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: 811-32



                           Fundamental Investors, Inc.
               (Exact Name of Registrant as specified in charter)

                    P.O. Box 7650, One Market, Steuart Tower
                         San Francisco, California 94120
                    (Address of principal executive offices)




       Registrant's telephone number, including area code: (415) 421-9360

                   Date of fiscal year end: December 31, 2004

                     Date of reporting period: June 30, 2004





                                 Patrick F. Quan
                                    Secretary
                           Fundamental Investors, Inc.
                    P.O. Box 7650, One Market, Steuart Tower
                         San Francisco, California 94120
                     (name and address of agent for service)


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



ITEM 1 - Reports to Stockholders

[logo - American Funds(R)]

The right choice for the long term(R)

FUNDAMENTAL INVESTORS

[photo of an apartment building in the reflection of a mirrored glass office
building]

Semi-annual report for the six months ended June 30, 2004

Fundamental Investors(SM) seeks long-term growth of capital and income primarily
through investments in common stocks.

This fund is one of the 29 American  Funds,  the nation's  third-largest  mutual
fund  family.  For more than seven  decades,  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.

FIGURES  SHOWN ARE PAST  RESULTS  FOR CLASS A SHARES AND ARE NOT  PREDICTIVE  OF
RESULTS IN 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  THE  MOST  CURRENT   INFORMATION  AND  MONTH-END   RESULTS,   VISIT
AMERICANFUNDS.COM.  FUND RESULTS SHOWN, UNLESS OTHERWISE  INDICATED,  ARE AT NET
ASSET VALUE. IF A SALES CHARGE  (MAXIMUM  5.75%) HAD BEEN DEDUCTED,  THE RESULTS
WOULD HAVE BEEN LOWER.

Here are the  average  annual  total  returns  on a $1,000  investment  with all
distributions reinvested for periods ended June 30, 2004:


                                                                                                      
Class A shares                                                      1 year                5 years              10 years

Reflecting 5.75% maximum sales charge                               +16.82%               +1.20%                +11.85%


The fund's  30-day yield for Class A shares as of July 31, 2004,  calculated  in
accordance with the Securities and Exchange Commission  formula,  was 1.64%. The
fund's  distribution  rate for Class A shares as of that  date was  1.31%.  Both
reflect the 5.75% maximum sales charge. The SEC yield reflects the rate at which
the fund is earning  income on its current  portfolio  of  securities  while the
distribution  rate  reflects  the fund's past  dividends  paid to  shareholders.
Accordingly, the fund's SEC yield and distribution rate may differ.

Results  for other  share  classes can be found on page 4. Please see the inside
back cover for important information about other share classes.

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. Investing outside the United States is subject to additional risks, such
as  currency   fluctuations,   political   instability,   differing   securities
regulations  and  periods  of  illiquidity,  which are  detailed  in the  fund's
prospectus.

FELLOW SHAREHOLDERS:

[black and white photo of an apartment  building in the reflection of a mirrored
glass office building]

A recovering  world  economy meant equity  markets began 2004 with  considerable
momentum,  but a number of issues worried  investors and  ultimately  restrained
results.  For the six months ended June 30, 2004,  Fundamental  Investors gained
2.8% with distributions reinvested.

The fund's return was slightly ahead of the 2.2% gain in its category benchmark,
the Lipper  Large-Cap  Core Funds Index,  which measures funds that allow a wide
range of companies in their  portfolios.  The fund trailed the 3.5%  increase in
the Lipper  Large-Cap  Value  Funds  Index,  which  tracks  funds that invest in
companies that are undervalued within their industries.

The  unmanaged  Standard & Poor's 500 Composite  Index,  a broad measure of U.S.
stocks, gained 3.4%.

While  six-month   returns  were  muted,  a  look  at  the  table  below  offers
encouragement to long-term investors.  For the 12 months ended June 30, the fund
significantly  outpaced  all three of its  benchmarks,  just as it has done over
longer, more meaningful periods.

[Begin Sidebar] Results at a glance

Returns for periods ended June 30, 2004, with all distributions reinvested.

                                                                                                      
                                                      6 months          1 year          5 years(1)    10 years(1)    Lifetime(1)(2)

Fundamental Investors                                   +2.79%          +23.95%            +2.41%         +12.52%         +14.00%
Lipper Large-Cap Core Funds Index                       +2.24           +15.84             -2.53           +9.99           --3
Lipper Large-Cap Value Funds Index                      +3.49           +19.61             -0.25          +10.79          +12.98
Standard & Poor's
     500 Composite Index                                +3.44           +19.10             -2.20          +11.82          +13.35

(1) Average annual total return.
(2) Since Capital Research and Management Company began managing the fund on
    August 1, 1978.
(3) Index began on December 29, 1978.
The market indexes are unmanaged.


Also encouraging is Fundamental  Investors'  continuing  commitment to providing
shareholders   with  steady  quarterly   income.   The  fund's  return  includes
reinvestment of the 10-cents-a-share dividends paid in both February and May.

MARKETS COOL ON MIXED CONCERNS

Geopolitical  unrest  -- most  visible  in the  Madrid  train  bombings  and the
heightened  violence in Iraq -- helped keep  investors on the sidelines for much
of the six-month  period.  U.S. markets  reflected the hesitancy,  slipping from
mid-February highs and trading in a fairly narrow range for the remainder of the
period.

Market  lethargy  worsened when  officials in China,  worried that an overheated
economy  could mean  runaway  inflation,  took steps to moderate  growth.  Since
recent Chinese expansion has relied heavily on a variety of imported commodities
and  manufactured  goods,  the  prospect  of a slowdown  had a  chilling  effect
worldwide.

The United  States had  inflation  concerns  of its own,  and  investors  became
cautious when the Federal  Reserve began signaling that a period of rising rates
was in the offing. Rate-hike speculation was confirmed when, on the final day of
the fund's reporting period,  the Fed raised the federal funds rate by a quarter
of a percentage  point, to 1.25%, the first such increase in four years. The Fed
continued  down this  path  after the  close of the  reporting  period,  when it
increased the rate to 1.50% on August 10.

RESILIENCE AMID UNCERTAINTY

Despite this uncertain and difficult  environment,  the fund's  carefully chosen
portfolio pulled its returns into positive territory.

The fund's sizable oil and gas position benefited from both strong global demand
and oil prices that rose on threats to  supplies.  Gainers  included  Murphy Oil
(+12.9%), ConocoPhillips (+16.4%) and Norway's Norsk Hydro (+5.8%).

Aerospace and defense  stocks also  contributed  positively  to results.  Boeing
(+21.2%) and  Raytheon  (+19.1%),  both among the fund's top 10  holdings,  each
recorded large gains.  Shares of Northrop Grumman and General Dynamics rose 8.9%
and 9.9%,  respectively  -- though  United  Technologies  (-3.5%)  and  Canada's
Bombardier (-28.8%) finished in negative territory.

The fund's metals and mining holdings declined for the period.  Freeport-McMoRan
Copper & Gold  (-21.3%),  the  United  Kingdom's  Rio Tinto  (-12.6%)  and Alcoa
(-13.1%) all lost value. In spite of these negative  shorter term numbers,  this
segment of the fund's portfolio appreciated considerably for the 12 months ended
June 30, 2004.

BUILDING THE PORTFOLIO

In assembling  the fund's  holdings,  the  investment  professionals  who manage
Fundamental  Investors  rely on a method of  portfolio  management  known as the
multiple  portfolio  counselor  system.  This  system  divides  fund assets into
portions, each of which is independently managed -- within the fund's guidelines
- -- by one of the fund's five portfolio  counselors.  Research  analysts manage a
share as well. And though they all employ a research-driven,  company-by-company
approach to stock selection, no two have the exact same investment perspective.

For  Fundamental  Investors,  this approach has resulted in an actively  managed
portfolio of holdings  that looks  different  from that of the fund's  unmanaged
benchmark, the S&P 500.

A sampling of  industry  concentrations  underscores  the  distinction:  Whereas
energy stocks comprise 6.6% of the S&P, they are 12.1% of the fund's  portfolio;
financials  account  for  20.3%  of the  index,  but only  10.6%  of the  fund's
holdings; information technology stocks make up 17.2% of the S&P, but only 11.0%
of  Fundamental  Investors;  and while  stocks  of  companies  that  manufacture
industrial goods add up to 11.5% of the index, they are 14.2% of the fund.

Thanks in part to active portfolio  management,  Fundamental Investors has had a
long-term advantage over all its benchmarks,  as seen in the 5-year, 10-year and
lifetime results shown in this report.

CONCERNS MAY LINGER

Looking  ahead,  it's likely that the issues  confronting  investors  during the
reporting  period  will carry into the second  half of the fund's  fiscal  year.
Those  concerns,   taken  together  with  uncertainty   relating  to  November's
presidential  election  and the  environment  that might  result from  political
changes, call for a measured course.

In the coming months,  we will continue to seek out  opportunities for the fund,
mindful of possible pitfalls, but focused on potential benefits.

We thank you for your continuing commitment to long-term investing.

Cordially,

/s/ James F. Rothenberg             /s/ Dina N. Perry
James F. Rothenberg                 Dina N. Perry
Chairman                            President

August 16, 2004

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

OTHER SHARE CLASS RESULTS                                             unaudited


CLASS B, CLASS C, CLASS F AND CLASS 529

Figures  shown are past  results  and are not  predictive  of  results in 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 the most
current information and month-end results, visit americanfunds.com.


