UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM N-CSR

Investment Company Act file number:  811-04049

 
DWS Income Trust
 (Exact Name of Registrant as Specified in Charter)

345 Park Avenue
New York, NY 10154-0004
 (Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (212) 250-3220

Paul Schubert
60 Wall Street
New York, NY 10005
(Name and Address of Agent for Service)

Date of fiscal year end:
10/31
   
Date of reporting period:
10/31/2012

ITEM 1.
REPORT TO STOCKHOLDERS
 
OCTOBER 31, 2012
Annual Report
to Shareholders
 
DWS Global High Income Fund
(formerly DWS High Income Plus Fund)
 
Contents
4 Portfolio Management Review
9 Performance Summary
12 Investment Portfolio
34 Statement of Assets and Liabilities
36 Statement of Operations
37 Statement of Changes in Net Assets
38 Financial Highlights
43 Notes to Financial Statements
57 Report of Independent Registered Public Accounting Firm
58 Information About Your Fund's Expenses
59 Tax Information
60 Investment Management Agreement Approval
65 Summary of Management Fee Evaluation by Independent Fee Consultant
69 Board Members and Officers
74 Account Management Resources
 
This report must be preceded or accompanied by a prospectus. To obtain a summary prospectus, if available, or prospectus for any of our funds, refer to the Account Management Resources information provided in the back of this booklet. We advise you to consider the fund's objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the fund. Please read the prospectus carefully before you invest.
 
Bond investments are subject to interest-rate and credit risks. When interest rates rise, bond prices generally fall. Credit risk refers to the ability of an issuer to make timely payments of principal and interest. Investments in lower-quality ("junk bonds") and non-rated securities present greater risk of loss than investments in higher-quality securities. Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. Investing in foreign securities, particularly those of emerging markets, presents certain risks, such as currency fluctuations, political and economic changes, and market risks. The fund may lend securities to approved institutions. See the prospectus for details.
 
DWS Investments is part of Deutsche Bank's Asset Management division and, within the U.S., represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust Company.
 
NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE NOT A DEPOSIT NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY
 
Portfolio Management Review (Unaudited)
 
Market Overview and Fund Performance
 
All performance information below is historical and does not guarantee future results. Returns shown are for Class A shares, unadjusted for sales charges. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit www.dws-investments.com for the most recent month-end performance of all share classes. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had. Please refer to pages 9 through 11 for more complete performance information.
 
Investment Strategy
On February 1, 2012, the fund was renamed from DWS High Income Plus Fund. We use a bottom-up approach that uses relative value and fundamental analysis to select securities within each industry, along with a top-down approach to assess macroeconomic trends and the overall risk and return in the market.
 
DWS Global High Income Fund returned 12.49% during the 12-month period ended October 31, 2012. The fund underperformed the 15.24% return of its benchmark, the Bank of America Merrill Lynch Global High Yield Constrained Index, but slightly outperformed the 12.32% average return of the funds in its Morningstar peer group, High Yield Bond Funds.
 
High-yield bonds continued to benefit from strong investor demand at a time of extremely low yields on government bonds and other low-risk investments. While events out of Europe caused periodic bouts of elevated investor risk aversion, the backdrop was favorable enough to encourage investors to take on more risk in order to pick up extra yield. U.S. economic data exhibited a gradual improvement and U.S. Federal Reserve Board (the Fed) policy — highlighted by its September 2012 decision to begin a new round of its stimulative quantitative easing policy — was highly supportive. Overseas, the news flow out of Europe improved due to the European Central Bank's effort to contain the region's crisis via a series of aggressive policy responses. Investors were also encouraged by the improving fundamentals of the high-yield asset class, as seen in the trailing 12-month dollar-weighted global speculative-grade default rate as reported by Moody's of 1.92% (which is low by historical measures), rising cash balances, reduced leverage and the ability of high-yield companies to refinance existing debt at more attractive rates. Taken together, these factors created a strong backdrop for the high-yield market during the past year.
 
 
Fund Performance
 
Security selection was the most important factor driving the fund's relative performance during the past year. An overweight in Cricket Communications, Inc., a subsidiary of Leap Wireless International, assisted performance as the bonds received a credit rating upgrade and the parent was rumored to be considering a sale of the company to a stronger wireless telecommunication provider. An overweight in the bonds of the mobile telecommunication provider Digicel Group Ltd. also assisted performance as the issuer extended debt maturities at reduced interest rates. Our overweight in the bonds of the German telecommunications provider Unitymedia PLC was an additional positive for performance. The issuer delivered solid operational and financial results, and it refinanced and extended debt maturities. Fund performance also benefitted from our lack of position in the troubled oil and gas producer ATP Oil & Gas Corporation, a component of the benchmark, but not a holding of the fund, which filed for bankruptcy protection.
 
 
"We remain vigilant for potential defaults through our bottom-up credit research and security selection process."
 
The largest detractor from performance was the fund's overweight in the Latin American wireless carrier NII Holdings, Inc., which issues bonds through the entity NII Capital Corporation. The company received a credit rating downgrade by Standard & Poor's due to deteriorating operating and financial numbers that resulted from increasing competitive pressures in Brazil. Our overweight in Spanish gaming company Codere S.A. (Codere Finance Luxembourg)* also hurt performance, as ratings agencies downgraded the issuer due to rising nationalization risks in Argentina and the potential that its subsidiary's cash will become trapped in the country. Restrictions on cash leaving the issuer's Argentine subsidiaries would exacerbate an already weakened liquidity profile at the parent company, prompting us to sell the position. An overweight in the U.S. independent power producer Edison Mission Energy* also hurt performance as investors lowered their valuations on the bonds of this troubled, coal-fired generator.
 
* Not held in the portfolio as of October 31, 2012.
 
 
Outlook and Positioning
 
We believe this fund offers a diversified, global approach to investing in high-yield bonds. As of October 31, 2012, 60.2% of the portfolio was invested in domestic securities and 39.8% in securities issued outside of the United States.
 
We maintain a cautiously optimistic outlook on high-yield bonds. We continue to favor the single-B credit tier, where we remain overweight vs. the benchmark. At the end of October 2012, the yield advantage — or spread — of global high-yield bonds, as measured by the Credit Suisse High Yield Index and relative to comparable U.S. Treasuries was 587 basis points (5.87 percentage points), 1.34 percentage points lower than it was one year ago. At this level, the yield spread is not meaningfully below the long-run average, and it continues to price in a higher default rate than we expect to materialize over the near term. While the 6.73% yield to maturity of our benchmark index as of October 31, 2012 is far less generous than in recent periods, we continue to believe the asset class offers investors a reasonable trade-off of risk and return via the combination of its current spread and a low default rate. In combination, these factors form the basis for our favorable outlook on high-yield bonds.
 
Having said this, we expect that market volatility will remain elevated due to concerns about slowing growth in the developed economies, sovereign debt problems in Europe and potential contagion in the emerging markets. We therefore remain vigilant for potential defaults through our bottom-up credit research and security selection process.
 
Portfolio Manager
 
Gary Russell, CFA, Managing Director
 
Portfolio Manager of the fund. Joined the fund in 2006.
 
Joined Deutsche Asset Management in 1996. Served as the head of the High Yield group in Europe and as an Emerging Markets portfolio manager.
 
Prior to that, four years at Citicorp as a research analyst and structurer of collateralized mortgage obligations. Prior to Citicorp, served as an officer in the U.S. Army from 1988 to 1991.
 
Head of U.S. High Yield Bonds: New York.
 
BS, United States Military Academy (West Point); MBA, New York University, Stern School of Business.
 
The views expressed reflect those of the portfolio management team only through the end of the period of the report as stated on the cover. The management team's views are subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance is no guarantee of future results. Current and future portfolio holdings are subject to risk.
 
Terms to Know
 
The Bank of America Merrill Lynch Global High Yield Constrained Index tracks the performance of below-investment-grade bonds of corporate issuers domiciled in countries having an investment-grade foreign-currency long-term debt rating. The index limits the percentage represented by any single issuer in the index. On February 1, 2012, the Bank of America Merrill Lynch Global High Yield Constrained Index replaced the Credit Suisse High Yield Index as the fund's market index because the Advisor believes that it more accurately reflects the fund's current investment strategy. The Credit Suisse High Yield Index is an unmanaged, trader-priced portfolio constructed to mirror the global high-yield debt market.
 
Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.
 
Morningstar High Yield Bond Funds category represents funds with at least 65% of their assets in bonds rated below BBB.
 
Quantitative easing entails the purchase of government and other securities from the market in an effort to increase money supply.
 
Underweight means the fund holds a lower weighting in a given sector or security than the benchmark. Overweight means it holds a higher weighting.
 
Spread refers to the excess yield various bond sectors offer over financial instruments with similar maturities. When spreads widen, yield differences are increasing between bonds in the two sectors being compared. When spreads narrow, the opposite is true.
 
Yield (or current yield) is the income generated by an investment divided by its current price.
 
One basis point equals 1/100 of a percentage point.
 
The trailing 12-month dollar-weighted global speculative-grade default rate as reported by Moody's calculates the dollar value of defaults divided by the total value of the rated high-yield bond market. The ratings of Moody's Investors Service, Inc. (Moody's) represent the company's opinions as to the quality of the securities it rates. Ratings are relative and subjective and are not absolute standards of quality. The fund's credit quality does not remove market risk.
 
Sovereign debt is debt that is issued by a national government.
 
Performance Summary October 31, 2012 (Unaudited)
Average Annual Total Returns as of 10/31/12
 
Unadjusted for Sales Charge
 
1-Year
   
3-Year
   
5-Year
   
10-Year
 
Class A
    12.49 %     11.53 %     7.05 %     9.52 %
Class B
    11.64 %     10.69 %     6.21 %     8.67 %
Class C
    11.84 %     10.76 %     6.29 %     8.71 %
Bank of America Merrill Lynch Global High Yield Constrained Index
    15.24 %     12.59 %     9.75 %     11.26 %
Credit Suisse High Yield Index ††
    12.86 %     12.20 %     8.64 %     10.70 %
Adjusted for the Maximum Sales Charge
                               
Class A (max 4.50% load)
    7.43 %     9.83 %     6.07 %     9.01 %
Class B (max 4.00% CDSC)
    8.64 %     10.14 %     6.06 %     8.67 %
Class C (max 1.00% CDSC)
    11.84 %     10.76 %     6.29 %     8.71 %
Bank of America Merrill Lynch Global High Yield Constrained Index
    15.24 %     12.59 %     9.75 %     11.26 %
Credit Suisse High Yield Index ††
    12.86 %     12.20 %     8.64 %     10.70 %
No Sales Charges
                               
Class S
    12.68 %     11.71 %     7.23 %     9.75 %
Institutional Class
    12.89 %     11.95 %     7.45 %     9.91 %
Bank of America Merrill Lynch Global High Yield Constrained Index
    15.24 %     12.59 %     9.75 %     11.26 %
Credit Suisse High Yield Index ††
    12.86 %     12.20 %     8.64 %     10.70 %
 
Performance in the Average Annual Total Returns table(s) above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit www.dws-investments.com for the Fund's most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.
 
The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated February 1, 2012 are 1.07%, 1.87%, 1.81%, 0.90% and 0.73% for Class A, Class B, Class C, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.
 
The Fund may charge a 2% fee for redemptions of shares held less than 30 days.
 
Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.
 
Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
 
Returns shown for Class A, B, C and S shares for the periods prior to their inception on May 16, 2005, are derived from the historical performance of the Institutional Class shares of DWS Global High Income Fund (formerly DWS High Income Plus Fund) during such periods and have been adjusted to reflect the higher total annual operating expenses of each specific class. Any difference in expenses will affect performance.
 
Growth of an Assumed $10,000 Investment (Adjusted for Maximum Sales Charge)
Yearly periods ended October 31
 
The Fund's growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 4.5%. This results in a net initial investment of $9,550.
 
The growth of $10,000 is cumulative.
 
Performance of other share classes will vary based on the sales charges and the fee structure of those classes.
 
The Bank of America Merrill Lynch Global High Yield Constrained Index tracks the performance of below investment grade bonds of corporate issuers domiciled in countries having an investment grade foreign currency long term debt rating. The index limits the percentage represented by any single issuer in the index. On February 1, 2012, the Bank of America Merrill Lynch Global High Yield Constrained Index replaced Credit Suisse High Yield Index as the fund's market index because the Advisor believes that it more accurately reflects the fund's current investment strategy.
 
†† The Credit Suisse High Yield Index is an unmanaged, trader-priced portfolio constructed to mirror the global high-yield debt market.
 
Net Asset Value and Distribution Information
 
   
Class A
   
Class B
   
Class C
   
Class S
   
Institutional Class
 
Net Asset Value:
10/31/12
  $ 7.08     $ 7.06     $ 7.11     $ 7.11     $ 7.06  
10/31/11
  $ 6.74     $ 6.72     $ 6.76     $ 6.77     $ 6.72  
Distribution Information:
Twelve Months as of 10/31/12:
Income Dividends
  $ .47     $ .42     $ .42     $ .49     $ .49  
October Income Dividend
  $ .0379     $ .0333     $ .0336     $ .0396     $ .0396  
SEC 30-day Yield as of 10/31/12 †††
    5.01 %     4.49 %     4.49 %     5.50 %     5.55 %
Current Annualized Distribution Rate as of 10/31/12 †††
    6.42 %     5.66 %     5.67 %     6.68 %     6.73 %
 
††† The SEC yield is net investment income per share earned over the month ended October 31, 2012, shown as an annualized percentage of the maximum offering price per share on the last day of the period. The SEC yield is computed in accordance with a standardized method prescribed by the Securities and Exchange Commission. The SEC yields would have been 4.99%, 4.47%, 4.41% and 5.49% for Class A, B, C and S shares, respectively, had certain expenses not been reduced. Current annualized distribution rate is the latest monthly dividend shown as an annualized percentage of net asset value on October 31, 2012. Distribution rate simply measures the level of dividends and is not a complete measure of performance. The current annualized distribution rates would have been 6.40%, 5.64%, 5.59% and 6.67% for Class A, B, C and S shares, respectively, had certain expenses not been reduced. Yields and distribution rates are historical, not guaranteed and will fluctuate.
 
Morningstar Rankings — High Yield Bond Funds Category as of 10/31/12
Period
Rank
 
Number of Fund Classes Tracked
Percentile Ranking (%)
Class A
1-Year
280
of
580
48
3-Year
189
of
513
37
5-Year
262
of
449
58
Class B
1-Year
409
of
580
70
3-Year
376
of
513
73
5-Year
359
of
449
80
Class C
1-Year
377
of
580
65
3-Year
364
of
513
71
5-Year
349
of
449
77
Class S
1-Year
251
of
580
43
3-Year
149
of
513
29
5-Year
232
of
449
52
Institutional Class
1-Year
218
of
580
38
3-Year
110
of
513
22
5-Year
195
of
449
43
10-Year
88
of
312
28
 
Source: Morningstar, Inc. Rankings are historical and do not guarantee future results. Rankings are based on total return unadjusted for sales charges with distributions reinvested. If sales charges had been included, rankings might have been less favorable.
 
