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, 2005

                     Date of reporting period: June 30, 2005





                                 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)



<Page>


ITEM 1 - Reports to Stockholders

[logo - American Funds(R)]

The right choice for the long term(R)

FUNDAMENTAL INVESTORS

[abstract illustration of building blocks with pictures 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.]

Semi-annual report for the six months ended June 30, 2005

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  organization  ranks among the
nation's  three  largest  mutual  fund  families.  For more than seven  decades,
Capital  Research and Management  Company,(SM)  the American Funds adviser,  has
invested  with a long-term  focus based on thorough  research  and  attention to
risk.

FIGURES  SHOWN ARE PAST  RESULTS  FOR CLASS A SHARES AND ARE NOT  PREDICTIVE  OF
RESULTS IN FUTURE  PERIODS.  CURRENT  AND FUTURE  RESULTS MAY BE LOWER OR HIGHER
THAN THOSE  SHOWN.  SHARE PRICES AND RETURNS  WILL VARY,  SO INVESTORS  MAY LOSE
MONEY. 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.

Here are the  average  annual  total  returns  on a $1,000  investment  with all
distributions reinvested for periods ended June 30, 2005:


                                                                                             
Class A shares                                                      1 year           5 years          10 years

Reflecting 5.75% maximum sales charge                               +5.28%           +1.01%            +10.76%


The fund's investment adviser waived 5% of its management fees from September 1,
2004,  through March 31, 2005, and increased the waiver to 10% on April 1, 2005.
Fund results shown reflect the waiver, without which they would have been lower.
Please see the Financial Highlights table on page 22 for details.

The fund's  30-day yield for Class A shares as of July 31, 2005,  calculated  in
accordance with the Securities and Exchange Commission formula, was 1.52%, which
reflects a fee waiver (1.50%  without the fee waiver).  The fund's  distribution
rate for  Class A shares  as of that  date was  1.56%.  Both  reflect  the 5.75%
maximum  sales  charge.  The SEC  yield  reflects  the rate at which the fund is
earning  income on its current  portfolio of securities  while the  distribution
rate reflects the fund's past dividends paid to shareholders.  Accordingly,  the
fund's SEC yield and distribution rate may differ.

Results  for other  share  classes can be found on page 5. Please see the inside
back cover for important information about other share classes.

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]

Despite an investment environment characterized by inflation worries, rising oil
prices  and  concerns  about the  durability  of the global  economic  recovery,
Fundamental  Investors  finished in positive  territory for the six months ended
June 30, 2005. Shares of the fund rose 0.8% for those who reinvested dividends.

This  total  return  was  slightly  higher  than  those  of the  fund's  primary
benchmarks,  the Lipper  Large-Cap  Value Funds Index,  which recorded a gain of
0.5%, and the unmanaged  Standard & Poor's 500 Composite Index (-0.8%),  a broad
measure of U.S. stocks.

Extending the time period to include the past 12 months,  Fundamental Investors'
11.7% total  return was  significantly  ahead of those posted by both the Lipper
Value index (+8.8%) and the S&P 500 (+6.3%).

We  believe  in  maintaining  a  long-term  perspective  when it  comes  to your
investments.  So while we recognize the importance of short-term results, we are
more gratified by the advantage  Fundamental  Investors has maintained  over its
benchmarks for longer, more meaningful periods, as shown in the table below.

[Begin Sidebar]
Results at a glance

Returns for periods ended June 30, 2005, with all distributions reinvested.


                                                                                                       
                                                                 Total returns                Average annual total returns
                                                          6 months       12 months        5 years      10 years       Lifetime(1)

Fundamental Investors                                       +0.8%         +11.7%           +2.2%         +11.4%         +13.9%
Lipper Large-Cap Value Funds Index                          +0.5           +8.8            +1.9           +9.5          +12.8
Lipper Large-Cap Core Funds Index                           -1.0           +4.8            -3.5           +8.5              --(2)
Standard & Poor's 500
     Composite Index(3)                                     -0.8           +6.3            -2.4           +9.9          +13.1

(1)      Since Capital Research and Management Company began managing the fund on August 1, 1978.
(2)      Index began on December 29, 1978.
(3)      Unmanaged.

[End Sidebar]

Relatively  flat  markets  highlight  the value of the income  component  of the
fund's objective.  During the six months,  Fundamental  Investors paid dividends
totaling 20 cents a share,  which  accounted for a  considerable  portion of the
fund's positive return.

With growing  numbers of  investors  rediscovering  the benefits of income,  and
rising  corporate  profits leading to increased  payouts,  the dividend  culture
seems to be  strengthening  -- a  development  that could benefit the fund going
forward.

RUNNING IN PLACE

A stock  market that had surged in the fall of 2004 began to languish in the new
year as investors  questioned  whether the recent earnings  recovery would taper
off,  and  disappointing  economic  indicators  sparked  doubts about the global
economy's strength.  Additionally,  rising oil prices and inflation fears -- and
the Federal Reserve Board's  methodical  ratcheting up of the federal funds rate
in  response  to those  fears --  weighed on  investors'  minds.  Despite  these
concerns, the period concluded on a brighter note, with U.S. markets on the rise
as June saw consumer and corporate spending figures take a turn for the better.

The effect of  currency  translation  had  benefited  the fund for more than two
years,  but  detracted  from  results  during the  period,  due to the  dollar's
considerable  strengthening  against  the pound,  euro and yen.  In spite of the
currency  effect,  the fund's  non-U.S.  holdings,  which represent 25.9% of the
portfolio,  strongly  supported  results  and we  continue  to believe  that our
ability to seek  opportunities  in non-U.S.  markets is of long-term  benefit to
shareholders.

PORTFOLIO STRENGTH FROM FAMILIAR QUARTERS

Results  for the fund's top 10  holdings  exemplify  conditions  in the  overall
market: Five gained in value and five finished in negative territory.

Among industry sectors, energy was the greatest positive contributor, just as it
had been for the last few reporting  periods.  Over the past year,  the price of
oil has  continued  to rise in response  to strong  global  demand.  And despite
having  steadily  appreciated  during the prior year, we believed that stocks of
oil  companies  remained  attractively  valued at the  outset  of the  reporting
period,  since most did not appear to fully  reflect  the  significantly  higher
price of crude.  For the six  months,  all the  fund's  holdings  in the  sector
gained; most went up sharply. One of the leaders was Suncor Energy (+33.6%), the
Canadian oil sands company we highlighted  in the most recent annual report.  In
addition to being the fund's biggest holding, it was one of its largest gainers.
Other notable movers included  ConocoPhillips (+32.4%) and Royal Dutch Petroleum
(+13.1%).

Stocks of metals and mining companies benefited from the continuing appetite for
commodities in the developing world.  Substantial price gains in a number of our
positions,  like BHP Billiton (+15.3%) and Potash Corp. (+15.1%),  helped offset
the negative figures turned in by a handful of others,  including Alcoa (-16.8%)
and  Freeport-McMoRan  Copper & Gold (-2.8%).  We have  maintained a significant
concentration in the sector,  and took advantage of elevated prices to sell some
of our holdings -- realizing substantial gains after a long climb.

Utilities and retail stocks also showed relative strength.

On the other side of the ledger,  industrials,  which  generally  prosper during
periods of economic  expansion,  suffered from the  widespread  perception  that
global growth had hit a soft patch. A number of the fund's larger  holdings felt
the impact:  Parker  Hannifin  (-18.1%),  Deere  (-12.0%)  and General  Electric
(-5.1%) all fell.

In  addition,  telecommunication  services  stocks were down  almost  across the
board.  Despite  generally  healthy  profitability,  improved balance sheets and
strong cash flows,  negative investor sentiment  regarding the industry's future
competitive  environment  hampered  results.  SBC  Communications,   the  fund's
ninth-largest  holding,  lost  7.8%;  shares of France  Telecom  fell  11.5% and
Verizon Communications (-14.7%) finished well into negative territory.

LOOKING AHEAD

Whether markets are rising,  falling or seem to be standing still,  our approach
remains the same. We conduct intense,  fundamental  research in order to uncover
reasonably priced companies with solid long-term prospects.

Based  on  that  research,  we  are  relatively  optimistic  about  the  current
investment climate.  Stock valuations are reasonable,  dividends are reasserting
their prominence,  and the economy appears strong. With these conditions in mind
and  our  focus  on the  long  term,  we will  continue  to  seek  out the  best
opportunities for Fundamental Investors and its shareholders.

We thank you for your continuing support.

