WARBURG PINCUS LONG SHORT MARKET NEUTRAL FUND INC
N-30D, 2000-11-02
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--------------------------------------------------------------------------------
[WARBURG PINCUS FUNDS logo omitted][CREDIT SUISSE ASSET MANAGEMENT logo omitted]

                                     ANNUAL
                                     REPORT
                                 AUGUST 31, 2000


                                 WARBURG PINCUS
                         LONG-SHORT MARKET NEUTRAL FUND






More complete  information about the Fund,  including  charges and expenses,  is
provided in the  PROSPECTUS,  which must precede or accompany  this document and
which  should be read  carefully  before  investing.  You may obtain  additional
copies by calling  800-WARBURG  (800-927-2874)  or by writing to Warburg  Pincus
Funds, P.O. Box 9030, Boston, MA 02205-9030.

Credit Suisse Asset Management Securities,  Inc., Distributor, is located at 466
Lexington  Ave.,  New York, NY  10017-3147.  Warburg Pincus Funds are advised by
Credit Suisse Asset Management, LLC.
--------------------------------------------------------------------------------

<PAGE>

   FROM TIME TO TIME, THE FUND'S INVESTMENT  ADVISER AND  CO-ADMINISTRATORS  MAY
WAIVE SOME FEES AND/OR REIMBURSE SOME EXPENSES,  WITHOUT WHICH PERFORMANCE WOULD
BE LOWER. WAIVERS AND/OR REIMBURSEMENTS ARE SUBJECT TO CHANGE.

   RETURNS ARE HISTORICAL AND INCLUDE CHANGE IN SHARE PRICE AND  REINVESTMENT OF
DIVIDENDS AND CAPITAL GAINS.  PAST PERFORMANCE  CANNOT GUARANTEE FUTURE RESULTS.
RETURNS AND SHARE PRICE WILL FLUCTUATE, AND REDEMPTION VALUE MAY BE MORE OR LESS
THAN ORIGINAL COST.

   INVESTMENT  IN SHARES OF THE FUND CAN BE MORE  VOLATILE  AND RISKY  THAN SOME
OTHER FORMS OF INVESTMENT.  IN ADDITION,  IF THE ADVISER TAKES LONG POSITIONS IN
STOCKS THAT DECLINEOR SHORT POSITIONS IN STOCKS THAT INCREASE IN VALUE, THEN THE
LOSSES OF THE FUND  MAYEXCEED  THOSE OF OTHER STOCK  MUTUAL FUNDS THAT HOLD LONG
POSITIONS ONLY.

   THE VIEWS OF THE  FUND'S  MANAGEMENT  ARE AS OF THE DATE OF THE  LETTERS  AND
PORTFOLIO  HOLDINGS  DESCRIBED IN THIS DOCUMENT ARE AS OF AUGUST 31, 2000; THESE
VIEWS AND PORTFOLIO HOLDINGS MAY HAVE CHANGED SUBSEQUENT TO THESE DATES. NOTHING
IN THIS DOCUMENT IS A RECOMMENDATION TO PURCHASE OR SELL SECURITIES.

   FUND SHARES ARE NOT  DEPOSITS OR OTHER  OBLIGATIONS  OF CREDIT  SUISSE  ASSET
MANAGEMENT,  LLC  ("CSAM")OR  ANY  AFFILIATE,  ARE NOT  FDICINSURED  AND ARE NOT
GUARANTEED BY CSAM OR ANY AFFILIATE.  FUND INVESTMENTS ARE SUBJECT TO INVESTMENT
RISKS, INCLUDING LOSS OF YOUR INVESTMENT.

<PAGE>


WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
PORTFOLIO MANAGERS' LETTER -- AUGUST 31, 2000
--------------------------------------------------------------------------------

                                                              September 25, 2000

Dear Shareholders:

   We are  writing to report on the  results of the  Warburg  Pincus  Long-Short
Market Neutral Fund (the "Fund") for the fiscal year ended August 31, 2000.

   At August 31, 2000,  the net asset value  ("NAV") of the Fund's Common shares
was $14.92,  compared to an NAV of $14.19 on August 31, 1999.  As a result,  the
Common shares' total return was 12.0%,  assuming the  reinvestment  of dividends
and  distributions  totaling $0.93 per share.  By comparison,  the Salomon Smith
Barney U.S. One-Month Treasury Bill Index1 benchmark (the "Index") returned 5.1%
during the same period.

   The Fund  outperformed  the Index  benchmark  during the fiscal year due to a
positive  combination of market  conditions and our emphasis on stock  selection
using fundamental  factors that our research  concluded would be most effective.
Long positions had most, if not all, of the  characteristics  we favored,  while
the converse was true for desirable short stocks. These factors included:

o    FINANCIAL CONDITION.  Our analysis projected that companies whose financial
     condition was strong and  improving  would  perform  well.  Among  numerous
     criteria of financial condition,  we successfully focused on companies with
     the  best  net  profit  margins  within  their  competitive   universe  and
     relatively low debt levels.

o    RELATIVE  STRENGTH.  Our indicators of relative strength -- in other words,
     the strength of a stock's price momentum  compared to that of the market as
     a whole -- performed  at  historically  high levels late in 1999.  This was
     especially  noteworthy  in the context of the late  1999-early  2000 market
     environment,  when  traders  were  piling  into  stocks  that had  recently
     performed  well.  Emphasizing  this factor proved  beneficial to the Fund's
     overall performance accordingly.

o    EARNINGS MOMENTUM. In an environment in which U.S. macroeconomic growth was
     slowing, we correctly  highlighted companies whose earnings growth not only
     was showing above-average momentum, but also was driven by solid underlying
     fundamentals rather than questionable  accounting treatments.  In addition,
     we continued  to focus on companies  whose  earnings  estimates  were being
     revised upward.

   Top-performing  long  positions  during the  fiscal  year  included  Hartford
Insurance,  J.P. Morgan and Southwest Airlines, while our most successful shorts
were Goodyear Tire, Atmel, Charles Schwab, Gillette and Bowater.


                                        1
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
PORTFOLIO MANAGERS' LETTER -- AUGUST 31, 2000 (CONT'D)
--------------------------------------------------------------------------------

   On the negative side of the ledger,  long stock selection was least effective
among  names like At Home Corp.,  Beckman  Coulter,  Niagara  Mohawk and Circuit
City. Our  worst-performing  shorts included Coca-Cola,  Cardinal Health and SPX
Corp.

   As  developments  occur that we believe  would be of interest to you, we will
keep you informed.  Meanwhile, if you have any questions about your portfolio or
the capital markets generally, please feel free to call upon us at any time.



