American Funds SMALLCAP World 529A (CSPAX) N-CSRS Certified semi-annual shareholder report (management investment company)

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, 2011

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 the side of a mirrored-glass building]


Semi-annual report for the six months ended March 31, 2011

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 33 American Funds. American Funds is one of the nation’s largest mutual fund families. For 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, 2011:
	1 year			5 years			10 years
Class A shares
Reflecting 5.75% maximum sales charge		13.14	%		3.82	%		8.25	%

The total annual fund operating expense ratio was 1.13% for Class A shares as of the most recent fiscal year-end.

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 28 to 33 for details.

Results for other share classes can be found on page 36.

Investing outside the United States may be subject to risks, such as currency fluctuations and political instability. These risks may be heightened in connection with investments in developing countries. 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:

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The first six months of SMALLCAP World Fund’s fiscal year were marked by continued, but uneven, progress in the global economic recovery. For the six months ended March 31, 2011, the fund saw a total return of 12.9%, which included a dividend of 52.1 cents paid on December 28, 2010. Those who took dividends in cash saw a total return of 11.4% for the six-month period.

By comparison, the unmanaged MSCI All Country World Small Cap Index, the fund’s primary benchmark, gained 19.5% for the period. The Lipper Global Small-Cap Funds Average, the fund’s peer group, rose 15.6%. None of the benchmarks include sales charges or taxes. The better results of the index may be attributed to smaller holdings in emerging markets stocks than the fund, as we will discuss later on.

Continued recovery

The first six months of the fund’s fiscal year saw improved economic conditions around the world. Yet a number of concerns, new and old, continue to rein in positive sentiment.

[Begin Sidebar]

Results at a glance
For periods ended March 31, 2011, 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)		12.9	%		20.1	%		5.1	%		8.9	%		10.0	%
MSCI All Country World
Small Cap Index1,2		19.5			24.2			5.9			11.3			n/a
Lipper Global Small-Cap
Funds Average3		15.6			22.6			3.7			8.5			10.2
1 The market index cited in this report is unmanaged, and its results do not reflect the effect of sales charges, commissions, account fees, 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 results of smaller capitalization companies in both developed and emerging markets.
3 Results of the Lipper average do not reflect the effect of sales charges, account fees or taxes.

[End Sidebar]

The economy in the United States has continued its steady recovery. Recent jobs reports have been encouraging. However, a number of unresolved issues may have a long-term impact on this otherwise positive environment — high levels of state and federal debt most notably. As a result, the Federal Reserve continued its Treasury buy-back program during the period, signalling its commitment to shore up the recovery and keep interest rates low.

A more uneven recovery is underway in Western Europe. Germany and the Scandinavian nations saw strong growth, even as Greece, Ireland and Portugal petitioned the European Union for bailout funds.

The result of this economic backdrop has been a strong rise in U.S. equities during the period, given companies’ growing profitability and the low interest rate environment. This rise in U.S. equities came at the expense of emerging markets stocks to some degree, as investors worried about the potential for inflation and rising rates there. European stocks saw gains, but less than those in the United States.

Portfolio review

In all economic environments, SMALLCAP World Fund takes a long-term approach to investing. As such, the fund maintained roughly 20% of its portfolio in emerging markets equities during the period, almost double that of the benchmark index. While this was a drag on returns, we continue to believe in the long-term vitality of these markets, and particularly in the stocks we have selected for the portfolio.

The fund’s investments in consumer discretionary stocks made up 15.5% of net assets at the end of the period, reflecting market gains in this sector as consumer spending gained traction. Industrial stocks were 14.3% of net assets and likewise posted strong returns. Information technology stocks made up 14.5% of net assets and, based on stronger consumer and business spending, helped boost the fund.

[Begin Sidebar]

Where are SMALLCAP’s holdings located?

[begin pie chart]

As of March 31, 2011	Percent of net assets
United States		40.9	%
Asia & Pacific Basin		25.9
Europe		19.7
Other (including Canada & Latin America)		7.1
Short-term securities & other assets less liabilities		6.4

[end pie chart]

[begin pie chart]

As of September 30, 2010	Percent of net assets
United States		39.1	%
Asia & Pacific Basin		27.9
Europe		19.5
Other (including Canada & Latin America)		6.5
Short-term securities & other assets less liabilities		7.0

[end pie chart]

The fund’s largest holding, ENN Energy Holdings, gained 8.5% for the period. Athletic wear retailer lululemon athletica jumped 99.1% in value, quickly becoming the fund’s second largest holding in addition to one of its best-returning stocks. All of the fund’s top 10 holdings produced positive returns for the period, with nine of the top 10 producing returns in excess of 20%.

Roughly 53% of the fund is invested in non-U.S. equities, slightly lower than when the period began. The fund’s holdings in Asian and Pacific Basin companies edged lower, while holdings in Europe, Canada and Latin America grew.

Looking ahead

The global recovery appears to be on solid footing, though it remains uneven and risks remain. High debt levels in the United States and Europe threaten long-term economic stability, while unrest in the Middle East has resulted in soaring energy prices that could curtail economic growth. Yet corporate profit growth has increased, balance sheets are generally sound, and consumer spending around the world has increased.

For the moment, we believe there are numerous opportunities around the world for investment in small companies with sound balance sheets and strong potential.

We continue to use a disciplined, long-term approach in selecting investments for the fund, and we encourage you to take a long-term view of your own investments as well. We appreciate your continued trust and support, and look forward to reporting to you again in six months.

Cordially,

/s/ Gordon Crawford

Gordon Crawford

Vice Chairman of the Board

/s/ Gregory W. Wendt

Gregory W. Wendt

President

May 11, 2011

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

Summary investment portfolio March 31, 2011

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
Consumer discretionary		15.48	%
Information technology		14.52
Industrials		14.25
Financials		11.14
Health care		10.64
Other industries		27.15
Other asset types		0.42
Short-term securities & other assets less liabilities		6.40

[end pie chart]

Country diversification	(percent of net assets)
United States		40.9	%
Euro zone*		7.8
United Kingdom		7.7
China		5.4
India		4.3
Canada		3.8
Australia		3.1
Hong Kong		2.6
Japan		2.3
Brazil		2.0
South Korea		1.9
Other countries		11.8
Short-term securities & other assets less liabilities		6.4
*Countries using the euro as a common currency; those represented in the fund's portfolio are Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Portugal, Slovenia and Spain.

							Percent
				Value			of net
Common stocks  - 93.18%	Shares				(000	)	assets
Consumer discretionary  - 15.48%
lululemon athletica inc. (1)		2,261,414		$	201,379			.88	%
Virgin Media Inc.		5,062,500			140,687			.62
CTC Media, Inc.		5,125,000			120,796			.53
Chipotle Mexican Grill, Inc. (1)		393,000			107,041			.47
PT Sumber Alfaria Trijaya Tbk  (2)		274,541,000			86,705			.38
Delticom AG  (2)		898,203			81,277			.36
Minth Group Ltd.		44,714,000			74,959			.33
CarMax, Inc. (1)		2,257,000			72,450			.32
Jumbo SA  (2)		9,249,878			71,575			.31
Modern Times Group MTG AB, Class B		913,000			69,431			.31
Other securities					2,498,014			10.97
					3,524,314			15.48
Information technology  - 14.52%
AAC Acoustic Technologies Holdings Inc.  (2)		70,007,000			189,000			.83
Kingboard Chemical Holdings Ltd.		32,356,200			170,130			.75
Compuware Corp. (1)  (2)		11,770,000			135,944			.60
SINA Corp. (1)		1,142,000			122,240			.54
National Instruments Corp.		3,686,479			120,806			.53
Hittite Microwave Corp. (1)  (2)		1,884,500			120,175			.53
Monster Worldwide, Inc. (1)		6,091,000			96,847			.42
FactSet Research Systems, Inc.		670,000			70,169			.31
Other securities					2,280,782			10.01
					3,306,093			14.52
Industrials  - 14.25%
MSC Industrial Direct Co., Inc., Class A		2,338,500			160,117			.70
Container Corp. of India Ltd.		4,542,191			122,230			.54
Jain Irrigation Systems Ltd.  (2)		23,537,564			94,425			.41
Corrections Corporation of America (1)		3,695,300			90,165			.40
MTU Aero Engines Holding AG		1,323,100			89,723			.39
Intertek Group PLC		2,702,000			88,165			.39
Meyer Burger Technology AG (1)		1,916,576			86,491			.38
IDEX Corp.		1,885,000			82,280			.36
Michael Page International PLC		9,727,502			80,209			.35
Herman Miller, Inc.		2,800,000			76,972			.34
Other securities					2,275,566			9.99
					3,246,343			14.25
Financials  - 11.14%
East West Bancorp, Inc.  (2)		8,437,515			185,288			.81
Dah Sing Financial Holdings Ltd.  (2)		18,921,825			116,763			.51
City National Corp.		1,680,450			95,870			.42
YES BANK Ltd.		13,275,845			92,167			.41
Manappuram General Finance and Leasing Ltd.  (2)		22,732,050			67,694
Manappuram General Finance and Leasing Ltd.  (2)  (3)		4,474,357			13,324			.36
Kotak Mahindra Bank Ltd.		7,170,098			73,614			.32
Zions Bancorporation		3,145,000			72,524			.32
Onex Corp.		2,000,000			70,119			.31
Other securities					1,749,186			7.68
					2,536,549			11.14
Health care  - 10.64%
Alere Inc. (1)		3,443,771			134,789			.59
Cochlear Ltd.		1,441,910			123,775			.54
Endo Pharmaceuticals Holdings Inc. (1)		3,108,100			118,605			.52
Fleury SA, ordinary nominative		5,252,150			78,011			.34
Integra LifeSciences Holdings Corp. (1)  (2)		1,609,978			76,345			.34
American Medical Systems Holdings, Inc. (1)		3,453,000			74,723			.33
Other securities					1,816,374			7.98
					2,422,622			10.64
Materials  - 7.84%
African Minerals Ltd. (1)  (3)		1,871,500			15,026
African Minerals Ltd. (1)		10,821,621			86,887			.45
Rhodia SA		2,845,043			83,301			.36
AptarGroup, Inc.		1,617,682			81,094			.36
Kenmare Resources PLC (1)		95,876,802			68,213
Kenmare Resources PLC (1)  (3)		14,095,980			10,029			.34
Harry Winston Diamond Corp. (CAD denominated) (1)  (2)		4,292,400			69,157
Harry Winston Diamond Corp. (1)  (2)		372,600			6,029			.33
Other securities					1,366,885			6.00
					1,786,621			7.84
Energy  - 7.15%
Pacific Rubiales Energy Corp.		4,151,300			115,183			.51
Comstock Resources, Inc. (1)  (2)		3,049,611			94,355			.41
Gulf Keystone Petroleum Ltd. (1)  (2)  (3)		38,737,632			94,147			.41
Banpu PCL		3,377,500			85,764			.38
InterOil Corp. (1)		1,092,500			81,544			.36
Concho Resources Inc. (1)		725,000			77,792			.34
Rosetta Resources Inc. (1)		1,625,000			77,252			.34
FMC Technologies, Inc. (1)		815,000			77,001			.34
Zhaikmunai LP (GDR) (1)  (3)		5,262,500			64,992
Zhaikmunai LP (GDR) (1)		353,650			4,368			.30
Other securities					855,864			3.76
					1,628,262			7.15
Consumer staples  - 4.30%
Drogasil SA, ordinary nominative  (2)		9,482,600			74,111			.33
Other securities					905,596			3.97
					979,707			4.30
Utilities  - 1.62%
ENN Energy Holdings Ltd.  (2)		69,350,000			215,756			.95
Other securities					153,155			.67
					368,911			1.62
Telecommunication services  - 1.29%
tw telecom inc. (1)		4,548,000			87,322			.38
Other securities					207,294			.91
					294,616			1.29
Miscellaneous  -  4.95%
Other common stocks in initial period of acquisition					1,126,600			4.95
Total common stocks (cost: $15,192,946,000)					21,220,638			93.18
							Percent
				Value			of net
Preferred stocks  - 0.12%					(000	)	assets
Information technology - 0.09%
Other securities					20,000			.09
Miscellaneous  -  0.03%
Other preferred stocks in initial period of acquisition					7,928			.03
Total preferred stocks (cost: $25,528,000)					27,928			.12
							Percent
				Value			of net
Warrants  - 0.05%					(000	)	assets
Other - 0.05%
Other securities					10,603			.05
Miscellaneous  -  0.00%
Other warrants in initial period of acquisition					895			.00
Total warrants (cost: $3,286,000)					11,498			.05
							Percent
				Value			of net
Convertible securities  - 0.23%					(000	)	assets
Other - 0.23%
Other securities					53,301			.23
Total convertible securities (cost: $44,838,000)					53,301			.23
							Percent
				Value			of net
Bonds & notes  - 0.02%					(000	)	assets
Financials - 0.02%
Other securities					3,247			.02
Total bonds & notes (cost: $3,132,000)					3,247			.02
	Principal						Percent
	amount			Value			of net
Short-term securities  - 6.28%		(000	)		(000	)	assets
Freddie Mac 0.15%-0.23% due 8/8-11/17/2011	$	286,400		$	286,175			1.26
Commonwealth Bank of Australia 0.255%-0.26% due 5/17-6/14/2011 (3)		163,750			163,685			.72
Fannie Mae 0.10%-0.17% due 5/4-5/24/2011		104,800			104,785			.46
Jupiter Securitization Co., LLC 0.21% due 4/13-4/15/2011 (3)		93,000			92,993			.41
Nordea North America, Inc. 0.215%-0.225% due 4/25-5/24/2011		85,700			85,679			.38
KfW 0.24% due 6/2-6/7/2011 (3)		69,700			69,676			.30
Other securities					628,147			2.75
Total short-term securities (cost: $1,431,109,000)					1,431,140			6.28
Total investment securities (cost: $16,700,839,000)					22,747,752			99.88
Other assets less liabilities					26,328			.12
Net assets				$	22,774,080			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, 2011, appear below.

