Schedule of Investments See accompanying Notes to Schedule of Investments. Statement of Assets and Liabilities APRIL 30, 2005 (UNAUDITED) ----------------------------------------------------------------------------------------------------------------------- ASSETS Investments, at value* (cost $1,496,569,334) $ 1,532,325,066 Cash with custodian (interest bearing) 189,413 Restricted cash deposited with broker (interest bearing) 150,000 Receivable for investments sold 7,234,327 Accrued interest and dividends receivables 27,654,967 Unrealized appreciation on interest rate swaps 6,599,979 Prepaid expenses 47,171 Other assets 12,834 ----------------------------------------------------------------------------------------------------------------------- Total assets 1,574,213,757 ----------------------------------------------------------------------------------------------------------------------- LIABILITIES Payable for investments purchased 6,642,553 Payable to investment advisor 785,488 Payable to financial accountant 12,934 Payable for deferred compensation to Trustees 12,834 Other accounts payable and accrued liabilities 141,069 Payable upon return of securities loaned 213,189,372 ----------------------------------------------------------------------------------------------------------------------- Total liabilities 220,784,250 ----------------------------------------------------------------------------------------------------------------------- PREFERRED SHARES $25,000 liquidation value per share applicable to 17,200 shares, including dividends payable 430,250,365 ----------------------------------------------------------------------------------------------------------------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS 923,179,142 ======================================================================================================================= COMPOSITION OF NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS Common stock, no par value, unlimited shares authorized 61,444,211 shares issued and outstanding $ 875,297,016 Undistributed net investment income (loss) (3,264,068) Accumulated net realized gain (loss) on investments, written options, foreign currency transactions and interest rate swaps 8,761,754 Net unrealized appreciation (depreciation) on investments, written options, foreign currency translations and interest rate swaps 42,384,440 ----------------------------------------------------------------------------------------------------------------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS $ 923,179,142 ======================================================================================================================= Net asset value per common share based on 61,444,211 shares issued and outstanding $ 15.02 ======================================================================================================================= * Includes $207,809,277 of securities loaned. Convertible and High Income Fund Statement of Assets and Liabilities SEMIANNUAL REPORT 11 See accompanying Notes to Financial Statements. Statement of Operations SIX MONTHS ENDED APRIL 30, 2005 (UNAUDITED) ------------------------------------------------------------------------------------------------------------------------ INVESTMENT INCOME Interest $ 46,227,408 Dividends 5,876,393 Securities lending income 506,896 ------------------------------------------------------------------------------------------------------------------------ Total investment income 52,610,697 ------------------------------------------------------------------------------------------------------------------------ EXPENSES Investment advisory fees 5,532,162 Financial accounting fees 80,532 Auction agent and rating agency fees 555,898 Printing and mailing fees 106,938 Accounting fees 98,866 Audit and legal fees 60,730 Custodian fees 45,225 Registration fees 24,125 Transfer agent fees 18,750 Trustees' fees 15,178 Other 43,732 ------------------------------------------------------------------------------------------------------------------------ Total expenses 6,582,136 ------------------------------------------------------------------------------------------------------------------------ Less expense waived (691,520) ------------------------------------------------------------------------------------------------------------------------ Net expenses 5,890,616 ======================================================================================================================== NET INVESTMENT INCOME (LOSS) 46,720,081 ======================================================================================================================== REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS, WRITTEN OPTIONS, FOREIGN CURRENCY AND INTEREST RATE SWAPS NET REALIZED GAIN (LOSS) FROM: Investments 15,079,750 Foreign currency transactions 2,953,276 Interest rate swaps (1,662,338) CHANGE IN NET UNREALIZED APPRECIATION/DEPRECIATION ON: Investments (48,422,044) Foreign currency translations (21,263) Interest rate swaps 8,079,513 ------------------------------------------------------------------------------------------------------------------------ NET REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS, WRITTEN OPTIONS, FOREIGN CURRENCY AND INTEREST RATE SWAPS (23,993,106) ======================================================================================================================== NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 