Investment Portfolio as of October 31, 2012
   
Principal Amount ($)(a)
   
Value ($)
 
       
Corporate Bonds 92.8%
 
Consumer Discretionary 19.2%
 
AMC Entertainment, Inc., 8.75%, 6/1/2019
      1,220,000       1,348,100  
AMC Networks, Inc., 7.75%, 7/15/2021
      160,000       181,200  
Asbury Automotive Group, Inc.:
 
7.625%, 3/15/2017
      830,000       858,012  
8.375%, 11/15/2020
      835,000       922,675  
Avis Budget Car Rental LLC:
 
8.25%, 1/15/2019
      1,845,000       2,013,356  
9.625%, 3/15/2018
      470,000       523,462  
Block Communications, Inc., 144A, 7.25%, 2/1/2020
      720,000       765,000  
Bresnan Broadband Holdings LLC, 144A, 8.0%, 12/15/2018 (b)
      955,000       1,026,625  
Cablevision Systems Corp.:
 
7.75%, 4/15/2018
      115,000       127,794  
8.0%, 4/15/2020 (b)
      115,000       129,088  
Caesar's Entertainment Operating Co., Inc.:
 
144A, 8.5%, 2/15/2020
      1,430,000       1,404,975  
10.0%, 12/15/2018
      815,000       509,375  
11.25%, 6/1/2017
      1,420,000       1,537,150  
Carlson Wagonlit BV, 144A, 6.875%, 6/15/2019
      410,000       428,450  
CCO Holdings LLC:
 
6.5%, 4/30/2021 (b)
      2,075,000       2,204,687  
6.625%, 1/31/2022
      850,000       922,250  
7.0%, 1/15/2019
      220,000       236,500  
7.375%, 6/1/2020
      105,000       117,600  
7.875%, 4/30/2018
      400,000       432,000  
8.125%, 4/30/2020 (b)
      270,000       303,750  
CDR DB Sub, Inc., 144A, 7.75%, 10/15/2020
      445,000       438,881  
Cequel Communications Holdings I LLC, 144A, 8.625%, 11/15/2017
      2,840,000       3,038,800  
CET 21 spol sro, 144A, 9.0%, 11/1/2017
EUR
    1,000,000       1,399,841  
Clear Channel Worldwide Holdings, Inc.:
 
Series A, 7.625%, 3/15/2020
      210,000       197,925  
Series B, 7.625%, 3/15/2020 (b)
      2,165,000       2,062,162  
Series A, 9.25%, 12/15/2017
      165,000       176,963  
Crown Media Holdings, Inc., 10.5%, 7/15/2019
      525,000       591,937  
Cumulus Media Holdings, Inc., 7.75%, 5/1/2019 (b)
      480,000       469,200  
DISH DBS Corp.:
 
6.75%, 6/1/2021
      90,000       100,238  
7.875%, 9/1/2019
      565,000       662,462  
Fontainebleau Las Vegas Holdings LLC, 144A, 11.0%, 6/15/2015*
      735,000       459  
Griffey Intermediate, Inc., 144A, 7.0%, 10/15/2020
      775,000       786,625  
Harron Communications LP, 144A, 9.125%, 4/1/2020
      265,000       286,200  
Hertz Corp.:
 
6.75%, 4/15/2019
      160,000       169,800  
144A, 6.75%, 4/15/2019
      410,000       435,113  
Jo-Ann Stores Holdings, Inc., 144A, 9.75%, 10/15/2019 (PIK)
      445,000       437,769  
Levi Strauss & Co., 7.625%, 5/15/2020 (b)
      375,000       409,688  
Libbey Glass, Inc., 144A, 6.875%, 5/15/2020
      245,000       260,925  
Lions Gate Entertainment, Inc., 144A, 10.25%, 11/1/2016
      970,000       1,087,612  
Mediacom Broadband LLC, 144A, 6.375%, 4/1/2023
      790,000       795,925  
Mediacom LLC:
 
7.25%, 2/15/2022
      205,000       219,863  
9.125%, 8/15/2019
      500,000       553,750  
MGM Resorts International:
 
144A, 6.75%, 10/1/2020
      325,000       322,563  
7.5%, 6/1/2016
      370,000       392,200  
7.625%, 1/15/2017 (b)
      1,010,000       1,063,025  
144A, 8.625%, 2/1/2019 (b)
      1,595,000       1,724,594  
10.0%, 11/1/2016
      415,000       473,100  
Michaels Stores, Inc., 13.0%, 11/1/2016 (b)
      156,000       162,759  
National CineMedia LLC:
 
144A, 6.0%, 4/15/2022
      410,000       432,550  
7.875%, 7/15/2021
      445,000       486,163  
Norcraft Companies LP, 10.5%, 12/15/2015
      1,670,000       1,674,175  
Palace Entertainment Holdings LLC, 144A, 8.875%, 4/15/2017
      745,000       785,975  
Penske Automotive Group, Inc., 144A, 5.75%, 10/1/2022
      565,000       575,594  
Petco Animal Supplies, Inc., 144A, 9.25%, 12/1/2018
      605,000       667,769  
Petco Holdings, Inc., 144A, 8.5%, 10/15/2017 (PIK)
      220,000       220,825  
Quebecor Media, Inc., 144A, 5.75%, 1/15/2023
      375,000       382,500  
Regal Entertainment Group, 9.125%, 8/15/2018 (b)
      330,000       366,300  
Sabre Holdings Corp., 8.35%, 3/15/2016
      555,000       567,487  
Seminole Indian Tribe of Florida:
 
144A, 7.75%, 10/1/2017
      410,000       446,900  
144A, 7.804%, 10/1/2020
      645,000       660,222  
Sirius XM Radio, Inc., 144A, 5.25%, 8/15/2022
      190,000       190,000  
Sonic Automotive, Inc.:
 
144A, 7.0%, 7/15/2022
      190,000       203,538  
Series B, 9.0%, 3/15/2018
      1,000,000       1,088,750  
Sotheby's, 144A, 5.25%, 10/1/2022
      380,000       385,700  
Toys "R" Us-Delaware, Inc., 144A, 7.375%, 9/1/2016 (b)
      355,000       362,544  
Travelport LLC:
 
5.043%**, 9/1/2014
      520,000       378,300  
9.0%, 3/1/2016 (b)
      140,000       100,450  
UCI International, Inc., 8.625%, 2/15/2019
      220,000       218,075  
Unitymedia Hessen GmbH & Co., KG:
 
144A, 7.5%, 3/15/2019
      825,000       907,500  
144A, 8.125%, 12/1/2017
      2,075,000       2,241,000  
144A, 8.125%, 12/1/2017
EUR
    390,000       544,674  
Unitymedia KabelBW GmbH:
 
144A, 9.5%, 3/15/2021
EUR
    3,000,000       4,393,946  
144A, 9.625%, 12/1/2019
EUR
    1,525,000       2,203,940  
Univision Communications, Inc.:
 
144A, 6.875%, 5/15/2019
      105,000       107,363  
144A, 7.875%, 11/1/2020
      250,000       265,000  
144A, 8.5%, 5/15/2021
      270,000       271,350  
UPC Holding BV:
 
144A, 8.375%, 8/15/2020
EUR
    2,725,000       3,851,654  
144A, 9.75%, 4/15/2018
EUR
    1,165,000       1,608,165  
Videotron Ltd., 5.0%, 7/15/2022
      3,770,000       3,901,950  
Viking Cruises Ltd., 144A, 8.5%, 10/15/2022
      390,000       402,675  
Visant Corp., 10.0%, 10/1/2017
      845,000       816,481  
Visteon Corp., 6.75%, 4/15/2019
      795,000       817,856  
Yonkers Racing Corp., 144A, 11.375%, 7/15/2016
      605,000       641,300  
        67,881,099  
Consumer Staples 1.7%
 
Alliance One International, Inc., 10.0%, 7/15/2016
      270,000       278,775  
Constellation Brands, Inc., 6.0%, 5/1/2022
      185,000       209,975  
Del Monte Corp., 7.625%, 2/15/2019 (b)
      760,000       780,900  
FAGE Dairy Industry SA, 144A, 9.875%, 2/1/2020
      905,000       905,000  
JBS U.S.A. LLC, 144A, 8.25%, 2/1/2020 (b)
      305,000       314,912  
Michael Foods Group, Inc., 9.75%, 7/15/2018
      760,000       845,500  
NBTY, Inc., 9.0%, 10/1/2018
      255,000       285,600  
Rite Aid Corp., 9.25%, 3/15/2020
      215,000       219,838  
Smithfield Foods, Inc., 6.625%, 8/15/2022
      470,000       492,325  
Tops Holding Corp., 10.125%, 10/15/2015
      610,000       642,787  
TreeHouse Foods, Inc., 7.75%, 3/1/2018
      255,000       279,225  
U.S. Foods, Inc., 144A, 8.5%, 6/30/2019
      740,000       775,150  
        6,029,987  
Energy 9.8%
 
Access Midstream Partners LP, 6.125%, 7/15/2022
      610,000       645,075  
Alpha Natural Resources, Inc., 6.0%, 6/1/2019
      620,000       544,050  
Arch Coal, Inc.:
 
7.0%, 6/15/2019 (b)
      205,000       181,938  
7.25%, 10/1/2020 (b)
      200,000       177,000  
7.25%, 6/15/2021 (b)
      330,000       291,225  
Berry Petroleum Co., 6.75%, 11/1/2020
      210,000       222,600  
BreitBurn Energy Partners LP:
 
144A, 7.875%, 4/15/2022
      385,000       398,475  
8.625%, 10/15/2020
      410,000       443,825  
Chesapeake Oilfield Operating LLC, 144A, 6.625%, 11/15/2019
      265,000       252,413  
CITGO Petroleum Corp., 144A, 11.5%, 7/1/2017
      1,050,000       1,210,125  
Cloud Peak Energy Resources LLC:
 
8.25%, 12/15/2017
      240,000       259,800  
8.5%, 12/15/2019
      245,000       270,113  
CONSOL Energy, Inc.:
 
6.375%, 3/1/2021
      160,000       159,200  
8.0%, 4/1/2017
      530,000       560,475  
Continental Resources, Inc., 144A, 5.0%, 9/15/2022
      330,000       348,150  
Crestwood Midstream Partners LP, 7.75%, 4/1/2019
      1,125,000       1,150,312  
Crosstex Energy LP:
 
144A, 7.125%, 6/1/2022
      195,000       195,975  
8.875%, 2/15/2018
      595,000       638,137  
Dresser-Rand Group, Inc., 6.5%, 5/1/2021
      750,000       787,500  
Eagle Rock Energy Partners LP, 8.375%, 6/1/2019
      965,000       962,587  
EP Energy LLC:
 
144A, 6.875%, 5/1/2019 (b)
      645,000       696,600  
144A, 7.75%, 9/1/2022
      325,000       336,375  
144A, 9.375%, 5/1/2020 (b)
      300,000       331,500  
EV Energy Partners LP, 8.0%, 4/15/2019
      825,000       868,312  
Frontier Oil Corp., 6.875%, 11/15/2018
      115,000       122,475  
Global Geophysical Services, Inc., 10.5%, 5/1/2017
      1,340,000       1,266,300  
Halcon Resources Corp., 144A, 9.75%, 7/15/2020
      575,000       606,625  
Holly Energy Partners LP:
 
144A, 6.5%, 3/1/2020
      205,000       215,250  
8.25%, 3/15/2018
      590,000       637,200  
Linn Energy LLC:
 
144A, 6.25%, 11/1/2019
      1,130,000       1,130,000  
6.5%, 5/15/2019
      245,000       246,838  
MarkWest Energy Partners LP, 5.5%, 2/15/2023
      475,000       498,750  
MEG Energy Corp.:
 
144A, 6.375%, 1/30/2023
      750,000       802,500  
144A, 6.5%, 3/15/2021
      425,000       455,812  
Midstates Petroleum Co., Inc., 144A, 10.75%, 10/1/2020
      435,000       461,100  
Murray Energy Corp., 144A, 10.25%, 10/15/2015
      785,000       769,300  
Northern Oil & Gas, Inc., 8.0%, 6/1/2020
      1,030,000       1,066,050  
Oasis Petroleum, Inc.:
 
6.5%, 11/1/2021
      305,000       322,537  
7.25%, 2/1/2019
      1,275,000       1,364,250  
Offshore Group Investment Ltd.:
144A, 7.5%, 11/1/2019
      1,110,000       1,093,350  
11.5%, 8/1/2015
      291,000       319,736  
OGX Austria GmbH, 144A, 8.375%, 4/1/2022
      660,000       554,400  
Peabody Energy Corp.:
 
6.0%, 11/15/2018
      255,000       264,563  
6.25%, 11/15/2021
      295,000       304,588  
Petroleos de Venezuela SA, 144A, 8.5%, 11/2/2017 (b)
      1,590,000       1,427,025  
Petroleos Mexicanos, 5.5%, 6/27/2044
      785,000       855,650  
Plains Exploration & Production Co.:
 
6.125%, 6/15/2019
      440,000       438,900  
6.75%, 2/1/2022
      1,000,000       1,005,000  
6.875%, 2/15/2023
      980,000       978,775  
Quicksilver Resources, Inc., 11.75%, 1/1/2016
      915,000       942,450  
SandRidge Energy, Inc., 7.5%, 3/15/2021
      465,000       483,600  
SESI LLC, 6.375%, 5/1/2019
      425,000       454,750  
Shelf Drilling Holdings Ltd., 144A, 8.625%, 11/1/2018
      555,000       557,775  
Swift Energy Co.:
 
7.875%, 3/1/2022
      790,000       821,600  
144A, 7.875%, 3/1/2022
      470,000       488,800  
Tesoro Corp.:
 
4.25%, 10/1/2017
      410,000       425,375  
5.375%, 10/1/2022 (b)
      285,000       297,113  
Venoco, Inc., 8.875%, 2/15/2019
      1,060,000       932,800  
        34,542,999  
Financials 21.9%
 
Abengoa Finance SAU, 144A, 8.875%, 11/1/2017
      1,020,000       938,400  
AerCap Aviation Solutions BV, 6.375%, 5/30/2017 (b)
      885,000       915,975  
Ally Financial, Inc.:
 
5.5%, 2/15/2017
      725,000       767,176  
6.25%, 12/1/2017
      1,015,000       1,114,718  
8.0%, 3/15/2020
      670,000       799,042  
8.0%, 11/1/2031
      670,000       797,300  
Alphabet Holding Co., Inc., 144A, 7.75%, 11/1/2017 (PIK)
      390,000       393,413  
Alrosa Finance SA:
 
144A, 7.75%, 11/3/2020
      2,000,000       2,287,600  
144A, 8.875%, 11/17/2014
      640,000       709,632  
AmeriGas Finance LLC:
 
6.75%, 5/20/2020
      205,000       220,375  
7.0%, 5/20/2022
      205,000       222,681  
Antero Resources Finance Corp.:
 
7.25%, 8/1/2019
      535,000       577,800  
9.375%, 12/1/2017
      735,000       810,338  
Banco Bradesco SA, 144A, 5.75%, 3/1/2022
      3,000,000       3,240,000  
Banco do Brasil SA, 3.875%, 10/10/2022
      2,365,000       2,357,905  
BOE Merger Corp., 144A, 9.5%, 11/1/2017 (PIK) (c)
      780,000       780,000  
Cequel Communications Escrow 1 LLC, 144A, 6.375%, 9/15/2020
      320,000       324,000  
CIT Group, Inc., 5.25%, 3/15/2018
      1,065,000       1,131,562  
CNH Capital LLC, 144A, 3.875%, 11/1/2015
      270,000       276,750  
Cyfrowy Polsat Finance AB, 144A, 7.125%, 5/20/2018
EUR
    1,825,000       2,542,883  
Dufry Finance SCA, 144A, 5.5%, 10/15/2020
      1,585,000       1,612,737  
E*TRADE Financial Corp.:
 
6.75%, 6/1/2016
      1,035,000       1,099,687  
12.5%, 11/30/2017
      1,428,000       1,617,210  
Fresenius Medical Care U.S. Finance II, Inc.:
 
144A, 5.625%, 7/31/2019
      415,000       436,788  
144A, 5.875%, 1/31/2022
      360,000       382,950  
Fresenius U.S. Finance II, Inc., 144A, 9.0%, 7/15/2015
      345,000       395,888  
Greif Luxembourg Finance SCA, 144A, 7.375%, 7/15/2021
EUR
    5,000,000       7,096,817  
Hellas Telecommunications Finance SCA, 144A, 8.21%**, 7/15/2015 (PIK)*
EUR
    513,190       0  
Hexion U.S. Finance Corp.:
 
6.625%, 4/15/2020
      185,000       184,538  
8.875%, 2/1/2018
      4,475,000       4,519,750  
International Lease Finance Corp.:
 
5.75%, 5/15/2016
      195,000       205,898  
6.25%, 5/15/2019
      485,000       522,709  
JBS Finance II Ltd., 144A, 8.25%, 1/29/2018 (b)
      1,165,000       1,214,512  
Level 3 Financing, Inc.:
 
144A, 7.0%, 6/1/2020
      1,425,000       1,449,937  
8.125%, 7/1/2019
      1,225,000       1,307,687  
8.625%, 7/15/2020 (b)
      610,000       664,900  
MPM Escrow LLC, 144A, 8.875%, 10/15/2020
      610,000       597,800  
MPT Operating Partnership LP, (REIT), 6.875%, 5/1/2021
      525,000       567,000  
National Money Mart Co., 10.375%, 12/15/2016
      1,320,000       1,473,450  
Neuberger Berman Group LLC:
 
144A, 5.625%, 3/15/2020
      300,000       315,000  
144A, 5.875%, 3/15/2022
      510,000       543,150  
Nielsen Finance LLC, 144A, 4.5%, 10/1/2020
      285,000       283,575  
NII Capital Corp., 7.625%, 4/1/2021
      3,730,000       2,946,700  
Pinnacle Foods Finance LLC, 8.25%, 9/1/2017
      760,000       817,000  
Reynolds Group Issuer, Inc.:
 
