Report from David Herro and Adam Schor, Portfolio Managers
Fellow Shareholders:
We are happy to report once again a satisfactory return of 6.42% for the quarter ending 1/31/97. More importantly, our annualized return since inception (11/1/95) through January 31, 1997 of 16.7% ranks this Fund as one of the top-performing international funds in the Lipper international universe.
A Name Change:
We start the new year with a new name for this Fund. As of this report, we have changed the name to The Oakmark International Small Cap Fund.
When we launched the Fund, we selected Emerging Value, hoping to evoke images of companies that were emerging into first tier investments. Either they were small companies on the brink of growth or they were large firms but were growing as their host countries grew. We thought Emerging Value captured the idea of buying dynamic companies before they were fully understood and exposed and while they were improperly priced. We also liked the name better than Small Value or New Value or Soon-To-Be-Valuable-When-Finally-Discovered Fund.
The Funds name also reflects an obvious pointinvesting is our forte, not marketing. We are much better at managing funds than naming them. (Whats an Oakmark anyway?)
When you hear thundering hooves, think horses. Investors who saw the word emerging thought that it was an emerging markets fund. In fact, our exposure to emerging markets has hovered around 50% and has never been greater than 55% of our assets. Most of our companies in the portfolio were and still are small cap companies, even those in emerging markets. If you take away Telmex, YPF and Asia Pulp and Paper, the remaining 40 or so other names in our Fund are less than $500 million in market capitalization.
Ever since Mexico jilted them, investors relationship with emerging markets has been rocky. We thought many investors shied away from this fund because they thought it was an emerging markets fund. So with our marketing department, we chose a clearer name. We explained that the Fund was an international small cap fund and not an emerging market fund. Suddenly, the creatives took over. The new name would be the Oakmark International Small Cap Fund. So let it be written, so let it be done.
The name change more clearly defines the investment universe of the Fund. We will continue to apply the same disciplined value-oriented investment philosophy and process. We are happy with our leading performance and hope our shareholders are too.
The change offers the opportunity to explain the differences between this fund and The Oakmark International Fund. We started The International Small Cap Fund to take advantage of a tremendous oversight in the market. As we traveled the world looking for companies for the $1.2 billion Oakmark International Fund, we saw a layer of small cap stocks that were overlooked and undervalued. Many of these firms were too small to build into a meaningful position in the large fund. But their values remained. So we saw and still see today an opportunity for a fund specifically geared to invest in smaller companies.
Thats what we have today and finally it is clearly labeled. The International Small Cap Fund offers investors the opportunity to invest in companies that we think are among the most compelling values around. Because the companies are smaller and less liquid than the names in the other international fund, they will be more volatile. But we hope that our patience is rewarded with returns. So far, it has gone well. But long-term investors must look aheadand thats exactly where we see the best value.
Latin America on the rebound...
Speaking of long-term investing brings us to this story. Two years ago, our trading desk received a call from a large global brokerage firm. They had an important U.S. client selling Latin American stocks. When asked which ones and at what price, the response was, all of them and make a bid!
Now, after a rebound in the markets and economies of Latin America, we have seen that patience pays. For this fund, Mexican food company Grupo Herdez, the Argentine textile/shoe company Alpargatas, and the Brazilian utility Cemig have produced great returns.
Business conditions in Latin America continue to look favorable, and we expect continued strong performance from our investments. What a difference a few years makes!
...And its smooth sailing in Asia ex-Japan
We still see excellent opportunity investing in Asia, including Hong Kong, where we are about four months away from reunification with China (a.k.a. The Big Event). Hong Kong is showing increasing confidence in its economy after June 30. HK company Yips Hang Cheung has extensive exposure in China as a manufacturer and marketer of paints, solvents and lubricants. Indonesia-based Steady Safe has a strong transportation franchise in that country in taxis, buses and soon, rail. And New Zealand fish company Sanford has valuable fish quotas and access to some of the worlds most fertile fishing grounds.
One exception to the rosy Asian picture is Japan. We still see a lot of macro problems. Furthermore, many corporate managers are unaware or unconcerned that they are employed by shareholders and that they should act to benefit those shareholders. We have found a few solid companies, however. One recent purchase is video game software developer Enix. Enix makes games for Nintendo and, soon, will make them for Sony. It is one of the few companies in Japan that seems to be run for its owners.
The Oakmark International Small Cap Fund heads into 1997 as we entered 1996, with confidence that the market is mispricing a lot of good, small companies. We havent changed the way we manage the Fund and we certainly havent changed our outlook. We have retained a disciplined, longterm focus. As the unfortunate sellers in Latin America have discovered over the last two years, thats the best way to invest.


