EUROPACIFIC GROWTH FUND
485BPOS, 1998-05-28
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                                                 SEC. File Nos. 2-83847
                                                                811-3734
                                                                             
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
                                   
                                      FORM N-1A
                               Registration Statement
                                      Under
                              the Securities Act of 1933
                            Post-Effective Amendment No.  18
                                       and
                               Registration Statement
                                      Under
                           The Investment Company Act of 1940
                                Amendment No.  18    
                                  
                               EUROPACIFIC GROWTH FUND
                  (Exact Name of Registrant as specified in charter)
                                333 South Hope Street
                             Los Angeles, California 90071
                         (Address of principal executive offices)
 
                  Registrant's telephone number, including area code:
                                    (213) 486-9200
                                  
 
                                   Vincent P. Corti
                         Capital Research and Management Company
                                 333 South Hope Street
                             Los Angeles, California 90071
                         (name and address of agent for service)
                                  
 
                                      Copies to:
                             MICHAEL  J. FAIRCLOUGH, ESQ.
                                O'Melveny & Myers LLP
                                400 South Hope Street
                            Los Angeles, California  90071
                             (Counsel for the Registrant)
                                  
             Title of Securities being Registered:  Shares of Beneficial 
                             Interest (no par value)    
 
                     Approximate date of proposed public offering:
         It is proposed that this filing become effective on June 1, 1998, 
                    pursuant to paragraph (b) of rule 485.    
 
 
                                EUROPACIFIC GROWTH FUND
                                 CROSS REFERENCE SHEET
 
<TABLE>
<CAPTION>
ITEM NUMBER OF PART "A" OF FORM N-1A            CAPTIONS IN PROSPECTUS (PART "A")                           
 
<S>    <C>                                      <C>                                                         
1.     Cover Page                               Cover Page                                                  
 
2.     Synopsis                                 Expenses                                                    
 
3.     Condensed Financial Information          Financial Highlights; Investment Results                    
 
4.     General Description of Registrant        Investment Policies and Risks; Securities and               
                                                Investment Techniques; Multiple Portfolio                   
                                                Counselor System; Fund Organization and                     
                                                Management                                                  
 
5.     Management of the Fund                   Financial Highlights; Securities and Investment             
                                                Techniques; Multiple Portfolio Counselor                    
                                                System; Fund Organization and Management                    
 
6.     Capital Stock and Other Securities       Investment Policies and Risks; Securities and               
                                                Investment Techniques; Dividends, Distributions             
                                                and Taxes; Fund Organization and Management                 
 
7.     Purchase of Securities Being             Purchasing Shares                                           
       Offered                                                                                              
 
8.     Redemption or Repurchase                 Selling Shares                                              
 
9.     Legal Proceedings                        N/A                                                         
 
</TABLE>
 
 
<TABLE>
<CAPTION>
ITEM NUMBER OF PART "B" OF FORM N-1A            CAPTIONS IN STATEMENT OF ADDITIONAL INFORMATION             
                                                (PART "B")                                                  
 
<S>    <C>                                      <C>                                                         
10.    Cover Page                               Cover Page                                                  
 
11.    Table of Contents                        Table of Contents                                           
 
12.    General Information and History          Fund Organization and Management (Part "A")                 
 
13.    Investment Objectives and Policies       Description of Certain Securities; Investment               
                                                Restrictions                                                
 
14.    Management of the Registrant             Fund Trustees and Officers; Management                      
 
15.    Control Persons and Principal Holder of                                                               
 
       Securities                               Fund Trustees and Officers                                  
 
16.    Investment Advisory and Other            Management                                                  
       Services                                                                                             
 
17.    Brokerage Allocation and Other           Execution of Portfolio Transactions                         
       Practices                                                                                            
 
18.    Capital Stock and Other Securities       None                                                        
 
19.    Purchase, Redemption and Pricing of                                                                  
 
       Securities Being Offered                 Purchase of Shares; Shareholder Account Services            
                                                and Privileges; Redeeming Shares                            
 
20.    Tax Status                               Dividends, Distributions and Federal Taxes                  
 
21.    Underwriter                              Management -- Principal Underwriter                         
 
22.    Calculation of Performance Data          Investment Results                                          
 
23.    Financial Statements                     Financial Statements                                        
 
</TABLE>
 
 
<TABLE>
<CAPTION>
ITEM IN PART "C"                                                                                                        
 
<S>    <C>                                                                                                  
24.    Financial Statements and Exhibits                                                                    
 
25.    Persons Controlled by or Under Common Control with Registrant                                        
 
26.    Number of Holders of Securities                                                                      
 
27.    Indemnification                                                                                      
 
28.    Business and Other Connections of Investment Adviser                                                 
 
29.    Principal Underwriters                                                                               
 
30.    Location of Accounts and Records                                                                     
 
31.    Management Services                                                                                  
 
32.    Undertakings                                                                                         
 
       Signature Page                                                                                       
 
</TABLE>
 
 
 
 
 
                     [Logo of The American Funds Group (R)]
 
- --------------------------------------------------------------------------------
 
                                  EuroPacific
                                  Growth Fund
                                  Prospectus
 
                                  JUNE 1, 1998    
 
 
<PAGE>
 
EUROPACIFIC GROWTH FUND
333 South Hope Street
Los Angeles, CA 90071
 
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
 
<TABLE>
<S>                            <C>
Expenses                         3
 .................................................................
Financial Highlights             4
 .................................................................
Investment Policies and Risks    5
 .................................................................
Securities and Investment
Techniques                       6
 .................................................................
Multiple Portfolio Counselor
System                           8
Investment Results              10
 .................................................................
Dividends, Distributions and
Taxes                           11
 .................................................................
Fund Organization and
Management                      12
 .................................................................
Shareholder Services            15
</TABLE>
 
- --------------------------------------------------------------------------------
 
The fund's investment objective is to achieve long-term growth of capital by
investing in securities of issuers domiciled outside the U.S. Normally, the fund
seeks to achieve this investment objective by investing primarily in equity
securities of issuers domiciled in Europe or the Pacific Basin.
 
This prospectus presents information you should know before investing in the
fund. You should keep it on file for future reference.
 
YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS IS GREATER
IF YOU INVEST FOR A SHORTER PERIOD OF TIME. YOUR INVESTMENT IN THE FUND IS NOT A
DEPOSIT OR OBLIGATION OF, OR INSURED OR GUARANTEED BY, ANY ENTITY OR PERSON
INCLUDING THE U.S. GOVERNMENT AND THE FEDERAL DEPOSIT INSURANCE CORPORATION.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
 
16-010-0698
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
EXPENSES
The effect of the expenses described below is reflected in the fund's share
price and return.
 
You may pay certain shareholder transaction expenses when you buy or sell shares
of the fund. Operating expenses are paid by the fund.
 
SHAREHOLDER TRANSACTION EXPENSES
 
<TABLE>
<S>                                                          <C>
Maximum sales charge on purchases
(as a percentage of offering price)                          5.75%
 ...................................................................................................................................
 ...
</TABLE>
 
SALES CHARGES ARE REDUCED OR ELIMINATED FOR LARGER PURCHASES. There is no sales
charge on reinvested dividends, and no deferred sales charge or redemption or
exchange fees. A contingent deferred sales charge of 1% applies on certain
redemptions made within 12 months following purchases without a sales charge.
 
FUND OPERATING EXPENSES
(as a percentage of average net assets)
- --------------------------------------------------------------------------------
 
   <TABLE>
<S>                                                         <C>
Management fees                                             0.47%
 ...................................................................................................................................
 ...
12b-1 expenses                                              0.24%(1)
 ...................................................................................................................................
 ...
Other expenses                                              0.15%
 ...................................................................................................................................
 ...
Total fund operating expenses                               0.86%
</TABLE>    
 
(1) 12b-1 expenses may not exceed 0.25% of the fund's average net assets
    annually.
 
EXAMPLES
 
Assuming a hypothetical annual return of 5% and shareholder transaction and
operating expenses as described above, for every $1,000 you invested, you would
pay the following total expenses over the following periods:
- --------------------------------------------------------------------------------
 
   <TABLE>
<S>                                                           <C>
One year                                                      $ 66
 .......................................................................
Three years                                                   $ 83
 ........................................................................
Five years                                                    $102
 ........................................................................
Ten years                                                     $157
</TABLE>    
 
THESE EXAMPLES ARE NOT MEANT TO REPRESENT YOUR ACTUAL INVESTMENT RESULTS OR
EXPENSES, WHICH MAY VARY. YOUR EXPENSES WILL BE LESS IF YOU QUALIFY TO PURCHASE
SHARES AT A REDUCED OR NO SALES CHARGE.
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    3
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
The following information has been audited by Price Waterhouse LLP, independent
accountants. This table should be read together with the financial statements
which are included in the statement of additional information and annual report.
    
