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: December 31, 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 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 One by one: Building the fund's portfolio [abstract illustration of building blocks with picutres of various items on each block: house, hard hat, screwdriver, crane, corn cob, leaf, factory. Building blocks are being analyzed, pushed and measured by individuals.] Annual report for the year ended December 31, 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. Contents Page Letter to shareholders; Results at a glance 1 The value of a long-term perspective 4 One by one: Building the fund's portfolio 6 Summary investment portfolio 12 Financial statements 16 Board of Directors 31 The American Funds family back cover 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. INVESTING FOR SHORT PERIODS MAKES LOSSES MORE LIKELY. INVESTMENTS ARE NOT FDIC-INSURED, NOR ARE THEY DEPOSITS OF OR GUARANTEED BY A BANK OR ANY OTHER ENTITY. FOR 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. Please see page 4 for Class A share results with relevant sales charges deducted. Results for other share classes can be found on page 30. Please see the inside back cover for important information about other share classes. The fund's 30-day yield for Class A shares as of January 31, 2005, calculated in accordance with the Securities and Exchange Commission formula, was 1.45%, which reflects a fee waiver (1.44% without the fee waiver). The fund's distribution rate for Class A shares as of that date was 1.68%. 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. Investing outside the United States is subject to additional risks, such as currency fluctuations and political instability, which are detailed in the fund's prospectus. FELLOW SHAREHOLDERS: [abstract illustration of a man holding a ruler larger than himself] Rising oil prices, a weak dollar and increased demand for materials and machinery strongly influenced world markets in 2004, and Fundamental Investors was well-positioned to benefit from these trends. For the year ended December 31, 2004, the fund recorded a gain of 13.9% for shareholders who reinvested their dividends. This figure was ahead of the 12.0% total return posted by its benchmark, the Lipper Large-Cap Value Funds Index, which measures funds that invest in companies that are undervalued within their industries. The fund's return also substantially outpaced the 10.9% total return posted by the unmanaged Standard & Poor's 500 Composite Index, a broad measure of U.S. stocks. Quarterly income remains an important component of the fund's total return, and Fundamental Investors made distributions totaling 56 cents a share during the year, representing an income return of 1.95% for shareholders who reinvested their dividends. In last year's report, we spoke of our hopes for further improvement in the U.S. dividend culture. This year's above-average payout is a partial realization of those hopes, as it includes a one-time special dividend from Microsoft, the fund's second-largest holding. While such events are, by definition, out of the ordinary, they affirm our optimism and strong commitment to the fund's goal of consistent quarterly income, a commitment we've maintained over the past decade, even as dividend payouts have generally declined as a percentage of company earnings. [Begin Sidebar] RESULTS AT A GLANCE Returns for periods ended December 31, 2004, with all distributions reinvested. 1 year 5 years(1) 10 years(1) Lifetime(1),(2) Fundamental Investors +13.91% +3.22% +13.27% +14.16% Lipper Large-Cap Core Funds Index +8.29 -2.98 +10.26 --(3) Lipper Large-Cap Value Funds Index +12.00 +1.42 +11.29 +13.06 Standard & Poor's 500 Composite Index(4) +10.87 -2.30 +12.07 +13.38 (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. (4) Unmanaged. [End Sidebar] MARKETS AND THE DOLLAR The fiscal year began with markets moving upward on the strength of global expansion. But by early spring, the Iraqi insurgency and the specter of higher interest rates rattled investors' nerves and put markets into a holding pattern, where they stayed through the summer and into the fall. Markets showed new life in late October as oil prices pulled back from their highs, and positive employment and income data brightened the investment picture. Additionally, a late-year strengthening of major currencies against the dollar provided an additional boost to non-U.S. stock values. The recent weakness in the dollar continued a two-year trend that has benefited fund shareholders in two distinct ways: First, since a weak dollar makes U.S. goods more affordable to non-U.S. purchasers, it has bolstered sales for many of the U.S. companies held by Fundamental Investors; second, it has amplified the value of the fund's non-U.S. holdings, which are worth more when converted from their native currencies into greenbacks. While it's important to note that we make investments in companies, not bets on movements in the dollar or euro or yen, we know that currency fluctuations are an important consideration when evaluating the global investment landscape. Remaining mindful of potential movements in currencies, along with the ability to invest up to 30% of the fund's assets in carefully chosen non-U.S. companies, often allows the fund to benefit in the twofold manner described above. RIGHT PLACE, RIGHT TIME A look at the fund's portfolio reveals a number of industry concentrations that helped us capitalize on several of the macroeconomic trends that figured strongly during the year. The oil and gas sector benefited from surging crude prices brought on by rising consumption and fears about the security of the world's oil supply. The fund's holdings in this sector acquitted themselves well, with all of them finishing in positive territory. Canada's Suncor Energy (+40.8%), Shell Canada (+41.0%) and Norway's Norsk Hydro (+27.6%) were particularly strong, while Royal Dutch Petroleum (+9.5%), Fundamental Investors' fourth-largest position, slightly trailed overall returns. Developing nations like China and India continued to invest heavily in infrastructure, creating demand for the materials and machinery that facilitate such growth. Accordingly, the fund's metals and mining holdings strongly contributed to results, with Australia's BHP Billiton (+30.7%), Phelps Dodge (+30.0%) and CONSOL Energy (+76.1%) all turning in solid gains. And heavy demand for the trucks and tractors used in mining, construction and agriculture fueled significant increases in the share prices of Deere (+14.4%) and Caterpillar (+17.5%). Among top 10 holdings that lost value were Fannie Mae (-5.1%) and telecommunications giant SBC Communications (-1.2%). Microsoft followed the trend within the technology sector to finish down 3.0%. As with all individual company returns cited in this report, the Microsoft figure does not include the effect of dividends or distributions, including the aforementioned special dividend paid in December 2004. In terms of the portfolio's geographical distribution, 2004 saw a rise in non-U.S. holdings, which now make up 24.7% of assets. Much of the increase came from Europe, where we found telecommunications services companies that were appealingly priced and had attractive yields. Our Canadian holdings rose too, in part due to capital appreciation in a number of our raw materials and oil and gas holdings there. ONE COMPANY AT A TIME Looking ahead, it's uncertain whether the economic conditions that contributed to the fund's recent results will remain in place. Few doubt that growth in the developing world will continue at a fairly rapid pace, but whether the U.S. dollar will remain weak and energy prices will continue to trend upwards are open questions. As always, success will depend on the kind of careful stock selection that results from the bottom-up, research-driven approach employed by Capital Research and Management Company, investment adviser to Fundamental Investors and all the American Funds. Capital's time-tested approach relies on the analysis, insight and experience of the portfolio counselors and research analysts entrusted to manage your fund. In outlook and opinion, no two are the same, yet they share a common goal: building a portfolio that will benefit Fundamental Investors' shareholders over the long term. [Begin Sidebar] FUNDAMENTAL INVESTORS' TOTAL RETURN YEAR BY YEAR (ending December 31) Capital return Income return Total return 1995 +31.9% +2.3% +34.2% 1996 +18.2 +1.8 +20.0 1997 +25.0 +1.7 +26.7 1998 +15.2 +1.5 +16.7 1999 +23.2 +1.4 +24.6 2000 +3.1 +1.2 +4.3 2001 -10.9 +1.3 -9.6 2002 -19.1 +1.8 -17.3 2003 +30.2 +1.8 +32.0 2004 +11.9 +2.0 +13.9 10-year average annual total return +13.3% 10-year cumulative total return +247.6 Lifetime cumulative total return (since 8/1/78) +3,207.6 Total return measures both capital results (changes in net asset value) and income return (from income dividends). All returns assume reinvestment of all dividends and capital gain distributions. [End Sidebar] To learn more about four of the companies that have become important components of that portfolio, we invite you to turn to the feature article, "One by one: Building the fund's portfolio," which begins on page 6. We believe the most meaningful validation of the fund's approach can be found in its long-term results. As measured over the last 10 years, Fundamental Investors' 13.3% average annual gain tops those of the Lipper Large-Cap Value Funds Index (+11.3%) and Standard & Poor's 500 Composite Index (+12.1%). We thank you for your continuing commitment to long-term investing. Sincerely, /s/ James F. Rothenberg James F. Rothenberg Chairman /s/ Dina N. Perry Dina N. Perry President February 11, 2005 For current information about the fund, visit americanfunds.com. THE VALUE OF A LONG-TERM PERSPECTIVE HOW A $10,000 INVESTMENT HAS GROWN The chart and accompanying table illustrate how a $10,000 investment in the fund grew between August 1, 1978 -- when Capital Research and Management Company became Fundamental Investors' investment adviser -- and December 31, 2004. The chart also shows how Standard & Poor's 500 Composite Index and the Lipper Large-Cap Value Funds Index fared over this same period, and what happened to inflation (as measured by the Consumer Price Index). 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 figures reflect deduction of the maximum sales charge of 5.75% on the $10,000 investment.(1) Thus, the net amount invested was $9,425.