22,726,975 ======================================================================================================================== DIVIDENDS TO PREFERRED SHAREHOLDERS FROM Net investment income (5,311,835) ------------------------------------------------------------------------------------------------------------------------ NET INCREASE (DECREASE) IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS RESULTING FROM OPERATIONS $ 17,415,140 ======================================================================================================================== Convertible and High Income Fund 12 SEMIANNUAL REPORT Statement of Operations See accompanying Notes to Financial Statements. Statement of Changes in Net Assets For the Six Months Ended For the April 30, 2005 Year ended (unaudited) October 31, 2004 ----------------------------------------------------------------------------------------------------------------------- OPERATIONS Net investment income (loss) $ 46,720,081 $ 96,162,030 Net realized gain (loss) from investments, written options, foreign currency transactions and interest rate swaps 16,370,688 (8,534,111) Change in net unrealized appreciation/depreciation on investments, written options, foreign currency translations and interest rate swaps (40,363,794) 47,353,283 Dividends to preferred shareholders from Net investment income (5,311,835) (6,021,235) --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net assets applicable to common shareholders resulting from operations 17,415,140 128,959,967 --------------------------------------------------------------------------------------------------------------------- DIVIDENDS TO COMMON SHAREHOLDERS FROM Net investment income (44,802,115) (88,670,835) CAPITAL STOCK TRANSACTIONS Reinvestment of dividends resulting in the issuance of common stock 5,529,591 13,595,460 Net increase (decrease) in net assets from capital stock transactions 5,529,591 13,595,460 --------------------------------------------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS (21,857,384) 53,884,592 --------------------------------------------------------------------------------------------------------------------- NET ASSETS APPLICABLE TO COMMON SHAREHOLDERS Beginning of period 945,036,526 891,151,934 --------------------------------------------------------------------------------------------------------------------- End of period $ 923,179,142 $ 945,036,526 ===================================================================================================================== Undistributed net investment income (loss) $ (3,264,068) $ 129,801 Convertible and High Income Fund Statement of Changes in Net Assets SEMIANNUAL REPORT 13 See accompanying Notes to Financial Statements. Notes to Financial Statements (unaudited) NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION. CALAMOS CONVERTIBLE AND HIGH INCOME FUND (the "Fund") was organized as a Delaware statutory trust on March 12, 2003 and is registered under the Investment Company Act of 1940 as a diversified, closed-end management investment company. The Fund commenced operations on May 30, 2003. The Fund's investment objective is to provide total return, through a combination of capital appreciation and current income. Under normal circumstances the Fund will invest at least 80% of its managed assets in a diversified portfolio of convertible and non-convertible income securities. "Managed Assets" means the total assets of the Fund (including any assets attributable to any leverage that may be outstanding) minus total liabilities (other than debt representing financial leverage). PORTFOLIO VALUATION. In computing the net asset value of the Fund, portfolio securities, except exchange traded option securities, that are traded on a securities exchange in the United States are valued at the last reported sale price as of the time of valuation, or lacking any current reported sale at the time of valuation, at the mean between the most recent bid and asked quotations. Each security traded in the over-the-counter market and quoted on the NASDAQ National Market System, is valued at the Nasdaq Official Closing Price ("NOCP"), as determined by Nasdaq, or lacking an NOCP, the last current reported sale price as of the time of valuation by Nasdaq, or lacking any current reported sale on Nasdaq at the time of valuation, at the mean between the most recent bid and asked quotations. Each option security traded on a securities exchange in the United States is valued at the last current reported sale price as of the time of valuation if the last current reported sale price falls within the consolidated bid/ask quote for the option security. If the last current reported sale price as of the time of valuation does not fall within the consolidated bid/ask quote for such option security, such security is valued at the mid-point of the consolidated bid/ask quote for the option security. Each over-the-counter option that is not traded through the Options Clearing Corporation is valued by the counterparty, or if the counterparty's price is not readily available then by using the Black-Scholes method. Each other security traded over-the-counter is valued at the mean between the most recent bid and asked quotations. Short-term securities with maturities of 60 days or less are valued at amortized cost, which approximates market value. When market quotations are not readily available