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: 811-5888 SMALLCAP World Fund, Inc. (Exact Name of Registrant as specified in charter) 333 South Hope Street Los Angeles, California 90071 (Address of principal executive offices) Registrant's telephone number, including area code: (213) 486-9200 Date of fiscal year end: September 30, 2003 Date of reporting period: September 30, 2003 Chad L. Norton Capital Research and Management Company 333 South Hope Street Los Angeles, California 90071 (name and address of agent for service) Copies to: Michael J. Fairclough, Esq. O'Melveny & Myers LLP 400 South Hope Street Los Angeles, California 90071 (Counsel for the Registrant) ITEM 1 - Reports to Stockholders [logo - American Funds(R)] The right choice for the long term(R) SMALLCAP WORLD FUND Our increasing emphasis on Asia [cover: global view of Asia] Annual report for the year ended September 30, 2003 SMALLCAP World Fund(R) seeks long-term growth of capital through investments in smaller companies in the United States and around the world. This fund is one of the 29 American Funds, the nation's third-largest mutual fund family. For more than seven decades, Capital Research and Management Company,SM the American Funds adviser, has invested with a long-term focus based on thorough research and attention to risk. Contents Letter to shareholders 1 Chart: The value of a long-term perspective 3 Feature: Our increasing emphasis on Asia 4 About your fund 12 Investment portfolio 13 Financial statements 34 Directors and officers 48 The American Funds family back cover Fund results in this report were calculated for Class A shares at net asset value (without a sales charge) unless otherwise indicated. Please see page 3 for Class A share results with relevant sales charges deducted. Results for other share classes can be found on page 47. Please see the inside back cover for important information about other share classes. FIGURES SHOWN ARE PAST RESULTS AND ARE NOT PREDICTIVE OF FUTURE RESULTS. SHARE PRICE AND RETURN WILL VARY, SO YOU 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. 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. INVESTING IN SMALL-CAPITALIZATION STOCKS CAN INVOLVE GREATER RISK THAN IS CUSTOMARILY ASSOCIATED WITH INVESTING IN STOCKS OF LARGER, MORE ESTABLISHED COMPANIES. [photograph: global view of Asia] FELLOW SHAREHOLDERS: For SMALLCAP World Fund, fiscal year 2003 has been a tale of two stock markets. The year began with the U.S. preparing for war with Iraq, a weak economy, plunging interest rates and the climax of the worst bear market in decades. It ended with the toppling of the Iraqi government, the economy growing at a healthy clip and the stock market staging an impressive rebound. SMALLCAP bounced up and down during the year, losing ground in the first six months but surging in the second. For the 12-month period ended September 30, 2003, the fund's total return was 32.5%, with the entire gain coming in the last six months of the fiscal year. That's better than the 31.3% gain turned in by the average global small company fund, as measured by Lipper. But it trailed the unmanaged Citigroup World Smallcap Index, which rose 39.6%, though this figure doesn't reflect expenses. SMALLCAP did not pay any dividends or capital gains this year. THE GLOBAL ECONOMY We are now in the early stages of a global economic recovery. Here in the U.S., federal tax cuts, low interest rates and a wave of mortgage refinancing stimulated the economy and all but vanquished talk of a double-dip recession. In Japan, home to the world's second-largest economy, investor sentiment, corporate profits and business spending are up. After several false starts, it now appears that its 14-year recession is over. And there are signs that Germany -- the third-largest economy -- is reviving. Its stock market has soared this year. When the world's three biggest economies are growing at the same time, it's hard to be anything but optimistic. What really excites many of us, though, is China. Since its initial embrace with capitalism a quarter of a century ago, China's economy has grown by an average 8% a year and is on pace to overtake the United States within the next three decades. It is history's greatest example of sustained economic growth. Although there are risks, we think the investment opportunities and implications for Asia, indeed the world, are enormous. It's the subject of this year's feature article, which begins on page 4. PORTFOLIO REVIEW Most of our investments did well this year. Of the 288 stocks held in the portfolio for the entire 12-month period, 80% of them rose in value. Of our 10 largest equity holdings, nine gained, including three technology companies: semiconductor manufacturer PMC-Sierra (+240.0%), software maker Novell (+153.8%) and Cymer, which makes lasers for the semiconductor industry (+121.0%). [Begin Sidebar] Where are SMALLCAP's holdings located? [begin pie chart] FISCAL YEAR 2003 Percent of net assets o United States 50.2% o Asia & Pacific Basin 20.2 o Europe 15.1 o Other (including Canada & Latin America) 6.5 o Cash & equivalents 8.0 [end pie chart] [begin pie chart] FISCAL YEAR 2002 Percent of net assets o United States 51.9% o Asia & Pacific Basin 18.6 o Europe 15.5 o Other (including Canada & Latin America) 6.3 o Cash & equivalents 7.7 [end pie chart] [End Sidebar] That many technology stocks were big winners this year isn't surprising. In 2000, there was too much capacity in the technology, media and telecommunications -- or TMT -- sectors. Stock valuations simply weren't realistic. The Internet and tech bubble burst. The Nasdaq Composite crashed, eventually falling 78%; many stocks fell even more. At the market's low point in October 2002, stocks of some technology companies were trading for less than 10 times their earnings; others could be snapped up for little more than the value of the cash on their books. From such a low point, there's often nowhere to go but up. In fact, if you look back in time, you'll see that it's not unusual for a growing industry, like technology, to go through fits and starts. Like railroads 150 years ago, cars at the beginning of the 20th century and the Internet at the end of it, industries are born, grow quickly and stir investor excitement. But at some point, things get out of hand. When the bubble bursts, a Darwinian survival-of-the-fittest reality sets in. A weeding-out occurs, with weaker companies being sold or going belly-up. Eventually, the industry begins growing again with fewer, but better managed and more profitable, companies. Once, more than a hundred American firms made automobiles; today, two do. The technology, media and telecommunications sectors are now emerging from a similar weeding-out; the survivors will be stronger for it. In addition to technology, our other biggest investments by sector are all benefiting from the U.S. economic rebound. Air travel is picking up. Hotels and restaurants are busier. Retail sales are growing and the outlook for the coming holiday season is promising. Supporting all of this are levels of consumer confidence and spending that have by and large remained solid over the last few years. As we've mentioned, there are reasons to be optimistic on a global basis as well. THE ROAD AHEAD We think some of the changes we've been making to SMALLCAP -- being more selective about technology, trimming the number of holdings in our portfolio and stepping up our exposure to many fast growing global markets -- are bearing fruit. We're optimistic about the impact of these changes on the portfolio. Between 2000 and 2002, we were quite candid about the fund's bear market losses. That being said, it's also fair to look at how SMALLCAP has done over a much longer period of time. Since its inception more than 13 years ago, SMALLCAP has posted an average annual return of 9.2%, compared with 8.0% for the average global small-cap fund as measured by Lipper. The Citigroup World Smallcap Index has averaged 7.5% -- and again, that's before expenses. We'd like to remind you about our feature story. As we'll explain in detail, Asia -- particularly China -- is likely to grow quickly over the next few years. We're well-positioned to take advantage of the investment opportunities in this part of the world. SMALLCAP's investment advisor, Capital Research and Management Company, has research offices in Hong Kong, Tokyo and Singapore. Some of our analysts were raised in countries, and worked in industries, they now cover. They're part of a global team of analysts, some 75 strong, who collectively hail from two dozen nations and speak as many languages. We think their experience is as broad as it is deep, and will help us find the most promising small companies for SMALLCAP to invest in. Thank you for your patience, continued support and commitment to long-term investing. Cordially, /s/ Gordon Crawford /s/ Gregory W. Wendt Gordon Crawford Gregory W. Wendt Chairman of the Board President November 14, 2003 [Begin Sidebar] As reported in the press, instances of excessive short-term trading and illegal "late trading" (trading after 4 p.m. Eastern time) have been discovered at a number of different fund companies. In several of those cases, fund personnel engaged in or permitted these activities in clear violation of regulatory requirements and strict internal policies. This sort of conduct is unethical and detrimental to long-term shareholders. We will not tolerate it at American Funds. Although it is often difficult to detect and prevent abusive trading practices, we are committed to taking action to combat this harmful activity wherever we find it. [End Sidebar] THE VALUE OF A LONG-TERM PERSPECTIVE This chart shows how a $10,000 investment in SMALLCAP World Fund's Class A shares grew from April 30, 1990 -- the fund's inception -- through September 30, 2003, the end of the fund's latest fiscal year. As you can see, the $10,000 would have grown to $30,626 even after deducting the maximum 5.75% sales charge. (Sales charges are lower for accounts -- and aggregated investments -- of $25,000 or more.) This is significantly more than the $26,252 generated by the unmanaged Citigroup World Smallcap Index, which tracks about 5,000 small-company stocks around the world with market capitalizations (price per share multiplied by number of shares outstanding) between $100 million and $1.5 billion. These are virtually the same parameters we use when selecting stocks for the fund's portfolio. Please see the inside back cover for important information about other share classes. [begin mountain chart] Year Ended SMALLCAP Citigroup World Consumer Price Original September 30 World Fund(1) Smallcap Index Index(2) Investment <s> <c> <c> <c> <c> 1990(3) $8,288 $8,919 $10,295 $10,000 1991 $11,307 $11,210 $10,644 $10,000 1992 $11,640 $10,999 $10,962 $10,000 1993 $15,418 $14,336 $11,257 $10,000 1994 $16,744 $15,390 $11,590 $10,000 1995 $19,856 $16,888 $11,885 $10,000 1996 $22,851 $18,899 $12,242 $10,000 1997 $28,689 $21,443 $12,506 $10,000 1998 $22,749 $17,195 $12,692 $10,000 1999 $32,172 $21,965 $13,026 $10,000 2000 $44,532 $24,828 $13,476 $10,000 2001 $24,516 $19,352 $13,832 $10,000 2002 $23,121 $18,799 $14,042 $10,000 2003 $30,626 $26,252 $14,368 $10,000 [end mountain chart] AVERAGE ANNUAL TOTAL RETURNS ON A $1,000 INVESTMENT (for periods ended September 30, 2003) 1 YEAR 5 YEARS 10 YEARS CLASS A SHARES Reflecting 5.75% maximum sales charge +24.84% +4.88% +6.47% Results assume reinvestment of all distributions. Results for other share classes can be found on page 47. For the most current investment results, please refer to americanfunds.com. Past results are not predictive of future results. The results shown are before taxes on fund distributions and sale of fund shares. (1) This figure, unlike those shown earlier in this report, reflects payment of the maximum sales charge of 5.75% on the $10,000 investment. Thus the net amount invested was $9,425. There is no sales charge on dividends or capital gain distributions that are reinvested in additional shares. (2) Computed from data supplied by the U.S. Department of Labor, Bureau of Labor Statistics. (3) For the period April 30, 1990 (when the fund began operations) through September 30, 1990. [photograph: man on cell phone walking with woman on crowded street] OUR INCREASING EMPHASIS ON ASIA SMALLCAP WORLD FUND'S MANDATE IS TO INVEST IN THE MOST PROMISING SMALL COMPANIES ON THE PLANET. AN INCREASING NUMBER OF THEM ARE BASED IN ASIA, WHICH BY ONE ESTIMATE COULD ACCOUNT FOR MORE THAN 50% OF THE WORLD'S ECONOMIC GROWTH OVER THE NEXT DECADE.