	Beginning shares or principal amount		Additions		Reductions		Ending shares or principal amount		Dividendor interest income (000)		Value of affiliates at 3/31/2011 (000)
ENN Energy Holdings Ltd.		69,350,000		-		-		69,350,000	$	-	$	215,756
AAC Acoustic Technologies Holdings Inc.		70,922,000		10,870,000		11,785,000		70,007,000		-		189,000
East West Bancorp, Inc.		6,937,515		1,500,000		-		8,437,515		156		185,288
Compuware Corp. (1)		11,270,000		500,000		-		11,770,000		-		135,944
Hittite Microwave Corp. (1)		1,959,000		25,500		100,000		1,884,500		-		120,175
Dah Sing Financial Holdings Ltd.		16,819,400		2,102,425		-		18,921,825		-		116,763
Dah Sing Financial Holdings Ltd., rights, expire 2010		-		2,102,425		2,102,425		-		-		-
Jain Irrigation Systems Ltd.		3,925,140		19,778,564		166,140		23,537,564		2		94,425
Comstock Resources, Inc. (1)		1,280,000		1,769,611		-		3,049,611		-		94,355
Gulf Keystone Petroleum Ltd. (1) (3)		51,987,632		750,000		14,000,000		38,737,632		-		94,147
PT Sumber Alfaria Trijaya Tbk		-		274,541,000		-		274,541,000		224		86,705
Delticom AG		728,265		169,938		-		898,203		-		81,277
Manappuram General Finance and Leasing Ltd.		19,962,050		2,770,000		-		22,732,050		-		67,694
Manappuram General Finance and Leasing Ltd.  (3)		-		4,474,357		-		4,474,357		-		13,324
Integra LifeSciences Holdings Corp. (1)		1,382,590		227,388		-		1,609,978		-		76,345
Harry Winston Diamond Corp. (CAD denominated) (1)		4,292,400		-		-		4,292,400		-		69,157
Harry Winston Diamond Corp. (1)		372,600		-		-		372,600		-		6,029
Drogasil SA, ordinary nominative		3,253,500		6,386,400		157,300		9,482,600		464		74,111
Jumbo SA		9,249,878		-		-		9,249,878		2,061		71,575
ZOLL Medical Corp. (1)		1,514,270		17,970		-		1,532,240		-		68,660
Mobile Mini, Inc. (1)		2,221,600		540,000		-		2,761,600		-		66,334
Emeritus Corp. (1)		1,765,000		800,000		-		2,565,000		-		65,305
Pipavav Shipyard Ltd. (1)		32,910,000		2,015,000		-		34,925,000		-		61,752
Lions Gate Entertainment Corp. (1)		9,100,000		-		-		9,100,000		-		56,875
Exillon Energy PLC (1)		7,369,660		1,044,545		-		8,414,205		-		55,342
Northgate PLC (1)		10,626,805		-		-		10,626,805		-		54,245
Ekornes ASA		2,019,750		-		-		2,019,750		-		54,052
National Financial Partners Corp. (1)		3,174,800		-		-		3,174,800		-		46,828
National Financial Partners Corp. 4.00% convertible notes 2017 (3)	$	4,000,000		-		-	$	4,000,000		80		5,345
Goodpack Ltd.		26,360,000		3,700,000		-		30,060,000		1,144		46,264
Goodpack Ltd., warrants, expire 2012 (1)		5,272,000		-		-		5,272,000		-		4,935
Gem Diamonds Ltd. (1)		10,255,000		806,300		-		11,061,300		-		49,685
Savient Pharmaceuticals, Inc. (1)		2,326,345		2,200,655		232,800		4,294,200		-		45,519
Savient Pharmaceuticals, Inc. 4.75% convertible notes 2018		-	$	3,400,000		-	$	3,400,000		25		4,003
JSE Ltd.		3,990,234		551,011		-		4,541,245		-		46,990
Schweitzer-Mauduit International, Inc.		-		920,000		-		920,000		138		46,561
Cadence Pharmaceuticals, Inc. (1)		-		5,042,279		-		5,042,279		-		46,439
China High Precision Automation Group Ltd. (4)		34,179,000		28,691,000		-		62,870,000		405		45,504
Avid Technology, Inc. (1)		2,039,944		-		11,100		2,028,844		-		45,243
Coal of Africa Ltd. (1)		27,975,000		9,160,000		-		37,135,000		-		44,828
Ruinian International Ltd. (4)		32,400,000		30,400,000		-		62,800,000		-		44,000
Internet Capital Group, Inc. (1)		3,096,000		-		-		3,096,000		-		43,963
Hana Microelectronics PCL		53,925,000		-		-		53,925,000		2,666		42,791
Exponent, Inc. (1)		936,400		-		-		936,400		-		41,773
Cox and Kings (India) Ltd.		2,716,000		1,347,950		-		4,063,950		-		37,691
Cox and Kings (India) Ltd. (GDR) (5)		165,000		-		-		165,000		-		1,530
FormFactor, Inc. (1)		3,715,000		-		-		3,715,000		-		38,264
Quantum Corp. (1)		12,568,897		-		-		12,568,897		-		31,674
Quantum Corp. 3.50% convertible notes 2015 (3)		-	$	4,900,000		-	$	4,900,000		64		4,826
Talison Lithium Ltd. (1)		-		6,425,000		-		6,425,000		-		34,792
Cline Mining Corp. (1)		-		9,343,536		-		9,343,536		-		33,635
LoopNet, Inc. (1)		2,278,440		-		63,800		2,214,640		-		31,337
SinoTech Energy Ltd. (ADR) (1)		-		3,820,900		-		3,820,900		-		30,491
Amtek Engineering Ltd. (1)		-		30,199,000		-		30,199,000		-		30,427
Super Group Ltd.		-		29,500,000		-		29,500,000		-		30,190
Gran Colombia Gold SA (1)		45,056,000		4,420,000		33,792,000		15,684,000		-		28,472
Gran Colombia Gold SA, warrants, expire 2015 (1)		22,528,000		-		21,146,000		1,382,000		-		1,169
Ennis, Inc.		2,065,810		-		332,118		1,733,692		589		29,525
CJ CGV Co., Ltd.		-		1,235,000		-		1,235,000		225		29,160
Tethys Petroleum Ltd. (1)		11,505,100		8,622,400		997,200		19,130,300		-		29,007
Mood Media Corp. (1) (3)		6,375,000		-		-		6,375,000		-		19,661
Mood Media Corp. (CDI) (1) (3)		-		2,375,000		-		2,375,000		-		7,325
Comfort Systems USA, Inc.		1,905,000		-		-		1,905,000		191		26,803
Jaguar Mining Inc. (1)		5,035,000		-		-		5,035,000		-		26,330
Domino's Pizza Enterprises Ltd.		4,482,300		-		480,000		4,002,300		420		25,667
First Southern Bancorp, Inc. (1) (5) (6)		1,344,915		-		-		1,344,915		-		15,924
First Southern Bancorp, Inc., Series C, convertible preferred (1) (5) (6)		2,299		-		-		2,299		-		9,415
Houston Wire & Cable Co.		1,678,900		-		-		1,678,900		285		24,546
ValueVision Media, Inc., Class A (1)		-		3,686,093		-		3,686,093		-		23,444
BrisConnections Unit Trusts (1)		27,300,000		-		-		27,300,000		-		22,873
Net 1 UEPS Technologies, Inc. (1)		2,768,873		-		129,543		2,639,330		-		22,698
Infotech Enterprises Ltd.		6,000,000		-		-		6,000,000		-		21,763
Pacific Coal, SA (1) (3)		-		17,000,000		-		17,000,000		-		19,288
Pacific Coal, SA, warrants, expire 2016 (1) (3)		-		8,500,000		-		8,500,000		-		2,017
Pacific Coal, SA, subscription receipts		-		17,000,000		17,000,000		-		-		-
OnMobile Global Ltd. (1)		2,837,000		755,055		-		3,592,055		-		19,533
CDON Group AB (1)		-		3,555,515		-		3,555,515		-		19,265
Fluidigm Corp. (1) (3) (5)		-		984,195		-		984,195		-		11,971
Fluidigm Corp. (1)		-		500,000		-		500,000		-		7,155
Fluidigm Corp., Series E, convertible preferred		1,309,740		-		1,309,740		-		-		-
Fluidigm Corp., warrant, expires 2011		1		-		1		-		-		-
Mahindra Lifespace Developers Ltd. (4)		1,133,612		1,023,768		-		2,157,380		-		18,647
Standard Parking Corp. (1)		998,000		50,600		-		1,048,600		-		18,623
Pharmacyclics, Inc. (1) (4)		1,000,000		2,062,300		-		3,062,300		-		18,037
Brait SA		-		6,347,050		-		6,347,050		-		17,592
Immersion Corp. (1)		-		2,254,000		-		2,254,000		-		17,221
Douglas Dynamics, Inc.		1,175,000		-		-		1,175,000		905		16,755
School Specialty, Inc. (1) (4)		810,000		343,240		-		1,153,240		-		16,491
Home Federal Bancorp, Inc.		1,384,249		-		-		1,384,249		152		16,306
Petrodorado Energy Ltd. (1)		22,400,000		13,000,000		-		35,400,000		-		16,249
Obtala Resources Ltd. (1)		8,500,000		-		-		8,500,000		-		6,630
Obtala Resources Ltd. (1) (3)		7,950,000		-		-		7,950,000		-		6,201
EACOM Timber Corp. (1) (3)		23,000,000		-		-		23,000,000		-		12,336
Cpl Resources PLC		2,975,986		-		-		2,975,986		203		11,809
Green Packet Bhd. (1) (3)		29,583,116		-		-		29,583,116		-		6,398
Green Packet Bhd. (1)		23,016,100		-		-		23,016,100		-		4,977
Bloomsbury Publishing PLC		5,405,000		-		-		5,405,000		69		11,272
Sirius Minerals PLC (1)		-		56,804,735		-		56,804,735		-		10,821
National American University Holdings, Inc.		1,515,000		-		-		1,515,000		91		10,741
Vital Images, Inc. (1)		792,000		-		-		792,000		-		10,700
Tilaknager Industries Ltd.		-		8,890,000		-		8,890,000		-		10,675
BG Medicine, Inc. (1) (3) (5)		-		1,036,634		-		1,036,634		-		6,794
BG Medicine, Inc. (1)		-		374,213		-		374,213		-		2,885
BG Medicine, Inc., warrants, expire 2020 (1) (3) (5)		57,692		28,846		34,617		51,921		-		339
BG Medicine, Inc. 12.00% convertible notes 2011	$	500,000	$	250,000	$	750,000		-		46		-
BG Medicine, Inc., Series D, convertible preferred		1,538,462		-		1,538,462		-		-		-
Imagelinx PLC (1)		21,385,714		-		-		21,385,714		-		515
CEC Unet PLC (1) (5)		35,100,775		-		-		35,100,775		-		-
athenahealth, Inc. (1) (7)		1,894,998		107,000		516,635		1,485,363		-		-
Blue Nile, Inc. (1) (7)		829,140		-		200,000		629,140		-		-
CKX, Inc. (7)		6,070,427		-		6,070,427		-		-		-
Duff & Phelps Corp., Class A (7)		2,205,300		-		1,031,408		1,173,892		282		-
Fourlis (7)		3,855,540		-		2,045,540		1,810,000		-		-
Gruppo MutuiOnline SpA (7)		2,388,968		-		1,484,145		904,823		-		-
Interline Brands, Inc. (1) (7)		1,882,000		-		582,000		1,300,000		-		-
KAB Distribution Inc (7)		9,700,000		-		9,700,000		-		-		-
Maple Energy PLC (7)		9,390,000		-		9,390,000		-		-		-
Masterskill Education Group Bhd. (7)		24,300,000		-		12,917,000		11,383,000		-		-
Newron Pharmaceuticals SpA (1) (7)		257,000		-		143,000		114,000		-		-
Newron Pharmaceuticals SpA (1) (3) (7)		142,000		-		88,000		54,000		-		-
Petroceltic International PLC (1) (7)		137,014,652		-		44,625,652		92,389,000		-		-
Petroleum Development Corp. (1) (7)		1,537,000		-		460,000		1,077,000		-		-
PixArt Imaging Inc. (7)		8,415,000		-		6,865,000		1,550,000		-		-
Regal Petroleum PLC (7)		21,693,000		-		21,693,000		-		-		-
SAF-HOLLAND SA, non-registered shares (1) (7)		1,655,600		-		-		1,655,600		-		-
SeLoger.com (7)		982,201		-		982,201		-		-		-
Shengli Oil & Gas Pipe Holdings Ltd. (7)		137,365,500		-		137,365,500		-		-		-
Thoratec Corp. (1) (7)		3,201,500		215,000		2,070,500		1,346,000		-		-
TranS1 Inc. (7)		1,338,731		-		1,338,731		-		-		-
									$	10,887	$	3,942,188

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) Security did not produce income during the last 12 months.

