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: 811-7338



                   Capital World Growth and Income 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: November 30, 2005

                     Date of reporting period: May 31, 2005





                                Vincent P. Corti
                    Capital Research and Management Company
                             333 South Hope Street
                         Los Angeles, California 90071
                    (name and address of agent for service)


                                   Copies to:
                            Eric A.S. Richards, 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)

CAPITAL WORLD GROWTH AND INCOME FUND

[photo of small bowls filled with spices]

Semi-annual report for the six months ended May 31, 2005

Capital World Growth and Income  Fund(SM) seeks  long-term  capital growth while
providing  current  income.  It  invests  on a  global  basis  in a  diversified
portfolio consisting primarily of common stocks and other equity securities.

This fund is one of the 29  American  Funds.  The  organization  ranks among the
nation's  three  largest  mutual  fund  families.  For more than seven  decades,
Capital  Research and Management  Company,(SM)  the American Funds adviser,  has
invested  with a long-term  focus based on thorough  research  and  attention to
risk.

FIGURES  SHOWN ARE PAST  RESULTS  FOR CLASS A SHARES AND ARE NOT  PREDICTIVE  OF
RESULTS IN FUTURE  PERIODS.  CURRENT  AND FUTURE  RESULTS MAY BE LOWER OR HIGHER
THAN THOSE  SHOWN.  SHARE PRICES AND RETURNS  WILL VARY,  SO INVESTORS  MAY LOSE
MONEY. INVESTING FOR SHORT PERIODS MAKES LOSSES MORE LIKELY. INVESTMENTS ARE NOT
FDIC-INSURED,  NOR ARE THEY  DEPOSITS  OF OR  GUARANTEED  BY A BANK OR ANY OTHER
ENTITY.  FOR  THE  MOST  CURRENT   INFORMATION  AND  MONTH-END  RESULTS,   VISIT
AMERICANFUNDS.COM.  FUND RESULTS SHOWN, UNLESS OTHERWISE  INDICATED,  ARE AT NET
ASSET VALUE. IF A SALES CHARGE  (MAXIMUM  5.75%) HAD BEEN DEDUCTED,  THE RESULTS
WOULD HAVE BEEN LOWER.

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


                                                                                             
                                                                    1 year           5 years          10 years
Class A shares
Reflecting 5.75% maximum sales charge                               +9.58%           +6.43%            +12.69%


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

The fund's 30-day yield for Class A shares as of June 30, 2005,  reflecting  the
5.75% maximum sales charge and calculated in accordance  with the Securities and
Exchange  Commission  formula,  was 2.18%,  which  reflects a fee waiver  (2.14%
without the fee waiver).

Results for other share  classes can be found on page 28.  Please see the inside
back cover for important information about other share classes.

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



FELLOW SHAREHOLDERS:

[photo of small bowls filled with spices]

For the six months  ended May 31,  2005,  Capital  World  Growth and Income Fund
recorded a total return of 2.5%.  During this time,  many overseas stock markets
produced  better results in local currency terms than did the U.S. stock market.
However,  the fund's  returns from  non-U.S.  markets were broadly  reduced by a
stronger U.S. dollar. Consequently, results for the period were modest overall.

This was evidenced in the return for the fund's  benchmark,  the unmanaged  MSCI
World Index, which also totaled 2.5%. In comparison, the global funds tracked by
Lipper produced an average return of 1.9%. Over longer, more meaningful periods,
the fund has consistently done better than either of these references, as can be
seen in the table below.

[Begin Sidebar]
RESULTS AT A GLANCE
(as of May 31, 2005, with all distributions reinvested)


                                                                                                  
                                                                                     Average annual total returns
                                                                                                                Lifetime
                                                           1 year             5 years        10 years        (since 3/26/93)
Capital World Growth
     and Income Fund                                       +16.1%             +7.9%           +13.2%            +13.5%
MSCI World Index(1)                                        +11.9              -1.2             +7.4              +8.5
Lipper global funds average(2)                             +10.7              -0.6             +7.8              +8.4


(1) The MSCI World Index is unmanaged and does not reflect the effects of sales
    charges, commissions or expenses.
(2) The Lipper global funds average consists of funds that invest at least 25%
    of their portfolios in securities traded outside the United States and that
    may own U.S. securities as well. Lipper averages do not reflect the effects
    of sales charges.
[End Sidebar]

During the recent six-month period,  shareholders received dividends totaling 45
cents a share (including the 20 cents-a-share special dividend paid in December)
and a capital gain distribution of nearly 80 cents a share. The dividends amount
to an income return of 1.35% for those who reinvested them.

A LOOK AT GLOBAL MARKETS

Beginning in 2003,  global stock  markets  rallied in  anticipation  of stronger
economic growth among the world's leading  economies.  But during the first half
of the current fiscal year,  prospects for continued  growth dimmed  somewhat in
several major countries,  and that has had a restraining effect on stock markets
in general.

The foremost  example is the United States,  where stocks returned 2.8%* for the
reporting  period,  the result of three  positive and three  negative  months of
returns.  The sluggish gains are partly a result of expectations  for moderating
economic  growth  and  corporate  profits  over the  year  ahead.  In  addition,
investors  remain  concerned  about higher  interest rates going forward and the
dampening effect of continued high oil and gasoline prices. The United States is
home to 20.8% of the fund's holdings,  the largest country representation in the
portfolio.

*Country returns are based on MSCI indexes for the six months ended May 31,
 2005, assume reinvestment of dividends, and are expressed in U.S. dollar terms,
 except where noted.

To our north,  Canada's economy benefited from sustained  consumer demand in the
United States,  its largest trading partner.  Canadian stocks rose 7.8% in local
currency  terms,  but a stronger U.S.  dollar reduced that gain to 2.2% for U.S.
investors.

In Europe,  the economic  picture varied widely.  Countries as diverse as Spain,
the United Kingdom and Norway have posted solid growth recently,  while Europe's
two largest  economies,  France and  Germany,  appear  mired in sluggish  growth
patterns. At the same time, Italy and the Netherlands are verging on recessions.
Nonetheless,  returns from most European stock markets  bested U.S.  returns for
the period,  many  reaching  double  digits when  measured in local  currencies.
Unfortunately,  those returns were  diminished by a strengthening  U.S.  dollar,
which rose 8% against the euro, 5% against the British pound and 10% against the
Swiss franc. The fund's largest European exposures,  as detailed in the chart at
right,  posted the following  returns in U.S.  dollars:  United  Kingdom,  2.6%;
France,  3.9%;  Germany,  0.7%;  Netherlands,   3.0%;  and  Switzerland,   4.6%.
Altogether, European stocks represent 37.3% of the fund's holdings.

Returns  for  developed  markets  in  the  Asia-Pacific  region  were  similarly
restrained by a rising U.S. dollar and lower expectations for economic activity.
Japanese stocks,  which are the fund's largest exposure in the region,  declined
marginally (0.9%), while Australian stocks rose 4.8%.

[Begin Sidebar]
WHERE THE FUND'S ASSETS WERE INVESTED

Percent of net assets by country as of May 31, 2005

[begin pie chart]
The Americas                27.1%
Asia/Pacific                22.4%
Bonds, cash & equivalents   11.7%
Europe                      37.3%
Other                        1.5%
[end pie chart]


                                                                     
                                           Capital World Growth               MSCI
                                              and Income Fund              World Index

o    THE AMERICAS                                  27.1%                      56.4%
     United States                                 20.8                       53.4
     Brazil                                         2.8                         --
     Canada                                         2.4                        3.0
     Mexico                                         1.1                         --

o    EUROPE                                        37.3%                      30.7%
     United Kingdom                                10.4                       11.0
     France                                         5.5                        4.2
     Germany                                        4.5                        3.0
     Netherlands                                    4.4                        2.1
     Switzerland                                    2.5                        3.0
     Spain                                          1.9                        1.7
     Austria                                        1.4                         .2
     Italy                                          1.4                        1.8
     Sweden                                         1.2                        1.1
     Denmark                                        1.1                         .3
     Norway                                         1.0                         .3
     Belgium                                        1.0                         .6
     Portugal                                        .4                         .1
     Other Europe                                    .6                        1.3

o    ASIA/PACIFIC                                  22.4%                      12.9%
     Japan                                          7.8                        9.4
     Korea                                          3.9                         --
     Australia                                      2.9                        2.3
     Taiwan                                         2.8                         --
     Hong Kong                                      1.6                         .7
     India                                          1.5                         --
     Other Asia/Pacific                             1.9                         .5

o    OTHER                                          1.5%                        --

o    BONDS, CASH & EQUIVALENTS                     11.7%                        --


The MSCI World Index is weighted by market capitalization.
[End Sidebar]

Bucking the trends of major markets, a handful of developing markets represented
in the fund posted  some of the best  returns  for the  period.  These  included
Brazil,  Korea and Taiwan,  which  delivered  dollar-adjusted  returns of 18.8%,
15.0% and 6.0%,  respectively.  In each instance,  local currencies strengthened
against the U.S. dollar, boosting returns for U.S. shareholders.

HOW FUND HOLDINGS FARED

Country returns  represent the range of environments for fund holdings.  But the
stocks that compose the  portfolio  of Capital  World Growth and Income Fund are
not  culled  from the "top  down,"  that is,  allocated  according  to a country
weighting.  Rather,  each  stock  is  selected  from  the  "bottom  up,"  on the
fundamental  merits of the company itself,  regardless of where it is domiciled.
This individual selection is a key component of the fund's long-term success.

During  the recent  period,  nine of the  fund's 10  largest  holdings  recorded
positive  returns.  Three of these  holdings -- Altria Group,  Roche Holding and
Sanofi-Aventis -- posted  double-digit gains that helped bolster returns in this
difficult market  environment.  On the other side of the ledger, only one of the
top holdings  (Vodafone)  registered a negative return.  (A summary portfolio of
the fund's major holdings begins on page 6.) As always, we take a long-term view
on all the fund's  holdings  and  believe  each of our major  positions  has the
potential to deliver  favorable  results for our  shareholders  over longer time
periods.

From a sector  perspective,  key holdings in  utilities,  health care,  consumer
staples and energy helped lift returns during the period.  Conversely,  holdings
in materials,  telecommunication  services and industrials  generally lagged the
market.  Yet within these  sectors,  exceptions  to  prevailing  trends could be
found:  Potash Corp.,  a Canadian  fertilizer  company,  rose more than 18%, for
example,  while the  Spanish  utility,  Gas  Natural,  slipped  nearly 2%.  Such
discrepancies  within  sectors  are common in any stock  market;  this is why we
evaluate each company separately with a view to its long-term prospects.

OPPORTUNITIES FROM CHANGING MARKETS

In a world of  uncertainties,  change is a constant.  Experienced  professionals
recognize  that a change in market  conditions  is not always  negative;  it can
foster  opportunities  for new growth paths and improved  income  possibilities.
Identifying  those  opportunities  is the  chief  priority  of the more than 100
research analysts who serve the fund's adviser,  Capital Research and Management
Company.

Despite recent  sluggishness in major markets,  the investment  professionals of
Capital World Growth and Income Fund remain  optimistic  about the prospects for
global stocks.  Growth in the United States, though down from the high levels of
2004,  remains  healthy.  Weaker economies in Europe and Japan may get a lift in
exports  from  more  favorable  currency  valuations.  On the  corporate  level,
revenues   continue  to  grow  in  many  cases,   and  as  balance  sheets  have
strengthened,  companies have become more  shareholder-friendly  by repurchasing
stock and raising dividends.

In the 12 years since its  inception,  Capital  World Growth and Income Fund has
demonstrated the ability to uncover value on a global basis. In the process,  it
has rewarded its long-term  shareholders with exceptional returns.  With this in
mind, we encourage our  shareholders to look beyond the short-term  gyrations of
markets and not lose sight of their long-term investment plans.

We are pleased that so many have chosen  Capital World Growth and Income Fund to
be a part of their plans.  We welcome those who have  recently  joined the fund,
and we invite  all our  shareholders  to learn more about the fund in our annual
report, due in six months, at the close of the current fiscal year.

Cordially,

/s/ Gina H. Despres

Gina H. Despres
Chairman of the Board

/s/ Stephen E. Bepler

Stephen E. Bepler
President

July 12, 2005

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

<page>

SUMMARY INVESTMENT PORTFOLIO, May 31, 2005
                                                                      unaudited

[begin pie chart]
                                                          Percent
                                                           of net
Industry sector diversification                            assets
Financials                                                  19.38 %
Telecommunication services                                  10.07
Consumer discretionary                                       9.97
Consumer staples                                             8.85
Materials                                                    8.73
Convertible securities                                        .81
Bonds & notes                                                1.22
Other industries                                            30.49
Cash & equivalents                                          10.48
[end pie chart]


                                                                                                         
                                                                                                  Market          Percent
                                                                                                   value           of net
Common stocks  - 87.46%                                                            Shares          (000)           assets

Financials  - 19.38%
Lloyds TSB Group PLC  (1)                                                      49,357,000     $  406,313            1.03%
Societe Generale  (1)                                                           3,509,500        345,020              .88
Fortis  (1)                                                                     9,884,100        268,455              .68
HSBC Holdings PLC (United Kingdom)  (1)                                        16,587,003        261,327              .66
Banco Itau Holding Financeira SA, preferred nominative                          1,455,700        256,532              .65
Banco Santander Central Hispano, SA  (1)                                       22,426,504        255,469              .65
Shinhan Financial Group Co., Ltd.  (1)                                          8,675,100        221,516              .56
J.P. Morgan Chase & Co.                                                         6,150,000        219,862              .56
ABN AMRO Holding NV  (1)                                                        9,325,944        215,716              .55
ING Groep NV  (1)                                                               7,677,261        212,187              .54
Citigroup Inc.                                                                  4,095,000        192,915              .49
Other securities                                                                               4,780,857            12.13
                                                                                               7,636,169            19.38

Telecommunication services  - 10.07%
Vodafone Group PLC  (1)                                                       206,100,000        519,667             1.32
Telekom Austria AG  (1)                                                        18,412,750        343,137              .87
France Telecom, SA  (1)  (2)                                                   10,916,000        312,089              .79
Chunghwa Telecom Co., Ltd.  (1)                                                65,829,000        129,632
Chunghwa Telecom Co., Ltd. (ADR)                                                4,335,000         90,255              .56
Telefonica, SA  (1)                                                            12,733,120        212,918              .54
TDC A/S  (1)                                                                    4,411,165        194,170              .50
Other securities                                                                               2,164,843             5.49
                                                                                               3,966,711            10.07