PER-SHARE DATA AND RATIOS(1)
 
<TABLE>
<CAPTION>
                                                              YEAR ENDED MARCH 31
                                                            ......................
                        1998      1997      1996      1995      1994      1993      1992      1991      1990      1989
                       -------------------------------------------------------------------
<S>                    <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Net asset value,
beginning of year       $26.70    $24.28    $20.89    $21.95    $17.64    $16.64    $15.18    $14.39    $13.38    $12.64
- ------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income      .45       .46       .46       .35       .24       .22       .28       .28       .25       .23
 ...................................................................................................................................
 ...
Net realized gain and
change in unrealized
appreciation on
investments               4.79      3.28      3.63      (.19)     4.37      1.04      1.48      1.02      1.95      1.54
 ...................................................................................................................................
 ...
Total income from
investment operations     5.24      3.74      4.09       .16      4.61      1.26      1.76      1.30      2.20      1.77
- ------------------------------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS:
Dividends from net
investment income        (.433)     (.41)     (.49)    (.317)    (.187)    (.222)     (.30)     (.33)     (.28)     (.18)
 ...................................................................................................................................
 ...
Dividends from net
realized non-U.S.
currency gains(2)        (.017)     (.03)       --     (.003)    (.043)    (.038)       --        --        --        --
 ...................................................................................................................................
 ...
Distributions from
net realized gains       (1.93)     (.88)     (.21)     (.90)     (.07)       --        --      (.18)     (.91)     (.85)
 ...................................................................................................................................
 ...
Total distributions      (2.38)    (1.32)     (.70)    (1.22)     (.30)     (.26)     (.30)     (.51)    (1.19)    (1.03)
 ...................................................................................................................................
 ...
Net asset value, end
of year                 $29.56    $26.70    $24.28    $20.89    $21.95    $17.64    $16.64    $15.18    $14.39    $13.38
- ------------------------------------------------------------------------------------------------------------------------
Total return(3)         20.97%    15.88%    19.84%      .71%    26.27%     7.69%    11.71%     9.11%    16.99%    14.69%
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
year (in millions)     $21,316   $16,737   $12,335   $ 8,588   $ 6,429   $ 2,992   $ 1,933   $ 1,138   $   584   $   228
 ...................................................................................................................................
 ...
Ratio of expenses to
average net assets        .86%      .90%      .95%      .97%      .99%     1.10%     1.24%     1.28%     1.24%     1.30%
 ...................................................................................................................................
 ...
Ratio of net income
to average net assets    1.64%     1.77%     2.09%     1.80%     1.13%     1.40%     1.85%     2.23%     2.29%     1.87%
 ...................................................................................................................................
 ...
Average commissions
paid per share(4)         .41c     1.36c     1.10c      .21c      .08c      .25c      .22c     2.09c     2.17c     2.42c
 ...................................................................................................................................
 ...
Portfolio turnover
rate                    30.51%    25.82%    21.77%    16.02%    21.37%    10.35%     9.65%     8.58%    25.82%    35.47%
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
 
(1) Adjusted to reflect the 100% share dividend effective June 10, 1993.
 
(2) Realized non-U.S. currency gains are treated as ordinary income for federal
    income tax purposes.
 
(3) Excludes maximum sales charge of 5.75%.
 
(4) Brokerage commissions paid on portfolio transactions increase the cost of
    securities purchased or reduce the proceeds of securities sold, and are not
    separately reflected in the fund's statement of operations. Shares traded on
    a principal basis (without commissions), such as most over-the-counter and
    fixed-income transactions, are excluded. Generally, non-U.S. commissions are
    lower than U.S. commissions when expressed as cents per share but higher
    when expressed as a percentage of transaction amount because of the lower
    per-share prices of many non-U.S. securities.    
 
  4   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
INVESTMENT POLICIES AND RISKS
The fund aims to provide you with long-term growth of capital by investing in
securities of issuers domiciled outside the U.S.
    
Under normal market conditions, the fund seeks to achieve this investment
objective by investing primarily (at least 65% of its assets) in securities of
issuers domiciled in Europe or the Pacific Basin. The Pacific Basin is generally
defined as those countries bordering the Pacific Ocean. In addition, the fund
may invest in securities of issuers domiciled in other countries including
developing countries. In determining the domicile of an issuer, Capital Research
and Management Company, the fund's investment adviser, takes into account where
the company is legally organized, the location of its principal corporate
offices, and where it conducts its principal operations.    
    
The fund's assets may be invested in common stocks, securities convertible into
common stocks, warrants and rights, straight debt securities (generally rated in
the top three quality categories by Moody's Investors Service, Inc. or Standard
& Poor's Corporation, or unrated but determined to be of equivalent quality by
Capital Research and Management Company), government securities, nonconvertible
preferred stocks, repurchase agreements, or cash or cash equivalents (such as
commercial paper, commercial bank obligations, and securities of the U.S.
Government, its agencies and instrumentalities). These securities may be
denominated in U.S. dollars or other currencies. MORE INFORMATION ON THE FUND'S
INVESTMENT POLICIES IS CONTAINED IN ITS STATEMENT OF ADDITIONAL INFORMATION.    
 
Investment limitations are considered at the time securities are purchased.
These limits are based on the fund's net assets unless otherwise indicated. The
fund's fundamental investment restrictions (described in the statement of
additional information) and objective may not be changed without shareholder
approval.
 
THE FUND MAY NOT ACHIEVE ITS INVESTMENT OBJECTIVE DUE TO MARKET CONDITIONS AND
OTHER FACTORS. IN ADDITION, THE FUND MAY EXPERIENCE DIFFICULTY LIQUIDATING
CERTAIN PORTFOLIO SECURITIES DURING SIGNIFICANT MARKET DECLINES OR PERIODS OF
HEAVY REDEMPTIONS.
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    5
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
SECURITIES AND INVESTMENT TECHNIQUES
 
EQUITY SECURITIES
 
Equity securities represent an ownership position in a company. The prices of
equity securities fluctuate based on changes in the financial condition of their
issuers and on market and economic conditions. The fund's results will be
related to the overall market for these securities. The growth-oriented, equity-
type securities generally purchased by the fund may involve large price swings
and potential for loss, particularly in the case of smaller capitalization
stocks.
 
DEBT SECURITIES
 
Bonds and other debt securities are used by issuers to borrow money. Issuers pay
investors interest and generally must repay the amount borrowed at maturity.
Some debt securities, such as zero coupon bonds, do not pay current interest but
are purchased at a discount from their face value. The prices of debt securities
fluctuate depending on such factors as interest rates, credit quality and
maturity. In general their prices decline when interest rates rise and vice
versa.
    
The fund may invest up to 5% of its assets in debt securities rated Baa and BBB
or below by Moody's Investor Service, Inc. or Standard & Poor's Corporation or
in unrated securities that are determined to be of equivalent quality by Capital
Research and Management Company. Securities rated Ba and BB or below are
commonly known as "high-yield, high-risk" or "junk" bonds. The market prices of
these securities may fluctuate more than higher quality securities and may
decline significantly in periods of general economic difficulty. The quality
restrictions described above do not apply to securities convertible into common
stocks.    
   
Capital Research and Management Company attempts to reduce the risks described
above through diversification of the portfolio and by credit analysis of each
issuer as well as by monitoring broad economic trends and corporate and
legislative developments.    
 
INVESTING IN VARIOUS COUNTRIES
    
Investing outside the U.S. involves special risks, particularly in certain
developing countries, caused by, among other things: fluctuating currency
values; different accounting, auditing, and financial reporting regulations and
practices in some countries; changing local and regional economic, political,
and social conditions; expropriation or confiscatory taxation; greater market
volatility; differing securities market structures; and various administrative
difficulties such as delays
 
  6   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
in clearing and settling portfolio transactions or in receiving payment of
dividends. However, in the opinion of Capital Research and Management Company,
investing outside the U.S. also can reduce certain portfolio risks due to
greater diversification opportunities.    
 
Additional costs could be incurred in connection with the fund's investment
activities outside the U.S. Brokerage commissions may be higher outside the
U.S., and the fund will bear certain expenses in connection with its currency
transactions. Furthermore, increased custodian costs may be associated with the
maintenance of assets in certain jurisdictions.
 
CURRENCY TRANSACTIONS
    
The fund can purchase and sell currencies to facilitate securities transactions
and enter into forward currency contracts to hedge against changes in currency
exchange rates. While entering into forward currency transactions could minimize
the risk of loss due to a decline in the value of the hedged currency, it could
also limit any potential gain which might result from an increase in the value
of the currency. The fund will not generally attempt to protect against all
potential changes in exchange rates.    
    
EURO INTRODUCTION
 
On January 1, 1999, the European Union will introduce a single European
currency, the euro. The first group of countries that will begin to convert
their currencies to the euro include Austria, Belgium, Finland, France, Germany,
Ireland, Italy, Luxembourg, the Netherlands, Portugal, and Spain. The expected
introduction of the euro presents unique uncertainties, including: whether the
payment and operational systems of banks and other financial institutions will
be ready by the scheduled launch date; the legal treatment of certain
outstanding financial contracts after January 1, 1999 that refer to existing
currencies rather than the euro; and the creation of suitable clearing and
settlement payment systems for the new currency. These or other factors,
including political and economic risks, could cause market disruptions before or
after the introduction of the euro. The fund understands that the investment
adviser and other key service providers are taking steps to address euro-related
issues.    
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    7
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
MULTIPLE PORTFOLIO COUNSELOR SYSTEM
    
The investment philosophy of Capital Research and Management Company is to seek
fundamental values at reasonable prices. Capital Research and Management Company
utilizes a system of multiple portfolio counselors in managing mutual fund
assets. Under this system the portfolio of a fund is divided into segments which
are managed by individual counselors. Counselors decide how their respective
segments will be invested (within the limits provided by a fund's objective(s)
and policies and by Capital Research and Management Company's investment
committee). In addition, Capital Research and Management Company's research
professionals may make investment decisions with respect to a portion of a
fund's portfolio. The primary individual portfolio counselors for the fund are
listed on the following page.    
 