Sincerely,

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

James F. Rothenberg                     Dina N. Perry
Vice Chairman and                       President
Principal Executive Officer

August 11, 2005

Henry E. Riggs, an independent Director of the fund since 1989, has been elected
non-executive chairman of the Board. James F. Rothenberg, the previous chairman,
has been elected vice chairman and will remain principal  executive officer.  As
independent  Board chair  pursuant to recently  adopted  Securities and Exchange
Commission regulations, Mr. Riggs will chair Board meetings, including executive
sessions  of the  independent  Directors,  and  will be  responsible  for  Board
agendas, but will not have other executive or management  responsibilities  with
the fund.  He will remain  unaffiliated  with Capital  Research  and  Management
Company, the fund's investment adviser, and any of its affiliates.

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

OTHER SHARE CLASS RESULTS                                             unaudited


Class B, Class C, Class F and Class 529

Figures  shown are past  results  and are not  predictive  of  results in future
periods.  Current and future  results  may be lower or higher than those  shown.
Share prices and returns will vary,  so investors  may lose money.  For the most
current information and month-end results, visit americanfunds.com.

Average annual total returns for periods ended June 30, 2005:


                                                                                                      
                                                                              1 year           5 years         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                          +5.86%           +1.07%            +2.26%(1)
Not reflecting CDSC                                                          +10.86%           +1.43%            +2.43%(1)

Class C shares
Reflecting CDSC, maximum of 1%, payable only
     if shares are sold within one year of purchase                           +9.80%            --                +3.78%(2)
Not reflecting CDSC                                                          +10.80%            --                +3.78%(2)

Class F shares(3)
Not reflecting annual asset-based fee charged
     by sponsoring firm                                                      +11.61%            --                +4.60%(2)

Class 529-A shares(4)
Reflecting 5.75% maximum sales charge                                         +5.14%            --                +5.82%(5)
Not reflecting maximum sales charge                                          +11.57%            --                +7.69%(5)

Class 529-B shares(4)
Reflecting applicable CDSC, maximum of 5%, payable
      only if shares are sold within six years of purchase                    +5.67%            --                +6.56%(6)
Not reflecting CDSC                                                          +10.67%            --                +7.32%(6)

Class 529-C shares(4)
Reflecting CDSC, maximum of 1%, payable only
     if shares are sold within one year of purchase                           +9.65%            --                +6.78%(5)
Not reflecting CDSC                                                          +10.65%            --                +6.78%(5)

Class 529-E shares(3,4)                                                      +11.22%            --                +5.67%(7)

Class 529-F shares(3,4)
Not reflecting annual asset-based fee charged
     by sponsoring firm                                                      +11.54%            --               +18.36%(8)


The fund's investment adviser waived 5% of its management fees from September 1,
2004,  through March 31, 2005, and increased the waiver to 10% on April 1, 2005.
In  addition,  the fund's  principal  underwriter  also waived  fees  related to
distribution services for Class 529-F. Fund results shown reflect these waivers,
without which they would have been lower.  Please see the  Financial  Highlights
table on page 22 for details.

(1) From March 15, 2000, when Class B shares were first sold.
(2) 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) Results shown do not reflect the $10 initial account setup fee and an
    annual $10 account maintenance fee.
(5) From February 15, 2002, when Class 529-A and Class 529-C shares were first
    sold.
(6) From February 19, 2002, when Class 529-B shares were first sold.
(7) From March 7, 2002, when Class 529-E shares were first sold.
(8) From September 23, 2002, when Class 529-F shares were first sold.



SUMMARY INVESTMENT PORTFOLIO, June 30, 2005                           unaudited

The following summary investment  portfolio is designed to streamline the report
and help investors better focus on a fund's principal  holdings.  For details on
how to obtain a complete schedule of portfolio  holdings,  please see the inside
back cover.


[begin pie chart]
                                              Percent of
Industry sector diversification               net assets

Energy                                           17.77 %
Industrials                                      12.68 %
Financials                                       11.74 %
Information technology                            9.90 %
Consumer discretionary                            9.44 %
Other industries                                 32.94 %
Convertible securities                             .65 %
Bonds & notes                                      .36 %
Cash & equivalents                                4.52 %
[end pie chart]



                                                                                                               
                                                                                                           Market       Percent
                                                                                                            value        of net
Common stocks  - 94.47%                                                                    Shares           (000)        assets

Energy  - 17.77%
Suncor Energy Inc.                                                                     18,546,307       $ 875,399         3.56%
Royal Dutch Petroleum Co. (New York registered)                                         8,925,000         579,233          2.35
Exxon Mobil Corp.                                                                       5,000,000         287,350          1.17
Halliburton Co.                                                                         5,500,000         263,010          1.07
Norsk Hydro ASA                                                                         2,168,000         198,863
Norsk Hydro ASA (ADR)                                                                     700,000          63,504          1.07
LUKoil Holding (ADR)                                                                    7,000,000         257,670          1.05
Murphy Oil Corp.                                                                        3,940,000         205,786           .84
Baker Hughes Inc.                                                                       3,968,000         203,003           .82
ConocoPhillips                                                                          3,450,000         198,341           .81
CONSOL Energy Inc.  (1)                                                                 3,700,000         198,246           .80
Unocal Corp.                                                                            2,928,664         190,510           .77
Other securities                                                                                          852,331          3.46
                                                                                                        4,373,246         17.77

Industrials  - 12.68%
Deere & Co.                                                                             5,500,000         360,195          1.46
Union Pacific Corp.                                                                     4,200,000         272,160          1.11
Caterpillar Inc.                                                                        2,700,000         257,337          1.05
General Electric Co.                                                                    7,100,000         246,015          1.00
General Dynamics Corp.                                                                  1,772,900         194,203           .79
Deutsche Post AG                                                                        8,275,000         193,238           .78
Raytheon Co.                                                                            4,461,372         174,529           .71
Parker Hannifin Corp.                                                                   2,800,000         173,628           .70
Tyco International Ltd.                                                                 5,750,000         167,900           .68
Other securities                                                                                        1,082,936          4.40
                                                                                                        3,122,141         12.68

Financials  - 11.74%
Washington Mutual, Inc.                                                                 8,450,000         343,831          1.40
Fannie Mae                                                                              5,567,800         325,160          1.32
Citigroup Inc.                                                                          5,150,000         238,085           .97
Allied Irish Banks, PLC                                                                 9,600,000         205,382           .83
Bank of Ireland                                                                        10,165,000         164,884           .67
Freddie Mac                                                                             2,025,000         132,091           .53
Other securities                                                                                        1,481,701          6.02
                                                                                                        2,891,134         11.74

Information technology  - 9.90%
Microsoft Corp.                                                                        21,225,000         527,229          2.14
Texas Instruments Inc.                                                                 11,963,024         335,802          1.36
Automatic Data Processing, Inc.                                                         4,600,000         193,062           .79
International Business Machines Corp.                                                   2,200,000         163,240           .66
Other securities                                                                                        1,217,618          4.95
                                                                                                        2,436,951          9.90

Consumer discretionary  - 9.44%
Lowe's Companies, Inc.                                                                  6,015,000         350,193          1.42
Time Warner Inc.  (2)                                                                  17,425,000         291,172          1.18
Target Corp.                                                                            4,890,000         266,065          1.08
Limited Brands, Inc.                                                                   10,815,980         231,678           .94
News Corp. Inc.                                                                        12,290,000         198,852           .81
Other securities                                                                                          985,607          4.01
                                                                                                        2,323,567          9.44

Materials  - 8.36%
Dow Chemical Co.                                                                        8,836,700         393,498          1.60
BHP Billiton Ltd.                                                                      17,995,030         248,517          1.01
Alcoa Inc.                                                                              7,973,800         208,355           .85
Rio Tinto PLC                                                                           6,000,000         183,583           .75
Weyerhaeuser Co.                                                                        2,883,000         183,503           .74
E.I. du Pont de Nemours and Co.                                                         3,850,000         165,589           .67
Other securities                                                                                          675,245          2.74
                                                                                                        2,058,290          8.36

Telecommunication services  - 7.67%
SBC Communications Inc.                                                                14,250,000         338,438          1.38
Verizon Communications Inc.                                                             5,000,000         172,750           .70
France Telecom, SA                                                                      5,800,000         169,373           .69
Other securities                                                                                        1,206,577          4.90
                                                                                                        1,887,138          7.67

Health care  - 5.82%
Merck & Co., Inc.                                                                       8,200,000         252,560          1.03
Roche Holding AG                                                                        1,949,316         246,437          1.00
Sanofi-Aventis                                                                          2,192,600         179,948           .73
Other securities                                                                                          753,980          3.06
                                                                                                        1,432,925          5.82