Sincerely yours,



Credit Suisse Asset Management Structured Equities Management Team



William W. Priest, Jr., Chairman/Americas and Managing Director
Eric N. Remole, Managing Director
Marc E. Bothwell, Vice President
Michael A. Welhoelter, Vice President


   INVESTING  IN SHARES  OF THE FUND CAN BE MORE  VOLATILE  AND RISKY  THAN SOME
OTHER FORMS OF INVESTMENTS.  IN ADDITION, IF THE ADVISER TAKES LONG POSITIONS IN
STOCKS THAT DECLINE OR SHORT  POSITIONS IN STOCKS THAT  INCREASE IN VALUE,  THEN
LOSSES OF THE FUND MAY EXCEED  THOSE OF OTHER STOCK  MUTUAL FUNDS THAT HOLD LONG
POSITIONS ONLY.


                                        2
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
PORTFOLIO MANAGERS' LETTER -- AUGUST 31, 2000 (CONT'D)
--------------------------------------------------------------------------------


   COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN THE WARBURG PINCUS
 LONG-SHORT MARKET NEUTRAL FUND COMMON SHARES AND THE SALOMON SMITH BARNEY U.S.
   ONE-MONTH TREASURY INDEX1 FROM INCEPTION (9/8/98) AND AT EACH QUARTER END.
                                  (UNAUDITED)



[line graph omitted]
plot points as follows:

                  Warburg Pincus Long-Short                   30 Day U.S.
              Market Neutral Institutional Shares        Treasury Bill Index
09/08/98                   10000                               10000
11/30/98                   9803                                10029
02/28/99                   9927                                10137
05/31/99                   9674                                10249
08/31/99                   9467                                10360
11/30/99                   10288                               10474
02/29/00                   11136                               10601
05/31/00                   10638                               10748
08/31/00                   10603                               10893

         Average Annual
          Total Returns
      for the periods ended
             8/31/00
         (Common Shares)

             1 year
             12.00%

         Since Inception
           (9/8/98)
             3.00%


Note:  Past  performance  is not  predictive of future  performance.  Investment
return and principle value of an investment will fluctuate so that an investor's
shares upon redemption may be worth more or less than their original cost.





1   Monthly return equivalents of yield averages which are not marked to market.
    The Salomon Smith Barney U.S.  One-Month Treasury Index consists of the last
    one-month Treasury bill issues.

                                        3
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                           --------     -----
COMMON STOCKS 87.6%
AEROSPACE & DEFENSE 1.3%
    Textron, Inc.                                           1,500   $   84,094
                                                                    ----------
AIR TRANSPORT-FREIGHT 1.7%
    Southwest Airlines Co.                                  4,900      110,862
                                                                    ----------
AUTOMOBILES 4.6%
    AutoNation, Inc.**                                      4,900       31,850
    Ford Motor Co.                                          5,600      135,450
    General Motors Corp.                                    1,300       93,844
    General Motors Corp. Class H**                          1,300       43,063
    Visteon Corp.                                               1           11
                                                                    ----------
                                                                       304,218
                                                                    ----------
BEVERAGES & TOBACCO 0.5%
    Philip Morris Cos., Inc.                                1,200       35,550
                                                                    ----------
BUILDING & BUILDING MATERIALS 2.5%
    Armstrong Holdings, Inc.                               10,400      165,750
                                                                    ----------
BUSINESS SERVICES 2.4%
    Cendant Corp.**                                         1,300       17,144
    Iron Mountain, Inc.**                                   1,000       34,125
    Lamar Advertising Co.**                                 2,300      106,806
                                                                    ----------
                                                                       158,075
                                                                    ----------
CHEMICALS 1.8%
    Air Products & Chemicals, Inc.                          1,300       47,206
    Occidental Petroleum Corp.                              3,500       75,688
                                                                    ----------
                                                                       122,894
                                                                    ----------
COMPUTERS, SOFTWARE & SERVICES 0.2%
    Earthlink, Inc.**                                       1,000       11,250
                                                                    ----------
CONSTRUCTION & BUILDING MATERIALS 1.1%
    Ingersoll-Rand Co.                                      1,600       72,900
                                                                    ----------
CONSUMER PRODUCTS & SERVICES 2.3%
    Nu Skin Enterprises, Inc.**                             1,300        8,531
    Unilever N.V. ADR                                       3,000      141,750
                                                                    ----------
                                                                       150,281
                                                                    ----------
ELECTRIC UTILITIES 6.0%
    FirstEnergy Corp.                                       3,300       81,675
    Niagara Mohawk Power**                                 17,400      224,025
    Pinnacle West Capital                                   2,400       98,850
                                                                    ----------
                                                                       404,550
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        4
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                           --------     -----