144A, 5.75%, 10/15/2020
      765,000       772,650  
6.875%, 2/15/2021
      1,000,000       1,062,500  
7.125%, 4/15/2019
      885,000       942,525  
8.25%, 2/15/2021
      410,000       402,825  
8.5%, 5/15/2018
      800,000       796,000  
9.875%, 8/15/2019
      240,000       251,400  
Sable International Finance Ltd., 144A, 8.75%, 2/1/2020 (b)
      1,995,000       2,274,300  
Schaeffler Finance BV:
 
144A, 7.75%, 2/15/2017
      775,000       855,406  
144A, 7.75%, 2/15/2017
EUR
    2,355,000       3,357,736  
144A, 8.5%, 2/15/2019
      330,000       368,363  
144A, 8.75%, 2/15/2019
EUR
    205,000       298,922  
Serta Simmons Holdings LLC, 144A, 8.125%, 10/1/2020
      435,000       438,806  
Sky Growth Acquisition Corp., 144A, 7.375%, 10/15/2020
      335,000       333,325  
Telenet Finance III Luxembourg SCA, 144A, 6.625%, 2/15/2021
EUR
    1,000,000       1,347,995  
Telenet Finance Luxembourg SCA, 144A, 6.375%, 11/15/2020
EUR
    2,575,000       3,462,744  
Telenet Finance V Luxembourg SCA:
 
144A, 6.25%, 8/15/2022
EUR
    435,000       580,740  
144A, 6.75%, 8/15/2024
EUR
    435,000       582,149  
Toys "R" Us Property Co. I, LLC, 10.75%, 7/15/2017
      640,000       692,000  
Tronox Finance LLC, 144A, 6.375%, 8/15/2020
      470,000       468,825  
TVN Finance Corp. III AB, 144A, 7.875%, 11/15/2018
EUR
    1,000,000       1,338,274  
UPCB Finance III Ltd., 144A, 6.625%, 7/1/2020
      335,000       358,450  
UPCB Finance V Ltd., 144A, 7.25%, 11/15/2021
      405,000       445,500  
UR Merger Sub Corp.:
 
144A, 7.375%, 5/15/2020
      695,000       752,338  
144A, 7.625%, 4/15/2022
      695,000       761,025  
Virgin Media Finance PLC:
 
4.875%, 2/15/2022
      495,000       499,950  
5.25%, 2/15/2022
      850,000       888,250  
Wind Acquisition Finance SA, 144A, 7.25%, 2/15/2018
      1,125,000       1,095,625  
WMG Acquisition Corp., 144A, 6.0%, 1/15/2021 (c)
      195,000       195,488  
        77,087,344  
Health Care 3.1%
 
Aviv Healthcare Properties LP, 7.75%, 2/15/2019
      940,000       990,525  
Biomet, Inc.:
 
144A, 6.5%, 8/1/2020
      670,000       691,775  
144A, 6.5%, 10/1/2020
      190,000       184,775  
CHS/Community Health Systems, Inc.:
 
5.125%, 8/15/2018
      1,080,000       1,120,500  
7.125%, 7/15/2020
      1,230,000       1,300,725  
HCA Holdings, Inc., 7.75%, 5/15/2021 (b)
      1,100,000       1,185,250  
HCA, Inc.:
 
5.875%, 3/15/2022
      515,000       552,337  
7.5%, 2/15/2022
      1,600,000       1,788,000  
Hologic, Inc., 144A, 6.25%, 8/1/2020
      370,000       392,200  
IMS Health, Inc., 144A, 6.0%, 11/1/2020
      485,000       493,488  
Mylan, Inc., 144A, 7.875%, 7/15/2020
      175,000       197,531  
Physio-Control International, Inc., 144A, 9.875%, 1/15/2019
      595,000       651,525  
STHI Holding Corp., 144A, 8.0%, 3/15/2018
      625,000       668,750  
Warner Chilcott Co., LLC, 7.75%, 9/15/2018
      765,000       807,075  
        11,024,456  
Industrials 7.7%
 
Accuride Corp., 9.5%, 8/1/2018 (b)
      835,000       823,519  
Aguila 3 SA, 144A, 7.875%, 1/31/2018
      1,495,000       1,580,962  
Air Lease Corp., 144A, 5.625%, 4/1/2017
      430,000       440,750  
Armored Autogroup, Inc., 9.25%, 11/1/2018
      1,110,000       954,600  
BakerCorp International, Inc., 8.25%, 6/1/2019
      605,000       605,000  
Belden, Inc., 144A, 5.5%, 9/1/2022
      655,000       666,463  
Bombardier, Inc., 144A, 5.75%, 3/15/2022 (b)
      3,700,000       3,898,875  
Briggs & Stratton Corp., 6.875%, 12/15/2020
      305,000       337,025  
Casella Waste Systems, Inc., 7.75%, 2/15/2019
      1,115,000       1,092,700  
CHC Helicopter SA, 9.25%, 10/15/2020
      935,000       949,025  
Ducommun, Inc., 9.75%, 7/15/2018
      615,000       650,363  
DynCorp International, Inc., 10.375%, 7/1/2017
      885,000       778,800  
Florida East Coast Railway Corp., 8.125%, 2/1/2017
      410,000       434,600  
FTI Consulting, Inc., 6.75%, 10/1/2020
      10,000       10,650  
Garda World Security Corp., 144A, 9.75%, 3/15/2017
      670,000       707,687  
Huntington Ingalls Industries, Inc.:
 
6.875%, 3/15/2018
      525,000       567,000  
7.125%, 3/15/2021 (b)
      105,000       112,875  
Interline Brands, Inc., 7.5%, 11/15/2018
      535,000       577,800  
Iron Mountain, Inc., 5.75%, 8/15/2024
      665,000       663,338  
Meritor, Inc.:
 
8.125%, 9/15/2015 (b)
      560,000       562,800  
10.625%, 3/15/2018 (b)
      630,000       635,513  
Navios Maritime Holdings, Inc.:
 
8.125%, 2/15/2019 (b)
      1,395,000       1,234,575  
8.875%, 11/1/2017
      785,000       804,625  
Navios South American Logistics, Inc., 9.25%, 4/15/2019
      540,000       511,650  
Nortek, Inc.:
 
8.5%, 4/15/2021 (b)
      1,305,000       1,402,875  
144A, 8.5%, 4/15/2021
      335,000       358,450  
Ply Gem Industries, Inc., 144A, 9.375%, 4/15/2017
      325,000       341,250  
RBS Global, Inc. & Rexnord Corp., 8.5%, 5/1/2018
      885,000       971,287  
Sitel LLC, 11.5%, 4/1/2018
      995,000       711,425  
Spirit AeroSystems, Inc., 6.75%, 12/15/2020
      400,000       416,000  
Techem Energy Metering Service GmbH & Co., KG, 144A, 7.875%, 10/1/2020
EUR
    200,000       273,812  
Techem GmbH, 144A, 6.125%, 10/1/2019
EUR
    800,000       1,086,173  
Titan International, Inc., 7.875%, 10/1/2017
      955,000       1,009,912  
United Rentals North America, Inc., 6.125%, 6/15/2023
      50,000       50,625  
Welltec A/S, 144A, 8.0%, 2/1/2019
      1,000,000       1,040,000  
        27,263,004  
Information Technology 3.1%
 
Aspect Software, Inc., 10.625%, 5/15/2017
      630,000       589,050  
Avaya, Inc., 144A, 7.0%, 4/1/2019
      1,515,000       1,382,437  
CDW LLC, 8.5%, 4/1/2019 (b)
      1,635,000       1,745,362  
CommScope, Inc., 144A, 8.25%, 1/15/2019
      875,000       942,812  
eAccess Ltd., 144A, 8.25%, 4/1/2018
      610,000       683,200  
Equinix, Inc., 7.0%, 7/15/2021
      420,000       466,200  
First Data Corp.:
 
144A, 6.75%, 11/1/2020
      1,350,000       1,350,000  
144A, 7.375%, 6/15/2019
      470,000       486,450  
144A, 8.875%, 8/15/2020
      885,000       964,650  
Hughes Satellite Systems Corp., 7.625%, 6/15/2021
      415,000       461,688  
MasTec, Inc., 7.625%, 2/1/2017
      690,000       714,150  
Sanmina-SCI Corp., 144A, 7.0%, 5/15/2019
      440,000       431,200  
Seagate HDD Cayman, 7.0%, 11/1/2021
      130,000       135,850  
SunGard Data Systems, Inc., 144A, 6.625%, 11/1/2019 (c)
      490,000       494,288  
ViaSat, Inc., 6.875%, 6/15/2020
      100,000       104,500  
        10,951,837  
Materials 13.1%
 
APERAM:
 
144A, 7.375%, 4/1/2016
      400,000       348,000  
144A, 7.75%, 4/1/2018
      475,000       389,500  
Appleton Papers, Inc., 11.25%, 12/15/2015
      328,000       340,300  
Berry Plastics Corp.:
 
9.5%, 5/15/2018
      670,000       728,625  
9.75%, 1/15/2021 (b)
      835,000       947,725  
Beverage Packaging Holdings Luxembourg II SA, 144A, 8.0%, 12/15/2016
EUR
    1,175,000       1,530,590  
BWAY Parent Co., Inc., 10.125%, 11/1/2015 (PIK)
      487,140       530,983  
Clearwater Paper Corp., 7.125%, 11/1/2018
      715,000       779,797  
Continental Rubber of America Corp., 144A, 4.5%, 9/15/2019
      305,000       311,558  
Crown European Holdings SA, 144A, 7.125%, 8/15/2018
EUR
    2,000,000       2,812,644  
CSN Resources SA, 144A, 6.5%, 7/21/2020 (b)
      4,450,000       5,028,500  
Essar Steel Algoma, Inc.:
 
144A, 9.375%, 3/15/2015
      2,535,000       2,389,237  
144A, 9.875%, 6/15/2015
      370,000       288,600  
Exopack Holding Corp., 10.0%, 6/1/2018
      415,000       383,875  
FMG Resources (August 2006) Pty Ltd.:
 
144A, 6.0%, 4/1/2017
      1,235,000       1,185,600  
144A, 6.875%, 4/1/2022
      880,000       827,200  
144A, 7.0%, 11/1/2015
      750,000       757,500  
144A, 8.25%, 11/1/2019
      520,000       520,000  
Greif, Inc., 7.75%, 8/1/2019
      190,000       218,025  
Huntsman International LLC:
 
8.625%, 3/15/2020 (b)
      630,000       710,325  
8.625%, 3/15/2021 (b)
      255,000       290,063  
IAMGOLD Corp., 144A, 6.75%, 10/1/2020
      960,000       957,600  
Ineos Finance PLC:
 
144A, 7.5%, 5/1/2020
      325,000       329,063  
144A, 9.0%, 5/15/2015
      190,000       201,400  
JMC Steel Group, 144A, 8.25%, 3/15/2018
      620,000       629,300  
Kaiser Aluminum Corp., 8.25%, 6/1/2020
      500,000       541,250  
KGHM International Ltd., 144A, 7.75%, 6/15/2019
      1,125,000       1,161,562  
Koppers, Inc., 7.875%, 12/1/2019
      725,000       795,688  
Kraton Polymers LLC, 6.75%, 3/1/2019
      410,000       422,300  
Longview Fibre Paper & Packaging, Inc., 144A, 8.0%, 6/1/2016
      610,000       635,925  
Molycorp, Inc., 144A, 10.0%, 6/1/2020
      785,000       755,563  
Momentive Performance Materials, Inc., 9.5%, 1/15/2021
EUR
    705,000       667,063  
Novelis, Inc.:
 
8.375%, 12/15/2017
      1,585,000       1,723,687  
8.75%, 12/15/2020
      855,000       942,638  
OI European Group BV, 144A, 6.75%, 9/15/2020
EUR
    5,235,000       7,548,693  
Old AII, Inc.:
 
7.625%, 2/15/2018 (b)
      410,000       416,150  
144A, 7.875%, 11/1/2020
      110,000       109,450  
Packaging Dynamics Corp., 144A, 8.75%, 2/1/2016
      960,000       1,010,400  
Polymer Group, Inc., 7.75%, 2/1/2019
      545,000       583,150  
Rain CII Carbon LLC, 144A, 8.0%, 12/1/2018
      510,000       520,200  
Sealed Air Corp.:
 
144A, 8.125%, 9/15/2019
      290,000       316,825  
144A, 8.375%, 9/15/2021
      290,000       319,000  
United States Steel Corp., 7.375%, 4/1/2020 (b)
      850,000       854,250  
Viskase Companies, Inc., 144A, 9.875%, 1/15/2018
      1,575,000       1,626,187  
Volcan Cia Minera SAA, 144A, 5.375%, 2/2/2022
      1,595,000       1,718,612  
Wolverine Tube, Inc., 12.0%, 6/28/2014
      202,288       198,040  
        46,302,643  
Telecommunication Services 11.4%
 
Cincinnati Bell, Inc.:
 
8.25%, 10/15/2017
      1,820,000       1,947,400  
8.375%, 10/15/2020
      1,875,000       2,015,625  
8.75%, 3/15/2018 (b)
      695,000       701,950  
CPI International, Inc., 8.0%, 2/15/2018
      475,000       453,625  
Cricket Communications, Inc.:
 
7.75%, 10/15/2020
      2,910,000       3,000,937  
10.0%, 7/15/2015
      465,000       488,831  
Crown Castle International Corp., 144A, 5.25%, 1/15/2023
      235,000       243,225  
Digicel Group Ltd.:
 
144A, 8.25%, 9/30/2020
      1,410,000       1,519,275  
144A, 10.5%, 4/15/2018
      890,000       983,450  
Digicel Ltd., 144A, 8.25%, 9/1/2017
      4,340,000       4,665,500  
ERC Ireland Preferred Equity Ltd., 144A, 7.69%**, 2/15/2017 (PIK)*
EUR
    907,381       353  
Frontier Communications Corp.:
 
7.125%, 1/15/2023 (b)
      700,000       745,500  
8.25%, 4/15/2017
      705,000       812,513  
8.5%, 4/15/2020 (b)
      940,000       1,085,700  
8.75%, 4/15/2022
      300,000       345,750  
Intelsat Jackson Holdings SA:
 
7.25%, 10/15/2020 (b)
      1,275,000       1,354,687  
7.5%, 4/1/2021
      1,590,000       1,705,275  
8.5%, 11/1/2019
      1,045,000       1,173,012  
Intelsat Luxembourg SA:
 
11.25%, 2/4/2017
      1,205,000       1,265,250  
11.5%, 2/4/2017 (PIK)
      3,955,000       4,162,637  
Level 3 Communications, Inc., 144A, 8.875%, 6/1/2019 (b)
      105,000       110,250  
MetroPCS Wireless, Inc.:
 
6.625%, 11/15/2020
      815,000       876,125  
7.875%, 9/1/2018
      760,000       832,200  
Nextel Communications, Inc., Series D, 7.375%, 8/1/2015
      538,000       538,673  
Pacnet Ltd., 144A, 9.25%, 11/9/2015
      410,000       408,975  
SBA Communications Corp., 144A, 5.625%, 10/1/2019
      385,000       391,256  
Sprint Nextel Corp.:
 
6.0%, 12/1/2016
      3,780,000       4,063,500  
8.375%, 8/15/2017
      620,000       719,200  
9.125%, 3/1/2017
      595,000       699,125  
Syniverse Holdings, Inc., 9.125%, 1/15/2019
      245,000       260,925  
Telesat Canada, 144A, 6.0%, 5/15/2017
      510,000       531,675  
Windstream Corp.:
 
7.5%, 6/1/2022
      315,000       333,900  
7.5%, 4/1/2023
      765,000       805,163  
7.75%, 10/15/2020
      325,000       350,188  
8.125%, 9/1/2018 (b)
      605,000       654,913  
        40,246,563  
Utilities 1.8%
 
AES Corp.:
 
8.0%, 10/15/2017
      595,000       680,531  
8.0%, 6/1/2020
      855,000       987,525  
Calpine Corp., 144A, 7.5%, 2/15/2021
      797,000       866,737  
Energy Future Holdings Corp., Series Q, 6.5%, 11/15/2024 (b)
      2,025,000       794,813  
Energy Future Intermediate Holding Co., LLC:
 
10.0%, 12/1/2020
      245,000       267,663  
144A, 11.75%, 3/1/2022
      1,500,000       1,466,250  
NRG Energy, Inc.:
 
