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 811-01701 Davis New York Venture Fund, Inc. (Exact name of registrant as specified in charter) 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 (Address of principal executive offices) Thomas D. Tays Davis Selected Advisers, LP 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 (Name and address of agent for service) Registrant's telephone number, including area code: (520) 806-7600 Date of fiscal year end:	July 31 Date of reporting period:	July 31, 2003 ITEM 1. REPORTS TO STOCKHOLDERS DAVIS RESEARCH FUND PART OF DAVIS NEW YORK VENTURE FUND, INC. JULY 31, 2003 ANNUAL REPORT [DAVIS FUNDS LOGO OMITTED] TABLE OF CONTENTS Management's Discussion and Analysis........................................2 Fund Performance and Supplementary Information..............................4 Schedule of Investments....................................................10 Statement of Assets and Liabilities........................................12 Statement of Operations....................................................13 Statements of Changes in Net Assets........................................14 Notes to Financial Statements..............................................15 Financial Highlights.......................................................20 Independent Auditors' Report...............................................23 Federal Income Tax Information.............................................24 Directors and Officers.....................................................25 1 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ MANAGEMENT'S DISCUSSION AND ANALYSIS MARKET ENVIRONMENT During the one-year period ended July 31, 2003, the stock market, as measured by the Standard & Poor's 500(R) Index, returned 10.64%.(1) This performance included a vigorous rally in the second calendar quarter. The end of major fighting in Iraq and an improvement in first-quarter earnings paved the way for a broad-based rally, with many economic sectors posting double-digit gains. DAVIS RESEARCH FUND PERFORMANCE OVERVIEW Davis Research Fund's Class A shares delivered a total return on net asset value of 21.56% for the one-year period ended July 31, 2003(2), compared with a return of 10.64% for the Standard & Poor's 500(R) Index.(1) The Fund's investment strategy is to seek out growing companies that can be purchased at value prices and held for the long-term. Under normal circumstances the Fund invests the majority of its assets in equity securities issued by large- and medium-capitalization companies. The Fund's largest sector weightings were in retailing and media. The Fund's retailing holdings outperformed the S&P 500(R) Index, while the Fund's media holdings roughly matched the S&P 500(R) Index. The Fund maintained a substantial cash position while searching for attractive investment opportunities. This reduced relative performance during the strong bull market. The principal holdings contributing to performance were: Qwest Communications(3), a telecommunications company, AutoZone, a retailing company, and McDonald's, a food/beverage and restaurant company. Qwest increased by 278.12% prior to being sold. AutoZone increased by 26.71% and McDonald's increased by 59.13% since being added to the portfolio. The principal holdings detracting from performance were: Hershey Foods, a food/beverage and restaurant company, Kinder Morgan, a pipelines company, and Altria Group, a consumer products company. Hershey Foods decreased by 16.46% and Kinder Morgan decreased by 11.77% prior to being sold. Altria Group decreased by 1.70% during the time it was held in the portfolio. - --------------------------------------- This Annual Report is authorized for use by existing shareholders. Prospective shareholders must receive a current Davis Research Fund prospectus, which contains more information about risks, charges and expenses. Please read the prospectus carefully before investing or sending money. Davis Research Fund's investment objective is long-term growth of capital. There can be no assurance that the Fund will achieve its objective. The primary risks of an investment in Davis Research Fund are: (1) market risk, (2) company risk, (3) medium capitalization risk, (4) selection risk and (5) focused portfolio risk. See the prospectus for a full description of each risk. 2 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ MANAGEMENT'S DISCUSSION AND ANALYSIS - CONTINUED (1) The S&P 500(R) Index is an unmanaged index of 500 selected common stocks, most of which are listed on the New York Stock Exchange. The index is adjusted for dividends, weighted towards stocks with large market capitalizations, and represents approximately two-thirds of the total market value of all domestic common stocks. Investments cannot be made directly in the index. (2) Total return assumes reinvestment of dividends and capital gain distributions. Past performance is not a guarantee of future results. Investment return and principal value will vary so that, when redeemed, an investor's shares may be worth more or less than when purchased. Below are the average annual total returns for Davis Research Fund's Class A shares for the periods ended July 31, 2003. Returns for other classes of shares will vary from the following returns: (Without a 4.75% sales charge taken into consideration) - -------------------------------- -------------- ---------------------- FUND NAME ONE YEAR INCEPTION - -------------------------------- -------------- ---------------------- Davis Research Fund A 21.56% 0.08% - 10/31/01 - ---------------------------------------------------------------------- (With a 4.75% sales charge taken into consideration) - -------------------------------- -------------- ---------------------- FUND NAME ONE YEAR INCEPTION - -------------------------------- -------------- ---------------------- Davis Research Fund A 15.79% (2.67)% - 10/31/01 - ---------------------------------------------------------------------- Fund performance changes over time and current performance may be higher or lower than stated. For more current information please call Davis Funds Shareholder Services at 1-800-279-0279. (3) This Management Discussion and Analysis discusses a number of individual companies. The information provided in this report does not provide information reasonably sufficient upon which to base an investment decision and should not be considered a recommendation to purchase or sell any particular security. The schedule of investments lists the Fund's holdings of each company discussed. Shares of the Davis Funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including possible loss of the principal amount invested. 3 DAVIS RESEARCH FUND COMPARISON OF DAVIS RESEARCH FUND, CLASS A SHARES AND STANDARD AND POOR'S 500 STOCK INDEX ================================================================================ Average Annual Total Return for the Periods ended July 31, 2003. -------------------------------------------------------------------------- CLASS A SHARES (This calculation includes an initial sales charge of 4 3/4%.) One Year......................................................... 15.79% Life of the Class (October 31, 2001 through July 31, 2003)....... (2.67)% -------------------------------------------------------------------------- $10,000 INVESTED AT INCEPTION. Let's say you invested $10,000 in Davis Research Fund, Class A Shares on October 31, 2001 (commencement of operations) and paid a 4 3/4% sales charge. As the chart shows, by July 31, 2003 the value of your investment would have been $9,537 - a 4.63% decrease on your initial investment. For comparison, the S&P 500 Index is also presented on the chart below. [GRAPHIC OMITTED] S&P 500.00 DRF Class A ---------------------------------------------- 10/31/01 $10,000.00 $10,000.00 7/31/02 $ 8,696.00 $ 7,846.00 7/31/03 $ 9,623.00 $ 9,537.00 Standard & Poor's Stock Index is an unmanaged index and has no specific investment objective. The index used includes net dividends reinvested, but does not take into account any sales charge. Investments cannot be made directly into the index. The performance data for Davis Research Fund contained in this report represents past performance and assumes that all distributions were reinvested, and should not be considered as an indication of future performance from an investment in the Fund today. The investment return and principal value will fluctuate so that shares may be worth more or less than their original cost when redeemed. 