N-CSR 1 gvt_ncsr.htm N-CSR gvt_ncsr.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM N-CSR
Certified Shareholder Report of
Registered Management Investment Companies

Investment Company Act File Number: 811-04318



The American Funds Income Series
(Exact Name of Registrant as Specified in Charter)

333 South Hope Street
Los Angeles, California 90071
(Address of Principal Executive Offices)




Registrant's telephone number, including area code: (213) 486-9200

Date of fiscal year end: August 31

Date of reporting period: August 31, 2008





Kimberly S. Verdick
Capital Research and Management Company
333 South Hope Street
Los Angeles, California 90071
(Name and Address of Agent for Service)


Copies to:
Michael Glazer
Paul, Hastings, Janofsky & Walker LLP
515 South Flower Street, 25th Floor
Los Angeles, California 90071
(Counsel for the Registrant)


 
 

 

ITEM 1 – Reports to Stockholders

[logo - American Funds®]

The right choice for the long term®

U.S. Government Securities Fund

A haven in troubled times


[photo – The U.S. Treasury Department building]


Annual report for the year ended August 31, 2008
 
 
 
U.S. Government Securities FundSM seeks a high level of current income, as well as preservation of capital, by investing primarily in securities guaranteed or sponsored by the United States government. The fund may also invest in nongovernment issues rated Aaa/AAA or equivalent.
 
This fund is one of the 31 American Funds. American Funds is one of the nation’s largest mutual fund families. For more than 75 years, Capital Research and Management Company,SM the American Funds adviser, has invested with a long-term focus based on thorough research and attention to risk.
 
Fund results shown in this report, unless otherwise indicated, are for Class A shares at net asset value. If a sales charge (maximum 3.75%) had been deducted, the results would have been lower. Results are for past periods and are not predictive of results for future periods. Current and future results may be lower or higher than those shown. Share prices and returns will vary, so investors may lose money. Investing for short periods makes losses more likely. Investments are not FDIC-insured, nor are they deposits of or guaranteed by a bank or any other entity. For current information and month-end results, visit americanfunds.com.
 
Here are the average annual total returns on a $1,000 investment with all distributions reinvested for periods ended September 30, 2008 (the most recent calendar quarter-end):

Class A shares
1 year
5 years
10 years
       
Reflecting 3.75% maximum sales charge
1.26%
2.63%
4.02%

The total annual fund operating expense ratio for Class A shares as of the most recent fiscal year-end was 0.77%. This figure does not reflect a fee waiver currently in effect; therefore, the actual expense ratio is lower.

The fund’s investment adviser waived 5% of its management fees from September 1, 2004, through March 31, 2005, and increased the waiver to 10% on April 1, 2005. Fund results shown reflect actual expenses, with the waiver applied. Fund results would have been lower without the waiver. Please see the Financial Highlights table on pages 18 and 19 for details.

The fund’s 30-day yield for Class A shares as of September 30, 2008, calculated in accordance with the Securities and Exchange Commission formula, was 3.70% (3.67% without the fee waiver). The fund’s distribution rate for Class A shares as of that date was 3.79% (3.76% without the fee waiver). Both reflect the 3.75% maximum sales charge. The SEC yield reflects the rate at which the fund is earning income on its current portfolio of securities while the distribution rate reflects the fund’s past dividends paid to shareholders. Accordingly, the fund’s SEC yield and distribution rate may differ.

Results for other share classes can be found on page 22.

The return of principal in bond funds is not guaranteed. Bond funds have the same interest rate, inflation and credit risks that are associated with the underlying bonds owned by the fund.


In this report
   
 
Special feature
   
4
A haven in troubled times
   
 
Stability is the watchword, and
 
Treasuries — along with the mutual
 
funds invested in them — historically
 
have weathered some of the most
 
difficult market environments.
   
 
Contents
   
1
Letter to shareholders
   
3
The value of a long-term perspective
   
8
Summary investment portfolio
   
11
Financial statements
   
27
Board of trustees and other officers

[photo – close up of statue in front of U.S. Treasury Department building]

Fellow shareholders:

U.S. government bonds provided a refuge for investors seeking safety from difficulties that have plagued the bond and stock markets over the past year. As a result, government bond returns largely exceeded those of other fixed-income classes.

For the 12 months ended August 31, 2008, U.S. Government Securities Fund produced a total return of 5.7%, topping its peer group reference as measured by the Lipper General U.S. Government Funds Average, which posted a 5.1% return. In comparison, the unmanaged Citigroup Treasury/Government Sponsored/Mortgage Index, which does not include expenses, returned 7.5%. Index returns were boosted by its large weighting in Treasuries.

As always, a large portion of the fund’s total return came from income generated by portfolio holdings. Income was paid to shareholders in the form of monthly dividends, which totaled approximately 55 cents a share. Those who reinvested dividends earned an income return of 4.2% for the 12-month period. Those who took dividends in cash recorded an income return of 4.1%. Over the same time period, the fund’s share price rose 21 cents to $13.56.

Bond market overview

Troubles in the broader bond market were largely precipitated by rising defaults and foreclosures on mortgages, which grew out of the depressed real estate market. These problem loans imperiled a host of debt instruments, many of them securitized bonds that were backed by, or composed of, mortgage obligations. Mortgage-related securities have been the fastest growing and largest segment of the bond market, helping make problems more widespread.

The troubled mortgage market fostered an aversion to risk among many investors that served to depress the values of other credit-sensitive sectors — areas of the market, such as corporate debt, where credit quality and access to credit play an important role in determining a bond’s value. Banks and other financial institutions, which are large holders of corporate and consumer debt, came under intense pressure and were compelled to record large losses as a result of problem loans. Additionally, weakening economic fundamentals and volatile commodity prices — especially oil — exacerbated market concerns.

[Begin Sidebar]
Results at a glance

For periods ended August 31, 2008, with all distributions reinvested
 
   
Total returns
   
Average annual total returns
 
                         
   
1 year
   
5 years
   
10 years
   
Lifetime
 
                     
(since 10/17/85)
 
                         
                         
U.S. Government Securities Fund (Class A shares)
    5.73 %     3.83 %     4.63 %     6.59 %
                                 
Lipper General U.S. Government Funds Average
    5.13       3.54       4.43       6.48  
                                 
Citigroup Treasury/Government Sponsored/Mortgage Index*
    7.54       4.95       5.64       7.70  
 
 
*The index is unmanaged and includes reinvested distributions, but does not reflect the effect of sales charges, commissions or expenses.
[End Sidebar]

The Federal Reserve responded to deteriorating market conditions by substantially expanding its lending facilities and slashing the federal funds rate 3.25 percentage points from September 2007 through April 2008. A further reduction of half a point occurred October 8, after the close of the fiscal year. Additionally, Congress authorized tax rebates to low- and middle-income taxpayers in an effort to stimulate economic growth. Nonetheless, the balance sheets of many financial institutions continued to weaken severely, and the stock market plunged into bear market territory.

Amid this turmoil, investors sought refuge in Treasuries, which consequently produced strong results for the period. Federal agency mortgage-backed securities also delivered good results, with the U.S. Treasury stepping in one week after the close of the fund’s fiscal year to make its implied support of Fannie Mae and Freddie Mac explicit.

How the portfolio responded

Over the past year, portfolio counselors made several adjustments that were largely defensive in nature. They increased the fund’s weighting in Treasuries to 38.2% from 26.9% last year. At the same time, they trimmed the fund’s overall weighting in mortgage-backed securities (to 48.2% from 52.7%), mainly by reducing exposure to commercial mortgage-backed securities and privately originated mortgage-backed obligations, even as they nudged up the fund’s weighting in government-sponsored mortgage-backed securities. Further details of portfolio holdings can be found in the summary portfolio beginning on page 8.

Overall, the fund maintained a high exposure to government-guaranteed or sponsored debt obligations. These amounted to 88.6% of portfolio holdings (not including short-term obligations) at fiscal year-end, up from 77.3% at the close of the prior fiscal year.

Looking ahead

Over the near term, there is little on the horizon to reduce the appeal of government securities. Problem mortgages continue to hobble many financial firms, the housing market remains depressed, and rising unemployment hints at a weakening economy. The persistence of these detractions is likely to keep a lid on interest rates and may serve to diminish inflationary pressures through the end of 2008.

While these times are indeed challenging, they are also a reminder of the perennial appeal of U.S. government bonds. Accordingly, fund assets have grown more than 54% over the previous year as scores of new shareholders seek the relative safety and security afforded by Treasuries and other government-backed debt. We take this opportunity to welcome new shareholders and invite all of you to read our feature article beginning on page 4, which discusses the appeal of government bonds during times of market stress.

Cordially,



/s/ Paul G. Haaga, Jr.
/s/ John H. Smet
Paul G. Haaga, Jr.
John H. Smet
Vice Chairman of the Board
President

October 14, 2008

For current information about the fund, visit americanfunds.com.




[begin line chart]
Treasury yield curves at the beginning and end of the fiscal year

Source: Bloomberg
 
 
   
8/31/2007
   
8/29/2008
 
3 Month
    4.004     1.710  %
6 Month
    4.331       1.945  
2 Year
    4.161       2.367  
5 Year
    4.297       3.088  
10 Year
    4.559       3.812  
30 Year
    4.879       4.423  

[end line chart]
 

[begin mountain chart]
The value of a long-term perspective

How a $10,000 investment has grown (for the period October 17, 1985, to August 31, 2008, with dividends reinvested)

Fund results shown reflect deduction of the maximum sales charge of 3.75% on the $10,000 investment.1 Thus, the net amount invested was $9,625.2



   
Citigroup Treasury/Government Sponsored/Mortgage Index3
   
Lipper General U.S.
Government Funds Average4
   
U.S. Government
Securities Fund
   
Consumer
Price Index5
 
10/17/1985
  $ 10,000     $ 10,000     $ 9,625     $ 10,000  
8/31/1986
  $ 11,900     $ 11,848     $ 10,919     $ 10,092  
8/31/1987
  $ 12,029     $ 11,806     $ 11,095     $ 10,524  
8/31/1988
  $ 13,015     $ 12,590     $ 12,028     $ 10,948  
8/31/1989
  $ 14,707     $ 13,934     $ 13,210     $ 11,463  
8/31/1990
  $ 15,806     $ 14,738     $ 14,280     $ 12,107  
8/31/1991
  $ 18,102     $ 16,658     $ 16,025     $ 12,567  
8/31/1992
  $ 20,516     $ 18,719     $ 18,126     $ 12,962  
8/31/1993
  $ 22,688     $ 20,723     $ 20,372     $ 13,321  
8/31/1994
  $ 22,386     $ 20,111     $ 19,621     $ 13,707  
8/31/1995
  $ 24,841     $ 22,168     $ 21,308     $ 14,066  
8/31/1996
  $ 25,879     $ 22,792     $ 22,023     $ 14,471  
8/31/1997
  $ 28,397     $ 24,804     $ 24,023     $ 14,793  
8/31/1998
  $ 31,484     $ 27,488     $ 26,353     $ 15,032  
8/31/1999
  $ 31,736     $ 27,278     $ 26,342     $ 15,373  
8/31/2000
  $ 34,245     $ 29,133     $ 28,204     $ 15,897  
8/31/2001
  $ 38,265     $ 32,231     $ 31,224     $ 16,329  
8/31/2002
  $ 41,656     $ 34,873     $ 33,581     $ 16,624  
8/31/2003
  $ 42,810     $ 35,338     $ 34,350     $ 16,983  
8/31/2004
  $ 45,246     $ 36,889     $ 35,894     $ 17,433  
8/31/2005
  $ 47,074     $ 38,014     $ 37,054     $ 18,068  
8/31/2006
  $ 48,010     $ 38,368     $ 37,438     $ 18,758  
8/31/2007
  $ 50,686     $ 40,174     $ 39,205     $ 19,128  
8/31/2008
  $ 54,509     $ 42,031     $ 41,450     $ 20,155  

 
1As outlined in the prospectus, the sales charge is reduced for accounts (and aggregated investments) of $100,000 or more and is eliminated for purchases of $1 million or more. There is no sales charge on dividends or capital gain distributions that are reinvested in additional shares.
 
2The maximum initial sales charge was 4.75% prior to January 10, 2000.
 
3The index is unmanaged and includes reinvested distributions, but does not reflect the effect of sales charges, commissions or expenses.
 
4Calculated by Lipper. The average does not reflect the effect of sales charges.
 
5Computed from data supplied by the U.S. Department of Labor, Bureau of Labor Statistics.
 
6For the period 10/17/85 to 8/31/86.

Past results are not predictive of results in future periods. The results shown are before taxes on fund distributions and sale of fund shares.

Average annual total returns based on a $1,000 investment (for periods ended August 31, 2008)*
 
 
1 year
5 years
10 years
       
Class A shares
1.76%
3.04%
4.24%

*Assumes reinvestment of all distributions and payment of the maximum 3.75% sales charge.

The fund’s investment adviser waived 5% of its management fees from September 1, 2004, through March 31, 2005, and increased the waiver to 10% on April 1, 2005. Fund results shown reflect the waiver, without which they would have been lower. Please see the Financial Highlights table on pages 18 and 19 for details.
[end mountain chart]



 
[Begin Sidebar]
A haven in troubled times
[photo – U.S. State Capitol building]
 
 
During bull markets, government securities may take a back seat to the headier prospects of more volatile investments. Equities take off and, in some cases, shoot for the moon. Treasuries, by comparison, seem to simply plod, posting modest returns.
[End Sidebar]

Now, of course, with stocks in a bear market and other bond classes suffering, that plodding seems like giant leaps. “Times like these, this is why you have Treasuries,” says John Smet, portfolio counselor and president of U.S. Government Securities Fund. “The markets are cyclical, and whenever there’s a problem, the traditional safe haven is in Treasuries.”

Indeed, there may be individual stocks that soar, and corporate bonds that yield more, but investors in Treasuries aren’t necessarily in it for massive returns. Stability is the watchword, and Treasuries, along with other government-guaranteed and sponsored debt, historically have weathered some of the most difficult market environments. In this article, we’ll take a closer look at the important role that Treasuries play both in the fund’s portfolio and for investors around the world during times of market stress.

Why Treasuries?

What is it about U.S. Treasury bills and bonds that make them so attractive in difficult market environments? “There’s a phrase that’s commonly used, ‘full faith and credit,’” Smet says. “The value of bonds is generally measured by the issuer’s ability to pay the coupon and repay the principal — the full faith and credit of that institution.

“When you’re talking about the issuer of Treasuries, it’s the United States government,” Smet adds. “The full faith and credit of the U.S. government is about as good as it gets — there’s just little or no doubt that the U.S. will be able to meet its obligations.”

[Begin Sidebar]
Who owns Treasuries?

Backed by the “full faith and credit” of the United States government, Treasuries remain in high demand around the world. Indeed, some of the largest purchasers of U.S. Treasuries are foreign governments and other international investors. Altogether, these overseas buyers hold more than 55% of Treasuries outstanding. Here’s a look at the top ten holders of U.S. Treasuries overseas.

[graphic – map of the world identifying countries listed below]

   
 
   
Percent of total
 
Country
 
Amount
(in billions)
   
foreign ownership
 
             
Japan
  $ 593.4       22.2 %
China
    518.7       19.4  
United Kingdom
    290.8       10.9  
Oil exporters*
    173.9       6.5  
Brazil
    148.4       5.5  
Caribbean banking centers
    133.5       5.0  
Luxembourg
    75.8       2.8  
Russia
    74.1       2.8  
Hong Kong
    60.6       2.3  
Switzerland
    45.1       1.7  

 *
Oil exporting countries include Algeria, Bahrain, Ecuador, Gabon, Indonesia, Iran, Iraq, Kuwait, Libya, Nigeria, Oman, Qatar, Saudi Arabia, the United Arab Emirates and Venezuela.
Caribbean banking centers include the Bahamas, Bermuda, the British Virgin Islands, the Cayman Islands, the Netherlands Antilles and Panama.

SOURCE: U.S. Treasury Department, as of July 2008.
[End Sidebar]

As you can see on this page, that guarantee of payment makes Treasuries the investment of choice for investors around the world. Nearly half of the $4.8 trillion in outstanding Treasuries as of July 2008 are sitting in other governments’ accounts.