Consumer discretionary  - 9.97%
Toyota Motor Corp.  (1)                                                         8,270,300        292,687              .74
Hyundai Motor Co.  (1)                                                          4,130,000        231,763              .59
Continental AG  (1)                                                             3,032,050        214,842              .54
Yamada Denki Co., Ltd.  (1)                                                     3,766,000        204,408              .52
Accor SA  (1)                                                                   4,400,000        203,177              .52
Other securities                                                                               2,781,967             7.06
                                                                                               3,928,844             9.97

Consumer staples  - 8.85%
Altria Group, Inc.                                                             10,257,000        688,655             1.75
Diageo PLC  (1)                                                                25,850,000        372,143              .94
Nestle SA  (1)                                                                  1,098,000        289,059              .73
Tesco PLC  (1)                                                                 45,442,500        258,476              .66
Unilever NV  (1)                                                                2,478,000        164,296
Unilever NV (New York registered)                                               1,265,000         84,173              .63
Other securities                                                                               1,629,896             4.14
                                                                                               3,486,698             8.85

Materials  - 8.73%
Dow Chemical Co.                                                                5,664,000        256,522              .65
Barrick Gold Corp.                                                              9,750,000        224,152              .57
Cia. Vale do Rio Doce, preferred nominative, Class A                            9,000,400        222,579              .56
BASF AG  (1)                                                                    3,040,000        201,391              .51
Potash Corp. of Saskatchewan Inc.                                               2,180,000        197,094              .50
AngloGold Ashanti Ltd.  (1)                                                     5,650,000        193,090              .49
Other securities                                                                               2,144,394             5.45
                                                                                               3,439,222             8.73

Energy  - 6.81%
"Shell" Transport and Trading Co., PLC  (1)                                    51,290,000        444,836
"Shell" Transport and Trading Co., PLC (ADR) (New York registered)              1,325,000         69,496
Royal Dutch Petroleum Co. (New York registered)                                 3,435,000        201,222
Royal Dutch Petroleum Co.  (1)                                                  2,527,000        146,880             2.19
ENI SpA  (1)                                                                   16,147,600        413,360             1.05
TOTAL SA  (1)                                                                   1,065,000        234,899
TOTAL SA (ADR)                                                                    250,000         27,798              .67
Other securities                                                                               1,147,195             2.90
                                                                                               2,685,686             6.81

Health care  - 6.46%
Roche Holding AG  (1)                                                           3,039,832        383,445              .97
Sanofi-Aventis  (1)                                                             4,219,900        380,036              .97
AstraZeneca PLC (Sweden)  (1)                                                   6,129,800        260,422              .66
Novo Nordisk A/S, Class B  (1)                                                  4,966,000        254,894              .65
Other securities                                                                               1,265,513             3.21
                                                                                               2,544,310             6.46

Information technology  - 5.37%
Hewlett-Packard Co.                                                            10,500,000        236,355              .60
Taiwan Semiconductor Manufacturing Co. Ltd.  (1)                               95,976,131        173,621
Taiwan Semiconductor Manufacturing Co. Ltd. (ADR)                               5,260,000         48,445              .56
Other securities                                                                               1,656,789             4.21
                                                                                               2,115,210             5.37

Industrials  - 5.20%
United Parcel Service, Inc., Class B                                            2,771,700        204,136              .52
Sandvik AB  (1)                                                                 4,936,000        194,581              .49
Other securities                                                                               1,651,308             4.19
                                                                                               2,050,025             5.20

Utilities  - 4.90%
Veolia Environnement  (1)                                                       8,142,300        307,107              .78
E.ON AG  (1)                                                                    3,179,214        275,308              .70
National Thermal Power Corp. Ltd.  (1)                                        108,865,000        208,559              .53
Scottish Power PLC  (1)                                                        23,590,000        198,697              .50
Other securities                                                                                 940,001             2.39
                                                                                               1,929,672             4.90

Miscellaneous  -  1.72%
Other common stocks in initial period of acquisition                                             677,972             1.72


Total common stocks (cost: $28,714,721,000)                                                   34,460,519            87.46


Preferred stocks  - 0.03%

Total preferred stocks (cost: $13,321,000)                                                        13,355              .03


Rights  - 0.00%

Total rights (cost: $0)                                                                               58              .00


Convertible securities  - 0.81%

Total convertible securities (cost: $355,069,000)                                                320,200              .81


Bonds & notes  - 1.22%

Total bonds & notes (cost: $466,373,000)                                                         481,357             1.22



                                                                         Principal amount
Short-term securities  - 10.05%                                                     (000)

Freddie Mac 2.85%-3.07% due 6/7-8/10/2005                                  $      289,800        289,142              .73
Toyota Motor Credit Corp. 2.97%-3.09% due 6/20-7/21/2005                          147,300        146,880
Toyota Credit Corp. Puerto Rico 3.04% due 7/7/2005                                 17,000         16,949              .42
Barton Capital LLC 3.025% due 6/16/2005 (3)                                        50,000         49,933              .13
Other securities                                                                               3,455,337             8.77

Total short-term securities (cost: $3,958,098,000)                                             3,958,241            10.05

Total investment securities (cost: $33,507,582,000)                                           39,233,730            99.57
Other assets less liabilities                                                                    169,839              .43

Net assets                                                                                   $39,403,569          100.00%


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

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


INVESTMENTS IN AFFILIATES

A company is  considered  to be an  affiliate  of the fund under the  Investment
Company Act of 1940 if the fund's holdings in that company  represent 5% or more
of the outstanding voting shares of that company. The market value of the fund's
holdings in affiliated  companies is included in "Other  securities" under their
respective  industry  sectors in the  preceding  summary  investment  portfolio.
Further details on these holdings and related transactions during the six months
ended May 31, 2005, appear below.


                                                                                                       
                                                                                                        Dividend           Market
Company                               Beginning       Purchases        Sales            Ending            income            value
                                         shares                                         shares             (000)            (000)
Mediceo Holdings Co. Ltd.             8,397,600       2,723,400            -        11,121,000              $584         $148,795
Asahi Diamond Industrial Co., Ltd.    3,950,000               -            -         3,950,000               216           24,740
                                                                                                            $800         $173,535



(1) Valued under fair value procedures adopted by authority of the Board of
    Directors. At May 31, 2005, 224 securities, including those in "Other
    securities" and "Miscellaneous" securities in the summary investment
    portfolio (with aggregate value of $22,974,495,000), were fair valued under
    procedures that took into account significant price changes that occurred
    between the close of trading in those securities and the close of regular
    trading on the New York Stock Exchange.
(2) Security did not produce income during the last 12 months.
(3) Purchased in a private placement transaction; resale may be limited to
    qualified institutional buyers; resale to the public may require
    registration.  The total value of all such restricted securities, including
    those included in "Other securities" in the summary investment portfolio,
    was $1,358,915,000, which represented 3.45% of the net assets of the fund.

ADR = American Depositary Receipts

See Notes to Financial Statements


FINANCIAL STATEMENTS

Statement of assets and liabilities                                   unaudited
at May 31, 2005                               (dollars and shares in thousands,
                                                      except per-share amounts)


                                                                                                  
Assets:
 Investment securities at market:
  Unaffiliated issuers (cost: $33,348,703)                                             $39,060,195
  Affiliated issuers (cost: $158,879)                                                      173,535      $39,233,730
 Cash denominated in non-U.S. currencies
  (cost: $5,273)                                                                                              5,713
 Cash                                                                                                        30,155
 Receivables for:
  Sales of investments                                                                     $46,704
  Sales of fund's shares                                                                   160,318
  Dividends and interest                                                                   120,567
  Other                                                                                      1,803          329,392
                                                                                                         39,598,990
Liabilities:
 Payables for:
  Purchases of investments                                                                 131,197
  Repurchases of fund's shares                                                              25,706
  Investment advisory services                                                              11,601
  Services provided by affiliates                                                           22,508
  Deferred Directors' compensation                                                             799
  Other fees and expenses                                                                    3,610          195,421
Net assets at May 31, 2005                                                                              $39,403,569

Net assets consist of:
 Capital paid in on shares of capital stock                                                             $32,565,082
 Undistributed net investment income                                                                        383,081
 Undistributed net realized gain                                                                            733,358
 Net unrealized appreciation                                                                              5,722,048
Net assets at May 31, 2005                                                                              $39,403,569


Total  authorized  capital stock - 2,000,000  shares,  $.01 par value (1,181,794
total shares outstanding)


                                                                                             
                                                                  Net assets    Shares outstanding    Net asset value per share
                                                                                                                            (1)
Class A                                                          $31,185,769               934,412                       $33.37
Class B                                                            1,667,096                50,209                        33.20
Class C                                                            2,731,668                82,498                        33.11
Class F                                                            1,770,894                53,131                        33.33
Class 529-A                                                          409,687                12,295                        33.32
Class 529-B                                                           60,318                 1,816                        33.21
Class 529-C                                                          115,712                 3,485                        33.20
Class 529-E                                                           21,495                   646                        33.28
Class 529-F                                                            8,250                   248                        33.33
Class R-1                                                             30,377                   915                        33.20
Class R-2                                                            305,370                 9,220                        33.12
Class R-3                                                            429,881                12,930                        33.25
Class R-4                                                            267,553                 8,026                        33.33
Class R-5                                                            399,499                11,963                        33.39


(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 $35.41 and $35.35,
    respectively.

See Notes to Financial Statements


STATEMENT OF OPERATIONS                                               unaudited
for the six months ended May 31, 2005                    (dollars in thousands)


                                                                                                     
Investment income:
 Income:
  Dividends (net of non-U.S. withholding
            tax of $49,657; also includes
            $800 from affiliates)                                                         $581,853
  Interest (net of non-U.S. withholding
            tax of $1)                                                                      74,492         $656,345

 Fees and expenses:
  Investment advisory services                                                              69,919
  Distribution services                                                                     58,610
  Transfer agent services                                                                   14,051
  Administrative services                                                                    5,561
  Reports to shareholders                                                                      795
  Registration statement and prospectus                                                      2,575
  Postage, stationery and supplies                                                           1,784
  Directors' compensation                                                                      223
  Auditing and legal                                                                            64
  Custodian                                                                                  4,823
  State and local taxes                                                                        354
  Other                                                                                        141
  Total expenses before reimbursements/waivers                                             158,900
   Reimbursement/waiver of expenses                                                          5,022          153,878
 Net investment income                                                                                      502,467

Net realized gain and unrealized
 depreciation on investments
 and non-U.S. currency:
 Net realized gain (loss) on:
  Investments                                                                              746,373
  Non-U.S. currency transactions                                                            (9,418)         736,955
 Net unrealized depreciation on:
  Investments                                                                             (522,764)
  Non-U.S. currency translations                                                            (2,869)        (525,633)
   Net realized gain and
    unrealized depreciation
    on investments and non-U.S. currency                                                                    211,322
Net increase in net assets resulting
 from operations                                                                                           $713,789

See Notes to Financial Statements


Statement of changes in net assets                       (dollars in thousands)

                                                                                        Six months       Year ended
                                                                                     ended May 31,     November 30,
                                                                                             2005*             2004
Operations:
 Net investment income                                                                    $502,467         $513,553
 Net realized gain on investments and
  non-U.S. currency transactions                                                           736,955        1,004,997
 Net unrealized (depreciation) appreciation
  on investments and non-U.S. currency translations                                       (525,633)       3,218,990
  Net increase in net assets
   resulting from operations                                                               713,789        4,737,540

Dividends and distributions paid to
 shareholders:
 Dividends from net investment income and currency gains                                  (423,562)        (525,779)
 Distributions from net realized gain
  on investments                                                                          (736,060)        (174,979)
   Total dividends and distributions paid
    to shareholders                                                                     (1,159,622)        (700,758)

Capital share transactions                                                               8,980,454       10,088,401

Total increase in net assets                                                             8,534,621       14,125,183

Net assets:
 Beginning of period                                                                    30,868,948       16,743,765
 End of period (including
  undistributed
  net investment income: $383,081 and $304,176, respectively)                          $39,403,569      $30,868,948


*Unaudited

See Notes to Financial Statements


NOTES TO FINANCIAL STATEMENTS                                        unaudited


1.       ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION  - Capital  World  Growth and Income  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  capital growth while
providing current income.

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


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



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

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

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

          SECURITY  VALUATION  - Equity  securities  are valued at the  official
          closing  price of, or the last reported sale price on, the exchange or
          market  on  which  such  securities  are  traded,  as of the  close of
          business on the day the  securities  are being valued or,  lacking any
          sales,  at the last available bid price.  Prices for each security are
          taken  from the  principal  exchange  or market in which the  security
          trades.  Fixed-income  securities,   including  short-term  securities
          purchased with more than 60 days left to maturity are valued at prices
          obtained from an  independent  pricing  service,  when such prices are
          available. However, where the investment adviser deems it appropriate,
          such securities will be valued at the mean quoted bid and asked prices
          (or bid prices,  if asked prices are not  available)  or at prices for
          securities of comparable maturity,  quality and type.  Securities with
          both  fixed-income and equity  characteristics,  or equity  securities
          traded  principally  among  fixed-income  dealers,  are  valued in the
          manner  described above for either equity or fixed-income  securities,
          depending on which method is deemed most appropriate by the investment
          adviser.  Short-term  securities  purchased within 60 days to maturity
          are  valued  at  amortized  cost,  which  approximates  market  value.
          Short-term  securities  originally  purchased with maturities  greater
          than 60 days but that now have 60 days or less  remaining to maturity,
          are valued based on the amortized difference between the par value and
          the market  value on the 61st day.  The  ability of the issuers of the
          debt  securities  held by the fund to meet  their  obligations  may be
          affected by economic  developments  in a specific  industry,  state or
          region.   Forward  currency  contracts  are  valued  at  the  mean  of
          representative  quoted  bid and  asked  prices.  Securities  and other
          assets for which  representative  market  quotations  are not  readily
          available are fair valued as determined in good faith under procedures
          adopted by authority of the fund's Board of Directors. Various factors
          may be  reviewed  in order  to make a good  faith  determination  of a
          security's fair value. These factors include,  but are not limited to,
          the type and cost of the security;  contractual or legal  restrictions
          on resale of the security; relevant financial or business developments
          of  the  issuer;   actively  traded  similar  or  related  securities;
          conversion  or  exchange  rights on the  security;  related  corporate
          actions;  and changes in overall  market  conditions.  If events occur
          that materially affect the value of securities  (particularly non-U.S.
          securities)  between the close of trading in those  securities and the
          close  of  regular  trading  on  the  New  York  Stock  Exchange,  the
          securities are fair valued.