or when the valuation methods mentioned above are not reflective of the fair value of the security, the security is priced at a fair value following procedures and/or guidelines approved by the Board of Trustees, which may include utilizing a systematic fair valuation model provided by an independent pricing system. The Funds may also use fair value pricing, if the value of a security it holds is, pursuant to Board of Trustees' guidelines, materially affected by events occurring before the Fund's pricing time but after the close of the primary market or exchange on which the security is traded. These procedures may utilize valuations furnished by pricing services approved by the Board of Trustees, which may be based on market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders, a computerized matrix system, or appraisals derived from information concerning the securities or similar securities received from recognized dealers in those securities. When fair value pricing is employed, the value of the portfolio security used to calculate the Fund's net asset value may differ from quoted or official closing prices. Securities that are principally traded in a foreign market are valued at the last current sale price at the time of valuation or lacking any current or reported sale at the time of valuation, at the mean between the most recent bid and asked quotations as of the close of the appropriate exchange or other designated time. Trading in securities on European and Far Eastern securities exchanges and over-the-counter markets is normally completed at various times before the close of business on each day on which the New York Stock Exchange ("NYSE") is open. Trading of these securities may not take place on every NYSE business day. In addition, trading may take place in various foreign markets on Saturdays or on other days when the NYSE is not open and on which the Fund's net asset value is not calculated. As stated above, if the market prices are not readily available or are not reflective of the fair value of the security, the security will be priced at a fair value following procedures approved by the Board of Trustees. In light of the judgment involved in fair value decisions, there can be no assurance that a fair value assigned to a particular security is accurate. Convertible and High Income Fund 14 SEMIANNUAL REPORT Notes to Financial Statements Notes to Financial Statements (unaudited) INVESTMENT TRANSACTIONS AND INVESTMENT INCOME. Short-term investment transactions are recorded on a trade date basis. Long-term investment transactions are recorded on a trade date plus one basis, except for fiscal quarter ends, which are recorded on trade date. Net realized gains and losses from investment transactions are reported on an identified cost basis. Interest income is recognized using the accrual method and includes accretion of original issue and market discount and amortization of premium. Dividend income is recognized on the ex-dividend date, except that certain dividends from foreign securities are recorded as soon as the information becomes available. FOREIGN CURRENCY TRANSLATION. Except for securities of foreign issuers valued by a pricing service, values of investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using a rate selected by the advisor from rates quoted by any major bank or dealer in the particular currency market, as reported by a recognized quotation dissemination service. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Reported net realized foreign currency gains or losses arise from disposition of foreign currency, foreign currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes (due to the changes in the exchange rate) in the value of foreign currency and other assets and liabilities denominated in foreign currencies held at period end. OPTION TRANSACTIONS. For hedging and investment purposes, the Fund may purchase or write (sell) put and call options. One of the risks associated with purchasing an option among others, is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of premium and change in market value should the counterparty not perform under the contract. Put and call options purchased are accounted for in the same manner as portfolio securities. The cost of securities acquired through the exercise of call options is increased by premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid. When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from investments. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or loss. If a written put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund as writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option. USE OF ESTIMATES. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. INCOME TAXES. No provision has been made for income taxes because the Fund's policy is to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute to shareholders substantially all of its taxable income and gains. Dividends and distributions paid to shareholders are recorded on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which may differ from U.S. generally accepted accounting principles. To the extent these "book/tax" differences are permanent in nature Convertible and High Income Fund Notes to Financial Statements SEMIANNUAL REPORT 15 Notes to Financial Statements (unaudited) such amounts are reclassified within the capital accounts based on their Federal tax-basis treatment. These differences are primarily due to differing treatments for foreign currency transactions, contingent payment debt instruments and methods of amortizing and accreting on fixed income securities. Financial records are not adjusted for temporary differences. NOTE 2 - INVESTMENT ADVISOR AND TRANSACTIONS WITH AFFILIATES OR CERTAIN OTHER PARTIES Pursuant to an investment advisory agreement with Calamos Advisors LLC ("Calamos Advisors"), the Fund pays an annual fee, payable monthly, equal to 0.80% based on the average weekly managed assets. Calamos Advisors has contractually agreed to waive a portion of its management fee at the annual rate of 0.10% of the average weekly managed assets of the Fund for the first five full years of the Fund's operation (through May 31, 2008) and to waive a declining amount for an additional three years (0.07% of the average weekly managed assets in 2009, 0.05% in 2010, and 0.03% in 2011). Effective November 1, 2004 Calamos Advisors receives a fee payable monthly at the annual rate of 0.0175% on the first $1 billion of combined assets; 0.0150% on the next $1 billion of combined assets; and 0.0110% on combined assets above $2 billion for financial accounting services (for purposes of this calculation combined assets means the net assets of Calamos Investment Trust and Calamos Advisors Trust, and the managed assets of Calamos Convertible and High Income Fund, Calamos Convertible Opportunities and Income Fund and Calamos Strategic Total Return Fund). Financial accounting services include, but are not limited to, the following: managing expenses and expense payment processing; monitoring the calculation of expense accrual amounts; calculating, tracking, and reporting tax adjustments on all assets and monitoring trustee deferred compensation plan accruals and valuations. The Fund will pay its pro rata share of the financial accounting services fee payable to Calamos Advisors based on average assets of the Fund. Certain officers and trustees of the Fund are also officers and directors of Calamos Financial Services LLC ("CFS") and Calamos Advisors. All officers and affiliated trustees serve without direct compensation from the Fund. The Fund has adopted a deferred compensation plan (the "Plan"). Under the Plan, a trustee who is not an "interested person" of Calamos Advisors and has elected to participate in the Plan (a "participating trustee") may defer receipt of all or a portion of his compensation from the Fund. The deferred compensation payable to the participating trustee is credited to the trustee's deferral account as of the business day such compensation would have been paid to the participating trustee. The value of a participating trustee's deferred compensation account at any time is equal to what would be the value if the amounts credited to the account had instead been invested in shares of one or more of the Funds of the Trust as designated by the trustee. Thus, the value of the account increases with contributions to the account or with increases in the value of the measuring shares, and the value of the account decreases with withdrawals from the account or with declines in the value of the measuring shares. If a participating trustee retires, the trustee may elect to receive payments under the plan in a lump sum or in equal installments over a period of five years. If a participating trustee dies, any amount payable under the Plan will be paid to the trustee's beneficiaries. Deferred compensation investments of $12,834 are included in "Other assets" on the Statement of Assets and Liabilities at April 30, 2005. The Fund's obligation to make payments under the Plan is a general obligation of the Fund and is included in "Payable for deferred compensation to Trustees" on the Statement of Assets and Liabilities at April 30, 2005. Convertible and High Income Fund 16 SEMIANNUAL REPORT Notes to Financial Statements Notes to Financial Statements (unaudited) NOTE 3 - INVESTMENTS Purchases and sales of investments other than short-term obligations for the six months ended April 30, 2005 were as follows: Purchases $284,444,764 Proceeds from sales 294,992,742 The following information is presented on an income tax basis as of April 30, 2005. Differences between amounts for financial statements and Federal income tax purposes are primarily due to timing differences. The cost basis of investments for federal income tax purposes at April 30, 2005 was as follows: Cost basis of investments $ 1,500,114,737 --------------- Gross unrealized appreciation 62,640,349 Gross unrealized depreciation (30,430,020) --------------- Net unrealized appreciation (depreciation) $ 32,210,329 =============== NOTE 4 - INCOME TAXES Distributions during the fiscal year ended October 31, 2004 were characterized for income tax purposes as follows: DISTRIBUTIONS PAID FROM: Net investment income $ 94,560,679 Capital gains -- As of October 31, 2004, the components of net assets on a tax basis were as follows: Undistributed ordinary income $ -- Undistributed capital gains -- ------------- Total undistributed earnings -- Accumulated capital and other losses (5,148,747) Net unrealized gains/(losses) 80,625,688 ------------- Total accumulated earnings/(losses) 75,476,941 Other (207,840) Paid-in capital 869,767,425 ------------- $ 945,036,526 ------------- Convertible and High Income Fund Notes to Financial Statements SEMIANNUAL REPORT 17 Notes to Financial Statements (unaudited) NOTE 5 - COMMON STOCK