                                                                                                        
RETURNS FOR PERIODS ENDED JUNE 30, 2004
                                                                                              1 year          Life of class

CLASS B SHARES
Reflecting applicable contingent deferred sales
     charge (CDSC), maximum of 5%, payable only
     if shares are sold within six years of purchase                                          +18.00%            +0.14%(1)
Not reflecting CDSC                                                                           +23.00%            +0.56%(1)

CLASS C SHARES
Reflecting CDSC, maximum of 1%, payable only
     if shares are sold within one year of purchase                                           +21.90%            +1.74%(2)
Not reflecting CDSC                                                                           +22.90%            +1.74%(2)

CLASS F SHARES(3)
Not reflecting annual asset-based fee charged
     by sponsoring firm                                                                       +23.88%            +2.56%(2)

CLASS 529-A SHARES
Reflecting 5.75% maximum sales charge                                                         +16.77%            +3.48%(4)
Not reflecting maximum sales charge                                                           +23.90%            +6.10%(4)

CLASS 529-B SHARES
Reflecting applicable CDSC, maximum of 5%, payable
     only if shares are sold within six years of purchase                                     +17.76%            +4.35%(5)
Not reflecting CDSC                                                                           +22.76%            +5.93%(5)

CLASS 529-C SHARES
Reflecting CDSC, maximum of 1%, payable only if shares
     are sold within one year of purchase                                                     +21.77%            +5.18%(4)
Not reflecting CDSC                                                                           +22.77%            +5.18%(4)

CLASS 529-E SHARES(3)                                                                         +23.45%            +3.36%(6)

CLASS 529-F SHARES(3)
Not reflecting annual asset-based fee charged
     by sponsoring firm                                                                       +23.74%           +22.40%(7)

(1) Average annual total return from March 15, 2000, when Class B shares were
    first sold.
(2) Average annual total return from March 15, 2001, when Class C and Class F
    shares were first sold.
(3) These shares are sold without any initial or contingent deferred sales
    charge.
(4) Average annual total return from February 15, 2002, when Class 529-A and
    Class 529-C shares were first sold.
(5) Average annual total return from February 19, 2002, when Class 529-B shares
    were first sold.
(6) Average annual total return from March 7, 2002, when Class 529-E shares
    were first sold.
(7) Average annual total return from September 23, 2002, when Class 529-F
    shares were first sold.



INVESTMENT PORTFOLIO, June 30, 2004                                   unaudited


                                                               Percent of
INDUSTRY DIVERSIFICATION                                       Net Assets

[begin pie chart]
Oil & gas                                                           10.70
Aerospace & defense                                                  5.31
Metals & mining                                                      5.11
Pharmaceuticals                                                      4.70
Diversified telecommunication services                               4.69
Other industries                                                    62.69
Bonds & notes                                                        0.88
Cash & equivalents                                                   5.92
                                                                   100.00%
[end pie chart]



                                                               
                                                                  Percent
                                                                   of net
LARGEST EQUITY HOLDINGS                                            assets

Suncor Energy                                                        2.14
Dow Chemical                                                         2.04
Microsoft                                                            2.01
Time Warner                                                          1.91
Altria Group                                                         1.85
Deere                                                                1.76
Boeing                                                               1.70
Royal Dutch Petroleum                                                1.64
Norsk Hydro                                                          1.63
Raytheon                                                             1.54





                                                                                                           
                                                                                                 Shares or       Market value
EQUITY SECURITIES - 93.20%                                                                principal amount              (000)
(common and preferred stocks and convertible debentures)

OIL & GAS  -  10.70%
Suncor Energy Inc. (Canada)                                                                     18,451,444           $469,500
Royal Dutch Petroleum Co., New York registered (Netherlands)                                     6,950,000            359,106
Norsk Hydro ASA (Norway)                                                                         2,934,600            190,479
Norsk Hydro ASA (ADR)                                                                            2,559,000            167,487
LUKoil Holding (ADR) (Russia)                                                                    2,025,000            211,612
Shell Canada Ltd. (Canada)                                                                       3,273,200            157,930
Murphy Oil Corp.                                                                                 1,970,000            145,189
Exxon Mobil Corp.                                                                                3,000,000            133,230
Unocal Corp.                                                                                     1,900,000             72,200
Unocal Capital Trust 6.25% convertible preferred 2026                                              450,000             23,175
ChevronTexaco Corp.                                                                              1,000,000             94,110
ConocoPhillips                                                                                   1,200,000             91,548
Burlington Resources Inc.                                                                        2,000,000             72,360
Marathon Oil Corp.                                                                               1,525,000             57,706
Imperial Oil Ltd. (Canada)                                                                       1,189,266             55,681
Occidental Petroleum Corp.                                                                       1,000,000             48,410


AEROSPACE & DEFENSE  -  5.31%
Boeing Co.                                                                                       7,300,000            372,957
Raytheon Co.                                                                                     9,440,612            337,691
Northrop Grumman Corp.                                                                           2,300,000            123,510
Northrop Grumman Corp. 7.25% convertible preferred 2004                                            572,690 units       60,888
General Dynamics Corp.                                                                           1,772,900            176,049
United Technologies Corp.                                                                          650,000             59,462
Bombardier Inc., Class B (Canada)                                                                7,500,000             22,557
Lockheed Martin Corp.                                                                              248,200             12,926


METALS & MINING  -  5.11%
Noranda Inc. (Canada)                                                                           10,512,100            180,419
Alcoa Inc.                                                                                       5,373,800            177,497
BHP Billiton Ltd. (Australia)                                                                   17,995,030            156,572
Rio Tinto PLC (United Kingdom)                                                                   6,000,000            144,314
Freeport-McMoRan Copper & Gold Inc., Class B                                                     3,500,000            116,025
Freeport-McMoRan Copper & Gold Inc. 5.50% convertible preferred  (1)                                31,000             27,838
CONSOL Energy Inc.  (1)                                                                          3,700,000            133,200
Phelps Dodge Corp.  (2)                                                                            800,000             62,008
Massey Energy Co.                                                                                2,011,700             56,750
Inco Ltd. (Canada) (2)                                                                           1,632,300             56,412
BlueScope Steel Ltd. (Australia)                                                                 2,113,020              9,889


PHARMACEUTICALS  -  4.70%
AstraZeneca PLC (Sweden)                                                                         2,660,000            120,874
AstraZeneca PLC  (United Kingdom)                                                                2,000,000             89,752
AstraZeneca PLC (ADR)                                                                            1,676,266             76,505
Sanofi-Synthelabo (France)                                                                       3,350,000            212,339
Eli Lilly and Co.                                                                                2,850,000            199,243
Bristol-Myers Squibb Co.                                                                         4,350,000            106,575
Merck & Co., Inc.                                                                                1,700,000             80,750
Schering-Plough Corp.                                                                            3,900,000             72,072
Forest Laboratories, Inc.  (2)                                                                     700,000             39,641
Pfizer Inc                                                                                       1,000,000             34,280


DIVERSIFIED TELECOMMUNICATION SERVICES  -  4.69%
SBC Communications Inc.                                                                         13,050,000            316,462
Verizon Communications Inc.                                                                      5,515,000            199,588
Telefonica, SA (ADR) (Spain)                                                                     2,750,000            122,732
Telefonica, SA                                                                                   2,950,000             43,606
China Telecom Corp. Ltd., Class H (China)                                                      400,000,000            139,758
Telecom Italia SpA, nonvoting (Italy)                                                           34,200,000             75,518
Deutsche Telekom AG (Germany) (2)                                                                2,300,000             40,406
Deutsche Telekom International Finance BV 6.50% convertible bonds 2006                   Euro   12,000,000             16,771
Swisscom AG (Switzerland)                                                                          167,510             55,373
AT&T Corp.                                                                                         800,000             11,704
Sprint Corp. - FON Group                                                                           400,000              7,040


MEDIA  -  4.23%
Time Warner Inc.  (2)                                                                           23,815,000            418,668
News Corp. Ltd., preferred (ADR) (Australia)                                                     8,610,000            283,097
Comcast Corp., Class A  (2)                                                                      3,855,000            108,056
Comcast Corp., Class A, special nonvoting stock  (2)                                               500,000             13,805
Dow Jones & Co., Inc.                                                                            1,800,000             81,180
Interpublic Group of Companies, Inc. 1.87% convertible subordinated notes
   2006 (1)                                                                            $         8,168,000              7,678
Interpublic Group of Companies, Inc., Series A, 5.375% convertible
   preferred 2006                                                                                  115,300              5,884
Liberty Media Corp., Class A  (2)                                                                  915,000              8,226
Liberty Media International, Inc., Class A  (2)                                                     45,750              1,697
Antena 3 Television, SA (Spain) (2)                                                                  9,979                528


INSURANCE  -  3.84%
American International Group, Inc.                                                               3,800,000            270,864
XL Capital Ltd., Class A                                                                         1,825,000            137,714
Irish Life & Permanent PLC (Ireland)                                                             7,000,000            107,730
Genworth Financial, Inc. 6.00% convertible preferred 2007                                        2,190,000 units       62,546
Genworth Financial, Inc., Class A                                                                1,000,000             22,950
Allstate Corp.                                                                                   1,500,000             69,825
Willis Group Holdings Ltd.                                                                       1,800,000             67,410
Chubb Corp. 7.00% convertible preferred 2005                                                     1,200,000 units       33,240
Chubb Corp.                                                                                        300,000             20,454
Aon Corp.                                                                                        1,767,400             50,318


COMMERCIAL BANKS  -  3.84%
Bank of America Corp. (acquired FleetBoston Financial Corp.)                                     2,658,400            224,954
Allied Irish Banks, PLC (Ireland)                                                               12,519,483            193,436
Bank of Ireland (Ireland)                                                                       10,165,000            135,787
Cullen/Frost Bankers, Inc.                                                                       2,550,000            114,112
KeyCorp                                                                                          1,700,000             50,813
National Bank of Canada (Canada)                                                                 1,405,000             45,201
St. George Bank Ltd. (Australia)                                                                 2,450,279             37,466
Banco Popolare di Verona e Novara Scrl (Italy)                                                   2,000,000             34,357
Comerica Inc.                                                                                      124,000              6,805


MACHINERY  -  3.61%
Deere & Co.                                                                                      5,500,000            385,770
Caterpillar Inc.                                                                                 2,600,000            206,544
Parker Hannifin Corp.                                                                            2,800,000            166,488
Illinois Tool Works Inc.                                                                           357,200             34,252


CHEMICALS  -  3.31%
Dow Chemical Co.                                                                                10,986,700            447,159
E.I. du Pont de Nemours and Co.                                                                  3,550,000            157,691
Air Products and Chemicals, Inc.                                                                 1,600,000             83,920
Lyondell Chemical Co.                                                                            1,450,000             25,215
Potash Corp. of Saskatchewan Inc. (Canada)                                                          69,200              6,705
IMC Global Inc.                                                                                    449,400              6,022


INDUSTRIAL CONGLOMERATES  -  3.24%
General Electric Co.                                                                             9,500,000            307,800
3M Co.                                                                                           2,600,000            234,026
Tyco International Ltd.                                                                          5,125,000            169,842