* WE THINK THAT CHINA -- A BEHEMOTH THE SIZE OF THE UNITED STATES WITH FOUR-AND-A-HALF TIMES THE POPULATION -- IS ESPECIALLY PROMISING. ON THE FOLLOWING PAGES, WE'LL DISCUSS THE POTENTIAL RISKS -- AND REWARDS. [photograph: buildings with neon lights at night] It's one of the more eye-opening cab rides one can take: the 18-mile trip from Capital International Airport to downtown Beijing. Hurtling down Shoudujichang Road, a four-lane superhighway (with road signs in both Mandarin and English), you see a forest of construction cranes racing to erect a Manhattan-like series of skyscrapers. On one side there are modern homes; on the other, gleaming headquarters of the country's biggest telecom and oil companies. Billboards peddle everything from cell phones -- China last year became the world's top wireless market -- to cigarettes and sneakers. And off in the distance, work is beginning on the Olympic Village. Host to the 2008 summer games, Beijing intends to show the world that the People's Republic of China has arrived as a political and economic power. As far as the latter is concerned, there is no doubt that China has already arrived. In the quarter-century since it embarked on economic reform, China's economy has averaged growth of nearly 8% a year and is now the world's sixth-largest. The dean of Harvard University's Kennedy School of Government, Joseph Nye, calculates that even if that blistering pace were to slow down -- say to 6% -- in just 30 years, China's economy would total about $16 trillion, twice the size of the current American economy. "I think China is the greatest growth story in modern economic history," says Gordon Crawford, SMALLCAP's chairman and one of its portfolio counselors. "It's growing faster than Great Britain during the industrial revolution, Japan in the post World War II era and America a century ago." As it did in Britain, Japan and the U.S., China's spectacular growth is creating vast amounts of fu, or wealth. Much of it is controlled by young, brash entrepreneurs -- reminiscent, perhaps, of America's 19th-century robber barons. But the average citizen is rapidly gaining ground, too: Their income has quadrupled in two decades, lifting an estimated 270 million people out of poverty. Like the ripples from a stone dropped into a pond, this growth is radiating beyond China to encompass much of Asia. One sign of the continent's incredible wealth creation: East Asia is minting new millionaires at a healthy clip. According to Forbes, last year alone, while the bear market was pushing an estimated 88,000 people below the millionaire ranks in North America, more than 100,000 people joined the seven-figure club in Asia. *Source: Capital Strategy Research, Inc.,SM an affiliate of American Funds. [Begin Pull Quote] "I think China is the greatest growth story in modern economic history." Gordon Crawford [End Pull Quote] [photograph: bicycle riders and bus on busy street] [Begin Sidebar] [Chinese character] Fu Wealth, Good Luck [Chinese character] Lu Prosperity [Chinese character] Cai Wealth, Money [Chinese character] He Harmonious [photograph: Three people - one walking, one on a cell phone and another standing next to him with a view out of a window across a harbor with skyscrapers in the background] [End Sidebar] But the heart of this story is China. And much of its remarkable rise -- perhaps "re-emergence" is more like it, given that it has been the world's economic and technological standard bearer for much of its 5,000-year history -- is being fueled by small companies. "China represents a phenomenal investment opportunity for us," says Winnie Kwan, a SMALLCAP analyst based in Hong Kong. "There is a huge and expanding middle class there now, especially in the coastal provinces. Their standard of living is rising and there is a pent-up demand for goods and services. Of course, they are creating, or participating in, the production and distribution of these goods and services themselves, so it all just feeds on itself. It's an enormous opportunity fueled by both investment and consumption, and it's getting bigger every day." SUPPLY AND DEMAND There are many angles to the China story. The rest of the world has long salivated at the prospect of exporting to the People's Republic, which with 1.3 billion people is, by far, the world's biggest market. But that colossal population also represents one-fifth of the world's labor supply -- and with an average manufacturing wage of 60 cents an hour, one of the cheapest. That seemingly inexhaustible pool of low-cost workers has transformed China into the world's factory. The Economist reports that exports have been growing by double digits for more than two decades. But here, too, there are nuances. Those exports are largely low-tech: a quarter of the world's toys; an eighth of its footwear and clothing; and a third of suitcases and handbags. "The most important development in China over the last five years is that it has gained significant market share in global manufacturing," says Winnie. Shoes, and suitcases to put them in, are one thing. But more sophisticated goods, which better reflect a country's economic development, are another. Here, claims portfolio counselor Mark Denning, China is just getting started. "Yes, China has gone from essentially nothing to the biggest manufacturing power in the world in relatively short order," he says. "But that doesn't mean it's a developed market economy. It has a hugely undeveloped infrastructure -- roads, modern hospitals, water and power distribution, and so forth. China may be good at low-tech manufacturing, but it's behind its neighbors -- and way behind the U.S. -- in high technology. China's growth has been spectacular, in large part because its economy was so backward to begin with." [photograph: busy street at night - buildings with neon lights] REGIONAL OPPORTUNITIES Another key part of the story: China is not just a giant exporter; it imports a staggering amount, too. Last year alone, imports grew by $55 billion, and from 1998 to 2002 surged from 17% to 25% of GDP. Given its relative economic backwardness, it needs goods, services, expertise and capital. Its neighbors -- and the United States -- are supplying it. "There's a misconception that China's going to be the low-cost provider for everything from A to Z and wipe everybody out," says Tokyo-based analyst Sung Lee. "The fact is China still can't make things like, for example, precision machinery and machine tools. That will probably change, but at the very least, it will take quite a while." To support his theory, Sung points to South Korea, which despite a vibrant market economy and open political system, still hasn't caught up with Japan's vaunted technological prowess. "The bottom line," he says, "is countries that can provide high value goods and services are going to profit off China for years to come." [photograph: Boy and girl holding hands walking on crowded street] This helps explain why China is now the biggest export market for Taiwan and South Korea; when Hong Kong is factored in, it's about to become the biggest market for Japan, Singapore, Malaysia and the Philippines. According to a recent World Bank study, China "has had a major positive impact on the trade of other East Asian countries." The study adds that from 1995 to 2001, Asian exports to China grew 11.5% a year, while total global trade grew at a 3.8% pace. China is also at the mercy of other countries for many basic raw materials. It has a seemingly insatiable appetite for iron ore and alumina. Like the United States, China also imports much of its energy: natural gas from Malaysia and oil from Indonesia and the Persian Gulf. In the next year, in fact, it most likely will become the second-largest importer of oil, after the U.S. That China gulps so much petroleum is even more astonishing when you consider that the biggest consumer of oil in the U.S. -- the auto industry -- is only beginning to shift into high gear in the People's Republic. Half of all Americans own a car; just one in a hundred Chinese do. [Begin Sidebar] "This tidal wave of information, flowing freely among citizens, is speeding up economic development and helping capital and labor to be allocated more efficiently." Galen Hoskin AN EMPHASIS ON INVESTMENT RESEARCH To find the most promising small companies to invest in -- while mitigating the risk -- SMALLCAP relies heavily on its research analysts. We mentioned Winnie, Galen and Sung. They're just three of dozens of analysts, all of whom are part of the global research network run by the fund's advisor, Capital Research and Management Company. They are multilingual -- speaking a collective two dozen languages -- multiethnic and multicultural, invaluable traits for a global mutual fund. Take Winnie, for instance. Born in Kowloon, a 10-minute ride on the fabled Star Ferry from Hong Kong Island, she grew up in a Chinese household, studied economics at Cambridge University and spent several years in the fund management business before joining Capital in 2000. In addition to English, she is fluent in Mandarin and Cantonese, the principal languages of China. "Being on the ground is an important part of the research process," she says. "China is a very big and complicated country. You really have to spend a lot of time talking to management, listening and asking lots of questions. I also talk to their competitors, suppliers and customers. Kicking the tires, so to speak, is the only way to find good companies. It's very challenging and very rewarding." For his part, Sung Lee was born in Korea, moved to the United States at age 10, earned an MBA from Columbia University Business School and joined Capital in 1994. Based in Tokyo, he speaks English, Korean and Japanese. "I spend a lot of time on the road," he says. "That's because I think it's crucial to visit companies and get to know the management. Good management is vital for any company, of course, but especially for a smaller one. I'm excited about Asia these days because the overall quality of management at the companies I follow always seems to be getting better. I see a lot of managers and owners whose interests are aligned with shareholders; those are the kinds of companies I like." Capital Research itself has 11 offices around the world, including Tokyo, Hong Kong and Singapore. Capital has been investing in Asia since the 1950s. Last year, our analysts made countless research visits in the region. Over the last three years, while some investment companies were letting research analysts go, Capital made several key hires. In 2002, its budget for investment research topped $160 million. "Capital doesn't skimp on research," says Gordy. "It's the lifeblood of our investment process." "There's no question that the experience and judgment of our research analysts are tremendously helpful," says London-based portfolio counselor Jonathan Knowles. "Over the long run, their ability to spot growth opportunities early has generated real value for our shareholders." [End Sidebar] [photograph: two teenagers walking; one of them dialing a cell phone] [Begin Sidebar] "The most important development in China over the last five years is that it has gained significant market share in global manufacturing." Winnie Kwan [End Sidebar] KARL MARX, MEET ADAM SMITH It is difficult to stroll through Tiananmen Square -- the heart of Beijing and site of 1989's bloody crackdown on a democracy movement -- without wondering how a market economy can coexist, much less thrive, under the dominion of a communist government. "The Communist party still believes that it's possible to have a socialist ideology and a market economy," Winnie says. "Eventually, something's got to give." On many important fronts, it is the government that seems to be blinking. Although China has had a de facto market economy for 20 years, authorities appear set, for the first time, to codify its underpinnings with a series of sweeping laws and regulations. [photograph: busy street with automobile and pedestrian traffic with the buildings and signs lit up] China's economy is also becoming more investor friendly thanks to its membership in the World Trade Organization, which it joined in 2001. It is cutting tariff and nontariff barriers, as well as opening up sectors of the economy that have long been off-limits to foreigners, such as banking and telecommunications. Other changes are brewing from pressure generated by China's growing army of entrepreneurs and businessmen demanding laws on everything from property rights to contract enforcement. However, the government continues to prohibit political changes such as direct elections and freedom of speech and assembly. But here, too, proponents of the free flow of information among private citizens -- vital in an efficient capitalist system, but threatening to a one-party state -- are gaining the upper hand, literally, when one sees the millions of Chinese holding one of the country's 400 million cell phones up to their ears. And when they're not chatting, they're surfing cyberspace: In the next year or so, China most likely will pass the U.S. as the nation with the biggest number of Internet users. "This tidal wave of information, flowing freely among citizens, is speeding up economic development and helping capital and labor to be allocated more efficiently," notes Galen Hoskin, a SMALLCAP analyst based in San Francisco. "Certainly more efficiently than the government could." In short, China is becoming less autocratic by the day, with an increasing number of well-educated, wired and entrepreneurial citizens who bow not to the teachings of Marx, but Adam Smith. This, in turn, is likely to ensure that China's experiment with communism, forced upon it in 1949, will likely prove to be a short chapter in the Middle Kingdom's ancient history. The next chapter, now being written, is likely to have a lot more to do with things like private ownership and free enterprise than the hammer and sickle. [photograph: father (holding a baby) and mother boarding the subway] CLOSE ATTENTION TO RISK As is the case with any emerging market, investing in China carries risks. Politically, the Communist Party's determination to maintain a closed, one-party system is likely to be tested severely by its citizens in the years ahead -- recent demonstrations in Hong Kong against a proposed internal security law provided a glimpse of this -- and Beijing's unresolved dispute with Taiwan over the future of that democratic island continues to strain relations with the United States. There are currency risks. As anyone who invested in Mexico, Russia or Argentina in recent years knows, currencies in emerging markets have a nasty way of suddenly being devalued. China's currency, the renminbi ("the people's money"), is not regarded as overvalued. But it is pegged to the U.S. dollar, leading some investment analysts to wonder what the renminbi's true value is. The United States is pressuring China to let its currency float freely, claiming it is contributing to America's trade deficit. [Begin Sidebar] THE VALUE OF INVESTING IN SMALL-CAP STOCKS As bright as we think the future is for Asia's emerging markets, it's hardly the first time that those markets and/or small-cap stocks have shined. Over a period of many years, small company stocks -- in the U.S. and around the world -- have often been the best or second-best performing segment of the equities market. "When it comes to investing, you never know what's going to do better in any given year," Gordy points out. "For example, bond funds did well during the stock market decline. But over the long run, history shows that stocks usually do much better. It also shows that small company stocks, both U.S. and non-U.S., can do quite well." [begin table] BEST PERFORMING EQUITY CLASSES OVER THE PAST 15 CALENDAR YEARS (through 9/30/03) BEST-PERFORMING SECOND-BEST 2003* NON-U.S. SMALL CAP EMERGING MARKETS 2002 NON-U.S. SMALL CAP EMERGING MARKETS 2001 U.S. SMALL CAP VALUE U.S. SMALL CAP 2000 U.S. SMALL CAP VALUE U.S. large cap value 1999 EMERGING MARKETS U.S. SMALL CAP GROWTH 1998 U.S. large cap growth U.S. large cap 1997 U.S. large cap U.S. large cap value 1996 U.S. large cap U.S. large cap growth 1995 U.S. large cap U.S. large cap growth 1994 Non-U.S. large cap Global 1993 EMERGING MARKETS NON-U.S. SMALL CAP 1992 U.S. SMALL CAP VALUE U.S. SMALL CAP 1991 EMERGING MARKETS U.S. SMALL CAP GROWTH 1990 U.S. large cap growth U.S. large cap 1989 EMERGING MARKETS U.S. large cap growth 1988 EMERGING MARKETS U.S. SMALL CAP VALUE [end table] *Through 9/30/2003. Sources: U.S. large cap represented by Standard & Poor's 500 Composite Index, with distributions reinvested. U.S. small cap represented by the Russell 2000 