COMMON STOCKS (CONT'D)
ELECTRONICS 6.0%
    Circuit City Stores                                     1,800   $   46,688
    Intel Corp.                                             1,400      104,825
    Linear Technology Corp.                                 2,200      158,263
    Motorola, Inc.                                          1,600       57,700
    Teradyne, Inc.**                                          400       25,925
    Xilinx, Inc.**                                            100        8,888
                                                                    ----------
                                                                       402,289
                                                                    ----------
ENERGY & OIL EXPLORATION 4.8%
    Apache Corp.                                            1,000       63,000
    Burlington Resources, Inc.                              2,900      114,006
    Exxon Mobil Corp.                                         800       65,300
    Tidewater, Inc.                                         2,000       80,750
                                                                    ----------
                                                                       323,056
                                                                    ----------
FINANCIAL SERVICES 10.3%
    AMBAC Financial Group, Inc.                               200       12,925
    Hartford Financial Services, Inc.                       3,200      213,200
    J.P. Morgan & Co., Inc.                                 1,300      217,344
    Legg Mason, Inc.                                        1,600       84,400
    Merrill Lynch & Co., Inc.                                 500       72,500
    UnionBanCal Corp.                                       3,500       86,844
                                                                    ----------
                                                                       687,213
                                                                    ----------
FOOD & BEVERAGE 4.3%
    Anheuser-Busch Cos., Inc.                               1,200       94,575
    Coors, (Adolph) Class B                                 1,200       71,475
    Darden Restaurants, Inc.                                2,200       38,913
    Tootsie Roll Industries                                 2,100       84,525
                                                                    ----------
                                                                       289,488
                                                                    ----------
HEALTH CARE 4.2%
    Abbott Laboratories                                     2,600      113,750
    Cigna Corp.                                             1,200      116,700
    Tenet Healthcare Corp.                                  1,600       49,600
                                                                    ----------
                                                                       280,050
                                                                    ----------
INSURANCE 2.1%
    CNA Financial Corp.**                                   2,400       95,250
    Wesco Financial Corp.                                     200       48,000
                                                                    ----------
                                                                       143,250
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        5
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                            -------     -----
COMMON STOCKS (CONT'D)
INTERNET CONTENT 2.1%
    Internet Capital Group, Inc.**                          4,100  $   142,988
                                                                    ----------
INTERNET SOFTWARE 0.2%
    New Era of Networks, Inc.**                               400       14,025
                                                                    ----------
METALS & MINING 5.5%
    Barrick Gold Corp.                                      2,900       46,219
    Bethlehem Steel Corp.**                                 3,500       12,250
    Inco, Ltd.**                                           12,900      230,588
    Newmont Mining Corp.                                    4,100       76,106
                                                                    ----------
                                                                       365,163
                                                                    ----------
PAPER & FOREST PRODUCTS 1.0%
    Weyerhaeuser Co.                                        1,400       64,838
                                                                    ----------
PHARMACEUTICALS 2.8%
    Chiron Corp.**                                            900       48,656
    ICOS Corp.**                                            2,400      140,850
                                                                    ----------
                                                                       189,506
                                                                    ----------
REAL ESTATE 7.1%
    Apartment Investment & Management
      Company Class A                                       3,500      157,063
    CarrAmerica Realty Corp.                                3,400       98,813
    Equity Residential Properties Trust                     1,100       52,800
    General Growth Properties, Inc.                         4,300      138,138
    Simon Debartolo Group                                   1,300       29,656
                                                                    ----------
                                                                       476,470
                                                                    ----------
RETAIL 1.8%
    Best Buy Co., Inc.**                                    1,200       74,100
    Ticketmaster Online-CitySearch, Inc.**                  1,900       45,719
                                                                    ----------
                                                                       119,819
                                                                    ----------
RETAIL - SPECIALTY APPAREL STORES 0.6%
    Intimate Brands, Inc. Class A                           2,600       41,925
                                                                    ----------
SEMICONDUCTORS 0.7%
    National Semiconductor Corp.**                          1,100       48,950
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        6
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                            -------     -----
COMMON STOCKS (CONT'D)
TELECOMMUNICATIONS 9.6%
    A. H. Belo Corp. Class A                                3,500   $   66,938
    American Tower Corp. Class A**                            200        7,263
    Copper Mountain Networks, Inc.**                          400       23,975
    Cox Communications, Inc.**                              3,900      138,694
    QUALCOMM, Inc.**                                          700       41,913
    Telephone and Data Systems, Inc.                        2,900      336,400
    WorldCom, Inc.**                                          800       29,200
                                                                    ----------
                                                                       644,383
                                                                    ----------
WASTE MANAGEMENT 0.1%
    Allied Waste Industries, Inc.**                           400        3,675
                                                                    ----------
TOTAL COMMON STOCKS (Cost $5,436,039)                                5,857,512
                                                                    ----------
SECURITIES SOLD SHORT (86.6%)
AEROSPACE & DEFENSE (5.5%)
    AMR Corp.**                                            (1,400)     (45,938)
    General Dynamics Corp.                                   (700)     (44,056)
    Lear Corp.**                                           (1,900)     (40,969)
    Lockheed Martin Corp.                                  (2,900)     (82,288)
    T.R.W., Inc.                                           (3,400)    (155,338)
                                                                    ----------
                                                                      (368,589)
                                                                    ----------
ARRANGEMENT OF TRANSPORTATION OF
FREIGHT & CARGO (0.7%)
    Ryder System, Inc.                                     (2,400)     (46,050)
                                                                    ----------
AUTOMOBILE PARTS & EQUIPMENT (2.3%)
    Dana Corp.                                             (2,700)     (66,656)
    Goodyear Tire & Rubber Co.                             (3,800)     (88,825)
                                                                    ----------
                                                                      (155,481)
                                                                    ----------
BANKS & SAVINGS & LOANS (4.2%)
    FirstMerit Corp.                                      (12,100)    (282,081)
                                                                    ----------
BEVERAGES & TOBACCO (0.7%)
    UST, Inc.                                              (2,100)     (45,413)
                                                                    ----------
BUILDING & BUILDING MATERIALS (2.9%)
    Fluor Corp.                                            (4,700)    (140,706)
    Vulcan Materials Co.                                   (1,200)     (53,175)
                                                                    ----------
                                                                      (193,881)
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        7
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                            -------     -----
SECURITIES SOLD SHORT (CONT'D)
BUSINESS SERVICES (2.0%)
    Catalina Marketing Corp.**                             (2,400) $  (102,450)
    Keane, Inc.**                                          (1,700)     (29,431)
                                                                    ----------
                                                                      (131,881)
                                                                    ----------
COMMUNICATIONS & MEDIA (0.2%)
    Ariba, Inc.**                                            (100)     (15,738)
                                                                    ----------
CONGLOMERATES (0.9%)
    General Electric Co.                                   (1,000)     (58,688)
                                                                    ----------
CONSUMER PRODUCTS & SERVICES (4.1%)
    American Standard Cos.**                               (2,400)    (111,150)
    Colgate-Palmolive Co.                                  (1,200)     (61,125)
    Gillette Co.                                           (2,100)     (63,000)
    Whitman Corp.                                          (3,100)     (40,881)
                                                                    ----------
                                                                      (276,156)
                                                                    ----------
CONTAINERS (0.3%)
    Crown Cork & Seal Co., Inc.                            (1,300)     (16,819)
                                                                    ----------
ELECTRONICS (4.2%)
    Arrow Electronics, Inc.**                              (2,100)     (76,388)
    Atmel Corp.**                                          (1,800)     (36,000)
    Cisco Systems**                                          (500)     (34,313)
    UtiliCorp United, Inc.                                 (5,700)    (135,731)
                                                                    ----------
                                                                      (282,432)
                                                                    ----------
ENERGY (2.0%)
    Texas Utilities Co.                                    (3,800)    (132,763)
                                                                    ----------
ENERGY & OIL EXPLORATION (6.7%)
    Edison International                                   (6,400)    (132,400)
    National Fuel Gas Co.                                  (1,200)     (62,925)
    R & B Falcon Corp.**                                   (3,800)    (108,300)
    Texaco, Inc.                                           (2,600)    (133,900)
    Tosco Corp.                                              (300)      (9,150)
                                                                    ----------
                                                                      (446,675)
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        8
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                          NUMBER
                                                            OF
                                                          SHARES        VALUE
                                                          -------       -----
SECURITIES SOLD SHORT (CONT'D)
FINANCIAL SERVICES (10.7%)
    American Financial Group                               (2,700)  $  (66,994)
    Bank One Corp.                                           (900)     (31,725)
    Charles Schwab Corp.                                   (1,800)     (68,738)
    Cincinnati Financial Corp.                               (800)     (31,100)
    Franklin Resources                                     (4,300)    (163,400)
    Freddie Mac                                            (1,000)     (42,125)
    H&R Block, Inc.                                        (4,600)    (165,025)
    People's Bank                                          (1,300)     (27,463)
    T. Rowe Price Associates, Inc.                         (1,700)     (76,925)
    Union Planters Corp.                                   (1,400)     (42,438)
                                                                    ----------
                                                                      (715,933)
                                                                    ----------
FOOD & BEVERAGE (4.7%)
    Campbell Soup Co.                                      (2,700)     (68,513)
    Coca-Cola Co.                                          (2,900)    (152,613)
    Dole Food Co., Inc.                                    (4,400)     (62,150)
    Tricon Global Restaurants, Inc.**                      (1,000)     (29,125)
                                                                    ----------
                                                                      (312,401)
                                                                    ----------
HEALTH CARE (6.6%)
    Beckman Coulter, Inc.                                  (2,600)    (197,925)
    Cardinal Health, Inc.                                  (1,700)    (139,081)
    United Healthcare Corp.                                (1,100)    (103,950)
                                                                    ----------
                                                                      (440,956)
                                                                    ----------
INDUSTRIAL GOODS & MATERIALS (2.2%)
    SPX Corp.**                                              (900)    (147,600)
                                                                    ----------
INDUSTRIAL MANUFACTURING & PROCESSING (0.4%)
    Cummins Engine Company, Inc.                             (700)     (24,850)
                                                                    ----------
INTERNET CONTENT (0.5%)
    InfoSpace.com, Inc.**                                    (800)     (31,200)
                                                                    ----------
LEISURE (0.9%)
    International Game Technology**                        (2,100)     (60,900)
                                                                    ----------
OFFICE EQUIPMENT & SUPPLIES (0.4%)
    Pitney Bowes, Inc.                                       (800)     (29,250)
                                                                    ----------
PAPER & FOREST PRODUCTS (1.7%)
    Bowater, Inc.                                            (800)     (41,100)
    Georgia-Pacific Group                                  (2,600)     (69,550)
                                                                    ----------
                                                                      (110,650)
                                                                    ----------