  8   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
   <TABLE>
<CAPTION>
                                                                            YEARS OF EXPERIENCE AS
                                                                            INVESTMENT PROFESSIONAL
                                                                                 (APPROXIMATE)
                                                                .....................................
                                                 YEARS OF EXPERIENCE
                                               AS PORTFOLIO COUNSELOR      WITH CAPITAL
                                             (AND RESEARCH PROFESSIONAL,   RESEARCH AND
 PORTFOLIO COUNSELORS                            IF APPLICABLE) FOR         MANAGEMENT
   FOR EUROPACIFIC                               EUROPACIFIC GROWTH         COMPANY OR
     GROWTH FUND         PRIMARY TITLE(S)        FUND (APPROXIMATE)       ITS AFFILIATES  TOTAL YEARS
 ----------------------------------------------------------------------------------------------------
 <S>                   <C>                   <C>                          <C>             <C>
 THIERRY VANDEVENTER   Trustee and           14 years (since the fund     35 years        35 years
                       President of the      began operations)
                       fund. Director,
                       Capital Research and
                       Management Company
 ----------------------------------------------------------------------------------------------------
 STEPHEN E. BEPLER     Executive Vice        14 years (since the fund     26 years        32 years
                       President of the      began operations)
                       fund. Senior Vice
                       President, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 MARK E. DENNING       >Executive Vice       7 years (plus 3 years as a   16 years        16 years
                       President of the      research professional prior
                       fund. Director,       to becoming a portfolio
                       Capital Research and  counselor for the fund)
                       Management Company.
                       Senior Vice
                       President and
                       Director, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 ROBERT W. LOVELACE    Senior Vice           4 years (plus 7 years as a   13 years        13 years
                       President of the      research professional prior
                       fund. Executive Vice  to becoming a portfolio
                       President and         counselor for the fund)
                       Director, Capital
                       Research Company*.
                       Vice President,
                       Capital Research and
                       Management Company.
 ----------------------------------------------------------------------------------------------------
 JANET A. MCKINLEY     Senior Vice           8 years (plus 5 years as a   16 years        22 years
                       President of the      research professional prior
                       fund. Director,       to becoming a portfolio
                       Capital Research and  counselor for the fund)
                       Management Company.
                       Senior Vice
                       President, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 ALWYN HEONG           Vice President of     2 years (plus 4 years as a   6 years         10 years
                       the fund. Vice        research professional prior
                       President, Capital    to becoming a portfolio
                       Research Company*     counselor for the fund)
 ----------------------------------------------------------------------------------------------------
 MARTIAL CHAILLET      Senior Vice           4 years (plus 5 years as a   26 years        26 years
                       President, Capital    research professional prior
                       Research Company*     to becoming a portfolio
                                             counselor for the fund)
 ----------------------------------------------------------------------------------------------------
   The fund began operations on April 16, 1984.
 * Company affiliated with Capital Research and Management Company.
</TABLE>    
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    9
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
INVESTMENT RESULTS
The fund may from time to time compare investment results to various indices or
other mutual funds. Fund results may be calculated on a total return, yield
and/or distribution rate basis. Currently, the fund calculates investment
results only on a total return basis. Results calculated without a sales charge
will be higher.
 
X TOTAL RETURN is the change in value of an investment in the fund over a given
  period, assuming reinvestment of any dividends and capital gain distributions.
 
X YIELD is computed by dividing the net investment income per share earned by
  the fund over a given period of time by the maximum offering price per share
  on the last day of the period, according to a formula mandated by the
  Securities and Exchange Commission. A yield calculated using this formula may
  be different than the income actually paid to shareholders.
 
X DISTRIBUTION RATE reflects dividends that were paid by the fund. The
  distribution rate is calculated by dividing the dividends paid over the last
  12 months by the sum of the month-end price and the capital gain distributions
  paid over the last 12 months.
    
                               INVESTMENT RESULTS
                       (FOR PERIODS ENDED MARCH 31, 1998)
 
<TABLE>
<CAPTION>
                                             THE FUND         THE FUND AT
             AVERAGE ANNUAL                   AT NET            MAXIMUM         MSCI
             TOTAL RETURNS                ASSET VALUE(1)   SALES CHARGE(1,2)   EAFE(3)
- --------------------------------------------------------------------------------------
<S>                                       <C>              <C>                 <C>
One year                                      20.97%             14.01%        18.93%
 ...................................................................................................................................
 ...
Five years                                    16.40%             15.03%        12.24%
 ...................................................................................................................................
 ...
Ten years                                     14.17%             13.50%         6.51%
 ...................................................................................................................................
 ...
Lifetime(4)                                   16.63%             16.14%        14.73%
- --------------------------------------------------------------------------------------
</TABLE>
 
(1) These fund results were calculated according to a standard formula that is
    required for all stock and bond funds.
(2) The maximum sales charge has been deducted.
(3) Morgan Stanley Capital International EAFE (Europe, Australasia, Far East)
    Index measures all major stock markets outside North America. This index is
    unmanaged and does not reflect sales charges, commissions or expenses.
(4) The fund began operations on April 16, 1984.    
 
  10   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
    
[Total Returns Bar Chart]
Here are the fund's annual total returns calculated without a sales charge.  
This information is being supplied on a calendar year basis.
 
1988    20.95
1989    24.19
1990   - 0.11
1991    18.59
1992     2.30
1993    35.60
1994     1.13
1995    12.87
1996    18.64
1997     9.19
 
Past results are not an indication of future results.
[end bar chart]
 
- --------------------------------------------------------------------------------
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
DIVIDENDS AND DISTRIBUTIONS
 
The fund usually pays dividends, which may fluctuate, in June and December.
Capital gains, if any, are also usually distributed in December. When a dividend
or capital gain is distributed, the net asset value per share is reduced by the
amount of the payment.
 
If a shareholder has elected to receive dividends and/or capital gain
distributions in cash, and the postal or other delivery service is unable to
deliver checks to the shareholder's address of record, or the shareholder does
not respond to mailings from American Funds Service Company with regard to
uncashed distribution checks, the shareholder's distribution option will
automatically be converted to having all dividends and other distributions
reinvested in additional shares.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    11
 
 
<PAGE>
 
FEDERAL TAXES
 
In any fiscal year in which the fund qualifies as a regulated investment company
and distributes to shareholders all of its net investment income and net capital
gains, the fund itself is relieved of federal income tax.
 
Generally, all dividends and capital gains are taxable whether they are
reinvested or received in cash -- unless you are exempt from taxation or
entitled to tax deferral. Early each year, you will be notified as to the amount
and federal tax status of all income distributions paid during the prior year.
Such distributions may also be subject to state or local taxes. The tax
treatment of redemptions from a retirement plan account may differ from
redemptions from an ordinary shareholder account.
 
YOU MUST PROVIDE THE FUND WITH A CERTIFIED CORRECT TAXPAYER IDENTIFICATION
NUMBER (GENERALLY YOUR SOCIAL SECURITY NUMBER) AND CERTIFY THAT YOU ARE NOT
SUBJECT TO BACKUP WITHHOLDING. IF YOU FAIL TO DO SO THE IRS CAN REQUIRE THE FUND
TO WITHHOLD 31% OF YOUR TAXABLE DISTRIBUTIONS AND REDEMPTIONS. Federal law also
requires the fund to withhold 30% or the applicable tax treaty rate from
dividends paid to certain nonresident alien, non-U.S. partnership and non-U.S.
corporation shareholder accounts.
 
This is a brief summary of some of the tax laws that affect your investment in
the fund. Please see the statement of additional information and your tax
adviser for further information.
 
- --------------------------------------------------------------------------------
FUND ORGANIZATION AND MANAGEMENT
 
FUND ORGANIZATION AND VOTING RIGHTS

    
    
The fund, an open-end, diversified management investment company, was organized
as a Massachusetts business trust in 1983. All fund operations are supervised by
the fund's board of trustees which meets periodically and performs duties
required by applicable state and federal laws. Members of the board who are not
employed by Capital Research and Management Company or its affiliates are paid
certain fees for services rendered to the fund as described in the statement of
additional information. They may elect to defer all or a portion of these fees
through a deferred compensation plan in effect for the fund. The fund does not
hold annual meetings of shareholders. However, significant corporate matters
which require shareholder approval, such as certain elections of board members
or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of
 
  12   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
the shares, the fund will hold a meeting at which any member of the board could
be removed by a majority vote.    
 
THE INVESTMENT ADVISER
 
Capital Research and Management Company, a large and experienced investment
management organization founded in 1931, is the investment adviser to the fund
and other funds, including those in The American Funds Group. Capital Research
and Management Company, a wholly owned subsidiary of The Capital Group
Companies, Inc., is headquartered at 333 South Hope Street, Los Angeles, CA
90071. Capital Research and Management Company manages the investment portfolio
and business affairs of the fund. The management fee paid by the fund to Capital
Research and Management Company may not exceed 0.69% of the fund's average net
assets annually and declines at certain asset levels. The total management fee
paid by the fund, as a percentage of average net assets, for the previous fiscal
year is discussed earlier under "Expenses."
 
Capital Research and Management Company and its affiliated companies have
adopted a personal investing policy that is consistent with the recommendations
contained in the May 9, 1994 report issued by the Investment Company Institute's
Advisory Group on Personal Investing. This policy has also been incorporated
into the fund's code of ethics.
 
PLAN OF DISTRIBUTION
 
The fund has a Plan of Distribution or "12b-1 Plan" under which it may finance
activities primarily intended to sell shares, provided the categories of
expenses are approved in advance by the board. The 12b-1 fee paid by the fund,
as a percentage of average net assets, for the previous fiscal year is discussed
earlier under "Expenses." Since these fees are paid out of the fund's assets on
an ongoing basis, over time they will increase the cost of an investment and may
cost you more than paying higher sales loads in lieu of these fees.
 