There are unlimited common shares of beneficial interest authorized and 61,444,211 shares outstanding at April 30, 2005. Calamos Advisors LLC owned 15,751 of the outstanding shares. Transactions in common shares were as follows: For the Six Months Ended For the Year Ended April 30, 2005 (unaudited) October 31, 2004 --------------------------------------------------------------------------------------------------------- Beginning shares 61,091,942 60,208,549 Shares sold -- -- Shares issued through reinvestment of distributions 352,269 883,393 ----------------------------------- Ending shares 61,444,211 61,091,942 =================================== NOTE 6 - FORWARD FOREIGN CURRENCY CONTRACTS The Fund may engage in portfolio hedging with respect to changes in currency exchange rates by entering into foreign currency contracts to purchase or sell currencies. A forward foreign currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. Risks associated with such contracts include, among other things, movement in the value of the foreign currency relative to the U.S. dollar and the ability of the counterparty to perform. The net unrealized gain, if any, represents the credit risk to the Fund on a forward foreign currency contract. The contracts are valued daily at forward exchange rates and an unrealized gain or loss is recorded. The Fund realizes a gain or loss upon settlement of the contracts. There were no open forward foreign currency contracts at April 30, 2005. NOTE 7 - SYNTHETIC CONVERTIBLE SECURITIES The Fund may establish a "synthetic" convertible instrument by combining separate securities that possess the economic characteristics similar to a convertible security, i.e., fixed-income securities ("fixed-income component") and the right to acquire equity securities ("convertible component"). The fixed-income component is achieved by investing in non-convertible, fixed income securities such as bonds, preferred stocks and money market instruments. The convertible component is achieved by investing in warrants or options to buy common stock at a certain exercise price, or options on a stock index. In establishing a synthetic instrument, the Fund may pool a basket of fixed-income securities and a basket of warrants or options that produce the economic characteristics similar to a convertible security. Within each basket of fixed-income securities and warrants or options, different companies may issue the fixed-income and convertible components, which may be purchased separately and at different times. The Fund may purchase synthetic securities created by other parties, typically investment banks, including convertible structured notes. Convertible structured notes are fixed-income debentures linked to equity. Convertible structured notes have the attributes of a convertible security; however, the investment bank that issued the convertible note assumes the credit risk associated with the investment, rather than the issuer of the underlying common stock into which the note is convertible. Purchasing synthetic convertible securities may offer more flexibility than purchasing a convertible security. Different companies may issue the fixed-income and convertible components, which may be purchased separately and at different times. Convertible and High Income Fund 18 SEMIANNUAL REPORT Notes to Financial Statements Notes to Financial Statements (unaudited) NOTE 8 - PREFERRED SHARES There are unlimited shares of Auction Market Preferred Shares ("Preferred Shares") authorized. The Preferred Shares have rights as determined by the Board of Trustees. The 17,200 shares of Preferred Shares outstanding consist of six series, 3,000 shares of M, 3,000 shares of TU, 3,000 shares of W, 3,000 shares of TH, 3,000 shares of F, 2,200 shares of A. The Preferred Shares have a liquidation value of $25,000 per share plus any accumulated but unpaid dividends whether or not declared. Dividends on the Preferred Shares are cumulative at a rate typically reset every seven and twenty-eight days based on the results of an auction. Dividend rates ranged from 1.65% to 3.41% for the six months ended April 30, 2005. Under the Investment Company Act of 1940, the Fund may not declare dividends or make other distributions on shares of common stock or purchase any such shares if, at the time of the declaration, distribution or purchase, asset coverage with respect to the outstanding Preferred Shares would be less than 200%. The Preferred Shares are redeemable at the option of the Fund, in whole or in part, on any dividend payment date at $25,000 per share plus any accumulated but unpaid dividends. The Preferred Shares are also subject to mandatory redemption at $25,000 per share plus any accumulated but unpaid dividends, whether or not declared, if certain requirements relating to the composition of the assets and liabilities of the Fund as set forth in the Statement of Preferences are not satisfied. The holders of Preferred Shares have voting rights equal to the holders of common stock (one vote per share) and will vote together with holders of shares of common stock as a single class except on matters affecting only the holders of Preferred Shares or the holders of common shares. NOTE 9 - INTEREST RATE TRANSACTIONS The Fund may enter into interest rate swap or cap transactions to attempt to protect itself from increasing dividend or interest expense on its leverage resulting from increasing short-term interest rates. A