February 27, 1996




Pioneer America Income Trust
60 State Street
Boston, MA  02109

     Re:      Rule 24f-2 Notice

Ladies and Gentlemen:

     Pioneer  America  Income Trust (the  "Trust") is a  Massachusetts  business
trust created  under a written  Declaration  of Trust dated March 17, 1988,  and
executed  and  delivered on such date in Boston,  Massachusetts,  as amended and
restated on December 7, 1993, as further  amended on December 7, 1993,  June 16,
1994 and  November  7, 1995 (as so amended and  restated,  the  "Declaration  of
Trust").  The beneficial  interests  thereunder are  represented by transferable
shares of beneficial interest, without par value.

     The Trustees of the Trust have the powers set forth in the  Declaration  of
Trust,  subject  to the  terms,  provisions  and  conditions  therein  provided.
Pursuant to Article V, Section 5.1 of the  Declaration  of Trust,  the number of
shares of beneficial  interest  authorized to be issued under the Declaration of
Trust is unlimited and the Trustees are authorized to divide the shares into one
or more series of shares and one or more classes  thereof as they deem necessary
or desirable.  Pursuant to Article V, Section 5.4 of the  Declaration  of Trust,
the  Trustees  may  issue  shares  of any  series  for such  amount  and type of
consideration,  including  cash or property,  and on such terms as they may deem
advisable without action or approval of the shareholders.

     We understand that, pursuant to Rule 24f-2 under the Investment Company Act
of 1940,  as amended (the "1940 Act"),  the Trust has  registered  an indefinite
number of shares of beneficial  interest  under the  Securities  Act of 1933, as
amended (the "1933 Act").

     We understand  that you are about to file with the  Securities and Exchange
Commission  a notice on Form 24F-2  pursuant  to Rule  24f-2  (the  "Rule  24f-2
Notice")  making  definite the  registration  of 3,065,513  shares of beneficial
interest  of the Trust  (the  "Shares")  sold in  reliance  upon said Rule 24f-2
during the fiscal year ended December 31, 1995.

     We have examined the Declaration of Trust, the By-laws,  resolutions of the
Board of Trustees,  a certificate  of an Officer of the Trust to the effect that
the Trust or its agent received the  consideration  for the Shares in accordance
with the terms of the Declaration of Trust,  and such other documents as we have
deemed necessary or appropriate for the purposes of this opinion, including, but
not limited to,  originals,  or copies certified or otherwise  identified to our
satisfaction,  of such documents,  Trust records and other  instruments.  In our
examination  of the above  documents,  we have  assumed the  genuineness  of all
signatures,  the authenticity of all documents submitted to us as originals, the
conformity to original  documents of all documents  submitted to us as certified
or  photostatic  copies,  the  authenticity  of the  originals  of  such  latter
documents and the legal competence of each individual executing any documents.

     For purposes of this opinion letter, we have not made an independent review
of the  laws of any  state  or  jurisdiction  other  than  The  Commonwealth  of
Massachusetts   and  express  no  opinion  with  respect  to  the  laws  of  any
jurisdiction other than the laws of The Commonwealth of Massachusetts.  Further,
we  express no opinion  as to  compliance  with any state or federal  securities
laws, including the securities laws of The Commonwealth of Massachusetts.

     Our opinion below, as it relates to the  nonassessability  of the shares of
the Trust, is qualified to the extent that under Massachusetts law, shareholders
of a  Massachusetts  business trust,  such as the Trust,  may be held personally
liable for the  obligations of such Trust.  In this regard,  however,  please be
advised that the Declaration of Trust disclaims  shareholder  liability for acts
or obligations of the Trust and requires that notice of such disclaimer be given
in each note, bond, contract, certificate or undertaking made or issued by or on
behalf of the Trust. Also, the Declaration of Trust provides for indemnification
out of  Trust  property  for  all  loss  and  expense  of any  shareholder  held
personally  liable solely by reason of his being or having been a shareholder of
the Trust;  provided,  however,  that no Trust property may be used to indemnify
any  shareholder of any series of the Trust other than Trust property  allocated
or belonging to that series.

     We are of the opinion  that all  necessary  Trust  action  precedent to the
issuance of the Shares has been duly taken, and that the Shares were legally and
validly issued, and are fully paid and  non-assessable by the Trust,  subject to
compliance  with  the 1933  Act,  the 1940  Act and the  applicable  state  laws
regulating the sale of securities.

     We consent to your filing this  opinion  with the  Securities  and Exchange
Commission  together  with the Rule 24f-2  Notice  referred to above.  Except as
provided  in this  paragraph,  this  opinion may not be relied upon by, or filed
with, any other parties or used for any other purpose.

Very truly yours,
/s/ HALE AND DORR
HALE AND DORR