PORTFOLIO TRANSACTIONS
 
Orders for the fund's portfolio securities transactions are placed by Capital
Research and Management Company, which strives to obtain the best available
prices, taking into account the costs and quality of executions. Fixed-income
securities are generally traded on a "net" basis with a dealer acting as
principal for its own account without a stated commission, although the price of
the security usually includes a profit to the dealer. In underwritten offerings,
securities are usually purchased at a fixed price which includes an amount of
compensation to the dealer, generally referred to as a concession or discount.
On occasion, securities may be purchased directly from an issuer, in which case
no
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    13
 
 
<PAGE>
 
commissions or discounts are paid. In the over-the-counter market, purchases and
sales are transacted directly with principal market-makers except in those
circumstances where it appears better prices and executions are available
elsewhere.
 
Subject to the above policy, when two or more brokers (either directly or
through their correspondent clearing agents) are in a position to offer
comparable prices and executions, preference may be given to brokers who have
sold shares of the fund or have provided investment research, statistical, and
other related services for the benefit of the fund and/or other funds served by
Capital Research and Management Company.
 
PRINCIPAL UNDERWRITER AND TRANSFER AGENT
 
American Funds Distributors, Inc. and American Funds Service Company serve as
the principal underwriter and transfer agent for the fund, respectively. They
are headquartered at 333 South Hope Street, Los Angeles, CA 90071 and 135 South
State College Boulevard, Brea, CA 92821, respectively.
 
                  AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS
 
                    CALL TOLL-FREE FROM ANYWHERE IN THE U.S.
                             (8 A.M. TO 8 P.M. ET):
                                  800/421-0180
 
 [U.S. MAP]
 
<TABLE>
      <S>                <C>                <C>                  <C>
      WESTERN SERVICE    WESTERN CENTRAL    EASTERN CENTRAL      EASTERN SERVICE
      CENTER             SERVICE CENTER     SERVICE CENTER       CENTER
      American Funds     American Funds     American Funds       American Funds
      Service Company    Service Company    Service Company      Service Company
      P.O. Box 2205      P.O. Box 659522    P.O. Box 6007        P.O. Box 2280
      Brea, California   San Antonio,       Indianapolis,        Norfolk, Virginia
      92822-2205         Texas              Indiana              23501-2280
      Fax: 714/671-7080  78265-9522         46206-6007           Fax: 757/670-4773
                         Fax: 210/530-4050  Fax: 317/735-6620
</TABLE>
 
  14   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
SHAREHOLDER SERVICES
 
The fund offers you a valuable array of services you can use to alter your
investment program as your needs and circumstances change. These services, which
are summarized below, are available only in states where they may be legally
offered and may be terminated or modified at any time upon 60 days' written
notice. A COMPLETE DESCRIPTION OF SHAREHOLDER SERVICES AND ACCOUNT POLICIES IS
CONTAINED IN THE FUND'S STATEMENT OF ADDITIONAL INFORMATION. In addition, an
easy-to-read guide to owning a fund in The American Funds Group titled "Welcome
to the Family" is sent to new shareholders and is available by writing or
calling American Funds Service Company.
 
THE SERVICES DESCRIBED MAY NOT BE AVAILABLE THROUGH SOME RETIREMENT PLANS OR
ACCOUNTS HELD BY INVESTMENT DEALERS. IF YOU ARE INVESTING IN SUCH A MANNER, YOU
SHOULD CONTACT YOUR PLAN ADMINISTRATOR/TRUSTEE OR DEALER ABOUT WHAT SERVICES ARE
AVAILABLE AND WITH QUESTIONS ABOUT YOUR ACCOUNT.
 
- --------------------------------------------------------------------------------
PURCHASING SHARES
 
HOW TO PURCHASE SHARES
 
Generally, you may open an account by contacting any investment dealer
authorized to sell the fund's shares. You may add to your account through your
dealer or directly through American Funds Service Company by mail, computer,
wire, or bank debit. You may also establish or add to your account by exchanging
shares from any of your other accounts in The American Funds Group. The fund and
American Funds Distributors reserve the right to reject any purchase order for
any reason. This includes exchange purchase orders that may place an unfair
burden on other shareholders due to their frequency.
 
Various purchase options are available as described below subject to certain
investment minimums and limitations described in the statement of additional
information and "Welcome to the Family."
 
X Automatic Investment Plan
 
  You may invest monthly or quarterly through automatic withdrawals from your
  bank account.
 
X Automatic Reinvestment
 
  You may reinvest your dividends and capital gain distributions into the fund
  (with no sales charge). This will be done automatically unless you elect to
  have the dividends and/or capital gain distributions paid to you in cash.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    15
 
 
<PAGE>
 
X Cross-Reinvestment
 
  You may invest your dividends and capital gain distributions into any other
  fund in The American Funds Group.
 
X Exchange Privilege
 
  You may exchange your shares into other funds in The American Funds Group
  generally with no sales charge. Exchanges of shares from the money market
  funds that were initially purchased with no sales charge will generally be
  subject to the appropriate sales charge. You may also elect to automatically
  exchange shares among any of the funds in The American Funds Group. Exchange
  requests may be made in writing, by telephone including American FundsLine(R),
  by computer using American FundsLine OnLine(SM) (see below) or by fax.
  EXCHANGES HAVE THE SAME TAX CONSEQUENCES AS ORDINARY SALES AND PURCHASES.
 
X Retirement Plans
 
  You may invest in the fund through various retirement plans. For further
  information contact your investment dealer or American Funds Distributors.
 
SHARE PRICE
 
The fund's share price, also called net asset value, is determined as of 4:00
p.m. New York time which is the normal close of trading on the New York Stock
Exchange, every day the Exchange is open. The fund calculates its net asset
value per share, generally using market prices, by dividing the total value of
its assets after subtracting liabilities by the number of its shares
outstanding. Shares are purchased at the offering price next determined after
your investment is received and accepted by American Funds Service Company. The
offering price is the net asset value plus a sales charge, if applicable.
 
SHARE CERTIFICATES
 
Shares are credited to your account and certificates are not issued unless you
request them by writing to American Funds Service Company.
 
INVESTMENT MINIMUMS
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                          <C>
To establish an account....................................  $250
  For a retirement plan account............................  $250
  For a retirement plan account through payroll              $ 25
     deduction.............................................
To add to an account.......................................  $ 50
  For a retirement plan account through payroll              $ 25
     deduction.............................................
</TABLE>
 
  16   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
SALES CHARGES
 
A sales charge may apply, as described below, when purchasing shares. Sales
charges may be reduced for larger purchases as indicated below.
 
<TABLE>
<CAPTION>
                                           SALES CHARGE AS A
                                             PERCENTAGE OF
                                   .................................        DEALER
                                                            NET          CONCESSION AS
                                      OFFERING            AMOUNT         % OF OFFERING
           INVESTMENT                   PRICE            INVESTED            PRICE
- --------------------------------------------------------------------------------------
<S>                                <C>                <C>                <C>
Less than $50,000                         5.75%              6.10%             5.00%
 
$50,000 but less than $100,000            4.50%              4.71%             3.75%
 
$100,000 but less than $250,000           3.50%              3.63%             2.75%
 
$250,000 but less than $500,000           2.50%              2.56%             2.00%
 
$500,000 but less than $1 million         2.00%              2.04%             1.60%
 
$1 million or more and certain
other investments described below     see below          see below         see below
</TABLE>
 
PURCHASES NOT SUBJECT TO SALES CHARGES
 
Investments of $1 million or more and investments made by employer-sponsored
defined contribution-type plans with 100 or more eligible employees are sold
with no initial sales charge. A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE
IMPOSED ON CERTAIN REDEMPTIONS BY THESE ACCOUNTS MADE WITHIN ONE YEAR OF
PURCHASE. Investments by retirement plans, foundations or endowments with $50
million or more in assets may be made with no sales charge and are not subject
to a contingent deferred sales charge. A dealer concession of up to 1% may be
paid by the fund under its Plan of Distribution and/or by American Funds
Distributors on investments made with no initial sales charge. Investments by
certain individuals and entities including employees and other associated
persons of dealers authorized to sell shares of the fund and Capital Research
and Management Company and its affiliated companies are not subject to a sales
charge.
 
ADDITIONAL DEALER COMPENSATION
 
In addition to the concessions listed, up to 0.25% of average net assets is paid
annually to qualified dealers for providing certain services pursuant to the
fund's Plan of Distribution. American Funds Distributors currently provides
additional compensation to the top 100 dealers who have sold shares of funds in
The American Funds Group based on the pro rata share of a qualifying dealer's
sales.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    17
 
 
<PAGE>
 
REDUCING YOUR SALES CHARGE
 
You and your immediate family may combine investments to reduce your costs. You
must let your investment dealer or American Funds Service Company know if you
qualify for a reduction in your sales charge using one or any combination of the
methods described below.
 
X Aggregation
 
  Investments that may be aggregated include those made by you, your spouse and
  your children under the age of 21, if all parties are purchasing shares for
  their own account(s), including any business account solely "controlled by,"
  as well as any retirement plan or trust account solely for the benefit of,
  these individuals. Investments made for multiple employee benefit plans of a
  single employer or "affiliated" employers may be aggregated provided they are
  not also aggregated with individual accounts. Finally, investments made by a
  common trust fund or other diversified pooled account not specifically formed
  for the purpose of accumulating fund shares may be aggregated.
 
  Purchases made for nominee or street name accounts will generally not be
  aggregated with those made for other accounts unless qualified as described
  above.
 
X Concurrent Purchases
 
  You may combine concurrent purchases of two or more funds in The American
  Funds Group, except direct purchases of the money market funds. Shares of the
  money market funds purchased through an exchange, reinvestment or
  cross-reinvestment from a fund having a sales charge do qualify.
 
X Right of Accumulation
 
  You may take into account the current value of your existing holdings in The
  American Funds Group, as well as your holdings in Endowments and Bond
  Portfolio for Endowments (shares of which may be owned only by tax-exempt
  organizations), to determine your sales charge on investments in accounts
  eligible to be aggregated, or when making a gift to an individual or charity.
  Direct purchases of the money market funds are excluded.
 