David Herro

Adam Schor
Portfolio Managers
72242.772@compuserve.com
oakix@aol.com
February 5, 1997

| 1/31/97 NAV $11.69 | Average Annual Total Return* Through 1/31/97 |
||
|---|---|---|---|
| Total Return Last 3 Months |
From Fund Inception 11/1/95 |
||
| The Oakmark Intl Small Cap Fund | 6.4% | 16.7% | |
| Morgan Stanley World ex U.S. w/inc** | -0.5% | 8.4% | |
| Lipper Analytical International Fund Average** | 5.8% | 15.0% | |
| Micropal Intl Small Co Fund Index | 4.4% | 14.4% | |
* Total return includes change in share prices and in each case includes reinvestment of any dividends, interest and capital gain distributions.
International DiversificationJanuary 31, 1997

| Description | Shares Held/ Principal Value |
Market Value | |
|---|---|---|---|
| Common Stocks95.1% | |||
| Consumer NonDurables5.4% | |||
| Designer Textiles (NZ) Limited (New Zealand) | Manufactures Knit Fabrics | 2,500,000 | $ 1,462,793 |
| PT Polysindo EKA Perkasa (Indonesia) | Integrated Textile Manufacturer | 2,652,000 | 1,366,723 |
| 2,829,516 | |||
| Food6.9% | |||
| Grupo Herdez, SA de CV (Mexico) | Manufacturer and Distributor of Bottled and Canned Food | 4,024,000 | $ 1,482,269 |
| Taittanger (France) | Producer of Wine & Spirits | 2,720 | 898,869 |
| Daehan Flour Mills Co., Ltd. (Korea) | Food Processing | 6,500 | 411,792 |
| Chosun Brewery (Korea) | Korean Brewer | 14,410 | 398,149 |
| Soproni Sorgy AR RT (Hungary) | Hungarian Brewer | 13,155 | 341,396 |
| DB Group Ltd. (New Zealand) | Producer of Beer, Wine, & Liquor | 67,800 | 47,605 |
| 3,580,080 | |||
| Household Products6.6% | |||
| WMF (Germany) | Tableware and Kitchenware | 9,300 | $ 1,523,659 |
| Enix Corporation (Japan) | Entertainment Software | 61,800 | 1,315,056 |
| N.V. Koninklijke Sphinx Gustavsberg (Netherlands) | Bathroom Products | 54,159 | 586,538 |
| 3,425,253 | |||
| Retail1.7% | |||
| Alpargatas Sociedad Anonima Industrial Y Comercial (Argentina) | Textiles and Footwear | 1,035,000 | $ 874,837 |
| Other Consumer Goods & Services10.2% | |||
| PT Steady Safe (Indonesia) | Transportation | 1,214,500 | $ 1,571,135 |
| Vardon PLC (United Kingdom) | Leisure | 915,000 | 1,502,764 |
| Fyffes (Ireland) | Distributor of Fresh Fruit, Flowers and Produce in Europe | 678,133 | 1,263,602 |
| Innovative International Holdings (Hong Kong) | Auto Parts & Equipment | 1,200,000 | 491,676 |
| CeWe Color Holding AG (Germany) | Photo Equipment & Supplies | 1,900 | 440,213 |
| 5,269,390 | |||
| Telecommunications5.1% | |||
| Telefonos de Mexico, S.A. de C.V. (Mexico) (b) | Telephone Company | 38,050 | $ 1,431,631 |
| Tadiran Ltd. (Israel) (a) | Telecommunication Equipment | 45,484 | 1,214,653 |
| 2,646,284 | |||
| Oil and Natural Gas2.0% | |||
| YPF Sociedad Anonima (Argentina) (b) | Exploration, Production and Marketing | 37,000 | $ 1,031,375 |
| Banks2.1% | |||
| Anglo Irish Bank Corporation plc (Ireland) | Irish Bank | 860,000 | $ 1,095,716 |
| Other Financial2.9% | |||
| JCG Holdings Ltd. (Hong Kong) | Investment Holding Company | 1,684,000 | $ 1,499,497 |
| HIH Winterhur (Australia) | Insurance and Reinsurance Broker | 9,243 | 21,856 |
| 1,521,353 | |||
| Computer Systems3.8% | |||
| Solution 6 Holdings Limited (Australia) | Design Computer Systems/ Consultants | 2,267,153 | $ 1,988,731 |
| Marketing Services3.1% | |||
