SCHRODER CAPITAL FUNDS /DELAWARE/
N-30D, 1997-07-02
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Schroder International Fund
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Two Portland Square, Portland, Maine 04101
 
General Information    (207) 879-6200
Account Information    (800) 344-8332
Fund Literature        (800) 290-9826
Fax                    (207) 879-6050
 
INVESTMENT OBJECTIVE
 
The Fund seeks long-term capital appreciation through investment in securities
markets outside the United States. It is intended for long-term investors
seeking international diversification and willing to accept the risks of foreign
investing. Securities are selected on the basis of potential for capital
appreciation without regard for current income. The Fund currently seeks to
achieve its investment objective by investing all of its investable assets in
International Equity Fund (the 'Portfolio'), a series of a registered open-end
investment company with substantially the same investment objective and policies
as the Fund. This semi-annual report includes the unaudited financial statements
of both the Fund and the Portfolio.
 
INVESTMENT ADVISER
 
Schroder Capital Management International Inc. (the 'Investment Adviser') is a
wholly owned indirect subsidiary of Schroders plc, the London Stock Exchange
listed holding company parent of an investment banking and investment management
group of companies (the 'Schroder Group') that dates its origins to 1804. The
investment management operations of the Schroder Group are located in 18
countries worldwide. The Schroder Group has been managing international
investment portfolios since the early years of this century. As of March 31,
1997, the Schroder Group had over $150 billion in assets under management. At
that same date, the Investment Adviser, together with its U.K. affiliate,
Schroder Capital Management International Ltd., had over $23 billion under
management.
 
                                                                   June 15, 1997
 
Dear Shareholder:
 
     We are pleased to present the semi-annual report for the Schroder
International Fund for the six-month period ending April 30, 1997. Over the
period, the total return of the Fund was 6.4% compared with the Morgan Stanley
Capital International EAFE Index (the 'Index') which was up only 1.7%.
 
     Signs of accelerating economic growth are increasingly apparent in many of
the developed international economies. The stock markets of Europe, in
particular, have enjoyed a strong six months (in local currency terms) and at
the time of this writing many of them stand at new highs. Within Asia, market
returns have been patchier. Japan has wrestled with uncertainty about the
sustainability of its recovery in the face of fiscal tightening, as well as a

spate of set backs in the financial sector. Several southeast Asian economies
have continued to suffer from weak exports at the same time as it has been
necessary to rein in speculation in the property sector. In general,
international markets have not matched the returns of the U.S. market over the
period (for example the S&P 500 returned 14.7%), in part because their
currencies have weakened against the U.S. dollar. They nevertheless appear to be
positioned quite well for the future. The cyclical recovery in many
international markets appears to be continuing and now shows signs of extending
to South East Asia as excess electronics inventories are worked off and export
orders start to rebound. Business surveys in both Germany and France have
steadily improved, pointing to renewed vigor in the manufacturing sector even if
the consumer remains subdued. In Japan, consumer spending appears to be holding
up in the face of the recent tax increase, and the export sector is buoyant
again. Moreover,
 
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the adoption by many European and some Japanese companies of more
shareholder-friendly policies, which focus on restructuring businesses and the
efficient use of capital, is creating a wide range of attractive investment
opportunities. This is occurring at a time when U.S. earnings growth appears
likely to slow further and hence raises the appeal of such situations.
 
     We remain optimistic about the prospects for major international markets.
Many international markets are in an earlier stage of economic expansion than is
the case in the U.S., and the corporate profits profile is also better, with
many companies likely to deliver earnings growth of 15-20%.
 
     We thank you for your continuing support and interest in the Fund.
 
Sincerely,
 
Hermann C. Schwab                                          Mark J. Smith
Chairman                                                   President
 
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MANAGEMENT DISCUSSION AND ANALYSIS (As of April 30, 1997)
 
     The Schroder International Fund's outperformance relative to the Index came
from the multiple ways we endeavour to add value--country allocation, stock
selection and currency management. Country allocation decisions relative to the
Index over the past six months which benefited the portfolio were to underweight
Japanese equities, and to overweight emerging markets equities. Detracting from
performance was our underweighting in Continental European equity markets,
particularly Germany. Stock selection contributed to outperformance in a variety

of markets. In Japan, we added value by focusing on Japanese industrial
companies with earnings visibility, at the expense of bank stocks. In
Continental Europe, our stock choices in the Netherlands and Switzerland, which
identified companies that are restructuring in order to generate shareholder
value, performed particularly well. With regard to currency management, our
hedging of European currency risk added value during a period of substantial
declines in foreign currencies against the U.S. dollar.
 
     Our expectation of real GDP growth in Japan exceeds the consensus forecast,
and earnings growth there is likely to be the fastest of the developed
countries. Much controversy has surrounded the probable impact of an increase in
the rate of consumption tax on the economy, with several commentators expecting
it to undermine growth. We do not share this view and believe that recent
consumption data, while volatile, remains quite robust, helped by a favorable
employment market. Meanwhile, exports are responding to the currency weakness of
the past year with a somewhat lagged effect, and recent corporate profits
reports were encouraging, particularly for Japanese multinationals. We will
probably not get any clear indication of consistent economic trends until the
second half of the year when the distortions created by the tax hike are absent.
In the meantime the market is likely to remain volatile, particularly if more
difficulties in the financial sector surface. Our policy remains to underweight
the market, primarily due to continued avoidance of bank stocks. Although the
banks have not performed as well as the market as a whole they still appear
expensive and we have little confidence in their earnings forecasts. Our
preference had been for stocks with significant international and export
exposure, such as Fuji Photo Film Co. or SMC Corp., a manufacturer of pneumatic
machinery. We have recently taken profits in some of the export oriented stocks
redeploying the proceeds into stocks such as Daiwa House Industry Co., Ltd.
which is more domestically oriented, as we believe that the yen is unlikely to
weaken further.
 
     Continental Europe appears similarly well positioned to benefit from a
cyclical upturn, and many companies offer significant restructuring benefits as
well. We do not expect the cyclical recovery in Europe to be robust, as some
fiscal drag is likely to result from countries striving to control budget
deficits. The prospects for monetary union, due to commence in early 1999, are
appearing murkier then before, although a delay rather than the abandonment of
the objective is most likely. The Mediterranean markets of Spain and Italy are
the ones that have benefited most from EMU convergence (i.e. the tendency of
markets and interest rates to move closer together) and are probably most
vulnerable if the process fails. We are underweight in Italy primarily because
we believe that corporate earnings could be disappointing and find fewer high
quality growth stocks there. Our policy in Europe, currently, is to highlight
individual stocks rather than emphasize particular countries. Recent purchases
such as Philips Electronics NV in the Netherlands or Accor SA, a French hotel
chain, typify the companies we seek as they appear to offer good operational
efficiency gains and are leveraged to a better economic environment. We have
continued to find particularly attractive opportunities in the Netherlands and
Switzerland.
 
     The United Kingdom, by contrast, is farther along in its cycle and interest
rates have already risen there. More rate increases are likely and corporate
profits will probably show slower growth. Recent sterling strength has hurt some
of the export and manufacturing related stocks in the portfolio, such as

Pilkington Brothers plc, while financial stocks have been much sought after as
their representation in the equity index has increased through new listings.
Many now sell on quite expensive valuations. We remain underweight in the U.K.,
seeing better opportunities elsewhere in Europe but see no reason for a
significant market correction.
 
