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: 811-05888
SMALLCAP World Fund, Inc.
(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: September 30
Date of reporting period: March 31, 2010
Patrick F. Quan
Capital Research and Management Company
P.O. Box 7650, One Market, Steuart Tower
San Francisco, California 94120
(Name and Address of Agent for Service)
Copies to:
Mark D. Perlow
K&L Gates LLP
Four Embarcadero Center, Suite 1200
San Francisco, California 94111
(Counsel for the Registrant)
ITEM 1 – Reports to Stockholders
SMALLCAP World Fund
[photo of a globe sculpture]
Semi-annual report for the six months ended March 31, 2010
SMALLCAP World Fund® seeks long-term growth of capital through investments in smaller companies in the United States and around the world.
This fund is one of the 30 American Funds. American Funds is one of the nation’s largest mutual fund families. For nearly 80 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 5.75%) 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, so they may lose value. 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 March 31, 2010: | |
| | | | | | | | | | |
| | | 1 year | | | 5 years | | | 10 years | |
| Class A shares | | | | | | | | | |
| | | | | | | | | | |
| Reflecting 5.75% maximum sales charge | | | 64.64 | % | | | 5.62 | % | | | 0.84 | % |
The total annual fund operating expense ratio was 1.25% for Class A shares as of September 30, 2009.
Investment results assume all distributions are reinvested and reflect applicable fees and expenses. The fund’s investment adviser waived a portion of its management fees from September 1, 2004, through December 31, 2008. Applicable fund results shown reflect the waiver, without which they would have been lower. See the Financial Highlights table on pages 26 to 31 for details.
Results for other share classes can be found on page 36.
Equity investments are subject to market fluctuations. Investing outside the United States may be subject to additional risks, such as currency fluctuations and political instability. Investing in small-capitalization stocks can involve greater risk than is customarily associated with investing in stocks of larger, more established companies. See the prospectus and the Risk Factors section of this report for more information on these and other risks associated with investing in the fund.
Fellow shareholders:
[photo of a globe sculpture]
The first six months of SMALLCAP World Fund’s fiscal year reflected the maturation of the global stock market recovery. For the six months ended March 31, 2010, the fund saw a total return of 12.0%, which included a dividend of 19.6 cents paid on December 28, 2009. Those who took dividends in cash saw a total return of 11.3% for the six-month period.
By comparison, the unmanaged MSCI All Country World Small Cap Index, the fund’s primary benchmark, gained 11.6% for the period, while the unmanaged S&P Global <$3 Billion Index gained 11.1%, and the Lipper Global Small-Cap Funds Average, the fund’s peer group, rose 10.4%. None of the benchmarks include sales charges or taxes.
[Begin Sidebar]
| Results at a glance | | | | | | | | | | | | | | | |
| For periods ended March 31, 2010, with all distributions reinvested | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | Average annual total returns | |
| | | | | | | | | | | | | | | Lifetime | |
| | | Total returns | | | | | | | | | (since | |
| | | 6 months | | | 1 year | | | 5 years | | | 10 years | | | 4/30/90) | |
| | | | | | | | | | | | | | | | |
| SMALLCAP World Fund | | | | | | | | | | | | | | | |
| (Class A shares) | | | 12.0 | % | | | 74.6 | % | | | 6.9 | % | | | 1.4 | % | | | 9.6 | % |
| | | | | | | | | | | | | | | | | | | | | |
| MSCI All Country World | | | | | | | | | | | | | | | | | | | | |
Small Cap Index1,2 | | | 11.6 | | | | 78.6 | | | | 6.7 | | | | 6.1 | | | | n/a | |
| | | | | | | | | | | | | | | | | | | | | |
S&P Global <$3 Billion Index1,3 | | | 11.1 | | | | 76.4 | | | | 6.8 | | | | 7.4 | | | | 8.7 | |
| | | | | | | | | | | | | | | | | | | | | |
| Lipper Global Small-Cap | | | | | | | | | | | | | | | | | | | | |
Funds Average4 | | | 10.4 | | | | 69.4 | | | | 4.8 | | | | 2.2 | | | | 9.6 | |
| | | | | | | | | | | | | | | | | | | | | |
1 All market indexes cited in this report are unmanaged and their results include reinvested distributions, but do not reflect the effect of sales charges, commissions, expenses or taxes. |
2 The MSCI All Country World Small Cap Index is a free float-adjusted market capitalization weighted index that is designed to measure equity market performance of smaller capitalization companies in both developed and emerging markets. |
3 S&P Global <$3 Billion Index has been used since May 2006. Cumulative returns for periods beginning before May 2006 also include results from the comparative indexes used in those periods as follows: S&P Global <$2 Billion (May 2004 to April 2006), S&P Developed <$1.5 Billion (January 2000 to April 2004), and S&P Developed <$1.2 Billion (1990 to 1999). The S&P Global indexes include both developed and developing countries. The S&P Developed indexes (used prior to May 2004) only include stocks in developed countries. S&P Global <$3 Billion Index is being replaced by the more representative MSCI All Country World Small Cap Index. |
4 Lipper averages do not reflect the effect of sales charges or taxes. | | | | | | | | | | | | | | | | |
[End Sidebar]
A global recovery
The stock market recovery that led to the positive annual return we wrote about six months ago has moderated over the past six months. This is largely the result of a return to relative stability in global equity markets after the 2008–2009 collapse and subsequent recovery.
The economic backdrop has improved over the first six months of the fund’s fiscal year. The United States and many other nations around the world saw economic growth resume in the second half of 2009. Unemployment remains high in many places, however, and the durability of the economic recovery has yet to weather a significant challenge.
As it has in previous recessions, the global equity markets recovered well before global economies. The initial market recovery, roughly from March through September 2009, saw a surge in stock prices that can be attributed primarily to oversold stocks returning to normal valuations. Since then, investors have assumed a more typical, critical stance in selecting stocks, which makes our intensive global research efforts all the more important.
Asian economies and markets have recovered quickly, given China’s aggressive stimulus efforts. While encouraging, the strength of this recovery will be tested once stimulus efforts wane. In addition, continued unemployment and slow economic growth in the U.S. and Europe could erode investor confidence.
Portfolio review
Despite the run-up in share prices over the last year, the portfolio counselors of SMALLCAP World Fund continue to take a long-term approach to investing. We invest in companies, not sectors, and our approach to each potential investment involves intensive research into the company, its business and its practices.
[Begin Sidebar]
Where are SMALLCAP’s holdings located?
[begin pie chart]
| As of March 31, 2010 | | Percent of net assets | |
| | | | |
| United States | | | 40.2 | % |
| Asia & Pacific Basin | | | 27.0 | |
| Europe | | | 18.6 | |
| Other (including Canada & Latin America) | | | 7.2 | |
| Short-term securities & other assets less liabilities | | | 7.0 | |
[end pie chart]
[begin pie chart]
| | Percent of net assets | |
| | | | | |
| United States | | | 41.1 | % |
| Asia & Pacific Basin | | | 24.7 | |
| Europe | | | 19.9 | |
| Other (including Canada & Latin America) | | | 5.7 | |
| Short-term securities & other assets less liabilities | | | 8.6 | |
[end pie chart]
[End Sidebar]
The fund’s investments in the industrials sector remains its largest, at 16.2% of the portfolio, though these stocks lagged other sectors slightly during the period. Consumer discretionary investments represented 14.8% of the fund and showed stronger returns. The fund’s health care holdings also helped returns, and were 11.2% of the fund at the end of the period. Energy and natural resources stocks also aided the fund, while the financials sector showed slower growth.
The fund’s largest holding, printed circuit-board maker Kingboard Chemical Holdings, rose 19.8% during the first six months of the fiscal year. East West Bancorp, the fourth-largest holding in the fund, had one of the best returns, climbing 109.9% for the period. All of the fund’s top 10 holdings had positive gains for the period.
Roughly 53% of the fund is invested in non-U.S. equities, slightly higher than when the period began. The fund increased its investments in Asia, which now represents 27.0% of the total portfolio, up from 24.7% at the start of the period, and these stocks generally produced better returns for the fund than equities from other regions.
Looking ahead
The global economy is indeed in recovery, but also at a crossroads. There are reasons to be optimistic: monetary policy remains accommodative, inflation has yet to become an issue, and consumers have tentatively begun spending again. Likewise, corporate balance sheets continue to improve and access to capital is far less onerous. Yet global economies will eventually run out of government stimulus and must stand on their own, and inflation could become an issue at some point.
The recent six-month period was a positive one for the fund, and the long-term outlook remains strong. Yet uncertainty remains with regard to the next six to 24 months, and the strength of the current recovery may be tested at some point. We continue to use a disciplined, long-term strategy for the fund, and we encourage you to keep a long-term view of your investments as well. We appreciate your continued trust and support, and look forward to reporting to you again at the close of our fiscal year.
Cordially,
/s/ Gordon Crawford
Gordon Crawford
Vice Chairman of the Board
/s/ Gregory W. Wendt
Gregory W. Wendt
President
May 12, 2010
For current information about the fund, visit americanfunds.com.
Summary investment portfolio, March 31, 2010
unaudited
The following summary investment portfolio is designed to streamline the report and help investors better focus on a fund’s principal holdings. See the inside back cover for details on how to obtain a complete schedule of portfolio holdings.
[begin pie chart]
Industry sector diversification (percent of net assets) | | | |
| Industrials | | | 16.20 | % |
| Consumer discretionary | | | 14.82 | |
| Information technology | | | 12.87 | |
| Financials | | | 11.62 | |
| Health care | | | 11.24 | |
| Other industries | | | 25.75 | |
| Convertible securities | | | 0.34 | |
| Bonds & notes | | | 0.11 | |
| Warrants | | | 0.03 | |
| Short-term securities & other assets less liabilities | | | 7.02 | |
[end pie chart]
Country diversification (percent of net assets) | | | |
| | | | |
| United States | | | 40.2 | % |
| Euro zone* | | | 7.5 | |
| United Kingdom | | | 7.1 | |
| India | | | 5.5 | |
| China | | | 5.1 | |
| Australia | | | 4.6 | |
| Canada | | | 3.2 | |
| Hong Kong | | | 2.8 | |
| Brazil | | | 2.0 | |
| Japan | | | 1.9 | |
| Thailand | | | 1.9 | |
| Other countries | | | 11.2 | |
| Short-term securities & other assets less liabilities | | | 7.0 | |
| | | | | |
| *Countries using the euro as a common currency; those represented in the fund's portfolio are Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, the Netherlands, Portugal, Slovenia and Spain. |
| | | | | | | | | Percent | |
| | | | | | Value | | | of net | |
| Common stocks - 92.50% | | Shares | | | | (000 | ) | | assets | |
| | | | | | | | | | | |
| Industrials - 16.20% | | | | | | | | | | |
| Container Corp. of India Ltd. | | | 6,121,060 | | | $ | 180,006 | | | | .93 | % |
| MSC Industrial Direct Co., Inc., Class A | | | 3,123,700 | | | | 158,434 | | | | .81 | |
| Jain Irrigation Systems Ltd. (1) | | | 4,434,949 | | | | 95,052 | | | | .49 | |
| Intertek Group PLC | | | 3,255,000 | | | | 72,070 | | | | .37 | |
| Downer EDI Ltd. | | | 10,020,961 | | | | 69,501 | | | | .36 | |
| MTU Aero Engines Holding AG | | | 1,122,100 | | | | 65,406 | | | | .34 | |
| WABCO Holdings Inc. (2) | | | 2,180,000 | | | | 65,226 | | | | .34 | |
| Other securities | | | | | | | 2,448,060 | | | | 12.56 | |
| | | | | | | | 3,153,755 | | | | 16.20 | |
| | | | | | | | | | | | | |
| Consumer discretionary - 14.82% | | | | | | | | | | | | |
| Modern Times Group MTG AB, Class B | | | 2,313,000 | | | | 135,054 | | | | .69 | |
| lululemon athletica inc. (2) | | | 2,658,214 | | | | 110,316 | | | | .57 | |
| Jumbo SA (1) | | | 9,249,878 | | | | 93,877 | | | | .48 | |
| Virgin Media Inc. (2) | | | 5,062,500 | | | | 87,379 | | | | .45 | |
| Billabong International Ltd. | | | 8,040,970 | | | | 83,358 | | | | .43 | |
| CTC Media, Inc. | | | 4,441,900 | | | | 76,490 | | | | .39 | |
| Pantaloon Retail (India) Ltd. | | | 8,524,816 | | | | 74,987 | | | | .39 | |
| Central European Media Enterprises Ltd., Class A (2) | | | 2,340,000 | | | | 68,585 | | | | .35 | |
| Live Nation Entertainment, Inc. (2) | | | 4,500,000 | | | | 65,250 | | | | .34 | |
| Other securities | | | | | | | 2,089,318 | | | | 10.73 | |
| | | | | | | | 2,884,614 | | | | 14.82 | |
| | | | | | | | | | | | | |
| Information technology - 12.87% | | | | | | | | | | | | |
| Kingboard Chemical Holdings Ltd. | | | 41,928,100 | | | | 190,901 | | | | .98 | |
| Rovi Corp. (2) | | | 2,349,600 | | | | 87,241 | | | | .45 | |
| Monster Worldwide, Inc. (2) | | | 5,111,800 | | | | 84,907 | | | | .44 | |
| Hittite Microwave Corp. (1) (2) | | | 1,765,000 | | | | 77,607 | | | | .40 | |
| National Instruments Corp. | | | 2,207,653 | | | | 73,625 | | | | .38 | |
| AVEVA Group PLC (1) | | | 4,012,000 | | | | 72,198 | | | | .37 | |
| Digital River, Inc. (1) (2) | | | 2,301,300 | | | | 69,729 | | | | .36 | |
| AOL Inc. (2) | | | 2,505,000 | | | | 63,326 | | | | .32 | |
| Other securities | | | | | | | 1,785,017 | | | | 9.17 | |
| | | | | | | | 2,504,551 | | | | 12.87 | |
| | | | | | | | | | | | | |
| Financials - 11.62% | | | | | | | | | | | | |
| East West Bancorp, Inc. (1) (3) | | | 8,143,965 | | | | 127,681 | | | | | |
| East West Bancorp, Inc. (1) | | | 1,783,600 | | | | 31,070 | | | | .82 | |
| Industrial and Commercial Bank of China (Asia) Ltd. | | | 35,960,537 | | | | 90,040 | | | | .46 | |
| Dah Sing Financial Holdings Ltd. (1) (2) | | | 16,339,400 | | | | 89,442 | | | | .46 | |
| Zions Bancorporation | | | 3,295,000 | | | | 71,897 | | | | .37 | |
| YES BANK Ltd. (2) | | | 12,360,000 | | | | 70,652 | | | | .36 | |
| City National Corp. | | | 1,260,700 | | | | 68,040 | | | | .35 | |
| Kotak Mahindra Bank Ltd. | | | 3,916,549 | | | | 65,376 | | | | .34 | |
| Daegu Bank, Ltd. | | | 4,879,110 | | | | 65,345 | | | | .34 | |
| Other securities | | | | | | | 1,582,521 | | | | 8.12 | |
| | | | | | | | 2,262,064 | | | | 11.62 | |
| | | | | | | | | | | | | |
| Health care - 11.24% | | | | | | | | | | | | |
| Cochlear Ltd. | | | 2,192,654 | | | | 146,521 | | | | .75 | |
| Inverness Medical Innovations, Inc. (2) | | | 3,054,600 | | | | 118,977 | | | | .61 | |
| Thoratec Corp. (1) (2) | | | 3,201,500 | | | | 107,090 | | | | .55 | |
| Integra LifeSciences Holdings Corp. (1) (2) | | | 1,689,290 | | | | 74,042 | | | | .38 | |
| American Medical Systems Holdings, Inc. (1) (2) | | | 3,954,440 | | | | 73,473 | | | | .38 | |
| Endo Pharmaceuticals Holdings Inc. (2) | | | 3,018,000 | | | | 71,496 | | | | .37 | |
| Talecris Biotherapeutics Holdings Corp. (2) | | | 3,405,000 | | | | 67,828 | | | | .35 | |
| Myriad Genetics, Inc. (2) | | | 2,796,500 | | | | 67,256 | | | | .35 | |
| Volcano Corp. (1) (2) | | | 2,726,000 | | | | 65,860 | | | | .34 | |
| Hikma Pharmaceuticals PLC | | | 6,769,153 | | | | 64,967 | | | | .33 | |
| Other securities | | | | | | | 1,330,614 | | | | 6.83 | |
| | | | | | | | 2,188,124 | | | | 11.24 | |
| | | | | | | | | | | | | |
| Materials - 7.64% | | | | | | | | | | | | |
| Yingde Gases Group Co. Ltd. (2) | | | 64,873,000 | | | | 71,692 | | | | .37 | |
| James Hardie Industries SE (2) | | | 10,315,000 | | | | 68,701 | | | | .35 | |
| Aquarius Platinum Ltd. | | | 6,611,111 | | | | 41,849 | | | | | |
| Aquarius Platinum Ltd. (GBP denominated) | | | 3,862,983 | | | | 25,266 | | | | .35 | |
| Talvivaara Mining Co. PLC (2) | | | 9,773,800 | | | | 65,930 | | | | .34 | |
| Rhodia SA (2) | | | 3,173,500 | | | | 65,876 | | | | .34 | |
| African Minerals Ltd. (2) | | | 10,953,821 | | | | 61,215 | | | | | |
| African Minerals Ltd. (2) (3) | | | 300,000 | | | | 1,640 | | | | .32 | |
| Symrise AG | | | 2,634,102 | | | | 62,842 | | | | .32 | |
| Other securities | | | | | | | 1,022,002 | | | | 5.25 | |
| | | | | | | | 1,487,013 | | | | 7.64 | |
| | | | | | | | | | | | | |
| Energy - 5.87% | | | | | | | | | | | | |
| Heritage Oil Ltd. (2) | | | 13,013,500 | | | | 110,867 | | | | .57 | |
| Pacific Rubiales Energy Corp. (2) | | | 5,075,400 | | | | 98,648 | | | | .51 | |
| Niko Resources Ltd. | | | 920,000 | | | | 98,181 | | | | .50 | |
| Concho Resources Inc. (2) | | | 1,483,100 | | | | 74,689 | | | | .38 | |
| FMC Technologies, Inc. (2) | �� | | 1,115,000 | | | | 72,062 | | | | .37 | |
| Banpu PCL | | | 3,617,500 | | | | 69,171 | | | | .36 | |
| Other securities | | | | | | | 617,995 | | | | 3.18 | |
| | | | | | | | 1,141,613 | | | | 5.87 | |
| | | | | | | | | | | | | |
| Consumer staples - 3.85% | | | | | | | | | | | | |
| Other securities | | | | | | | 749,451 | | | | 3.85 | |
| | | | | | | | | | | | | |
| Utilities - 1.99% | | | | | | | | | | | | |
| Xinao Gas Holdings Ltd. (1) | | | 69,350,000 | | | | 177,216 | | | | .91 | |
| Other securities | | | | | | | 209,390 | | | | 1.08 | |
| | | | | | | | 386,606 | | | | 1.99 | |
| | | | | | | | | | | | | |
| Telecommunication services - 1.46% | | | | | | | | | | | | |
| tw telecom inc. (2) | | | 5,635,000 | | | | 102,275 | | | | .53 | |
| Partner Communications Co. Ltd. | | | 2,900,039 | | | | 65,178 | | | | | |
| Partner Communications Co. Ltd. (ADR) | | | 311,800 | | | | 7,044 | | | | .37 | |
| Other securities | | | | | | | 110,320 | | | | .56 | |
| | | | | | | | 284,817 | | | | 1.46 | |
| | | | | | | | | | | | | |
| Miscellaneous - 4.94% | | | | | | | | | | | | |
| Other common stocks in initial period of acquisition | | | | | | | 961,316 | | | | 4.94 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total common stocks (cost: $14,130,073,000) | | | | | | | 18,003,924 | | | | 92.50 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | Percent | |
| | | | | | | Value | | | of net | |
| Warrants - 0.03% | | | | | | | (000 | ) | | assets | |
| | | | | | | | | | | | | |
| Other - 0.03% | | | | | | | | | | | | |
| Other securities | | | | | | | 5,949 | | | | .03 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total warrants (cost: $882,000) | | | | | | | 5,949 | | | | .03 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | Percent | |
| | | | | | | Value | | | of net | |
| Convertible securities - 0.34% | | | | | | | (000 | ) | | assets | |
| | | | | | | | | | | | | |
| Other - 0.30% | | | | | | | | | | | | |
| Other securities | | | | | | | 57,445 | | | | .30 | |
| | | | | | | | | | | | | |
| Miscellaneous - 0.04% | | | | | | | | | | | | |
| Other convertible securities in initial period of acquisition | | | | | | | 8,128 | | | | .04 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total convertible securities (cost: $61,726,000) | | | | | | | 65,573 | | | | .34 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | Percent | |
| | | | | | | Value | | | of net | |
| Bonds & notes - 0.11% | | | | | | | (000 | ) | | assets | |
| | | | | | | | | | | | | |
| Financials - 0.11% | | | | | | | | | | | | |
| Other securities | | | | | | | 20,557 | | | | .11 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total bonds & notes (cost: $17,058,000) | | | | | | | 20,557 | | | | .11 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | | | | | | | | Percent | |
| | | Principal | | | Value | | | of net | |
| Short-term securities - 6.76% | | amount (000) | | | | (000 | ) | | assets | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Fannie Mae 0.10%-0.25% due 4/21-8/16/2010 | | $ | 268,500 | | | | 268,393 | | | | 1.38 | |
| International Bank for Reconstruction and Development 0.12%-0.20% due 4/1-6/11/2010 | | | 262,500 | | | | 262,448 | | | | 1.35 | |
| Freddie Mac 0.20%-0.24% due 4/26-9/1/2010 | | | 259,180 | | | | 259,008 | | | | 1.33 | |
| U.S. Treasury Bills 0.205%-0.338% due 6/17-8/26/2010 | | | 197,800 | | | | 197,701 | | | | 1.02 | |
| Other securities | | | | | | | 328,295 | | | | 1.68 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total short-term securities (cost: $1,315,757,000) | | | | | | | 1,315,845 | | | | 6.76 | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total investment securities (cost: $15,525,496,000) | | | | | | | 19,411,848 | | | | 99.74 | |
| Other assets less liabilities | | | | | | | 51,138 | | | | .26 | |
| | | | | | | | | | | | | |
| Net assets | | | | | | $ | 19,462,986 | | | | 100.00 | % |
| "Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed. | |
| | | | |
| "Other securities" includes all issues that are not disclosed separately in the summary investment portfolio. | | |
| Investments in affiliates | | | | | | |
| |
| A company is considered to be an affiliate of the fund under the Investment Company Act of 1940 if the fund's holdings in that company represent 5% or more of the outstanding voting shares. The value of the fund's affiliated-company holdings is either shown in the summary investment portfolio or included in the value of "Other securities" under the respective industry sectors. Further details on such holdings and related transactions during the six months ended March 31, 2010, appear below. |
| | | Beginning shares or principal amount | | | Additions | | | Reductions | | | Ending shares or principal amount | | | Dividend or interest income (000) | | | Value of affiliates at 3/31/10 (000) | |
