THE OAKMARK INTERNATIONAL SMALL CAP FUND

Report from David G. Herro and Chad M. Clark, Portfolio Managers

David G. Herro photo Chad M. Clark photo

THE VALUE OF A $10,000 INVESTMENT IN THE OAKMARK INTERNATIONAL SMALL CAP FUND FROM ITS INCEPTION (11/1/95) TO PRESENT (3/31/06) AS COMPARED TO THE MSCI WORLD EX U.S. INDEX16
Oakmark Internation Small Cap Fund Chart
  Average Annual Total Returns
(as of 3/31/06)
  Total Return
Last 3 Months*
1-year 5-year 10-year Since
Inception
(11/1/95)

Oakmark International Small Cap Fund (Class I) 11.86% 28.65% 22.59% 14.41% 14.82%
MSCI World ex U.S. 9.33% 25.06% 10.08% 6.86% 7.56%
MSCI World ex U.S. Small Cap19 10.76% 33.00% 20.73% N/A N/A
Lipper International Small Cap Index20 13.35% 35.10% 19.04% 12.62% N/A

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 most recent month-end performance data, visit www.oakmark.com.
* Not annualized

The Oakmark International Small Cap Fund gained 12% for the quarter, outperforming most of our benchmark indices. More importantly, however, for the past twelve months and since inception your Fund is up 29% and 15% respectively, outpacing the MSCI World ex U.S. Index with returns of 25% and 8%.

While stock selection was once again strong, our relative underweight position in a flat Japanese market certainly helped performance compared to our benchmarks. We found extremely compelling ideas in Switzerland, Norway, and Britain, which together offset our relative underweighting in Japan. And, in these markets, our names advanced 19.9%, 42.2% and 9.8%, respectively on average.

Large Contributors

Tandberg, a Norwegian provider of video-conferencing equipment, was the largest contributor to performance. One of our team members, Eric Bokota, met with Tandberg in September in Norway, initially passing on the stock due to valuation. (The share price was at Norwegian Kroner 83.75 at the time.) But, he was impressed with the group’s market position, the return and free cash flow characteristics of the business, and the underlying growth profile of the industry. Then in early fall, Tandberg missed the Street’s earnings expectations, and the stock fell 24% in a matter of days. Eric revisited the idea and began to do more in-depth research, talking to both vendors and customers. What he found was that customers’ buying patterns had changed, leading to further inter-quarter volatility, but the underlying attractiveness of Tandberg’s product suite remained solid. After another earnings miss in December, the resignation of the CEO, and an additional 36% drop in the share price (then at Norwegian Kroner 41.00), we began accumulating shares. Since our purchase, a new CEO has come on board, the demand picture has stabilized, and insiders have made large stock purchases. Combined, these have driven a rebound in Tandberg’s share price, though we believe nothing has materially changed with the fundamental attractiveness of this company over the last six months. Tandberg advanced 49% in the quarter.

Julius Baer, the Swiss private banking entity we’ve discussed in several previous letters, has continued to exceed expectations. Asset growth was strong in the fourth quarter report with respect to both Baer’s historical relationships and those coming from the newly acquired entities. Customer attrition was low, the integration is proceeding faster than we expected, and we were impressed with the group’s new Head of Private Banking, Alex Widmer. We believe excess capital will continue to be deployed in the most value accretive manner, primarily in private banking acquisitions. If these aren’t attractive, we believe that capital will be returned to shareholders. Given the strength in the share price compared against the upside remaining to intrinsic value, we’ve had to trim back our weighting as Baer advanced 28% in the quarter.

Schindler, a Swiss-based elevator manufacturer, was the third largest contributor to performance in the quarter. The group’s 2005 financial release was quite strong, with sales advancing 8% and operating profit advancing 5% despite several one-off costs including labor settlements, research and development related to new product releases and unusually large marketing expenses. More importantly, however, the group’s order backlog grew by 23% locally. Asian business is robust, and the new European Safety Norms for Existing Lifts regulation is beginning to drive demand in the region. In our view, the strong operating performance and the positive outlook for 2006 were the two key reasons behind the 37% advance in the shares in the quarter.

We are happy to report that there were no large negative contributors in the quarter. Three of our bottom five performers were Japanese, including Santen Pharmaceutical, Mabuchi Motor, and Square Enix. While none fell materially, together their performance was a bit below the index in the country. Our Korean positions, including Daekyo and Kook Soon Dang, were also negative contributors.

There is no hedge impact to report from the quarter because we closed all of our hedge contracts at the end of 2005. We believe the U.S. Dollar continues to trade in a reasonable value range against other major currencies when measured by purchasing power parity.

Portfolio Composition

We sold our entire positions in Wincor Nixdorf, Athens Stock Exchange, and Dogan Sirketler in the period as each reached its respective sell target. Also, we’ve added positions in Alsea, a Mexican operator of the Dominos, Burger King, and Starbucks franchises, and in South China Morning Post (SCMP Group Limited), the publisher of Hong Kong’s largest English daily newspaper. As sales exceeded purchases, our overall cash position rose to 7.3% of net assets at quarter end.