     During the past six months we reduced our exposure in selected Asian
markets such as Malaysia and Thailand, which were likely to follow the U.S.
Federal Reserve in tightening monetary policy. Many of the Asian markets were
weak in the period, partly as exports remained lackluster, and partly due to
specific domestic political anxieties or currency problems in certain markets.
We expect exports to recover with better worldwide GDP
 
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growth, a somewhat stronger and therefore less competitive yen, and the working
off of excess electronics inventories. Hong Kong was volatile in response to
attempts to cool property speculation, which we do not expect to undermine the
market, and from which it subsequently recovered, and Malaysia also weakened on
tighter credit controls. We continue to believe in the very favorable long term
growth prospects of Asia, especially from some of its emerging markets, but in
the shorter term see competing merits in parts of Europe, where U.S. interest
rates are tracked less closely. Accordingly, we have slightly increased our
exposure to the area. Emerging markets remain an area of strategic investment
for the Fund. The Latin American markets in particular have enjoyed a strong six
months, benefiting from the expectation of broader economic growth and from
continued privatization, particularly in Brazil.
 
     The last six months have seen fairly modest changes in the orientation of
the fund. We have reduced our hedge position in Europe. We believe that the
currency risk embedded in international investing is diminished today, as the
foreign currency decline over the past two years has gone a long way towards
eliminating the overvaluation of foreign currencies evident in 1994-1995.
 
     We are encouraged by the improvement in cyclical economic indicators
internationally and by the increasing shareholder friendliness of many
companies; our universe of attractive companies is therefore quite large,
although it remains important to focus on the managements who are most motivated
to improve returns. Such situations could command increasing attention if the
main impetus for worldwide growth starts to shift away from the U.S. as the year
progresses.
 
     The views expressed in this report were those of the Fund's portfolio
managers as of the dates specified and may not reflect the views of the
portfolio managers on the date this report is first published or any time
thereafter. These views are intended to assist shareholders of the Fund in
understanding their investment in the Fund and do not constitute investment
advice; investors should consult their own investment professionals as to their
individual investment programs.
 

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           PORTFOLIO CHARACTERISTICS AS OF APRIL 30, 1997 (UNAUDITED)
 
                    COUNTRY WEIGHTINGS
 
COUNTRY                  % OF NET ASSETS    MSCI EAFE INDEX
- -----------------------------------------------------------
Developed Markets              88.3%
Japan                          25.5%             30.0%
United Kingdom                 14.3%             19.7%
Netherlands                    11.3%              5.0%
Switzerland                     8.0%              6.4%
France                          7.7%              7.2%
Germany                         5.8%              8.9%
Hong Kong                       4.6%              3.6%
Singapore                       2.5%              1.2%
Sweden                          2.3%              2.4%
Malaysia                        2.0%              2.4%
Australia                       1.2%              3.1%
Spain                           1.0%              2.4%
Canada                          0.7%              0.0%
Denmark                         0.6%              0.9%
Austria                         0.5%              0.4%
Italy                           0.3%              3.2%
Emerging Markets                9.0%
Portugal                        2.2%              0.0%
Brazil                          1.3%              0.0%
Korea, Republic of              1.3%              0.0%
Indonesia                       1.3%              0.0%
Philippines                     1.2%              0.0%
Chile                           0.5%              0.0%
Thailand                        0.5%              0.0%
Argentina                       0.4%              0.0%
Mexico                          0.3%              0.0%
Cash & Other Assets             2.7%              0.0%
                         ---------------
Total                         100.0%
                         ===============

                  INVESTMENT BY INDUSTRY
 
INDUSTRY                                   % OF NET ASSETS
- ----------------------------------------------------------
Capital Equipment                                23.1%
Services                                         19.8%
Finance                                          18.2%
Materials                                         7.4%

Consumer Durables                                 7.3%
Multi-Industry                                    6.3%
Consumer Non-Durables                             5.5%
Telecommunications                                5.0%
Energy                                            4.7%
Cash & Other Assets                               2.7%
                                           ---------------
Total                                           100.0%
                                           ===============
 
                                TOP TEN HOLDINGS
 
SECURITY                                   % OF NET ASSETS
- ----------------------------------------------------------
Novartis (Swtz)                                  3.9%
Int'l Nederlanden Group NV (Neth)                3.7%
Takeda Chemical Industies (Jpn)                  2.5%
Philips electronics NV (Ger)                     2.0%
Ito-Yakado Company Ltd (Jpn)                     2.0%
Fuji Photo Film Company (Jpn)                    1.8%
Murata Manufacturing (Jpn)                       1.7%
ABB Asea Brown Boveri Ltd. (Swtz)                1.5%
Heineken NV (Neth)                               1.5%
SMC Corp. (Jpn)                                  1.5%
                                              -------
Total                                           22.1%
                                              =======
 
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STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1997 (UNAUDITED)
 
ASSETS:
 Investments (Notes 1 and 2):
    Investments in International Equity Fund (the 'Portfolio')
      (cost $155,902,047)                                       $189,128,725
 Receivable for Fund shares sold                                   1,200,090
                                                                ------------
                      Total Assets                               190,328,815
                                                                ------------
 
LIABILITIES:
  Payable for Fund shares redeemed                                   159,003
  Payable to administrator (Note 3)                                    4,917
  Payable to other related parties (Note 3)                            7,755
  Other payables and accrued expenses                                 37,148
                                                                ------------

                                                                
                       Total Liabilities                             208,823
                                                                ------------
 
                       Net Assets                               $190,119,992
                                                                ============
 
COMPONENTS OF NET ASSETS:
 Paid-in capital                                                $147,501,033
 Undistributed net investment income (loss)                          239,541
 Accumulated net realized gain (loss)                              9,152,740
 Net unrealized appreciation (depreciation) on investments        33,226,678
                                                                ------------
                                                                
                      Net Assets                                $190,119,992
                                                                ============
 
SHARES OF BENEFICIAL INTEREST                                     10,541,225
                                                                  
NET ASSET VALUE OFFERING AND REDEMPTION PRICE PER SHARE           
  (NET ASSETS DIVIDED BY SHARES OF BENEFICIAL INTEREST)               $18.04
 
    The accompanying notes are an integral part of the financial statements.
 
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STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED APRIL 30, 1997 (UNAUDITED)
 
NET INVESTMENT INCOME ALLOCATED FROM
 THE PORTFOLIO:
   Dividend income (net of foreign withholding taxes of $202,069)  $ 1,235,169
   Interest income                                                     123,752
   Net expenses                                                       (718,244)
                                                                   -----------
                        Net Investment Income allocated from       
                          the Portfolio                                640,677
                                                                   -----------
EXPENSES:                                                                
   Administration (Note 3)                                             190,926
   Transfer agency (Note 3)                                             20,446
   Accounting (Note 3)                                                   6,000
   Legal                                                                 6,296
   Audit                                                                 5,250
   Registration                                                         12,951
   Reporting                                                            16,315
   Trustees                                                              4,252
   Miscellaneous                                                        12,324

                                                                   -----------
                        Total Expenses                                 274,760
   Fees waived and expenses reimbursed (Note 4)                        (45,824)
                                                                   -----------
                        Net Expenses                                   228,936
                                                                   -----------
NET INVESTMENT INCOME (LOSS)                                           411,741
                                                                   -----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FORWARD          
    FOREIGN CURRENCY CONTRACTS AND FOREIGN CURRENCY TRANSACTIONS         
    ALLOCATED FROM THE PORTFOLIO:                                        
         Net realized gain (loss) on investments sold                7,320,128
         Net realized gain (loss) on forward foreign currency 
           contracts  and foreign currency transactions              1,860,445
                                                                   -----------
                      Net realized gain (loss) on investments,   
                       forward foreign currency contracts and   
                       foreign currency transactions                 9,180,573
                                                                   -----------
         Net change in unrealized appreciation (depreciation) 
           on investments                                            2,394,939
         Net change in unrealized appreciation (depreciation) on 
           forward foreign currency contracts and foreign             
           currency transactions                                      (158,519)
                                                                   -----------
                      Net change in unrealized appreciation      
                        (depreciation) on investments, forward   
                        foreign currency contracts and foreign   
                        currency transactions                        2,236,420
                                                                   -----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FORWARD 
    FOREIGN CURRENCY CONTRACTS AND FOREIGN CURRENCY TRANSACTIONS 
    ALLOCATED FROM THE PORTFOLIO                                    11,416,993
                                                                   -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS    $11,828,734
                                                                   ===========

    The accompanying notes are an integral part of the financial statements.
 