(2) Represents an affiliated company as defined under the Investment Company Act of 1940.

(3) Acquired 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 $1,053,398,000, which represented 4.63% of the net assets of the fund.

(4) This security was an unaffiliated issuer in its initial period of acquisition at 9/30/2010; it was not publicly disclosed.

(5) 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 $96,074,000, which represented .42% of the net assets of the fund.

(6) Acquired 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	Cost		Value		Percent of
	date	(000)		(000)		net assets
First Southern Bancorp, Inc.	12/17/2009		28,378		15,924		.07	%
First Southern Bancorp, Inc., Series C, convertible preferred	12/17/2009		2,299		9,415		.04
Other restricted securities			106,639		44,217		.20
Total restricted securities		$	137,316	$	69,556		.31	%

(7) Unaffiliated issuer at 3/31/2011.

Key to abbreviations

ADR = American Depositary Receipts

CDI = CREST Depository Interest

GDR = Global Depositary Receipts

CAD= Canadian dollars

See Notes to Financial Statements

Financial statements

Statement of assets and liabilities			unaudited
at March 31, 2011	(dollars in thousands)
Assets:
Investment securities, at value:
Unaffiliated issuers (cost: $13,525,807)	$	18,805,564
Affiliated issuers (cost: $3,175,032)		3,942,188	$	22,747,752
Cash denominated in currencies other than U.S. dollars
(cost: $2,271)				2,273
Cash				71
Receivables for:
Sales of investments		133,448
Sales of fund's shares		25,346
Dividends and interest		23,480
Other		121		182,395
				22,932,491
Liabilities:
Payables for:
Purchases of investments		99,778
Repurchases of fund's shares		34,961
Investment advisory services		11,975
Services provided by related parties		9,106
Directors' deferred compensation		2,071
Other		520		158,411
Net assets at March 31, 2011			$	22,774,080
Net assets consist of:
Capital paid in on shares of capital stock			$	18,771,919
Distributions in excess of net investment income				(343,760	)
Accumulated net realized loss				(1,701,372	)
Net unrealized appreciation				6,047,293
Net assets at March 31, 2011			$	22,774,080

(dollars and shares in thousands, except per-share amounts)
Total authorized capital stock - 1,000,000 shares, $.01 par value (574,704 total shares outstanding)
	Net assets		Shares outstanding		Net asset value per share
Class A	$	16,084,204		403,046	$	39.91
Class B		400,074		10,568		37.86
Class C		995,627		26,544		37.51
Class F-1		783,581		19,805		39.56
Class F-2		320,459		8,016		39.98
Class 529-A		673,109		16,961		39.69
Class 529-B		53,078		1,387		38.27
Class 529-C		235,232		6,163		38.17
Class 529-E		38,801		991		39.14
Class 529-F-1		56,870		1,430		39.76
Class R-1		49,868		1,302		38.30
Class R-2		792,599		20,687		38.31
Class R-3		762,454		19,523		39.05
Class R-4		572,866		14,448		39.65
Class R-5		407,368		10,110		40.29
Class R-6		547,890		13,723		39.92
See Notes to Financial Statements

Statement of operations				unaudited
for the six months ended March 31, 2011	(dollars in thousands)
Investment income:
Income:
Dividends (net of non-U.S. taxes of $5,829;
also includes $10,672 from affiliates)	$	103,268
Interest (includes $215 from affiliates)		3,576		$	106,844
Fees and expenses*:
Investment advisory services		69,212
Distribution services		33,737
Transfer agent services		13,718
Administrative services		6,185
Reports to shareholders		781
Registration statement and prospectus		300
Directors' compensation		576
Auditing and legal		35
Custodian		1,889
State and local taxes		363
Other		861			127,657
Net investment loss					(20,813	)
Net realized gain and unrealized appreciation
on investments and currency:
Net realized gain (loss) on:
Investments (includes $52,012 net loss from affiliates)		995,670
Currency transactions		(1,475	)		994,195
Net unrealized appreciation (depreciation) on:
Investments		1,624,458
Currency translations		(370	)		1,624,088
Net realized gain and unrealized appreciation
on investments and currency					2,618,283
Net increase in net assets resulting
from operations				$	2,597,470
(*) 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, 2011*			Year ended September 30, 2010
Operations:
Net investment (loss) income	$	(20,813	)	$	64,495
Net realized gain on investments and currency transactions		994,195			962,332
Net unrealized appreciation on investments and currency translations		1,624,088			2,198,399
Net increase in net assets resulting from operations		2,597,470			3,225,226
Dividends paid to shareholders from net investment income		(282,964	)		(103,851	)
Net capital share transactions		327,340			(485,003	)
Total increase in net assets		2,641,846			2,636,372
Net assets:
Beginning of period		20,132,234			17,495,862
End of period (including distributions in excess of
net investment income: $(343,760) and $(39,983), respectively)	$	22,774,080		$	20,132,234
*Unaudited.
See Notes to Financial Statements

Notes to financial statements                                                                                               

           unaudited

1.   Organization

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. In 2009, shareholders approved a proposal to reorganize the fund from a Maryland corporation to a Delaware statutory trust. The reorganization may be completed in 2011; however, the fund reserves the right to delay the implementation.

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. Dividend income is recognized on the ex-dividend date and interest income is recognizedon an accrual basis. Market discounts, premiums and original issue discounts on fixed-income securities are amortized daily over the expected life of the security.

Class allocations – Income, fees and expenses (other than class-specific fees and expenses) 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 depreciation 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.

3.   Valuation

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 the net asset value of each share class 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.

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; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions. 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 valuation 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 presentsthe fund’s valuation levels as of March 31, 2011 (dollars in thousands):

Investment securities:	Level 1		Level 2		Level 3		Total
Common stocks:
Consumer discretionary	$	3,522,759	$	1,530	$	25	$	3,524,314
Information technology		3,306,026		-		67		3,306,093
Industrials		3,245,985		358		-		3,246,343
Financials		2,509,191		-		27,358		2,536,549
Health care		2,403,781		-		18,841		2,422,622
Materials		1,781,095		-		5,526		1,786,621
Energy		1,615,647		-		12,615		1,628,262
Consumer staples		979,707		-		-		979,707
Utilities		368,911		-		-		368,911
Telecommunication services		294,616		-		-		294,616
Miscellaneous		1,126,600		-		-		1,126,600
Preferred stocks		7,928		-		20,000		27,928
Warrants		11,159		-		339		11,498
Convertible securities		12,074		31,812		9,415		53,301
Bonds & notes		-		3,247		-		3,247
Short-term securities		-		1,431,140		-		1,431,140
Total	$	21,185,479	$	1,468,087	$	94,186	$	22,747,752

The following table reconciles the valuation of the fund's Level 3 investment securities and related transactions for the six months ended March 31, 2011 (dollars in thousands):
	Beginning value at 10/1/2010		Transfers into Level 3(*)		Purchases		Unrealized depreciation(†)			Transfers out of Level 3(*)			Sales			Net realized loss(†)			Ending value at 3/31/2011
Investment securities	$	104,314	$	14,175	$	49,412	$	(13,940	)	$	(2,275	)	$	(49,672	)	$	(7,828	)	$	94,186
Net unrealized depreciation during the period on Level 3 investment securities held at March 31, 2011 (dollars in thousands) (†):																			$	(22,250	)
(*) Transfers into or out of Level 3 are based on the beginning market value of the quarter in which they occurred.
(†) Net realized loss and unrealized depreciation are included in the related amounts on investments in the statement of operations.

4.   Risk factors

Investing in the fund may involve certain risks including, but not limited to, those described below.

Market conditions — The prices of, and the income generated by, the securities held by the fund may decline due to market conditions and other factors, including those directly involving the issuers of securities held by the fund.

Investing in growth-oriented stocks — Growth-oriented stocks and other equity-type securities may involve larger price swings and greater potential for loss than other types of investments. These risks may be even greater in the case of smaller capitalization stocks.

Investing in small companies — Investing in smaller companies may pose additional risks. For example, it is often more difficult to value or dispose of small company stocks and more difficult to obtain information about smaller companies. In addition, the prices of these stocks may be more volatile than stocks of larger, more established companies.

Investing outside the U.S. — Securities of issuers domiciled outside the U.S., or with significant operations outside the U.S., may lose value because of political, social or economic developments in the country or region in which the issuer operates. These securities may also lose value due to changes in the exchange rate of the country’s currency against the U.S. dollar. Securities markets in certain countries may be more volatile and/or less liquid than those in the U.S. Investments outside the U.S. may also be subject to different settlement and accounting practices and different regulatory, legal and reporting standards than those in the U.S. The risks of investing outside the U.S. may be heightened in connection with investments in developing countries.

Management — The investment adviser to the fund actively manages the fund’s investments. Consequently, the fund is subject to the risk that the techniques and risk analyses employed by the investment adviser in this process may not produce the desired results. This could cause the fund to lose value or its results to lag relevant benchmarks or other funds with similar objectives.

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, 2011, 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 2006, by state tax authorities for tax years before 2005 and by tax authorities outside the U.S. for tax years before 2003.

Non-U.S. taxation – Dividend and interest income are 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 gainsfor 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.; deferred expenses; cost of investments sold; net capital losses; and non-U.S. taxes on capital gains.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, 2010, the components of distributable earnings on a tax basis were as follows:

	(dollars in thousands)
Undistributed ordinary income				$	206,213
Capital loss carryforwards*:
Expiring 2017	$	(365,461	)
Expiring 2018		(2,298,979	)		(2,664,440	)
*The capital loss carryforwards will be used to offset any capital gains realized by the fund in the current year or in subsequent years through the expiration dates. The fund will not make distributions from capital gains while capital loss carryforwards remain.

