THE OAKMARK INT'L SMALL CAP FUND

Report from David G. Herro and Michael J. Welsh, Portfolio Managers


FELLOW SHAREHOLDERS:

We are pleased to announce that Michael Welsh, co-portfolio manager of The Oakmark International Fund, has succeeded Adam Schor as the co-manager of this Fund. This coincides with Adam’s leaving Harris Associates to pursue new opportunities. We want to thank Adam for his valuable contribution to The Oakmark Family of Funds.

Since your Fund’s inception, it has returned on an annualized basis 13.9%. This quarter, your Fund was up 0.1% as compared to 2.2% for the Morgan Stanley World ex U.S. and 2.8% for the Lipper Analytical International Fund Index.

We’re happy with the record of this Fund. But, this year, some shareholders have asked us why it is lagging The Oakmark International Fund.

There is no one answer. Each Fund invests in different types of stocks. This Fund focuses on small companies while Oakmark International tends to buy medium and large-sized firms. Recently, larger international companies have performed better than the smaller names. This happens from time to time, and we don’t get concerned about any short-term deviation in performance. The season is young and both Funds have good stocks. (We introduce a new one below.)

As we have said before, our portfolio of small companies consists of well managed businesses at unbelievable prices. As more capital goes overseas and stock investing becomes more global, these values will not remain undiscovered.

Small companies in general can be great opportunities. Being small makes growth easier. Sometimes it takes just one new contract for a small company to dramatically increase sales and profits. Small firms are often more flexible and so can act more quickly than their larger counterparts. They can be more innovative and nimble and can take advantage of niches. They can be more responsive to changing customer needs or market conditions. Sometimes the best industry for a small firm is one with a few large established players. These behemoths are often predictable, slow to react and too fixed in tradition to recognize a new competitor.

We believe in the fundamentals of our firms and certainly the values. Over time, that’s all that matters. We are confident that our portfolio of stocks will produce the returns they should.

 

LET'S LOOK AT A NEW ADDITION TO OUR PORTFOLIO.

One of our largest positions is Enix, a major developer of game software in Japan. Enix offers everything we like to see before investing in a company. We often mention our difficulty in finding appropriate investment opportunities in Japan. Here’s an exception and an example of how we focus on companies, not countries.


Management runs the business well.

Enix is one of Nintendo’s most important software suppliers, giving Enix the chance for good profitability on titles. The company recently increased its revenue potential by developing software for Sony PlayStation, the game platform with the largest installed base in Japan. Enix’s entertainment publishing business also provides high returns and diminishes somewhat the cyclical nature of the game software business.


Management focuses on increasing the equity value of the firm.

Enix’s management spends money wisely and focuses on return on capital. Part of the reason for this focus is that company president and founder Yasuhiro Fukushima and his family own more than 60% of the firm. After Japanese regulations changed, Enix was one of the first companies to announce a buy back program.


The underlying business is highly cash generative.

Software development and publishing produce excellent free cash flow. The revenues of the game business are cyclical because of the delays between new game introductions, yet Enix’s flexible cost structure (and its other publishing businesses) allows it to generate excess cash even in the tough years.


Enix’s stock is cheap.

We calculate that we’re paying less than five times normal operating profit and less than one times revenue for a high return business whose managers are on our side. A cheap price. Despite using some cash to buy back six percent of its shares, Enix still has one-third of its market capitalization as cash in the bank.


DAVID G. HERRO
Portfolio Manager
72242.772@compuserve.com


MICHAEL J. WELSH
Co-Portfolio Manager
102521.2142@compuserve.com


THE VALUE OF A $10,000 INVESTMENT IN THE OAKMARK INTERNATIONAL SMALL CAP FUND FROM ITS INCEPTION (11/1/95) TO PRESENT (4/30/97) AS COMPARED TO THE MORGAN STANLEY WORLD EX U.S. INDEX

4/30/97 NAV $11.70
Average Annual Total Return*
Through 4/30/97

Total Return
Last 3 mos.
From Inception
9/30/92
The Oakmark Int'l Small Cap Fund 0.1% 13.9%
Morgan Stanley World ex U.S. w/inc** 2.2% 8.6%
Lipper Analytical International Fund Average** 2.8% 14.5%
Micropal Int'l Small Co Fund Index -0.1% 11.8%

*Total return includes change in share prices and in each case includes reinvestment of any dividends, interest and capital gain distributions.