decline in interest rates may result in a decline in the value of the swap or cap, which may result in a decline in the net asset value of the Fund. In addition, if the counterparty to an interest rate swap or cap defaults, the Fund would not be able to use the anticipated receipts under the swap or cap to offset the dividend or interest payments on the Fund's leverage. At the time an interest rate swap or cap reaches its scheduled termination, there is a risk that the Fund would not be able to obtain a replacement transaction or that the terms of the replacement would not be as favorable as on the expiring transaction. In addition, if the Fund is required to terminate any swap or cap early due to the Fund failing to maintain a required 200% asset coverage of the liquidation value of the outstanding Preferred Shares or the Fund loses its credit rating on its Preferred Shares, then the Fund could be required to make a termination payment, in addition to redeeming all or some of the Preferred Shares. Details of the swap agreements outstanding as of April 30, 2005 were as follows: UNREALIZED TERMINATION NOTIONAL FIXED RATE FLOATING RATE APPRECIATION COUNTERPARTY DATE AMOUNT (000) (FUND PAYS) (FUND RECEIVES) (DEPRECIATION) --------------------------------------------------------------------------------------------------- Citibank NA October 27, 2006 $100,000 2.80% 1 month LIBOR $1,441,787 Citibank NA October 27, 2007 $200,000 3.27% 1 month LIBOR 3,575,189 Citibank NA October 27, 2008 $100,000 3.65% 1 month LIBOR 1,583,003 ---------- $6,599,979 ========== Convertible and High Income Fund Notes to Financial Statements SEMIANNUAL REPORT 19 Notes to Financial Statements (unaudited) NOTE 10 - SECURITIES LENDING During the six months ended April 30, 2005, the Fund lent certain of its securities to broker-dealers and banks. Any such loan must be continuously secured by collateral in cash or cash equivalents maintained on a current basis in an amount at least equal to the market value of the securities loaned by the Fund. The Fund continues to receive the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives an additional return that may be in the form of a fixed fee or a percentage of the collateral. The Fund may pay reasonable fees to persons unaffiliated with the Fund for services in arranging these loans. The Fund has the right to call the loan and obtain the securities loaned at any time on notice of not more than five business days. The Fund does not have the right to vote the securities during the existence of the loan but could call the loan in an attempt to permit voting of the securities in certain circumstances. Upon return of the securities loaned, the cash or cash equivalent collateral will be returned to the borrower. In the event of bankruptcy or other default of the borrower, the Fund could experience both delays in liquidating the loan collateral or recovering the loaned securities and losses, including (a) possible decline in the value of the collateral or in the value of the securities loaned during the period while the Fund seeks to enforce its rights thereto, (b) possible subnormal levels of income and lack of access to income during this period, and (c) the expenses of enforcing its rights. In an effort to reduce these risks, Calamos Advisors LLC and the security lending agent will monitor the creditworthiness of the firms to which the Fund lends securities. At April 30, 2005, the Fund had securities valued at $207,809,277 that were on loan to broker-dealers and banks and $213,189,372 in cash or cash equivalent collateral. Convertible and High Income Fund 20 SEMIANNUAL REPORT Notes to Financial Statements Financial Highlights SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD WERE AS FOLLOWS: --------------------------------------------- For the Six May 30, Months Ended For the 2003* April 30, Year Ended through (unaudited) October 31, October 31, --------------------------------------------- 2005 2004 2003 --------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginnning of period $ 15.47 $ 14.80 $ 14.32(a) ------------------------------------------------------------------------------------------------------------------------------ Income from investment operations: Net investment income (loss) 0.77 1.60 0.44 ------------------------------------------------------------------------------------------------------------------------------ Net realized and unrealized gain (loss) from investments, written options, foreign currency and interest rate swaps (0.40) 0.63 0.46 ------------------------------------------------------------------------------------------------------------------------------ Dividends to preferred shareholders from: Net investment income (common share equivalent basis) (0.09) (0.10) (0.02) ------------------------------------------------------------------------------------------------------------------------------ Total from investment operations 0.28 2.13 0.88 ------------------------------------------------------------------------------------------------------------------------------ Less dividends to common shareholders from: Net investment income (0.73) (1.46) (0.37) ------------------------------------------------------------------------------------------------------------------------------ Capital charge resulting from issuance of common and preferred shares -- -- (0.03) ------------------------------------------------------------------------------------------------------------------------------ Net