7.625%, 1/15/2018
      360,000       393,300  
8.25%, 9/1/2020
      130,000       143,325  
Texas Competitive Electric Holdings Co., LLC:
 
Series A, 10.25%, 11/1/2015
      505,000       88,375  
144A, 11.5%, 10/1/2020
      645,000       461,175  
        6,149,694  
Total Corporate Bonds (Cost $317,136,397)
      327,479,626  
   
Government & Agency Obligation 0.3%
 
Sovereign Bonds
 
Republic of Croatia, 144A, 6.25%, 4/27/2017 (Cost $1,054,403)
      1,060,000       1,164,940  
   
Loan Participations and Assignments 1.4%
 
Senior Loans** 0.8%
 
Alliance Mortgage Cycle Loan, Term Loan A, 9.5%, 6/15/2010*
      700,000       0  
Buffets, Inc., Letter of Credit, First Lien, LIBOR plus 9.25%, 4/22/2015
      132,936       61,815  
Chesapeake Energy Corp., Term Loan, 8.5%, 12/1/2017
      243,866       244,558  
Clear Channel Communication, Inc., Term Loan B, 3.862%, 1/29/2016
      477,436       393,887  
Kabel Deutschland GmbH, Term Loan F, 4.25%, 2/1/2019
      2,000,000       2,015,000  
        2,715,260  
Sovereign Loans 0.6%
 
Sberbank of Russia, 144A, 6.125%, 2/7/2022
      1,000,000       1,119,030  
Vimpel Communications, 144A, 6.493%, 2/2/2016
      870,000       928,768  
        2,047,798  
Total Loan Participations and Assignments (Cost $5,343,854)
      4,763,058  
   
Convertible Bonds 0.7%
 
Consumer Discretionary 0.3%
 
Group 1 Automotive, Inc., 3.0%, 3/15/2020 (b)
      665,000       1,173,725  
Industrials 0.1%
 
Meritor, Inc., Step-down Coupon, 4.625% to 3/1/2016, 0% to 3/1/2026
      235,000       203,569  
Materials 0.3%
 
GEO Specialty Chemicals, Inc., 144A, 7.5%, 3/31/2015 (PIK)
    1,281,636       1,251,774  
Total Convertible Bonds (Cost $2,125,522)
      2,629,068  
   
Preferred Securities 0.6%
 
Finanicals 0.3%
 
Citigroup, Inc., 5.95%, 1/30/2023 (d)
      980,000       1,010,013  
Materials 0.3%
 
Hercules, Inc., 6.5%, 6/30/2029
      1,279,000       1,183,075  
Total Preferred Securities (Cost $1,735,708)
      2,193,088  
 

   
Units
   
Value ($)
 
       
Other Investments 0.0%
 
Consumer Discretionary
 
AOT Bedding Super Holdings LLC* (e) (Cost $43,000)
    43       149,537  
 

   
Shares
   
Value ($)
 
       
Common Stocks 0.1%
 
Consumer Discretionary 0.0%
 
Postmedia Network Canada Corp.*
    14,367       28,770  
Trump Entertainment Resorts, Inc.*
    72       0  
Vertis Holdings, Inc.*
    839       0  
              28,770  
Industrials 0.0%
 
Congoleum Corp.*
    23,760       0  
Quad Graphics, Inc.
    76       1,393  
              1,393  
Materials 0.1%
 
GEO Specialty Chemicals, Inc.*
    18,710       7,016  
GEO Specialty Chemicals, Inc. 144A*
    1,703       639  
Wolverine Tube, Inc.*
    8,966       216,529  
              224,184  
Total Common Stocks (Cost $609,894)
      254,347  
   
Preferred Stock 0.4%
 
Financials
 
Ally Financial, Inc. 144A, 7.0% (Cost $1,413,969)
    1,550       1,493,716  
   
Warrants 0.0%
 
Consumer Discretionary 0.0%
 
Reader's Digest Association, Inc., Expiration Date 2/19/2014*
    1,593       271  
Materials 0.0%
 
GEO Specialty Chemicals, Inc., Expiration Date 3/31/2015*
    118,267       43,286  
Hercules Trust II, Expiration Date 3/31/2029*
    1,219       13,458  
              56,744  
Total Warrants (Cost $239,283)
      57,015  
   
Securities Lending Collateral 10.0%
 
Daily Assets Fund Institutional, 0.21% (f) (g) (Cost $35,284,686)
    35,284,686       35,284,686  
   
Cash Equivalents 2.4%
 
Central Cash Management Fund, 0.18% (f) (Cost $8,305,962)
    8,305,962       8,305,962  
 

   
% of Net Assets
   
Value ($)
 
       
Total Investment Portfolio (Cost $373,292,678)
    108.7       383,775,043  
Other Assets and Liabilities, Net
    (8.7 )     (30,745,621 )
Net Assets
    100.0       353,029,422  
 
The following table represents bonds and senior loans that are in default:
Securities
 
Coupon
 
Maturity Date
 
Principal Amount
 
Cost ($)
   
Value ($)
 
Alliance Mortgage Cycle Loan*
    9.5 %
6/15/2010
    700,000  
USD
    704,712       0  
ERC Ireland Preferred Equity Ltd.*
    7.69 %
2/15/2017
    907,381  
EUR
    1,235,301       353  
Fontainebleau Las Vegas Holdings LLC*
    11.0 %
6/15/2015
    735,000  
USD
    735,339       459  
Hellas Telecommunications Finance SCA*
    8.21 %
7/15/2015
    513,190  
EUR
    146,073       0  
                          2,821,425       812  
 
* Non-income producing security.
 
** Floating rate securities' yields vary with a designated market index or market rate, such as the coupon-equivalent of the U.S. Treasury Bill rate. These securities are shown at their current rate as of October 31, 2012.
 
The cost for federal income tax purposes was $373,292,972. At October 31, 2012, net unrealized appreciation for all securities based on tax cost was $10,482,071. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $18,785,928 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $8,303,857.
 
(a) Principal amount stated in U.S. dollars unless otherwise noted.
 
(b) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at October 31, 2012 amounted to $33,714,816, which is 9.6% of net assets
 
(c) When-issued security.
 
(d) Date shown is call date; not a maturity date for the perpetual preferred securities.
 
(e) The Fund may purchase securities that are subject to legal or contractual restrictions on resale ("restricted securities"). Restricted securities are securities which have not been registered with the Securities and Exchange Commission under the Securities Act of 1933. The Fund may be unable to sell a restricted security and it may be more difficult to determine a market value for a restricted security. Moreover, if adverse market conditions were to develop during the period between the Fund's decision to sell a restricted security and the point at which the Fund is permitted or able to sell such security, the Fund might obtain a price less favorable than the price that prevailed when it decided to sell. This investment practice, therefore, could have the effect of increasing the level of illiquidity of the Fund. The future value of these securities is uncertain and there may be changes in the estimated value of these securities.
 
Schedule of Restricted Securities
Acquisition Date
 
Cost ($)
   
Value ($)
   
Value as % of Net Assets
 
AOT Bedding Super Holdings LLC*
June 2010
    43,000       149,537       0.04 %
 
(f) Affiliated fund managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.
 
(g) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.
 
144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
 
LIBOR: London Interbank Offered Rate
 
PIK: Denotes that all or a portion of the income is paid in kind in the form of additional principal.
 
REIT: Real Estate Investment Trust
 
At October 31, 2012, open credit default swap contracts sold were as follows:
Effective/ Expiration Date
 
Notional Amount ($) (h)
   
Fixed Cash Flows Received
 
Underlying Debt Obligation/ Quality Rating (i)
 
Value ($)
   
Upfront Payments Paid/ (Received) ($)
   
Unrealized Appreciation/ (Depreciation) ($)
 
6/21/2010
9/20/2013
    720,000 1     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    32,065       8,825       23,240  
6/21/2010
9/20/2013
    2,320,000 2     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    103,321       (71,200 )     174,521  
6/21/2010
9/20/2015
    1,020,000 3     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    103,424       (18,183 )     121,607  
6/21/2010
9/20/2015
    325,000 4     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    32,954       (30,875 )     63,829  
6/21/2010
9/20/2015
    600,000 5     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    60,838       (51,850 )     112,688  
6/21/2010
9/20/2015
    200,000 2     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    20,280       (13,791 )     34,071  
6/20/2011
9/20/2016
    890,000 6     5.0 %
Forest Oil Corp.,
7.25%, 6/15/2019, B
    (1,672 )     25,777       (27,449 )
9/20/2011
12/20/2016
    1,500,000 6     5.0 %
Ford Motor Co.,
6.5%, 8/1/2018, BBB-
    185,015       55,609       129,406  
9/20/2011
12/20/2016
    450,000 6     5.0 %
Forest Oil Corp., 7.25%, 6/15/2019, B
    (3,992 )     (7,267 )     3,275  
9/20/2011
12/20/2016
    300,000 2     5.0 %
Forest Oil Corp.,
7.25%, 6/15/2019, B
    (2,662 )     (4,845 )     2,183  
12/20/2011
3/20/2017
    720,000 5     5.0 %
CIT Group, Inc.,
5.5%, 2/15/2019, BB-
    84,058       26,608       57,450  
Total net unrealized appreciation
      694,821  
 
(h) The maximum potential amount of future undiscounted payments that the Fund could be required to make under a credit default swap contract would be the notional amount of the contract. These potential amounts would be partially offset by any recovery values of the referenced debt obligation or net amounts received from the settlement of buy protection credit default swap contracts entered into by the Fund for the same referenced debt obligation, if any.
 
(i) The quality ratings represent the higher of Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Corporation ("S&P") credit ratings.
 
Counterparties:
 
1 Citigroup, Inc.
 
2 The Goldman Sachs & Co.
 
3 Bank of America
 
4 JPMorgan Chase Securities, Inc.
 
5 Credit Suisse
 
6 Barclays Bank PLC
 
As of October 31, 2012, the Fund had the following open forward foreign currency exchange contracts:
Contracts to Deliver
 
In Exchange For
 
Settlement Date
 
Unrealized Depreciation ($)
 
Counterparty
EUR
    37,412,500  
USD
    48,399,803  
11/16/2012
    (99,369 )
JPMorgan Chase Securities, Inc.
 

Currency Abbreviations
EUR Euro
USD United States Dollar
 
For information on the Fund's policy and additional disclosures regarding credit default swap contracts and forward foreign currency exchange contracts, please refer to the Derivatives section of Note B in the accompanying Notes to Financial Statements.
 
Fair Value Measurements
 
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
The following is a summary of the inputs used as of October 31, 2012 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.
 
Assets
 
Level 1
   
Level 2
   
Level 3
   
Total
 
   
Fixed Income Investments (j)
 
Corporate Bonds
  $     $ 327,281,586     $ 198,040     $ 327,479,626  
Government & Agency Obligation
          1,164,940             1,164,940  
Loan Participations and Assignments
          4,763,058       0       4,763,058  
Convertible Bonds
          1,377,294       1,251,774       2,629,068  
Preferred Securities
          2,193,088             2,193,088  
Other Investments
                149,537       149,537  
Common Stocks (j)
    30,163             224,184       254,347  
Preferred Stock
          1,493,716             1,493,716  
Warrants (j)
                57,015       57,015  
Short-Term Investments (j)
    43,590,648                   43,590,648  
Derivatives (k)
                               
Credit Default Swap Contracts
          722,270             722,270  
Total
  $ 43,620,811     $ 338,995,952     $ 1,880,550     $ 384,497,313  
Liabilities
 
Derivatives (k)
                               
Credit Default Swap Contracts
  $     $ (27,449 )   $     $ (27,449 )
Forward Foreign Currency Exchange Contracts
          (99,369 )           (99,369 )
Total
  $     $ (126,818 )   $     $ (126,818 )
 
There have been no transfers between fair value measurement levels during the year ended October 31, 2012.
 
(j) See Investment Portfolio for additional detailed categorizations.
 
(k) Derivatives include unrealized appreciation (depreciation) on credit default swap contracts and forward foreign currency exchange contacts.
 
The accompanying notes are an integral part of the financial statements.
 
Statement of Assets and Liabilities
as of October 31, 2012
 
Assets
 
Investments:
Investments in non-affiliated securities, at value (cost $329,702,030) — including $33,714,816 of securities loaned
  $ 340,184,395  
Investments in Daily Assets Fund Institutional (cost $35,284,686)*
    35,284,686  
Investment in Central Cash Management Fund (cost $8,305,962)
    8,305,962  
Total investments in securities, at value (cost $373,292,678)
    383,775,043  
Cash
    17,792  
Foreign currency, at value (cost $68)
    68  
Receivable for investments sold
    92,144  
Receivable for investments sold — when-issued securities
    544,131  
Receivable for Fund shares sold
    525,006  
Dividends receivable
    27,125  
Interest receivable
    6,308,406  
Unrealized appreciation on swap contracts
    722,270  
Upfront payments paid on swap contracts
    116,819  
Foreign taxes recoverable
    1,577  
Due from Advisor
    125  
Other assets
    47,990  
Total assets
    392,178,496  
Liabilities
 
Payable upon return of securities loaned
    35,284,686  
Payable for investments purchased — when-issued securities
    2,004,513  
Payable for Fund shares redeemed
    688,592  
Unrealized depreciation on forward foreign currency exchange contracts
    99,369  
Unrealized depreciation on swap contracts
    27,449  
Upfront payments received on swap contracts
    198,011  
Distributions payable
    385,162  
Accrued management fee
    149,708  
Accrued Trustees' fees
    2,196  
Other accrued expenses and payables
    309,388  
Total liabilities
    39,149,074  
Net assets, at value
  $ 353,029,422  
 
* Represents collateral on securities loaned.
 
The accompanying notes are an integral part of the financial statements.
 
Statement of Assets and Liabilities as of October 31, 2012 (continued)
 
Net Assets consist of
 
Undistributed net investment income
    1,056,772  
Net unrealized appreciation (depreciation) on:
Investments
    10,482,365  
Swap contracts
    694,821  
Foreign currency
    (79,491 )
Accumulated net realized gain (loss)
    (50,953,819 )
Paid-in capital
    391,828,774  
Net assets, at value
  $ 353,029,422  
Net Asset Value
 
Class A
Net Asset Value and redemption price (a) per share ($33,083,587 ÷ 4,672,749 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)
  $ 7.08  
Maximum offering price per share (100 ÷ 95.50 of $7.08)
  $ 7.41  
Class B
Net Asset Value, offering and redemption price (a) (subject to contingent deferred sales charge) per share ($1,172,627 ÷ 166,018 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)
  $ 7.06  
Class C
Net Asset Value, offering and redemption price (a) (subject to contingent deferred sales charge) per share ($12,237,821 ÷ 1,722,020 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)
  $ 7.11  
Class S
Net Asset Value, offering and redemption price (a) per share ($264,160,991 ÷ 37,130,833 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)
  $ 7.11  
Institutional Class
Net Asset Value, offering and redemption price (a) per share ($42,374,396 ÷ 6,003,487 outstanding shares of beneficial interest, $.01 par value, unlimited number of shares authorized)
  $ 7.06  
 
(a) Redemption price per share for shares held less than 30 days is equal to net asset value less a 2% redemption fee.
 
The accompanying notes are an integral part of the financial statements.
 
Statement of Operations
for the year ended October 31, 2012
 
Investment Income
 
Income:
Interest
  $ 26,587,070  
Dividends (net of foreign taxes withheld of $46)
    87,175  
Income distributions — Central Cash Management Fund
    12,381  
Securities lending income, including income from Daily Assets Fund Institutional, net of borrower rebates
    113,213  
Total income
    26,799,839  
Expenses:
Management fee
    1,705,987  
Administration fee
    341,197  
Services to shareholders
    559,997  
Distribution and service fees
    197,611  
Custodian fee
    31,719  
Professional fees
    97,217  
Reports to shareholders
    62,683  
Registration fees
    75,093  
Trustees' fees and expenses
    13,474  
Other
    59,042  
Total expenses before expense reductions
    3,144,020  
Expense reductions
    (5,378 )
Total expenses after expense reductions
    3,138,642  
Net investment income (loss)
    23,661,197  
Realized and Unrealized Gain (Loss)
 
Net realized gain (loss) from:
Investments
    1,067,463  
Swap contracts
    429,407  
Foreign currency
    470,808  
      1,967,678  
Change in net unrealized appreciation (depreciation) on:
Investments
    14,506,485  
Swap contracts
    163,418  
Foreign currency
    (45,111 )
      14,624,792  
Net gain (loss)
    16,592,470  
Net increase (decrease) in net assets resulting from operations
  $ 40,253,667  
 
The accompanying notes are an integral part of the financial statements.
 