| Xinao Gas Holdings Ltd. | | | 72,350,000 | | | | - | | | | 3,000,000 | | | | 69,350,000 | | | $ | - | | | $ | 177,216 | |
| East West Bancorp, Inc. (3) | | | - | | | | 8,143,965 | | | | - | | | | 8,143,965 | | | | 56 | | | | 127,681 | |
| East West Bancorp, Inc. | | | 1,783,600 | | | | - | | | | - | | | | 1,783,600 | | | | 36 | | | | 31,070 | |
| East West Bancorp, Inc. 13.00% convertible preferred | | | - | | | | 48,286 | | | | 48,286 | | | | - | | | | - | | | | - | |
| Thoratec Corp. (2) | | | 3,076,500 | | | | 125,000 | | | | - | | | | 3,201,500 | | | | - | | | | 107,090 | |
| Jain Irrigation Systems Ltd. | | | 4,674,949 | | | | - | | | | 240,000 | | | | 4,434,949 | | | | - | | | | 95,052 | |
| Jumbo SA | | | 9,689,912 | | | | - | | | | 440,034 | | | | 9,249,878 | | | | 2,862 | | | | 93,877 | |
| Dah Sing Financial Holdings Ltd. (2) | | | 14,557,000 | | | | 1,782,400 | | | | - | | | | 16,339,400 | | | | - | | | | 89,442 | |
| Hittite Microwave Corp. (2) | | | 1,765,000 | | | | - | | | | - | | | | 1,765,000 | | | | - | | | | 77,607 | |
| Integra LifeSciences Holdings Corp. (2) | | | 1,604,890 | | | | 84,400 | | | | - | | | | 1,689,290 | | | | - | | | | 74,042 | |
| American Medical Systems Holdings, Inc. (2) | | | 3,935,400 | | | | 166,440 | | | | 147,400 | | | | 3,954,440 | | | | - | | | | 73,473 | |
| AVEVA Group PLC | | | 5,225,000 | | | | - | | | | 1,213,000 | | | | 4,012,000 | | | | 250 | | | | 72,198 | |
| Digital River, Inc. (2) | | | 2,982,700 | | | | 133,600 | | | | 815,000 | | | | 2,301,300 | | | | - | | | | 69,729 | |
| Volcano Corp. (2) | | | 2,991,900 | | | | - | | | | 265,900 | | | | 2,726,000 | | | | - | | | | 65,860 | |
| Drogasil SA, ordinary nominative | | | 2,791,900 | | | | 1,035,900 | | | | 200,000 | | | | 3,627,800 | | | | 300 | | | | 58,285 | |
| Nakanishi Inc. | | | 557,100 | | | | - | | | | - | | | | 557,100 | | | | 453 | | | | 58,180 | |
| Lions Gate Entertainment Corp. (2) | | | 9,000,000 | | | | - | | | | - | | | | 9,000,000 | | | | - | | | | 56,160 | |
| Ipca Laboratories Ltd. | | | 1,794,000 | | | | 7,176,000 | | | | - | | | | 8,970,000 | | | | 347 | | | | 53,876 | |
| Resources Connection, Inc. (2) | | | 3,477,500 | | | | - | | | | 667,500 | | | | 2,810,000 | | | | - | | | | 53,868 | |
| Fourlis | | | 4,074,000 | | | | - | | | | 41,700 | | | | 4,032,300 | | | | - | | | | 48,345 | |
| Gulf Keystone Petroleum Ltd.(2) (4) | | | 37,087,632 | | | | - | | | | - | | | | 37,087,632 | | | | - | | | | 48,296 | |
| OpenTable, Inc. (2) | | | - | | | | 1,263,800 | | | | - | | | | 1,263,800 | | | | - | | | | 48,189 | |
| Trinity Ltd. (3) | | | 82,337,500 | | | | - | | | | - | | | | 82,337,500 | | | | - | | | | 45,793 | |
| Blue Nile, Inc. (2) | | | 829,140 | | | | - | | | | - | | | | 829,140 | | | | - | | | | 45,619 | |
| Ekornes ASA | | | 2,937,598 | | | | - | | | | 917,848 | | | | 2,019,750 | | | | - | | | | 43,925 | |
| Jaguar Mining Inc. (2) (5) | | | 1,824,900 | | | | 2,525,100 | | | | - | | | | 4,350,000 | | | | - | | | | 40,067 | |
| American Axle & Manufacturing Holdings, Inc. (2) | | | 1,800,000 | | | | 2,200,000 | | | | - | | | | 4,000,000 | | | | - | | | | 39,920 | |
| ZOLL Medical Corp. (2) | | | 1,121,183 | | | | 374,100 | | | | - | | | | 1,495,283 | | | | - | | | | 39,416 | |
| CKX, Inc. (2) | | | - | | | | 6,250,000 | | | | - | | | | 6,250,000 | | | | - | | | | 38,312 | |
| Gem Diamonds Ltd. (2) | | | 800,000 | | | | 9,484,551 | | | | 434,551 | | | | 9,850,000 | | | | - | | | | 37,096 | |
| Gem Diamonds Ltd. | | | 2,953,639 | | | | - | | | | 2,953,639 | | | | - | | | | - | | | | - | |
| Goodpack Ltd. | | | 26,360,000 | | | | - | | | | - | | | | 26,360,000 | | | | 569 | | | | 32,990 | |
| Goodpack Ltd., warrants, expire 2012 (2) | | | - | | | | 5,272,000 | | | | - | | | | 5,272,000 | | | | - | | | | 3,959 | |
| Goodpack Ltd., rights, expire 2009 | | | - | | | | 5,272,000 | | | | 5,272,000 | | | | - | | | | - | | | | - | |
| Hana Microelectronics PCL | | | 53,925,000 | | | | - | | | | - | | | | 53,925,000 | | | | 2,083 | | | | 36,206 | |
| SonoSite, Inc. (2) | | | 1,354,100 | | | | - | | | | 230,000 | | | | 1,124,100 | | | | - | | | | 36,095 | |
| Ennis, Inc. | | | 2,065,810 | | | | - | | | | - | | | | 2,065,810 | | | | 640 | | | | 33,611 | |
| LoopNet, Inc. (2) | | | 2,444,035 | | | | 319,405 | | | | - | | | | 2,763,440 | | | | - | | | | 31,061 | |
| First Southern Bancorp, Inc. (2) (3) (6) | | | - | | | | 1,344,915 | | | | - | | | | 1,344,915 | | | | - | | | | 28,378 | |
| First Southern Bancorp, Inc., Series C, convertible preferred (2) (3) (6) | | | - | | | | 2,299 | | | | - | | | | 2,299 | | | | - | | | | 2,299 | |
| ASOS PLC (2) | | | 2,905,000 | | | | 925,000 | | | | - | | | | 3,830,000 | | | | - | | | | 30,099 | |
| Northgate PLC (2) | | | 10,581,804 | | | | - | | | | - | | | | 10,581,804 | | | | - | | | | 30,050 | |
| Cirrus Logic, Inc. (2) | | | - | | | | 3,479,668 | | | | - | | | | 3,479,668 | | | | - | | | | 29,194 | |
| Petroleum Development Corp. (2) | | | - | | | | 1,249,000 | | | | - | | | | 1,249,000 | | | | - | | | | 28,939 | |
| BrisConnections Unit Trusts (2) | | | 27,300,000 | | | | - | | | | - | | | | 27,300,000 | | | | - | | | | 28,802 | |
| Avid Technology, Inc. (2) | | | 1,633,400 | | | | 406,544 | | | | - | | | | 2,039,944 | | | | - | | | | 28,110 | |
| Frigoglass SAIC (2) | | | 2,067,833 | | | | - | | | | - | | | | 2,067,833 | | | | - | | | | 27,282 | |
| Exponent, Inc. (2) | | | 936,400 | | | | - | | | | - | | | | 936,400 | | | | - | | | | 26,706 | |
| Internet Capital Group, Inc. (2) | | | 3,096,000 | | | | - | | | | - | | | | 3,096,000 | | | | - | | | | 26,161 | |
| Infotech Enterprises Ltd. | | | 3,000,000 | | | | - | | | | - | | | | 3,000,000 | | | | - | | | | 24,689 | |
| Dolphin Capital Investors Ltd. (2) | | | 36,765,400 | | | | - | | | | 5,374,639 | | | | 31,390,761 | | | | - | | | | 24,431 | |
| Gruppo MutuiOnline SpA | | | 3,160,000 | | | | - | | | | - | | | | 3,160,000 | | | | - | | | | 24,203 | |
| Techwell, Inc. (2) | | | 825,000 | | | | 425,000 | | | | - | | | | 1,250,000 | | | | - | | | | 23,375 | |
| Petroceltic International PLC (2) | | | 68,700,000 | | | | 38,260,000 | | | | 1,709,348 | | | | 105,250,652 | | | | - | | | | 22,377 | |
| Domino's Pizza Enterprises Ltd. | | | 4,759,100 | | | | - | | | | 276,800 | | | | 4,482,300 | | | | 257 | | | | 22,082 | |
| Regal Petroleum PLC (2) | | | 21,693,000 | | | | - | | | | - | | | | 21,693,000 | | | | - | | | | 21,495 | |
| eHealth, Inc. (2) | | | 1,504,054 | | | | 685,000 | | | | 874,054 | | | | 1,315,000 | | | | - | | | | 20,711 | |
| Home Federal Bancorp, Inc. | | | 1,384,249 | | | | - | | | | - | | | | 1,384,249 | | | | 152 | | | | 20,085 | |
| Houston Wire & Cable Co. | | | 1,678,900 | | | | - | | | | - | | | | 1,678,900 | | | | 286 | | | | 19,442 | |
| Green Packet Bhd. (2) | | | - | | | | 52,119,916 | | | | - | | | | 52,119,916 | | | | - | | | | 18,725 | |
| Fluidigm Corp., Series E, convertible preferred (2) (3) (6) | | | 1,251,055 | | | | 58,685 | | | | - | | | | 1,309,740 | | | | - | | | | 17,931 | |
| Fluidigm Corp., warrant, expires 2019 (2) (3) (6) | | | 1 | | | | - | | | | - | | | | 1 | | | | - | | | | - | |
| Fluidigm Corp. 14.06% convertible notes 2009 | | $ | 794,292 | | | | - | | | $ | 794,292 | | | | - | | | | 16 | | | | - | |
| Standard Parking Corp. (2) (5) | | | 30,400 | | | | 967,600 | | | | - | | | | 998,000 | | | | - | | | | 16,387 | |
| BG Medicine, Inc., Series D, convertible preferred (2) (3) (6) | | | 1,538,462 | | | | - | | | | - | | | | 1,538,462 | | | | - | | | | 13,754 | |
| BG Medicine, Inc. 12.00% convertible notes 2011 (3) (6) | | | - | | | $ | 250,000 | | | | - | | | $ | 250,000 | | | | - | | | | 250 | |
| BG Medicine, Inc., warrants, expire 2020 (2) (3) (6) | | | - | | | | 28,846 | | | | - | | | | 28,846 | | | | - | | | | - | |
| Territorial Bancorp Inc. | | | 782,500 | | | | - | | | | 80,284 | | | | 702,216 | | | | 39 | | | | 13,363 | |
| Rusoro Mining Ltd. (2) (4) | | | 20,000,000 | | | | - | | | | - | | | | 20,000,000 | | | | - | | | | 6,896 | |
| Rusoro Mining Ltd. (2) | | | 19,297,000 | | | | - | | | | 935,000 | | | | 18,362,000 | | | | - | | | | 6,331 | |
| Vital Images, Inc. (2) | | | 792,000 | | | | - | | | | - | | | | 792,000 | | | | - | | | | 12,807 | |
| Cpl Resources PLC | | | 2,975,986 | | | | - | | | | - | | | | 2,975,986 | | | | 129 | | | | 10,068 | |
| Bloomsbury Publishing PLC | | | 5,405,000 | | | | - | | | | - | | | | 5,405,000 | | | | 69 | | | | 9,357 | |
| Newron Pharmaceuticals SpA (2) | | | 257,000 | | | | - | | | | - | | | | 257,000 | | | | - | | | | 5,072 | |
| Newron Pharmaceuticals SpA (2) (4) | | | - | | | | 142,000 | | | | - | | | | 142,000 | | | | - | | | | 2,803 | |
| Rockhopper Exploration PLC (2) | | | - | | | | 11,000,000 | | | | 1,020,925 | | | | 9,979,075 | | | | - | | | | 6,782 | |
| Obtala Resources PLC (2) (4) | | | 7,950,000 | | | | - | | | | - | | | | 7,950,000 | | | | - | | | | 3,411 | |
| Obtala Resources PLC (2) | | | 7,000,000 | | | | - | | | | - | | | | 7,000,000 | | | | - | | | | 3,003 | |
| TranS1 Inc. (2) | | | 1,620,000 | | | | - | | | | - | | | | 1,620,000 | | | | - | | | | 5,265 | |
| Ten Alps PLC (2) | | | 3,439,001 | | | | - | | | | - | | | | 3,439,001 | | | | - | | | | 1,227 | |
| Imagelinx PLC (2) | | | 21,385,714 | | | | - | | | | - | | | | 21,385,714 | | | | - | | | | 1,218 | |
| Zoloto Resources Ltd. (2) (3) | | | 8,175,000 | | | | - | | | | - | | | | 8,175,000 | | | | - | | | | 41 | |
| CEC Unet PLC (2) (3) | | | 35,100,775 | | | | - | | | | - | | | | 35,100,775 | | | | - | | | | - | |
| KAB Distribution Inc. (2) (3) | | | 9,700,000 | | | | - | | | | - | | | | 9,700,000 | | | | - | | | | - | |
| African Minerals Ltd. (2) (7) | | | 10,676,082 | | | | 499,918 | | | | 222,179 | | | | 10,953,821 | | | | - | | | | - | |
| African Minerals Ltd. (2) (3) (7) | | | - | | | | 300,000 | | | | - | | | | 300,000 | | | | - | | | | - | |
| Astaldi SpA (7) | | | 5,344,954 | | | | - | | | | 1,234,636 | | | | 4,110,318 | | | | - | | | | - | |
| austriamicrosystems AG, non-registered shares (7) | | | 715,000 | | | | - | | | | 715,000 | | | | - | | | | - | | | | - | |
| Beacon Roofing Supply, Inc. (2) (7) | | | 2,504,225 | | | | - | | | | 450,000 | | | | 2,054,225 | | | | - | | | | - | |
| Bowne & Co., Inc. (5) (7) | | | 1,736,682 | | | | 863,318 | | | | 2,600,000 | | | | - | | | | 275 | | | | - | |
| Domino's Pizza UK & IRL PLC (7) | | | 8,286,034 | | | | 390,000 | | | | 6,256,034 | | | | 2,420,000 | | | | 279 | | | | - | |
| Fisher & Paykel Healthcare Corp. Ltd. (7) | | | 26,890,690 | | | | - | | | | 4,282,490 | | | | 22,608,200 | | | | 1,045 | | | | - | |
| Glacier Bancorp, Inc. (7) | | | 3,959,000 | | | | - | | | | 3,959,000 | | | | - | | | | 515 | | | | - | |
| Grontmij NV, depository receipts (7) | | | 1,107,000 | | | | - | | | | 655,000 | | | | 452,000 | | | | - | | | | - | |
| Kenmare Resources PLC (2) (7) | | | 55,956,000 | | | | 39,920,802 | | | | - | | | | 95,876,802 | | | | - | | | | - | |
| Kenmare Resources PLC (2) (4) (7) | | | - | | | | 14,095,980 | | | | - | | | | 14,095,980 | | | | - | | | | - | |
| Kingboard Chemical Holdings Ltd. (7) | | | 55,295,200 | | | | - | | | | 13,367,100 | | | | 41,928,100 | | | | - | | | | - | |
| LECG Corp. (7) | | | 1,863,800 | | | | - | | | | 1,863,800 | | | | - | | | | - | | | | - | |
| Live Nation Entertainment, Inc. (2) (7) | | | 5,782,000 | | | | - | | | | 1,282,000 | | | | 4,500,000 | | | | - | | | | - | |
| Lonrho PLC (2) (7) | | | 42,015,000 | | | | 12,300,000 | | | | 9,505,800 | | | | 44,809,200 | | | | - | | | | - | |
| Manila Water Co., Inc. (7) | | | 111,206,800 | | | | - | | | | 70,006,800 | | | | 41,200,000 | | | | 301 | | | | - | |
| MARR SpA (7) | | | 3,380,063 | | | | - | | | | 917,698 | | | | 2,462,365 | | | | - | | | | - | |
| Mineral Deposits Ltd. (2) (7) | | | 16,142,844 | | | | - | | | | - | | | | 16,142,844 | | | | - | | | | - | |
| Mineral Deposits Ltd. (CAD denominated) (2) (7) | | | 12,400,000 | | | | - | | | | - | | | | 12,400,000 | | | | - | | | | - | |
| Ono Sokki Co., Ltd. (7) | | | 1,609,000 | | | | - | | | | 1,609,000 | | | | - | | | | 42 | | | | - | |
| Pantaloon Retail (India) Ltd. (7) | | | 8,524,816 | | | | - | | | | - | | | | 8,524,816 | | | | 110 | | | | - | |
| Pantaloon Retail (India) Ltd., Class B (7) | | | 551,250 | | | | - | | | | - | | | | 551,250 | | | | 8 | | | | - | |
| Redwood Trust, Inc. (7) | | | 4,450,000 | | | | - | | | | 2,600,000 | | | | 1,850,000 | | | | 463 | | | | - | |
| SkillSoft PLC (ADR) (7) | | | 6,289,000 | | | | - | | | | 6,289,000 | | | | - | | | | - | | | | - | |
| SVB Financial Group (2) (7) | | | 1,789,000 | | | | - | | | | 750,000 | | | | 1,039,000 | | | | - | | | | - | |
| Veeco Instruments Inc. (7) | | | 2,566,396 | | | | - | | | | 2,566,396 | | | | - | | | | - | | | | - | |
| Vision-Sciences, Inc. (2) (7) | | | 2,200,000 | | | | - | | | | 681,287 | | | | 1,518,713 | | | | - | | | | - | |
| | | | | | | | | | | | | | | | | | | $ | 11,582 | | | $ | 2,747,207 | |
| 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) Represents an affiliated company as defined under the Investment Company Act of 1940. | | |
| (2) Security did not produce income during the last 12 months. | | | |
| (3) Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities, including those in "Other securities," was $289,466,000, which represented 1.49% of the net assets of the fund. |
| (4) Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the U.S. in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities, including those in "Other securities," was $343,125,000, which represented 1.76% of the net assets of the fund. |
| (5) This security was an unaffiliated issuer in its initial period of acquisition at 9/30/2009; it was not publicly disclosed. | |
| (6) Purchased in a transaction exempt from registration under the Securities Act of 1933. May be subject to legal or contractual restrictions on resale. Further details on these holdings appear below. |
| | | | | | | | | | Percent | |
| | Acquisition | | Cost | | | Value | | | of net | |
| | date(s) | | (000) | | | (000) | | | assets | |
| | | | | | | | | | | | | | |
| First Southern Bancorp, Inc. | 12/17/2009 | | $ | 28,378 | | | $ | 28,378 | | | | .15 | % |
| First Southern Bancorp, Inc., Series C, convertible preferred | 12/17/2009 | | | 2,299 | | | | 2,299 | | | | .01 | |
| Fluidigm Corp., Series E, convertible preferred | 12/21/2006-11/16/2009 | | | 18,337 | | | | 17,931 | | | | .10 | |
| Fluidigm Corp., warrant, expires 2019 | 8/17/2009 | | | - | | | | - | | | | .00 | |
| BG Medicine, Inc., Series D, convertible preferred | 7/9/2008 | | | 10,000 | | | | 13,754 | | | | .07 | |
| BG Medicine, Inc. 12.00% convertible notes 2011 | 3/30/2010 | | | 250 | | | | 250 | | | | .00 | |
| BG Medicine, Inc., warrants, expire 2020 | 3/30/2010 | | | - | | | | - | | | | .00 | |
| Other restricted securities | | | | 75,824 | | | | 11,733 | | | | .05 | |
| | | | | | | | | | | | | | |
| Total restricted securities | | | $ | 135,088 | | | $ | 74,345 | | | | .38 | % |
| (7) Unaffiliated issuer at 3/31/2010. | | | |
| | | | |
| | | | |
| Key to abbreviations | | | |
| ADR = American Depositary Receipts | | | |
| CAD = Canadian dollars | | | |
| GBP = British pounds | | | |
| | | | |
| See Notes to Financial Statements | | | |
| Statement of assets and liabilities | | | | | unaudited | |
| at March 31, 2010 | | (dollars in thousands) | |
| | | | | | | |
| Assets: | | | | | | |
| Investment securities, at value: | | | | | | |
| Unaffiliated issuers (cost: $13,080,387) | | $ | 16,664,641 | | | | |
| Affiliated issuers (cost: $2,445,109) | | | 2,747,207 | | | $ | 19,411,848 | |
| Cash denominated in currencies other than U.S. dollars | | | | | | | | |
| (cost: $1,888) | | | | | | | 1,888 | |
| Cash | | | | | | | 6,340 | |
| Receivables for: | | | | | | | | |
| Sales of investments | | | 116,685 | | | | | |
| Sales of fund's shares | | | 29,913 | | | | | |
| Dividends and interest | | | 23,583 | | | | 170,181 | |
| | | | | | | | 19,590,257 | |
| Liabilities: | | | | | | | | |
| Payables for: | | | | | | | | |
| Purchases of investments | | | 72,733 | | | | | |
| Repurchases of fund's shares | | | 28,347 | | | | | |
| Investment advisory services | | | 10,361 | | | | | |
| Services provided by affiliates | | | 8,831 | | | | | |
| Directors' deferred compensation | | | 1,599 | | | | | |
| Non-U.S. taxes | | | 4,515 | | | | | |
| Other | | | 885 | | | | 127,271 | |
| Net assets at March 31, 2010 | | | | | | $ | 19,462,986 | |
| | | | | | | | | |
| Net assets consist of: | | | | | | | | |
| Capital paid in on shares of capital stock | | | | | | $ | 18,923,299 | |
| Distributions in excess of net investment income | | | | | | | (176,629 | ) |
| Accumulated net realized loss | | | | | | | (3,165,779 | ) |
| Net unrealized appreciation | | | | | | | 3,882,095 | |
| Net assets at March 31, 2010 | | | | | | $ | 19,462,986 | |
| | | (dollars and shares in thousands, except per-share amounts) | |
| Total authorized capital stock - 1,000,000 shares, $.01 par value (581,709 total shares outstanding) | | | | | | | |
| | | Net assets | | | Shares outstanding | | | Net asset value per share* | |
| Class A | | $ | 14,077,139 | | | | 417,842 | | | $ | 33.69 | |
| Class B | | | 431,380 | | | | 13,488 | | | | 31.98 | |
| Class C | | | 834,683 | | | | 26,301 | | | | 31.74 | |
| Class F-1 | | | 646,847 | | | | 19,359 | | | | 33.41 | |
| Class F-2 | | | 213,663 | | | | 6,332 | | | | 33.75 | |
| Class 529-A | | | 495,512 | | | | 14,783 | | | | 33.52 | |
| Class 529-B | | | 55,124 | | | | 1,705 | | | | 32.33 | |
| Class 529-C | | | 181,320 | | | | 5,615 | | | | 32.29 | |
| Class 529-E | | | 29,028 | | | | 878 | | | | 33.08 | |
| Class 529-F-1 | | | 42,349 | | | | 1,262 | | | | 33.57 | |
| Class R-1 | | | 40,999 | | | | 1,265 | | | | 32.40 | |
| Class R-2 | | | 685,345 | | | | 21,154 | | | | 32.40 | |
| Class R-3 | | | 632,547 | | | | 19,166 | | | | 33.00 | |
| Class R-4 | | | 440,899 | | | | 13,167 | | | | 33.48 | |
| Class R-5 | | | 306,888 | | | | 9,026 | | | | 34.00 | |
| Class R-6 | | | 349,263 | | | | 10,366 | | | | 33.69 | |
| | |
| *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 $35.75 and $35.56, respectively. | |
| | | | | | | | | | | | | |
| See Notes to Financial Statements | | | | | | | | | | | | |
| Statement of operations | | | | | unaudited | |
| for the six months ended March 31, 2010 | | | | | (dollars in thousands) |
| | | | | | | |
| Investment income: | | | | | | |
| Income: | | | | | | |
| Dividends (net of non-U.S. taxes of $5,793; also includes $11,566 from affiliates) | | $ | 92,866 | | | | |
| Interest (includes $16 from affiliate) | | | 2,890 | | | $ | 95,756 | |
| | | | | | | | | |
| Fees and expenses*: | | | | | | | | |
| Investment advisory services | | | 57,936 | | | | | |
| Distribution services | | | 28,359 | | | | | |
| Transfer agent services | | | 13,674 | | | | | |
| Administrative services | | | 5,196 | | | | | |
| Reports to shareholders | | | 958 | | | | | |
| Registration statement and prospectus | | | 1,625 | | | | | |
| Directors' compensation | | | 418 | | | | | |
| Auditing and legal | | | 64 | | | | | |
| Custodian | | | 1,627 | | | | | |
| State and local taxes | | | 324 | | | | | |
| Other | | | 907 | | | | 111,088 | |
| Net investment loss | | | | | | | (15,332 | ) |
| | | | | | | | | |
| Net realized gain and unrealized | | | | | | | | |
| appreciation on investments | | | | | | | | |
| and currency: | | | | | | | | |
| Net realized gain (loss) on: | | | | | | | | |
| Investments (net of non-U.S. taxes of $438; also includes $35,250 net loss from affiliates) | | | 435,834 | | | | | |
| Currency transactions | | | (657 | ) | | | 435,177 | |
| Net unrealized appreciation (depreciation) on: | | | | | | | | |
| Investments (net of non-U.S. taxes of $4,515) | | | 1,657,407 | | | | | |
| Currency translations | | | (118 | ) | | | 1,657,289 | |
| Net realized gain and | | | | | | | | |
| unrealized appreciation | | | | | | | | |
| on investments and currency | | | | | | | 2,092,466 | |
| Net increase in net assets resulting | | | | | | | | |
| from operations | | | | | | $ | 2,077,134 | |
| | | | | | | | | |
| *Additional information related to class-specific fees and expenses is included in the Notes to Financial Statements. | | | | | |
| | | | | | | | | |
| See Notes to Financial Statements | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Statements of changes in net assets | | | | | | (dollars in thousands) |
| | | | | | | | | |
| | | Six months ended March 31, 2010* | | | Year ended September 30, 2009 |
| Operations: | | | | | | | | |
| Net investment (loss) income | | $ | (15,332 | ) | | $ | 97,693 | |
| Net realized gain (loss) on investments and currency transactions | | | 435,177 | | | | (3,563,228 | ) |
| Net unrealized appreciation on investments and currency translations | | | 1,657,289 | | | | 4,089,754 | |
| Net increase in net assets resulting from operations | | | 2,077,134 | | | | 624,219 | |
| | | | | | | | | |
| Dividends paid to shareholders | | | | | | | | |
| from net investment income | | | (103,851 | ) | | | - | |
| | | | | | | | | |
| Net capital share transactions | | | (6,159 | ) | | | (710,466 | ) |
| | | | | | | | | |
| Total increase (decrease) in net assets | | | 1,967,124 | | | | (86,247 | ) |
| | | | | | | | | |
| Net assets: | | | | | | | | |
| Beginning of period | | | 17,495,862 | | | | 17,582,109 | |
| End of period (distributions in excess of | | | | | | | | |
| net investment income: $(176,629) and $(57,446), respectively) | | $ | 19,462,986 | | | $ | 17,495,862 | |
| | | | | | | | | |
*Unaudited. | | | | | | | | |
| | | | | | | | | |
| See Notes to Financial Statements | | | | | | | | |
Notes to financial statements
unaudited
SMALLCAP World Fund, Inc. (the "fund") is registered under the Investment Company Act of 1940 as an open-end, diversified management investment company. The fund seeks long-term growth of capital through investments in smaller companies in the U.S. and around the world.