4 DAVIS RESEARCH FUND COMPARISON OF DAVIS RESEARCH FUND, CLASS B SHARES AND STANDARD AND POOR'S 500 STOCK INDEX ================================================================================ Average Annual Total Return for the Periods ended July 31, 2003. ------------------------------------------------------------------------------- CLASS B SHARES (This calculation includes any applicable contingent deferred sales charge.) One Year............................................................... 15.83% Life of the Class (October 31, 2001 through July 31, 2003)............. (2.91)% ------------------------------------------------------------------------------- $10,000 INVESTED AT INCEPTION. Let's say you invested $10,000 in Davis Research Fund, Class B Shares on October 31, 2001 (commencement of operations). As the chart shows, by July 31, 2003 the value of your investment (less a contingent deferred sales charge) would have been $9,496 - a 5.04% decrease on your initial investment. For comparison, the S&P 500 Index is also presented on the chart below. [GRAPHIC OMITTED] S&P 500.00 DRF Class B ---------------------------------------------- 10/31/01 $10,000.00 $10,000.00 7/31/02 $ 8,696.00 $ 8,170.00 7/31/03 $ 9,623.00 $ 9,496.30 Standard & Poor's Stock Index is an unmanaged index and has no specific investment objective. The index used includes net dividends reinvested, but does not take into account any sales charge. Investments cannot be made directly into the index. The performance data for Davis Research Fund contained in this report represents past performance and assumes that all distributions were reinvested, and should not be considered as an indication of future performance from an investment in the Fund today. The investment return and principal value will fluctuate so that shares may be worth more or less than their original cost when redeemed. 5 DAVIS RESEARCH FUND COMPARISON OF DAVIS RESEARCH FUND, CLASS C SHARES AND STANDARD AND POOR'S 500 STOCK INDEX ================================================================================ Average Annual Total Return for the Periods ended July 31, 2003. ------------------------------------------------------------------------------- CLASS C SHARES (This calculation includes any applicable contingent deferred sales charge.) One Year............................................................... 18.83% Life of the Class (October 31, 2001 through July 31, 2003)............. (1.21)% ------------------------------------------------------------------------------- $10,000 INVESTED AT INCEPTION. Let's say you invested $10,000 in Davis Research Fund, Class C Shares on October 31, 2001 (commencement of operations). As the chart shows, by July 31, 2003 the value of your investment would have been $9,790 - a 2.10% decrease on your initial investment. For comparison, the S&P 500 Index is also presented on the chart below. [GRAPHIC OMITTED] S&P 500.00 DRF Class C ---------------------------------------------- 10/31/01 $10,000.00 $10,000.00 7/31/02 $ 8,696.00 $ 8,170.00 7/31/03 $ 9,623.00 $ 9,790.00 Standard & Poor's Stock Index is an unmanaged index and has no specific investment objective. The index used includes net dividends reinvested, but does not take into account any sales charge. Investments cannot be made directly into the index. The performance data for Davis Research Fund contained in this report represents past performance and assumes that all distributions were reinvested, and should not be considered as an indication of future performance from an investment in the Fund today. The investment return and principal value will fluctuate so that shares may be worth more or less than their original cost when redeemed. 6 DAVIS RESEARCH FUND PORTFOLIO HOLDINGS AS OF JULY 31, 2003 ================================================================================ [GRAPHIC OMITTED] [PIE CHARTS] PORTFOLIO MAKEUP (% OF FUND NET ASSETS) - --------------------------------------- Short Term Investments, Other Assets & Liabilities		19.4% Common Stock							80.6% SECTOR WEIGHTINGS (% OF LONG TERM PORTFOLIO) - --------------------------------------------- Pharmaceutical and Health Care					 4.0% Retailing							36.5% Property/Casualty Insurance					 5.5% Consumer Products						 7.2% Energy								 5.6% Food/Beverage & Restaurant					 3.8% Manufacturing							10.3% Diversified							 4.8% Information/Information Processing				 4.5% Media								17.8% TOP 10 HOLDINGS % OF FUND SECURITY SECTOR NET ASSETS - -------------------------------------------------------------------------------- 				 				 AutoZone, Inc. Retailing 15.38% Lagardere S.C.A. Media 10.21% Electrolux AB, Series B Manufacturing 8.30% Altria Group, Inc. Consumer Products 5.81% AutoNation, Inc. Retailing 4.93% Duke Energy Corp. Energy 4.49% Berkshire Hathaway Inc., Class A Property/Casualty Insurance 4.40% WPP Group PLC Media 4.17% Groupe Bruxelles Lambert S.A. Diversified 3.85% TJX Cos., Inc. Retailing 3.75% 7 DAVIS RESEARCH FUND PORTFOLIO ACTIVITY AUGUST 1, 2002 THROUGH JULY 31, 2003 ================================================================================ NEW POSITIONS ADDED (8/1/02-7/31/03) (Highlighted positions are those greater than 4.00% of 7/31/03 total net assets) % OF 7/31/03 DATE OF 1ST FUND SECURITY SECTOR PURCHASE NET ASSETS - -------------------------------------------------------------------------------------------------------- Altria Group, Inc. Consumer Products 05/12/03 5.81% Apple Computer, Inc. Technology 09/30/02 - Automatic Data Processing, Inc. Information/Information Processing 06/02/03 3.68% AutoNation, Inc. Retailing 06/03/03 4.93% AutoZone, Inc. Retailing 01/22/03 15.38% Berkshire Hathaway Inc., Class A Property/Casualty Insurance 03/28/03 4.40% Calpine Corp. Energy 10/11/02 - Costco Wholesale Corp. Retailing 12/30/02 3.32% Duke Energy Corp. Energy 04/01/03 4.49% FedEx Corp. Transportation 10/01/02 - Heineken Holding NV, Class A Food/Beverage & Restaurant 07/08/03 0.14% Home Depot, Inc. Retailing 12/10/02 2.05% McDonald's Corp. Food/Beverage & Restaurant 03/19/03 2.90% Mirant Corp. Energy 10/11/02 - Premcor Inc. Energy 08/07/02 - Rockwell Automation, Inc. Industrial 08/27/02 - TJX Cos., Inc. Retailing 04/14/03 3.75% Univision Communications Inc., Class A Media 10/07/02 - WPP Group PLC Media 02/26/03 4.17% 8 DAVIS RESEARCH FUND PORTFOLIO ACTIVITY AUGUST 1, 2002 THROUGH JULY 31, 2003 ================================================================================ POSITIONS CLOSED (8/1/02-7/31/03) (Gains and losses greater than $100,000 are highlighted) DATE OF SECURITY SECTOR FINAL SALE GAIN/(LOSS) - --------------------------------------------------------------------------------------------------------- American Standard Cos. Inc. Building