As of March 31, 2011, the tax basis unrealized appreciation (depreciation) and cost of investment securities were as follows:

(dollars in thousands)
Gross unrealized appreciation on investment securities	$	6,663,212
Gross unrealized depreciation on investment securities		(904,578	)
Net unrealized appreciation on investment securities		5,758,634
Cost of investment securities		16,989,118

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after September 30, 2011, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

Tax-basis distributions paid to shareholders from ordinary income were as follows (dollars in thousands):

Share class	Six months ended March 31, 2011		Year ended September 30, 2010
Class A	$	210,257	$	82,116
Class B		2,673		-
Class C		7,653		320
Class F-1		10,417		4,116
Class F-2		4,577		1,894
Class 529-A		8,269		3,021
Class 529-B		297		-
Class 529-C		1,537		-
Class 529-E		393		109
Class 529-F-1		789		331
Class R-1		384		34
Class R-2		5,629		-
Class R-3		8,347		2,561
Class R-4		7,568		3,241
Class R-5		6,317		2,757
Class R-6		7,857		3,351
Total	$	282,964	$	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 providesfor monthly fees accrued daily. These fees are based on a series of decreasing annual rates beginning with 0.800% on the first $1 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, 2011, the investment advisory services fee was $69,212,000, which was equivalent to an annualized rate of 0.636% of average dailynet 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 on the following page:

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 below. 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, 2011, 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 hasa 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 for all share classes, except Classes A and B, to provide certain services, including transfer agent and recordkeeping services; coordinating, monitoring, assisting and overseeing third-party service providers; and educating advisers and shareholders about the impact of market-related events, tax laws affecting investments, retirement plan restrictions, exchange limitations and other related matters. 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 above for the six months ended March 31, 2011, were as follows (dollars in thousands):

					Administrative services
Share class	Distribution services		Transfer agent services		CRMC administrative services		Transfer agent services		Commonwealth of Virginia administrative services
Class A	$	18,434	$	13,362	Not applicable		Not applicable		Not applicable
Class B		2,024		356	Not applicable		Not applicable		Not applicable
Class C		4,723	Included in administrative services		$	709	$	155	Not applicable
Class F-1		916				554		52	Not applicable
Class F-2	Not applicable					197		8	Not applicable
Class 529-A		639				382		74	$	307
Class 529-B		263				33		11		26
Class 529-C		1,072				134		40		108
Class 529-E		88				22		4		18
Class 529-F-1		-				33		6		26
Class R-1		237				29		13	Not applicable
Class R-2		2,853				570		1,084	Not applicable
Class R-3		1,817				541		324	Not applicable
Class R-4		671				399		14	Not applicable
Class R-5	Not applicable					186		5	Not applicable
Class R-6	Not applicable					119		2	Not applicable
Total	$	33,737	$	13,718	$	3,908	$	1,792	$	485

Directors’ deferred compensation – Directors who are unaffiliated with CRMCmay 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 $576,000, shown on the accompanying financial statements, includes $204,000 in current fees (either paid in cash or deferred) and a net increase of $372,000 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 increase (decrease)
Share class	Amount		Shares		Amount		Shares		Amount			Shares			Amount			Shares
Six months ended March 31, 2011
Class A	$	1,239,902		32,281	$	203,806		5,292	$	(1,439,112	)		(37,464	)	$	4,596			109
Class B		19,038		524		2,622		72		(63,545	)		(1,748	)		(41,885	)		(1,152	)
Class C		116,499		3,227		7,422		205		(94,896	)		(2,632	)		29,025			800
Class F-1		160,489		4,225		9,871		259		(117,756	)		(3,088	)		52,604			1,396
Class F-2		77,087		2,000		3,911		101		(35,365	)		(920	)		45,633			1,181
Class 529-A		79,675		2,079		8,268		216		(27,572	)		(721	)		60,371			1,574
Class 529-B		2,505		68		297		8		(7,378	)		(201	)		(4,576	)		(125	)
Class 529-C		28,348		767		1,536		42		(12,147	)		(331	)		17,737			478
Class 529-E		4,802		127		393		10		(1,614	)		(43	)		3,581			94
Class 529-F-1		7,820		205		789		20		(4,361	)		(114	)		4,248			111
Class R-1		9,031		247		380		10		(7,814	)		(212	)		1,597			45
Class R-2		120,974		3,284		5,628		152		(129,009	)		(3,499	)		(2,407	)		(63	)
Class R-3		143,193		3,811		8,344		221		(133,223	)		(3,539	)		18,314			493
Class R-4		105,894		2,768		7,564		198		(82,519	)		(2,156	)		30,939			810
Class R-5		75,853		1,964		6,301		162		(62,022	)		(1,605	)		20,132			521
Class R-6		97,478		2,535		7,857		204		(17,904	)		(466	)		87,431			2,273
Total net increase
(decrease)	$	2,288,588		60,112	$	274,989		7,172	$	(2,236,237	)		(58,739	)	$	327,340			8,545
Year ended September 30, 2010
Class A	$	1,831,865		56,548	$	78,893		2,504	$	(2,553,407	)		(79,601	)	$	(642,649	)		(20,549	)
Class B		25,953		842		-		-		(123,854	)		(4,048	)		(97,901	)		(3,206	)
Class C		161,750		5,306		309		10		(167,005	)		(5,525	)		(4,946	)		(209	)
Class F-1		239,017		7,411		3,785		121		(229,350	)		(7,215	)		13,452			317
Class F-2		98,591		3,047		1,549		49		(47,932	)		(1,475	)		52,208			1,621
Class 529-A		91,398		2,844		3,020		97		(48,681	)		(1,524	)		45,737			1,417
Class 529-B		2,502		80		-		-		(10,279	)		(329	)		(7,777	)		(249	)
Class 529-C		33,679		1,092		-		-		(23,126	)		(754	)		10,553			338
Class 529-E		4,953		158		109		3		(2,978	)		(94	)		2,084			67
Class 529-F-1		10,907		341		331		11		(6,404	)		(201	)		4,834			151
Class R-1		14,676		471		34		1		(14,029	)		(457	)		681			15
Class R-2		202,425		6,515		-		-		(201,145	)		(6,522	)		1,280			(7	)
Class R-3		224,770		7,101		2,559		83		(195,218	)		(6,179	)		32,111			1,005
Class R-4		170,724		5,318		3,239		103		(137,357	)		(4,321	)		36,606			1,100
Class R-5		111,984		3,427		2,744		86		(78,067	)		(2,424	)		36,661			1,089
Class R-6		106,396		3,341		3,351		107		(77,684	)		(2,444	)		32,063			1,004
Total net increase
(decrease)	$	3,331,590		103,842	$	99,923		3,175	$	(3,916,516	)		(123,113	)	$	(485,003	)		(16,096	)
* Includes exchanges between share classes of the fund.

8.   Investment transactions

The fund made purchases and sales of investment securities, excluding short-term securities and U.S. government obligations, if any, of $4,429,553,000 and $4,100,475,000, respectively, during the six months ended March 31, 2011.

Financial highlights(1)

				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 3/31/2011(5)	$	35.82	$	(.02	)	$	4.63		$	4.61		$	(.52	)	$	-		$	(.52	)	$	39.91		12.93	%	$	16,084		1.09	%⁽⁶⁾		1.09	%⁽⁶⁾		(.11	)%⁽⁶⁾
	Year ended 9/30/2010		30.26		.14			5.62			5.76			(.20	)		-			(.20	)		35.82		19.11			14,432		1.13			1.13			.43
	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
Class B:	Six months ended 3/31/2011(5)		33.87		(.16	)		4.39			4.23			(.24	)		-			(.24	)		37.86		12.51			400		1.86⁽⁶⁾			1.86⁽⁶⁾			(.87	)⁽⁶⁾
	Year ended 9/30/2010		28.66		(.11	)		5.32			5.21			-			-			-			33.87		18.18			397		1.89			1.89			(.37	)
	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	)
Class C:	Six months ended 3/31/2011(5)		33.61		(.16	)		4.35			4.19			(.29	)		-			(.29	)		37.51		12.50			996		1.86⁽⁶⁾			1.86⁽⁶⁾			(.88	)⁽⁶⁾
	Year ended 9/30/2010		28.44		(.10	)		5.28			5.18			(.01	)		-			(.01	)		33.61		18.19			865		1.88			1.88			(.32	)
	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	)
Class F-1:	Six months ended 3/31/2011(5)		35.53		(.02	)		4.58			4.56			(.53	)		-			(.53	)		39.56		12.90			784		1.09⁽⁶⁾			1.09⁽⁶⁾			(.10	)⁽⁶⁾
	Year ended 9/30/2010		30.03		.15			5.57			5.72			(.22	)		-			(.22	)		35.53		19.16			654		1.10			1.10			.46
	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
Class F-2:	Six months ended 3/31/2011(5)		35.93		.03			4.65			4.68			(.63	)		-			(.63	)		39.98		13.09			320		.82⁽⁶⁾			.82⁽⁶⁾			.16⁽⁶⁾
	Year ended 9/30/2010		30.39		.25			5.63			5.88			(.34	)		-			(.34	)		35.93		19.46			246		.81			.81			.78
	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 3/31/2011(5)		35.63		(.03	)		4.61			4.58			(.52	)		-			(.52	)		39.69		12.90			673		1.14⁽⁶⁾			1.14⁽⁶⁾			(.16	)⁽⁶⁾
	Year ended 9/30/2010		30.13		.13			5.58			5.71			(.21	)		-			(.21	)		35.63		19.06			548		1.16			1.16			.41
	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
Class 529-B:	Six months ended 3/31/2011(5)		34.23		(.18	)		4.43			4.25			(.21	)		-			(.21	)		38.27		12.42			53		1.94⁽⁶⁾			1.94⁽⁶⁾			(.96	)⁽⁶⁾
	Year ended 9/30/2010		28.98		(.13	)		5.38			5.25			-			-			-			34.23		18.12			52		1.97			1.97			(.44	)
	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	)
Class 529-C:	Six months ended 3/31/2011(5)		34.19		(.17	)		4.41			4.24			(.26	)		-			(.26	)		38.17		12.44			235		1.94⁽⁶⁾			1.94⁽⁶⁾			(.96	)⁽⁶⁾
	Year ended 9/30/2010		28.94		(.12	)		5.37			5.25			-			-			-			34.19		18.10			194		1.97			1.97			(.40	)
	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	)
Class 529-E:	Six months ended 3/31/2011(5)	$	35.11	$	(.08	)	$	4.53		$	4.45		$	(.42	)	$	-		$	(.42	)	$	39.14		12.73	%	$	39		1.43	⁽⁶⁾		1.43	⁽⁶⁾		(.45	)⁽⁶⁾
	Year ended 9/30/2010		29.70		.04			5.50			5.54			(.13	)		-			(.13	)		35.11		18.71			31		1.46			1.46			.11
	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
Class 529-F-1:	Six months ended 3/31/2011(5)		35.72		.01			4.61			4.62			(.58	)		-			(.58	)		39.76		13.00			57		.93⁽⁶⁾			.93⁽⁶⁾			.05⁽⁶⁾
	Year ended 9/30/2010		30.20		.20			5.59			5.79			(.27	)		-			(.27	)		35.72		19.31			47		.95			.95			.62
	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
Class R-1:	Six months ended 3/31/2011(5)		34.32		(.16	)		4.43			4.27			(.29	)		-			(.29	)		38.30		12.49			50		1.84⁽⁶⁾			1.84⁽⁶⁾			(.86	)⁽⁶⁾
	Year ended 9/30/2010		29.05		(.09	)		5.39			5.30			(.03	)		-			(.03	)		34.32		18.25			43		1.87			1.87			(.30	)
	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	)
Class R-2:	Six months ended 3/31/2011(5)		34.30		(.16	)		4.44			4.28			(.27	)		-			(.27	)		38.31		12.47			793		1.85⁽⁶⁾			1.85⁽⁶⁾			(.87	)⁽⁶⁾
	Year ended 9/30/2010		29.03		(.11	)		5.38			5.27			-			-			-			34.30		18.19			712		1.93			1.93			(.37	)
	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	)
Class R-3:	Six months ended 3/31/2011(5)		35.03		(.08	)		4.53			4.45			(.43	)		-			(.43	)		39.05		12.74			762		1.41⁽⁶⁾			1.41⁽⁶⁾			(.43	)⁽⁶⁾
	Year ended 9/30/2010		29.64		.04			5.49			5.53			(.14	)		-			(.14	)		35.03		18.71			667		1.44			1.44			.13
	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
Class R-4:	Six months ended 3/31/2011(5)		35.60		(.02	)		4.61			4.59			(.54	)		-			(.54	)		39.65		12.94			573		1.08⁽⁶⁾			1.08⁽⁶⁾			(.10	)⁽⁶⁾
	Year ended 9/30/2010		30.12		.15			5.58			5.73			(.25	)		-			(.25	)		35.60		19.15			486		1.09			1.09			.48
	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
Class R-5:	Six months ended 3/31/2011(5)		36.21		.04			4.68			4.72			(.64	)		-			(.64	)		40.29		13.09			407		.77⁽⁶⁾			.77⁽⁶⁾			.21⁽⁶⁾
	Year ended 9/30/2010		30.60		.26			5.66			5.92			(.31	)		-			(.31	)		36.21		19.50			347		.78			.78			.79
	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
Class R-6:	Six months ended 3/31/2011(5)		35.89		.05			4.63			4.68			(.65	)		-			(.65	)		39.92		13.12			548		.73⁽⁶⁾			.73⁽⁶⁾			.26⁽⁶⁾
	Year ended 9/30/2010		30.31		.27			5.62			5.89			(.31	)		-			(.31	)		35.89		19.57			411		.73			.73			.84
	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
	2011(5)			2010			2009			2008			2007			2006
Portfolio turnover rate for all share classes		22	%		45	%		56	%		50	%		48	%		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.

See Notes to Financial Statements

Expense example                                                                                                                                               

      unaudited

As a shareholder of the fund, you incur two types of costs: (1) transaction costs, such as initial sales charges on purchase payments and contingent deferred sales charges on redemptions (loads), and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, and other expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund so you can compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period (October 1, 2010, through March 31, 2011).