On November 24, 2009, shareholders approved a proposal to reorganize the fund from a Maryland corporation to a Delaware statutory trust. The reorganization may be completed in 2010 or early 2011; however, the fund reserves the right to delay the implementation. Shareholders also approved amendments to the fund’s Investment Advisory and Service Agreement and amendments to and elimination of certain fundamental investment policies of the fund.
The fund has 16 share classes consisting of five retail share classes, five 529 college savings plan share classes and six 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 six retirement plan share classes (R-1, R-2, R-3, R-4, R-5 and R-6) are generally offered only 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 5.75% | 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, R-5 and R-6 | None | None | None |
*Class B and 529-B shares of the fund are not available for purchase.
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.
| 2. | 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 fund follows the significant accounting policies described below, as well as the valuation policies described in the next section on valuation.
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. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis. Market discounts, premiums and ori ginal 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) and 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 and distributions paid to shareholders are recorded on the ex-dividend date.
Currency translation – Assets and liabilities, including investment securities, denominated in currencies other than U.S. dollars are translated into U.S. dollars at the exchange rates in effect on the valuation date. Purchases and sales of investment securities and income and expenses are translated into U.S. dollars at the exchange rates on the dates of such transactions. On the accompanying financial statements, the effects of changes in exchange rates on investment securities are included with the net realized gain or loss and net unrealized appreciation or depreciation on investments. The realized gain or loss and unrealized appreciation or depr eciation resulting from all other transactions denominated in currencies other than U.S. dollars are disclosed separately.
Loan transactions – The fund may enter into loan transactions in which the fund acquires a loan either through an agent, by assignment from another holder, or as a participation interest in another holder's portion of a loan. The loan is often administered by a financial institution that acts as agent for the holders of the loan, and the fund may be required to receive approval from the agent and/or borrower prior to the sale of the investment. The loan's interest rate and maturity date may change based on the terms of the loan, including potential early payments of principal.
The fund’s investments are reported at fair value as defined by accounting principles generally accepted in the United States of America. The fund generally determines its net asset value as of approximately 4:00 p.m. New York time each day the New York Stock Exchange is open.
Methods and inputs – The fund uses the following methods and inputs to establish the fair value of its assets and liabilities. Use of particular methods and inputs may vary over time based on availability and relevance as market and economic conditions evolve.
Equity securities are generally valued at the official closing price of, or the last reported sale price on, the exchange or market on which such securities are traded, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price. Prices for each security are taken from the principal exchange or market in which the security trades.
Fixed-income securities, including short-term securities purchased with more than 60 days left to maturity, are generally valued at prices obtained as of approximately 3:00 p.m. New York time from one or more pricing vendors. Vendors value such securities based on one or more of the inputs described in the following table. The table provides examples of inputs that are commonly relevant for valuing particular classes of fixed-income securities in which the fund is authorized to invest. However, these classifications are not exclusive and any of the inputs may be used to value any other class of fixed-income security.
| Fixed-income class | Examples of standard inputs |
| All | Benchmark yields, transactions, bids, offers, quotations from dealers and trading systems, new issues, spreads and other relationships observed in the markets among comparable securities; and proprietary pricing models such as yield measures calculated using factors such as cash flows, financial or collateral performance and other reference data (collectively referred to as “standard inputs”) |
| Corporate bonds & notes; convertible securities | Standard inputs and underlying equity of the issuer |
| Bonds & notes of governments & government agencies | Standard inputs and interest rate volatilities |
Where the investment adviser deems it appropriate to do so (such as when vendor prices are unavailable or not deemed to be representative), fixed-income securities will be valued in good faith at the mean quoted bid and asked prices that are reasonably and timely available (or bid prices, if asked prices are not available) or at prices for securities of comparable maturity, quality and type.
Securities with both fixed-income and equity characteristics, or equity securities traded principally among fixed-income dealers, are generally valued in the manner described above for either equity or fixed-income securities, depending on which method is deemed most appropriate by the investment adviser. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates fair 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.
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 guidelines adopted by authority of the fund's board of directors. Market quotations may be considered unreliable if events occur that materially affect the value of securities (particularly equity securities trading outside the U.S.) between the close of trading in those securities and the close of regular trading on the New York Stock Exchange. Various inputs may be reviewed in order to make a good faith determination of a security’s fair value. These inputs include, but are not limited to, the type and cost of the security; contract ual 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. Fair valuations and valuations of investments that are not actively trading involve judgment and may differ materially from valuations that would have been used had greater market activity occurred.
Classifications - The fund classifies its assets and liabilities into three levels based on the inputs used to value the assets or liabilities. Level 1 values are based on quoted prices in active markets for identical securities. Level 2 values are based on significant observable market inputs, such as quoted prices for similar securities and quoted prices in inactive markets. Level 3 values are based on significant unobservable inputs that reflect the fund’s determination of assumptions that market participants might reasonably use in valuing the securities. The va luation levels are not necessarily an indication of the risk or liquidity associated with the underlying investment. For example, U.S. government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market. The following table presents the fund’s valuation levels as of March 31, 2010 (dollars in thousands):
| Investment securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
| Common stocks: | | | | | | | | | | | | |
| Industrials | | $ | 3,128,818 | | | $ | 9,251 | | | $ | 15,686 | | | $ | 3,153,755 | |
| Consumer discretionary | | | 2,838,038 | | | | - | | | | 46,576 | | | | 2,884,614 | |
| Information technology | | | 2,504,519 | | | | - | | | | 32 | | | | 2,504,551 | |
| Financials | | | 2,100,015 | | | | 133,671 | | | | 28,378 | | | | 2,262,064 | |
| Health care | | | 2,188,121 | | | | - | | | | 3 | | | | 2,188,124 | |
| Materials | | | 1,478,210 | | | | 8,762 | | | | 41 | | | | 1,487,013 | |
| Energy | | | 1,131,077 | | | | - | | | | 10,536 | | | | 1,141,613 | |
| Consumer staples | | | 749,451 | | | | - | | | | - | | | | 749,451 | |
| Utilities | | | 386,606 | | | | - | | | | - | | | | 386,606 | |
| Telecommunication services | | | 284,817 | | | | - | | | | - | | | | 284,817 | |
| Miscellaneous | | | 961,316 | | | | - | | | | - | | | | 961,316 | |
| Warrants | | | 4,067 | | | | 1,882 | | | | - | | | | 5,949 | |
| Convertible securities | | | 16,463 | | | | 14,462 | | | | 34,648 | | | | 65,573 | |
| Bonds & notes | | | - | | | | 20,557 | | | | - | | | | 20,557 | |
| Short-term securities | | | - | | | | 1,315,845 | | | | - | | | | 1,315,845 | |
| Total | | $ | 17,771,518 | | | $ | 1,504,430 | | | $ | 135,900 | | | $ | 19,411,848 | |
| The following table reconciles the valuation of the fund's Level 3 investment securities and related transactions for the six months ended March 31, 2010 (dollars in thousands): |
| | | | | | | | | | | | | | | | |
| | | Beginning value at 10/1/2009 | | | Net purchases and sales | | Net unrealized appreciation* | | | Net transfers out of Level 3† | | | Ending value at 3/31/2010 | |
| Investment securities | | $ | 60,321 | | | $ | 67,658 | | | $ | 46,074 | | | $ | (38,153 | ) | | $ | 135,900 | |
| | | | | | | | | | | | | | | | | | | | | |
| Net unrealized appreciation during the period on Level 3 investment securities held at March 31, 2010 (dollars in thousands)*: | | | $ | 33,527 | |
| | | | | | | | | | | | | | | | | | | | | |
| *Net unrealized appreciation is included in the related amounts on investments in the statement of operations. | | | | | |
†Transfers into or out of Level 3 are based on the beginning market value of the quarter in which they occurred. | |
Investing in the fund may involve certain risks including, but not limited to, those described below.
The fund's portfolio holdings may fluctuate in response to events specific to the companies or markets in which the fund invests, as well as economic, political or social events in the U.S. or abroad. Investing in smaller companies may pose additional risks as it is often more difficult to value or dispose of small company stocks, more difficult to obtain information about smaller companies, and the prices of their stocks may be more volatile than stocks of larger, more established companies. Although all securities in the fund's portfolio may be adversely affected by currency fluctuations or global economic, political or social instability, securities issued by entities based outside the U.S. may be affected to a greater extent.
The prices of the common stocks and other securities held by the fund may decline in response to certain events taking place around the world, including those directly involving the issuers whose securities are owned by the fund; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; governmental or governmental agency responses to economic conditions; and currency, interest rate and commodity price fluctuations. The growth-oriented common stocks and other equity-type securities, such as preferred stocks, convertible preferred stocks and convertible bonds, generally purchased by the fund may involve large price swings and potential for loss, particularly in the cas e of smaller capitalization stocks.
Investments in securities issued by entities based outside the U.S. may be subject to the risks described above to a greater extent. These investments may also be affected by currency controls; different accounting, auditing, financial reporting, disclosure, and regulatory and legal standards and practices; expropriation; changes in tax policy; greater market volatility; different securities market structures; higher transaction costs; and various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of dividends. These risks may be heightened in connection with investments in developing countries. Investments in securities issued by entities domiciled in the U.S. may also be subjec t to many of these risks.
Developing countries may have less developed legal and accounting systems. The governments of these countries may be more unstable and more likely to impose capital controls, nationalize a company or industry, place restrictions on foreign ownership and on withdrawing sale proceeds of securities from the country, and/or impose punitive taxes that could adversely affect security prices. In addition, the economies of these countries may be dependent on relatively few industries that are more susceptible to local and global changes. Securities markets in these countries are also relatively small and have substantially lower trading volumes. As a result, securities issued in these countries may be more volatile and less liquid than securities issu ed in countries with more developed economies or markets.
| 5. | Taxation and distributions |
Federal income taxation – 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 March 31, 2010, 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 2005, by state tax authorities for tax years before 2004 and by tax authorities outside the U.S. for tax years before 2002.
Non-U.S. taxation – Dividend and interest income is recorded net of non-U.S. taxes paid. Gains realized by the fund on the sale of securities in certain countries are subject to non-U.S. taxes. The fund records a liability based on unrealized gains to provide for potential non-U.S. taxes payable upon the sale of these securities.
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 different treatment for items such as currency gains and losses; short-term capital gains and losses; capital losses related to sales of certain securities within 30 days of purchase; unrealized appreciation of certain investments in securities outside the U.S.; and income on certain investments. 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.
The components of distributable earnings on a tax basis are reported as of the fund’s most recent year-end. As of September 30, 2009, the components of distributable earnings on a tax basis were as follows:
| (dollars in thousands) | |
| Undistributed ordinary income | | $ | 63,551 | |
| Post-October currency loss deferrals (realized during the period November 1, 2008, through September 30, 2009)* | | | (760 | ) |
Capital loss carryforward expiring 2017† | | | (365,461 | ) |
| Post-October capital loss deferrals (realized during the period November 1, 2008, through September 30, 2009)* | | | (3,207,310 | ) |
| | | | | |
| *These deferrals are considered incurred in the subsequent year. | | | | |
| †The capital loss carryforward will be used to offset any capital gains realized by the fund in the current year or in subsequent years through the expiration date. The fund will not make distributions from capital gains while a capital loss carryforward remains. |
As of March 31, 2010, the tax basis unrealized appreciation (depreciation) and cost of investment securities were as follows:
| (dollars in thousands) | |
| Gross unrealized appreciation on investment securities | | $ | 4,774,433 | |
| Gross unrealized depreciation on investment securities | | | (1,055,664 | ) |
| Net unrealized appreciation on investment securities | | | 3,718,769 | |
| Cost of investment securities | | | 15,693,079 | |
No distributions were paid to shareholders during the year ended September 30, 2009. Ordinary income distributions paid to shareholders during the six months ended March 31, 2010, were as follows (dollars in thousands):
| Share class | | | |
| Class A | | | 82,116 | |
| Class B | | | - | |
| Class C | | | 320 | |
| Class F-1 | | | 4,116 | |
| Class F-2 | | | 1,894 | |
| Class 529-A | | | 3,021 | |
| Class 529-B | | | - | |
| Class 529-C | | | - | |
| Class 529-E | | | 109 | |
| Class 529-F-1 | | | 331 | |
| Class R-1 | | | 34 | |
| Class R-2 | | | - | |
| Class R-3 | | | 2,561 | |
| Class R-4 | | | 3,241 | |
| Class R-5 | | | 2,757 | |
| Class R-6 | | | 3,351 | |
| Total | | $ | 103,851 | |
| 6. | Fees and transactions with related parties |
Capital Research and Management Company ("CRMC"), the fund’s investment adviser, is the parent company of American Funds Distributors,® Inc. ("AFD"), the principal underwriter of the fund’s shares, and American Funds Service Company® ("AFS"), the fund’s transfer agent.
Investment advisory services - The Investment Advisory and Service Agreement with CRMC provides for monthly fees accrued daily. These fees are based on a series of decreasing annual rates beginning with 0.800% on the first billion of daily net assets and decreasing to 0.595% on such assets in excess of $27 billion. For the six months ended March 31, 2010, the investment advisory services fee was $57,936,000, which was equivalent to an annualized rate of 0.642% 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, R-5 and R-6. Under the plans, the board of directors 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 directors has limited the amounts that may be paid to less than the maximum allowed by the plans. All share classes with a plan 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 directors 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 March 31, 2010, 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 as 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 and 0.05% for Class R-6) 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. Each 529 share class is subject to an additional administrative services fee payable to the Commonwealth of Virginia for the maintenance of the 529 college savings plan. The quarterly fee is based on a series of decreasing annual rates beginning with 0.10% on the first $30 billion of the net assets invested in Class 529 shares of the American Funds and decreasing to 0.06% on such assets between $120 billion and $150 billion. The fee for any given calendar quarter is accrued and calculated on the basis of the average net assets of Class 529 shares of the American Funds for the last month of the prior calendar quarter. 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 on the previous page for the six months ended March 31, 2010, 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 | $15,658 | $13,246 | Not applicable | Not applicable | Not applicable |
| Class B | 2,101 | 428 | Not applicable | Not applicable | Not applicable |
| Class C | 3,830 | Included in administrative services | $576 | $152 | Not applicable |
| Class F-1 | 713 | 432 | 57 | Not applicable |
| Class F-2 | Not applicable | 103 | 8 | Not applicable |
| Class 529-A | 460 | 312 | 66 | $ 223 |
| Class 529-B | 259 | 37 | 13 | 26 |
| Class 529-C | 815 | 115 | 37 | 82 |
| Class 529-E | 66 | 18 | 4 | 13 |
| Class 529-F-1 | - | 26 | 6 | 19 |
| Class R-1 | 186 | 19 | 15 | Not applicable |
| Class R-2 | 2,346 | 467 | 1,113 | Not applicable |
| Class R-3 | 1,422 | 421 | 306 | Not applicable |
| Class R-4 | 503 | 296 | 14 | Not applicable |
| Class R-5 | Not applicable | 135 | 5 | Not applicable |
| Class R-6 | Not applicable | 80 | -* | Not applicable |
| Total | $28,359 | $13,674 | $3,037 | $1,796 | $363 |
* Amount less than one thousand.
Directors’ deferred compensation – Since the adoption of the deferred compensation plan in 1993, directors 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. Directors’ compensation of $418,000, shown on the accompanying financial statements, includes $277,000 in current fees (either paid in cash or deferred) and a net increase of $141,000 in the value of the deferred amounts.