Statement of Changes in Net Assets
   
Years Ended October 31,
 
Increase (Decrease) in Net Assets
 
2012
   
2011
 
Operations:
Net investment income (loss)
  $ 23,661,197     $ 26,015,526  
Net realized gain (loss)
    1,967,678       5,183,398  
Change in net unrealized appreciation (depreciation)
    14,624,792       (12,518,175 )
Net increase (decrease) in net assets resulting from operations
    40,253,667       18,680,749  
Distributions to shareholders from:
Net investment income:
Class A
    (2,105,677 )     (2,199,974 )
Class B
    (85,345 )     (119,841 )
Class C
    (677,561 )     (712,390 )
Class S
    (18,378,530 )     (20,590,946 )
Institutional Class
    (2,751,061 )     (2,726,078 )
Net realized gains:
Class A
          (49,789 )
Class B
          (3,549 )
Class C
          (18,132 )
Class S
          (493,629 )
Institutional Class
          (69,952 )
Total distributions
    (23,998,174 )     (26,984,280 )
Fund share transactions:
Proceeds from shares sold
    81,185,357       82,701,464  
Reinvestment of distributions
    19,961,671       22,241,969  
Payments for shares redeemed
    (100,554,053 )     (137,169,678 )
Redemption fees
    25,636       26,578  
Net increase (decrease) in net assets from Fund share transactions
    618,611       (32,199,667 )
Increase (decrease) in net assets
    16,874,104       (40,503,198 )
Net assets at beginning of period
    336,155,318       376,658,516  
Net assets at end of period (including undistributed net investment income of $1,056,772 and $654,511, respectively)
  $ 353,029,422     $ 336,155,318  
 
The accompanying notes are an integral part of the financial statements.
 
Financial Highlights
   
Years Ended October 31,
 
Class A
   
2012
   
2011
   
2010
   
2009
   
2008
 
Selected Per Share Data
 
Net asset value, beginning of period
  $ 6.74     $ 6.91     $ 6.36     $ 5.26     $ 7.50  
Income (loss) from investment operations:
Net investment income (loss) a
    .47       .49       .52       .50       .56  
Net realized and unrealized gain (loss)
    .34       (.16 )     .55       1.12       (2.22 )
Total from investment operations
    .81       .33       1.07       1.62       (1.66 )
Less distributions from:
Net investment income
    (.47 )     (.49 )     (.52 )     (.50 )     (.58 )
Net realized gains on investment transactions
          (.01 )                  
Return of capital
                      (.02 )      
Total distributions
    (.47 )     (.50 )     (.52 )     (.52 )     (.58 )
Redemption fees
    .00 *     .00 *     .00 *     .00 *     .00 *
Net asset value, end of period
  $ 7.08     $ 6.74     $ 6.91     $ 6.36     $ 5.26  
Total Return (%) b
    12.49 c     4.98       17.48 c     32.63 c     (23.60 ) c
Ratios to Average Net Assets and Supplemental Data
 
Net assets, end of period ($ millions)
    33       31       30       27       19  
Ratio of expenses before expense reductions (%)
    1.07       1.07       1.10       1.10       1.11  
Ratio of expenses after expense reductions (%)
    1.06       1.07       1.04       .98       .98  
Ratio of net investment income (%)
    6.79       7.11       7.87       9.02       8.14  
Portfolio turnover rate (%)
    69       57       71       67       35  
a Based on average shares outstanding during the period.
b Total return does not reflect the effect of any sales charges.
c Total return would have been lower had certain operating expenses not been reduced.
* Amount is less than $.005.
 
 

   
Years Ended October 31,
 
Class B
   
2012
   
2011
   
2010
   
2009
   
2008
 
Selected Per Share Data
 
Net asset value, beginning of period
  $ 6.72     $ 6.89     $ 6.34     $ 5.27     $ 7.51  
Income (loss) from investment operations:
Net investment income (loss) a
    .41       .44       .47       .46       .50  
Net realized and unrealized gain (loss)
    .35       (.16 )     .55       1.10       (2.22 )
Total from investment operations
    .76       .28       1.02       1.56       (1.72 )
Less distributions from:
Net investment income
    (.42 )     (.44 )     (.47 )     (.47 )     (.52 )
Net realized gains on investment transactions
          (.01 )                  
Return of capital
                      (.02 )      
Total distributions
    (.42 )     (.45 )     (.47 )     (.49 )     (.52 )
Redemption fees
    .00 *     .00 *     .00 *     .00 *     .00 *
Net asset value, end of period
  $ 7.06     $ 6.72     $ 6.89     $ 6.34     $ 5.27  
Total Return (%) b
    11.64 c     4.16       16.61 c     31.47 c     (24.19 ) c
Ratios to Average Net Assets and Supplemental Data
 
Net assets, end of period ($ millions)
    1       2       2       2       3  
Ratio of expenses before expense reductions (%)
    1.85       1.87       1.87       1.89       1.90  
Ratio of expenses after expense reductions (%)
    1.85       1.87       1.80       1.77       1.77  
Ratio of net investment income (%)
    6.02       6.32       7.11       8.23       7.35  
Portfolio turnover rate (%)
    69       57       71       67       35  
a Based on average shares outstanding during the period.
b Total return does not reflect the effect of any sales charges.
c Total return would have been lower had certain operating expenses not been reduced.
* Amount is less than $.005.
 
 

   
Years Ended October 31,
 
Class C
   
2012
   
2011
   
2010
   
2009
   
2008
 
Selected Per Share Data
 
Net asset value, beginning of period
  $ 6.76     $ 6.93     $ 6.38     $ 5.27     $ 7.51  
Income (loss) from investment operations:
Net investment income (loss) a
    .42       .44       .47       .46       .51  
Net realized and unrealized gain (loss)
    .35       (.16 )     .55       1.12       (2.23 )
Total from investment operations
    .77       .28       1.02       1.58       (1.72 )
Less distributions from:
Net investment income
    (.42 )     (.44 )     (.47 )     (.45 )     (.52 )
Net realized gains on investment transactions
          (.01 )                  
Return of capital
                      (.02 )      
Total distributions
    (.42 )     (.45 )     (.47 )     (.47 )     (.52 )
Redemption fees
    .00 *     .00 *     .00 *     .00 *     .00 *
Net asset value, end of period
  $ 7.11     $ 6.76     $ 6.93     $ 6.38     $ 5.27  
Total Return (%) b
    11.84 c     4.21       16.60 c     31.69 c     (24.19 ) c
Ratios to Average Net Assets and Supplemental Data
 
Net assets, end of period ($ millions)
    12       10       11       8       6  
Ratio of expenses before expense reductions (%)
    1.81       1.81       1.82       1.83       1.84  
Ratio of expenses after expense reductions (%)
    1.80       1.81       1.76       1.71       1.72  
Ratio of net investment income (%)
    6.05       6.37       7.15       8.29       7.41  
Portfolio turnover rate (%)
    69       57       71       67       35  
a Based on average shares outstanding during the period.
b Total return does not reflect the effect of any sales charges.
c Total return would have been lower had certain operating expenses not been reduced.
* Amount is less than $.005.
 
 

   
Years Ended October 31,
 
Class S
   
2012
   
2011
   
2010
   
2009
   
2008
 
Selected Per Share Data
 
Net asset value, beginning of period
  $ 6.77     $ 6.94     $ 6.39     $ 5.28     $ 7.51  
Income (loss) from investment operations:
Net investment income (loss) a
    .48       .50       .53       .52       .57  
Net realized and unrealized gain (loss)
    .35       (.15 )     .55       1.11       (2.22 )
Total from investment operations
    .83       .35       1.08       1.63       (1.65 )
Less distributions from:
Net investment income
    (.49 )     (.51 )     (.53 )     (.50 )     (.58 )
Net realized gains on investment transactions
          (.01 )                  
Return of capital
                      (.02 )      
Total distributions
    (.49 )     (.52 )     (.53 )     (.52 )     (.58 )
Redemption fees
    .00 *     .00 *     .00 *     .00 *     .00 *
Net asset value, end of period
  $ 7.11     $ 6.77     $ 6.94     $ 6.39     $ 5.28  
Total Return (%) b
    12.68       5.19       17.60       32.79       (23.41 )
Ratios to Average Net Assets and Supplemental Data
 
Net assets, end of period ($ millions)
    264       260       290       246       183  
Ratio of expenses before expense reductions (%)
    .89       .90       .98       .82       .94  
Ratio of expenses after expense reductions (%)
    .89       .89       .92       .70       .81  
Ratio of net investment income (%)
    6.97       7.30       7.98       9.30       8.31  
Portfolio turnover rate (%)
    69       57       71       67       35  
a Based on average shares outstanding during the period.
b Total return would have been lower had certain operating expenses not been reduced.
* Amount is less than $.005.
 
 

   
Years Ended October 31,
 
Institutional Class
   
2012
   
2011
   
2010
   
2009
   
2008
 
Selected Per Share Data
 
Net asset value, beginning of period
  $ 6.72     $ 6.88     $ 6.34     $ 5.26     $ 7.50  
Income (loss) from investment operations:
Net investment income (loss) a
    .49       .52       .54       .53       .58  
Net realized and unrealized gain (loss)
    .34       (.15 )     .54       1.10       (2.22 )
Total from investment operations
    .83       .37       1.08       1.63       (1.64 )
Less distributions from:
Net investment income
    (.49 )     (.52 )     (.54 )     (.53 )     (.60 )
Net realized gains on investment transactions
          (.01 )                  
Return of capital
                      (.02 )      
Total distributions
    (.49 )     (.53 )     (.54 )     (.55 )     (.60 )
Redemption fees
    .00 *     .00 *     .00 *     .00 *     .00 *
Net asset value, end of period
  $ 7.06     $ 6.72     $ 6.88     $ 6.34     $ 5.26  
Total Return (%)
    12.89       5.52       17.78 b     33.12 b     (23.31 ) b
Ratios to Average Net Assets and Supplemental Data
 
Net assets, end of period ($ millions)
    42       34       44       44       36  
Ratio of expenses before expense reductions (%)
    .74       .73       .74       .72       .76  
Ratio of expenses after expense reductions (%)
    .74       .73       .68       .60       .63  
Ratio of net investment income (%)
    7.11       7.46       8.23       9.41       8.50  
Portfolio turnover rate (%)
    69       57       71       67       35  
a Based on average shares outstanding during the period.
b Total return would have been lower had certain expenses not been reduced.
* Amount is less than $.005.
 
 
Notes to Financial Statements
 
A. Organization and Significant Accounting Policies
 
DWS Global High Income Fund (formerly DWS High Income Plus Fund) (the "Fund") is a diversified series of DWS Income Trust (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a Massachusetts business trust.
 
The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are offered to investors subject to an initial sales charge. Class B shares of the Fund are closed to new purchases, except exchanges or the reinvestment of dividends or other distributions. Class B shares were offered to investors without an initial sales charge and are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions. Class B shares automatically convert to Class A shares six years after issuance. Class C shares are offered to investors without an initial sales charge, but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class C shares do not automatically convert into another class. Institutional Class shares are offered to a limited group of investors, are not subject to initial or contingent deferred sales charges and have lower ongoing expenses than other classes. Class S shares are not subject to initial or contingent deferred sales charges and are generally not available to new investors except under certain circumstances.
 
Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of all classes of shares, except that each class bears certain expenses unique to that class such as distribution and service fees, services to shareholders and certain other class-specific expenses. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.
 
The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Fund in the preparation of its financial statements.
 
Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.
 
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
 
Debt securities and loan participations and assignments are valued at prices supplied by independent pricing services approved by the Fund's Board. If the pricing services are unable to provide valuations, securities are valued at the most recent bid quotation or evaluated price, as applicable, obtained from one or more broker-dealers. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes. These securities are generally categorized as Level 2.
 
Equity securities are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade and are categorized as Level 1 securities. Securities for which no sales are reported are valued at the calculated mean between the most recent bid and asked quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation.
 
Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.
 
Forward currency contracts are valued at the prevailing forward exchange rate of the underlying currencies and are categorized as Level 2.
 
Swap contracts are valued daily based upon prices supplied by a Board approved pricing vendor, if available, and otherwise are valued at the price provided by the broker-dealer. Swap contracts are generally categorized as Level 2.
 
Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair value as determined in accordance with procedures approved by the Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors used in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold and with respect to debt securities; the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.
 
Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.
 
New Accounting Pronouncement. In December 2011, Accounting Standards Update 2011-11 (ASU 2011-11), Disclosures about Offsetting Assets and Liabilities, was issued and is effective for fiscal years beginning on or after January 1, 2013, and interim periods within those annual periods. ASU 2011-11 is intended to enhance disclosure requirements on the offsetting of financial assets and liabilities. Management is currently evaluating the application of ASU 2011-11 and its impact, if any, on the Fund's financial statements.
 
Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing exchange rates at period end. Purchases and sales of investment securities, income and expenses are translated into U.S. dollars at the prevailing exchange rates on the respective dates of the transactions.
 
Net realized and unrealized gains and losses on foreign currency transactions represent net gains and losses between trade and settlement dates on securities transactions, the acquisition and disposition of foreign currencies, and the difference between the amount of net investment income accrued and the U.S. dollar amount actually received. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed but is included with net realized and unrealized gain/appreciation and loss/depreciation on investments.
 
Securities Lending. The Fund lends securities to certain financial institutions. The Fund retains beneficial ownership of the securities it has loaned and continues to receive interest and dividends paid by the issuer of securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best efforts to obtain additional collateral on the next business day to meet required amounts under the security lending agreement. The Fund may invest the cash collateral into a joint trading account in an affiliated money market fund pursuant to Exemptive Orders issued by the SEC. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.
 
Loan Participations and Assignments. Senior loans are portions of loans originated by banks and sold in pieces to investors. These U.S. dollar-denominated fixed and floating rate loans ("Loans") in which the Fund invests, are arranged between the borrower and one or more financial institutions ("Lenders"). These Loans may take the form of Senior Loans, which are corporate obligations often issued in connection with recapitalizations, acquisitions, leveraged buy-outs and refinancings, and Sovereign Loans, which are debt instruments between a foreign sovereign entity and one or more financial institutions. The Fund invests in such Loans in the form of participations in Loans ("Participations") or assignments of all or a portion of Loans from third parties ("Assignments"). Participations typically result in the Fund having a contractual relationship only with the Lender, not with the borrower. The Fund has the right to receive payments of principal, interest and any fees to which it is entitled from the Lender selling the Participation and only upon receipt by the Lender of the payments from the borrower. In connection with purchasing Participations, the Fund generally has no right to enforce compliance by the borrower with the terms of the loan agreement relating to the Loan, or any rights of set-off against the borrower, and the Fund will not benefit directly from any collateral supporting the Loan in which it has purchased the Participation. As a result, the Fund assumes the credit risk of both the borrower and the Lender that is selling the Participation. Assignments typically result in the Fund having a direct contractual relationship with the borrower, and the Fund may enforce compliance by the borrower with the terms of the loan agreement. Senior loans held by the Fund generally in the form of Assignments, but the Fund may also invest in Participations. All Loan Participations and Assignments involve interest rate risk, liquidity risk and credit risk, including the potential default or insolvency of the borrower.
 
When-Issued/Delayed Delivery Securities. The Fund may purchase or sell securities with delivery or payment to occur at a later date beyond the normal settlement period. At the time the Fund enters into a commitment to purchase or sell a security, the transaction is recorded and the value of the transaction is reflected in the net asset value. The price of such security and the date when the security will be delivered and paid for are fixed at the time the transaction is negotiated. The value of the security may vary with market fluctuations. At the time the Fund enters into a purchase transaction it is required to segregate cash or other liquid assets at least equal to the amount of the commitment.
 
Certain risks may arise upon entering into when-issued or delayed delivery transactions from the potential inability of counterparties to meet the terms of their contracts or if the issuer does not issue the securities due to political, economic, or other factors. Additionally, losses may arise due to changes in the value of the underlying securities.
 
Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.
 
Additionally, the Fund may be subject to taxes imposed by the governments of countries in which it invests and are generally based on income and/or capital gains earned or repatriated. Estimated tax liabilities on certain foreign securities are recorded on an accrual basis and are reflected as components of interest income or net change in unrealized gain/loss on investments. Tax liabilities realized as a result of security sales are reflected as a component of net realized gain/loss on investments.
 
Under the Regulated Investment Company Modernization Act of 2010, net capital losses may be carried forward indefinitely, and their character is retained as short-term and/or long-term. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.
 