Consumer staples  - 5.11%
Altria Group, Inc.                                                                      8,114,800         524,703          2.13
Other securities                                                                                          733,025          2.98
                                                                                                        1,257,728          5.11

Utilities  - 4.97%
Dominion Resources, Inc.                                                                3,390,000         248,792          1.01
Questar Corp.                                                                           3,000,000         197,700           .80
Other securities                                                                                          776,968          3.16
                                                                                                        1,223,460          4.97

Miscellaneous  -  1.01%
Other common stocks in initial period of acquisition                                                      247,741          1.01


Total common stocks (cost: $18,475,737,000)                                                            23,254,321         94.47




Convertible securities  - 0.65%


Total convertible securities (cost: $143,177,000)                                                         159,140           .65





Bonds & notes  - 0.36%


Total bonds & notes (cost: $106,822,000)                                                                   88,404           .36




                                                                                 Principal amount
Short-term securities  - 4.53%                                                              (000)


Freddie Mac 3.04%-3.08% due 7/26-8/2/2005                                               $ 169,755         169,325           .69
CAFCO, LLC 3.04%-3.07% due 7/6-7/20/2005 (1)                                               49,800          49,746
Ciesco LLC 3.125% due 8/3/2005                                                             15,600          15,555           .31
Citicorp 3.11% due 7/25/2005                                                               10,800          10,777
Edison Asset Securitization LLC 3.15% due 8/5/2005(1)                                      22,300          22,230           .09
Other securities                                                                                          846,264          3.44


Total short-term securities (cost: $1,113,872,000)                                                      1,113,897          4.53


Total investment securities (cost: $19,839,608,000)                                                    24,615,762        100.01
Other assets less liabilities                                                                                (997)        (0.01)

Net assets                                                                                            $24,614,765       100.00%


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

"Other securities"  includes all issues that are not disclosed separately in the
summary investment portfolio.

(1) 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 in "Other securities" in the summary investment portfolio,
    was $1,069,415,000, which  represented 4.34% of the net assets of the fund.
(2) Security did not produce income during the last 12 months.

ADR = American Depositary Receipts

See Notes to Financial Statements


FINANCIAL STATEMENTS

Statement of assets and liabilities                                  unaudited
at June 30, 2005                             (dollars and shares in thousands,
                                                     except per-share amounts)

                                                                                                                
Assets:
 Investment securities at market (cost: $19,839,608)                                                                  $24,615,762
 Cash                                                                                                                       2,374
 Receivables for:
  Sales of investments                                                                            $31,806
  Sales of fund's shares                                                                           26,431
  Dividends and interest                                                                           43,967                 102,204
                                                                                                                       24,720,340
Liabilities:
 Payables for:
  Purchases of investments                                                                         72,306
  Repurchases of fund's shares                                                                     18,708
  Investment advisory services                                                                      4,852
  Services provided by affiliates                                                                   7,603
  Deferred Directors' compensation                                                                  1,348
  Other fees and expenses                                                                             758                 105,575
Net assets at June 30, 2005                                                                                           $24,614,765

Net assets consist of:
 Capital paid in on shares of capital stock                                                                           $20,140,439
 Undistributed net investment income                                                                                      190,019
 Accumulated net realized loss                                                                                           (491,347)
 Net unrealized appreciation                                                                                            4,775,654
Net assets at June 30, 2005                                                                                           $24,614,765


Total  authorized  capital stock - 1,000,000  shares,  $1.00 par value  (762,019
total shares outstanding)


                                                                                               
                                                              Net assets         Shares outstanding     Net asset value per share
                                                                                                                              (1)
Class A                                                      $21,600,914                    668,591                        $32.31
Class B                                                          976,236                     30,274                         32.25
Class C                                                          623,520                     19,353                         32.22
Class F                                                          499,145                     15,456                         32.29
Class 529-A                                                      174,696                      5,410                         32.29
Class 529-B                                                       32,657                      1,012                         32.29
Class 529-C                                                       54,755                      1,696                         32.28
Class 529-E                                                        8,817                        273                         32.28
Class 529-F                                                        3,082                         95                         32.27
Class R-1                                                          8,543                        265                         32.23
Class R-2                                                        118,551                      3,680                         32.22
Class R-3                                                        163,581                      5,070                         32.27
Class R-4                                                        136,197                      4,220                         32.27
Class R-5                                                        214,071                      6,624                         32.32


(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 $34.28 and
    $34.26, respectively.

See Notes to Financial Statements


STATEMENT OF OPERATIONS                                              unaudited
for the six months ended June 30, 2005                  (dollars in thousands)


                                                                                                                    
Investment income:
 Income:
  Dividends (net of non-U.S. withholding
            tax of $10,979)                                                                           $283,799
  Interest                                                                                              30,048            $313,847

 Fees and expenses:
  Investment advisory services                                                                          31,946
  Distribution services                                                                                 35,436
  Transfer agent services                                                                               10,319
  Administrative services                                                                                1,911
  Reports to shareholders                                                                                  230
  Registration statement and prospectus                                                                    469
  Postage, stationery and supplies                                                                       1,392
  Directors' compensation                                                                                  173
  Auditing and legal                                                                                        56
  Custodian                                                                                                853
  State and local taxes                                                                                      1
  Other                                                                                                    109
  Total expenses before reimbursements/waivers                                                          82,895
 Less reimbursement/waiver of expenses:
  Investment advisory services                                                                           2,400
  Distribution services                                                                                      1
  Administrative services                                                                                  115
  Total expenses after reimbursement/waiver of expenses                                                                     80,379
 Net investment income                                                                                                     233,468

Net realized gain and unrealized
 depreciation on investments
 and non-U.S. currency:
 Net realized gain (loss) on:
  Investments                                                                                          328,970
  Non-U.S. currency transactions                                                                        (1,707)            327,263
 Net unrealized depreciation on:
  Investments                                                                                         (370,315)
  Non-U.S. currency translations                                                                           (24)           (370,339)
   Net realized gain and
    unrealized depreciation
    on investments and non-U.S. currency                                                                                   (43,076)
Net increase in net assets resulting
 from operations                                                                                                          $190,392


See Notes to Financial Statements




Statements of changes in net assets                     (dollars in thousands)

                                                                                                    Six months          Year ended
                                                                                                ended June 30,        December 31,
                                                                                                         2005*                2004
Operations:
 Net investment income                                                                                $233,468            $438,828
 Net realized gain on investments and
  non-U.S. currency transactions                                                                       327,263             611,565
 Net unrealized (depreciation) appreciation
  on investments and non-U.S. currency translations                                                   (370,339)          1,889,494
  Net increase in net assets
   resulting from operations                                                                           190,392           2,939,887

Dividends paid to shareholders from net investment income and non-U.S. currency gains                 (144,187)           (404,177)

Capital share transactions                                                                             351,138             497,675

Total increase in net assets                                                                           397,343           3,033,385

Net assets:
 Beginning of period                                                                                24,217,422          21,184,037
 End of period (including undistributed
  net investment income: $190,019 and $100,738, respectively)                                      $24,614,765         $24,217,422

*Unaudited

See Notes to Financial Statements



NOTES TO FINANCIAL STATEMENTS                                         unaudited


1.       ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION - Fundamental Investors,  Inc. (the "fund") is registered under the
Investment Company Act of 1940 as an open-end, diversified management investment
company. The fund seeks long-term growth of capital and income primarily through
investments in common stocks.

The fund offers 14 share classes  consisting of four retail share classes,  five
CollegeAmerica(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 0%    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.

CollegeAmerica is a registered trademark of the Virginia College Savings
Plan.(sm)

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,   including  short-term  securities
          purchased  with  more  than 60 days left to  maturity,  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.  Short-term  securities  originally  purchased with  maturities
          greater  than 60 days but that now have 60 days or less  remaining  to
          maturity, are valued based on the amortized difference between the par
          value and 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.

          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.  withholding
taxes  paid.  Gains  realized by the fund on the sale of  securities  in certain
countries are subject to non-U.S.  taxes.  The fund records a liability based on
unrealized gains to provide for potential  non-U.S.  taxes payable upon the sale
of these securities.  As of June 30, 2005, non-U.S. taxes provided on unrealized
gains were $549,000.

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 for financial
reporting purposes.  As of June 30, 2005, the cost of investment  securities for
federal income tax purposes was $19,850,947,000.