Affiliated officers and directors – Officers and certain directors of the fund are or may be considered to be affiliated with CRMC, AFS and AFD. No affiliated officers or directors received any compensation directly from the fund.
| 7. | Capital share transactions |
Capital share transactions in the fund were as follows (dollars and shares in thousands):
| | | Sales(*) | | | Reinvestments of dividends and distributions | | | Repurchases(*) | | | Net (decrease) increase | |
| Share class | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | | | Shares | | | Amount | | | Shares | |
| Six months ended March 31, 2010 | | | | | | | | | | | | | | | | | | | | | | |
| Class A | | $ | 964,970 | | | | 30,584 | | | $ | 78,893 | | | | 2,504 | | | $ | (1,212,931 | ) | | | (38,732 | ) | | $ | (169,068 | ) | | | (5,644 | ) |
| Class B | | | 14,518 | | | | 483 | | | | - | | | | - | | | | (57,312 | ) | | | (1,921 | ) | | | (42,794 | ) | | | (1,438 | ) |
| Class C | | | 85,494 | | | | 2,877 | | | | 310 | | | | 11 | | | | (74,939 | ) | | | (2,540 | ) | | | 10,865 | | | | 348 | |
| Class F-1 | | | 123,489 | | | | 3,942 | | | | 3,785 | | | | 121 | | | | (86,555 | ) | | | (2,796 | ) | | | 40,719 | | | | 1,267 | |
| Class F-2 | | | 52,465 | | | | 1,664 | | | | 1,549 | | | | 49 | | | | (18,789 | ) | | | (595 | ) | | | 35,225 | | | | 1,118 | |
| Class 529-A | | | 46,136 | | | | 1,472 | | | | 3,020 | | | | 96 | | | | (23,498 | ) | | | (755 | ) | | | 25,658 | | | | 813 | |
| Class 529-B | | | 1,160 | | | | 38 | | | | - | | | | - | | | | (2,853 | ) | | | (94 | ) | | | (1,693 | ) | | | (56 | ) |
| Class 529-C | | | 18,349 | | | | 610 | | | | - | | | | - | | | | (10,265 | ) | | | (342 | ) | | | 8,084 | | | | 268 | |
| Class 529-E | | | 2,842 | | | | 92 | | | | 109 | | | | 4 | | | | (1,488 | ) | | | (48 | ) | | | 1,463 | | | | 48 | |
| Class 529-F-1 | | | 6,084 | | | | 195 | | | | 331 | | | | 10 | | | | (3,464 | ) | | | (111 | ) | | | 2,951 | | | | 94 | |
| Class R-1 | | | 7,595 | | | | 249 | | | | 33 | | | | 1 | | | | (6,838 | ) | | | (227 | ) | | | 790 | | | | 23 | |
| Class R-2 | | | 105,822 | | | | 3,493 | | | | - | | | | - | | | | (93,061 | ) | | | (3,096 | ) | | | 12,761 | | | | 397 | |
| Class R-3 | | | 115,428 | | | | 3,749 | | | | 2,559 | | | | 83 | | | | (82,771 | ) | | | (2,691 | ) | | | 35,216 | | | | 1,141 | |
| Class R-4 | | | 89,053 | | | | 2,857 | | | | 3,239 | | | | 103 | | | | (72,502 | ) | | | (2,331 | ) | | | 19,790 | | | | 629 | |
| Class R-5 | | | 48,776 | | | | 1,543 | | | | 2,744 | | | | 86 | | | | (34,743 | ) | | | (1,103 | ) | | | 16,777 | | | | 526 | |
| Class R-6 | | | 59,831 | | | | 1,907 | | | | 3,351 | | | | 107 | | | | (66,085 | ) | | | (2,094 | ) | | | (2,903 | ) | | | (80 | ) |
| Total net increase | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (decrease) | | $ | 1,742,012 | | | | 55,755 | | | $ | 99,923 | | | | 3,175 | | | $ | (1,848,094 | ) | | | (59,476 | ) | | $ | (6,159 | ) | | | (546 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year ended September 30, 2009 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class A | | $ | 1,518,160 | | | | 66,129 | | | | - | | | | - | | | $ | (2,496,271 | ) | | | (115,414 | ) | | $ | (978,111 | ) | | | (49,285 | ) |
| Class B | | | 33,662 | | | | 1,604 | | | | - | | | | - | | | | (102,029 | ) | | | (4,910 | ) | | | (68,367 | ) | | | (3,306 | ) |
| Class C | | | 118,514 | | | | 5,423 | | | | - | | | | - | | | | (151,900 | ) | | | (7,489 | ) | | | (33,386 | ) | | | (2,066 | ) |
| Class F-1 | | | 189,538 | | | | 8,394 | | | | - | | | | - | | | | (274,502 | ) | | | (12,521 | ) | | | (84,964 | ) | | | (4,127 | ) |
| Class F-2 | | | 138,781 | | | | 5,589 | | | | - | | | | - | | | | (15,874 | ) | | | (659 | ) | | | 122,907 | | | | 4,930 | |
| Class 529-A | | | 58,688 | | | | 2,607 | | | | - | | | | - | | | | (37,550 | ) | | | (1,725 | ) | | | 21,138 | | | | 882 | |
| Class 529-B | | | 3,585 | | | | 174 | | | | - | | | | - | | | | (4,393 | ) | | | (210 | ) | | | (808 | ) | | | (36 | ) |
| Class 529-C | | | 23,679 | | | | 1,084 | | | | - | | | | - | | | | (17,451 | ) | | | (829 | ) | | | 6,228 | | | | 255 | |
| Class 529-E | | | 3,847 | | | | 173 | | | | - | | | | - | | | | (2,835 | ) | | | (131 | ) | | | 1,012 | | | | 42 | |
| Class 529-F-1 | | | 7,052 | | | | 316 | | | | - | | | | - | | | | (4,494 | ) | | | (204 | ) | | | 2,558 | | | | 112 | |
| Class R-1 | | | 11,379 | | | | 514 | | | | - | | | | - | | | | (6,450 | ) | | | (303 | ) | | | 4,929 | | | | 211 | |
| Class R-2 | | | 183,512 | | | | 8,507 | | | | - | | | | - | | | | (121,903 | ) | | | (5,671 | ) | | | 61,609 | | | | 2,836 | |
| Class R-3 | | | 164,814 | | | | 7,409 | | | | - | | | | - | | | | (108,008 | ) | | | (4,940 | ) | | | 56,806 | | | | 2,469 | |
| Class R-4 | | | 176,324 | | | | 7,415 | | | | - | | | | - | | | | (72,671 | ) | | | (3,225 | ) | | | 103,653 | | | | 4,190 | |
| Class R-5 | | | 171,532 | | | | 7,719 | | | | - | | | | - | | | | (335,288 | ) | | | (14,570 | ) | | | (163,756 | ) | | | (6,851 | ) |
Class R-6(†) | | | 243,388 | | | | 10,650 | | | | - | | | | - | | | | (5,302 | ) | | | (204 | ) | | | 238,086 | | | | 10,446 | |
| Total net increase | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (decrease) | | $ | 3,046,455 | | | | 133,707 | | | $ | - | | | | - | | | $ | (3,756,921 | ) | | | (173,005 | ) | | $ | (710,466 | ) | | | (39,298 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
* Includes exchanges between share classes of the fund. | | | | | | | | | | | | | | | | | | | | | | | | | |
(†)Class R-6 was offered beginning May 1, 2009. | | | | | | | | | | | | | | | | | | | | | | | | | |
| 8. | Investment transactions |
The fund made purchases and sales of investment securities, excluding short-term securities and U.S. government obligations, if any, of $3,775,098,000 and $3,783,842,000, respectively, during the six months ended March 31, 2010.
| | | | | | | Income (loss) from investment operations(2) | | | Dividends and distributions | | | | | | | | | | | | | | | | | | | |
| | | | Net asset value, beginning of period | | | Net investment (loss) income | | | Net gains (losses) on securities (both realized and unrealized) | | | Total from investment operations | | | Dividends (from net investment income) | | | Distributions (from capital gains) | | | Total dividends and distributions | | | 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 reimbursements/ waivers | | | Ratio of expenses to average net assets after reimbursements/ waivers(4) | | | Ratio of net (loss) income to average net assets(4) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class A: | Six months ended 3/31/2010(5) | | $ | 30.26 | | | $ | (.01 | ) | | $ | 3.64 | | | $ | 3.63 | | | $ | (.20 | ) | | $ | - | | | $ | (.20 | ) | | $ | 33.69 | | | | 12.03 | % | | $ | 14,077 | | | | 1.15 | %(6) | | | 1.15 | %(6) | | | (.09 | )%(6) |
| | Year ended 9/30/2009 | | | 28.46 | | | | .19 | | | | 1.61 | | | | 1.80 | | | | - | | | | - | | | | - | | | | 30.26 | | | | 6.32 | | | | 12,814 | | | | 1.25 | | | | 1.24 | | | | .82 | |
| | Year ended 9/30/2008 | | | 47.43 | | | | .31 | | | | (14.35 | ) | | | (14.04 | ) | | | (.76 | ) | | | (4.17 | ) | | | (4.93 | ) | | | 28.46 | | | | (32.77 | ) | | | 13,453 | | | | 1.07 | | | | 1.01 | | | | .80 | |
| | Year ended 9/30/2007 | | | 38.87 | | | | .37 | | | | 12.50 | | | | 12.87 | | | | (.70 | ) | | | (3.61 | ) | | | (4.31 | ) | | | 47.43 | | | | 35.41 | | | | 20,913 | | | | 1.04 | | | | .98 | | | | .86 | |
| | Year ended 9/30/2006 | | | 34.77 | | | | .25 | | | | 4.94 | | | | 5.19 | | | | (.41 | ) | | | (.68 | ) | | | (1.09 | ) | | | 38.87 | | | | 15.27 | | | | 15,167 | | | | 1.08 | | | | 1.01 | | | | .68 | |
| | Year ended 9/30/2005 | | | 27.82 | | | | .24 | | | | 7.02 | | | | 7.26 | | | | (.31 | ) | | | - | | | | (.31 | ) | | | 34.77 | | | | 26.28 | | | | 12,544 | | | | 1.09 | | | | 1.04 | | | | .76 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class B: | Six months ended 3/31/2010(5) | | | 28.66 | | | | (.13 | ) | | | 3.45 | | | | 3.32 | | | | - | | | | - | | | | - | | | | 31.98 | | | | 11.58 | | | | 431 | | | | 1.91 | (6) | | | 1.91 | (6) | | | (.85 | )(6) |
| | Year ended 9/30/2009 | | | 27.16 | | | | .01 | | | | 1.49 | | | | 1.50 | | | | - | | | | - | | | | - | | | | 28.66 | | | | 5.52 | | | | 428 | | | | 2.02 | | | | 2.00 | | | | .06 | |
| | Year ended 9/30/2008 | | | 45.49 | | | | .01 | | | | (13.72 | ) | | | (13.71 | ) | | | (.45 | ) | | | (4.17 | ) | | | (4.62 | ) | | | 27.16 | | | | (33.27 | ) | | | 495 | | | | 1.83 | | | | 1.77 | | | | .03 | |
| | Year ended 9/30/2007 | | | 37.41 | | | | .04 | | | | 12.02 | | | | 12.06 | | | | (.37 | ) | | | (3.61 | ) | | | (3.98 | ) | | | 45.49 | | | | 34.40 | | | | 815 | | | | 1.81 | | | | 1.74 | | | | .10 | |
| | Year ended 9/30/2006 | | | 33.59 | | | | (.03 | ) | | | 4.78 | | | | 4.75 | | | | (.25 | ) | | | (.68 | ) | | | (.93 | ) | | | 37.41 | | | | 14.39 | | | | 581 | | | | 1.85 | | | | 1.78 | | | | (.09 | ) |
| | Year ended 9/30/2005 | | | 26.90 | | | _ (7) | | | | 6.79 | | | | 6.79 | | | | (.10 | ) | | | - | | | | (.10 | ) | | | 33.59 | | | | 25.31 | | | | 457 | | | | 1.86 | | | | 1.81 | | | | (.01 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class C: | Six months ended 3/31/2010(5) | | | 28.44 | | | | (.12 | ) | | | 3.43 | | | | 3.31 | | | | (.01 | ) | | | - | | | | (.01 | ) | | | 31.74 | | | | 11.58 | | | | 835 | | | | 1.90 | (6) | | | 1.90 | (6) | | | (.84 | )(6) |
| | Year ended 9/30/2009 | | | 26.93 | | | | .03 | | | | 1.48 | | | | 1.51 | | | | - | | | | - | | | | - | | | | 28.44 | | | | 5.64 | | | | 738 | | | | 1.94 | | | | 1.92 | | | | .13 | |
| | Year ended 9/30/2008 | | | 45.18 | | | | .01 | | | | (13.63 | ) | | | (13.62 | ) | | | (.46 | ) | | | (4.17 | ) | | | (4.63 | ) | | | 26.93 | | | | (33.31 | ) | | | 754 | | | | 1.86 | | | | 1.79 | | | | .02 | |
| | Year ended 9/30/2007 | | | 37.21 | | | | .02 | | | | 11.95 | | | | 11.97 | | | | (.39 | ) | | | (3.61 | ) | | | (4.00 | ) | | | 45.18 | | | | 34.35 | | | | 1,107 | | | | 1.85 | | | | 1.79 | | | | .04 | |
| | Year ended 9/30/2006 | | | 33.45 | | | | (.04 | ) | | | 4.74 | | | | 4.70 | | | | (.26 | ) | | | (.68 | ) | | | (.94 | ) | | | 37.21 | | | | 14.33 | | | | 696 | | | | 1.89 | | | | 1.83 | | | | (.12 | ) |
| | Year ended 9/30/2005 | | | 26.82 | | | | (.02 | ) | | | 6.78 | | | | 6.76 | | | | (.13 | ) | | | - | | | | (.13 | ) | | | 33.45 | | | | 25.27 | | | | 457 | | | | 1.90 | | | | 1.85 | | | | (.05 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class F-1: | Six months ended 3/31/2010(5) | | | 30.03 | | | | (.01 | ) | | | 3.61 | | | | 3.60 | | | | (.22 | ) | | | - | | | | (.22 | ) | | | 33.41 | | | | 12.05 | | | | 647 | | | | 1.12 | (6) | | | 1.12 | (6) | | | (.05 | )(6) |
| | Year ended 9/30/2009 | | | 28.21 | | | | .21 | | | | 1.61 | | | | 1.82 | | | | - | | | | - | | | | - | | | | 30.03 | | | | 6.45 | | | | 543 | | | | 1.14 | | | | 1.13 | | | | .94 | |
| | Year ended 9/30/2008 | | | 47.08 | | | | .31 | | | | (14.23 | ) | | | (13.92 | ) | | | (.78 | ) | | | (4.17 | ) | | | (4.95 | ) | | | 28.21 | | | | (32.77 | ) | | | 627 | | | | 1.07 | | | | 1.01 | | | | .82 | |
| | Year ended 9/30/2007 | | | 38.65 | | | | .36 | | | | 12.41 | | | | 12.77 | | | | (.73 | ) | | | (3.61 | ) | | | (4.34 | ) | | | 47.08 | | | | 35.41 | | | | 815 | | | | 1.05 | | | | .98 | | | | .84 | |
| | Year ended 9/30/2006 | | | 34.58 | | | | .26 | | | | 4.91 | | | | 5.17 | | | | (.42 | ) | | | (.68 | ) | | | (1.10 | ) | | | 38.65 | | | | 15.28 | | | | 446 | | | | 1.08 | | | | 1.01 | | | | .70 | |
| | Year ended 9/30/2005 | | | 27.70 | | | | .23 | | | | 6.98 | | | | 7.21 | | | | (.33 | ) | | | - | | | | (.33 | ) | | | 34.58 | | | | 26.23 | | | | 253 | | | | 1.12 | | | | 1.07 | | | | .72 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class F-2: | Six months ended 3/31/2010(5) | | | 30.39 | | | | .04 | | | | 3.66 | | | | 3.70 | | | | (.34 | ) | | | - | | | | (.34 | ) | | | 33.75 | | | | 12.21 | | | | 214 | | | | .82 | (6) | | | .82 | (6) | | | .25 | (6) |
| | Year ended 9/30/2009 | | | 28.47 | | | | .23 | | | | 1.69 | | | | 1.92 | | | | - | | | | - | | | | - | | | | 30.39 | | | | 6.78 | | | | 158 | | | | .87 | | | | .87 | | | | .91 | |
| | Period from 8/1/2008 to 9/30/2008 | | | 33.66 | | | | .08 | | | | (5.27 | ) | | | (5.19 | ) | | | - | | | | - | | | | - | | | | 28.47 | | | | (15.42 | ) | | | 8 | | | | .14 | | | | .13 | | | | .26 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class 529-A: | Six months ended 3/31/2010(5) | | | 30.13 | | | | (.02 | ) | | | 3.62 | | | | 3.60 | | | | (.21 | ) | | | - | | | | (.21 | ) | | | 33.52 | | | | 12.01 | | | | 496 | | | | 1.19 | (6) | | | 1.19 | (6) | | | (.12 | )(6) |
| | Year ended 9/30/2009 | | | 28.32 | | | | .19 | | | | 1.62 | | | | 1.81 | | | | - | | | | - | | | | - | | | | 30.13 | | | | 6.39 | | | | 421 | | | | 1.22 | | | | 1.21 | | | | .84 | |
| | Year ended 9/30/2008 | | | 47.23 | | | | .29 | | | | (14.28 | ) | | | (13.99 | ) | | | (.75 | ) | | | (4.17 | ) | | | (4.92 | ) | | | 28.32 | | | | (32.79 | ) | | | 371 | | | | 1.11 | | | | 1.05 | | | | .78 | |
| | Year ended 9/30/2007 | | | 38.76 | | | | .34 | | | | 12.44 | | | | 12.78 | | | | (.70 | ) | | | (3.61 | ) | | | (4.31 | ) | | | 47.23 | | | | 35.33 | | | | 479 | | | | 1.10 | | | | 1.04 | | | | .79 | |
| | Year ended 9/30/2006 | | | 34.68 | | | | .25 | | | | 4.93 | | | | 5.18 | | | | (.42 | ) | | | (.68 | ) | | | (1.10 | ) | | | 38.76 | | | | 15.25 | | | | 284 | | | | 1.11 | | | | 1.05 | | | | .66 | |
| | Year ended 9/30/2005 | | | 27.79 | | | | .22 | | | | 7.00 | | | | 7.22 | | | | (.33 | ) | | | - | | | | (.33 | ) | | | 34.68 | | | | 26.19 | | | | 178 | | | | 1.14 | | | | 1.08 | | | | .71 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class 529-B: | Six months ended 3/31/2010(5) | | | 28.98 | | | | (.14 | ) | | | 3.49 | | | | 3.35 | | | | - | | | | - | | | | - | | | | 32.33 | | | | 11.56 | | | | 55 | | | | 2.00 | (6) | | | 2.00 | (6) | | | (.94 | )(6) |
| | Year ended 9/30/2009 | | | 27.47 | | | | .01 | | | | 1.50 | | | | 1.51 | | | | - | | | | - | | | | - | | | | 28.98 | | | | 5.50 | | | | 51 | | | | 2.05 | | | | 2.03 | | | | .02 | |
| | Year ended 9/30/2008 | | | 45.96 | | | | (.02 | ) | | | (13.89 | ) | | | (13.91 | ) | | | (.41 | ) | | | (4.17 | ) | | | (4.58 | ) | | | 27.47 | | | | (33.35 | ) | | | 49 | | | | 1.93 | | | | 1.87 | | | | (.05 | ) |
| | Year ended 9/30/2007 | | | 37.77 | | | | (.01 | ) | | | 12.14 | | | | 12.13 | | | | (.33 | ) | | | (3.61 | ) | | | (3.94 | ) | | | 45.96 | | | | 34.25 | | | | 71 | | | | 1.92 | | | | 1.86 | | | | (.02 | ) |
| | Year ended 9/30/2006 | | | 33.93 | | | | (.07 | ) | | | 4.82 | | | | 4.75 | | | | (.23 | ) | | | (.68 | ) | | | (.91 | ) | | | 37.77 | | | | 14.24 | | | | 48 | | | | 1.97 | | | | 1.90 | | | | (.20 | ) |
| | Year ended 9/30/2005 | | | 27.20 | | | | (.05 | ) | | | 6.87 | | | | 6.82 | | | | (.09 | ) | | | - | | | | (.09 | ) | | | 33.93 | | | | 25.11 | | | | 34 | | | | 2.02 | | | | 1.96 | | | | (.17 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class 529-C: | Six months ended 3/31/2010(5) | | | 28.94 | | | | (.14 | ) | | | 3.49 | | | | 3.35 | | | | - | | | | - | | | | - | | | | 32.29 | | | | 11.54 | | | | 181 | | | | 1.99 | (6) | | | 1.99 | (6) | | | (.93 | )(6) |
| | Year ended 9/30/2009 | | | 27.43 | | | | .01 | | | | 1.50 | | | | 1.51 | | | | - | | | | - | | | | - | | | | 28.94 | | | | 5.54 | | | | 155 | | | | 2.04 | | | | 2.03 | | | | .02 | |
| | Year ended 9/30/2008 | | | 45.92 | | | | (.01 | ) | | | (13.89 | ) | | | (13.90 | ) | | | (.42 | ) | | | (4.17 | ) | | | (4.59 | ) | | | 27.43 | | | | (33.36 | ) | | | 140 | | | | 1.93 | | | | 1.86 | | | | (.04 | ) |
| | Year ended 9/30/2007 | | | 37.77 | | | | (.01 | ) | | | 12.13 | | | | 12.12 | | | | (.36 | ) | | | (3.61 | ) | | | (3.97 | ) | | | 45.92 | | | | 34.23 | | | | 188 | | | | 1.92 | | | | 1.86 | | | | (.02 | ) |
| | Year ended 9/30/2006 | | | 33.94 | | | | (.07 | ) | | | 4.83 | | | | 4.76 | | | | (.25 | ) | | | (.68 | ) | | | (.93 | ) | | | 37.77 | | | | 14.27 | | | | 115 | | | | 1.96 | | | | 1.90 | | | | (.19 | ) |
| | Year ended 9/30/2005 | | | 27.21 | | | | (.05 | ) | | | 6.87 | | | | 6.82 | | | | (.09 | ) | | | - | | | | (.09 | ) | | | 33.94 | | | | 25.13 | | | | 77 | | | | 2.00 | | | | 1.95 | | | | (.16 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class 529-E: | Six months ended 3/31/2010(5) | | $ | 29.70 | | | $ | (.06 | ) | | $ | 3.57 | | | $ | 3.51 | | | $ | (.13 | ) | | | - | | | $ | (.13 | ) | | $ | 33.08 | | | | 11.84 | % | | $ | 29 | | | | 1.48 | %(6) | | | 1.48 | %(6) | | | (.41 | )%(6) |
| | Year ended 9/30/2009 | | | 28.00 | | | | .12 | | | | 1.58 | | | | 1.70 | | | | - | | | | - | | | | - | | | | 29.70 | | | | 6.07 | | | | 25 | | | | 1.52 | | | | 1.51 | | | | .54 | |
| | Year ended 9/30/2008 | | | 46.76 | | | | .18 | | | | (14.15 | ) | | | (13.97 | ) | | | (.62 | ) | | | (4.17 | ) | | | (4.79 | ) | | | 28.00 | | | | (33.01 | ) | | | 22 | | | | 1.42 | | | | 1.35 | | | | .47 | |
| | Year ended 9/30/2007 | | | 38.40 | | | | .21 | | | | 12.33 | | | | 12.54 | | | | (.57 | ) | | | (3.61 | ) | | | (4.18 | ) | | | 46.76 | | | | 34.93 | | | | 30 | | | | 1.41 | | | | 1.35 | | | | .49 | |
| | Year ended 9/30/2006 | | | 34.42 | | | | .12 | | | | 4.89 | | | | 5.01 | | | | (.35 | ) | | | (.68 | ) | | | (1.03 | ) | | | 38.40 | | | | 14.86 | | | | 18 | | | | 1.44 | | | | 1.37 | | | | .34 | |
| | Year ended 9/30/2005 | | | 27.58 | | | | .12 | | | | 6.96 | | | | 7.08 | | | | (.24 | ) | | | - | | | | (.24 | ) | | | 34.42 | | | | 25.81 | | | | 12 | | | | 1.47 | | | | 1.42 | | | | .37 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class 529-F-1: | Six months ended 3/31/2010(5) | | | 30.20 | | | | .01 | | | | 3.63 | | | | 3.64 | | | | (.27 | ) | | | - | | | | (.27 | ) | | | 33.57 | | | | 12.09 | | | | 42 | | | | .98 | (6) | | | .98 | (6) | | | .09 | (6) |
| | Year ended 9/30/2009 | | | 28.33 | | | | .24 | | | | 1.63 | | | | 1.87 | | | | - | | | | - | | | | - | | | | 30.20 | | | | 6.60 | | | | 35 | | | | 1.02 | | | | 1.01 | | | | 1.04 | |
| | Year ended 9/30/2008 | | | 47.24 | | | | .37 | | | | (14.28 | ) | | | (13.91 | ) | | | (.83 | ) | | | (4.17 | ) | | | (5.00 | ) | | | 28.33 | | | | (32.66 | ) | | | 30 | | | | .92 | | | | .85 | | | | .98 | |
| | Year ended 9/30/2007 | | | 38.77 | | | | .42 | | | | 12.44 | | | | 12.86 | | | | (.78 | ) | | | (3.61 | ) | | | (4.39 | ) | | | 47.24 | | | | 35.56 | | | | 35 | | | | .91 | | | | .85 | | | | .98 | |
| | Year ended 9/30/2006 | | | 34.64 | | | | .31 | | | | 4.93 | | | | 5.24 | | | | (.43 | ) | | | (.68 | ) | | | (1.11 | ) | | | 38.77 | | | | 15.44 | | | | 19 | | | | .94 | | | | .87 | | | | .83 | |