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

          CLASS   ALLOCATIONS   -  Income,   fees  and   expenses   (other  than
          class-specific  fees and expenses) and realized and  unrealized  gains
          and losses are  allocated  daily among the various share classes based
          on their relative net assets.  Class-specific fees and expenses,  such
          as distribution,  administrative and shareholder services, are charged
          directly to the respective share class.

          DIVIDENDS  AND   DISTRIBUTIONS   TO   SHAREHOLDERS   -  Dividends  and
          distributions  paid to  shareholders  are recorded on the  ex-dividend
          date.

          NON-U.S.  CURRENCY  TRANSLATION  - Assets and  liabilities,  including
          investment   securities,   denominated  in  non-U.S.   currencies  are
          translated  into U.S.  dollars at the exchange  rates in effect at the
          end of  the  reporting  period.  Purchases  and  sales  of  investment
          securities and income and expenses are translated into U.S. dollars at
          the  exchange  rates  on  the  dates  of  such  transactions.  In  the
          accompanying financial statements,  the effects of changes in non-U.S.
          exchange  rates on  investment  securities  are included  with the net
          realized gain or loss and net unrealized  appreciation or depreciation
          on investments.  The realized gain or loss and unrealized appreciation
          or depreciation  resulting from all other transactions  denominated in
          non-U.S. currencies are disclosed separately.

          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 six months ended May 31, 2005, there were no non-U.S. taxes
paid  on  realized  gains.  As of May  31,  2005,  non-U.S.  taxes  accrued  for
unrealized gains were $2,693,000.

3.       FEDERAL INCOME TAXATION AND DISTRIBUTIONS

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

DISTRIBUTIONS - Distributions  paid to shareholders  are based on net investment
income and net realized gains  determined on a tax basis,  which may differ from
net investment income and net realized gains for financial  reporting  purposes.
These  differences  are due  primarily to differing  treatment for items such as
non-U.S. currency gains and losses; short-term capital gains and losses; capital
losses  related  to sales of  certain  securities  within  30 days of  purchase;
unrealized  appreciation  of certain  investments  in non-U.S.  securities;  and
deferred  expenses.  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 May 31, 2005, the cost of investment  securities for
federal income tax purposes was $33,558,057,000.

As of May 31, 2005, the components of distributable earnings on a tax basis were
as follows (dollars in thousands):


                                                                                                         
Undistributed net investment income and currency gains                                                       $434,144
Undistributed short-term capital gains                                                                          7,166
Undistributed long-term capital gains                                                                         726,424
Gross unrealized appreciation on investment securities                                                      6,271,882
Gross unrealized depreciation on investment securities                                                       (596,209)
Net unrealized appreciation on investment securities                                                        5,675,673


During the six months ended May 31, 2005, the fund  realized,  on a tax basis, a
net capital gain of $734,360,000.

The tax character of distributions  paid to shareholders was as follows (dollars
in thousands):



                                                                                                     
                       Six months ended May 31, 2005
                  Distributions from ordinary income
                               Net investment income                                       Distributions from   Total distributions
Share class                       and currency gains   Short-term capital gains       long-term capital gains                  paid
Class A                                    $ 355,479                          -                     $ 597,793            $ 953,272
Class B                                       12,934                          -                        30,412               43,346
Class C                                       18,874                          -                        44,526               63,400
Class F                                       17,739                          -                        29,844               47,583
Class 529-A                                    3,935                          -                         6,540               10,475
Class 529-B                                      411                          -                         1,066                1,477
Class 529-C                                      757                          -                         1,924                2,681
Class 529-E                                      180                          -                           348                  528
Class 529-F                                       79                          -                           137                  216
Class R-1                                        180                          -                           417                  597
Class R-2                                      2,084                          -                         4,875                6,959
Class R-3                                      3,654                          -                         6,848               10,502
Class R-4                                      2,707                          -                         4,494                7,201
Class R-5                                      4,549                          -                         6,836               11,385
Total                                      $ 423,562                          -                     $ 736,060          $ 1,159,622




                        Year ended November 30, 2004
                  Distributions from ordinary income
                                Net ivestment income                                       Distributions from  Total distributions
Share class                       and currency gains    Short-term capital gains      long-term capital gains                 paid
Class A                                    $ 456,755                    $ 39,669                    $ 113,264            $ 609,688
Class B                                       14,515                       1,491                        4,257               20,263
Class C                                       19,082                       1,751                        4,999               25,832
Class F                                       18,277                       1,305                        3,727               23,309
Class 529-A                                    3,920                         256                          731                4,907
Class 529-B                                      443                          48                          139                  630
Class 529-C                                      797                          82                          236                1,115
Class 529-E                                      183                          14                           40                  237
Class 529-F                                       73                           4                           11                   88
Class R-1                                        164                          14                           39                  217
Class R-2                                      1,979                         160                          456                2,595
Class R-3                                      3,248                         220                          627                4,095
Class R-4                                      1,911                          72                          204                2,187
Class R-5                                      4,432                         302                          861                5,595
Total                                      $ 525,779                    $ 45,388                    $ 129,591            $ 700,758



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 0.600% on the first $500 million
of daily net assets  and  decreasing  to 0.365% on such  assets in excess of $44
billion.  CRMC is currently waiving a portion of these fees. At the beginning of
the period CRMC was waiving 5% of these fees and  increased the waiver to 10% on
April  1,  2005.  As a  result,  the fee  shown  on the  accompanying  financial
statements of $69,919,000, which was equivalent to an annualized rate of 0.392%,
was reduced to $65,172,000, or 0.366% 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 on the  following
          page.  In some cases,  the Board of  Directors  has  approved  expense
          amounts lower than plan limits.  All share classes may use up to 0.25%
          of average daily net assets to pay service fees, or to compensate  AFD
          for paying  service fees,  to firms that have entered into  agreements
          with AFD for  providing  certain  shareholder  services.  Expenses  in
          excess  of  these  amounts,  up to  approved  limits,  may be  used to
          compensate  dealers and  wholesalers for shares sold. AFD is currently
          waiving a portion  of these fees to the  extent  the  amounts  paid to
          qualified  dealers  or  advisers  were less than the  approved  limit.
          During the six months ended May 31, 2005, the total fees waived by AFD
          were $1,000, which related to Class 529-F.

          For classes A and 529-A,  the Board of Directors has also approved the
          reimbursement  of dealer and  wholesaler  commissions  paid by AFD for
          certain shares sold without a sales charge.  Each class reimburses AFD
          for amounts  billed  within the prior 15 months but only to the extent
          that the overall annual expense limit of 0.30% is not exceeded.  As of
          May  31,  2005,  there  were  no  unreimbursed   expenses  subject  to
          reimbursement for classes A or 529-A.


         
                                                                                  
         ------------------------------------------------ ----------------------------- -----------------------------
         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
         ------------------------------------------------ ----------------------------- -----------------------------
         

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

          ADMINISTRATIVE  SERVICES  - The  fund has an  administrative  services
          agreement  with CRMC to  provide  transfer  agent  and  other  related
          shareholder  services  for all classes of shares  other than classes A
          and B. Each  relevant  class pays CRMC annual fees of 0.15% (0.10% for
          Class R-5) based on its  respective  average  daily net  assets.  Each
          relevant class also pays AFS additional  amounts for certain  transfer
          agent  services.  CRMC and AFS may use these fees to compensate  third
          parties for performing these services. During the six months ended May
          31,  2005,  CRMC agreed to pay a portion of these fees for classes R-1
          and R-2. For the six months ended May 31, 2005, the total fees paid by
          CRMC were $2,000 and $272,000  for classes R-1 and R-2,  respectively.
          Administrative  services fees are presented gross of any payments made
          by CRMC.  Each 529 share  class is  subject  to an  additional  annual
          administrative  services fee of 0.10% of its respective  average daily
          net assets;  this fee is payable to the  Commonwealth  of Virginia for
          the maintenance of the CollegeAmerica plan. Although these amounts are
          included  with  administrative   services  fees  in  the  accompanying
          financial statements, the Commonwealth of Virginia is not considered a
          related party.

          Expenses under the  agreements  described on the previous page for the
          six months ended May 31, 2005, were as follows (dollars in thousands):

         
                                                                                     
         --------------------------------------------------------------------------------------------------------------
           Share class    Distribution    Transfer agent                     Administrative services
                            services         services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
                                                                  CRMC          Transfer agent      Commonwealth of
                                                             administrative        services             Virginia
                                                                services                             administrative
                                                                                                        services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class A         $34,302          $13,232        Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class B          7,421             819          Not applicable     Not applicable       Not applicable
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class C         11,572          Included            $1,736              $255            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
             Class F          1,908          Included            1,145                126            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-A         303           Included             261                 24                  $174
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-B         266           Included              40                 13                   27
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-C         498           Included              75                 18                   50
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-E         46            Included              14                  1                   9
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
           Class 529-F          9            Included              5                   1                   3
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-1          117           Included              18                  8             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-2          962           Included             192                 614            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-3          914           Included             274                 113            Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-4          292           Included             175                  9             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
            Class R-5    Not applicable      Included             175                  6             Not applicable
                                                in
                                          administrative
                                             services
         --------------------------------------------------------------------------------------------------------------
         --------------------------------------------------------------------------------------------------------------
              Total          $58,610          $14,051            $4,110             $1,188                $263
         --------------------------------------------------------------------------------------------------------------
         

DEFERRED   DIRECTORS'   COMPENSATION  -  Since  the  adoption  of  the  deferred
compensation plan in 1993, Directors who are unaffiliated with CRMC may elect to
defer the cash  payment  of part or all of their  compensation.  These  deferred
amounts,  which remain as liabilities of the fund, are treated as if invested in
shares of the fund or other American  Funds.  These amounts  represent  general,
unsecured liabilities of the fund and vary according to the total returns of the
selected funds. Directors'  compensation of $223,000,  shown on the accompanying
financial statements,  includes $175,000 in current fees (either paid in cash or
deferred) and a net increase of $48,000 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):


                                                                                              
                                                                                        Reinvestments of dividends
Share class                                                      Sales(1)                   and distributions
                                                         Amount         Shares            Amount          Shares
Six months ended May 31, 2005
Class A                                             $ 6,566,472        194,874         $ 912,183          27,853
Class B                                                 426,869         12,722            41,926           1,288
Class C                                                 981,081         29,315            60,784           1,872
Class F                                                 616,982         18,322            43,424           1,327
Class 529-A                                             139,110          4,136            10,474             320
Class 529-B                                              15,942            475             1,477              45
Class 529-C                                              36,769          1,097             2,681              83
Class 529-E                                               7,051            210               528              16
Class 529-F                                               2,826             84               215               7
Class R-1                                                14,790            441               593              18
Class R-2                                               123,035          3,676             6,954             214
Class R-3                                               178,553          5,319            10,497             322
Class R-4                                               109,506          3,248             7,201             220
Class R-5                                               124,694          3,695            10,470             319
Total net increase
   (decrease)                                       $ 9,343,680        277,614       $ 1,109,407          33,904

Year ended November 30, 2004
Class A                                             $ 8,021,373        260,909         $ 577,069          19,368
Class B                                                 610,421         19,944            19,572             659
Class C                                               1,089,541         35,628            24,563             827
Class F                                                 726,908         23,572            20,887             700
Class 529-A                                             148,325          4,838             4,906             164
Class 529-B                                              21,250            696               630              21
Class 529-C                                              42,859          1,403             1,115              38
Class 529-E                                               7,786            253               236               8
Class 529-F                                               3,713            121                88               3
Class R-1                                                11,722            381               217               8
Class R-2                                               139,249          4,560             2,593              87
Class R-3                                               208,769          6,826             4,023             135
Class R-4                                               157,343          5,119             2,187              72
Class R-5                                               163,934          5,299             4,798             161
Total net increase
   (decrease)                                      $ 11,353,193        369,549         $ 662,884          22,251



Share class                                                    Repurchases(1)                   Net increase
                                                            Amount         Shares           Amount         Shares
Six months ended May 31, 2005
Class A                                               $ (1,078,831)       (32,077)     $ 6,399,824        190,650
Class B                                                    (47,210)        (1,410)         421,585         12,600
Class C                                                   (114,238)        (3,419)         927,627         27,768
Class F                                                   (112,088)        (3,343)         548,318         16,306
Class 529-A                                                 (7,194)          (214)         142,390          4,242
Class 529-B                                                   (679)           (20)          16,740            500
Class 529-C                                                 (2,437)           (73)          37,013          1,107
Class 529-E                                                   (310)            (9)           7,269            217
Class 529-F                                                   (336)           (10)           2,705             81
Class R-1                                                   (1,679)           (50)          13,704            409
Class R-2                                                  (21,993)          (658)         107,996          3,232
Class R-3                                                  (39,405)        (1,173)         149,645          4,468
Class R-4                                                  (28,203)          (839)          88,504          2,629
Class R-5                                                  (18,030)          (536)         117,134          3,478
Total net increase
   (decrease)                                         $ (1,472,633)       (43,831)     $ 8,980,454        267,687

Year ended November 30, 2004
Class A                                               $ (1,538,478)       (50,257)     $ 7,059,964        230,020
Class B                                                    (55,630)        (1,824)         574,363         18,779
Class C                                                   (101,576)        (3,337)       1,012,528         33,118
Class F                                                   (118,713)        (3,881)         629,082         20,391
Class 529-A                                                 (5,639)          (183)         147,592          4,819
Class 529-B                                                   (601)           (20)          21,279            697
Class 529-C                                                 (2,680)           (88)          41,294          1,353
Class 529-E                                                   (308)           (10)           7,714            251
Class 529-F                                                   (270)            (9)           3,531            115
Class R-1                                                   (1,721)           (57)          10,218            332
Class R-2                                                  (20,563)          (674)         121,279          3,973
Class R-3                                                  (35,973)        (1,178)         176,819          5,783
Class R-4                                                  (20,264)          (657)         139,266          4,534
Class R-5                                                  (25,260)          (828)         143,472          4,632
Total net increase
   (decrease)                                         $ (1,927,676)       (63,003)    $ 10,088,401        328,797


(1) Includes exchanges between share classes of the fund.

6.       INVESTMENT TRANSACTIONS AND OTHER DISCLOSURES

The fund made purchases and sales of investment securities, excluding short-term
securities, of $10,555,370,000 and $3,133,536,000,  respectively, during the six
months ended May 31, 2005.