Actual expenses:

The first line of each share class in the table on the next page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses paid during period" to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes:

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

Notes:

There are some account fees that are charged to certain types of accounts, such as individual retirement accounts and 529 college savings plan accounts (generally, a $10 fee is charged to set up the account and an additional $10 fee is charged to the account annually), that would increase the amount of expenses paid on your account. In addition, retirement plan participants may be subject to certain fees charged by the plan sponsor, and Class F-1, F-2 and 529-F-1 shareholders may be subject to fees charged by financial intermediaries, typically ranging from 0.75% to 1.50% of assets annually depending on services offered. You can estimate the impact of these fees by adding the amount of the fees to the total estimated expenses you paid on your account during the period as calculated above. In addition, your ending account value would 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 10/1/2010		Ending account value 3/31/2011		Expenses paid during period*		Annualized expense ratio
Class A -- actual return	$	1,000.00	$	1,129.25	$	5.79		1.09	%
Class A -- assumed 5% return		1,000.00		1,019.50		5.49		1.09
Class B -- actual return		1,000.00		1,125.09		9.85		1.86
Class B -- assumed 5% return		1,000.00		1,015.66		9.35		1.86
Class C -- actual return		1,000.00		1,125.00		9.85		1.86
Class C -- assumed 5% return		1,000.00		1,015.66		9.35		1.86
Class F-1 -- actual return		1,000.00		1,129.00		5.79		1.09
Class F-1 -- assumed 5% return		1,000.00		1,019.50		5.49		1.09
Class F-2 -- actual return		1,000.00		1,130.87		4.36		.82
Class F-2 -- assumed 5% return		1,000.00		1,020.84		4.13		.82
Class 529-A -- actual return		1,000.00		1,129.02		6.05		1.14
Class 529-A -- assumed 5% return		1,000.00		1,019.25		5.74		1.14
Class 529-B -- actual return		1,000.00		1,124.22		10.27		1.94
Class 529-B -- assumed 5% return		1,000.00		1,015.26		9.75		1.94
Class 529-C -- actual return		1,000.00		1,124.41		10.28		1.94
Class 529-C -- assumed 5% return		1,000.00		1,015.26		9.75		1.94
Class 529-E -- actual return		1,000.00		1,127.27		7.58		1.43
Class 529-E -- assumed 5% return		1,000.00		1,017.80		7.19		1.43
Class 529-F-1 -- actual return		1,000.00		1,130.02		4.94		.93
Class 529-F-1 -- assumed 5% return		1,000.00		1,020.29		4.68		.93
Class R-1 -- actual return		1,000.00		1,124.87		9.75		1.84
Class R-1 -- assumed 5% return		1,000.00		1,015.76		9.25		1.84
Class R-2 -- actual return		1,000.00		1,124.70		9.80		1.85
Class R-2 -- assumed 5% return		1,000.00		1,015.71		9.30		1.85
Class R-3 -- actual return		1,000.00		1,127.37		7.48		1.41
Class R-3 -- assumed 5% return		1,000.00		1,017.90		7.09		1.41
Class R-4 -- actual return		1,000.00		1,129.43		5.73		1.08
Class R-4 -- assumed 5% return		1,000.00		1,019.55		5.44		1.08
Class R-5 -- actual return		1,000.00		1,130.94		4.09		.77
Class R-5 -- assumed 5% return		1,000.00		1,021.09		3.88		.77
Class R-6 -- actual return		1,000.00		1,131.21		3.88		.73
Class R-6 -- assumed 5% return		1,000.00		1,021.29		3.68		.73
*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).

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, 2011:
							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		14.16	%		3.92	%		8.22	%
Not reflecting CDSC		19.16			4.25			8.22
Class C shares
Reflecting CDSC, maximum of 1%, payable only
if shares are sold within one year of purchase		18.17			4.25			8.02
Not reflecting CDSC		19.17			4.25			8.02
Class F-1 shares3
Not reflecting annual asset-based fee charged
by sponsoring firm		20.06			5.08			8.88
Class F-2 shares3 — first sold 8/1/08
Not reflecting annual asset-based fee charged
by sponsoring firm		20.40			—			7.76
Class 529-A shares4 — first sold 2/19/02
Reflecting 5.75% maximum sales charge		13.12			3.79			9.53
Not reflecting maximum sales charge		20.01			5.03			10.24
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		14.03			3.83			9.33
Not reflecting CDSC		19.03			4.16			9.33
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		18.06			4.17			9.24
Not reflecting CDSC		19.06			4.17			9.24
Class 529-E shares3,4 — first sold 3/15/02		19.65			4.70			9.13
Class 529-F-1 shares3,4 — first sold 9/17/02
Not reflecting annual asset-based fee charged
by sponsoring firm		20.27			5.22			13.35

1Applicable to Classes B, C and F-1 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 28 to 33 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

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 prospectus and summary 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, 2011, 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 prospectus or summary prospectus, which gives details about charges, expenses, investment objectives and operating policies of the fund. If used as sales material after June 30, 2011, this report must be accompanied by an American Funds statistical update for the most recently completed calendar quarter.

   

What makes American Funds different?

For 80 years, we have followed a consistent philosophy to benefit our investors. Our 33 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 27 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

•Growth funds

AMCAP Fund®

EuroPacific Growth Fund®

The Growth Fund of America®

The New Economy Fund®

New Perspective Fund®

New World Fund®

>SMALLCAP World Fund®

•Growth-and-income funds

American Mutual Fund®

Capital World Growth and Income FundSM

Fundamental InvestorsSM

International Growth and Income FundSM

The Investment Company of America®

Washington Mutual Investors FundSM

•Equity-income funds

Capital Income Builder®

The Income Fund of America®

•Balanced funds

American Balanced Fund®

American Funds Global Balanced FundSM

•Bond funds

American Funds Mortgage FundSM

American High-Income TrustSM

The Bond Fund of AmericaSM

Capital World Bond Fund®

Intermediate Bond Fund of America®

Short-Term Bond Fund of AmericaSM

U.S. Government Securities FundSM

•Tax-exempt bond funds

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

American Funds Tax-Exempt Fund of New YorkSM

The Tax-Exempt Fund of California®

The Tax-Exempt Fund of Maryland®

The Tax-Exempt Fund of Virginia®

•Money market fund

American Funds Money Market Fund®

•American Funds Target Date Retirement Series®

The Capital Group Companies

American FundsCapital Research and ManagementCapital InternationalCapital GuardianCapital Bank and Trust