Materials 11/14/02 $ 121,931 Apple Computer, Inc. Technology 11/26/02 27,087 Aramark Corp., Class B Distributors 11/26/02 (24,047) Calpine Corp. Energy 11/12/02 47,529 Coca-Cola Enterprises Inc. Distributors 11/11/02 244,194 CRH PLC Building Materials 09/12/02 (184,272) Eli Lilly and Co. Pharmaceutical and Health Care 10/15/02 9,436 EOG Resources, Inc. Energy 11/14/02 44,622 FedEx Corp. Transportation 10/03/02 5,052 Hershey Foods Corp. Food/Beverage & Restaurant 02/11/03 (18,794) Honeywell International Inc. Diversified Manufacturing 11/08/02 (35,162) IMS Health Inc. Information/Information Processing 08/15/02 (121,273) Kinder Morgan, Inc. Pipelines 10/08/02 (206,108) Marathon Oil Corp. Energy 11/08/02 (40,446) Metro-Goldwyn-Mayer Inc. Entertainment 11/21/02 (85,983) Mirant Corp. Energy 11/12/02 43,937 Panamerican Beverages, Inc., Class A Distributors 10/04/02 (64,553) Premcor Inc. Energy 11/13/02 95,562 Qwest Communications International Inc. Telecommunications 11/11/02 (883,427) Rockwell Automation, Inc. Industrial 11/14/02 28,148 Sigma-Aldrich Corp. Chemicals 11/27/02 120,340 Smithfield Foods, Inc. Food/Beverage & Restaurant 11/26/02 (228,499) Textron Inc. Diversified Manufacturing 11/12/02 (71,789) United States Steel Corp. Industrial 09/11/02 (37,529) Univision Communications Inc., Class A Media 05/30/03 185,800 9 DAVIS RESEARCH FUND SCHEDULE OF INVESTMENTS July 31, 2003 VALUE SHARES SECURITY (NOTE 1) - -------------------------------------------------------------------------------------------------------------- COMMON STOCK - (80.64%) CONSUMER PRODUCTS - (5.81%) 38,000 Altria Group, Inc. ............................................................ $ 1,520,380 -------------- DIVERSIFIED - (3.85%) 22,500 Groupe Bruxelles Lambert S.A. ................................................. 1,007,090 -------------- ENERGY - (4.49%) 67,000 Duke Energy Corp. ............................................................. 1,175,850 -------------- FOOD/BEVERAGE & RESTAURANT - (3.04%) 1,200 Heineken Holding NV, Class A .................................................. 36,190 33,000 McDonald's Corp. .............................................................. 759,330 -------------- 795,520 -------------- INFORMATION/INFORMATION PROCESSING - (3.68%) 26,000 Automatic Data Processing, Inc. ............................................... 964,080 -------------- MANUFACTURING - (8.30%) 105,000 Electrolux AB, Series B........................................................ 2,171,823 -------------- MEDIA - (14.38%) 60,000 Lagardere S.C.A. .............................................................. 2,672,094 122,800 WPP Group PLC.................................................................. 1,090,806 -------------- 3,762,900 -------------- PHARMACEUTICAL AND HEALTH CARE - (3.25%) 25,500 Pfizer Inc. ................................................................... 850,680 -------------- PROPERTY/CASUALTY INSURANCE - (4.40%) 16 Berkshire Hathaway Inc., Class A*.............................................. 1,152,160 -------------- RETAILING - (29.44%) 75,000 AutoNation, Inc.*.............................................................. 1,289,250 48,350 AutoZone, Inc.*................................................................ 4,025,621 23,500 Costco Wholesale Corp.*........................................................ 870,087 17,200 Home Depot, Inc. .............................................................. 536,640 50,500 TJX Cos., Inc. ................................................................ 982,225 -------------- 7,703,823 -------------- Total Common Stock - (identified cost $18,270,060).................. 21,104,306 -------------- 10 DAVIS RESEARCH FUND SCHEDULE OF INVESTMENTS - Continued July 31, 2003 VALUE PRINCIPAL SECURITY (NOTE 1) - -------------------------------------------------------------------------------------------------------------- SHORT TERM INVESTMENTS - (19.93%) $ 991,000 Goldman, Sachs & Co. Joint Repurchase Agreement, 1.12%, 08/01/03, dated 07/31/03, repurchase value of $991,031 (collateralized by: U.S. Government obligations in a pooled cash account, total market value $1,010,820)............................................. $ 991,000 1,417,000 Nomura Securities International, Inc. Joint Repurchase Agreement, 1.13%, 08/01/03, dated 07/31/03, repurchase value of $1,417,044 (collateralized by: U.S. Government obligations in a pooled cash account, total market value $1,445,340)............................................. 1,417,000 1,765,000 Tyco International Group, SA, 4.95%, 8/1/03.................................... 1,765,000 1,044,000 UBS Financial Services Inc. Joint Repurchase Agreement, 1.12%, 08/01/03, dated 07/31/03, repurchase value of $1,044,032 (collateralized by: U.S. Government obligations in a pooled cash account, total market value $1,064,880)............................................. 1,044,000 -------------- Total Short Term Investments - (identified cost $5,217,000)......... 5,217,000 -------------- Total Investments - (100.57%) - (identified cost $23,487,060) - (a)............ 26,321,306 Liabilities Less Other Assets - (0.57%)........................................ (150,258) -------------- Net Assets - (100%)................................................. $ 26,171,048 ============== *Non-Income Producing Security. (a) Aggregate cost for Federal Income Tax purposes is $23,545,450. At July 31, 2003, unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows: Unrealized appreciation........................................................ $ 2,938,852 Unrealized depreciation....................................................... (162,996) -------------- Net unrealized appreciation......................................... $ 2,775,856 ============== 11 SEE NOTES TO FINANCIAL STATEMENTS. DAVIS RESEARCH FUND STATEMENT OF ASSETS AND LIABILITIES At July 31, 2003 ================================================================================ ASSETS: Investments in securities, at value (identified cost $23,487,060)(including repurchase agreements of $3,452,000)(see accompanying Schedule of Investments).............. $ 26,321,306 Cash ................................................................................ 2,305 Receivables: Dividends and interest receivable................................................ 54,647 Investment securities sold....................................................... 190,765 ----------------- Total assets................................................................ 26,569,023 ----------------- LIABILITIES: Payables: Capital stock redeemed........................................................... 360,263 Investment securities purchased.................................................. 3,104 Accrued expenses .................................................................... 34,608 ----------------- Total liabilities........................................................... 397,975 ----------------- NET ASSETS ............................................................................... $ 26,171,048 ================= NET ASSETS CONSIST OF: Par value of shares of capital stock................................................. $ 131,723 Additional paid-in capital........................................................... 26,155,618 Undistributed net investment income.................................................. 142,968 Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currency...................................... 