The fund  receives  a  reduction  in its  custodian  fee equal to the  amount of
interest calculated on certain cash balances held at the custodian bank. For the
six months ended May 31, 2005,  the  custodian fee of  $4,823,000,  shown on the
accompanying  financial  statements,  includes  $43,000  that was offset by this
reduction, rather than paid in cash.


Financial highlights (1)

                                                                                                           
                                                                                   Income (loss) from investment operations(2)
                                                                                                           Net
                                                               Net asset                         gains (losses)
                                                                  value,              Net        on securities         Total from
                                                               beginning       investment       (both realized         investment
                                                               of period           income       and unrealized)        operations
Class A:
 Six months ended 5/31/2005 (5)                                   $33.80             $.49                 $.33               $.82
 Year ended 11/30/2004                                             28.62              .70                 5.50               6.20
 Year ended 11/30/2003                                             22.80              .65                 5.73               6.38
 Year ended 11/30/2002                                             24.29              .52                (1.53)             (1.01)
 Year ended 11/30/2001                                             28.29              .53                 (.90)              (.37)
 Year ended 11/30/2000                                             29.03              .62                 1.20               1.82
Class B:
 Six months ended 5/31/2005 (5)                                    33.63              .36                  .33                .69
 Year ended 11/30/2004                                             28.50              .46                 5.47               5.93
 Year ended 11/30/2003                                             22.72              .45                 5.72               6.17
 Year ended 11/30/2002                                             24.21              .27                (1.45)             (1.18)
 Year ended 11/30/2001                                             28.21              .31                 (.87)              (.56)
 Period from 3/15/2000 to 11/30/2000                               29.57              .32                (1.41)             (1.09)
Class C:
 Six months ended 5/31/2005 (5)                                    33.54              .35                  .33                .68
 Year ended 11/30/2004                                             28.43              .45                 5.45               5.90
 Year ended 11/30/2003                                             22.68              .42                 5.71               6.13
 Year ended 11/30/2002                                             24.18              .20                (1.40)             (1.20)
 Period from 3/15/2001 to 11/30/2001                               25.35              .12                (1.15)             (1.03)
Class F:
 Six months ended 5/31/2005 (5)                                    33.75              .49                  .33                .82
 Year ended 11/30/2004                                             28.59              .68                 5.48               6.16
 Year ended 11/30/2003                                             22.78              .61                 5.75               6.36
 Year ended 11/30/2002                                             24.27              .31                (1.34)             (1.03)
 Period from 3/15/2001 to 11/30/2001                               25.40              .27                (1.15)              (.88)
Class 529-A:
 Six months ended 5/31/2005 (5)                                    33.75              .48                  .32                .80
 Year ended 11/30/2004                                             28.59              .68                 5.48               6.16
 Year ended 11/30/2003                                             22.78              .63                 5.73               6.36
 Period from 2/15/2002 to 11/30/2002                               24.29              .36                (1.47)             (1.11)
Class 529-B:
 Six months ended 5/31/2005 (5)                                    33.64              .33                  .33                .66
 Year ended 11/30/2004                                             28.51              .40                 5.48               5.88
 Year ended 11/30/2003                                             22.74              .40                 5.73               6.13
 Period from 2/21/2002 to 11/30/2002                               23.96              .23                (1.13)              (.90)
Class 529-C:
 Six months ended 5/31/2005 (5)                                    33.63              .33                  .33                .66
 Year ended 11/30/2004                                             28.50              .41                 5.47               5.88
 Year ended 11/30/2003                                             22.74              .41                 5.71               6.12
 Period from 2/22/2002 to 11/30/2002                               23.98              .23                (1.15)              (.92)
Class 529-E:
 Six months ended 5/31/2005 (5)                                    33.71              .43                  .32                .75
 Year ended 11/30/2004                                             28.56              .57                 5.48               6.05
 Year ended 11/30/2003                                             22.77              .54                 5.73               6.27
 Period from 3/4/2002 to 11/30/2002                                25.12              .31                (2.28)             (1.97)
Class 529-F:
 Six months ended 5/31/2005 (5)                                    33.75              .48                  .32                .80
 Year ended 11/30/2004                                             28.59              .65                 5.49               6.14
 Year ended 11/30/2003                                             22.80              .61                 5.72               6.33
 Period from 9/17/2002 to 11/30/2002                               21.79              .08                 1.07               1.15




Financial highlights (1)                                           (continued)

                                                                                  Income (loss) from investment operations(2)
                                                                                                            Net
                                                               Net asset                           gains(losses)
                                                                  value,              Net         on securities        Total from
                                                               beginning       investment        (both realized        investment
                                                               of period           income        and unrealized)       operations
Class R-1:
 Six months ended 5/31/2005 (5)                                   $33.63             $.36                  $.32              $.68
 Year ended 11/30/2004                                             28.50              .44                  5.48              5.92
 Year ended 11/30/2003                                             22.75              .38                  5.77              6.15
 Period from 6/7/2002 to 11/30/2002                                25.08              .14                 (2.37)            (2.23)
Class R-2:
 Six months ended 5/31/2005 (5)                                    33.55              .36                   .32               .68
 Year ended 11/30/2004                                             28.45              .45                  5.45              5.90
 Year ended 11/30/2003                                             22.73              .43                  5.71              6.14
 Period from 6/7/2002 to 11/30/2002                                25.08              .13                 (2.35)            (2.22)
Class R-3:
 Six months ended 5/31/2005 (5)                                    33.67              .43                   .33               .76
 Year ended 11/30/2004                                             28.53              .57                  5.47              6.04
 Year ended 11/30/2003                                             22.77              .50                  5.75              6.25
 Period from 6/6/2002 to 11/30/2002                                25.42              .17                 (2.52)            (2.35)
Class R-4:
 Six months ended 5/31/2005 (5)                                    33.76              .49                   .32               .81
 Year ended 11/30/2004                                             28.60              .68                  5.49              6.17
 Year ended 11/30/2003                                             22.81              .55                  5.80              6.35
 Period from 6/27/2002 to 11/30/2002                               23.78              .20                 (1.02)             (.82)
Class R-5:
 Six months ended 5/31/2005 (5)                                    33.81              .54                   .33               .87
 Year ended 11/30/2004                                             28.63              .76                  5.51              6.27
 Year ended 11/30/2003                                             22.81              .70                  5.74              6.44
 Period from 5/15/2002 to 11/30/2002                               26.11              .30                 (3.27)            (2.97)




Financial highlights (1)

                                                                           Dividends and distributions

                                                                Dividends
                                                                (from net    Distributions                 Total        Net asset
                                                               investment    (from capital         dividends and       value, end
                                                                  income)           gains)         distributions        of period
Class A:
 Six months ended 5/31/2005 (5)                                    $(.45)           $(.80)               $(1.25)           $33.37
 Year ended 11/30/2004                                              (.73)            (.29)                (1.02)            33.80
 Year ended 11/30/2003                                              (.56)               -                  (.56)            28.62
 Year ended 11/30/2002                                              (.48)               -                  (.48)            22.80
 Year ended 11/30/2001                                              (.50)           (3.13)                (3.63)            24.29
 Year ended 11/30/2000                                              (.58)           (1.98)                (2.56)            28.29
Class B:
 Six months ended 5/31/2005 (5)                                     (.32)            (.80)                (1.12)            33.20
 Year ended 11/30/2004                                              (.51)            (.29)                 (.80)            33.63
 Year ended 11/30/2003                                              (.39)               -                  (.39)            28.50
 Year ended 11/30/2002                                              (.31)               -                  (.31)            22.72
 Year ended 11/30/2001                                              (.31)           (3.13)                (3.44)            24.21
 Period from 3/15/2000 to 11/30/2000                                (.27)               -                  (.27)            28.21
Class C:
 Six months ended 5/31/2005 (5)                                     (.31)            (.80)                (1.11)            33.11
 Year ended 11/30/2004                                              (.50)            (.29)                 (.79)            33.54
 Year ended 11/30/2003                                              (.38)               -                  (.38)            28.43
 Year ended 11/30/2002                                              (.30)               -                  (.30)            22.68
 Period from 3/15/2001 to 11/30/2001                                (.14)               -                  (.14)            24.18
Class F:
 Six months ended 5/31/2005 (5)                                     (.44)            (.80)                (1.24)            33.33
 Year ended 11/30/2004                                              (.71)            (.29)                (1.00)            33.75
 Year ended 11/30/2003                                              (.55)               -                  (.55)            28.59
 Year ended 11/30/2002                                              (.46)               -                  (.46)            22.78
 Period from 3/15/2001 to 11/30/2001                                (.25)               -                  (.25)            24.27
Class 529-A:
 Six months ended 5/31/2005 (5)                                     (.43)            (.80)                (1.23)            33.32
 Year ended 11/30/2004                                              (.71)            (.29)                (1.00)            33.75
 Year ended 11/30/2003                                              (.55)               -                  (.55)            28.59
 Period from 2/15/2002 to 11/30/2002                                (.40)               -                  (.40)            22.78
Class 529-B:
 Six months ended 5/31/2005 (5)                                     (.29)            (.80)                (1.09)            33.21
 Year ended 11/30/2004                                              (.46)            (.29)                 (.75)            33.64
 Year ended 11/30/2003                                              (.36)               -                  (.36)            28.51
 Period from 2/21/2002 to 11/30/2002                                (.32)               -                  (.32)            22.74
Class 529-C:
 Six months ended 5/31/2005 (5)                                     (.29)            (.80)                (1.09)            33.20
 Year ended 11/30/2004                                              (.46)            (.29)                 (.75)            33.63
 Year ended 11/30/2003                                              (.36)               -                  (.36)            28.50
 Period from 2/22/2002 to 11/30/2002                                (.32)               -                  (.32)            22.74
Class 529-E:
 Six months ended 5/31/2005 (5)                                     (.38)            (.80)                (1.18)            33.28
 Year ended 11/30/2004                                              (.61)            (.29)                 (.90)            33.71
 Year ended 11/30/2003                                              (.48)               -                  (.48)            28.56
 Period from 3/4/2002 to 11/30/2002                                 (.38)               -                  (.38)            22.77
Class 529-F:
 Six months ended 5/31/2005 (5)                                     (.42)            (.80)                (1.22)            33.33
 Year ended 11/30/2004                                              (.69)            (.29)                 (.98)            33.75
 Year ended 11/30/2003                                              (.54)               -                  (.54)            28.59
 Period from 9/17/2002 to 11/30/2002                                (.14)               -                  (.14)            22.80




Financial highlights (1)                                            (continued)

                                                                         Dividends and distributions

                                                                Dividends
                                                                (from net    Distributions                 Total        Net asset
                                                               investment    (from capital         dividends and       value, end
                                                                  income)           gains)         distributions        of period
Class R-1:
 Six months ended 5/31/2005 (5)                                    $(.31)           $(.80)               $(1.11)           $33.20
 Year ended 11/30/2004                                              (.50)            (.29)                 (.79)            33.63
 Year ended 11/30/2003                                              (.40)               -                  (.40)            28.50
 Period from 6/7/2002 to 11/30/2002                                 (.10)               -                  (.10)            22.75
Class R-2:
 Six months ended 5/31/2005 (5)                                     (.31)            (.80)                (1.11)            33.12
 Year ended 11/30/2004                                              (.51)            (.29)                 (.80)            33.55
 Year ended 11/30/2003                                              (.42)               -                  (.42)            28.45
 Period from 6/7/2002 to 11/30/2002                                 (.13)               -                  (.13)            22.73
Class R-3:
 Six months ended 5/31/2005 (5)                                     (.38)            (.80)                (1.18)            33.25
 Year ended 11/30/2004                                              (.61)            (.29)                 (.90)            33.67
 Year ended 11/30/2003                                              (.49)               -                  (.49)            28.53
 Period from 6/6/2002 to 11/30/2002                                 (.30)               -                  (.30)            22.77
Class R-4:
 Six months ended 5/31/2005 (5)                                     (.44)            (.80)                (1.24)            33.33
 Year ended 11/30/2004                                              (.72)            (.29)                (1.01)            33.76
 Year ended 11/30/2003                                              (.56)               -                  (.56)            28.60
 Period from 6/27/2002 to 11/30/2002                                (.15)               -                  (.15)            22.81
Class R-5:
 Six months ended 5/31/2005 (5)                                     (.49)            (.80)                (1.29)            33.39
 Year ended 11/30/2004                                              (.80)            (.29)                (1.09)            33.81
 Year ended 11/30/2003                                              (.62)               -                  (.62)            28.63
 Period from 5/15/2002 to 11/30/2002                                (.33)               -                  (.33)            22.81




Financial highlights (1)