**Each of the three indexes or averages is an unmanaged group of stocks or funds whose composition is different from the Fund. The Morgan Stanley World ex U.S. Index includes 19 country sub-indexes. The Lipper International Fund Average includes 106 mutual funds that invest in securities whose primary markets are outside the United States. The Micropal Int'l Small Co Fund Index sector average is an unweighted index comprised of all funds within the International Small Company Fund sector. Past performance is no guarantee of future results.


THE OAKMARK INT'L SMALL CAP FUND

International Diversification—April 30, 1997


THE OAKMARK INT'L SMALL CAP FUND

Schedule of Investments—April 30, 1997 (Unaudited)

Description
Shares Held/
Principal Value
Market Value
Common Stocks—91.1%
Consumer Non—Durables—5.3%
PT Polysindo Eka Perkasa
Integrated Textile Manufacturer(Indonesia) 2,652,000$1,473,333Designer Textiles (NZ) LimitedManufactures Knit Fabrics(New Zealand) (e) 2,835,0001,277,470Altinyildiz Mensucat veTextile ManufacturerKonfeksiyon Fabrikalari A.S. (Turkey) 1,800,000242,292 2,993,095Food & Beverage—8.9%Grupo Herdez S.A., Class BManufacturer and Distributor(Mexico)of Bottled and Canned Food4,024,000$1,671,075Taittinger (France)Producer of Wine & Spirits4,5331,596,821DB Group Ltd. (New Zealand)Producer of Beer, Wine, & Liquor483,750754,550Alaska Milk CorporationMilk Producer(Philippines), (a) 7,200,000649,829Chosun Brewery CompanyKorean Brewer(Korea) 14,410379,636 5,051,911Household Products—7.1%Enix Corporation (Japan)Entertainment Software115,1002,203,435WMF (Germany)Tableware and Kitchenware10,0001,674,558N. V. Koninklijke SphinxBathroom ProductsGustavsberg (Netherlands), (a) 15,159146,276 4,024,269Retail—0.6%Daimon (Japan)Liquor Retailer & Distributor49,200354,654Other Consumer Goods & Services—11.7%Vardon plc (Great Britain)Bingo Clubs915,0001,853,728Innovative InternationalAuto Parts & EquipmentHoldings (Hong Kong) 3,530,0001,526,560PT Steady Safe (Indonesia)Transportation1,374,5001,343,390Fyffes plc (Ireland)Distributor of Fresh Fruit, Flowers and Produce in Europe678,133967,017CeWe Color Holding AGPhoto Equipment & Supplies(Germany) 4,100944,624 6,635,319Telecommunications—2.5%Tadiran Ltd. (Israel), (a)Telecommunication Equipment53,9841,421,570Banks—1.9%Anglo Irish Bank CorporationIrish Bankplc (Ireland) 860,000$1,071,450Other Financial—6.1%JCG Holdings Ltd.Investment Holding Company(Hong Kong) 2,704,000$2,164,178Lambert Fenchurch Group plcInsurance Broker(Great Britain) 695,0001,244,692HIH Winterhur InternationalInsurance and Reinsurance BrokerHoldings Ltd. (Australia) 9,24321,552 3,430,422Computer Systems—2.4%Solution 6 Holdings Ltd.Design Computer Systems/(Australia), (a) (e)Consultants3,437,500$1,340,365Marketing Services—3.6%Cordiant plc, (Great Britain) (a)Global Advertising Agency970,0002,043,760Broadcasting & Publishing—4.7%Woong Jin Publishing CompanyPublisher(Korea) 23,736$1,543,372Moffat CommunicationsOwner and Operator of TelevisionLimited (Canada)Stations and