HARDING LOEVNER FUNDS INC
N-30D, 1998-12-24
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                                         HARDING, LOEVNER FUNDS, INC.

                                                   Annual Report

                                                 October 31, 1998




                                               Portfolios managed by

                                         Harding, Loevner Management, L.P.


                                               International Equity Portfolio


                                                   Global Equity Portfolio


                                                Multi-Asset Global Portfolio
                                        
                                                  




































                                                 600 Fifth Avenue
                                                    26th Floor
                                                New York, NY 10020







Harding, Loevner Funds, Inc.


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




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














December 3, 1998






Dear Shareholder:

Enclosed is the Annual Report to Shareholders  for the fiscal year ended October
31, 1998, as required by regulation.

Our regular quarterly narrative discussing  developments in the calendar quarter
ended December 31, 1998, will be sent to you shortly.




Sincerely,




David R. Loevner

President







Harding, Loevner Funds, Inc.


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

Table of Contents

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







Performance Information and Statements of Net Assets
       International Equity Portfolio.........................................1
       Global Equity Portfolio................................................6
       Multi-Asset Global Portfolio..........................................11

Statements of Operations.....................................................16

Statements of Changes in Net Assets..........................................17

Financial Highlights.........................................................19

Notes to Financial Statements................................................21

Report of Independent Auditors...............................................25

Supplemental Tax Information.................................................26









Harding, Loevner Funds, Inc.


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

International Equity Portfolio - Overview


October 31, 1998
- ------------------------------------------------------------------------------



[Graph]   Comparison of Changes of $10,000 Investment in Harding, Loevner Funds,
          Inc. - International Equity Portfolio And The MSCI All Country World
          Ex-US Index (Gross Dividends Reinvested) And The Lipper International
          Equity Fund Index.  This is an x-y line graph with x being the date
          (starting 5/11/94 and ending at 10/31/98) and y being the value of
          the $10,000 investment in the Fund and the Lipper International Equity
          Fund Index.  At 10/31/98 the value of the $10,000 investment in the
          Fund was $12,189 and the value of the same investment in the Lipper
          International Equity Fund Index was $13,820 and the value of the
          same investment in the MSCI All Country World Ex-US Index was $12,558.


<TABLE>
<S>                                     <C>                        <C>                      <C>    

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

                                                            Returns For the Periods Ended October 31, 1998
                                                     Cumulative Total Return                  Average Annual Total Return
                                         -------------------------------------------------   -------------------------------

                                             Twelve Months           Since Inception*               Since Inception*

International Equity Portfolio                   0.06%                    21.89%                         4.52%

MSCI All Country World Ex-US Index               4.52%                    25.58%                         5.22%
(gross dividends reinvested)

Lipper International Equity Fund Index           4.64%                    38.20%                         7.50%

- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>



- --------------------------------------------------------------------------
* The International  Equity Portfolio [formerly the AMT Capital Fund, Inc. - HLM
International Equity Portfolio ("AMT Capital  Portfolio")]  commenced operations
on May 11,  1994.  On  October  31,  1996,  the net  assets  of the AMT  Capital
Portfolio were merged into the  International  Equity  Portfolio  pursuant to an
agreement and plan of reorganization dated October 14, 1996.

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


         The International Equity Portfolio provided a total return of 0.06% for
the twelve months ended October 31, 1998. The Portfolio and its predecessor, the
HLM International  Equity Portfolio of the AMT Capital Fund, Inc., have provided
an annualized return of 4.52%, since the latter's inception on May 11, 1994. The
Portfolio's  benchmark,  the MSCI All Country World ex-US Index,  returned 4.52%
for the fiscal  year,  and 5.22% for the  period  since  inception.  An index of
international  equity mutual funds  compiled by Lipper  returned 4.64% and 7.50%
for the same periods,  respectively.  As of December 3, 1998,  the net assets of
the Portfolio are $333 million.

Review
         The past twelve months have been difficult for the International Equity
Portfolio.  Returns from the Portfolio trailed the passive and active indices by
similar amounts. The primary reasons for
this under-performance are:

         First,  Southeast  Asian markets were poor.  The Portfolio had holdings
throughout the year in Thailand, but sold Malaysian stocks before the imposition
of  capital  controls  in that  country.  Prices in  Singapore  were also  weak.
Overall,  returns from Southeast  Asian holdings were negative,  but losses were
much mitigated by the excellent  performance of the Portfolio's holdings in Hong
Kong,  where  Johnson  Electric  and Li & Fung's  share prices ended the year at
close to their all-time highs.

         Second,  emerging  markets  were weak  overall  and the  Portfolio  had
significant  exposure.  In addition to those from  holdings in  Southeast  Asia,
returns  were  negative in Latin  America  (Mexico and  Argentina)  and from the
single  holding in South Africa.  Overall,  returns would have been 2% higher if
the Portfolio had had no emerging market  holdings.  Our objective is to build a
diversified  portfolio  of  high  quality  companies,   whose  stocks  trade  at
reasonable prices. The fundamental  attractions of companies in emerging markets
remain,  based upon  economies that will,  over the long term,  grow faster than
developed ones. The Portfolio  attractions also remain -- emerging markets still
provide the  opportunity to diversify  portfolio  risk,  despite fears that they
would become  increasingly  correlated  with  developed  markets.  On a cyclical
basis,  markets  in  Southeast  Asia  appear to have seen their  worst:  current
account surpluses are re-emerging,  and the subsequent  restoration of liquidity
has enabled interest rates to fall sharply across the region. Currency and stock
markets  have  recovered  sharply  in  these  circumstances  despite  widespread
cynicism from the pundits.  It remains difficult to find companies that meet our
qualitative  criteria,  but in recent months we have bought a number of holdings
in companies such as Singapore media and publishing  company,  Singapore  Press,
and  regional  retailer  Dairy  Farm.  Prices  have been  savaged,  and,  as the
operating environment improves,  the prospects for very high rates of return are
good.

         Finally,  European markets were generally good, but our stock selection
was poor.  The  exception to this was in the UK,  where  returns were far higher
than those of the market averages,  paced by Railtrack, and by Rentokil Initial.
On the Continent, our holdings in lowly-valued, cyclical companies hurt absolute
returns  as well as  relative  ones.  Prices  of  stocks  in  companies  such as
Michelin, IHC, ABB and Surveillance were down in absolute terms during the year.
Sentiment was damaged initially by their exposure to Southeast Asia, and then by
the fears of a more widespread  slowdown in economic  activity that followed the
Russian debt default and subsequent contraction in credit availability.

         Market instability enabled us to do two things. First, we bought shares
for the first time in  companies we have long  admired at,  finally,  reasonable
prices.  Examples are French  consumer  goods  manufacturer,  Bic, and Hays, the
English  distribution and logistics  company.  Second,  we added to positions in
companies  where we see the  possibility  of  secular  growth  even in a slowing
economic environment,  but where the market is skeptical.  Examples are WPP, the
global advertising giant, CBT, the software training company, and Luxottica, the
Italian  eyeglass  manufacturer  with extensive  retail  interests in the United
States.

         The savage downturn in global  financial  markets in the second half of
the  year  raised  the  risks  of  severe  economic  downturn,   and  widespread
deflationary  conditions.  To date, the response of monetary  authorities led by
the Federal  Reserve and the Bank of England has been wholely  appropriate,  and
has restored  confidence to financial markets.  The Portfolio  companies' strong
management,  and great financial  strength will enable them to cope successfully
with a more difficult environment.  Just as importantly,  it will enable them to
prosper.  Ultimately, the success of the Portfolio depends on the success of the
companies in which it invests.  We believe the stocks are  attractively  priced,
and that the next year promises to be one in which returns will be high.




Harding, Loevner Funds, Inc.
- -------------------------------------------------------------------------------

International Equity Portfolio-Statement of Net Assets
October 31, 1998                                                             
<TABLE>
<S>                                                                                     <C>           <C>    

                                                                                                       Value (1)
- -------------------------------------------------------------------------------

Long Term Investments - 93.3%

Common Stocks - 93.3%

Argentina - 0.9%
Quilmes Industrial SA (Foods/Beverages)                                                   348,600         $ 2,963,100
                                                                                                    ------------------

Australia -2.5%
Rio Tinto Ltd. (Mining)                                                                   661,400           8,254,669
                                                                                                    ------------------

Bermuda -1.4%
PartnerRe Ltd. (Insurance)                                                                114,300           4,543,425
                                                                                                    ------------------

Canada - 2.1%
Imperial Oil Ltd. (Oil/Gas)                                                               441,000           6,945,750
                                                                                                    ------------------

France - 7.4%
Bic (Manufacturing)                                                                       135,000           8,323,118
Financiere et Industrielle Gaz et Eaux (Diversified Holdings)                             178,050           7,857,413
Michelin (CGDE) - Class B (Manufacturing)                                                 192,748           7,957,040
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                           24,137,571
                                                                                                    ------------------

Germany 3.6%
Allianz AG (Insurance)                                                                     20,100           6,898,369
SGL Carbon AG (Chemicals)                                                                  60,200           4,765,075
                                                                                                    ------------------
                                                                                                           11,663,444
                                                                                                    ------------------

Hong Kong - 6.8%
Dairy Farm International Holdings (Retail/Manufacturing/Wholesale)                      2,800,000           3,444,000
Hutchison Whampoa Ltd. (Diversified Holdings)                                           1,085,000           7,774,514
Johnson Electric Holdings (Electrical Equipment)                                        3,183,648           7,398,575
Li & Fung Ltd. (Distribution/Wholesale)                                                 2,336,000           3,649,293
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                           22,266,382
                                                                                                    ------------------

Ireland - 0.7%
CBT Group plc - ADR (Computers)*                                                          174,000           2,077,125
                                                                                                    ------------------

Italy - 1.0%
Luxottica Group SpA - ADR (Optical Supplies)                                              367,500           3,307,500
                                                                                                    ------------------