Index. U.S. small cap value represented by the Russell 2000 Value Index. U.S. small cap growth represented by the Russell 2000 Growth Index. U.S. large cap value represented by the Russell 1000 Value Index. U.S. large cap growth represented by the Russell 1000 Growth Index. Non-U.S. small cap represented by the Citigroup World Smallcap (ex-U.S.) Index (companies under $1.2 billion market cap). Index inception was July 1989. Non-U.S. large cap represented by the MSCI EAFE(R) (Europe, Australasia, Far East) Index with gross dividends reinvested. Emerging markets equity represented by the MSCI EMF (Emerging Markets Free) Index,SM with gross dividends reinvested. Global represented by the MSCI World IndexSM with gross dividends reinvested. [End Sidebar] [photograph: night scene of buildings with lights and a lit up fountain spraying water upward] [Begin Sidebar] "There are many good companies in Japan, Taiwan and South Korea with significant business operations in the People's Republic." Winnie Kwan [End Sidebar] [three photographs: blur of dragon's tail; night scene of buildings lit up with water on one side and mountains on the other; girl talking on cell phone in front of market place] There are two principal ways to invest in China. The first, and most obvious, is to invest directly in Chinese companies. "We're finding lots of great opportunities," notes Gordy. "For example, we've bought stakes in Zhejiang Expressway and Jiangsu Expressway, two companies that collect tolls on China's expanding highway system." With more and more cars zipping around, Gordy figured it would also make sense to invest in Clear Media, China's leading billboard company. Other examples of Chinese companies that SMALLCAP owns include Yanzhou Coal Mining Co. and Anhui Conch Cement, both investment plays on that country's growing energy and infrastructure needs. SMALLCAP also invests in foreign companies that do a lot of business in China. "There are many good companies in Japan, Taiwan and South Korea with significant business operations in the People's Republic," Winnie notes. Examples of this include Largan Precision, a lens manufacturer for digital cameras with production facilities in China; and Hung Hing Printing Group of Hong Kong, which makes packaging and paper products. "Companies like these, which we think are extremely well managed, have significant exposure to the growing Chinese market." Sung looks for Japanese and Korean companies with a footprint in the People's Republic. "KEC is a good one. It's a small semiconductor manufacturer. Solid management; very shareholder-oriented." Because the Chinese don't yet have the technology to make high-end semiconductors on their own, KEC is building a plant there. "They'll get high quality at a low cost," Sung says, predicting KEC will double its sales over the next four years. Investing in China through its next-door neighbors lowers risk, but doesn't eliminate it. It has been only six years since Thailand devalued its currency, the baht, sparking an Asian economic collapse and a global financial crisis. Could it happen again? "I suppose anything is possible," cautions Mark, who has been investing in Asia for more than two decades. "But there have been many positive changes since 1997-98. The chances of it happening again are much lower now." [photograph: shipping yard] These changes include reforms, which resulted in the destruction of much of the cronyism, protectionism and government regulation that had burdened many Asian businesses. The result, write Nicholas Kristof and Sheryl WuDunn, Pulitzer Prize-winning correspondents for The New York Times, is "a political, social and economic revolution that is still incomplete but that ultimately will reshape Asia as greatly as the fall of the Berlin Wall reshaped Europe." A dramatic observation, perhaps, but one that Mark generally agrees with. "Most Asian countries learned some bitter lessons in the late 1990s. They've restructured in all sorts of ways and have really gotten their economic houses in order. I'm impressed with their levels of corporate governance and accountability to shareholders. On top of that, valuations of many Asian stocks are extremely low and interest rates are very low. Asia is as attractive as I've ever seen it." Still, he is cautious. "Although it's true that many companies are trading at very low prices, and emerging markets in general are trading at their lowest valuations in years, it's because investors are aware of the risks. You have to be careful." [Begin Sidebar] THE MULTIPLE PORTFOLIO COUNSELOR SYSTEM [Begin Sidebar] [photographs]: Gordon Crawford 32 years with Capital Claudia Huntington 28 years with Capital Mark Denning 21 years with Capital J. Dale Harvey 12 years with Capital Jonathan Knowles 11 years with Capital Blair Frank 9 years with Capital SMALLCAP World Fund's portfolio counselors average 19 years of investment experience. Why six people to manage one fund? Because Capital Research and Management Company, adviser to the American Funds, has developed a unique method we call the multiple portfolio counselor system. We believe it helps our funds achieve consistently superior long-term investment results. Here's how it works: SMALLCAP's assets are divided into portions. Each of the fund's six portfolio counselors manages one portion; another is managed by the fund's research analysts, who bring their own investment expertise to the table. The advantages of this system are many: o DIVERSITY. Within the fund's overall guidelines, the counselors get to act on their own convictions. This offers the best attributes of both individualism and teamwork, with no need for consensus. o CONSISTENCY. Over time, having more than one person managing assets tends to smooth out the peaks and valleys of investing. o CONTINUITY. Since the fund is not dependent on any single individual, when one person leaves or retires, only a portion of the portfolio changes hands. Smooth, gradual transitions help the fund maintain a steady investment approach. [End Sidebar] ABOUT YOUR FUND Launched in 1990, SMALLCAP World Fund is one of the few small-company growth funds that invests globally. Usually, at least 80% of the fund's assets will be invested in the stock of companies with market values ranging from $50 million to $1.5 billion. Because it is a global fund, SMALLCAP is subject to economic, social, political, interest rate or currency-related risk. These risks can mean added volatility and the potential loss of capital; shareholders should have a long-term perspective when investing in this fund. [begin table] SMALLCAP FACTS AND FIGURES (as of September 30, 2003) Shareholders: 817,666 Assets under management: $8.5 billion Portfolio counselors: Six Average amount of investment experience: 19 years [end table] SMALLCAP COMPARED WITH ITS BENCHMARKS GLOBAL SMALL- CUMULATIVE TOTAL RETURNS SMALLCAP CITIGROUP WORLD COMPANY MUTUAL ENDING SEPTEMBER 30, 2003+ WORLD FUND SMALLCAP INDEX FUND AVERAGE* 1 year +32.5% +39.6% +31.3% 3 years -31.2 +5.7 -21.4 5 years +34.6 +52.7 +45.0 10 years +98.6 +83.1 +81.1 Lifetime (since April 30, 1990) +225.0 +162.5 +181.3 Lifetime (since April 30, 1990) annualized +9.2 +7.5 +8.0 *As measured by Lipper. +With distributions reinvested. OUR LONG-TERM FOCUS HELPS LOWER EXPENSES SMALLCAP's Class A expense ratio of 1.19% of portfolio assets is less than the average front-end load global small-company fund's 1.57%, as measured by Lipper. One reason our expenses are lower is because as long-term investors, we tend to hold stocks for longer periods of time. Over the long run, holding costs down can help the total return on your investment. A TOTAL COMMITMENT TO HONESTY AND INTEGRITY A key objective of our investment research process is determining, to the best of our ability, that the companies we invest in adhere to the highest standards of ethics and openness. Companies that do so tend to act in the best interests of their shareholders. We apply these standards to ourselves as well. SMALLCAP is watched by a board of Directors that is comprised largely of independent outsiders. Our audit committee is completely independent. INVESTMENT PORTFOLIO, September 30, 2003 [begin pie chart] Percent of INDUSTRY DIVERSIFICATION net assets Semiconductors & semiconductor equipment 8.0% Commercial services & supplies 7.7 Media 6.3 Hotels, restaurants & leisure 5.3 Specialty retail 4.5 All other industries 60.2 Cash & equivalents 8.0 [end pie chart] Percent of net LARGEST EQUITY HOLDINGS assets Performance Food Group 1.41 % Michaels Stores 1.28 PMC-Sierra 1.22 Extended Stay America 1.09 Education Management 1.02 Amylin Pharmaceuticals .99 Cymer .97 Venture .97 Novell .86 Sylvan Learning Systems .84 Shares or Market principal value EQUITY SECURITIES (common and convertible preferred stocks and convertible debentures) amount (000) SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT - 7.95% PMC-Sierra, Inc. (USA) (1) 7,800,000 $ 102,890 Cymer, Inc. (USA) (1) (2) 2,000,000 82,400 Micrel, Inc. (USA) (1) (2) 4,767,112 58,111 Fairchild Semiconductor International (USA) (1) 3,142,800 52,108 ASM International NV (New York registered) (Netherlands) (1) (2) 3,119,100 46,007 Applied Micro Circuits Corp. (USA) (1) 8,500,000 41,395 Cypress Semiconductor Corp. (USA) (1) 2,200,000 38,896 Varian Semiconductor Equipment Associates, Inc. (USA) (1) 1,000,000 37,450 Semtech Corp. (USA) (1) 2,000,000 36,920 Integrated Circuit Systems, Inc. (USA) (1) 1,200,000 36,048 O2Micro International Ltd. (USA) (1) 1,759,500 25,425 Brooks Automation, Inc. (USA) (1) 1,200,000 25,080 KEC Corp. (South Korea)(2) 523,540 16,919 PDF Solutions, Inc. (USA) (1) (2) 1,500,000 16,875 Axcelis Technologies, Inc. (USA) (1) 2,000,000 16,520 ASE Test Ltd. (Taiwan) (1) 1,500,000 13,035 Faraday Technology Corp. (Taiwan) 3,539,125 8,244 MKS Instruments, Inc. (USA) (1) 300,000 6,498 Advanced Energy Industries, Inc. (USA) (1) 211,500 3,991 ASM Pacific Technology Ltd. (Hong Kong) 1,050,000 3,552 MegaChips Corp. (Japan) 295,000 2,604 Zeevo, Inc., Series C, convertible preferred (USA) (1) (2) (3) (4) 1,587,301 921 Zeevo, Inc. 5.00% convertible notes 2004 (2)(3)(4) $ 398,561 399 Zeevo, Inc., warrants, expire 2008 (1)(2)(3)(4) 3 - ClearSpeed Technology Ltd. (United Kingdom) (1) (3) (4) 2,300,000 28 COMMERCIAL SERVICES & SUPPLIES - 7.68% Education Management Corp. (USA) (1) 1,500,000 86,505 Sylvan Learning Systems, Inc. (USA) (1) (2) 2,589,516 70,642 United Rentals, Inc. (USA) (1) 2,560,000 41,190 S1 Corp. (South Korea)(2) 2,090,000 40,507 ChoicePoint Inc. (USA) (1) 1,150,000 38,525 Vedior NV (Netherlands) 2,948,571 35,987 School Specialty, Inc. (USA) (1) (2) 1,130,000 31,877 Downer EDI Ltd. (Australia)(2) 51,045,208 30,238 Techem AG (Germany) (1) (2) 1,413,300 24,356 Arbitron Inc. (USA) (1) 621,060 21,923 Valassis Communications, Inc. (USA) (1) 800,000 21,120 Imagistics International Inc. (USA) (1) 696,100 20,173 Tetra Tech, Inc. (USA) (1) 1,000,000 19,910 Kroll Inc. (USA) (1) 1,000,000 18,600 CoStar Group, Inc. (USA) (1) 689,700 17,932 Group 4 Falck A/S (Denmark) 780,000 16,919 Kelly Services, Inc., Class A (USA) 600,000 14,964 Portfolio Recovery Associates, Inc. (USA) (1) 500,000 12,710 Buhrmann NV (Netherlands) 1,700,000 12,635 Ionics, Inc. (USA) (1) 500,000 12,230 Brinks Company (USA) 700,000 12,152 Duratek, Inc. (USA) (1) 891,100 7,949 MITIE Group PLC (United Kingdom) 3,560,000 7,246 DIS Deutscher Industrie Service AG (Germany) 390,000 7,244 Informatics Holdings Ltd. (Singapore)(2) 16,065,000 7,148 Michael Page International PLC (United Kingdom) 2,310,000 5,721 Reliance Security Group PLC (United Kingdom) 440,000 5,117 Oslo Bors Holding ASA (Norway)(3) 125,000 3,124 Oslo Bors Holding ASA 31,000 775 Proffice AB, Class B (Sweden) 900,000 2,495 ZOOTS (USA) (1)(2)(3)(4) 12,586,913 1,208 MEDIA - 6.25% Astral Media Inc., Class A (Canada) 3,349,100 62,118 Gemstar International Group Ltd. (USA) (1) 11,750,000 55,577 Corus Entertainment Inc., Class B, nonvoting (Canada) (1) 2,630,000 45,836 SBS Broadcasting SA (Luxembourg) (1) (2) 1,800,000 44,784 UnitedGlobalCom, Inc., Class A (USA) (1) 6,726,675 41,100 CanWest Global Communications Corp. (Canada) (1) 4,729,946 39,113 CanWest Global Communications Corp., nonvoting, Class A (1) 14,321 119 EMI Group PLC (United Kingdom) 15,625,000 38,357 Capital Radio PLC (United Kindgom) 2,412,000 19,156 Modern Times Group MTG AB, Class B (Sweden) (1) 700,000 11,239 Modern Times Group MTG AB 5.50% convertible debenture 2006 Euro 7,000,000 7,882 Clear Media Ltd. (Hong Kong) (1) (2) 32,579,000 18,826 Rural Press Ltd. (Australia) 3,726,466 18,269 Toei Animation Co., Ltd. (Japan) 290,000 16,114 Sanctuary Group PLC (United Kingdom)(2) 19,470,839 15,528 Fox Kids Europe NV (Netherlands) (1) 2,351,649 14,268 Catalina Marketing Corp. (USA) (1) 800,000 12,152 Nasionale Pers Beperk, Class N (South Africa) 2,908,534 11,844 Lions Gate Entertainment Corp. (Canada) (1) (2) 2,378,500 7,056 Lions Gate Entertainment Corp., USD denominated (1) (2) 1,425,000 4,261 Phoenix Satellite Television Holdings Ltd. (Hong Kong) (1) 94,688,000 10,149 Austereo Group Ltd. (Australia) 9,820,000 9,361 Alliance Atlantis Communications Inc., nonvoting, Class B (Canada) (1) 560,000 8,846 Zee Telefilms Ltd. (India) 2,700,000 7,289 GWR Group PLC (United Kingdom) 1,250,000 4,439 Woongjin.com Co., Ltd. (South Korea) 1,065,150 2,783 ABS-CBN Holdings Corp. (PDR) (Philippines) (1) 3,500,000 1,548 BKN International AG (Germany) (1) 244,200 356 Lone Star Research, Inc. (USA) (1)(3)(4) 966,793 10 HOTELS, RESTAURANTS & LEISURE - 5.35% Extended Stay America, Inc. (USA) (1) (2) 6,190,000 92,417 Mandalay Resort Group (USA) 1,062,400 42,082 J D Wetherspoon PLC (United Kingdom) (2) 10,644,724 40,754 IHOP Corp. (USA) 915,800 30,084 Triarc Companies, Inc., Class B (USA) 1,900,000 19,760 Triarc Companies, Inc., Class A 950,000 9,566 Cafe de Coral Holdings Ltd. (Hong Kong) (2) 28,192,000 25,847 Aristocrat Leisure Ltd. (Australia) 19,558,157 25,569 Orient-Express Hotels Ltd., Class A (USA) (1) 1,610,000 25,116 William Hill PLC (United Kingdom) 4,015,000 20,680 P.F. Chang's China Bistro, Inc. (USA) (1) 437,000 19,818 Luminar PLC (United Kingdom) 2,000,000 15,984 Stanley Leisure PLC (United Kingdom) 2,740,000 15,661 Steak n Shake Co. (USA) (1) 1,024,750 15,269 City Centre Restaurants PLC (United Kingdom) 7,710,000 9,447 Pinnacle Entertainment, Inc. (USA) (1) 1,000,000 7,000 California Pizza Kitchen, Inc. (USA) (1) 400,000 6,960 Applebee's International, Inc. (USA) 200,000 6,296 Panera Bread Co., Class A (USA) (1) 150,000 6,144 Greene King PLC (United Kingdom) 430,000 6,026 O'Charley's Inc. (USA) (1) 400,000 5,932 Sky City Ltd. (New Zealand) 1,094,800 5,662 