2,834,485 Accumulated net realized losses from investments and foreign currency transactions... (3,093,746) ----------------- Net assets.................................................................. $ 26,171,048 ================= CLASS A SHARES Net assets....................................................................... $ 26,169,012 Shares outstanding............................................................... 2,634,249 Net asset value and redemption price per share .................................. $ 9.93 ========= Maximum offering price per share (100/95.25 of $9.93)*........................... $ 10.43 ========= CLASS B SHARES Net assets....................................................................... $ 1,018 Shares outstanding............................................................... 104 Net asset value, offering and redemption price per share......................... $ 9.79 ========= CLASS C SHARES Net assets....................................................................... $ 1,018 Shares outstanding............................................................... 104 Net asset value, offering and redemption price per share......................... $ 9.79 ========= * On purchases of $100,000 or more, the offering price is reduced. 12 SEE NOTES TO FINANCIAL STATEMENTS. DAVIS RESEARCH FUND STATEMENT OF OPERATIONS For the year ended July 31, 2003 ================================================================================ INVESTMENT INCOME: Income: Dividends (Net of foreign withholding taxes of $12,683).......................... $ 181,115 Interest......................................................................... 262,835 ----------------- Total income............................................................. 443,950 Expenses: Management fees (Note 3)........................................ $ 175,161 Custodian fees.................................................. 32,341 Transfer agent fees Class A.................................................... 4,269 Class B.................................................... 3 Class C.................................................... 3 Audit fees...................................................... 12,000 Legal fees...................................................... 93 Accounting fees (Note 3)........................................ 6,000 Reports to shareholders ........................................ 739 Directors' fees and expenses ................................... 486 Registration and filing fees ................................... 3,201 Miscellaneous .................................................. 7,062 Payments under distribution plan (Note 4) Class B.................................................... 7 Class C.................................................... 7 --------------- Total expenses.......................................................... 241,372 Expenses paid indirectly (Note 6)....................................... (94) ----------------- Net expenses............................................................ 241,278 ----------------- Net investment income .............................................. 202,672 ----------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: Net realized loss from: Investment transactions.......................................................... (912,370) Foreign currency transactions.................................................... (5,084) Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currency........................... 5,423,121 ----------------- Net realized and unrealized gain on investments and foreign currency............. 4,505,667 ----------------- Net increase in net assets resulting from operations ................... $ 4,708,339 ================= 13 SEE NOTES TO FINANCIAL STATEMENTS. DAVIS RESEARCH FUND STATEMENTS OF CHANGES IN NET ASSETS ================================================================================ OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, JULY 31, 2003 2002 ---- ---- OPERATIONS: Net investment income...................................... $ 202,672 $ 153,646 Net realized loss from investments and foreign currency transactions...................... (917,454) (2,193,758) Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currency........................ 5,423,121 (2,588,636) ----------------- --------------- Net increase (decrease) in net assets resulting from operations......................... 4,708,339 (4,628,748) DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income: Class A .............................................. (169,641) (26,243) CAPITAL SHARE TRANSACTIONS: Net increase (decrease) in net assets resulting from capital share transactions (Note 5): Class A .............................................. 8,007 26,277,250 Class B .............................................. (75) 1,117 Class C .............................................. (75) 1,117 ----------------- --------------- Total increase in net assets........................... 4,546,555 21,624,493 NET ASSETS: Beginning of period........................................ 21,624,493 - ----------------- --------------- End of period (including undistributed net investment income of $142,968 and $115,021, respectively)......... $ 26,171,048 $ 21,624,493 ================= =============== 14 SEE NOTES TO FINANCIAL STATEMENTS. DAVIS RESEARCH FUND NOTES TO FINANCIAL STATEMENTS July 31, 2003 ================================================================================ NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Fund is a separate series of Davis New York Venture Fund, Inc., which is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. The Fund's investment objective is long term growth of capital. The Fund commenced operations on October 31, 2001. The Fund offers shares in three classes, Class A, Class B and Class C. The Class A shares are sold with a front-end sales charge and the Class B and Class C shares are sold at net asset value and may be subject to a contingent deferred sales charge upon redemption. Income, expenses (other than those attributable to a specific class) and gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets represented by each class. Operating expenses directly attributable to a specific class are charged against the operations of that class. All classes have identical rights with respect to voting (exclusive of each Class's distribution arrangement), liquidation and distributions. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. SECURITY VALUATION - Portfolio securities listed on national securities exchanges are valued at the last reported sales price on the day of valuation. Securities traded in the over the counter market and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined in good faith by the Board of Directors. Short-term obligations are valued at amortized cost, which approximates fair value. These valuation procedures are reviewed and subject to approval by the Board of Directors. MASTER REPURCHASE AGREEMENTS - The Fund, along with other affiliated funds, may transfer uninvested cash balances into one or more master repurchase agreement accounts. These balances are invested in one or more repurchase agreements, secured by U.S. government securities. Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings. CURRENCY TRANSLATION - The market values of all assets and liabilities denominated in foreign currencies are recorded in the financial statements after translation to the U.S. dollar based upon the mean between the bid and offered quotations of the currencies against U.S. dollars on the date of valuation. The cost basis of such assets and liabilities is determined based upon historical exchange rates. Income and expenses are translated at average exchange rates in effect as accrued or incurred. FOREIGN CURRENCY - The Fund may enter into forward purchases or sales of foreign currencies to hedge certain foreign currency denominated assets and liabilities against declines in market value relative to the U.S. dollar. Forward currency contracts are marked-to-market daily and the change in market value is recorded by the Fund as an unrealized gain or loss. When the forward currency contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the forward currency contract at the time it was opened and value at the time it was closed. Investments in forward currency contracts may expose the Fund to risks resulting from unanticipated movements in foreign currency exchange rates or failure of the counter-party to the agreement to perform in accordance with the terms of the contract. 15 DAVIS RESEARCH FUND NOTES TO FINANCIAL STATEMENTS - Continued July 31, 2003 ================================================================================ NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED Reported net realized foreign exchange gains or losses arise from sales and maturities of investments, sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. The Fund includes foreign currency gains and losses realized on the sale of investments together with market gains and losses on such investments in the statement of operations. FEDERAL INCOME TAXES - It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income, including any net realized gains on investments not offset by loss carryovers, to shareholders. Therefore, no provision for federal income or excise tax is required. At July 31, 2003, the Fund had approximately $2,691,000 of capital loss carryforwards available to offset future capital gains, if any, which expire in 2011. Additionally, the Fund had approximately $344,000 of post October 2002 losses available to offset future capital gains, if any, which expire in 2012. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME - Securities transactions are accounted for on the trade date (date the order to buy or sell is executed) with realized gain or loss on the sale of securities being determined based upon identified cost. Dividend income is recorded on the ex-dividend date. Interest income, which includes accretion of discount and amortization of premium, is accrued as earned. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions to shareholders are recorded on the ex-dividend date. Net investment income (loss), net realized gains (losses) and net unrealized appreciation (depreciation) of investments may differ for financial statement and tax purposes primarily because of the recognition of certain foreign currency gains (losses) as ordinary income (loss) for tax purposes and the tax deferral of losses on "wash sale" transactions. The character of the dividends and distributions made during the fiscal year from net investment income and net realized securities gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of the dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which income or realized gain was recorded by the Fund. The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations. Accordingly, during the year ended July 31, 2003 amounts have been reclassified to reflect a decrease to undistributed net investment income of $5,084 and a corresponding decrease to accumulated net realized loss. The tax character of distributions paid during the year ended July 31, 2003 and the period ended July 31, 2002 is as follows: 2003 2002 ------------ ----------- Ordinary income........................... $ 169,641 $ 26,243 As of July 31, 2003, the components of distributable earnings (accumulated losses) on a tax basis were as follows: 2003 ------------ Undistributed net investment income...................... $ 151,657 Accumulated net realized losses from investments and foreign currency transactions.................... (3,035,355) Net unrealized appreciation on investments............... 2,775,856 ------------ Total................................................ $ (107,842) 16 DAVIS RESEARCH FUND NOTES TO FINANCIAL STATEMENTS - Continued July 31, 2003 ================================================================================ NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED USE OF ESTIMATES IN FINANCIAL STATEMENTS - In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates. NOTE 2 - PURCHASES AND SALES OF SECURITIES Purchases and sales of investment securities (excluding short-term securities) for the year ended July 31, 2003, were $18,330,022 and $19,799,304, respectively. NOTE 3 - INVESTMENT ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES Advisory fees are paid to Davis Advisors (the "Adviser") at the annual rate of 0.75% of the average net assets for the first $250 million, 0.65% of the average net assets on the next $250 million and 0.55% of the average net assets in excess of $500 million. Management fees paid during the year ended July 31, 2003, approximated 0.75% of average net assets. State Street Bank & Trust Co. ("State Street Bank") is the Fund's primary transfer agent. The Adviser is also paid for certain transfer agent services. The fee for these services for the year ended July 31, 2003 amounted to $93. State Street Bank is the Fund's primary accounting provider. Fees for such services are included in the custodian fee as State Street Bank also serves as the Funds' custodian. The Adviser is also paid for certain accounting services. The fee amounted to $6,000 for the year ended July 31, 2003. Certain directors and the officers of the Fund are also directors and officers of the general partner of the Adviser. Davis Selected Advisers-NY, Inc. ("DSA-NY"), a wholly-owned subsidiary of the Adviser, acts as sub-adviser to the Fund. DSA-NY performs research and portfolio management services for the Fund under a Sub-Advisory Agreement with the Adviser. The Fund pays no fees directly to DSA-NY. NOTE 4 - DISTRIBUTION AND UNDERWRITING FEES CLASS A SHARES Class A shares of the Fund are sold at net asset value plus a sales charge and are redeemed at net asset value. During the year ended July 31, 2003, Davis Distributors, LLC, the Fund's Underwriter (the "Underwriter" or "Distributor") received no commissions earned on sales of Class A shares of the Fund. The Underwriter is reimbursed for amounts paid to dealers as a service fee or commissions with respect to Class A shares sold by dealers which remain outstanding during the period. The service fee is paid at an annual rate up to 1/4 of 1% of the average net assets maintained by the responsible dealers. The Underwriter is not reimbursed for accounts for which the Underwriter pays no service fees to other firms. There was no service fee for Class A shares of the Fund for the year ended July 31, 2003. CLASS B SHARES Class B shares of the Fund are sold at net asset value and are redeemed at net asset value less a contingent deferred sales charge if redeemed within six years of purchase. 