Japan - 10.8%
Atlantis Japan Growth Fund (Investment Company)*                                          600,000           1,882,260
Canon, Inc. (Office Equipment)                                                            403,000           7,623,670
Denso Co. Ltd. (Electrical Equipment)                                                     403,000           7,589,096
Hirose Electric (Electrical Equipment)                                                    122,000           7,065,031
Kurita Water Industries (Manufacturing)                                                   370,000           4,920,213
Mitsubishi Corp. (Distribution/Wholesale)                                                 545,000           2,884,909
Tokio Marine & Fire Insurance Co. (Insurance)                                             293,000           3,330,688
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                           35,295,867
                                                                                                    ------------------

Mexico - 2.3%
Desc Sociedad de Fomento Industrial SA de CV (Chemicals)*                               3,577,000           3,287,814
Kimberly-Clark de Mexico SA de CV (Manufacturing)                                       1,424,400           4,167,053
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                            7,454,867
                                                                                                    ------------------

Netherlands - 11.7%
IHC Caland NV (Transportation)                                                            171,640         $ 7,767,972
ING Groep NV (Financial)                                                                  180,200           8,724,803
Royal Dutch Petroleum Co. - NY Shares (Oil/Gas)                                           275,000          13,543,750
Wolters Kluwer NV (Publishing)                                                             42,500           8,240,051
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                           38,276,576
                                                                                                    ------------------

Singapore - 3.2%
Development Bank of Singapore (Financial)                                               1,231,900           7,716,870
Singapore Press Holdings Ltd. (Publishing)                                                333,000           2,863,109
                                                                                                    ------------------
                                                                                                           10,579,979
                                                                                                    ------------------

South Africa - 1.3%
LibLife Strategic Investments Ltd. (Diversified Holdings)                               1,792,995           4,290,381
                                                                                                    ------------------

Spain - 2.0%
Banco Intercontinental Espana (Financial)                                                 217,100           6,656,951
                                                                                                    ------------------

Sweden - 3.4%
Investor AB - Class B (Holding Company)                                                   281,700          10,963,194
                                                                                                    ------------------

Switzerland - 15.1%
Abb Ag Namen (Engineering)                                                                 49,000          11,938,866
Nestle SA - ADR (Foods/Beverages)                                                         147,400          15,675,135
Novartis AG (Pharmaceuticals)                                                               5,815          10,481,555
SGS Societe Generale de Surveillance Holding SA - Class R (Commercial Services)            26,510           5,186,909
United Bank of Switzerland (Financial)                                                     21,200           5,814,973
                                                                                                    ------------------
                                                                                                    ------------------
                                                                                                           49,097,438
                                                                                                    ------------------

Thailand - 1.5%
The Siam Cement Co., Ltd. (Manufacturing/Distribution)                                    380,700           4,770,417
                                                                                                    ------------------

United Kingdom - 15.6%
Glaxo Wellcome plc - ADR (Pharmaceuticals)                                                162,100          10,090,725
Hays plc (Distribution)                                                                   230,000           3,389,494
Pearson plc (Multimedia)                                                                  462,800           8,071,211
Railtrack Group plc (Transportation/Rail)                                                 423,000          11,363,000
Rentokil Initial plc (Commercial Services)                                              2,072,000          12,701,554
WPP Group plc (Advertising)                                                             1,032,000           5,095,412
                                                                                                    ------------------
                                                                                                           50,711,396
                                                                                                    ------------------

Total Common Stocks - (Cost - $302,936,403)                                                               304,256,032
                                                                                                    ------------------

Total Long-Term Investments - (Cost - $302,936,403)                                                       304,256,032
                                                                                                    ------------------

Cash Equivalents - 6.6%                                                             Face Amount
- -----------------------                                                             -----------
Investors Bank & Trust Company  Repurchase  Agreement,  4.77% due 11/2/98 in the
   amount of $21,500,194;  Issued 10/30/98 (collateralized by $10,000,000 par of
   Federal Home Loan Mortgage  Corporation FHR 1977 D, 7.00% due 06/15/11 with a
   market value of  $10,356,389,  $10,303,640 par of Federal  National  Mortgage
   Association  CMT FLTR  92-4 F,  4.57%  due  12/25/21  with a market  value of
   $10,506,567 and $1,645,038 par of Federal  National  Mortgage  Association FN
   238568, 7.89% due 12/1/23 with a market value of $1,703,296)
   (Cost - $21,491,651)                                                              $ 21,491,651          21,491,651
                                                                                                    ------------------

Total Investments - 99.9% (cost - $324,428,054)                                                         $ 325,747,683
                                                                                                    ------------------

Other Assets, Net of Liabilities - 0.1%
Other assets                                                                                              $ 1,176,022
Payable to Investment Adviser                                                                                 (35,890)
Other liabilities                                                                                            (831,511)
                                                                                                    ------------------
                                                                                                              308,621
                                                                                                    ------------------

Net Assets - 100%
Applicable to 28,070,832 outstanding $.001 par value shares
(authorized 500,000,000 shares)                                                                         $ 326,056,304
                                                                                                    ==================

Net Asset Value, Offering and Redemption Price Per Share                                                      $ 11.62
                                                                                                    ==================

Components of Net Assets as of October 31, 1998 were as follows:
Capital Stock at par value ($.001)                                                                           $ 28,071 
Capital Stock in excess if par value                                                                      322,320,447  
Undistributed  investment  income,  net                                                                     3,740,249  
Distributions in excess  of  net  realized  gain  on  investments  
and  foreign  currency-related transactions                                                                (1,406,805)  
Net unrealized  appreciation  in  investments  and on
assets and liabilities denominated
 in foreign currencies                                                                                      1,374,342
                                                                                                    ------------------
                                                                                                    ==================
                                                                                                        $ 326,056,304
                                                                                                    ==================
</TABLE>

*         Non-income producing security
ADR       American Depositary Receipt
 (1)      See Note 2 to Financial Statements










See Accompanying Notes to Financial Statements




Harding, Loevner Funds, Inc.


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

Global Equity Portfolio - Overview


October 31, 1998
- -------------------------------------------------------------------------------




<TABLE>
<S>                                     <C>                        <C>                         <C>  


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

[Graph]   Comparison of Changes of $10,000 Investment in Harding, Loevner Funds,
          Inc. - Global Equity Portfolio And The MSCI All Country World
          Index (Gross Dividends Reinvested) And The Lipper Global
          Equity Fund Index.  This is an x-y line graph with x being the date
          (starting 12/1/96 and ending at 09/30/98) and y being the value of
          the $10,000 investment in the Fund and the Lipper Global Equity
          Fund Index.  At 09/30/98 the value of the $10,000 investment in the
          Fund was $10,384 and the value of the same investment in the Lipper
          Global Equity Fund Index was $11,907 and the value of the
          same investment in the MSCI All Country World Index was $12,395.



                                                            Returns For the Periods Ended October 31, 1998
                                                     Cumulative Total Return                  Average Annual Total Return
                                         -------------------------------------------------   -------------------------------

                                             Twelve Months           Since Inception*               Since Inception*

Global Equity Portfolio                         (2.46%)                   3.84%                          1.98%

MSCI All Country World Index                     12.76%                   23.95%                         11.85%
(gross dividends reinvested)

Lipper Global Fund Index                         5.73%                    19.07%                         9.53%

* The Global Equity Portfolio commenced operations on December 1, 1996.
- -------------------------------------------------------------------------------------------------------------------------------
</TABLE>


         The Portfolio commenced operations on December 1, 1996, following a tax
free merger with Harding,  Loevner Management's Global Equity LP. For the fiscal
year ended October 31, 1998,  the HLF Global Equity  Portfolio  provided a total
return of (2.46%).  The MSCI All Country World Index  increased  12.76% over the
same period,  while the Lipper Global Fund Index increased 5.73%. As of December
3, 1998, net assets of the Portfolio are $30 million.

Harding, Loevner Funds, Inc.

=============================================================================
Global Equity Portfolio - Overview
=============================================================================
October 31, 1998


     Review

         The past twelve  months  have been  troublesome  for the Global  Equity
     Portfolio. Returns from the Portfolio have been poor in absolute terms, and
     have lagged both passive and peer benchmarks by considerable margins.

         Our style of  fundamental  financial  analysis and  valuation  measures
     proved  ineffective  in producing  absolute  equity  returns in the face of
     overwhelming investor flows driven by sentiment and momentum. The stocks of
     our US companies--which comprise 45% of the Portfolio--lost 5% in the year,
     while the S&P 500 gained 22%. Our concern  about the  overvaluation  of the
     "mega-cap" stocks that have driven the increasingly  narrow bull market run
     in  the  US  has  led  us  to  select  US  stocks  that  we  believed  were
     comparatively  undervalued and hence offered the possibility for returns in
     excess of those  offered  by the  "Nifty  20"  stocks in the S&P 500.  This
     approach led directly to the Portfolio's  underperformance for the year, as
     the  US   portion  of  the   Portfolio--characterized   by  the  stocks  of
     reasonably-valued, cyclical companies (Wellman, Deere, Thermo Electron) and
     natural resources companies  (Schlumberger,  Royal Dutch)--was  responsible
     for the majority of underperformance.

         Our  stock  selection  in  Europe  was the  other  material  source  of
     underperformance.  The broad  European  index gained 22% in the past twelve
     months,  while the European  stocks in the Portfolio lost value as a whole.
     In some measure, this poor performance was again due to issues of style: we
     believe that companies with a global reach will provide better returns over
     the long run than those with a purely  local  brief.  This  precept did not
     generally hold in a year where financial  accidents  plagued  countries and
     companies  around the world.  Several of our large European  holdings--CBT,
     UBS and Surveillance  among  them--suffered  dramatic share price reversals
     over the year, as managements we thought capable proved  unprepared to deal
     effectively with the turmoil in sectors and regions deemed  auspicious only
     months ago.

         Portfolio  results  from  stocks in other  regions  were  mixed:  while
     Japanese shares declined,  reflecting the market's  reaction to the halting
     steps being taken to jump start the world's  second  largest  economy,  the
     Portfolio's  exposure  to the  country  hovered  around a low 5% during the
     year. As a whole,  emerging markets stocks were a drag on portfolio returns
     for the year, but Southeast  Asian stocks in the Portfolio  performed well,
     particularly in the economic entrepots of Singapore and Hong Kong, home now
     to 9% of the  Portfolio.  We think that the  benefits  of  bottom-up  stock
     picking are  beginning  to be felt again in the region:  the Asia  ex-Japan
     domiciled  stocks in the  Portfolio  returned  15% in the  year,  while the
     corresponding index fell 15%.