                 See Accompanying Notes to Financial Statements.


                                        9
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

                                                            NUMBER
                                                              OF
                                                            SHARES      VALUE
                                                            -------     -----
SECURITIES SOLD SHORT (CONT'D)
PHARMACEUTICALS (3.4%)
    FMC Corp.**                                            (2,000) $  (135,625)
    PE Corp. - Celera Genomics Group**                       (200      (21,688)
    Pharmacia Corp.                                        (1,200)     (70,275)
                                                                   -----------
                                                                      (227,588)
                                                                   -----------
PUBLISHING (1.2%)
    Investment Technology Group, Inc.**                    (1,700)     (81,600)
                                                                   -----------
REAL ESTATE (4.4%)
    Spieker Properties, Inc.                               (5,400)    (294,975)
                                                                   -----------
RETAIL (1.2%)
    RadioShack Corp.                                       (1,300)     (76,700)
                                                                   -----------
RETAIL - SPECIALTY APPAREL STORES (2.4%)
    Dillard's, Inc. Class A                                (3,300)     (42,281)
    Payless ShoeSource, Inc.**                               (700)     (37,363)
    J.C. Penney Co., Inc..                                 (5,800)     (81,200)
                                                                   -----------
                                                                      (160,844)
                                                                   -----------
TELECOMMUNICATIONS (9.0%)
    ALLTEL Corp.                                           (1,400)     (70,788)
    AT&T Corp. - Liberty Media Group Class A**             (2,700)     (57,713)
    Lucent Technologies                                      (600)     (25,088)
    Metromedia Fiber Network, Inc.**                       (4,700)    (187,706)
    Nextel Communications, Inc. Cl. A**                      (100)      (5,544)
    Qwest Communications International, Inc.**             (3,600)    (185,850)
    RCN Corp.**                                            (1,500)     (36,375)
    Vitesse Semiconductor Corp.**                            (400)     (35,525)
                                                                   -----------
                                                                      (604,589)
                                                                   -----------
TRANSPORTATION (0.2%)
    UAL Corp.                                                (300)     (14,325)
                                                                   -----------
TOTAL SECURITIES SOLD SHORT (Cost $5,362,784)                      $(5,787,008)
                                                                   -----------


                 See Accompanying Notes to Financial Statements.


                                       10
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
SCHEDULE OF INVESTMENTS (CON'D)
August 31, 2000
-------------------------------------------------------------------------------

                                                             PAR
                                                            (000)      VALUE
                                                           -------     -----

REPURCHASE AGREEMENT--11.0%

  Bear    Stearns    (Agreement    dated
     08/31/00,   to  be  repurchased  at
     $735,042,  collaterized by $775,000
     U.S.   Treasury   Note  3.375%  due
     01/15/07.     Market    Value    of
     collateral is $747,147.)
     6.620% 09/01/00                                         $735   $  734,907
                                                                    ----------
     (Cost $734,907)

TOTAL INVESTMENTS--12.0%  (Cost $808,162*)                              805,411

OTHER ASSETS IN EXCESS OF LIABILITIES--88.0%                          5,883,851
                                                                    -----------
TOTAL NET ASSET  100.0%                                              $6,689,262
                                                                     ==========

  * Cost for Federal income tax purposes at August 31, 2000 is  $1,196,150.  The
    gross appreciation (depreciation) on a tax basis is as follows:
      Gross Appreciation - Investments                               $  725,075
      Gross Depreciation - Investments                                 (406,879)
      Gross Appreciation - Short Sales                                  233,406
      Gross Depreciation - Short Sales                                 (942,341)
                                                                      ---------
      Net Depreciation                                               $ (390,739)
                                                                      =========
 **  Non-income producing securities.

                            INVESTMENT ABBREVIATIONS
                      ADR              American Depository Receipt


                 See Accompanying Notes to Financial Statements.


                                       11
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
STATEMENT OF ASSETS AND LIABILITIES
August 31, 2000
--------------------------------------------------------------------------------

ASSETS
  Investments, at value (cost - $6,170,946)                       $ 6,592,419
  Deposits with brokers and custodian bank for
    securities sold short                                           6,030,718
  Receivable from investment adviser                                    5,450
  Dividends and interest receivable                                    23,991
  Prepaid expenses and other assets                                    30,655
                                                                  -----------
    Total Assets                                                   12,683,233
                                                                  -----------
LIABILITIES
  Securities sold short (proceeds - $5,362,784)                     5,787,008
  Due to custodian                                                    163,415
  Distribution fee payable (Common shares)                                438
  Accrued expenses payable                                             43,110
                                                                  -----------
    Total Liabilities                                               5,993,971
                                                                  -----------
NET ASSETS
  Capital stock, $0.001 par value                                         451
  Paid-in capital                                                   7,933,246
  Undistributed net investment income                                 164,310
  Accumulated net realized loss from
    investments and securities sold short                          (1,405,994)
  Net unrealized depreciation on
    investments and other, if any                                      (2,751)
                                                                  -----------
    Net Assets                                                    $ 6,689,262
                                                                  ===========
INSTITUTIONAL SHARES
  Net assets                                                      $ 4,588,015
                                                                  -----------
  Shares outstanding                                                  310,455
                                                                  -----------
  Net asset value, offering price and redemption price
    per share                                                     $     14.78
                                                                  ===========
COMMON SHARES
  Net assets                                                      $ 2,101,247
                                                                  -----------
  Shares outstanding                                                  140,862
                                                                  -----------
  Net asset value, offering price and redemption price
    per share                                                     $     14.92
                                                                  ===========


                 See Accompanying Notes to Financial Statements.