                                                                                                         
                                                                          Ratio of expenses      Ratio of expenses
                                                                             to average net         to average net        Ratio of
                                                             Net assets,      assets before           assets after      net income
                                                   Total  end of period     reimbursements/        reimbursements/      to average
                                              return (3)   (in millions)            waivers            waivers (4)      net assets
Class A:
 Six months ended 5/31/2005 (5)                    2.50%        $31,186              .79% (6)             .76% (6)       2.92% (6)
 Year ended 11/30/2004                            22.21          25,137              .77                  .77            2.28
 Year ended 11/30/2003                            28.52          14,703              .81                  .81            2.70
 Year ended 11/30/2002                            (4.22)         10,016              .82                  .82            2.22
 Year ended 11/30/2001                            (1.81)         10,346              .78                  .78            2.05
 Year ended 11/30/2000                             6.37          10,716              .79                  .79            2.08
Class B:
 Six months ended 5/31/2005 (5)                    2.12           1,667             1.56 (6)             1.54 (6)        2.16 (6)
 Year ended 11/30/2004                            21.25           1,265             1.55                 1.55            1.52
 Year ended 11/30/2003                            27.52             537             1.58                 1.58            1.85
 Year ended 11/30/2002                            (4.93)            219             1.59                 1.59            1.47
 Year ended 11/30/2001                            (2.57)            126             1.56                 1.56            1.21
 Period from 3/15/2000 to 11/30/2000              (3.73)             55             1.55 (6)             1.55 (6)        1.45 (6)
Class C:
 Six months ended 5/31/2005 (5)                    2.10           2,732             1.63 (6)             1.60 (6)        2.13 (6)
 Year ended 11/30/2004                            21.17           1,836             1.62                 1.61            1.46
 Year ended 11/30/2003                            27.40             615             1.65                 1.65            1.71
 Year ended 11/30/2002                            (4.95)            179             1.65                 1.65            1.43
 Period from 3/15/2001 to 11/30/2001              (4.08)             50             1.78 (6)             1.78 (6)         .73 (6)
Class F:
 Six months ended 5/31/2005 (5)                    2.49           1,771              .86 (6)              .84 (6)        2.88 (6)
 Year ended 11/30/2004                            22.09           1,243              .86                  .85            2.21
 Year ended 11/30/2003                            28.43             470              .89                  .89            2.49
 Year ended 11/30/2002                            (4.29)            147              .91                  .91            2.17
 Period from 3/15/2001 to 11/30/2001              (3.45)             47              .92 (6)              .92 (6)        1.55 (6)
Class 529-A:
 Six months ended 5/31/2005 (5)                    2.46             410              .89 (6)              .86 (6)        2.86 (6)
 Year ended 11/30/2004                            22.08             272              .86                  .85            2.21
 Year ended 11/30/2003                            28.43              93              .87                  .87            2.55
 Period from 2/15/2002 to 11/30/2002              (4.61)             28             1.03 (6)             1.03 (6)        2.08 (6)
Class 529-B:
 Six months ended 5/31/2005 (5)                    2.03              60             1.75 (6)             1.72 (6)        1.97 (6)
 Year ended 11/30/2004                            21.02              44             1.75                 1.74            1.32
 Year ended 11/30/2003                            27.28              18             1.78                 1.78            1.64
 Period from 2/21/2002 to 11/30/2002              (3.82)              5             1.79 (6)             1.79 (6)        1.31 (6)
Class 529-C:
 Six months ended 5/31/2005 (5)                    2.04             116             1.74 (6)             1.71 (6)        2.00 (6)
 Year ended 11/30/2004                            21.04              80             1.74                 1.73            1.34
 Year ended 11/30/2003                            27.25              29             1.76                 1.76            1.66
 Period from 2/22/2002 to 11/30/2002              (3.90)              8             1.77 (6)             1.77 (6)        1.33 (6)
Class 529-E:
 Six months ended 5/31/2005 (5)                    2.29              21             1.22 (6)             1.19 (6)        2.53 (6)
 Year ended 11/30/2004                            21.67              14             1.21                 1.20            1.86
 Year ended 11/30/2003                            27.97               5             1.23                 1.23            2.17
 Period from 3/4/2002 to 11/30/2002               (7.88)              1             1.23 (6)             1.23 (6)        1.85 (6)
Class 529-F:
 Six months ended 5/31/2005 (5)                    2.44               8              .97 (6)              .80 (6)        2.92 (6)
 Year ended 11/30/2004                            21.98               6              .96                  .95            2.12
 Year ended 11/30/2003                            28.31               1              .98                  .98            2.48
 Period from 9/17/2002 to 11/30/2002               5.33               - (7)          .20                  .20             .39




Financial highlights (1)                                            (continued)


                                                                           Ratio of expenses     Ratio of expenses
                                                                              to average net        to average net        Ratio of
                                                            Net assets,        assets before          assets after      net income
                                                  Total   end of period      reimbursements/       reimbursements/      to average
                                                 return    (in millions)             waivers           waivers (4)      net assets
Class R-1:
 Six months ended 5/31/2005 (5)                    2.09%            $30             1.67% (6)            1.62% (6)       2.17% (6)
 Year ended 11/30/2004                            21.18              17             1.67                 1.64            1.44
 Year ended 11/30/2003                            27.43               5             1.78                 1.66            1.48
 Period from 6/7/2002 to 11/30/2002               (8.85)              - (7)         1.41                  .80             .66
Class R-2:
 Six months ended 5/31/2005 (5)                    2.10             305             1.82 (6)             1.59 (6)        2.15 (6)
 Year ended 11/30/2004                            21.15             201             1.93                 1.60            1.47
 Year ended 11/30/2003                            27.44              57             2.23                 1.62            1.72
 Period from 6/7/2002 to 11/30/2002               (8.80)              5              .93                  .79             .61
Class R-3:
 Six months ended 5/31/2005 (5)                    2.34             430             1.16 (6)             1.13 (6)        2.60 (6)
 Year ended 11/30/2004                            21.67             285             1.20                 1.19            1.87
 Year ended 11/30/2003                            27.90              76             1.29                 1.24            1.98
 Period from 6/6/2002 to 11/30/2002               (9.25)              5              .69                  .60             .80
Class R-4:
 Six months ended 5/31/2005 (5)                    2.47             268              .85 (6)              .83 (6)        2.89 (6)
 Year ended 11/30/2004                            22.10             182              .85                  .84            2.22
 Year ended 11/30/2003                            28.36              25              .90                  .89            2.18
 Period from 6/27/2002 to 11/30/2002              (3.42)              2              .46                  .38             .92
Class R-5:
 Six months ended 5/31/2005 (5)                    2.64             400              .55 (6)              .52 (6)        3.19 (6)
 Year ended 11/30/2004                            22.49             287              .54                  .54            2.48
 Year ended 11/30/2003                            28.82             110              .56                  .56            2.88
 Period from 5/15/2002 to 11/30/2002             (11.37)             53              .56 (6)              .56 (6)        2.48 (6)




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

Portfolio turnover rate for all classes of shares                10%               21%       27%       32%        45%       41%



(1) Based on operations for the period shown (unless otherwise noted) and,
    accordingly, may not be representative of a full year.
(2) Based on average shares outstanding.
(3) Total returns exclude all sales charges, including contingent deferred
    sales charges.
(4) The ratios in this column reflect the impact, if any, of certain
    reimbursements/waivers.  During some of the periods shown, CRMC reduced
    fees for investment advisory services for all share classes. During the
    start-up period for the retirement plan share classes (except Class R-5),
    CRMC agreed to pay a portion of the fees related to transfer agent services.
    In addition, during the six months ended May 31, 2005, AFD agreed to waive
    a portion of the fees related to distribution services for Class 529-F.
(5) Unaudited.
(6) Annualized.
(7) Amount less than $1 million.


See Notes to Financial Statements


EXPENSE EXAMPLE                                                       unaudited

As a  shareholder  of the fund,  you incur two types of costs:  (1)  transaction
costs such as initial sales charges on purchase payments and contingent deferred
sales  charges  on  redemptions  (loads);  and  (2)  ongoing  costs,   including
management fees; distribution and service (12b-1) fees; and other expenses. This
example is intended to help you  understand  your ongoing  costs (in dollars) of
investing in the fund so you can compare  these costs with the ongoing  costs of
investing in other mutual funds. The example is based on an investment of $1,000
invested at the beginning of the period and held for the entire period (December
1, 2004 through May 31, 2005).

ACTUAL EXPENSES:
The  first  line of each  share  class in the  table on the next  page  provides
information  about actual  account values and actual  expenses.  You may use the
information in this line, together with the amount you invested, to estimate the
expenses  that you paid over the period.  Simply  divide your  account  value by
$1,000 (for example,  an $8,600  account  value  divided by $1,000 = 8.6),  then
multiply  the result by the number in the first line under the heading  entitled
"Expenses  paid during period" to estimate the expenses you paid on your account
during  this  period.  There are some  account  fees that are charged to certain
types of accounts,  such as Individual  Retirement  Accounts and  CollegeAmerica
accounts  (generally,  a $10  fee  is  charged  to set  up  the  account  and an
additional  $10 fee is charged to the account  annually) that would increase the
amount  of  expenses  paid  on  your  account.  In  addition,   retirement  plan
participants  may be subject to certain  fees charged by the plan  sponsor,  and
Class F and Class 529-F shareholders may be subject to fees charged by financial
intermediaries,  typically  ranging  from  0.75%  to 1.50%  of  assets  annually
depending  on services  offered.  You can  estimate  the impact of these fees by
adding the amount of the fees to the total  estimated  expenses you paid on your
account during the period as calculated above. In addition,  your ending account
value would also be lower by the amount of these fees.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES:
The  second  line of each  share  class in the table on the next  page  provides
information about hypothetical account values and hypothetical expenses based on
the actual  expense  ratio for the share class and an assumed  rate of return of
5.00% per year  before  expenses,  which is not the  actual  return of the share
class. The hypothetical  account values and expenses may not be used to estimate
the actual ending account  balance or expenses you paid for the period.  You may
use this  information  to compare the ongoing costs of investing in the fund and
other funds.  To do so, compare this 5.00%  hypothetical  example with the 5.00%
hypothetical examples that appear in the shareholder reports of the other funds.
There are some  account fees that are charged to certain  shareholders,  such as
Individual Retirement Accounts and CollegeAmerica accounts (generally, a $10 fee
is charged to set up the  account  and an  additional  $10 fee is charged to the
account  annually)  that  would  increase  the amount of  expenses  paid on your
account.  In addition,  retirement plan  participants  may be subject to certain
fees charged by the plan sponsor,  and Class F and Class 529-F  shareholders may
be subject to fees charged by financial  intermediaries,  typically ranging from
0.75% to  1.50% of  assets  annually  depending  on  services  offered.  You can
estimate  the impact of these fees by adding the amount of the fees to the total
estimated  expenses  you paid on your  account  during the period as  calculated
above. In addition,  your ending account value would also be lower by the amount
of these fees.

Please note that the  expenses  shown in the table are meant to  highlight  your
ongoing  costs only and do not reflect any  transactional  costs,  such as sales
charges (loads).  Therefore, the second line of each share class in the table is
useful in comparing  ongoing  costs only,  and will not help you  determine  the
relative  total  costs  of  owning  different  funds.  In  addition,   if  these
transactional costs were included, your costs would have been higher.



                                                                                                  
                                               Beginning account         Ending account       Expenses paid      Annualized
                                                 value 12/1/2004        value 5/31/2005    during period(1)   expense ratio

Class A -- actual return                               $1,000.00              $1,025.03               $3.84            .76%
Class A -- assumed 5% return                            1,000.00               1,021.14                3.83            .76
Class B -- actual return                                1,000.00               1,021.23                7.76           1.54
Class B -- assumed 5% return                            1,000.00               1,017.25                7.75           1.54
Class C -- actual return                                1,000.00               1,021.05                8.06           1.60
Class C -- assumed 5% return                            1,000.00               1,016.95                8.05           1.60
Class F -- actual return                                1,000.00               1,024.93                4.24            .84
Class F -- assumed 5% return                            1,000.00               1,020.74                4.23            .84
Class 529-A -- actual return                            1,000.00               1,024.62                4.34            .86
Class 529-A -- assumed 5% return                        1,000.00               1,020.64                4.33            .86
Class 529-B -- actual return                            1,000.00               1,020.28                8.66           1.72
Class 529-B -- assumed 5% return                        1,000.00               1,016.36                8.65           1.72
Class 529-C -- actual return                            1,000.00               1,020.37                8.61           1.71
Class 529-C -- assumed 5% return                        1,000.00               1,016.40                8.60           1.71
Class 529-E -- actual return                            1,000.00               1,022.89                6.00           1.19
Class 529-E -- assumed 5% return                        1,000.00               1,019.00                5.99           1.19
Class 529-F -- actual return                            1,000.00               1,024.36                4.04            .80
Class 529-F -- assumed 5% return                        1,000.00               1,020.94                4.03            .80
Class R-1 -- actual return                              1,000.00               1,020.90                8.16           1.62
Class R-1 -- assumed 5% return                          1,000.00               1,016.85                8.15           1.62
Class R-2 -- actual return                              1,000.00               1,021.02                8.01           1.59
Class R-2 -- assumed 5% return                          1,000.00               1,017.00                8.00           1.59
Class R-3 -- actual return                              1,000.00               1,023.44                5.70           1.13
Class R-3 -- assumed 5% return                          1,000.00               1,019.30                5.69           1.13
Class R-4 -- actual return                              1,000.00               1,024.66                4.19            .83
Class R-4 -- assumed 5% return                          1,000.00               1,020.79                4.18            .83
Class R-5 -- actual return                              1,000.00               1,026.41                2.63            .52
Class R-5 -- assumed 5% return                          1,000.00               1,022.34                2.62            .52


(1) Expenses are equal to the annualized expense ratio, multiplied by the
    average account value over the period, multiplied by the number of days in
    the period (182), and divided by 365 (to reflect the one-half year period).



OTHER SHARE CLASS RESULTS                                             unaudited

Class B, Class C, Class F and Class 529

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

Average annual total returns for periods ended June 30, 2005
(the most recent calendar quarter):


                                                                                                     
                                                                             1 year            5 years        Life of class

Class B shares
Reflecting applicable contingent deferred sales
     charge (CDSC), maximum of 5%, payable only
     if shares are sold within six years of purchase                         +10.35%            +6.56%           +6.87%(1)
Not reflecting CDSC                                                          +15.35%            +6.87%           +7.01%(1)

Class C shares
Reflecting CDSC, maximum of 1%, payable only
     if shares are sold within one year of purchase                          +14.29%                --            +9.23%(2)
Not reflecting CDSC                                                          +15.29%                --            +9.23%(2)

Class F shares(3)
Not reflecting annual asset-based fee charged by
     sponsoring firm                                                         +16.17%                --           +10.09%(2)

Class 529-A shares(4)
Reflecting 5.75% maximum sales charge                                         +9.46%                --           +12.10%(5)
Not reflecting maximum sales charge                                          +16.13%                --           +14.08%(5)

Class 529-B shares(4)
Reflecting applicable CDSC, maximum of 5%, payable
     only if shares are sold within six years of purchase                    +10.13%                --           +12.99%(6)
Not reflecting CDSC                                                          +15.13%                --           +13.66%(6)

Class 529-C shares(4)
Reflecting CDSC, maximum of 1%, payable only
     if shares are sold within one year of purchase                          +14.15%                --           +13.65%(7)
Not reflecting CDSC                                                          +15.15%                --           +13.65%(7)

Class 529-E shares(3,4)                                                      +15.75%                --           +12.80%(8)

Class 529-F shares(3,4)
Not reflecting annual asset-based fee charged by
     sponsoring firm                                                         +16.06%                --           +21.45%(9)


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

(1) From March 15, 2000, when Class B shares were first sold.
(2) From March 15, 2001, when Class C and Class F shares were first sold.
(3) These shares are sold without any initial or contingent deferred sales
    charge.
(4) Results shown do not reflect the $10 initial account set up fee and an
    annual $10 account maintenance fee.
(5) From February 15, 2002, when Class 529-A shares were first sold.
(6) From February 21, 2002, when Class 529-B shares were first sold.
(7) From February 22, 2002, when Class 529-C shares were first sold.
(8) From March 4, 2002, when Class 529-E shares were first sold.
(9) From September 17, 2002, when Class 529-F shares were first sold.