(2) [Begin Sidebar] AVERAGE ANNUAL TOTAL RETURNS Based on a $1,000 investment for periods ended December 31, 2004 Class A shares* 1 year +7.36% 5 years +2.01% 10 years +12.60% Assumes reinvestment of all distributions and payment of the maximum 5.75% sales charge. The fund's investment adviser is waiving a portion of management fees. Results shown reflect the waiver. Please see the Financial Highlights table on page 25 or in the fund's prospectus for details. *Results for other share classes can be found on page 30. [End Sidebar] [begin mountain chart] <table> <s> <c> <c> <c> <c> Fundamental Investors Fundamental Investors with dividends not including reinvested (1) (3) dividends (1) (4) Initial Investment 7/31/1978 $ 9,425 $9,425 1978 High 11-Sep 10,000 9,919 Low 14-Nov 8,667 8,596 Close 29-Dec 9,155 8,947 1979 Low 27-Feb 9,086 8,880 High 5-Oct 10,823 10,310 Close 31-Dec 10,556 9,892 1980 Low 21-Apr 9,625 8,907 High 20-Nov 13,131 11,876 Close 31-Dec 12,807 11,390 1981 High 27-Apr 13,986 12,308 Low 25-Sep 11,906 10,243 Close 31-Dec 12,654 10,688 1982 Low 22-Jan 10,593 8,947 High 7-Dec 17,346 13,833 Close 31-Dec 16,957 13,522 1983 Low 3-Jan 16,636 13,266 High 10-Oct 21,599 16,721 Close 30-Dec 21,389 16,424 1984 High 9-Jan 22,004 16,896 Low 24-Jul 18,549 13,980 Close 31-Dec 22,621 16,759 1985 Low 1-May 22,882 16,819 High 16-Dec 29,736 21,355 Close 31-Dec 29,448 21,148 1986 Low 14-Feb 31,766 22,665 High 4-Sep 36,571 25,757 Close 31-Dec 35,941 25,151 1987 High 25-Aug 50,132 34,478 Low 4-Dec 33,691 23,002 Close 31-Dec 37,295 25,463 1988 Low 20-Jan 36,464 24,895 High 5-Jul 43,076 28,988 Close 30-Dec 43,246 28,561 1989 Low 3-Jan 43,068 28,443 High 9-Oct 58,786 38,138 Close 29-Dec 55,597 35,438 1990 High 4-Jun 60,265 37,947 Low 11-Oct 46,988 29,390 Close 31-Dec 52,130 32,180 1991 Low 9-Jan 50,201 30,989 High 31-Dec 67,947 40,940 Close 31-Dec 67,947 40,940 1992 Low 8-Apr 66,472 39,828 High 12-Nov 72,487 42,938 Close 31-Dec 74,871 44,059 1993 Low 8-Jan 74,615 43,908 High 2-Nov 88,379 51,169 Close 31-Dec 88,466 50,884 1994 High 2-Feb 91,634 52,706 Low 8-Dec 86,773 48,708 Close 30-Dec 89,641 50,319 1995 Low 3-Jan 89,539 50,261 High 29-Nov 119,498 66,056 Close 29-Dec 120,306 66,210 1996 Low 10-Jan 117,715 64,784 High 26-Nov 145,602 79,119 Close 31-Dec 144,352 78,143 1997 Low 11-Apr 144,443 77,891 High 7-Oct 189,427 101,423 Close 31-Dec 182,855 97,513 1998 High 17-Jul 212,584 112,606 Low 8-Oct 173,534 91,600 Close 31-Dec 213,421 112,292 1999 Low 14-Jan 211,060 111,050 High 10-Dec 258,554 134,742 Close 31-Dec 265,882 138,151 2000 High 1-Sep 293,957 151,363 Low 21-Dec 266,380 136,743 Close 29-Dec 277,235 142,315 2001 High 1-Feb 287,822 147,750 Low 21-Sep 211,970 107,718 Close 31-Dec 250,761 126,959 2002 High 19-Mar 260,698 131,491 Low 9-Oct 182,355 91,253 Close 31-Dec 207,271 102,816 2003 Low 12-Mar 186,058 91,854 High 31-Dec 273,523 133,434 Close 31-Dec 273,523 133,434 2004 Low 17-May 264,555 128,624 High 30-Dec 311,756 149,252 Close 31-Dec 311,563 149,159 S&P 500 Index with dividends reinvested Initial Investment 7/31/1978 $10,000 1978 High 12-Sep 10,670 Low 14-Nov 9,306 Close 29-Dec 9,762 1979 Low 27-Feb 9,807 High 5-Oct 11,769 Close 31-Dec 11,579 1980 Low 27-Mar 10,627 High 28-Nov 15,813 Close 31-Dec 15,336 1981 High 6-Jan 15,603 Low 25-Sep 13,172 Close 31-Dec 14,581 1982 Low 12-Aug 12,625 High 9-Nov 17,877 Close 31-Dec 17,723 1983 Low 3-Jan 17,433 High 10-Oct 22,491 Close 30-Dec 21,721 1984 Low 24-Jul 19,933 High 6-Nov 23,337 Close 31-Dec 23,083 1985 Low 4-Jan 22,592 High 16-Dec 30,417 Close 31-Dec 30,407 1986 Low 22-Jan 29,286 High 2-Dec 37,737 Close 31-Dec 36,082 1987 High 25-Aug 51,060 Low 4-Dec 34,314 Close 31-Dec 37,977 1988 Low 20-Jan 37,293 High 21-Oct 44,800 Close 30-Dec 44,267 1989 Low 3-Jan 43,883 High 9-Oct 58,837 Close 29-Dec 58,269 1990 High 16-Jul 61,897 Low 11-Oct 50,026 Close 31-Dec 56,457 1991 Low 9-Jan 53,255 High 31-Dec 73,620 Close 31-Dec 73,620 1992 Low 8-Apr 70,130 High 18-Dec 80,063 Close 31-Dec 79,222 1993 Low 8-Jan 78,011 High 28-Dec 87,854 Close 31-Dec 87,189 1994 High 2-Feb 90,223 Low 4-Apr 82,600 Close 30-Dec 88,336 1995 Low 3-Jan 88,305 High 13-Dec 122,408 Close 29-Dec 121,491 1996 Low 10-Jan 118,049 High 25-Nov 152,084 Close 31-Dec 149,367 1997 Low 2-Jan 148,615 High 5-Dec 201,641 Close 31-Dec 199,183 1998 Low 9-Jan 190,410 High 29-Dec 258,425 Close 31-Dec 256,100 1999 Low 14-Jan 252,550 High 31-Dec 309,980 Close 31-Dec 309,980 2000 High 24-Mar 322,882 Low 20-Dec 269,684 Close 29-Dec 281,766 2001 High 30-Jan 293,173 Low 21-Sep 207,919 Close 31-Dec 248,303 2002 High 19-Mar 253,587 Low 9-Oct 169,983 Close 31-Dec 193,447 2003 Low 12-Mar 176,642 High 31-Dec 248,903 Close 31-Dec 248,903 2004 Low 12-Aug 240,252 High 30-Dec 275,924 Close 31-Dec 275,970 Lipper Large-Cap Value Funds Index with dividends reinvested Initial Investment 7/31/1978 $ 10,000 1978 High 31-Aug 10,377 Low 31-Oct 9,281 Close 29-Dec 9,669 1979 Low 28-Feb 9,757 High 30-Sep 11,676 Close 31-Dec 11,667 1980 Low 31-Mar 10,929 High 30-Nov 14,925 Close 31-Dec 14,658 1981 High 31-May 15,457 Low 30-Sep 13,965 Close 31-Dec 14,879 1982 Low 31-Jul 14,113 High 31-Dec 18,622 Close 31-Dec 18,622 1983 Low 31-Jan 19,113 High 30-Nov 23,082 Close 30-Dec 22,968 1984 Low 31-May 21,001 High 31-Dec 24,352 Close 31-Dec 24,352 1985 Low 31-Jan 25,997 High 31-Dec 31,784 Close 31-Dec 31,784 1986 Low 31-Jan 32,353 High 31-Aug 38,779 Close 31-Dec 37,754 1987 High 31-Aug 49,169 Low 30-Nov 36,275 Close 31-Dec 38,736 1988 Low 31-Jan 40,556 High 31-Oct 44,818 Close 30-Dec 44,776 1989 Low 28-Feb 46,751 High 29-Dec 56,851 Close 29-Dec 56,851 1990 High 31-May 58,357 Low 31-Oct 49,728 Close 31-Dec 54,547 1991 Low 31-Jan 57,401 High 31-Dec 71,251 Close 31-Dec 71,251 1992 Low 31-Mar 70,391 High 31-Dec 77,417 Close 31-Dec 77,417 1993 Low 31-Jan 78,305 High 31-Dec 87,686 Close 31-Dec 87,686 1994 Low 31-Mar 83,827 High 31-Aug 90,912 Close 30-Dec 87,848 1995 Low 31-Jan 87,982 High 29-Dec 117,523 Close 29-Dec 117,051 1996 Low 31-Jan 114,077 High 30-Nov 144,146 Close 31-Dec 141,708 1997 Low 31-Mar 140,864 High 31-Dec 185,194 Close 31-Dec 182,058 1998 Low 31-Aug 173,949 High 31-Dec 216,227 Close 31-Dec 215,266 1999 Low 28-Feb 211,538 High 30-Jun 245,265 Close 31-Dec 238,470 2000 Low 29-Feb 213,261 High 31-Aug 246,820 Close 29-Dec 243,131 2001 High 31-Jan 247,162 Low 30-Sep 190,741 Close 31-Dec 222,282 2002 High 31-Mar 230,125 Low 30-Sep 154,261 Close 31-Dec 178,544 2003 Low 31-Mar 161,368 High 31-Dec 228,532 Close 31-Dec 228,532 2004 Low 12-Aug 223,845 High 30-Dec 256,244 Close 31-Dec 255,944 Consumer Price Index (inflation)(6) Initial Investment 7/31/1978 $10,000 1978 Low 31-Jul 10,000 High 29-Dec 10,304 Close 29-Dec 10,304 1979 Low 31-Jan 10,396 High 31-Dec 11,674 Close 31-Dec 11,674 1980 Low 31-Jan 11,842 High 31-Dec 13,135 Close 31-Dec 13,135 1981 Low 31-Jan 13,242 High 31-Dec 14,307 Close 31-Dec 14,307 1982 Low 31-Jan 14,353 High 31-Oct 14,947 Close 31-Dec 14,855 1983 Low 31-Jan 14,886 High 30-Dec 15,419 Close 30-Dec 15,419 1984 Low 31-Jan 15,510 High 31-Oct 16,027 Close 31-Dec 16,027 1985 Low 31-Jan 16,058 High 31-Dec 16,636 Close 31-Dec 16,636 1986 Low 30-Apr 16,530 High 31-Dec 16,819 Close 31-Dec 16,819 1987 Low 31-Jan 16,925 High 30-Nov 17,565 Close 31-Dec 17,565 1988 Low 31-Jan 17,610 High 30-Dec 18,341 Close 30-Dec 18,341 1989 Low 31-Jan 18,432 High 29-Dec 19,193 Close 29-Dec 19,193 1990 Low 31-Jan 19,391 High 30-Nov 20,365 Close 31-Dec 20,365 1991 Low 31-Jan 20,487 High 31-Dec 20,989 Close 31-Dec 20,989 1992 Low 31-Jan 21,020 High 30-Nov 21,613 Close 31-Dec 21,598 1993 Low 31-Jan 21,705 High 30-Nov 22,192 Close 31-Dec 22,192 1994 Low 31-Jan 22,253 High 30-Nov 22,785 Close 30-Dec 22,785 1995 Low 31-Jan 22,877 High 31-Oct 23,394 Close 29-Dec 23,364 1996 Low 31-Jan 23,501 High 30-Nov 24,140 Close 31-Dec 24,140 1997 Low 31-Jan 24,216 High 31-Oct 24,597 Close 31-Dec 24,551 1998 Low 31-Jan 24,597 High 31-Oct 24,962 Close 31-Dec 24,947 1999 Low 31-Jan 25,008 High 30-Nov 25,616 Close 31-Dec 25,616 2000 Low 31-Jan 25,693 High 30-Nov 26,499 Close 29-Dec 26,484 2001 Low 31-Jan 26,651 High 30-Sep 27,139 Close 31-Dec 26,895 2002 Low 31-Jan 26,956 High 31-Oct 27,595 Close 31-Dec 27,534 2003 Low 31-Jan 27,656 High 30-Sep 28,189 Close 31-Dec 28,052 2004 Close 28,965 </table> [end mountain chart] (1) As outlined in the prospectus, the sales charge is reduced for accounts (and aggregated investments) of $25,000 or more and is eliminated for purchases of $1 million or more. There is no sales charge on dividends or capital gain distributions that are reinvested in additional shares. (2) The maximum initial sales charge was 8.5% prior to July 1, 1988. (3) Includes reinvested dividends of $52,001 and reinvested capital gain distributions of $130,729. (4) Includes reinvested capital gain distributions of $73,002, but does not reflect income dividends of $29,869 taken in cash. (5) For the period August 1, 1978 (when Capital Research and Management Company became investment adviser) through December 31, 1978. (6) Computed from data supplied by the U.S. Department of Labor, Bureau of Labor Statistics. Past results are not predictive of future results. The results shown are before taxes on fund distributions and sale of fund shares. The market indexes are unmanaged, do not reflect sales charges, commissions or expenses and cannot be invested in directly. Year ended December 31 1978(5) 1979 1980 1981 1982 1983 CAPITAL VALUE Dividends in cash $216 405 553 580 634 594 Value at year-end $8,947 9,892 11,390 10,688 13,522 16,424 TOTAL VALUE Dividends reinvested $217 421 603 665 768 755 Value at year-end $9,155 10,556 12,807 12,654 16,957 21,389 TOTAL RETURN -8.4% 15.3 21.3 -1.2 34.0 26.1 Year ended December 31 1984 1985 1986 1987 1988 1989 CAPITAL VALUE Dividends in cash 556 582 636 717 895 1,225 Value at year-end 16,759 21,148 25,151 25,463 28,561 35,438 TOTAL VALUE Dividends reinvested 734 795 894 1,034 1,328 1,877 Value at year-end 22,621 29,448 35,941 37,295 43,246 55,597 TOTAL RETURN 5.8 30.2 22.0 3.8 16.0 28.6 Year ended December 31 1990 1991 1992 1993 1994 1995 CAPITAL VALUE Dividends in cash 1,058 904 988 1,084 1,238 1,160 Value at year-end 32,180 40,940 44,059 50,884 50,319 66,210 TOTAL VALUE Dividends reinvested 1,679 1,478 1,655 1,858 2,171 2,082 Value at year-end 52,130 67,947 74,871 88,466 89,641 120,306 TOTAL RETURN -6.2 30.3 10.2 18.2 1.3 34.2 Year ended December 31 1996 1997 1998 1999 2000 2001 CAPITAL VALUE Dividends in cash 1,196 1,351 1,428 1,578 1,716 1,844 Value at year-end 78,143 97,513 112,292 138,151 142,315 126,959 TOTAL VALUE Dividends reinvested 2,187 2,511 2,691 3,013 3,319 3,611 Value at year-end 144,352 182,855 213,421 265,882 277,235 250,761 TOTAL RETURN 20.0 26.7 16.7 24.6 4.3 -9.6 Year ended December 31 2002 2003 2004 CAPITAL VALUE Dividends in cash 2,289 1,850 2,590 Value at year-end 102,816 133,434 149,159(4) TOTAL VALUE Dividends reinvested 4,553 3,755 5,345 Value at year-end 207,271 273,523 311,563(3) TOTAL RETURN -17.3 32.0 13.9 Average annual total return for 26-1/2 years 13.9%(1) [abstract illustration of building blocks with picutres of various items on each block: house, hard hat, screwdriver, crane, corn cob, leaf, factory. Building blocks are being analyzed, pushed and measured by individuals.] ONE BY ONE: Building the fund's portfolio The portfolio counselors and research analysts who manage Fundamental Investors have considerable flexibility in pursuing the fund's growth-and-income mandate. Rather than limiting their search to companies that each individually embody the fund's goals, they assemble a portfolio that does so collectively. Some contribute more to its growth objective, while others are appealing from an income standpoint. Still others stand somewhere in the middle. But to get to the heart of the fund's approach, one needs to look beyond categories to the companies themselves -- because that's what the fund's investment professionals do. Through intensive, bottom-up research they find companies with the competitive advantages necessary to thrive in the global economy and reward shareholders. Each company is its own unique investment story - -- a particular combination of attributes that furthers the fund's overall mission. And like an eclectic volume of short stories that somehow adds up to a single satisfying read, the diverse mix of companies that constitutes the fund's portfolio has historically met Fundamental Investors' goal of long-term growth of capital and income. In the following pages, we'll take a closer look at four of the fund's holdings, and uncover the investment story behind each. In doing so, we'll encounter some of the elements portfolio counselors and research analysts consider when weighing investment decisions, and gain a clearer sense of their diverse investment styles. [abstract illustration of a factory with roads leading to another factory, construction site and house] [Begin Picture Caption] A strong product roster, a diverse customer base and an understanding of market cycles convinced Dina Perry that Emerson Electric was a solid choice for Fundamental Investors. [End Caption] DOWN BUT NOT OUT Investing in companies from out-of-favor sectors is a bit like buying Christmas decorations on December 26: It's typically the most affordable opportunity to do so, but it takes time to realize the full benefits of the purchase. Consider the case of Emerson Electric. When Fundamental Investors' portfolio counselor and president, Dina Perry, invested in the company nearly two years ago, the share value of this St. Louis-based manufacturing