                                       12
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
STATEMENT OF OPERATIONS
For the Year Ended August 31, 2000
--------------------------------------------------------------------------------

INVESTMENT INCOME:
  Dividends                                                         $ 107,668
  Interest                                                            393,082
  Foreign taxes withheld                                                 (422)
                                                                    ---------
    Total Investment Income                                           500,328
                                                                    ---------
EXPENSES:
  Investment advisory fees                                             89,315
  Administration fees                                                   9,884
  Dividend expense                                                    102,788
  Printing fees                                                        76,634
  Registration fees                                                    33,317
  Transfer agent fees                                                  21,304
  Legal fees                                                           19,785
  Audit fees                                                           19,455
  Custodian fees                                                       15,816
  Directors fees                                                       10,149
  Distribution fees                                                     6,625
                                                                    ---------
                                                                      405,072
  Less fees waived, expenses reimbursed and
    transfer agent offsets                                           (156,335)
                                                                    ---------
    Total Expenses                                                    248,737
                                                                    ---------
  Net Investment Income                                               251,591
                                                                    ---------
REALIZED AND UNREALIZED  GAIN/(LOSS) ON  INVESTMENTS:
  Net realized  gain/(loss) from:
  Security transactions                                               409,585
  Securities sold short                                              (369,208)
                                                                    ---------
                                                                       40,377
                                                                    ---------
  Net change in unrealized appreciation from investments              474,681
                                                                    ---------
  Net gain on investments                                             515,058
                                                                    ---------
  Net increase in net assets resulting
    from operations                                                 $ 766,649
                                                                    =========


                 See Accompanying Notes to Financial Statements.


                                       13
<PAGE>

WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
STATEMENT OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                         FOR THE YEAR     FOR THE YEAR
                                                             ENDED            ENDED
                                                        AUGUST 31, 2000  AUGUST 31, 1999
                                                        ---------------  ---------------
<S>                                                       <C>              <C>
FROM OPERATIONS:
  Net investment income                                   $   251,591      $   499,594
  Net gain/(loss) on investments                              515,058       (1,815,539)
                                                          -----------      -----------
  Net increase/(decrease) in net assets resulting
    from operations                                           766,649       (1,315,945)
                                                          -----------      -----------
FROM DIVIDENDS AND DISTRIBUTIONS
   TO SHAREHOLDERS:
  Net investment income:
    Institutional shares                                     (345,792)         (30,279)
    Common shares                                            (127,325)         (90,662)
  Net realized capital gains:
    Institutional shares                                           --          (52,082)
    Common shares                                                  --         (159,858)
                                                          -----------      -----------
  Net decrease in net assets from
    dividends and distributions                              (473,117)        (332,881)
                                                          -----------      -----------
NET CAPITAL SHARE TRANSACTIONS                             (1,389,851)       3,132,125
                                                          -----------      -----------
  Total increase/(decrease) in net assets                  (1,096,319)       1,483,299
NET ASSETS:
  Beginning of year                                         7,785,581        6,302,282
                                                          -----------      -----------
  End of year                                             $ 6,689,262      $ 7,785,581
                                                          ===========      ===========
  Undistributed net investment income                     $   164,310      $   385,836
                                                          ===========      ===========
</TABLE>


                 See Accompanying Notes to Financial Statements.


                                       14
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
FINANCIAL HIGHLIGHTS
(For a Share Outstanding Throughout Each Period)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                       INSTITUTIONAL                                     COMMON
                                       ------------------------------------------------     ---------------------------------
                                       FOR THE YEAR     FOR THE YEAR     FOR THE PERIOD     FOR THE YEAR
                                          ENDED            ENDED         JULY 31, 1998*        ENDED          FOR THE PERIOD
                                        AUGUST 31,       AUGUST 31,       TO AUGUST 31,      AUGUST 31,    SEPTEMBER 8, 1998*
                                          2000             1999               1998             2000        TO AUGUST 31, 1999
                                       ------------     ------------     --------------     ------------   ------------------
<S>                                       <C>              <C>               <C>               <C>               <C>
PER SHARE DATA:
  Net asset value, beginning of period    $14.21           $15.27            $15.00            $14.19            $15.19
                                          ------           ------            ------            ------            ------
INVESTMENT ACTIVITIES:
  Net investment income                     0.70             0.39+             0.05              0.61              0.32+
  Net gain/(loss) on investments and
    securities sold short (both realized
    and unrealized)                         0.99            (1.25)             0.22              1.05             (1.12)
                                          ------           ------            ------            ------            ------
  Total from investment operations          1.69            (0.86)             0.27              1.66             (0.80)
                                          ------           ------            ------            ------            ------
LESS DIVIDENDS AND DISTRIBUTIONS:
  Dividends from net investment income     (1.12)           (0.07)               --             (0.93)            (0.07)
  Distributions from net realized
    capital gains                             --            (0.13)               --                --             (0.13)
                                          ------           ------            ------            ------            ------
  Total dividends and distributions        (1.12)           (0.20)               --             (0.93)            (0.20)
                                          ------           ------            ------            ------            ------
NET ASSET VALUE, END OF PERIOD            $14.78           $14.21            $15.27            $14.92            $14.19
                                          ======           ======            ======            ======            ======
  Total return                            12.29%          (5.68)%             1.80%3           12.00%           (5.33)%3
RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period (000s omitted)$4,588           $5,901            $6,302            $2,101            $1,885
  Ratio of expenses to average net assets
    (including dividend expense)           3.44%1,2         3.33%1            4.32%1,4          3.80%1,2          3.40%1,4
  Ratio of expenses to average net assets
    (excluding dividend expense)           2.00%1           2.00%1            2.00%1,4          2.26%1            2.24%1,4
  Ratio of net investment income to
    average net assets                     3.69%            2.65%             1.96%4            3.49%             2.46%4
    Fund turnover rate                      313%             705%              130%3             313%              705%3

<FN>
------------------
1 Without the voluntary  waiver of advisory fees and  administration  fees,  the
  ratios of  expenses to average  net assets for the  Institutional  Class would
  have been 4.15% (excluding  dividend  expense) and 5.59%  (including  dividend
  expense)  for the year  ended  August  31,  2000,  2.56%  (excluding  dividend
  expense) and 3.93% (including  dividend expense) for the year ended August 31,
  1999 and 5.12%  (excluding  dividend  expense) and 7.44%  (including  dividend
  expense)  annualized  for the  period  ended  August  31,  1998.  Without  the
  voluntary  waiver of  advisory  fees and  administration  fees,  the ratios of
  expenses  to average  net assets  for the Common  Class  would have been 4.65%
  (excluding  dividend  expense) and 6.19% (including  dividend expense) for the
  year ended August 31, 2000 and 2.84%  (exclucing  dividend  expense) and 4.00%
  (including dividend expense) annualized for the period ended August 31, 1999.