It’s worth noting that the value of Treasury investments are not federally insured like bank accounts. Investors can and do lose money investing in Treasuries, primarily during periods of rising interest rates. Though Treasuries are free of credit quality concerns, they are sensitive to changes in interest rates and inflation expectations. Rising rates lower the market value of most bonds, and rising inflation diminishes the value of a bond’s principal when it’s returned at maturity.

Quite often, rising rates are stoked by higher inflation, and these typically occur during periods of robust economic activity. Consequently, investors may experience losses on Treasury
investments if they sell during periods of rising rates. But even then, the losses historically have been modest compared to those experienced by riskier investments in unfavorable markets.

‘Flight to quality’

You may read or hear the phrase “flight to quality” with regard to Treasuries and other government-backed securities. The quality, of course, is due to Treasuries’ government backing. The flight describes what investors do when there are problems in the marketplace — they sell off stocks and other kinds of bonds and buy Treasuries for their inherent security.

“You generally get a flight to quality when there’s risk aversion in the market,” says Wesley Phoa, a Treasury and government security analyst who works with U.S. Government Securities Fund. “For whatever reason, there’s the perception, real or imagined, that other assets will lose value. And the flight begins from there.”

[photo – Russian buildings]

[Begin Sidebar]
In 1998, the Russian government was plagued with an artificially high currency, mounting deficits and rapidly worsening inflation.
[End Sidebar]

Over the past decade, there have been three prominent flights to quality that have proven Treasuries’ value in a variety of portfolios — the relatively short-lived financial crisis of 1998, the dot-com crash of 2000-2002, and the current credit squeeze, which arguably dates back to early 2007.

“Each time, you saw Treasuries pick up the slack as other things lost ground,” Smet says. “There were different reasons each time, but the results were the same.”

1998: Russian bonds and Asian currencies

In 1998, the Russian government was plagued with an artificially high currency, mounting deficits and rapidly worsening inflation. When the country’s oil companies failed to pay taxes due to declining energy prices, the nation’s stock markets crashed and bonds went into default. Only a year earlier, the collapse of Thailand’s currency reverberated throughout Asian markets, driving down stock and bond values in Japan and elsewhere. The one-two punch of Asia, then Russia, sent investors scurrying for safer ground.

“There was nothing really wrong with the U.S. economy or most of the developed world; this was all Russia and Asia,” Phoa says. “It was just a classic case of risk aversion outweighing anything else.”

Many institutional investors lost money in the Russian and Asian markets, and sought to pull out of these suddenly riskier investments. The collapse of a prominent U.S. hedge fund in the weeks following Russia’s default only heightened investor concerns. With fears that the problems abroad could spread elsewhere, Treasuries were the prudent recourse. And the flight to quality was on — even U.S. stocks fell during that rocky third quarter of 1998, despite being in the midst of a technology-fueled market boom.

“What really helped investors get through this downturn quickly was the fact that the fundamentals of the U.S. economy were, at the time, sound,” Smet says. “Treasuries were there to soften the blow, as they should, and the market had turned back around by year’s end.”

2000-2002: Dot-com crash, 9/11 attacks

The U.S. economy was in much worse shape from 2000 through 2002, as many Internet and technology companies failed. Not only did investors lose money on many of these high-flying stocks, but thousands were put out of work as well. The corporate bond market also suffered, especially in the wake of the collapse of both Enron and WorldCom.

“There were a number of big issuers that had problems right alongside those two companies,” Phoa says. “A lot of the confidence in corporate bonds was damaged as more and more companies came out with serious accounting problems.”

The 9/11 terror attacks made matters worse, from both an economic and investing standpoint. “I think the dot-com disruption would’ve been less difficult, and the recovery easier, had it not been for 9/11,” Smet says. “The attacks really shook confidence and made 2002 a very difficult year.”

[Begin Sidebar]
A measure of security

Treasuries have historically provided a “safe haven” for investors during periods of geopolitical, economic or market stress. At such times, returns on Treasury securities can mitigate declines in the value of riskier investments. To illustrate, this table shows returns for five-year and 10-year Treasuries compared to stock market and high-yield bond indexes for the three time periods discussed in our feature.

   
1998: 3Q
     
2000 – 2002
   
2007 – 8/31/2008
 
5-yr Treasury
    6.5 %     35.1 %     14.8 %
10-yr Treasury
    9.2       36.4       14.4  
                         
S&P 500 index
    –9.9       –37.6       –6.5  
NASDAQ index
    –10.6       –67.2       –2.0  
CS High Yield Index
    –6.1       3.4       0.4  

Returns are cumulative for the periods.
[End Sidebar]

There was far more risk in the marketplace than in 1998, but Treasuries nonetheless managed to post positive returns for the vast majority of investors. “There just weren’t that many other places to run to, and even though the United States was attacked, the government’s full faith and credit was as good as ever,” Smet says.

[photo – upset man standing in front of stock market results]

[Begin Sidebar]
The U.S. economy was in much worse shape from 2000 through 2002, as many Internet and technology companies failed.
[End Sidebar]

2007-present: Housing collapse, financial crisis

In today’s current market environment, the problems facing investors and the economy aren’t merely reflected in the bond market — in many ways, fixed-income investments are at the root of the current turmoil.

As the economy recovered from the dot-com collapse, banks were eager to generate more income. A few lenders loosened their lending standards, leading to intense competition for mortgage business and a housing market boom. Sadly, some homeowners entered into loans that, thanks to adjustable-rate mortgages, they could not afford after a few years when their payments began to rise. Defaults and foreclosures increased, putting pressure on lenders.

This problem was magnified many times over when housing lenders bundled their mortgage loans into securities; in essence, they mortgaged a pool of thousands of mortgages so they could obtain more capital in order to make more loans. Some of these securities were backed by mortgages of poor credit quality, and many of these mortgage-backed securities were privately issued. When the underlying home loans went bad, the value of those securities based on the loans tumbled. The market’s risk aversion took over, and many investors fled to Treasuries. As the market for mortgage-backed securities weakened, buyers shied away, putting further pressure on the market value of these bonds.

“The owner of a mortgage-backed security wants to sell at, say, 90% of its original value. But potential buyers, knowing the risks with the pool of mortgages behind it, may only want to pay 40% of its value,” Phoa says. “The owner doesn’t want to sell that low, and the buyer doesn’t want to buy that high. So the market stagnates, and the owner is left holding the bag.”

As riskier mortgage-backed securities fell in value, many major banks and Wall Street investment houses saw the value of their holdings dwindle significantly, and they were unable to sell them. This caused their stock prices to tumble as well. As of this writing, Wall Street titans Bear Stearns and Lehman Brothers have failed, while Merrill Lynch was sold at a deep discount to Bank of America — arguably the biggest shakeup on Wall Street since the Great Depression.

“Troubles in the mortgage market have spread throughout the credit markets, touching every class of debt except Treasuries,” says Smet. “Nor is the problem confined to America. Major markets around the world are experiencing similar problems as investors shy away from risks and banks become reluctant to lend.”

[Begin Sidebar]
There was far more risk in the marketplace than in 1998, but Treasuries nonetheless managed to post positive returns for the vast majority of investors.
[End Sidebar]

[photo – San Francisco row houses]

As a result, one of the few bright spots of the past year has been Treasuries and other government-backed securities, including the mortgage-backed securities of Ginnie Mae, Fannie Mae and Freddie Mac. Bonds of the latter two now have the explicit backing of the U.S. government and have generally done well for the fund. “Of course, it’s not as easy as simply loading up on Treasuries,” Smet says. “You have to figure out which Treasuries have the best yield right now, which agency-backed securities will hold up well when the markets begin to correct. That’s why you have Treasuries in a mutual fund with other government bonds, so that a manager can figure that out for you.”  •



Summary investment portfolio, August 31, 2008

The following summary investment portfolio is designed to streamline the report and help investors better focus on a fund’s principal holdings.  For details on how to obtain a complete schedule of portfolio holdings, please see the inside back cover.
 
 
[begin pie chart]
     
Mortgage-backed obligations
    48.2 %
U.S. Treasury bonds & notes
    38.2  
Federal agency bonds & notes
    7.9  
Asset-backed obligations
    2.8  
Short-term securities & other assets less liabilities
    2.9  
[end pie chart]
       

 
Quality breakdown*
as of August 31, 2008                    
    Percent of net assets   
U.S. government obligations
    45.7 %
Federal agencies
    42.9  
Aaa/AAA
    8.1  
Aa/AA††
    0.4  
Short-term securities & other assets less liabilities
    2.9  
         
         
*Bond ratings reflect those of a credit rating agency; if ratings are not available, they are assigned by the fund's investment analysts. The ratings are not covered by the Report of Independent Registered Public Accounting Firm.
These securities are guaranteed by the full faith and credit of the United States government.
††Rating reflects downgrade subsequent to purchase.


 
Principal amount (000)
  Value (000)
Percent of
net assets
   
 
 
Bonds & notes  - 97.05%
     
Mortgage-backed obligations  - 48.20%
     
Federal agency mortgage-backed obligations  (1)  - 42.52%
     
Fannie Mae:
     
 4.50% 2020
$20,029
$                   19,739
 
 4.50% 2020
18,321
18,018
 
 6.00% 2027
17,944
18,257
 
 4.50% 2035
30,616
28,525
 
 6.50% 2035
44,254
45,896
 
 6.50% 2036
29,909
31,033
 
 4.50% 2038
20,364
18,903
 
 4.50% 2038
19,971
18,539
 
 5.00% 2038
26,522
25,495
 
 Series 2003-T1, Class B, 4.491% 2012
27,750
27,785
 
 Series 2005-68, Class PG, 5.50% 2035
18,610
18,765
 
 Series 2007-24, Class P, 6.00% 2037
32,676
33,253
 
 0%-12.045% 2009-2047 (2) (3)
502,360
                   505,566
20.45%
Freddie Mac:
     
 5.00% 2023
17,880
17,716
 
 5.50% 2023
89,293
90,109
 
 6.00% 2027
22,713
23,109
 
 5.876% 2036 (2)
42,618
43,321
 
 6.00% 2036
25,228
25,491
 
 5.00% 2037
23,904
22,982
 
 5.138% 2038 (2)
23,000
23,008
 
 5.50% 2038
46,398
45,792
 
 0%-11.96% 2008-2038 (2)
349,786
343,153
16.02
Government National Mortgage Assn.:
     
 5.00% 2038
55,681
53,888
 
 6.00% 2038
94,990
96,248
 
 5.00%-10.00% 2009-2058 (2) (3)
89,921
89,671
6.05
   
1,684,262
42.52
       
Commercial mortgage-backed securities  (1) - 3.24%
     
Fannie Mae, Series 2003-M2, Class D, 4.68% 2033 (2)
11,000
9,931
.25
Other securities
 
118,233
2.99
   
128,164
3.24
       
Collateralized mortgage-backed obligations (privately originated)   - 2.34%
     
Other securities
 
92,534
2.34
       
Other mortgage-backed securities   - 0.10%
     
Other securities
 
4,057
.10
       
Total mortgage-backed obligations
 
1,909,017
48.20
       
U.S. Treasury bonds & notes  - 38.13%
     
U.S. Treasury:
     
 4.625% 2011
20,500
21,733
 
 4.875% 2011
19,250
20,440
 
 4.25% 2012
166,510
175,252
 
 4.625% 2012
21,675
23,014
 
 4.25% 2013
55,307
58,308
 
 4.00% 2014
48,375
50,510
 
 4.25% 2014
20,000
21,144
 
 11.25% 2015
31,500
45,965
 
 4.50% 2016
70,250
75,071
 
 5.125% 2016
210,400
233,199
 
 4.625% 2017
189,525
202,761
 
 8.875% 2017
42,000
57,904
 
 8.125% 2019
25,000
33,879
 
 8.50% 2020
25,750
35,968
 
 7.875% 2021
16,500
22,306
 
 6.25% 2023
39,070
47,159
 
 7.125% 2023
28,000
36,347
 
 4.50% 2036
38,400
38,850
 
 5.00% 2037
16,905
18,508
 
 Principal Strip 0% 2014
62,010
51,468
 
 Principal Strip 0% 2014
26,410
22,160
 
 0%-7.25% 2009-2037 (3) (4)
224,361
218,345
38.13
   
1,510,291
38.13
       
Federal agency bonds & notes  - 7.90%
     
Fannie Mae:
     
 5.00% 2011
16,935
17,613
 
 6.125% 2012
65,670
70,639
 
 3.625%-6.00% 2009-2013 (2)
29,730
30,523
3.00
Freddie Mac:
     
 5.25% 2011
45,865
47,964
 
 4.50%-5.50% 2014-2017
38,000
39,781
2.22
Federal Agricultural Mortgage Corp.:
     
 5.50% 2011 (5)
20,010
20,843
 
 4.875%-5.125% 2011-2017 (5)
20,475
21,235
1.06
United States Agency for International Development, Republic of Egypt 4.45% 2015
19,000
19,214
.48
Federal Home Loan Bank 2.50% 2009
5,000
4,971
.13
Other securities
 
40,167
1.01
   
312,950
7.90
       
Asset-backed obligations - 2.82%
     
Other securities
 
111,768
2.82
       
Total bonds & notes (cost: $3,850,435,000)
 
3,844,026
97.05
       
       
       
 
Principal amount (000)
 
Value (000)
Percent of
net assets
   
 
 
Short-term securities  - 4.38%
     
       
       
Federal Home Loan Bank 1.95%-2.18% due 9/2-9/5/2008
96,637
96,618
2.44
U.S. Treasury Bills 1.51%-1.88% due 9/15-10/16/2008
76,800
76,676
1.94
       
Total short-term securities (cost: $173,298,000)
 
173,294
4.38
       
       
Total investment securities (cost: $4,023,733,000)
 
4,017,320
101.43
Other assets less liabilities
 
(56,519)
(1.43)
       
Net assets
 
$3,960,801
100.00%
       
       
       
 "Other securities" includes all issues that are not disclosed separately in the summary investment portfolio.
   
       
The following footnotes apply to either the individual securities noted or one or more of the securities aggregated and listed as a single line item.
       
(1) Principal payments may be made periodically. Therefore, the effective maturity date may be earlier than the stated maturity date.
 
(2) Coupon rate may change periodically.
     
(3) Valued under fair value procedures adopted by authority of the board of trustees. The total value of all such securities, including those "Other securities," was $121,979,000, which represented 3.08% of the net assets of the fund.
(4) Index-linked bond whose principal amount moves with a government retail price index.
   
(5) Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the United States in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities, including those in "Other securities," was $97,766,000, which represented 2.47% of the net assets of the fund.
       
The industry classifications shown in the summary investment portfolio were obtained from sources believed to be reliable and are not covered by the Report of Independent Registered Public Accounting Firm.
       
See Notes to Financial Statements
     




Financial statements
           
             
Statement of assets and liabilities
           
at August 31, 2008
  (dollars in thousands)  
             
Assets:
           
 Investment securities, at value: (cost: $4,023,733)
        $ 4,017,320  
 Cash
          72  
 Receivables for:
             
  Sales of investments
    4,355          
  Sales of fund's shares
    13,308          
  Interest
    24,123       41,786  
              4,059,178  
Liabilities:
               
 Payables for:
               
  Purchases of investments
    88,320          
  Repurchases of fund's shares
    4,198          
  Dividends on fund's shares
    1,852          
  Investment advisory services
    846          
  Services provided by affiliates
    2,974          
  Trustees' deferred compensation
    161          
  Other
    26       98,377  
Net assets at August 31, 2008
          $ 3,960,801  
                 
Net assets consist of:
               
 Capital paid in on shares of beneficial interest
          $ 3,992,684  
 Distributions in excess of net investment income
            (170 )
 Accumulated net realized loss
            (25,300 )
 Net unrealized depreciation
            (6,413 )
Net assets at August 31, 2008
          $ 3,960,801  
                 
    (dollars and shares in thousands, except per-share amounts)  
Shares of beneficial interest issued and outstanding (no stated par value) - unlimited shares authorized (292,128 total shares outstanding)
               

   
Net assets
   
Shares outstanding
   
Net asset value per share*
 
Class A
  $ 2,602,521       191,948     $ 13.56  
Class B
    202,922       14,967       13.56  
Class C
    243,664       17,972       13.56  
Class F-1
    142,064       10,478       13.56  
Class F-2
    780       57       13.56  
Class 529-A
    67,996       5,015       13.56  
Class 529-B
    16,046       1,184       13.56  
Class 529-C
    39,603       2,921       13.56  
Class 529-E
    4,697       346       13.56  
Class 529-F-1
    4,967       366       13.56  
Class R-1
    8,631       636       13.56  
Class R-2
    136,333       10,055       13.56  
Class R-3
    118,273       8,723       13.56  
Class R-4
    91,110       6,720       13.56  
Class R-5
    281,194       20,740       13.56  
 
* Maximum offering price and redemption price per share were equal to the net asset value per share for all share classes, except for Classes A and 529-A, for which the maximum offering prices per share were $14.09 each.