Geographically, our portfolio weightings remain very similar to last quarter. Europe and the UK represent 75% of investments, and the majority of the balance excluding cash is in the Pacific Rim.

Small capitalization international stocks have had a tremendous run over the past four years. While the quantity of new ideas has slowed, we’ve held names that have demonstrated a consistent ability to grow value per share over time. We thank you for your continued confidence.

David G. Herro signature Chad M. Clark signature
David G. Herro, CFA
Portfolio Manager
dherro@oakmark.com
Chad M. Clark, CFA
Portfolio Manager
cclark@oakmark.com

THE OAKMARK INTERNATIONAL SMALL CAP FUND

International Diversification—March 31, 2006 (Unaudited)

Oakmark International Small Cap Fund Pie Chart

THE OAKMARK INTERNATIONAL SMALL CAP FUND

Schedule of Investments—March 31, 2006 (Unaudited)

Name
Description
Shares Held
Market Value

Common Stocks—92.7%    
Advertising—1.2%    
Asatsu-DK, Inc. (Japan) Advertising Services Provider 400,200 $13,974,105
       
Apparel Retail—7.3%    
Matalan plc (Great Britain) Clothing Retailer 14,095,000 $46,831,853
JJB Sports plc (Great Britain) (b) Sportswear & Sports Equipment Retailer 12,705,000 40,668,391
     
      87,500,244
Apparel, Accessories & Luxury Goods—0.8%    
Bulgari S.p.A. (Italy) Jewelry Manufacturer & Retailer 784,900 $9,443,669
       
Auto Parts & Equipment—2.4%    
Kongsberg Automotive ASA (Norway) (b) Auto Parts & Equipment Manufacturer 3,094,400 $28,796,973
       
Broadcasting & Cable TV—3.9%    
Sogecable SA (Spain) (a) Cable Television Services 529,500 $21,165,351
Media Prima Berhad (Malaysia)  (a)(b) Film Producer & Sports Promoter 33,747,000 16,492,791
M6 Metropole Television (France) Television Entertainment Channel Owner & Operator 297,700 8,840,958
     
      46,499,100
Home Improvement Retail—3.5%    
Carpetright plc (Great Britain) Carpet Retailer 2,098,600 $42,474,709
       
Photographic Products—1.7%    
Vitec Group plc (Great Britain) (b) Photo Equipment & Supplies 2,383,907 $20,593,915
       
Publishing—4.0%    
Daekyo Co., Ltd. (Korea) Educational Information Service Provider 371,900 $26,793,948
Tamedia AG (Switzerland) TV Broadcasting & Publishing 167,341 16,685,327
SCMP Group, Ltd. (Hong Kong)
Newspaper Publisher & Distributor
11,874,000 4,246,644
     
      47,725,919
Restaurants—0.1%    
Alsea SA (Mexico) Pizza Restaurants 311,800 $1,077,618
     
Textiles—1.9%    
Chargeurs SA (France) (b) Wool, Textile Production & Trading 790,182 $22,307,980
       
Brewers—0.6%    
Kook Soon Dang Brewery Co., Ltd. (Korea) Wine & Spirits Manufacturer 446,500 $6,893,269
       
Distillers & Vintners—1.1%    
Baron De Ley, S.A. (Spain) (a) Beverages, Wines, & Spirits Manufacturer 232,057 $13,262,877
       
Packaged Foods & Meats—2.3%    
Lotte Confectionery Co., Ltd. (Korea) Candy & Snacks Manufacturer 15,334 $19,301,649
Robert Wiseman Dairies plc (Great Britain) Milk Processor & Distributor 959,000 5,198,141
Alaska Milk Corporation (Philippines) (b) Milk Producer 56,360,000 3,860,274
     
      28,360,064
Asset Management & Custody Banks—5.7%    
MLP AG (Germany) Asset Management 1,526,500 $37,306,104
Julius Baer Holding AG-B (Switzerland) Asset Management 345,400 31,233,824
     
      68,539,928
Insurance Brokers —2.9%    
Benfield Group Ltd. Common Stock
(Great Britain)
Reinsurance Service Provider 5,352,000 $35,053,572
       
Multi-Sector Holdings—2.9%    
Pargesa Holding AG, Class B (Switzerland) Diversified Operations 357,800 $34,495,674
       
Other Diversified Financial Services—0.4%    
Ichiyoshi Securities Co., Ltd. (Japan) Stock Broker 248,000 $4,782,804
       
Real Estate Management & Development—2.0%    
Countrywide PLC (Great Britain) Real Estate Service Provider 2,693,000 $23,427,834
       
Health Care Supplies—2.0%    
Ansell Limited (Australia) Protective Rubber & Plastics Products 1,507,384 $12,518,854
Coloplast A/S, Class B (Denmark) Healthcare Products & Services Provider 159,600 12,011,789
     
      24,530,643
Pharmaceuticals—1.8%    
Santen Pharmaceutical Co., Ltd. (Japan) Pharmaceuticals 897,000 $21,566,713
       
Air Freight & Logistics—1.9%    
Mainfreight Limited (New Zealand) (b) Logistics Services 8,049,571 $23,240,432
       