MULTI-UTILITIES & UNREGULATED POWER  -  2.79%
Dominion Resources, Inc.                                                                         4,590,000            289,537
Duke Energy Corp.                                                                                7,275,000            147,610
Questar Corp.                                                                                    3,000,000            115,920
Public Service Enterprise Group Inc.                                                             1,480,000             59,244


SPECIALTY RETAIL  -  2.45%
Lowe's Companies, Inc.                                                                           5,524,900            290,333
Limited Brands, Inc.                                                                            13,200,000            246,840


PAPER & FOREST PRODUCTS  -  2.44%
International Paper Co.                                                                          5,275,000            235,793
Weyerhaeuser Co.                                                                                 2,883,000            181,975
Oji Paper Co., Ltd. (Japan)                                                                      6,500,000             41,617
Bowater Inc.                                                                                       700,000             29,113
Georgia-Pacific Corp., Georgia-Pacific Group                                                       698,640             25,836
Norske Skogindustrier ASA, Class A (Norway)                                                      1,140,000             20,285


SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT  -  2.42%
Texas Instruments Inc.                                                                          11,463,024            277,176
Intersil Corp., Class A                                                                          5,475,000            118,588
Advanced Micro Devices, Inc. 4.75% convertible debentures 2022 (3)                       $      24,050,000             24,531
Advanced Micro Devices, Inc.  (2)                                                                1,500,000             23,850
Maxim Integrated Products, Inc.                                                                    900,939             47,227
Linear Technology Corp.                                                                            750,000             29,602
ASML Holding NV 5.50% convertible notes 2010 (Netherlands)                               Euro    6,000,000              9,508


FOOD PRODUCTS  -  2.32%
Unilever NV, New York registered (Netherlands)                                                   4,100,000            280,891
ConAgra Foods, Inc.                                                                              3,100,000             83,948
Sara Lee Corp.                                                                                   3,375,000             77,591
General Mills, Inc.                                                                              1,404,200             66,742


SOFTWARE  -  2.01%
Microsoft Corp.                                                                                 15,465,000            441,680


ELECTRONIC EQUIPMENT & INSTRUMENTS  -  1.89%
Agilent Technologies, Inc.  (2)                                                                  4,000,000            117,120
Agilent Technologies, Inc. 3.00% convertible debentures 2021 (3)                         $      15,074,000             15,941
Agilent Technologies, Inc. 3.00% convertible debentures 2021 (1)  (3)                    $      10,370,000             10,966
Hitachi, Ltd. (Japan)                                                                           20,000,000            137,382
Sanmina Corp. 0% convertible subordinated debentures 2020                                $     166,000,000             86,943
SCI Systems, Inc. 3.00% convertible subordinated debentures 2007                         $       7,500,000              7,050
Solectron Corp.  (2)                                                                             3,529,040             22,833
Murata Manufacturing Co., Ltd. (Japan)                                                             300,000             17,068


TOBACCO  -  1.85%
Altria Group, Inc.                                                                               8,114,800            406,146


COMPUTERS & PERIPHERALS  -  1.66%
International Business Machines Corp.                                                            2,225,000            196,134
Sun Microsystems, Inc.  (2)                                                                     24,000,000            104,160
Hewlett-Packard Co.                                                                              3,000,000             63,300


COMMUNICATIONS EQUIPMENT  -  1.61%
Motorola, Inc.                                                                                   7,000,000            127,750
Motorola, Inc. 7.00% convertible preferred 2004                                                    800,000 units       39,504
Cisco Systems, Inc.  (2)                                                                         7,000,000            165,900
Corning Inc.  (2)                                                                                1,520,000             19,851


IT SERVICES  -  1.44%
Automatic Data Processing, Inc.                                                                  4,400,000            184,272
Sabre Holdings Corp., Class A                                                                    2,645,304             73,301
Electronic Data Systems Corp.                                                                    1,635,702             31,324
Ceridian Corp.  (2)                                                                              1,200,000             27,000


ENERGY EQUIPMENT & SERVICES  -  1.42%
Halliburton Co.                                                                                  5,600,000            169,456
Baker Hughes Inc.                                                                                3,800,000            143,070


MULTILINE RETAIL  -  1.32%
Target Corp.                                                                                     4,890,000            207,678
May Department Stores Co.                                                                        3,000,000             82,470


CAPITAL MARKETS  -  1.26%
J.P. Morgan Chase & Co.                                                                          7,150,000            277,206


THRIFTS & MORTGAGE FINANCE  -  1.19%
Fannie Mae                                                                                       2,967,800            211,782
Independence Community Bank Corp.                                                                1,366,000             49,722


BEVERAGES  -  1.16%
Anheuser-Busch Companies, Inc.                                                                   2,900,000            156,600
PepsiCo, Inc.                                                                                    1,800,000             96,984


ELECTRIC UTILITIES  -  1.14%
DTE Energy Co.                                                                                   1,606,900             65,144
American Electric Power Co., Inc.                                                                1,902,100             60,867
Pinnacle West Capital Corp.                                                                      1,000,000             40,390
FPL Group, Inc.                                                                                    525,000             33,574
E.ON AG (Germany)                                                                                  300,000             21,643
FirstEnergy Corp.                                                                                  569,200             21,294
Entergy Corp.                                                                                      150,000              8,402


AUTOMOBILES  -  0.93%
Toyota Motor Corp. (Japan)                                                                       3,000,000            121,284
General Motors Corp.                                                                             1,800,000             83,862


ROAD & RAIL  -  0.88%
Union Pacific Corp.                                                                              2,000,000            118,900
Burlington Northern Santa Fe Corp.                                                               2,100,000             73,647


CONTAINERS & PACKAGING  -  0.87%
Temple-Inland Inc.                                                                               2,750,000            190,438


FOOD & STAPLES RETAILING  -  0.73%
Walgreen Co.                                                                                     3,845,000            139,227
SYSCO Corp.                                                                                        600,000             21,522


ELECTRICAL EQUIPMENT  -  0.64%
Emerson Electric Co.                                                                             2,200,000            139,810


AUTO COMPONENTS  -  0.59%
Magna International Inc., Class A (Canada)                                                       1,000,000             85,170
Dana Corp.                                                                                       2,215,300             43,420


WIRELESS TELECOMMUNICATION SERVICES  -  0.58%
KDDI Corp. (Japan)                                                                                  20,000            114,150
Vodafone Group PLC (United Kingdom)                                                              5,850,000             12,813


HEALTH CARE PROVIDERS & SERVICES  -  0.49%
CIGNA Corp.                                                                                        725,000             49,887
HCA Inc.                                                                                         1,000,000             41,590
Aetna Inc.                                                                                         196,000             16,660


REAL ESTATE  -  0.47%
Equity Residential                                                                               3,000,000             89,190
MI Developments Inc., Class A (Canada)                                                             500,000             13,500


GAS UTILITIES  -  0.36%
KeySpan Corp.                                                                                    1,584,000             58,133
Tokyo Gas Co., Ltd. (Japan)                                                                      6,025,000             21,327


HOUSEHOLD PRODUCTS  -  0.30%
Procter & Gamble Co.                                                                             1,200,000             65,328


OTHER  -  0.92%
Allied Waste Industries, Inc.  (2)                                                               2,000,000             26,360
Allied Waste Industries, Inc., Series C, 6.25% convertible preferred 2006                          360,000             25,661
Amgen Inc.  (2)                                                                                    500,000             27,285
Continental Airlines, Inc., Class B  (2)                                                         2,300,000             26,151
Southwest Airlines Co.                                                                           1,500,000             25,155
Starbucks Corp.  (2)                                                                               545,000             23,697
Fairmont Hotels & Resorts Inc. (Canada)                                                            750,000             20,213
Avon Products, Inc.                                                                                340,000             15,688
InterActiveCorp  (2)                                                                               456,000             13,744


MISCELLANEOUS  -  2.49%
Other equity securities in initial period of acquisition                                                              545,415


TOTAL EQUITY SECURITIES (cost: $17,382,529,000)                                                                    20,458,802




                                                                                          Principal amount       Market value
BONDS & NOTES - 0.88%                                                                                (000)              (000)

AIRLINES  -  0.64%
Northwest Airlines, Inc.:
 8.875% 2006                                                                             $          58,185             49,748
 7.625% 2005                                                                                        37,860             37,292
 9.875% 2007                                                                                        15,335             12,191
 7.875% 2008                                                                                        16,566             11,762
Continental Airlines, Inc. 8.00% 2005                                                               28,600             25,383
Delta Air Lines, Inc., Series 1993-A2, 10.50% 2016 (4)                                              11,500              4,370


MEDIA  -  0.24%
Charter Communications, Inc. 8.25% 2007                                                             50,000             46,000
Time Warner Inc. 10.15% 2012                                                                         6,000              7,651



TOTAL BONDS & NOTES (cost: $201,739,000)                                                                              194,397




                                                                                          Principal amount       Market value
SHORT-TERM SECURITIES - 5.78%                                                                        (000)              (000)

CORPORATE SHORT-TERM NOTES  -  4.85%
Procter & Gamble Co. 1.05%-1.20% due 7/6-8/31/2004 (1)                                   $         100,000             99,890
Receivables Capital Co., LLC 1.08%-1.21% due 7/13-8/13/2004 (1)                                     73,400             73,350
Bank of America Corp. 1.08% due 8/6/2004                                                            25,000             24,969
Clipper Receivables Company, LLC 1.07%-1.30% due 7/19-7/23/2004 (1)                                 94,500             94,437
CAFCO, LLC 1.10%-1.19% due 7/16-8/5/2004 (1)                                                        84,800             84,730
Three Pillars Funding, LLC 1.06%-1.07% due 7/1/2004 (1)                                             80,000             79,998
IBM Credit Corp. 1.06%-1.07% due 7/26-8/2/2004                                                      75,000             74,935
DuPont (E.I.) de Nemours & Co. 1.09%-1.25% due 7/22-8/18/2004                                       75,000             74,924
Pfizer Inc 1.05%-1.27% due 7/19-8/24/2004 (1)                                                       73,500             73,402
Variable Funding Capital Corp. 1.07%-1.27% due 7/9-8/13/2004 (1)                                    66,500             66,429
Edison Asset Securitization LLC 1.06%-1.10% due 7/8-8/9/2004 (1)                                    63,602             63,549
Coca-Cola Co. 1.03%-1.24% due 7/6-8/17/2004                                                         60,000             59,952
Park Avenue Receivables Corp., LLC 1.26% due 7/28/2004 (1)                                          50,000             49,951
Netjets Inc. 1.18%-1.25% due 8/20-8/25/2004 (1)                                                     50,000             49,902
Private Export Funding Corp. 1.03% due 7/7/2004 (1)                                                 35,000             34,993
Eli Lilly and Co. 1.32% due 10/1/2004 (1)                                                           35,000             34,861
Harley-Davidson Funding Corp. 1.05%-1.16% due 7/16-7/29/2004 (1)                                    25,000             24,984