See Notes to Financial Statements
           
             
Statement of operations
           
for the year ended August 31, 2008
  (dollars in thousands)  
             
Investment income:
           
 Income:
           
  Interest
        $ 153,997  
 Fees and expenses*:
             
  Investment advisory services
    9,781          
  Distribution services
    12,672          
  Transfer agent services
    3,311          
  Administrative services
    1,943          
  Reports to shareholders
    157          
  Registration statement and prospectus
    374          
  Postage, stationery and supplies
    347          
  Trustees' compensation
    38          
  Auditing and legal
    99          
  Custodian
    17          
  State and local taxes
    27          
  Other
    36          
  Total fees and expenses before reimbursements/waivers
    28,802          
 Less reimbursements/waivers of fees and expenses:
               
  Investment advisory services
    978          
  Administrative services
    150          
  Total fees and expenses after reimbursements/waivers
            27,674  
 Net investment income
            126,323  
                 
Net realized gain and unrealized
               
 appreciation on investments:
               
 Net realized gain on investments
            24,821  
 Net unrealized appreciation on investments
            715  
   Net realized gain and unrealized appreciation on investments
            25,536  
Net increase in net assets resulting
               
 from operations
          $ 151,859  
                 
* Additional information related to class-specific fees and expenses is included in the Notes to Financial Statements.
               

Statements of changes in net assets
 
(dollars in thousands)
 
             
             
   
Year ended August 31
 
   
2008
   
2007
 
Operations:
           
 Net investment income
  $ 126,323     $ 101,341  
 Net realized gain (loss) on investments
    24,821       (5,616 )
 Net unrealized appreciation on investments
    715       11,729  
  Net increase in net assets resulting from operations
    151,859       107,454  
                 
Dividends paid or accrued to
               
 shareholders from net investment income
    (127,252 )     (101,883 )
                 
Net capital share transactions
    1,366,130       208,991  
                 
Total increase in net assets
    1,390,737       214,562  
                 
Net assets:
               
 Beginning of year
    2,570,064       2,355,502  
 End of year (including distributions in excess of
               
  net investment income: $(170) and $(166), respectively)
  $ 3,960,801     $ 2,570,064  
                 
                 
See Notes to Financial Statements
               
                 



Notes to financial statements

1. Organization and significant accounting policies
 
Organization – The American Funds Income Series (the "trust") is registered under the Investment Company Act of 1940 as an open-end, diversified management investment company and has initially issued one series of shares, U.S. Government Securities Fund (the "fund"). The fund seeks a high level of current income, as well as preservation of capital, by investing primarily in securities guaranteed or sponsored by the United States government. The fund may also invest in nongovernment issues rated Aaa/AAA or equivalent.
 
The fund offers 15 share classes consisting of five retail share classes, five 529 college savings plan share classes and five retirement plan share classes. The 529 college savings plan share classes (529-A, 529-B, 529-C, 529-E and 529-F-1) can be used to save for college education. The five retirement plan share classes (R-1, R-2, R-3, R-4 and R-5) are generally only offered through eligible employer-sponsored retirement plans. The fund’s share classes are described below:

Share class
 
Initial sales charge
 
Contingent deferred sales charge upon redemption
 
Conversion feature
Classes A and 529-A
 
Up to 3.75%
 
None (except 1% for certain redemptions within one year of purchase without an initial sales charge)
 
None
Classes B and 529-B
 
None
 
Declines from 5% to 0% for redemptions within six years of purchase
 
Classes B and 529-B convert to Classes A and 529-A, respectively, after eight years
Class C
 
None
 
1% for redemptions within one year of purchase
 
Class C converts to Class F-1 after 10 years
Class 529-C
 
None
 
1% for redemptions within one year of purchase
 
None
Class 529-E
 
None
 
None
 
None
Classes F-1, F-2 and 529-F-1
 
None
 
None
 
None
Classes R-1, R-2, R-3, R-4 and R-5
 
None
 
None
 
None
 

On August 1, 2008, the fund made an additional retail share class (Class F-2) available for sale pursuant to an amendment to its registration statement filed with the Securities and Exchange Commission (“SEC”). In addition, Class F shares were renamed Class F-1 and Class 529-F shares were renamed Class 529-F-1. Refer to the fund’s prospectus for more details.

Holders of all share classes have equal pro rata rights to assets, dividends and liquidation proceeds. Each share class has identical voting rights, except for the exclusive right to vote on matters affecting only its class. Share classes have different fees and expenses ("class-specific fees and expenses"), primarily due to different arrangements for distribution, administrative and shareholder services. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different per-share dividends by each class.

Significant accounting policies – The financial statements have been prepared to comply with accounting principles generally accepted in the United States of America. These principles require management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the fund:

Security valuation – Fixed-income securities, including short-term securities purchased with more than 60 days left to maturity, are valued at prices obtained from an independent pricing service when such prices are available. However, where the investment adviser deems it appropriate, such securities will be valued at the mean quoted bid and asked prices (or bid prices, if asked prices are not available) or at prices for securities of comparable maturity, quality and type.  Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. The value of short-term securities originally purchased with maturities greater than 60 days is determined based on an amortized value to par when they reach 60 days or less remaining to maturity. The ability of the issuers of debt securities held by the fund to meet their obligations may be affected by economic developments in a specific industry, state or region.

Securities and other assets for which representative market quotations are not readily available or are considered unreliable by the investment adviser are fair valued as determined in good faith under procedures adopted by authority of the fund's board of trustees. Various factors may be reviewed in order to make a good faith determination of a security’s fair value. These factors include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions.

Security transactions and related investment income – Security transactions are recorded by the fund as of the date the trades are executed with brokers. Realized gains and losses from security transactions are determined based on the specific identified cost of the securities. In the event a security is purchased with a delayed payment date, the fund will segregate liquid assets sufficient to meet its payment obligations. Interest income is recognized on an accrual basis. Market discounts, premiums and original issue discounts on fixed-income securities are amortized daily over the expected life of the security.

Class allocations  Income, fees and expenses (other than class-specific fees and expenses) are allocated daily among the various share classes based on the relative value of their settled shares. Realized and unrealized gains and losses are allocated daily among the various share classes based on their relative net assets. Class-specific fees and expenses, such as distribution, administrative and shareholder services, are charged directly to the respective share class.

Dividends and distributions to shareholders Dividends paid to shareholders are declared daily after the determination of the fund’s net investment income and are paid to shareholders monthly. Distributions paid to shareholders are recorded on the ex-dividend date.

2. Federal income taxation and distributions                                                                                                

The fund complies with the requirements under Subchapter M of the Internal Revenue Code applicable to mutual funds and intends to distribute substantially all of its net taxable income and net capital gains each year. The fund is not subject to income taxes to the extent such distributions are made. Therefore, no federal income tax provision is required.

As of and during the period ended August 31, 2008, the fund did not have a liability for any unrecognized tax benefits. The fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statement of operations. During the period, the fund did not incur any interest or penalties.

The fund is not subject to examination by U.S. federal tax authorities for tax years before 2004 and by state tax authorities for tax years before 2003.

Distributions – Distributions paid to shareholders are based on net investment income and net realized gains determined on a tax basis, which may differ from net investment income and net realized gains for financial reporting purposes. These differences are due primarily to differing treatment for items such as short-term capital gains and losses; capital losses related to sales of certain securities within 30 days of purchase; paydowns on fixed-income securities; and net capital losses. The fiscal year in which amounts are distributed may differ from the year in which the net investment income and net realized gains are recorded by the fund for financial reporting purposes.

During the year ended August 31, 2008, the fund reclassified $934,000 from accumulated net realized loss to distributions in excess of net investment income and $9,000 from distributions in excess of net investment income to capital paid in on shares of beneficial interest to align financial reporting with tax reporting.

As of August 31, 2008, the tax basis components of distributable earnings, unrealized appreciation (depreciation) and cost of investment securities were as follows:

     
(dollars in thousands)
Undistributed ordinary income
   
$1,843
Capital loss carryforward expiring in 2015*
   
(24,808)
Gross unrealized appreciation on investment securities
   
39,530
Gross unrealized depreciation on investment securities
   
(46,435)
Net unrealized depreciation on investment securities
   
(6,905)
Cost of investment securities
   
4,024,225
*Reflects the utilization of capital loss carryforwards of $18,276,000. The remaining capital loss carryforward will be used to offset any capital gains realized by the fund in future years through the expiration date. The fund will not make distributions from capital gains while a capital loss carryforward remains.

Ordinary income distributions paid or accrued to shareholders from net investment income were as follows (dollars in thousands):

 
   
Year ended August 31
 
Share class
 
2008
   
2007
 
Class A
  $ 87,199     $ 73,884  
Class B
    5,959       5,895  
Class C
    5,823       4,098  
Class F-1
    5,126       3,660  
Class F-2*
    2       -  
Class 529-A
    2,227       1,788  
Class 529-B
    469       472  
Class 529-C
    1,053       908  
Class 529-E
    152       145  
Class 529-F-1
    176       126  
Class R-1
    205       148  
Class R-2
    3,865       3,593  
Class R-3
    3,946       4,163  
Class R-4
    3,385       1,856  
Class R-5
    7,665       1,147  
Total
  $ 127,252     $ 101,883  
                 
                 
*Class F-2 was offered beginning August 1, 2008.
 

3. Fees and transactions with related parties

Capital Research and Management Company ("CRMC"), the fund’s investment adviser, is the parent company of American Funds Service Company® ("AFS"), the fund’s transfer agent, and American Funds Distributors,® Inc. ("AFD"), the principal underwriter of the fund’s shares.

Investment advisory services - The Investment Advisory and Service Agreement with CRMC provides for monthly fees accrued daily. These fees are based on a declining series of annual rates beginning with 0.30% on the first $60 million of daily net assets and decreasing to 0.15% on such assets in excess of $3 billion. The agreement also provides for monthly fees, accrued daily, based on a declining series of rates beginning with 3.00% on the first $3,333,333 of the fund's monthly gross income and decreasing to 2.00% on such income in excess of $8,333,333. CRMC is currently waiving 10% of investment advisory services fees. During the year ended August 31, 2008, total investment advisory services fees waived by CRMC were $978,000. As a result, the fee shown on the accompanying financial statements of $9,781,000, which was equivalent to an annualized rate of 0.298%, was reduced to $8,803,000, or 0.268% of average daily net assets.

Class-specific fees and expenses – Expenses that are specific to individual share classes are accrued directly to the respective share class. The principal class-specific fees and expenses are described below:

Distribution services – The fund has adopted plans of distribution for all share classes, except Classes F-2 and R-5. Under the plans, the board of trustees approves certain categories of expenses that are used to finance activities primarily intended to sell fund shares and service existing accounts. The plans provide for payments, based on an annualized percentage of average daily net assets, ranging from 0.30% to 1.00% as noted on the following page. In some cases, the board of trustees has limited the amounts that may be paid to less than the maximum allowed by the plans. All share classes may use up to 0.25% of average daily net assets to pay service fees, or to compensate AFD for paying service fees, to firms that have entered into agreements with AFD to provide certain shareholder services. The remaining amounts available to be paid under each plan are paid to dealers to compensate them for their sales activities.

For Classes A and 529-A, the board of trustees has also approved the reimbursement of dealer and wholesaler commissions paid by AFD for certain shares sold without a sales charge. These classes reimburse AFD for amounts billed within the prior 15 months but only to the extent that the overall annual expense limit of 0.30% is not exceeded. As of August 31, 2008, there were no unreimbursed expenses subject to reimbursement for Classes A or 529-A.

Share class
Currently approved limits
Plan limits
Class A
0.30%
0.30%
Class 529-A
0.30
0.50
Classes B and 529-B
1.00
1.00
Classes C, 529-C and R-1
1.00
1.00
Class R-2
0.75
1.00
Classes 529-E and R-3
0.50
0.75
Classes F-1, 529-F-1 and R-4
0.25
0.50

Transfer agent services The fund has a transfer agent agreement with AFS for Classes A and B. Under this agreement, these share classes compensate AFS for transfer agent services including shareholder recordkeeping, communications and transaction processing. AFS is also compensated for certain transfer agent services provided to all other share classes from the administrative services fees paid to CRMC described below.

Administrative services – The fund has an administrative services agreement with CRMC to provide transfer agent and other related shareholder services for all share classes other than Classes A and B. Each relevant share class pays CRMC annual fees up to 0.15% (0.10% for Class R-5) based on its respective average daily net assets. Each relevant share class also pays AFS additional amounts for certain transfer agent services. CRMC and AFS may use these fees to compensate third parties for performing these services. CRMC has agreed to pay AFS on the fund's behalf for a portion of the transfer agent services fees for some of the retirement plan share classes. For the year ended August 31, 2008, the total administrative services fees paid by CRMC were $150,000 for Class R-2. Administrative services fees are presented gross of any payments made by CRMC. Each 529 share class is subject to an additional annual administrative services fee of 0.10% of its respective average daily net assets; this fee is payable to the Commonwealth of Virginia for the maintenance of the 529 college savings plan. Although these amounts are included with administrative services fees on the accompanying financial statements, the Commonwealth of Virginia is not considered a related party. 

Expenses under the agreements described above for the year ended August 31, 2008, were as follows (dollars in thousands):

Share class
Distribution services
Transfer agent services
Administrative services
CRMC administrative services
Transfer agent services
Commonwealth of Virginia administrative services
Class A
$6,427
$3,074
Not applicable
Not applicable
Not applicable
Class B
 1,807
237
Not applicable
Not applicable
Not applicable
Class C
 1,808
 
 
 
 
Included
in
administrative services
$257
$53
Not applicable
Class F-1
318
132
33
Not applicable
Class F-2
 Not applicable
 -*
-*
Not applicable
Class 529-A
 121
 65
14
$57
Class 529-B
 148
 18
6
15
Class 529-C
 331
 39
11
33
Class 529-E
 20
 5
 1
4
Class 529-F-1
 -
 5
1
4
Class R-1
 64
7
 9
Not applicable
Class R-2
 885
 173
 466
Not applicable
Class R-3
 534
 151
108
Not applicable
Class R-4
209
 115
6
Not applicable
Class R-5
Not applicable
 152
3
Not applicable
Total
$12,672
$3,311
$1,119
$711
$113
*Amount less than one thousand.

Trustees’ deferred compensation – Since the adoption of the deferred compensation plan in 1993, trustees who are unaffiliated with CRMC may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the fund, are treated as if invested in shares of the fund or other American Funds. These amounts represent general, unsecured liabilities of the fund and vary according to the total returns of the selected funds. Trustees’ compensation of $38,000, shown on the accompanying financial statements, includes $48,000 in current fees (either paid in cash or deferred) and a net decrease of $10,000 in the value of the deferred amounts.

Affiliated officers and trustees – Officers and certain trustees of the fund are or may be considered to be affiliated with CRMC, AFS and AFD. No affiliated officers or trustees received any compensation directly from the fund.