As of June 30, 2005,  the  components of  distributable  earnings on a tax basis
were as follows (dollars in thousands):


                                                                                                        
Undistributed net investment income and non-U.S. currency gains                                              $190,445
Accumulated short-term capital losses                                                                        (807,546)
Undistributed long-term capital gains                                                                         328,461
Gross unrealized appreciation on investment securities                                                      5,799,432
Gross unrealized depreciation on investment securities                                                     (1,034,617)
Net unrealized appreciation on investment securities                                                        4,764,815


Accumulated  short-term  capital losses above include capital loss carryforwards
of $66,479,000 and  $740,962,000  expiring in 2010 and 2011,  respectively.  The
capital loss  carryforwards will be used to offset any capital gains realized by
the fund in the current year or in future years  through the  expiration  dates.
The fund will not make  distributions  from  capital  gains while  capital  loss
carryforwards  remain.  During the six  months  ended  June 30,  2005,  the fund
realized, on a tax basis, a net capital gain of $328,356,000.

Ordinary income  distributions  paid to shareholders  from net investment income
and non-U.S. currency gains were as follows (dollars in thousands):


                                                                                                
Share class                                                     Six months ended June 30, 2005        Year ended December 31, 2004
Class A                                                                              $ 133,530                           $ 372,550
Class B                                                                                  2,474                               9,991
Class C                                                                                  1,329                               5,262
Class F                                                                                  2,819                               7,307
Class 529-A                                                                                921                               2,122
Class 529-B                                                                                 51                                 234
Class 529-C                                                                                 85                                 363
Class 529-E                                                                                 34                                  89
Class 529-F                                                                                 16                                  30
Class R-1                                                                                   18                                  51
Class R-2                                                                                  253                                 831
Class R-3                                                                                  645                               1,486
Class R-4                                                                                  692                               1,232
Class R-5                                                                                1,320                               2,629
Total                                                                                $ 144,187                           $ 404,177


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.  These fees are based on a
declining  series of annual rates  beginning with 0.390% on the first $1 billion
of daily net assets  and  decreasing  to 0.240% on such  assets in excess of $27
billion.  CRMC is currently waiving a portion of these fees. At the beginning of
the period, CRMC was waiving 5% of these fees and increased the waiver to 10% on
April 1, 2005.  During the six months ended June 30, 2005, the total  investment
advisory  services  fees waived by CRMC were  $2,400,000.  As a result,  the fee
shown  on the  accompanying  financial  statements  of  $31,946,000,  which  was
equivalent  to an  annualized  rate of 0.267%,  was reduced to  $29,546,000,  or
0.247% 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.  AFD is  currently  waiving a portion of
          these fees to the  extent the  amounts  paid to  qualified  dealers or
          advisers was less than the approved limit. During the six months ended
          June 30, 2005, the total distribution services fees waived by AFD were
          $1,000, which related to Class 529-F.

          For classes A and 529-A,  the Board of Directors has also approved the
          reimbursement  of dealer and  wholesaler  commissions  paid by AFD for
          certain shares sold without a sales charge.  Each class reimburses AFD
          for amounts  billed  within the prior 15 months but only to the extent
          that the overall annual expense limit of 0.25% is not exceeded.  As of
          June  30,  2005,  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/on the next page.

          ADMINISTRATIVE  SERVICES  - The  fund has an  administrative  services
          agreement  with CRMC to  provide  transfer  agent  and  other  related
          shareholder  services  for all classes of shares  other than classes A
          and B. Each  relevant  class pays CRMC annual fees of 0.15% (0.10% for
          Class R-5) based on its  respective  average  daily net  assets.  Each
          relevant class also pays AFS additional  amounts for certain  transfer
          agent  services.  CRMC and AFS may use these fees to compensate  third
          parties for  performing  these  services.  During the six months ended
          June 30,  2005,  CRMC  agreed to pay AFS a portion  of these  fees for
          classes R-1 and R-2. For the six months ended June 30, 2005, the total
          administrative services fees paid by CRMC were $1,000 and $114,000 for
          classes R-1 and 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 six months ended
          June 30, 2005, 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         $25,667          $9,838         Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class B          4,766             481          Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class C          2,926          Included             $439                $70            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class F           587           Included              352                 32            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-A         145           Included              118                 12                 $79
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-B         152           Included              23                  7                   15
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-C         246           Included              37                  9                   25
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-E          20           Included               6                  -*                   4
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-F          3            Included               2                  -*                   1
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-1           37           Included               5                  3             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-2          396           Included              79                 255            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-3          358           Included              108                 58            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-4          133           Included              80                  3             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-5    Not applicable      Included              87                  2             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
              Total          $35,436          $10,319            $1,336              $451                 $124
         --------------------------------------------------------------------------------------------------------------
         * 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 $173,000,  shown on the accompanying
financial statements,  includes $148,000 in current fees (either paid in cash or
deferred) and a net increase of $25,000 in the value of the deferred amounts.

AFFILIATED  OFFICERS AND DIRECTORS - Officers and certain  Directors of the fund
are or may be considered to be affiliated  with CRMC, AFS and AFD. No affiliated
officers or Directors received any compensation directly from the fund.

5.       CAPITAL SHARE TRANSACTIONS

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


                                                                                                                
Share class                                                               Sales(1)                      Reinvestments of dividends
                                                                  Amount             Shares                Amount           Shares
Six months ended June 30, 2005
Class A                                                      $ 1,271,562             39,980             $ 125,912            3,928
Class B                                                           50,398              1,589                 2,383               74
Class C                                                           94,134              2,970                 1,270               40
Class F                                                           92,968              2,922                 2,461               77
Class 529-A                                                       30,863                971                   921               29
Class 529-B                                                        3,596                113                    51                2
Class 529-C                                                       10,733                337                    85                3
Class 529-E                                                        1,460                 46                    34                1
Class 529-F                                                          743                 23                    16                1
Class R-1                                                          2,954                 93                    18                1
Class R-2                                                         35,383              1,116                   253                8
Class R-3                                                         52,424              1,648                   643               20
Class R-4                                                         66,194              2,118                   692               22
Class R-5                                                         85,035              2,666                 1,165               36
Total net increase
   (decrease)                                                $ 1,798,447             56,592             $ 135,904            4,242

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




Share class                                                            Repurchases(1)                            Net increase
                                                                   Amount           Shares                 Amount            Shares
Six months ended June 30, 2005
Class A                                                      $ (1,375,119)         (43,257)              $ 22,355               651
Class B                                                           (49,215)          (1,551)                 3,566               112
Class C                                                           (39,713)          (1,253)                55,691             1,757
Class F                                                           (60,600)          (1,908)                34,829             1,091
Class 529-A                                                        (3,705)            (116)                28,079               884
Class 529-B                                                          (398)             (12)                 3,249               103
Class 529-C                                                        (1,503)             (48)                 9,315               292
Class 529-E                                                          (114)              (4)                 1,380                43
Class 529-F                                                           (86)              (3)                   673                21
Class R-1                                                            (604)             (19)                 2,368                75
Class R-2                                                         (10,967)            (345)                24,669               779
Class R-3                                                         (14,626)            (461)                38,441             1,207
Class R-4                                                         (12,773)            (402)                54,113             1,738
Class R-5                                                         (13,790)            (433)                72,410             2,269
Total net increase
   (decrease)                                                $ (1,583,213)         (49,812)             $ 351,138            11,022

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

(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 $3,369,540,000 and $2,715,856,000,  respectively,  during the six
months ended June 30, 2005.

The fund  receives  a  reduction  in its  custodian  fee equal to the  amount of
interest calculated on certain cash balances held at the custodian bank. For the
six months  ended June 30, 2005,  the  custodian  fee of $853,000,  shown on the
accompanying  financial  statements,  includes  $11,000  that was offset by this
reduction, rather than paid in cash.