X Statement of Intention
 
  You may enter into a non-binding commitment to invest a certain amount (which,
  at your request, may include purchases made during the previous 90 days) in
  non-money market fund shares over a 13-month period (excludes appreciation and
  reinvested distributions). A portion of your account may be held in escrow to
  cover additional sales charges which may be due if your total investments over
  the statement period are insufficient to qualify for the applicable sales
  charge reduction.
  18   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
SELLING SHARES
 
HOW TO SELL SHARES
 
You may sell (redeem) shares in your account by contacting your investment
dealer or American Funds Service Company. You may also use American FundsLine(R)
or American FundsLine OnLine(SM) (see below). In addition, you may sell shares
in amounts of $50 or more automatically. If you sell shares through your
investment dealer you may be charged for this service. Shares held for you in
your dealer's street name must be sold through the dealer.
 
Shares are sold at the net asset value next determined after your request is
received in good order by American Funds Service Company. Sale requests may be
made in writing, by telephone (including American FundsLine(R)), by computer
using American FundsLine OnLine(SM), or by fax. Sales by telephone, computer or
fax are limited to $50,000 in accounts registered to individual(s) (including
non-retirement trust accounts). In addition, checks must be made payable to the
registered shareholder(s) and mailed to an address of record that has been used
with the account for at least 10 days.
 
Proceeds will not be mailed until sufficient time has passed to provide
reasonable assurance that checks or drafts (including certified or cashier's
checks) for shares purchased have cleared (which may take up to 15 calendar days
from the purchase date). Except for delays relating to clearance of checks for
share purchases or in extraordinary circumstances (and as permissible under the
Investment Company Act of 1940), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.
 
The fund may, with 60 days' written notice, close your account if due to a sale
of shares the account has a value of less than the minimum required initial
investment.
 
Generally, written requests to sell shares must be signed by you and must
include any shares you wish to sell that are in certificate form. Your signature
must be guaranteed by a member firm of a domestic stock exchange or the National
Association of Securities Dealers, Inc., bank, savings association or credit
union that is an eligible guarantor institution. A signature guarantee is not
currently required for any sale of $50,000 or less provided the check is made
payable to the registered shareholder(s) and is mailed to the address of record
on the account, and provided the address has been used with the account for at
least 10 days. Additional documentation may be required for sales of shares held
in corporate, partnership or fiduciary accounts.
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    19
 
 
<PAGE>
 
You may reinvest proceeds from a redemption or a dividend or capital gain
distribution without a sales charge (any contingent deferred sales charge paid
will be credited to your account) in any fund in The American Funds Group within
90 days after the date of the redemption or distribution. Redemption proceeds of
shares representing direct purchases in the money market funds are excluded.
Reinvestment will be at the next calculated net asset value after receipt and
acceptance by American Funds Service Company.
 
- --------------------------------------------------------------------------------
OTHER IMPORTANT THINGS TO REMEMBER
 
AMERICAN FUNDSLINE(R) AND AMERICAN FUNDSLINE ONLINE(SM)
 
You may check your share balance, the price of your shares, or your most recent
account transactions, sell shares (up to $50,000 per shareholder each day), or
exchange shares around the clock with American FundsLine(R) or American
FundsLine OnLine(SM). To use these services, call 800/325-3590 from a
TouchTone(TM) telephone or access The American Funds Web site on the Internet at
www.americanfunds.com.
 
TELEPHONE AND COMPUTER PURCHASES, SALES AND EXCHANGES
 
Unless you opt out of the telephone or computer (including American FundsLine(R)
or American FundsLine OnLine(SM)) or fax purchase, sale and/or exchange options
(see below), you agree to hold the fund, American Funds Service Company, any of
its affiliates or mutual funds managed by such affiliates, and each of their
respective directors, trustees, officers, employees and agents harmless from any
losses, expenses, costs or liabilities (including attorney fees) which may be
incurred in connection with the exercise of these privileges provided American
Funds Service Company employs reasonable procedures to confirm that the
instructions received from any person with appropriate account information are
genuine. If reasonable procedures are not employed, the fund may be liable for
losses due to unauthorized or fraudulent instructions.
 
Generally, all shareholders are automatically eligible to use these options.
However, you may elect to opt out of these options by writing American Funds
Service Company. (You may also reinstate them at any time by writing to American
Funds Service Company.)
 
  20   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
ACCOUNT STATEMENTS
 
You will receive regular confirmation statements reflecting transactions in your
account. Dividend and capital gain reinvestments and purchases through automatic
investment plans and certain retirement plans will be confirmed at least
quarterly.
    
YEAR 2000
 
The date-related computer issue known as the "Year 2000 problem" could have an
adverse impact on the quality of services provided to the fund and its
shareholders. However, the fund understands that its key service providers --
including the investment adviser and its affiliates -- are taking steps to
address the issue. In addition, the Year 2000 problem may adversely affect the
companies in which the fund invests. For example, companies may incur
substantial costs to address the problem. They may also suffer losses caused by
corporate and governmental data processing errors. The fund and its investment
adviser will continue to monitor developments relating to this issue.    
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    21
 
 
<PAGE>
 
NOTES
 
  22   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
NOTES
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    23
 
 
<PAGE>
 
<TABLE>
   <S>                    <C>                       <C>
   FOR SHAREHOLDER        FOR RETIREMENT PLAN       FOR DEALER SERVICES
   SERVICES               SERVICES                  American Funds
   American Funds         Call your employer        Distributors
   Service Company        or                        800/421-9900 ext. 11
   800/421-0180 ext. 1    plan administrator
                       FOR 24-HOUR INFORMATION
                  American           American Funds
                  FundsLine(R)       Internet Web site
                  800/325-3590       http://www.americanfunds.com
   Telephone conversations may be recorded or monitored for
   verification, recordkeeping and quality assurance purposes.
   ----------------------------------------------------------------
   MULTIPLE TRANSLATIONS
   This prospectus may be translated into other languages. In the
   event of any inconsistency or ambiguity as to the meaning of any
   word or phrase in a translation, the English text will prevail.
   ----------------------------------------------------------------
                        OTHER FUND INFORMATION
   ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS
   Includes financial statements, detailed performance information,
   portfolio holdings, a statement from portfolio management and
   the independent accountants' report (in the annual report).
   STATEMENT OF ADDITIONAL INFORMATION (SAI)
   Contains more detailed information on all aspects of the fund,
   including the fund's financial statements.
   A current SAI has been filed with the Securities and Exchange
   Commission ("SEC"). It is incorporated by reference into this
   prospectus and is available along with other related materials
   on the SEC's Internet Web site at http://www.sec.gov.
   CODE OF ETHICS
   Includes a description of the fund's personal investing policy.
   To request a free copy of any of the documents above:
   Call American Funds               Write to the Secretary
             or                      of the fund
   Service Company                   333 South Hope Street
   800/421-0180 ext. 1               Los Angeles, CA 90071
</TABLE>
 
  24   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
      This prospectus has been printed on recycled paper.
 
                                                      LOGO
 
 
<PAGE>
 
 
THE FUND PROVIDES SPANISH TRANSLATIONS IN CONNECTION WITH THE PUBLIC
OFFERING AND SALE OF ITS SHARES.  THE FOLLOWING IS A FAIR AND ACCURATE
ENGLISH TRANSLATION OF A SPANISH LANGUAGE PROSPECTUS FOR THE FUND.
 
 
 
 
 
                     [Logo of The American Funds Group (R)]
 
- --------------------------------------------------------------------------------
 
                                  EuroPacific
                                  Growth Fund
                                  Prospectus
 
                                  JUNE 1, 1998    
 
 
<PAGE>
 
EUROPACIFIC GROWTH FUND
333 South Hope Street
Los Angeles, CA 90071
 
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
 
<TABLE>
<S>                            <C>
Expenses                         3
 .................................................................
Financial Highlights             4
 .................................................................
Investment Policies and Risks    5
 .................................................................
Securities and Investment
Techniques                       6
 .................................................................
Multiple Portfolio Counselor
System                           8
Investment Results              10
 .................................................................
Dividends, Distributions and
Taxes                           11
 .................................................................
Fund Organization and
Management                      12
 .................................................................
Shareholder Services            15
</TABLE>
 
- --------------------------------------------------------------------------------
 
The fund's investment objective is to achieve long-term growth of capital by
investing in securities of issuers domiciled outside the U.S. Normally, the fund
seeks to achieve this investment objective by investing primarily in equity
securities of issuers domiciled in Europe or the Pacific Basin.
 
This prospectus presents information you should know before investing in the
fund. You should keep it on file for future reference.
 
YOU MAY LOSE MONEY BY INVESTING IN THE FUND. THE LIKELIHOOD OF LOSS IS GREATER
IF YOU INVEST FOR A SHORTER PERIOD OF TIME. YOUR INVESTMENT IN THE FUND IS NOT A
DEPOSIT OR OBLIGATION OF, OR INSURED OR GUARANTEED BY, ANY ENTITY OR PERSON
INCLUDING THE U.S. GOVERNMENT AND THE FEDERAL DEPOSIT INSURANCE CORPORATION.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION PASSED UPON
THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
 
16-010-0698
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
EXPENSES
The effect of the expenses described below is reflected in the fund's share
price and return.
 
You may pay certain shareholder transaction expenses when you buy or sell shares
of the fund. Operating expenses are paid by the fund.
 