SPECIALTY RETAIL - 4.51% Michaels Stores, Inc. (USA) 2,650,000 108,014 CarMax, Inc. (USA) (1) 1,800,000 58,788 Big Lots, Inc. (USA) (1) 2,771,400 43,816 JJB Sports PLC (United Kingdom) 6,744,080 29,022 Sharper Image Corp. (USA) (1) (2) 950,000 21,907 Williams-Sonoma, Inc. (USA) (1) 750,000 20,235 Payless ShoeSource, Inc. (USA) (1) 1,425,000 18,439 Culture Convenience Club Co., Ltd. (Japan) 1,686,100 15,081 KOMERI Co., Ltd. (Japan) 567,100 14,078 DFS Furniture Co. PLC (United Kingdom) 1,545,300 10,527 Nobia AB (Sweden) 1,255,000 10,116 Miller's Retail Ltd. (Australia) 7,650,000 9,324 Chico's FAS, Inc. (USA) (1) 235,000 7,200 Lithia Motors, Inc., Class A (USA) 325,000 6,490 Restoration Hardware, Inc. (USA) (1) 713,000 4,143 Carpetright PLC (United Kingdom) 307,213 4,017 ELECTRONIC EQUIPMENT & INSTRUMENTS - 4.22% Venture Corp. Ltd. (Singapore) 7,099,600 82,048 Kingboard Chemical Holdings Ltd. (Hong Kong)(2) 34,662,000 36,702 Kingboard Chemical Holdings Ltd., warrants, expire 2003 (1) (2) 2,772,000 859 Renishaw PLC (United Kingdom) 3,630,308 33,597 National Instruments Corp. (USA) 825,000 33,206 Citizen Electronics Co., Ltd. (Japan) 368,600 27,749 Orbotech Ltd. (Israel) (1) 1,316,500 26,909 Rogers Corp. (USA) (1) (2) 856,800 26,578 Vaisala Oyj, Class A (Finland) 876,095 21,426 Micronic Laser Systems AB (Sweden) (1) (2) 2,638,952 18,888 Littelfuse, Inc. (USA) (1) 800,000 18,400 Hana Microelectronics PCL (Thailand) 4,991,400 11,730 Hankuk Electric Glass Co., Ltd. (South Korea) 119,810 7,932 TTM Technologies, Inc. (USA) (1) 450,000 6,426 Jahwa Electronics Co., Ltd. (South Korea) 540,000 3,862 INTERNET SOFTWARE & SERVICES - 3.80% DoubleClick Inc. (USA) (1) 6,514,400 70,160 CNET Networks, Inc. (USA) (1) 7,000,000 49,560 Ask Jeeves, Inc. (USA) (1) 2,800,000 48,720 InfoSpace.com, Inc. (USA) (1) (2) 2,005,000 40,922 RealNetworks, Inc. (USA) (1) 4,000,000 26,200 Retek Inc. (USA) (1) 2,500,000 16,875 FindWhat.com (USA) (1) 900,000 15,552 EarthLink, Inc. (USA) (1) 1,577,300 12,981 Homestore, Inc. (USA) (1) 4,600,000 12,742 MatrixOne, Inc. (USA) (1) (2) 2,500,000 12,325 LookSmart, Ltd. (USA) (1) 3,000,000 9,420 Autobytel Inc. (USA) (1) 496,600 4,728 Orbiscom Ltd. (Ireland) (1)(3)(4) 3,905,874 453 Meet World Trade, Series C, convertible preferred (USA) (1)(3)(4) 389,416 362 Muse Prime Software, Inc., Series B, convertible preferred (USA) (1)(2)(3)(4) 1,770,000 230 ProcurePoint Travel Solutions Inc., Series B, convertible preferred (USA) (1)(3)(4) 514,933 50 BIOTECHNOLOGY - 3.26% Amylin Pharmaceuticals, Inc. (USA) (1) 2,959,400 83,573 IDEXX Laboratories, Inc. (USA) (1) 869,700 36,954 Neurocrine Biosciences, Inc. (USA) (1) 600,000 29,712 Q-Med AB (Sweden) (1) (2) 1,610,000 29,691 NPS Pharmaceuticals, Inc. (USA) (1) 905,900 25,229 ImClone Systems Inc. (USA) (1) 400,000 15,488 Transkaryotic Therapies, Inc. (USA) (1) 1,208,300 12,627 QIAGEN NV (Netherlands) (1) 1,176,500 12,494 InterMune Inc. (USA) (1) 600,000 11,448 OSI Pharmaceuticals, Inc. (USA) (1) 287,000 9,319 Alkermes, Inc. (USA) (1) 500,000 6,860 Vical Inc. (USA) (1) 282,000 1,641 Control Delivery Systems Inc., Series A, convertible preferred (USA) (1)(3) (4) 55,824 750 COMMERCIAL BANKS - 2.91% Pusan Bank (South Korea)(2) 9,520,500 45,446 Cathay Bancorp, Inc. (USA) (2) 1,015,000 44,914 Fulton Financial Corp. (USA) 1,540,350 30,930 Daegu Bank, Ltd. (South Korea) 6,606,100 27,995 ICICI Bank Ltd. (India) 5,584,503 24,973 Southwest Bancorporation of Texas, Inc. (USA) 510,000 18,620 Citizens Banking Corp. (USA) 549,900 14,523 Republic Bancshares Inc. (USA) 506,400 14,463 Korea Exchange Bank (South Korea) (1) 3,540,140 14,247 Southern Financial Bancorp, Inc. (USA) 240,350 9,465 SOFTWARE - 2.66% Novell, Inc. (USA) (1) 13,658,130 72,798 Creo Inc., USD denominated (Canada) (1) (2) 2,486,000 26,227 Creo Inc.(1) (2) 430,000 4,503 Borland Software Corp. (USA) (1) 2,925,000 26,939 Documentum, Inc. (USA) (1) 1,000,000 21,310 Manhattan Associates, Inc. (USA) (1) 800,000 20,712 Macromedia, Inc. (USA) (1) 800,000 19,792 Lawson Software, Inc. (USA) (1) 1,405,000 9,961 Mentor Graphics Corp. (USA) (1) 500,000 8,765 Fair Isaac Corp. (formerly Fair, Isaac and Company, Inc.) (USA) 100,000 5,896 Jack Henry & Associates, Inc. (USA) 320,000 5,565 Infoteria Corp. (Japan) (1)(2)(3)(4) 2,672 1,497 SuSE Linux AG (Germany) (1)(3)(4) 75,626 290 diCarta (USA) (1)(3)(4) 103,135 105 Monterey Design Systems Inc. (formerly Monterey Design Systems Inc., 100,000 90 Series E, convertible preferred) (USA) (1)(3)(4) MMC AS (Norway) (1)(3)(4) 4,150,000 6 Aspen Technology, Inc., warrants, expire 2007 (USA) (1)(3)(4) 84,060 - HEALTH CARE PROVIDERS & SERVICES - 2.64% Rhon-Klinikum AG (Germany) 863,800 40,114 Rhon-Klinikum AG, nonvoting preferred 561,300 24,560 American Healthways, Inc. (USA) (1) (2) 850,000 35,691 Service Corp. International (USA) (1) 7,000,000 31,990 Centene Corp. (USA) (1) 812,500 24,692 Odyssey HealthCare, Inc. (USA) (1) 751,875 22,421 Sonic Healthcare Ltd. (Australia) 2,615,800 11,951 Ramsay Health Care Ltd. (Australia) 3,450,000 10,219 AMERIGROUP Corp. (USA) (1) 188,900 8,431 Triad Hospitals, Inc. (USA) (1) 250,000 7,570 LifePoint Hospitals, Inc. (USA) (1) 225,000 5,411 PHARMACEUTICALS - 2.61% Medicis Pharmaceutical Corp., Class A (USA) 1,055,000 61,823 Recordati SpA (Italy)(2) 2,652,000 45,796 ICN Pharmaceuticals, Inc. (USA) 2,400,000 41,184 MGI PHARMA, Inc. (USA) (1) 600,000 23,556 Inspire Pharmaceuticals, Inc. (USA) (1) 1,250,000 21,500 Penwest Pharmaceuticals Co. (USA) (1) 500,000 10,750 Eon Labs, Inc (USA) (1) 275,000 10,546 NexMed, Inc. (USA) (1) 1,100,000 4,455 NexMed, Inc. (1) (3) 152,355 617 NexMed, Inc., warrants, expire 2004 (1)(3)(4) 30,471 39 Generex Biotechnology Corp., warrants, expire 2005 (USA) (1)(3)(4) 164,467 - OIL & GAS - 2.49% Western Oil Sands Inc., Class A (Canada) (1) 1,320,000 26,431 Patina Oil & Gas Corp. (USA) 660,000 23,918 Quicksilver Resources Inc. (USA) (1) 810,000 19,788 First Calgary Petroleums Ltd., GBP denominated (Canada) (1) 4,800,000 15,073 First Calgary Petroleums Ltd. (1) 1,376,000 4,347 Premcor Inc. (USA) (1) 778,112 18,029 Encore Acquisition Co. (USA) (1) 715,000 15,408 Canadian Oil Sands Trust (Canada) 514,720 14,964 Venture Production Company Ltd. (United Kingdom) (1) (2) 6,500,000 14,256 OPTI Canada Inc., Class C (Canada) (1)(3)(4) 1,099,000 12,429 Sibir Energy PLC (United Kingdom) (1) 35,784,282 9,662 Tullow Oil PLC (Ireland) (1) 7,734,133 9,618 Tsakos Energy Navigation Ltd. (Norway) 669,500 9,574 Australian Worldwide Exploration Ltd. (Australia) (1) 10,000,000 7,694 Penn West Petroleum Ltd. (Canada) (1) 225,000 7,632 InterOil Corp. (Canada) (1)(3) 81,700 1,990 CHEMICALS - 1.95% Millennium Chemicals Inc. (USA)(2) 3,995,000 38,152 Asian Paints (India) Ltd. (India) 4,789,500 31,797 Cambrex Corp. (USA)(2) 1,300,000 29,510 Georgia Gulf Corp. (USA) 800,000 18,680 Hyosung Corp. (South Korea)(2) 1,773,200 16,682 Ferro Corp. (USA) 700,000 14,952 Valspar Corp. (USA) 237,000 11,056 Crompton Corp. (USA) 671,200 3,900 HEALTH CARE EQUIPMENT & SUPPLIES - 1.84% ResMed Inc (USA) (1) 451,000 19,835 ResMed Inc, AUD denominated (1) 750,000 3,253 Cochlear Ltd. (Australia) 1,037,000 22,157 Kobayashi Pharmaceutical Co., Ltd. (Japan) 538,200 12,541 Kobayashi Pharmaceutical Co., Ltd. (1) (4) (5) 269,100 6,270 Wilson Greatbatch Technologies, Inc. (USA) (1) 465,800 16,792 Tecan Group Ltd., Mannedorf (Switzerland) 493,242 16,670 Nobel Biocare Holding AG (Switzerland) 168,000 14,656 Coloplast A/S, Class B (Denmark) 137,000 11,499 Straumann Holding AG (Switzerland) 74,000 7,747 TriPath Imaging, Inc. (USA) (1) 886,242 7,710 Aspect Medical Systems, Inc. (USA) (1) 562,000 5,772 Moulin International Holdings Ltd. (Hong Kong) 6,000,000 3,525 Lumenis Ltd. (Israel) (1) (2) 2,270,000 3,042 MedSource Technologies, Inc. (USA) (1) 400,000 1,996 Vision-Sciences, Inc. (USA) (1) 984,500 1,713 FOOD PRODUCTS - 1.81% Nestle India Ltd. (India) 3,874,650 49,689 IOI Corp. Bhd. (Malaysia) 20,000,000 32,368 Lindt & Sprungli AG, participation certificate (Switzerland) 19,166 13,929 Lindt & Sprungli AG 1,694 12,915 Burns, Philp & Co. Ltd. (Australia) (1) 39,624,066 18,886 Interstate Bakeries Corp. (USA) 800,000 12,000 DyDo Drinco (Japan) 350,000 7,701 Binggrae Co., Ltd. (South Korea) 495,000 5,519 FOOD & STAPLES RETAILING - 1.74% Performance Food Group Co. (USA) (1) (2) 2,935,000 119,484 Cawachi Ltd. (Japan) 219,000 16,212 Whole Foods Market, Inc. (USA) (1) 200,000 11,036 BUILDING PRODUCTS - 1.69% Uponor Oyj (Finland) 1,470,050 34,991 Geberit AG (Switzerland) 65,901 24,497 Noritz Corp. (Japan) 1,460,000 20,007 Royal Group Technologies Ltd. (Canada) (1) 1,846,000 16,565 Masonite International Corp. (Canada) (1) 635,000 15,018 Kumgang Korea Chemical Co., Ltd. (South Korea) 145,000 12,252 York International Corp. (USA) 300,000 10,377 Ultraframe PLC (United Kingdom) 1,575,000 9,041 HOUSEHOLD DURABLES - 1.67% Yankee Candle Company, Inc. (USA) (1) (2) 2,769,600 70,569 Ekornes ASA (Norway)(2) 1,725,598 27,693 Rational AG (Germany) 272,100 12,652 Palm Harbor Homes, Inc. (USA) (1) 663,906 11,373 Fisher & Paykel Appliances Holdings Ltd. (New Zealand) 1,043,000 8,958 Rinnai Corp. (Japan) 230,000 5,741 Compass East Industry (Thailand) PCL (Thailand) 9,000,000 4,500 METALS & MINING - 1.51% CONSOL Energy Inc. (USA) 1,000,000 18,580 Wheaton River Minerals Ltd. (Canada) (1)(3) 7,275,500 14,515 Wheaton River Minerals Ltd., warrants, expire 2007 (1)(3) 2,379,500 2,294 Wheaton River Minerals Ltd., warrants, expire 2008 (1)(3) 441,250 327 First Quantum Minerals Ltd. (Canada) (1) 2,540,000 15,258 Yanzhou Coal Mining Co. Ltd., Class H (China) 26,400,000 14,829 Gabriel Resources Ltd. (Canada) (1) 6,160,000 14,710 Peter Hambro Mining PLC (United Kingdom) (1) 1,726,011 10,611 Hindalco Industries Ltd. (India) 500,000 10,060 Northern Orion Resources Inc. (Canada) (1)(3) 4,200,000 6,292 Northern Orion Resources Inc., warrants, expires 2008 (1)(3) 2,100,000 1,246 Haganas AB, Class B (Sweden) 260,000 5,449 Thistle Mining Inc. (Canada) (1) 6,264,309 2,602 Thistle Mining Inc., GBP denominated (1) 4,525,000 1,880 Thistle Mining Inc., warrants, expire 2004 (1)(3)(4) 750,000 19 Bema Gold Corp. (Canada) (1)(3) 1,500,000 3,805 Kenmare Resources PLC (Ireland) (1) 7,200,000 2,165 Kenmare Resources PLC (1)(3) 2,500,000 752 America Mineral Fields Inc. (Canada) (1)(3) 2,625,000 2,394 Navan Mining PLC (United Kingdom) (1)(2)(4) 13,800,000 0 TRANSPORTATION INFRASTRUCTURE - 1.44% Zhejiang Expressway Co. Ltd., Class H (China) 75,000,000 42,371 SembCorp Logistics Ltd. (Singapore) 39,605,200 38,447 Jiangsu Expressway Co. Ltd., Class H (China) 79,250,000 34,027 Anhui Expressway Co. Ltd., Class H (China) 24,000,000 7,051 COMMUNICATIONS EQUIPMENT - 1.17% Polycom, Inc. (USA) (1) 2,950,000 48,999 CIENA Corp. (USA) (1) 3,900,000 23,049 Ixia (USA) (1) 1,305,000 14,119 Brocade Communications Systems, Inc. (USA) (1) 1,470,000 7,673 Cambridge Silicon Radio, Series II, convertible preferred 1,512,607 5,037 (United Kingdom) (1)(3)(4) THRIFTS & MORTGAGE FINANCE - 1.15% Housing Development Finance Corp. Ltd. (India) 2,212,480 24,128 Hudson River Bancorp, Inc. (USA) 718,100 23,073 Saxon Capital, Inc. (USA) (1) 1,200,000 20,568 Federal Agricultural Mortgage Corp., Class C (USA) (1) 630,000 17,010 IndyMac Bancorp, Inc. (USA) 550,000 12,743 REAL ESTATE - 1.08% Central Pattana Public Co., Ltd. (Thailand) 16,413,400 19,696 Unibail Holding (France) 222,000 17,484 Corrections Corporation of America (USA) (1) 700,000 17,269 FelCor Lodging Trust Inc. (USA) 1,300,000 13,468 Ascendas Real Estate Investment Trust (Singapore) 12,400,000 7,523 Golden Land Property Development PLC, non-voting 20,000,000 6,800 depositary receipt (Thailand) (1) Gladstone Commercial Corp. (USA) (1) (2) 428,000 6,313 Shanghai Real Estate Ltd. (Hong Kong) 33,842,000 2,404 AIRLINES - 1.04% WestJet Airlines Ltd. (Canada) (1) 2,866,000 51,649 AMR Corp. (USA) (1) 3,200,000 36,640 ENERGY EQUIPMENT & SERVICES - 0.92% Rowan Companies, Inc. (USA) (1) 770,600 18,941 China Oilfield Services Ltd., Class H (China) 60,637,100 15,661 Enerflex Systems Ltd. (Canada) 895,000 11,118 FMC Technologies, Inc. (USA) (1) 350,000 7,497 Ramco Energy PLC (United Kingdom) (1) 1,140,000 6,914 Newpark Resources, Inc. (USA) (1) 1,500,000 6,450 Hydril Co. (USA) (1) 317,500 6,433 Cie. Generale de Geophysique (France) (1) 215,000 4,879 CONSTRUCTION & ENGINEERING - 0.87% Daelim Industrial Co., Ltd. (South Korea) 1,536,640 32,393 Hyundai Development Co. (South Korea) 2,600,000 22,422 LG Engineering & Construction Co., Ltd. (South Korea) 1,100,000 18,685 CONSTRUCTION MATERIALS - 0.86% Associated Cement Companies Ltd. (India) 8,250,000 36,695 Hanil Cement Co., Ltd. (South Korea) (2) 447,000 18,924 Anhui Conch Cement Co. Ltd., Class H (China) 23,000,000 17,078 COMPUTERS & PERIPHERALS - 0.83% Hutchinson Technology Inc. (USA) (1) (2) 1,300,000 43,030 High Tech Computer Corp. (Taiwan) 3,804,960 13,831 Anoto Group AB (Sweden) (1) (2) 6,623,244 7,602 Opticom ASA (Norway) (1) 553,600 5,661 INSURANCE - 0.72% China Insurance International Holdings Co. Ltd. (Hong Kong) 36,408,000 21,861 LG Insurance Co., Ltd. (South Korea)(2) 3,000,000 12,413 Hilb, Rogal and Hamilton Co. (USA) 355,000 11,019 Euler Hermes SA (France) 220,051 8,447 First American Corp. (USA) 300,000 7,470 INTERNET & CATALOG RETAIL - 0.70% drugstore.com, inc. (USA) (1) 2,830,700 21,655 Internet Auction Co. Ltd. (South Korea) (1) 400,000 17,247 1-800-FLOWERS.COM, Inc., Class A (USA) (1) 1,300,000 9,776 Alloy, Inc. (USA) (1) 1,304,000 7,302 RedEnvelope, Inc. (formerly RedEnvelope, Inc., Series E and F, 257,665 3,067 convertible preferred)(USA)(1)(3)(4) BEVERAGES - 0.67% Anadolu Efes Biracilik ve Malt Sanayii AS (Turkey) 2,160,000,000 25,719 Cott Corp. (Canada) (1) 1,080,000 25,246 Robert Mondavi Corp., Class A (USA) (1) 193,200 5,985 WIRELESS TELECOMMUNICATION SERVICES - 0.61% GLOBE TELECOM, Inc. (Philippines) 1,127,500 14,294 Tele Celular Sul Participacoes SA, preferred nominative (ADR) (Brazil) 1,132,400 10,633 Tele Celular Sul Participacoes SA, ordinary nominative 2,247,692,036 1,675 Nextel Partners, Inc., Class A (USA) (1) 1,400,000 10,990 Tele Nordeste Celular Participacoes SA, preferred nominative (ADR) (Brazil) 401,700 8,114 Mobistar NV (Belgium) (1) 102,500 5,165 Total Access Communication PCL (Thailand) (1) 667,700 1,008 IT SERVICES - 0.60% Baycorp Advantage Ltd. (Australia)(1)(2) 13,892,100 21,567 Teleca AB, Class B (Sweden) 2,893,241 16,939 iPayment, Inc. (USA) (1) 300,000 6,828 Titan Corp. (USA) (1) 273,400 5,698 MACHINERY - 0.58% Cummins Inc. (USA) 400,000 17,772 Kaulin Manufacturing Co. Ltd. (Taiwan) 4,915,000 7,876 Seco Tools AB, Class B (Sweden) 225,000 7,472 ZENON Environmental Inc. (Canada) (1) 575,000 6,652 Spirax-Sarco