Lit. No. MFGESR-935-0511P

Litho in USA BBC/ALD/8094-S26155

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, 2011

unaudited

Common stocks — 93.18%	Shares			Value (000)
CONSUMER DISCRETIONARY — 15.48%
lululemon athletica inc.1		2,261,414		$	201,379
Virgin Media Inc.		5,062,500			140,687
CTC Media, Inc.		5,125,000			120,796
Chipotle Mexican Grill, Inc.1		393,000			107,041
PT Sumber Alfaria Trijaya Tbk2		274,541,000			86,705
Delticom AG2		898,203			81,277
Minth Group Ltd.		44,714,000			74,959
CarMax, Inc.1		2,257,000			72,450
Jumbo SA2		9,249,878			71,575
Modern Times Group MTG AB, Class B		913,000			69,431
Mr Price Group Ltd.		7,486,480			67,782
John Wiley & Sons, Inc., Class A		1,330,983			67,667
Liberty Media Corp., Series A1		800,000			62,080
Tiffany & Co.		947,000			58,184
Lions Gate Entertainment Corp.1,2		9,100,000			56,875
Brunswick Corp.		2,222,600			56,521
Melco Crown Entertainment Ltd. (ADR)1		7,225,000			54,910
Ekornes ASA2		2,019,750			54,052
Pantaloon Retail (India) Ltd.		8,524,816			49,453
Pantaloon Retail (India) Ltd., Class B		551,250			2,224
Mekonomen AB		1,333,068			50,688
Stella International Holdings Ltd.		22,732,500			50,675
SuperGroup PLC1		2,137,500			49,995
ASOS PLC1		1,806,305			49,492
AutoNation, Inc.1		1,375,000			48,634
Tractor Supply Co.		737,800			44,165
TOD’S SpA		367,000			43,247
Mando Corp.		256,000			40,490
Cox and Kings (India) Ltd.2		4,063,950			37,691
Cox and Kings (India) Ltd. (GDR)2,3		165,000			1,530
Paddy Power PLC		858,266			37,585
Hankook Tire Co., Ltd.		1,106,840			36,173
Navitas Ltd.		8,125,000			35,970
Capella Education Co.1		719,000			35,799
DreamWorks Animation SKG, Inc., Class A1		1,236,000			34,522
Blue Nile, Inc.1		629,140			33,967
Great Wall Motor Co. Ltd., Class H		18,277,000			33,788
Clicks Group Ltd.		5,325,000			33,501
Domino’s Pizza UK & IRL PLC		4,826,500			33,131
Williams-Sonoma, Inc.		793,000			32,117
Boyd Gaming Corp.1		3,349,000			31,380
CFAO		832,000			31,229
Rightmove PLC		2,038,594			31,068
New Oriental Education & Technology Group Inc. (ADR)1		295,000			29,521
CJ CGV Co., Ltd.2		1,235,000			29,160
Harman International Industries, Inc.		600,000			28,092
WMS Industries Inc.1		782,000			27,644
GEOX SpA		4,346,080			27,347
Scholastic Corp.		1,000,000			27,040
Mood Media Corp.1,2,4		6,375,000			19,661
Mood Media Corp. (CDI)1,2,4		2,375,000			7,325
Jubilant FoodWorks Ltd.1		2,220,098			26,841
Golden Eagle Retail Group Ltd.		11,982,000			25,848
Domino’s Pizza Enterprises Ltd.2		4,002,300			25,667
Sotheby’s Holdings, Inc.		475,000			24,985
Dollarama Inc.1		800,000			24,524
Leggett & Platt, Inc.		990,000			24,255
HUGO BOSS AG		283,000			23,663
Halfords Group PLC		4,200,000			23,460
ValueVision Media, Inc., Class A1,2		3,686,093			23,444
TAKKT AG		1,456,778			23,226
Timberland Co., Class A1		544,110			22,466
Tesla Motors, Inc.1		797,200			22,082
Aristocrat Leisure Ltd.		6,350,000			21,346
Tupperware Brands Corp.		350,000			20,898
Signet Jewelers Ltd.1		450,000			20,709
Café de Coral Holdings Ltd.		8,758,000			20,469
Urban Outfitters, Inc.1		675,000			20,135
Megastudy Co., Ltd.		125,531			19,328
CDON Group AB1,2		3,555,515			19,265
K12 Inc.1		560,000			18,872
Lojas Renner SA, ordinary nominative		580,000			18,789
REXLot Holdings Ltd.		165,000,000			18,242
Shopper’s Stop Ltd.		2,340,000			18,108
SAF-HOLLAND SA, non-registered shares1		1,655,600			18,067
HT Media Ltd.		5,385,000			18,047
Shimano Inc.		350,700			17,518
Group 1 Automotive, Inc.		400,000			17,120
Billabong International Ltd.		2,148,631			16,780
Parkson Retail Group Ltd.		11,990,500			16,494
Parkson Holdings Bhd.		8,390,322			15,790
Schibsted ASA		535,000			15,701
Strayer Education, Inc.		119,200			15,554
Fourlis		1,810,000			15,391
Fielmann AG		157,500			14,877
Youngone Corp.		1,555,000			14,743
P.F. Chang’s China Bistro, Inc.		300,000			13,857
Headlam Group PLC		2,809,685			13,511
Sky-mobi Ltd. (ADR)1		1,080,610			13,291
Ocado Group PLC1		3,185,708			11,652
RadioShack Corp.		775,000			11,633
Bloomsbury Publishing PLC2		5,405,000			11,272
National American University Holdings, Inc.2		1,515,000			10,741
United Auto Group, Inc.1		529,554			10,602
Education Management Corp.1		468,800			9,817
Trinity Ltd.		10,467,900			9,730
D.B. Corp Ltd.		1,720,000			9,642
J D Wetherspoon PLC1		1,375,000			9,364
Gourmet Master Co., Ltd.1		1,139,000			8,870
Intercontinental Hotels Group PLC		430,678			8,830
Little Sheep Group Ltd., Class H		11,996,000			7,973
Bijou Brigitte modische Accessoires AG		52,000			7,244
Masterskill Education Group Bhd.		11,383,000			7,216
Praktiker Bau- und Heimwerkermärkte Holding AG		605,280			7,137
Toll Corp.1		300,000			5,931
Cinema City International NV1		400,000			5,353
Corinthian Colleges, Inc.1		1,134,800			5,016
Dixons Retail PLC1		24,553,542			4,951
Cheil Worldwide Inc.		250,000			3,305
GVC Holdings PLC		1,392,400			2,881
DO & CO Restaurants & Catering AG		65,000			2,715
PRIMEDIA Inc.		41,940			204
Ten Alps PLC1		3,439,001			172
Five Star Travel Corp.1,3,5		96,033			25
CEC Unet PLC1,2,3		35,100,775			—
Spot Runner, Inc.1,3,5		2,980,544			—
Fontainebleau Resorts LLC, Class A, nonvoting units1,3,5		1,900,000			—
					3,524,314
INFORMATION TECHNOLOGY — 14.52%
AAC Acoustic Technologies Holdings Inc.2		70,007,000			189,000
Kingboard Chemical Holdings Ltd.		32,356,200			170,130
Compuware Corp.1,2		11,770,000			135,944
SINA Corp.1		1,142,000			122,240
National Instruments Corp.		3,686,479			120,806
Hittite Microwave Corp.1,2		1,884,500			120,175
Monster Worldwide, Inc.1		6,091,000			96,847
FactSet Research Systems, Inc.		670,000			70,169
AVEVA Group PLC		2,627,500			68,073
Digital River, Inc.1		1,791,000			67,037
eAccess Ltd.		114,800			63,072
Kingdee International Software Group Co. Ltd.		96,542,000			60,567
Vistaprint NV1		1,115,000			57,869
Kingboard Laminates Holdings Ltd.		67,009,736			55,909
OpenTable, Inc.1		504,400			53,643
AOL Inc.1		2,585,000			50,485
Kapsch TrafficCom AG		548,989			48,627
VTech Holdings Ltd.		4,279,000			48,547
China High Precision Automation Group Ltd.2		62,870,000			45,504
MICROS Systems, Inc.1		919,000			45,426
Avid Technology, Inc.1,2		2,028,844			45,243
Hana Microelectronics PCL2		53,925,000			42,791
Microchip Technology Inc.		1,100,000			41,811
Dialog Semiconductor PLC1		1,997,300			41,454
GSI Commerce, Inc.1		1,400,000			40,978
Global Payments Inc.		800,000			39,136
centrotherm photovoltaics AG1		649,938			38,538
FormFactor, Inc.1,2		3,715,000			38,264
Limelight Networks, Inc.1		5,278,700			37,795
Fidessa group PLC		1,295,000			36,355
Rovi Corp.1		676,100			36,273
Neopost SA		412,691			36,151
Tripod Technology Corp.		7,980,000			35,142
Cirrus Logic, Inc.1		1,629,668			34,272
Semtech Corp.1		1,320,000			33,026
Trimble Navigation Ltd.1		650,000			32,851
China Wireless Technologies Ltd.		86,300,000			32,285
MKS Instruments, Inc.		965,000			32,134
RichTek Technology Corp.		4,605,000			31,868
Quantum Corp.1,2		12,568,897			31,674
Akamai Technologies, Inc.1		827,000			31,426
LoopNet, Inc.1,2		2,214,640			31,337
Autodesk, Inc.1		705,000			31,098
Renesas Electronics Corp.1		3,650,000			31,068
Halma PLC		5,365,000			30,166
Delta Electronics (Thailand) PCL		33,935,900			30,014
RealPage, Inc.1		1,044,000			28,950
ULVAC, Inc.		1,175,000			27,743
Genpact Ltd.1		1,905,387			27,590
Novellus Systems, Inc.1		736,000			27,328
Ralink Technology Corp.		8,465,700			27,061
Heartland Payment Systems, Inc.		1,423,949			24,962
Wistron Corp.		15,438,752			24,466
Red Hat, Inc.1		531,145			24,109
DTS, Inc.1		503,900			23,497
Net 1 UEPS Technologies, Inc.1,2		2,639,330			22,698
Infotech Enterprises Ltd.2		6,000,000			21,763
Jabil Circuit, Inc.		1,044,000			21,329
Wintek Corp.1		11,500,000			20,375
Littelfuse, Inc.		350,000			19,985
OnMobile Global Ltd.1,2		3,592,055			19,533
OBIC Co., Ltd.		102,830			19,508
Yaskawa Electric Corp.		1,500,000			17,781
Youku.com Inc., Class A (ADR)1		371,000			17,626
Playtech Ltd.		3,187,000			17,587
Immersion Corp.1,2		2,254,000			17,221
Lender Processing Services, Inc.		528,000			16,996
Camelot Information Systems Inc. (ADR)1		1,008,000			16,723
KLA-Tencor Corp.		340,650			16,137
Comverse Technology, Inc.1		2,050,000			15,395
Spectris PLC		680,000			14,868
Ultimate Software Group, Inc.1		250,000			14,687
THQ Inc.1		2,738,033			12,485
Terremark Worldwide, Inc.1		641,016			12,179
SemiLEDS Corp.1		759,150			11,949
Envestnet, Inc.1		875,000			11,760
SEEK Ltd.		1,657,173			11,587
SuccessFactors, Inc.1		292,500			11,434
Green Packet Bhd.1,2,4		29,583,116			6,398
Green Packet Bhd.1,2		23,016,100			4,977
Dolby Laboratories, Inc., Class A1		218,400			10,747
Liquidity Services, Inc.1		598,170			10,683
Cadence Design Systems, Inc.1		735,504			7,171
Global Unichip Corp.		2,204,307			7,009
PixArt Imaging Inc.		1,550,000			6,378
Sterlite Technologies Ltd.		4,803,401			6,307
Redington (India) Ltd.		2,498,255			4,484
Oakton Ltd.		1,520,000			3,616
Trony Solar Holdings Co. Ltd.1		4,952,000			3,228
Ubisoft Entertainment SA1		285,000			2,912
Maxlinear, Inc., Class A1		149,400			1,221
HSW International, Inc.1		81,521			258
HSW International, Inc.1,3,5		29,470			67
Cognex Corp.		3,700			105
					3,306,093
INDUSTRIALS — 14.25%
MSC Industrial Direct Co., Inc., Class A		2,338,500			160,117
Container Corp. of India Ltd.		4,542,191			122,230
Jain Irrigation Systems Ltd.2		23,537,564			94,425
Corrections Corporation of America1		3,695,300			90,165
MTU Aero Engines Holding AG		1,323,100			89,723
Intertek Group PLC		2,702,000			88,165
Meyer Burger Technology AG1		1,916,576			86,491
IDEX Corp.		1,885,000			82,280
Michael Page International PLC		9,727,502			80,209
Herman Miller, Inc.		2,800,000			76,972
SIA Engineering Co. Ltd.		20,776,000			66,753
Mobile Mini, Inc.1,2		2,761,600			66,334
Pipavav Shipyard Ltd.1,2		34,925,000			61,752
BELIMO Holding AG1		27,578			60,020
Meggitt PLC		10,612,081			58,375
AirAsia Bhd.1		64,000,000			56,842
Northgate PLC1,2		10,626,805			54,245
OSG Corp.		3,760,000			54,244
Johnson Electric Holdings Ltd.		87,119,500			51,072
Nabtesco Corp.		1,850,000			46,528
Goodpack Ltd.2		30,060,000			46,264
Watsco, Inc.		653,500			45,555
Uponor Oyj		2,521,600			42,991
Exponent, Inc.1,2		936,400			41,773
PT Sarana Menara Nusantara Tbk1		34,850,000			40,023
MITIE Group PLC		12,509,000			39,432
Heidelberger Druckmaschinen AG, non-registered shares1		7,517,000			35,571
Beacon Roofing Supply, Inc.1		1,710,000			35,004
Chemring Group PLC		3,090,082			34,278
Graco Inc.		725,000			32,980
Regus PLC		17,206,004			31,715
Serco Group PLC		3,490,000			31,241
AMR Corp.1		4,800,000			31,008
TrueBlue, Inc.1		1,843,100			30,946
Amtek Engineering Ltd.1,2		30,199,000			30,427
Singapore Post Private Ltd.		32,395,000			29,812
Ennis, Inc.2		1,733,692			29,525
THK Co., Ltd.		1,100,000			27,665
Société BIC SA		308,000			27,377
Andritz AG		293,600			27,375
Comfort Systems USA, Inc.2		1,905,000			26,803
Ritchie Bros. Auctioneers Inc.		950,000			26,742
Interline Brands, Inc.1		1,300,000			26,520
Austal Ltd.		8,200,000			25,784
Frigoglass SAIC		1,607,833			25,771
Zumtobel AG		740,000			25,285
easyJet PLC1		4,489,100			24,550
Houston Wire & Cable Co.2		1,678,900			24,546
Ellaktor SA		5,451,818			23,952
Landstar System, Inc.		515,700			23,557
BrisConnections Unit Trusts1,2		27,300,000			22,873
Robert Half International Inc.		745,000			22,797
Tiger Airways Holdings Ltd.1		19,500,000			22,432
Flughafen Wien AG, non-registered shares		352,700			22,368
Implenia AG1		655,000			22,035
Steelcase Inc., Class A		1,900,000			21,622
AeroVironment, Inc.1		600,000			20,982
China Automation Group Ltd.		27,000,000			20,965
WABCO Holdings Inc.1		340,000			20,958
Wavin NV1		1,355,058			20,932
Dalian Port (PDA) Co. Ltd., Class H		50,604,000			20,232
United Stationers Inc.		278,000			19,752
Globaltrans Investment PLC (GDR)		1,070,000			19,677
Corporate Executive Board Co.		465,000			18,772
Standard Parking Corp.1,2		1,048,600			18,623
AIA Engineering Ltd.		2,301,093			17,975
Wienerberger AG1		868,000			17,492
Mine Safety Appliances Co.		474,300			17,393
Polypore International, Inc.1		300,000			17,274
TransDigm Group Inc.1		203,000			17,017
Douglas Dynamics, Inc.2		1,175,000			16,755
G&K Services, Inc., Class A		503,600			16,745
School Specialty, Inc.1,2		1,153,240			16,491
KBR, Inc.		435,000			16,430
United Continental Holdings, Inc.1		714,000			16,415
SAI Global Ltd.		3,158,843			16,369
Knight Transportation, Inc.		848,000			16,324
S1 Corp.		314,000			16,116
Geberit AG		74,000			16,113
Hays PLC		7,755,000			14,468
Vossloh AG		100,000			13,377
Westport Innovations Inc.1		600,000			13,188
OJSC Center for Cargo Container Traffic TransContainer (GDR)1		1,230,000			12,915
EACOM Timber Corp.1,2,4		23,000,000			12,336
Cpl Resources PLC2		2,975,986			11,809
Seco Tools AB, Class B1		650,000			11,534
DCC PLC		320,000			10,190
KEPCO Plant Service & Engineering Co., Ltd.		285,000			10,055
Charter International PLC		750,000			9,721
Sintex Industries Ltd.		2,790,452			9,505
ITE Group PLC		2,413,465			9,420
Norwegian Air Shuttle ASA1		469,809			9,132
Pfeiffer Vacuum Technology AG, non-registered shares		64,000			8,978
Lonking Holdings Ltd.		12,670,000			8,910
Interserve PLC		1,945,000			8,588
Kaba Holding AG		19,000			7,923
Teleperformance SA		200,000			7,541
Burckhardt Compression Holding AG		22,440			7,067
Prysmian SpA		260,000			5,579
Downer EDI Ltd.		418,355			1,640
Imagelinx PLC1,2		21,385,714			515
American Shipping Co. ASA1,3		381,069			358
Aker Philadelphia Shipyard ASA1,4		346,000			251
					3,246,343
FINANCIALS — 11.14%
East West Bancorp, Inc.2		8,437,515			185,288
Dah Sing Financial Holdings Ltd.2		18,921,825			116,763
City National Corp.		1,680,450			95,870
YES BANK Ltd.		13,275,845			92,167
Manappuram General Finance and Leasing Ltd.2		22,732,050			67,694
Manappuram General Finance and Leasing Ltd.2,4		4,474,357			13,324
Kotak Mahindra Bank Ltd.		7,170,098			73,614
Zions Bancorporation		3,145,000			72,524
Onex Corp.		2,000,000			70,119
Daegu Bank, Ltd.		3,288,420			53,960
Cullen/Frost Bankers, Inc.		841,000			49,636
Osaka Securities Exchange Co., Ltd.		9,830			49,339
Banco Cruzeiro do Sul SA, preferred nominative		5,473,100			49,111
JSE Ltd.2		4,541,245			46,990
National Financial Partners Corp.1,2		3,174,800			46,828
SVB Financial Group1		801,400			45,624
IG Group Holdings PLC		6,137,203			44,954
Internet Capital Group, Inc.1,2		3,096,000			43,963
Hospitality Properties Trust		1,850,000			42,827
Rayonier Inc.		675,000			42,059
Northwest Bancshares, Inc.		3,337,500			41,852
Capitol Federal Financial, Inc.		3,700,000			41,699
TISCO Financial Group PCL		31,317,000			40,382
Banco Industrial e Comercial SA, preferred nominative		4,934,100			38,381
BOK Financial Corp.		710,000			36,693
Savills PLC		5,942,825			34,139
Sonae Sierra Brasil SA, ordinary nominative1		2,250,000			31,973
PT Agung Podomoro Land Tbk1		813,489,000			30,830
First Republic Bank1		979,655			30,281
Bolsa Mexicana de Valores, SAB de CV, Series A		14,240,000			29,942
First American Financial Corp.		1,722,900			28,428
Sterling Financial Corp.1,4		1,666,668			27,917
BS Financial Group Inc.1		1,920,000			27,830
Banco ABC Brasil SA, preferred nominative		3,639,000			27,638
Synovus Financial Corp.		11,505,554			27,613
Topdanmark A/S1		164,900			27,393
Eaton Vance Corp., nonvoting shares		750,000			24,180
Popular, Inc.1		8,050,000			23,425
CapitalSource Inc.		3,300,000			23,232
Colony Financial, Inc.		1,195,000			22,502
Dah Sing Banking Group Ltd.		14,300,000			22,134
Starwood Property Trust, Inc.		980,000			21,854
National Penn Bancshares, Inc.		2,781,549			21,529
Banca Generali SpA		1,413,000			21,507
Robinsons Land Corp., Class B		76,676,700			20,353
Hellenic Exchanges SA		2,259,000			19,849
SKS Microfinance Ltd.1		1,659,549			19,502
Duff & Phelps Corp., Class A		1,173,892			18,759
Janus Capital Group Inc.		1,500,000			18,705
Mahindra Lifespace Developers Ltd.2		2,157,380			18,647
Banco Daycoval SA, preferred nominative		2,490,000			18,607
Noah Holdings Ltd. (ADR)1		1,260,000			18,434
Portfolio Recovery Associates, Inc.1		208,000			17,707
Brait SA2		6,347,050			17,592
Paraná Banco SA, preferred nominative		2,318,400			16,998
Home Federal Bancorp, Inc.2		1,384,249			16,306