4. Capital share transactions

Capital share transactions in the fund were as follows (dollars and shares in thousands):
 
 
 
Sales*
   
Reinvestments of dividends
   
Repurchases*
   
Net increase (decrease)
 
Share class  
Amount
   
Shares
   
Amount
   
Shares
   
Amount
   
Shares
   
Amount
   
Shares
 
Year ended August 31, 2008
                                           
Class A
  $ 1,499,821       109,722     $ 79,245       5,830     $ (751,724 )     (55,277 )   $ 827,342       60,275  
Class B
    89,751       6,554       5,436       400       (51,555 )     (3,792 )     43,632       3,162  
Class C
    188,535       13,792       5,285       389       (75,769 )     (5,576 )     118,051       8,605  
Class F-1
    114,287       8,367       3,926       289       (76,162 )     (5,606 )     42,051       3,050  
Class F-2
    775       57       1       -       -       -       776       57  
Class 529-A
    30,432       2,231       2,215       163       (9,664 )     (711 )     22,983       1,683  
Class 529-B
    3,974       291       467       34       (1,888 )     (139 )     2,553       186  
Class 529-C
    18,428       1,353       1,048       77       (7,576 )     (558 )     11,900       872  
Class 529-E
    1,591       116       151       11       (616 )     (45 )     1,126       82  
Class 529-F-1
    1,982       145       175       13       (476 )     (35 )     1,681       123  
Class R-1
    6,897       506       199       15       (3,311 )     (242 )     3,785       279  
Class R-2
    74,308       5,440       3,826       281       (45,644 )     (3,356 )     32,490       2,365  
Class R-3
    79,304       5,818       3,918       288       (53,806 )     (3,954 )     29,416       2,152  
Class R-4
    42,799       3,126       3,379       248       (30,448 )     (2,238 )     15,730       1,136  
Class R-5
    231,550       16,999       7,555       556       (26,491 )     (1,944 )     212,614       15,611  
Total net increase
                                                               
   (decrease)
  $ 2,384,434       174,517     $ 116,826       8,594     $ (1,135,130 )     (83,473 )   $ 1,366,130       99,638  
                                                                 
Year ended August 31, 2007
                                                         
Class A
  $ 449,880       33,761     $ 65,732       4,930     $ (446,653 )     (33,525 )   $ 68,959       5,166  
Class B
    22,141       1,661       5,311       398       (39,127 )     (2,936 )     (11,675 )     (877 )
Class C
    49,217       3,690       3,649       274       (37,215 )     (2,793 )     15,651       1,171  
Class F-1
    46,916       3,524       2,404       180       (26,057 )     (1,959 )     23,263       1,745  
Class 529-A
    10,677       800       1,779       134       (6,703 )     (503 )     5,753       431  
Class 529-B
    1,420       107       470       35       (1,692 )     (127 )     198       15  
Class 529-C
    8,131       609       904       68       (5,258 )     (395 )     3,777       282  
Class 529-E
    871       65       144       11       (923 )     (69 )     92       7  
Class 529-F-1
    1,135       85       125       9       (266 )     (20 )     994       74  
Class R-1
    2,414       181       146       11       (1,785 )     (134 )     775       58  
Class R-2
    38,659       2,899       3,559       267       (33,202 )     (2,492 )     9,016       674  
Class R-3
    49,007       3,675       4,121       309       (72,684 )     (5,443 )     (19,556 )     (1,459 )
Class R-4
    64,729       4,847       1,836       138       (12,595 )     (947 )     53,970       4,038  
Class R-5
    60,531       4,562       1,040       78       (3,797 )     (285 )     57,774       4,355  
Total net increase
                                                               
   (decrease)
  $ 805,728       60,466     $ 91,220       6,842     $ (687,957 )     (51,628 )   $ 208,991       15,680  
                                                                 
                                                                 
* Includes exchanges between share classes of the fund.
                                         
† Class F-2 was offered beginning August 1, 2008.
                                         

5. Investment transactions

The fund made purchases and sales of investment securities, excluding short-term securities and U.S. government obligations, if any, of $1,846,435,000 and $1,236,018,000, respectively, during the year ended August 31, 2008.


Financial highlights1
                                                               
                                                                       
          Income from investment operations(2)                                            
   
Net asset
value,
beginning
of period
   
Net
investment
income
   
Net gains
(losses) on
securities
(both
realized and
unrealized)
   
Total from investment operations
   
Dividends (from net investment income)
   
Net asset value, end of period
   
Total return (3) (4)
   
Net assets, end of period (in millions)
   
Ratio of
expenses
to average
net assets
before reim-bursements/
waivers
   
Ratio of
expenses
to average
net assets
after reim-bursements/
waivers (4)
   
Ratio of net income to average net assets (4)
 
Class A:
                                                                     
 Year ended 8/31/2008
  $ 13.35     $ .54     $ .22         $ .76     $ (.55 )   $ 13.56       5.73 %   $ 2,602       .77 %     .74 %     3.95 %
 Year ended 8/31/2007
    13.32       .59       .03           .62       (.59 )     13.35       4.72       1,758       .79       .76       4.38  
 Year ended 8/31/2006
    13.72       .52       (.39 )         .13       (.53 )     13.32       1.04       1,685       .77       .74       3.89  
 Year ended 8/31/2005
    13.74       .44       -   (5 )     .44       (.46 )     13.72       3.23       1,801       .76       .74       3.17  
 Year ended 8/31/2004
    13.59       .43       .17           .60       (.45 )     13.74       4.49       1,900       .71       .71       3.14  
Class B:
                                                                                           
 Year ended 8/31/2008
    13.35       .44       .22           .66       (.45 )     13.56       4.99       203       1.46       1.44       3.27  
 Year ended 8/31/2007
    13.32       .49       .03           .52       (.49 )     13.35       3.99       158       1.51       1.47       3.66  
 Year ended 8/31/2006
    13.72       .43       (.39 )         .04       (.44 )     13.32       .32       169       1.49       1.46       3.17  
 Year ended 8/31/2005
    13.74       .34       -   (5 )     .34       (.36 )     13.72       2.51       196       1.48       1.46       2.45  
 Year ended 8/31/2004
    13.59       .33       .17           .50       (.35 )     13.74       3.72       221       1.47       1.47       2.38  
Class C:
                                                                                           
 Year ended 8/31/2008
    13.35       .43       .22           .65       (.44 )     13.56       4.95       244       1.50       1.47       3.19  
 Year ended 8/31/2007
    13.32       .49       .03           .52       (.49 )     13.35       3.94       125       1.55       1.52       3.62  
 Year ended 8/31/2006
    13.72       .42       (.39 )         .03       (.43 )     13.32       .27       109       1.55       1.52       3.11  
 Year ended 8/31/2005
    13.74       .33       -   (5 )     .33       (.35 )     13.72       2.45       120       1.53       1.51       2.40  
 Year ended 8/31/2004
    13.59       .32       .17           .49       (.34 )     13.74       3.65       122       1.53       1.53       2.32  
Class F-1:
                                                                                           
 Year ended 8/31/2008
    13.35       .54       .22           .76       (.55 )     13.56       5.79       142       .70       .67       4.01  
 Year ended 8/31/2007
    13.32       .60       .03           .63       (.60 )     13.35       4.80       99       .72       .69       4.44  
 Year ended 8/31/2006
    13.72       .53       (.39 )         .14       (.54 )     13.32       1.10       76       .71       .68       3.98  
 Year ended 8/31/2005
    13.74       .44       -   (5 )     .44       (.46 )     13.72       3.24       54       .75       .73       3.18  
 Year ended 8/31/2004
    13.59       .43       .17           .60       (.45 )     13.74       4.45       33       .75       .75       3.04  
Class F-2:
                                                                                           
 Period from 8/7/2008 to 8/31/2008
    13.48       .03       .08           .11       (.03 )     13.56       .85       1       .03       .03       .25  
Class 529-A:
                                                                                           
 Year ended 8/31/2008
    13.35       .53       .22           .75       (.54 )     13.56       5.70       68       .79       .76       3.93  
 Year ended 8/31/2007
    13.32       .58       .03           .61       (.58 )     13.35       4.66       44       .84       .81       4.33  
 Year ended 8/31/2006
    13.72       .52       (.39 )         .13       (.53 )     13.32       1.00       39       .81       .78       3.86  
 Year ended 8/31/2005
    13.74       .43       -   (5 )     .43       (.45 )     13.72       3.18       38       .81       .79       3.13  
 Year ended 8/31/2004
    13.59       .42       .17           .59       (.44 )     13.74       4.40       34       .80       .80       3.02  
Class 529-B:
                                                                                           
 Year ended 8/31/2008
    13.35       .42       .22           .64       (.43 )     13.56       4.85       16       1.60       1.57       3.14  
 Year ended 8/31/2007
    13.32       .48       .03           .51       (.48 )     13.35       3.85       13       1.64       1.60       3.53  
 Year ended 8/31/2006
    13.72       .41       (.39 )         .02       (.42 )     13.32       .19       13       1.63       1.60       3.03  
 Year ended 8/31/2005
    13.74       .32       -   (5 )     .32       (.34 )     13.72       2.34       14       1.65       1.63       2.29  
 Year ended 8/31/2004
    13.59       .31       .17           .48       (.33 )     13.74       3.54       13       1.64       1.64       2.20  
Class 529-C:
                                                                                           
 Year ended 8/31/2008
    13.35       .42       .22           .64       (.43 )     13.56       4.87       40       1.58       1.55       3.14  
 Year ended 8/31/2007
    13.32       .48       .03           .51       (.48 )     13.35       3.86       27       1.63       1.60       3.54  
 Year ended 8/31/2006
    13.72       .41       (.39 )         .02       (.42 )     13.32       .20       24       1.62       1.59       3.06  
 Year ended 8/31/2005
    13.74       .32       -   (5 )     .32       (.34 )     13.72       2.35       23       1.64       1.61       2.30  
 Year ended 8/31/2004
    13.59       .31       .17           .48       (.33 )     13.74       3.55       21       1.63       1.63       2.20  
Class 529-E:
                                                                                           
 Year ended 8/31/2008
    13.35       .49       .22           .71       (.50 )     13.56       5.40       5       1.07       1.04       3.66  
 Year ended 8/31/2007
    13.32       .54       .03           .57       (.54 )     13.35       4.38       4       1.12       1.09       4.05  
 Year ended 8/31/2006
    13.72       .48       (.39 )         .09       (.49 )     13.32       .73       3       1.09       1.06       3.60  
 Year ended 8/31/2005
    13.74       .39       -   (5 )     .39       (.41 )     13.72       2.88       3       1.11       1.09       2.83  
 Year ended 8/31/2004
    13.59       .38       .17           .55       (.40 )     13.74       4.08       2       1.11       1.11       2.71  
Class 529-F-1:
                                                                                           
 Year ended 8/31/2008
    13.35       .56       .22           .78       (.57 )     13.56       5.93       5       .57       .54       4.15  
 Year ended 8/31/2007
    13.32       .61       .03           .64       (.61 )     13.35       4.90       3       .62       .59       4.56  
 Year ended 8/31/2006
    13.72       .54       (.39 )         .15       (.55 )     13.32       1.20       2       .60       .57       4.09  
 Year ended 8/31/2005
    13.74       .43       -   (5 )     .43       (.45 )     13.72       3.20       2       .78       .75       3.18  
 Year ended 8/31/2004
    13.59       .41       .17           .58       (.43 )     13.74       4.33       1       .86       .86       2.94  
Class R-1:
                                                                                           
 Year ended 8/31/2008
    13.35       .43       .22           .65       (.44 )     13.56       4.89       9       1.56       1.53       3.16  
 Year ended 8/31/2007
    13.32       .48       .03           .51       (.48 )     13.35       3.89       5       1.65       1.57       3.57  
 Year ended 8/31/2006
    13.72       .42       (.39 )         .03       (.43 )     13.32       .30       4       1.63       1.49       3.17  
 Year ended 8/31/2005
    13.74       .33       -   (5 )     .33       (.35 )     13.72       2.46       3       1.66       1.50       2.43  
 Year ended 8/31/2004
    13.59       .32       .17           .49       (.34 )     13.74       3.66       2       1.74       1.52       2.26  
Class R-2:
                                                                                           
 Year ended 8/31/2008
    13.35       .44       .22           .66       (.45 )     13.56       4.97       136       1.61       1.46       3.24  
 Year ended 8/31/2007
    13.32       .49       .03           .52       (.49 )     13.35       3.98       103       1.73       1.48       3.66  
 Year ended 8/31/2006
    13.72       .43       (.39 )         .04       (.44 )     13.32       .32       94       1.93       1.47       3.18  
 Year ended 8/31/2005
    13.74       .34       -   (5 )     .34       (.36 )     13.72       2.50       85       1.94       1.47       2.46  
 Year ended 8/31/2004
    13.59       .33       .17           .50       (.35 )     13.74       3.70       68       2.02       1.48       2.32  
Class R-3:
                                                                                           
 Year ended 8/31/2008
    13.35       .49       .22           .71       (.50 )     13.56       5.40       118       1.07       1.04       3.67  
 Year ended 8/31/2007
    13.32       .54       .03           .57       (.54 )     13.35       4.39       88       1.11       1.08       4.05  
 Year ended 8/31/2006
    13.72       .48       (.39 )         .09       (.49 )     13.32       .69       107       1.20       1.09       3.56  
 Year ended 8/31/2005
    13.74       .39       -   (5 )     .39       (.41 )     13.72       2.88       91       1.20       1.08       2.84  
 Year ended 8/31/2004
    13.59       .38       .17           .55       (.40 )     13.74       4.09       73       1.23       1.10       2.71  
Class R-4:
                                                                                           
 Year ended 8/31/2008
    13.35       .54       .22           .76       (.55 )     13.56       5.77       91       .72       .69       4.02  
 Year ended 8/31/2007
    13.32       .59       .03           .62       (.59 )     13.35       4.79       75       .72       .69       4.50  
 Year ended 8/31/2006
    13.72       .53       (.39 )         .14       (.54 )     13.32       1.06       21       .75       .72       3.96  
 Year ended 8/31/2005
    13.74       .44       -   (5 )     .44       (.46 )     13.72       3.25       13       .74       .72       3.21  
 Year ended 8/31/2004
    13.59       .43       .17           .60       (.45 )     13.74       4.45       8       .74       .74       3.05  
Class R-5:
                                                                                           
 Year ended 8/31/2008
    13.35       .58       .22           .80       (.59 )     13.56       6.10       281       .41       .38       4.26  
 Year ended 8/31/2007
    13.32       .63       .03           .66       (.63 )     13.35       5.07       68       .45       .41       4.79  
 Year ended 8/31/2006
    13.72       .56       (.39 )         .17       (.57 )     13.32       1.36       10       .45       .42       4.24  
 Year ended 8/31/2005
    13.74       .48       -   (5 )     .48       (.50 )     13.72       3.56       8       .43       .41       3.50  
 Year ended 8/31/2004
    13.59       .47       .17           .64       (.49 )     13.74       4.78       7       .42       .42       3.39  



   
Year ended August 31
 
   
2008
   
2007
   
2006
   
2005
   
2004
 
                               
Portfolio turnover rate for all classes of shares
    92 %     110 %     146 %     104 %     72 %
                                         
(1) Based on operations for the periods shown (unless otherwise noted) and, accordingly, may not be representative of a full year.
(2) Based on average shares outstanding.
                                       
(3) Total returns exclude any applicable sales charges, including contingent deferred sales charges.
(4) This column reflects the impact, if any, of certain reimbursements/waivers from CRMC. During some of the periods shown, CRMC reduced fees for investment advisory services. In addition, during some of the periods shown, CRMC paid a portion of the fund's transfer agent fees for certain retirement plan share classes.
(5) Amount less than $.01.
                                       
                                         
See Notes to Financial Statements
                                       



Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of The American Funds Income Series - U.S. Government Securities Fund:

We have audited the accompanying statement of assets and liabilities, including the summary investment portfolio, of The American Funds Income Series – U.S. Government Securities Fund (the “Fund”), as of August 31, 2008, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with 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 and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2008, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of The American Funds Income Series – U.S. Government Securities Fund as of August 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.


Deloitte & Touche LLP

Costa Mesa, California
October 14, 2008





Tax information
unaudited

We are required to advise you within 60 days of the fund’s fiscal year-end regarding the federal tax status of certain distributions received by shareholders during such fiscal year. The fund hereby designates the following amount for the fund’s fiscal year ended August 31, 2008:

U.S. government income that may be exempt from state taxation
$44,573,000

Individual shareholders should refer to their Form 1099 or other tax information, which will be mailed in January 2009, to determine the calendar year amounts to be included on their 2008 tax returns. Shareholders should consult their tax advisers.






Other share class results
unaudited

Classes B, C, F and 529

Fund results shown are for past periods and are not predictive of results for future periods. Current and future results may be lower or higher than those shown. Share prices and returns will vary, so investors may lose money. For current information and month-end results, visit americanfunds.com.