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STATEMENTS OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
                                                            FOR THE SIX
                                                            MONTHS ENDED       FOR THE YEAR
                                                           APRIL 30, 1997         ENDED

                                                            (UNAUDITED)      OCTOBER 31, 1996
                                                           --------------    ----------------
<S>                                                        <C>               <C>
NET ASSETS, BEGINNING OF PERIOD                             $ 202,735,202      $212,329,579
                                                           --------------    ----------------
OPERATIONS:
         Net investment income (loss)                             411,741         1,876,713
         Net realized gain (loss) on investments sold           9,180,573        29,130,476
         Net change in unrealized appreciation
           (depreciation) on investments                        2,236,420       (10,183,473)
                                                           --------------    ----------------
         Net increase (decrease) in net assets resulting
           from operations                                     11,828,734        20,823,716
                                                           --------------    ----------------
DISTRIBUTION TO SHAREHOLDERS FROM:
         Net investment income                                 (4,570,768)       (5,164,431)
         Net realized gain on investments                     (26,130,027)      (23,782,759)
                                                           --------------    ----------------
         Total distributions to shareholders                  (30,700,795)      (28,947,190)
                                                           --------------    ----------------
CAPITAL SHARE TRANSACTIONS:
         Sale of shares                                        31,417,639        48,286,814
         Reinvestment of distributions                         17,731,934        13,346,133
         Redemption of shares                                 (42,892,722)      (63,103,850)
                                                           --------------    ----------------
         Net increase (decrease) in capital transactions        6,256,851        (1,470,903)
                                                           --------------    ----------------
         Net increase (decrease) in net assets                (12,615,210)       (9,594,377)
                                                           --------------    ----------------
NET ASSETS, END OF PERIOD (INCLUDING LINE A)                $ 190,119,992      $202,735,202
                                                           ==============    ================
(A) Accumulated undistributed net investment income
    (loss)                                                  $     239,541      $  4,398,568
                                                           ==============    ================
SHARE TRANSACTIONS
         Sale of shares                                         1,756,037         2,432,723
         Reinvestment of distributions in shares                1,033,932           702,811
         Redemption of shares                                  (2,382,756)       (3,155,010)
                                                           --------------    ----------------
         Net increase (decrease) in shares                        407,213           (19,476)
                                                           ==============    ================
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
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FINANCIAL HIGHLIGHTS
 

     Selected per share data and ratios for a share outstanding throughout each
period:
 
<TABLE>
<CAPTION>
                                            For the
                                        Six Months Ended
                                           April 30,
                                              1997                     For the Year Ended October 31,
                                          (Unaudited)       1996(a)       1995       1994       1993       1992
<S>                                     <C>                 <C>         <C>        <C>        <C>        <C>
- ---------------------------------------------------------------------------------------------------------------
Net Asset Value, Beginning of Period        $  20.01        $  20.91    $  23.17   $  20.38   $  15.15   $  16.22
                                        ----------------    --------    --------   --------   --------   --------
Investment Operations
  Net Investment Income (Loss)                  0.05(b)         0.15(b)     0.46       0.18       0.08       0.25
  Net Realized and Unrealized Gain
     (Loss) on Investments                      1.07            1.74       (0.18)      2.69       5.27      (1.04)
                                        ----------------    --------    --------   --------   --------   --------
Total from Investment Operations                1.12            1.89        0.28       2.87       5.35      (0.79)
                                        ----------------    --------    --------   --------   --------   --------
Distributions From
  Net Investment Income                        (0.46)          (0.47)         --      (0.08)     (0.12)     (0.23)
  Net Realized Gain on Investments             (2.63)          (2.32)      (2.54)        --         --      (0.05)
                                        ----------------    --------    --------   --------   --------   --------
Total Distributions                            (3.09)          (2.79)      (2.54)     (0.08)     (0.12)     (0.28)
                                        ----------------    --------    --------   --------   --------   --------
Net Asset Value, End of Period              $  18.04        $  20.01    $  20.91   $  23.17   $  20.38   $  15.15
                                        ================    ========    ========   ========   ========   ========
Total Return                                   6.38%(c)       10.05%       2.08%     14.10%     35.54%    (4.93)%
 
Ratio/Supplementary Data
Net Assets at End of Period (in
  thousands)                                $190,120        $202,735    $212,330   $500,504   $320,550   $159,556
Ratios to Average Net Assets:
  Expenses including                           0.99%(b)
     reimbursement/waiver                           (d)        0.99%(b)    0.91%      0.90%      0.91%      0.93%
  Expenses excluding                           1.04%(b)
     reimbursement/waiver                           (d)        1.04%(b)   N/A        N/A        N/A        N/A
  Net investment income (loss)                 0.43%(b)
     including reimbursement/waiver                 (d)        0.86%(b)    0.99%      0.94%      0.87%      1.62%
Average Commission rate (e)                 $ 0.0305        $ 0.0256      N/A        N/A        N/A        N/A
Portfolio turnover rate (f)                   20.01%          56.20%      61.26%     25.17%     56.05%     49.42%
</TABLE>
 
- ------------------
 
(a) On November 1, 1995 the Fund converted to Core and Gateway (Registered). On
    May 16, 1996, the Fund began offering two classes of shares, Investor Shares
    and Advisor Shares, and then all outstanding shares of the Fund were
    converted to Investor Shares.
 
(b) Includes the Fund's proportionate share of income and expenses of the
    Portfolio.

 
(c) Not annualized.
 
(d) Annualized.
 
(e) For the fiscal years beginning on or after September 1, 1995, the Fund is
    required to disclose average commission per share paid to brokers on the
    purchase and sale of Portfolio's investment portfolio securities.
 
(f) Portfolio turnover represents the rate of portfolio activity. The rate after
    October 31, 1995, represents the portfolio turnover rate of the Portfolio.
 
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NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
 
NOTE 1. ORGANIZATION
 
         Schroder Capital Funds (Delaware) (the 'Trust') was organized as a
   Maryland corporation on July 30, 1969; reorganized as a series company on
   February 29, 1988, as Schroder Capital Funds, Inc.; and reorganized on
   January 9, 1996, as a Delaware business trust. The Trust, which is registered
   as an open-end, management investment company under the Investment Company
   Act of 1940 (the 'Act'), currently has six investment portfolios. Included in
   this report is the Schroder International Fund (the 'Fund'), a diversified
   portfolio that commenced operations on December 19, 1985. Under its Trust
   Instrument, the Trust is authorized to issue an unlimited number of the
   Fund's Investor Shares and Advisor Shares of beneficial interest without par
   value. As of April 30, 1997, only Investor Shares had been issued.
 