         In a year marked by global  concerns of slowing  growth and  deflation,
     and real or  impending  financial  crises,  investors  have  flocked to the
     assets deemed less risky.  In the US, that category today is made up of the
     Treasury bond market and the household  names of the S&P 500.  However,  as
     market  stability  returns,  in large part fostered by  coordinated  global
     central bank efforts, we believe that the value represented by companies we
     own--industry leaders with the competitive advantages of financial strength
     and superior managements--will be again recognized by investors.

         Looking forward, we remain encouraged by opportunities presented by our
     European companies,  with the coming of EMU and a single currency, and with
     the development of a nascent "equity  culture" that will address the issues
     of job creation,  corporate efficiency and the funding of long-term pension
     liabilities.  We have been heartened by the recent positive  performance by
     our  holdings  in  Singapore  and Hong Kong,  along with  emerging  markets
     companies in Thailand,  Mexico and South Africa.  Expected returns in these
     companies are the highest in our  universe--in  fact, the highest they have
     been this decade.





Harding, Loevner Funds, Inc.
- -------------------------------------------------------------------------------

Global Equity Portfolio-Statement of Net Assets 
October 31, 1998                                                             
<TABLE>
<S>                                                                             <C>            <C>   

                                                                                Face Amount          Value (1)
- -------------------------------------------------------------------------------

Long Term Investments - 97.6%

Common Stocks - 90.9%

Argentina - 1.4%
Quilmes Industrial SA (Foods/Beverages)                                             50,000           $ 425,000
                                                                                               ----------------

Australia - 2.4%
Rio Tinto Ltd. (Mining)                                                             60,000             748,836
                                                                                               ----------------

Bermuda - 1.2%
PartnerRe Ltd. (Insurance)                                                           9,000             357,750
                                                                                               ----------------

France - 3.0%
Financiere et Industrielle Gaz et Eaux (Diversified Holdings)                       20,822             918,883
                                                                                               ----------------

Germany - 1.1%
Allianz AG (Insurance)                                                               1,000             343,202
                                                                                               ----------------

Hong Kong - 8.0%
Hutchison Whampoa Ltd. (Diversified Holdings)                                      150,000           1,074,818
Jardine Strategic Holdings Ltd. (Financial)*                                       465,000             744,000
Johnson Electric Holdings (Electrical Equipment)                                   275,000             639,081
                                                                                               ----------------
                                                                                               ----------------
                                                                                                     2,457,899
                                                                                               ----------------

Ireland - 0.5%
CBT Group plc - ADR (Computers)*                                                    12,000             143,250
                                                                                               ----------------

Japan - 4.4%
Hirose Electric (Electrical Equipment)                                               5,000             289,550
Mitsubishi Corp. (Distribution/Wholesale)                                           50,000             264,671
Mitsui & Co. (Distribution/Wholesale)                                              150,000             800,446
                                                                                               ----------------
                                                                                                     1,354,667
                                                                                               ----------------

Mexico - 2.4%
Kimberly-Clark de Mexico SA de CV (Manufacturing)                                  250,000             731,370
                                                                                               ----------------

Netherlands - 5.7%
Royal Dutch Petroleum Co. - NY Shares (Oil/Gas)                                     20,000             985,000
Wolters Kluwer NV (Publishing)                                                       4,000             775,534
                                                                                               ----------------
                                                                                               ----------------
                                                                                                     1,760,534
                                                                                               ----------------

Singapore - 0.6%
Singapore Press Holdings Ltd. (Publishing)                                          22,500             193,453
                                                                                               ----------------

South Africa - 1.3%
LibLife Strategic Investments Ltd. (Diversified Holdings)                          117,157             280,340
South African Breweries Ltd. (Foods/Beverages)                                       6,600             128,229
                                                                                               ----------------
                                                                                               ----------------
                                                                                                       408,569
                                                                                               ----------------

Sweden  - 2.5%
Investor AB - Class B (Holding Company)                                             20,000             778,360
                                                                                               ----------------

Switzerland - 8.0%
Abb Ag Namen (Engineering)                                                           2,000           $ 487,301
Nestle SA - ADR (Foods/Beverages)                                                    6,500             691,237
SGS Societe Generale de Surveillance Holding SA - Class R (Consumer Cyclical)        2,250             440,232
United Bank of Switzerland (Financial)                                                   1                 274
Zuerich Allied AG (Insurance)                                                        1,400             850,709
                                                                                               ----------------
                                                                                               ----------------
                                                                                                     2,469,753
                                                                                               ----------------

Thailand - 2.1%
The Siam Cement Co., Ltd. (Manufacturing/Distribution)                              50,000             626,532
                                                                                               ----------------

United Kingdom - 6.1%
Pearson plc (Multimedia)                                                            45,000             784,798
Rentokil Initial plc (Commercial Services)                                         120,000             735,611
WPP Group plc (Advertising)                                                         75,000             370,306
                                                                                               ----------------
                                                                                                     1,890,715
                                                                                               ----------------

United States - 40.2%
Allied Capital Corp. (Investment Company)                                           70,001           1,312,519
AlliedSignal, Inc. (Aerospace/Defense)                                              20,000             778,750
American International Group (Insurance)                                             8,000             682,000
Aspen Technologies, Inc. (Computers)*                                               21,000             294,000
Baxter International, Inc. (Medical Products)                                       18,000           1,078,875
Colgate-Palmolive Co. (Consumer Products)                                           12,000           1,060,500
Deere & Co. (Manufacturing)                                                         20,000             707,500
Dover Corp. (Manufacturing)                                                         20,000             635,000
Exxon Corp. (Oil/Gas)                                                               10,000             712,500
Federal National Mortgage Association (Financial)                                   15,000           1,062,187
Pfizer, Inc. (Pharmaceuticals)                                                       8,500             912,156
Schlumberger, Ltd. (Oil/Gas)                                                        14,000             735,000
Sola International Inc. (Optical Supplies)                                          15,000             287,812
Thermo Electron Corp. (Manufacturing)*                                              45,000             897,188
Wisconsin Central Transportation Corp. (Transportation/Rail)*                       42,000             635,250
Wrigley (WM) Jr. Co. (Foods/Confectionery)                                           7,000             566,563
                                                                                               ----------------
                                                                                                    12,357,800
                                                                                               ----------------

Total Common Stocks - (Cost - $27,098,841)                                                          27,966,573
                                                                                               ----------------

Rights & Warrants - 0.0%
Scania AB Expiring 6/4/99 (Sweden)                                                  30,000               7,681
                                                                                               ----------------
</TABLE>

<TABLE>
<S>                                                                       <C>                  <C>    



Fixed Income  - 6.7%                                                         Face Amount
- --------------------                                                       - -----------

United States - 6.7%
J.P. Morgan & Co. (FRN), 2.918% due 2/15/12                                    $ 1,000,000             941,760
U.S. Treasury Note, 6.125% due 8/15/07                                           1,000,000           1,102,813
                                                                                               ----------------
Total Fixed Income - (Cost - $2,068,838)                                                             2,044,573
                                                                                               ----------------

Total Long-Term Investments - (Cost - $29,167,679)                                                  30,018,827
                                                                                               ----------------

Cash Equivalents - 2.0%
Investors Bank & Trust Company  Repurchase  Agreement,  4.77% due 11/2/98 in the
   amount of  $627,298;  Issued  10/30/98  (collateralized  by  $650,828  par of
   Federal National Mortgage Association ARM 86688, 6.10% due
   10/1/19 with a market value of $658,401) (Cost - $627,049)                    $ 627,049           $ 627,049
                                                                                               ----------------

Total Investments - 99.6% (Cost - $29,794,728)                                                      30,645,876
                                                                                               ----------------

Other Assets, Net of Liabilities - 0.4%
Other assets                                                                                           146,354
Payable to Investment Adviser                                                                           (3,485)
Other liabilities                                                                                      (25,249)
                                                                                               ----------------
                                                                                               ----------------
                                                                                                       117,620
                                                                                               ----------------

Net Assets - 100%
Applicable to 1,903,641 outstanding $.001 par value shares
(authorized 500,000,000 shares)                                                                   $ 30,763,496
                                                                                               ================

Net Asset Value, Offering and Redemption Price Per Share                                               $ 16.16
                                                                                               ================

Components of Net Assets as of October 31, 1998 were as follows:
Capital Stock at par value ($.001)                                                                     $ 1,904
Capital Stock in excess if par value                                                                30,910,389
Distributions in excess of  investment income, net                                                    (260,306)
Distributions in excess of net realized gain on investments and foreign currency-related
 transactions                                                                                         (742,620)
Net unrealized appreciation in investments and on assets and liabilities denominated
 in foreign currencies                                                                                 854,129
                                                                                               ----------------
                                                                                               ================
                                                                                                  $ 30,763,496
                                                                                               ================
</TABLE>

*         Non-income producing security
ADR       American Depositary Receipt
ARM       Adjustable Rate Mortgage
FRN       Floating Rate Note
(1)       See Note 2 to Financial Statements






See Accompanying Notes to Financial Statements


Harding, Loevner Funds, Inc.


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

Multi-Asset Global Portfolio - Overview


October 31, 1998
- -------------------------------------------------------------------------------



[Graph]   Comparison of Changes of $10,000 Investment in Harding, Loevner Funds,
          Inc. - Multi-Asset Global Portfolio And The Constructed Global
          Balanced Index* (Gross Dividends Reinvested) And The Lipper Global
          Flexible Fund Index.  This is an x-y line graph with x being the date
          (starting 11/1/96 and ending at 10/31/98 and y being the value of
          the $10,000 investment in the Fund, the Constructed Global Balanced
          Index* and the Lipper Global Flexible Fund Index.  At 10/31/98 the
          value of the $10,000 investment in the Fund was $11,916, the value
          of the same investment in the Constructed Global Balanced Index* was
          $12,695 and the and the value of the same investment in the Lipper
          Global Flexible Fund Index was $11,926.