| | Year ended 9/30/2005 | | | 27.72 | | | | .23 | | | | 6.99 | | | | 7.22 | | | | (.30 | ) | | | - | | | | (.30 | ) | | | 34.64 | | | | 26.22 | | | | 12 | | | | 1.11 | | | | 1.06 | | | | .74 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-1: | Six months ended 3/31/2010(5) | | | 29.05 | | | | (.12 | ) | | | 3.50 | | | | 3.38 | | | | (.03 | ) | | | - | | | | (.03 | ) | | | 32.40 | | | | 11.63 | | | | 41 | | | | 1.88 | (6) | | | 1.88 | (6) | | | (.82 | )(6) |
| | Year ended 9/30/2009 | | | 27.51 | | | | .02 | | | | 1.52 | | | | 1.54 | | | | - | | | | - | | | | - | | | | 29.05 | | | | 5.60 | | | | 36 | | | | 1.94 | | | | 1.93 | | | | .11 | |
| | Year ended 9/30/2008 | | | 46.04 | | | | .02 | | | | (13.91 | ) | | | (13.89 | ) | | | (.47 | ) | | | (4.17 | ) | | | (4.64 | ) | | | 27.51 | | | | (33.29 | ) | | | 28 | | | | 1.84 | | | | 1.77 | | | | .05 | |
| | Year ended 9/30/2007 | | | 37.89 | | | | .01 | | | | 12.17 | | | | 12.18 | | | | (.42 | ) | | | (3.61 | ) | | | (4.03 | ) | | | 46.04 | | | | 34.32 | | | | 38 | | | | 1.88 | | | | 1.80 | | | | .03 | |
| | Year ended 9/30/2006 | | | 34.07 | | | | (.04 | ) | | | 4.83 | | | | 4.79 | | | | (.29 | ) | | | (.68 | ) | | | (.97 | ) | | | 37.89 | | | | 14.31 | | | | 21 | | | | 1.92 | | | | 1.82 | | | | (.11 | ) |
| | Year ended 9/30/2005 | | | 27.34 | | | | (.01 | ) | | | 6.90 | | | | 6.89 | | | | (.16 | ) | | | - | | | | (.16 | ) | | | 34.07 | | | | 25.27 | | | | 12 | | | | 1.97 | | | | 1.85 | | | | (.05 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-2: | Six months ended 3/31/2010(5) | | | 29.03 | | | | (.13 | ) | | | 3.50 | | | | 3.37 | | | | - | | | | - | | | | - | | | | 32.40 | | | | 11.61 | | | | 685 | | | | 1.95 | (6) | | | 1.95 | (6) | | | (.89 | )(6) |
| | Year ended 9/30/2009 | | | 27.55 | | | | (.02 | ) | | | 1.50 | | | | 1.48 | | | | - | | | | - | | | | - | | | | 29.03 | | | | 5.37 | | | | 603 | | | | 2.15 | | | | 2.14 | | | | (.09 | ) |
| | Year ended 9/30/2008 | | | 46.13 | | | | (.01 | ) | | | (13.95 | ) | | | (13.96 | ) | | | (.45 | ) | | | (4.17 | ) | | | (4.62 | ) | | | 27.55 | | | | (33.36 | ) | | | 494 | | | | 1.94 | | | | 1.86 | | | | (.04 | ) |
| | Year ended 9/30/2007 | | | 37.93 | | | | .03 | | | | 12.18 | | | | 12.21 | | | | (.40 | ) | | | (3.61 | ) | | | (4.01 | ) | | | 46.13 | | | | 34.36 | | | | 673 | | | | 1.93 | | | | 1.77 | | | | .06 | |
| | Year ended 9/30/2006 | | | 34.09 | | | | (.03 | ) | | | 4.83 | | | | 4.80 | | | | (.28 | ) | | | (.68 | ) | | | (.96 | ) | | | 37.93 | | | | 14.35 | | | | 414 | | | | 2.06 | | | | 1.80 | | | | (.09 | ) |
| | Year ended 9/30/2005 | | | 27.36 | | | | (.01 | ) | | | 6.90 | | | | 6.89 | | | | (.16 | ) | | | - | | | | (.16 | ) | | | 34.09 | | | | 25.28 | | | | 258 | | | | 2.17 | | | | 1.82 | | | | (.03 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-3: | Six months ended 3/31/2010(5) | | | 29.64 | | | | (.06 | ) | | | 3.56 | | | | 3.50 | | | | (.14 | ) | | | - | | | | (.14 | ) | | | 33.00 | | | | 11.83 | | | | 633 | | | | 1.46 | (6) | | | 1.46 | (6) | | | (.39 | )(6) |
| | Year ended 9/30/2009 | | | 27.94 | | | | .12 | | | | 1.58 | | | | 1.70 | | | | - | | | | - | | | | - | | | | 29.64 | | | | 6.05 | | | | 534 | | | | 1.53 | | | | 1.51 | | | | .53 | |
| | Year ended 9/30/2008 | | | 46.68 | | | | .18 | | | | (14.12 | ) | | | (13.94 | ) | | | (.63 | ) | | | (4.17 | ) | | | (4.80 | ) | | | 27.94 | | | | (32.99 | ) | | | 435 | | | | 1.42 | | | | 1.35 | | | | .48 | |
| | Year ended 9/30/2007 | | | 38.34 | | | | .20 | | | | 12.31 | | | | 12.51 | | | | (.56 | ) | | | (3.61 | ) | | | (4.17 | ) | | | 46.68 | | | | 34.88 | | | | 555 | | | | 1.42 | | | | 1.35 | | | | .47 | |
| | Year ended 9/30/2006 | | | 34.39 | | | | .11 | | | | 4.87 | | | | 4.98 | | | | (.35 | ) | | | (.68 | ) | | | (1.03 | ) | | | 38.34 | | | | 14.82 | | | | 319 | | | | 1.49 | | | | 1.42 | | | | .30 | |
| | Year ended 9/30/2005 | | | 27.58 | | | | .11 | | | | 6.96 | | | | 7.07 | | | | (.26 | ) | | | - | | | | (.26 | ) | | | 34.39 | | | | 25.75 | | | | 188 | | | | 1.51 | | | | 1.44 | | | | .36 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-4: | Six months ended 3/31/2010(5) | | | 30.12 | | | | (.01 | ) | | | 3.62 | | | | 3.61 | | | | (.25 | ) | | | - | | | | (.25 | ) | | | 33.48 | | | | 12.05 | | | | 441 | | | | 1.10 | (6) | | | 1.10 | (6) | | | (.04 | )(6) |
| | Year ended 9/30/2009 | | | 28.29 | | | | .20 | | | | 1.63 | | | | 1.83 | | | | - | | | | - | | | | - | | | | 30.12 | | | | 6.47 | | | | 378 | | | | 1.14 | | | | 1.13 | | | | .88 | |
| | Year ended 9/30/2008 | | | 47.20 | | | | .32 | | | | (14.29 | ) | | | (13.97 | ) | | | (.77 | ) | | | (4.17 | ) | | | (4.94 | ) | | | 28.29 | | | | (32.78 | ) | | | 236 | | | | 1.07 | | | | 1.01 | | | | .84 | |
| | Year ended 9/30/2007 | | | 38.73 | | | | .35 | | | | 12.45 | | | | 12.80 | | | | (.72 | ) | | | (3.61 | ) | | | (4.33 | ) | | | 47.20 | | | | 35.41 | | | | 259 | | | | 1.06 | | | | 1.00 | | | | .82 | |
| | Year ended 9/30/2006 | | | 34.68 | | | | .25 | | | | 4.91 | | | | 5.16 | | | | (.43 | ) | | | (.68 | ) | | | (1.11 | ) | | | 38.73 | | | | 15.20 | | | | 126 | | | | 1.11 | | | | 1.04 | | | | .67 | |
| | Year ended 9/30/2005 | | | 27.79 | | | | .23 | | | | 7.01 | | | | 7.24 | | | | (.35 | ) | | | - | | | | (.35 | ) | | | 34.68 | | | | 26.25 | | | | 67 | | | | 1.12 | | | | 1.06 | | | | .74 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-5: | Six months ended 3/31/2010(5) | | | 30.60 | | | | .04 | | | | 3.67 | | | | 3.71 | | | | (.31 | ) | | | - | | | | (.31 | ) | | | 34.00 | | | | 12.21 | | | | 307 | | | | .80 | (6) | | | .80 | (6) | | | .26 | (6) |
| | Year ended 9/30/2009 | | | 28.64 | | | | .28 | | | | 1.68 | | | | 1.96 | | | | - | | | | - | | | | - | | | | 30.60 | | | | 6.84 | | | | 260 | | | | .82 | | | | .80 | | | | 1.26 | |
| | Year ended 9/30/2008 | | | 47.70 | | | | .44 | | | | (14.45 | ) | | | (14.01 | ) | | | (.88 | ) | | | (4.17 | ) | | | (5.05 | ) | | | 28.64 | | | | (32.57 | ) | | | 440 | | | | .77 | | | | .70 | | | | 1.17 | |
| | Year ended 9/30/2007 | | | 39.10 | | | | .48 | | | | 12.56 | | | | 13.04 | | | | (.83 | ) | | | (3.61 | ) | | | (4.44 | ) | | | 47.70 | | | | 35.77 | | | | 403 | | | | .77 | | | | .71 | | | | 1.11 | |
| | Year ended 9/30/2006 | | | 34.93 | | | | .36 | | | | 4.97 | | | | 5.33 | | | | (.48 | ) | | | (.68 | ) | | | (1.16 | ) | | | 39.10 | | | | 15.60 | | | | 216 | | | | .80 | | | | .74 | | | | .97 | |
| | Year ended 9/30/2005 | | | 27.97 | | | | .33 | | | | 7.05 | | | | 7.38 | | | | (.42 | ) | | | - | | | | (.42 | ) | | | 34.93 | | | | 26.62 | | | | 142 | | | | .81 | | | | .76 | | | | 1.04 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Class R-6: | Six months ended 3/31/2010(5) | | | 30.31 | | | | .05 | | | | 3.64 | | | | 3.69 | | | | (.31 | ) | | | - | | | | (.31 | ) | | | 33.69 | | | | 12.24 | | | | 349 | | | | .75 | (6) | | | .75 | (6) | | | .32 | (6) |
| | Period from 5/1/2009 to 9/30/2009 | | | 22.33 | | | | .13 | | | | 7.85 | | | | 7.98 | | | | - | | | | - | | | | - | | | | 30.31 | | | | 35.74 | | | | 317 | | | | .33 | | | | .33 | | | | .51 | |
| | | Six months ended March 31, | | | Year ended September 30 | |
| | | 2010(5) | | | 2009 | | | 2008 | | | 2007 | | | 2006 | | | 2005 | |
| | | | | | | | | | | | | | | | | | | |
| Portfolio turnover rate for all classes of shares | | | 23 | % | | | 56 | % | | | 50 | % | | | 48 | % | | | 45 | % | | | 45 | % |
(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)Unaudited. | | | | | | | | | | | | |
(6)Annualized. | | | | | | | | | | | | |
(7)Amount less than $.01. | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| See Notes to Financial Statements | | | | | | | | | | | | |
Expense example
& #160; 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 (October 1, 2009, through March 31, 2010).
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 yo ur account during the period as calculated above. In addition, your ending account value would be lower by the amount of these fees.
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 10/1/2009 | | | Ending account value 3/31/2010 | | | Expenses paid during period* | | | Annualized expense ratio | |
| | | | | | | | | | | | | |
| Class A -- actual return | | $ | 1,000.00 | | | $ | 1,120.29 | | | $ | 6.08 | | | | 1.15 | % |
| Class A -- assumed 5% return | | | 1,000.00 | | | | 1,019.20 | | | | 5.79 | | | | 1.15 | |
| Class B -- actual return | | | 1,000.00 | | | | 1,115.85 | | | | 10.08 | | | | 1.91 | |
| Class B -- assumed 5% return | | | 1,000.00 | | | | 1,015.41 | | | | 9.60 | | | | 1.91 | |
| Class C -- actual return | | | 1,000.00 | | | | 1,115.75 | | | | 10.02 | | | | 1.90 | |
| Class C -- assumed 5% return | | | 1,000.00 | | | | 1,015.46 | | | | 9.55 | | | | 1.90 | |
| Class F-1 -- actual return | | | 1,000.00 | | | | 1,120.50 | | | | 5.92 | | | | 1.12 | |
| Class F-1 -- assumed 5% return | | | 1,000.00 | | | | 1,019.35 | | | | 5.64 | | | | 1.12 | |
| Class F-2 -- actual return | | | 1,000.00 | | | | 1,122.09 | | | | 4.34 | | | | .82 | |
| Class F-2 -- assumed 5% return | | | 1,000.00 | | | | 1,020.84 | | | | 4.13 | | | | .82 | |
| Class 529-A -- actual return | | | 1,000.00 | | | | 1,120.07 | | | | 6.29 | | | | 1.19 | |
| Class 529-A -- assumed 5% return | | | 1,000.00 | | | | 1,019.00 | | | | 5.99 | | | | 1.19 | |
| Class 529-B -- actual return | | | 1,000.00 | | | | 1,115.61 | | | | 10.55 | | | | 2.00 | |
| Class 529-B -- assumed 5% return | | | 1,000.00 | | | | 1,014.96 | | | | 10.05 | | | | 2.00 | |
| Class 529-C -- actual return | | | 1,000.00 | | | | 1,115.36 | | | | 10.50 | | | | 1.99 | |
| Class 529-C -- assumed 5% return | | | 1,000.00 | | | | 1,015.01 | | | | 10.00 | | | | 1.99 | |
| Class 529-E -- actual return | | | 1,000.00 | | | | 1,118.43 | | | | 7.82 | | | | 1.48 | |
| Class 529-E -- assumed 5% return | | | 1,000.00 | | | | 1,017.55 | | | | 7.44 | | | | 1.48 | |
| Class 529-F-1 -- actual return | | | 1,000.00 | | | | 1,120.94 | | | | 5.18 | | | | .98 | |
| Class 529-F-1 -- assumed 5% return | | | 1,000.00 | | | | 1,020.04 | | | | 4.94 | | | | .98 | |
| Class R-1 -- actual return | | | 1,000.00 | | | | 1,116.31 | | | | 9.92 | | | | 1.88 | |
| Class R-1 -- assumed 5% return | | | 1,000.00 | | | | 1,015.56 | | | | 9.45 | | | | 1.88 | |
| Class R-2 -- actual return | | | 1,000.00 | | | | 1,116.08 | | | | 10.29 | | | | 1.95 | |
| Class R-2 -- assumed 5% return | | | 1,000.00 | | | | 1,015.21 | | | | 9.80 | | | | 1.95 | |
| Class R-3 -- actual return | | | 1,000.00 | | | | 1,118.34 | | | | 7.71 | | | | 1.46 | |
| Class R-3 -- assumed 5% return | | | 1,000.00 | | | | 1,017.65 | | | | 7.34 | | | | 1.46 | |
| Class R-4 -- actual return | | | 1,000.00 | | | | 1,120.54 | | | | 5.82 | | | | 1.10 | |
| Class R-4 -- assumed 5% return | | | 1,000.00 | | | | 1,019.45 | | | | 5.54 | | | | 1.10 | |
| Class R-5 -- actual return | | | 1,000.00 | | | | 1,122.07 | | | | 4.23 | | | | .80 | |
| Class R-5 -- assumed 5% return | | | 1,000.00 | | | | 1,020.94 | | | | 4.03 | | | | .80 | |
| Class R-6 -- actual return | | | 1,000.00 | | | | 1,122.45 | | | | 3.97 | | | | .75 | |
| Class R-6 -- assumed 5% return | | | 1,000.00 | | | | 1,021.19 | | | | 3.78 | | | | .75 | |
*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 365 (to reflect the one-half year period).
Results of meeting of shareholders held November 24, 2009
| Shares outstanding (all classes) on record date (August 28, 2009): | 582,801,418 | |
| Total shares voting on November 24, 2009: | 392,914,550 | (67.4% of shares outstanding) |
Election of board members
| | | | | | Percent | | | | | | Percent | |
| | | | | | of shares | | | Votes | | | of shares | |
| Director | | Votes for | | | voting for | | | withheld | | | withheld | |
| | | | | | | | | | | | | |
| Ronald P. Badie | | | 382,065,817 | | | | 97.2 | % | | | 10,848,733 | | | | 2.8 | % |
| Joseph C. Berenato | | | 382,058,563 | | | | 97.2 | | | | 10,855,987 | | | | 2.8 | |
| Louise H. Bryson | | | 382,084,066 | | | | 97.2 | | | | 10,830,484 | | | | 2.8 | |
| Gordon Crawford | | | 382,147,680 | | | | 97.3 | | | | 10,766,870 | | | | 2.7 | |
| Robert J. Denison | | | 382,078,452 | | | | 97.2 | | | | 10,836,098 | | | | 2.8 | |
| Mary Anne Dolan | | | 382,051,386 | | | | 97.2 | | | | 10,863,164 | | | | 2.8 | |
| Robert A. Fox | | | 382,024,594 | | | | 97.2 | | | | 10,889,956 | | | | 2.8 | |
| John G. Freund | | | 382,107,941 | | | | 97.2 | | | | 10,806,609 | | | | 2.8 | |
| Leonade D. Jones | | | 382,001,079 | | | | 97.2 | | | | 10,913,471 | | | | 2.8 | |
| William H. Kling | | | 381,853,888 | | | | 97.2 | | | | 11,060,662 | | | | 2.8 | |
| John G. McDonald | | | 381,946,452 | | | | 97.2 | | | | 10,968,098 | | | | 2.8 | |
| Christopher E. Stone | | | 382,086,032 | | | | 97.2 | | | | 10,828,518 | | | | 2.8 | |
| Gregory W. Wendt | | | 382,139,361 | | | | 97.3 | | | | 10,775,189 | | | | 2.7 | |
| | | Votes for | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | |
To approve an Agreement and Plan of Reorganization | | | 312,276,273 | | | | 53.6 | % | | | 6,978,752 | | | | 1.2 | % | | | 73,659,525 | | | | 12.6 | % |
| | | Votes for | | | Percent of shares voting for | | | Votes against | | | Percent of shares voting against | | | Votes abstaining* | | | Percent of shares abstaining | |
| | | | | | | | | | | | | | | | | | | |
| To update the fund’s fundamental investment policies regarding: | | | | | | | | | | | | | | | | |
| Borrowing | | | 310,537,772 | | | | 79.0 | % | | | 8,660,709 | | | | 2.2 | % | | | 73,716,069 | | | | 18.8 | % |
Issuance of senior securities | | | 310,366,105 | | | | 79.0 | | | | 8,696,080 | | | | 2.2 | | | | 73,852,365 | | | | 18.8 | |
| Underwriting | | | 310,891,390 | | | | 79.1 | | | | 8,179,480 | | | | 2.1 | | | | 73,843,680 | | | | 18.8 | |
Investments in real estate or commodities | | 310,287,633 | | | | 79.0 | | | | 8,972,286 | | | | 2.3 | | | | 73,654,631 | | | | 18.7 | |
| Lending | | | 309,839,891 | | | | 78.8 | | | | 9,326,916 | | | | 2.4 | | | | 73,747,743 | | | | 18.8 | |
| Industry concentration | | | 311,148,891 | | | | 79.2 | | | | 7,938,901 | | | | 2.0 | | | | 73,826,758 | | | | 18.8 | |
Elimination of certain policies | | | 309,803,757 | | | | 78.8 | | | | 8,849,337 | | | | 2.3 | | | | 74,261,456 | | | | 18.9 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
To approve a policy allowing CRMC to appoint subsidiary advisers for the fund’s day-to-day investment management without additional shareholder approval | | | 308,537,624 | | | | 78.5 | | | | 9,920,597 | | | | 2.6 | | | | 74,456,329 | | | | 18.9 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
To approve amendments to the fund’s Investment Advisory and Service Agreement with CRMC | | | 309,210,695 | | | | 78.6 | | | | 8,853,374 | | | | 2.3 | | | | 74,850,481 | | | | 19.1 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
To approve a form of Subsidiary Agreement and appointment of one or more subsidiary advisers for the fund | | | 306,138,300 | | | | 77.9 | | | | 11,653,035 | | | | 3.0 | | | | 75,123,215 | | | | 19.1 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| *Includes broker non-votes. | | | | | | | | | | | | | | | | | | | | | | | | |
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 March 31, 2010: | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | 10 years1/ | |
| | | 1 year | | | 5 years | | | Life of class | |
Class B shares2 | | | | | | | | | |
| Reflecting applicable contingent deferred sales charge | | | | | | | | | |
| (CDSC), maximum of 5%, payable only if shares are | | | | | | | | | |
| sold within six years of purchase | | | 68.24 | % | | | 5.74 | % | | | 0.81 | % |
| Not reflecting CDSC | | | 73.24 | | | | 6.06 | | | | 0.81 | |
| | | | | | | | | | | | | |
Class C shares — first sold 3/15/01 | | | | | | | | | | | | |
| Reflecting CDSC, maximum of 1%, payable only if | | | | | | | | | | | | |
| shares are sold within one year of purchase | | | 72.37 | | | | 6.06 | | | | 6.45 | |
| Not reflecting CDSC | | | 73.37 | | | | 6.06 | | | | 6.45 | |
| | | | | | | | | | | | | |
Class F-1 shares3 — first sold 3/15/01 | | | | | | | | | | | | |
| Not reflecting annual asset-based fee charged by | | | | | | | | | | | | |
| sponsoring firm | | | 74.71 | | | | 6.91 | | | | 7.30 | |
| | | | | | | | | | | | | |
Class F-2 shares3 — first sold 8/1/08 | | | | | | | | | | | | |
| Not reflecting annual asset-based fee charged by | | | | | | | | | | | | |
| sponsoring firm | | | 75.28 | | | | — | | | | 0.80 | |
| | | | | | | | | | | | | |
Class 529-A shares4 — first sold 2/19/02 | | | | | | | | | | | | |
| Reflecting 5.75% maximum sales charge | | | 64.54 | | | | 5.60 | | | | 8.30 | |
| Not reflecting maximum sales charge | | | 74.59 | | | | 6.86 | | | | 9.09 | |
| | | | | | | | | | | | | |
Class 529-B shares2,4 — first sold 2/20/02 | | | | | | | | | | | | |
| Reflecting applicable CDSC, maximum of 5%, payable | | | | | | | | | | | | |
| only if shares are sold within six years of purchase | | | 68.17 | | | | 5.65 | | | | 8.08 | |
| Not reflecting CDSC | | | 73.17 | | | | 5.97 | | | | 8.08 | |
| | | | | | | | | | | | | |
Class 529-C shares4 — first sold 2/20/02 | | | | | | | | | | | | |
| Reflecting CDSC, maximum of 1%, payable only if | | | | | | | | | | | | |
| shares are sold within one year of purchase | | | 72.23 | | | | 5.97 | | | | 8.08 | |
| Not reflecting CDSC | | | 73.23 | | | | 5.97 | | | | 8.08 | |
| | | | | | | | | | | | | |
Class 529-E shares3,4 — first sold 3/15/02 | | | 74.10 | | | | 6.52 | | | | 7.89 | |
| | | | | | | | | | | | | |
Class 529-F-1 shares3,4 — first sold 9/17/02 | | | | | | | | | | | | |
| Not reflecting annual asset-based fee charged by | | | | | | | | | | | | |
| sponsoring firm | | | 74.94 | | | | 7.04 | | | | 12.46 | |
| | 1Applicable to Class B shares only. All other share classes reflect results for the life of the class. |
| | 2These shares are not available for purchase. |
| | 3These shares are sold without any initial or contingent deferred sales charge. |
| | 4Results shown do not reflect the $10 account setup fee and an annual $10 account maintenance fee. |
Investment results assume all distributions are reinvested and reflect applicable fees and expenses. The fund’s investment adviser waived a portion of its management fees from September 1, 2004, through December 31, 2008. Applicable fund results shown reflect the waiver, without which they would have been lower. See the Financial Highlights table on pages 26 to 31 for details that include expense ratios for all share classes.