SHAREHOLDER TRANSACTION EXPENSES
 
<TABLE>
<S>                                                          <C>
Maximum sales charge on purchases
(as a percentage of offering price)                          5.75%
 ...................................................................................................................................
 ...
</TABLE>
 
SALES CHARGES ARE REDUCED OR ELIMINATED FOR LARGER PURCHASES. There is no sales
charge on reinvested dividends, and no deferred sales charge or redemption or
exchange fees. A contingent deferred sales charge of 1% applies on certain
redemptions made within 12 months following purchases without a sales charge.
 
FUND OPERATING EXPENSES
(as a percentage of average net assets)
- --------------------------------------------------------------------------------
 
   <TABLE>
<S>                                                         <C>
Management fees                                             0.47%
 ...................................................................................................................................
 ...
12b-1 expenses                                              0.24%(1)
 ...................................................................................................................................
 ...
Other expenses                                              0.15%
 ...................................................................................................................................
 ...
Total fund operating expenses                               0.86%
</TABLE>    
 
(1) 12b-1 expenses may not exceed 0.25% of the fund's average net assets
    annually.
 
EXAMPLES
 
Assuming a hypothetical annual return of 5% and shareholder transaction and
operating expenses as described above, for every $1,000 you invested, you would
pay the following total expenses over the following periods:
- --------------------------------------------------------------------------------
 
   <TABLE>
<S>                                                           <C>
One year                                                      $ 66
 .......................................................................
Three years                                                   $ 83
 ........................................................................
Five years                                                    $102
 ........................................................................
Ten years                                                     $157
</TABLE>    
 
THESE EXAMPLES ARE NOT MEANT TO REPRESENT YOUR ACTUAL INVESTMENT RESULTS OR
EXPENSES, WHICH MAY VARY. YOUR EXPENSES WILL BE LESS IF YOU QUALIFY TO PURCHASE
SHARES AT A REDUCED OR NO SALES CHARGE.
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    3
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
The following information has been audited by Price Waterhouse LLP, independent
accountants. This table should be read together with the financial statements
which are included in the statement of additional information and annual report.
    
PER-SHARE DATA AND RATIOS(1)
 
<TABLE>
<CAPTION>
                                                              YEAR ENDED MARCH 31
                                                            ......................
                        1998      1997      1996      1995      1994      1993      1992      1991      1990      1989
                       -------------------------------------------------------------------
<S>                    <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Net asset value,
beginning of year       $26.70    $24.28    $20.89    $21.95    $17.64    $16.64    $15.18    $14.39    $13.38    $12.64
- ------------------------------------------------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income      .45       .46       .46       .35       .24       .22       .28       .28       .25       .23
 ...................................................................................................................................
 ...
Net realized gain and
change in unrealized
appreciation on
investments               4.79      3.28      3.63      (.19)     4.37      1.04      1.48      1.02      1.95      1.54
 ...................................................................................................................................
 ...
Total income from
investment operations     5.24      3.74      4.09       .16      4.61      1.26      1.76      1.30      2.20      1.77
- ------------------------------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS:
Dividends from net
investment income        (.433)     (.41)     (.49)    (.317)    (.187)    (.222)     (.30)     (.33)     (.28)     (.18)
 ...................................................................................................................................
 ...
Dividends from net
realized non-U.S.
currency gains(2)        (.017)     (.03)       --     (.003)    (.043)    (.038)       --        --        --        --
 ...................................................................................................................................
 ...
Distributions from
net realized gains       (1.93)     (.88)     (.21)     (.90)     (.07)       --        --      (.18)     (.91)     (.85)
 ...................................................................................................................................
 ...
Total distributions      (2.38)    (1.32)     (.70)    (1.22)     (.30)     (.26)     (.30)     (.51)    (1.19)    (1.03)
 ...................................................................................................................................
 ...
Net asset value, end
of year                 $29.56    $26.70    $24.28    $20.89    $21.95    $17.64    $16.64    $15.18    $14.39    $13.38
- ------------------------------------------------------------------------------------------------------------------------
Total return(3)         20.97%    15.88%    19.84%      .71%    26.27%     7.69%    11.71%     9.11%    16.99%    14.69%
- ------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
year (in millions)     $21,316   $16,737   $12,335   $ 8,588   $ 6,429   $ 2,992   $ 1,933   $ 1,138   $   584   $   228
 ...................................................................................................................................
 ...
Ratio of expenses to
average net assets        .86%      .90%      .95%      .97%      .99%     1.10%     1.24%     1.28%     1.24%     1.30%
 ...................................................................................................................................
 ...
Ratio of net income
to average net assets    1.64%     1.77%     2.09%     1.80%     1.13%     1.40%     1.85%     2.23%     2.29%     1.87%
 ...................................................................................................................................
 ...
Average commissions
paid per share(4)         .41c     1.36c     1.10c      .21c      .08c      .25c      .22c     2.09c     2.17c     2.42c
 ...................................................................................................................................
 ...
Portfolio turnover
rate                    30.51%    25.82%    21.77%    16.02%    21.37%    10.35%     9.65%     8.58%    25.82%    35.47%
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
 
(1) Adjusted to reflect the 100% share dividend effective June 10, 1993.
 
(2) Realized non-U.S. currency gains are treated as ordinary income for federal
    income tax purposes.
 
(3) Excludes maximum sales charge of 5.75%.
 
(4) Brokerage commissions paid on portfolio transactions increase the cost of
    securities purchased or reduce the proceeds of securities sold, and are not
    separately reflected in the fund's statement of operations. Shares traded on
    a principal basis (without commissions), such as most over-the-counter and
    fixed-income transactions, are excluded. Generally, non-U.S. commissions are
    lower than U.S. commissions when expressed as cents per share but higher
    when expressed as a percentage of transaction amount because of the lower
    per-share prices of many non-U.S. securities.    
 
  4   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
INVESTMENT POLICIES AND RISKS
The fund aims to provide you with long-term growth of capital by investing in
securities of issuers domiciled outside the U.S.
    
Under normal market conditions, the fund seeks to achieve this investment
objective by investing primarily (at least 65% of its assets) in securities of
issuers domiciled in Europe or the Pacific Basin. The Pacific Basin is generally
defined as those countries bordering the Pacific Ocean. In addition, the fund
may invest in securities of issuers domiciled in other countries including
developing countries. In determining the domicile of an issuer, Capital Research
and Management Company, the fund's investment adviser, takes into account where
the company is legally organized, the location of its principal corporate
offices, and where it conducts its principal operations.    
    
The fund's assets may be invested in common stocks, securities convertible into
common stocks, warrants and rights, straight debt securities (generally rated in
the top three quality categories by Moody's Investors Service, Inc. or Standard
& Poor's Corporation, or unrated but determined to be of equivalent quality by
Capital Research and Management Company), government securities, nonconvertible
preferred stocks, repurchase agreements, or cash or cash equivalents (such as
commercial paper, commercial bank obligations, and securities of the U.S.
Government, its agencies and instrumentalities). These securities may be
denominated in U.S. dollars or other currencies. MORE INFORMATION ON THE FUND'S
INVESTMENT POLICIES IS CONTAINED IN ITS STATEMENT OF ADDITIONAL INFORMATION.    
 
Investment limitations are considered at the time securities are purchased.
These limits are based on the fund's net assets unless otherwise indicated. The
fund's fundamental investment restrictions (described in the statement of
additional information) and objective may not be changed without shareholder
approval.
 
THE FUND MAY NOT ACHIEVE ITS INVESTMENT OBJECTIVE DUE TO MARKET CONDITIONS AND
OTHER FACTORS. IN ADDITION, THE FUND MAY EXPERIENCE DIFFICULTY LIQUIDATING
CERTAIN PORTFOLIO SECURITIES DURING SIGNIFICANT MARKET DECLINES OR PERIODS OF
HEAVY REDEMPTIONS.
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    5
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
SECURITIES AND INVESTMENT TECHNIQUES
 
EQUITY SECURITIES
 
Equity securities represent an ownership position in a company. The prices of
equity securities fluctuate based on changes in the financial condition of their
issuers and on market and economic conditions. The fund's results will be
related to the overall market for these securities. The growth-oriented, equity-
type securities generally purchased by the fund may involve large price swings
and potential for loss, particularly in the case of smaller capitalization
stocks.
 
DEBT SECURITIES
 
Bonds and other debt securities are used by issuers to borrow money. Issuers pay
investors interest and generally must repay the amount borrowed at maturity.
Some debt securities, such as zero coupon bonds, do not pay current interest but
are purchased at a discount from their face value. The prices of debt securities
fluctuate depending on such factors as interest rates, credit quality and
maturity. In general their prices decline when interest rates rise and vice
versa.
    
The fund may invest up to 5% of its assets in debt securities rated Baa and BBB
or below by Moody's Investor Service, Inc. or Standard & Poor's Corporation or
in unrated securities that are determined to be of equivalent quality by Capital
Research and Management Company. Securities rated Ba and BB or below are
commonly known as "high-yield, high-risk" or "junk" bonds. The market prices of
these securities may fluctuate more than higher quality securities and may
decline significantly in periods of general economic difficulty. The quality
restrictions described above do not apply to securities convertible into common
stocks.    
   
Capital Research and Management Company attempts to reduce the risks described
above through diversification of the portfolio and by credit analysis of each
issuer as well as by monitoring broad economic trends and corporate and
legislative developments.    
 
INVESTING IN VARIOUS COUNTRIES
    
Investing outside the U.S. involves special risks, particularly in certain
developing countries, caused by, among other things: fluctuating currency
values; different accounting, auditing, and financial reporting regulations and
practices in some countries; changing local and regional economic, political,
and social conditions; expropriation or confiscatory taxation; greater market
volatility; differing securities market structures; and various administrative
difficulties such as delays
 
  6   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
in clearing and settling portfolio transactions or in receiving payment of
dividends. However, in the opinion of Capital Research and Management Company,
investing outside the U.S. also can reduce certain portfolio risks due to
greater diversification opportunities.    
 