<TABLE>
<S>                                     <C>                       <C>                        <C>    

                                                         Returns For the Periods Ended October 31, 1998
                                                     Cumulative Total Return                 Average Annual Total Return
                                         -------------------------------------------------   ----------------------------

                                             Twelve Months          Since Inception**             Since Inception**

Multi-Asset Global Equity Portfolio              5.53%                    19.16%                        9.17%

Constructed Global Balanced Index*               13.99%                   26.95%                       12.69%

Lipper Global Flexible Fund Index                3.03%                    19.26%                        9.22%

**The Multi-Asset Global Portfolio commenced operations on November 1, 1996.
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>



*  Constructed  Global  Balanced  Index is  comprised of the weighted sum of 60%
Financial Times World Equity Index and 40% Salomon World Government Bond Index.

         The HLF Multi-Asset  Global  Portfolio  provided a total return for the
year ended  October 31, 1998, of 5.53%.  The Lipper  Global  Flexible Fund Index
returned  3.03% in the same period,  while a Constructed  Global  Balanced Index
(60% Financial  Times  Index/40%  Salomon World  Government Bond Index) returned
13.99%.  As of  December  3,  1998,  the net  assets of the  Portfolio  are $6.5
million.



Harding, Loevner Funds, Inc.

===============================================================================
Multi-Asset Global Portfolio - Overview
===============================================================================
October 31, 1998

Review

         In the fiscal  year just  ended,  investors  have had to  confront  the
effects of financial and economic  crisis  migrating  from Asia into the markets
and economies of the US, Western Europe,  and other  developing  countries.  The
default of the Russian  Government  on its own domestic  treasury  bills in July
caused  investors  to fear  that  actual  deflation  would  occur  in  developed
countries,  that  other  issuers  would  default,  and that these  events  would
seriously  damage the  prospects  of companies  everywhere  to maintain and grow
their  profits.  As stock markets fell, as lenders fled from credit risk, and as
leveraged  investors were wiped out, deflation,  default,  and the de-linking of
equity  returns from bond  returns  became the pivots  around  which  investment
discussions  revolved. So far, the worst fears have not been realized, as policy
makers  have taken  significant  steps to keep both  markets  and the economy on
track.

         We had long ago begun a gradual  retreat in the Portfolio  from riskier
assets towards safer ones,  reducing  equity  exposure from 62% of the Portfolio
last November (and a high of 75% two years ago) to 55% by early August,  selling
all holdings of emerging  market debt,  and  shrinking  total Asian and emerging
market equity  holdings to less than 5% of the whole.  The fixed income holdings
consist mostly of AAA Government or Government Agency  securities.  As a result,
the severe trauma of market  dislocations in August and September were weathered
with relative aplomb,  although not without some absolute loss of value from the
equity holdings. The asset allocation at October 31 stands with 51% in equities,
44% in fixed income, and 5% in cash equivalents.

         The extremely high credit quality of the bonds in the Portfolio allowed
it to sidestep  the  bloodbath  that ensued in fixed income  markets,  where all
securities  with any credit risk either  underperformed  Treasuries  or actually
lost value in an  environment of falling  benchmark  interest  rates.  The fixed
income  holdings were  bolstered by purchases of long-term US Government  bonds,
British Government undated Consols,  and 30-year US Treasury Inflation Protected
Securities to ensure the durability of income,  and returned 10.8% for the year,
versus 9.3% for the Lehman  Aggregate (US) Bond Index, and 12.5% for the Salomon
World Government Bond Index.

         The equities in the Portfolio have performed  poorly,  especially those
of companies involved in basic industry,  natural resources,  and capital goods,
whose  prices  have fallen  sharply as  investors  began to fear a  deflationary
recession.  Stocks in the Portfolio rose just 3.8% in the year through  October,
versus the 12.8% rise in the MSCI All Country World Index.  Our stock  selection
in the US has been poor,  in  contrast  to last year,  with our  aversion to the
"mega-cap" US stock market icons  proving to be premature  and costly.  Although
the  equity  portfolio  has  always  reflected  our  bias  for  sound  corporate
management and high financial quality, a few of our companies have fallen victim
to the whirlwinds of deflationary  forces and financial  distress,  such as UBS,
which  had a large  investment  in Long  Term  Capital  Management,  and  Thermo
Electron,  which ended a string of 15 consecutive years of 10%-plus earnings and
revenue growth.

         Nevertheless,  we strongly  believe that companies'  ability to survive
and prosper in the harsh  environment  that they now face critically  depends on
their  management's  ability to execute against  ferocious  competition,  and on
their  capacity to finance that  business  plan.  The sharp price  declines have
provided opportunities to upgrade the Portfolio,  where we have been able to buy
companies  we have admired but been  unwilling to buy for reasons of  valuation,
such as Kimberly-Clark  de Mexico,  American  International  Group, and Bic, the
French maker of disposable pens,  lighters and razors. Just as we retreated from
risk in a gradual and consistent manner in both stocks and bonds, you should now
expect to see us embrace incrementally the high potential returns now offered to
investors willing to accept those risks.





Harding, Loevner Funds, Inc.
- -------------------------------------------------------------------------------

Multi-Asset Global Portfolio-Statement of Net Assets 

October 31, 1998                                                             
<TABLE>
<S>                                                                                   <C>                <C>   

                                                                                       Shares            Value (1)
- --------------------------------------------------------------------------------------------------------------------

Long Term Investments - 94.9%

Common Stocks- 51.3%

France - 2.8%
Financiere et Industrielle Gaz et Eaux (Diversified Holdings)                              2,870          $ 126,654
Michelin (CGDE) - Class B (Manufacturing)                                                  1,200             49,538
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            176,192
                                                                                                    ----------------

Germany - 2.0%
Allianz AG (Insurance)                                                                       200             68,640
Bayer AG (Chemicals)                                                                       1,500             60,997
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            129,637
                                                                                                    ----------------

Hong Kong - 3.2%
Hutchison Whampoa Ltd. (Diversified Holdings)                                             17,000            121,813
Jardine Strategic Holdings Ltd. (Financial Services)*                                     50,000             80,000
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            201,813
                                                                                                    ----------------

Japan - 1.3%
Atlantis Japan Growth Fund (Investment Company)*                                           7,000             21,960
Mitsubishi Corp. (Distribution/Wholesale)                                                 12,000             63,521
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                             85,481
                                                                                                    ----------------

Mexico - 1.2%
Kimberly-Clark de Mexico SA de CV (Manufacturing)                                         25,000             73,137
                                                                                                    ----------------

Netherlands - 4.3%
Royal Dutch Petroleum Co. - NY Shares (Oil/Gas)                                            3,800            187,150
Wolters Kluwer NV (Publishing)                                                               450             87,247
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            274,397
                                                                                                    ----------------

Singapore - 1.3%
Development Bank of Singapore (Financial)                                                 13,000             81,435
                                                                                                    ----------------

Sweden - 2.1%
Investor AB - Class B (Holding Company)                                                    3,500            136,213
                                                                                                    ----------------

Switzerland - 6.8%
Abb Ag Namen (Engineering)                                                                   500            121,825
Nestle SA - ADR (Foods/Beverages)                                                          1,800            191,419
SGS Societe Generale de Surveillance Holding SA - Class R (Commercial Services)              300             58,698
United Bank of Switzerland (Financial)                                                       215             58,973
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            430,915
                                                                                                    ----------------

Thailand - 0.5%
The Siam Cement Co., Ltd. (Manufacturing/Distribution)*                                    2,400             30,073
                                                                                                    ----------------

United Kingdom - 2.4%
Rentokil Initial plc (Commercial Services)                                                11,000             67,431
Rio Tinto plc (Mining)                                                                     7,000             84,419
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            151,850
                                                                                                    ----------------

United States - 23.4%
Allied Capital Corp. (Investment Company)                                                  6,500          $ 121,875
AlliedSignal, Inc. (Aerospace/Defense)                                                     1,800             70,088
American International Group (Insurance)                                                   1,500            127,875
Colgate-Palmolive Co. (Consumer Products)                                                  1,800            159,075
Deere & Co. (Manufacturing)                                                                1,700             60,138
Dover Corp. (Manufacturing)                                                                3,000             95,250
Exxon Corp. (Oil/Gas)                                                                      2,100            149,625
Federal National Mortgage Association (Financial)                                          1,800            127,463
International Business Machines Corp. (Computers)                                          1,200            178,125
Johnson & Johnson (Medical Products)                                                       1,000             81,500
Monsanto Co. (Life Sciences)                                                               1,200             48,750
Royce OTC Micro-Cap Trust, Inc. (Investment Company)                                      10,900             96,737
Schlumberger, Ltd. (Oil/Gas)                                                               1,200             63,000
Thermo Electron Corp. (Manufacturing)*                                                     3,500             69,781
Wisconsin Central Transportation Corp. (Transportation/Rail)*                              1,900             28,738
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                          1,478,019
                                                                                                    ----------------

Total Common Stock - (Cost - $3,039,263)                                                                  3,249,162
                                                                                                    ----------------

Rights & Warrants - 0.0%
Scania AB Expiring 6/4/99 (Sweden)                                                         2,000                512
Atlantis Japan Growth Fund expiring 4/30/10 (Japan)                                          400                 48
                                                                                                    ----------------
                                                                                                    ----------------
       Total  - (Cost - $2,711)                                                                                 560
                                                                                                    ----------------
</TABLE>



<TABLE>
<S>                                                                             <C>          <C>       <C> 

Fixed Income - 43.6%                                                              Face Amount
- --------------------                                                            - -----------

United Kingdom  - 3.3%
UK Treasury Consols, 4.000% due (undated)                                        GBP          50,000         64,502
United Kingdom Treasury, 7.000% due 6/7/02                                       GBP          80,000        142,283
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                            206,785
                                                                                                    ----------------