FEDERAL AGENCY DISCOUNT NOTES  -  0.48%
Federal Farm Credit Banks 1.24% due 9/8/2004                                                        50,000             49,861
International Bank for Reconstruction and Development 1.02% due 7/14/2004                           30,000             29,988
Fannie Mae 1.37% due 9/8/2004                                                                       25,000             24,933


U.S. TREASURIES  -  0.45%
U.S. Treasury Bills 0.915%-1.15% due 7/15-8/26/2004                                                 99,200             99,073



TOTAL SHORT-TERM SECURITIES (cost: $1,269,187,000)                                                                  1,269,111


TOTAL INVESTMENT SECURITIES (cost: $18,853,455,000)                                                                21,922,310
OTHER ASSETS LESS LIABILITIES                                                                                          30,424

NET ASSETS                                                                                                        $21,952,734

(1)  Purchased  in a private  placement  transaction;  resale  may be limited to
     qualified   institutional   buyers;   resale  to  the  public  may  require
     registration.
(2)  Security did not produce income during the last 12 months.
(3)  Coupon rate may change periodically.
(4)  Pass-through security backed by a pool of mortgages or other loans on which
     principal payments are periodically made. Therefore, the effective maturity
     is shorter than the stated maturity.

ADR = American Depositary Receipts

See Notes to Financial Statements




EQUITY SECURITIES APPEARING IN THE PORTFOLIO SINCE DECEMBER 31, 2003:
Advanced Micro Devices
Aetna
Banco Popolare di Verona e Novara
ConAgra Foods
Fairmont Hotels & Resorts
FPL Group
Genworth Financial
IMC Global
Intersil
KDDI
Liberty Media International
Marathon Oil
Noranda
Occidental Petroleum
Pinnacle West Capital
Procter & Gamble
Starbucks
Tokyo Gas
Willis Group Holdings


EQUITY SECURITIES ELIMINATED FROM THE PORTFOLIO SINCE DECEMBER 31, 2003:
21st Century Insurance
Arch Coal
Coca-Cola
Colgate-Palmolive
Constellation Energy Group
Eaton
El Paso
H.J. Heinz
Honeywell International
Kraft Foods
NEC
NiSource
Shin-Etsu Chemical
St. Paul Companies
TXU
United Parcel Service
UnitedGlobalCom



FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES                                   unaudited
at June 30, 2004                              (dollars and shares in thousands,
                                                      except per-share amounts)


                                                                                                        
ASSETS:
 Investment securities at market (cost: $18,853,455)                                                          $21,922,310
 Cash                                                                                                               2,877
 Receivables for:
  Sales of investments                                                               18,828
  Sales of fund's shares                                                             21,153
  Dividends and interest                                                             41,349                        81,330
                                                                                                               22,006,517
LIABILITIES:
 Payables for:
  Purchases of investments                                                           26,002
  Repurchases of fund's shares                                                       15,015
  Investment advisory services                                                        4,792
  Services provided by affiliates                                                     6,790
  Deferred Directors' compensation                                                    1,036
  Other fees and expenses                                                               148                        53,783
NET ASSETS AT JUNE 30, 2004                                                                                   $21,952,734

NET ASSETS CONSIST OF:
 Capital paid in on shares of capital stock                                                                   $19,617,089
 Undistributed net investment income                                                                              118,114
 Accumulated net realized loss                                                                                   (851,364)
 Net unrealized appreciation                                                                                    3,068,895
NET ASSETS AT JUNE 30, 2004                                                                                   $21,952,734



TOTAL AUTHORIZED CAPITAL STOCK - 1,000,000 SHARES, $1.00 PAR VALUE
   (745,509 TOTAL SHARES OUTSTANDING)


                                                                                                    
                                                                                           Shares                Net asset value
                                                             Net assets               outstanding            value per share (1)
Class A                                                      $19,669,489                  667,867                        $29.45
Class B                                                          875,190                   29,770                         29.40
Class C                                                          472,807                   16,096                         29.37
Class F                                                          401,743                   13,646                         29.44
Class 529-A                                                      112,788                    3,832                         29.44
Class 529-B                                                       23,218                      789                         29.43
Class 529-C                                                       35,587                    1,209                         29.43
Class 529-E                                                        5,700                      194                         29.43
Class 529-F                                                        1,595                       54                         29.42
Class R-1                                                          4,583                      156                         29.39
Class R-2                                                         69,920                    2,380                         29.37
Class R-3                                                         92,623                    3,149                         29.42
Class R-4                                                         68,016                    2,312                         29.42
Class R-5                                                        119,475                    4,055                         29.46
(1) Maximum offering price and redemption price per share were equal to the net
    asset value per share for all share classes, except for classes A and
    529-A, for which the maximum offering prices per share were $31.25 and
    $31.24, respectively.

See Notes to Financial Statements



STATEMENT OF OPERATIONS                                              unaudited
for the six months ended June 30, 2004                  (dollars in thousands)


                                                                                                               
INVESTMENT INCOME:
 Income:
  Dividends (net of non-U.S. withholding
            tax of $8,674)                                                             $240,380
  Interest                                                                               30,296                      $270,676

 Fees and expenses:
  Investment advisory services                                                           28,999
  Distribution services                                                                  31,878
  Transfer agent services                                                                 9,908
  Administrative services                                                                 1,340
  Reports to shareholders                                                                   539
  Registration statement and prospectus                                                     362
  Postage, stationery and supplies                                                        1,158
  Directors' compensation                                                                   168
  Auditing and legal                                                                         63
  Custodian                                                                                 667
  State and local taxes                                                                       1
  Other                                                                                      78
  Total expenses before reimbursement                                                    75,161
   Reimbursement of expenses                                                                 95                        75,066
 Net investment income                                                                                                195,610

NET REALIZED GAIN AND UNREALIZED
 DEPRECIATION ON INVESTMENTS
 AND NON-U.S. CURRENCY:
 Net realized gain (loss) on:
  Investments                                                                           579,064
  Non-U.S. currency transactions                                                         (1,404)                      577,660
 Net unrealized depreciation on:
  Investments                                                                          (187,354)
  Non-U.S. currency translations                                                           (250)                     (187,604)
   Net realized gain and
    unrealized depreciation
    on investments and non-U.S. currency                                                                              390,056
NET INCREASE IN NET ASSETS RESULTING
 FROM OPERATIONS                                                                                                     $585,666


See Notes to Financial Statements






STATEMENT OF CHANGES IN NET ASSETS                       (dollars in thousands)


                                                                                                              
                                                                                               Six months             Year ended
                                                                                           ended June 30,           December 31,
                                                                                                    2004*                   2003
OPERATIONS:
 Net investment income                                                                           $195,610               $358,360
 Net realized gain (loss) on investments and
  non-U.S. currency transactions                                                                  577,660               (603,496)
 Net unrealized (depreciation) appreciation
  on investments and non-U.S. currency translations                                              (187,604)             5,356,683
  Net increase in net assets
   resulting from operations                                                                      585,666              5,111,547

DIVIDENDS PAID TO SHAREHOLDERS FROM NET INVESTMENT INCOME AND CURRENCY GAINS                     (142,496)              (283,809)

CAPITAL SHARE TRANSACTIONS                                                                        325,527                (69,713)

TOTAL INCREASE IN NET ASSETS                                                                      768,697              4,758,025

NET ASSETS:
 Beginning of period                                                                           21,184,037             16,426,012
 End of period (including undistributed
  net investment income: $118,114 and $65,000,
  respectively)                                                                               $21,952,734            $21,184,037

*Unaudited

See Notes to Financial Statements




NOTES TO FINANCIAL STATEMENTS                                         unaudited


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION - Fundamental Investors,  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 and income primarily through
investments in common stocks.

The fund offers 14 share classes  consisting of four retail share classes,  five
CollegeAmerica  savings  plan  share  classes  and five  retirement  plan  share
classes.  The CollegeAmerica  savings plan share classes (529-A,  529-B,  529-C,
529-E and  529-F) are  sponsored  by the  Commonwealth  of  Virginia  and can be
utilized to save for college  education.  The five retirement plan share classes
(R-1, R-2, R-3, R-4 and R-5) are sold without any sales charges and do not carry
any conversion rights. The fund's share classes are described below:


                                                                 
- ---------------------------------------------------------------------------------------------------------
      Share class       Initial sales charge  Contingent deferred sales   Conversion feature
                                               charge upon redemption
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
  Classes A and 529-A       Up to 5.75%         None (except 1% for                 None
                                                certain redemptions
                                                 within one year of
                                                purchase without an
                                               initial sales charge)
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
  Classes B and 529-B           None          Declines from 5% to zero   Classes B and 529-B convert to
                                               for redemptions within         classes A and 529-A,
                                               six years of purchase    respectively, after eight years
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
        Class C                 None         1% for redemptions within    Class C converts to Class F
                                                one year of purchase             after 10 years
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
      Class 529-C               None         1% for redemptions within                None
                                                one year of purchase
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
      Class 529-E               None                    None                          None
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
  Classes F and 529-F           None                    None                          None
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
Classes R-1, R-2, R-3,          None                    None                          None
      R-4 and R-5
- ---------------------------------------------------------------------------------------------------------



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

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

          SECURITY  VALUATION  - Equity  securities  are 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 are valued at prices obtained from an
          independent pricing service, when such prices are available.  However,
          where the investment  adviser deems it  appropriate,  such  securities
          will be valued at the mean  quoted  bid and asked  prices or at prices
          for securities of comparable  maturity,  quality and type.  Short-term
          securities maturing within 60 days are valued at amortized cost, which
          approximates  market  value.  The  ability of the  issuers of the debt
          securities held by the fund to meet their  obligations may be affected
          by  economic  developments  in a specific  industry,  state or region.
          Securities and other assets for which representative market quotations
          are not readily  available are fair valued as determined in good faith
          by authority of the fund's Board of Directors.  Various factors may be
          reviewed in order to make a good faith  determination  of a security's
          fair value.  These factors  include,  but are not limited to, the type
          and cost of the security;  contractual or legal restrictions on resale
          of the security;  relevant  financial or business  developments of the
          issuer;  actively traded similar or related securities;  conversion or
          exchange   rights  on  the  security;   related   corporate   actions;
          significant  events  occurring  after  the  close  of  trading  in the
          security; and changes in overall market conditions.