Additional costs could be incurred in connection with the fund's investment
activities outside the U.S. Brokerage commissions may be higher outside the
U.S., and the fund will bear certain expenses in connection with its currency
transactions. Furthermore, increased custodian costs may be associated with the
maintenance of assets in certain jurisdictions.
 
CURRENCY TRANSACTIONS
    
The fund can purchase and sell currencies to facilitate securities transactions
and enter into forward currency contracts to hedge against changes in currency
exchange rates. While entering into forward currency transactions could minimize
the risk of loss due to a decline in the value of the hedged currency, it could
also limit any potential gain which might result from an increase in the value
of the currency. The fund will not generally attempt to protect against all
potential changes in exchange rates.    
    
EURO INTRODUCTION
 
On January 1, 1999, the European Union will introduce a single European
currency, the euro. The first group of countries that will begin to convert
their currencies to the euro include Austria, Belgium, Finland, France, Germany,
Ireland, Italy, Luxembourg, the Netherlands, Portugal, and Spain. The expected
introduction of the euro presents unique uncertainties, including: whether the
payment and operational systems of banks and other financial institutions will
be ready by the scheduled launch date; the legal treatment of certain
outstanding financial contracts after January 1, 1999 that refer to existing
currencies rather than the euro; and the creation of suitable clearing and
settlement payment systems for the new currency. These or other factors,
including political and economic risks, could cause market disruptions before or
after the introduction of the euro. The fund understands that the investment
adviser and other key service providers are taking steps to address euro-related
issues.    
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    7
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
MULTIPLE PORTFOLIO COUNSELOR SYSTEM
    
The investment philosophy of Capital Research and Management Company is to seek
fundamental values at reasonable prices. Capital Research and Management Company
utilizes a system of multiple portfolio counselors in managing mutual fund
assets. Under this system the portfolio of a fund is divided into segments which
are managed by individual counselors. Counselors decide how their respective
segments will be invested (within the limits provided by a fund's objective(s)
and policies and by Capital Research and Management Company's investment
committee). In addition, Capital Research and Management Company's research
professionals may make investment decisions with respect to a portion of a
fund's portfolio. The primary individual portfolio counselors for the fund are
listed on the following page.    
 
  8   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
   <TABLE>
<CAPTION>
                                                                            YEARS OF EXPERIENCE AS
                                                                            INVESTMENT PROFESSIONAL
                                                                                 (APPROXIMATE)
                                                                .....................................
                                                 YEARS OF EXPERIENCE
                                               AS PORTFOLIO COUNSELOR      WITH CAPITAL
                                             (AND RESEARCH PROFESSIONAL,   RESEARCH AND
 PORTFOLIO COUNSELORS                            IF APPLICABLE) FOR         MANAGEMENT
   FOR EUROPACIFIC                               EUROPACIFIC GROWTH         COMPANY OR
     GROWTH FUND         PRIMARY TITLE(S)        FUND (APPROXIMATE)       ITS AFFILIATES  TOTAL YEARS
 ----------------------------------------------------------------------------------------------------
 <S>                   <C>                   <C>                          <C>             <C>
 THIERRY VANDEVENTER   Trustee and           14 years (since the fund     35 years        35 years
                       President of the      began operations)
                       fund. Director,
                       Capital Research and
                       Management Company
 ----------------------------------------------------------------------------------------------------
 STEPHEN E. BEPLER     Executive Vice        14 years (since the fund     26 years        32 years
                       President of the      began operations)
                       fund. Senior Vice
                       President, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 MARK E. DENNING       >Executive Vice       7 years (plus 3 years as a   16 years        16 years
                       President of the      research professional prior
                       fund. Director,       to becoming a portfolio
                       Capital Research and  counselor for the fund)
                       Management Company.
                       Senior Vice
                       President and
                       Director, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 ROBERT W. LOVELACE    Senior Vice           4 years (plus 7 years as a   13 years        13 years
                       President of the      research professional prior
                       fund. Executive Vice  to becoming a portfolio
                       President and         counselor for the fund)
                       Director, Capital
                       Research Company*.
                       Vice President,
                       Capital Research and
                       Management Company.
 ----------------------------------------------------------------------------------------------------
 JANET A. MCKINLEY     Senior Vice           8 years (plus 5 years as a   16 years        22 years
                       President of the      research professional prior
                       fund. Director,       to becoming a portfolio
                       Capital Research and  counselor for the fund)
                       Management Company.
                       Senior Vice
                       President, Capital
                       Research Company*
 ----------------------------------------------------------------------------------------------------
 ALWYN HEONG           Vice President of     2 years (plus 4 years as a   6 years         10 years
                       the fund. Vice        research professional prior
                       President, Capital    to becoming a portfolio
                       Research Company*     counselor for the fund)
 ----------------------------------------------------------------------------------------------------
 MARTIAL CHAILLET      Senior Vice           4 years (plus 5 years as a   26 years        26 years
                       President, Capital    research professional prior
                       Research Company*     to becoming a portfolio
                                             counselor for the fund)
 ----------------------------------------------------------------------------------------------------
   The fund began operations on April 16, 1984.
 * Company affiliated with Capital Research and Management Company.
</TABLE>    
 
                                       EUROPACIFIC GROWTH FUND / PROSPECTUS    9
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
INVESTMENT RESULTS
The fund may from time to time compare investment results to various indices or
other mutual funds. Fund results may be calculated on a total return, yield
and/or distribution rate basis. Currently, the fund calculates investment
results only on a total return basis. Results calculated without a sales charge
will be higher.
 
X TOTAL RETURN is the change in value of an investment in the fund over a given
  period, assuming reinvestment of any dividends and capital gain distributions.
 
X YIELD is computed by dividing the net investment income per share earned by
  the fund over a given period of time by the maximum offering price per share
  on the last day of the period, according to a formula mandated by the
  Securities and Exchange Commission. A yield calculated using this formula may
  be different than the income actually paid to shareholders.
 
X DISTRIBUTION RATE reflects dividends that were paid by the fund. The
  distribution rate is calculated by dividing the dividends paid over the last
  12 months by the sum of the month-end price and the capital gain distributions
  paid over the last 12 months.
    
                               INVESTMENT RESULTS
                       (FOR PERIODS ENDED MARCH 31, 1998)
 
<TABLE>
<CAPTION>
                                             THE FUND         THE FUND AT
             AVERAGE ANNUAL                   AT NET            MAXIMUM         MSCI
             TOTAL RETURNS                ASSET VALUE(1)   SALES CHARGE(1,2)   EAFE(3)
- --------------------------------------------------------------------------------------
<S>                                       <C>              <C>                 <C>
One year                                      20.97%             14.01%        18.93%
 ...................................................................................................................................
 ...
Five years                                    16.40%             15.03%        12.24%
 ...................................................................................................................................
 ...
Ten years                                     14.17%             13.50%         6.51%
 ...................................................................................................................................
 ...
Lifetime(4)                                   16.63%             16.14%        14.73%
- --------------------------------------------------------------------------------------
</TABLE>
 
(1) These fund results were calculated according to a standard formula that is
    required for all stock and bond funds.
(2) The maximum sales charge has been deducted.
(3) Morgan Stanley Capital International EAFE (Europe, Australasia, Far East)
    Index measures all major stock markets outside North America. This index is
    unmanaged and does not reflect sales charges, commissions or expenses.
(4) The fund began operations on April 16, 1984.    
 
  10   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
    
[Total Returns Bar Chart]
Here are the fund's annual total returns calculated without a sales charge.  
This information is being supplied on a calendar year basis.
 
1988    20.95
1989    24.19
1990   - 0.11
1991    18.59
1992     2.30
1993    35.60
1994     1.13
1995    12.87
1996    18.64
1997     9.19
 
Past results are not an indication of future results.
[end bar chart]
 
- --------------------------------------------------------------------------------
DIVIDENDS, DISTRIBUTIONS AND TAXES
 
DIVIDENDS AND DISTRIBUTIONS
 
The fund usually pays dividends, which may fluctuate, in June and December.
Capital gains, if any, are also usually distributed in December. When a dividend
or capital gain is distributed, the net asset value per share is reduced by the
amount of the payment.
 
If a shareholder has elected to receive dividends and/or capital gain
distributions in cash, and the postal or other delivery service is unable to
deliver checks to the shareholder's address of record, or the shareholder does
not respond to mailings from American Funds Service Company with regard to
uncashed distribution checks, the shareholder's distribution option will
automatically be converted to having all dividends and other distributions
reinvested in additional shares.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    11
 
 
<PAGE>
 
FEDERAL TAXES
 
In any fiscal year in which the fund qualifies as a regulated investment company
and distributes to shareholders all of its net investment income and net capital
gains, the fund itself is relieved of federal income tax.
 
Generally, all dividends and capital gains are taxable whether they are
reinvested or received in cash -- unless you are exempt from taxation or
entitled to tax deferral. Early each year, you will be notified as to the amount
and federal tax status of all income distributions paid during the prior year.
Such distributions may also be subject to state or local taxes. The tax
treatment of redemptions from a retirement plan account may differ from
redemptions from an ordinary shareholder account.
 
YOU MUST PROVIDE THE FUND WITH A CERTIFIED CORRECT TAXPAYER IDENTIFICATION
NUMBER (GENERALLY YOUR SOCIAL SECURITY NUMBER) AND CERTIFY THAT YOU ARE NOT
SUBJECT TO BACKUP WITHHOLDING. IF YOU FAIL TO DO SO THE IRS CAN REQUIRE THE FUND
TO WITHHOLD 31% OF YOUR TAXABLE DISTRIBUTIONS AND REDEMPTIONS. Federal law also
requires the fund to withhold 30% or the applicable tax treaty rate from
dividends paid to certain nonresident alien, non-U.S. partnership and non-U.S.
corporation shareholder accounts.
 