United States - 40.3%
Capital Cities/ABC, Inc., 8.750% due 8/15/21                                            $ 25,000             31,833
Comcast Corp., 10.625% due 7/15/12                                                       100,000            123,750
GNMA, 7.000% due 4/15/28                                                                 149,260            152,664
GNMA, 7.000% due 6/15/09                                                                 104,562            107,274
GNMA, 7.500% due 6/15/27                                                                 134,431            138,506
GNMA, 8.000% due 8/15/07                                                                  12,023             12,455
GNMA, 8.500% due 5/15/18                                                                  16,225             17,138
GNMA, 9.500% due 9/20/20                                                                   6,832              7,310
GPA Delaware, Inc., 8.750% due 12/15/98                                                   50,000             49,688
Rockefeller Center Property CVT, 0.000% due 12/31/00                                     250,000            187,500
U.S. Treasury Bond, 6.125% due 11/15/27                                                  250,000            281,172
U.S. Treasury Inflation Index Note, 3.375% due 1/15/07                                   150,000            151,981
U.S. Treasury Note, 5.500% due 5/31/03                                                   100,000            104,781
U.S. Treasury Note, 5.625% due 5/15/08                                                   350,000            377,016
U.S. Treasury Note, 6.375% due 5/15/99                                                   150,000            151,453
U.S. Treasury Note, 7.000% due 7/15/06                                                   250,000            287,656
U.S. Treasury Note, 7.875% due 8/15/01                                                    25,000             27,273
U.S. Treasury Note, 8.750% due 8/15/00                                                   175,000            188,125
United States (continued)
U.S. Treasury Inflation Index Note, 3.625% due 4/15/28                                 $ 150,000          $ 151,527
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                          2,549,102
                                                                                                    ----------------

Total Fixed Income - (Cost - $2,639,864)                                                                  2,755,887
                                                                                                    ----------------

Total Long-Term Investments - (Cost - $5,681,838)                                                         6,005,609
                                                                                                    ----------------

Cash Equivalents - 4.7%
Investors Bank & Trust Company  Repurchase  Agreement,  4.77% due 11/2/98 in the
   amount of  $299,284;  Issued  10/30/98  (collateralized  by  $314,327  par of
   Federal National Mortgage Association LBR FLTR G92-65 FA, 6.33% due
  11/25/22 with a market value of $315,191)  (Cost - $299,165)                           299,165            299,165
                                                                                                    ----------------

Total Investments - 99.6% (Cost - $5,981,003)                                                             6,304,774
- ---------------------------------------------
                                                                                                    ----------------

Other Assets, Net of Liabilities - 0.4%
Other assets                                                                                                 60,988
Payable to Investment Adviser                                                                               (16,798)
Other liabilities                                                                                           (21,743)
                                                                                                    ----------------
                                                                                                    ----------------
                                                                                                             22,447
                                                                                                    ----------------

Net Assets - 100%
Applicable to 554,503 outstanding $.001 par value shares
(authorized 500,000,000 shares)                                                                         $ 6,327,221
                                                                                                    ================

Net Asset Value, Offering and Redemption Price Per Share                                                       $ 11.41
                                                                                                    ================

Components of Net Assets as of October 31, 1998 were as follows:
Capital Stock at par value ($.001)                                                                            $ 555
Capital Stock in excess if par value                                                                      5,794,091
Undistributed investment income, net                                                                        125,012
Accumulated net realized gain on investments and foreign currency-related transactions                       83,391
Net unrealized appreciation in investments and on assets and liabilities denominated
 in foreign currencies                                                                                      324,172
                                                                                                    ----------------
                                                                                                    ================
                                                                                                        $ 6,327,221
                                                                                                    ================
</TABLE>

*         Non-income producing security
ADR       American Depositary Receipt
CVT       Convertible Bond
GBP       Great Britain Pound
GNMA      Government National Mortgage Association
(1)       See Note 2 to Financial Statements





See Accompanying Notes to Financial Statements





Harding, Loevner Funds, Inc.


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

Statement of Operations
October 31, 1998
- ------------------------------------------------------------------------------



    See Notes to Financial Statements
                                                                

<TABLE>
<S>                                             <C>                             <C>                           <C>    

                                                    International Equity             Global Equity              Multi-Asset Global

                                                           Portfolio                   Portfolio                    Portfolio
                                                         Year Ended                    Year Ended                   Year Ended
                                                      October 31, 1998              October 31, 1998             October 31, 1998
                                                 ---------------------------   ---------------------------   -----------------------
Investment Income
Interest                                                    $       760,229                   $   231,147            $       154,471
                                                                                                         
Dividends (net of withholding taxes of
  $941,915, $71,364 and $5,958, respectively)                     7,264,253                       999,392                     75,787
                                                 ---------------------------   ---------------------------    ---------------------
  Total investment income                                         8,024,482                     1,230,539                    230,258
                                                 ---------------------------   ---------------------------    ----------------------

Expenses
Investment advisory fees                                          2,814,194                       584,574                     60,125
Administration fees                                                 562,839                        87,686                      9,019
Custodian fees                                                      287,043                        44,439                     11,526
Shareholder record keeping fees                                      76,632                        16,802                      3,654
Legal fees                                                           15,934                         2,275                        160
Audit fees                                                           21,400                        21,400                     21,000
Directors' fees and expenses                                         52,953                         6,899                        734
Insurance expense                                                     9,235                         1,511                        133
State registration filing fees                                       23,592                        10,313                      6,769
SEC filing fees                                                           -                         3,043                        330
Organizational costs                                                 14,564                        12,775                      3,155
Other fees and expenses                                              25,728                         5,989                      1,426
                                                 ---------------------------   ---------------------------    ---------------------

  Total operating expenses                                        3,904,114                       797,706                    118,031
                                                                                                  

Waiver of investment advisory fee
                                                                  (151,856)                      (66,988)                   (42,875)
                                                 ---------------------------   ---------------------------    ---------------------

  Total expenses                                                                                                              
                                                                  3,752,258                       730,718                    75,156
                                                 ---------------------------   ---------------------------    ---------------------

Investment income, net
                                                                  4,272,224                       499,821                    155,102
                                                 ---------------------------   ---------------------------    ---------------------

Realized and unrealized gain (loss) on
investments and foreign currency-
related transactions
- -----------------------------------------
Net realized gain (loss) from                                     (911,586)                       304,029                     80,618
investments                                                                                                                   
Net realized gain (loss) from foreign currency-
     related transactions                                         (411,630)                      (45,587)                        786

Net realized gain from in-kind redemptions                                -                     9,627,370                          -
Net unrealized appreciation (depreciation)
on
     Investments                                                (1,282,547)                  (13,020,763)                     50,828
Net unrealized appreciation on
     translation of assets and liabilities
     denominated in foreign currencies                               75,477                         9,741                      1,131
                                                  --------------------------   ---------------------------    ----------------------

- -----
     Realized and unrealized gain (loss)
        on investments and foreign
- -----
        currency-related transactions                            (2,530,286)                    (3,125,210)                  133,363
                                                  --------------------------   ---------------------------    ---------------------

Net increase (decrease)
       in net assets
resulting
       from operations                                  $         1,741,938                     (2,625,389)      $           288,465
                                                                                                                  
                                                  ==========================   ===========================    =====================


</TABLE>


Harding, Loevner Funds, Inc.


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

Statement of Changes in Net Assets



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





   See Notes to Financial Statements

<TABLE>
<S>                                                                         <C>                          <C>    
                                                       

                                                                                            International Equity Portfolio
                                                            ----------------------------------------------------------------------



                                                                                   For the Year              For the Year
                                                                                      Ended                     Ended
                                                                                 October 31, 1998          October 31, 1997
                                                                              -----------------------   -----------------------

Increase (Decrease) in Net Assets from Operations
   Investment income, net                                                       $         4,272,224                 3,800,579

Net realized gain (loss) from investments and foreign
   currency-related transactions
                                                                                         (1,323,216)                 1,673,631

Net unrealized appreciation (depreciation) on
    investments and on translation of assets and
    liabilities denominated in foreign currencies
                                                                                         (1,207,070)               (6,115,473)
                                                                              -----------------------   -----------------------

Net increase (decrease) in net assets resulting
   from operations                                                                                                   
                                                                                           1,741,938                 (641,263)
                                                                              -----------------------   -----------------------

Distributions to Shareholders from:
Investment income, net                                                                     3,375,872                   59,386
                                                                                                                        

Net realized gain from investments and foreign
   currency-related transactions                                                             877,148                        -

In excess of net realized gain from
investments and
   foreign currency related transactions
                                                                                           1,323,152                         -
                                                                              -----------------------   -----------------------

Total distributions
                                                                                           5,576,172                    59,386
                                                                              -----------------------   -----------------------

Capital Share Transactions, Net
                                                                                        (57,413,729)               146,647,680
                                                                              -----------------------   -----------------------

Net increase/(decrease) in net assets                                                   (61,247,963)
                                                                                                                   145,947,031

Net Assets
   Beginning of period
                                                                                         387,304,267               241,357,236
                                                                              -----------------------   -----------------------

   End of period                                                                $        326,056,304    $          387,304,267
                                                                              =======================   =======================

Undistributed Investment Income, Net                                            $          3,740,249     $           2,760,244
                                                                              =======================   =======================

</TABLE>






Harding, Loevner Funds, Inc.