Average annual total returns for periods ended September 30, 2008 (the most recent calendar quarter-end):

 
1 year
5 years
Life of class
       
Class B shares — first sold 3/15/00
     
Reflecting applicable contingent deferred sales
     
charge (CDSC), maximum of 5%, payable only
     
if shares are sold within six years of purchase
 –0.53%
  2.33%
   4.53%
Not reflecting CDSC
4.47
2.69
4.53
       
Class C shares — first sold 3/15/01
     
Reflecting CDSC, maximum of 1%, payable only
     
if shares are sold within one year of purchase
3.43
2.64
3.40
Not reflecting CDSC
4.43
2.64
3.40
       
Class F-1 shares1 — first sold 3/15/01
     
Not reflecting annual asset-based fee charged
     
by sponsoring firm
5.26
3.45
4.21
       
Class F-2 shares1 — first sold 8/7/08
     
Not reflecting annual asset-based fee charged
     
by sponsoring firm
 1.042
       
Class 529-A shares3 — first sold 2/20/02
     
Reflecting 3.75% maximum sales charge
1.24
2.58
3.39
Not reflecting maximum sales charge
5.17
3.37
3.99
       
Class 529-B shares3 — first sold 2/20/02
     
Reflecting applicable CDSC, maximum of 5%, payable
     
only if shares are sold within six years of purchase
–0.67
2.18
3.11
Not reflecting CDSC
4.33
2.54
3.11
       
Class 529-C shares3 — first sold 2/19/02
     
Reflecting CDSC, maximum of 1%, payable only
     
if shares are sold within one year of purchase
3.34
2.55
3.12
Not reflecting CDSC
4.34
2.55
3.12
       
Class 529-E shares1,3 — first sold 3/7/02
4.87
3.07
3.84
       
Class 529-F-1 shares1,3 — first sold 10/11/02
     
Not reflecting annual asset-based fee charged
     
by sponsoring firm
5.40
3.50
3.47

 
1These shares are sold without any initial or contingent deferred sales charge.
 
2Results are cumulative total returns; they are not annualized.
 
3Results shown do not reflect the $10 initial account setup fee and an annual $10 account maintenance fee.

The fund’s investment adviser waived 5% of its management fees from September 1, 2004, through March 31, 2005, and increased the waiver to 10% on April 1, 2005. Fund results shown reflect the waiver, without which they would have been lower. Please see the Financial Highlights table on pages 18 and 19 for details.

For information regarding the differences among the various share classes, please refer to the fund’s prospectus.

 


Expense example
unaudited
 

 
As a shareholder of the fund, you incur two types of costs: (1) transaction costs such as initial sales charges on purchase payments and contingent deferred sales charges on redemptions (loads); and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund so you can compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2008, through August 31, 2008).

Actual expenses:

The first line of each share class in the table on the next page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that 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 first line under the heading entitled "Expenses paid during period" to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes:

The second line of each share class in the table on the next page provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio for the share class and an assumed rate of return of 5.00% per year before expenses, which is not the actual return of the share class. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5.00% hypothetical example with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Notes:

There are some account fees that are charged to certain types of accounts, such as individual retirement accounts and  529 college savings plan accounts (generally, a $10 fee is charged to set up the account and an additional $10 fee is charged to the account annually) that would increase the amount of expenses paid on your account. In addition, retirement plan participants may be subject to certain fees charged by the plan sponsor, and Class F-1, F-2 and 529-F-1 shareholders may be subject to fees charged by financial intermediaries, typically ranging from 0.75% to 1.50% of assets annually depending on services offered. You can estimate the impact of these fees by adding the amount of the fees to the total estimated expenses you paid on your account during the period as calculated above. In addition, your ending account value would also be lower by the amount of these fees.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

   
Beginning account value 3/1/2008
   
Ending account value 8/31/2008
   
Expenses paid during period*
   
Annualized expense ratio
 
                         
Class A -- actual return
  $ 1,000.00     $ 1,001.58     $ 3.72       .74 %
Class A -- assumed 5% return
    1,000.00       1,021.42       3.76       .74  
Class B -- actual return
    1,000.00       998.18       7.13       1.42  
Class B -- assumed 5% return
    1,000.00       1,018.00       7.20       1.42  
Class C -- actual return
    1,000.00       997.97       7.28       1.45  
Class C -- assumed 5% return
    1,000.00       1,017.85       7.35       1.45  
Class F-1 -- actual return
    1,000.00       1,001.96       3.32       .66  
Class F-1 -- assumed 5% return
    1,000.00       1,021.82       3.35       .66  
Class F-2 -- actual return †
    1,000.00       1,008.48       .31       .47  
Class F-2 -- assumed 5% return †
    1,000.00       1,022.77       2.39       .47  
Class 529-A -- actual return
    1,000.00       1,001.61       3.67       .73  
Class 529-A -- assumed 5% return
    1,000.00       1,021.47       3.71       .73  
Class 529-B -- actual return
    1,000.00       997.55       7.78       1.55  
Class 529-B -- assumed 5% return
    1,000.00       1,017.34       7.86       1.55  
Class 529-C -- actual return
    1,000.00       997.61       7.68       1.53  
Class 529-C -- assumed 5% return
    1,000.00       1,017.44       7.76       1.53  
Class 529-E -- actual return
    1,000.00       1,000.20       5.13       1.02  
Class 529-E -- assumed 5% return
    1,000.00       1,020.01       5.18       1.02  
Class 529-F-1 -- actual return
    1,000.00       1,002.65       2.62       .52  
Class 529-F-1 -- assumed 5% return
    1,000.00       1,022.52       2.64       .52  
Class R-1 -- actual return
    1,000.00       997.82       7.48       1.49  
Class R-1 -- assumed 5% return
    1,000.00       1,017.65       7.56       1.49  
Class R-2 -- actual return
    1,000.00       998.04       7.23       1.44  
Class R-2 -- assumed 5% return
    1,000.00       1,017.90       7.30       1.44  
Class R-3 -- actual return
    1,000.00       1,000.23       5.08       1.01  
Class R-3 -- assumed 5% return
    1,000.00       1,020.06       5.13       1.01  
Class R-4 -- actual return
    1,000.00       1,001.87       3.42       .68  
Class R-4 -- assumed 5% return
    1,000.00       1,021.72       3.46       .68  
Class R-5 -- actual return
    1,000.00       1,003.44       1.86       .37  
Class R-5 -- assumed 5% return
    1,000.00       1,023.28       1.88       .37  
 
*The “expenses paid during period” are equal to the “annualized expense ratio,” multiplied by the average account value over the period, multiplied by the number of days in the period, and divided by 366 (to reflect the one-half year period).
 
† The period for the “annualized expense ratio” and “actual return” line is based on the number of days from August 7, 2008 (the initial sale of the share class), through August 31, 2008, and accordingly, is not representative of a full period. The “assumed 5% return” line is based on 184 days.
 
 
 
Approval of Investment Advisory and Service Agreement

The fund’s board has approved the fund’s Investment Advisory and Service Agreement (the “agreement”) with Capital Research and Management Company (“CRMC”) for an additional one-year term through May 31, 2009. The board approved the agreement following the recommendation of the fund’s Contracts Committee (the “committee”), which is composed of all of the fund’s independent board members. The board and the committee determined that the fund’s advisory fee structure was fair and reasonable in relation to the services provided and that approving the agreement was in the best interests of the fund and its shareholders.

In reaching this decision, the board and the committee took into account information furnished to them throughout the year, as well as information prepared specifically in connection with their review of the agreement and were advised by their independent counsel. They considered the factors discussed below, among others, but did not identify any single issue or particular piece of information that, in isolation, was the controlling factor.

1. Nature, extent and quality of services

The board and the committee considered the depth and quality of CRMC’s investment management process, including its global research capabilities; the experience, capability and integrity of its senior management and other personnel; the low turnover rates of its key personnel; the overall financial strength and stability of its organization; and the ongoing evolution of CRMC’s organizational structure designed to maintain and strengthen these qualities. The board and the committee also considered the nature, extent and quality of administrative, compliance and shareholder services provided by CRMC to the fund under the agreement and other agreements as well as the benefits to fund shareholders from investing in a fund that is part of a large family of funds. The board and the committee concluded that the nature, extent and quality of the services provided by CRMC have benefited and should continue to benefit the fund and its shareholders.

2. Investment results

The board and the committee considered the investment results of the fund in light of its objective of providing a high level of current income as well as preserving capital. They compared the fund’s total returns with those of other relevant funds (including the other funds that are the basis of the Lipper index for the category in which the fund is included) and market data such as relevant market indices. This report, including the letter to shareholders and related disclosures, contains certain information about the fund’s investment results. The board and the committee concluded that the fund’s short- and long-term results have been satisfactory and that CRMC’s record in managing the fund indicated that its continued management should benefit the fund and its shareholders.

3. Advisory fees and total expenses

The board and the committee compared the advisory fees and total expense levels of the fund to those of other relevant funds. They observed that the fund’s advisory fees and expenses remain significantly below those of most other relevant funds. The board and the committee also noted the breakpoint discounts in the fund’s advisory fee structure that reduce the level of fees charged by CRMC to the fund as fund assets increase as well as the 10% advisory fee waiver in effect since April 2005. In addition, they reviewed information regarding the advisory fees paid by institutional clients of an affiliate of CRMC with investment mandates similar to those of the fund. They noted that, although the fees paid by those clients generally were lower than those paid by the fund, the differences appropriately reflected the significant investment, operational and regulatory differences between advising mutual funds and institutional clients. The board and the committee concluded that the fund’s cost structure was fair and reasonable in relation to the services provided, and that the shareholders receive reasonable value in return for the advisory fees and other amounts paid to CRMC by the fund.

4. Ancillary benefits

The board and the committee considered a variety of other benefits received by CRMC and its affiliates as a result of CRMC’s relationship with the fund and the other American Funds, including fees for administrative services provided to certain share classes; fees paid to CRMC’s affiliated transfer agent; sales charges and distribution fees received and retained by the fund’s principal underwriter, an affiliate of CRMC; and possible ancillary benefits to CRMC’s institutional management affiliates. The board and the committee reviewed CRMC’s portfolio trading practices, noting that while CRMC receives the benefit of research provided by broker-dealers executing portfolio transactions on behalf of the fund, it does not obtain third-party research or other services in return for allocating brokerage to such broker-dealers. The board and the committee took these ancillary benefits into account in evaluating the reasonableness of the advisory fees and other amounts paid to CRMC by the fund.

5. Adviser financial information

The board and the committee reviewed information regarding CRMC’s costs of providing services to the American Funds, including personnel, systems and resources of investment, compliance, trading, accounting and other administrative operations. They considered CRMC’s costs and willingness to invest in technology, infrastructure and staff to maintain and expand services and capabilities, respond to industry and regulatory developments and attract and retain qualified personnel. They noted information previously received regarding the compensation structure for CRMC’s investment professionals. The board and the committee also compared CRMC’s profitability to the reported results of several large, publicly held investment management companies. The board and the committee noted the competitiveness and cyclicality of both the mutual fund industry and the capital markets, and the importance in that environment of CRMC’s long-term profitability for maintaining its independence, company culture and management continuity. They further considered the breakpoint discounts in the fund’s advisory fee structure and the impact of CRMC’s current 10% advisory fee waiver, reflecting benefits that may accrue from growth in assets. The board and the committee concluded that the fund’s advisory fee structure reflected a reasonable sharing of benefits between CRMC and the fund’s shareholders.
 

 
Board of trustees and other officers

 
“Independent” trustees
 
     
 
Year first
 
 
elected
 
 
a trustee
 
Name and age
of the fund1
Principal occupation(s) during past five years
     
Ambassador
1999
Corporate director and author; former U.S.
Richard G. Capen, Jr., 74
 
Ambassador to Spain; former Vice Chairman, Knight-Ridder, Inc. (communications company); former Chairman and Publisher, The Miami Herald
     
H. Frederick Christie, 75
1985
Private investor; former President and CEO, The Mission Group (non-utility holding company, subsidiary of Southern California Edison Company)
     
James G. Ellis, 61
2006
Dean and Professor of Marketing, University of Southern California
     
Martin Fenton, 73
1989
Chairman of the Board, Senior Resource Group LLC
Chairman of the Board
 
(development and management of senior living
(Independent and
 
communities)
Non-Executive)
   
     
Leonard R. Fuller, 62
1994
President and CEO, Fuller Consulting (financial management consulting firm)
     
R. Clark Hooper, 62
2005
Private investor; former President, Dumbarton Group LLC (securities industry consulting); former Executive Vice President — Policy and Oversight, NASD
     
Richard G. Newman, 73
1991
Chairman of the Board, AECOM Technology Corporation (engineering, consulting and professional technical services)
     
Frank M. Sanchez, 65
1999
Principal, The Sanchez Family Corporation dba McDonald’s Restaurants (McDonald’s licensee)
     
Steadman Upham, Ph.D., 59
2007
President and Professor of Anthropology, The University of Tulsa; former President and Professor of Archaeology, Claremont Graduate University
Independent” trustees
 
     
 
Number of
 
 
portfolios
 
 
in fund
 
 
complex2
 
 
overseen by
 
Name and age
trustee
Other directorships3 held by trustee
     
Ambassador
15
Carnival Corporation
Richard G. Capen, Jr., 74
   
     
H. Frederick Christie, 75
21
AECOM Technology Corporation; DineEquity, Inc.; Ducommun Incorporated; SouthWest Water Company
     
James G. Ellis, 61
12
None
     
Martin Fenton, 73
18
None
Chairman of the Board
   
(Independent and
   
Non-Executive)
   
     
Leonard R. Fuller, 62
16
None
     
R. Clark Hooper, 62
18
JPMorgan Value Opportunities Fund, Inc.; The Swiss Helvetia Fund, Inc.
     
Richard G. Newman, 73
14
Sempra Energy; SouthWest Water Company
     
Frank M. Sanchez, 65
13
None
     
Steadman Upham, Ph.D., 59
14
None
     
“Interested” trustees4
 
     
 
Year first
 
 
elected a
 
 
trustee of
 
Name and age
the fund1
Principal occupation(s) during past five years
     
Abner D. Goldstine, 78
1985
Senior Vice President — Fixed Income, Capital
Vice Chairman of the Board
 
Research and Management Company; Director, Capital Research and Management Company
     
Paul G. Haaga, Jr., 59
1985
Vice Chairman of the Board, Capital Research and
Vice Chairman of the Board
 
Management Company; Senior Vice President — Fixed Income, Capital Research and Management Company; Director, The Capital Companies, Inc.5
     
John H. Smet, 52
1993
Senior Vice President — Fixed Income, Capital
President
 
Research and Management Company; Director, American Funds Distributors, Inc.5
     
“Interested” trustees4
 
     
 
Number of
 
 
portfolios
 
 
in fund
 
 
complex2
 
 
overseen by
 
Name and age
trustee
Other directorships3 held by trustee
     
Abner D. Goldstine, 78
13
None
Vice Chairman of the Board
   
     
Paul G. Haaga, Jr., 59
14
None
Vice Chairman of the Board
   
     
John H. Smet, 52
2
None
President
   

The statement of additional information includes additional information about fund trustees and is available without charge upon request by calling American Funds Service Company at 800/421-0180. The address for all trustees and officers of the fund is 333 South Hope Street, Los Angeles, CA 90071, Attention: Secretary.