For information regarding the differences among the various share classes, refer to the fund’s prospectus.
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
(Write to the address near you.)
P.O. Box 6007
Indianapolis, IN 46206-6007
P.O. Box 2280
Norfolk, VA 23501-2280
Custodian of assets
State Street Bank and Trust Company
One Lincoln Street
Boston, MA 02111
Counsel
K&L Gates LLP
Four Embarcadero Center, Suite 1200
San Francisco, CA 94111-5994
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 summary prospectus and 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 Procedures and Principles” — which describes how we vote proxies relating to portfolio securities — is available on the American Funds website or upon request by calling AFS. The fund files its proxy voting record with the U.S. Securities and Exchange Commission (SEC) for the 12 months ended June 30 by August 31. The proxy voting record is available free of charge on the SEC website at sec.gov and on the American Funds website.
A complete March 31, 2010, portfolio of SMALLCAP World Fund’s investments is available free of charge by calling AFS or visiting the SEC website (where it is part of Form N-CSR).
SMALLCAP World 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. Additional information regarding the operation of the Public Reference Room may be obtained by calling the SEC’s Office of Investor Education and Advocacy at 800/SEC-0330. Additionally, the list of portfolio holdings is available by calling AFS.
This report is for the information of shareholders of SMALLCAP World Fund, but it also may be used as sales literature when preceded or accompanied by the current summary prospectus or prospectus, which gives details about charges, expenses, investment objectives and operating policies of the fund. If used as sales material after June 30, 2010, this report must be accompanied by an American Funds statistical update for the most recently completed calendar quarter.
What makes American Funds different?
For nearly 80 years, we have followed a consistent philosophy to benefit our investors. Our 30 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 approach to portfolio management, developed more than 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 depth of knowledge and broad perspective that few organizations have. |
| | •A commitment to low management fees |
| | The American Funds provide exceptional value for shareholders, with management fees that are among the lowest in the mutual fund industry. |
American Funds span a range of investment objectives
| | The Growth Fund of America® |
| | Capital World Growth and Income FundSM |
| | International Growth and Income FundSM |
| | The Investment Company of America® |
| | Washington Mutual Investors FundSM |
| | The Income Fund of America® |
| | American High-Income TrustSM |
| | The Bond Fund of AmericaSM |
| | Intermediate Bond Fund of America® |
| | Short-Term Bond Fund of AmericaSM |
| | U.S. Government Securities FundSM |
| | American Funds Short-Term Tax-Exempt Bond FundSM |
| | 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® |
| | American Funds Money Market FundSM |
| | •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. MFGESR-935-0510P
Litho in USA BBC/ALD/8094-S20708
Printed on paper containing 10% post-consumer waste
Printed with inks containing soy and/or vegetable oil
ITEM 2 – Code of Ethics
Not applicable for filing of semi-annual reports to shareholders.
ITEM 3 – Audit Committee Financial Expert
Not applicable for filing of semi-annual reports to shareholders.
ITEM 4 – Principal Accountant Fees and Services
Not applicable for filing of semi-annual reports to shareholders.
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
SMALLCAP World Fund®
Investment portfolio
March 31, 2010
unaudited
| Common stocks — 92.50% | | Shares | | | Value (000) | |
| | | | | | | |
| INDUSTRIALS — 16.20% | | | | | | |
| Container Corp. of India Ltd. | | | 6,121,060 | | | $ | 180,006 | |
| MSC Industrial Direct Co., Inc., Class A | | | 3,123,700 | | | | 158,434 | |
Jain Irrigation Systems Ltd.1 | | | 4,434,949 | | | | 95,052 | |
| Intertek Group PLC | | | 3,255,000 | | | | 72,070 | |
| Downer EDI Ltd. | | | 10,020,961 | | | | 69,501 | |
| MTU Aero Engines Holding AG | | | 1,122,100 | | | | 65,406 | |
WABCO Holdings Inc.2 | | | 2,180,000 | | | | 65,226 | |
Johnson Electric Holdings Ltd.2 | | | 87,119,500 | | | | 57,676 | |
| Michael Page International PLC | | | 9,227,702 | | | | 56,053 | |
URS Corp.2 | | | 1,088,000 | | | | 53,976 | |
Resources Connection, Inc.1,2 | | | 2,810,000 | | | | 53,868 | |
| SIA Engineering Co. Ltd. | | | 20,780,000 | | | | 52,756 | |
| Landstar System, Inc. | | | 1,155,000 | | | | 48,487 | |
| IDEX Corp. | | | 1,460,000 | | | | 48,326 | |
| Harsco Corp. | | | 1,300,000 | | | | 41,522 | |
| Uponor Oyj | | | 2,246,600 | | | | 41,041 | |
| Murray & Roberts Holdings Ltd. | | | 6,738,000 | | | | 40,119 | |
| OSG Corp. | | | 3,760,000 | | | | 39,710 | |
Beacon Roofing Supply, Inc.2 | | | 2,054,225 | | | | 39,297 | |
| MITIE Group PLC | | | 11,059,000 | | | | 38,408 | |
| Gardner Denver, Inc. | | | 859,698 | | | | 37,861 | |
| Watsco, Inc. | | | 653,500 | | | | 37,171 | |
| Mine Safety Appliances Co. | | | 1,321,600 | | | | 36,952 | |
| Herman Miller, Inc. | | | 2,045,000 | | | | 36,933 | |
Continental Airlines, Inc., Class B2 | | | 1,680,000 | | | | 36,910 | |
| Sintex Industries Ltd. | | | 5,423,726 | | | | 35,759 | |
| Kaba Holding AG | | | 119,000 | | | | 35,712 | |
| Brady Corp., Class A, nonvoting shares | | | 1,125,000 | | | | 35,010 | |
Ennis, Inc.1 | | | 2,065,810 | | | | 33,611 | |
Goodpack Ltd.1 | | | 26,360,000 | | | | 32,990 | |
TrueBlue, Inc.2 | | | 2,101,600 | | | | 32,575 | |
AMR Corp.2 | | | 3,575,000 | | | | 32,568 | |
| Serco Group PLC | | | 3,490,000 | | | | 31,852 | |
United Stationers Inc.2 | | | 538,700 | | | | 31,702 | |
| Astaldi SpA | | | 4,110,318 | | | | 31,342 | |
| De La Rue PLC | | | 2,224,243 | | | | 31,295 | |
| Ellaktor SA | | | 5,451,818 | | | | 30,690 | |
Northgate PLC1,2 | | | 10,581,804 | | | | 30,050 | |
| Manpower Inc. | | | 520,100 | | | | 29,708 | |
BrisConnections Unit Trusts1,2 | | | 27,300,000 | | | | 28,802 | |
| Applied Industrial Technologies, Inc. | | | 1,150,000 | | | | 28,577 | |
| Flughafen Wien AG, non-registered shares | | | 568,000 | | | | 28,301 | |
AirAsia Bhd.2 | | | 64,000,000 | | | | 27,316 | |
Frigoglass SAIC1,2 | | | 2,067,833 | | | | 27,282 | |
Exponent, Inc.1,2 | | | 936,400 | | | | 26,706 | |
| Wavin NV | | | 13,125,000 | | | | 25,753 | |
| Pfeiffer Vacuum Technology AG, non-registered shares | | | 334,000 | | | | 25,536 | |
Zumtobel AG2 | | | 1,245,000 | | | | 25,103 | |
Copart, Inc.2 | | | 690,000 | | | | 24,564 | |
| Singapore Post Private Ltd. | | | 32,395,000 | | | | 24,326 | |
| Loomis AB, Class B | | | 1,870,000 | | | | 24,177 | |
| Connaught PLC | | | 6,400,000 | | | | 24,006 | |
| Société BIC SA | | | 308,000 | | | | 23,628 | |
| Graco Inc. | | | 725,000 | | | | 23,200 | |
| BELIMO Holding AG | | | 18,300 | | | | 23,151 | |
easyJet PLC2 | | | 3,241,318 | | | | 22,588 | |
| Grupo Aeroportuario del Pacífico, SAB de CV, Class B (ADR) | | | 585,496 | | | | 21,675 | |
Interline Brands, Inc.2 | | | 1,132,000 | | | | 21,666 | |
Heidelberger Druckmaschinen AG2 | | | 2,990,000 | | | | 21,561 | |
| Robert Half International Inc. | | | 695,000 | | | | 21,149 | |
| AIA Engineering Ltd. | | | 2,301,093 | | | | 20,585 | |
| Dalian Port (PDA) Co. Ltd., Class H | | | 42,504,000 | | | | 19,927 | |
Houston Wire & Cable Co.1 | | | 1,678,900 | | | | 19,442 | |
| Austal Ltd. | | | 8,200,000 | | | | 19,183 | |
| Rational AG | | | 106,400 | | | | 18,689 | |
| Knight Transportation, Inc. | | | 848,000 | | | | 17,884 | |
| Shenzhen Expressway Co. Ltd., Class H | | | 33,948,000 | | | | 17,840 | |
| Pentair, Inc. | | | 500,000 | | | | 17,810 | |
| Santos Brasil Participações SA, units | | | 1,730,000 | | | | 17,013 | |
| G&K Services, Inc., Class A | | | 650,000 | | | | 16,822 | |
Standard Parking Corp.1,2 | | | 998,000 | | | | 16,387 | |
| TaeWoong Co., Ltd. | | | 258,404 | | | | 16,173 | |
EACOM Timber Corp.2,3,4 | | | 23,000,000 | | | | 15,686 | |
| KBR, Inc. | | | 700,000 | | | | 15,512 | |
| LS Industrial Systems Co., Ltd. | | | 216,820 | | | | 15,391 | |
| Ritchie Bros. Auctioneers Inc. | | | 705,000 | | | | 15,179 | |
CoStar Group, Inc.2 | | | 357,000 | | | | 14,823 | |
| Korea Plant Service & Engineering Co., Ltd. | | | 320,000 | | | | 14,484 | |
| S1 Corp. | | | 350,000 | | | | 14,449 | |
Trina Solar Ltd. (ADR)2 | | | 590,000 | | | | 14,402 | |
Trakya Cam Sanayii AS2 | | | 9,679,028 | | | | 14,030 | |
Norwegian Air Shuttle ASA2 | | | 570,000 | | | | 13,934 | |
| Geberit AG | | | 74,000 | | | | 13,282 | |
| Corporate Executive Board Co. | | | 498,032 | | | | 13,243 | |
Polypore International, Inc.2 | | | 750,000 | | | | 13,095 | |
| DCC PLC | | | 473,800 | | | | 12,310 | |
| Steelcase Inc., Class A | | | 1,900,000 | | | | 12,293 | |
Globaltrans Investment PLC (GDR)2 | | | 910,000 | | | | 11,876 | |
| Reunert Ltd. | | | 1,440,000 | | | | 11,486 | |
| TransDigm Group Inc. | | | 203,000 | | | | 10,767 | |
| Wilson Sons Ltd. (BDR) | | | 813,400 | | | | 10,673 | |
AirTran Holdings, Inc.2 | | | 2,100,000 | | | | 10,668 | |
| Viad Corp | | | 515,000 | | | | 10,583 | |
| Hays PLC | | | 6,355,000 | | | | 10,471 | |
| SAI Global Ltd. | | | 2,773,619 | | | | 10,127 | |
| Grontmij NV, depository receipts | | | 452,000 | | | | 10,092 | |
Cpl Resources PLC1 | | | 2,975,986 | | | | 10,068 | |
| PRONEXUS INC. | | | 1,627,000 | | | | 9,533 | |
| Curtiss-Wright Corp. | | | 268,600 | | | | 9,347 | |
| John Bean Technologies Corp. | | | 530,000 | | | | 9,296 | |
Sperian Protection SA3 | | | 102,799 | | | | 9,251 | |
| ITE Group PLC | | | 4,130,000 | | | | 8,988 | |
Lonrho PLC2 | | | 44,809,200 | | | | 8,676 | |
| Ultra Electronics Holdings PLC | | | 376,000 | | | | 8,571 | |
| Meggitt PLC | | | 1,830,000 | | | | 8,496 | |
| Seco Tools AB, Class B | | | 650,000 | | | | 8,426 | |
| Ansaldo STS SpA | | | 390,000 | | | | 7,995 | |
Wienerberger AG2 | | | 386,000 | | | | 7,532 | |
| ALL – América Latina Logística SA, units | | | 810,000 | | | | 7,419 | |
| Teleperformance SA | | | 200,000 | | | | 6,901 | |
| Aboitiz Equity Ventures, Inc. | | | 21,998,800 | | | | 6,585 | |
| Temp Holdings Co., Ltd. | | | 703,600 | | | | 5,698 | |
| Österreichische Post AG | | | 190,000 | | | | 5,551 | |
| Prysmian SpA | | | 260,000 | | | | 5,119 | |
| Hopewell Highway Infrastructure Ltd. | | | 7,108,500 | | | | 4,853 | |
Imagelinx PLC1,2 | | | 21,385,714 | | | | 1,218 | |
American Shipping Co. ASA2 | | | 544,600 | | | | 387 | |
| Cintas Corp. | | | 12,000 | | | | 337 | |
Aker Philadelphia Shipyard ASA2 | | | 346,000 | | | | 205 | |
| | | | | | | | 3,153,755 | |
| | | | | | | | | |
| CONSUMER DISCRETIONARY — 14.82% | | | | | | | | |
| Modern Times Group MTG AB, Class B | | | 2,313,000 | | | | 135,054 | |
lululemon athletica inc.2 | | | 2,658,214 | | | | 110,316 | |
Jumbo SA1 | | | 9,249,878 | | | | 93,877 | |
Virgin Media Inc.2 | | | 5,062,500 | | | | 87,379 | |
| Billabong International Ltd. | | | 8,040,970 | | | | 83,358 | |
| Pantaloon Retail (India) Ltd. | | | 8,524,816 | | | | 74,987 | |
| Pantaloon Retail (India) Ltd., Class B | | | 551,250 | | | | 3,173 | |
| CTC Media, Inc. | | | 4,441,900 | | | | 76,490 | |
Central European Media Enterprises Ltd., Class A2 | | | 2,340,000 | | | | 68,585 | |
Live Nation Entertainment, Inc.2 | | | 4,500,000 | | | | 65,250 | |
| Navitas Ltd. | | | 13,095,000 | | | | 61,268 | |
CarMax, Inc.2 | | | 2,257,000 | | | | 56,696 | |
Lions Gate Entertainment Corp.1,2 | | | 9,000,000 | | | | 56,160 | |
| Parkson Retail Group Ltd. | | | 29,340,500 | | | | 50,639 | |
Chipotle Mexican Grill, Inc.2 | | | 443,000 | | | | 49,913 | |
Fourlis1 | | | 4,032,300 | | | | 48,345 | |
| Brunswick Corp. | | | 2,928,000 | | | | 46,760 | |
Trinity Ltd.1,3 | | | 82,337,500 | | | | 45,793 | |
Blue Nile, Inc.1,2 | | | 829,140 | | | | 45,619 | |
| Tiffany & Co. | | | 947,000 | | | | 44,973 | |
| Minth Group Ltd. | | | 26,296,000 | | | | 44,030 | |
Ekornes ASA1 | | | 2,019,750 | | | | 43,925 | |
American Axle & Manufacturing Holdings, Inc.1,2 | | | 4,000,000 | | | | 39,920 | |
CKX, Inc.1,2 | | | 6,250,000 | | | | 38,312 | |
| Strayer Education, Inc. | | | 151,200 | | | | 36,820 | |
Education Management Corp.2 | | | 1,663,000 | | | | 36,420 | |
NVR, Inc.2 | | | 50,000 | | | | 36,325 | |
Timberland Co., Class A2 | | | 1,667,000 | | | | 35,574 | |
| REXLot Holdings Ltd. | | | 240,000,000 | | | | 34,312 | |
| Shimano Inc. | | | 767,400 | | | | 33,989 | |
| DeVry Inc. | | | 500,000 | | | | 32,600 | |
| GEOX SpA | | | 4,346,080 | | | | 30,200 | |
| Halfords Group PLC | | | 4,200,000 | | | | 30,136 | |
ASOS PLC1,2 | | | 3,830,000 | | | | 30,099 | |
| Parkson Holdings Bhd. | | | 16,508,450 | | | | 29,908 | |
| Golden Eagle Retail Group Ltd. | | | 14,867,000 | | | | 29,719 | |
Schibsted ASA2 | | | 1,162,820 | | | | 29,405 | |
| Lojas Renner SA, ordinary nominative | | | 1,227,600 | | | | 28,146 | |
| Scholastic Corp. | | | 1,000,000 | | | | 28,000 | |
SeLoger.com2 | | | 700,000 | | | | 27,830 | |
| Tractor Supply Co. | | | 456,100 | | | | 26,477 | |
| Aristocrat Leisure Ltd. | | | 6,350,000 | | | | 26,389 | |
| Educomp Solutions Ltd. | | | 1,565,000 | | | | 26,110 | |
Urban Outfitters, Inc.2 | | | 675,000 | | | | 25,670 | |
New Oriental Education & Technology Group Inc. (ADR)2 | | | 295,000 | | | | 25,225 | |
AutoNation, Inc.2 | | | 1,375,000 | | | | 24,860 | |
| Mr Price Group Ltd. | | | 4,518,408 | | | | 24,735 | |
| TOD’S SpA | | | 322,000 | | | | 23,734 | |
| Café de Coral Holdings Ltd. | | | 9,976,000 | | | | 23,488 | |
Harman International Industries, Inc.2 | | | 500,000 | | | | 23,390 | |
| Stella International Holdings Ltd. | | | 11,212,500 | | | | 22,933 | |
Mitchells & Butlers PLC2 | | | 4,728,055 | | | | 22,761 | |
American Public Education, Inc.2 | | | 480,200 | | | | 22,377 | |
Domino’s Pizza Enterprises Ltd.1 | | | 4,482,300 | | | | 22,082 | |
| Leggett & Platt, Inc. | | | 990,000 | | | | 21,424 | |
| Weight Watchers International, Inc. | | | 825,000 | | | | 21,062 | |
PCD Stores (Group) Ltd.2 | | | 63,456,000 | | | | 21,005 | |
| Rightmove PLC | | | 2,038,594 | | | | 20,866 | |
Boyd Gaming Corp.2 | | | 2,000,000 | | | | 19,760 | |
| Hankook Tire Co., Ltd. | | | 1,000,000 | | | | 18,962 | |
Dollarama Inc.2 | | | 800,000 | | | | 17,299 | |
Promethean World PLC2 | | | 6,042,400 | | | | 17,159 | |
| TAKKT AG | | | 1,456,778 | | | | 16,953 | |
| PetMed Express, Inc. | | | 760,000 | | | | 16,849 | |
K12 Inc.2 | | | 750,018 | | | | 16,658 | |
Interpublic Group of Companies, Inc.2 | | | 1,970,000 | | | | 16,390 | |
Entercom Communications Corp., Class A2 | | | 1,365,000 | | | | 16,230 | |
Melco Crown Entertainment Ltd. (ADR)2 | | | 3,318,000 | | | | 15,993 | |
Grand Canyon Education, Inc.2 | | | 600,000 | | | | 15,684 | |
| Titan Industries Ltd. | | | 341,736 | | | | 14,034 | |
| Expedia, Inc. | | | 557,300 | | | | 13,910 | |
Signet Jewelers Ltd.2 | | | 425,000 | | | | 13,744 | |
BWG Homes ASA2 | | | 4,506,578 | | | | 13,675 | |
DSG international PLC2 | | | 24,553,542 | | | | 13,032 | |
| Fielmann AG | | | 157,500 | | | | 12,705 | |
| Domino’s Pizza UK & IRL PLC | | | 2,420,000 | | | | 12,411 | |
| Headlam Group PLC | | | 2,809,685 | | | | 11,520 | |
| NEXEN Tire Co., Ltd. | | | 2,410,000 | | | | 11,185 | |
| Mothercare PLC | | | 1,215,000 | | | | 11,080 | |
P.F. Chang’s China Bistro, Inc.2 | | | 250,000 | | | | 11,032 | |
Capella Education Co.2 | | | 117,900 | | | | 10,946 | |
| J D Wetherspoon PLC | | | 1,375,000 | | | | 10,555 | |
| Restaurant Group PLC | | | 2,788,700 | | | | 9,867 | |
| HUGO BOSS AG | | | 257,500 | | | | 9,830 | |
Group 1 Automotive, Inc.2 | | | 300,000 | | | | 9,558 | |
| Bijou Brigitte modische Accessoires AG | | | 52,000 | | | | 9,482 | |
Bloomsbury Publishing PLC1 | | | 5,405,000 | | | | 9,357 | |
| KB Home | | | 500,000 | | | | 8,375 | |
Ascent Media Corp., Class A2 | | | 304,764 | | | | 8,305 | |
| Raffles Education Corp. Ltd. | | | 30,000,000 | | | | 7,831 | |
| Mekonomen AB | | | 348,374 | | | | 7,822 | |
Oceanus Group Ltd.2 | | | 30,044,000 | | | | 7,520 | |
Banyan Tree Holdings Ltd.2 | | | 13,354,500 | | | | 7,115 | |
| Intercontinental Hotels Group PLC | | | 430,678 | | | | 6,750 | |
| Praktiker Bau- und Heimwerkermärkte Holding AG | | | 605,280 | | | | 6,490 | |
Toll Corp.2 | | | 300,000 | | | | 6,240 | |
Abbey PLC2 | | | 985,000 | | | | 5,998 | |
| Bob Evans Farms, Inc. | | | 175,000 | | | | 5,409 | |
| Gaming VC Holdings SA | | | 1,392,400 | | | | 3,996 | |
Ten Alps PLC1,2 | | | 3,439,001 | | | | 1,227 | |
Spot Runner, Inc.2,3,5 | | | 2,980,544 | | | | 759 | |