Financial highlights (1)

                                                                                                     
                                                                                Income (loss) from investment operations(2)
                                                                                                        Net
                                                                  Net asset                  (losses) gains
                                                                     value,          Net      on securities      Total from
                                                                  beginning   investment     (both realized      investment
                                                                  of period       income    and unrealized)      operations
Class A:
 Six months ended 6/30/2005 (5)                                      $32.25         $.32             $(.06)            $.26
 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:
 Six months ended 6/30/2005 (5)                                       32.19          .20              (.06)             .14
 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:
 Six months ended 6/30/2005 (5)                                       32.17          .19              (.07)             .12
 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:
 Six months ended 6/30/2005 (5)                                       32.24          .31              (.07)             .24
 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:
 Six months ended 6/30/2005 (5)                                       32.24          .30              (.07)             .23
 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:
 Six months ended 6/30/2005 (5)                                       32.23          .17              (.06)             .11
 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:
 Six months ended 6/30/2005 (5)                                       32.23          .17              (.07)             .10
 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:
 Six months ended 6/30/2005 (5)                                       32.23          .25              (.07)             .18
 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:
 Six months ended 6/30/2005 (5)                                       32.22          .31              (.07)             .24
 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                  (losses) gains
                                                                     value,          Net      on securities      Total from
                                                                  beginning   investment     (both realized      investment
                                                                  of period       income    and unrealized)      operations
Class R-1:
 Six months ended 6/30/2005 (5)                                      $32.18         $.19             $(.07)            $.12
 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:
 Six months ended 6/30/2005 (5)                                       32.17          .19              (.07)             .12
 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:
 Six months ended 6/30/2005 (5)                                       32.21          .26              (.06)             .20
 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:
 Six months ended 6/30/2005 (5)                                       32.22          .31              (.07)             .24
 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:
 Six months ended 6/30/2005 (5)                                       32.26          .36              (.06)             .30
 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:
 Six months ended 6/30/2005 (5)                                       $(.20)           $-            $(.20)          $32.31
 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:
 Six months ended 6/30/2005 (5)                                        (.08)            -             (.08)           32.25
 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:
 Six months ended 6/30/2005 (5)                                        (.07)            -             (.07)           32.22
 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:
 Six months ended 6/30/2005 (5)                                        (.19)            -             (.19)           32.29
 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:
 Six months ended 6/30/2005 (5)                                        (.18)            -             (.18)           32.29
 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:
 Six months ended 6/30/2005 (5)                                        (.05)            -             (.05)           32.29
 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:
 Six months ended 6/30/2005 (5)                                        (.05)            -             (.05)           32.28
 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:
 Six months ended 6/30/2005 (5)                                        (.13)            -             (.13)           32.28
 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:
 Six months ended 6/30/2005 (5)                                        (.19)            -             (.19)           32.27
 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:
 Six months ended 6/30/2005 (5)                                       $(.07)           $-            $(.07)          $32.23
 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:
 Six months ended 6/30/2005 (5)                                        (.07)            -             (.07)           32.22
 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:
 Six months ended 6/30/2005 (5)                                        (.14)            -             (.14)           32.27
 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:
 Six months ended 6/30/2005 (5)                                        (.19)            -             (.19)           32.27
 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:
 Six months ended 6/30/2005 (5)                                        (.24)            -             (.24)           32.32
 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  reimbursements/    reimbursements/   to average
                                                          return (3) (in millions)          waivers        waivers (4)   net assets

 Six months ended 6/30/2005 (5)                                 .81%       $21,601         .63% (6)           .61% (6)    2.01% (6)
 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:
 Six months ended 6/30/2005 (5)                                 .45            976        1.40 (6)           1.38 (6)     1.25 (6)
 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 (6)           1.39 (6)      .53 (6)
Class C:
 Six months ended 6/30/2005 (5)                                 .38            623        1.47 (6)           1.45 (6)     1.19 (6)
 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 (6)           1.55 (6)      .49 (6)
Class F:
 Six months ended 6/30/2005 (5)                                 .75            499         .70 (6)            .68 (6)     1.95 (6)
 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 (6)            .74 (6)     1.31 (6)
Class 529-A:
 Six months ended 6/30/2005 (5)                                 .76            175         .74 (6)            .72 (6)     1.92 (6)
 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 (6)            .76 (6)     1.64 (6)
Class 529-B:
 Six months ended 6/30/2005 (5)                                 .35             33        1.59 (6)           1.57 (6)     1.07 (6)
 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 (6)           1.62 (6)      .77 (6)
Class 529-C:
 Six months ended 6/30/2005 (5)                                 .33             55        1.58 (6)           1.56 (6)     1.08 (6)
 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 (6)           1.60 (6)      .79 (6)
Class 529-E:
 Six months ended 6/30/2005 (5)                                 .61              9        1.06 (6)           1.04 (6)     1.60 (6)
 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 (6)           1.07 (6)     1.35 (6)
Class 529-F:
 Six months ended 6/30/2005 (5)                                 .74              3         .81 (6)            .63 (6)     2.02 (6)
 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              - (7)     .22                .22          .51




Financial highlights (1)                                            (continued)


                                                                                   Ratio of expense  Ratio of expenses
                                                                                     to average net     to average net     Ratio of
                                                                       Net assets,    assets before       assets after   net income
                                                              Total  end of period  reimbursements/    reimbursements/   to average
                                                             return  (in millions)          waivers        waivers (4)   net assets
Class R-1:
 Six months ended 6/30/2005 (5)                                 .38%            $8        1.52% (6)          1.47% (6)    1.18% (6)
 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)             - (7)    4.20 (6)           1.50 (6)     1.11 (6)
Class R-2:
 Six months ended 6/30/2005 (5)                                 .39            119        1.67 (6)           1.43 (6)     1.21 (6)
 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 (6)           1.46 (6)     1.05 (6)
Class R-3:
 Six months ended 6/30/2005 (5)                                 .63            164        1.02 (6)           1.00 (6)     1.65 (6)
 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 (6)           1.08 (6)     1.41 (6)
Class R-4:
 Six months ended 6/30/2005 (5)                                 .76            136         .69 (6)            .67 (6)     2.00 (6)
 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:
 Six months ended 6/30/2005 (5)                                 .93            214         .39 (6)            .37 (6)     2.29 (6)
 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 (6)            .40 (6)     1.91 (6)




                                                                                                           
                                                            Six months ended
                                                                 June 30,                     Year ended December 31
                                                                  2005(5)         2004      2003       2002       2001       2000

Portfolio turnover rate for all classes of shares                  12%             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. During some of the periods shown, CRMC reduced fees
    for investment advisory services for all share classes. 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. In
    addition, during the six months ended 6/30/2005, AFD agreed to waive a
    portion of the fees related to distribution services for Class 529-F.
(5) Unaudited.
(6) Annualized.
(7) Amount less than $1 million.


See Notes to Financial Statements


EXPENSE EXAMPLE                                                       unaudited

As a  shareholder  of the fund,  you incur two types of costs:  (1)  transaction
costs such as initial sales charges on purchase payments and contingent deferred
sales  charges  on  redemptions  (loads);  and  (2)  ongoing  costs,   including
management fees; distribution and service (12b-1) fees; and other expenses. This
example is intended to help you  understand  your ongoing  costs (in dollars) of
investing in the fund so you can compare  these costs with the ongoing  costs of
investing in other mutual funds. The example is based on an investment of $1,000
invested at the beginning of the period and held for the entire period  (January
1, 2005 through June 30, 2005).

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  0.75%  to 1.50%  of  assets  annually
depending  on services  offered.  You can  estimate  the impact of these fees by
adding the amount of the fees to the total  estimated  expenses you paid on your
account during the period as calculated above. In addition,  your ending account
value would 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
0.75% to  1.50% of  assets  annually  depending  on  services  offered.  You can
estimate  the impact of these fees by adding the amount of the fees to the total
estimated  expenses  you paid on your  account  during the period as  calculated
above. In addition,  your ending account value would 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 1/1/2005           value 6/30/2005       during period(1)     expense ratio

Class A -- actual return                               $1,000.00                 $1,008.14                  $3.04              .61%
Class A -- assumed 5% return                            1,000.00                  1,021.77                   3.06              .61
Class B -- actual return                                1,000.00                  1,004.46                   6.86             1.38
Class B -- assumed 5% return                            1,000.00                  1,017.95                   6.90             1.38
Class C -- actual return                                1,000.00                  1,003.78                   7.20             1.45
Class C -- assumed 5% return                            1,000.00                  1,017.60                   7.25             1.45
Class F -- actual return                                1,000.00                  1,007.48                   3.38              .68
Class F -- assumed 5% return                            1,000.00                  1,021.42                   3.41              .68
Class 529-A -- actual return                            1,000.00                  1,007.61                   3.58              .72
Class 529-A -- assumed 5% return                        1,000.00                  1,021.22                   3.61              .72
Class 529-B -- actual return                            1,000.00                  1,003.51                   7.80             1.57
Class 529-B -- assumed 5% return                        1,000.00                  1,017.01                   7.85             1.57
Class 529-C -- actual return                            1,000.00                  1,003.26                   7.75             1.56
Class 529-C -- assumed 5% return                        1,000.00                  1,017.06                   7.80             1.56
Class 529-E -- actual return                            1,000.00                  1,006.10                   5.17             1.04
Class 529-E -- assumed 5% return                        1,000.00                  1,019.64                   5.21             1.04
Class 529-F -- actual return                            1,000.00                  1,007.40                   3.14              .63
Class 529-F -- assumed 5% return                        1,000.00                  1,021.67                   3.16              .63
Class R-1 -- actual return                              1,000.00                  1,003.80                   7.30             1.47
Class R-1 -- assumed 5% return                          1,000.00                  1,017.50                   7.35             1.47
Class R-2 -- actual return                              1,000.00                  1,003.88                   7.10             1.43
Class R-2 -- assumed 5% return                          1,000.00                  1,017.70                   7.15             1.43
Class R-3 -- actual return                              1,000.00                  1,006.28                   4.97             1.00
Class R-3 -- assumed 5% return                          1,000.00                  1,019.84                   5.01             1.00
Class R-4 -- actual return                              1,000.00                  1,007.63                   3.34              .67
Class R-4 -- assumed 5% return                          1,000.00                  1,021.47                   3.36              .67
Class R-5 -- actual return                              1,000.00                  1,009.32                   1.84              .37
Class R-5 -- assumed 5% return                          1,000.00                  1,022.96                   1.86              .37


(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 (181), and divided by 365 (to reflect the one-half year period).