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
JPMorgan Chase Bank
270 Park Avenue
New York, NY 10017-2070

COUNSEL
O'Melveny & Myers LLP
400 South Hope Street
Los Angeles, CA 90071-2899

INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
PricewaterhouseCoopers LLP
350 South Grand Avenue
Los Angeles, CA 90071-2889

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

There are several ways to invest in Capital World Growth and Income 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 and is eliminated for
purchases of $1 million or more.  Other share  classes,  which are generally not
available  for certain  employer-sponsored  retirement  plans,  have no up-front
sales charges but are subject to additional annual expenses and fees. Annualized
expenses for Class B shares were 0.78 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 annualized  expenses 0.84  percentage  points higher than
those for Class A shares and a 1% CDSC if  redeemed  within the first year after
purchase.  Class C shares  convert  to Class F shares  after 10  years.  Class F
shares,  which are available only through certain fee-based  programs offered by
broker-dealer firms and registered  investment  advisers,  had higher annualized
expenses  (by 0.08  percentage  points)  than did Class A shares,  and an annual
asset-based  fee charged by the  sponsoring  firm.  Expenses are  deducted  from
income earned by the fund. As a result,  dividends and  investment  results will
differ for each share class.

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

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

"American Funds Proxy Voting  Guidelines" -- which describes how we vote proxies
relating to  portfolio  securities  -- is  available  free of charge on the U.S.
Securities and Exchange Commission (SEC) website at www.sec.gov, on the American
Funds  website or upon  request by calling  AFS. The fund files its proxy voting
record  with the SEC for the 12 months  ended  June 30 by August  31. The report
also is available on the SEC and American Funds websites.

A complete May 31, 2005,  portfolio  of Capital  World Growth and Income  Fund's
investments  is  available  free of charge on the SEC website or upon request by
calling AFS.

Capital  World  Growth and Income  Fund files a complete  list of its  portfolio
holdings  with the SEC for the first and third  quarters  of each fiscal year on
Form N-Q.  This form is  available  free of  charge on the SEC  website  or upon
request by calling AFS. You may also review or, for a fee,  copy the form at the
SEC's Public Reference Room in Washington, D.C. (800/SEC-0330).

This report is for the  information of  shareholders of Capital World Growth and
Income  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  September 30, 2005,  this report must be accompanied by an
American  Funds  statistical  update for the most  recently  completed  calendar
quarter.

[logo - American Funds(R)]

CollegeAmerica is sponsored by
Virginia College Savings Plan(SM)

WHAT MAKES AMERICAN FUNDS DIFFERENT?

For more than 70 years, we have followed a consistent  philosophy that we firmly
believe is in our investors' best interests.  The range of opportunities offered
by our family of just 29  carefully  conceived,  broadly  diversified  funds has
attracted over 30 million shareholder accounts.

OUR UNIQUE COMBINATION OF STRENGTHS INCLUDES THESE FIVE FACTORS:

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

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

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

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

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


29 MUTUAL FUNDS, CONSISTENT PHILOSOPHY, CONSISTENT RESULTS

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

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

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

o  BALANCED FUND
   American Balanced Fund(R)

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

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

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

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

THE CAPITAL GROUP COMPANIES

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

Lit. No. MFGESR-933-0705P

Litho in USA WG/LPT/6269-S4070

Printed on recycled paper



ITEM 2 - Code of Ethics

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 3 - Audit Committee Financial Expert

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 4 - Principal Accountant Fees and Services

Not applicable for filing of Semiannual Reports to Shareholders.


ITEM 5 - Audit Committee of Listed Registrants

Not applicable.


ITEM 6 - Schedule of Investments

[logo - American Funds (r)]

CAPITAL WORLD GROWTH AND INCOME FUND
Investment portfolio
May 31, 2005                                                          unaudited


                                                                                                         
                                                                                                               Market value
Common stocks -- 87.46%                                                                             Shares            (000)

FINANCIALS -- 19.38%
Lloyds TSB Group PLC(1)                                                                         49,357,000         $406,313
Societe Generale(1)                                                                              3,509,500          345,020
Fortis(1)                                                                                        9,884,100          268,455
HSBC Holdings PLC (United Kingdom)(1)                                                           16,587,003          261,327
Banco Itau Holding Financeira SA, preferred nominative                                           1,455,700          256,532
Banco Santander Central Hispano, SA(1)                                                          22,426,504          255,469
Shinhan Financial Group Co., Ltd.(1)                                                             8,675,100          221,516
J.P. Morgan Chase & Co.                                                                          6,150,000          219,862
ABN AMRO Holding NV(1)                                                                           9,325,944          215,716
ING Groep NV(1)                                                                                  7,677,261          212,187
Citigroup Inc.                                                                                   4,095,000          192,915
Mitsui Trust Holdings, Inc.(1)                                                                  19,542,000          191,174
Royal Bank of Scotland Group PLC(1)                                                              5,344,132          156,940
Bank Austria Creditanstalt(1)                                                                    1,502,406          147,378
Washington Mutual, Inc.                                                                          3,530,000          145,789
Fubon Financial Holding Co., Ltd.(1)                                                           144,046,000          135,921
UFJ Holdings, Inc.(1,2)                                                                             26,600          134,946
UBS AG(1)                                                                                        1,719,211          132,423
PartnerRe Holdings Ltd.                                                                          1,860,000          122,890
Woori Finance Holdings Co., Ltd.(1)                                                             12,951,950          121,907
NIPPONKOA Insurance Co., Ltd.(1)                                                                16,911,000          117,686
ICICI Bank Ltd.(1)                                                                              13,088,403          116,954
ICICI Bank Ltd. (ADR)                                                                                4,000               78
Swire Pacific Ltd., Class A(1)                                                                  13,750,000          116,905
Sompo Japan Insurance Inc.(1)                                                                   10,744,000          108,652
Deutsche Borse AG(1)                                                                             1,466,000          107,748
Bank of America Corp.                                                                            2,308,300          106,920
Mitsui Sumitomo Insurance Co., Ltd.(1)                                                          11,564,000          105,282
Allied Capital Corp.                                                                             3,798,000          104,255
DnB NOR ASA(1)                                                                                  10,936,100          103,568
Allstate Corp.                                                                                   1,700,000           98,940
NTT Urban Development Corp.(1)                                                                      22,112           98,532
National Savings and Commercial Bank Ltd. (GDR)(1)                                               1,550,000           95,213
Willis Group Holdings Ltd.                                                                       2,750,000           94,243
Mizuho Financial Group, Inc.(1)                                                                     18,000           85,392
Credit Suisse Group(1)                                                                           1,985,000           79,412
Hang Lung Properties Ltd.(1)                                                                    54,852,000           79,208
Westpac Banking Corp.(1)                                                                         5,309,177           78,827
Cathay Financial Holding Co., Ltd.(1)                                                           39,000,000           74,423
St. George Bank Ltd.(1)                                                                          3,702,460           72,708
Hongkong Land Holdings Ltd.(1)                                                                  25,421,800           71,510
Kookmin Bank(1)                                                                                  1,600,000           70,271
Fannie Mae                                                                                       1,140,000           67,534
Chubb Corp.                                                                                        750,000           63,172
Grupo Financiero Banorte, SA de CV                                                               9,212,063           61,377
Sumitomo Mitsui Financial Group, Inc.(1)                                                             9,300           60,113
Marsh & McLennan Companies, Inc.                                                                 2,000,000           58,080
Allianz AG(1)                                                                                      460,000           54,119
QBE Insurance Group Ltd.(1)                                                                      4,830,970           53,599
Freddie Mac                                                                                        800,000           52,032
Credit Agricole SA(1)                                                                            2,000,000           51,857
Wells Fargo & Co.                                                                                  826,000           49,899
ForeningsSparbanken AB, Class A(1)                                                               2,000,000           46,003
U.S. Bancorp                                                                                     1,530,000           44,875
Montpelier Re Holdings Ltd.                                                                      1,305,000           44,827
Genworth Financial, Inc., Class A                                                                1,500,000           43,485
Developers Diversified Realty Corp.                                                                900,000           41,040
Unibail Holding(1)                                                                                 304,000           38,681
Bank Hapoalim Ltd.(1)                                                                           10,873,500           38,186
Singapore Exchange Ltd.(1)                                                                      33,153,000           37,703
Wachovia Corp.                                                                                     724,000           36,743
Millea Holdings, Inc.(1)                                                                             2,766           36,518
American International Group, Inc.                                                                 650,000           36,107
Nippon Building Fund, Inc.(1)                                                                        3,850           35,075
Hysan Development Co. Ltd.(1)                                                                   16,918,847           34,032
Skandinaviska Enskilda Banken AB, Class A(1)                                                     1,971,500           33,842
Capital One Financial Corp.                                                                        418,020           31,519
Kimco Realty Corp.                                                                                 525,000           30,324
Brascan Corp., Class A                                                                             785,000           30,322
Chinatrust Financial Holding Co., Ltd.(1)                                                       26,331,099           29,571
Aioi Insurance Co. Ltd.(1)                                                                       5,561,000           27,283
DBS Group Holdings Ltd.(1)                                                                       3,120,000           25,894
Wharf (Holdings) Ltd.(1)                                                                         7,800,000           25,368
Sun Life Financial Inc.                                                                            726,480           22,931
Multiplex Group(1)                                                                              11,270,904           21,829
Malayan Banking Bhd.(1)                                                                          7,535,300           21,688
AMP Ltd.(1)                                                                                      3,985,202           19,752
Erste Bank der oesterreichischen Sparkassen AG(1)                                                  380,000           18,748
Fairfax Financial Holdings Ltd.                                                                    111,000           18,018
Hang Lung Group Ltd.(1)                                                                          8,767,000           14,923
XL Capital Ltd., Class A                                                                           180,000           13,550
HBOS PLC(1)                                                                                        907,214           13,197
Bank of the Philippine Islands(1)                                                               14,403,696           12,836
Deutsche Bank AG(1)                                                                                 60,000            4,658
HKR International Ltd.(1)                                                                        4,824,800            3,184
Security Capital European Realty(1,2,3)                                                             15,843              268
                                                                                                                  7,636,169

TELECOMMUNICATION SERVICES -- 10.07%
Vodafone Group PLC(1)                                                                          206,100,000          519,667
Telekom Austria AG(1)                                                                           18,412,750          343,137
France Telecom, SA(1,2)                                                                         10,916,000          312,089
Chunghwa Telecom Co., Ltd.(1)                                                                   65,829,000          129,632
Chunghwa Telecom Co., Ltd. (ADR)                                                                 4,335,000           90,255
Telefonica, SA(1)                                                                               12,733,120          212,918
TDC A/S(1)                                                                                       4,411,165          194,170
KT Corp. (ADR)                                                                                   6,865,120          143,687
KT Corp.(1)                                                                                        859,940           34,633
Portugal Telecom, SGPS, SA(1)                                                                   16,803,550          171,560
America Movil SA de CV, Series L (ADR)                                                           2,423,200          137,347
Tele Norte Leste Participacoes SA, preferred nominative                                          7,444,930          113,314
Tele Norte Leste Participacoes SA, ordinary nominative                                             762,130           15,775
Tele Norte Leste Participacoes SA, preferred nominative (ADR)                                       70,000            1,067
Royal KPN NV(1)                                                                                 15,009,620          119,017
Telecom Italia SpA, nonvoting(1)                                                                44,499,271          117,734
Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbk, Class B(1)                     231,021,000          114,504
Advanced Info Service PCL(1)                                                                    49,704,900          114,084
Belgacom SA(1)                                                                                   3,067,500          105,073
SBC Communications Inc.                                                                          4,300,000          100,534
Verizon Communications Inc.                                                                      2,725,000           96,410
Swisscom AG(1)                                                                                     259,389           86,856
BT Group PLC(1)                                                                                 20,000,000           77,567
Telenor ASA(1)                                                                                   9,490,000           75,569
AT&T Corp.                                                                                       3,900,000           73,281
Telefonos de Mexico, SA de CV, Class L (ADR)                                                     3,623,474           67,614
BellSouth Corp.                                                                                  2,354,000           62,993
O2 PLC(1,2)                                                                                     20,521,400           47,520
China Unicom Ltd.(1)                                                                            54,134,600           43,335
Eircom Group PLC(1)                                                                             16,149,984           36,730
Bouygues SA(1)                                                                                     935,143           35,934
COSMOTE Mobile Telecommunications SA(1)                                                          1,650,000           29,609
KDDI Corp.(1)                                                                                        5,931           27,108
Sprint Corp.                                                                                     1,100,000           26,059
Maxis Communications Bhd.(1)                                                                    10,000,000           25,947
Singapore Telecommunications Ltd.(1)                                                            16,012,000           24,968
Deutsche Telekom AG(1)                                                                           1,265,000           23,485
BCE Inc.                                                                                           336,865            7,735
Telecomunicacoes de Sao Paulo SA, preferred nominative                                         380,480,000            7,235
Crown Castle International Corp.(2)                                                                 31,459              559
                                                                                                                  3,966,711