Mobil Travel Guide, Inc.2,3,5 | | | 96,033 | | | | 24 | |
CEC Unet PLC1,2,3 | | | 35,100,775 | | | | — | |
Fontainebleau Resorts LLC, Class A, nonvoting units2,3,5 | | | 1,900,000 | | | | — | |
| | | | | | | | 2,884,614 | |
| | | | | | | | | |
| INFORMATION TECHNOLOGY — 12.87% | | | | | | | | |
| Kingboard Chemical Holdings Ltd. | | | 41,928,100 | | | | 190,901 | |
Rovi Corp.2 | | | 2,349,600 | | | | 87,241 | |
Monster Worldwide, Inc.2 | | | 5,111,800 | | | | 84,907 | |
Hittite Microwave Corp.1,2 | | | 1,765,000 | | | | 77,607 | |
| National Instruments Corp. | | | 2,207,653 | | | | 73,625 | |
AVEVA Group PLC1 | | | 4,012,000 | | | | 72,198 | |
Digital River, Inc.1,2 | | | 2,301,300 | | | | 69,729 | |
AOL Inc.2 | | | 2,505,000 | | | | 63,326 | |
| Kingboard Laminates Holdings Ltd. | | | 68,914,236 | | | | 60,091 | |
| AAC Acoustic Technologies Holdings Inc. | | | 32,722,000 | | | | 54,705 | |
OpenTable, Inc.1,2 | | | 1,263,800 | | | | 48,189 | |
Verifone Holdings, Inc.2 | | | 2,316,400 | | | | 46,814 | |
| VTech Holdings Ltd. | | | 4,279,000 | | | | 46,295 | |
NEC Electronics Corp.2 | | | 4,355,000 | | | | 44,175 | |
FormFactor, Inc.2 | | | 2,215,000 | | | | 39,338 | |
| FactSet Research Systems, Inc. | | | 534,000 | | | | 39,180 | |
Hana Microelectronics PCL1 | | | 53,925,000 | | | | 36,206 | |
| PixArt Imaging Inc. | | | 5,450,000 | | | | 35,726 | |
Novellus Systems, Inc.2 | | | 1,386,000 | | | | 34,650 | |
| Intersil Corp., Class A | | | 2,277,500 | | | | 33,616 | |
Compuware Corp.2 | | | 4,000,000 | | | | 33,600 | |
| Wistron Corp. | | | 18,202,337 | | | | 33,100 | |
| Heartland Payment Systems, Inc. | | | 1,750,000 | | | | 32,550 | |
Littelfuse, Inc.2 | | | 850,000 | | | | 32,308 | |
Genpact Ltd.2 | | | 1,855,387 | | | | 31,115 | |
LoopNet, Inc.1,2 | | | 2,763,440 | | | | 31,061 | |
| Microchip Technology Inc. | | | 1,100,000 | | | | 30,976 | |
Trimble Navigation Ltd.2 | | | 1,078,100 | | | | 30,963 | |
Internet Brands, Inc., Class A2 | | | 3,272,895 | | | | 30,176 | |
Cirrus Logic, Inc.1,2 | | | 3,479,668 | | | | 29,194 | |
Avid Technology, Inc.1,2 | | | 2,039,944 | | | | 28,110 | |
MKS Instruments, Inc.2 | | | 1,420,000 | | | | 27,818 | |
Semtech Corp.2 | | | 1,580,000 | | | | 27,539 | |
| Tripod Technology Corp. | | | 7,980,000 | | | | 27,036 | |
Internet Capital Group, Inc.1,2 | | | 3,096,000 | | | | 26,161 | |
Finisar Corp.2 | | | 1,665,236 | | | | 26,161 | |
Akamai Technologies, Inc.2 | | | 827,000 | | | | 25,976 | |
Infotech Enterprises Ltd.1 | | | 3,000,000 | | | | 24,689 | |
Techwell, Inc.1,2 | | | 1,250,000 | | | | 23,375 | |
Net 1 UEPS Technologies, Inc.2 | | | 1,268,873 | | | | 23,335 | |
| Micrel, Inc. | | | 2,035,840 | | | | 21,702 | |
Palm, Inc.2 | | | 5,641,000 | | | | 21,210 | |
Celestica Inc.2 | | | 1,900,000 | | | | 20,767 | |
Autodesk, Inc.2 | | | 705,000 | | | | 20,741 | |
| Halma PLC | | | 5,365,000 | | | | 20,547 | |
Acxiom Corp.2 | | | 1,136,300 | | | | 20,385 | |
| Solera Holdings, Inc. | | | 525,000 | | | | 20,291 | |
| Lender Processing Services, Inc. | | | 528,000 | | | | 19,932 | |
| Neopost SA | | | 246,077 | | | | 19,703 | |
OnMobile Global Ltd.2 | | | 2,230,000 | | | | 19,546 | |
| Global Unichip Corp. | | | 4,283,768 | | | | 19,441 | |
Cadence Design Systems, Inc.2 | | | 2,895,504 | | | | 19,284 | |
| Kapsch TrafficCom AG | | | 548,989 | | | | 18,765 | |
Green Packet Bhd.1,2 | | | 52,119,916 | | | | 18,725 | |
| OBIC Co., Ltd. | | | 102,830 | | | | 18,702 | |
| Acer Inc. | | | 6,262,000 | | | | 18,512 | |
| Renishaw PLC | | | 1,860,000 | | | | 18,459 | |
| Fidelity National Information Services, Inc. | | | 765,000 | | | | 17,932 | |
Micron Technology, Inc.2 | | | 1,700,000 | | | | 17,663 | |
DTS, Inc.2 | | | 503,900 | | | | 17,153 | |
Itron, Inc.2 | | | 235,000 | | | | 17,054 | |
Comverse Technology, Inc.2 | | | 2,050,000 | | | | 17,015 | |
Red Hat, Inc.2 | | | 531,145 | | | | 15,547 | |
Perfect World Co., Ltd., Class B (ADR)2 | | | 404,000 | | | | 15,130 | |
Telecity Group PLC2 | | | 2,086,700 | | | | 13,436 | |
SINA Corp.2 | | | 355,000 | | | | 13,380 | |
Lexmark International, Inc., Class A2 | | | 370,000 | | | | 13,350 | |
| Global Payments Inc. | | | 290,000 | | | | 13,210 | |
Dolby Laboratories, Inc., Class A2 | | | 218,400 | | | | 12,814 | |
ACI Worldwide, Inc.2 | | | 604,300 | | | | 12,455 | |
SuccessFactors, Inc.2 | | | 645,000 | | | | 12,281 | |
| Delta Electronics (Thailand) PCL | | | 20,101,900 | | | | 11,693 | |
| Mabuchi Motor Co., Ltd. | | | 192,000 | | | | 11,064 | |
| KLA-Tencor Corp. | | | 340,650 | | | | 10,533 | |
| RichTek Technology Corp. | | | 939,000 | | | | 10,062 | |
THQ Inc.2 | | | 1,334,642 | | | | 9,356 | |
Intermec, Inc.2 | | | 650,000 | | | | 9,217 | |
| Spectris PLC | | | 680,000 | | | | 8,545 | |
| Playtech Ltd. | | | 1,012,000 | | | | 8,299 | |
Ultimate Software Group, Inc.2 | | | 250,000 | | | | 8,238 | |
| SEEK Ltd. | | | 999,737 | | | | 7,356 | |
Logitech International SA2 | | | 450,000 | | | | 7,353 | |
| Redington (India) Ltd. | | | 844,651 | | | | 7,007 | |
| DigiTech Systems Co., Ltd. | | | 348,000 | | | | 6,430 | |
| Cognex Corp. | | | 311,500 | | | | 5,760 | |
Sonic Solutions2 | | | 600,000 | | | | 5,622 | |
| Wincor Nixdorf AG | | | 80,000 | | | | 5,429 | |
FARO Technologies, Inc.2 | | | 201,000 | | | | 5,176 | |
| Oakton Ltd. | | | 1,520,000 | | | | 4,462 | |
DemandTec, Inc.2 | | | 515,000 | | | | 3,579 | |
Hutchinson Technology Inc.2 | | | 51,035 | | | | 318 | |
HSW International, Inc.2,4 | | | 81,522 | | | | 126 | |
HSW International, Inc.2,3,4 | | | 29,470 | | | | 32 | |
KAB Distribution Inc.1,2,3 | | | 9,700,000 | | | | — | |
| | | | | | | | 2,504,551 | |
| | | | | | | | | |
| FINANCIALS — 11.62% | | | | | | | | |
East West Bancorp, Inc.1,3 | | | 8,143,965 | | | | 127,681 | |
East West Bancorp, Inc.1 | | | 1,783,600 | | | | 31,070 | |
| Industrial and Commercial Bank of China (Asia) Ltd. | | | 35,960,537 | | | | 90,040 | |
Dah Sing Financial Holdings Ltd.1,2 | | | 16,339,400 | | | | 89,442 | |
| Zions Bancorporation | | | 3,295,000 | | | | 71,897 | |
YES BANK Ltd.2 | | | 12,360,000 | | | | 70,652 | |
| City National Corp. | | | 1,260,700 | | | | 68,040 | |
| Kotak Mahindra Bank Ltd. | | | 3,916,549 | | | | 65,376 | |
| Daegu Bank, Ltd. | | | 4,879,110 | | | | 65,345 | |
| Hospitality Properties Trust | | | 2,500,000 | | | | 59,875 | |
| Cullen/Frost Bankers, Inc. | | | 991,000 | | | | 55,298 | |
Indiabulls Real Estate Ltd.2 | | | 15,575,000 | | | | 53,011 | |
SVB Financial Group2 | | | 1,039,000 | | | | 48,480 | |
| First Niagara Financial Group, Inc. | | | 3,300,000 | | | | 46,926 | |
| Genworth MI Canada Inc. | | | 1,674,000 | | | | 45,268 | |
| Mercury General Corp. | | | 1,000,724 | | | | 43,752 | |
| Osaka Securities Exchange Co., Ltd. | | | 7,924 | | | | 41,504 | |
| BOK Financial Corp. | | | 760,000 | | | | 39,854 | |
| Banco Compartamos, SA, Institución de Banca Múltiple, Class O | | | 6,750,000 | | | | 38,068 | |
| Robinsons Land Corp., Class B | | | 118,348,300 | | | | 38,050 | |
| Banco Cruzeiro do Sul SA, preferred nominative | | | 5,543,100 | | | | 37,349 | |
| Banco Industrial e Comercial SA, preferred nominative | | | 4,934,100 | | | | 37,293 | |
| First Pacific Co. Ltd. | | | 53,160,000 | | | | 34,440 | |
| First American Corp. | | | 945,700 | | | | 32,003 | |
| Savills PLC | | | 5,558,898 | | | | 29,377 | |
| PacWest Bancorp | | | 1,285,500 | | | | 29,335 | |
Topdanmark A/S2 | | | 222,900 | | | | 29,100 | |
| Redwood Trust, Inc. | | | 1,850,000 | | | | 28,527 | |
First Southern Bancorp, Inc.1,2,3,5 | | | 1,344,915 | | | | 28,378 | |
Portfolio Recovery Associates, Inc.2 | | | 515,000 | | | | 28,258 | |
| Midland Holdings Ltd. | | | 25,000,000 | | | | 27,370 | |
| TISCO Financial Group PCL | | | 31,317,000 | | | | 26,162 | |
| Manappuram General Finance and Leasing Ltd. | | | 1,543,095 | | | | 25,696 | |
| Banco ABC Brasil SA, preferred nominative | | | 3,270,700 | | | | 24,941 | |
| Duff & Phelps Corp., Class A | | | 1,471,000 | | | | 24,625 | |
Dolphin Capital Investors Ltd.1,2 | | | 31,390,761 | | | | 24,431 | |
Gruppo MutuiOnline SpA1 | | | 3,160,000 | | | | 24,203 | |
| Jammu and Kashmir Bank Ltd. | | | 1,588,845 | | | | 24,166 | |
| Banque Cantonale Vaudoise | | | 48,700 | | | | 22,791 | |
Bolsa Mexicana de Valores, SAB de CV, Series A2 | | | 14,240,000 | | | | 22,557 | |
| Ascendas India Trust | | | 31,124,000 | | | | 21,591 | |
| JSE Ltd. | | | 2,420,000 | | | | 21,569 | |
| IG Group Holdings PLC | | | 3,448,700 | | | | 21,064 | |
eHealth, Inc.1,2 | | | 1,315,000 | | | | 20,711 | |
Home Federal Bancorp, Inc.1 | | | 1,384,249 | | | | 20,085 | |
| Onex Corp. | | | 700,000 | | | | 19,922 | |
| Hellenic Exchanges SA | | | 2,259,000 | | | | 19,870 | |
| National Penn Bancshares, Inc. | | | 2,781,549 | | | | 19,193 | |
| Azimut Holding SpA | | | 1,496,663 | | | | 18,987 | |
Jyske Bank A/S2 | | | 526,548 | | | | 18,746 | |
| Central Pattana PCL | | | 29,016,000 | | | | 18,584 | |
| CapitalSource Inc. | | | 3,300,000 | | | | 18,447 | |
| Busan Bank | | | 1,650,000 | | | | 17,722 | |
| Eaton Vance Corp., nonvoting shares | | | 500,000 | | | | 16,770 | |
| AEON Mall Co., Ltd. | | | 705,000 | | | | 14,884 | |
| CenterState Banks, Inc. | | | 1,210,400 | | | | 14,827 | |
| Rayonier Inc. | | | 325,000 | | | | 14,765 | |
First Horizon National Corp.2 | | | 1,046,123 | | | | 14,698 | |
| Banco Daycoval SA, preferred nominative | | | 2,539,300 | | | | 14,441 | |
| Starwood Property Trust, Inc. | | | 725,000 | | | | 13,993 | |
| Paraná Banco SA, preferred nominative | | | 2,318,400 | | | | 13,719 | |
Territorial Bancorp Inc.1 | | | 702,216 | | | | 13,363 | |
| Hung Poo Real Estate Development Corp. | | | 9,317,250 | | | | 12,362 | |
| Oslo Børs VPS Holding ASA | | | 1,002,335 | | | | 10,984 | |
| Indiabulls Financial Services Ltd. | | | 4,584,800 | | | | 10,751 | |
| Land and Houses PCL, nonvoting depository receipt | | | 56,718,700 | | | | 10,617 | |
| Kiatnakin Bank PCL | | | 12,200,000 | | | | 10,381 | |
| Oriental Financial Group Inc. | | | 700,000 | | | | 9,450 | |
| Frasers Centrepoint Trust | | | 9,800,000 | | | | 9,391 | |
China Real Estate Information Corp. (ADR)2 | | | 906,100 | | | | 9,079 | |
| Umpqua Holdings Corp. | | | 568,180 | | | | 7,534 | |
| Discover Financial Services | | | 500,000 | | | | 7,450 | |
Cathay Real Estate Development Co. Ltd.2 | | | 17,400,000 | | | | 7,376 | |
| Bajaj Holdings & Investment Ltd. | | | 491,300 | | | | 6,622 | |
Center Financial Corp.2,3,4 | | | 1,300,000 | | | | 5,990 | |
Islamic Arab Insurance Co. (Salama)2 | | | 21,700,000 | | | | 5,495 | |
| | | | | | | | 2,262,064 | |
| | | | | | | | | |
| HEALTH CARE — 11.24% | | | | | | | | |
| Cochlear Ltd. | | | 2,192,654 | | | | 146,521 | |
Inverness Medical Innovations, Inc.2 | | | 3,054,600 | | | | 118,977 | |
Thoratec Corp.1,2 | | | 3,201,500 | | | | 107,090 | |
Integra LifeSciences Holdings Corp.1,2 | | | 1,689,290 | | | | 74,042 | |
American Medical Systems Holdings, Inc.1,2 | | | 3,954,440 | | | | 73,473 | |
Endo Pharmaceuticals Holdings Inc.2 | | | 3,018,000 | | | | 71,496 | |
Talecris Biotherapeutics Holdings Corp.2 | | | 3,405,000 | | | | 67,828 | |
Myriad Genetics, Inc.2 | | | 2,796,500 | | | | 67,256 | |
Volcano Corp.1,2 | | | 2,726,000 | | | | 65,860 | |
| Hikma Pharmaceuticals PLC | | | 6,769,153 | | | | 64,967 | |
Nakanishi Inc.1 | | | 557,100 | | | | 58,180 | |
Human Genome Sciences, Inc.2 | | | 1,885,000 | | | | 56,927 | |
Intuitive Surgical, Inc.2 | | | 155,000 | | | | 53,960 | |
Ipca Laboratories Ltd.1 | | | 8,970,000 | | | | 53,876 | |
| Fisher & Paykel Healthcare Corp. Ltd. | | | 22,608,200 | | | | 52,598 | |
| Ansell Ltd. | | | 4,450,000 | | | | 49,561 | |
ResMed Inc.2 | | | 640,000 | | | | 40,736 | |
ResMed Inc. (CDI)2 | | | 990,000 | | | | 6,358 | |
Amylin Pharmaceuticals, Inc.2 | | | 1,813,000 | | | | 40,774 | |
ZOLL Medical Corp.1,2 | | | 1,495,283 | | | | 39,416 | |
NuVasive, Inc.2 | | | 844,436 | | | | 38,168 | |
Hologic, Inc.2 | | | 1,965,000 | | | | 36,431 | |
| RHÖN-KLINIKUM AG, non-registered shares | | | 1,415,000 | | | | 36,285 | |
SonoSite, Inc.1,2 | | | 1,124,100 | | | | 36,095 | |
Martek Biosciences Corp.2 | | | 1,565,000 | | | | 35,228 | |
Genomma Lab Internacional, SAB de CV, Series B2 | | | 9,572,100 | | | | 33,276 | |
| Tecan Group AG | | | 415,586 | | | | 32,000 | |
athenahealth, Inc.2 | | | 855,000 | | | | 31,259 | |
Emeritus Corp.2 | | | 1,530,000 | | | | 31,135 | |
Covance Inc.2 | | | 500,000 | | | | 30,695 | |
| Invacare Corp. | | | 1,089,400 | | | | 28,913 | |
| Beckman Coulter, Inc. | | | 448,300 | | | | 28,153 | |
| Bangkok Dusit Medical Services PCL | | | 33,161,200 | | | | 26,164 | |
Insulet Corp.2 | | | 1,645,000 | | | | 24,823 | |
| Piramal Healthcare Ltd. | | | 2,489,050 | | | | 23,588 | |
Illumina, Inc.2 | | | 590,000 | | | | 22,951 | |
| Sysmex Corp. | | | 391,000 | | | | 22,951 | |
Abaxis, Inc.2 | | | 834,700 | | | | 22,695 | |
MEDICA SA2 | | | 1,070,000 | | | | 21,864 | |
Greatbatch, Inc.2 | | | 990,400 | | | | 20,987 | |
JSC Pharmstandard (GDR)2 | | | 842,651 | | | | 20,982 | |
| Sonic Healthcare Ltd. | | | 1,552,967 | | | | 20,473 | |
| Virbac SA | | | 183,000 | | | | 19,415 | |
Team Health Holdings, Inc.2 | | | 1,139,717 | | | | 19,147 | |
| Odontoprev SA, ordinary nominative | | | 482,900 | | | | 16,757 | |
| The Cooper Companies, Inc. | | | 429,700 | | | | 16,707 | |
Eurand NV2 | | | 1,300,000 | | | | 14,664 | |
| Tsumura & Co. | | | 490,000 | | | | 14,250 | |
Vital Images, Inc.1,2 | | | 792,000 | | | | 12,807 | |
Mettler-Toledo International Inc.2 | | | 115,000 | | | | 12,558 | |
Movetis NV2 | | | 693,000 | | | | 12,003 | |
| EGIS Nyrt. | | | 107,000 | | | | 11,568 | |
| TECHNE Corp. | | | 175,000 | | | | 11,146 | |
DexCom, Inc.2 | | | 1,085,000 | | | | 10,557 | |
IPC The Hospitalist Co., Inc.2 | | | 300,000 | | | | 10,533 | |
| Bumrungrad Hospital PCL | | | 10,167,950 | | | | 9,674 | |
| Pharmaceutical Product Development, Inc. | | | 375,000 | | | | 8,906 | |
Newron Pharmaceuticals SpA1,2 | | | 257,000 | | | | 5,072 | |
Newron Pharmaceuticals SpA1,2,4 | | | 142,000 | | | | 2,803 | |
| Masimo Corp. | | | 283,700 | | | | 7,532 | |
| Laboratorios Farmacéuticos ROVI, SA | | | 710,000 | | | | 6,485 | |
ArthroCare Corp.2 | | | 200,000 | | | | 5,944 | |
TranS1 Inc.1,2 | | | 1,620,000 | | | | 5,265 | |
Array BioPharma Inc.2 | | | 1,920,000 | | | | 5,261 | |
| Krka, dd, Novo mesto | | | 27,820 | | | | 2,736 | |
Wright Medical Group, Inc.2 | | | 151,699 | | | | 2,696 | |
Clínica Baviera, SA2 | | | 240,125 | | | | 2,655 | |
A&D Pharma Holdings NV (GDR)2 | | | 494,533 | | | | 2,141 | |
| AS ONE Corp. | | | 101,700 | | | | 1,790 | |
Vision-Sciences, Inc.2 | | | 1,518,713 | | | | 1,413 | |
Exiqon A/S2 | | | 381,024 | | | | 624 | |
Allied Medical Ltd.2,3 | | | 147,030 | | | | 3 | |
| | | | | | | | 2,188,124 | |
| | | | | | | | | |
| MATERIALS — 7.64% | | | | | | | | |
Yingde Gases Group Co. Ltd.2 | | | 64,873,000 | | | | 71,692 | |
James Hardie Industries SE2 | | | 10,315,000 | | | | 68,701 | |
| Aquarius Platinum Ltd. | | | 6,611,111 | | | | 41,849 | |
| Aquarius Platinum Ltd. (GBP denominated) | | | 3,862,983 | | | | 25,266 | |
Talvivaara Mining Co. PLC2 | | | 9,773,800 | | | | 65,930 | |
Rhodia SA2 | | | 3,173,500 | | | | 65,876 | |
African Minerals Ltd.2 | | | 10,953,821 | | | | 61,215 | |
African Minerals Ltd.2,3 | | | 300,000 | | | | 1,640 | |
| Symrise AG | | | 2,634,102 | | | | 62,842 | |
| AptarGroup, Inc. | | | 1,484,682 | | | | 58,422 | |
| Inmet Mining Corp. | | | 900,000 | | | | 52,319 | |
| Huabao International Holdings Ltd. | | | 36,960,000 | | | | 44,415 | |
Jaguar Mining Inc.1,2 | | | 4,350,000 | | | | 40,067 | |
Eastern Platinum Ltd.2 | | | 24,721,450 | | | | 36,044 | |
Eastern Platinum Ltd.2,4 | | | 2,500,000 | | | | 3,645 | |
Gem Diamonds Ltd.1,2 | | | 9,850,000 | | | | 37,096 | |
| Bemis Co., Inc. | | | 1,225,000 | | | | 35,182 | |
Lundin Mining Corp.2 | | | 6,355,000 | | | | 33,744 | |
| OCI Co. Ltd. | | | 193,329 | | | | 33,669 | |
| Midas Holdings Ltd. | | | 45,417,000 | | | | 33,454 | |
| FUCHS PETROLUB AG | | | 337,618 | | | | 30,564 | |
| Scotts Miracle-Gro Co., Class A | | | 650,000 | | | | 30,127 | |
| LANXESS AG | | | 650,000 | | | | 30,007 | |
| Petropavlovsk PLC | | | 1,553,901 | | | | 28,081 | |
| Sodiff Advanced Materials Co., Ltd. | | | 370,000 | | | | 27,802 | |
| Croda International PLC | | | 1,875,000 | | | | 26,680 | |
| RPM International, Inc. | | | 1,200,000 | | | | 25,608 | |
Mineral Deposits Ltd.2 | | | 16,142,844 | | | | 14,143 | |
Mineral Deposits Ltd. (CAD denominated)2 | | | 12,400,000 | | | | 11,116 | |
| Martin Marietta Materials, Inc. | | | 300,000 | | | | 25,065 | |
Lynas Corp. Ltd.2 | | | 54,976,902 | | | | 24,461 | |