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.  Annualized  expenses for
Class B shares were 0.77 percentage points higher than for Class A shares; Class
B shares  convert to Class A shares after eight years of ownership.  If redeemed
within six years,  Class B shares may also be subject to a  contingent  deferred
sales charge  ("CDSC") of up to 5% that declines over time.  Class C shares were
subject to  annualized  expenses  0.84  percentage  points higher than those for
Class A shares and a 1% CDSC if redeemed  within the first year after  purchase.
Class C shares convert to Class F shares after 10 years.  Class F shares,  which
are available only through certain  fee-based  programs offered by broker-dealer
firms and registered  investment  advisers,  had higher annualized  expenses (by
0.07 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.

If you reside in a state other than Virginia, there may be an in-state plan that
offers additional tax benefits not available in CollegeAmerica. Talk to your tax
adviser.   Interests   in   CollegeAmerica   are   sold   through   unaffiliated
intermediaries.

"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 files its proxy voting
record  with the SEC for the 12 months  ended  June 30 by August  31. The report
also is available on the SEC and American Funds websites.

A complete June 30, 2005,  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. This form
is  available  free of charge on the SEC website or upon request by calling AFS.
You may also review or, for a fee,  copy the form 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
September  30,  2005,  this report  must be  accompanied  by an  American  Funds
statistical update for the most recently completed calendar quarter.

[logo - American Funds(R)]

CollegeAmerica is sponsored by
Virginia College Savings Plan(SM)

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

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

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

o  BALANCED FUND
   American Balanced Fund(R)

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

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

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

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

THE CAPITAL GROUP COMPANIES

American Funds
Capital Research and Management
Capital International
Capital Guardian
Capital Bank and Trust

Lit. No. MFGESR-910-0805P

Litho in USA KBD/L/8083-S4697

Printed on recycled paper


ITEM 2 - Code of Ethics

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 3 - Audit Committee Financial Expert

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 4 - Principal Accountant Fees and Services

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 5 - Audit Committee of Listed Registrants

Not  applicable to this  Registrant,  insofar as the  Registrant is not a listed
issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934.


ITEM 6 - Schedule of Investments

[logo - American Funds (r)]

FUNDAMENTAL INVESTORS(SM)
Investment portfolio

June 30, 2005                                                        unaudited


                                                                                                               
                                                                                                                     Market value
Common stocks -- 94.47%                                                                               Shares                (000)


ENERGY -- 17.77%
Suncor Energy Inc.                                                                                18,546,307          $   875,399
Royal Dutch Petroleum Co. (New York registered)                                                    8,925,000              579,233
Exxon Mobil Corp.                                                                                  5,000,000              287,350
Halliburton Co.                                                                                    5,500,000              263,010
Norsk Hydro ASA                                                                                    2,168,000              198,863
Norsk Hydro ASA (ADR)                                                                                700,000               63,504
LUKoil Holding (ADR)                                                                               7,000,000              257,670
Murphy Oil Corp.                                                                                   3,940,000              205,786
Baker Hughes Inc.                                                                                  3,968,000              203,003
ConocoPhillips                                                                                     3,450,000              198,341
CONSOL Energy Inc.(1)                                                                              3,700,000              198,246
Unocal Corp.                                                                                       2,928,664              190,510
Burlington Resources Inc.                                                                          2,781,000              153,622
Chevron Corp.                                                                                      2,470,000              138,122
Imperial Oil Ltd.                                                                                  1,195,880               99,629
Marathon Oil Corp.                                                                                 1,525,000               81,389
Occidental Petroleum Corp.                                                                         1,000,000               76,930
Massey Energy Co.                                                                                  2,011,700               75,881
Shell Canada Ltd.                                                                                  2,538,600               68,042
Reliance Industries Ltd.                                                                           4,485,846               66,338
Oil & Natural Gas Corp. Ltd.                                                                       2,425,000               57,343
Smith International, Inc.                                                                            550,000               35,035
                                                                                                                        4,373,246

INDUSTRIALS -- 12.68%
Deere & Co.                                                                                        5,500,000              360,195
Union Pacific Corp.                                                                                4,200,000              272,160
Caterpillar Inc.                                                                                   2,700,000              257,337
General Electric Co.                                                                               7,100,000              246,015
General Dynamics Corp.                                                                             1,772,900              194,203
Deutsche Post AG                                                                                   8,275,000              193,238
Raytheon Co.                                                                                       4,461,372              174,529
Parker Hannifin Corp.                                                                              2,800,000              173,628
Tyco International Ltd.                                                                            5,750,000              167,900
Boeing Co.                                                                                         2,400,000              158,400
Emerson Electric Co.                                                                               2,200,000              137,786
United Parcel Service, Inc., Class B                                                               1,750,000              121,030
Northrop Grumman Corp.                                                                             2,114,483              116,825
3M Co.                                                                                             1,600,000              115,680
United Technologies Corp.                                                                          1,500,000               77,025
American Standard Inc.                                                                             1,432,300               60,042
Illinois Tool Works Inc.                                                                             657,200               52,366
Avery Dennison Corp.                                                                                 966,400               51,181
Mitsui & Co., Ltd.                                                                                 4,759,000               45,075
Mitsubishi Corp.                                                                                   3,250,000               44,209
Continental Airlines, Inc., Class B(2)                                                             2,300,000               30,544
Southwest Airlines Co.                                                                             1,500,000               20,895
Allied Waste Industries, Inc.(2)                                                                   2,500,000               19,825
Lockheed Martin Corp.                                                                                248,200               16,101
Bombardier Inc., Class B                                                                           7,500,000               15,952
                                                                                                                        3,122,141

FINANCIALS -- 11.74%
Washington Mutual, Inc.                                                                            8,450,000              343,831
Fannie Mae                                                                                         5,567,800              325,160
Citigroup Inc.                                                                                     5,150,000              238,085
Allied Irish Banks, PLC                                                                            9,600,000              205,382
Bank of Ireland                                                                                   10,165,000              164,884
Freddie Mac                                                                                        2,025,000              132,091
AMP Ltd.                                                                                          25,000,202              123,077
Irish Life & Permanent PLC                                                                         7,000,000              122,429
Willis Group Holdings Ltd.                                                                         3,400,000              111,248
Equity Residential                                                                                 3,000,000              110,460
Cullen/Frost Bankers, Inc.                                                                         2,000,000               95,300
American International Group, Inc.                                                                 1,100,000               63,910
Genworth Financial, Inc., Class A                                                                  2,000,000               60,460
Bank of New York Co., Inc.                                                                         2,085,000               60,006
U.S. Bancorp                                                                                       2,000,000               58,400
J.P. Morgan Chase & Co.                                                                            1,550,000               54,746
Wells Fargo & Co.                                                                                    870,000               53,575
Bank Hapoalim Ltd.                                                                                16,255,900               51,098
Independence Community Bank Corp.                                                                  1,366,000               50,446
KBC Groupe SA                                                                                        620,000               48,935
St. George Bank Ltd.                                                                               2,450,279               48,848
Aon Corp.                                                                                          1,767,400               44,256
Mitsubishi Estate Co., Ltd.                                                                        3,750,000               41,302
Raiffeisen International Bank Holding AG(2)                                                          609,100               38,879
Bank of America Corp.                                                                                756,800               34,518
Banco Popolare di Verona e Novara Scrl                                                             2,000,000               34,037
Marsh & McLennan Companies, Inc.                                                                   1,120,000               31,024
Zions Bancorporation                                                                                 350,000               25,736
Chubb Corp.                                                                                          300,000               25,683
Fidelity National Financial, Inc.                                                                    676,000               24,126
Arthur J. Gallagher & Co.                                                                            600,000               16,278
MI Developments Inc., Class A                                                                        500,000               15,775
National Bank of Canada                                                                              230,000               10,198
State Street Corp.                                                                                   200,000                9,650
Marshall & Ilsley Corp.                                                                              205,400                9,130
XL Capital Ltd., Class A                                                                             109,800                8,171
                                                                                                                        2,891,134

