THE OAKMARK SELECT FUND Annual Report

THE VALUE OF A $10,000 INVESTMENT IN THE OAKMARK SELECT FUND FROM ITS INCEPTION (11/1/96) TO PRESENT (9/30/04) AS COMPARED TO THE STANDARD & POOR'S 500 INDEX⁴

	Annual Average Total Returns
	(as of 09/30/04)
	Total Return Last 3 Months*	1-year	5-year	Since Inception (11/1/96)

Oakmark Select Fund (Class I)	1.00%	13.64%	14.29%	20.21%
S&P 500	-1.87%	13.87%	-1.31%	7.58%
S&P MidCap 400⁸	-2.10%	17.55%	10.50%	13.30%
Lipper Mid Cap Value Index⁹	-0.95%	22.69%	10.79%	10.09%

The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
The performance data quoted represents past performance. The above performance information for the Fund does not reflect the imposition of a 2% redemption fee on shares held for 90 days or less to deter market timers. If reflected, the fee would reduce the performance quoted. Past performance does not guarantee future results. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Average annual total return measures annualized change, while total return measures aggregate change. To obtain current month end performance data, call 1-800-OAKMARK or visit www.oakmark.com.
* Not annualized

The Oakmark Select Fund increased in value by 1% during the quarter, bringing the calendar year-to-date increase to 2%. Five stocks in the portfolio had double-digit increases: Limited Brands, Sprint, Moody's, Burlington Resources, and Toys R Us. We are pleased with continuing good results at these businesses. Earnings at Burlington are increasing due to higher energy prices, and Toys R Us' decision to explore selling their toy division highlighted its real estate value. We can't tie the price increases for the others to any specific news. On the downside, our double-digit losers were Gap, Office Depot and Janus. Modest sales and earnings disappointments have not significantly changed our favorable long-term outlooks.

No new positions were added, and no existing holdings were eliminated during the quarter. Our largest holding, Washington Mutual (WM), was up slightly after a difficult second quarter. As we previously noted, WM reported a large shortfall in its mortgage banking division. That negative news made WM our worst performer in the second quarter. We did not sell our shares in WM because we had confidence that their retail banking business alone was worth at least the current stock price. Last month, we were pleased to have management report that cost-cutting in mortgage banking is progressing well and that retail banking continues to show good growth. We have kept WM as our largest position because of our confidence that current business value exceeds the stock price, and because of our confidence that business value is likely to grow at an above-average rate.

Shifting gears, this is the time of year when our taxable shareholders typically begin asking about capital gains distributions. The financial statements that appear later in this report show that including all gains taken through September 30, we have a very small capital loss carry forward. Fund distributions are based on October fiscal years, so trading this month will determine whether or not a distribution is necessary. We believe it is probable that no distribution will be needed for 2004, but if one is needed, at least it will be small. Given that our loss carry forward has been virtually exhausted, we can't promise the same for 2005. What we can commit to is that we will continue to manage the Fund to maximize the long-term, after-tax return of our investments.

Name	Shares Held	Market Value

Common Stocks—91.9%
Apparel Retail—7.8%
Limited Brands	10,965,000	$244,409,850
The Gap, Inc.	10,060,000	188,122,000

		432,531,850
Leisure Products—3.8%
Mattel, Inc.	11,770,900	$213,406,417
Movies & Entertainment—4.4%
Time Warner Inc. (a)	15,240,000	$245,973,600
Publishing—3.1%
Knight-Ridder, Inc.	2,606,500	$170,595,425
Restaurants—6.7%
Yum! Brands, Inc.	9,207,000	$374,356,620
Specialty Stores—6.6%
Toys ‘R' Us, Inc. (a)(b)	11,872,700	$210,621,698
Office Depot, Inc. (a)	10,419,900	156,611,097

		367,232,795
Oil & Gas Exploration & Production—3.8%
Burlington Resources Inc.	5,183,600	$211,490,880
Asset Management & Custody Banks—2.1%
Janus Capital Group, Inc.	8,444,300	$114,926,923
Specialized Finance—4.1%
Moody's Corporation	3,123,600	$228,803,700
Thrifts & Mortgage Finance—16.1%
Washington Mutual, Inc.	22,917,400	$895,611,992
Biotechnology—3.7%
Chiron Corporation (a)	4,641,100	$205,136,620
Health Care Services—3.6%
IMS Health Incorporated	8,303,441	$198,618,308
Pharmaceuticals—3.0%
Bristol-Myers Squibb Company	6,990,200	$165,458,034
Diversified Commercial Services—11.7%
H&R Block, Inc. (b)	8,459,800	$418,083,316
The Dun & Bradstreet Corporation (a)(b)	3,934,900	230,978,630

		649,061,946
Data Processing & Outsourced Services—6.1%
First Data Corporation	7,815,400	$339,969,900
Office Electronics—4.2%
Xerox Corporation (a)	16,746,400	$235,789,312
Integrated Telecommunication Services—1.1%
Sprint Corporation	3,034,600	$61,086,498
Total Common Stocks (Cost: $3,361,595,896)		5,110,050,820
	Par Value

Short Term Investments—7.3%
U.S. Government Bills—4.8%
United States Treasury Bills, 1.505% - 1.695% due 10/21/2004 - 1/6/2005	$270,000,000	$269,250,856
Total U.S. Government Bills (Cost: $269,261,510)		269,250,856
Repurchase Agreements—2.5%
IBT Repurchase Agreement, 1.62% dated 9/30/2004 due 10/1/2004, repurchase price $138,006,210 collateralized by U.S. Government Agency Securities with an aggregate market value plus accrued interest of $144,900,000	$138,000,000	$138,000,000
IBT Repurchase Agreement, 1.27% dated 9/30/2004 due 10/1/2004, repurchase price $765,690 collateralized by a U.S. Government Agency Security with a market value plus accrued interest of $803,947	765,664	765,664

Total Repurchase Agreements (Cost: $138,765,664)		138,765,664
Total Short Term Investments (Cost: $408,027,174)		408,016,520
Total Investments (Cost $3,769,623,070)—99.2%		$5,518,067,340
Other Assets In Excess Of Other Liabilities—0.8%		42,965,749

Total Net Assets—100%		$5,561,033,089


William C. Nygren, CFA Portfolio Manager bnygren@oakmark.com	Henry R. Berghoef, CFA Portfolio Manager berghoef@oakmark.com

(a)	Non-income producing security.
(b)	See footnote number six in the Notes to Financial Statements regarding transactions in securities of affiliated issuers.

THE OAKMARK SELECT FUND

Report from Bill Nygren and Henry Berghoef, Portfolio Managers