Cable Systems45,500700,250Zee Telefilms Ltd. (India)Broadcasting & TV85,900223,429Matichon Public CompanyNewspaper PublisherLimited (Thailand) 70,400194,040 2,661,091Chemicals—2.3%European Vinyls CorporationWestern European PVCInternational N.V.Manufacturer(Netherlands) 44,600$1,277,360Components—5.9%Tower Semiconductor Ltd.Semiconductors(Israel), (a) (b) 132,300$1,653,750Barlo Group plc, (Ireland)Manufacturer of Radiators and Industrial Plastics1,605,0001,011,858Pentex—Schweizer Circuits Ltd.Manufacturer and Marketer(Singapore)of Printed Circuit Boards546,000675,192 3,340,800Forestry Products—3.2%Asia Pulp & Paper Company Ltd.Paper & Packaging(Indonesia), (a) (b)Products in Asia114,000$1,524,750Harmac Pacific, Inc.Pulp Producer(Canada), (a) 25,700255,712 1,780,462Machinery & Metal Processing—1.3%Steel & Tube Holdings Ltd.Produces and Distributes Steel(New Zealand) 150,500$751,196Mining And Building Materials—5.7%Uralita, SA (Spain)Manufacturers of Building Products and Chemicals153,100$1,272,299Asia Cement ManufacturingLarge Cement ManufacturerCompany Ltd. (Korea) 36,1501,175,280Parbury Limited (Australia)Manufactures Building Products1,327,032755,466 3,203,045Other Industrial Goods & Services—13.4%Sanford Ltd. (New Zealand)Owns and Manages Fisheries1,030,0402,035,088Wattyl Limited, (Australia)Paint Company349,0911,619,817Yip’s Hang Cheung Ltd.Paint Company(Hong Kong) 12,614,0001,612,065Techtronic Industries CompanyManufactures Electric Hand Tools(Hong Kong) 7,740,0001,308,901Fukuda Denshi (Japan)Medical Products Manufacturer and Distributor52,000991,373VAE Eisenbahnsysteme AGManufactures Rail—Related Products(Austria) 40038,711 7,605,955Production Equipment—4.5%Danieli & Company (Italy)Steel Mini—Mills Equipment360,3001,296,274NSC Groupe (France)Manufacturer of Textile Equipment9,8301,242,961 2,539,235Total Common Stocks (Cost: $50,632,715)51,525,959Short Term Investments—3.1%Commercial Paper—2.5%American Express Credit Corporation, 5.50—5.53% due 5/7/—6/9/1997650,000$650,000Ford Motor Credit Corp., 5.46—5.55% due 5/12—6/6/1997500,000500,000General Electric Capital Corporation, 5.45% due 5/5/1997250,000250,0001,400,000Repurchase Agreements—0.6%State Street Repurchase Agreement, 5.37% due 5/1/1997329,000$329,000Total Repurchase Agreements 329,999Total Short Term Investments (Cost: $1,729,000) 1,729,000Total Investments (Cost: $52,361,715)–94.2% (d) $53,254,959Foreign Currencies (Proceeds: $297,574)–.5% (d) 296,653Other assets in excess of other liabilities–5.3% 3,008,446Total Net Assets–100% $56,560,058 ===========

Notes:
(a) Non-income producing security.
(b) Represents an American Depositary Receipt.
(c) Includes transaction hedges.
(d) At April 30, 1997, net unrealized appreciation of $892,323 for federal income tax purposes consisted of gross unrealized appreciation of $5,191,641 and gross depreciation of $4,299,318
(e) See footnote number five to the financial statements regarding transactions in securities of affiliated issuers.

See accompanying notes to financial statements.