INFORMATION TECHNOLOGY -- 9.90%
Microsoft Corp.                                                                                   21,225,000              527,229
Texas Instruments Inc.                                                                            11,963,024              335,802
Automatic Data Processing, Inc.                                                                    4,600,000              193,062
International Business Machines Corp.                                                              2,200,000              163,240
Linear Technology Corp.                                                                            4,000,000              146,760
Intersil Corp., Class A                                                                            7,475,000          $   140,306
Motorola, Inc.                                                                                     7,156,080              130,670
Hitachi, Ltd.                                                                                     20,000,000              121,595
Agilent Technologies, Inc.(2)                                                                      4,000,000               92,080
Sun Microsystems, Inc.(2)                                                                         24,000,000               89,520
Hewlett-Packard Co.                                                                                3,500,000               82,285
Google Inc., Class A(2)                                                                              200,000               58,830
Sabre Holdings Corp., Class A                                                                      2,645,304               52,774
Maxim Integrated Products, Inc.                                                                    1,250,000               47,762
ASML Holding NV(2)                                                                                 2,500,000               39,343
Ceridian Corp.(2)                                                                                  1,900,000               37,012
CDW Corp.                                                                                            545,000               31,114
Electronic Data Systems Corp.                                                                      1,582,700               30,467
Advanced Micro Devices, Inc.(2)                                                                    1,500,000               26,010
Corning Inc.(2)                                                                                    1,520,000               25,262
Murata Manufacturing Co., Ltd.                                                                       300,000               15,290
Cisco Systems, Inc.(2)                                                                               800,000               15,288
Rohm Co., Ltd.                                                                                       150,000               14,478
Affiliated Computer Services, Inc., Class A(2)                                                       250,000               12,775
Microchip Technology Inc.                                                                            270,000                7,997
                                                                                                                        2,436,951

CONSUMER DISCRETIONARY -- 9.44%
Lowe's Companies, Inc.                                                                             6,015,000              350,193
Time Warner Inc.(2)                                                                               17,425,000              291,172
Target Corp.                                                                                       4,890,000              266,065
Limited Brands, Inc.                                                                              10,815,980              231,678
News Corp. Inc.                                                                                   12,290,000              198,852
May Department Stores Co.                                                                          3,500,000              140,560
Best Buy Co., Inc.                                                                                 1,922,000              131,753
Comcast Corp., Class A(2)                                                                          3,600,000              110,520
Comcast Corp., Class A, special nonvoting stock(2)                                                   500,000               14,975
Toyota Motor Corp.                                                                                 3,000,000              107,433
Magna International Inc., Class A                                                                  1,199,300               84,359
Sony Corp.                                                                                         2,200,000               75,807
Walt Disney Co.                                                                                    3,000,000               75,540
General Motors Corp.                                                                               2,100,000               71,400
Starbucks Corp.(2)                                                                                 1,045,000               53,985
Accor SA                                                                                             605,000               28,351
Warner Music Group Corp.(2)                                                                        1,500,000               24,300
IAC/InterActiveCorp(2)                                                                               956,000               22,992
Mattel, Inc.                                                                                         750,000               13,725
Liberty Media Corp., Class A(2)                                                                    1,200,000               12,228
Clear Channel Communications, Inc.                                                                   300,000                9,279
Dollar Tree Stores, Inc.(2)                                                                          350,000                8,400
                                                                                                                        2,323,567

MATERIALS -- 8.36%
Dow Chemical Co.                                                                                   8,836,700              393,498
BHP Billiton Ltd.                                                                                 17,995,030              248,517
Alcoa Inc.                                                                                         7,973,800              208,355
Rio Tinto PLC                                                                                      6,000,000              183,583
Weyerhaeuser Co.                                                                                   2,883,000              183,503
E.I. du Pont de Nemours and Co.                                                                    3,850,000              165,589
Freeport-McMoRan Copper & Gold Inc., Class B                                                       3,500,000              131,040
Potash Corp. of Saskatchewan Inc.                                                                  1,238,400              118,366
International Paper Co.                                                                            3,000,000               90,630
Inco Ltd.                                                                                          1,632,300               61,619
Noranda Inc.                                                                                       3,500,000               59,955
Temple-Inland Inc.                                                                                 1,500,000               55,725
CRH PLC                                                                                            1,918,931               50,911
Lyondell Chemical Co.                                                                              1,450,000               38,309
USX Corp.                                                                                            650,000               22,341
Phelps Dodge Corp.                                                                                   200,000               18,500
Air Products and Chemicals, Inc.                                                                     300,000               18,090
Georgia-Pacific Corp., Georgia-Pacific Group                                                         198,640                6,317
Nitto Denko Corp.                                                                                     60,000                3,442
                                                                                                                        2,058,290

TELECOMMUNICATION SERVICES -- 7.67%
SBC Communications Inc.                                                                           14,250,000              338,438
Verizon Communications Inc.                                                                        5,000,000              172,750
France Telecom, SA                                                                                 5,800,000              169,373
BellSouth Corp.                                                                                    6,100,000              162,077
Telefonica, SA (ADR)                                                                               2,054,000              100,441
Telefonica, SA                                                                                     3,068,000               50,210
China Telecom Corp. Ltd., Class H                                                                400,000,000              144,127
Sprint Corp.                                                                                       5,400,000              135,486
Qwest Communications International Inc.(2)                                                        33,000,000              122,430
Vodafone Group PLC (ADR)                                                                           4,325,000              105,184
Vodafone Group PLC                                                                                 5,850,000               14,252
KDDI Corp.                                                                                            20,000               92,549
AT&T Corp.                                                                                         4,620,000               87,965
O2 PLC(2)                                                                                         33,750,000               82,376
Deutsche Telekom AG                                                                                2,300,000               42,534
Telecom Italia SpA, nonvoting                                                                     15,076,900               39,180
China Netcom Group Corp. Ltd.                                                                     13,000,000               18,904
KT Corp.                                                                                             218,170                8,862
                                                                                                                        1,887,138

HEALTH CARE -- 5.82%
Merck & Co., Inc.                                                                                  8,200,000              252,560
Roche Holding AG                                                                                   1,949,316              246,437
Sanofi-Aventis                                                                                     2,192,600              179,948
Bristol-Myers Squibb Co.                                                                           4,850,000              121,153
Schering-Plough Corp.                                                                              5,950,000              113,407
Eli Lilly and Co.                                                                                  1,950,000              108,635
CIGNA Corp.                                                                                          725,000               77,597
WellPoint, Inc.(2)                                                                                   840,000               58,498
Aetna Inc.                                                                                           560,000               46,379
Abbott Laboratories                                                                                  800,000               39,208
Amgen Inc.(2)                                                                                        500,000               30,230
AstraZeneca PLC (Sweden)                                                                             500,000               20,779
AstraZeneca PLC (ADR)                                                                                190,600                7,864
Forest Laboratories, Inc.(2)                                                                         700,000               27,195
Medco Health Solutions, Inc.(2)                                                                      463,000               24,706
Wyeth                                                                                                500,000               22,250
Elan Corp., PLC (ADR)(2)                                                                           2,500,000               17,050
Medtronic, Inc.                                                                                      300,000               15,537
Guidant Corp.                                                                                        195,500               13,157
Biogen Idec Inc.(2)                                                                                  300,000               10,335
                                                                                                                        1,432,925

CONSUMER STAPLES -- 5.11%
Altria Group, Inc.                                                                                 8,114,800              524,703
ConAgra Foods, Inc.                                                                                5,100,000              118,116
Anheuser-Busch Companies, Inc.                                                                     2,300,000              105,225
PepsiCo, Inc.                                                                                      1,800,000               97,074
Procter & Gamble Co.                                                                               1,800,000               94,950
Walgreen Co.                                                                                       1,585,700               72,926
General Mills, Inc.                                                                                1,404,200               65,703
Coca-Cola Co.                                                                                      1,300,000               54,275
Avon Products, Inc.                                                                                1,340,000               50,719
C&C Group PLC                                                                                      8,357,900               37,580
SYSCO Corp.                                                                                          600,000               21,714
Diageo PLC                                                                                         1,000,000               14,743
                                                                                                                        1,257,728