| Cordiant PLC (United Kingdom) (a) | Global Advertising Agency | 970,000 | $ 1,608,636 |
| Broadcasting & Publishing4.4% | |||
| Woong Jin Publishing Co. (Korea) | Publisher | 23,736 | $ 1,413,184 |
| Moffat Communications Limited (Canada) | Owner and Operator of Television Stations and Cable Systems | 45,500 | 658,539 |
| Zee Telefilms, B Shares (India) | Broadcasting and TV | 85,900 | 206,663 |
| 2,278,386 | |||
| Chemicals2.1% | |||
| EVC International NV (Netherlands) | Western European PVC Manufacturer | 39,600 | $ 1,103,412 |
| Components6.6% | |||
| Tower Semiconductor Limited (Israel) | Semiconductors | 138,400 | $ 1,522,400 |
| Barlo Group PLC (Ireland) | Manufacturer of Radiators and Industrial Plastics | 1,605,000 | 1,150,263 |
| Pentex Schweizer Circuits Limited (Singapore) | Manufacturer and Marketer of Printed Circuit Boards | 546,000 | 775,678 |
| 3,448,341 | |||
| Forestry Products2.5% | |||
| Asia Pulp & Paper Company Ltd (Indonesia) (a) | Paper & Packaging Products | 114,000 | $ 1,311,000 |
| Machinery and Metal Processing2.4% | |||
| Steel & Tube Holdings Ltd.(New Zealand) | Produces and Distributes Steel | 150,500 | $ 953,122 |
| Groupe FivesLille (France) | Builder of Heavy Machinery | 3,125 | 269,919 |
| 1,223,041 | |||
| Mining and Building Materials7.7% | |||
| Parbury Limited (Australia) | Manufactures Building Products | 2,451,446 | $ 1,477,225 |
| Groupo Uralita (Spain) | Manufacturers of Building Products and Chemicals | 153,100 | 1,414,982 |
| Asia Cement Manufacturing Co. (Korea) | Cement Manufacturer | 36,150 | 1,086,590 |
| 3,978,797 | |||
| Other Industrial Goods and Services15.0% | |||
| Sanford Limited (New Zealand) | Owns and Manages Fisheries | 1,030,040 | $ 2,198,062 |
| BT Industries AB (Sweden) | Fork Lifts & Transportation Equipment | 68,000 | 1,324,529 |
| Yips Hang Cheung (Holdings) Limited (Hong Kong) | Paint Company | 10,090,000 | 1,184,914 |
| Wattyl (Australia) | Paint Company | 279,091 | 1,149,574 |
| TechTronic Industries Company Limited (Hong Kong) | Manufactures Electric Hand Tools | 7,640,000 | 1,104,246 |
| Fukuda Denshi Co., Ltd. (Japan) | Medical Products Manufacturer and Distributor | 42,000 | 807,126 |
| VAE Eisenbahnsysteme AG (Austria) | Manufactures Rail-Related Products | 400 | 39,950 |
| 7,808,401 | |||
| Production Equipment4.6% | |||
| Danieli & Company (Italy) | Steel Mini-Mills Equipment | 360,300 | $ 1,525,718 |
| The NSC Group (France) | Wool Textile Manufacturer | 7,860 | 862,500 |
| 2,388,218 | |||
| Total Common Stocks (Cost: $46,949,074) | 49,410,767 | ||
| Short-Term Investments5.2% | |||
| Commercial Paper2.9% | |||
| General Electric Capital Corporation, 5.31% due 2/3/1997 | 1,500,000 | 1,500,000 | |
| Total Commercial Paper | 1,500,000 | ||
| Repurchase Agreements2.3% | |||
| State Street Repurchase Agreement, 5.47% due 2/3/1997 | 1,185,000 | $ 1,185,000 | |
| Collaterized by US Treasury Securities | |||
| Total Repurchase Agreements | 1,185,000 | ||
| Total ShortTerm Investments (Cost:$2,685,000) | 2,685,000 | ||
| Total Investments (Cost:$49,634,074)100.3% | $ 52,095,767 | ||
| Foreign currencies (Cost:$688,361.26)1.3% | 679,551 | ||
| Other liabilities, less other assets(c)(1.6%) | (841,723) | ||
| Total Net Assets100% | $51,933,595 ========== |
Notes:
(a) Nonincome producing security.
(b) Represents an American Depositary Receipt.
(c) Includes transaction hedges.