          SECURITY   TRANSACTIONS  AND  RELATED  INVESTMENT  INCOME  -  Security
          transactions  are  recorded  by the fund as of the date the trades are
          executed  with  brokers.  Realized  gains  and  losses  from  security
          transactions are determined  based on the specific  identified cost of
          the securities.  Dividend income is recognized on the ex-dividend date
          and  interest  income  is  recognized  on  an  accrual  basis.  Market
          discounts,  premiums and  original  issue  discounts  on  fixed-income
          securities are amortized daily over the expected life of the security.

          CLASS   ALLOCATIONS   -  Income,   fees  and   expenses   (other  than
          class-specific  fees and expenses) 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.

          NON-U.S.  CURRENCY  TRANSLATION  - Assets and  liabilities,  including
          investment   securities,   denominated  in  non-U.S.   currencies  are
          translated  into U.S.  dollars at the exchange  rates in effect at the
          end of  the  reporting  period.  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.  In  the
          accompanying financial statements,  the effects of changes in non-U.S.
          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
          non-U.S. currencies are disclosed separately.

2.  NON-U.S. INVESTMENTS

INVESTMENT  RISK - The risks of investing in securities of non-U.S.  issuers may
include,  but are not  limited to,  investment  and  repatriation  restrictions;
revaluation of currencies;  adverse political, social and economic developments;
government involvement in the private sector; limited and less reliable investor
information;  lack of  liquidity;  certain  local  tax law  considerations;  and
limited regulation of the securities markets.

TAXATION - Dividend and interest income is recorded net of non-U.S. taxes paid.

3.  FEDERAL INCOME TAXATION AND DISTRIBUTIONS

The fund  complies  with the  requirements  under  Subchapter  M of the Internal
Revenue Code applicable to mutual funds and intends to distribute  substantially
all of its net taxable  income and net capital gains each year.  The fund is not
subject to income taxes to the extent such distributions are made.

DISTRIBUTIONS - Distributions  paid to shareholders  are based on net investment
income and net realized gains  determined on a tax basis,  which may differ from
net investment income and net realized gains for financial  reporting  purposes.
These  differences  are due  primarily to differing  treatment for items such as
non-U.S. currency gains and losses; short-term capital gains and losses; capital
losses  related  to sales of  securities  within 30 days of  purchase;  deferred
expenses;  cost of investments sold; and net capital losses.  The fiscal year in
which  amounts  are  distributed  may  differ  from the  year in  which  the net
investment  income and net realized  gains are recorded by the fund.  As of June
30, 2004, the cost of investment  securities for federal income tax purposes was
$18,865,729,000.

As of June 30, 2004,  the  components of  distributable  earnings on a tax basis
were as follows:


                                                                                            
                                                                                               (dollars in thousands)
Undistributed net investment income and currency gains                                                 $      119,290
Accumulated short-term capital losses                                                                      (1,237,673)
Undistributed long-term capital gains                                                                         398,442
Gross unrealized appreciation on investment securities                                                      3,892,140
Gross unrealized depreciation on investment securities                                                      (835,559)


At the  beginning  of the period,  the fund had capital  loss  carryforwards  of
$95,779,000,  $577,387,000  and  $740,962,000  expiring in 2009,  2010 and 2011,
respectively.  The capital loss carryforwards will be used to offset any capital
gains  realized by the fund in the current year or in future  years  through the
expiration dates.  During the six months ended June 30, 2004, the fund realized,
on a tax  basis,  a net  capital  gain of  $574,897,000.  The fund will not make
distributions from capital gains while capital loss carryforwards remain.

Tax basis  distributions  paid to  shareholders  from net investment  income and
currency gains were as follows (dollars in thousands):



                                                                                     
Share class                                        Six months ended June 30, 2004          Year ended December 31, 2003
Class A                                                                 $ 133,502                             $ 267,613
Class B                                                                     2,657                                 6,070
Class C                                                                     1,241                                 2,626
Class F                                                                     2,390                                 3,841
Class 529-A                                                                   656                                   962
Class 529-B                                                                    46                                    89
Class 529-C                                                                    72                                   127
Class 529-E                                                                    25                                    35
Class 529-F                                                                     9                                     8
Class R-1                                                                       8                                     7
Class R-2                                                                     174                                   213
Class R-3                                                                     380                                   477
Class R-4                                                                     388                                   415
Class R-5                                                                     948                                 1,326
Total                                                                   $ 142,496                             $ 283,809



4.  FEES AND TRANSACTIONS WITH RELATED PARTIES

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

INVESTMENT  ADVISORY  SERVICES - The Investment  Advisory and Service  Agreement
with CRMC  provides  for monthly  fees accrued  daily.  At the  beginning of the
period,  these fees were based on a declining  series of annual rates  beginning
with 0.390% on the first $1 billion of daily net assets and decreasing to 0.246%
on such  assets in excess of $27  billion.  The Board of  Directors  approved an
amended agreement  effective June 1, 2004, reducing the existing annual rates to
0.245%  from  0.248% on daily  net  assets  in  excess  of $21  billion  but not
exceeding  $27  billion  and 0.240%  from 0.246% on such assets in excess of $27
billion.  For the six  months  ended  June 30,  2004,  the  investment  advisory
services fee was  $28,999,000,  which was  equivalent to an  annualized  rate of
0.270% of average daily net assets.

CLASS-SPECIFIC  FEES AND  EXPENSES - Expenses  that are  specific to  individual
share classes are accrued  directly to the respective share class. The principal
class-specific fees and expenses are described below:

          DISTRIBUTION SERVICES - The fund has adopted plans of distribution for
          all share  classes,  except Class R-5.  Under the plans,  the Board of
          Directors  approves  certain  categories  of expenses that are used to
          finance  activities  primarily intended to sell fund shares. The plans
          provide for annual  expenses,  based on a percentage  of average daily
          net  assets,  ranging  from  0.25% to 1.00% as noted on the  following
          page.  In some cases,  the Board of  Directors  has  approved  expense
          amounts lower than plan limits.  All share classes may use up to 0.25%
          of average daily net assets to pay service fees, or to compensate  AFD
          for paying  service fees,  to firms that have entered into  agreements
          with AFD for  providing  certain  shareholder  services.  Expenses  in
          excess  of  these  amounts,  up to  approved  limits,  may be  used to
          compensate dealers and wholesalers for shares sold.

          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.  Each class reimburses AFD
          for amounts billed within the prior 15 months,  but only to the extent
          that the overall annual expense limit of 0.25% is not exceeded.  As of
          June  30,  2004,  there  were  no  unreimbursed  expenses  subject  to
          reimbursement for classes A and 529-A.

        
                                                                                  
         ------------------------------------------------ ----------------------------- -----------------------------
         Share class                                       Currently approved limits            Plan limits
         ------------------------------------------------ ----------------------------- -----------------------------
         ------------------------------------------------ ----------------------------- -----------------------------
         Class A                                                     0.25%                         0.25%
         ------------------------------------------------ ----------------------------- -----------------------------
         ------------------------------------------------ ----------------------------- -----------------------------
         Class 529-A                                                  0.25                          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, 529-F and R-4                                     0.25                          0.50
         ------------------------------------------------ ----------------------------- -----------------------------
        

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

          ADMINISTRATIVE  SERVICES  - The  fund has an  administrative  services
          agreement  with CRMC to  provide  transfer  agent  and  other  related
          shareholder  services  for all classes of shares  other than classes A
          and B. Each  relevant  class pays CRMC annual fees of 0.15% (0.10% for
          Class R-5) based on its  respective  average  daily net  assets.  Each
          relevant 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.  During the six months ended
          June 30, 2004, CRMC voluntarily  agreed to pay a portion of these fees
          for  classes  R-1 and R-2.  Each 529  share  class  is  subject  to an
          additional  annual  administrative   services  fee  of  0.10%  of  its
          respective  average  daily  net  assets;  this fee is  payable  to the
          Commonwealth  of Virginia for the  maintenance  of the  CollegeAmerica
          plan. Although these amounts are included with administrative services
          fees in the  accompanying  financial  statements,  the Commonwealth of
          Virginia is not  considered a related party.  Administrative  services
          fees are presented gross of any payments made by CRMC.

          Expenses under the  agreements  described on the previous page for the
          six  months  ended  June  30,  2004,  were  as  follows   (dollars  in
          thousands):

        
                                                                                     
         --------------------------------------------------------------------------------------------------------------
           Share class    Distribution    Transfer agent                     Administrative services
                            services         services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
                                                                  CRMC          Transfer agent      Commonwealth of
                                                             administrative        services             Virginia
                                                                services                             administrative
                                                                                                        services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class A         $24,090          $9,459         Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class B          4,259             449          Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class C          2,213          Included             $332                $63            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class F           445           Included              267                 26            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-A          91           Included              75                  8                  $50
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-B         104           Included              16                  5                   10
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-C         156           Included              23                  6                   16
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-E          13           Included               4                  -*                   3
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-F          2            Included               1                  -*                   1
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-1           17           Included               2                  2             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-2          218           Included              44                 172            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-3          197           Included              59                  52            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-4           73           Included              44                  -*            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-5    Not applicable      Included              58                  1             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
              Total          $31,878          $9,908              $925               $335                 $80
         --------------------------------------------------------------------------------------------------------------
         * Amount less than one thousand.
        

DEFERRED   DIRECTORS'   COMPENSATION  -  Since  the  adoption  of  the  deferred
compensation plan in 1993, Directors who are unaffiliated with CRMC may elect to
defer the cash  payment  of part or all of their  compensation.  These  deferred
amounts,  which remain as liabilities of the fund, are treated as if invested in
shares of the fund or other American  Funds.  These amounts  represent  general,
unsecured liabilities of the fund and vary according to the total returns of the
selected funds. Directors' compensation in the accompanying financial statements
includes  $93,000 in current fees  (either  paid in cash or deferred)  and a net
increase of $75,000 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.