2 Interest  earned on uninvested cash balances is used to offset portions of the
  transfer agent expense. These arrangements had no effect on the fund's expense
  ratio.

3 Not Annualized.

4 Annualized.

* Inception Date.

+ Per share  information  is  calculated  using the  average  share  outstanding
  method.
</FN>
</TABLE>


                 See Accompanying Notes to Financial Statements.


                                       15
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 2000
--------------------------------------------------------------------------------

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   Warburg,  Pincus  Long-Short  Market  Neutral Fund,  Inc.  (the  "Fund"),  is
registered  under the  Investment  Company  Act of 1940,  as amended  (the "1940
Act"), as a non-diversified, open-end management investment company. The Fund is
authorized to offer three classes of shares:  Common, Advisor and Institutional,
although only Common shares and  Institutional  shares of the Fund are currently
offered. Common shares for the Fund bear expenses paid pursuant to a shareholder
servicing and distribution agreement at an annual rate not to exceed .25% of the
average  daily net asset  value of the  Fund's  outstanding  Common  shares.  In
addition, the Common shares bear co-administration fees.

              A)  SECURITY  VALUATION  -- The net  asset  value  of the  Fund is
     determined  daily as of the close of regular  trading on The New York Stock
     Exchange Inc. The Fund's securities for which market quotations are readily
     available are valued at market value,  which is currently  determined using
     the last reported sales price. If no sales are reported,  as in the case of
     some securities traded  over-the-counter,  the securities are valued at the
     mean between the last reported bid and asked prices.  All other  securities
     and assets are valued as  determined  in good faith by the Fund's  Board of
     Directors.  Short-term  obligations  with maturities of 60 days or less are
     valued at amortized cost, which approximates market value.

              B)  SECURITY   TRANSACTIONS  AND  INVESTMENT  INCOME  --  Security
     transactions  are accounted for on the trade date.  The cost of investments
     sold is  determined by use of the specific  identification  method for both
     financial reporting and income tax purposes. Interest income is recorded on
     the accrual basis.  Dividends are recorded on the ex-dividend date. Certain
     expenses  are  class  specific  expenses  and vary by class.  Expenses  not
     directly  attributable  to a specific class are allocated based on relative
     net assets of the class.

              C)  DIVIDENDS  AND  DISTRIBUTIONS  TO  SHAREHOLDERS  --  The  Fund
     calculates its dividends from net investment  income. Net investment income
     includes  interest  accrued and  dividends  earned on the Fund's  portfolio
     securities for the applicable period less applicable expense. The Fund will
     distribute  substantially all of its net realized capital gains and all net
     investment income, if any, to its shareholders at least annually.


                                       16
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

              The  character  of  distributions  made  during  the  year for net
     investment  income or net  realized  gains may differ  from their  ultimate
     characterization  for Federal income tax purposes due to generally accepted
     accounting  principles  ("GAAP") and tax  differences  in the  character of
     income and expense  recognition.  These  differences  are  primarily due to
     differing  treatments  for  net  operating  losses.  To  the  extent  these
     differences are permanent in nature,  such amounts are reclassified  within
     capital accounts based on U.S. tax-basis treatment.  Temporary  differences
     do not require reclassification.

              D) FEDERAL  INCOME TAXES -- No provision is made for Federal taxes
     as it is the Fund's  intention  to qualify for and elect the tax  treatment
     applicable to regulated  investment  companies  under the Internal  Revenue
     Code of  1986,  as  amended  and make the  requisite  distributions  to its
     shareholders which will be sufficient to relieve it from Federal income and
     excise taxes.

              E) USE OF ESTIMATES -- The preparation of financial  statements in
     conformity with GAAP requires  management to make estimates and assumptions
     that affect the reported  amounts of assets and  liabilities at the date of
     the financial  statements and the reported amounts of revenues and expenses
     during  the  reporting  period.  Actual  results  could  differ  from those
     estimates.

              F)  REPURCHASE  AGREEMENTS  --  Money  market  instruments  may be
     purchased from banks and non-bank dealers subject to the seller's agreement
     to  repurchase  them at an  agreed  upon  date and  price.  Collateral  for
     repurchase   agreements  may  have  longer   maturities  than  the  maximum
     permissible remaining maturity of portfolio investments. The seller will be
     required on a daily basis to maintain the value of the  securities  subject
     to the agreement at not less than the repurchase  price. The agreements are
     conditional  upon the collateral  being deposited under the Federal Reserve
     book-entry  system or held in a separate account by the Fund's custodian or
     an  authorized  securities  depository.  The  Fund  had an open  repurchase
     agreement at August 31, 2000.


                                       17
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

              G) FUTURES TRANSACTIONS -- A Fund invests in futures contracts for
     the purpose of hedging its existing  portfolio  securities,  or  securities
     that the Fund  intends  to  purchase,  against  fluctuations  in fair value
     caused by changes in prevailing market interest rates or securities prices,
     or for other purposes. The Fund may enter into futures contracts subject to
     certain  limitations.  Upon entering into a futures  contract,  the Fund is
     required to deposit cash or pledge U.S. Government securities of an initial
     margin.  Subsequent payments, which are dependent on the daily fluctuations
     in the value of the underlying instrument, are made or received by the Fund
     each day (daily variations  margin) and are recorded as unrealized gains or
     losses until the contracts are closed.  When the contracts are closed,  the
     Fund records a realized  gain or loss equal to the  difference  between the
     proceeds from (or cost of) the closing  transaction and the Fund's basis in
     the  contracts.  Risks of  entering  into  futures  contracts  include  the
     possibility that there will be an imperfect price  correlation  between the
     futures  contracts and the underlying  securities.  Second,  it is possible
     that a lack of liquidity for futures contracts could exist in the secondary
     market,  resulting in an inability to close a futures position prior to its
     maturity date.  Third, the purchase of a futures contract involves the risk
     that the Fund could lose more than the original margin deposit  required to
     initiate a futures  transaction.  At August 31, 2000, the Fund did not have
     any open futures contracts.