   MASTER FEEDER ARRANGEMENT
 
         Effective November 1, 1996, The Fund currently seeks to achieve its
   investment objective by investing all of its investable assets in a separate
   diversified portfolio, International Equity Fund (the 'Portfolio'), of
   Schroder Capital Funds ('Schroder Core') that has the same investment
   objective and substantially similar investment policies as the Fund. This is
   commonly referred to as a master-feeder arrangement. Schroder Core also is
   registered as an open-end, management investment company. The Fund may
   withdraw its investment from the Portfolio at any time if the Trust's Board
   of Trustees determines that it is in the best interest of the Fund and its
   shareholders to do so. The Fund accounts for its investment in the Portfolio
   as a partnership investment and records its share of the Portfolio income,
   expense and realized and unrealized gain and loss daily. The financial
   statements of the Portfolio are included on pages 12 to 22 in this report,
   and should be read in conjunction with the Fund's financial statements. The
   Fund owns substantially all of the interests in the Portfolio.
 

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
 
         These financial statements are prepared in accordance with generally
   accepted accounting principles, which require management to make estimates
   and assumptions that affect the reported amounts of assets and liabilities,
   disclosure of contingent assets and liabilities at the date of the financial
   statements, and the reported amounts of increase and decrease in net assets
   from operations during the fiscal period. Actual results could differ from
   those estimates.
 
         The following represent significant accounting policies of the Fund:
 
   SECURITY VALUATION
 
         The Trust determines the net asset value per share of the Fund as of
   4:00 p.m., Eastern time, on each Fund business day. Valuation of securities
   held in the Portfolio are discussed in the Notes to the Financial Statements
   of the Portfolio.
 
   INVESTMENT INCOME AND EXPENSES
 
         The Trust records daily its pro rata share of the Portfolio's income,
   expenses and realized and unrealized gain and loss. In addition, the Fund
   accrues its own expenses.
 
   DISTRIBUTIONS TO SHAREHOLDERS
 
         Dividends and net capital gain, if any, are distributed to shareholders
   at least annually. Distributions are based on amounts calculated in
   accordance with applicable federal income tax regulations.
 
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NOTES TO FINANCIAL STATEMENTS (UNAUDITED)  (CONCLUDED)
 
   FEDERAL TAXES
 
         The Fund intends to qualify and continue to qualify each year as a
   regulated investment company and distribute all of its taxable income. In
   addition, by distributing in each calendar year substantially all of its net
   investment income, capital gain and certain other amounts, if any, the Fund
   will not be subject to a federal excise tax. Therefore, no federal income or
   excise tax provision is required.
 
   EXPENSE ALLOCATION
 
         The Trust accounts separately for the assets and liabilities and
   operation of each Fund. Expenses that are directly attributable to more than
   one Fund are allocated among the respective Funds. Expenses that are directly

   attributable to a class are allocated to that class.
 
NOTE 3. INVESTMENT ADVISORY AND OTHER SERVICES
 
   INVESTMENT ADVISER
 
         The Fund currently invests all of its assets in the Portfolio, which
   retains Schroder Capital Management International Inc. (the 'Adviser') to act
   as investment adviser pursuant to an Investment Advisory Agreement. See Notes
   to the Financial Statements of the Portfolio.
 
   ADMINISTRATOR AND SUBADMINISTRATOR
 
         Effective November 26, 1996 and February 1, 1997, the Fund has entered
   into Administration and Subadministration Agreements with Schroder Fund
   Advisors Inc. ('Schroder Advisors') and Forum Administrative Services,
   Limited Liability Company ('Forum'). From November 26, 1996 through January
   31, 1997 the Fund had a Subadministration Agreement with Forum Financial
   Services, Inc. ('FFSI') that was identical in all material terms to the
   February 1, 1997 Agreement with Forum. For these services, Schroder Advisors
   is entitled to receive compensation at annual fees payable monthly of 0.15%
   of the average daily net assets of the Fund. For its services, Forum is
   entitled to receive compensation at annual fees payable monthly of 0.05% of
   the average daily net assets of the Fund. Prior to November 26, 1996,
   Schroder Advisors was entitled to compensation at an annual rate of 0.20% of
   the average daily net assets and obligated to pay a fee to FFSI.
 
   TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
 
         The transfer agent and dividend disbursing agent for the Fund is Forum
   Financial Corp.(Registered) ('FFC'). The Transfer Agent is paid a transfer
   agent fee in the amount of $12,000 per year, plus certain other fees and
   expenses.
 
   OTHER SERVICE PROVIDERS
 
         The fund accountant of the Fund is FFC. For its services to the Fund,
   FFC is entitled to receive from the Trust a fee of $12,000 per year.
 
NOTE 4. WAIVER OF FEES AND REIMBURSEMENT OF EXPENSES
 
         Schroder Advisors voluntarily has waived a portion of its fees and has
   assumed certain expenses of the Fund so that its total expenses would not
   exceed 0.99% of the Fund's average daily net assets on an annual basis. The
   expense limitation cannot be modified or withdrawn except by a majority vote
   of the Trustees of the Trust. Forum and FFC may waive voluntarily all or a
   portion of their fees, from time to time. For the six months ended April 30,
   1997, fees waived for Schroder Advisors were $45,824.
 
- --------------------------------------------------------------------------------
                                       11
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)

- --------------------------------------------------------------------------------
 
SCHEDULE OF INVESTMENTS
AS OF APRIL 30, 1997 (UNAUDITED)

          STOCKS AND WARRANTS - 96.7%
SHARES                                     VALUE US$
- -------                                    ------------
          ARGENTINA - 0.4%
          COMMON STOCK
101,222   Compania Naviera Perez Companc
            SA
            Multi-Industry                 $    815,000
                                           ------------
                                                815,000
                                           ------------
          AUSTRALIA - 1.9%
          COMMON STOCK
105,000   Australia & New Zealand Banking
            Group Ltd.
            Finance                             672,151
 30,000   Brambles Inds. Ltd.
            Materials                           544,005
116,000   Broken Hill Proprietary Co. Ltd.
            Multi-Industry                    1,639,268
 60,000   Woodside Petroleum Ltd.
            Energy                              478,349
                                           ------------
                                              3,333,773
                                           ------------
          BRAZIL - 1.3%
          COMMON STOCK
 21,500   Telecomunicacoes Brasileiras
            SA -  Telebras ADR
            Services                          2,467,125
                                           ------------
                                              2,467,125
                                           ------------
          CANADA - 0.7%
          COMMON STOCK
 19,100   Alcan Aluminum, Ltd.
            Materials                           647,736
 32,000   Noranda, Inc.
            Materials                           675,395
                                           ------------
                                              1,323,131
                                           ------------
          CHILE - 0.5%
          COMMON STOCK
 29,750   Compania de Telecomunicacion de
            Chile SA ADR
            Services                            963,157
                                           ------------
                                                963,157

                                           ------------
          DENMARK - 0.6%
          COMMON STOCK
 40,300   ISS International Service System
            A/S (a)
            Services                          1,192,272
                                           ------------
                                              1,192,272
                                           ------------
          FRANCE - 7.7%
          COMMON STOCK
 12,340   Accor SA
            Services                          1,769,683
 