5. CAPITAL SHARE TRANSACTIONS

Capital share  transactions  in the fund were as follows  (dollars and shares in
thousands):


                                                                                                         
Share class                                                          Sales(1)                     Reinvestments of dividends
                                                                Amount       Shares                  Amount          Shares
SIX MONTHS ENDED JUNE 30, 2004
Class A                                                    $ 1,146,914       39,330               $ 125,906           4,381
Class B                                                         61,560        2,112                   2,564              89
Class C                                                         77,585        2,667                   1,190              42
Class F                                                        119,635        4,104                   2,102              73
Class 529-A                                                     24,416          839                     656              23
Class 529-B                                                      4,376          150                      46               2
Class 529-C                                                      8,771          301                      72               3
Class 529-E                                                      1,182           41                      25               1
Class 529-F                                                        488           17                       9              -*
Class R-1                                                        2,919          101                       8              -*
Class R-2                                                       30,309        1,042                     174               6
Class R-3                                                       35,737        1,228                     380              13
Class R-4                                                       24,859          856                     388              14
Class R-5                                                       13,157          450                     827              29
Total net increase
   (decrease)                                              $ 1,551,908       53,238               $ 134,347           4,676

YEAR ENDED DECEMBER 31, 2003
Class A                                                    $ 1,760,807       73,050               $ 252,281          10,556
Class B                                                        106,466        4,450                   5,861             248
Class C                                                        103,912        4,277                   2,524             106
Class F                                                        105,565        4,359                   3,347             139
Class 529-A                                                     32,444        1,333                     962              40
Class 529-B                                                      7,209          297                      89               4
Class 529-C                                                     11,156          458                     127               5
Class 529-E                                                      2,001           83                      35               1
Class 529-F                                                        730           30                       8              -*
Class R-1                                                        2,361           97                       7              -*
Class R-2                                                       37,622        1,581                     213               9
Class R-3                                                       57,216        2,436                     461              19
Class R-4                                                       35,621        1,487                     415              17
Class R-5                                                       42,345        1,675                   1,097              45
Total net increase
   (decrease)                                              $ 2,305,455       95,613               $ 267,427          11,189




Share class                                                       Repurchases(1)                     Net increase (decrease)
                                                                Amount       Shares                  Amount          Shares
SIX MONTHS ENDED JUNE 30, 2004
Class A                                                   $ (1,214,525)     (41,734)               $ 58,295           1,977
Class B                                                        (42,743)      (1,470)                 21,381             731
Class C                                                        (28,538)        (984)                 50,237           1,725
Class F                                                        (37,854)      (1,302)                 83,883           2,875
Class 529-A                                                     (2,429)         (84)                 22,643             778
Class 529-B                                                       (279)         (10)                  4,143             142
Class 529-C                                                       (690)         (24)                  8,153             280
Class 529-E                                                        (59)          (2)                  1,148              40
Class 529-F                                                        (47)          (2)                    450              15
Class R-1                                                         (551)         (19)                  2,376              82
Class R-2                                                       (6,806)        (234)                 23,677             814
Class R-3                                                      (10,823)        (372)                 25,294             869
Class R-4                                                       (6,012)        (207)                 19,235             663
Class R-5                                                       (9,372)        (323)                  4,612             156
Total net increase
   (decrease)                                             $ (1,360,728)     (46,767)              $ 325,527          11,147

YEAR ENDED DECEMBER 31, 2003
Class A                                                   $ (2,408,135)    (101,674)             $ (395,047)        (18,068)
Class B                                                        (82,223)      (3,502)                 30,104           1,196
Class C                                                        (46,686)      (1,989)                 59,750           2,394
Class F                                                        (68,012)      (2,847)                 40,900           1,651
Class 529-A                                                     (1,893)         (78)                 31,513           1,295
Class 529-B                                                       (373)         (15)                  6,925             286
Class 529-C                                                       (881)         (35)                 10,402             428
Class 529-E                                                        (81)          (3)                  1,955              81
Class 529-F                                                        (29)          (1)                    709              29
Class R-1                                                         (760)         (31)                  1,608              66
Class R-2                                                       (8,100)        (342)                 29,735           1,248
Class R-3                                                      (15,665)        (670)                 42,012           1,785
Class R-4                                                       (4,201)        (174)                 31,835           1,330
Class R-5                                                       (5,556)        (217)                 37,886           1,503
Total net increase
   (decrease)                                             $ (2,642,595)    (111,578)              $ (69,713)         (4,776)

* Amount less than one thousand.
(1) Includes exchanges between share classes of the fund.


6.  RESTRICTED SECURITIES

The fund has invested in certain  securities  for which resale may be limited to
qualified  buyers  or which  are  otherwise  restricted.  These  securities  are
identified in the investment portfolio.  As of June 30, 2004, the total value of
restricted  securities was  $1,010,158,000,  which  represented 4.60% of the net
assets of the fund.

7.  INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES

The fund made purchases and sales of investment securities, excluding short-term
securities, of $2,811,349,000 and $2,917,903,000,  respectively,  during the six
months ended June 30, 2004.

The fund  receives  a  reduction  in its  custodian  fee equal to the  amount of
interest calculated on certain cash balances held at the custodian bank. For the
six months ended June 30, 2004,  the custodian fee of $667,000  included  $2,000
that was offset by this reduction, rather than paid in cash.



FINANCIAL HIGHLIGHTS (1)


                                                                                                         
                                                                                   Income (loss) from investment operations (2)
                                                                                                             Net
                                                                    Net asset                      gains (losses)
                                                                       value,             Net      on securities     Total from
                                                                    beginning      investment     (both realized     investment
                                                                    of period          income     and unrealized)    operations
CLASS A:
 Six months ended 6/30/2004 (5)                                        $28.85            $.27               $.53           $.80
 Year ended 12/31/2003                                                  22.23             .50               6.52           7.02
 Year ended 12/31/2002                                                  27.45             .42              (5.14)         (4.72)
 Year ended 12/31/2001                                                  31.16             .40              (3.34)         (2.94)
 Year ended 12/31/2000                                                  32.59             .42                .90           1.32
 Year ended 12/31/1999                                                  28.92             .41               6.45           6.86
CLASS B:
 Six months ended 6/30/2004 (5)                                         28.80             .16                .53            .69
 Year ended 12/31/2003                                                  22.19             .31               6.51           6.82
 Year ended 12/31/2002                                                  27.40             .23              (5.14)         (4.91)
 Year ended 12/31/2001                                                  31.12             .18              (3.34)         (3.16)
 Period from 3/15/2000 to 12/31/2000                                    31.93             .15               1.02           1.17
CLASS C:
 Six months ended 6/30/2004 (5)                                         28.78             .15                .52            .67
 Year ended 12/31/2003                                                  22.17             .30               6.51           6.81
 Year ended 12/31/2002                                                  27.39             .21              (5.14)         (4.93)
 Period from 3/15/2001 to 12/31/2001                                    28.52             .11              (1.13)         (1.02)
CLASS F:
 Six months ended 6/30/2004 (5)                                         28.84             .27                .52            .79
 Year ended 12/31/2003                                                  22.22             .49               6.52           7.01
 Year ended 12/31/2002                                                  27.44             .40              (5.14)         (4.74)
 Period from 3/15/2001 to 12/31/2001                                    28.56             .28              (1.12)          (.84)
CLASS 529-A:
 Six months ended 6/30/2004 (5)                                         28.84             .26                .53            .79
 Year ended 12/31/2003                                                  22.22             .50               6.52           7.02
 Period from 2/15/2002 to 12/31/2002                                    26.71             .33              (4.34)         (4.01)
CLASS 529-B:
 Six months ended 6/30/2004 (5)                                         28.83             .14                .52            .66
 Year ended 12/31/2003                                                  22.22             .27               6.52           6.79
 Period from 2/19/2002 to 12/31/2002                                    26.27             .16              (3.91)         (3.75)
CLASS 529-C:
 Six months ended 6/30/2004 (5)                                         28.83             .14                .53            .67
 Year ended 12/31/2003                                                  22.22             .27               6.52           6.79
 Period from 2/15/2002 to 12/31/2002                                    26.71             .16              (4.34)         (4.18)
CLASS 529-E:
 Six months ended 6/30/2004 (5)                                         28.83             .21                .53            .74
 Year ended 12/31/2003                                                  22.21             .40               6.52           6.92
 Period from 3/7/2002 to 12/31/2002                                     28.13             .26              (5.85)         (5.59)
CLASS 529-F:
 Six months ended 6/30/2004 (5)                                         28.82             .25                .53            .78
 Year ended 12/31/2003                                                  22.22             .45               6.52           6.97
 Period from 9/23/2002 to 12/31/2002                                    21.22             .12               1.08           1.20




FINANCIAL HIGHLIGHTS (1)                                           (continued)

                                                                                   Income (loss) from investment operations (2)
                                                                                                             Net
                                                                    Net asset                       gains(losses)
                                                                       value,             Net      on securities     Total from
                                                                    beginning      investment     (both realized     investment
                                                                    of period          income     and unrealized)    operations
CLASS R-1:
 Six months ended 6/30/2004 (5)                                        $28.79            $.15               $.53           $.68
 Year ended 12/31/2003                                                  22.19             .27               6.54           6.81
 Period from 6/19/2002 to 12/31/2002                                    26.04             .13              (3.75)         (3.62)
CLASS R-2:
 Six months ended 6/30/2004 (5)                                         28.77             .16                .53            .69
 Year ended 12/31/2003                                                  22.18             .30               6.51           6.81
 Period from 5/21/2002 to 12/31/2002                                    27.39             .14              (5.13)         (4.99)
CLASS R-3:
 Six months ended 6/30/2004 (5)                                         28.82             .21                .53            .74
 Year ended 12/31/2003                                                  22.21             .40               6.52           6.92
 Period from 6/4/2002 to 12/31/2002                                     26.66             .18              (4.38)         (4.20)
CLASS R-4:
 Six months ended 6/30/2004 (5)                                         28.83             .27                .51            .78
 Year ended 12/31/2003                                                  22.21             .48               6.53           7.01
 Period from 7/25/2002 to 12/31/2002                                    21.75             .22                .55            .77
CLASS R-5:
 Six months ended 6/30/2004 (5)                                         28.86             .31                .53            .84
 Year ended 12/31/2003                                                  22.23             .56               6.53           7.09
 Period from 5/15/2002 to 12/31/2002                                    27.62             .28              (5.34)         (5.06)



FINANCIAL HIGHLIGHTS (1)