17 DAVIS RESEARCH FUND NOTES TO FINANCIAL STATEMENTS - Continued July 31, 2003 ================================================================================ NOTE 4 - DISTRIBUTION AND UNDERWRITING FEES - CONTINUED CLASS B SHARES - CONTINUED The Fund pays a distribution fee to reimburse Davis Distributors, LLC (the "Distributor") for commission advances on the sale of the Fund's Class B shares. Payments under the Class B Distribution Plan are limited to an annual rate of equal to the lesser of 1.25% of the average daily net asset value of the Class B shares or the maximum amount provided by applicable rule or regulation of the National Association of Securities Dealers, Inc., ("NASD"), which currently is 1.00%. Therefore, the effective rate of the Class B Distribution Plan is currently 1%, of which 0.75% may be used to pay distribution expenses and 0.25% may be used to pay shareholder service fees. The NASD rule also limits the aggregate amount the Fund may pay for distribution to 6.25% of gross Fund sales since inception of the Rule 12b-1 plan, plus interest, at 1% over the prime rate on unpaid amounts. The Distributor intends to seek full payment (plus interest at prime plus 1%) of distribution charges that exceed the 1% annual limit in some future period or periods when the plan limits have not been reached. During the year ended July 31, 2003, Class B shares of the Fund made distribution payments of $7. During the year ended July 31, 2003, there were no payments made for service fees. There were no commission advances by the Distributor during the year ended July 31, 2003 on the sale of Class B shares of the Fund. The Distributor intends to seek payment from Class B shares of the Fund in the amount of $59, which represents the maximum amount allowed under applicable NASD rules discussed above. The Fund has no contractual obligation to pay any such distribution charges and the amount, if any, timing and condition of such payment are solely within the discretion of the Directors who are not interested persons of the Fund or the Distributor. A contingent deferred sales charge is imposed upon redemption of certain Class B shares of the Fund within six years of the original purchase. The charge is a declining percentage starting at 4% of the lesser of net asset value of the shares redeemed or the total cost of such shares. During the year ended July 31, 2003 the Distributor received no contingent deferred sales charges from Class B shares of the Fund. CLASS C SHARES Class C shares of the Fund are sold at net asset value and are redeemed at net asset value less a contingent deferred sales charge of 1% if redeemed within one year of purchase. Payments under the Class C Distribution Plan are limited to an annual rate of equal to the lesser of 1.25% of the average daily net asset value of the Class C shares or the maximum amount provided by applicable rule or regulation of the National Association of Securities Dealers, Inc., ("NASD"), which currently is 1.00%. Therefore, the effective rate of the Class C Distribution Plan is currently 1%, of which 0.75% may be used to pay distribution expenses and 0.25% may be used to pay shareholder service fees. Class C shares are subject to the same 6.25% and 1% limitations applicable to the Class B Distribution Plan. During the year ended July 31, 2003, Class C shares of the Fund made distribution payments of $7. During the year ended July 31, 2003, there were no payments made for service fees. During the year ended July 31, 2003, the Distributor received no contingent deferred sales charges from Class C shares of the Fund. 18 DAVIS RESEARCH FUND NOTES TO FINANCIAL STATEMENTS - Continued July 31, 2003 ================================================================================ NOTE 5 - CAPITAL STOCK At July 31, 2003, there were 3,000,000,000 shares of capital stock ($0.05 par value per share) authorized, 500,000,000 of which shares are classified as Davis Research Fund. Transactions in capital stock were as follows: CLASS A - ------- OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, 2003 JULY 31, 2002 ------------------------------- ----------------------------- SHARES AMOUNT SHARES AMOUNT ------------- --------------- ------------ -------------- Shares subscribed.............................. 28,494 $ 251,825 2,625,283 $ 26,253,138 Shares issued in reinvestment of distributions. 19,794 169,641 2,585 26,243 ------------- --------------- ------------ -------------- 48,288 421,466 2,627,868 26,279,381 Shares redeemed................................ (41,694) (413,459) (213) (2,131) ------------- --------------- ------------ -------------- Net increase ............................. 6,594 $ 8,007 2,627,655 $ 26,277,250 ============= =============== ============ ============== CLASS B - ------- OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, 2003 JULY 31, 2002 ------------------------------- ----------------------------- SHARES AMOUNT SHARES AMOUNT ------------ --------------- ------------ -------------- Shares subscribed.............................. - $ - 115 $ 1,150 Shares redeemed................................ (8) (75) (3) (33) ------------ --------------- ------------ -------------- Net increase (decrease)................... (8) (75) 112 1,117 ============ =============== ============ ============== CLASS C - ------- OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, 2003 JULY 31, 2002 ------------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT ------------ --------------- ------------ -------------- Shares subscribed.............................. - $ - 115 $ 1,150 Shares redeemed................................ (8) (75) (3) (33) ------------ --------------- ------------ -------------- Net increase (decrease)................... (8) (75) 112 1,117 ============ =============== ============ ============== NOTE 6 - EXPENSES PAID INDIRECTLY Under an agreement with the custodian bank, custodian fees are reduced for earnings on cash balances maintained at the custodian by the Fund. Such reductions amounted to $94 during the year ended July 31, 2003. 19 DAVIS RESEARCH FUND FINANCIAL HIGHLIGHTS CLASS A ================================================================================ Financial Highlights for a share of capital stock outstanding throughout the period. OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, JULY 31, 2003 2002 ---- ---- Net Asset Value, Beginning of Period............. $ 8.23 $ 10.00 ------- ------- Income (Loss) From Investment Operations - ---------------------------------------- Net Investment Income....................... 0.07 0.06 Net Realized and Unrealized Gains (Losses) 1.69 (1.82) ------- ------- Total From Investment Operations.......... 1.76 (1.76) Dividends and Distributions - --------------------------- Dividends from Net Investment Income........ (0.06) (0.01) ------- ------- Net Asset Value, End of Period.................. $ 9.93 $ 8.23 ======= ======= Total Return (1)................................. 21.56% (17.62)% Ratios/Supplemental Data - ------------------------ Net Assets, End of Period (000 omitted)..... $26,169 $21,623 Ratio of Expenses to Average Net Assets..... 1.03% 1.05%* Ratio of Net Investment Income to Average Net Assets................................ 0.87% 0.81%* Portfolio Turnover Rate (2)................. 119% 45% (1) Assumes hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one year. (2) The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. * Annualized SEE NOTES TO FINANCIAL STATEMENTS. 20 DAVIS RESEARCH FUND FINANCIAL HIGHLIGHTS CLASS B ================================================================================ Financial Highlights for a share of capital stock outstanding throughout the period. OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, JULY 31, 2003 2002 ---- ---- Net Asset Value, Beginning of Period............. $ 8.17 $ 10.00 ------- ------- Income (Loss) From Investment Operations - ---------------------------------------- Net Investment Loss......................... (0.06) (0.02) Net Realized and Unrealized Gains (Losses).. 1.68 (1.81) ------- ------- Total From Investment Operations.......... 1.62 (1.83) Net Asset Value, End of Period.................. $ 9.79 $ 8.17 ======= ======= Total Return (1)................................. 