asset value, end of period $ 15.02 $ 15.47 $ 14.80 ------------------------------------------------------------------------------------------------------------------------------ Market value, end of period $ 15.27 $ 16.74 $ 16.00 ------------------------------------------------------------------------------------------------------------------------------ Total investment return based on (b): Net asset value 1.73% 14.91% 5.92% ------------------------------------------------------------------------------------------------------------------------------ Market value (4.42)% 15.02% 9.36% ------------------------------------------------------------------------------------------------------------------------------ Ratios and supplemental data: Net assets applicable to common shareholders, end of period (000's omitted) $923,179 $945,037 $891,152 ------------------------------------------------------------------------------------------------------------------------------ Preferred shares, at redemption value ($25,000 per share liquidation preference) (000's omitted) $430,000 $430,000 $430,000 ------------------------------------------------------------------------------------------------------------------------------ Ratios to average net assets applicable to common shareholders: Net expenses (c) 1.23% 1.25% 1.11% ------------------------------------------------------------------------------------------------------------------------------ Gross expenses prior to waiver of expenses by the advisor (c) 1.38% 1.40% 1.24% ------------------------------------------------------------------------------------------------------------------------------ Net investment income (loss) (c) 9.77% 10.56% 7.85% ------------------------------------------------------------------------------------------------------------------------------ Preferred share dividends (c) 1.11% 0.65% 0.34% ------------------------------------------------------------------------------------------------------------------------------ Net investment income (loss), net of preferred share dividends (c) 8.66% 9.91% 7.51% ------------------------------------------------------------------------------------------------------------------------------ Portfolio turnover rate 21% 27% 20% ------------------------------------------------------------------------------------------------------------------------------ Asset coverage per preferred share, at end of period (d) $ 78,688 $ 79,952 $ 76,811 ------------------------------------------------------------------------------------------------------------------------------ * Commencement of operations. (a) Net of sales load of $0.675 on initial shares issued and beginning net asset value of $14.325. (b) Total investment return is calculated assuming a purchase of common stock on the opening of the first day and a sale on the closing of the last day of the period reported. Dividends and distributions are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund's dividend reinvestment plan. Total return is not annualized for periods less than one year. Brokerage commissions are not reflected. (c) Annualized for periods less than one year. (d) Calculated by subtracting the Fund's total liabilities (not including preferred shares) from the Fund's total assets and dividing this by the number of preferred shares outstanding. Convertible and High Income Fund Financial Highlights SEMIANNUAL REPORT 21 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees and Shareholders of CALAMOS Convertible and High Income Fund: We have reviewed the accompanying statement of assets and liabilities, including the schedule of investments, of CALAMOS Convertible and High Income Fund (the "Fund") as of April 30, 2005, and the related statements of operations and changes in net assets and the financial highlights for the semi-annual period then ended. These interim financial statements and financial highlights are the responsibility of the Fund's management. We conducted our review in accordance with standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such interim financial statements and financial highlights for them to be in conformity with accounting principles generally accepted in the United States of America. We have previously audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the statement of changes in net assets for the year ended October 31, 2004 and the financial highlights for the year ended October 31, 2004 and for the period from May 30, 2003 (commencement of operations) through October 31, 2003; and in our report dated December 21, 2004, we expressed an unqualified opinion on such statement of changes in net assets and financial highlights. /s/ Deloitte & Touche LLP Chicago, Illinois June 20, 2005 Convertible and High Income Fund 22 SEMIANNUAL REPORT Report of Independent Registered Public Accounting Firm OTHER INFORMATION (UNAUDITED) RESULTS OF SHAREHOLDER MEETING. The Annual Meeting of Shareholders of the Fund was held on April 6, 2005 where shareholders voted on the elections of trustees. With regard to the election, each trustee standing for election was elected by the shareholders as follows: # OF COMMON TRUSTEES AND PREFERRED SHARES -------------------------------------------------------------------------------- FOR WITHHELD --------------------------- John P. Calamos, Sr. 57,949,240 387,069 Weston W. Marsh 57,965,603 