conglomerate was languishing, thanks, in part, to a global slowdown in industrial production. Companies like Emerson, whose fortunes are, in many ways, linked to the ebb and flow of the economic cycle, are known as cyclicals, and Fundamental Investors has a long history of benefiting from investments in them. "When sectors fall out of favor, the share values of strong and weak companies both suffer," explains Dina. "This creates excellent buying opportunities, since good companies can be purchased at reasonable valuations. The problem is that it's not always clear which out-of-favor companies will prosper when the clouds part. That's where fundamental research comes in." Working with Capital Research and Management Company analyst Martin Jacobs, Dina began looking closely at Emerson early in 2003. "I liked the fact that the company had a roster of strong global businesses and was a leader in many of its product categories," notes Dina. "I was also impressed by their diversity. As a manufacturer of consumer, commercial and industrial goods, their overall success didn't depend on a single product line or strong demand in any one market." Moreover, Dina learned that management wasn't resting on its laurels, "In the `90s, Emerson strengthened its presence in an area known as process controls," she adds. "Process controls are the devices that go on industrial and manufacturing equipment and collect vital information -- things like temperature, pressure and supply -- which they then transmit to a command and control center. In an age of increasing automation, this is an important business." For investors in cyclical companies, waiting for the tailwinds that can bring about a rise in share price becomes more bearable when a company's management is committed to rewarding shareholders with income. This was the case with Emerson. "The company has a long track record of not only delivering strong earnings growth, but dividend growth as well," explains Dina. "Given Fundamental Investors' income objective, that added to the appeal." In the spring of 2003, a pick-up in global industrial output did, in fact, materialize and Emerson has rebounded strongly. The weak dollar has also helped considerably, making the company's products even more attractive to its non-U.S. customers, who account for roughly half of sales. It wasn't clairvoyance or the ability to see around corners that triggered Dina's decision to invest, but intensive research, Emerson's appealing income profile, and patience for a company in an out-of-favor sector that experience told her would return to fair value and ultimately benefit shareholders. [abstract illustration of a small shovel with a stalk of corn in it] [Begin Picture Caption] Focusing on the less obvious consequences of rising global living standards led Gordon Crawford to Potash Corp. [End Caption] A TRUE GROWTH STORY Rising global living standards. The phrase suggests greater numbers of people gaining access to the creature comforts and technologies enjoyed by those in the developed world. And while increased consumption of those things is certainly a big part of the overall global growth story -- and an example of how companies from the industrialized world are benefiting from it -- some effects of the proverbial rising tide are less obvious. Look at fertilizer. In most cases, the increase in disposable income that generally accompanies improving living standards brings with it an increase in per-capita consumption of meat. Raising the livestock necessary to satisfy that demand requires considerable quantities of grain, and places additional burdens on a food supply already strained by population growth and a diminishing supply of farmland. The net result is that farmers are being asked to grow more food on less acreage. Seed-engineering, herbicides and more efficient agricultural management can boost output, but without fertilizer returning to the soil those nutrients that growing crops leech from it, fields become unproductive and eventually lay fallow. Needless to say, global demand for fertilizer is on the rise. Which brings us to potash -- both the chemical compound and the Canadian mining company of the same name. Potash, the substance, is a plant nutrient indispensable to manufactured fertilizer. As a mined commodity that cannot be chemically synthesized, bringing it to the marketplace requires considerable capital investment, and new operations cannot be brought on line quickly. Saskatchewan-based Potash Corp. is the world's largest supplier of this vital product. But to Gordon Crawford, a portfolio counselor for Fundamental Investors, the company's size is less important than its strategic position. "Potash Corp. is the only producer in the world that has meaningful excess capacity," he explains. "So as global consumption grows, it's the only company that can increase production without incurring sizable new costs. This is the kind of competitive advantage that companies rarely enjoy, and it makes Potash an extremely attractive investment." Gordon invested in Potash in August of 2004, and since then, the company's stock has risen more than 60%. "Earnings have been great, and estimates for them have been rising," he notes. "But my investment wasn't about quick profits, it was about relying on extensive research to gain a more complete understanding of the consequences of global growth. And when that research turned up a strongly positioned company with its growth tied to a fundamental -- and growing -- human need, it made for a compelling story and, ultimately, an investment that stands to benefit shareholders." VALUE SPARKS INTEREST Fundamental Investors portfolio counselor Jim Drasdo invested in Caterpillar more than 15 years ago. At the time, the global manufacturer of the instantly recognizable equipment that does much of the construction and mining industries' heavy lifting was smack in the middle of an ugly labor dispute. Adding to its troubles, a strong dollar and advancing Japanese technology had increased the competitiveness of the global marketplace. CAT looked like it was in jeopardy of becoming an also-ran. But with the company's share price trading at a level he describes as "dirt cheap," Jim decided to take a closer look. What he found beyond the labor problems and competitive pressures was a great brand with an unrivalled global dealer network -- one that afforded the company a competitive edge. "If you run a mine in a remote location, and uninterrupted operation of it depends on equipment that stays up and running, having quick access to parts and service is invaluable. I felt that CAT's network provided a meaningful advantage that would help see it through the troubles it was experiencing," explains Jim. In addition, Jim took a favorable view of CAT's management team, and his faith was bolstered by their performance during the tough times. "Management basically ran the plant during a strike in the early `90s, which helped avert the destructive effect that a lengthy interruption in production could have had," he recalls. "And while several CEOs have led the company since I invested, they're all cut from the same cloth. They've blocked and tackled very well, and been good stewards of the company's cash." These days, they're stewarding a good deal of it. With the labor dispute long since resolved and renewed strength in a number of business areas, CAT has experienced a resurgence. By broadening its power-generation product line, the company picked up market share in this growing sector, and CAT's innovative technologies have helped it meet the EPA's tougher diesel emissions standards well ahead of schedule. An impressive turnaround story has become exceptional thanks to the role that CAT heavy equipment has played in meeting the skyrocketing demands of the developing world. Whether mining for copper and aluminum, or reshaping the construction sites to which many of those commodities are headed, CAT's products have proved indispensable to global growth that seems destined to continue. [abstract illustration of the earth with a tractor, dump-truck and back-hoe circling on its surface] [Begin Picture Caption] Where others saw a company in trouble, Jim Drasdo saw in Caterpillar a powerful global brand at an appealing valuation. [End Caption] Since Jim first invested, CAT's sales have more than doubled and the stock reflects the company's fortunes, with the share price up nearly 600% since his initial purchase in March of 1989. Owning a cyclical company like CAT for well over a decade is somewhat unusual, and during the course of the stock's considerable climb, many have suggested to Jim that he take some chips off the table. But the same independent instincts that sparked his initial interest in the company remain in place. His explanation is not complicated, "I'm a buy-and-hold kind of guy. I firmly believe that if you have a fairly valued company at which management is doing the right thing, and you've got some tailwinds at your back, you stick with it." [abstract illustration of an hour-glass with factories in the background] [Begin Picture Caption] Taking the time to understand an evolving but out-of-favor technology inspired Mike Kerr's investment in Suncor Energy. [End Caption] AN IDEA WHOSE TIME ARRIVED When it comes to research, sometimes it's necessary to dig deep to understand the value of something that, quite literally, sits close to the surface. This is a fact not lost on Mike Kerr who, before becoming a portfolio counselor for Fundamental Investors, was an oil and gas analyst for the fund. In the mid-90s, Mike, a geophysicist by training, became increasingly interested in the fledgling oil sands business. Oil sands are petroleum deposits mixed with sand that sit near the earth's surface. Unlike deep oil deposits, which are extracted through drilling, oil sands are mined, with the crude-caked "ore" put through a chemical process that removes the oil. In the early '80s, oil sands were being hailed as a plentiful and potentially profitable alternative to drilled oil. But early efforts at mass production were hampered by technological obstacles, which made the end-product expensive relative to its traditionally extracted counterpart. "The business endured a full decade of technical problems -- some of them quite severe -- and by the time the '90s rolled around, oil sands had a very bad name with investors," recalls Mike. "But our research convinced us that the technology was on the verge of significant improvement and that the productivity and predictability of operations were going to get a whole lot better." Mike and his colleagues demonstrated their conviction with investments in a number of oil sands producers, notably Suncor Energy of Alberta, the Canadian province that's home to the world's largest known oil sands reserves. Their faith proved well-founded. Since making the initial investment in 1996, manufacturing costs have declined, while overall production has more than tripled and is expected to double again by 2012. Since that initial investment, the company's share price has increased more than 800%. These days, Suncor stands as the fund's largest holding, a position it has assumed largely as a result of growth in its stock price. Not surprising, since Mike and his colleagues have never trimmed their position. Suncor's future looks even brighter when considered against the current backdrop of the overall oil and gas industry. "Right about the time we made the investment, big oil companies began having difficulty coming up with sufficient projects to assure production growth over any defined period," notes Mike. "This is not the case with Suncor." Moreover, an investment that made sense in a world with a stable and secure oil supply has become auspicious as global instability increasingly threatens the safety of that supply. "We're now in a period when oil has a lot of political risks attached to it," Mike observes. "And having a large holding in a stable and secure producer with an outstanding growth