At October 31, 2012, the Fund had a net tax basis capital loss carryforward of approximately $50,954,000, including $48,457,000 of pre-enactment losses which may be applied against any realized net taxable capital gains of each succeeding year until fully utilized or until October 31, 2016 ($23,451,000) and October 31, 2017 ($25,006,000), the respective expiration dates, whichever occurs first; and approximately $2,497,000 of post-enactment losses, which may be applied against realized net taxable capital gains indefinitely, including short-term losses ($412,000) and long-term losses ($2,085,000).
 
The Fund has reviewed the tax positions for the open tax years as of October 31, 2012 and has determined that no provision for income tax is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.
 
Distribution of Income and Gains. Net investment income of the Fund is declared daily and distributed monthly. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, will be distributed to shareholders at least annually.
 
The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations, which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to securities sold at a loss, forward foreign currency exchange contracts and swaps. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.
 
At October 31, 2012, the Fund's components of distributable earnings (accumulated losses) on a tax basis were as follows:
Undistributed ordinary income*
  $ 2,037,385  
Capital loss carryforwards
  $ (50,954,000 )
Net unrealized appreciation (depreciation) on investments
  $ 10,482,071  
 
In addition, during the year ended October 31, 2012, the tax character of distributions paid to shareholders by the Fund   is   summarized as follows:
   
Years Ended October 31,
 
   
2012
   
2011
 
Distributions from ordinary income*
  $ 23,998,174     $ 26,984,280  
 
* For tax purposes, short-term capital gain distributions are considered ordinary income distributions.
 
Redemption Fees. The Fund imposes a redemption fee of 2% of the total redemption amount on all Fund share redeemed or exchanged within 30 days of buying them, either by purchase or exchange. This fee is assessed and retained by the Fund for the benefit of the remaining shareholders. The redemption fee is accounted for as an addition to paid-in-capital.
 
Expenses. Expenses of the Trust arising in connection with a specific fund are allocated to that fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust based upon the relative net assets or other appropriate measures.
 
Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.
 
Other.   Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. Realized gains and losses from investment transactions are recorded on an identified cost basis. All discounts and premiums are accreted/amortized for both tax and financial reporting purposes, with the exception of securities in default of principal.
 
B. Derivative Instruments
 
Credit Default Swap Contracts. A credit default swap is a contract between a buyer and a seller of protection against pre-defined credit events for the reference entity. The Fund may enter into credit default swap contracts to gain exposure to an underlying issuer's credit quality characteristics without directly investing in that issuer or to hedge against the risk of a credit event on debt securities. As a seller in the credit default swap contract, the Fund is required to pay the par (or other agreed-upon) value of the referenced entity to the counterparty with the occurrence of a credit event by a third party, such as a U.S. or foreign corporate issuer, on the reference entity, which would likely result in a loss to the Fund. In return, the Fund receives from the counterparty a periodic stream of payments over the term of the contract provided that no credit event has occurred. If no credit event occurs, the Fund keeps the stream of payments with no payment obligations. The Fund may also buy credit default swap contracts, in which case the Fund functions as the counterparty referenced above. This involves the risk that the contract may expire worthless. It also involves counterparty risk that the seller may fail to satisfy its payment obligations to the Fund with the occurrence of a credit event. When the Fund sells a credit default swap contract it will cover its commitment. This may be achieved by, among other methods, maintaining cash or liquid assets equal to the aggregate notional value of the reference entities for all outstanding credit default swap contracts sold by the Fund. For the year ended October 31, 2012, the Fund entered into credit default swap contracts to gain exposure to the underlying issuer's credit quality characteristics.
 
The value of the credit default swap is adjusted daily and the change in value, if any, is recorded daily as unrealized appreciation or depreciation in the Statement of Assets and Liabilities. An upfront payment, if any, made by the Fund is recorded as an asset in the Statement of Assets and Liabilities. An upfront payment, if any, received by the Fund is recorded as a liability in the Statement of Assets and Liabilities. Under the terms of the credit default swap contracts, the Fund receives or makes quarterly payments based on a specified interest rate on a fixed notional amount. These payments are recorded as a realized gain or loss in the Statement of Operations. Payments received or made as a result of a credit event or termination of the contract are recognized, net of a proportional amount of the upfront payment, as realized gains or losses in the Statement of Operations.
 
A summary of the open credit default swap contracts as of October 31, 2012 is included in a table following the Fund's Investment Portfolio. For the year ended October 31, 2012, the Fund invested in credit default swap contracts sold with a total notional value generally indicative of a range from approximately $8,090,000 to $9,045,000.
 
Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange contract ("forward currency contract") is a commitment to purchase or sell a foreign currency at the settlement date at a negotiated rate. For the year ended October 31, 2012, the Fund entered into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign currency denominated portfolio holdings and to facilitate transactions in foreign currency denominated securities.
 
Forward currency contracts are valued at the prevailing forward exchange rate of the underlying currencies and unrealized gain (loss) is recorded daily. On the settlement date of the forward currency contract, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed. Certain risks may arise upon entering into forward currency contracts from the potential inability of counterparties to meet the terms of their contracts. The maximum counterparty credit risk to the Fund is measured by the unrealized gain on appreciated contracts. Additionally, when utilizing forward currency contracts to hedge, the Fund gives up the opportunity to profit from favorable exchange rate movements during the term of the contract.
 
A summary of the open forward currency contracts as of October 31, 2012 is included in a table following the Fund's Investment Portfolio. For the year ended October 31, 2012, the investment in forward currency contracts short vs. U.S. dollars had a total contract value generally indicative of a range from approximately $13,938,000 to $48,400,000, and the investment in forward currency contracts long vs. U.S. dollars had a total contract value generally indicative of a range from $0 to approximately $1,919,000.
 
The following tables summarize the value of the Fund's derivative instruments held as of October 31, 2012 and the related location in the accompanying Statement of Assets and Liabilities, presented by primary underlying risk exposure:
Asset Derivatives
 
Swap Contracts
 
Credit Contracts (a)
  $ 722,270  
 
The above derivative is located in the following Statement of Assets and Liabilities account:
 
(a) Unrealized appreciation on swap contracts
 
Liability Derivatives
 
Forward Contracts
   
Swap Contracts
   
Total
 
Credit Contracts (a)
  $     $ (27,449 )   $ (27,449 )
Foreign Exchange Contracts (b)
    (99,369 )           (99,369 )
    $ (99,369 )   $ (27,449 )   $ (126,818 )
 
Each of the above derivatives is located in the following Statement of Assets and Liabilities accounts:
 
(a) Unrealized depreciation on swap contracts
 
(b) Unrealized depreciation on forward foreign currency exchange contracts
 
Additionally, the amount of unrealized and realized gains and losses on derivative instruments recognized in Fund earnings during the year ended October 31, 2012 and the related location in the accompanying Statement of Operations is summarized in the following tables by primary underlying risk exposure:
Realized Gain (Loss)
 
Forward Contracts
   
Swap Contracts
   
Total
 
Credit Contracts (a)
  $     $ 429,407     $ 429,407  
Foreign Exchange Contracts (b)
    522,355             522,355  
    $ 522,355     $ 429,407     $ 951,762  
 
Each of the above derivatives is located in the following Statement of Operations accounts:
 
(a) Net realized gain (loss) from swap contracts
 
(b) Net realized gain (loss) from foreign currency (Statement of Operations includes both forward currency contracts and foreign currency transactions)
 
Change in Net Unrealized Appreciation (Depreciation)
 
Forward Contracts
   
Swap Contracts
   
Total
 
Credit Contracts (a)
  $     $ 163,418     $ 163,418  
Foreign Exchange Contracts (b)
    (67,791 )           (67,791 )
    $ (67,791 )   $ 163,418     $ 95,627  
 
Each of the above derivatives is located in the following Statement of Operations accounts:
 
(a) Change in net unrealized appreciation (depreciation) on swap contracts
 
(b) Change in net unrealized appreciation (depreciation) on foreign currency (Statement of Operations includes both forward currency contracts and foreign currency transactions)
 
C. Purchases and Sales of Securities
 
During the year ended October 31, 2012, purchases and sales of investment securities (excluding short-term investments) aggregated $237,841,617 and $225,491,236, respectively.
 
D. Related Parties
 
Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund in accordance with its investment objectives, policies and restrictions. The Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Fund.
 
Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee, based on the Fund's average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:
First $1 billion of the Fund's average daily net assets
    .50 %
Next $1.5 billion of such net assets
    .49 %
Next $2.5 billion of such net assets
    .48 %
Next $5 billion of such net assets
    .47 %
Over $10 billion of such net assets
    .46 %
 
Accordingly, for the year ended October 31, 2012, the fee persuant to the Investment Management Agreement was equivalent to an annual effective rate of 0.50% of the Fund's average daily net assets.
 
For the period from November 1, 2011 through September 30, 2012, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of Class S shares to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.90%.
 
For the period from October 1, 2012 through September 30, 2013, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of each class follows:
Class A
1.07%
Class B
1.82%
Class C
1.82%
Class S
.82%
Institutional Class
.82%
 
Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly. For the year ended October 31, 2012, the Administration Fee was $341,197, of which $29,942 is unpaid.
 
Service Provider Fees. DWS Investments Service Company ("DISC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DISC and DST Systems, Inc. ("DST"), DISC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DISC compensates DST out of the shareholder servicing fee it receives from the Fund. For the year ended October 31, 2012, the amounts charged to the Fund by DISC were as follows:
Service Provider Fee
 
Total Aggregated
   
Waived
   
Unpaid at October 31, 2012
 
Class A
  $ 17,178     $ 638     $ 2,180  
Class B
    875       27       115  
Class C
    3,800       836        
Class S
    122,877       3,877       15,723  
Institutional Class
    3,788             617  
    $ 148,518     $ 5,378     $ 18,635  
 
Distribution and Service Fees. Under the Fund's Class B and Class C 12b-1 Plans, DWS Investments Distributors, Inc. ("DIDI"), an affiliate of the Advisor, receives a fee ("Distribution Fee") of 0.75% of average daily net assets of each of Class B and C shares. In accordance with the Fund's Underwriting and Distribution Services Agreement, DIDI enters into related selling group agreements with various firms at various rates for sales of Class B and C shares. For the year ended October 31, 2012, the Distribution Fee was as follows:
Distribution Fee
 
Total Aggregated
   
Unpaid at October 31, 2012
 
Class B
  $ 10,452     $ 751  
Class C
    82,695       7,759  
    $ 93,147     $ 8,510  
 
In addition, DIDI provides information and administrative services for a fee ("Service Fee") to Class A, B and C shareholders at an annual rate of up to 0.25% of average daily net assets for each such class. DIDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder accounts the firms service. For the year ended October 31, 2012, the Service Fee was as follows:
Service Fee
 
Total Aggregated
   
Unpaid at October 31, 2012
   
Annual Effective Rate
 
Class A
  $ 73,471     $ 13,727       .24 %
Class B
    3,452       496       .25 %
Class C
    27,541       5,037       .25 %
    $ 104,464     $ 19,260          
 
Underwriting Agreement and Contingent Deferred Sales Charge. DIDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares of the Fund for the year ended October 31, 2012 aggregated $4,905.
 
In addition, DIDI receives any contingent deferred sales charge ("CDSC") from Class B share redemptions occurring within six years of purchase and Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is based on declining rates, ranging from 4% to 1% for Class B and 1% for Class C, of the value of the shares redeemed. For the year ended October 31, 2012, the CDSC for Class B and C shares aggregated $2,667 and $1,893, respectively. A deferred sales charge of up to 0.85% is assessed on certain redemptions of Class A shares. For the year ended October 31, 2012, DIDI received $314 for Class A shares.
 
Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the year ended October 31, 2012, the amount charged to the Fund by DIMA included in the Statement of Operations under "reports to shareholders" aggregated $22,655, of which $10,600 is unpaid.
 
Trustees' Fees and Expenses. The Fund paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and to each committee Chairperson.
 
Affiliated Cash Management Vehicle. The Fund may invest uninvested cash balances in Central Cash Management Fund, which is managed by the Advisor. The Fund indirectly bears its proportionate share of the expenses of Central Cash Management Fund. Central Cash Management Fund does not pay the Advisor an investment management fee. Central Cash Management Fund seeks a high level of current income consistent with liquidity and the preservation of capital.
 
Securities Lending Agent Fees. Deutsche Bank AG serves as securities lending agent for the Fund. For the year ended October 31, 2012, the Fund incurred securities lending agent fees to Deutsche Bank AG in the amount of $12,075.
 
E. Concentration of Ownership
 
From time to time, the Fund may have a concentration of several shareholder accounts holding a significant percentage of shares outstanding. Investment activities of these shareholders could have a material impact on the Fund. At October 31, 2012, there was one shareholder account that held approximately 26% of the outstanding shares of the Fund.
 
F. Investing in High-Yield Securities
 
The Fund's performance could be hurt if a security declines in credit quality or goes into default, or if an issuer does not make timely payments of interest or principal. Because the issuers of high-yield debt securities or junk bonds (debt securities rated below the fourth-highest category) may be in uncertain financial health, the risk of loss from default by the issuer is significantly greater. Prices and yields of high-yield securities will fluctuate over time and, during periods of economic uncertainty, volatility of high-yield securities may adversely affect a fund's net asset value. Because the Fund may invest in securities not paying current interest or in securities already in default, these risks may be more pronounced.
 
G. Line of Credit
 
The Fund and other affiliated funds (the "Participants") share in a $375 million revolving credit facility provided by a syndication of banks. The Fund may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal Funds Rate the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at October 31, 2012.
 
H. Share Transactions
 
The following table summarizes share and dollar activity in the Fund:
   
Year Ended October 31, 2012
   
Year Ended October 31, 2011
 
   
Shares
   
Dollars
   
Shares
   
Dollars
 
Shares sold
 
Class A
    1,918,625     $ 13,254,371       1,895,591     $ 12,945,426  
Class B
    9,549       65,407       15,695       109,724  
Class C
    528,061       3,643,746       441,982       3,066,892  
Class S
    7,350,219       50,765,906       8,399,345       57,699,424  
Institutional Class
    1,961,061       13,455,927       1,312,714       8,879,998  
            $ 81,185,357             $ 82,701,464  
Shares issued to shareholders in reinvestment of distributions
 
Class A
    272,122     $ 1,868,098       279,905     $ 1,917,760  
Class B
    10,952       74,813       14,946       102,327  
Class C
    74,867       516,198       73,383       504,510  
Class S
    2,156,557       14,868,444       2,480,952       17,115,611  
Institutional Class
    384,598       2,634,118       380,322       2,601,761  
            $ 19,961,671             $ 22,241,969  
Shares redeemed
 
Class A
    (2,121,094 )   $ (14,414,149 )     (1,942,106 )   $ (13,277,535 )
Class B
    (95,107 )     (652,013 )     (96,544 )     (665,616 )
Class C
    (351,708 )     (2,412,298 )     (578,337 )     (3,906,075 )
Class S
    (10,696,505 )     (73,326,102 )     (14,371,332 )     (98,860,094 )
Institutional Class
    (1,410,421 )     (9,749,491 )     (2,953,838 )     (20,460,358 )
            $ (100,554,053 )           $ (137,169,678 )
Redemption fees
          $ 25,636             $ 26,578  
Net increase (decrease)
 
Class A
    69,653     $ 711,684       233,390     $ 1,587,868  
Class B
    (74,606 )     (511,793 )     (65,903 )     (453,505 )
Class C
    251,220       1,748,282       (62,972 )     (334,287 )
Class S
    (1,189,729 )     (7,670,549 )     (3,491,035 )     (24,021,144 )
Institutional Class
    935,238       6,340,987       (1,260,802 )     (8,978,599 )
            $ 618,611             $ (32,199,667 )
 
I. Changes to Investment Strategies, Policies and Fund Name
 
Effective February 1, 2012, the Fund's investment strategy changed to permit the Fund to invest in an expanded universe of non-U.S. dollar-denominated below-investment-grade debt securities. In connection with this implementation of the new strategy, the Fund's name changed to DWS Global High Income Fund (formerly DWS High Income Plus Fund). For a description of the new strategy, please see the Fund's current prospectus dated February 1, 2012.
 
Report of Independent Registered Public Accounting Firm
 
To the Trustees of DWS Income Trust and Shareholders of DWS Global High Income Fund:
 
In our opinion, the accompanying statement of assets and liabilities, including the investment portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of DWS Global High Income Fund (formerly DWS High Income Plus Fund) (the "Fund") at October 31, 2012, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as \"financial statements") are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2012   by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
 
Boston, Massachusetts
December 21, 2012
PricewaterhouseCoopers LLP
 
Information About Your Fund's Expenses
 
As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads), redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in each Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, Class A, B, C and S shares limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (May 1, 2012 to October 31, 2012).
 