SHARES                                      VALUE US$
- -------                                    ------------
          FRANCE (CONCLUDED)
  8,600   Canal Plus
            Services                       $  1,553,080
 14,156   Compagnie Generale des Eaux
            Multi-Industry                    1,971,906
 28,500   Elf Aquitaine
            Energy                            2,763,862
 39,000   METALEUROP, SA. (a)
            Materials                           467,754
 38,301   Michelin(Cie Gle Des Etabl.)
            Capital Equipment                 2,140,010
 12,120   Primagaz (Cie Des Gaz Petrole)
            Energy                            1,187,828
 12,530   SGS-Thomson Microelectronics
            N.V.
            Capital Equipment                   966,093
 15,500   Societe Generale
            Finance                           1,736,859
          WARRANTS
  1,256   Primagaz (Cie Des Gaz
            Petrole)(a)
            Energy                               23,565
                                           ------------
                                             14,580,640
                                           ------------
          GERMANY - 5.8%
          COMMON STOCK
 13,080   Adidas AG
            Consumer Non-Durables             1,355,812
 53,500   Bayer AG
            Materials                         2,128,013
  3,500   Mannesmann AG
            Capital Equipment                 1,376,797
 43,235   Veba AG
            Multi-Industry                    2,243,267
     62   Wella AG
            Consumer Non-Durables                36,913
          PREFERRED STOCK

  6,485   GEA AG
            Services                          2,198,242
  7,400   SAP AG
            Services                          1,362,742
    596   Wella AG
            Consumer Non-Durables               362,067
                                           ------------
                                             11,063,853
                                           ------------
          HONG KONG - 4.6%
          COMMON STOCK
105,100   Cheung Kong Holdings Ltd.
            Finance                             922,584
388,000   Citic Pacific Ltd.
            Multi-Industry                    2,098,651
270,400   Hutchison Whampoa Ltd.
            Finance                           2,007,101
 
- --------------------------------------------------------------------------------
                                       12
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
SCHEDULE OF INVESTMENTS  (CONTINUED)
AS OF APRIL 30, 1997 (UNAUDITED)

SHARES                                      VALUE US$
- -------                                    ------------
          HONG KONG (CONCLUDED)
122,000   Sun Hung Kai Properties Ltd.
            Finance                        $  1,322,920
 78,400   Swire Pacific Ltd.
            Multi-Industry                      604,712
460,000   Wharf (Holdings) Ltd.
            Finance                           1,739,883
                                           ------------
                                              8,695,851
                                           ------------
          INDONESIA - 1.3%
          COMMON STOCK
344,520   PT Indofoods Sukses Makmur
            Consumer Non-Durables               712,433
578,000   PT Telekomunikasi Indonesia
            Services                            838,457
 42,490   PT Unilever Indonesia
            Services                            830,566
                                           ------------
                                              2,381,456
                                           ------------
          ITALY - 1.1%
          COMMON STOCK
 26,000   Gucci Group

            Consumer Non-Durables             1,803,750
177,455   Telecom Italia SpA
            Energy                              466,994
                                           ------------
                                              2,270,744
                                           ------------
          JAPAN - 24.7%
          COMMON STOCK
 82,000   Amada Metrecs Co. Ltd.
            Capital Equipment                   743,047
 61,000   Arcland Sakamoto
            Services                            586,399
118,000   Bridgestone Corp.
            Materials                         2,510,441
 85,100   Credit Saison Co. Ltd.
            Finance                           1,636,151
 60,000   Dai-Dan Co. Ltd.
            Capital Equipment                   590,969
321,000   Dai-Tokyo Fire & Marine
            Insurance Co.
            Finance                           1,504,964
 85,000   Daiwa House Industry Co., Ltd.
            Capital Equipment                   951,068
    300   East Japan Railway Co.
            Services                          1,297,770
 90,000   Fuji Photo Film Co.
            Capital Equipment                 3,439,445
 29,000   Glory Ltd.
            Capital Equipment                   525,568
206,000   Hanshin Electric Railway (a)
            Services                            673,626

SHARES                                      VALUE US$
- -------                                    ------------
          JAPAN (CONCLUDED)
243,000   Hitachi Ltd.
            Capital Equipment              $  2,201,954
 43,000   Ito-Yokado Co. Ltd.
            Services                          2,067,545
 62,000   Japan Airport Terminal Co.
            Services                            635,096
907,000   Kobe Steel Ltd (a)
            Materials                         1,650,910
 15,000   Kyocera Corp.
            Capital Equipment                   898,275
 32,000   Mabuchi Motor Co.
            Capital Equipment                 1,621,306
  9,000   Meiko Shokai
            Capital Equipment                   319,833
130,000   Mitsubishi Corp.
            Services                          1,218,974
391,000   Mitsubishi Electric Corp.
            Capital Equipment                 2,141,242
 86,000   Murata Manufacturing Co. Ltd.

            Capital Equipment                 3,171,382
 22,400   Nagaileben Co. Ltd.
            Consumer Durables                   748,376
 82,000   Omron Corp.
            Capital Equipment                 1,550,704
 38,700   SMC Corp.
            Capital Equipment                 2,835,947
 17,000   Secom
            Services                          1,011,347
208,000   Takeda Chemical Inds.
            Consumer Durables                 4,802,143
  9,300   Toho Co.
            Services                          1,245,765
208,000   Tokio Marine & Fire Insurance
            Co.
            Finance                           2,032,310
 70,000   Toyota Motor Corp.
            Capital Equipment                 2,029,785
                                           ------------
                                             46,642,342
                                           ------------
          KOREA, REPUBLIC OF - 1.3%
          COMMON STOCK
 19,000   Korea Electric Power Corp.
            Energy                              566,592
  7,250   Pohang Iron & Steel Co. Ltd.
            Materials                           511,889
    618   SK Telecom Co. Ltd.
            Services                            492,847
  6,000   Samsung Electronics Co.
            Capital Equipment                   452,462
 29,957   Shinhan Bank
            Finance                             426,920
                                           ------------
                                              2,450,710
                                           ------------
 
- --------------------------------------------------------------------------------
                                       13
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
SCHEDULE OF INVESTMENTS  (CONTINUED)
AS OF APRIL 30, 1997 (UNAUDITED)

SHARES                                      VALUE US$
- -------                                    ------------
          MALAYSIA - 2.0%
          COMMON STOCK
668,000   DCB Holdings Berhad
            Finance                        $  2,169,005
193,000   Tenaga Nasional Berhad

            Energy                              891,952
100,000   United Engineers (Malaysia) Ltd.
            Capital Equipment                   709,163
                                           ------------
                                              3,770,120
                                           ------------
          MEXICO - 0.3%
          COMMON STOCK
166,000   Cemex SA de CV
            Materials                           551,072
                                           ------------
                                                551,072
                                           ------------
          NETHERLANDS - 10.4%
          COMMON STOCK
123,000   Elsevier NV
            Services                          1,969,919
 62,400   Getronics NV
            Capital Equipment                 1,889,841
 17,100   Heineken NV
            Consumer Non-Durables             2,865,946
178,805   ING Groep NV
            Finance                           7,021,500
 17,438   Oce-Van Der Grinten NV
            Capital Equipment                 2,109,818
 72,190   Philips Electronics N.V.
            Capital Equipment                 3,768,658
          PREFERRED STOCK
  4,800   ING Groep NV (a)
            Finance                              24,516
                                           ------------
                                             19,650,198
                                           ------------
          PHILIPPINES - 1.2%
          COMMON STOCK
864,921   Ayala Land, Inc.
            Finance                             623,190
 24,771   Manila Electric Co. GDR (b)
            Energy                              848,407
  7,000   Philippine Long Distance
            Telephone Co.
            Services                            399,507
  6,550   Philippine Long Distance
            Telephone Co. ADR
            Services                            365,163
                                           ------------
                                              2,236,267
                                           ------------
          PORTUGAL - 2.2%
          COMMON STOCK
 75,750   Portugal Telecom
            Services                          2,792,478