19.83% (18.30)% - ------------ Ratios/Supplemental Data - ------------------------ Net Assets, End of Period (000 omitted)..... $1 $1 Ratio of Expenses to Average Net Assets..... 2.06% 2.04%* Ratio of Net Investment Loss to Average Net Assets................................ (0.16)% (0.18)%* Portfolio Turnover Rate (2)................. 119% 45% (1) Assumes hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one year. (2) The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. * Annualized SEE NOTES TO FINANCIAL STATEMENTS. 21 DAVIS RESEARCH FUND FINANCIAL HIGHLIGHTS CLASS C ================================================================================ Financial Highlights for a share of capital stock outstanding throughout the period. OCTOBER 31, 2001 (COMMENCEMENT OF OPERATIONS) YEAR ENDED THROUGH JULY 31, JULY 31, 2003 2002 ---- ---- Net Asset Value, Beginning of Period............. $ 8.17 $ 10.00 ------- ------- Income (Loss) From Investment Operations - ---------------------------------------- Net Investment Loss......................... (0.06) (0.02) Net Realized and Unrealized Gains (Losses).. 1.68 (1.81) ------- ------- Total From Investment Operations.......... 1.62 (1.83) Net Asset Value, End of Period.................. $ 9.79 $ 8.17 ======= ======= Total Return (1)................................. 19.83% (18.30)% - ------------ Ratios/Supplemental Data - ------------------------ Net Assets, End of Period (000 omitted)..... $1 $1 Ratio of Expenses to Average Net Assets..... 2.06% 2.04%* Ratio of Net Investment Loss to Average Net Assets................................ (0.16)% (0.18)%* Portfolio Turnover Rate (2)................. 119% 45% (1) Assumes hypothetical initial investment on the business day before the first day of the fiscal period (or inception of offering), with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods of less than one year. (2) The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation. * Annualized SEE NOTES TO FINANCIAL STATEMENTS. 22 DAVIS RESEARCH FUND INDEPENDENT AUDITORS' REPORT - -------------------------------------------------------------------------------- TO THE SHAREHOLDERS AND BOARD OF DIRECTORS OF DAVIS NEW YORK VENTURE FUND, INC.: We have audited the accompanying statement of assets and liabilities of Davis Research Fund (a series of Davis New York Venture Fund, Inc.), including the schedule of investments, as of July 31, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for the year then ended and for the period from October 31, 2001 (commencement of operations) to July 31, 2002, and the financial highlights for the year then ended and the period from October 31, 2001 (commencement of operations) to July 31, 2002. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers or by the other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Davis Research Fund as of July 31, 2003, the results of its operations for the year then ended, the statement of changes in net assets for the year then ended and for the period from October 31, 2001 (commencement of operations) to July 31, 2002, and the financial highlights for the year then ended and the period from October 31, 2001 (commencement of operations) to July 31, 2002, in conformity with accounting principles generally accepted in the United States of America. /s/ KPMG LLP Denver, Colorado September 5, 2003 23 DAVIS RESEARCH FUND FEDERAL INCOME TAX INFORMATION (UNAUDITED) FOR THE YEAR ENDED JULY 31, 2003 - -------------------------------------------------------------------------------- In early 2004, shareholders will receive information regarding all dividends and distributions paid to them by the Fund during calendar year 2003. Regulations of the U.S. Treasury Department require the Fund to report this information to the Internal Revenue Service. During the fiscal period ended July 31, 2003, $169,641 of dividends paid by the Fund constituted net investment income dividends for federal income tax purposes. Dividends paid by the Fund during the fiscal period ended July 31, 2003 which are not designated as capital gain distribution should be multiplied by 73% to arrive at the net amount eligible for the corporate dividends-received deduction. The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax adviser for specific guidance. 24 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ DIRECTORS For the purposes of their service as directors to the Davis Funds, the business address for each of the directors is 2949 E. Elvira Road, Suite 101, Tucson, AZ 85706. Each Director serves until their retirement, resignation, death or removal. Directors must retire at the close of business on the last day of the calendar year in which the Director attains age seventy-two (72), except that any person who was a Director on July 1, 1994, and at that date was seventy-three (73) years of age or less shall retire from the Board of Directors and cease being a Director at the close of business on the last day of the year in which the Director attains age seventy-four (74). NUMBER OF TERM OF PORTFOLIOS IN OFFICE AND PRINCIPAL FUND COMPLEX POSITION(S) LENGTH OF OCCUPATION(S) DURING OVERSEEN BY OTHER DIRECTORSHIPS HELD BY NAME AND AGE HELD WITH FUND TIME SERVED PAST FIVE YEARS DIRECTOR DIRECTOR - ------------------ ---------------- -------------- ------------------------ ---------------- ------------------------------- WESLEY E. Director director President of Bass & 11 none BASS, JR. since 1990 Associates (financial (born 8/21/31) consulting); formerly First Deputy City Treasurer, City of Chicago; and Executive Vice President, Chicago Title and Trust Company (bank and trust). MARC P. BLUM Director director Chief Executive 11 Director, Mid-Atlantic Realty (born 9/9/42) since 1986 Officer, World Total Trust (real estate investment Return Fund, LLP; Of trust), Legg Mason Trust Counsel to Gordon, (asset management company) Feinblatt, Rothman, and Rodney Trust Company Hoffberger and (Delaware); Trustee, College Hollander, LLC (law of Notre Dame of Maryland, firm). McDonogh School and other public charities, private foundations and businesses. JERRY D. GEIST Director director Chairman, Santa Fe 11 Director, CH2M-Hill, Inc. (born 5/23/34) since 1986 Center Enterprises (engineering); Member, (energy project Investment Committee for development); Retired Microgeneration Technology Chairman and Fund, UTECH Funds. President, Public Service Company of New Mexico. 25 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ DIRECTORS - CONTINUED NUMBER OF TERM OF PORTFOLIOS IN OFFICE AND PRINCIPAL FUND COMPLEX POSITION(S) LENGTH OF OCCUPATION(S) DURING OVERSEEN BY OTHER DIRECTORSHIPS HELD BY NAME AND AGE HELD WITH FUND TIME SERVED PAST FIVE YEARS DIRECTOR DIRECTOR - ------------------ ---------------- -------------- ------------------------ ---------------- ------------------------------- INDEPENDENT DIRECTORS - CONTINUED D. JAMES GUZY Director director Chairman, PLX 11 Director, Intel Corp. (born 3/7/36) since 1982 Technology, Inc. (semi-conductor (semi-conductor manufacturer), Cirrus Logic manufacturer). Corp. (semi-conductor manufacturer), Alliance Technology Fund (a mutual fund), Micro Component Technology, Inc. (micro-circuit handling and testing equipment manufacturer), Novellus Systems, Inc. (semi-conductor manufacturer) and LogicVision, Inc. (semi-conductor software company). G. BERNARD Director director Managing General 11 none HAMILTON since 1978 Partner, Avanti (born 3/18/37) Partners, L.P. (investment partnership). ROBERT P. Director director Chairman, Northroad 11 none MORGENTHAU since 2002 Capital Management (an (born 3/22/57) investment management firm) since June 2002; President of Asset Management Group of Bank of America (an investment management firm) from 2001 until 2002; prior to that a managing director and global head of marketing and distribution for Lazard Asset Management (an investment management firm) for ten years. THEODORE B. Director director Chairman of John 11 Mayor of the Incorporated SMITH, JR. since 2001 Hassall, Inc. Village of Mill Neck. (born 12/23/32) (fastener manufacturing); Chairman of Cantrock Realty. 