The tables illustrate your Fund's expenses in two ways:
 
Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund's actual return during the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the "Expenses Paid per $1,000" line under the share class you hold.
 
Hypothetical 5% Fund Return. This helps you to compare your Fund's ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.
 
Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. An account maintenance fee of $6.25 per quarter for Class S shares may apply for certain accounts whose balances do not meet the applicable minimum initial investment. This fee is not included in these tables. If it was, the estimate of expenses paid for Class S shares during the period would be higher, and account value during the period would be lower, by this amount.
 
Expenses and Value of a $1,000 Investment for the six months ended October 31, 2012 (Unaudited)
 
Actual Fund Return
 
Class A
   
Class B
   
Class C
   
Class S
   
Institutional Class
 
Beginning Account Value 5/1/12
  $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00  
Ending Account Value 10/31/12
  $ 1,054.80     $ 1,050.80     $ 1,052.50     $ 1,055.80     $ 1,058.20  
Expenses Paid per $1,000*
  $ 5.58     $ 9.54     $ 9.34     $ 4.55     $ 3.88  
Hypothetical 5% Fund Return
 
Class A
   
Class B
   
Class C
   
Class S
   
Institutional Class
 
Beginning Account Value 5/1/12
  $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00     $ 1,000.00  
Ending Account Value 10/31/12
  $ 1,019.71     $ 1,015.84     $ 1,016.04     $ 1,020.71     $ 1,021.37  
Expenses Paid per $1,000*
  $ 5.48     $ 9.37     $ 9.17     $ 4.47     $ 3.81  
 
* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 184 (the number of days in the most recent six-month period), then divided by 366.
 
Annualized Expense Ratios
Class A
Class B
Class C
Class S
Institutional Class
DWS Global High Income Fund
1.08%
1.85%
1.81%
.88%
.75%
 
For more information, please refer to the Fund's prospectus.
 
Tax Information (Unaudited)
 
Please consult a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about your account, please call (800) 728-3337.
 
Taxpayers filing on a calendar year basis will receive tax information for the 2012 calendar year after year end.
 
Investment Management Agreement Approval
 
The Board of Trustees approved the renewal of DWS Global High Income Fund's investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DWS") in September 2012.
 
In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:
 
In September 2012, all of the Fund's Trustees were independent of DWS and its affiliates.
 
The Trustees met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board's Contract Committee, in coordination with the Board's Fixed Income and Quant Oversight Committee, reviewed comprehensive materials received from DWS, independent third parties and independent counsel. These materials included an analysis of the Fund's performance, fees and expenses, and profitability compiled by the Fund's independent fee consultant. The Board also received extensive information throughout the year regarding performance of the Fund.
 
The Independent Trustees regularly meet privately with their independent counsel to discuss contract review and other matters. In addition, the Independent Trustees were also advised by the Fund's independent fee consultant in the course of their review of the Fund's contractual arrangements and considered a comprehensive report prepared by the independent fee consultant in connection with their deliberations (the "IFC Report").
 
In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund's Rule 12b-1 plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.
 
Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee's findings and recommendations.
 
In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DWS and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DWS managed the Fund, and that the Agreement was approved by the Fund's shareholders. DWS is part of Deutsche Bank, a major global banking institution that is engaged in a wide range of financial services. The Board believes that there are advantages to being part of a global asset management business that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts with research capabilities in many countries throughout the world.
 
As part of the contract review process, the Board carefully considered the fees and expenses of each DWS fund overseen by the Board in light of the fund's performance. In many cases, this led to a negotiation with DWS of lower expense caps for the coming year than had previously been in place. As part of these negotiations, the Board indicated that it would consider relaxing these new lower caps in future years following sustained improvements in performance, among other considerations.
 
In June 2012, Deutsche Bank ("DB"), DWS's parent company, announced that DB's new management team had concluded the strategic review of its global asset management business announced in late 2011 by DB's prior management team, and would combine its Asset Management (of which DWS is a part) and Wealth Management divisions. Prior to approving the investment management agreements, the Independent Trustees were apprised of the expected management and structure of the new combined Asset & Wealth Management division ("AWM") and DWS. DB also advised the Independent Trustees that the U.S. asset management business is a critical and integral part of DB and AWM, and that DB would be reinvesting a significant portion of the substantial savings it expects to realize by combining its Asset Management and Wealth Management divisions into a combined AWM division, including enhancements to its investment capabilities. DB also confirmed its commitment to maintaining strong legal and compliance groups within the combined division.
 
While shareholders may focus primarily on fund performance and fees, the Fund's Board considers these and many other factors, including the quality and integrity of DWS's personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.
 
Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DWS provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DWS provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel, the resources made available to such personnel, the ability of DWS to attract and retain high-quality personnel, and the organizational depth and stability of DWS. The Board reviewed the Fund's performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market indices and a peer universe compiled by the independent fee consultant using information supplied by Lipper Inc. ("Lipper"), an independent fund data service. The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to their benchmark or a peer universe compiled by an independent fund data service), and receives more frequent reporting and information from DWS regarding such funds, along with DWS's remedial plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2011, the Fund's performance (Class A shares) was in the 2nd quartile, 3rd quartile and 3rd quartile, respectively, of the applicable Lipper universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has underperformed its benchmark in the one-, three- and five-year periods ended December 31, 2011. The Board recognized that DWS has made changes in an effort to improve Fund performance, including strategy changes in February 2012.
 
Fees and Expenses. The Board considered the Fund's investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Lipper and the independent fee consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.10% fee paid to DWS under the Fund's administrative services agreement, were lower than the median (1st quartile) of the applicable Lipper peer group (based on Lipper data provided as of December 31, 2011). The Board noted that the Fund's Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Lipper expense universe (based on Lipper data provided as of December 31, 2011, and analyzing Lipper expense universe Class A (net) expenses less any applicable 12b-1 fees) ("Lipper Universe Expenses"). The Board also reviewed data comparing each share class's total (net) operating expenses to the applicable Lipper Universe Expenses. The Board considered the Fund's management fee rate as compared to fees charged by DWS and certain of its affiliates for comparable mutual funds and considered differences in fund and fee structures between the DWS Funds. The Board also considered how the Fund's total (net) operating expenses compared to the total (net) operating expenses of a more customized peer group selected by Lipper (based on such factors as asset size). The Board also noted that the expense limitations agreed to by DWS helped to ensure that the Fund's total (net) operating expenses would remain competitive.
 
The information considered by the Board as part of its review of management fees included information regarding fees charged by DWS and its affiliates to similar institutional accounts and to similar funds offered primarily to European investors ("DWS Europe funds"), in each case as applicable. The Board observed that advisory fee rates for institutional accounts generally were lower than the management fees charged by similarly managed DWS U.S. mutual funds ("DWS Funds"), but also took note of the differences in services provided to DWS Funds as compared to institutional accounts. In the case of DWS Europe funds, the Board observed that fee rates for DWS Europe funds generally were higher than for similarly managed DWS Funds, but noted that differences in the types of services provided to DWS Funds relative to DWS Europe funds made it difficult to compare such fees.
 
On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DWS.
 
Profitability. The Board reviewed detailed information regarding revenues received by DWS under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DWS from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DWS and its affiliates with respect to all fund services in totality and by fund. The Board and the independent fee consultant reviewed DWS's methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DWS in connection with the management of the Fund were not unreasonable. The Board also reviewed information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DWS and its affiliates' overall profitability with respect to the DWS fund complex (after taking into account distribution and other services provided to the funds by DWS and its affiliates) was lower than the overall profitability levels of many comparable firms for which such data was available.
 
Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board noted that the Fund's management fee schedule includes fee breakpoints. The Board concluded that the Fund's fee schedule represents an appropriate sharing between the Fund and DWS of such economies of scale as may exist in the management of the Fund at current asset levels.
 
Other Benefits to DWS and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DWS and its affiliates, including any fees received by DWS for administrative services provided to the Fund and any fees received by an affiliate of DWS for distribution services. The Board also considered benefits to DWS related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DWS related to DWS Funds advertising and cross-selling opportunities among DWS products and services. The Board concluded that management fees were reasonable in light of these fallout benefits.
 
Compliance. The Board considered the significant attention and resources dedicated by DWS to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience and seniority of both DWS's chief compliance officer and the Fund's chief compliance officer; (ii) the large number of DWS compliance personnel; and (iii) the substantial commitment of resources by DWS and its affiliates to compliance matters.
 
Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and their counsel present. It is possible that individual Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.
 
Summary of Management Fee Evaluation by Independent Fee Consultant
 
September 17, 2012
 
Pursuant to an Order entered into by Deutsche Investment Management Americas and affiliates (collectively, "DeAM") with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds (formerly the DWS Scudder Funds). My duties include preparing an annual written evaluation of the management fees DeAM charges the Funds, considering among other factors the management fees charged by other mutual fund companies for like services, management fees DeAM charges other clients for like services, DeAM's costs of supplying services under the management agreements and related profit margins, possible economies of scale if a Fund grows larger, and the nature and quality of DeAM's services, including fund performance. This report summarizes my evaluation for 2012, including my qualifications, the evaluation process for each of the DWS Funds, consideration of certain complex-level factors, and my conclusions. I served in substantially the same capacity in 2007, 2008, 2009, 2010 and 2011.
 
Qualifications
 
For more than 35 years I have served in various professional capacities within the investment management business. I have held investment analysis and advisory positions, including securities analyst, portfolio strategist and director of investment policy with a large investment firm. I have also performed business management functions, including business development, financial management and marketing research and analysis.
 
Since 1991, I have been an independent consultant within the asset management industry. I have provided services to over 125 client organizations, including investment managers, mutual fund boards, product distributors and related organizations. Over the past ten years I have completed a number of assignments for mutual fund boards, specifically including assisting boards with management contract renewal.
 
I hold a Master of Business Administration degree, with highest honors, from Harvard University and Master of Science and Bachelor of Science (highest honors) degrees from the University of California at Berkeley. I am an independent director and audit committee financial expert for two closed-end mutual funds and have served in various leadership and financial oversight capacities with non-profit organizations.
 
Evaluation of Fees for each DWS Fund
 
My work focused primarily on evaluating, fund-by-fund, the fees charged to each of the 103 mutual fund portfolios in the DWS Fund family. For each Fund, I considered each of the key factors mentioned above, as well as any other relevant information. In doing so I worked closely with the Funds' Independent Directors in their annual contract renewal process, as well as in their approval of contracts for several new funds (documented separately).
 
In evaluating each Fund's fees, I reviewed comprehensive materials provided by or on behalf of DeAM, including expense information prepared by Lipper Analytical, comparative performance information, profitability data, manager histories, and other materials. I also accessed certain additional information from the Lipper and Morningstar databases and drew on my industry knowledge and experience.
 
To facilitate evaluating this considerable body of information, I prepared for each Fund a document summarizing the key data elements in each area as well as additional analytics discussed below. This made it possible to consider each key data element in the context of the others.
 
In the course of contract renewal, DeAM agreed to implement a number of fee and expense adjustments requested by the Independent Directors which will favorably impact future fees and expenses, and my evaluation includes the effects of these changes.
 
Fees and Expenses Compared with Other Funds
 
The competitive fee and expense evaluation for each fund focused on two primary comparisons:
 
The Fund's contractual management fee (the advisory fee plus the administration fee where applicable) compared with those of a group of typically 12-15 funds in the same Lipper investment category (e.g. Large Capitalization Growth) having similar distribution arrangements and being of similar size.
 
The Fund's total expenses compared with a broader universe of funds from the same Lipper investment category and having similar distribution arrangements.
 
These two comparisons provide a view of not only the level of the fee compared with funds of similar scale but also the total expense the Fund bears for all the services it receives, in comparison with the investment choices available in the Fund's investment category and distribution channel. The principal figure-of-merit used in these comparisons was the subject Fund's percentile ranking against peers.
 
DeAM's Fees for Similar Services to Others
 
DeAM provided management fee schedules for all of its US domiciled fund and non-fund investment management accounts in any of the investment categories where there is a DWS Fund. These similar products included the other DWS Funds, non-fund pooled accounts, institutional accounts and sub-advisory accounts. Using this information, I calculated for each Fund the fee that would be charged to each similar product, at the subject Fund's asset level.
 
Evaluating information regarding non-fund products is difficult because there are varying levels of services required for different types of accounts, with mutual funds generally requiring considerably more regulatory and administrative types of service as well as having more frequent cash flows than other types of accounts. Also, while mutual fund fees for similar fund products can be expected to be similar, there will be some differences due to different pricing conditions in different distribution channels (e.g. retail funds versus those used in variable insurance products), differences in underlying investment processes and other factors.
 
Costs and Profit Margins
 
DeAM provided a detailed profitability analysis for each Fund. After making some adjustments so that the presentation would be more comparable to the available industry figures, I reviewed profit margins from investment management alone, from investment management plus other fund services (excluding distribution) provided to the Funds by DeAM (principally shareholder services), and DeAM profits from all sources, including distribution. A later section comments on overall profitability.
 
Economies of Scale
 
Economies of scale — an expected decline in management cost per dollar of fund assets as fund assets grow — are very rarely quantified and documented because of inherent difficulties in collecting and analyzing relevant data. However, in virtually every investment category that I reviewed, larger funds tend to have lower fees and lower total expenses than smaller funds. To see how each DWS Fund compares with this industry observation, I reviewed:
 
The trend in Fund assets over the last five years and the accompanying trend in total expenses. This shows if the Fund has grown and, if so, whether total expense (management fees as well as other expenses) have declined as a percent of assets.
 
Whether the Fund has break-points in its management fee schedule, the extent of the fee reduction built into the schedule and the asset levels where the breaks take effect, and in the case of a sub-advised Fund how the Fund's break-points compare with those of the sub-advisory fee schedule.
 
How the Fund's contractual fee schedule compares with trends in the industry data. To accomplish this, I constructed a chart showing how actual latest-fiscal-year contractual fees of the Fund and of other similar funds relate to average fund assets, with the subject Fund's contractual fee schedule superimposed.
 
Quality of Service — Performance
 
The quality-of-service evaluation focused on investment performance, which is the principal result of the investment management service. Each Fund's performance was reviewed over the past 1, 3, 5 and 10 years, as applicable, and compared with that of other funds in the same investment category and with a suitable market index.
 
In addition, I calculated and reviewed risk-adjusted returns relative to an index of similar mutual funds' returns and a suitable market index. The risk-adjusted returns analysis provides a way of determining the extent to which the Fund's return comparisons are mainly the product of investment value-added (or lack thereof) or alternatively taking considerably more or less risk than is typical in its investment category.
 
I also received and considered the history of portfolio manager changes for each Fund, as this provided an important context for evaluating the performance results.
 
Complex-Level Considerations
 
While this evaluation was conducted mainly at the individual fund level, there are some issues relating to the reasonableness of fees that can alternatively be considered across the whole fund complex:
 
I reviewed DeAM's profitability analysis for all DWS Funds, with a view toward determining if the allocation procedures used were reasonable and how profit levels compared with public data for other investment managers.
 
I considered whether DeAM and affiliates receive any significant ancillary or "fallout" benefits that should be considered in interpreting the direct profitability results. These would be situations where serving as the investment manager of the Funds is beneficial to another part of the Deutsche Bank organization.
 
I considered how aggregated DWS Fund expenses had varied over the years, by asset class and in the context of trends in asset levels.
 
I considered how aggregated DWS Fund performance measures relative to appropriate peers had varied by asset class and over time.
 
I reviewed the structure of the DeAM organization, trends in staffing levels, and information on compensation of investment management and other professionals compared with industry data.
 
Findings
 
Based on the process and analysis discussed above, which included reviewing a wide range of information from management and external data sources and considering among other factors the fees DeAM charges other clients, the fees charged by other fund managers, DeAM's costs and profits associated with managing the Funds, economies of scale, possible fall-out benefits, and the nature and quality of services provided, in my opinion the management fees charged the DWS Funds are reasonable.
 
 
Thomas H. Mack
 
President, Thomas H. Mack & Co., Inc.
 
Board Members and Officers
 
The following table presents certain information regarding the Board Members and Officers of the fund as of October 31, 2012. Each Board Member's year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Paul K. Freeman, Independent Chairman, DWS Funds, PO Box 101833, Denver, CO 80250-1833. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the fund. Because the fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period. The Board Members may also serve in similar capacities with other funds in the fund complex. The Length of Time Served represents the year in which the Board Member joined the Board of one or more DWS funds now overseen by the Board.
 