SHARES                                      VALUE US$

- -------                                    ------------
          PORTUGAL (CONCLUDED)
 67,970   Semapa - Sociedade de
            Investimento e Gestao SGPS SA
            Materials                      $  1,455,283
                                           ------------
                                              4,247,761
                                           ------------
          SINGAPORE - 2.5%
          COMMON STOCK
182,000   City Developments Ltd.
            Finance                           1,472,308
 96,750   Development Bank of Singapore
            Ltd.
            Finance                           1,150,591
 57,420   Singapore Press Holdings Ltd.
            Services                          1,063,996
110,000   United Overseas Bank Ltd.
            Finance                           1,034,364
                                           ------------
                                              4,721,259
                                           ------------
          SPAIN - 1.0%
          COMMON STOCK
  5,800   Banco Popular Espanol SA
            Finance                           1,230,874
 35,800   Centros Comerciales Pryca SA
            Services                            622,502
                                           ------------
                                              1,853,376
                                           ------------
          SWEDEN - 2.3%
          COMMON STOCK
 96,800   Atlas Copco AB
            Capital Equipment                 2,399,796
 61,000   Telefonaktiebolaget LM Ericsson
            'B' Shares
            Services                          1,928,238
                                           ------------
                                              4,328,034
                                           ------------
          SWITZERLAND - 8.0%
          COMMON STOCK
  2,400   ABB Asea Brown Boveri Ltd.
            Capital Equipment                 2,907,561
  5,700   Adecco SA
            Multi-Industry                    1,903,352
  5,663   Ciba Specialty Chemicals AG (a)
            Materials                           488,123
  5,663   Novartis
            Consumer Durables                 7,464,061
    290   Roche Holding AG
            Consumer Non-Durables             2,450,455
                                           ------------

                                             15,213,552
                                           ------------
          THAILAND - 0.5%
          COMMON STOCK
 48,000   Bangkok Bank Public Co. Ltd. (b)
            Finance                             444,631
 
- --------------------------------------------------------------------------------
                                       14
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
SCHEDULE OF INVESTMENTS  (CONCLUDED)
AS OF APRIL 30, 1997 (UNAUDITED)

SHARES                                      VALUE US$
- -------                                    ------------
          THAILAND (CONCLUDED)
 36,000   Land & House Public Co. Ltd.
            Finance                        $    102,660
 70,400   Thai Farmers Bank Public Co.
            Ltd. (b)
            Finance                             425,769
          WARRANTS
 16,300   Thai Farmers Bank Public Co.
            Ltd. (b)
            Finance                              11,855
                                           ------------
                                                984,915
                                           ------------
          UNITED KINGDOM - 14.4%
          COMMON STOCK
126,700   Airtours plc
            Services                          1,882,101
214,000   Asda Group plc
            Services                            399,318
 44,500   Barclays plc
            Finance                             828,192
110,000   Blue Circle Inds. plc
            Materials                           747,850
 97,000   British Airways plc
            Services                          1,111,179
138,800   British Land Co. plc
            Finance                           1,303,994
388,500   British Steel plc
            Capital Equipment                   898,284
130,000   Cable & Wireless plc
            Services                          1,003,002
108,000   Cadbury Schweppes plc
            Consumer Non-Durables               897,225
381,000   David S. Smith Holdings plc
            Services                          1,384,780

 58,000   De La Rue plc
            Services                            516,664
100,773   Enterprise Oil plc
            Energy                              991,706
 53,000   Johnson Matthey plc
            Capital Equipment                   430,415
 76,800   Kingfisher plc
            Services                            832,426
327,000   LASMO plc
            Energy                         $  1,183,206

SHARES                                      VALUE US$
- -------                                    ------------
          UNITED KINGDOM (CONCLUDED)
143,400   Lloyds TSB Group plc
            Finance                           1,309,982
257,000   LucasVarity plc (a)
            Capital Equipment                   773,544
312,400   MFI Furniture plc
            Services                            691,913
284,000   Pilkington Brothers plc
            Materials                           511,504
141,835   Prudential Corp. plc
            Finance                           1,381,988
 64,000   RTZ Corp. plc
            Materials                         1,017,686
137,000   Rank Group plc
            Services                            942,528
165,750   Tesco plc
            Services                            962,818
 75,000   Tibbett and Britten Group plc
            Services                            756,328
127,352   United News & Media plc
            Services                          1,558,062
312,200   Vodafone Group plc
            Services                          1,398,137
116,100   Williams Holdings plc
            Multi-Industry                      626,371
 29,500   Zeneca Group plc
            Consumer Durables                   890,074
                                           ------------
                                             27,231,277
                                           ------------
          Total Investments - 96.7%
            (cost $149,743,754)             182,967,885
          Other Assets Less
            Liabilities - 3.3%                6,160,840
                                           ------------
          Total Net Assets - 100.0%        $189,128,725
                                           ============
 
- ------------------
 
(a) Non-income producing security.

(b) Valued pursuant to methodology approved by the Board of Trustees.
ADR - American Depositary Receipts
GDR - Global Depositary Receipts
 
- --------------------------------------------------------------------------------
 
                       FORWARD FOREIGN CURRENCY CONTRACTS
                               CONTRACTS TO SELL
 
CONTRACT DATE     CURRENCY       UNITS       US DOLLARS     UNREALIZED GAIN
- --------------    ---------    ----------    -----------    ----------------
                    Swiss
   6/17/97         Francs      4,200,000     $2,891,367         $25,203
 
    The accompanying notes are an integral part of the financial statements.
 
- --------------------------------------------------------------------------------
                                       15
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1997 (UNAUDITED)
 
ASSETS:
 Investments (Note 2):
    Investments at cost                                      $149,743,754
 Net unrealized appreciation (depreciation)                    33,224,131
                                                             ------------
                                                             
                      Total Investments at value              182,967,885
 Cash                                                           2,284,699
 Net receivable for forward foreign currency contracts             25,203
 Receivable for dividends, tax reclaims and interest              797,585
 Receivable for securities sold                                 3,266,328
 Organization costs, net of amortization (Note 2)                   8,657
                                                             ------------
                                                             
                      Total Assets                            189,350,357
                                                             ------------
                                                             
LIABILITIES:                                                 
 Payable for securities purchased                                  91,561
 Payable to investment adviser (Note 3)                            56,740
 Payable to administrator (Note 3)                                 23,260
 Accrued fees and other expenses                                   50,071
                                                             ------------
                                                             
                      Total Liabilities                           221,632
                                                             ------------
                                                             
                      Net Assets                             $189,128,725

                                                             ============
                                                             
                                                             
COMPONENTS OF NET ASSETS:                                    
 Investors' capital                                          $155,902,047
 Net unrealized appreciation (depreciation) on investments     33,226,678
                                                             ------------
                                                             
                      Net Assets                             $189,128,725
                                                             ============
 
    The accompanying notes are an integral part of the financial statements.
 