Compartamos, SAB de CV1		9,000,000			16,200
First Southern Bancorp, Inc.1,2,3,5		1,344,915			15,924
Old Republic International Corp.		1,235,000			15,672
Oslo Børs VPS Holding ASA		1,002,335			15,406
AEON Mall Co., Ltd.		705,000			15,137
Banco Panamericano SA, preferred nominative		4,209,100			14,979
Bao Viet Holdings		4,137,486			14,752
Home BancShares, Inc.		643,700			14,644
Kiatnakin Bank PCL		12,200,000			14,219
Midland Holdings Ltd.		17,996,000			13,997
First Niagara Financial Group, Inc.		1,000,000			13,580
Ascendas India Trust		17,459,000			13,228
Redwood Trust, Inc.		850,000			13,217
Canadian Western Bank		375,000			12,049
Frasers Centrepoint Trust		9,800,000			11,818
Jyske Bank A/S1		258,619			11,517
First Michigan Bancorp, Inc.1,3,5		1,650,000			11,434
ARA Asset Management Ltd.		8,046,000			11,234
PT Summarecon Agung Tbk		84,285,000			11,228
First Horizon National Corp.		916,309			10,272
Oriental Financial Group Inc.4		802,863			10,076
CenterState Banks, Inc.		1,375,400			9,628
Laurentian Bank of Canada		135,400			7,070
Gruppo MutuiOnline SpA		904,823			6,386
Islamic Arab Insurance Co. (Salama)1		21,700,000			4,207
Banner Corp.		509,867			1,208
					2,536,549
HEALTH CARE — 10.64%
Alere Inc.1		3,443,771			134,789
Cochlear Ltd.		1,441,910			123,775
Endo Pharmaceuticals Holdings Inc.1		3,108,100			118,605
Fleury SA, ordinary nominative		5,252,150			78,011
Integra LifeSciences Holdings Corp.1,2		1,609,978			76,345
American Medical Systems Holdings, Inc.1		3,453,000			74,723
ZOLL Medical Corp.1,2		1,532,240			68,660
Hikma Pharmaceuticals PLC		5,689,153			67,354
athenahealth, Inc.1		1,485,363			67,034
Emeritus Corp.1,2		2,565,000			65,305
Incyte Corp.1		3,696,300			58,586
Fisher & Paykel Healthcare Corp. Ltd.		24,427,695			58,524
Grifols, SA		3,290,000			57,350
VCA Antech, Inc.1		2,195,100			55,273
Omega Pharma NV		1,141,350			54,939
Accretive Health, Inc.1		1,900,179			52,749
Ansell Ltd.		3,700,000			51,742
Intuitive Surgical, Inc.1		155,000			51,686
Myriad Genetics, Inc.1		2,528,820			50,956
Sysmex Corp.		1,434,000			50,719
Cadence Pharmaceuticals, Inc.1,2		5,042,279			46,439
Savient Pharmaceuticals, Inc.1,2		4,294,200			45,519
Hologic, Inc.1		1,965,000			43,623
NuVasive, Inc.1		1,697,136			42,971
ArthroCare Corp.1		1,280,000			42,675
Insulet Corp.1		1,995,000			41,137
Top Glove Corp. Bhd.		21,224,000			37,700
Thoratec Corp.1		1,346,000			34,902
Hill-Rom Holdings, Inc.		909,900			34,558
Invacare Corp.		1,089,400			33,902
BioMarin Pharmaceutical Inc.1		1,340,000			33,674
Tecan Group AG		415,586			32,781
Bangkok Dusit Medical Services PCL		17,080,000			29,224
ResMed Inc.1		693,500			20,805
ResMed Inc. (CDI)1		1,980,000			5,960
Illumina, Inc.1		380,000			26,627
Greatbatch, Inc.1		990,400			26,206
Covance Inc.1		473,392			25,904
JSC Pharmstandard (GDR)1		839,163			23,455
Nakanishi Inc.		226,000			22,687
Genomma Lab Internacional, SAB de CV, Series B1		9,535,000			21,588
Virbac SA		128,000			21,338
MEDICA SA1		1,070,000			21,078
St.Shine Optical Co. Ltd.		1,660,000			20,435
Wright Medical Group, Inc.1		1,154,485			19,638
Sonic Healthcare Ltd.		1,552,967			19,244
Fluidigm Corp.1,2,3,4		984,195			11,971
Fluidigm Corp.1,2		500,000			7,155
Pharmacyclics, Inc.1,2		3,062,300			18,037
Kinetic Concepts, Inc.1		330,000			17,959
Nobel Biocare Holding AG		770,000			15,962
Abaxis, Inc.1		534,700			15,421
Tsumura & Co.		490,000			15,375
ARIAD Pharmaceuticals, Inc.1		2,000,000			15,040
TECHNE Corp.		200,000			14,320
Codexis, Inc.1		1,100,100			13,047
EGIS Nyrt.		107,000			11,377
Volcano Corp.1		439,000			11,238
Vital Images, Inc.1,2		792,000			10,700
BG Medicine, Inc.1,2,3,4		1,036,634			6,794
BG Medicine, Inc.1,2		374,213			2,885
RHÖN-KLINIKUM AG, non-registered shares		415,000			8,999
Odontoprev SA, ordinary nominative		537,600			8,785
Ipca Laboratories Ltd.		1,295,000			8,729
Auxilium Pharmaceuticals, Inc.1		338,300			7,263
Merck Ltd.		299,383			3,969
Array BioPharma Inc.1		1,114,800			3,411
Krka, dd, Novo mesto		19,856			1,688
Newron Pharmaceuticals SpA1		114,000			832
Newron Pharmaceuticals SpA1,4		54,000			394
Allied Medical Ltd.1,3,5		147,030			76
					2,422,622
MATERIALS — 7.84%
African Minerals Ltd.1,4		1,871,500			15,026
African Minerals Ltd.1		10,821,621			86,887
Rhodia SA		2,845,043			83,301
AptarGroup, Inc.		1,617,682			81,094
FUCHS PETROLUB AG		377,860			51,023
FUCHS PETROLUB AG, preference shares		193,500			28,794
Kenmare Resources PLC1		95,876,802			68,213
Kenmare Resources PLC1,4		14,095,980			10,029
Harry Winston Diamond Corp. (CAD denominated)1,2		4,292,400			69,157
Harry Winston Diamond Corp.1,2		372,600			6,029
Aquarius Platinum Ltd.		8,611,111			48,008
Aquarius Platinum Ltd. (GBP denominated)		1,931,493			10,708
African Petroleum Corp. Ltd.1		52,451,550			55,881
OCI Materials Co., Ltd.		455,000			55,664
Talvivaara Mining Co. PLC1		5,473,800			51,062
Gem Diamonds Ltd.1,2		11,061,300			49,685
Schweitzer-Mauduit International, Inc.2		920,000			46,561
Coal of Africa Ltd.1,2		37,135,000			44,828
Eastern Platinum Ltd.1,4		8,160,000			10,942
Eastern Platinum Ltd.1		19,121,450			25,640
Talison Lithium Ltd.1,2		6,425,000			34,792
Midas Holdings Ltd.		48,467,000			28,838
Midas Holdings Ltd. (HKD denominated)		10,000,000			5,914
James Hardie Industries SE1		5,500,000			34,702
OCI Co. Ltd.		75,514			34,007
Cline Mining Corp.1,2		9,343,536			33,635
Arkema SA		348,000			31,608
China Shanshui Cement Group Ltd.		33,787,000			31,535
Croda International PLC		1,072,000			28,857
RPM International, Inc.		1,200,000			28,476
Gran Colombia Gold SA1,2		15,684,000			28,472
Martin Marietta Materials, Inc.		300,000			26,901
Vicat S.A.		316,000			26,875
Chr. Hansen Holding A/S		1,164,000			26,461
Jaguar Mining Inc.1,2		5,035,000			26,330
Symrise AG		865,046			25,365
Huabao International Holdings Ltd.		16,490,000			25,354
Yingde Gases Group Co. Ltd.1		28,381,000			23,753
Sino-Forest Corp.1		900,000			23,486
Huntsman Corp.		1,325,000			23,028
Steel Dynamics, Inc.		1,100,000			20,647
PT Indocement Tunggal Prakarsa Tbk		10,995,000			20,645
Chu Kong Petroleum and Natural Gas Steel Pipe Holdings Ltd.1		40,920,000			19,938
Mineral Deposits Ltd.1		1,494,360			11,222
Mineral Deposits Ltd. (CAD denominated)1		1,012,800			7,543
Sika AG, non-registered shares		6,750			16,256
Yamana Gold Inc.		1,200,000			14,828
AK Steel Holding Corp.		905,000			14,281
Teranga Gold Corp. (CDI)1		2,881,757			7,452
Teranga Gold Corp.1		2,567,079			6,699
Baja Mining Corp.1,4		13,000,000			14,079
Obtala Resources Ltd.1,2		8,500,000			6,630
Obtala Resources Ltd.1,2,4		7,950,000			6,201
Titan Cement Co. SA		491,500			12,273
Buzzi Unicem SpA		822,777			11,987
Mountain Province Diamonds Inc.1,4		1,904,762			11,690
Shree Cement Ltd.		250,000			11,605
Sirius Minerals PLC1,2		56,804,735			10,821
Balchem Corp.		259,000			9,718
Calgon Carbon Corp.1		600,000			9,528
PT Indah Kiat Pulp & Paper Tbk1		47,250,000			9,225
Siam City Cement PCL		1,300,000			8,940
TFS Corporation Ltd		9,851,120			8,253
Rusoro Mining Ltd.1,4		20,000,000			7,117
Rusoro Mining Ltd.1		1,437,000			511
Vatukoula Gold Mines PLC1,4		3,214,081			6,973
Allied Gold Ltd.1		10,073,137			6,827
Cheil Industries Inc.		57,000			6,054
China Forestry Holdings Co., Ltd.3		29,142,000			5,526
AZ Electronic Materials SA (CDI)1		1,100,000			4,869
Engro Corp. Ltd.		1,993,200			4,803
Central Asia Metals PLC1		3,986,000			4,684
Greatview Aseptic Packaging Co. Ltd.1		6,757,000			4,335
Hummingbird Resources PLC1,4		1,650,000			4,182
Birla Corp. Ltd.		484,500			3,680
European Nickel PLC1		12,450,000			3,046
J.K. Cement Ltd.		945,000			2,988
Cape Lambert Resources Ltd.		4,043,491			2,279
Mwana Africa PLC1,4		11,500,000			1,365
					1,786,621
ENERGY — 7.15%
Pacific Rubiales Energy Corp.		4,151,300			115,183
Comstock Resources, Inc.1,2		3,049,611			94,355
Gulf Keystone Petroleum Ltd.1,2,4		38,737,632			94,147
Banpu PCL		3,377,500			85,764
InterOil Corp.1		1,092,500			81,544
Concho Resources Inc.1		725,000			77,792
Rosetta Resources Inc.1		1,625,000			77,252
FMC Technologies, Inc.1		815,000			77,001
Zhaikmunai LP (GDR)1,4		5,262,500			64,992
Zhaikmunai LP (GDR)1		353,650			4,368
Heritage Oil Ltd.		13,488,000			61,472
Cimarex Energy Co.		481,500			55,488
Exillon Energy PLC1,2		8,414,205			55,342
Core Laboratories NV		540,000			55,172
Petroleum Development Corp.1		1,077,000			51,707
Sterling Resources Ltd.1		7,525,000			33,763
Gran Tierra Energy Inc.1		3,950,000			31,877
SinoTech Energy Ltd. (ADR)1,2		3,820,900			30,491
Tethys Petroleum Ltd.1,2		19,130,300			29,007
Bill Barrett Corp.1		700,000			27,937
Schoeller-Bleckmann Oilfield Equipment AG		279,415			27,470
Harvest Natural Resources, Inc.1		1,650,000			25,146
Oasis Petroleum Inc.1		783,049			24,760
Miclyn Express Offshore Ltd.		13,550,000			24,036
Dockwise Ltd.1		882,752			24,023
Goodrich Petroleum Corp.1		995,000			22,109
Pacific Coal, SA1,2,4		17,000,000			19,288
WorleyParsons Ltd.		589,556			18,892
Oceaneering International, Inc.1		205,000			18,337
Nautical Petroleum PLC1		2,793,408			18,238
Eurasia Drilling Co. Ltd. (GDR)		535,000			18,190
Aurelian Oil & Gas PLC1		15,450,701			17,970
Approach Resources Inc.1		527,900			17,737
Petroplus Holdings AG1		1,094,781			17,283
BPZ Resources, Inc.1		3,162,400			16,792
Petrodorado Energy Ltd.1,2		35,400,000			16,249
Petroceltic International PLC1		92,389,000			15,562
Zodiac Exploration Inc.1		13,920,000			15,076
Frontier Oil Corp.		500,000			14,660
Value Creation Inc.1,3,5		4,529,354			12,615
Petroleum Geo-Services ASA1		760,000			12,183
BNK Petroleum Inc.1,4		2,000,000			9,696
BNK Petroleum Inc.1		90,380			438
Borders & Southern Petroleum PLC1		10,017,000			9,963
Faroe Petroleum PLC1		2,350,000			6,409
High Arctic Energy Services Inc.1		1,923,000			486
					1,628,262
CONSUMER STAPLES — 4.30%
Lindt & Sprüngli AG		1,369			44,513
Lindt & Sprüngli AG, participation certificate		11,121			32,122
Drogasil SA, ordinary nominative2		9,482,600			74,111
Ruinian International Ltd.2		62,800,000			44,000
Ralcorp Holdings, Inc.1		635,900			43,515
Strauss Group Ltd.		2,643,350			43,103
China Yurun Food Group Ltd.		11,360,000			38,117
Kernel Holding SA1		1,523,150			38,084
FANCL Corp.		2,567,000			35,953
Emami Ltd.		3,950,000			35,483
Davide Campari-Milano SpA		5,120,000			34,641
CP ALL PCL		25,948,500			34,318
TreeHouse Foods, Inc.1		580,000			32,985
Emmi AG		136,100			30,969
PZ Cussons PLC	��	5,905,000			30,929
MARR SpA		2,499,899			30,752
Super Group Ltd.2		29,500,000			30,190
Hite Brewery Co., Ltd.		305,000			30,168
Nong Shim Co., Ltd.		113,716			25,191
Church & Dwight Co., Inc.		290,174			23,022
Bizim Toptan Satis Magazalari AS1		1,100,000			22,441
Coca-Cola Icecek AS, Class C		1,672,785			20,963
Eurocash SA		1,877,000			20,617
Godrej Consumer Products Ltd.		2,493,150			20,434
AMOREPACIFIC Corp.		17,600			16,767
Origin Enterprises PLC		3,213,300			16,622
Poslovni sistem Mercator, dd		62,112			15,404
Asian Citrus Holdings Ltd.		12,890,000			14,334
Viscofan, SA, non-registered shares		339,000			13,452
Philip Morris CR as		22,200			13,368
Raia SA, ordinary nominative1		850,000			13,276
Wumart Stores, Inc., Class H		5,205,000			11,349
Tilaknager Industries Ltd.2		8,890,000			10,675
Pesquera Exalmar SA, Class A1		7,050,000			10,303
Synutra International, Inc.1		848,900			9,762
Petra Foods Ltd.		6,683,000			8,483
Milkiland NV1		460,000			6,520
Tassal Group Ltd.		1,576,086			2,771
					979,707
UTILITIES — 1.62%
ENN Energy Holdings Ltd.2		69,350,000			215,756
Hyflux Ltd		23,403,000			40,104
Greenko Group PLC1		5,512,587			18,792
Manila Water Co., Inc.		41,200,000			17,239
KSK Energy Ventures Ltd.1		7,000,000			15,869
Glow Energy PCL		10,850,000			15,067
Caparo Energy Ltd.1,4		6,540,000			12,603
CESC Ltd.		1,746,400			12,152
Orient Green Power Co. Ltd.1		20,396,000			11,571
Thai Tap Water Supply PCL		49,600,000			9,758
					368,911
TELECOMMUNICATION SERVICES — 1.29%
tw telecom inc.1		4,548,000			87,322
Telephone and Data Systems, Inc.		1,700,000			57,290
Telephone and Data Systems, Inc., special common shares		310,000			9,151
MetroPCS Communications, Inc.1		2,961,670			48,098
Leap Wireless International, Inc.1		2,720,500			42,140
Total Access Communication PCL		14,946,000			23,720
Daisy Group PLC1		10,000,000			14,919
Partner Communications Co. Ltd.		630,000			11,976
					294,616
MISCELLANEOUS — 4.95%
Other common stocks in initial period of acquisition					1,126,600
Total common stocks (cost: $15,192,946,000)					21,220,638
Preferred stocks — 0.12%
INFORMATION TECHNOLOGY — 0.09%
Angie’s List, Inc., Series D1,3,5		282,158			20,000
MISCELLANEOUS — 0.03%
Other preferred stocks in initial period of acquisition					7,928
Total preferred stocks (cost: $25,528,000)					27,928
Warrants — 0.05%
INDUSTRIALS — 0.02%
Goodpack Ltd., warrants, expire 20121,2		5,272,000			4,935
INFORMATION TECHNOLOGY — 0.01%
Kingboard Chemical Holdings Ltd., warrants, expire 20121		2,604,420			2,143
ENERGY — 0.01%
Pacific Coal, SA, warrants, expire 20161,2,4		8,500,000			2,017
MATERIALS — 0.01%
Gran Colombia Gold SA,warrants, expire 20151,2		1,382,000			1,169
HEALTH CARE — 0.00%
BG Medicine, Inc., warrants, expire 20201,2,3,4		51,921			339
MISCELLANEOUS — 0.00%
Other warrants in initial period of acquisition					895
Total warrants (cost: $3,286,000)					11,498
	Shares or
Convertible securities — 0.23%	principal amount
FINANCIALS — 0.11%
Synovus Financial Corp. 8.25% convertible preferred 2013, units		522,700			12,074
First Southern Bancorp, Inc., Series C, convertible preferred1,2,3,5		2,299			9,415
National Financial Partners Corp. 4.00% convertible notes 20172,4	$	4,000,000			5,345
					26,834
ENERGY — 0.04%
Harvest Natural Resources, Inc. 8.25% convertible notes 2013	$	3,000,000			8,325
INDUSTRIALS — 0.03%
AMR Corp. 6.25% convertible notes 2014	$	7,000,000			7,403
INFORMATION TECHNOLOGY — 0.02%
Quantum Corp. 3.50% convertible notes 20152,4	$	4,900,000			4,826
HEALTH CARE — 0.02%
Savient Pharmaceuticals, Inc. 4.75% convertible notes 20182	$	3,400,000			4,003
TELECOMMUNICATION SERVICES — 0.01%
tw telecom inc. 2.375% convertible debentures 2026	$	1,600,000			1,910
CONSUMER DISCRETIONARY — 0.00%
Spot Runner, Inc., Series C, convertible preferred1,3,5		1,626,016			—
Total convertible securities (cost: $44,838,000)					53,301
	Principal amount
Bonds & notes — 0.02%		(000	)
FINANCIALS — 0.02%
CIT Group Inc., Term Loan 3, 6.25% 20156,7,8	$	3,191			3,247
Total bonds & notes (cost: $3,132,000)				$	3,247
Short-term securities — 6.28%
Freddie Mac 0.15%–0.23% due 8/8–11/17/2011	$	286,400			286,175
Commonwealth Bank of Australia 0.255%–0.26% due 5/17–6/14/20114		163,750			163,685
Fannie Mae 0.10%–0.17% due 5/4–5/24/2011		104,800			104,785
Jupiter Securitization Co., LLC 0.21% due 4/13–4/15/20114		93,000			92,993
Nordea North America, Inc. 0.215%–0.225% due 4/25–5/24/2011		85,700			85,679
KfW 0.24% due 6/2–6/7/20114		69,700			69,676
Private Export Funding Corp. 0.23% due 6/17/20114		67,600			67,573
Coca-Cola Co. 0.19% due 4/21/20114		64,400			64,393
Federal Home Loan Bank 0.125% due 6/15/2011		59,000			58,985
Toronto-Dominion Holdings USA Inc. 0.22% due 4/27/20114		50,000			49,992
PepsiCo Inc. 0.17% due 5/9/20114		50,000			49,991
European Investment Bank 0.25% due 6/24/2011		50,000			49,970
U.S. Treasury Bill 0.163% due 7/7/2011		46,900			46,887
Credit Suisse New York Branch 0.23% due 5/5/2011		41,700			41,691
Straight-A Funding LLC 0.25% due 4/12/20114		40,500			40,496
UBS Finance (Delaware) LLC 0.205% due 4/8/2011		34,500			34,498
Rabobank USA Financial Corp. 0.24% due 7/5/2011		28,200			28,182
Nestlé Finance International Ltd. 0.17% due 5/3/2011		27,300			27,296
Deutsche Bank Financial LLC 0.23% due 4/14/2011		20,900			20,898
Cisco Systems, Inc. 0.18% due 4/15/20114		14,500			14,499
Electricité de France 0.23% due 4/11/20114		12,200			12,199
Caisse d’Amortissement de la Dette Sociale 0.21% due 5/12/20114		10,600			10,597
Barclays U.S. Funding Corp. 0.10% due 4/1/2011		10,000			10,000
Total short-term securities (cost: $1,431,109,000)					1,431,140
Total investment securities (cost: $16,700,839,000)					22,747,752
Other assets less liabilities					26,328
Net assets				$	22,774,080