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

Statement of Changes in Net Assets (continued)



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

<TABLE>
<S>                                        <C>                     <C>                      <C>                    <C>

                                                         


                                                                       Global Equity                             Multi-Asset Global
                                               Global Equity             Portfolio           Multi-Asset Global         Portfolio
                                                  Portfolio         For the Period From           Portfolio     For the Period From
                                             For the Year Ended      December 1, 1996*       For the Year Ended    November 1, 1996*
                                              October 31, 1998      to October 31, 1997       October 31, 1998   to October 31, 1997
                                            --------------------- ------------------------------------------------ ----------------

Increase (Decrease) in Net Assets from Operations
Investment income, net                            $      499,821   $             671,290        $         155,102        112,943
                                                                                                                      

Net realized gain (loss) from investments,
   in-kind redemptions and foreign
   currency-related transactions                       9,885,812               6,441,028                   81,404         89,059
                                                                                                                   

Net unrealized appreciation (depreciation) on
   investments and on translation of assets and
   liabilities denominated in foreign               (13,011,022)              (2,623,299)                  51,959        272,213
   currencies                                                                                                       
                                            --------------------- ------------------------ ----------------------- ----------------

Net increase in net assets resulting
   from operations                                   (2,625,389)                4,489,019                 288,465        474,215
                                                                                                                      
                                            --------------------- ------------------------ ----------------------- ----------------

Distributions to Shareholders from:
Investment income, net                                   820,550                   49,310                 121,883         12,110
                                                                                                                          

Net realized gain from investments and
foreign
   currency-related transactions                       6,491,751                        -                  96,112              -
                                            --------------------- ------------------------ ----------------------- ----------------

Total distributions                                    7,312,301                   49,310                 217,995         12,110
                                            --------------------- ------------------------ ----------------------- ----------------


Capital Share Transactions, Net                     (24,180,948)               60,442,425               1,081,521      4,713,125
- -------------------------------
                                                                                                                  
                                            --------------------- ------------------------ ----------------------- ---------------

Net increase (decrease) in net                      (34,118,638)               64,882,134               1,151,991         5,175,230
assets                                                                                                           

Net Assets
   Beginning of period                                64,882,134                    -                   5,175,230                 -
                                                                                                              
                                            --------------------- ------------------------ ----------------------- ----------------

   End of period                              $       30,763,496       $       64,882,134   $          6,327,221    $    5,175,230
                                            ===================== ======================== ======================= ================

Undistributed (Distributions in excess of)
Investment Income, Net                        $         (260,306)              $  571,273            $    125,012        $   95,505
                                                                                                  
                                            ===================== ======================== ======================= =================


</TABLE>

* Commencement of operations               See Notes to Financial Statements





Harding, Loevner Funds, Inc.


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

Financial Highlights



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

   
<TABLE>
<S>                                        <C>                <C>               <C>                 <C>                 <C>    
                                                        
                                                                           International Equity Portfolio
                                           ----------------------------------------------------------------------------------------

                                            For the Year       For the Year        For the Ten        For the Year   For the Period
                                                Ended              Ended           Months Ended           Ended            Ended
                                            Oct. 31, 1998      Oct. 31, 1997      Oct. 31, 1996       Dec. 31, 1995   Dec. 31, 1994*
                                           ----------------    --------------     ---------------    ----------------  -------------

Per Share Data
Net asset value, beginning of period                $11.79            $11.61              $10.77              $ 9.71      $ 10.00

Increase (Decrease) in Net Assets from Operations
Investment income, net                                0.14              0.13                0.08                0.10         0.04
                                                                        

Net realized and unrealized gain (loss) on investments
   and foreign currency-related                                      
   transactions                                      (0.13)             0.05(d)             0.97                1.06          (0.29)
                                          -----------------    --------------     ---------------    ----------------  ----------

   Net increase (decrease) from
   investment operations                              0.01              0.18                1.05                1.16         (0.25)
                                                               
                                          -----------------    --------------     ---------------    ----------------  ----------

Distributions to Shareholders from:
Investment income, net                                0.11              0.00 (c)            0.08                0.10          0.03
                                                                                            

Excess of investment income, net
                                                         -                 -                0.03                   -             -

Net realized gain from investments and
   foreign currency-related transactions
                                                      0.03                 -                0.10            -                    -

Excess of net realized gain on investments and
   foreign currency-related transactions
                                                      0.04                 -                   -                   -           0.01
                                          -----------------    --------------     ---------------    ----------------  ------------

   Total distributions
                                                      0.18                 -                0.21                0.10           0.04
                                          -----------------    --------------     ---------------    ----------------  ------------

Net asset value, end of period                      $11.62            $11.79              $11.61              $10.77          $9.71
- ------------------------------
                                          =================    ==============     ===============    ================  ============

Total Return                                         0.06%             1.57%               9.81% (b)          11.99%     (2.47%) (b)
- ------------

Ratios/Supplemental Data
Net assets, end of period (000's)                 $326,056          $387,304            $241,357             $67,727       $8,904

Ratio of net operating expenses to
   average net assets                                1.00%             1.00%               1.00% (a)           0.99%    0.95% (a)

Ratio of investment income, net to
   average net assets                                1.14%             1.07%               1.29% (a)           1.30%    1.13% (a)

Decrease reflected in above expense ratios due to waiver
   of investment advisory and administration fees,
   and reimbursement of other expenses               0.04%             0.06%               0.14% (a)           0.54%    1.33% (a)

Portfolio turnover                                     33%               31%                 17% (b)             28%      27% (b)


</TABLE>

(a)   Annualized
(b)   Not Annualized
(c)   Rounds to less than $0.01
(d) Includes the effect of net realized gains prior to a significant increase in
shares outstanding. 
* Commencement of Operations was May 11, 1994


                                         See Notes To Financial Statements





Harding, Loevner Funds, Inc.


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

Financial Highlights (Continued)



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


<TABLE>
<S>                                       <C>                    <C>                        <C>                    <C>    

                                                                
                                                     Global Equity Portfolio                         Multi-Asset Global Portfolio
                                           ---------------------------------------------     -------------------------------------

                                              For the Year         For the Period From         For the Year          For the Period
                                                 Ended              Dec. 1, 1996* to              Ended          From Nov. 1, 1996**
                                             Oct. 31, 1998            Oct. 31, 1997           Oct. 31, 1998         To Oct. 31, 1997
                                           -------------------    ----------------------     -----------------    -----------------

Per Share Data
Net asset value, beginning of period                   $18.70                    $17.58 (a)            $11.26                $10.00

Increase in Net Assets from Operations
Investment income, net                                   0.20                      0.19                  0.52                  0.25
                                                                                                                             

Net realized and unrealized gain on investments
   and foreign currency-related                        
   transactions                                        (0.55)                      0.94                  0.09                  1.04
                                          --------------------    ----------------------     -----------------     ----------------

   Net increase from investment                        (0.35)                      1.13                  0.61                  1.29
   operations
                                          --------------------    ----------------------     -----------------     ----------------

Distributions to Shareholders from:
Investment income, net                                   0.25                      0.01                  0.26                  0.03
                                                                                  

Net realized gain from investments and
   foreign currency-related transactions                                                                
                                                         1.94                         -                  0.20                     -
                                          --------------------    ----------------------     -----------------     ----------------

   Total distributions                                                                                   
                                                         2.19                      0.01                  0.46                  0.03
                                          --------------------    ----------------------     -----------------     -----------------

Net asset value, end of period                         $16.16                   $ 18.70               $ 11.41                $11.26
- ------------------------------
                                          ====================    ======================     =================     =================

Total Return                                          (2.46%)                     6.45% (b)             5.53%                 12.92%
- ------------

Ratios/Supplemental Data
Net assets, end of period (000's)                     $30,763                   $64,882                $6,327                $5,175

Ratio of net operating expenses to
   average net assets                                   1.25%                     1.25% (c)             1.25%                 1.25%

Ratio of investment income, net to
   average net assets                                   0.86%                     1.05% (c)             2.58%                 2.50%

Decrease reflected in above expense ratios
   due to waiver of investment advisory
   and reimbursement of other expenses                  0.11%                     0.12% (c)             0.71%                 0.92%

Portfolio turnover                                        67%                       39% (b)               29%                   36%

</TABLE>

(a) The  beginning  net asset value of the  Portfolio was equal to the total Net
    Asset Value, as converted, of the outstanding Partnership Units
    of  Harding,   Loevner   Management,   L.P.'s  -  Global  Equity  Limited
    Partnership  ("GELP")  as  of  November  30,  1996  (See  Note  8  to  
    Financial Statements).  (b) Not Annualized (c) Annualized 
*    Commencement of Operations was December 1, 1996 following a tax free merger
     with GELP which was formed on September 27, 1991.
**   Commencement of Operations


                                         See Notes to Financial Statements






Harding, Loevner Funds, Inc.


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

Notes to Financial Statements


October 31, 1998
- ------------------------------------------------------------------------------

                                                               

1. Organization

Harding,   Loevner  Funds,  Inc.  (the  "Fund")  was  organized  as  a  Maryland
corporation on July 31, 1996 and is registered under the Investment  Company Act
of 1940, as amended, as an open-end diversified  management  investment company.
The Fund currently has four Portfolios, three of which were active as of October
31, 1998.  The three  active  Portfolios  are:  International  Equity  Portfolio
("International   Equity");  Global  Equity  Portfolio  ("Global  Equity");  and
Multi-Asset Global Portfolio ("Multi-Asset Global"). The investment objective of
each portfolio is as follows:  International  Equity - to seek long-term capital
appreciation through investments in equity securities of companies based outside
the  United  States;  Global  Equity - to seek  long-term  capital  appreciation
through  investments in equity securities of companies based both in and outside
the United States and; Multi-Asset Global to seek long-term capital appreciation
and a growing stream of income through investments in equity and debt securities
of companies  based both in and outside the United States and debt securities of
the  United   States   and   foreign   governments   and  their   agencies   and
instrumentalities.

International  Equity,  previously the HLM International Equity Portfolio of the
AMT Capital  Fund,  Inc.  (the "AMT Capital  Portfolio"),  commenced  investment
operations on May 11, 1994. Effective as of the close of business on October 31,
1996, the AMT Capital  Portfolio  merged into  International  Equity pursuant to
shareholder  approval of the tax-free  reorganization.  Global Equity  commenced
operations  on  December  1, 1996  following  the  acquisition  of net assets of
Harding,  Loevner Management,  L.P.'s - Global Equity L. P. ("GELP"),  a limited
partnership,  in  a  tax  free  reorganization.   Multi-Asset  Global  commenced
operations  on  November  1,  1996.  The Fund is  managed  by  Harding,  Loevner
Management, L.P. (the "Investment Adviser").

2. Summary of Significant Accounting Policies

Securities

All securities  transactions are recorded on a trade date basis. Interest income
and expenses are recorded on an accrual  basis.  Dividend  income is recorded on
the ex-dividend date. The Fund amortizes discount or accretes premium on a daily
basis to interest income. The Fund uses the specific  identification  method for
determining gain or loss on sales of securities.