- --------------------------------------------------------------------------------
                                       16
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED APRIL 30, 1997 (UNAUDITED)
 
INVESTMENT INCOME:
 Dividend income (net of foreign withholding taxes of $202,069) $ 1,235,169
 Interest income                                                    123,752
                                                                -----------
                      Total Investment Income                     1,358,921
                                                                -----------
EXPENSES:                                                       
 Investment advisory (Note 3)                                       430,742
 Administration (Note 3)                                            143,580
 Transfer agency (Note 3)                                             6,012
 Custody                                                             66,478
 Accounting (Note 3)                                                 36,000
 Legal                                                                4,832
 Audit                                                               18,000
 Trustees                                                             8,723
 Miscellaneous                                                       30,452
                                                                -----------
                      Total Expenses                                744,819
 Fees waived and expenses reimbursed (Note 6)                       (26,575)
                                                                -----------
                      Net Expenses                                  718,244
                                                                -----------
NET INVESTMENT INCOME (LOSS)                                        640,677
                                                                -----------

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, 
 FORWARD FOREIGN CURRENCY CONTRACTS AND FOREIGN CURRENCY 
 TRANSACTIONS:
      Net realized gain (loss) on investments sold                7,320,128
      Net realized gain (loss) on forward foreign currency 
        contracts and foreign currency transactions               1,860,445

                                                                -----------
                  Net realized gain (loss) on investments,
                   forward foreign currency contracts and
                   foreign currency transactions                  9,180,573
                                                                -----------
      Net change in unrealized appreciation (depreciation) on
        investments                                               2,394,939
      Net change in unrealized appreciation (depreciation) on 
        forward foreign currency contracts and foreign currency 
        transactions                                               (158,519)
                                                                -----------
                  Net change in unrealized appreciation
                   (depreciation) on investments, forward
                   foreign currency contracts and foreign
                   currency transactions                          2,236,420
                                                                -----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, 
    FORWARD FOREIGN CURRENCY CONTRACTS AND FOREIGN CURRENCY 
    TRANSACTIONS                                                 11,416,993
                                                                -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM           
    OPERATIONS                                                  $12,057,670
                                                                ===========

     The accompanying notes are an integral part of the financial statements.
 
- --------------------------------------------------------------------------------
                                       17
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
                                                                            FOR THE SIX
                                                                            MONTHS ENDED
                                                                             APRIL 30,        FOR THE YEAR
                                                                                1997             ENDED
                                                                            (UNAUDITED)     OCTOBER 31, 1996
                                                                            ------------    ----------------
<S>                                                                         <C>             <C>
NET ASSETS, BEGINNING OF PERIOD                                             $202,743,299      $         --
                                                                            ------------    ----------------
OPERATIONS:
         Net investment income (loss)                                            640,677         2,401,723
         Net realized gain (loss) on investments sold                          9,180,573        29,130,476
         Net change in unrealized appreciation (depreciation) on
           investments                                                         2,236,420        30,990,258
                                                                            ------------    ----------------
         Net increase (decrease) in net assets resulting from operations      12,057,670        62,522,457
                                                                            ------------    ----------------

TRANSACTIONS IN INVESTORS' BENEFICIAL INTEREST:
         Contributions                                                        22,894,930       201,091,364
         Withdrawals                                                         (48,567,174)      (60,870,522)
                                                                            ------------    ----------------
         Net transactions in investors' beneficial interest                  (25,672,244)      140,220,842
                                                                            ------------    ----------------
         Net increase (decrease) in net assets                               (13,614,574)      202,743,299
                                                                            ------------    ----------------
NET ASSETS, END OF PERIOD                                                   $189,128,725      $202,743,299
                                                                            ------------    ----------------
                                                                            ------------    ----------------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
- --------------------------------------------------------------------------------
                                       18
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
FINANCIAL HIGHLIGHTS
 
Portfolio performance for the following periods:
 
<TABLE>
<CAPTION>
                                                                              For the Six
                                                                              Months Ended       For the Year
                                                                             April 30, 1997         Ended
                                                                              (Unaudited)      October 31, 1996
<S>                                                                          <C>               <C>
- ---------------------------------------------------------------------------------------------------------------
Ratio to Average Net Assets:
  Expenses including reimbursement/waiver                                        0.75%(a)           0.75%
  Expenses excluding reimbursement/waiver                                        0.78%(a)           0.77%
  Net investment income including reimbursement/waiver                           0.67%(a)           1.10%
Average brokerage commission per share (b)                                    $  0.0305          $  0.0256
Portfolio turnover rate                                                         20.01%             56.20%
</TABLE>
 
- ------------------
(a) Annualized.
 
(b) Amount represents the average commission per share paid to brokers on the
    purchase and sale of portfolio securities.
 
- --------------------------------------------------------------------------------
                                       19
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------

 
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
 
NOTE 1. ORGANIZATION
 
         Schroder Capital Funds ('Schroder Core') was organized as a Delaware
   business trust on September 7, 1995. Schroder Core, which is registered as an
   open-end, management investment company under the Investment Company Act of
   1940 (the 'Act'), currently has five investment portfolios. Included in this
   report is International Equity Fund (the 'Portfolio'), a diversified
   portfolio that commenced operations on November 1, 1995. Under the Trust
   Instrument, Schroder Core is authorized to issue an unlimited number of
   interests without par value. Interests in the Portfolio are sold in private
   placement transactions without any sales charges to institutional clients,
   including open-end, management investment companies.
 
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
 
         These financial statements are prepared in accordance with generally
   accepted accounting principles, which require management to make estimates
   and assumptions that affect the reported amounts of assets and liabilities,
   disclosure of contingent assets and liabilities at the date of the financial
   statements and the reported amounts of increase and decrease in net assets
   from operations during the fiscal period. Actual results could differ from
   those estimates.
 
         The following represent significant accounting policies of the
   Portfolio:
 
   SECURITY VALUATION
 
         Portfolio securities listed on recognized stock exchanges are valued at
   the last reported sale price on the exchange on which the securities are
   principally traded. Listed securities traded on recognized stock exchanges
   where last sale prices are not available are valued at the last sale price on
   the proceeding trading day or at closing mid-market prices. Securities traded
   in over-the-counter markets, or listed securities for which no trade is
   reported on the valuation date, are valued at the most recent reported
   mid-market price. Other securities and assets for which market quotations are
   not readily available are valued at fair value as determined in good faith
   using methods approved by the Schroder Core Board of Trustees. Board valued
   securities represented approximately 0.90% of the total investments.
 
   SECURITY TRANSACTIONS AND INVESTMENT INCOME
 
         Investment transactions are accounted for on the trade date. Dividend
   income is recorded on the ex-dividend date. Interest income, including
   amortization of discount or premium, is recorded as earned. Identified cost
   of investments sold is used to determine gain and loss for both financial
   statement and federal income tax purposes. Foreign dividend and interest
   income amounts and realized capital gain and loss are converted to U.S.
   dollar equivalents using foreign exchange rates in effect at the date of the
   transactions.
 

         Foreign currency amounts are translated into U.S. dollars at the mean
   of the bid and asked prices of such currencies against U.S. dollars as
   follows: (i) assets and liabilities at the rate of exchange at the end of the
   respective period; and (ii) purchases and sales of securities and income and
   expenses at the rate of exchange prevailing on the dates of such
   transactions. The portion of the results of operations arising from changes
   in the exchange rates and the portion due to fluctuations arising from
   changes in the market prices of securities are not isolated. Such
   fluctuations are included with the net realized and unrealized gain or loss
   on investments.
 