CONSUMER DISCRETIONARY -- 9.97%
Hyundai Motor Co.(1)                                                                             4,130,000          231,763
Hyundai Motor Co., nonvoting preferred, Series 2(1)                                              1,877,550           68,985
Toyota Motor Corp.(1)                                                                            8,270,300          292,687
Continental AG(1)                                                                                3,032,050          214,842
Yamada Denki Co., Ltd.(1)                                                                        3,766,000          204,408
Accor SA(1)                                                                                      4,400,000          203,177
Target Corp.                                                                                     3,217,500          172,780
Daito Trust Construction Co., Ltd.(1)                                                            4,596,700          172,550
Lowe's Companies, Inc.                                                                           2,575,000          147,316
Best Buy Co., Inc.                                                                               2,432,000          132,374
Kingfisher PLC(1)                                                                               26,680,197          124,656
Publishing & Broadcasting Ltd.(1)                                                               10,565,000          121,077
Harrah's Entertainment, Inc.                                                                     1,620,000          116,332
Daimaru, Inc.(1)                                                                                13,518,000          116,298
General Motors Corp.                                                                             3,555,000          112,089
Kia Motors Corp.(1)                                                                              7,500,000          106,890
Bayerische Motoren Werke AG(1)                                                                   2,455,000          106,192
Reuters Group PLC(1)                                                                            13,736,600           96,356
Dixons Group PLC(1)                                                                             34,882,596           95,775
Time Warner Inc.(2)                                                                              5,000,000           87,000
Volkswagen AG, nonvoting preferred(1)                                                            2,565,000           82,679
Pearson PLC(1)                                                                                   5,954,000           71,344
Makita Corp.(1)                                                                                  3,335,000           65,194
Honda Motor Co., Ltd.(1)                                                                         1,320,000           64,627
Limited Brands, Inc.                                                                             3,107,517           63,922
Li & Fung Ltd.(1)                                                                               32,000,000           61,021
Ford Motor Co.                                                                                   6,100,000           60,878
Rank Group PLC(1)                                                                               12,500,000           60,842
Canon Sales Co., Inc.(1)                                                                         2,950,000           52,574
Kesa Electricals PLC(1)                                                                         10,295,196           50,110
Fairmont Hotels & Resorts Inc.                                                                   1,375,000           47,424
Gap, Inc.                                                                                        2,030,521           42,641
Clear Channel Communications, Inc.                                                               1,438,800           42,056
LG Electronics Inc.(1)                                                                             528,080           38,182
Fuji Heavy Industries Ltd.(1)                                                                    8,900,000           37,340
Carnival Corp., units                                                                              680,000           35,972
Koninklijke Philips Electronics NV(1)                                                            1,200,000           30,610
Swatch Group Ltd(1)                                                                                415,000           25,240
Comcast Corp., Class A(2)                                                                          700,000           22,540
News Corp. Inc.                                                                                  1,219,458           19,670
Mediaset SpA(1)                                                                                  1,400,000           16,480
Metropole Television(1)                                                                            310,000            7,744
Suzuki Motor Corp.(1)                                                                              380,000            6,207
TI Automotive Ltd., Class A(1,2)                                                                 1,068,000               --
                                                                                                                  3,928,844
CONSUMER STAPLES -- 8.85%
Altria Group, Inc.                                                                              10,257,000          688,655
Diageo PLC(1)                                                                                   25,850,000          372,143
Nestle SA(1)                                                                                     1,098,000          289,059
Tesco PLC(1)                                                                                    45,442,500          258,476
Unilever NV(1)                                                                                   2,478,000          164,296
Unilever NV (New York registered)                                                                1,265,000           84,173
Foster's Group Ltd.(1)                                                                          44,635,814          181,704
Reynolds American Inc.                                                                           1,900,000          157,529
Imperial Tobacco Group PLC(1)                                                                    5,641,413          152,485
Gallaher Group PLC(1)                                                                            7,650,000          117,957
Altadis, SA(1)                                                                                   2,240,000           91,763
Loblaw Companies Ltd.                                                                            1,440,000           83,332
Coca-Cola West Japan Co. Ltd.(1)                                                                 3,535,200           79,376
Koninklijke Ahold NV(1,2)                                                                       10,335,000           77,884
Kimberly-Clark de Mexico, SA de CV, Class A, ordinary participation certificates                22,846,100           72,497
METRO AG(1)                                                                                      1,410,000           70,395
Fomento Economico Mexicano, SA de CV (ADR)                                                       1,053,700           57,690
Groupe Danone(1)                                                                                   593,000           54,622
Uni-Charm Corp.(1)                                                                               1,305,000           53,051
Nissin Food Products Co., Ltd.(1)                                                                1,960,000           51,870
Coca-Cola Co.                                                                                    1,150,000           51,325
PepsiCo, Inc.                                                                                      700,000           39,410
Procter & Gamble Co.                                                                               700,000           38,605
Wal-Mart Stores, Inc.                                                                              750,000           35,423
UST Inc.                                                                                           655,900           29,227
Woolworths Ltd.(1)                                                                               2,340,334           28,405
Avon Products, Inc.                                                                                660,000           26,228
L'Oreal SA(1)                                                                                      320,000           23,245
Cia. de Bebidas das Americas -- AmBev, preferred nominative (ADR)                                  590,000           17,812
SABMiller PLC(1)                                                                                   850,716           13,063
Royal Numico NV(1,2)                                                                               310,000           12,380
Coca-Cola HBC SA(1)                                                                                352,182            9,313
Wolverhampton & Dudley Breweries, PLC(1)                                                           164,256            3,305
                                                                                                                  3,486,698

MATERIALS -- 8.73%
Cia. Vale do Rio Doce, preferred nominative, Class A                                             9,000,400          222,579
Cia. Vale do Rio Doce, ordinary nominative (ADR)                                                 1,797,600           52,184
Dow Chemical Co.                                                                                 5,664,000          256,522
Barrick Gold Corp.                                                                               9,750,000          224,152
BASF AG(1)                                                                                       3,040,000          201,391
Potash Corp. of Saskatchewan Inc.                                                                2,180,000          197,094
AngloGold Ashanti Ltd.(1)                                                                        5,650,000          193,090
Akzo Nobel NV(1)                                                                                 3,675,000          144,251
L'Air Liquide(1)                                                                                   812,500          141,054
Phelps Dodge Corp.                                                                               1,500,000          131,100
Freeport-McMoRan Copper & Gold Inc., Class B                                                     3,569,800          126,014
Newcrest Mining Ltd.(1)                                                                         11,466,000          114,718
James Hardie Industries Ltd.(1)                                                                 21,986,900          111,592
LG Chem, Ltd.(1)                                                                                 3,013,000          106,065
Formosa Chemicals & Fibre Corp.(1)                                                              53,202,000           96,173
Formosa Plastics Corp.(1)                                                                       55,600,000           94,419
Norske Skogindustrier ASA, Class A(1)                                                            4,870,000           74,228
Gold Fields Ltd.(1)                                                                              6,500,000           71,276
International Paper Co.                                                                          2,100,000           67,641
Weyerhaeuser Co.                                                                                 1,040,000           66,716
Georgia-Pacific Corp., Georgia-Pacific Group                                                     1,998,300           66,224
Bayer AG(1)                                                                                      1,805,000           60,722
Eastman Chemical Co.                                                                             1,000,000           58,780
Impala Platinum Holdings Ltd.(1)                                                                   702,389           58,700
DSM NV(1)                                                                                          834,828           55,938
UPM-Kymmene Corp.(1)                                                                             2,784,000           53,700
Ivanhoe Mines Ltd.(2)                                                                            7,000,000           52,123
POSCO(1)                                                                                           256,730           45,425
Nan Ya Plastics Corp.(1)                                                                        32,500,000           44,167
Nitto Denko Corp.(1)                                                                               750,000           42,130
Placer Dome Inc.                                                                                 2,600,000           34,777
Sonoco Products Co.                                                                              1,200,000           31,956
Sumitomo Chemical Co., Ltd.(1)                                                                   6,443,000           29,799
Cemex, SA de CV, ordinary participation certificates, units (ADR)                                  556,200           21,247
Lyondell Chemical Co.                                                                              700,000           16,618
Yara International ASA(1)                                                                        1,131,800           16,599
Stora Enso Oyj (ADR)                                                                             1,086,300           14,361
M-real Oyj, Class B(1)                                                                           2,369,500           12,762
Sappi Ltd.(1)                                                                                    1,239,000           11,810
Smurfit-Stone Container Corp.(2)                                                                   974,200           10,589
Alcoa Inc.                                                                                         315,000            8,536
                                                                                                                  3,439,222

ENERGY -- 6.81%
"Shell" Transport and Trading Co., PLC(1)                                                       51,290,000      $   444,836
"Shell" Transport and Trading Co., PLC (ADR) (New York registered)                               1,325,000           69,496
Royal Dutch Petroleum Co. (New York registered)                                                  3,435,000          201,222
Royal Dutch Petroleum Co.(1)                                                                     2,527,000          146,880
ENI SpA(1)                                                                                      16,147,600          413,360
TOTAL SA(1)                                                                                      1,065,000          234,899
TOTAL SA (ADR)                                                                                     250,000           27,798
Petroleo Brasileiro SA -- Petrobras, preferred nominative (ADR)                                  3,120,000          130,728
Petroleo Brasileiro SA -- Petrobras, ordinary nominative (ADR)                                   2,000,000           94,400
Husky Energy Inc.                                                                                4,165,000          138,778
Norsk Hydro ASA(1)                                                                               1,665,900          134,895
Oil & Natural Gas Corp. Ltd.(1)                                                                  5,858,000          123,462
Canadian Oil Sands Trust(3)                                                                      1,100,000           70,240
Canadian Oil Sands Trust                                                                            30,041            1,918
Reliance Industries Ltd.(1)                                                                      5,867,000           72,015
Sunoco, Inc.                                                                                       658,900           67,584
Schlumberger Ltd.                                                                                  720,000           49,227
Williams Companies, Inc.                                                                         1,935,000           35,623
Exxon Mobil Corp.                                                                                  600,000           33,720
ChevronTexaco Corp.                                                                                620,000           33,344
Marathon Oil Corp.                                                                                 670,000           32,488
Sasol Ltd.(1)                                                                                    1,100,000           27,090
SBM Offshore NV(1)                                                                                 418,259           26,773
Kinder Morgan, Inc.                                                                                300,000           23,313
SK Corp.(1)                                                                                        406,820           21,098
Unocal Corp.                                                                                       320,000           18,237
Enbridge Inc.                                                                                      460,000           12,262
                                                                                                                  2,685,686

HEALTH CARE -- 6.46%
Roche Holding AG(1)                                                                              3,039,832          383,445
Sanofi-Aventis(1)                                                                                4,219,900          380,036
AstraZeneca PLC (Sweden)(1)                                                                      6,129,800          260,422
Novo Nordisk A/S, Class B(1)                                                                     4,966,000          254,894
Fresenius Medical Care AG(1)                                                                     2,050,000          160,772
Fresenius Medical Care AG, preferred(1)                                                          1,300,000           79,653
Bristol-Myers Squibb Co.                                                                         6,290,000          159,514
Merck KGaA(1)                                                                                    2,041,000          157,906
Mediceo Holdings Co. Ltd.(1,4)                                                                  11,121,000          148,795
Eli Lilly and Co.                                                                                2,200,000          128,260
Pfizer Inc                                                                                       3,000,000           83,700
Johnson & Johnson                                                                                1,130,000           75,823
Abbott Laboratories                                                                              1,541,300           74,352
Forest Laboratories, Inc.(2)                                                                     1,865,000           71,952
Shionogi & Co., Ltd.(1)                                                                          4,050,000           55,650
Astellas Pharmaceutical Inc.(1)                                                                  1,460,000           51,991
CSL Ltd.(1)                                                                                        790,000           17,145
                                                                                                                  2,544,310

INFORMATION TECHNOLOGY -- 5.37%
Hewlett-Packard Co.                                                                             10,500,000          236,355
Taiwan Semiconductor Manufacturing Co. Ltd.(1)                                                  95,976,131          173,621
Taiwan Semiconductor Manufacturing Co., Ltd. (ADR)                                               5,260,000           48,445
Microsoft Corp.                                                                                  7,348,700          189,596
ASML Holding NV(1,2)                                                                             5,746,000           92,446
ASML Holding NV (New York registered)(2)                                                         5,105,000           82,293
Murata Manufacturing Co., Ltd.(1)                                                                2,182,000          110,831
Xerox Corp.(2)                                                                                   8,000,000          108,560
Mediatek Incorporation(1)                                                                       12,559,969          108,215
Samsung Electronics Co., Ltd.(1)                                                                   214,118          103,336
Intersil Corp., Class A                                                                          5,250,000           98,490
Cisco Systems, Inc.(2)                                                                           5,041,500           97,704
International Business Machines Corp.                                                            1,145,000           86,505
Sun Microsystems, Inc.(2)                                                                       20,500,000           78,105
Telefonaktiebolaget LM Ericsson, Class B(1)                                                     12,095,000           38,051
Telefonaktiebolaget LM Ericsson, Class B (ADR)                                                     895,000           28,130
livedoor Co., Ltd.(1,2)                                                                         22,083,000           62,353
Samsung SDI Co., Ltd.(1)                                                                           585,000           55,848
Delta Electronics, Inc.(1)                                                                      30,870,700           49,970
First Data Corp.                                                                                 1,250,000           47,287
Hoya Corp.(1)                                                                                      387,000           43,200
Intel Corp.                                                                                      1,400,000           37,702
Rohm Co., Ltd.(1)                                                                                  350,000           32,667
Texas Instruments Inc.                                                                           1,000,000           27,640
Agilent Technologies, Inc.(2)                                                                      950,000           22,810
Analog Devices, Inc.                                                                               600,000           22,248
Chi Mei Optoelectronics Corp.(1)                                                                12,000,000           18,908
Corning Inc.(2)                                                                                    723,513           11,345
Kyoden Co., Ltd.(1)                                                                                200,000            1,960
Premier Farnell PLC(1)                                                                             200,000              589
                                                                                                                  2,115,210

INDUSTRIALS -- 5.20%
United Parcel Service, Inc., Class B                                                             2,771,700          204,136
Sandvik AB(1)                                                                                    4,936,000          194,581
Wesfarmers Ltd.(1)                                                                               6,030,000          166,919
General Electric Co.                                                                             4,300,000          156,864
Singapore Technologies Engineering Ltd.(1)                                                      98,500,000          141,912
Tyco International Ltd.                                                                          4,830,000          139,732
Atlas Copco AB, Class A(1)                                                                       6,720,000          102,452
Atlas Copco AB, Class B(1)                                                                       1,800,000           25,266
Qantas Airways Ltd.(1)                                                                          50,615,409          122,393
Siemens AG(1)                                                                                    1,500,000          109,398
3M Co.                                                                                           1,225,000           93,896
Marubeni Corp.(1)                                                                               24,500,000           77,749
United Technologies Corp.                                                                          665,000           70,955
American Standard Inc.                                                                           1,227,700           52,546
Deere & Co.                                                                                        750,000           49,612
Manpower Inc.                                                                                    1,150,000           45,805
Brambles Industries Ltd.(1)                                                                      6,600,000           39,555
FANUC LTD(1)                                                                                       550,000           34,098
Mitsubishi Corp.(1)                                                                              2,400,000           31,776
Deutsche Post AG(1)                                                                              1,250,000           29,361
Vedior NV(1)                                                                                     2,000,000           28,403
Asahi Diamond Industrial Co., Ltd.(1,4)                                                          3,950,000           24,740
Rentokil Initial PLC(1)                                                                          9,090,000           24,406
JS Group Corp.(1)                                                                                1,300,000           22,131
Brambles Industries PLC(1)                                                                       4,000,000           21,917
Cooper Industries, Ltd., Class A                                                                   315,000           21,716
Singapore Post Private Ltd.(1)                                                                  32,160,000           17,706
                                                                                                                  2,050,025