Other officers
 
     
 
Year first
 
 
elected
Principal occupation(s) during past five years
Name, age and
an officer
and positions held with affiliated entities or the
position with fund
of the fund1
principal underwriter of the fund
     
Thomas H. Hogh, 45
2004
Senior Vice President — Fixed Income, Capital
Vice President
 
Research Company5
     
Kristine M. Nishiyama, 38
2003
Vice President and Senior Counsel — Fund
Vice President
 
Business Management Group, Capital Research and Management Company; Vice President and Counsel — Capital Bank and Trust Company5
     
Kimberly S. Verdick, 44
1994
Vice President — Fund Business Management
Secretary
 
Group, Capital Research and Management Company
     
Ari M. Vinocor, 33
2007
Vice President — Fund Business Management
Treasurer
 
Group, Capital Research and Management Company
     
Courtney R. Taylor, 33
2006
Assistant Vice President — Fund Business
Assistant Secretary
 
Management Group, Capital Research and Management Company
     
M. Susan Gupton, 35
2008
Vice President — Fund Business Management
Assistant Treasurer
 
Group, Capital Research and Management Company

1
Trustees and officers of the fund serve until their resignation, removal or retirement.
2
Capital Research and Management Company manages the American Funds, consisting of 31 funds. Capital Research and Management Company also manages American Funds Insurance Series,® which is composed of 16 funds and serves as the underlying investment vehicle for certain variable insurance contracts; American Funds Target Date Retirement Series,® Inc., which is composed of nine funds and is available through tax-deferred retirement plans and IRAs; and Endowments, which is composed of two portfolios and is available to certain nonprofit organizations.
3
This includes all directorships (other than those in the American Funds or other funds managed by Capital Research and Management Company) that are held by each trustee as a director of a public company or a registered investment company.
4
“Interested persons” within the meaning of the 1940 Act, on the basis of their affiliation with the fund’s investment adviser, Capital Research and Management Company, or affiliated entities (including the fund’s principal underwriter).
5
Company affiliated with Capital Research and Management Company.


Offices of the fund and of the investment adviser
Capital Research and Management Company
333 South Hope Street
Los Angeles, CA 90071-1406

6455 Irvine Center Drive
Irvine, CA 92618

Transfer agent for shareholder accounts
American Funds Service Company
(Please write to the address nearest you.)

P.O. Box 6007
Indianapolis, IN 46206-6007

P.O. Box 2280
Norfolk, VA 23501-2280

Custodian of assets
JPMorgan Chase Bank
270 Park Avenue
New York, NY 10017-2070

Counsel
Paul, Hastings, Janofsky & Walker LLP
515 South Flower Street
Los Angeles, CA 90071-2228

Independent registered public accounting firm
Deloitte & Touche LLP
695 Town Center Drive
Suite 1200
Costa Mesa, CA 92626-7188

Principal underwriter
American Funds Distributors, Inc.
333 South Hope Street
Los Angeles, CA 90071-1406

Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information is contained in the fund’s prospectus, which can be obtained from your financial professional and should be read carefully before investing. You may also call American Funds Service Company (AFS) at 800/421-0180 or visit the American Funds website at americanfunds.com.

“American Funds Proxy Voting Guidelines” — which describes how we vote proxies relating to portfolio securities — is available free of charge on the U.S. Securities and Exchange Commission (SEC) website at sec.gov, on the American Funds website or upon request by calling AFS. The fund files its proxy voting record with the SEC for the 12 months ended June 30 by August 31. The report also is available on the SEC and American Funds websites.

A complete August 31, 2008, portfolio of U.S. Government Securities Fund’s investments is available free of charge by calling AFS or visiting the SEC website (where it is part of Form N-CSR).

U.S. Government Securities Fund files a complete list of its portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. This filing is available free of charge on the SEC website. You may also review or, for a fee, copy this filing at the SEC’s Public Reference Room in Washington, D.C. (800/SEC-0330). Additionally, the list of portfolio holdings also is available by calling AFS.

This report is for the information of shareholders of U.S. Government Securities Fund, but it also may be used as sales literature when preceded or accompanied by the current prospectus, which gives details about charges, expenses, investment objectives and operating policies of the fund. If used as sales material after December 31, 2008, this report must be accompanied by an American Funds statistical update for the most recently completed calendar quarter.


[logo - American Funds®]

The right choice for the long term®

What makes American Funds different?

For more than 75 years, we have followed a consistent philosophy to benefit our investors. Our 31 carefully conceived, broadly diversified funds, in addition to the target date retirement series, offer opportunities that have attracted over 50 million shareholder accounts.

Our unique combination of strengths includes these five factors:

•A long-term, value-oriented approach
We seek to buy securities at reasonable prices relative to their prospects and hold them for the long term.

•An extensive global research effort
Our investment professionals travel the world to find the best investment opportunities and gain a comprehensive understanding of companies and markets.

•The multiple portfolio counselor system
Our unique method of portfolio management, developed 50 years ago, blends teamwork with individual accountability and has provided American Funds with a sustainable method of achieving fund objectives.

•Experienced investment professionals
American Funds portfolio counselors have an average of 26 years of investment experience, providing a wealth of knowledge and experience that few organizations have.

•A commitment to low operating expenses
The American Funds provide exceptional value for shareholders, with operating expenses that are among the lowest in the mutual fund industry.

American Funds span a range of investment objectives
 
Growth funds
 
Emphasis on long-term growth through stocks
 
AMCAP Fund®
 
EuroPacific Growth Fund®
 
The Growth Fund of America®
 
The New Economy Fund®
 
New Perspective Fund®
 
New World FundSM
 
SMALLCAP World Fund®
   
Growth-and-income funds
 
Emphasis on long-term growth and dividends through stocks
 
American Mutual Fund®
 
Capital World Growth and Income FundSM
 
Fundamental InvestorsSM
 
International Growth and Income FundSM
 
The Investment Company of America®
 
Washington Mutual Investors FundSM
   
Equity-income funds
 
Emphasis on above-average income and growth through stocks and/or bonds
 
Capital Income Builder®
 
The Income Fund of America®
   
Balanced fund
 
Emphasis on long-term growth and current income through stocks and bonds
 
American Balanced Fund®
   
Bond funds
 
Emphasis on current income through bonds
 
American High-Income TrustSM
 
The Bond Fund of AmericaSM
 
Capital World Bond Fund®
 
Intermediate Bond Fund of America®
 
Short-Term Bond Fund of AmericaSM
>
U.S. Government Securities FundSM
   
Tax-exempt bond funds
 
Emphasis on tax-free current income through municipal bonds
 
American High-Income Municipal Bond Fund®
 
Limited Term Tax-Exempt Bond Fund of AmericaSM
 
The Tax-Exempt Bond Fund of America®
 
State-specific tax-exempt funds
 
The Tax-Exempt Fund of California®
 
The Tax-Exempt Fund of Maryland®
 
The Tax-Exempt Fund of Virginia®
   
Money market funds
 
The Cash Management Trust of America®
 
The Tax-Exempt Money Fund of AmericaSM
 
The U.S. Treasury Money Fund of AmericaSM
   
American Funds Target Date Retirement Series®

The Capital Group Companies
 
American Funds
Capital Research and Management
Capital International
Capital Guardian
Capital Bank and Trust
 


 
Lit No. MFGEAR-922-1008P
 
Litho in USA DD/L/8058-S16803
 
 
ITEM 2 – Code of Ethics

The Registrant has adopted a Code of Ethics that applies to its Principal Executive Officer and Principal Financial Officer.  The Registrant undertakes to provide to any person without charge, upon request, a copy of the Code of Ethics.  Such request can be made to American Funds Service Company at 800/421-0180 or to the Secretary of the Registrant, 333 South Hope Street, Los Angeles, California 90071.


ITEM 3 – Audit Committee Financial Expert

The Registrant’s board has determined that Frank M. Sanchez, a member of the Registrant’s audit committee, is an “audit committee financial expert” and "independent," as such terms are defined in this Item. This designation will not increase the designee’s duties, obligations or liability as compared to his or her duties, obligations and liability as a member of the audit committee and of the board, nor will it reduce the responsibility of the other audit committee members.  There may be other individuals who, through education or experience, would qualify as "audit committee financial experts" if the board had designated them as such.  Most importantly, the board believes each member of the audit committee contributes significantly to the effective oversight of the Registrant’s financial statements and condition.


ITEM 4 – Principal Accountant Fees and Services

 
Registrant:
 
   
a)  Audit Fees:
     
2007
$73,000
     
2008
$79,000
       
   
b)  Audit-Related Fees:
     
2007
$1,000
     
2008
$2,000
     
The audit-related fees consist of assurance and related services relating to the examination of the Registrant’s investment adviser conducted in accordance with Statement on Auditing Standards Number 70 issued by the American Institute of Certified Public Accountants.
 
   
c)  Tax Fees:
     
2007
$6,000
     
2008
$7,000
     
The tax fees consist of professional services relating to the preparation of the Registrant’s tax returns.
 
   
d)  All Other Fees:
     
2007
None
     
2008
None
       
 
Adviser and affiliates (includes only fees for non-audit services billed to the adviser and affiliates for engagements that relate directly to the operations and financial reporting of the Registrant and were subject to the pre-approval policies described below):
 
   
a)  Not Applicable
 
   
b)  Audit-Related Fees:
     
2007
$1,011,000
     
2008
$828,000
     
The audit–related fees consist of assurance and related services relating to the examination of the Registrant’s transfer agent, principal underwriter and investment adviser conducted in accordance with Statement on Auditing Standards Number 70 issued by the American Institute of Certified Public Accountants.
 
   
c)  Tax Fees:
     
2007
$5,000
     
2008
$8,000
     
The tax fees consist of consulting services relating to the registrant’s investments.
 
   
d)  All Other Fees:
     
2007
None
     
2008
None
       
The Registrant’s audit committee will pre-approve all audit and permissible non-audit services that the committee considers compatible with maintaining the independent registered public accounting firm’s independence.  The pre-approval requirement will extend to all non-audit services provided to the Registrant, the investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Registrant, if the engagement relates directly to the operations and financial reporting of the Registrant. The committee will not delegate its responsibility to pre-approve these services to the investment adviser. The committee may delegate to one or more committee members the authority to review and pre-approve audit and permissible non-audit services.  Actions taken under any such delegation will be reported to the full committee at its next meeting. The pre-approval requirement is waived with respect to non-audit services if certain conditions are met. The pre-approval requirement was not waived for any of the non-audit services listed above provided to the Registrant, adviser, and affiliates.

Aggregate non-audit fees paid to the Registrant’s auditors, including fees for all services billed to the Registrant and the adviser and affiliates that provide ongoing services to the Registrant were $1,293,000 for fiscal year 2007 and $1,140,000 for fiscal year 2008. The non-audit services represented by these amounts were brought to the attention of the committee and considered to be compatible with maintaining the auditors’ independence.
 
 
ITEM 5 – Audit Committee of Listed Registrants

Not applicable to this Registrant, insofar as the Registrant is not a listed issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934.


ITEM 6 – Schedule of Investments
 
[logo – American Funds®]


 

U.S. Government Securities FundSM
Investment portfolio

August 31, 2008


 
Principal amount
Value
Bonds & notes — 97.05%
(000)
(000)
     