         The Portfolio may enter into forward contracts to purchase or sell
   foreign currencies to protect against the effect on the U.S. dollar value of
   the underlying portfolio of possible adverse movements in foreign exchange
   rates. Risks associated with such contracts include the movement in value of
   the foreign currency relative to the U.S. dollar and the ability of the
   counterparty to perform. Fluctuations in the value of such contracts are
 
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                                       20
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
   recorded as unrealized gain or loss; realized gain or loss include net gain
   or loss on contracts that have terminated by settlement or by the Portfolio
   entering into offsetting commitments.
 
   REPURCHASE AGREEMENTS
 
         The Portfolio may invest in repurchase agreements. The Portfolio,
   through its custodian, receives delivery of the underlying collateral, whose
   market value must always equal or exceed the repurchase price. The investment
   adviser is responsible for determining the value of the underlying collateral
   at all times. In the event of default, the Portfolio may have difficulties
   with the disposition of any securities held as collateral.
 
   ORGANIZATIONAL COSTS
 
         Costs incurred by the Portfolio in connection with this organization
   and initial registration are being amortized on a straight line basis over a
   five-year period.
 
NOTE 3. INVESTMENT ADVISORY AND OTHER SERVICES
 
   INVESTMENT ADVISER
 
         The investment adviser to the Portfolio is Schroder Capital Management
   International, Inc. ('SCMI'). Pursuant to an Investment Advisory Agreement,
   SCMI is entitled to receive an annual fee, payable monthly, of 0.45% of the
   average daily net assets of the Portfolio.
 

   ADMINISTRATOR AND SUBADMINISTRATOR
 
         Effective November 26, 1996 and February 1, 1997, the Portfolio has
   entered into Administration and Subadministration Agreements with Schroder
   Fund Advisors Inc. ('Schroder Advisors') and Forum Administrative Services,
   Limited Liability Company ('Forum'). From November 26, 1996 through January
   31, 1997 the Portfolio had a Subadministration Agreement with Forum Financial
   Services, Inc. ('FFSI') that was identical in all material terms to the
   February 1, 1997 Agreement with Forum. For these services, Schroder Advisors
   is entitled to receive compensation at annual fees payable monthly of 0.075%
   of the average daily net assets of the Portfolio. For its services, Forum is
   entitled to receive compensation at annual fees payable monthly of 0.075% of
   the average daily net assets of the Portfolio. Prior to November 26, 1996,
   Schroder Advisors was entitled to compensation at an annual rate of 0.15% of
   the average daily net assets and obligated to pay a fee to FFSI.
 
   TRANSFER AGENT
 
         Forum Financial Corp.(Registered) ('FFC') serves as the Portfolio's
   transfer agent and is entitled to receive compensation for those services by
   the Schroder Core with respect to the Portfolio in the amount of $12,000 per
   year plus certain other fees and expenses.
 
   OTHER SERVICE PROVIDERS
 
         FFC also performs portfolio accounting for the Portfolio and is
   entitled to receive compensation for those services by the Portfolio in the
   amount of $60,000 per year, plus certain amounts based upon the number and
   types of portfolio transactions.
 
NOTE 4. PURCHASES AND SALES OF SECURITIES
 
         The cost of securities purchased and the proceeds from sales of
   securities (excluding short-term securities) for the six months ended April
   30, 1997 aggregated $35,624,050 and $56,268,590, respectively.
 
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                                       21
<PAGE>
- --------------------------------------------------------------------------------
International Equity Fund (Portfolio)
- --------------------------------------------------------------------------------
 
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)  (CONCLUDED)
 
         For federal income tax purposes, the tax basis of investment securities
   owned as of April 30, 1997 was $149,743,754. The aggregate gross unrealized
   appreciation for all securities in which there was an excess of market value
   over tax cost was $44,456,033, and the aggregate gross unrealized
   depreciation for all securities in which there was an excess of tax cost over
   market value was $11,231,902.
 
NOTE 5. FEDERAL TAXES
 

         The Portfolio is not required to pay federal income taxes on its net
   investment income and net capital gain as it is treated as a partnership for
   federal income tax purposes. All interest, dividends, gain and loss of the
   Portfolio are deemed to have been 'passed through' to the partners in
   proportion to their holdings of the Portfolio regardless of whether such
   interest, dividends or gain have been distributed by the Portfolio.
 
NOTE 6. WAIVER OF FEES AND REIMBURSEMENT OF EXPENSES
 
         SCMI voluntarily has waived a portion of its advisory fees and has
   assumed certain expenses of the Portfolio so that its total expenses would
   not exceed 0.75% of the Portfolio's average daily net assets. Schroder
   Advisors, Forum and FFC may waive voluntarily all or a portion of their fees
   from time to time. For the period ended April 30, 1997, fees waived by SCMI
   were $26,575.
 
NOTE 7. CONCENTRATION OF CREDIT RISK
 
         The Portfolio has a relatively large concentration of portfolio
   securities invested in companies domiciled in Japan. The Portfolio may be
   more susceptible to political, social and economic events adversely affecting
   Japanese companies than portfolios not so concentrated.
 
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                                       22
<PAGE>
TRUSTEES
 
Hermann C. Schwab
Peter E. Guernsey
John I. Howell
Clarence F. Michalis
Mark J. Smith
 
OFFICERS
 
Hermann C. Schwab
  Chairman of the Board
Mark J. Smith
  President
Mark Astley
  Vice President
Robert G. Davy
  Vice President
Margaret H. Douglas-Hamilton
  Vice President
Richard Foulkes
  Vice President
John Y. Keffer
  Vice President
Jane Lucas
  Vice President
Catherine A. Mazza
  Vice President

Michael Perelstein
  Vice President
Fariba Talebi
  Vice President
John A. Troiano
  Vice President
Ira L. Unschuld
  Vice President
Alexandra Poe
  Vice President
  Secretary
Robert Jackowitz
  Treasurer
Thomas G. Sheehan
  Assistant Treasurer
  Assistant Secretary
Catherine S. Wooledge
  Assistant Treasurer
  Assistant Secretary
Barbara Gottlieb
  Assistant Secretary
Mary Kunkemueller
  Assistant Secretary
Gerardo Machado
  Assistant Secretary
<PAGE>
INVESTMENT ADVISER
Schroder Capital Management International Inc.
787 Seventh Avenue
New York, New York 10019
 
ADMINISTRATOR & DISTRIBUTOR
Schroder Fund Advisors Inc.
787 Seventh Avenue
New York, New York 10019
 
CUSTODIAN
The Chase Manhattan Bank
Global Custody Division
Woolgate House, Coleman Street
London EC2P 2HD, United Kingdom
 
TRANSFER AND DIVIDEND
DISBURSING AGENT
Forum Financial Corp.
Two Portland Square
Portland, Maine 04101
 
COUNSEL
Ropes & Gray
One International Place
Boston, MA 02110-2624
 
INDEPENDENT AUDITORS

Coopers & Lybrand L.L.P.
One Post Office Square
Boston, Massachusetts 02109
 
This report is for the information of the shareholders of the Schroder
International Fund. Its use in connection with any offering of the Fund's shares
is authorized only in case of a concurrent or prior delivery of the Fund's
current prospectus.
 
       [Logo] SCHRODERS

       Schroder
       International
       Fund

       SEMI-ANNUAL REPORT

       April 30, 1997
       (Unaudited)

       Schroder Capital Funds
         (Delaware)



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