Income Tax

It is the  policy  of each  Portfolio  of the  Fund to  qualify  as a  regulated
investment  company,  if  such  qualification  is in the  best  interest  of its
shareholders,  by  complying  with the  applicable  provisions  of the  Internal
Revenue Code, and to make  distributions of taxable income sufficient to relieve
it from substantially all Federal income and excise taxes.

Valuation

All  investments  in the Fund are  valued  daily at their  market  price,  which
results in  unrealized  gains or losses.  Securities  traded on an exchange  are
valued at their last sales price on that exchange. Securities for which no sales
are  reported  are  valued at the  latest bid price  obtained  from a  quotation
reporting system or from established  market makers.  Repurchase  agreements are
valued at their  amortized  cost plus  accrued  interest.  Securities  for which
market  quotations  are  not  readily  available  are  valued  by the  Board  of
Directors.  As of October 31, 1998,  there were no  securities in the Fund which
required valuation by the Board of Directors.

Expenses

The costs incurred by the Fund in connection with the  organization  and initial
registration of shares are being amortized on a straight-line  basis by the Fund
over a sixty-month period. The unamortized balance of organizational expenses at
October 31, 1998 was $92,549.

Expenses directly  attributed to a specific Portfolio of the Fund are charged to
that Portfolio's  operations;  expenses not directly  attributable to a specific
Portfolio are allocated among the Portfolios  either equitably or based on their
average daily net assets.

Dividends to Shareholders

It is the policy of the Fund to declare  dividends  from net  investment  income
annually.  Net  short-term  and long-term  capital gains  distributions  for the
Portfolios, if any, normally are distributed on an annual basis.


                                                              
Harding, Loevner Funds, Inc.


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

Notes to Financial Statements (continued)


October 31, 1998
- -------------------------------------------------------------------------------

                                                              
2.  Summary  of   Significant   Accounting   Policies
(continued)

Dividends from net investment income and  distributions  from net realized gains
from investment  transactions have been determined in accordance with income tax
regulations  and may  differ  from net  investment  income  and  realized  gains
recorded by the Portfolios for financial reporting purposes.  Differences result
primarily from foreign currency  transactions and timing differences  related to
recognition of income, and gains and losses from investment transactions. To the
extent  that  any   differences   which  are   permanent  in  nature  result  in
overdistributions  to  shareholders,  the  amount  of  the  overdistribution  is
reclassified  within  the  capital  accounts  based  on its  federal  tax  basis
treatment. Temporary differences do not require reclassification.  Dividends and
distributions  which exceed net investment income and net realized capital gains
for  financial  reporting  purposes  but not for tax  purposes  are  reported as
distributions in excess of net investment income and net realized capital gains,
respectively.  To the  extent  that they  exceed net  investment  income and net
realized gains for tax purposes, they are reported as returns of capital.

During  the year  ended  October  31,  1998,  the  Portfolios  reclassified  the
following permanent book to tax differences [increases (decreases)]:

<TABLE>
<S>                          <C>                       <C>                                <C>    

                           Undistributed Investment           Accumulated Net                       Capital Stock
        Portfolio                 Income, Net               Realized Gain (Loss)                in Excess of Par Value
        ---------                 -----------               --------------------                ----------------------
International Equity         $        83,653              $           (83,653)                                      $
                                                                                                                    -
Global Equity                      (510,850)                      (10,628,416)                             11,139,266
Multi-Asset Global                   (3,712)                             3,712                                      -

</TABLE>

Such reclassifications had no effect on net assets.


Currency Translation

Assets and liabilities  denominated in foreign  currencies and commitments under
forward exchange currency contracts are translated into U.S. dollars at the mean
of the quoted bid and asked prices of such currencies  against the U.S.  dollar.
Purchases  and sales of  portfolio  securities  are  translated  at the rates of
exchange  prevailing  when such  securities  were  acquired or sold.  Income and
expenses are translated at exchange rates prevailing when accrued. The Fund does
not isolate that portion of the results of operations  resulting from changes in
foreign exchange rates on investments from the fluctuations arising from changes
in market prices of securities held. Such fluctuations are included with the net
realized and unrealized gain or loss from investments.

Net realized gains and losses from foreign  currency-related  transactions arise
from sales of foreign  currency,  currency gains or losses realized  between the
trade  and  settlement  dates on  securities  transactions,  and the  difference
between the  amounts of  dividends,  interest,  and  foreign  withholding  taxes
recorded on the Portfolio's books, and the U.S. dollar equivalent of the amounts
actually  received or paid.  Net  unrealized  appreciation  or  depreciation  on
translation of assets and liabilities  denominated in foreign  currencies  arise
from changes in the value of assets and  liabilities  other than  investments in
securities at the period end,  resulting  from changes in the exchange  rate. At
October 31, 1998, International Equity, Global Equity and Multi-Asset Global had
balances of $54,713, $2,981 and $401, respectively,  representing net unrealized
appreciation  related to the changes in the exchange  rate in the value of other
assets and liabilities  excluding  foreign  currency,  forward foreign  currency
contracts, and investments.

Estimates

The preparation of financial  statements in accordance  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements.  Actual
results could differ from those estimates.

3.  Investment   Advisory  Agreement  and  Affiliated
Transactions

The Fund's Board of Directors has approved  investment  advisory agreements (the
"Agreements")  with  the  Investment  Adviser.  In  addition,  the  Fund  has an
administration  agreement with Investors  Capital Services,  Inc.  (formerly AMT
Capital Services,  Inc.),  which assists in managing and supervising all aspects
of the Portfolios other than investment  advisory  activities.  The advisory fee
and  administration  fees are computed daily at an annual rate of .75% and .15%,
respectively, of the average daily net assets of International Equity, and 1.00%
and .15%,  respectively,  for each of Global Equity and Multi-Asset  Global. The
Investment  Adviser has voluntarily  agreed to reduce its fee to the extent that
aggregate  expenses  (exclusive  of  brokerage  commissions,   other  investment
expenses,  interest on borrowings,  taxes and extraordinary  expenses) exceed an
annual rate of 1.00%, 1.25%, and 1.25%,  respectively,  of the average daily net
assets of International Equity, Global Equity and Multi-Asset Global.

Directors' fees of $60,586 were accrued for the period ended October 31, 1998 to
directors who are not employees of the Investment Adviser.

                                                                 25
                                                                 23
4. Investment Transactions

Purchase  cost and  proceeds  from sales of  investment  securities,  other than
short-term investments,  for the periods ended October 31, 1998, were as follows
for each of the Portfolios:

<TABLE>
<S>                                          <C>                           <C>   

- -----------------------------------------------------------------------------------------------------
                                                Purchase Cost of            Proceeds from Sales of
Portfolio                                     Investment Securities          Investment Securities
- -----------------------------------------------------------------------------------------------------

International Equity                                   $   118,398,229           $  183,934,285
                                                                              
Global Equity                                               37,945,100               68,686,318
                                                                           
Multi-Asset Global                                           2,570,949                1,669,003

</TABLE>

The cost of  investments  for Federal  income tax purposes and the components of
net unrealized  appreciation on investments at October 31, 1998, for each of the
Portfolios were as follows:
<TABLE>
<S>                                     <C>                      <C>                      <C>                  <C>    

- -----------------------------------------------------------------------------------------------------------------------------------
                                         Unrealized                Unrealized
Portfolio                               Appreciation              Depreciation                  Net                  Cost
- -----------------------------------------------------------------------------------------------------------------------------------

International Equity                       $   42,324,606         $ 44,066,244             $ (1,741,638)         $ 327,489,321
Global Equity                                   2,443,007            2,081,107                  361,900             30,283,976
Multi-Asset Global                                666,931              362,412                  304,519             6,000,255
                                 
</TABLE>



During the year ended October 31, 1998,  Global Equity  redeemed  $18,724,633 in
kind to  shareholders by  transferring  securities at market value.  Net capital
gains from this  redemption  amounted to  $9,627,370.  These  capital  gains are
exempt from taxes for the Portfolio.


5. Forward Foreign Exchange Contracts

The Portfolios,  on occasion,  enter into forward foreign exchange  contracts in
order to hedge their exposure to changes in foreign  currency  exchange rates on
their foreign  portfolio  holdings.  A forward  foreign  exchange  contract is a
commitment  to  purchase  or  sell a  foreign  currency  at a  future  date at a
negotiated  forward rate. The gain or loss arising from the  difference  between
the cost of the original contracts and the closing of such contracts is included
in net  realized  gains or  losses  on  foreign  currency-related  transactions.
Fluctuations in the value of forward foreign exchange contracts are recorded for
book  purposes  as  unrealized   appreciation  or  depreciation  on  assets  and
liabilities  denominated in foreign currencies by the Portfolio.  The Portfolios
are also exposed to credit risk associated with counter party  nonperformance on
these  forward  foreign  exchange  contracts  which is typically  limited to the
unrealized gain on each open contract.

The Portfolios enter into foreign  currency  transactions on the spot markets in
order to pay for  foreign  investment  purchases  or to convert  to dollars  the
proceeds from foreign investment sales or coupon interest  receipts.  There were
no open  foreign  currency  transactions  to buy or sell  currency  on the  spot
markets as of October 31, 1998.