                                                                             Dividends and distributions

                                                                    Dividends
                                                                     (from net   Distributions              Total     Net asset
                                                                    investment   (from capital      dividends and    value, end
                                                                       income)          gains)      distributions     of period
CLASS A:
 Six months ended 6/30/2004 (5)                                         $(.20)            $ -              $(.20)        $29.45
 Year ended 12/31/2003                                                   (.40)              -               (.40)         28.85
 Year ended 12/31/2002                                                   (.50)              -               (.50)         22.23
 Year ended 12/31/2001                                                   (.40)           (.37)              (.77)         27.45
 Year ended 12/31/2000                                                   (.40)          (2.35)             (2.75)         31.16
 Year ended 12/31/1999                                                   (.40)          (2.79)             (3.19)         32.59
CLASS B:
 Six months ended 6/30/2004 (5)                                          (.09)              -               (.09)         29.40
 Year ended 12/31/2003                                                   (.21)              -               (.21)         28.80
 Year ended 12/31/2002                                                   (.30)              -               (.30)         22.19
 Year ended 12/31/2001                                                   (.19)           (.37)              (.56)         27.40
 Period from 3/15/2000 to 12/31/2000                                     (.13)          (1.85)             (1.98)         31.12
CLASS C:
 Six months ended 6/30/2004 (5)                                          (.08)              -               (.08)         29.37
 Year ended 12/31/2003                                                   (.20)              -               (.20)         28.78
 Year ended 12/31/2002                                                   (.29)              -               (.29)         22.17
 Period from 3/15/2001 to 12/31/2001                                     (.11)              -               (.11)         27.39
CLASS F:
 Six months ended 6/30/2004 (5)                                          (.19)              -               (.19)         29.44
 Year ended 12/31/2003                                                   (.39)              -               (.39)         28.84
 Year ended 12/31/2002                                                   (.48)              -               (.48)         22.22
 Period from 3/15/2001 to 12/31/2001                                     (.28)              -               (.28)         27.44
CLASS 529-A:
 Six months ended 6/30/2004 (5)                                          (.19)              -               (.19)         29.44
 Year ended 12/31/2003                                                   (.40)              -               (.40)         28.84
 Period from 2/15/2002 to 12/31/2002                                     (.48)              -               (.48)         22.22
CLASS 529-B:
 Six months ended 6/30/2004 (5)                                          (.06)              -               (.06)         29.43
 Year ended 12/31/2003                                                   (.18)              -               (.18)         28.83
 Period from 2/19/2002 to 12/31/2002                                     (.30)              -               (.30)         22.22
CLASS 529-C:
 Six months ended 6/30/2004 (5)                                          (.07)              -               (.07)         29.43
 Year ended 12/31/2003                                                   (.18)              -               (.18)         28.83
 Period from 2/15/2002 to 12/31/2002                                     (.31)              -               (.31)         22.22
CLASS 529-E:
 Six months ended 6/30/2004 (5)                                          (.14)              -               (.14)         29.43
 Year ended 12/31/2003                                                   (.30)              -               (.30)         28.83
 Period from 3/7/2002 to 12/31/2002                                      (.33)              -               (.33)         22.21
CLASS 529-F:
 Six months ended 6/30/2004 (5)                                          (.18)              -               (.18)         29.42
 Year ended 12/31/2003                                                   (.37)              -               (.37)         28.82
 Period from 9/23/2002 to 12/31/2002                                     (.20)              -               (.20)         22.22




FINANCIAL HIGHLIGHTS (1)                                           (continued)

                                                                             Dividends and distributions

                                                                     Dividends
                                                                     (from net   Distributions              Total     Net asset
                                                                    investment   (from capital      dividends and    value, end
                                                                       income)          gains)      distributions     of period
CLASS R-1:
 Six months ended 6/30/2004 (5)                                         $(.08)            $ -              $(.08)        $29.39
 Year ended 12/31/2003                                                   (.21)              -               (.21)         28.79
 Period from 6/19/2002 to 12/31/2002                                     (.23)              -               (.23)         22.19
CLASS R-2:
 Six months ended 6/30/2004 (5)                                          (.09)              -               (.09)         29.37
 Year ended 12/31/2003                                                   (.22)              -               (.22)         28.77
 Period from 5/21/2002 to 12/31/2002                                     (.22)              -               (.22)         22.18
CLASS R-3:
 Six months ended 6/30/2004 (5)                                          (.14)              -               (.14)         29.42
 Year ended 12/31/2003                                                   (.31)              -               (.31)         28.82
 Period from 6/4/2002 to 12/31/2002                                      (.25)              -               (.25)         22.21
CLASS R-4:
 Six months ended 6/30/2004 (5)                                          (.19)              -               (.19)         29.42
 Year ended 12/31/2003                                                   (.39)              -               (.39)         28.83
 Period from 7/25/2002 to 12/31/2002                                     (.31)              -               (.31)         22.21
CLASS R-5:
 Six months ended 6/30/2004 (5)                                          (.24)              -               (.24)         29.46
 Year ended 12/31/2003                                                   (.46)              -               (.46)         28.86
 Period from 5/15/2002 to 12/31/2002                                     (.33)              -               (.33)         22.23






FINANCIAL HIGHLIGHTS (1)



                                                                                                         
                                                                            Ratio of expenses   Ratio of expenses         Ratio of
                                                               Net assets,     to average net      to average net       net income
                                                     Total   end of period      assets before        assets after       to average
                                                 return (3)   (in millions)     reimbursement    reimbursement (4)      net assets
CLASS A:
 Six months ended 6/30/2004 (5)                      2.79%         $19,669            .65% (6)          .65% (6)          1.87% (6)
 Year ended 12/31/2003                               31.96          19,212             .66               .66               2.08
 Year ended 12/31/2002                              (17.34)         15,201             .67               .67               1.68
 Year ended 12/31/2001                               (9.55)         19,331             .65               .65               1.41
 Year ended 12/31/2000                                4.27          19,872             .64               .64               1.28
 Year ended 12/31/1999                               24.58          16,603             .63               .63               1.33
CLASS B:
 Six months ended 6/30/2004 (5)                       2.41             875            1.40 (6)          1.40 (6)           1.12 (6)
 Year ended 12/31/2003                               30.97             836            1.44              1.44               1.30
 Year ended 12/31/2002                              (17.97)            618            1.45              1.45                .91
 Year ended 12/31/2001                              (10.24)            653            1.42              1.42                .64
 Period from 3/15/2000 to 12/31/2000                  3.73             299            1.39 (6)          1.39 (6)            .53 (6)
CLASS C:
 Six months ended 6/30/2004 (5)                       2.33             473            1.48 (6)          1.48 (6)           1.06 (6)
 Year ended 12/31/2003                               30.93             413            1.50              1.50               1.23
 Year ended 12/31/2002                              (18.06)            266            1.50              1.50                .86
 Period from 3/15/2001 to 12/31/2001                 (3.60)            203            1.55 (6)          1.55 (6)            .49 (6)
CLASS F:
 Six months ended 6/30/2004 (5)                       2.76             402             .71 (6)           .71 (6)           1.85 (6)
 Year ended 12/31/2003                               31.92             311             .71               .71               2.02
 Year ended 12/31/2002                              (17.38)            203             .72               .72               1.65
 Period from 3/15/2001 to 12/31/2001                 (2.97)            153             .74 (6)           .74 (6)           1.31 (6)
CLASS 529-A:
 Six months ended 6/30/2004 (5)                       2.75             113             .75 (6)           .75 (6)           1.80 (6)
 Year ended 12/31/2003                               31.99              88             .68               .68               2.03
 Period from 2/15/2002 to 12/31/2002                (15.16)             39             .76 (6)           .76 (6)           1.64 (6)
CLASS 529-B:
 Six months ended 6/30/2004 (5)                       2.31              23            1.60 (6)          1.60 (6)            .94 (6)
 Year ended 12/31/2003                               30.74              19            1.61              1.61               1.10
 Period from 2/19/2002 to 12/31/2002                (14.35)              8            1.62 (6)          1.62 (6)            .77 (6)
CLASS 529-C:
 Six months ended 6/30/2004 (5)                       2.31              35            1.59 (6)          1.59 (6)            .97 (6)
 Year ended 12/31/2003                               30.75              27            1.60              1.60               1.11
 Period from 2/15/2002 to 12/31/2002                (15.74)             11            1.60 (6)          1.60 (6)            .79 (6)
CLASS 529-E:
 Six months ended 6/30/2004 (5)                       2.58               6            1.06 (6)          1.06 (6)           1.48 (6)
 Year ended 12/31/2003                               31.42               4            1.08              1.08               1.61
 Period from 3/7/2002 to 12/31/2002                 (19.92)              2            1.07 (6)          1.07 (6)           1.35 (6)
CLASS 529-F:
 Six months ended 6/30/2004 (5)                       2.71               2             .81 (6)           .81 (6)           1.76 (6)
 Year ended 12/31/2003                               31.72               1             .82               .82               1.81
 Period from 9/23/2002 to 12/31/2002                  5.65               - (7)         .22               .22                .51




FINANCIAL HIGHLIGHTS (1)                                          (continued)



                                                                             Ratio of expenses   Ratio of expenses         Ratio of
                                                                Net assets,     to average net      to average net       net income
                                                      Total   end of period      assets before        assets after       to average
                                                     return    (in millions)     reimbursement    reimbursement (4)      net assets
CLASS R-1:
 Six months ended 6/30/2004 (5)                       2.35%             $5            1.55% (6)         1.50% (6)          1.06% (6)
 Year ended 12/31/2003                               30.90               2            1.70              1.50               1.08
 Period from 6/19/2002 to 12/31/2002                (13.91)              - (7)        4.20 (6)          1.50 (6)           1.11 (6)
CLASS R-2:
 Six months ended 6/30/2004 (5)                       2.39              70            1.79 (6)          1.46 (6)           1.11 (6)
 Year ended 12/31/2003                               30.93              45            1.94              1.46               1.19
 Period from 5/21/2002 to 12/31/2002                (18.22)              7            1.64 (6)          1.46 (6)           1.05 (6)
CLASS R-3:
 Six months ended 6/30/2004 (5)                       2.58              93            1.07 (6)          1.07 (6)           1.47 (6)
 Year ended 12/31/2003                               31.45              66            1.10              1.08               1.60
 Period from 6/4/2002 to 12/31/2002                 (15.75)             11            1.13 (6)          1.08 (6)           1.41 (6)
CLASS R-4:
 Six months ended 6/30/2004 (5)                       2.77              68             .69 (6)           .69 (6)           1.86 (6)
 Year ended 12/31/2003                               31.91              48             .71               .71               1.94
 Period from 7/25/2002 to 12/31/2002                  3.51               7             .34               .32                .96
CLASS R-5:
 Six months ended 6/30/2004 (5)                       2.92             119             .39 (6)           .39 (6)           2.13 (6)
 Year ended 12/31/2003                               32.34             112             .39               .39               2.30
 Period from 5/15/2002 to 12/31/2002                (18.34)             53             .40 (6)           .40 (6)           1.91 (6)