UTILITIES -- 4.97%
Dominion Resources, Inc.                                                                           3,390,000              248,792
Questar Corp.                                                                                      3,000,000              197,700
Exelon Corp.                                                                                       2,965,000              152,193
Veolia Environnement                                                                               3,059,100              114,882
Duke Energy Corp.                                                                                  3,000,000               89,190
DTE Energy Co.                                                                                     1,606,900               75,155
KeySpan Corp.                                                                                      1,584,000               64,469
Public Service Enterprise Group Inc.                                                               1,000,000               60,820
Pinnacle West Capital Corp.                                                                        1,000,000               44,450
FPL Group, Inc.                                                                                    1,050,000               44,163
Sempra Energy                                                                                      1,000,000               41,310
FirstEnergy Corp.                                                                                    618,000               29,732
E.ON AG                                                                                              300,000               26,717
Tokyo Gas Co., Ltd.                                                                                6,025,000               22,554
Entergy Corp.                                                                                        150,000               11,333
                                                                                                                        1,223,460

MISCELLANEOUS -- 1.01%
Other common stocks in initial period of acquisition                                                                      247,741


Total common stocks (cost: $18,475,737,000)                                                                            23,254,321



                                                                                         Shares or principal
Convertible securities -- 0.65%                                                                       amount


FINANCIALS -- 0.29%
Chubb Corp. 7.00% convertible preferred 2005                                                       1,200,000  units        38,076
Genworth Financial, Inc. 6.00% convertible preferred 2007                                          1,010,000  units        34,693
                                                                                                                           72,769

INFORMATION TECHNOLOGY -- 0.24%
Agilent Technologies, Inc. 3.00% convertible debentures 2021(1,3)                                $10,370,000               10,279
Agilent Technologies, Inc. 3.00% convertible debentures 2021(3)                                  $15,074,000               14,942
Advanced Micro Devices, Inc. 4.75% convertible debentures 2022(3)                                $24,050,000               23,960
ASML Holding NV 5.50% convertible notes 2010                                               Euro    6,000,000                8,685
                                                                                                                           57,866


                                                                                         Shares or principal         Market value
                                                                                                      amount                (000)


MATERIALS -- 0.12%
Freeport-McMoRan Copper & Gold Inc. 5.50% convertible preferred(1)                                    31,000            $  28,505


Total convertible securities (cost: $143,177,000)                                                                         159,140



                                                                                            Principal amount
Bonds & notes -- 0.36%                                                                                 (000)


INDUSTRIALS -- 0.32%
Northwest Airlines, Inc. 8.875% 2006                                                               $  29,570               18,925
Northwest Airlines, Inc. 9.875% 2007                                                                  15,335                7,744
Northwest Airlines, Inc. 7.875% 2008                                                                  16,566                6,958
Continental Airlines, Inc. 8.00% 2005                                                                 28,600               28,743
Southwest Airlines Co. 5.25% 2014                                                                     15,000               15,113
                                                                                                                           77,483
CONSUMER DISCRETIONARY -- 0.04%
Delphi Automotive Systems Corp. 7.125% 2029                                                           11,200                7,784
General Motors Corp. 7.125% 2013                                                                       2,540                2,286
General Motors Corp. 7.20% 2011                                                                          915                  851
                                                                                                                           10,921

Total bonds & notes (cost: $106,822,000)                                                                                   88,404



Short-term securities -- 4.53%


Freddie Mac 3.04%-3.08% due 7/26-8/2/2005                                                            169,755              169,325
Wal-Mart Stores Inc. 3.05%-3.31% due 7/12-9/7/2005(1)                                                 95,300               94,992
Hewlett-Packard Co. 3.10%-3.20% due 7/25-7/27/2005(1)                                                 87,800               87,610
Triple-A One Funding Corp. 3.07%-3.26% due 7/6-8/23/2005(1)                                           87,086               86,935
CAFCO, LLC 3.04%-3.07% due 7/6-7/20/2005(1)                                                           49,800               49,746
Ciesco LLC 3.125% due 8/3/2005                                                                        15,600               15,555
Citicorp 3.11% due 7/25/2005                                                                          10,800               10,777
Procter & Gamble Co. 3.15%-3.19% due 8/23-8/25/2005(1)                                                72,401               72,049
Three Pillars Funding, LLC 3.09%-3.40% due 7/1-7/5/2005(1)                                            70,900               70,885
Variable Funding Capital Corp. 3.04%-3.27% due 7/5-8/23/2005(1)                                       57,471               57,392
Clipper Receivables Co., LLC 3.05%-3.32% due 7/8-8/17/2005(1)                                         54,400               54,263
DuPont (E.I.) de Nemours & Co. 3.08%-3.21% due 7/28-8/16/2005                                         50,000               49,835
BellSouth Corp. 3.08%-3.09% due 7/6-7/7/2005(1)                                                       45,500               45,474
Gannett Co. 3.02%-3.19% due 7/29-8/12/2005(1)                                                         45,000               44,867
Park Avenue Receivables Co., LLC 3.07% due 7/8/2005(1)                                                31,800               31,778
Preferred Receivables Funding Corp. 3.07% due 7/13/2005(1)                                             4,249                4,244
PepsiCo Inc. 3.12% due 7/20/2005(1)                                                                   29,475               29,424
Hershey Foods Corp. 3.05%-3.12% due 7/21-8/12/2005(1)                                                 27,600               27,527
Edison Asset Securitization LLC 3.15% due 8/5/2005(1)                                                 22,300               22,230
Coca-Cola Co. 3.07% due 7/26/2005                                                                     20,700               20,654
Scripps (E.W.) Co. 3.24% due 8/10/2005(1)                                                             17,100               17,037
Colgate-Palmolive Co. 3.17% due 7/14/2005(1)                                                          17,000               16,979
NetJets Inc. 3.19% due 8/19/2005(1)                                                                   10,000                9,957
Abbott Laboratories Inc. 3.00% due 7/6/2005(1)                                                         9,000                8,996
International Bank for Reconstruction and Development 3.03% due 8/5/2005                               8,900                8,873
International Business Machines Corp. 3.00% due 7/12/2005                                              6,500                6,493



Total short-term securities (cost: $1,113,872,000)                                                                      1,113,897

Total investment securities (cost: $19,839,608,000)                                                                    24,615,762
Other assets less liabilities                                                                                               (997)

Net assets                                                                                                            $24,614,765



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

(1) 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
    $1,069,415,000, which represented 4.34% of the net assets of the fund.
(2) Security did not produce income during the last 12 months.
(3) Coupon rate may change periodically.

ADR = American Depositary Receipts


ITEM 7 - Disclosure  of Proxy  Voting  Policies and  Procedures  for  Closed-End
Management Investment Companies

Not applicable to this Registrant, insofar as the Registrant is not a closed-end
management investment company.


ITEM 8 - Portfolio Managers of Closed-End Management Investment Companies

Not applicable to this Registrant, insofar as the Registrant is not a closed-end
management investment company.


ITEM 9 - Purchases of Equity  Securities  by  Closed-End  Management  Investment
Company and Affiliated Purchasers

Not applicable to this Registrant, insofar as the Registrant is not a closed-end
management investment company.


ITEM 10 - Submission of Matters to a Vote of Security Holders

There have been no material changes to the procedures by which  shareholders may
recommend  nominees to the Registrant's  Board of Directors since the Registrant
last  submitted a proxy  statement to its  shareholders.  The  procedures are as
follows.  The Registrant has a Nominating  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  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 11 - Controls and Procedures

(a)  The  Registrant's  Principal  Executive  Officer  and  Principal  Financial
     Officer  have  concluded,  based on their  evaluation  of the  Registrant's
     disclosure  controls and  procedures (as such term is defined in Rule 30a-3
     under  the  Investment  Company  Act  of  1940),  that  such  controls  and
     procedures  are  adequate and  reasonably  designed to achieve the purposes
     described in paragraph (c) of such rule.

(b)  There were no changes in the Registrant's  internal controls over financial
     reporting (as defined in Rule 30a-3(d) under the Investment  Company Act of
     1940) that occurred  during the  Registrant's  second fiscal quarter of the
     period  covered  by  this  report  that  has  materially  affected,  or  is
     reasonably likely to materially affect,  the Registrant's  internal control
     over financial reporting.


ITEM 12 - Exhibits

(a)  (1) The Code of Ethics - not applicable for filing of Semiannual Reports to
     Shareholders.

(a)  (2) 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, Vice Chairman and PEO

Date: September 7, 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, Vice Chairman and PEO

Date: September 7, 2005



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

Date: September 7, 2005