Engineering PLC (United Kingdom) 500,000 4,520 Munters AB (Sweden) 130,000 2,817 LTG Technologies PLC (United Kingdom) (1) (2) 17,785,714 2,308 TEXTILES, APPAREL & LUXURY GOODS - 0.57% Phillips-Van Heusen Corp. (USA) 1,300,000 19,513 Columbia Sportswear Co. (USA) (1) 250,000 13,188 Cheil Industries Inc. (South Korea) 750,000 8,395 Nien Hsing Textile Co., Ltd. (Taiwan) 7,000,000 7,104 DIVERSIFIED FINANCIAL SERVICES - 0.50% GATX Corp. (USA) 950,000 20,093 Hong Kong Exchanges and Clearing Ltd. (Hong Kong) 5,554,000 11,834 TSX Group Inc. (Canada) 437,200 10,538 TRADING COMPANIES & DISTRIBUTORS - 0.47% MSC Industrial Direct Co., Inc., Class A (USA) 992,500 20,694 Hughes Supply, Inc. (USA) 575,000 18,659 CONTAINERS & PACKAGING - 0.39% Owens-Illinois, Inc. (USA) (1) 1,650,000 18,843 Hung Hing Printing Group Ltd. (Hong Kong) 17,199,000 14,214 GAS UTILITIES - 0.35% Xinao Gas Holdings Ltd. (Hong Kong) (1) (2) 37,300,000 17,581 International Energy Group Ltd. (United Kingdom)(2) 4,640,000 11,950 ELECTRICAL EQUIPMENT - 0.35% BYD Co. Ltd., Class H (China) 4,000,000 9,917 Bharat Heavy Electricals Ltd. (India) 852,700 7,523 Korea Electric Terminal Co., Ltd. (South Korea) 350,000 6,052 Gamesa Corporacion Technologica, SA (Spain) (1) 143,000 3,417 Moatech Co., Ltd. (South Korea) 266,000 2,526 AUTO COMPONENTS - 0.33% Cheng Shin Rubber (Xiamen) Ind., Ltd. (Taiwan) 18,750,000 24,091 Nokian Renkaat Oyj (Finland) 60,000 3,661 PAPER & FOREST PRODUCTS - 0.28% M-real Oyj, Class B (Finland) 2,610,000 23,815 ROAD & RAIL - 0.27% Container Corp. of India Ltd. (India) 2,033,457 22,536 OTHER - 1.73% WD-40 Co. (USA) 640,900 20,310 MEDION AG (Germany) 476,600 18,713 American Capital Strategies, Ltd. (USA) 600,000 14,916 Grasim Industries Ltd. (India) 951,284 13,860 Cleco Corp. (USA) 700,000 11,438 Warehouse Group Ltd. (New Zealand) 3,150,000 10,335 Perusahaan Perseroan (Persero) PT Indonesian Satellite 850,000 9,605 Corp. Tbk (ADR) (Indonesia) Wilh. Wilhelmsen ASA, Class A (Norway) 399,800 8,403 Zebra Technologies Corp., Class A (USA)(1) 135,000 6,962 JCG Holdings Ltd. (Hong Kong) 7,990,000 5,726 Engineered Support Systems, Inc. (USA) 91,700 5,548 TECMO, Ltd. (Japan) 450,000 4,440 China Shipping Development Co. Ltd., Class H (China) 8,142,000 3,995 Wan Hai Lines Ltd. (Taiwan) 4,247,600 3,832 Maruti Udyog Ltd. (India) (1) 750,000 3,814 Hero Honda Motors Ltd. (India) 500,000 3,375 Cogent Communications, Inc., Series C, convertible preferred (USA) (1)(3)(4) 4,973,129 486 Cogent Communications, Inc., Series B, convertible preferred (1)(3)(4) 1,098,901 139 Multiplex, Inc., Series C, convertible preferred (USA) (1)(3)(4) 1,358,696 223 Miscellaneous - 4.99% Other equity securities in initial period of acquisition 422,029 Total equity securities (cost: $6,604,536,000) 7,777,879 Principal Market amount value Short-term securities (000) (000) Corporate short-term notes - 6.78% Spintab AB (Swedmortgage) 1.06%-1.07% due 11/21-12/11/2003 $50,100 $50,002 BMW U.S. Capital Corp. 1.04% due 10/21/2003 50,000 49,970 Toyota Motor Credit Corp. 1.05% due 10/10-11/6/2003 (3) 50,000 49,967 Shell Finance (U.K.) 1.04% PLC due 11/7/2003 29,600 29,567 Shell Finance (U.K.) 1.01% PLC due 10/1/2003 (3) 20,400 20,399 American Honda Finance Corp. 1.03%-1.04% due 10/22-10/28/2003 50,000 49,963 Aventis S.A. 1.05%-1.07% due 10/20-12/5/2003 (3) 50,000 49,924 Rabobank Nederland NV 1.05% due 12/16/2003 50,000 49,887 Nestle Capital Corp 1.04% due 10/15/2003 (3) 28,600 28,587 Electricite de France 1.03% due 10/7/2003 25,000 24,995 Rio Tinto PLC 1.05%-1.06% due 10/7-10/8/2003 (3) 25,000 24,994 Dexia Delaware 1.04% LLC due 10/22/2003 25,000 24,984 Gaz de France 1.04% due 11/4/2003 25,000 24,975 Bank of Ireland 1.07% due 11/5/2003 (3) 25,000 24,973 Credit Lyonnais N.A. Inc. 1.04% due 10/16/2003 24,700 24,689 ANZ (Delaware) Inc. 1.01% due 10/6/2003 22,600 22,596 Stadshypotek Delaware Inc. 1.08% due 10/14/2003 (3) 22,500 22,491 Certificates of deposit - 0.89% Royal Bank of Scotland PLC 1.07%-1.08% due 11/5-12/17/2003 50,000 50,000 Svenska Handelsbanken Inc. 1.07% due 11/26/2003 25,000 25,000 U.S. Treasuries - 0.49% U.S. Treasury Bills 0.85%-0.935% due 10/9-11/20/2003 41,250 41,210 Total short-term securities (cost: $689,177,000) 689,173 Total investment securities (cost: $7,293,713,000) 8,467,052 New Taiwanese Dollar (cost: $4,244,000) NT$141,073 4,186 Other assets less liabilities (18,273) Net assets $8,452,965 (1) Security did not produce income during the last 12 months. (2) Represents an affiliated company as defined under the Investment Company Act of 1940. (3) Purchased in a private placement transaction; resale may be limited to qualified institutional buyers; resale to the public may require registration. (4) Valued under fair value procedures adopted by authority of the Board of Directors. (5) This security has been authorized but has not yet been issued. ADR = American Depositary Receipts PDR = Philippine Depositary Receipts The descriptions of the companies shown in the portfolio, which were obtained from published reports and other sources believed to be reliable, are supplemental and are not covered by the Independent Auditors' Report. See Notes to Financial Statements EQUITY SECURITIES APPEARING IN THE PORTFOLIO SINCE MARCH 31, 2003 Alkermes American Mineral Fields AMR ASE Test Ask Jeeves Australian Worldwide Exploration Autobytel Axcelis Technologies Bema Gold Bharat Heavy Electricals Binggrae Borland Software Brinks Brocade Communications Systems Brooks Automation California Pizza Kitchen Carpetright Catalina Marketing Cathay Bancorp Cheng Shin Rubber (Xiamen) Ind. China Insurance International Holdings China Oilfield Services China Shipping Development Cie. Generale de Geophysique Cleco CNET Networks Cochlear Compass East Industry (Thailand) CONSOL Energy Container Corp. of India Corrections Corporation of America Documentum Downer EDI drugstore.com EMI Group Engineered Support Systems Fairchild Semiconductor International FelCor Lodging Trust FindWhat.com First Calgary Petroleums GATX Gladstone Commercial Golden Land Property Development Grasim Industries Greene King GWR Group Hanil Cement Hero Honda Motors Hindalco Industries Hughes Supply ICN Pharmaceuticals IHOP IndyMac Bancorp InfoSpace.com InterOil Interstate Bakeries iPayment Jack Henry & Associates Jahwa Electronics Kaulin Manufacturing Kelly Services Kenmare Resources Korea Electric Terminal Lawson Software LG Insurance LookSmart Manhattan Associates Maruti Udyog Masonite International MatrixOne MGI PHARMA Millennium Chemicals Moatech Moulin International Holdings Nextel Partners Nien Hsing Textile Nokian Renkaat Northern Orion Resources O'Charley's OPTI Canada Owens-Illinois Patina Oil & Gas Penwest Pharmaceuticals Portfolio Recovery Associates QIAGEN Quicksilver Resources RealNetworks Retek Royal Group Technologies Seco Tools Sonic Healthcare Southwest Bancorporation of Texas Stanley Leisure Straumann Holding Tecan Group Total Access Communication TSX Group TTM Technologies United Rentals Valassis Communications Varian Semiconductor Equipment Associates Wan Hai Lines Warehouse Group Wilh. Wilhelmsen Zee Telefilms EQUITY SECURITIES ELIMINATED FROM THE PORTFOLIO SINCE MARCH 31, 2003 Accton Technology AFC Enterprises Ameristar Casinos Arthur J. Gallagher Ashtead Group Avigen Bally Total Fitness Holding Barnes & Noble Bonavista Petroleum Business Objects Cadence Design Systems Cadiz Cairn Energy Caliper Technologies Career Education Centerpulse Cheil Communications CIMA LABS Claire's Stores Continental Airlines Cooper Companies dELiA*s Digitas E-LOAN Emmis Communications Everlight Chemical Industrial Fairmont Hotels & Resorts Fidelity National Information Solutions Fitness First Genetronics Biomedical Gray Television Groupe Gunnebo Highpoint Telecommunications ICON Incisive Media Integrated Production and Test Engineering International Game Technology Ivanhoe Energy J.D. Edwards Korea Gas KOSE Kyowa Exeo Leefung-Asco Printers Holdings LendingTree Mandarin Oriental International Melexis Mercury Computer Systems Microlife M.I.M. Holdings Neptune Orient Lines NetRatings Neurobiological Technologies New Focus Newhall Land and Farming 99 Cents Only Stores Novus Petroleum Oil Search OM Group OPNET Technologies Overstock.com Overture Services Pacific Northwest Bancorp Paladin Resources Philadelphia Consolidated Holding Pogo Producing PT Indofood Sukses Makmur Radio One Reinsurance Group of America Robert Walters Scios Sealed Air SGL Carbon Sindo Ricoh Sixt Software Solutia Sumitomo Forestry SwitchCore TECHNE Test-Rite International Texwinca Holdings Transgenomic Ubizen UMB Financial Urologix Vail Resorts Verisity Village Roadshow Western Gas Resources Westwood One YM BioSciences Zenith National Insurance FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES at September 30, 2003 (dollars and shares in thousands, except per-share amounts) ASSETS: Investment securities at market: Unaffiliated issuers (cost: $5,862,992) $6,936,719 Affiliated issuers (cost: $1,430,721) 1,530,333 $8,467,052 Cash denominated in non-U.S. currencies (cost: $4,244) 4,186 Cash 1,828 Receivables for: Sales of investments 44,211 Sales of fund's shares 15,555 Dividends and interest 7,617 67,383 8,540,449 LIABILITIES: Payables for: Purchases of investments 64,433 Repurchases of fund's shares 10,797 Investment advisory services 4,735 Services provided by affiliates 2,800 Deferred Directors' compensation 643 Other fees and expenses 4,076 87,484 NET ASSETS AT SEPTEMBER 30, 2003 $8,452,965 NET ASSETS CONSIST OF: Capital paid in on shares of capital stock $9,720,727 Accumulated net investment loss (20,150) Accumulated net realized loss (2,417,417) Net unrealized appreciation 1,169,805 NET ASSETS AT SEPTEMBER 30, 2003 $8,452,965 TOTAL AUTHORIZED CAPITAL STOCK - 800,000 SHARES,$0.01 PAR VALUE Shares Net asset Net assets outstanding value per share Class A $7,832,765 337,370 $23.22 Class B 201,222 8,905 22.60 Class C 124,337 5,517 22.54 Class F 56,950 2,459 23.16 Class 529-A 42,457 1,827 23.24 Class 529-B 10,214 446 22.88 Class 529-C 19,479 851 22.89 Class 529-E 2,636 114 23.09 Class 529-F 2,852 123 23.20 Class R-1 2,026 88 23.00 Class R-2 45,889 1,995 23.00 Class R-3 30,407 1,315 23.12 Class R-4 10,018 431 23.22 Class R-5 71,713 3,074 23.33 (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 $24.64 and $24.66, respectively. See Notes to Financial Statements STATEMENT OF OPERATIONS for the year ended September 30, 2003 (dollars in thousands) INVESTMENT INCOME: Income: Interest $9,415 Dividends (net of non-U.S. withholding tax of $6,438; also includes $11,736 from affiliates) 68,468 $77,883 Fees and expenses: Investment advisory services 47,110 Distribution services 19,309 Transfer agent services 12,655 Administrative services 754 Reports to shareholders 571 Registration statement and prospectus 269 Postage, stationery and supplies 1,458 Directors' compensation 293 Auditing and legal 250 Custodian 1,550 State and local taxes 182 Other 124 Total expenses before reimbursement 84,525 Reimbursement of expenses 165 84,360 Net investment loss (6,477) NET REALIZED LOSS AND UNREALIZED APPRECIATION ON INVESTMENTS AND NON-U.S. CURRENCY: Net realized loss on: Investments (including $232,441 (246,930) net loss from affiliates) Non-U.S. currency transactions (456) (247,386) Net unrealized appreciation (depreciation) on: Investments 2,282,537 Non-U.S. currency translations (3,455) 2,279,082 Net realized loss and unrealized appreciation on investments and non-U.S. currency 2,031,696 NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $2,025,219 STATEMENT OF CHANGES IN NET ASSETS (dollars in thousands) Year ended September 30 2003 2002 OPERATIONS: Net investment loss $ (6,477) $ (27,698) Net realized loss on investments and non-U.S. currency transactions (247,386) (1,019,399) Net unrealized appreciation on investments and non-U.S. currency translations 2,279,082 682,878 Net increase (decrease) in net assets resulting from operations 2,025,219 (364,219) DIVIDENDS PAID TO SHAREHOLDERS - (14,969) FROM NET INVESTMENT INCOME CAPITAL SHARE TRANSACTIONS (136,746) (431,741) TOTAL INCREASE (DECREASE) IN NET ASSETS 1,888,473 (810,929) NET ASSETS: Beginning of year 6,564,492 7,375,421 End of year (including accumulated net investment loss: $20,150 and $51,687, respectively) $8,452,965 $6,564,492 See Notes to Financial Statements Notes to financial statements 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization - SMALLCAP World Fund, Inc. (the "fund") is registered under the Investment Company Act of 1940 as an open-end, diversified management investment company. The fund seeks long-term growth of capital through investments in smaller companies in the U.S. and around the world. The fund offers 14 share classes consisting of four retail share classes, five CollegeAmerica savings plan share classes and five retirement plan share classes. The CollegeAmerica savings plan share classes (529-A, 529-B, 529-C, 529-E and 529-F) are sponsored by the Commonwealth of Virginia and can be utilized to save for college education. The five retirement plan share classes (R-1, R-2, R-3, R-4 and R-5) are sold without any sales charges and do not carry any conversion rights. The fund's share classes are described below: - ------------------------------------------------------------------------------------------------------- Contingent deferred Share class Initial sales sales charge upon charge redemption Conversion feature - ------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------- Classes A and 529-A Up to 5.75% None (except 1% for certain None redemptions within one year of purchase without an initial sales charge) - ------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------- Classes B and 529-B None Declines from 5% to zero for Classes B and 529-B redemptions within six years convert to classes A of purchase and 529-A, respectively, after eight years - ------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------- Class C None 1% for redemptions within one Class C converts to year of purchase Class F after 10 years - ------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------- Class 529-C None 1% for redemptions within one None 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. Each share class has identical voting rights, except for the exclusive right to vote on matters affecting only its class. Share classes have different fees and expenses ("class-specific fees and expenses"), primarily due to different arrangements for distribution, administrative and shareholder services. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different per-share dividends by each class. SIGNIFICANT ACCOUNTING POLICIES - The financial statements have been prepared to comply with accounting principles generally accepted in the United States of America. These principles require management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the fund: SECURITY VALUATION - Equity securities are valued at the official closing price of, or the last reported sale price on, the exchange or market on which such securities are traded, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price. Prices for each security are taken from the principal exchange or market in which the security trades. Short-term securities maturing within 60 days are valued at amortized cost, which approximates market value. The ability of the issuers of the debt securities held by the fund to meet their obligations may be affected by economic developments in a specific industry, state or region. Forward currency contracts are valued at the mean of their representative quoted bid and asked prices. Securities and other assets for which representative market quotations are not readily available are valued at fair value as determined in good faith by authority of the fund's Board of Directors. 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. In the event a security is purchased with a delayed payment date, the fund will segregate liquid assets sufficient to meet its payment obligations. 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. FORWARD CURRENCY CONTRACTS - The fund may enter into forward currency contracts, which represent agreements to exchange non-U.S. currencies on specific future dates at predetermined rates. The fund enters into these contracts to manage its exposure to changes in non-U.S. exchange rates arising from investments denominated in non-U.S. currencies. Upon entering into these contracts, risks may arise from the potential inability of counterparties to meet the terms of their contracts and from possible movements in non-U.S. exchange rates. Due to these risks, the fund could incur losses up to the entire contract amount, which may exceed the net unrealized value shown in the accompanying financial statements. On a daily basis, the fund values forward currency contracts based on the applicable exchange rates and records unrealized gains or losses. The fund records realized gains or losses at the time the forward contract is closed or offset by another contract with the same broker for the same settlement date and currency. 2. NON-U.S. INVESTMENTS INVESTMENT RISK - The risks of investing in securities of non-U.S. issuers may include, but are not limited to, investment and repatriation restrictions; revaluation of currencies; adverse political, social and economic developments; government involvement in the private sector; limited and less reliable investor information; lack of liquidity; certain local tax law considerations; and limited regulation of the securities markets. TAXATION - Dividend and interest income is recorded net of non-U.S. taxes paid. 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. For the year ended September 30, 2003, non-U.S. taxes paid on realized gains were $17,000. As of September 30, 2003, non-U.S. taxes provided on unrealized gains were $3,828,000. 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 securities within 30 days of purchase; unrealized appreciation of certain investments in non-U.S. securities; deferred expenses; cost of investments sold; net capital losses; and net operating losses. The fiscal year in which amounts are distributed may differ from the year in which the net investment income and net realized gains are recorded by the fund. As of September, 30, 2003, the cost of investment securities and cash denominated in non-U.S. currencies for federal income tax purposes was $7,328,776,000. During the year ended September 30, 2003, the fund reclassified $15,000,000 from additional paid-in capital and $23,014,000 from net realized gains to undistributed net investment income to align financial reporting with tax reporting. As of September 30, 2003, the components of distributable earnings on a tax basis were as follows: (dollars in thousands) Undistributed net investment income and currency gains $10,941 Loss deferrals related to non-U.S. currency that were realized during the period November 1, 2002 through September 30, 2003 (109) Short-term and long-term capital loss deferrals (2,416,937) Gross unrealized appreciation on investment securities 1,815,625 Gross unrealized depreciation on investment securities (673,163) Short-term and long-term capital loss deferrals above include capital loss carryforwards of $53,865,000, $1,186,404,000 and $1,122,269,000 expiring in 2009, 2010 and 2011, respectively. The capital loss carryforwards will be used to offset any capital gains realized by the fund in future years through the expiration dates. The fund will not make distributions from capital gains while capital loss carryforwards remain. Also included are capital losses of $54,399,000 that were realized during the period November 1, 2002 through September 30, 2003. No distributions were paid to shareholders during the year ended September 30, 2003. For the year ended September 30, 2002 distributions paid to shareholders from net investment income and currency gains were $14,919,000 for Class A, $6,000 for Class C and $44,000 for Class F, totaling $14,969,000 as shown in the accompanying financial statements. 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 0.800% on the first $1 billion of daily net assets and decreasing to 0.595% on such assets in excess of $27 billion. For the year ended September 30, 2003, the investment advisory services fee was $47,110,000, which was equivalent to an annualized rate of 0.677% 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 0.30% to 1.00% as noted below. In some cases, the Board of Directors has approved expense amounts lower than plan limits. - ---------------------------------------------------------------------------- Share class Currently approved limits Plan limits - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Class A 0.30% 0.30% - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Class 529-A 0.30 0.50 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Classes B and 529-B 1.00 1.00 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Classes C, 529-C and R-1 1.00 1.00 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Class R-2 0.75 1.00 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Classes 529-E and R-3 0.50 0.75 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Classes F, 529-F and R-4 0.25 0.50 - ---------------------------------------------------------------------------- All share classes may use up to 0.25% of average daily net assets to pay service fees, or to compensate AFD for paying service fees, to firms that have entered into agreements with AFD for providing certain shareholder services. Expenses in excess of these amounts, up to approved limits, may be used to compensate dealers and wholesalers for shares sold. For classes A and 529-A, the Board of Directors has also approved the reimbursement of dealer and wholesaler commissions paid by AFD for certain shares sold without a sales charge. Each class reimburses AFD for amounts billed within the prior 15 months but only to the extent that the overall annual expense limit of 0.30% is not exceeded. As of September 30, 2003, there were no unreimbursed expenses subject to reimbursement for classes A or 529-A. TRANSFER AGENT SERVICES - The fund has a transfer agent agreement with AFS for classes A and B. Under this agreement, these share classes compensate AFS for transfer agent services including shareholder recordkeeping, communications and transaction processing. AFS is also compensated for certain transfer agent services provided to all other share classes from the administrative services fees paid to CRMC described below. ADMINISTRATIVE SERVICES - The fund has an administrative services agreement with CRMC to provide transfer agent and other related shareholder services for all classes of shares other than classes A and B. Each relevant class pays CRMC annual fees of 0.15% (0.10% for Class R-5) based on its respective average daily net assets. Each relevant class also pays AFS additional amounts for certain transfer agent services. CRMC and AFS may use these fees to compensate third parties for performing these services. During the start-up period for classes R-1, R-2, R-3 and R-4, CRMC has voluntarily agreed to pay a portion of these fees. Each 529 share class is subject to an additional annual administrative services fee of 0.10% of its respective average daily net assets; this fee is payable to the Commonwealth of Virginia for the maintenance of the CollegeAmerica plan. Although these amounts are included with administrative services fees in the accompanying financial statements, the Commonwealth of Virginia is not considered a related party. Administrative services fees are presented gross of any payments made by CRMC. Expenses under the agreements described above for the year ended September 30, 2003, were as follows (dollars in thousands): - -------------------------------------------------------------------------------------------------------------- Administrative services ------------------------------------------------------------ Commonwealth of CRMC Virginia Distribution Transfer agent administrative Transfer agent administrative Share class services services services services services - -------------------------------------------------------------------------------------------------------------- Class A $16,513 $12,328 Not applicable Not applicable Not applicable - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class B 1,457 327 Not applicable Not applicable Not applicable - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class C 799 Included $120 $63 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class F 88 Included 53 18 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class 529-A 21 Included 39 9 $26 in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class 529-B 60 Included 9 6 6 in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class 529-C 118 Included 18 9 12 in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class 529-E 8 Included 2 1 1 in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class 529-F 3 Included 2 -* 2 in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class R-1 8 Included 1 4 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class R-2 149 Included 30 192 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class R-3 70 Included 21 40 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class R-4 15 Included 9 2 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Class R-5 Not applicable Included 57 2 Not applicable in administrative services - -------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------- Total $19,309 $12,655 $361 $346 $47 - ----------------============================================================================================== * Amount less than one thousand. DEFERRED DIRECTORS' COMPENSATION - Since the adoption of the deferred compensation plan in 1993, Directors who are unaffiliated with CRMC may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the fund, are treated as if invested in shares of the fund or other American Funds. These amounts represent general, unsecured liabilities of the fund and vary according to the total returns of the selected funds. Directors' compensation in the accompanying financial statements includes $186,000 in current fees (either paid in cash or deferred) and a net increase of $107,000 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): YEAR ENDED SEPTEMBER 30, 2003 SALES(2) REINVESTMENTS OF DIVIDENDS SHARE CLASS(1) AMOUNT SHARES AMOUNT SHARES Class A $ 1,130,418 58,444 - - Class B 62,773 3,257 - - Class C 86,227 4,503 - - Class F 48,187 2,475 - - Class 529-A 19,948 1,027 - - Class 529-B 5,233 272 - - Class 529-C 9,480 494 - - Class 529-E 1,507 79 - - Class 529-F 2,385 124 - - Class R-1 1,936 98 - - Class R-2 43,636 2,264 - - Class R-3 30,982 1,612 - - Class R-4 11,864 641 - - Class R-5 11,090 544 - - Total net increase (decrease) $ 1,465,666 75,834 - - REPURCHASES(2) NET (DECREASE) INCREASE SHARE CLASS(1) AMOUNT SHARES AMOUNT SHARES Class A $(1,479,092) (79,492) $ (348,674) (21,048) Class B (23,085) (1,233) 39,688 2,024 Class C (42,533) (2,269) 43,694 2,234 Class F (26,459) (1,397) 21,728 1,078 Class 529-A (1,191) (64) 18,757 963 Class 529-B (178) (10) 5,055 262 Class 529-C (419) (22) 9,061 472 Class 529-E (75) (3) 1,432 76 Class 529-F (27) (1) 2,358 123 Class R-1 (211) (11) 1,725 87 Class R-2 (7,789) (404) 35,847 1,860 Class R-3 (8,304) (433) 22,678 1,179 Class R-4 (3,997) (211) 7,867 430 Class R-5 (9,052) (467) 2,038 77 Total net increase (decrease) $(1,602,412) (86,017) $ (136,746) (10,183) YEAR ENDED SEPTEMBER 30, 2002 SALES(2) REINVESTMENTS OF DIVIDENDS SHARE CLASS(1) AMOUNT SHARES AMOUNT SHARES Class A $ 1,421,738 66,536 $ 14,140 631 Class B 67,429 3,183 - - Class C 83,268 4,003 6 - * Class F 46,726 2,199 38 2 Class 529-A 18,779 875 - - Class 529-B 3,915 185 - - Class 529-C 8,196 384 - - Class 529-E 798 38 - - Class 529-F 1 - * - - Class R-1 21 1 - - Class R-2 2,903 157 - - Class R-3 2,790 154 - - Class R-4 14 1 - - Class R-5 70,305 3,177 - - Total net increase (decrease) $ 1,726,883 80,893 $ 14,184 633 REPURCHASES(2) NET (DECREASE) INCREASE SHARE CLASS(1) AMOUNT SHARES AMOUNT SHARES Class A $(2,088,680) (98,892) $ (652,802) (31,725) Class B (20,798) (1,007) 46,631 2,176 Class C (32,956) (1,644) 50,318 2,359 Class F (25,762) (1,219) 21,002 982 Class 529-A (214) (11) 18,565 864 Class 529-B (16) (1) 3,899 184 Class 529-C (94) (5) 8,102 379 Class 529-E - * - * 798 38 Class 529-F - - 1 - * Class R-1 - * - * 21 1 Class R-2 (390) (22) 2,513 135 Class R-3 (328) (18) 2,462 136 Class R-4 - - 14 1 Class R-5 (3,570) (180) 66,735 2,997 Total net increase (decrease) $(2,172,808) (102,999) $ (431,741) (21,473) * Amount less than one thousand. (1) Class 529-A, 529-B, 529-C, 529-E and 529-F shares were offered beginning February 15, 2002. Class R-1, R-2, R-3, R-4 and R-5 shares were offered beginning May 15, 2002. (2) Includes exchanges between share classes of the fund. 6. RESTRICTED SECURITIES The fund has invested in certain securities for which resale may be limited to qualified buyers or which are otherwise restricted. These securities are identified in the investment portfolio. As of September 30, 2003, the total value of restricted securities was $286,529,000, which represented 3.39% of the net assets of the fund. 7. INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES The fund made purchases and sales of investment securities, excluding short-term securities, of $3,135,162,000 and $3,437,624,000 respectively, during the year ended September 30, 2003. The fund receives a reduction in its custodian fee equal to the amount of interest calculated on certain cash balances held at the custodian bank. For the year ended September 30, 2003, the custodian fee of $1,550,000 included $9,000 that was offset by this reduction, rather than paid in cash. 8. TRANSACTIONS WITH AFFILIATES If the fund's holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer, that issuer is considered to be an affiliated issuer, as defined under the Investment Company Act of 1940. A summary of the fund's transactions in the securities of affiliated issuers during the year ended September 30, 2003 is as follows: Market Value of Dividend Affiliates Beginning Ending Income at 9/30/03 Company Shares Purchases Sales Shares (000) (000) Aldata Solution(1) 4,237,300 - 4,237,300 - $ - $ - Alphameric(1) 6,625,000 - 6,625,000 - - - alphyra group(1) 1,848,200 - 1,848,200 - - - American Healthways 900,000 90,000 140,000 850,000 - 35,691 Anoto Group 9,934,866 1,655,811 4,967,433 6,623,244 - 7,602 ASM International 2,746,800 372,300 - 3,119,100 - 46,007 Aspect Medical Systems(1) 1,137,000 - 575,000 562,000 - - Baycorp Advantage 13,892,100 - - 13,892,100 - 21,567 BKN International(1) 500,000 - 255,800 244,200 - - Cadiz(1) 2,300,000 - 2,300,000 - - - Cafe de Coral Holdings 28,192,000 - - 28,192,000 882 25,847 Cambrex 1,300,000 - - 1,300,000 156 29,510 Cathay Bancorp - 1,015,000 - 1,015,000 190 44,914 Centene(1) 650,000 362,500 200,000 812,500 - - Cheil Communications(1) 298,000 - 298,000 - 416 - Clear Media 24,950,000 7,629,000 - 32,579,000 - 18,826 Creo 1,000,000 1,916,000 - 2,916,000 - 30,730 Cymer 400,000 1,700,000 100,000 2,000,000 - 82,400 Daelim Industrial(1) 2,425,000 256,640 1,145,000 1,536,640 1,058 - dELiA*s(1) 2,750,000 - 2,750,000 - - - Downer EDI - 51,045,208 - 51,045,208 718 30,238 EarthLink(1) 7,531,700 1,000,000 6,954,400 1,577,300 - - Education Management(1) 1,825,000 75,000 400,000 1,500,000 - - Ekornes 2,230,000 - 504,402 1,725,598 1,283 27,693 E-LOAN(1) - 3,160,850 3,160,850 - - - Extended Stay America 6,190,000 - - 6,190,000 - 92,417 First Quantum Minerals(1) 2,540,000 - - 2,540,000 - - Fitness First(1) 6,662,500 850,000 7,512,500 - - - Gabriel Resources(1) 6,160,000 - - 6,160,000 - - Gladstone Commercial - 428,000 - 428,000 - 6,313 Hana Microelectronics(1) 8,649,400 - 3,658,000 4,991,400 758 - Hanil Cement - 447,000 - 447,000 - 18,924 Hilb, Rogal and Hamilton(1) 1,780,000 150,000 1,575,000 355,000 497 - HiQ International(1) 2,415,500 - 2,415,500 - - - Hutchinson Technology - 1,300,000 - 1,300,000 - 43,030 Hyosung 1,720,000 368,200 315,000 1,773,200 119 16,682 Imagistics International(1) 1,001,100 - 305,000 696,100 - - Informatics Holdings 16,065,000 - - 16,065,000 107 7,148 InfoSpace.com - 2,005,000 - 2,005,000 - 40,922 Infoteria 2,672 - - 2,672 - 1,497 Integrated Defense Technologies(1) 996,300 - 996,300 - - - International Energy Group 4,640,000 - - 4,640,000 396 11,950 Internet Auction(1) 677,443 - 277,443 400,000 - - J D Wetherspoon 11,385,616 1,024,763 1,765,655 10,644,724 211 40,754 KEC 391,040 132,500 - 523,540 521 16,919 Kingboard Chemical Holdings 35,042,000 2,392,000 - 37,434,000 414 37,561 LG Insurance - 3,000,000 - 3,000,000 - 12,413 Lions Gate Entertainment 2,803,500 1,000,000 - 3,803,500 - 11,317 LTG Technologies 17,785,714 - - 17,785,714 - 2,308 Lumenis 2,270,000 - - 2,270,000 - 3,042 Mandarin Oriental International(1) 53,000,000 - 53,000,000 - - - MatrixOne 1,500,000 2,500,000 1,500,000 2,500,000 - 12,325 Mercury Computer Systems(1) 1,435,700 - 1,435,700 - - - Micrel 1,750,000 3,017,112 - 4,767,112 - 58,111 Micronic Laser Systems 1,319,476 1,319,476 - 2,638,952 - 18,888 Millennium Chemicals - 3,995,000 - 3,995,000 148 38,152 Muse Prime Software 1,770,000 - - 1,770,000 - 230 Navan Mining 13,800,000 - - 13,800,000 - - OPNET Technologies(1) 1,045,500 - 1,045,500 - - - O2Micro International(1) 2,150,000 911,700 1,302,200 1,759,500 - - Paladin Resources(1) 16,083,990 4,026,693 20,110,683 - 317 - PDF Solutions - 2,100,000 600,000 1,500,000 - 16,875 Performance Food Group 2,920,000 15,000 - 2,935,000 - 119,484 P4 Radio Hele Norge(1) 1,648,000 - 1,648,000 - - - Province Healthcare(1) 3,095,000 - 3,095,000 - - - PSD Group(1) 1,628,000 - 1,628,000 - - - Pusan Bank 3,690,000 5,830,500 - 9,520,500 982 45,446 Q-Med 1,610,000 - - 1,610,000 - 29,691 Recordati 2,256,000 396,000 - 2,652,000 918 45,796 Redenvelope(1) 3,543,805 257,665 3,543,805 257,665 - - Robert Walters(1) 5,000,000 - 5,000,000 - 169 - Rogers 956,800 - 100,000 856,800 - 26,578 Sanctuary Group 19,470,839 - - 19,470,839 108 15,528 SBS Broadcasting 1,800,000 - - 1,800,000 - 44,784 School Specialty 1,080,000 50,000 - 1,130,000 - 31,877 Semtech1 1,350,000 2,800,000 2,150,000 2,000,000 - - Sharper Image 775,000 175,000 - 950,000 - 21,907 S1 1,670,000 420,000 - 2,090,000 254 40,507 Steak n Shake(1) 1,699,150 - 674,400 1,024,750 - - Sylvan Learning Systems 2,620,000 129,516 160,000 2,589,516 - 70,642 Techem AG 1,567,335 35,965 190,000 1,413,300 - 24,356 Telelogic(1) 12,452,500 - 12,452,500 - - - Transgenomic(1) 1,525,000 - 1,525,000 - - - Urologix(1) 900,000 - 900,000 - - - Venture Production 6,021,600 478,400 - 6,500,000 - 14,256 Western Oil Sands(1) 3,278,333 - 1,958,333 1,320,000 - - Woongjin.com(1) 1,956,980 - 891,830 1,065,150 170 - Xinao Gas Holdings 37,300,000 - - 37,300,000 - 17,581 Yankee Candle 800,000 1,969,600 - 2,769,600 - 70,569 Zeevo 1,587,301 398,564 - 1,985,865 5 1,320 Zenith National Insurance(1) 1,050,000 165,000 1,215,000 - 939 - ZOOTS 12,582,994 3,919 - 12,586,913 - 1,208 $11,736 $1,530,333 (1) Unaffiliated issuer at 09/30/2003 FINANCIAL HIGHLIGHTS (1) Income (loss) from investment operations(2) Net Net asset gains(losses) value, Net on securities Total from beginning investment (both realized investment of period (loss) income and unrealized) operations CLASS A: Year ended 9/30/2003 $17.53 $(.01) $5.70 $5.69 Year ended 9/30/2002 18.62 (.07) (.98) (1.05) Year ended 9/30/2001 40.24 - (3) (16.33) (16.33) Year ended 9/30/2000 29.57 - (3) 11.29 11.29 Year ended 9/30/1999 22.14 .03 8.78 8.81 CLASS B: Year ended 9/30/2003 17.20 (.16) 5.56 5.40 Year ended 9/30/2002 18.38 (.23) (.95) (1.18) Year ended 9/30/2001 40.08 (.21) (16.20) (16.41) Period from 3/15/2000 to 9/30/2000 47.11 (.12) (6.91) (7.03) CLASS C: Year ended 9/30/2003 17.15 (.16) 5.55 5.39 Year ended 9/30/2002 18.33 (.22) (.95) (1.17) Period from 3/15/2001 to 9/30/2001 23.06 (.16) (4.57) (4.73) CLASS F: Year ended 9/30/2003 17.48 (.01) 5.69 5.68 Year ended 9/30/2002 18.60 (.07) (.98) (1.05) Period from 3/15/2001 to 9/30/2001 23.27 (.03) (4.64) (4.67) CLASS 529-A: Year ended 9/30/2003 17.53 .01 5.70 5.71 Period from 2/19/2002 to 9/30/2002 21.68 (.03) (4.12) (4.15) CLASS 529-B: Year ended 9/30/2003 17.43 (.19) 5.64 5.45 Period from 2/20/2002 to 9/30/2002 21.82 (.14) (4.25) (4.39) CLASS 529-C: Year ended 9/30/2003 17.44 (.18) 5.63 5.45 Period from 2/20/2002 to 9/30/2002 21.82 (.14) (4.24) (4.38) CLASS 529-E: Year ended 9/30/2003 17.50 (.07) 5.66 5.59 Period from 3/15/2002 to 9/30/2002 23.21 (.06) (5.65) (5.71) CLASS 529-F: Year ended 9/30/2003 17.53 (.02) 5.69 5.67 Period from 9/17/2002 to 9/30/2002 18.24 - (3) (.71) (.71) CLASS R-1: Year ended 9/30/2003 17.49 (.16) 5.67 5.51 Period from 6/19/2002 to 9/30/2002 21.60 (.04) (4.07) (4.11) CLASS R-2: Year ended 9/30/2003 17.49 (.15) 5.66 5.51 Period from 5/31/2002 to 9/30/2002 22.62 (.05) (5.08) (5.13) CLASS R-3: Year ended 9/30/2003 17.51 (.07) 5.68 5.61 Period from 6/20/2002 to 9/30/2002 21.43 (.02) (3.90) (3.92) CLASS R-4: Year ended 9/30/2003 17.53 - (3) 5.69 5.69 Period from 7/24/2002 to 9/30/2002 18.55 (.01) (1.01) (1.02) CLASS R-5: Year ended 9/30/2003 17.55 .05 5.73 5.78 Period from 5/15/2002 to 9/30/2002 23.36 - (3) (5.81) (5.81) Dividends and distributions Dividends (from net Distributions Total Net asset investment (from capital dividends and value, end Total income) gains) distributions of period return(4) CLASS A: Year ended 9/30/2003 $ - $ - $ - $23.22 32.46% Year ended 9/30/2002 (.04) - (.04) 17.53 (5.69) Year ended 9/30/2001 - (5.29) (5.29) 18.62 (44.95) Year ended 9/30/2000 (.02) (.60) (.62) 40.24 38.42 Year ended 9/30/1999 (.09) (1.29) (1.38) 29.57 41.42 CLASS B: Year ended 9/30/2003 - - - 22.60 31.40 Year ended 9/30/2002 - - - 17.20 (6.42) Year ended 9/30/2001 - (5.29) (5.29) 18.38 (45.38) Period from 3/15/2000 to 9/30/2000 - - - 40.08 (14.92) CLASS C: Year ended 9/30/2003 - - - 22.54 31.43 Year ended 9/30/2002 (.01) - (.01) 17.15 (6.42) Period from 3/15/2001 to 9/30/2001 - - - 18.33 (20.51) CLASS F: Year ended 9/30/2003 - - - 23.16 32.49 Year ended 9/30/2002 (.07) - (.07) 17.48 (5.73) Period from 3/15/2001 to 9/30/2001 - - - 18.60 (20.07) CLASS 529-A: Year ended 9/30/2003 - - - 23.24 32.57 Period from 2/19/2002 to 9/30/2002 - - - 17.53 (19.14) CLASS 529-B: Year ended 9/30/2003 - - - 22.88 31.27 Period from 2/20/2002 to 9/30/2002 - - - 17.43 (20.12) CLASS 529-C: Year ended 9/30/2003 - - - 22.89 31.25 Period from 2/20/2002 to 9/30/2002 - - - 17.44 (20.07) CLASS 529-E: Year ended 9/30/2003 - - - 23.09 31.94 Period from 3/15/2002 to 9/30/2002 - - - 17.50 (24.60) CLASS 529-F: Year ended 9/30/2003 - - - 23.20 32.34 Period from 9/17/2002 to 9/30/2002 - - - 17.53 (3.89) CLASS R-1: Year ended 9/30/2003 - - - 23.00 31.50 Period from 6/19/2002 to 9/30/2002 - - - 17.49 (19.03) CLASS R-2: Year ended 9/30/2003 - - - 23.00 31.50 Period from 5/31/2002 to 9/30/2002 - - - 17.49 (22.68) CLASS R-3: Year ended 9/30/2003 - - - 23.12 32.04 Period from 6/20/2002 to 9/30/2002 - - - 17.51 (18.29) CLASS R-4: Year ended 9/30/2003 - - - 23.22 32.46 Period from 7/24/2002 to 9/30/2002 - - - 17.53 (5.50) CLASS R-5: Year ended 9/30/2003 - - - 23.33 32.93 Period from 5/15/2002 to 9/30/2002 - - - 17.55 (24.87) Ratio of Ratio of net Net assets, expenses (loss) income end of period to average to average (in millions) net assets net assets CLASS A: Year ended 9/30/2003 $7,833 1.19% (.07)% Year ended 9/30/2002 6,283 1.17 (.32) Year ended 9/30/2001 7,265 1.09 (.01) Year ended 9/30/2000 14,098 1.10 - (8) Year ended 9/30/1999 8,983 1.09 .12 CLASS B: Year ended 9/30/2003 201 1.97 (.85) Year ended 9/30/2002 118 1.95 (1.09) Year ended 9/30/2001 86 1.89 (.81) Period from 3/15/2000 to 9/30/2000 73 1.84 (6) (.57) (6) CLASS C: Year ended 9/30/2003 124 1.97 (.85) Year ended 9/30/2002 56 1.96 (1.08) Period from 3/15/2001 to 9/30/2001 17 2.11 (6) (1.11) (6) CLASS F: Year ended 9/30/2003 57 1.18 (.06) Year ended 9/30/2002 24 1.20 (.32) Period from 3/15/2001 to 9/30/2001 7 1.23 (6) (.21) (6) CLASS 529-A: Year ended 9/30/2003 42 1.11 .03 Period from 2/19/2002 to 9/30/2002 15 1.18 (6) (.25) (6) CLASS 529-B: Year ended 9/30/2003 10 2.09 (.95) Period from 2/20/2002 to 9/30/2002 3 2.08 (6) (1.15) (6) CLASS 529-C: Year ended 9/30/2003 20 2.07 (.94) Period from 2/20/2002 to 9/30/2002 7 2.05 (6) (1.12) (6) CLASS 529-E: Year ended 9/30/2003 3 1.53 (.38) Period from 3/15/2002 to 9/30/2002 1 1.51 (6) (.60) (6) CLASS 529-F: Year ended 9/30/2003 3 1.27 (.10) Period from 9/17/2002 to 9/30/2002 - (5) .04 .01 CLASS R-1: Year ended 9/30/2003 2 1.93 (7) (.78) Period from 6/19/2002 to 9/30/2002 - (5) .54 (7) (.22) CLASS R-2: Year ended 9/30/2003 46 1.89 (7) (.75) Period from 5/31/2002 to 9/30/2002 2 .63 (7) (.29) CLASS R-3: Year ended 9/30/2003 30 1.51 (7) (.37) Period from 6/20/2002 to 9/30/2002 2 .42 (7) (.11) CLASS R-4: Year ended 9/30/2003 10 1.16 (7) (.02) Period from 7/24/2002 to 9/30/2002 - (5) .21 (7) (.03) CLASS R-5: Year ended 9/30/2003 72 .83 .28 Period from 5/15/2002 to 9/30/2002 53 .31 .01 Year ended September 30 2003 2002 2001 2000 1999 Portfolio turnover rate for all classes of shares 49% 51% 60% 63% 50% (1) Based on operations for the period shown (unless otherwise noted) and, accordingly, may not be representative of a full year. (2) Year ended 1999 is based on shares outstanding on the last day of the year; all other periods are based on average shares outstanding. (3) Amount less than one cent. (4) Total returns exclude all sales charges, including contingent deferred sales charges. (5) Amount less than 1 million. (6) Annualized. (7) During the start-up period for this class, CRMC voluntarily agreed to pay a portion of the fees relating to transfer agent services. Had CRMC not paid such fees, expense ratios would have been 2.43%, 2.59%, 1.67% and 1.17% for classes R-1, R-2, R-3 and R-4, respectively during the year ended September 30, 2003, and 7.56%, .85%, .52% and .70% for class R-1, R-2, R-3, and R-4, respectively, during the period ended September 30, 2002. (8) Amount less than .01 percent. Independent auditors' report To the Board of Directors and Shareholders of SMALLCAP World Fund, Inc.: We have audited the accompanying statement of assets and liabilities of SMALLCAP World Fund, Inc. (the "Fund"), including the investment portfolio, as of September 30, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the 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 September 30, 2003, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. 