component seems like a very good idea for Fundamental Investors." DIVERSITY BY DESIGN The multiple portfolio counselor system [photo of Gordon Crawford] [photo of James Drasdo] [photo of Dina Perry] [photo of Mike Kerr] Portfolio Years of Years with counselors investment experience* American Funds* Gordon Crawford 34 34 James Drasdo 33 28 Dina Perry 27 13 Mike Kerr 22 20 The investment stories in this report offer insight into the method of portfolio management employed by Capital Research and Management Company, investment adviser to Fundamental Investors and all the American Funds. Known as the multiple portfolio counselor system, this approach divides the fund's assets into portions, each of which is independently managed -- within the fund's objectives -- by one of Fundamental Investors' portfolio counselors. Guided by their unique backgrounds and outlooks, as well as their extensive investment experience, they are free to invest according to their strongest-conviction ideas. The fund's research analysts also manage a share of assets. Since no two investment professionals share the same approach, the resulting portfolio reflects a diversity of perspectives and spans a broad range of companies and industries. *All years as of March 2005. SUMMARY INVESTMENT PORTFOLIO, December 31, 2004 Beginning with this report, a summary portfolio, approved under rules adopted by the Securities and Exchange Commission this year, will replace the complete listing of portfolio holdings used in previous shareholder reports. This summary portfolio is designed to streamline the report and help investors better focus on a fund's principal holdings. The schedule includes each of the fund's 50 largest holdings and investments of any issuer for which the total value of all holdings in that issuer exceeds 1% of the fund's net assets. A complete schedule of portfolio holdings is available upon request, free of charge, by calling American Funds Service Company at 800/421-0180 or accessing the U.S. Securities and Exchange Commission website at www.sec.gov. [begin pie chart] (percent of Industry sector diversification net assets) Equity securities 92.51 % Energy 13.08 Industrials 12.38 Materials 12.09 Financials 11.66 Consumer discretionary 9.65 Other industries 33.65 Convertible securities 1.29 Bonds & notes 0.72 Cash & equivalents 5.48 [end pie chart] Shares Market Percent value of net COMMON STOCKS - 92.51% (000) assets ENERGY - 13.08% Suncor Energy Inc. 18,490,501 $653,331 2.70% Royal Dutch Petroleum Co. (New York registered) 8,425,000 483,427 2.00 Exxon Mobil Corp. 5,000,000 256,300 1.06 Norsk Hydro ASA 2,168,000 170,127 Norsk Hydro ASA (ADR) 700,000 55,104 .93 Shell Canada Ltd. 3,273,200 218,186 .90 LUKoil Holding (ADR) 1,750,000 214,375 .88 Halliburton Co. 4,600,000 180,504 .75 Baker Hughes Inc. 3,800,000 162,146 .67 Murphy Oil Corp. 1,970,000 158,487 .65 Other securities 615,232 2.54 3,167,219 13.08 INDUSTRIALS - 12.38% Deere & Co. 5,500,000 409,200 1.69 Caterpillar Inc. 3,600,000 351,036 1.45 General Electric Co. 9,500,000 346,750 1.43 Northrop Grumman Corp. 4,316,333 234,636 .97 Parker Hannifin Corp. 2,800,000 212,072 .87 General Dynamics Corp. 1,772,900 185,445 .77 Tyco International Ltd. 5,125,000 183,168 .76 Raytheon Co. 4,461,372 173,235 .71 Emerson Electric Co. 2,200,000 154,220 .64 Other securities 749,489 3.09 2,999,251 12.38 MATERIALS - 12.09% Dow Chemical Co. 9,752,700 482,856 1.99 Alcoa Inc. 7,973,800 250,537 1.03 International Paper Co. 5,500,000 231,000 .95 BHP Billiton Ltd. 17,995,030 215,535 .89 Phelps Dodge Corp. 2,000,000 197,840 .82 Weyerhaeuser Co. 2,883,000 193,795 .80 E.I. du Pont de Nemours and Co. 3,850,000 188,842 .78 Temple-Inland Inc. 2,750,000 188,100 .78 Rio Tinto PLC 6,000,000 176,261 .73 Other securities 803,262 3.32 2,928,028 12.09 FINANCIALS - 11.66% Fannie Mae 5,117,800 364,439 1.50 Allied Irish Banks, PLC 12,724,382 264,540 1.09 Washington Mutual, Inc. 5,200,000 219,856 .91 Bank of America Corp. 4,096,800 192,509 .79 Bank of Ireland 10,165,000 168,652 .70 Other securities 1,613,088 6.67 2,823,084 11.66 CONSUMER DISCRETIONARY - 9.65% Time Warner Inc. (1) 20,425,000 397,062 1.64 News Corp. Inc. 17,220,000 321,325 1.33 Lowe's Companies, Inc. 5,524,900 318,179 1.31 Target Corp. 4,890,000 253,938 1.05 Limited Brands, Inc. 10,815,980 248,984 1.03 Other securities 797,574 3.29 2,337,062 9.65 INFORMATION TECHNOLOGY - 9.54% Microsoft Corp. 19,625,000 524,184 2.16 Texas Instruments Inc. 11,963,024 294,530 1.22 Automatic Data Processing, Inc. 4,400,000 195,140 .81 International Business Machines Corp. 1,900,000 187,302 .77 Other securities 1,108,191 4.58 2,309,347 9.54 TELECOMMUNICATION SERVICES - 7.42% SBC Communications Inc. 17,250,000 444,532 1.84 Telefonica, SA (ADR) 2,750,000 155,375 Telefonica, SA 2,950,000 55,377 .87 Verizon Communications Inc. 4,815,000 195,056 .80 France Telecom, SA 5,800,000 191,361 .79 Other securities 755,828 3.12 1,797,529 7.42 CONSUMER STAPLES - 4.82% Altria Group, Inc. 8,114,800 495,814 2.05 Other securities 671,556 2.77 1,167,370 4.82 UTILITIES - 3.81% Dominion Resources, Inc. 3,390,000 229,639 .95 Questar Corp. 3,000,000 152,880 .63 Other securities 539,920 2.23 922,439 3.81 HEALTH CARE - 3.76% Sanofi-Aventis 3,350,000 266,790 1.10 Eli Lilly and Co. 3,100,000 175,925 .73 Other securities 467,043 1.93 909,758 3.76 MISCELLANEOUS - 4.30% Other common stocks in initial period of acquisition 1,041,913 4.30 TOTAL COMMON STOCKS (cost: $17,291,539,000) 22,403,000 92.51 Market Percent value of net RIGHTS & WARRANTS - 0.00% (000) assets TOTAL RIGHTS & WARRANTS (cost: $572,000) 614 .00 Market Percent value of net CONVERTIBLE SECURITIES - 1.29% (000) assets TOTAL CONVERTIBLE SECURITIES (cost: $283,272,000) 311,926 1.29 Principal Market Percent amount value of net BONDS & NOTES - 0.72% (000) (000) assets CONSUMER DISCRETIONARY - 0.11% Time Warner Inc. 10.15% 2012 $6,000 $7,882 .03% Other securities 19,525 .08 27,407 .11 OTHER - 0.61% 146,974 .61 TOTAL BONDS & NOTES (cost: $168,604,000) 174,381 .72 Principal Market Percent amount value of net SHORT-TERM SECURITIES - 5.48% (000) (000) assets Eli Lilly and Co. 2.03%-2.26% due 1/12-2/1/2005 (2) 75,000 74,915 .31 SBC Communications Inc. 2.26%-2.35% due 2/2-2/23/2005 (2) 59,800 59,630 .24 General Electric Capital Corp. 2.20%-2.27% due 1/3-1/18/2005 48,800 48,761 .20 Other securities 1,144,822 4.73 TOTAL SHORT-TERM SECURITIES (cost: $1,328,142,000) 1,328,128 5.48 TOTAL INVESTMENT SECURITIES (cost: $19,072,129,000) 24,218,049 100.00 OTHER ASSETS LESS LIABILITIES (627) (0.00) NET ASSETS $24,217,422 100.00% "Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed. "Other securities" includes all issues that are not required to be disclosed in the summary investment portfolio. INVESTMENTS IN AFFILIATES A company is considered to be an affiliate of the fund under the Investment Company Act of 1940 if the fund's holdings in that company represent 5% or more of the outstanding voting shares of that company. The market value of the fund's holdings in affiliated companies is included in "Other securities" under their respective industry sectors in the preceding summary investment portfolio. Further details on these holdings and related transactions during the year ended December 31, 2004 appear below. Dividend Market Company Beginning Purchases Sales Ending income value shares shares (000) (000) Temple-Inland (3) 2,750,000 - - 2,750,000 $6,710 $0 (1) Security did not produce income during the last 12 months. (2) Purchased in a private placement transaction; resale may be limited to qualified institutional buyers; resale to the public may require registration. The total value of all such restricted securities, including those included in "Other securities" in the summary investment portfolio, was $1,121,236,000, which represented 4.63% of the net assets of the fund. (3) Unaffiliated issuer at 12/31/2004. ADR = American Depositary Receipts See Notes to Financial Statements FINANCIAL STATEMENTS Statement of assets and liabilities at December 31, 2004 (dollars and shares in thousands, except per-share amounts) ASSETS: Investment securities at market (cost: $19,072,129) $24,218,049 Cash 460 Receivables for: Sales of investments $48,667 Sales of fund's shares 29,480 Dividends and interest 47,109 125,256 24,343,765 LIABILITIES: Payables for: Purchases of investments 79,450 Repurchases of fund's shares 32,772 Investment advisory services 5,131 Services provided by affiliates 7,529 Deferred Directors' compensation 1,226 Other fees and expenses 235 126,343 NET ASSETS AT DECEMBER 31, 2004 $24,217,422 NET ASSETS CONSIST OF: Capital paid in on shares of capital stock $19,789,301 Undistributed net investment income 100,738 Accumulated net realized loss (818,610) Net unrealized appreciation 5,145,993 NET ASSETS AT DECEMBER 31, 2004 $24,217,422 Total authorized capital stock - 1,000,000 shares, $1.00 par value (750,997 total shares outstanding) Net asset value Net assets Shares outstanding per share (1) Class A $21,542,689 667,940 $32.25 Class B 971,026 30,162 32.19 Class C 566,009 17,596 32.17 Class F 463,116 14,365 32.24 Class 529-A 145,912 4,526 32.24 Class 529-B 29,304 909 32.23 Class 529-C 45,237 1,404 32.23 Class 529-E 7,400 230 32.23 Class 529-F 2,392 74 32.22 Class R-1 6,129 190 32.18 Class R-2 93,312 2,901 32.17 Class R-3 124,433 3,863 32.21 Class R-4 79,969 2,482 32.22 Class R-5 140,494 4,355 32.26 (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 $34.22 and $34.21, respectively. See Notes to Financial Statements STATEMENT OF OPERATIONS for the year ended December 31, 2004 (dollars in thousands) INVESTMENT INCOME: Income: Dividends (net of non-U.S. withholding tax of $11,199; $519,509 also includes $6,710 from affiliate) Interest (net of non-U.S. withholding tax of $5) 69,422 $588,931 Fees and expenses: Investment advisory services 59,209 Distribution services 64,204 Transfer agent services 19,796 Administrative services 2,925 Reports to shareholders 802 Registration statement and prospectus 462 Postage, stationery and supplies 1,952 Directors' compensation 392 Auditing and legal 142 Custodian 1,343 State and local taxes 1 Other 108 Total expenses before reimbursement/waiver 151,336 Reimbursement/waiver of expenses 1,233 150,103 Net investment income 438,828 NET REALIZED GAIN AND UNREALIZED APPRECIATION ON INVESTMENTS AND NON-U.S. CURRENCY: Net realized gain (loss) on: Investments 613,354 Non-U.S. currency transactions (1,789) 611,565 Net unrealized appreciation (depreciation) on: Investments 1,889,711 Non-U.S. currency translations (217) 1,889,494 Net realized gain and unrealized appreciation on investments and non-U.S. currency 2,501,059 NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $2,939,887 See Notes to Financial Statements STATEMENT OF CHANGES IN NET ASSETS (dollars in thousands) Year ended December 31 2004 2003 OPERATIONS: Net investment income $438,828 $358,360 Net realized gain (loss) on investments and non-U.S. currency transactions 611,565 (603,496) Net unrealized appreciation on investments and non-U.S. currency translations 1,889,494 5,356,683 Net increase in net assets resulting from operations 2,939,887 5,111,547 DIVIDENDS PAID TO SHAREHOLDERS FROM NET INVESTMENT INCOME AND CURRENCY GAINS (404,177) (283,809) CAPITAL SHARE TRANSACTIONS 497,675 (69,713) TOTAL INCREASE IN NET ASSETS 3,033,385 4,758,025 NET ASSETS: Beginning of year 21,184,037 16,426,012 End of year (including undistributed net investment income: $100,738 and $65,000, respectively) $24,217,422 $21,184,037 See Notes to Financial Statements NOTES TO FINANCIAL STATEMENTS 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(R) 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 bid prices, if asked prices are not available) or at prices for securities of comparable maturity, quality and type. Securities with both fixed-income and equity characteristics, or equity securities traded principally among fixed-income dealers, are valued in the manner described above for either equity or fixed-income securities, depending on which method is deemed most appropriate by the investment adviser. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. The value of short-term securities purchased with greater than 60 days to maturity with 60 days or less remaining to maturity is determined based on the market value on the 61st day. 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 under procedures adopted 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. CollegeAmerica is a registered trademark of the Virginia College Savings Plan./SM/ 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 certain securities within 30 days of purchase; unrealized appreciation of certain investments in non-U.S. securities; 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 December 31, 2004, the cost of investment securities for federal income tax purposes was $19,084,083,000. During the year ended December 31, 2004, the fund reclassified $64,000 from undistributed net investment income to additional paid-in capital and $1,151,000 from undistributed net realized gains to undistributed net investment income to align financial reporting with tax reporting. As of December 31, 2004, the components of distributable earnings on a tax basis were as follows (dollars in thousands): Undistributed net investment income and currency gains $102,750 Short-term capital loss deferrals (807,441) Gross unrealized appreciation on investment securities 5,908,019 Gross unrealized depreciation on investment securities (774,053) Net unrealized appreciation on investment securities 5,133,966 Undistributed net investment income and currency gains above include currency losses of $93,000 that were realized during the period November 1, 2003 through December 31, 2003. Short-term capital loss deferrals above include capital loss carryforwards of $66,479,000 and $606,687,000 expiring in 2010 and 2011, respectively. These numbers reflect the utilization of a capital loss carryforward of $594,776,000. The remaining capital loss carryforwards will be used to offset any capital gains realized by the fund in future years through the expiration dates. The fund will not make distributions from capital gains while capital loss carryforwards remain. Ordinary income distributions paid to shareholders from net investment income and currency gains were as follows (dollars in thousands): Year ended December 31 Share class 2004 2003 Class A $ 372,550 $ 267,613 Class B 9,991 6,070 Class C 5,262 2,626 Class F 7,307 3,841 Class 529-A 2,122 962 Class 529-B 234 89 Class 529-C 363 127 Class 529-E 89 35 Class 529-F 30 8 Class R-1 51 7 Class R-2 831 213 Class R-3 1,486 477 Class R-4 1,232 415 Class R-5 2,629 1,326 Total $ 404,177 $ 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. During the year ended December 31, 2004, CRMC reduced investment advisory services fees by $1,020,000. As a result, the fee shown on the accompanying financial statements of $59,209,000, which was equivalent to an annualized rate of 0.270%, was reduced to $58,189,000, or 0.265% 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 below. 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 December 31, 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 year ended December 31, 2004, CRMC agreed to pay a portion of these fees for classes R-1 and R-2. For the year ended December 31, 2004, the total fees paid by CRMC were $2,000 and $211,000 for Class R-1 and Class R-2, respectively. Administrative services fees are presented gross of any payments made by CRMC. Each 529 share class is subject to an additional annual administrative services fee of 0.10% of its respective average daily net assets; this fee is payable to the Commonwealth of Virginia for the maintenance of the 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. Expenses under the agreements described above for the year ended December 31, 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 $47,779 $18,904 Not applicable Not applicable Not applicable -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class B 8,743 892 Not applicable Not applicable Not applicable -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class C 4,719 Included $708 $120 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class F 971 Included 582 52 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class 529-A 191 Included 169 17 $ 112 in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class 529-B 231 Included 35 11 23 in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class 529-C 350 Included 53 13 35 in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class 529-E 28 Included 8 1 6 in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class 529-F 4 Included 2 -* 2 in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class R-1 43 Included 6 4 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class R-2 518 Included 104 395 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class R-3 460 Included 138 103 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class R-4 167 Included 100 2 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Class R-5 Not applicable Included 121 3 Not applicable in administrative services -------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------- Total $64,204 $19,796 $2,026 $721 $178 -------------------------------------------------------------------------------------------------------------- * 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 of $392,000, shown on the accompanying financial statements, includes $203,000 in current fees (either paid in cash or deferred) and a net increase of $189,000 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 Year ended December 31, 2004 Class A $ 2,128,875 71,901 $ 351,340 11,834 Class B 110,433 3,739 9,629 320 Class C 147,896 5,005 5,035 167 Class F 187,702 6,362 6,418 216 Class 529-A 46,582 1,571 2,122 71 Class 529-B 8,121 274 234 8 Class 529-C 15,730 531 363 12 Class 529-E 2,339 79 89 3 Class 529-F 1,251 42 31 1 Class R-1 4,263 146 51 1 Class R-2 52,680 1,793 831 28 Class R-3 68,710 2,325 1,481 49 Class R-4 44,674 1,514 1,233 42 Class R-5 27,580 928 2,298 78 Total net increase (decrease) $ 2,846,836 96,210 $ 381,155 12,830 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 Year ended December 31, 2004 Class A $ (2,413,347) (81,685) $ 66,868 2,050 Class B (86,500) (2,936) 33,562 1,123 Class C (57,179) (1,947) 95,752 3,225 Class F (88,450) (2,984) 105,670 3,594 Class 529-A (5,035) (170) 43,669 1,472 Class 529-B (586) (20) 7,769 262 Class 529-C (2,040) (68) 14,053 475 Class 529-E (190) (6) 2,238 76 Class 529-F (222) (8) 1,060 35 Class R-1 (915) (31) 3,399 116 Class R-2 (14,324) (486) 39,187 1,335 Class R-3 (23,310) (791) 46,881 1,583 Class R-4 (22,061) (723) 23,846 833 Class R-5 (16,157) (550) 13,721 456 Total net increase (decrease) $ (2,730,316) (92,405) $ 497,675 16,635 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. INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES The fund made purchases and sales of investment securities, excluding short-term securities, of $6,226,467,000 and $6,216,912,000, respectively, during the year ended December 31, 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 year ended December 31, 2004, the custodian fee of $1,343,000, shown on the accompanying financial statements, included $9,000 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: Year ended 12/31/2004 $28.85 $.61 $3.35 $3.96 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 Class B: Year ended 12/31/2004 28.80 .38 3.35 3.73 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: Year ended 12/31/2004 28.78 .37 3.34 3.71 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: Year ended 12/31/2004 28.84 .59 3.35 3.94 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: Year ended 12/31/2004 28.84 .59 3.34 3.93 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: Year ended 12/31/2004 28.83 .33 3.35 3.68 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: Year ended 12/31/2004 28.83 .34 3.34 3.68 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: Year ended 12/31/2004 28.83 .49 3.35 3.84 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: Year ended 12/31/2004 28.82 .58 3.33 3.91 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: Year ended 12/31/2004 $28.79 $.37 $3.33 $3.70 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: Year ended 12/31/2004 28.77 .38 3.34 3.72 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: Year ended 12/31/2004 28.82 .50 3.33 3.83 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: Year ended 12/31/2004 28.83 .60 3.33 3.93 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: Year ended 12/31/2004 28.86 .68 3.35 4.03 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: Year ended 12/31/2004 $(.56) $ - $(.56) $32.25 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 Class B: Year ended 12/31/2004 (.34) - (.34) 32.19 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: Year ended 12/31/2004 (.32) - (.32) 32.17 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: Year ended 12/31/2004 (.54) - (.54) 32.24 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: Year ended 12/31/2004 (.53) - (.53) 32.24 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: Year ended 12/31/2004 (.28) - (.28) 32.23 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: Year ended 12/31/2004 (.28) - (.28) 32.23 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: Year ended 12/31/2004 (.44) - (.44) 32.23 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: Year ended 12/31/2004 (.51) - (.51) 32.22 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: Year ended 12/31/2004 $(.31) $ - $(.31) $32.18 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: Year ended 12/31/2004 (.32) - (.32) 32.17 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: Year ended 12/31/2004 (.44) - (.44) 32.21 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: Year ended 12/31/2004 (.54) - (.54) 32.22 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: Year ended 12/31/2004 (.63) - (.63) 32.26 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 to average net to average net Ratio of Net assets, assets before assets after net income Total end of period reimbursement/ reimbursement/ to average return (3) (in millions) waiver waiver (4) net assets Class A: Year ended 12/31/2004 13.91% $21,543 .63% .63% 2.05% 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 Class B: Year ended 12/31/2004 13.03 971 1.40 1.39 1.29 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 (5) 1.39 (5) .53 (5) Class C: Year ended 12/31/2004 12.96 566 1.47 1.46 1.24 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 (5) 1.55 (5) .49 (5) Class F: Year ended 12/31/2004 13.84 463 .70 .70 2.02 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 (5) .74 (5) 1.31 (5) Class 529-A: Year ended 12/31/2004 13.77 146 .73 .72 2.00 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 (5) .76 (5) 1.64 (5) Class 529-B: Year ended 12/31/2004 12.83 29 1.59 1.59 1.13 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 (5) 1.62 (5) .77 (5) Class 529-C: Year ended 12/31/2004 12.84 45 1.58 1.58 1.14 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 (5) 1.60 (5) .79 (5) Class 529-E: Year ended 12/31/2004 13.40 7 1.06 1.05 1.66 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 (5) 1.07 (5) 1.35 (5) Class 529-F: Year ended 12/31/2004 13.73 2 .81 .80 1.95 Year ended 12/31/2003 31.72 1 .82 .82 1.81 Period from 9/23/2002 to 12/31/2002 5.65 - (6) .22 .22 .51 FINANCIAL HIGHLIGHTS (1) (continued) Ratio of expenses Ratio of expenses to average net to average net Ratio of Net assets, assets before assets after net income Total end of period reimbursement/ reimbursement/ to average return (in millions) waiver waiver (4) net assets Class R-1: Year ended 12/31/2004 12.92% $6 1.53% 1.49% 1.26% 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) - (6) 4.20 (5) 1.50 (5) 1.11 (5) Class R-2: Year ended 12/31/2004 13.02 93 1.76 1.45 1.29 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 (5) 1.46 (5) 1.05 (5) Class R-3: Year ended 12/31/2004 13.41 125 1.05 1.04 1.69 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 (5) 1.08 (5) 1.41 (5) Class R-4: Year ended 12/31/2004 13.85 80 .69 .69 2.04 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: Year ended 12/31/2004 14.19 141 .39 .39 2.31 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 (5) .40 (5) 1.91 (5) Year ended December 31 2004 2003 2002 2001 2000 Portfolio turnover rate for all classes of shares 30% 31% 38% 29% 43% (1) Based on operations for the period shown (unless otherwise noted) and, accordingly, may not be representative of a full year. (2) 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/waivers from CRMC. During the year ended 12/31/2004, CRMC reduced fees for investment advisory services for all share classes. In addition, during the start-up period for the retirement plan share classes (except Class R-5), CRMC agreed to pay a portion of the fees related to transfer agent services. (5) Annualized. (6) Amount less than $1 million. See Notes to Financial Statements REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Fundamental Investors, Inc.: We have audited the accompanying statement of assets and liabilities of Fundamental Investors, Inc. (the "Fund"), including the summary investment portfolio, as of December 31, 2004, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2004, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fundamental Investors, Inc. as of December 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ Deloitte & Touche LLP Los Angeles, CA February 11, 2005 TAX INFORMATION (unaudited) We are required to advise you within 60 days of the fund's fiscal year-end regarding the federal tax status of certain distributions received by shareholders during such fiscal year. The information below is provided for the fund's fiscal year ending December 31, 2004. Individual shareholders are eligible for reduced tax rates on qualified dividend income. The fund designates 100% of the dividends paid by the fund earned during the fiscal year as qualified dividend income. Corporate shareholders may exclude up to 70% of qualifying dividends. The fund designates $382,186,000 of dividends received as qualified dividend income. For state tax purposes, certain states may exempt from income taxation that portion of the income dividends paid by the fund that were derived from direct U.S. government obligations. The fund designates $1,333,000 as interest derived on direct U.S. government obligations. INDIVIDUAL SHAREHOLDERS SHOULD REFER TO THEIR FORM 1099-DIV OR OTHER TAX INFORMATION WHICH WAS MAILED IN JANUARY 2005 TO DETERMINE THE CALENDAR YEAR AMOUNTS TO BE INCLUDED ON THEIR 2004 TAX RETURNS. SHAREHOLDERS SHOULD CONSULT THEIR TAX ADVISERS. EXPENSE EXAMPLE (unaudited) As a shareholder of the fund, you incur two types of costs: (1) transaction costs such as initial sales charges on purchase payments and contingent deferred sales charges on redemptions (loads); and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund so you can compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 through December 31, 2004). ACTUAL EXPENSES: The first line of each share class in the table on the next page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses paid during period" to estimate the expenses you paid on your account during this period. There are some account fees that are charged to certain types of accounts, such as Individual Retirement Accounts and CollegeAmerica accounts (generally, a $10 fee is charged to set up the account and an additional $10 fee is charged to the account annually) that would increase the amount of expenses paid on your account. In addition, retirement plan participants may be subject to certain fees charged by the plan sponsor, and Class F and Class 529-F shareholders may be subject to fees charged by financial intermediaries, typically ranging from 0.50% to 3.00% of assets annually depending on services offered. You can estimate the impact of these fees by adding the amount of the fees to the total estimated expenses you paid on your account during the period as calculated above. In addition, your ending account value would also be lower by the amount of these fees. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES: The second line of each share class in the table on the next page provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio for the share class and an assumed rate of return of 5.00% per year before expenses, which is not the actual return of the share class. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5.00% hypothetical example with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds. There are some account fees that are charged to certain shareholders, such as Individual Retirement Accounts and CollegeAmerica accounts (generally, a $10 fee is charged to set up the account and an additional $10 fee is charged to the account annually) that would increase the amount of expenses paid on your account. In addition, retirement plan participants may be subject to certain fees charged by the plan sponsor, and Class F and Class 529-F shareholders may be subject to fees charged by financial intermediaries, typically ranging from 0.50% to 3.00% of assets annually depending on services offered. You can estimate the impact of these fees by adding the amount of the fees to the total estimated expenses you paid on your account during the period as calculated above. In addition, your ending account value would also be lower by the amount of these fees. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line of each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. Beginning account Ending account Expenses paid Annualized value 7/1/2004 value 12/31/2004 during period(1) expense ratio Class A -- actual return $ 1,000.00 $1,108.14 $3.23 .61% Class A -- assumed 5% return 1,000.00 1,022.07 3.10 .61 Class B -- actual return 1,000.00 1,103.70 7.30 1.38 Class B -- assumed 5% return 1,000.00 1,018.20 7.00 1.38 Class C -- actual return 1,000.00 1,103.78 7.67 1.45 Class C -- assumed 5% return 1,000.00 1,017.85 7.35 1.45 Class F -- actual return 1,000.00 1,107.77 3.66 .69 Class F -- assumed 5% return 1,000.00 1,021.67 3.51 .69 Class 529-A -- actual return 1,000.00 1,107.26 3.71 .70 Class 529-A -- assumed 5% return 1,000.00 1,021.62 3.56 .70 Class 529-B -- actual return 1,000.00 1,102.88 8.35 1.58 Class 529-B -- assumed 5% return 1,000.00 1,017.19 8.01 1.58 Class 529-C -- actual return 1,000.00 1,102.91 8.30 1.57 Class 529-C -- assumed 5% return 1,000.00 1,017.24 7.96 1.57 Class 529-E -- actual return 1,000.00 1,105.47 5.50 1.04 Class 529-E -- assumed 5% return 1,000.00 1,019.91 5.28 1.04 Class 529-F -- actual return 1,000.00 1,107.24 4.18 .79 Class 529-F -- assumed 5% return 1,000.00 1,021.17 4.01 .79 Class R-1 -- actual return 1,000.00 1,103.26 7.82 1.48 Class R-1 -- assumed 5% return 1,000.00 1,017.70 7.51 1.48 Class R-2 -- actual return 1,000.00 1,103.85 7.62 1.44 Class R-2 -- assumed 5% return 1,000.00 1,017.90 7.30 1.44 Class R-3 -- actual return 1,000.00 1,105.64 5.40 1.02 Class R-3 -- assumed 5% return 1,000.00 1,020.01 5.18 1.02 Class R-4 -- actual return 1,000.00 1,107.79 3.60 .68 Class R-4 -- assumed 5% return 1,000.00 1,021.72 3.46 .68 Class R-5 -- actual return 1,000.00 1,109.42 2.01 .38 Class R-5 -- assumed 5% return 1,000.00 1,023.23 1.93 .38 (1) Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the period (184), and divided by 366 (to reflect the one-half year period). 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 December 31, 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 +8.03% +2.21%(1) Not reflecting CDSC +13.03% +2.59%(1) Class C shares Reflecting CDSC, maximum of 1%, payable only if shares are sold within one year of purchase +11.96% +4.18%(2) Not reflecting CDSC +12.96% +4.18%(2) Class F shares(3) Not reflecting annual asset-based fee charged by sponsoring firm +13.84% +5.01%(2) Class 529-A shares Reflecting 5.75% maximum sales charge +7.23% +6.57%(4) Not reflecting maximum sales charge +13.77% +8.79%(4) Class 529-B shares Reflecting applicable CDSC, maximum of 5%, payable only if shares are sold within six years of purchase +7.83% +7.30%(5) Not reflecting CDSC +12.83% +8.51%(5) Class 529-C shares Reflecting CDSC, maximum of 1%, payable only if shares are sold within one year of purchase +11.84% +7.87%(4) Not reflecting CDSC +12.84% +7.87%(4) Class 529-E shares(3) +13.40% +6.47%(6) Class 529-F shares(3) Not reflecting annual asset-based fee charged by sponsoring firm +13.73% +22.40%(7) The fund's investment adviser is waiving a portion of management fees. Results shown reflect the waiver. Please see the Financial Highlights table on page 25 or in the fund's prospectus for details. (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. BOARD OF DIRECTORS "NON-INTERESTED" DIRECTORS YEAR FIRST ELECTED A DIRECTOR NAME AND AGE OF THE FUND(1) PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS Joseph C. Berenato, 58 2003 Chairman of the Board and CEO, Ducommun Incorporated (aerospace components manufacturer) Robert J. Denison, 63(4) 2005 Chair, First Security Management (private investments) Robert A. Fox, 67 1998 Managing General Partner, Fox Investments LP; former Professor, University of California; retired President and CEO, Foster Farms (poultry producer) Leonade D. Jones, 57 1998 Co-founder, VentureThink LLC (developed and managed e-commerce businesses) and Versura Inc. (education loan exchange); former Treasurer, The Washington Post Company John G. McDonald, 67 1998 The Stanford Investors Professor, Graduate School of Business, Stanford University Gail L. Neale, 70 1985 President, The Lovejoy Consulting Group, Inc. (a pro bono consulting group advising nonprofit organizations) Henry E. Riggs, 70 1989 President Emeritus, Keck Graduate Institute of Applied Life Sciences Patricia K. Woolf, Ph.D., 70 1998 Private investor; corporate director; former lecturer, Department of Molecular Biology, Princeton University "NON-INTERESTED" DIRECTORS NUMBER OF PORTFOLIOS IN FUND COMPLEX(2) OVERSEEN BY NAME AND AGE DIRECTOR OTHER DIRECTORSHIPS(3) HELD BY DIRECTOR Joseph C. Berenato, 58 4 Ducommun Incorporated Robert J. Denison, 63(4) 4 None Robert A. Fox, 67 7 Crompton Corporation Leonade D. Jones, 57 6 None John G. McDonald, 67 8 iStar Financial, Inc.; Plum Creek Timber Co.; Scholastic Corporation; Varian, Inc. Gail L. Neale, 70 6 None Henry E. Riggs, 70 4 None Patricia K. Woolf, Ph.D., 70 6 Crompton Corporation; First Energy Corporation "INTERESTED" DIRECTORS(5) YEAR FIRST ELECTED A DIRECTOR OR PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND NAME, AGE AND OFFICER OF POSITIONS HELD WITH AFFILIATED ENTITIES OR THE PRINCIPAL POSITION WITH FUND THE FUND(1) UNDERWRITER OF THE FUND James F. Rothenberg, 58 1998 President and Director, Capital Research and Chairman of the Board Management Company; Director, American Funds Distributors, Inc.;(6) Director, The Capital Group Companies, Inc.;(6) Director, Capital Group Research, Inc.(6) Dina N. Perry, 59 1994 Senior Vice President, Capital Research and President Management Company; Director, Capital Research Company(6) "INTERESTED" DIRECTORS(5) NUMBER OF PORTFOLIOS IN FUND COMPLEX(2) NAME, AGE AND OVERSEEN BY POSITION WITH FUND DIRECTOR OTHER DIRECTORSHIPS(3) HELD BY DIRECTOR James F. Rothenberg, 58 3 None Chairman of the Board Dina N. Perry, 59 1 None President THE STATEMENT OF ADDITIONAL INFORMATION INCLUDES ADDITIONAL INFORMATION ABOUT FUND DIRECTORS AND IS AVAILABLE WITHOUT CHARGE UPON REQUEST BY CALLING AMERICAN FUNDS SERVICE COMPANY AT 800/421-0180. THE ADDRESS FOR ALL DIRECTORS AND OFFICERS OF THE FUND IS 333 SOUTH HOPE STREET, LOS ANGELES, CA 90071, ATTENTION: FUND SECRETARY. OTHER OFFICERS(7) YEAR FIRST ELECTED PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS NAME, AGE AND AN OFFICER AND POSITIONS HELD WITH AFFILIATED ENTITIES OR POSITION WITH FUND OF THE FUND(1) THE PRINCIPAL UNDERWRITER OF THE FUND Gordon Crawford, 58 1994 Senior Vice President and Director, Capital Senior Vice President Research and Management Company Paul G. Haaga, Jr., 56 1994 Executive Vice President and Director, Capital Senior Vice President Research and Management Company; Director, The Capital Group Companies, Inc.