MORTGAGE-BACKED OBLIGATIONS — 48.20%
   
Federal agency mortgage-backed obligations1 — 42.52%
   
Fannie Mae 7.00% 2009
$         3
$         3
Fannie Mae 9.00% 2009
1
1
Fannie Mae 7.00% 2010
41
41
Fannie Mae 8.50% 2010
3
4
Fannie Mae 7.00% 2011
12
12
Fannie Mae 9.50% 2011
9
10
Fannie Mae 7.00% 2017
133
139
Fannie Mae 10.50% 2018
1,292
1,486
Fannie Mae 12.00% 2019
438
496
Fannie Mae 4.50% 2020
20,029
19,739
Fannie Mae 4.50% 2020
18,321
18,018
Fannie Mae 4.50% 2020
6,448
6,354
Fannie Mae 5.00% 2020
7,456
7,501
Fannie Mae 6.00% 2021
440
452
Fannie Mae 6.00% 2021
405
415
Fannie Mae 6.00% 2021
341
349
Fannie Mae 9.50% 2022
40
44
Fannie Mae 6.00% 2024
3,533
3,594
Fannie Mae 11.013% 20252
3,145
3,617
Fannie Mae 6.00% 2026
191
195
Fannie Mae 9.50% 2026
275
312
Fannie Mae 6.00% 2027
17,944
18,257
Fannie Mae 6.50% 2027
16,594
17,096
Fannie Mae 6.50% 2027
8,006
8,248
Fannie Mae 6.50% 2027
7,287
7,507
Fannie Mae 8.50% 2027
16
17
Fannie Mae 5.00% 2028
9,900
9,616
Fannie Mae 7.50% 2029
294
315
Fannie Mae 7.50% 2030
42
45
Fannie Mae 7.50% 2030
14
15
Fannie Mae 7.50% 2031
203
218
Fannie Mae 7.50% 2031
79
84
Fannie Mae 7.50% 2031
74
80
Fannie Mae 7.50% 2031
45
48
Fannie Mae 8.00% 2031
2,587
2,792
Fannie Mae 4.404% 20332
1,782
1,799
Fannie Mae 5.50% 2033
13,489
13,399
Fannie Mae 4.47% 20352
3,942
3,980
Fannie Mae 4.50% 2035
30,616
28,525
Fannie Mae 4.50% 20352
2,072
2,074
Fannie Mae 4.543% 20352
2,970
2,974
Fannie Mae 5.00% 2035
  9,647
  9,308
Fannie Mae 5.50% 2035
9,161
9,083
Fannie Mae 5.50% 2035
4,886
4,850
Fannie Mae 6.50% 2035
44,254
45,896
Fannie Mae 5.00% 2036
9,534
9,199
Fannie Mae 5.42% 20362
6,667
6,749
Fannie Mae 5.50% 2036
10,197
10,085
Fannie Mae 5.50% 2036
323
319
Fannie Mae 5.512% 20362
7,306
7,406
Fannie Mae 6.00% 2036
349
354
Fannie Mae 6.50% 2036
29,909
31,033
Fannie Mae 5.00% 2037
3,729
3,590
Fannie Mae 5.00% 2037
3,199
3,078
Fannie Mae 5.00% 2037
2,191
2,110
Fannie Mae 5.378% 20372
10,567
10,694
Fannie Mae 5.50% 2037
6,690
6,541
Fannie Mae 5.50% 2037
4,574
4,472
Fannie Mae 5.632% 20372
3,213
3,266
Fannie Mae 5.853% 20372
4,630
4,740
Fannie Mae 6.00% 20373
2,562
2,565
Fannie Mae 6.00% 2037
1,525
1,543
Fannie Mae 6.019% 20372
1,062
1,075
Fannie Mae 6.032% 20372
3,297
3,380
Fannie Mae 6.172% 20372
1,777
1,821
Fannie Mae 6.353% 20372
13,654
14,032
Fannie Mae 6.50% 2037
14,427
14,769
Fannie Mae 6.50% 2037
13,193
13,505
Fannie Mae 6.50% 2037
10,493
10,742
Fannie Mae 6.50% 2037
8,795
9,003
Fannie Mae 6.50% 2037
7,555
7,786
Fannie Mae 6.50% 2037
6,183
6,397
Fannie Mae 6.50% 2037
5,880
6,019
Fannie Mae 6.50% 2037
5,621
5,789
Fannie Mae 6.50% 2037
2,647
2,738
Fannie Mae 7.00% 2037
12,773
13,260
Fannie Mae 7.00% 2037
11,718
12,164
Fannie Mae 7.00% 2037
9,181
9,530
Fannie Mae 7.00% 2037
7,547
7,835
Fannie Mae 7.00% 2037
5,048
5,281
Fannie Mae 7.00% 2037
3,331
3,485
Fannie Mae 7.00% 2037
2,745
2,850
Fannie Mae 7.00% 20373
2,219
2,288
Fannie Mae 7.00% 2037
1,732
1,798
Fannie Mae 7.00% 2037
1,383
1,436
Fannie Mae 7.00% 2037
684
710
Fannie Mae 7.50% 2037
2,088
2,184
Fannie Mae 7.50% 2037
1,209
1,264
Fannie Mae 4.443% 20382
4,876
4,801
Fannie Mae 4.50% 2038
20,364
18,903
Fannie Mae 4.50% 2038
19,971
18,539
Fannie Mae 4.50% 2038
5,000
4,641
Fannie Mae 4.50% 2038
1,651
1,533
Fannie Mae 4.50% 2038
500
464
Fannie Mae 4.50% 2038
483
448
Fannie Mae 4.539% 20382
1,856
1,838
Fannie Mae 5.00% 2038
26,522
25,495
Fannie Mae 5.00% 2038
15,765
15,155
Fannie Mae 5.45% 20382
13,168
13,353
Fannie Mae 5.486% 20382
2,883
2,925
Fannie Mae 6.00% 2038
8,669
8,761
Fannie Mae 6.00% 2038
6,931
6,966
Fannie Mae 7.00% 2038
15,508
16,099
Fannie Mae 6.459% 20472
12,415
12,702
Fannie Mae 6.496% 20472
5,538
5,675
Fannie Mae, Series 2003-T1, Class B, 4.491% 2012
27,750
27,785
Fannie Mae, Series 35, Class 2, 12.00% 2018
18
19
Fannie Mae, Series 2003-48, Class TJ, 4.50% 2022
5,391
5,353
Fannie Mae, Series 1992-119, Class Z, 8.00% 2022
203
221
Fannie Mae, Series 2001-4, Class NA, 11.873% 20252
2,504
2,770
Fannie Mae, Series 2002-W3, Class A-5, 7.50% 2028
678
724
Fannie Mae, Series 2002-W7, Class A-5, 7.50% 2029
2,679
2,882
Fannie Mae, Series 2001-25, Class ZA, 6.50% 2031
1,281
1,328
Fannie Mae, Series 2001-20, Class E, 9.621% 20312
81
89
Fannie Mae, Series 2001-20, Class C, 12.045% 20312
311
352
Fannie Mae, Series 2005-29, Class AK, 4.50% 2035
10,452
10,265
Fannie Mae, Series 2005-68, Class PG, 5.50% 2035
18,610
18,765
Fannie Mae, Series 2006-56, Class OG, principal only, 0% 2036
6,241
4,672
Fannie Mae, Series 2006-83, Class AO, principal only, 0% 2036
4,991
3,617
Fannie Mae, Series 2006-65, Class PF, 2.752% 20362
6,882
6,730
Fannie Mae, Series 2006-49, Class PA, 6.00% 2036
1,138
1,162
Fannie Mae, Series 2007-33, Class HE, 5.50% 2037
7,252
7,257
Fannie Mae, Series 2007-40, Class PT, 5.50% 2037
4,606
4,626
Fannie Mae, Series 2007-24, Class P, 6.00% 2037
32,676
33,253
Fannie Mae, Series 1999-T2, Class A-1, 7.50% 20392
924
985
Fannie Mae, Series 2002-W1, Class 2A, 7.50% 2042
691
728
Freddie Mac 7.00% 2008
Freddie Mac 8.50% 2009
6
6
Freddie Mac 6.00% 2014
151
156
Freddie Mac 6.00% 2017
552
570
Freddie Mac 8.00% 2017
184
196
Freddie Mac 8.50% 2018
Freddie Mac 4.50% 2019
8,106
7,960
Freddie Mac 4.50% 2019
1,724
1,697
Freddie Mac 8.50% 2020
140
151
Freddie Mac 8.50% 2021
51
55
Freddie Mac 5.00% 2023
17,880
17,716
Freddie Mac 5.50% 2023
89,293
90,109
Freddie Mac 5.50% 2023
14,586
14,715
Freddie Mac 10.00% 2025
1,164
1,324
Freddie Mac 6.00% 2026
11,876
12,084
Freddie Mac 6.00% 2027
22,713
23,109
Freddie Mac 4.638% 20352
9,162
9,167
Freddie Mac 4.50% 2036
2,212
2,061
Freddie Mac 5.876% 20362
42,618
43,321
Freddie Mac 6.00% 2036
25,228
25,491
Freddie Mac 6.00% 2036
12,067
12,188
Freddie Mac 4.50% 2037
1,498
1,392
Freddie Mac 4.779% 20372
3,536
3,527
Freddie Mac 5.00% 2037
23,904
22,982
Freddie Mac 5.474% 20372
4,468
4,539
Freddie Mac 5.50% 2037
13,072
12,901
Freddie Mac 5.50% 2037
9,517
9,392
Freddie Mac 5.50% 2037
9,330
9,209
Freddie Mac 5.50% 2037
9,161
9,048
Freddie Mac 5.50% 2037
  8,263
  8,157
Freddie Mac 5.50% 2037
4,709
4,645
Freddie Mac 5.50% 2037
1,847
1,824
Freddie Mac 5.676% 20372
4,671
4,732
Freddie Mac 5.803% 20372
4,605
4,688
Freddie Mac 5.993% 20372
2,750
2,806
Freddie Mac 6.00% 2037
9,424
9,521
Freddie Mac 6.00% 2037
6,648
6,708
Freddie Mac 6.00% 2037
5,627
5,683
Freddie Mac 6.00% 2037
3,735
3,769
Freddie Mac 6.068% 20372
2,475
2,533
Freddie Mac 6.087% 20372
2,821
2,879
Freddie Mac 6.266% 20372
4,739
4,801
Freddie Mac 6.32% 20372
3,539
3,625
Freddie Mac 6.376% 20372
3,903
3,996
Freddie Mac 6.50% 2037
4,112
4,204
Freddie Mac 6.50% 2037
2,042
2,088
Freddie Mac 4.50% 2038
9,984
9,270
Freddie Mac 4.50% 2038
599
556
Freddie Mac 4.653% 20382
5,780
5,711
Freddie Mac 4.817% 20382
4,988
4,893
Freddie Mac 4.944% 20382
1,609
1,604
Freddie Mac 5.00% 2038
9,977
9,585
Freddie Mac 5.00% 2038
6,892
6,621
Freddie Mac 5.00% 2038
5,160
4,957
Freddie Mac 5.00% 2038
1,750
1,681
Freddie Mac 5.138% 20382
23,000
23,008
Freddie Mac 5.17% 20382
4,997
4,956
Freddie Mac 5.50% 2038
46,398
45,792
Freddie Mac 5.50% 2038
7,999
7,890
Freddie Mac 5.50% 2038
6,771
6,684
Freddie Mac 5.50% 2038
6,490
6,402
Freddie Mac 5.50% 2038
5,000
4,932
Freddie Mac 5.541% 20382
4,817
4,883
Freddie Mac 6.00% 2038
7,000
7,063
Freddie Mac, Series 2356, Class GD, 6.00% 2016
4,785
4,935
Freddie Mac, Series 2289, Class NA, 11.96% 20202
1,385
1,544
Freddie Mac, Series 178, Class Z, 9.25% 2021
54
60
Freddie Mac, Series 2289, Class NB, 11.426% 20222
318
361
Freddie Mac, Series 1567, Class A, 2.90% 20232
58
54
Freddie Mac, Series 2626, Class NG, 3.50% 2023
1,485
1,387
Freddie Mac, Series 1617, Class PM, 6.50% 2023
1,762
1,833
Freddie Mac, Series 2153, Class GG, 6.00% 2029
3,424
3,486
Freddie Mac, Series T-041, Class 3-A, 7.50% 2032
573
584
Freddie Mac, Series 3061, Class PN, 5.50% 2035
4,262
4,296
Freddie Mac, Series 3156, Class PO, principal only, 0% 2036
9,330
6,873
Freddie Mac, Series 3171, Class MO, principal only, 0% 2036
4,880
3,652
Freddie Mac, Series 3146, Class PO, principal only, 0% 2036
4,378
3,252
Freddie Mac, Series 3213, Class OG, principal only, 0% 2036
2,854
2,147
Freddie Mac, Series 3156, Class PF, 2.717% 20362
11,080
10,810
Freddie Mac, Series 3257, Class PA, 5.50% 2036
5,141
5,139
Freddie Mac, Series 3233, Class PA, 6.00% 2036
6,761
6,900
Freddie Mac, Series 3272, Class PA, 6.00% 2037
8,970
9,155
Government National Mortgage Assn. 7.50% 2009
4
4
Government National Mortgage Assn. 7.50% 2009
2
2
Government National Mortgage Assn. 9.00% 2009
9
9
Government National Mortgage Assn. 9.50% 2009
7
7
Government National Mortgage Assn. 7.50% 2011
       32
       33
Government National Mortgage Assn. 7.50% 2011
2
2
Government National Mortgage Assn. 5.50% 2013
29
30
Government National Mortgage Assn. 6.00% 2013
322
332
Government National Mortgage Assn. 6.00% 2014
234
242
Government National Mortgage Assn. 6.00% 2014
152
157
Government National Mortgage Assn. 6.00% 2014
70
72
Government National Mortgage Assn. 6.50% 2014
130
135
Government National Mortgage Assn. 6.50% 2014
114
118
Government National Mortgage Assn. 6.50% 2014
105
109
Government National Mortgage Assn. 6.50% 2014
96
100
Government National Mortgage Assn. 6.50% 2014
95
98
Government National Mortgage Assn. 6.50% 2014
83
86
Government National Mortgage Assn. 6.50% 2014
64
67
Government National Mortgage Assn. 6.50% 2014
63
65
Government National Mortgage Assn. 6.50% 2014
57
60
Government National Mortgage Assn. 6.50% 2014
23
24
Government National Mortgage Assn. 6.50% 2014
12
12
Government National Mortgage Assn. 6.50% 2014
10
10
Government National Mortgage Assn. 5.50% 2016
538
546
Government National Mortgage Assn. 5.50% 2016
371
377
Government National Mortgage Assn. 5.50% 2016
341
346
Government National Mortgage Assn. 5.50% 2016
320
325
Government National Mortgage Assn. 5.50% 2016
294
299
Government National Mortgage Assn. 5.50% 2016
240
244
Government National Mortgage Assn. 5.50% 2016
240
243
Government National Mortgage Assn. 5.50% 2016
223
227
Government National Mortgage Assn. 5.50% 2016
208
212
Government National Mortgage Assn. 5.50% 2016
165
168
Government National Mortgage Assn. 5.50% 2016
156
159
Government National Mortgage Assn. 5.50% 2016
124
126
Government National Mortgage Assn. 5.50% 2016
99
100
Government National Mortgage Assn. 5.50% 2016
75
76
Government National Mortgage Assn. 5.50% 2016
70
71
Government National Mortgage Assn. 6.00% 2016
694
715
Government National Mortgage Assn. 6.50% 2016
332
345
Government National Mortgage Assn. 6.50% 2016
280
291
Government National Mortgage Assn. 9.00% 2016
51
56
Government National Mortgage Assn. 5.50% 2017
3,215
3,266
Government National Mortgage Assn. 5.50% 2017
2,508
2,548
Government National Mortgage Assn. 10.00% 2019
858
975
Government National Mortgage Assn. 8.50% 2021
49
54
Government National Mortgage Assn. 8.50% 2021
12
13
Government National Mortgage Assn. 10.00% 2021
317
363
Government National Mortgage Assn. 8.50% 2022
17
19
Government National Mortgage Assn. 8.50% 2022
17
18
Government National Mortgage Assn. 8.50% 2022
6
6
Government National Mortgage Assn. 6.00% 2035
26
26
Government National Mortgage Assn. 5.00% 2038
55,681
53,888
Government National Mortgage Assn. 6.00% 2038
94,990
96,248
Government National Mortgage Assn. 6.00% 2038
11,992
12,196
Government National Mortgage Assn. 5.75% 20583
5,507
5,500
Government National Mortgage Assn. 6.22% 20583
8,743
8,732
Government National Mortgage Assn., Series 2004-19, 5.00% 2031
13,911
13,967
Government National Mortgage Assn., Series 2003-116, Class JD, 5.00% 2032
10,000
9,550
Government National Mortgage Assn., Series 2003-46, 5.00% 2033
10,000
9,445
Government National Mortgage Assn., Series 2003, Class A, 5.612% 20582,3
16,207
     16,293
   
1,684,262
     
Commercial mortgage-backed securities1 — 3.24%
   
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2004-CIBC10, Class A-3, 4.184% 2037
5,000
4,955
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2004-CIBC10, Class A-4, 4.529% 2037
2,000
1,951
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2005-CIBC11, Class A-2, 5.016% 2037
3,000
2,972
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2004-C3, Class A-3, 4.545% 2042
5,000
4,827
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2005-LDP2, Class A-4, 4.738% 2042
2,000
1,844
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2005-LDP3, Class A-4A, 4.936% 20422
5,000
4,649
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2006-CIBC14, Class A-4, 5.481% 20442
3,000
2,885
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 2006-LDP7, Class A-4, 6.065% 20452
2,000
1,901
Wachovia Bank Commercial Mortgage Trust, Series 2005-C16, Class A-PB, 4.692% 2041
5,500
5,296
Wachovia Bank Commercial Mortgage Trust, Series 2004-C12, Class M-AD, 5.439% 20412,4
7,350
7,335
Wachovia Bank Commercial Mortgage Trust, Series 2005-C18, Class A-PB, 4.807% 2042
5,500
5,295
Wachovia Bank Commercial Mortgage Trust, Series 2005-C20, Class A-7, 5.118% 20422
5,000
4,702
Wachovia Bank Commercial Mortgage Trust, Series 2006-C23, Class A-PB, 5.446% 2045
3,000
2,848
CS First Boston Mortgage Securities Corp., Series 2004-C5, Class A-2, 4.183% 2037
2,804
2,795
CS First Boston Mortgage Securities Corp., Series 2005-C3, Class A-4, 4.686% 2037
2,250
2,071
CS First Boston Mortgage Securities Corp., Series 2002-CKN2, Class A-3, 6.133% 2037
3,000
3,041
CS First Boston Mortgage Securities Corp., Series 2005-C5, Class A-AB, 5.10% 20382
5,000
4,836
CS First Boston Mortgage Securities Corp., Series 2006-C1, Class A-AB, 5.681% 20392
4,800
4,627
CS First Boston Mortgage Securities Corp., Series 2005-C6, Class A-M, 5.23% 20402
2,000
1,803
American Tower Trust I, Series 2007-1A, Class A-FX, 5.42% 20374
10,750
10,250
Fannie Mae, Series 2003-M2, Class D, 4.68% 20332
11,000
9,931
GE Commercial Mortgage Corp., Series 2005-C2, Class A-4, 4.978% 20432
2,000
1,879
GE Commercial Mortgage Corp., Series 2006-C1, Class A-AB, 5.518% 20442
5,000
4,765
GE Commercial Mortgage Corp., Series 2006-C1, Class A-4, 5.518% 20442
2,000
1,845
Greenwich Capital Commercial Funding Corp., Series 2005-GG5, Class A-5, 5.224% 20372
5,000
4,728
Greenwich Capital Commercial Funding Corp., Series 2005-GG5, Class A-4-1, 5.243% 20372
3,000
2,938
Morgan Stanley Capital I Trust, Series 2005-HQ7, Class A-2, 5.378% 20422
5,000
4,905
Banc of America Commercial Mortgage Inc., Series 2001-1, Class A-2, 6.503% 2036
1,261
1,287
Banc of America Commercial Mortgage Inc., Series 2006-2, Class A-3, 5.901% 20452
3,000
2,892
Merrill Lynch Mortgage Trust, Series 2005-LC1, Class A-3, 5.289% 20442
3,000
2,935
Merrill Lynch Mortgage Trust, Series 2005-LC1, Class AM, 5.442% 20442
1,000
908
Commercial Mortgage Trust, Series 2003-LNB1, Class A-2, 4.084% 2038
3,000
2,807
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PWR13, Class A-4, 5.54% 2041
2,000
1,847
GMAC Commercial Mortgage Securities, Inc., Series 2005-C1, Class A-M, 4.754% 2043
2,000
1,808
COBALT CMBS Commerical Mortgage Trust, Series 2006-C1, Class A-2, 5.174% 2048
1,000
968
LB-UBS Commercial Mortgage Trust, Series 2004-C8, Class A-2, 4.201% 2029
840
838
   