              H) SECURITIES  LENDING -- Loans of the  securities are required at
     all times to be secured by  collateral at least equal to 102% of the market
     value of domestic securities on loan including any accrued interest thereon
     and 105% of the market value of foreign  securities  on loan  including any
     accrued  interest  thereon.   Cash  collateral  received  by  the  Fund  in
     connection  with  securities  lending  activity  is  invested in the Boston
     Global Investment Trust.  However, in the event of default or bankruptcy by
     the other  party to the  agreement,  realization  and/or  retention  of the
     collateral may be subject to legal  proceedings.  The Fund did not have any
     securities on loan to brokers at August 31, 2000.

              I) SHORT SALES -- When the Fund's investment adviser believes that
     a security is  overvalued,  it may sell the security short by borrowing the
     same security from a broker or other  institution and selling the security.
     The Fund will  incur a loss as a result  of the short  sale if the price of
     the borrowed security  increases between the date of the short sale and the
     date on which the Fund replaces such security. The Fund will realize a gain
     if there is a decline in price of the security


                                       18
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     between  those  dates,  if the decline  exceeds the cost of  borrowing  the
     security and other  transaction  costs.  There can be no assurance that the
     Fund will be able to close out a short position at any  particular  time or
     at an acceptable  price.  Although the Fund's gain is limited to the amount
     at which it has sold a security  short,  its potential loss is limited only
     by the maximum attainable price of the security less the price at which the
     security was sold.  Until the Fund  replaces a borrowed  security,  it will
     maintain at all times cash or other liquid  securities  in an amount which,
     when  added to any amount  deposited  with a broker as  collateral  will at
     least equal the current market value of the security sold short.  Depending
     on  arrangements  made with brokers,  the Fund may not receive any payments
     (including  interest) on collateral  deposited with them. The Fund will not
     make a short sale if, after giving effect to such sale, the market value of
     all securities sold short exceeds 100% of the value of its net assets.

NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

   Pursuant to an Investment Advisory Agreement, Credit Suisse Asset Management,
LLC  ("CSAM"),  an indirect,  wholly-owned  subsidiary  of Credit  Suisse Group,
serves as investment adviser for the Fund described herein.

   For its  advisory  services,  CSAM is  entitled  to  receive  from the Fund a
monthly  fee equal to an annual  rate of 1.50% of the Fund's  average  daily net
assets. In addition,  CSAM is entitled to a monthly performance  adjustment fee,
which may increase or decrease  the total  advisory fee by up to 0.50% per year.
The  performance  adjustment  fee decreased the total advisory fee by $15,069 or
0.21% of average daily net assets due to lower  performance in comparison to the
Salomon Smith Barney U.S. 1-Month  Treasury Bill Index plus 5 percentage  points
for the year ended August 31, 2000.

   CSAM may,  at its  discretion,  voluntarily  waive all or any  portion of its
advisory fee for the Fund.  For the year ended August 31, 2000, the advisory fee
earned and waived by CSAM was as follows:

                         GROSS                         NET
                     ADVISORY FEE     WAIVER      ADVISORY FEE
                     ------------    ---------    ------------
                        $89,315      $(88,716)        $599

   CSAM  reimbursed  expenses  of the Fund in the amount of $59,965 for the year
ended August 31, 2000.


                                       19
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (CONTINUED)

   State Street Bank and Trust Company  ("State  Street"),  serves as the Fund's
transfer and dividend disbursement agent. State Street has delegated most of its
Fund service  obligations to Boston Financial Data Services,  Inc. (BFDS), a 50%
owned subsidiary of State Street.

   The Fund has an arrangement  with its transfer agent whereby  interest earned
on uninvested  cash  balances is used to offset a portion of its transfer  agent
expense.  For the year  ended  August 31,  2000,  the Fund  received  credits or
reimbursements under this arrangement in the amount of $257.

   Counsellors Fund Services, Inc. ("CFSI"), a wholly-owned subsidiary of Credit
Suisse  Asset  Management,  LLC  served as  co-administrator  of the Fund  until
November 1, 1999. On November 1, 1999 Credit Suisse Asset Management Securities,
Inc.  ("CSAMSI")  replaced  CFSI as  co-administrator  to the  Fund.  PFPC  Inc.
("PFPC"), an indirect,  wholly-owned subsidiary of PNC Financial Services Group,
Inc., also serves as the Fund's  co-administrator.  For administration services,
the Fund pays CSAMSI a fee calculated at an annual rate .05% of the Fund's first
$125  million  in  average  daily net  assets of the  Common  shares and .10% of
average daily net assets of the Common shares over $125 million. No compensation
is  payable  by the  Fund  to  CSAMSI  for  co-administration  services  for the
Institutional shares.

   CFSI,   at   its   discretion,   voluntarily   waived   a   portion   of  its
co-administration fees for the Fund. For the period September 1, 1999 to October
31,  1999,  the  co-administration  fee  earned and waived by CFSI on the Common
shares was as follows:

                         GROSS                                       NET
                 CO-ADMINISTRATION FEE       WAIVER        CO-ADMINISTRATION FEE
                 -------------------      -----------       -------------------
                         $163                $(131)                 $32

     CSAMSI may, at its discretion,  voluntarily waive all or any portion of its
administrative  fee for the Fund. For the period  November 1, 1999 to August 31,
2000,  the  co-administrative  service  fee  earned  and waived by CSAMSI on the
Common shares was as follows:

                GROSS CO-ADMINISTRATIVE                    NET CO-ADMINISTRATIVE
                          FEE                WAIVER                  FEE
                  -------------------      -----------       -------------------
                        $1,162               $(929)                 $233





                                       20
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------
NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (CONTINUED)

   For administration services, PFPC received a fee, for the period September 1,
1999 to July 31,  2000,  calculated  at an  annual  rate of .125% on the  Fund's
average  daily net assets  subject  to a minimum  annual  fee and  exclusive  of
out-of-pocket  expenses. As of August 1, 2000, PFPC receives a fee calculated at
an annual  rate of .10% of the Fund's  first $500  million in average  daily net
assets,  .08% of the next $1  billion  in  average  daily net assets and .06% of
average daily net assets over $1.5 billion,  subject to a minimum annual fee and
exclusive of out of pocket expenses.

   PFPC may,  at its  discretion,  voluntarily  waive all or any  portion of its
administration  fee for the  Fund.  For the year  ended  August  31,  2000,  the
co-administration fee earned and waived by PFPC was as follows:

                         GROSS                                  NET
                 CO-ADMINISTRATION FEE        WAIVER    CO-ADMINISTRATION FEE
                 ---------------------     -----------  ---------------------
                        $8,559               $(6,336)               $2,223
   In  addition  to  serving as the Fund's  co-administrator,  CSAMSI  served as
distributor  of the Fund's  shares  until  January 1, 2000.  On January 1, 2000,
Provident Distributors, Inc. ("PDI") replaced CSAMSI as distributor to the Fund.
On  August  1,  2000,  CSAMSI  replaced  PDI  as  distributor  to the  Fund.  No
compensation is payable by the Fund to PDI or CSAMSI for distribution  services,
but  CSAMSI  receives  compensation  from the  Fund's  Common  shares  under the
co-administration agreement for shareholder servicing and distribution.  For the
Shareholder  Servicing  and  Distribution  Plan  on the  Common  shares,  CSAMSI
receives a fee  calculated  at an annual rate of .25% of the  average  daily net
assets of the Common shares of the Fund. For the year ended August 31, 2000, the
shareholder services fee earned by CSAMSI was $6,625.