Commercial Printing —1.0%    
De La Rue Plc (Great Britain) Commercial Printing 1,255,190 $12,167,980
       
Diversified Commercial and Professional Services—2.7%    
Intrum Justitia AB (Sweden) Diversified Financial Services 1,978,943 $18,038,432
Prosegur, Compania de Seguridad SA (Spain) Security & Transportation Services 552,800 13,965,333
     
      32,003,765
Electrical Components & Equipment—1.4%    
Pfeiffer Vacuum Technology AG (Germany) Vacuum Pump Manufacturer 254,000 $16,988,302
       
Industrial Conglomerates—1.7%    
Rheinmetall AG (Germany) Automotive Pump Manufacturer 144,300 $11,189,830
Haw Par Corporation Limited (Singapore)
Diversified Operations
2,663,687 9,807,207
     
      20,997,037
Industrial Machinery—12.1%    
Interpump Group S.p.A. (Italy) (b) Pump & Piston Manufacturer 4,709,000 $37,001,204
Schindler Holding AG (Switzerland) Escalator & Elevator Manufacturer 642,000 34,468,477
Halma plc (Great Britain) Electronic Instrument Producer 9,825,000 32,046,996
Saurer AG (Switzerland) (a) Textile Equipment Manufacturer 298,853 23,838,558
LISI (France) Industrial Fastener Manufacturer 170,600 11,296,564
Alfa Laval AB (Sweden) Filtration & Separation Equipment 206,400 5,551,379
     
      144,203,178
Office Services & Supplies—1.4%    
Domino Printing Sciences plc (Great Britain) Printing Equipment 3,620,500 $16,951,266
       
Communication Equipment—2.8%    
Tandberg ASA (Norway) Develops & Markets Communication Equipments 3,663,000 $33,110,507
       
Computer Storage & Peripherals—1.3%    
Lectra (France) (b) Manufacturing Process Systems 2,186,404 $15,524,057
       
Data Processing & Outsourced Services—1.7%    
Baycorp Advantage Limited (Australia) Credit Reference Services 8,662,000 $20,155,066
       
Electronic Equipment Manufacturers—4.4%    
Mabuchi Motor Co., Ltd. (Japan) Digital Camera Motors Manufacturer 546,000 $28,110,615
Orbotech, Ltd. (Israel) (a) Optical Inspection Systems 536,500 13,213,995
Vaisala Oyj, Class A (Finland) Atmospheric Observation Equipment 380,400 12,444,615
     
      53,769,225
Home Entertainment Software—1.6%    
Square Enix Co., Ltd. (Japan) Entertainment Software 757,900 $19,574,496
       
IT Consulting & Other Services—1.9%    
Morse plc (Great Britain) (b) Business & Technology Solutions 12,474,000 $22,429,568
       
Office Electronics—2.0%    
Neopost SA (France) Mailroom Equipment Supplier 220,700 $23,986,781
       
Industrial Gases—1.2%    
Taiyo Ink Mfg. Co., Ltd. (Japan) Manufacturer of Resist Inks 252,700 $14,470,057
       
Specialty Chemicals—3.6%    
Gurit-Heberlein AG (Switzerland)  (b) Chemical Producer 26,700 $28,670,041
Croda International plc (Great Britain) Chemical Producer 1,625,900 13,953,900
     
      42,623,941
Alternative Carriers—1.5%    
Asia Satellite Telecommunications Holdings Limited (Hong Kong) Satellite Operator 9,887,500 $17,967,657
Total Common Stocks (Cost: $793,896,044)    1,111,470,925
       
Name
Par Value
Market Value

Short Term Investments—7.4%    
U.S. Government Bills—3.3%    
United States Treasury Bills, 4.34% - 4.585% due 4/13/2006 - 4/27/2006 $40,000,000 $39,897,298
     
Total U.S. Government Bills (Cost: $39,897,298)   39,897,298
     
Repurchase Agreements—4.1%    
IBT Repurchase Agreement, 4.55% dated 3/31/2006 due 4/3/2006, repurchase price $47,017,821, collateralized by Small Business Administration Bonds, with rates of 7.050% - 7.090%, with maturities from 5/25/2029 - 11/25/2029, and an aggregate market value plus accrued interest of $49,350,000 $47,000,000 $47,000,000
IBT Repurchase Agreement, 3.25% dated 3/31/2006 due 4/3/2006, repurchase price $1,729,543, collateralized by a Small Business Adminstration Bond, with a rate of 7.375%, with a maturity date of 11/25/2025, and with a market value plus accrued interest of $1,815,529 1,729,075 1,729,075
     
Total Repurchase Agreements (Cost: $48,729,075)   48,729,075
       
Total Short Term Investments (Cost: $88,626,373)   88,626,373
Total Investments (Cost $882,522,417)—100.1%   $1,200,097,298
Foreign Currencies (Cost $604,522)—0.0%   $605,189
Other Liabilities In Excess Of Other Assets—(0.1%)   (1,276,188)
     
Total Net Assets—100%   $1,199,426,299
     
(a) Non-income producing security.
(b) See footnote number five in the Notes to the Financial Statements regarding investments in affiliated issuers.