| China Shanshui Cement Group Ltd. | | | 42,930,000 | | | | 23,997 | |
Kenmare Resources PLC2 | | | 95,876,802 | | | | 19,656 | |
Kenmare Resources PLC2,4 | | | 14,095,980 | | | | 2,890 | |
Centamin Egypt Ltd. (GBP denominated)2 | | | 9,570,037 | | | | 19,729 | |
Centamin Egypt Ltd. (CAD denominated)2 | | | 3,000 | | | | 6 | |
| Siam City Cement PCL | | | 2,595,300 | | | | 18,469 | |
| Siam City Cement PCL, nonvoting depository receipt | | | 58,700 | | | | 418 | |
Sino-Forest Corp.2 | | | 900,000 | | | | 17,644 | |
| PT Indocement Tunggal Prakarsa Tbk | | | 10,995,000 | | | | 17,246 | |
Sundance Resources Ltd.2 | | | 117,875,000 | | | | 16,761 | |
Intrepid Potash, Inc.2 | | | 541,813 | | | | 16,433 | |
Gold Wheaton Gold Corp.2,4 | | | 4,244,000 | | | | 12,041 | |
Gold Wheaton Gold Corp.2 | | | 1,000,000 | | | | 2,837 | |
| Cheil Industries Inc. | | | 260,000 | | | | 14,687 | |
Rusoro Mining Ltd.1,2,4 | | | 20,000,000 | | | | 6,896 | |
Rusoro Mining Ltd.1,2 | | | 18,362,000 | | | | 6,331 | |
Calgon Carbon Corp.2 | | | 762,500 | | | | 13,054 | |
| Yamana Gold Inc. | | | 1,200,000 | | | | 11,881 | |
Cape Lambert Resources Ltd.2 | | | 26,100,000 | | | | 11,733 | |
PT Indah Kiat Pulp & Paper Tbk2 | | | 47,250,000 | | | | 11,572 | |
| Sika AG, non-registered shares | | | 6,750 | | | | 11,429 | |
| Titan Cement Co. SA | | | 400,000 | | | | 10,609 | |
| Buzzi Unicem SpA | | | 673,000 | | | | 8,492 | |
| TFS Corporation Ltd | | | 9,712,027 | | | | 7,662 | |
Northern Iron Ltd.2 | | | 5,508,022 | | | | 7,579 | |
Bellzone Mining PLC2,3 | | | 13,400,000 | | | | 7,122 | |
STR Holdings, Inc.2 | | | 300,000 | | | | 7,050 | |
| Everest Kanto Cylinder Ltd. | | | 2,500,000 | | | | 6,763 | |
| Cementir Holding SpA | | | 1,600,000 | | | | 6,436 | |
Obtala Resources PLC1,2,4 | | | 7,950,000 | | | | 3,411 | |
Obtala Resources PLC1,2 | | | 7,000,000 | | | | 3,003 | |
Polo Resources Ltd.2 | | | 61,936,200 | | | | 4,351 | |
| Birla Corp. Ltd. | | | 484,500 | | | | 4,292 | |
| J.K. Cement Ltd. | | | 945,000 | | | | 3,789 | |
Vatukoula Gold Mines PLC2,4 | | | 106,650,000 | | | | 3,725 | |
Oxus Gold PLC2 | | | 2,428,236 | | | | 256 | |
Zoloto Resources Ltd.1,2,3 | | | 8,175,000 | | | | 41 | |
| | | | | | | | 1,487,013 | |
| | | | | | | | | |
| ENERGY — 5.87% | | | | | | | | |
Heritage Oil Ltd.2 | | | 13,013,500 | | | | 110,867 | |
Pacific Rubiales Energy Corp.2 | | | 5,075,400 | | | | 98,648 | |
| Niko Resources Ltd. | | | 920,000 | | | | 98,181 | |
Concho Resources Inc.2 | | | 1,483,100 | | | | 74,689 | |
FMC Technologies, Inc.2 | | | 1,115,000 | | | | 72,062 | |
| Banpu PCL | | | 3,617,500 | | | | 69,171 | |
| Core Laboratories NV | | | 435,000 | | | | 56,898 | |
Zhaikmunai LP (GDR)2,4 | | | 5,540,000 | | | | 48,475 | |
Zhaikmunai LP (GDR)2 | | | 353,650 | | | | 3,094 | |
Gulf Keystone Petroleum Ltd.1,2,4 | | | 37,087,632 | | | | 48,296 | |
Uranium One Inc.2 | | | 16,120,500 | | | | 42,560 | |
Dril-Quip, Inc.2 | | | 635,000 | | | | 38,633 | |
| Cimarex Energy Co. | | | 531,500 | | | | 31,560 | |
Petroleum Development Corp.1,2 | | | 1,249,000 | | | | 28,939 | |
Oceaneering International, Inc.2 | | | 450,000 | | | | 28,571 | |
Karoon Gas Australia Ltd.2 | | | 3,500,000 | | | | 26,972 | |
| Centennial Coal Co. Ltd. | | | 5,927,391 | | | | 23,165 | |
Petroceltic International PLC1,2 | | | 105,250,652 | | | | 22,377 | |
Miclyn Express Offshore Ltd.2 | | | 13,550,000 | | | | 21,754 | |
Bill Barrett Corp.2 | | | 700,000 | | | | 21,497 | |
Regal Petroleum PLC1,2 | | | 21,693,000 | | | | 21,495 | |
Rosetta Resources Inc.2 | | | 875,000 | | | | 20,606 | |
| Wellstream Holdings PLC | | | 1,949,251 | | | | 19,389 | |
Gran Tierra Energy Inc.2 | | | 2,450,000 | | | | 14,455 | |
| WorleyParsons Ltd. | | | 589,556 | | | | 13,765 | |
| Eurasia Drilling Co. Ltd. (GDR) | | | 690,000 | | | | 12,903 | |
Harvest Natural Resources, Inc.2 | | | 1,650,000 | | | | 12,425 | |
Resolute Energy Corp.2 | | | 1,025,000 | | | | 12,413 | |
| Helmerich & Payne, Inc. | | | 278,000 | | | | 10,586 | |
Value Creation Inc.2,3,5 | | | 4,529,354 | | | | 10,536 | |
| Schoeller-Bleckmann Oilfield Equipment AG | | | 190,000 | | | | 10,030 | |
BNK Petroleum Inc.2,4 | | | 2,000,000 | | | | 4,985 | |
BNK Petroleum Inc.2 | | | 1,590,380 | | | | 3,964 | |
Rockhopper Exploration PLC1,2 | | | 9,979,075 | | | | 6,782 | |
High Arctic Energy Services Inc.2 | | | 1,923,000 | | | | 568 | |
Leed Petroleum PLC2 | | | 3,880,075 | | | | 302 | |
Oilexco Inc. (GBP denominated)2,3,4 | | | 2,900,000 | | | | — | |
Oilexco Inc.2,3,4 | | | 520,000 | | | | — | |
| | | | | | | | 1,141,613 | |
| | | | | | | | | |
| CONSUMER STAPLES — 3.85% | | | | | | | | |
| Lindt & Sprüngli AG | | | 1,369 | | | | 37,178 | |
| Lindt & Sprüngli AG, participation certificate | | | 15,521 | | | | 36,835 | |
| Alberto-Culver Co. | | | 2,371,227 | | | | 62,007 | |
Drogasil SA, ordinary nominative1 | | | 3,627,800 | | | | 58,285 | |
| China Yurun Food Group Ltd. | | | 17,160,000 | | | | 52,382 | |
| ARYZTA AG | | | 1,018,000 | | | | 44,290 | |
Kernel Holding SA2 | | | 1,989,150 | | | | 39,071 | |
| Hite Brewery Co., Ltd. | | | 305,000 | | | | 38,422 | |
| Asian Citrus Holdings Ltd. | | | 37,920,000 | | | | 31,795 | |
| Davide Campari-Milano SpA | | | 2,560,000 | | | | 27,419 | |
| Strauss Group Ltd. | | | 1,728,350 | | | | 26,349 | |
| Colgate-Palmolive (India) Ltd. | | | 1,689,824 | | | | 25,460 | |
| Nong Shim Co., Ltd. | | | 113,716 | | | | 22,820 | |
| MARR SpA | | | 2,462,365 | | | | 22,775 | |
CP ALL PCL2 | | | 25,948,500 | | | | 22,079 | |
Hypermarcas SA, ordinary nominative2 | | | 1,801,800 | | | | 22,022 | |
| Church & Dwight Co., Inc. | | | 290,174 | | | | 19,427 | |
| Emmi AG | | | 136,100 | | | | 19,017 | |
TreeHouse Foods, Inc.2 | | | 400,000 | | | | 17,548 | |
| GlaxoSmithKline Consumer Healthcare Ltd. | | | 487,397 | | | | 16,241 | |
| Thai Union Frozen Products PCL | | | 13,500,000 | | | | 15,768 | |
| Coca-Cola Icecek AS, Class C | | | 1,672,785 | | | | 14,218 | |
| Poslovni sistem Mercator, dd | | | 62,112 | | | | 13,280 | |
| AMOREPACIFIC Corp. | | | 17,600 | | | | 12,805 | |
Whole Foods Market, Inc.2 | | | 325,000 | | | | 11,749 | |
| Philip Morris CR as | | | 22,200 | | | | 11,725 | |
| Origin Enterprises PLC | | | 3,213,300 | | | | 10,566 | |
| Tassal Group Ltd. | | | 6,500,000 | | | | 9,362 | |
Pantry, Inc.2 | | | 685,000 | | | | 8,556 | |
| | | | | | | | 749,451 | |
| | | | | | | | | |
| UTILITIES — 1.99% | | | | | | | | |
Xinao Gas Holdings Ltd.1 | | | 69,350,000 | | | | 177,216 | |
| Glow Energy PCL | | | 52,007,600 | | | | 61,952 | |
| Hyflux Ltd | | | 15,602,000 | | | | 37,936 | |
| AES Tietê SA, preferred nominative | | | 2,268,800 | | | | 24,607 | |
KSK Energy Ventures Ltd.2 | | | 5,700,000 | | | | 23,432 | |
| CESC Ltd. | | | 1,746,400 | | | | 14,912 | |
| Manila Water Co., Inc. | | | 41,200,000 | | | | 14,388 | |
Greenko Group PLC2 | | | 4,214,000 | | | | 10,431 | |
Indiabulls Power Ltd.2 | | | 12,947,069 | | | | 8,883 | |
| Thai Tap Water Supply PCL | | | 49,600,000 | | | | 6,722 | |
| Acea SpA | | | 602,485 | | | | 6,127 | |
| | | | | | | | 386,606 | |
| | | | | | | | | |
| TELECOMMUNICATION SERVICES — 1.46% | | | | | | | | |
tw telecom inc.2 | | | 5,635,000 | | | | 102,275 | |
| Partner Communications Co. Ltd. | | | 2,900,039 | | | | 65,178 | |
| Partner Communications Co. Ltd. (ADR) | | | 311,800 | | | | 7,044 | |
| Cellcom Israel Ltd. (ILS denominated) | | | 855,000 | | | | 29,843 | |
| Cellcom Israel Ltd. | | | 850,000 | | | | 29,045 | |
| Total Access Communication PCL | | | 17,046,000 | | | | 19,778 | |
Daisy Group PLC2,4 | | | 10,000,000 | | | | 14,655 | |
| Globe Telecom, Inc. | | | 526,867 | | | | 11,682 | |
| StarHub Ltd | | | 3,246,840 | | | | 5,317 | |
| | | | | | | | 284,817 | |
| | | | | | | | | |
| MISCELLANEOUS — 4.94% | | | | | | | | |
| Other common stocks in initial period of acquisition | | | | | | | 961,316 | |
| | | | | | | | | |
| | | | | | | | | |
| Total common stocks (cost: $14,130,073,000) | | | | | | | 18,003,924 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Warrants — 0.03% | | | | | | | | |
| | | | | | | | | |
| INDUSTRIALS — 0.02% | | | | | | | | |
Goodpack Ltd., warrants, expire 20121,2 | | | 5,272,000 | | | | 3,959 | |
| | | | | | | | | |
| | | | | | | | | |
| FINANCIALS — 0.01% | | | | | | | | |
PacWest Bancorp, Series B, warrants, expire 20102,3 | | | 428,500 | | | | 1,483 | |
| | | | | | | | | |
| | | | | | | | | |
| MATERIALS — 0.00% | | | | | | | | |
Gold Wheaton Gold Corp., warrants, expire 20112,3,4 | | | 1,750,000 | | | | 399 | |
Gold Wheaton Gold Corp., warrants, expire 20132,4 | | | 372,000 | | | | 108 | |
| | | | | | | | 507 | |
| | | | | | | | | |
| HEALTH CARE — 0.00% | | | | | | | | |
BG Medicine, Inc., warrants, expire 20201,2,3,5 | | | 28,846 | | | | — | |
Fluidigm Corp., warrant, expires 20191,2,3,5 | | | 1 | | | | — | |
| | | | | | | | — | |
| | | | | | | | | |
| Total warrants (cost: $882,000) | | | | | | | 5,949 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | Shares or | | | | | |
| Convertible securities — 0.34% | | principal amount | | | | | |
| | | | | | | | | |
| HEALTH CARE — 0.17% | | | | | | | | |
Fluidigm Corp., Series E, convertible preferred1,2,3,5 | | | 1,309,740 | | | | 17,931 | |
BG Medicine, Inc., Series D, convertible preferred1,2,3,5 | | | 1,538,462 | | | | 13,754 | |
BG Medicine, Inc. 12.00% convertible notes 20111,3,5 | | $ | 250,000 | | | | 250 | |
| | | | | | | | 31,935 | |
| | | | | | | | | |
| FINANCIALS — 0.10% | | | | | | | | |
| Umpqua Holdings Corp., Series B, 15.00% convertible preferred | | | 1,249,996 | | | | 16,463 | |
First Southern Bancorp, Inc., Series C, convertible preferred1,2,3,5 | | | 2,299 | | | | 2,299 | |
| | | | | | | | 18,762 | |
| | | | | | | | | |
| ENERGY — 0.02% | | | | | | | | |
| Harvest Natural Resources, Inc. 8.25% convertible notes 2013 | | $ | 3,000,000 | | | | 4,504 | |
| | | | | | | | | |
| | | | | | | | | |
| TELECOMMUNICATION SERVICES — 0.01% | | | | | | | | |
| tw telecom inc. 2.375% convertible debentures 2026 | | $ | 1,600,000 | | | | 1,830 | |
| | | | | | | | | |
| | | | | | | | | |
| CONSUMER DISCRETIONARY — 0.00% | | | | | | | | |
Spot Runner, Inc., Series C, convertible preferred2,3,5 | | | 1,626,016 | | | | 414 | |
| | | | | | | | | |
| | | | | | | | | |
| MISCELLANEOUS — 0.04% | | | | | | | | |
| Other convertible securities in initial period of acquisition | | | | | | | 8,128 | |
| | | | | | | | | |
| | | | | | | | | |
| Total convertible securities (cost: $61,726,000) | | | | | | | 65,573 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | Principal amount | | | | | |
| Bonds & notes — 0.11% | | | (000 | ) | | | | |
| | | | | | | | | |
| FINANCIALS — 0.11% | | | | | | | | |
| Zions Bancorporation 5.65% 2014 | | $ | 1,220 | | | | 1,116 | |
| Zions Bancorporation 5.50% 2015 | | | 3,575 | | | | 3,329 | |
| Zions Bancorporation 6.00% 2015 | | | 9,772 | | | | 9,000 | |
CIT Group Inc., Term Loan 2A, 9.50% 20126,7,8 | | | 6,930 | | | | 7,112 | |
| | | | | | | | | |
| | | | | | | | | |
| Total bonds & notes (cost: $17,058,000) | | | | | | | 20,557 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Short-term securities — 6.76% | | | | | | | | |
| | | | | | | | | |
| Fannie Mae 0.10%–0.25% due 4/21–8/16/2010 | | | 268,500 | | | | 268,393 | |
| International Bank for Reconstruction and Development 0.12%–0.20% due 4/1–6/11/2010 | | | 262,500 | | | | 262,448 | |
| Freddie Mac 0.20%–0.24% due 4/26–9/1/2010 | | | 259,180 | | | | 259,008 | |
| U.S. Treasury Bills 0.205%–0.338% due 6/17–8/26/2010 | | | 197,800 | | | | 197,701 | |
Westpac Banking Corp. 0.30% due 4/20/20104 | | | 42,000 | | | | 41,996 | |
| Barclays U.S. Funding Corp. 0.07%–0.18% due 4/1–4/19/2010 | | | 40,000 | | | | 39,998 | |
GDF SUEZ 0.17% due 4/16/20104 | | | 38,700 | | | | 38,697 | |
| Federal Home Loan Bank 0.095%–0.17% due 4/23–6/30/2010 | | | 37,250 | | | | 37,241 | |
| ING (U.S.) Funding LLC 0.19% due 4/9/2010 | | | 32,800 | | | | 32,798 | |
| BNP Paribas Finance Inc. 0.155% due 4/21/2010 | | | 26,200 | | | | 26,197 | |
Barton Capital LLC 0.17% due 4/6/20104 | | | 25,000 | | | | 24,999 | |
Jupiter Securitization Co., LLC 0.17% due 4/7/20104 | | | 25,000 | | | | 24,999 | |
Thunder Bay Funding, LLC 0.19% due 5/10/20104 | | | 23,380 | | | | 23,373 | |
| Rabobank USA Financial Corp. 0.18% due 4/8/2010 | | | 23,100 | | | | 23,099 | |
Variable Funding Capital Company LLC 0.17% due 4/14/20104 | | | 14,900 | | | | 14,898 | |
| | | | | | | | | |
| | | | | | | | | |
| Total short-term securities (cost: $1,315,757,000) | | | | | | | 1,315,845 | |
| | | | | | | | | |
| Total investment securities (cost: $15,525,496,000) | | | | | | | 19,411,848 | |
| Other assets less liabilities | | | | | | | 51,138 | |
| | | | | | | | | |
| Net assets | | | | | | $ | 19,462,986 | |
"Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.
1Represents an affiliated company as defined under the Investment Company Act of 1940.
2Security did not produce income during the last 12 months.
3Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities was $289,466,000, which represented 1.49% of the net assets of the fund.
4Purchase in a transaction exempt from registration under the Securities Act of 1933. May be resold in the U.S. in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities was $343,125,000, which represented 1.76% of the net as sets of the fund.
5Purchased in a transaction exempt from registration under the Securities Act of 1933. May be subject to legal or contractual restrictions on resale. Further details on these holdings appear below.
| | Acquisition date(s) | | Cost (000) | | | Value (000) | | | Percent of net assets | |
| | | | | | | | | | | |
| First Southern Bancorp, Inc. | 12/17/2009 | | $ | 28,378 | | | $ | 28,378 | | | | .15 | % |
| First Southern Bancorp, Inc., Series C, convertible preferred | 12/17/2009 | | | 2,299 | | | | 2,299 | | | | .01 | |
| Fluidigm Corp., Series E, convertible preferred | 12/21/2006–11/16/2009 | | | 18,337 | | | | 17,931 | | | | .10 | |
| Fluidigm Corp., warrant, expires 2019 | 8/17/2009 | | | — | | | | — | | | | .00 | |
| BG Medicine, Inc., Series D, convertible preferred | 7/9/2008 | | | 10,000 | | | | 13,754 | | | | .07 | |
| BG Medicine, Inc. 12.00% convertible notes 2011 | 3/30/2010 | | | 250 | | | | 250 | | | | .00 | |
| BG Medicine, Inc., warrants, expire 2020 | 3/30/2010 | | | — | | | | — | | | | .00 | |
| Value Creation Inc. | 8/25/2005–9/1/2006 | | | 33,229 | | | | 10,536 | | | | .05 | |
| Spot Runner, Inc. | 10/25/2006–3/20/2008 | | | 15,071 | | | | 759 | | | | .00 | |
| Spot Runner, Inc., Series C, convertible preferred | 10/25/2006 | | | 6,000 | | | | 414 | | | | .00 | |
| Mobile Travel Guide, Inc. | 12/17/2007 | | | 24 | | | | 24 | | | | .00 | |
| Fontainebleau Resorts LLC, Class A, nonvoting units | 10/5/2005–6/1/2007 | | | 21,500 | | | | — | | | | .00 | |
| | | | | | | | | | | | | | |
| Total restricted securities | | | $ | 135,088 | | | $ | 74,345 | | | | .38 | % |
6Principal payments may be made periodically. Therefore, the effective maturity date may be earlier than the stated maturity date.
7Coupon rate may change periodically.
8Loan participations and assignments; may be subject to legal or contractual restrictions on resale. The total value of all such loans was $7,112,000, which represented .04% of the net assets of the fund.
| Key to abbreviations | | |
| | | |
| ADR = American Depositary Receipts | GDR = Global Depositary Receipts | ILS = Israeli shekels |
| BDR = Brazilian Depositary Receipts | CAD = Canadian dollars | |
| CDI = CREST Depository Interest | GBP = British pounds | |
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 the fund’s summary prospectus and 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.
MFGEFP-935-0510O-S21517
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 directors 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 directors. 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. |
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| (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) | Not applicable for filing of semi-annual reports to shareholders. |
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| (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.
| | SMALLCAP WORLD FUND, INC. |
| | |
| | By /s/ Paul F. Roye |
| | Paul F. Roye, Executive Vice President and Principal Executive Officer |
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| | Date: May 28, 2010 |
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/ Paul F. Roye |
Paul F. Roye, Executive Vice President and Principal Executive Officer |
| |
| Date: May 28, 2010 |
By /s/ Neal F. Wellons |
Neal F. Wellons, Treasurer and Principal Financial Officer |
| |
| Date: May 28, 2010 |