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 audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of SMALLCAP World Fund, Inc. as of September 30, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. DELOITTE & TOUCHE LLP Los Angeles, California November 7, 2003 Tax information (unaudited) We are required to advise you within 60 days of the fund's fiscal year-end regarding the federal tax status of certain distributions received by shareholders during such fiscal year. No distributions were made by the fund during the last fiscal year. SINCE THE INFORMATION ABOVE IS REPORTED FOR THE FUND'S FISCAL YEAR AND NOT THE CALENDAR YEAR, SHAREHOLDERS SHOULD REFER TO THEIR FORM 1099-DIV OR OTHER TAX INFORMATION WHICH WILL BE MAILED IN JANUARY 2004 TO DETERMINE THE CALENDAR YEAR AMOUNTS TO BE INCLUDED ON THEIR 2003 TAX RETURNS. SHAREHOLDERS SHOULD CONSULT THEIR TAX ADVISERS. OTHER SHARE CLASS RESULTS (unaudited) CLASS B, CLASS C, CLASS F AND CLASS 529 RETURNS FOR PERIODS ENDED SEPTEMBER 30, 2003 1 YEAR LIFE OF CLASS CLASS B SHARES Reflecting applicable contingent deferred sales charge (CDSC), maximum of 5%, payable only if shares are sold within six years of purchase +26.40% -15.22% (1) Not reflecting CDSC +31.40% -14.60% (1) CLASS C SHARES Reflecting CDSC, maximum of 1%, payable only if shares are sold within one year of purchase +30.43% - 0.88% (2) Not reflecting CDSC +31.43% - 0.88% (2) CLASS F SHARES (3) Not reflecting annual asset-based fee charged by sponsoring firm +32.49% - 0.07% (2) CLASS 529-A SHARES Reflecting 5.75% maximum sales charge +24.95% + 0.65% (4) Not reflecting maximum sales charge +32.57% + 4.41% (4) CLASS 529-B SHARES Reflecting applicable CDSC, maximum of 5%, payable only if shares are sold within six years of purchase +26.27% + 0.53% (5) Not reflecting CDSC +31.27% + 2.99% (5) CLASS 529-C SHARES Reflecting applicable CDSC, maximum of 1%, payable only if shares are sold within one year of purchase +30.25% + 3.02% (5) Not reflecting CDSC +31.25% + 3.02% (5) CLASS 529-E SHARES (3) +31.94% - 0.33% (6) CLASS 529-F SHARES (3) Not reflecting annual asset-based fee charged by sponsoring firm +32.34% +26.15% (7) (1) Average annual total return from March 15, 2000, when Class B shares were first sold. (2) Average annual total return from March 15, 2001, when Class C and Class F shares were first sold. (3) These shares are sold without any initial or contingent sales charge. (4) Average annual total return from February 19, 2002, when Class 529-A shares were first sold. (5) Average annual total return from February 20, 2002, when Class 529-B and Class 529-C shares were first sold. (6) Average annual total return from March 15, 2002, when Class 529-E shares were first sold. (7) Average annual total return from September 17, 2002, when Class 529-F shares were first sold. BOARD OF DIRECTORS "Non-interested" Directors YEAR FIRST ELECTED A DIRECTOR NAME AND AGE OF THE FUND (1) PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS JOSEPH C. BERENATO, 57 2000 Chairman of the Board and CEO, Ducommun Incorporated AMBASSADOR RICHARD G. 1993 Corporate director and author; former U.S. Ambassador CAPEN, JR., 69 to Spain; former Vice Chairman, Knight-Ridder, Inc.; former Chairman and Publisher, The Miami Herald H. FREDERICK CHRISTIE, 70 1990 Private investor; former President and CEO, The Mission Group (non-utility holding company, subsidiary of Southern California Edison Company) JOHN G. FREUND, 50 2000 Founder and Managing Director, Skyline Ventures; former Managing Director -- Alternative Asset Management Group, Chancellor Capital Management LEONADE D. JONES, 56 1995 Co-founder, VentureThink LLC (developed and managed e-commerce businesses) and Versura Inc. (education loan exchange); former Treasurer, The Washington Post Company WILLIAM H. KLING, 61 1990 President, American Public Media Group NORMAN R. WELDON, 69 1990 Managing Director, Partisan Management Group, Inc.; former Chairman of the Board, Novoste Corporation; former President and Director, Corvita Corporation PATRICIA K. WOOLF, PH.D., 69 1990 Private investor; corporate director; lecturer, Department of Molecular Biology, Princeton University "Non-interested" Directors NUMBER OF BOARDS WITHIN THE FUND COMPLEX (2) ON WHICH NAME AND AGE DIRECTOR SERVES OTHER DIRECTORSHIPS (3) HELD BY DIRECTOR JOSEPH C. BERENATO, 57 2 Ducommun Incorporated AMBASSADOR RICHARD G. 14 Carnival Corporation CAPEN, JR., 69 H. FREDERICK CHRISTIE, 70 19 Ducommun Incorporated; IHOP Corporation; Southwest Water Company; Valero L.P. JOHN G. FREUND, 50 2 None LEONADE D. JONES, 56 6 None WILLIAM H. KLING, 61 6 Irwin Financial Corporation; St. Paul Companies NORMAN R. WELDON, 69 3 Novoste Corporation PATRICIA K. WOOLF, PH.D., 69 6 Crompton Corporation; First Energy Corporation; National Life Holding Co. "Interested" Directors (4) YEAR FIRST ELECTED A DIRECTOR OR PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND NAME, AGE AND OFFICER OF POSITIONS HELD WITH AFFILIATED ENTITIES OR THE PRINCIPAL POSITION WITH FUND THE FUND (1) UNDERWRITER OF THE FUND GORDON CRAWFORD, 56 1992 Senior Vice President and Director, Capital Chairman of the Board Research and Management Company; Director, The Capital Group Companies, Inc. (5) GREGORY W. WENDT, 42 1992 Senior Vice President, Capital Research Company (5); President Director, American Funds Distributors, Inc. (5); Director, Capital Management Services, Inc. (5) "Interested" Directors (4) NUMBER OF BOARDS WITHIN THE FUND COMPLEX (2) NAME, AGE AND ON WHICH OTHER DIRECTORSHIPS (3) POSITION WITH FUND DIRECTOR SERVES HELD BY DIRECTOr GORDON CRAWFORD, 56 2 None Chairman of the Board GREGORY W. WENDT, 42 1 None President THE STATEMENT OF ADDITIONAL INFORMATION INCLUDES ADDITIONAL INFORMATION ABOUT FUND DIRECTORS AND IS AVAILABLE WITHOUT CHARGE UPON REQUEST BY CALLING AMERICAN FUNDS SERVICE COMPANY AT 800/421-0180. THE ADDRESS FOR ALL DIRECTORS AND OFFICERS OF THE FUND IS 333 SOUTH HOPE STREET, LOS ANGELES, CA 90071, ATTENTION: FUND SECRETARY. (1) Directors and officers of the fund serve until their resignation, removal or retirement. (2) Capital Research and Management Company manages the American Funds, consisting of 29 funds. Capital Research and Management Company also manages American Funds Insurance Series(R) and Anchor Pathway Fund, which serve as the underlying investment vehicles for certain variable insurance contracts; and Endowments, whose shareholders are limited to certain nonprofit organizations. (3) This includes all directorships (other than those in the American Funds) that are held by each Director as a director of a public company or a registered investment company. (4) "Interested persons" within the meaning of the 1940 Act on the basis of their affiliation with the fund's investment adviser, Capital Research and Management Company, or affiliated entities (including the fund's principal underwriter). (5) Company affiliated with Capital Research and Management Company. OTHER OFFICERS YEAR FIRST ELECTED AN PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND NAME, AGE AND OFFICER OF POSITIONS HELD WITH AFFILIATED ENTITIES OR THE PRINCIPAL POSITION WITH FUND THE FUND (1) UNDERWRITER OF THE FUND GRANT L. CAMBRIDGE, 41 2001 Vice President, Capital Research Company (5) Vice President VINCENT P. CORTI, 47 1990 Vice President-- Fund Business Management Vice President Group, Capital Research and Management Company J. BLAIR FRANK, 37 1999 Vice President, Capital Research Company (5) Vice President JONATHAN O. KNOWLES, 42 2000 Executive Vice President and Director, Capital Vice President Research Company (5) CHAD L. NORTON, 43 1990 Vice President-- Fund Business Management Secretary Group, Capital Research and Management Company DAVID A. PRITCHETT, 37 1999 Vice President-- Fund Business Management Treasurer Group, Capital Research and Management Company SHERYL F. JOHNSON, 35 1998 Vice President-- Fund Business Management Assistant Treasurer Group, Capital Research and Management Company OFFICES OF THE FUND AND OF THE 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 O'Melveny & Myers LLP 400 South Hope Street Los Angeles, CA 90071-2899 INDEPENDENT AUDITORS Deloitte & Touche LLP Two California Plaza 350 South Grand Avenue Los Angeles, CA 90071-3462 PRINCIPAL UNDERWRITER American Funds Distributors, Inc. 333 South Hope Street Los Angeles, CA 90071-1406 There are several ways to invest in SMALLCAP World Fund. Class A shares are subject to a 5.75% maximum up-front sales charge that declines for accounts (and aggregated investments) of $25,000 or more. Other share classes, which are generally not available for certain employer-sponsored retirement plans, have no up-front sales charges but are subject to additional annual expenses and fees. Annual expenses for Class B shares were 0.78 percentage points higher than for Class A shares; Class B shares convert to Class A shares after eight years of ownership. If redeemed within six years, Class B shares may also be subject to a contingent deferred sales charge ("CDSC") of up to 5% that declines over time. Class C shares were subject to annual expenses 0.78 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 lower annual expenses (by 0.01 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. FOR INFORMATION ABOUT YOUR ACCOUNT OR ANY OF THE FUND'S SERVICES, OR FOR A PROSPECTUS FOR ANY OF THE AMERICAN FUNDS, PLEASE CONTACT YOUR FINANCIAL ADVISER. YOU MAY ALSO CALL AMERICAN FUNDS SERVICE COMPANY AT 800/421-0180 OR VISIT US AT AMERICANFUNDS.COM. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE YOU INVEST OR SEND MONEY. THE AMERICAN FUNDS PROXY VOTING GUIDELINES -- USED TO DETERMINE HOW TO VOTE PROXIES RELATING TO PORTFOLIO SECURITIES -- ARE AVAILABLE UPON REQUEST, FREE OF CHARGE, BY CALLING AMERICAN FUNDS SERVICE COMPANY, VISITING THE AMERICAN FUNDS WEBSITE OR ACCESSING THE U.S. SECURITIES AND EXCHANGE COMMISSION WEBSITE AT WWW.SEC.GOV. This report is for the information of shareholders of SMALLCAP World Fund, 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 December 31, 2003, this report must be accompanied by an American Funds statistical update for the most recently completed calendar quarter. [ logo - American Funds(R)] The right choice for the long term(R) WHAT MAKES AMERICAN FUNDS DIFFERENT? For more than 70 years, we have followed a consistent philosophy that we firmly believe is in our investors' best interests. The range of opportunities offered by our family of just 29 carefully conceived, broadly diversified funds has attracted over 20 million shareholder accounts. Our unique combination of strengths includes these five factors: o A LONG-TERM, VALUE-ORIENTED APPROACH Rather than follow fads, we pursue a consistent strategy, focusing on each investment's long-term potential. o AN UNPARALLELED GLOBAL RESEARCH EFFORT American Funds draws on one of the industry's most globally integrated research networks. o THE MULTIPLE PORTFOLIO COUNSELOR SYSTEM Every American Fund is divided among a number of portfolio counselors. Each takes responsibility for a portion independently, within each fund's objectives; in most cases, research analysts manage a portion as well. Over time, this method has contributed to a consistency of results and continuity of management. o EXPERIENCED INVESTMENT PROFESSIONALS The recent market decline was not the first for most of the portfolio counselors who serve the American Funds. Nearly 70% of them were in the investment business before the sharp market decline of 1987. o A COMMITMENT TO LOW OPERATING EXPENSES American Funds' operating expenses are among the lowest in the mutual fund industry. Our portfolio turnover rates are low as well, keeping transaction costs and tax consequences contained. 29 MUTUAL FUNDS, CONSISTENT PHILOSOPHY, CONSISTENT RESULTS o GROWTH FUNDS Emphasis on long-term growth through stocks AMCAP Fund(R) EuroPacific Growth Fund(R) The Growth Fund of America(R) The New Economy Fund(R) New Perspective Fund(R) New World FundSM SMALLCAP WORLD FUND(R) o GROWTH-AND-INCOME FUNDS Emphasis on long-term growth and dividends through stocks American Mutual Fund(R) Capital World Growth and Income FundSM Fundamental InvestorsSM The Investment Company of America(R) Washington Mutual Investors FundSM o EQUITY-INCOME FUNDS Emphasis on above-average income and growth through stocks and/or bonds Capital Income Builder(R) The Income Fund of America(R) o BALANCED FUND Emphasis on long-term growth and current income through stocks and bonds American Balanced Fund(R) o BOND FUNDS Emphasis on current income through bonds American High-Income TrustSM The Bond Fund of AmericaSM Capital World Bond Fund(R) Intermediate Bond Fund of America(R) U.S. Government Securities FundSM o TAX-EXEMPT BOND FUNDS Emphasis on tax-free current income through municipal bonds American High-Income Municipal Bond Fund(R) Limited Term Tax-Exempt Bond Fund of AmericaSM 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 AmericaSM The U.S. Treasury Money Fund of AmericaSM THE CAPITAL GROUP COMPANIES American Funds Capital Research and Management Capital International Capital Guardian Capital Bank and Trust Lit. No. MFGEAR-935-1103 Litho in USA BDC/L/8067 Printed on recycled paper ITEM 2 - Code of Ethics The Registrant has adopted a Code of Ethics that applies to its Principal Executive Officer and Principal Financial Officer. The Registrant undertakes to provide to any person without charge, upon request, a copy of the Code of Ethics. Such request can be made to American Funds Service Company at 800/421-0180 or to the Secretary of the Registrant, 333 South Hope Street, Los Angeles, California 90071. ITEM 3 - Audit Committee Financial Expert The Registrant's Board has determined that Joseph C. Berenato, a member of the Registrant's Audit Committee, is an "audit committee financial expert" and "independent," as such terms are defined in this Item. This designation will not increase the designee's duties, obligations or liability as compared to his duties, obligations and liability as a member of the Audit Committee and of the Board; nor will it reduce the responsibility of the other Audit Committee members. There may be other individuals who, through education or experience, would qualify as "audit committee financial experts" if the Board had designated them as such. Most importantly, the Board believes each member of the Audit Committee contributes significantly to the effective oversight of the Registrant's financial statements and condition. ITEM 4 - Principal Accountant Fees and Services Form N-CSR disclosure requirement not yet effective with respect to Registrant. ITEM 5 - Audit Committee of Listed Registrants Not applicable. ITEM 6 - Reserved ITEM 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company. ITEM 8 - Reserved ITEM 9 - Controls and Procedures (a) The officers providing the certifications in this report in accordance with rule 30a-2 under the Investment Company Act of 1940 have concluded, based on their evaluation of the Registrant's disclosure controls and procedures (as such term is defined in such rule), that such controls and procedures are adequate and reasonably designed to achieve the purposes described in paragraph (c) of such rule. (b) There were no changes in the Registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the Registrant's last fiscal half-year (the Registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 10 - Exhibits (a) The Code of Ethics that is the subject of the disclosure required by Item 2 is attached as an exhibit hereto. (b) The certifications required by Rule 30a-2 of the Investment Company Act of 1940, as amended, and Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 are attached as exhibits hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SMALLCAP World Fund, Inc. By: /s/ Gordon Crawford ---------------------------------- Gordon Crawford, Chairman and PEO Date: December 8, 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/ Gordon Crawford ---------------------------------- Gordon Crawford, Chairman and PEO Date: December 8, 2003 By: /s/ David A. Pritchett ---------------------------------- David A. Pritchett, Treasurer Date: December 8, 2003