128,164
     
Collateralized mortgage-backed obligations (privately originated)1 — 2.34%
   
WaMu Mortgage Pass-Through Certificates Trust, Series 2003-S12, Class A-3, 5.00% 2018
1,623
1,546
WaMu Mortgage Pass-Through Certificates Trust, Series 2006-AR18, Class 1-A1, 5.343% 20372
2,728
2,375
WaMu Mortgage Pass-Through Certificates Trust, Series 2007-HY4, Class 1-A1, 5.544% 20372
8,766
7,328
WaMu Mortgage Pass-Through Certificates Trust, Series 2007-HY7, Class 2-A1, 5.874% 20372,3
9,346
6,552
Wells Fargo Alternative Loan Trust, Series 2007-PA3, Class II-A-4, 6.00% 2037
3,250
2,162
Wells Fargo Alternative Loan Trust, Series 2007-PA3, Class V-A-1, 7.00% 2037
15,704
10,974
Structured Adjustable Rate Mortgage Loan Trust, Series 2007-6, Class 3-A-1, 5.892% 20372
1,865
1,270
Structured Adjustable Rate Mortgage Loan Trust, Series 2007-8, Class 2-A3, 5.991% 20372
4,363
3,319
Structured Adjustable Rate Mortgage Loan Trust, Series 2007-9, Class 2-A1, 5.996% 20472
9,061
6,819
Citigroup Mortgage Loan Trust, Inc., Series 2003-1, Class I-A1, 4.75% 2018
8,427
7,815
Citigroup Mortgage Loan Trust, Inc., Series 2003-UST1, Class A-3, 5.00% 2018
2,118
1,986
Countrywide Alternative Loan Trust, Series 2007-HY4, Class 3-A-1, 5.873% 20472
5,125
3,152
Countrywide Alternative Loan Trust, Series 2007-HY4, Class 4-A-1, 5.94% 20472
4,343
2,667
Structured Asset Securities Corp., Series 2003-29, Class 1-A-1, 4.75% 2018
5,665
5,339
Chase Mortgage Finance Trust, Series 2003-S10, Class A-1, 4.75% 2018
  4,834
       4,555
Cendant Mortgage Capital LLC, Series 2003-4, Class II-A-1, 5.00% 2033
5,015
4,442
J.P. Morgan Mortgage Trust, Series 2004-S1, Class 1-A-7, 5.00% 2019
4,370
4,077
GSR Mortgage Loan Trust, Series 2004-10F, Class 1-A-5, 4.50% 2019
4,340
4,044
Merrill Lynch Mortgage Investors, Inc., Series 2006-A1, Class II-A-1, 6.129% 20362
4,402
2,861
Wells Fargo Mortgage-backed Securities Trust, Series 2003-16, Class II-A-1, 4.50% 2018
2,512
2,340
Residential Accredit Loans, Inc., Series 2007-QS11, Class A-1, 7.00% 2037
2,695
1,936
CHL Mortgage Pass-Through Trust, Series 2007-HY4, Class 1-A-1, 6.093% 20472
1,793
1,401
Citicorp Mortgage Securities, Inc., Series 2003-10, Class A-1, 4.50% 2018
1,374
1,280
Lehman Mortgage Trust, Series 2007-7, Class 6-A4, 7.00% 2037
1,780
1,243
MASTR Alternative Loan Trust, Series 2004-10, Class 2-A-1, 5.50% 2019
900
845
Paine Webber CMO, Series O, Class 5, 9.50% 2019
188
206
   
92,534
     
Other mortgage-backed securities1 — 0.10%
   
Bank of America 5.50% 20124
3,970
4,057
     
Total mortgage-backed obligations
 
1,909,017
     
     
U.S. TREASURY BONDS & NOTES — 38.13%
   
U.S. Treasury 3.875% 2009
6,000
6,073
U.S. Treasury 3.875% 20093,5
17,228
17,380
U.S. Treasury 5.75% 2010
11,435
12,187
U.S. Treasury 6.50% 2010
10,000
10,623
U.S. Treasury 2.375% 20113,5
2,175
2,257
U.S. Treasury 4.625% 2011
20,500
21,733
U.S. Treasury 4.875% 2011
19,250
20,440
U.S. Treasury 3.00% 20123,5
7,568
8,140
U.S. Treasury 3.875% 2012
4,000
4,152
U.S. Treasury 4.25% 2012
166,510
175,252
U.S. Treasury 4.625% 2012
21,675
23,014
U.S. Treasury 2.75% 2013
10,000
9,904
U.S. Treasury 3.375% 2013
15,000
15,208
U.S. Treasury 3.625% 2013
5,000
5,130
U.S. Treasury 4.25% 2013
55,307
58,308
U.S. Treasury 2.00% 20143,5
16,356
16,993
U.S. Treasury 4.00% 2014
48,375
50,510
U.S. Treasury 4.25% 2014
20,000
21,144
U.S. Treasury 4.25% 2014
16,100
17,042
U.S. Treasury 1.875% 20153,5
11,183
11,517
U.S. Treasury 11.25% 2015
31,500
45,965
U.S. Treasury 4.50% 2016
70,250
75,071
U.S. Treasury 5.125% 2016
210,400
233,199
U.S. Treasury 7.25% 2016
8,835
10,980
U.S. Treasury 2.375% 20173,5
12,114
12,870
U.S. Treasury 4.625% 2017
189,525
202,761
U.S. Treasury 8.875% 2017
42,000
57,904
U.S. Treasury 3.875% 2018
12,000
12,078
U.S. Treasury 8.125% 2019
25,000
33,879
U.S. Treasury 8.50% 2020
25,750
35,968
U.S. Treasury 7.875% 2021
16,500
22,306
U.S. Treasury 6.25% 2023
39,070
47,159
U.S. Treasury 7.125% 2023
28,000
36,347
U.S. Treasury 2.375% 20253,5
4,320
4,465
U.S. Treasury 6.25% 2030
13,000
16,239
U.S. Treasury 3.375% 20323,5
    2,722
       3,372
U.S. Treasury 4.50% 2036
38,400
38,850
U.S. Treasury 5.00% 2037
16,905
18,508
U.S. Treasury Principal Strip 0% 2014
62,010
51,468
U.S. Treasury Principal Strip 0% 2014
26,410
22,160
U.S. Treasury Principal Strip 0% 2014
11,075
9,094
U.S. Treasury Principal Strip 0% 2019
13,000
8,340
U.S. Treasury Principal Strip 0% 2037
15,250
4,301
   
1,510,291
     
FEDERAL AGENCY BONDS & NOTES — 7.90%
   
Fannie Mae 5.316% 20092
1,730
1,732
Fannie Mae 5.00% 2011
16,935
17,613
Fannie Mae 6.00% 2011
15,000
15,959
Fannie Mae 6.125% 2012
65,670
70,639
Fannie Mae 3.625% 2013
13,000
12,832
Freddie Mac 5.25% 2011
45,865
47,964
Freddie Mac 4.50% 2014
10,000
10,196
Freddie Mac 5.25% 2016
12,000
12,571
Freddie Mac 5.50% 2016
7,000
7,441
Freddie Mac 5.50% 2017
9,000
9,573
Federal Agricultural Mortgage Corp. 4.875% 20114
6,750
6,962
Federal Agricultural Mortgage Corp. 5.125% 2011
3,500
3,632
Federal Agricultural Mortgage Corp. 5.50% 20114
20,010
20,843
Federal Agricultural Mortgage Corp. 5.125% 20174
10,225
10,641
United States Agency for International Development, Republic of Egypt 4.45% 2015
19,000
19,214
United States Agency for International Development, State of Israel, Class 1-A, 5.50% 2023
5,000
5,449
Small Business Administration, Series SBIC-PS 2006-10A, Participating Securities, 5.408% 20161
9,477
9,395
Small Business Administration, Series 2001-20K, 5.34% 20211
2,459
2,464
Small Business Administration, Series 2001-20J, 5.76% 20211
1,223
1,237
Small Business Administration, Series 2001-20F, 6.44% 20211
3,593
3,692
Small Business Administration, Series 2003-20B, 4.84% 20231
7,598
7,308
Federal Home Loan Bank 2.50% 2009
5,000
4,971
United States Government-Guaranteed Certificates of Participation, Overseas Private Investment Corp.,
   
     Series 2000-044-A, 3.74% 20151
4,828
4,911
United States Government-Guaranteed, Perforadora Centrale SA de CV (Title XI) 4.92% 20181
2,102
2,241
Tennessee Valley Authority, Series 2008, Class A, 4.875% 2048
2,255
2,129
United States Government-Guaranteed Ship Financing Obligations, Rowan Companies, Inc. (Title XI) 5.88% 20121
1,273
1,341
   
312,950
     
ASSET-BACKED OBLIGATIONS1 — 2.82%
   
CPS Auto Receivables Trust, Series 2007-A, Class A-4, MBIA insured, 5.05% 20134
5,000
4,196
CPS Auto Receivables Trust, Series 2006-D, Class A-4, FSA insured, 5.115% 20134
2,000
1,875
CPS Auto Receivables Trust, Series 2007-B, Class A-4, FSA insured, 5.60% 20144
5,500
4,955
Hyundai Auto Receivables Trust, Series 2006-B, Class A-4, 5.15% 2013
10,000
9,806
John Deere Owner Trust, Series 2008, Class A-4, 4.89% 2015
8,000
7,616
Washington Mutual Master Note Trust, Series 2006-A3A, Class A-3, 2.497% 20132,4
5,500
5,225
Washington Mutual Master Note Trust, Series 2006-A2A, Class A, 2.517% 20152,4
2,000
1,736
Irwin Home Equity, Series 2006-P1, Class 2-A4, AMBAC insured, 5.80% 20372,4
6,578
5,578
Prestige Auto Receivables Trust, Series 2007-1, Class A-3, FSA insured, 5.58% 20144
5,500
5,267
AEP Texas Central Transitioning Funding II LLC, Senior Secured Transition Bonds, Series A, Class A-3, 5.09% 2015
5,450
5,252
Discover Card Execution Note Trust, Series 2008-2, Class A, 3.467% 20122
3,000
2,984
Discover Card Execution Note Trust, Series 2008-3, Class A, 5.10% 2013
2,000
2,018
PSE&G Transition Funding II LLC, Series 2005-1, Class A-2, 4.34% 2014
4,990
4,961
PG&E Energy Recovery Funding LLC, Series 2005-2, Class A-2, 5.03% 2014
4,600
4,682
Reliant Energy Transition Bond Company LLC, Series 2001-1, Class A-4, 5.63% 2015
200
201
CenterPoint Energy Transition Bond Company III, LLC, Series 2008, Class A-1, 4.192% 2020
3,000
2,852
CenterPoint Energy Transition Bond Company III, LLC, Series 2008, Class A-2, 5.234% 2023
     625
          603
CPL Transition Funding LLC, Series 2002-1, Class A-4, 5.96% 2015
3,000
3,202
J.P. Morgan Mortgage Acquisition Trust, Series 2007-CH1, Class A-F-6, 5.501% 20362
4,000
3,179
FPL Recovery Funding LLC,  Series 2007-A, Class A-2, 5.044% 20153
3,000
3,055
Susquehanna Auto Lease Trust, Series 2007-1, Class A-3, 5.25% 20104
3,000
3,030
Nissan Auto Lease Trust, Series 2008-A, Class A-3a, 5.14% 2011
3,000
2,968
Nissan Auto Receivables Owner Trust, Series 2008-A, Class A-4, 4.28% 2014
3,000
2,909
Drive Auto Receivables Trust, Series 2006-1, Class A-4, FSA insured, 5.54% 20134
3,000
2,909
Drivetime Auto Owner Trust, Series 2006-B, Class A-3, MBIA insured, 5.227% 20122,4
3,000
2,907
Residential Funding Mortgage Securities II, Inc., Series 2007-HSA3, Class A-I-3, MBIA insured, 6.03% 20372
4,000
1,781
Residential Funding Mortgage Securities II, Inc., Series 2007-HSA2, Class A-1F, MBIA insured, 8.47% 20372
1,176
1,125
Ford Credit Auto Owner Trust, Series 2008-A, Class A-4, 4.37% 2012
3,000
2,855
Long Beach Acceptance Auto Receivables Trust, Series 2007-A, Class A-4, FSA insured, 5.025% 2014
3,000
2,850
Oncor Electric Delivery Transition Bond Co. LLC, Series 2003-1, Class A-3, 4.95% 2015
1,895
1,891
World Omni Auto Receivables Trust, Series 2008-A, Class A-4, 4.74% 2013
2,000
1,882
PE Environmental Funding LLC, Series 2007-A, Class A-1, 4.982% 2016
1,860
1,826
Capital One Multi-asset Execution Trust, Series 2006-3, Class A, 5.05% 2018
2,000
1,820
AmeriCredit Automobile Receivables Trust, Series 2007-C-M, Class A-4-A, MBIA insured, 5.55% 2014
2,000
1,772
   
111,768
     
Total bonds & notes (cost: $3,850,435,000)
 
3,844,026
     
     
     
     
     
Short-term securities — 4.38%
   
     
Federal Home Loan Bank 1.95%–2.18% due 9/2–9/5/2008
96,637
96,618
U.S. Treasury Bills 1.51%–1.88% due 9/15–10/16/2008
76,800
76,676
     
     
Total short-term securities (cost: $173,298,000)
 
173,294
     
     
Total investment securities (cost: $4,023,733,000)
 
4,017,320
Other assets less liabilities
 
(56,519)
     
Net assets
 
$3,960,801


1Principal payments may be made periodically. Therefore, the effective maturity date may be earlier than the stated maturity date.
2Coupon rate may change periodically.
3Valued under fair value procedures adopted by authority of the board of trustees. The total value of all such securities was $121,979,000, which represented 3.08% of the net assets of the fund.
4Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the United States in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities was $97,766,000, which represented 2.47% of the net assets of the fund.
5Index-linked bond whose principal amount moves with a government retail price index.



Investments are not FDIC-insured, nor are they deposits of or guaranteed by a bank or any other entity, so you may lose money.

Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information is contained in each fund’s prospectus, which can be obtained from your financial professional and should be read carefully before investing.
 
 
 
MFGEFP-922-1008O-S15849
 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON INVESTMENT PORTFOLIO

To the Shareholders and Board of Trustees of
The American Funds Income Series — U.S. Government Securities Fund:

We have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements of The American Funds Income Series — U.S. Government Securities Fund (the “Fund”) as of August 31, 2008, and for the year then ended and have issued our report thereon dated October 14, 2008, which report and financial statements are included in Item 1 of this Certified Shareholder Report on Form N-CSR.  Our audit also included the Fund’s investment portfolio (the “Schedule”) as of August 31, 2008, appearing in Item 6 of this Form N-CSR.  This Schedule is the responsibility of the Fund’s management.  Our responsibility is to express an opinion based on our audit.  In our opinion, the Schedule referred to above, when considered in relation to the basic financial statements taken as a whole of the Fund referred to above, presents fairly, in all material respects, the information set forth therein.



DELOITTE & TOUCHE LLP

Costa Mesa, California
October 14, 2008
 
 
ITEM 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company.
 
 
ITEM 8 – Portfolio Managers of Closed-End Management Investment Companies

Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company.


ITEM 9 – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company.


ITEM 10 – Submission of Matters to a Vote of Security Holders

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of trustees since the Registrant last submitted a proxy statement to its shareholders.  The procedures are as follows.  The Registrant has a nominating and governance committee comprised solely of persons who are not considered ‘‘interested persons’’ of the Registrant within the meaning of the Investment Company Act of 1940, as amended. The committee periodically reviews such issues as the board’s composition, responsibilities, committees, compensation and other relevant issues, and recommends any appropriate changes to the full board of trustees. While the committee normally is able to identify from its own resources an ample number of qualified candidates, it will consider shareholder suggestions of persons to be considered as nominees to fill future vacancies on the board. Such suggestions must be sent in writing to the nominating and governance committee of the Registrant, c/o the Registrant’s Secretary, and must be accompanied by complete biographical and occupational data on the prospective nominee, along with a written consent of the prospective nominee for consideration of his or her name by the nominating and governance committee.
 
 
 

 

ITEM 11 – Controls and Procedures

(a)
The Registrant’s Principal Executive Officer and Principal Financial Officer have concluded, based on their evaluation of the Registrant’s disclosure controls and procedures (as such term is defined in Rule 30a-3 under the Investment Company Act of 1940), that such controls and procedures are adequate and reasonably designed to achieve the purposes described in paragraph (c) of such rule.
   
(b)
There were no changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the Registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.


ITEM 12 – Exhibits

(a)(1)
The Code of Ethics that is the subject of the disclosure required by Item 2 is attached as an exhibit hereto.
   
(a)(2)
The certifications required by Rule 30a-2 of the Investment Company Act of 1940 and Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 are attached as exhibits hereto.
 
 
 

 

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.

 
THE AMERICAN FUNDS INCOME SERIES
   
 
By /s/ John H. Smet
 
John H. Smet, President and
Principal Executive Officer
   
 
Date: November 7, 2008



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/ John H. Smet
John H. Smet, President and
Principal Executive Officer
 
Date: November 7, 2008



By /s/ Ari M. Vinocor
Ari M. Vinocor, Treasurer and
Principal Financial Officer
 
Date: November 7, 2008