                                                                                                         
                                                            Six months ended
                                                                June 30,                    Year ended December 31
                                                                2004(5)            2003      2002      2001      2000      1999

Portfolio turnover rate for all classes of shares                 14%              31%       38%       29%       43%       46%



(1) Based on operations for the period shown (unless otherwise noted) and,
    accordingly, may not be representative of a full year.
(2) Year ended 1999 is based on shares outstanding on the last day of the year;
    all other periods are based on average shares outstanding.
(3) Total returns exclude all sales charges, including contingent deferred
    sales charges.
(4) The ratios in this column reflect the impact, if any, of certain
    reimbursements and payments from CRMC.  During the start-up period for the
    retirement plan share classes (except Class R-5), CRMC voluntarily agreed
    to pay a portion of the fees related to transfer agent services.
(5) Unaudited.
(6) Annualized.
(7) Amount less than $1 million.

See Notes to Financial Statements


OFFICE OF THE FUND
One Market
Steuart Tower, Suite 1800
Mailing address: P.O. Box 7650
San Francisco, CA 94120-7650

INVESTMENT ADVISER
Capital Research and Management Company
333 South Hope Street
Los Angeles, CA 90071-1406

135 South State College Boulevard
Brea, CA 92821-5823

TRANSFER AGENT FOR SHAREHOLDER ACCOUNTS
American Funds Service Company
(Please write to the address nearest you.)

P.O. Box 25065
Santa Ana, CA 92799-5065

P.O. Box 659522
San Antonio, TX 78265-9522

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
225 Franklin Street
Boston, MA 02105-1713

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

INDEPENDENT AUDITORS
Deloitte & Touche LLP
Two California Plaza
350 South Grand Avenue
Los Angeles, CA 90071-3462

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

There are several ways to invest in  Fundamental  Investors.  Class A shares are
subject to a 5.75% maximum up-front sales charge that declines for accounts (and
aggregated  investments)  of $25,000 or more.  Other  share  classes,  which are
generally not available for certain employer-sponsored retirement plans, have no
up-front sales charges but are subject to additional  annual  expenses and fees.
Annualized  expenses for Class B shares were 0.75 percentage  points higher than
for Class A shares;  Class B shares  convert to Class A shares after eight years
of ownership.  If redeemed within six years,  Class B shares may also be subject
to a contingent  deferred  sales charge  ("CDSC") of up to 5% that declines over
time. Class C shares were subject to annualized  expenses 0.83 percentage points
higher than those for Class A shares and a 1% CDSC if redeemed  within the first
year after  purchase.  Class C shares  convert to Class F shares after 10 years.
Class F shares,  which are available  only through  certain  fee-based  programs
offered by broker-dealer firms and registered  investment  advisers,  had higher
annualized  expenses (by 0.06 percentage points) than did Class A shares, and an
annual  asset-based  fee charged by the sponsoring  firm.  Expenses are deducted
from income earned by the fund. As a result,  dividends and  investment  results
will differ for each share class.

INVESTORS SHOULD CAREFULLY CONSIDER THE INVESTMENT  OBJECTIVES,  RISKS,  CHARGES
AND EXPENSES OF THE AMERICAN FUNDS AND COLLEGEAMERICA.  THIS AND OTHER IMPORTANT
INFORMATION  IS CONTAINED IN THE FUND'S  PROSPECTUS,  WHICH CAN BE OBTAINED FROM
YOUR FINANCIAL  ADVISER AND SHOULD BE READ CAREFULLY BEFORE  INVESTING.  YOU MAY
ALSO CALL AMERICAN FUNDS SERVICE  COMPANY AT  800/421-0180 OR VISIT THE AMERICAN
FUNDS WEBSITE AT AMERICANFUNDS.COM.

"AMERICAN FUNDS PROXY VOTING  GUIDELINES" -- WHICH DESCRIBES HOW WE VOTE PROXIES
RELATING TO PORTFOLIO  SECURITIES -- IS AVAILABLE UPON REQUEST,  FREE OF CHARGE,
BY CALLING AMERICAN FUNDS SERVICE  COMPANY,  VISITING THE AMERICAN FUNDS WEBSITE
OR ACCESSING THE U.S. SECURITIES AND EXCHANGE COMMISSION WEBSITE AT WWW.SEC.GOV.

This report is for the information of shareholders of Fundamental Investors, but
it may also be used as sales  literature  when  preceded or  accompanied  by the
current  prospectus,  which gives details about  charges,  expenses,  investment
objectives  and operating  policies of the fund. If used as sales material after
September  30,  2004,  this report  must be  accompanied  by an  American  Funds
statistical update for the most recently completed calendar quarter.


[logo - American Funds(R)]

The right choice for the long term(R)

WHAT MAKES AMERICAN FUNDS DIFFERENT?

For more than 70 years, we have followed a consistent  philosophy that we firmly
believe is in our investors' best interests.  The range of opportunities offered
by our family of just 29  carefully  conceived,  broadly  diversified  funds has
attracted over 25 million shareholder accounts.

OUR UNIQUE COMBINATION OF STRENGTHS INCLUDES THESE FIVE FACTORS:

o  A LONG-TERM, VALUE-ORIENTED APPROACH
   Rather than follow fads, we pursue a consistent strategy, focusing on each
   investment's long-term potential.

o  AN UNPARALLELED GLOBAL RESEARCH EFFORT
   American Funds draws on one of the industry's most globally integrated
   research networks.

o  THE MULTIPLE PORTFOLIO COUNSELOR SYSTEM
   Every American Fund is divided among a number of portfolio counselors. Each
   takes responsibility for a portion independently, within each fund's
   objectives; in most cases, research analysts manage a portion as well. Over
   time this method has contributed to a consistency of results and continuity
   of management.

o  EXPERIENCED INVESTMENT PROFESSIONALS
   The recent market decline was not the first for most of the portfolio
   counselors who serve the American Funds. Nearly 70% of them were in the
   investment business before the sharp market decline of 1987.

o  A COMMITMENT TO LOW OPERATING EXPENSES
   American Funds' operating expenses are among the lowest in the mutual fund
   industry. Our portfolio turnover rates are low as well, keeping transaction
   costs and tax consequences contained.

29 MUTUAL FUNDS, CONSISTENT PHILOSOPHY, CONSISTENT RESULTS

o  GROWTH FUNDS
   AMCAP Fund(R)
   EuroPacific Growth Fund(R)
   The Growth Fund of America(R)
   The New Economy Fund(R)
   New Perspective Fund(R)
   New World Fund(SM)
   SMALLCAP World Fund(R)

o  GROWTH-AND-INCOME FUNDS
   American Mutual Fund(R)
   Capital World Growth and Income Fund(SM)
>  FUNDAMENTAL INVESTORS(SM)
   The Investment Company of America(R)
   Washington Mutual Investors Fund(SM)

o  EQUITY-INCOME FUNDs
   Capital Income Builder(R)
   The Income Fund of America(R)

o  BALANCED FUND
   American Balanced Fund(R)

o  BOND FUNDS
   American High-Income Trust(SM)
   The Bond Fund of America(SM)
   Capital World Bond Fund(R)
   Intermediate Bond Fund of America(R)
   U.S. Government Securities Fund(SM)

o  TAX-EXEMPT BOND FUNDS
   American High-Income Municipal Bond Fund(R)
   Limited Term Tax-Exempt Bond Fund of America(SM)
   The Tax-Exempt Bond Fund of America(R)

   STATE-SPECIFIC TAX-EXEMPT FUNDS
   The Tax-Exempt Fund of California(R)
   The Tax-Exempt Fund of Maryland(R)
   The Tax-Exempt Fund of Virginia(R)

o  MONEY MARKET FUNDS
   The Cash Management Trust of America(R)
   The Tax-Exempt Money Fund of America(SM)
   The U.S. Treasury Money Fund of America(SM)


THE CAPITAL GROUP COMPANIES

American Funds

Capital Research and Management

Capital International

Capital Guardian

Capital Bank and Trust

Lit. No. MFGESR-910-0804P

Litho in USA KBD/AL/8083-S1935

Printed on recycled paper



ITEM 2 - Code of Ethics

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 3 - Audit Committee Financial Expert

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 4 - Principal Accountant Fees and Services

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 5 - Audit Committee of Listed Registrants

Not applicable.


ITEM 6 - Reserved


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 - Reserved


ITEM 9 - 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  committee comprised solely of persons
who are not considered "interested persons" of the registrant within the meaning
of the Investment Company Act of 1940. 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 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 committee.

ITEM 10 - Controls and Procedures

(a)  The officers providing the certifications in this report in accordance with
     rule 30a-2 under the Investment  Company Act of 1940 have concluded,  based
     on their evaluation of the Registrant's  disclosure controls and procedures
     (as such term is defined in such rule),  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  last fiscal  half-year  (the
     Registrant's  second fiscal half-year in the case of an annual report) that
     has materially affected,  or is reasonably likely to materially affect, the
     Registrant's internal control over financial reporting.


ITEM 11 - Exhibits

(a)  The Code of Ethics - not  applicable  for filing of  Semiannual  Reports to
     Shareholders.

(b)  The certifications  required by Rule 30a-2 of the Investment Company Act of
     1940,  as amended,  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.

                                           Fundamental Investors, Inc.


                                           By /s/ James F. Rothenberg
                                           -------------------------------------
                                           James F. Rothenberg, Chairman and PEO

                                           Date: September 7, 2004

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/ James F. Rothenberg
- ---------------------------------------
James F. Rothenberg, Chairman and PEO

Date: September 7, 2004



By /s/ Sheryl F. Johnson
- --------------------------------
Sheryl F. Johnson, Treasurer

Date: September 7, 2004