Independent Board Members
Name, Year of Birth, Position with the Fund and Length of Time Served 1
 
Business Experience and Directorships During the Past Five Years
Number of Funds in DWS Fund Complex Overseen
 
 
Other Directorships Held by Board Member
Paul K. Freeman (1950)
Chairperson since 2009
Board Member since 1993
 
Consultant, World Bank/Inter-American Development Bank; Executive and Governing Council of the Independent Directors Council (Chairman of Education Committee); formerly: Project Leader, International Institute for Applied Systems Analysis (1998-2001); Chief Executive Officer, The Eric Group, Inc. (environmental insurance) (1986-1998)
103
John W. Ballantine (1946)
Board Member since 1999
 
Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996-1998); Executive Vice President and Head of International Banking (1995-1996). Directorships: Chairman of the Board, Healthways, Inc. (provider of disease and care management services); Portland General Electric (utility company); Stockwell Capital Investments PLC (private equity); former Directorships: First Oak Brook Bancshares, Inc. and Oak Brook Bank; Prisma Energy International
103
Henry P. Becton, Jr. (1943)
Board Member since 1990
 
Vice Chair and former President, WGBH Educational Foundation. Directorships: Public Radio International; Public Radio Exchange (PRX); The PBS Foundation; North Bennett Street School (Boston); former Directorships: Association of Public Television Stations; Boston Museum of Science; American Public Television; Concord Academy; New England Aquarium; Mass. Corporation for Educational Telecommunications; Committee for Economic Development; Public Broadcasting Service; Connecticut College
103
Lead Director, Becton Dickinson and Company 2 (medical technology company); Lead Director, Belo Corporation 2 (media company)
Dawn-Marie Driscoll (1946)
Board Member since 1987
 
President, Driscoll Associates (consulting firm); Executive Fellow, Center for Business Ethics, Bentley University; formerly, Partner, Palmer & Dodge (1988-1990); Vice President of Corporate Affairs and General Counsel, Filene's (1978-1988). Directorships: Director of ICI Mutual Insurance Company (since 2007); Advisory Board, Center for Business Ethics, Bentley University; Trustee, Southwest Florida Community Foundation (charitable organization); former Directorships: Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees)
103
Trustee, Sun Capital Advisers, Inc. (22 open-end mutual funds advised by Sun Capital Advisers, Inc.) (since 2007)
Keith R. Fox, CFA (1954)
Board Member since 1996
 
Managing General Partner, Exeter Capital Partners (a series of private investment funds) (since 1986). Directorships: Progressive International Corporation (kitchen goods importer and distributor); BoxTop Media Inc. (advertising); The Kennel Shop (retailer); former Chairman, National Association of Small Business Investment Companies
103
Trustee, Sun Capital Advisers, Inc. (22 open-end mutual funds advised by Sun Capital Advisers, Inc.) (since 2011)
Kenneth C. Froewiss (1945)
Board Member since 2001
 
Adjunct Professor of Finance, NYU Stern School of Business (September 2009-present; Clinical Professor from 1997-September 2009); Member, Finance Committee, Association for Asian Studies (2002-present); Director, Mitsui Sumitomo Insurance Group (US) (2004-present); prior thereto, Managing Director, J.P. Morgan (investment banking firm) (until 1996)
103
Richard J. Herring (1946)
Board Member since 1990
 
Jacob Safra Professor of International Banking and Professor, Finance Department, The Wharton School, University of Pennsylvania (since July 1972); Co-Director, Wharton Financial Institutions Center (since July 2000); Co-Chair, U.S. Shadow Financial Regulatory Committee; Executive Director, Financial Economists Roundtable; formerly: Vice Dean and Director, Wharton Undergraduate Division (July 1995-June 2000); Director, Lauder Institute of International Management Studies (July 2000-June 2006)
103
Director, Japan Equity Fund, Inc. (since September 2007), Thai Capital Fund, Inc. (since September 2007), Singapore Fund, Inc. (since September 2007), Independent Director of Barclays Bank Delaware (since September 2010)
William McClayton (1944)
Board Member since 2004
 
Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001-2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966-2001); Trustee, Ravinia Festival
103
Rebecca W. Rimel (1951)
Board Member since 1995
 
President and Chief Executive Officer, The Pew Charitable Trusts (charitable organization) (1994 to present); Trustee, Washington College (2011 to present); formerly: Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983-2004); Board Member, Investor Education (charitable organization) (2004-2005); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001-2007); Trustee, Pro Publica (charitable organization) (2007-2010); Trustee, Thomas Jefferson Foundation (charitable organization) (1994 to 2012)
103
Director, CardioNet, Inc. 2 (health care) (2009- present); Director, Viasys Health Care 2 (January 2007- June 2007)
William N. Searcy, Jr. (1946)
Board Member since 1993
 
Private investor since October 2003; formerly: Pension & Savings Trust Officer, Sprint Corporation 2 (telecommunications) (November 1989-September 2003)
103
Trustee, Sun Capital Advisers, Inc. (22 open-end mutual funds advised by Sun Capital Advisers, Inc.) (since 1998)
Jean Gleason Stromberg (1943)
Board Member since 1997
 
Retired. Formerly, Consultant (1997-2001); Director, Financial Markets U.S. Government Accountability Office (1996-1997); Partner, Fulbright & Jaworski, L.L.P. (law firm) (1978-1996). Directorships: The William and Flora Hewlett Foundation; former Directorships: Service Source, Inc., Mutual Fund Directors Forum (2002-2004), American Bar Retirement Association (funding vehicle for retirement plans) (1987-1990 and 1994-1996)
103
Robert H. Wadsworth
(1940)
Board Member since 1999
 
President, Robert H. Wadsworth & Associates, Inc. (consulting firm) (1983 to present); Director, National Horizon, Inc. (non-profit organization); Director and Treasurer, The Phoenix Boys Choir Association
106
 

Officers 4
Name, Year of Birth, Position with the Fund and Length of Time Served 5
 
Principal Occupation(s) During Past 5 Years and Other Directorships Held
W. Douglas Beck, CFA 6 (1967)
President, 2011-present
 
Managing Director 3 , Deutsche Asset Management (2006-present); President of DWS family of funds and Head of Product Management, U.S. for DWS Investments; formerly, Executive Director, Head of Product Management (2002-2006) and President (2005-2006) of the UBS Funds at UBS Global Asset Management; Co-Head of Manager Research/Managed Solutions Group, Merrill Lynch (1998-2002)
John Millette 7 (1962)
Vice President and Secretary, 1999-present
 
Director 3 , Deutsche Asset Management
Paul H. Schubert 6 (1963)
Chief Financial Officer, 2004-present
Treasurer, 2005-present
 
Managing Director 3 , Deutsche Asset Management (since July 2004); formerly, Executive Director, Head of Mutual Fund Services and Treasurer for UBS Family of Funds (1998-2004); Vice President and Director of Mutual Fund Finance at UBS Global Asset Management (1994-1998)
Caroline Pearson 7 (1962)
Chief Legal Officer, 2010-present
 
Managing Director 3 , Deutsche Asset Management; formerly, Assistant Secretary for DWS family of funds (1997-2010)
Melinda Morrow 6 (1970)
Vice President,
2012-present
 
Director 3 , Deutsche Asset Management
Paul Antosca 7 (1957)
Assistant Treasurer, 2007-present
 
Director 3 , Deutsche Asset Management
Jack Clark 7 (1967)
Assistant Treasurer, 2007-present
 
Director 3 , Deutsche Asset Management
Diane Kenneally 7 (1966)
Assistant Treasurer, 2007-present
 
Director 3 , Deutsche Asset Management
John Caruso 6 (1965)
Anti-Money Laundering Compliance Officer, 2010-present
 
Managing Director 3 , Deutsche Asset Management
Robert Kloby 6 (1962)
Chief Compliance Officer, 2006-present
 
Managing Director 3 , Deutsche Asset Management
 
1 The length of time served represents the year in which the Board Member joined the board of one or more DWS funds currently overseen by the Board.
 
2 A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.
 
3 Executive title, not a board directorship.
 
4 As a result of their respective positions held with the Advisor, these individuals are considered "interested persons" of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the fund.
 
5 The length of time served represents the year in which the officer was first elected in such capacity for one or more DWS funds.
 
6 Address: 60 Wall Street, New York, NY 10005.
 
7 Address: One Beacon Street, Boston, MA 02108.
 
The fund's Statement of Additional Information ("SAI") includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.
 
Account Management Resources
 
For More Information
 
The automated telephone system allows you to access personalized account information and obtain information on other DWS funds using either your voice or your telephone keypad. Certain account types within Classes A, B, C and S also have the ability to purchase, exchange or redeem shares using this system.
For more information, contact your financial advisor. You may also access our automated telephone system or speak with a DWS Investments representative by calling:
(800) 728-3337
Web Site
 
www.dws-investments.com
View your account transactions and balances, trade shares, monitor your asset allocation, and change your address, 24 hours a day.
Obtain prospectuses and applications, blank forms, interactive worksheets, news about DWS funds, subscription to fund updates by e-mail, retirement planning information, and more.
Written Correspondence
 
DWS Investments
PO Box 219151
Kansas City, MO 64121-9151
Proxy Voting
 
The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the 12-month period ended June 30 are available on our Web site — www.dws-investments.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — www.sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings
 
Following the fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC's Web site at www.sec.gov, and it also may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330. The fund's portfolio holdings are also posted on www.dws-investments.com from time to time. Please see the fund's current prospectus for more information.
Principal Underwriter
 
If you have questions, comments or complaints, contact:
DWS Investments Distributors, Inc.
222 South Riverside Plaza
Chicago, IL 60606-5808
(800) 621-1148
Investment Management
 
Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), which is part of Deutsche Asset Management, is the investment advisor for the fund. DIMA and its predecessors have more than 80 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients.
DIMA is an indirect, wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG is a major global banking institution engaged in a wide variety of financial services, including investment management, retail, private and commercial banking, investment banking and insurance.
DWS Investments is the retail brand name in the U.S. for the asset management activities of Deutsche Bank AG and DIMA. As such, DWS is committed to delivering the investing expertise, insight and resources of this global investment platform to American investors.
 

   
Class A
Class B
Class C
Class S
Institutional Class
Nasdaq Symbol
 
SGHAX
SGHBX
SGHCX
SGHSX
MGHYX
CUSIP Number
 
23339E 699
23339E 681
23339E 673
23339E 665
23339E 640
Fund Number
 
416
616
716
2100
596
 
 
   
ITEM 2.
CODE OF ETHICS
   
 
As of the end of the period covered by this report, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Principal Executive Officer and Principal Financial Officer.
 
There have been no amendments to, or waivers from, a provision of the code of ethics during the period covered by this report that would require disclosure under Item 2.
 
A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
   
ITEM 3.
AUDIT COMMITTEE FINANCIAL EXPERT
   
 
The fund’s audit committee is comprised solely of trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The fund’s Board of Trustees has determined that there are several "audit committee financial experts" (as such term has been defined by the Regulations) serving on the fund’s audit committee including Mr. William McClayton, the chair of the fund’s audit committee. An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933 and the designation or identification of a person as an “audit committee financial expert” does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification.
   
ITEM 4.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
   
DWS GLOBAL HIGH INCOME FUND
FORM N-CSR DISCLOSURE RE: AUDIT FEES
 
The following table shows the amount of fees that PricewaterhouseCoopers, LLP (“PWC”), the Fund’s independent registered public accounting firm, billed to the Fund during the Fund’s last two fiscal years.  The Audit Committee approved in advance all audit services and non-audit services that PWC provided to the Fund.
 
Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Fund
 
Fiscal Year Ended October 31,
 
Audit Fees Billed to Fund
   
Audit-Related
Fees Billed to Fund
   
Tax Fees Billed to Fund
   
All
Other Fees Billed to Fund
 
2012
  $ 66,588     $ 0     $ 0     $ 0  
2011
  $ 62,998     $ 0     $ 0     $ 0  


Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Adviser and Affiliated Fund Service Providers
 
The following table shows the amount of fees billed by PWC to Deutsche Investment Management Americas Inc. (“DeIM” or the “Adviser”), and any entity controlling, controlled by or under common control with DeIM (“Control Affiliate”) that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two fiscal years.
 
Fiscal Year Ended October 31,
 
Audit-Related
Fees Billed   to Adviser and Affiliated Fund Service Providers
   
Tax Fees Billed to Adviser and Affiliated Fund Service Providers
   
All
Other Fees Billed to Adviser and Affiliated Fund Service Providers
 
2012
  $ 0     $ 56,300     $ 0  
2011
  $ 0     $ 0     $ 0  

The “Tax Fees Billed to the Advisor” were billed for services associated with foreign tax filings.
 
Non-Audit Services
 
The following table shows the amount of fees that PWC billed during the Fund’s last two fiscal years for non-audit services. The Audit Committee pre-approved all non-audit services that PWC provided to the Adviser and any Affiliated Fund Service Provider that related directly to the Fund’s operations and financial reporting. The Audit Committee requested and received information from PWC about any non-audit services that PWC rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider.  The Committee considered this information in evaluating PWC’s independence.

Fiscal Year Ended October 31,
 
Total
Non-Audit Fees Billed to Fund
(A)
   
Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (engagements related directly to the operations and financial reporting of the Fund)
(B)
   
Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (all other engagements)
(C)
   
Total of (A), (B)
and (C)
 
2012
  $ 0     $ 56,300     $ 0     $ 56,300  
2011
  $ 0     $ 0     $ 0     $ 0  


Audit Committee Pre-Approval Policies and Procedures.  Generally, each Fund’s Audit Committee must pre approve (i) all services to be performed for a Fund by a Fund’s Independent Registered Public Accounting Firm and (ii) all non-audit services to be performed by a Fund’s Independent Registered Public Accounting Firm for the DIMA Entities with respect to operations and financial reporting of the Fund, except that the Chairperson or Vice Chairperson of each Fund’s Audit Committee may grant the pre-approval for non-audit services described in items (i) and (ii) above for non-prohibited services for engagements of less than $100,000.  All such delegated pre approvals shall be presented to each Fund’s Audit Committee no later than the next Audit Committee meeting.

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

According to the registrant’s principal Independent Registered Public Accounting Firm, substantially all of the principal Independent Registered Public Accounting Firm's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal Independent Registered Public Accounting Firm.

***
PwC advised the Fund's Audit Committee that it had identified one matter that it determined could be inconsistent with the SEC's auditor independence rules (Rule 2-01(c) of Regulation S-X).   As part of a "Global Migration Support" engagement in which PwC's UK network affiliate ("PwC-UK") provided assistance to Deutsche Bank ("DB") with respect to processing internship applications for DB employees   seeking short term assignments with DB in the UK, PwC-UK paid application fees on behalf of DB for six applicants at 170 pounds each (1,020 pounds in total).  PwC advised the Committee that it believes that this matter did not affect its objectivity or its impartial judgment in conducting its audit and issuing a report on the financial statements of the Fund as the Fund's independent auditor and confirmed its independence under the SEC’s auditor independence rules.   In reaching this conclusion, PwC noted that the engagement team was not aware of the payment of the application fees by PwC-UK and that DB reimbursed PwC-UK for the fees.
 
   
ITEM 5.
AUDIT COMMITTEE OF LISTED REGISTRANTS
   
 
Not applicable
   
ITEM 6.
SCHEDULE OF INVESTMENTS
   
 
Not applicable
   
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
   
 
Not applicable
   
ITEM 10.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
   
 
There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board.  The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Paul K. Freeman, Independent Chairman, DWS Funds, P.O. Box 101833, Denver, CO 80250-1833.
   
ITEM 11.
CONTROLS AND PROCEDURES
   
 
(a)
The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
   
 
(b)
There have been no changes in the registrant’s internal control over financial reporting 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 controls over financial reporting.
   
ITEM 12.
EXHIBITS
   
 
(a)(1)
Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.
   
 
(a)(2)
Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
   
 
(b)
Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

Form N-CSR Item F

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.

Registrant:
DWS Global High Income Fund, a series of DWS Income Trust
   
   
By:
/s/W. Douglas Beck
W. Douglas Beck
President
   
Date:
December 28, 2012


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By:
/s/W. Douglas Beck
W. Douglas Beck
President
   
Date:
December 28, 2012
   
   
   
By:
/s/Paul Schubert
Paul Schubert
Chief Financial Officer and Treasurer
   
Date:
December 28, 2012

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