26 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ DIRECTORS - CONTINUED NUMBER OF TERM OF PORTFOLIOS IN OFFICE AND PRINCIPAL FUND COMPLEX POSITION(S) LENGTH OF OCCUPATION(S) DURING OVERSEEN BY OTHER DIRECTORSHIPS HELD BY NAME AND AGE HELD WITH FUND TIME SERVED PAST FIVE YEARS DIRECTOR DIRECTOR - ------------------ ---------------- -------------- ------------------------ ---------------- ------------------------------- INDEPENDENT DIRECTORS - CONTINUED CHRISTIAN R. Director director General Partner of 11 none SONNE since 1990 Tuxedo Park Associates (born 5/6/36) (land holding and development firm); President and Chief Executive Officer of Mulford Securities Corporation (private investment fund) until 1990; formerly Vice President of Goldman Sachs & Co. (investment banking). MARSHA WILLIAMS Director director Executive Vice 15 Director of the Selected (born 3/28/51) since 1999 President and Chief Funds (consisting of four Financial Officer of portfolios) since 1996; Equity Office Director, Modine Properties Trust (a Manufacturing, Inc. (heat real estate investment transfer technology); trust); Former Chief Director, Chicago Bridge & Administrative Officer Iron Company, N.V. of Crate & Barrel (industrial construction and (home furnishings engineering). retailer); former Vice President and Treasurer, Amoco Corporation (oil & gas company). INSIDE DIRECTORS* JEREMY H. BIGGS Director/ director Vice Chairman, Head of 11 Director of the Van Eck/Chubb (born 8/16/35) Chairman since 1994 Equity Research, Funds six portfolios (mutual Chairman of U.S. fund). Investment Policy Committee and Member of the International Investment Committee, all for Fiduciary Trust Company International (money management firm) Consultant to Davis Selected Advisers, L.P. 27 DAVIS RESEARCH FUND 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 ================================================================================ DIRECTORS - CONTINUED NUMBER OF TERM OF PORTFOLIOS IN OFFICE AND PRINCIPAL FUND COMPLEX POSITION(S) LENGTH OF OCCUPATION(S) DURING OVERSEEN BY OTHER DIRECTORSHIPS HELD BY NAME AND AGE HELD WITH FUND TIME SERVED PAST FIVE YEARS DIRECTOR DIRECTOR - ------------------ ---------------- -------------- ------------------------ ---------------- ------------------------------- INSIDE DIRECTORS* - CONTINUED ANDREW A. DAVIS Director director President or Vice 15 Director of the Selected (born 6/25/63) since 1997 President of each Funds (consisting of four Davis Fund and portfolios) since 1998. Selected Fund; President, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser. CHRISTOPHER C. Director director Chief Executive 15 Director of the Selected DAVIS since 1997 Officer, President or Funds (consisting of four (born 7/13/65) Vice President of each portfolios) since 1998. Davis Fund and Selected Fund; Chairman and Chief Executive Officer, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser, including sole member of the Adviser's general partner, Davis Investments, LLC; Employee of Shelby Cullom Davis & Co. (registered broker/dealer). * Jeremy H. Biggs, Andrew A. Davis and Christopher C. Davis own partnership units (directly, indirectly or both) of the Adviser and are considered to be "interested persons" of the Funds as defined in the Investment Company Act of 1940. Andrew A. Davis and Christopher C. Davis are brothers. 28 DAVIS RESEARCH FUND 2949 East Elvira Road, Tucson, Arizona 85706 ================================================================================ DIRECTORS OFFICERS Wesley E. Bass, Jr. Jeremy H. Biggs Jeremy H. Biggs Chairman Marc P. Blum Christopher C. Davis Andrew A. Davis President Christopher C. Davis Andrew A. Davis Jerry D. Geist Vice President D. James Guzy Kenneth C. Eich G. Bernard Hamilton Executive Vice President & Robert P. Morgenthau Principal Executive Officer Theodore B. Smith, Jr. Sharra L. Reed Christian R. Sonne Vice President, Treasurer Marsha Williams & Principal Accounting Officer Thomas D. Tays Vice President & Secretary INVESTMENT ADVISER Davis Selected Advisers, L.P. (doing business as "Davis Advisors") 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 (800) 279-0279 DISTRIBUTOR Davis Distributors, LLC 2949 East Elvira Road, Suite 101 Tucson, Arizona 85706 TRANSFER AGENT & CUSTODIAN State Street Bank and Trust Company c/o The Davis Funds P.O. Box 8406 Boston, Massachusetts 02266-8406 COUNSEL D'Ancona & Pflaum LLC 111 E. Wacker Drive, Suite 2800 Chicago, Illinois 60601-4205 AUDITORS KPMG LLP 707 Seventeenth Street Suite 2700 Denver, Colorado 80202 ================================================================================ FOR MORE INFORMATION ABOUT DAVIS RESEARCH FUND INCLUDING MANAGEMENT FEES, CHARGES AND EXPENSES, SEE THE CURRENT PROSPECTUS WHICH MUST PRECEDE OR ACCOMPANY THIS REPORT. THE FUND'S STATEMENT OF ADDITIONAL INFORMATION CONTAINS ADDITIONAL INFORMATION ABOUT THE FUND'S DIRECTORS AND IS AVAILABLE WITHOUT CHARGE UPON REQUEST BY CALLING 1-800-279-0279. A COPY OF THE FUNDS' PROXY VOTING POLICIES AND PROCEDURES IS AVAILABLE WITHOUT CHARGE UPON REQUEST BY CALLING 1-800-279-2279 OR ON THE FUNDS WEBSITE AT WWW.DAVISFUNDS.COM OR ON THE SEC WEBSITE AT WWW.SEC.GOV. ================================================================================ Item 2. Code of Ethics 	 (a) the registrant has adopted a code of ethics that applies to the 	 registrant's principal executive officer, principal financial officer, 	 principal accounting officer or controller, or persons performing 	 similar functions. A copy of the code of ethics is filed as an 	 exhibit to this form N-CSR. Item 3. Audit Committee Financial Expert 	 (a) the registrant's board of directors has determined that independant 	 trustee Marsha Williams qualifies as the "audit committee financial 	 expert", as defined in Item 3 of form N-CSR. Item 4. Principal Accountant Fees and Services - Not Required Item 5. Audit Committee of Listed Registrants - Not Required Item 6. Reserved Item 7. Disclosure of Proxy Voting Polices and Procedures for Closed-End 	 Management Investment Companies - Not Applicable Item 8. Reserved Item 9. Controls and Procedures 	 (a) The registrant's principal executive officer and principal financial 	 officer have concluded that the registrant's disclosure controls and 	 procedures (as defined in Rule 30a-2(c) under the Investment Company 	 Act of 1940, as amended) are effective as of a date within 90 days 	 of the filing date of this report. 	 (b) There have been no significant changes in the registrant's internal 	 controls or in other factors that could significantly affect these 	 controls. Item 10. Exhibits 	 (a) Code of Ethics is attached as an exhibit hereto. 	 (b) Sections 302 and 906 certifications 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 it behalf by the undersigned, thereunto duly authorized. DAVIS RESEARCH FUND By /s/ Kenneth C. Eich Kenneth C. Eich Principal Executive Officer Date: October 08, 2003 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/ Kenneth C. Eich Kenneth C. Eich Principal Executive Officer Date: October 08, 2003 By /s/ Sharra L. Reed Sharra L. Reed Principal Financial officer Date: October 08, 2003