NOTE 3. PURCHASES AND SALES OF SECURITIES

   For the year  ended  August  31,  2000,  purchases  and  sales of  investment
securities (other than short-term investments) were as follows:

                           INVESTMENT SECURITIES     SHORT SECURITIES
                           ---------------------     ----------------
                           PURCHASES      SALES            SALES
                         -----------   -----------       ----------
                         $19,281,005   $10,514,280       $8,900,802


                                       21
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
August 31, 2000
--------------------------------------------------------------------------------

NOTE 4. CAPITAL SHARES

   Transactions in capital shares for each period were as follows:
<TABLE>
<CAPTION>

                                       INSTITUTIONAL                                        COMMON
                     ---------------------------------------------         ----------------------------------------------
                                                                                                       FOR THE PERIOD
                     FOR THE YEAR ENDED         FOR THE YEAR ENDED           FOR THE YEAR         ENDED SEPTEMBER 8,1998*
                       AUGUST 31, 2000            AUGUST 31, 1999           AUGUST 31, 2000       THROUGH AUGUST 31, 1999
                     ------------------         ------------------          ---------------       -----------------------
                     SHARES       VALUE        SHARES        VALUE        SHARES       VALUE      SHARES           VALUE
                    --------     -------      --------      -------      --------     -------    --------         -------
<S>                  <C>        <C>           <C>         <C>            <C>       <C>           <C>          <C>

Shares sold          141,588  $ 2,105,343     2,702,645   $ 40,468,228   190,472   $ 2,886,336   3,454,318    $ 51,387,127
Shares issued in
  reinvestment of
  dividends           21,825      307,514         5,561         82,361     8,769       124,965      16,915         250,336
Shares
  repurchased       (268,139)  (3,928,705)   (2,705,769)   (39,525,343) (191,177)   (2,885,304) (3,338,435)    (49,530,584)
                    --------   ----------    ----------   ------------  --------   -----------  ----------    ------------
Net increase/
  (decrease)        (104,726) $(1,515,848)        2,437   $  1,025,246     8,064   $   125,997     132,798    $  2,106,879
                    ========  ===========    ==========   ============  ========   ===========  ==========    ============

*Inception Date.
</TABLE>

   On August 31, 2000,  the number of  shareholders  that held 5% or more of the
outstanding shares are as follows:

                                      NUMBER OF     APPROXIMATE PERCENTAGE
                                    SHAREHOLDERS     OF OUTSTANDING SHARES
                                    -------------- --------------------------
            Institutional shares          5                  92.83%
             Common shares                3                  90.48


NOTE 5. LINE OF CREDIT

   The Fund,  together with other funds advised by CSAM, has  established a $350
million  committed  and a $75  million  uncommitted,  unsecured,  line of credit
facility  ("Credit  Facility")  with Deutche Bank, AG as  administrative  agent,
State Street Bank and Trust Company as operations agents, Bank of Nova Scotia as
syndication agent and certain other lender,  for temporary or emergency purposes
primarily  relating to unanticipated  Fund share redemption.  Under the terms of
the  Credit  Facility,  the funds  with  access to the  Credit  Facility  pay an
aggregate  commitment  fee at a rate of .075% per annum on the entire  amount of
the Credit Facility,  which is allocated among the  participating  funds in such
manner as is  determined  by the  governing  Boards  of the  various  funds.  In
addition the  participating  funds will pay interest on borrowing at the Federal
funds  rate plus  .50%.  For the year ended  August  31,  2000,  the Fund had no
borrowings under the credit facility.


NOTE 6. CAPITAL LOSS CARRYOVER

  At August 31, 2000,  capital loss  carryovers  were available to offset future
realized gains in the amount of $483,438, which expires in 2008.

<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
REPORT OF INDEPENDENT ACCOUNTANTS

--------------------------------------------------------------------------------
To the Board of Directors and Shareholders of
Warburg, Pincus Long-Short Market Neutral Fund, Inc.:

   In  our  opinion,  the  accompanying  statement  of  assets  and  liabilities
including  the schedule of  investments  of Warburg,  Pincus  Long-Short  Market
Neutral  Fund,  Inc.,  (the  "Fund")  as of August  31,  2000,  and the  related
statement  of  operations  and  of  changes  in net  assets  and  the  financial
highlights  present fairly, in all material  respects the financial  position of
the Fund at August 31,  2000,  the results of its  operations  for the year then
ended,  the changes in its net assets for each of the two years (or  periods) in
the period  then ended and the  financial  highlights  for each of the years (or
periods) presented,  in conformity with accounting principles generally accepted
in the United  States of  America.  These  financial  statements  and  financial
highlights   (hereafter   referred  to  as  "financial   statements")   are  the
responsibility  of the Fund's  management;  our  responsibility is to express an
opinion on these financial statements based on our audit. We conducted our audit
of these financial  statements in accordance with auditing  standards  generally
accepted in the United States of America, which require that we plan and perform
the audit to obtain reasonable  assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence  supporting the amounts and  disclosures  in the financial  statements,
assessing the  accounting  principles  used and  significant  estimates  made by
management,  and evaluating the overall  financial  statement  presentation.  We
believe that our audits, which included confirmation of securities at August 31,
2000 by  correspondence  with the  custodian  and brokers,  provide a reasonable
basis for our opinion.




PricewaterhouseCoopers LLP

Two Commerce Square
2001 Market Street
Philadelphia, Pennsylvania
October 13, 2000

                                       23
<PAGE>
WARBURG PINCUS LONG-SHORT MARKET NEUTRAL FUND
TAX INFORMATION LETTER
August 31, 2000
--------------------------------------------------------------------------------

IMPORTANT TAX INFORMATION FOR CORPORATE SHAREHOLDERS (UNAUDITED)

   Corporate  shareholders  should note for the year ended August 31, 2000,  the
percentage of the Fund's  investment  income (I.E.,  net investment  income plus
short-term  capital  gains)  that  qualifies  for the  intercorporate  dividends
received deductions is 50.39%.



                                       24

<PAGE>
<PAGE>


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                       [WARBURG PINCUS FUNDS logo omitted]
                      P.O. BOX 9030, BOSTON, MA 02205-9030
                 800-WARBURG (800-927-2874) (TM) www.warburg.com




CREDIT SUISSE ASSET MANAGEMENT SECURITIES, INC., DISTRIBUTOR.       WPLSN-2-0800
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