“Miscellaneous” securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.

1Security did not produce income during the last 12 months.

2Represents an affiliated company as defined under the Investment Company Act of 1940.

3Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities was $96,074,000, which represented .42% of the net assets of the fund.

4Acquired 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 $1,053,398,000, which represented 4.63% of the net assets of the fund.

5Acquired 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 and on the next page.

	Acquisition	Cost			Value			Percent of
	date(s)		(000	)		(000	)	net assets
First Southern Bancorp, Inc.	12/17/2009	$	28,378		$	15,924			.07	%
First Southern Bancorp, Inc., Series C, convertible preferred	12/17/2009		2,299			9,415			.04
Angie’s List, Inc., Series D	3/15/2011		20,000			20,000			.09
Value Creation Inc.	8/25/2005–9/1/2006		33,229			12,615			.06
First Michigan Bancorp, Inc.	4/28/2010	$	9,900		$	11,434			.05	%
Allied Medical Ltd.	8/26/2005­–11/15/2005		8			76			.00
HSW International, Inc.	12/17/2007		907			67			.00
Five Star Travel Corp.	12/17/2007		24			25			.00
Fontainebleau Resorts LLC, Class A, nonvoting units	10/5/2005–6/1/2007		21,500			—			.00
Spot Runner, Inc.	10/25/2006–3/20/2008		15,071			—			.00
Spot Runner, Inc., Series C, convertible preferred	10/25/2006		6,000			—			.00
Total restricted securities		$	137,316		$	69,556			.31	%

6Coupon rate may change periodically.

7Principal payments may be made periodically. Therefore, the effective maturity date may be earlier than the stated maturity date.

8Loan participations and assignments; may be subject to legal or contractual restrictions on resale. The total value of all such loans was $3,247,000, which represented .01% of the net assets of the fund.

Key to abbreviations

ADR = American Depositary Receipts

CDI = CREST Depository Interest

GDR = Global Depositary Receipts

CAD = Canadian dollars

GBP = British pounds

HKD = Hong Kong dollars

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

Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information is contained in the fund’s prospectus and summary 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-935-0511O-S25582

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.
(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.
(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

Date: May 31, 2011

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 31, 2011

By /s/ Jeffrey P. Regal

Jeffrey P. Regal, Treasurer and

Principal Financial Officer

Date: May 31, 2011