(6) Michael T. Kerr, 45 1995 Vice President, Capital Research and Management Senior Vice President Company; Senior Vice President, Capital Research Company(6) Martin Romo, 37 1999 Executive Vice President and Director, Capital Senior Vice President Research Company(6) Ronald B. Morrow, 59 2004 Senior Vice President, Capital Research Company(6) Vice President Patrick F. Quan, 46 1989-1998 Vice President -- Fund Business Management Secretary 2000 Group, Capital Research and Management Company Sheryl F. Johnson, 36 1998 Vice President -- Fund Business Management Treasurer Group, Capital Research and Management Company David A. Pritchett, 38 1999 Vice President -- Fund Business Management Assistant Treasurer Group, Capital Research and Management Company (1) Directors and officers of the fund serve until their resignation, removal or retirement. (2) Capital Research and Management Company manages the American Funds, consisting of 29 funds. Capital Research and Management Company also manages American Funds Insurance Series,(R) which serves as the underlying investment vehicle for certain variable insurance contracts, and Endowments, whose shareholders are limited to certain nonprofit organizations. (3) This includes all directorships (other than those in the American Funds) that are held by each Director as a director of a public company or a registered investment company. (4) Elected effective February 17, 2005. (5) "Interested persons" within the meaning of the 1940 Act, on the basis of their affiliation with the fund's investment adviser, Capital Research and Management Company, or affiliated entities (including the fund's principal underwriter). (6) Company affiliated with Capital Research and Management Company. (7) All of the officers listed, except Martin Romo and Ronald B. Morrow, are officers and/or Directors/Trustees of one or more of the other funds for which Capital Research and Management Company serves as investment adviser. 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 REGISTERED PUBLIC ACCOUNTING FIRM 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 and is eliminated for purchases of $1 million 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. Annual expenses for Class B shares were 0.76 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 annual 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 annual expenses (by 0.07 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 AND THE COLLEGEAMERICA PROGRAM DESCRIPTION, WHICH CAN BE OBTAINED FROM YOUR FINANCIAL ADVISER AND SHOULD BE READ CAREFULLY BEFORE INVESTING. YOU MAY ALSO CALL AMERICAN FUNDS SERVICE COMPANY (AFS) AT 800/421-0180 OR VISIT THE AMERICAN FUNDS WEBSITE AT AMERICANFUNDS.COM. "AMERICAN FUNDS PROXY VOTING GUIDELINES" -- WHICH DESCRIBES HOW WE VOTE PROXIES RELATING TO PORTFOLIO SECURITIES -- IS AVAILABLE FREE OF CHARGE ON THE U.S. SECURITIES AND EXCHANGE COMMISSION (SEC) WEBSITE AT WWW.SEC.GOV, ON THE AMERICAN FUNDS WEBSITE OR UPON REQUEST BY CALLING AFS. THE FUND'S PROXY VOTING RECORD FOR THE 12 MONTHS ENDED JUNE 30, 2004, IS ALSO AVAILABLE ON THE SEC AND AMERICAN FUNDS WEBSITES. A complete portfolio of Fundamental Investors' investments is available free of charge on the SEC website or upon request by calling AFS. Fundamental Investors files a complete list of its portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available free of charge on the SEC website or upon request by calling AFS. You may also review or, for a fee, copy the forms at the SEC's Public Reference Room in Washington, D.C. (800/SEC-0330). 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 March 31, 2005, 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 30 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. More than half 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 Emphasis on long-term growth through stocks 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 Emphasis on long-term growth and dividends through stocks 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 Emphasis on above-average income and growth through stocks and/or bonds Capital Income Builder(R) The Income Fund of America(R) o BALANCED FUND Emphasis on long-term growth and current income through stocks and bonds American Balanced Fund(R) o BOND FUNDS Emphasis on current income through bonds 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 Emphasis on tax-free current income through municipal bonds 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. MFGEAR-910-0205P Litho in USA KBDA/GRS/8056-S1908 Printed on recycled paper ITEM 2 - Code of Ethics The Registrant has adopted a Code of Ethics that applies to its Principal Executive Officer and Principal Financial Officer. The Registrant undertakes to provide to any person without charge, upon request, a copy of the Code of Ethics. Such request can be made to American Funds Service Company at 800/421-0180 or to the Secretary of the Registrant, P.O. Box 7650, San Francisco, California 94120. ITEM 3 - Audit Committee Financial Expert The Registrant's Board has determined that Leonade D. Jones, a member of the Registrant's Audit Committee, is an "audit committee financial expert" and "independent," as such terms are defined in this Item. This designation will not increase the designee's duties, obligations or liability as compared to his duties, obligations and liability as a member of the Audit Committee and of the Board; nor will it reduce the responsibility of the other Audit Committee members. There may be other individuals who, through education or experience, would qualify as "audit committee financial experts" if the Board had designated them as such. Most importantly, the Board believes each member of the Audit Committee contributes significantly to the effective oversight of the Registrant's financial statements and condition. ITEM 4 - Principal Accountant Fees and Services Registrant: a) Audit Fees: 2003 $57,000 2004 $57,000 b) Audit- Related Fees: 2003 none 2004 $8,000 The audit-related fees consist of assurance and related services relating to the examination of the Registrant's investment adviser conducted in accordance with Statement on Auditing Standards Number 70 issued by the American Institute of Certified Public Accountants. c) Tax Fees: 2003 $5,000 2004 $6,000 The tax fees consist of professional services relating to the preparation of the Registrant's tax returns. d) All Other Fees: 2003 none 2004 none Adviser and affiliates (includes only fees for non-audit services billed to the adviser and affiliates for engagements that relate directly to the operations and financial reporting of the Registrant and were subject to the pre-approval policies described below): a) Not Applicable b) Audit- Related Fees: 2003 $305,000 2004 $323,000 The audit-related fees consist of assurance and related services relating to the examination of the Registrant's transfer agency and investment adviser conducted in accordance with Statement on Auditing Standards Number 70 issued by the American Institute of Certified Public Accountants. c) Tax Fees: 2003 none 2004 none d) All Other Fees: 2003 none 2004 none The Registrant's Audit Committee will pre-approve all audit and permissible non-audit services that the Committee considers compatible with maintaining the auditors' independence. The pre-approval requirement will extend to all non-audit services provided to the Registrant, the investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Registrant, if the engagement relates directly to the operations and financial reporting of the registrant. The Committee will not delegate its responsibility to pre-approve these services to the investment adviser. The Committee may delegate to one or more Committee members the authority to review and pre-approve audit and permissible non-audit services. Actions taken under any such delegation will be reported to the full Committee at its next meeting. The pre-approval requirement is waived with respect to non-audit services if certain conditions are met. The pre-approval requirement was not waived for any of the services listed above under paragraphs b, c and d. Aggregate non-audit fees paid to the Registrant's auditors, including fees for all services billed to the Registrant and the adviser and affiliates that provide ongoing services to the Registrant were $315,000 for fiscal year 2003 and $1,126,000 for fiscal year 2004. The non-audit services represented by these amounts were brought to the attention of the Committee and considered to be compatible with maintaining the auditors' independence. ITEM 5 - Audit Committee of Listed Registrants Not applicable. ITEM 6 - Schedule of Investments [logo - American Funds (r)] FUNDAMENTAL INVESTORS Investment portfolio December 31, 2004 Market value COMMON STOCKS -- 92.51% Shares (000) ENERGY -- 13.08% Suncor Energy Inc. 18,490,501 $ 653,331 Royal Dutch Petroleum Co. (New York registered) 8,425,000 483,427 Exxon Mobil Corp. 5,000,000 256,300 Norsk Hydro ASA 2,168,000 170,127 Norsk Hydro ASA (ADR) 700,000 55,104 Shell Canada Ltd. 3,273,200 218,186 LUKoil Holding (ADR) 1,750,000 214,375 Halliburton Co. 4,600,000 180,504 Baker Hughes Inc. 3,800,000 162,146 Murphy Oil Corp. 1,970,000 158,487 ConocoPhillips 1,650,000 143,269 ChevronTexaco Corp. 2,000,000 105,020 Unocal Corp. 2,164,332 93,586 Burlington Resources Inc. 2,000,000 87,000 Imperial Oil Ltd. 1,189,266 70,642 Occidental Petroleum Corp. 1,000,000 58,360 Marathon Oil Corp. 1,525,000 57,355 3,167,219 INDUSTRIALS -- 12.38% Deere & Co. 5,500,000 409,200 Caterpillar Inc. 3,600,000 351,036 General Electric Co. 9,500,000 346,750 Northrop Grumman Corp. 4,316,333 234,636 Parker Hannifin Corp. 2,800,000 212,072 General Dynamics Corp. 1,772,900 185,445 Tyco International Ltd. 5,125,000 183,168 Raytheon Co. 4,461,372 173,235 Emerson Electric Co. 2,200,000 154,220 Union Pacific Corp. 2,200,000 147,950 3M Co. 1,600,000 131,312 Boeing Co. 2,400,000 124,248 United Technologies Corp. 750,000 77,513 Burlington Northern Santa Fe Corp. 1,500,000 70,965 Avery Dennison Corp. 950,000 56,971 Illinois Tool Works Inc. 357,200 33,105 Continental Airlines, Inc., Class B(1) 2,300,000 31,142 Southwest Airlines Co. 1,500,000 24,420 Allied Waste Industries, Inc.(1) 2,500,000 23,200 Bombardier Inc., Class B 7,500,000 14,875 Lockheed Martin Corp. 248,200 13,788 2,999,251 MATERIALS -- 12.09% Dow Chemical Co. 9,752,700 482,856 Alcoa Inc. 7,973,800 250,537 International Paper Co. 5,500,000 231,000 BHP Billiton Ltd. 17,995,030 215,535 Phelps Dodge Corp. 2,000,000 197,840 Weyerhaeuser Co. 2,883,000 193,795 E.I. du Pont de Nemours and Co. 3,850,000 188,842 Temple-Inland Inc. 2,750,000 188,100 Rio Tinto PLC 6,000,000 176,261 CONSOL Energy Inc.(2) 3,700,000 151,885 Potash Corp. of Saskatchewan Inc. 1,638,400 136,086 Freeport-McMoRan Copper & Gold Inc., Class B 3,500,000 133,805 Noranda Inc. 5,174,100 90,805 Massey Energy Co. 2,011,700 70,309 Inco Ltd.(1) 1,632,300 60,036 Lyondell Chemical Co.(1) 1,450,000 41,934 Oji Paper Co., Ltd. 6,500,000 37,201 Georgia-Pacific Corp., Georgia-Pacific Group 698,640 26,185 CRH PLC 900,000 24,014 Air Products and Chemicals, Inc. 300,000 17,391 BlueScope Steel Ltd. 2,113,020 13,611 2,928,028 FINANCIALS -- 11.66% Fannie Mae 5,117,800 364,439 Allied Irish Banks, PLC 12,724,382 264,540 Washington Mutual, Inc. 5,200,000 219,856 Bank of America Corp. 4,096,800 192,509 Bank of Ireland 10,165,000 168,652 Freddie Mac 2,025,000 149,243 AMP Ltd. 25,000,000 141,715 XL Capital Ltd., Class A 1,825,000 141,711 Irish Life & Permanent PLC 7,000,000 130,835 Willis Group Holdings Ltd. 3,150,000 129,686 Equity Residential 3,000,000 108,540 Cullen/Frost Bankers, Inc. 2,000,000 97,200 American International Group, Inc. 1,000,000 65,670 U.S. Bancorp 2,000,000 62,640 J.P. Morgan Chase & Co. 1,550,000 60,465 Independence Community Bank Corp. 1,366,000 58,164 National Bank of Canada 1,405,000 58,026 Wells Fargo & Co. 870,000 54,070 Allstate Corp. 1,000,000 51,720 St. George Bank Ltd. 2,450,279 48,308 KBC Bank and Insurance Holding Company NV 620,000 47,445 Aon Corp. 1,767,400 42,170 Banco Popolare di Verona e Novara Scr(l) 2,000,000 40,524 Bank Austria Creditanstalt 343,000 30,893 Citigroup Inc. 600,000 28,908 Genworth Financial, Inc., Class A 1,000,000 27,000 Chubb Corp. 300,000 23,070 MI Developments Inc., Class A 500,000 15,085 2,823,084 CONSUMER DISCRETIONARY -- 9.65% Time Warner Inc.