6. Capital Share Transactions

Transactions in capital stock for  International  Equity were as follows for the
periods indicated:

<TABLE>
<S>                                          <C>                      <C>                 <C>                 <C>    

- ----------------------------------------------------------------------------------------------------------------------------
                                                           Year Ended                             Year Ended
                                                        October 31, 1998                       October 31, 1997
                                             --------------------------------------- --------------------------------------
                                                   Shares              Amount              Shares             Amount
- ----------------------------------------------------------------------------------------------------------------------------

Shares sold                                            2,961,007   $     36,281,392           15,892,968     $ 194,937,235
Shares issued related to
reinvestment     of dividends                            356,184          4,099,676                3,525            43,005
                                             -------------------------------------------------------------------------------
                                                       3,317,191         40,381,068           15,896,493       194,980,240
Shares redeemed                                        8,083,995         97,794,797            3,843,988        48,332,560
                                             --------------------------------------- --------------------------------------
Net (decrease) increase                              (4,766,804)   $   (57,413,729)           12,052,505     $ 146,647,680
                                             ======================================= ======================================


</TABLE>

                                                           
6. Capital Share Transactions (continued)

Transactions  in capital  stock for Global Equity were as follows for the period
indicated:

<TABLE>
<S>                                          <C>                      <C>                 <C>                 <C>    

- -----------------------------------------------------------------------------------------------------------------------------
                                                           Year Ended                                December 1, 1996*
                                                        October 31, 1998                            to  October 31, 1997

                                             -------------------------------------------------------------------------------
                                                   Shares             Amount               Shares             Amount
- -----------------------------------------------------------------------------------------------------------------------------

Shares issued related to acquisition of                                                               
GELP                                                          -             $   -              3,866,979       $ 67,977,294
                                                                                  
Shares sold                                               48,580             861,141             209,562          3,734,452
Shares issued related to reinvestment
   of dividends                                          414,700           7,049,903               2,220             38,964
                                             -------------------------------------------------------------------------------
                                                         463,280           7,911,044           4,078,761         71,750,710
Shares redeemed                                        2,030,092          32,091,992             608,308         11,308,285
                                             -------------------------------------------------------------------------------
Net (decrease) increase                              (1,566,812)    $    (24,180,948)        3,470,453         $ 60,442,425
                                                                                                   
                                             ===============================================================================
</TABLE>

* Commencement of Operations

Transactions  in capital  stock for  Multi-Asset  Global were as follows for the
period indicated:
<TABLE>
<S>                                          <C>                      <C>                 <C>                 <C>    

- ----------------------------------------------------------------------------------------------------------------------------
                                                           Year Ended                           November 1, 1996*

                                                        October 31, 1998                       to October 31, 1997

                                             -------------------------------------------------------------------------------
                                                   Shares             Amount               Shares               Amount
- ----------------------------------------------------------------------------------------------------------------------------

Shares sold                                              111,544 $         1,261,314             458,497      $   4,701,866
                                                                                                                  
Shares issued related to reinvestment
   of dividends                                           19,604             217,995               1,170             12,110
                                             -------------------------------------------------------------------------------
                                                         131,148           1,479,309             459,667          4,713,976
Shares redeemed                                           36,232             397,788                  80                851
                                             -------------------------------------------------------------------------------
Net increase                                              94,916 $         1,081,521             459,587      $   4,713,125
                                                                                                                  
                                             ===============================================================================
</TABLE>

* Commencement of Operations


7. Repurchase and Reverse Repurchase Agreements

Each  Portfolio  may enter  into  repurchase  agreements  under  which a bank or
securities  firm  that is a  primary  or  reporting  dealer  in U.S.  Government
securities agrees,  upon entering into a contract,  to sell such securities to a
Portfolio  and  repurchase  such  securities  from such  Portfolio at a mutually
agreed upon price and date.

Each  Portfolio  also is permitted to enter into reverse  repurchase  agreements
under  which  a  primary  or  reporting  dealer  in U.S.  Government  securities
purchases  securities  from a Portfolio and such Portfolio  agrees to repurchase
the securities at an agreed upon price and date.

Each Portfolio may engage in repurchase and reverse repurchase transactions with
parties  selected  on the  basis of such  party's  creditworthiness.  Securities
purchased  subject to repurchase  agreements must have an aggregate market value
greater  than or equal to the  repurchase  price plus  accrued  interest  at all
times.  If the value of the underlying  securities  falls below the value of the
repurchase price plus accrued interest, the Portfolio will require the seller to
deposit  additional  collateral  by the next  business  day.  If the request for
additional  collateral  is not met,  or the seller  defaults  on its  repurchase
obligation,  the Portfolio maintains the right to sell the underlying securities
at market  value and may claim any  resulting  loss  against the seller.  When a
Portfolio engages in reverse repurchase agreement  transactions,  such Portfolio
will maintain,  in a segregated  account with its custodian,  liquid  securities
equal in value to those subject to the agreement.

8. Fund Mergers and Acquisitions

Effective as of the close of business on October 31, 1996,  International Equity
received  the net assets of the AMT Capital  Portfolio  pursuant to an Agreement
and Plan of  Reorganization  dated October 14, 1996. The shareholders of the AMT
Capital Portfolio approved the tax-free  reorganization on October 30, 1996. All
assets  and  liabilities  of the  AMT  Capital  Portfolio  were  transferred  to
International  Equity. Prior to the reorganization,  International Equity had no
operations.

Effective  as of the close of business  on  November  30,  1996,  Global  Equity
acquired   the  net  assets  of  GELP   pursuant   to  approval  of  a  tax-free
reorganization by the Limited Partners of GELP. The acquisition was accomplished
by a tax-free  exchange of 38,670 units of GELP for  3,866,979  shares of Global
Equity,  in a 1:100  exchange on November 30, 1996.  The aggregate net assets of
GELP and Global Equity  immediately  before the acquisition were $67,977,294 (of
which $16,488,450  represented  unrealized  appreciation) and $0,  respectively.
Immediately  after  the  acquisition,   the  combined  net  assets  amounted  to
$67,977,294.



Harding, Loevner Funds, Inc.


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

Report of Ernst & Young LLP, Independent Auditors



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

                                                       
Shareholders and Board of Directors
Harding, Loevner Funds, Inc.


We have audited the  accompanying  statements of net assets of Harding,  Loevner
Funds, Inc. (comprising,  the International Equity Portfolio,  the Global Equity
Portfolio, and the Multi-Asset Global Portfolio) as of October 31, 1998, and the
related  statements of operations  for the year then ended and the statements of
changes in net assets for each of the two years in the period  then  ended,  and
financial highlights for each of the periods indicated therein.  These financial
statements  and  financial  highlights  are  the  responsibility  of the  Fund's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements and financial  highlights.  Our procedures  included  confirmation of
securities owned as of October 31, 1998 by correspondence with the custodian and
others.  An audit also includes  assessing the  accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial position of each
of the  respective  portfolios  comprising  Harding,  Loevner  Funds,  Inc., the
results of their operations for the year then ended and the changes in their net
assets for each of the two years in the period  then  ended,  and the  financial
highlights  for  each of the  periods  indicated  therein,  in  conformity  with
generally accepted accounting principles.




ERNST & YOUNG LLP

New York, New York
December 3, 1998






Harding, Loevner Funds, Inc.


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

Supplemental Tax Information


(unaudited)
- -------------------------------------------------------------------------------

The  International  Equity and Global  Equity  Portfolios  have  elected to pass
through  the credit for taxes paid in foreign  countries  during its fiscal year
ended October 31, 1998. In accordance  with current tax laws, the Foreign Income
and Foreign Tax per share (for a share  outstanding  on October 31,  1998) is as
follows:

<TABLE>
<S>                  <C>                   <C>                        <C>                   <C>            <C>    

                                 International Equity                                       Global Equity
                                                    Gross                                                     Gross
                           Foreign                 Foreign                      Foreign                      Foreign
   Country                   Tax                  Dividends                       Tax                       Dividends
- --------------       --------------------  ------------------------    ---------------------------  ---------------------------

Argentina                         0.0000                    0.0101                         0.0000                       0.0167
Australia                         0.0009                    0.0015                         0.0000                       0.0000
Bermuda                           0.0000                    0.0130                         0.0000                       0.0262
Canada                            0.0310                    0.0292                         0.0280                       0.0181
France                            0.0772                    0.0633                         0.0618                       0.0632
Germany                           0.1775                    0.1904                         0.0727                       0.0707
Hong Kong                         0.0000                    0.0867                         0.0000                       0.1524
Italy                             0.0069                    0.0049                         0.0000                       0.0000
Japan                             0.0419                    0.0300                         0.0324                       0.0210
Malaysia                          0.0022                    0.0008                         0.0030                       0.0010
Mexico                            0.0000                    0.0217                         0.0000                       0.0278
Netherlands                       0.1668                    0.1164                         0.2418                       0.1221
Singapore                         0.0383                    0.0364                         0.0000                       0.0163
South Africa                      0.0000                    0.0208                         0.0000                       0.0252
Spain                             0.0448                    0.0357                         0.0000                       0.0000
Sweden                            0.0718                    0.0514                         0.1062                       0.0689
Switzerland                       0.1730                    0.1238                         0.2006                       0.1602
United Kingdom                    0.1677                    0.1639                         0.2535                       0.2102


</TABLE>


Shareholders  will  receive  more  detailed  information  along  with their Form
1099-DIV in January 1999.






OFFICERS & DIRECTORS AND OTHER PERTINENT INFORMATION




OFFICERS AND DIRECTORS

James C. Brady III
Director of the Fund

Jane A. Freeman
Director of the Fund

Samuel R. Karetsky
Director of the Fund

Carl W. Schafer
Director of the Fund

David R. Loevner
President and Director
    of the Fund

William E. Vastardis
Secretary and Treasurer
    of the Fund

Richard Reiter
Assistant Secretary
    of the Fund

Carla E. Dearing
Assistant Treasurer
    of the Fund


INVESTMENT ADVISER

Harding, Loevner Management, L.P.
50 Division Street, Suite 401
Somerville, NJ  08876


ADMINISTRATOR

Investors Capital Services, Inc.
600 Fifth Avenue, 26th Floor
New York, NY  10020


DISTRIBUTOR

AMT Capital Securities, L.L.C.
600 Fifth Avenue, 26th Floor
New York, NY  10020





CUSTODIAN AND FUND
ACCOUNTING AGENT

Investors Bank & Trust Company
P.O. Box 9130
Boston, MA  02117


TRANSFER AND DIVIDEND
DISBURSING AGENT

Investors Bank & Trust Company
P.O. Box 9130
Boston, MA  02117


LEGAL COUNSEL

Dechert Price & Rhoads
1775 Eye Street, N.W
Washington, D.C. 20006-2401


INDEPENDENT AUDITORS

Ernst & Young LLP
787 Seventh Avenue
New York, NY  10019




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