UTILITIES -- 4.90%
Veolia Environnement(1)                                                                          8,142,300    $     307,107
E.ON AG(1)                                                                                       3,179,214          275,308
National Thermal Power Corp. Ltd.(1)                                                           108,865,000          208,559
Scottish Power PLC(1)                                                                           23,590,000          198,697
Gas Natural SDG, SA(1)                                                                           6,869,500          192,745
National Grid Transco PLC(1)                                                                    13,745,000          134,312
National Grid Transco PLC (ADR)                                                                    439,725           21,687
Korea Electric Power Corp.(1)                                                                    3,823,280          112,762
GAIL (India) Ltd.(1)                                                                            15,440,000           75,425
Southern Co.                                                                                     1,450,000           49,228
Exelon Corp.                                                                                       875,000           40,994
Dominion Resources, Inc.                                                                           567,811           39,923
PG&E Corp.                                                                                       1,080,000           38,632
Hong Kong and China Gas Co. Ltd.(1)                                                             19,118,000           38,291
Cia. Energetica de Minas Gerais -- CEMIG, preferred nominative                               1,260,000,000           38,229
FirstEnergy Corp.                                                                                  780,000           34,554
Equitable Resources, Inc.                                                                          525,000           33,369
American Electric Power Co., Inc.                                                                  700,000           24,983
FPL Group, Inc.                                                                                    594,000           24,146
Xcel Energy Inc.                                                                                   925,000           17,048
Progress Energy, Inc.                                                                              350,000           15,481
Consolidated Edison, Inc.                                                                          180,000            8,192
                                                                                                                  1,929,672

MISCELLANEOUS -- 1.72%
Other common stocks in initial period of acquisition                                                                677,972


Total common stocks (cost: $28,714,721,000)                                                                      34,460,519


Preferred stocks -- 0.03%

FINANCIALS -- 0.03%
Unibanco-Uniao de Bancos Brasileiros SA, units (GDR)                                               372,000           13,355


Total preferred stocks (cost: $13,321,000)                                                                           13,355


Rights -- 0.00%

INDUSTRIALS -- 0.00%
Sandvik AB, rights, expire 2005(2)                                                                  97,800               58

Total rights (cost: $0)                                                                                                  58



                                                                                                 Shares or     Market value
Convertible securities -- 0.81%                                                           principal amount            (000)

CONSUMER DISCRETIONARY -- 0.26%
Ford Motor Co. Capital Trust II 6.50% cumulative convertible trust preferred 2032                2,496,050         $101,340

INFORMATION TECHNOLOGY -- 0.20%
Nortel Networks Corp. 4.25% convertible notes 2008                                             $40,000,000           36,750
Agere Systems Inc. 6.50% convertible notes 2009                                                $25,500,000           25,404
ASML Holding NV 5.50% convertible notes 2010                                             Euro   12,700,000           18,776
                                                                                                                     80,930

TELECOMMUNICATION SERVICES -- 0.11%
Crown Castle International Corp. 6.25% convertible preferred 2012(2)                               635,200           30,013
Deutsche Telekom International Finance BV 6.50% convertible bonds 2006                    Euro  10,000,000           14,065
                                                                                                                     44,078

HEALTH CARE -- 0.06%
Baxter International Inc. 7.00% convertible preferred 2006                                         400,000 units     22,200

UTILITIES -- 0.06%
Korea Deposit Insurance Corp. 2.25% convertible debentures 2005(3)                             $17,700,000           22,081

INDUSTRIALS -- 0.05%
Tyco International Group SA, Series B, 3.125% convertible debentures 2023                      $15,000,000           20,606

MATERIALS -- 0.04%
Freeport-McMoRan Copper & Gold Inc. 5.50% convertible preferred(3)                                  20,000           17,915

FINANCIALS -- 0.03%
Travelers Property Casualty Corp. 4.50% convertible subordinated note 2032                        $500,000           11,050


Total convertible securities (cost: $355,069,000)                                                                   320,200


                                                                                          Principal amount
Bonds & notes -- 1.22%                                                                               (000)

GOVERNMENT & GOVERNMENT AGENCY BONDS & NOTES -- 0.54%
Brazilian Treasury Bill 0% 2006                                                                      R$370          132,779
United Mexican States Government, Series MI10, 8.00% 2013                                         MXP4,409           36,844
United Mexican States Government, Series M20, 8.00% 2023                                             4,436           34,359
United Mexican States Government 9.50% 2014                                                            805            7,355
                                                                                                                    211,337

CONSUMER DISCRETIONARY -- 0.50%
General Motors Corp. 8.375% 2033                                                                  $192,348          147,680
General Motors Corp. 8.25% 2023                                                                     24,529           18,693
General Motors Corp. 7.20% 2011                                                                      7,290            6,275
General Motors Corp. 7.125% 2013                                                                     2,300            1,917
General Motors Acceptance Corp. 6.875% 2011                                                         10,820            9,448
General Motors Acceptance Corp. 7.25% 2011                                                           5,995            5,350
General Motors Acceptance Corp. 7.00% 2012                                                           5,920            5,136
General Motors Acceptance Corp. 6.875% 2012                                                          2,995            2,582
                                                                                                                    197,081

TELECOMMUNICATION SERVICES -- 0.06%
AT&T Wireless Services, Inc. 8.125% 2012                                                            20,000           23,961

CONSUMER STAPLES -- 0.06%
Ahold Finance U.S.A., Inc. 8.25% 2010                                                            $  12,990        $  14,224
Ahold Finance U.S.A., Inc. 6.25% 2009                                                                9,065            9,292
                                                                                                                     23,516

ENERGY -- 0.04%
El Paso Corp. 7.875% 2012                                                                           14,500           14,645

INFORMATION TECHNOLOGY -- 0.02%
Flextronics International Ltd. 6.50% 2013                                                           10,000           10,225

MATERIALS -- 0.00%
APP International Finance Co. BV 11.75% 2005(5)                                                      1,150              592


Total bonds & notes (cost: $466,373,000)                                                                            481,357


Short-term securities -- 10.05%

Freddie Mac 2.85%-3.07% due 6/7-8/10/2005                                                          289,800          289,142
Toyota Motor Credit Corp. 2.97%-3.09% due 6/20-7/21/2005                                           147,300          146,880
Toyota Credit Corp. Puerto Rico 3.04% due 7/7/2005                                                  17,000           16,949
Dexia Delaware LLC 2.99%-3.13% due 6/23-8/9/2005                                                   154,000          153,473
Barclays U.S. Funding Corp. 2.96%-3.105% due 6/17-7/21/2005                                        149,485          149,157
Danske Bank A/S, Series A 3.10%-3.13% due 7/20-8/3/2005                                            145,000          144,296
BNP Paribas Finance Inc. 2.93%-2.96% due 6/9-6/22/2005                                             142,900          142,721
HBOS Treasury Services PLC 2.93%-3.14% due 6/2-8/11/2005                                           140,000          139,542
Stadshypotek Delaware Inc. 2.94%-3.175% due 6/8-8/15/2005(3)                                       138,300          138,000
American Honda Finance Corp. 3.01%-3.10% due 7/6-7/27/2005                                         130,300          129,856
Royal Bank of Scotland PLC 2.88%-2.96% due 6/1-6/14/2005                                           125,000          124,919
Bank of Ireland 2.85%-3.175% due 6/3-8/22/2005(3)                                                  125,000          124,446
KfW International Finance Inc. 2.92%-3.10% due 6/15-8/1/2005(3)                                    123,700          123,251
ANZ National (International) Ltd. 3.14%-3.21% due 8/10-8/24/2005(3)                                122,300          121,456
Allied Irish Banks N.A. Inc. 2.93%-3.15% due 6/1-8/9/2005(3)                                       121,200          120,876
Canadian Imperial Bank of Commerce 2.96%-3.09% due 6/13-7/14/2005                                   64,700           64,698
Canadian Imperial Holdings Inc. 3.08% due 7/19/2005                                                 50,000           49,791
Federal Home Loan Bank 2.81%-2.95% due 6/8-6/30/2005                                               109,100          108,939
Amsterdam Funding Corp. 3.07%-3.13% due 7/11-7/22/2005(3)                                           74,150           73,865
ABN-AMRO North America Finance Inc. 3.06% due 7/11/2005                                             35,000           34,879
Siemens Capital Co. LLC 2.91%-2.93% due 6/6-6/14/2005                                              100,000           99,919
HSBC USA Inc. 2.975%-3.03% due 6/9-6/28/2005                                                        97,300           97,156
Calyon North America Inc. 3.025%-3.085% due 7/5-7/20/2005                                           91,300           90,978
Old Line Funding LLC 3.07% due 7/7/2005(3)                                                          50,000           49,842
Thunder Bay Funding, LLC 3.02% due 6/16/2005(3)                                                     40,000           39,946
Bank of Montreal 2.96% due 6/15/2005                                                                89,700           89,698
CBA (Delaware) Finance Inc. 3.01%-3.10% due 6/6-7/25/2005                                           87,835           87,601
BMW U.S. Capital Corp. 2.90%-2.93% due 6/15-6/17/2005(3)                                            85,000           84,891
Shell Finance (U.K.) PLC 3.01%-3.05% due 7/1-7/14/2005                                              81,200           80,933
Mont Blanc Capital Corp. 3.10% due 7/18/2005(3)                                                     43,800           43,623
ING (U.S.) Funding LLC 2.935% due 6/7/2005                                                          36,000           35,980
Westpac Trust Securities N.Z. Ltd. 3.14%-3.15% due 8/9/2005                                         53,900           53,574
Westpac Capital Corp. 3.18% due 8/22/2005                                                           23,475           23,304
IXIS Commerical Paper Corp. 2.94%-3.14% due 6/17-8/2/2005(3)                                        70,300           70,086
Spintab AB (Swedmortgage) 3.14%-3.17% due 8/5-8/17/2005                                             60,200           59,826
GlaxoSmithKline Finance PLC 2.82% due 6/3/2005                                                      50,000           49,989
Barton Capital LLC 3.025% due 6/16/2005(3)                                                          50,000           49,933
Edison Asset Securitization LLC 3.05% due 7/18/2005(3)                                              50,000           49,795
UBS Finance (Delaware) LLC 3.085% due 7/19/2005                                                     50,000           49,790
Rabobank USA Financial Corp. 3.09% due 7/28/2005                                                    50,000           49,765
Alcon Capital Corp 3.03%-3.06% due 7/11/2005(3)                                                     45,000           44,844
DuPont (E.I.) de Nemours & Co. 2.86% due 6/2/2005                                                   44,400           44,393
CAFCO, LLC 3.13% due 8/4/2005(3)                                                                    40,000           39,773
Bank of America Corp. 3.10% due 7/26/2005                                                           37,600           37,419
International Lease Finance Corp. 2.94% due 6/6/2005                                                25,000           24,988
Tennessee Valley Authority 2.84% due 6/16/2005                                                      25,000           24,969
Total Capital S.A. 3.06% due 7/22/2005(3)                                                           25,000           24,894
Variable Funding Capital Corp. 3.10% due 7/27/2005(3)                                               25,000           24,882
National Australia Funding (DE) Inc. 3.06% due 7/15/2005(3)                                         24,100           24,008
DaimlerChrysler Revolving Auto Conduit LLC I 3.20% due 8/24/2005                                    14,415           14,306

Total short-term securities (cost: $3,958,098,000)                                                                3,958,241

Total investment securities (cost: $33,507,582,000)                                                              39,233,730
Other assets less liabilities                                                                                       169,839

Net assets                                                                                                      $39,403,569


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

(1)  Valued  under fair value  procedures  adopted by  authority of the Board of
     Directors.  At May 31, 2005, 224 of the fund's securities,  including those
     in  "Miscellaneous"  securities (with aggregate value of  $22,974,495,000),
     were fair valued under procedures that took into account  significant price
     changes that occurred  between the close of trading in those securities and
     the close of regular trading on the New York Stock Exchange.
(2)  Security did not produce income during the last 12 months.
(3)  Purchased  in a private  placement  transaction;  resale  may be limited to
     qualified   insititutional   buyers;  resale  to  the  public  may  require
     registration.  The  total  value  of all  such  restricted  securities  was
     $1,358,915,000, which represented 3.45% of the net assets of the fund.
(4)  Represents an affiliated  company as defined under the  Investment  Company
     Act of 1940.
(5)  Company not making  scheduled  interest  payments;  bankruptcy  proceedings
     pending.

ADR = American Depositary Receipts
GDR = Global Depositary Receipts



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

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


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

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


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

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





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

There have been no material changes to the procedures by which  shareholders may
recommend  nominees to the Registrant's  Board of Directors since the Registrant
last  submitted a proxy  statement to its  shareholders.  The  procedures are as
follows.  The Registrant has a Nominating  Committee comprised solely of persons
who are not considered "interested persons" of the Registrant within the meaning
of the Investment  Company Act of 1940, as amended.  The committee  periodically
reviews such issues as the Board's  composition,  responsibilities,  committees,
compensation and other relevant issues,  and recommends any appropriate  changes
to the full Board of Directors. While the committee normally is able to identify
from its own resources an ample number of qualified candidates, it will consider
shareholder  suggestions  of persons to be considered as nominees to fill future
vacancies on the Nominating  Committee of the Registrant,  c/o the  Registrant's
Secretary,  and must be accompanied by complete  biographical  and  occupational
data on the prospective nominee, along with a written consent of the prospective
nominee for consideration of his or her name by the Nominating Committee.


ITEM 11 - Controls and Procedures

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

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


ITEM 12 - Exhibits

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

(a)  (2) The certifications required by Rule 30a-2 of the Investment Company Act
     of 1940, as amended,  and Sections 302 and 906 of the Sarbanes-Oxley Act of
     2002 are attached as exhibits hereto.









                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment Company Act of 1940, the Registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

CAPITAL WORLD GROWTH AND INCOME FUND, INC.


By /s/ Stephen E. Bepler
- ------------------------------------
Stephen E. Bepler, President and PEO

Date: August 8, 2005


Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment  Company  Act of  1940,  this  report  has been  signed  below by the
following  persons on behalf of the  Registrant and in the capacities and on the
dates indicated.



By /s/ Stephen E. Bepler
- ------------------------------------
Stephen E. Bepler, President and PEO

Date: August 8, 2005



By /s/ Jeffrey P. Regal
- -----------------------------------
Jeffrey P. Regal, Treasurer and PFO

Date: August 8, 2005