(1) 20,425,000 $ 397,062 News Corp. Inc. 17,220,000 321,325 Lowe's Companies, Inc. 5,524,900 318,179 Target Corp. 4,890,000 253,938 Limited Brands, Inc. 10,815,980 248,984 Comcast Corp., Class A(1) 3,600,000 119,808 Comcast Corp., Class A, special nonvoting stock(1) 500,000 16,420 Toyota Motor Corp. 3,000,000 121,764 May Department Stores Co. 3,000,000 88,200 Walt Disney Co. 3,000,000 83,400 Magna International Inc., Class A 1,000,000 82,550 General Motors Corp. 1,800,000 72,108 Best Buy Co., Inc. 1,100,000 65,362 Dana Corp. 2,215,300 38,391 Starbucks Corp.(1) 545,000 33,986 Fairmont Hotels & Resorts Inc. 750,000 25,980 Mattel, Inc. 750,000 14,617 IAC/InterActiveCorp(1) 456,000 12,595 Liberty Media Corp., Class A(1) 915,000 10,047 Dow Jones & Co., Inc. 210,857 9,080 Liberty Media International, Inc., Class A(1) 55,113 2,548 Antena 3 Television, SA(1) 9,979 718 2,337,062 INFORMATION TECHNOLOGY -- 9.54% Microsoft Corp. 19,625,000 524,184 Texas Instruments Inc. 11,963,024 294,530 Automatic Data Processing, Inc. 4,400,000 195,140 International Business Machines Corp. 1,900,000 187,302 Hitachi, Ltd. 20,000,000 138,213 Sun Microsystems, Inc.(1) 24,000,000 129,120 Intersil Corp., Class A 7,475,000 125,131 Motorola, Inc. 7,156,080 123,085 Agilent Technologies, Inc.(1) 4,000,000 96,400 Alcatel Alsthom1 4,150,000 64,358 Hewlett-Packard Co. 3,000,000 62,910 Sabre Holdings Corp., Class A 2,645,304 58,620 Maxim Integrated Products, Inc. 1,250,000 52,987 ASML Holding NV(1) 2,500,000 39,989 Electronic Data Systems Corp. 1,700,000 39,270 Linear Technology Corp. 1,000,000 38,760 Advanced Micro Devices, Inc.(1) 1,500,000 33,030 Solectron Corp.(1) 5,029,040 26,805 Ceridian Corp.(1) 1,400,000 25,592 Cisco Systems, Inc.(1) 1,000,000 19,300 Corning Inc.(1) 1,520,000 17,890 Murata Manufacturing Co., Ltd. 300,000 16,731 2,309,347 TELECOMMUNICATION SERVICES -- 7.42% SBC Communications Inc. 17,250,000 444,532 Telefonica, SA (ADR) 2,750,000 155,375 Telefonica, SA 2,950,000 55,377 Verizon Communications Inc. 4,815,000 195,056 France Telecom, SA 5,800,000 191,361 China Telecom Corp. Ltd., Class H 400,000,000 146,667 Vodafone Group PLC (ADR) 4,325,000 118,418 Vodafone Group PLC 5,850,000 15,835 Sprint Corp. - FON Group 5,400,000 134,190 Telecom Italia SpA, nonvoting 34,200,000 110,567 KDDI Corp. 20,000 107,456 BellSouth Corp. 2,000,000 55,580 Deutsche Telekom AG(1) 2,300,000 51,867 AT&T Corp. 800,000 15,248 1,797,529 CONSUMER STAPLES -- 4.82% Altria Group, Inc. 8,114,800 495,814 Procter & Gamble Co. 1,800,000 99,144 Anheuser-Busch Companies, Inc. 1,900,000 96,387 PepsiCo, Inc. 1,800,000 93,960 Walgreen Co. 2,400,000 92,088 ConAgra Foods, Inc. 3,100,000 91,295 General Mills, Inc. 1,404,200 69,803 Coca-Cola Co. 1,300,000 54,119 Avon Products, Inc. 1,340,000 51,858 SYSCO Corp. 600,000 22,902 1,167,370 UTILITIES -- 3.81% Dominion Resources, Inc. 3,390,000 229,639 Questar Corp. 3,000,000 152,880 Duke Energy Corp. 4,775,000 120,951 DTE Energy Co. 1,606,900 69,305 American Electric Power Co., Inc. 1,902,100 65,318 KeySpan Corp. 1,584,000 62,489 Public Service Enterprise Group Inc. 1,000,000 51,770 Pinnacle West Capital Corp. 1,000,000 44,410 FPL Group, Inc. 525,000 39,244 E.ON AG 300,000 27,248 Tokyo Gas Co., Ltd. 6,025,000 24,630 FirstEnergy Corp. 618,000 24,417 Entergy Corp. 150,000 10,138 922,439 HEALTH CARE -- 3.76% Sanofi-Aventis 3,350,000 266,790 Eli Lilly and Co. 3,100,000 175,925 Bristol-Myers Squibb Co. 4,350,000 111,447 Schering-Plough Corp. 4,200,000 87,696 CIGNA Corp. 725,000 59,138 AstraZeneca PLC (Sweden) 836,800 30,363 AstraZeneca PLC (United Kingdom) 470,300 17,024 AstraZeneca PLC (ADR) 190,600 6,936 Aetna Inc. 430,000 53,642 Abbott Laboratories 800,000 37,320 Amgen Inc.(1) 500,000 32,075 Forest Laboratories, Inc.(1) 700,000 31,402 909,758 MISCELLANEOUS -- 4.30% Other common stocks in initial period of acquisition $ 1,041,913 TOTAL COMMON STOCKS (cost: $17,291,539,000) 22,403,000 RIGHTS & WARRANTS -- 0.00% INFORMATION TECHNOLOGY -- 0.00% Lucent Technologies Inc., warrants, expire 20071 388,614 614 TOTAL RIGHTS & WARRANTS (cost: $572,000) 614 Shares or principal CONVERTIBLE SECURITIES -- 1.29% amount INFORMATION TECHNOLOGY -- 0.62% Sanmina Corp. 0% convertible subordinated debentures 2020 $166,000,000 87,565 Advanced Micro Devices, Inc. 4.75% convertible debentures 2022(3) 24,050,000 27,748 Agilent Technologies, Inc. 3.00% convertible debentures 2021(2),(3) 10,370,000 10,513 Agilent Technologies, Inc. 3.00% convertible debentures 2021(3) 15,074,000 15,281 ASML Holding NV 5.50% convertible notes 2010 *6,000,000 9,976 151,083 FINANCIALS -- 0.47% Genworth Financial, Inc. 6.00% convertible preferred 2007 2,400,000 units 77,784 Chubb Corp. 7.00% convertible preferred 2005 1,200,000 units 35,508 113,292 MATERIALS -- 0.13% Freeport-McMoRan Copper & Gold Inc. 5.50% convertible preferred(2) 31,000 30,341 ENERGY -- 0.05% Unocal Capital Trust 6.25% convertible preferred 2026 225,000 11,560 CONSUMER DISCRETIONARY -- 0.02% Interpublic Group of Companies, Inc., Series A, 5.375% convertible preferred 2006 115,300 5,650 TOTAL CONVERTIBLE SECURITIES (cost: $283,272,000) 311,926 Principal amount Market value BONDS & NOTES -- 0.72% (000) (000) INDUSTRIALS -- 0.61% Northwest Airlines, Inc. 7.625% 2005 $19,980 $ 20,105 Northwest Airlines, Inc. 8.875% 2006 50,670 48,897 Northwest Airlines, Inc. 9.875% 2007 15,335 13,916 Northwest Airlines, Inc. 7.875% 2008 16,566 13,584 Continental Airlines, Inc. 8.00% 2005 28,600 28,028 Southwest Airlines Co. 5.25% 2014 15,000 15,084 Delta Air Lines, Inc., Series 1993-A2, 10.50% 2016(4) 11,500 7,360 146,974 CONSUMER DISCRETIONARY -- 0.11% Charter Communications, Inc. 8.25% 2007 20,000 19,525 Time Warner Inc. 10.15% 2012 6,000 7,882 27,407 TOTAL BONDS & NOTES (cost: $168,604,000) 174,381 SHORT-TERM SECURITIES -- 5.48% CAFCO, LLC 2.08%-2.35% due 1/12-2/23/2005(2) 71,000 70,870 Citicorp 2.05% due 1/5/2005 30,000 29,991 Ciesco LLC 2.03% due 1/07/2005(2) 23,100 23,091 Preferred Receivables Funding Corp. 2.30% due 1/20/2005(2) 40,000 39,949 J.P. Morgan Chase & Co. 2.12% due 1/24/2005 30,000 29,955 Park Avenue Receivables Co., LLC 2.28% due 1/12/2005(2) 18,200 18,186 Procter & Gamble Co. 2.01%-2.15% due 1/10-2/4/2005(2) 80,000 79,855 Freddie Mac 2.04%-2.32% due 1/11-2/23/2005 75,800 75,645 Eli Lilly and Co. 2.03%-2.26% due 1/12-2/1/2005(2) 75,000 74,915 Three Pillars Funding, LLC 2.24%-2.34% due 1/7-1/14/2005(2) 68,300 68,243 Pfizer Inc 2.12%-2.31% due 2/2-2/8/2005(2) 62,600 62,459 Triple-A One Funding Corp. 2.33%-2.34% due 1/14-1/19/2005(2) 60,702 60,642 SBC Communications Inc. 2.26%-2.35% due 2/2-2/23/2005(2) 59,800 59,630 Federal Farm Credit Banks 2.18%-2.36% due 1/14-3/23/2005 59,100 58,929 Gannett Co. 2.05%-2.06% due 1/12-1/13/2005(2) 56,200 56,159 BellSouth Corp. 2.16%-2.28% due 1/18-1/25/2005(2) 52,400 52,333 Wal-Mart Stores Inc. 2.20% due 1/19/2005(2) 50,000 49,942 Federal Home Loan Bank 2.195%-2.21% due 1/28-2/4/2005 49,664 49,565 General Electric Capital Services, Inc. 2.27% due 1/18/2005 32,000 31,964 General Electric Capital Corp. 2.20% due 1/3/2005 16,800 16,797 Abbott Laboratories Inc. 2.07%-2.25% due 1/11-1/25/2005(2) 47,400 47,339 Coca-Cola Co. 2.09%-2.21% due 1/10-2/11/2005 44,600 44,500 FCAR Owner Trust I 2.17% due 1/26/2005 31,000 30,950 Variable Funding Capital Corp. 2.32% due 1/6-1/7/2005(2) 29,800 29,788 Anheuser-Busch Cos. Inc. 2.24% due 1/7/2005(2) 25,300 25,289 PepsiCo Inc. 2.20% due 1/10/2005(2) 25,100 25,085 Ranger Funding Co. LLC 2.27% due 1/6/2005(2) 25,000 24,991 IBM Credit Corp. 2.21% due 1/26/2005 23,100 23,063 Clipper Receivables Co., LLC 2.33% due 2/23/2005(2) 21,900 21,820 Hershey Foods Corp. 2.27% due 2/11/2005(2) 18,000 17,952 NetJets Inc. 2.15% due 1/27/2005(2) 10,000 9,983 Harley-Davidson Funding Corp. 2.20% due 2/7/20052 10,000 9,976 Tenessee Valley Authority 2.32% due 3/17/2005 6,000 5,973 Harvard University 2.10% due 1/3/2005 2,000 2,000 U.S. Treasury Bills 2.1225% due 3/17/2005 300 299 TOTAL SHORT-TERM SECURITIES (cost: $1,328,142,000) 1,328,128 TOTAL INVESTMENT SECURITIES (cost: $19,072,129,000) 24,218,049 Other assets less liabilities (627) NET ASSETS $24,217,422 "Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed. (1) Security did not produce income during the last 12 months. (2) Purchased in a private placement transaction; resale may be limited to qualified institutional buyers; resale to the public may require registration. The total value of all such restricted securities was $1,121,236,000, which represented 4.63% of the net assets of the fund. (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 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON SCHEDULE OF INVESTMENTS To the Shareholders and Board of Directors of Fundamental Investors, Inc.: We have audited, in accordance with standards of the Public Company Accounting Oversight Board (United States), the financial statements of Fundamental Investors, Inc. (the "Fund") as of December 31, 2004, and for the years then ended and have issued our report thereon dated February 11, 2005, which report and financial statements are included in Item 1 of this Certified Shareholder Report on Form N-CSR. Our audit also included the Fund's investment portfolio (the "Schedule") as of December 31, 2004 appearing in Item 6 of this Form N-CSR. This Schedule is the responsibility of the Fund's management. Our responsibility is to express an opinion based on our audit. In our opinion, the Schedule referred to above, when considered in relation to the basic financial statements taken as a whole of the Fund referred to above, presents fairly, in all material respects, the information set forth therein. DELOITTE & TOUCHE LLP February 11, 2005 Los Angeles, California ITEM 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company. ITEM 8 - Portfolio Managers of Closed-End Management Investment Companies Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company. ITEM 9 - 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, as amended. The committee periodically reviews such issues as the Board's composition, responsibilities, committees, compensation and other relevant issues, and recommends any appropriate changes to the full Board of Directors. While the committee normally is able to identify from its own resources an ample number of qualified candidates, it will consider shareholder suggestions of persons to be considered as nominees to fill future vacancies on the Board. Such suggestions must be sent in writing to the nominating 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 Registrant's Principal Executive Officer and Principal Financial Officer have concluded, based on their evaluation of the Registrant's disclosure controls and procedures (as such term is defined in Rule 30a-3 under the Investment Company Act of 1940), that such controls and procedures are adequate and reasonably designed to achieve the purposes described in paragraph (c) of such rule. (b) There were no changes in the Registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the Registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 11 - Exhibits (a) The Code of Ethics that is the subject of the disclosure required by Item 2 is attached as an exhibit hereto. (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: March 10, 2005 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: March 10, 2005 By /s/ Sheryl F. Johnson Sheryl F. Johnson, Treasurer and PFO Date: March 10, 2005