370,706 # OF PREFERRED SHARES --------------------------- FOR WITHHELD --------------------------- William R. Rybak 17,136 32 The other trustees of the Fund whose terms did not expire in 2005 are Nick P. Calamos, Joe F. Hanauer, John E. Neal and Stephen B. Timbers. Convertible and High Income Fund Other Information SEMIANNUAL REPORT 23 This page intentionally left blank. This page intentionally left blank. [LOGO](R) CALAMOS INVESTMENTS(R) Calamos Investments | 1111 E. Warrenville Road | Naperville, IL 60563-1463 | 800.582.6959 | www.calamos.com A description of the Calamos Proxy Voting Policies and Procedures is available free of charge upon request by calling (800) 582-6959, by visiting the Calamos website at www.calamos.com, or by writing Calamos at: Calamos Investments, Attn: Client Services, 1111 E. Warrenville Road, Naperville, IL 60563. The Fund's proxy voting record for the twelve month period ended June 30, 2004, is also available upon request by calling or writing Calamos Investments and by visiting the SEC Web site at www.sec.gov. The Fund files a complete list of its portfolio holdings with the SEC for the first and third quarters each fiscal year on Form N-Q. The Form N-Q is available free of charge, upon request, by calling or writing Calamos Investments or by visiting the SEC website. You may also review or, for a fee, copy the forms at the SEC's Public Reference Room in Washington, D.C. (202) 942-8090. FOR 24 HOUR SHAREHOLDER ASSISTANCE 800.432.8224 TO OBTAIN INFORMATION 800.582.6959 VISIT OUR WEB SITE www.calamos.com INVESTMENT ADVISOR Calamos Advisors LLC 1111 E. Warrenville Road Naperville, IL 60563-1463 FUND ACCOUNTING AGENT State Street Bank and Trust Company 225 Franklin Street Boston, MA 02111 CUSTODIAN AND TRANSFER AGENT The Bank of New York P.O. Box 11258 Church Street Station New York, NY 10286 800.524.4458 INDEPENDENT ACCOUNTANTS Deloitte and Touche LLP Chicago, IL LEGAL COUNSEL Bell, Boyd & Lloyd LLC Chicago, IL AS OF JULY 15, 2005, CALAMOS INVESTMENTS WILL BE LOCATED AT: 2020 CALAMOS COURT NAPERVILLE, IL 60563 (C) 2005 Calamos Holdings LLC. All Rights Reserved. Calamos(R), CALAMOS INVESTMENTS(R), STRATEGIES FOR SERIOUS MONEY(R) and the Calamos(R) logo are registered trademarks of Calamos Holdings LLC. CHYSAN 1791 2005 ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS Included in the Report to Shareholders in Item 1. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. -------------------- ----------------- -------------- --------------------- ---------------------------- (C) TOTAL NUMBER (D) MAXIMUM NUMBER (A) TOTAL OF SHARES (OR (OR APPROXIMATE DOLLAR NUMBER OF (B) AVERAGE UNITS) PURCHASED VALUE) OF SHARES (OR SHARES (OR PRICE PAID AS PART OF PUBLICLY UNITS) THAT MAY YET BE UNITS) PER SHARE ANNOUNCED PLANS PURCHASED UNDER THE PERIOD PURCHASED (OR UNIT) OR PROGRAMS PLANS OR PROGRAMS -------------------- ----------------- -------------- --------------------- ---------------------------- November 1 to 0 0 0 0 November 30 -------------------- ----------------- -------------- --------------------- ---------------------------- December 1 to 4,108 $16.97 0 0 December 31 -------------------- ----------------- -------------- --------------------- ---------------------------- January 1 to 0 0 0 0 January 31 -------------------- ----------------- -------------- --------------------- ---------------------------- February 1 to 0 0 0 0 February 28 -------------------- ----------------- -------------- --------------------- ---------------------------- March 1 to 0 0 0 0 March 31 -------------------- ----------------- -------------- --------------------- ---------------------------- April 1 to April 0 0 0 0 30 -------------------- ----------------- -------------- --------------------- ---------------------------- Total 0 0 0 0 -------------------- ----------------- -------------- --------------------- ---------------------------- ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No material changes. ITEM 11. CONTROLS AND PROCEDURES. a) The registrant's principal executive officer and principal financial officer have evaluated the registrant's disclosure controls and procedures within 90 days of this filing and have concluded that the registrant's disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely. b) There were no changes in the registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. (a)(1) Code of Ethics -- Not applicable. (a)(2)(i) Certification of Principal Executive Officer. (a)(2)(ii) Certification of Principal Financial Officer. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Calamos Convertible and High Income Fund By: /s/ John P. Calamos, Sr. ----------------------------------------------------------------------------- Name: John P. Calamos, Sr. Title: Principal Executive Officer Date: June 29, 2005 By: /s/ Patrick H. Dudasik ----------------------------------------------------------------------------- Name: Patrick H. Dudasik Title: Principal Financial Officer Date: June 29, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Calamos Convertible and High Income Fund By: /s/ John P. Calamos, Sr. ----------------------------------------------------------------------------- Name: John P. Calamos, Sr. Title: Principal Executive Officer Date: June 29, 2005 By: /s/ Patrick H. Dudasik ----------------------------------------------------------------------------- Name: Patrick H. Dudasik Title: Principal Financial Officer Date: June 29, 2005