This is a brief summary of some of the tax laws that affect your investment in
the fund. Please see the statement of additional information and your tax
adviser for further information.
 
- --------------------------------------------------------------------------------
FUND ORGANIZATION AND MANAGEMENT
 
FUND ORGANIZATION AND VOTING RIGHTS

    
    
The fund, an open-end, diversified management investment company, was organized
as a Massachusetts business trust in 1983. All fund operations are supervised by
the fund's board of trustees which meets periodically and performs duties
required by applicable state and federal laws. Members of the board who are not
employed by Capital Research and Management Company or its affiliates are paid
certain fees for services rendered to the fund as described in the statement of
additional information. They may elect to defer all or a portion of these fees
through a deferred compensation plan in effect for the fund. The fund does not
hold annual meetings of shareholders. However, significant corporate matters
which require shareholder approval, such as certain elections of board members
or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of
 
  12   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
the shares, the fund will hold a meeting at which any member of the board could
be removed by a majority vote.    
 
THE INVESTMENT ADVISER
 
Capital Research and Management Company, a large and experienced investment
management organization founded in 1931, is the investment adviser to the fund
and other funds, including those in The American Funds Group. Capital Research
and Management Company, a wholly owned subsidiary of The Capital Group
Companies, Inc., is headquartered at 333 South Hope Street, Los Angeles, CA
90071. Capital Research and Management Company manages the investment portfolio
and business affairs of the fund. The management fee paid by the fund to Capital
Research and Management Company may not exceed 0.69% of the fund's average net
assets annually and declines at certain asset levels. The total management fee
paid by the fund, as a percentage of average net assets, for the previous fiscal
year is discussed earlier under "Expenses."
 
Capital Research and Management Company and its affiliated companies have
adopted a personal investing policy that is consistent with the recommendations
contained in the May 9, 1994 report issued by the Investment Company Institute's
Advisory Group on Personal Investing. This policy has also been incorporated
into the fund's code of ethics.
 
PLAN OF DISTRIBUTION
 
The fund has a Plan of Distribution or "12b-1 Plan" under which it may finance
activities primarily intended to sell shares, provided the categories of
expenses are approved in advance by the board. The 12b-1 fee paid by the fund,
as a percentage of average net assets, for the previous fiscal year is discussed
earlier under "Expenses." Since these fees are paid out of the fund's assets on
an ongoing basis, over time they will increase the cost of an investment and may
cost you more than paying higher sales loads in lieu of these fees.
 
PORTFOLIO TRANSACTIONS
 
Orders for the fund's portfolio securities transactions are placed by Capital
Research and Management Company, which strives to obtain the best available
prices, taking into account the costs and quality of executions. Fixed-income
securities are generally traded on a "net" basis with a dealer acting as
principal for its own account without a stated commission, although the price of
the security usually includes a profit to the dealer. In underwritten offerings,
securities are usually purchased at a fixed price which includes an amount of
compensation to the dealer, generally referred to as a concession or discount.
On occasion, securities may be purchased directly from an issuer, in which case
no
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    13
 
 
<PAGE>
 
commissions or discounts are paid. In the over-the-counter market, purchases and
sales are transacted directly with principal market-makers except in those
circumstances where it appears better prices and executions are available
elsewhere.
 
Subject to the above policy, when two or more brokers (either directly or
through their correspondent clearing agents) are in a position to offer
comparable prices and executions, preference may be given to brokers who have
sold shares of the fund or have provided investment research, statistical, and
other related services for the benefit of the fund and/or other funds served by
Capital Research and Management Company.
 
PRINCIPAL UNDERWRITER AND TRANSFER AGENT
 
American Funds Distributors, Inc. and American Funds Service Company serve as
the principal underwriter and transfer agent for the fund, respectively. They
are headquartered at 333 South Hope Street, Los Angeles, CA 90071 and 135 South
State College Boulevard, Brea, CA 92821, respectively.
 
                  AMERICAN FUNDS SERVICE COMPANY SERVICE AREAS
 
                    CALL TOLL-FREE FROM ANYWHERE IN THE U.S.
                             (8 A.M. TO 8 P.M. ET):
                                  800/421-0180
 
 [U.S. MAP]
 
<TABLE>
      <S>                <C>                <C>                  <C>
      WESTERN SERVICE    WESTERN CENTRAL    EASTERN CENTRAL      EASTERN SERVICE
      CENTER             SERVICE CENTER     SERVICE CENTER       CENTER
      American Funds     American Funds     American Funds       American Funds
      Service Company    Service Company    Service Company      Service Company
      P.O. Box 2205      P.O. Box 659522    P.O. Box 6007        P.O. Box 2280
      Brea, California   San Antonio,       Indianapolis,        Norfolk, Virginia
      92822-2205         Texas              Indiana              23501-2280
      Fax: 714/671-7080  78265-9522         46206-6007           Fax: 757/670-4773
                         Fax: 210/530-4050  Fax: 317/735-6620
</TABLE>
 
  14   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
SHAREHOLDER SERVICES
 
The fund offers you a valuable array of services you can use to alter your
investment program as your needs and circumstances change. These services, which
are summarized below, are available only in states where they may be legally
offered and may be terminated or modified at any time upon 60 days' written
notice. A COMPLETE DESCRIPTION OF SHAREHOLDER SERVICES AND ACCOUNT POLICIES IS
CONTAINED IN THE FUND'S STATEMENT OF ADDITIONAL INFORMATION. In addition, an
easy-to-read guide to owning a fund in The American Funds Group titled "Welcome
to the Family" is sent to new shareholders and is available by writing or
calling American Funds Service Company.
 
THE SERVICES DESCRIBED MAY NOT BE AVAILABLE THROUGH SOME RETIREMENT PLANS OR
ACCOUNTS HELD BY INVESTMENT DEALERS. IF YOU ARE INVESTING IN SUCH A MANNER, YOU
SHOULD CONTACT YOUR PLAN ADMINISTRATOR/TRUSTEE OR DEALER ABOUT WHAT SERVICES ARE
AVAILABLE AND WITH QUESTIONS ABOUT YOUR ACCOUNT.
 
- --------------------------------------------------------------------------------
PURCHASING SHARES
 
HOW TO PURCHASE SHARES
 
Generally, you may open an account by contacting any investment dealer
authorized to sell the fund's shares. You may add to your account through your
dealer or directly through American Funds Service Company by mail, computer,
wire, or bank debit. You may also establish or add to your account by exchanging
shares from any of your other accounts in The American Funds Group. The fund and
American Funds Distributors reserve the right to reject any purchase order for
any reason. This includes exchange purchase orders that may place an unfair
burden on other shareholders due to their frequency.
 
Various purchase options are available as described below subject to certain
investment minimums and limitations described in the statement of additional
information and "Welcome to the Family."
 
X Automatic Investment Plan
 
  You may invest monthly or quarterly through automatic withdrawals from your
  bank account.
 
X Automatic Reinvestment
 
  You may reinvest your dividends and capital gain distributions into the fund
  (with no sales charge). This will be done automatically unless you elect to
  have the dividends and/or capital gain distributions paid to you in cash.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    15
 
 
<PAGE>
 
X Cross-Reinvestment
 
  You may invest your dividends and capital gain distributions into any other
  fund in The American Funds Group.
 
X Exchange Privilege
 
  You may exchange your shares into other funds in The American Funds Group
  generally with no sales charge. Exchanges of shares from the money market
  funds that were initially purchased with no sales charge will generally be
  subject to the appropriate sales charge. You may also elect to automatically
  exchange shares among any of the funds in The American Funds Group. Exchange
  requests may be made in writing, by telephone including American FundsLine(R),
  by computer using American FundsLine OnLine(SM) (see below) or by fax.
  EXCHANGES HAVE THE SAME TAX CONSEQUENCES AS ORDINARY SALES AND PURCHASES.
 
X Retirement Plans
 
  You may invest in the fund through various retirement plans. For further
  information contact your investment dealer or American Funds Distributors.
 
SHARE PRICE
 
The fund's share price, also called net asset value, is determined as of 4:00
p.m. New York time which is the normal close of trading on the New York Stock
Exchange, every day the Exchange is open. The fund calculates its net asset
value per share, generally using market prices, by dividing the total value of
its assets after subtracting liabilities by the number of its shares
outstanding. Shares are purchased at the offering price next determined after
your investment is received and accepted by American Funds Service Company. The
offering price is the net asset value plus a sales charge, if applicable.
 
SHARE CERTIFICATES
 
Shares are credited to your account and certificates are not issued unless you
request them by writing to American Funds Service Company.
 
INVESTMENT MINIMUMS
- --------------------------------------------------------------------------------
 
<TABLE>
<S>                                                          <C>
To establish an account....................................  $250
  For a retirement plan account............................  $250
  For a retirement plan account through payroll              $ 25
     deduction.............................................
To add to an account.......................................  $ 50
  For a retirement plan account through payroll              $ 25
     deduction.............................................
</TABLE>
 
  16   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
SALES CHARGES
 
A sales charge may apply, as described below, when purchasing shares. Sales
charges may be reduced for larger purchases as indicated below.
 
<TABLE>
<CAPTION>
                                           SALES CHARGE AS A
                                             PERCENTAGE OF
                                   .................................        DEALER
                                                            NET          CONCESSION AS
                                      OFFERING            AMOUNT         % OF OFFERING
           INVESTMENT                   PRICE            INVESTED            PRICE
- --------------------------------------------------------------------------------------
<S>                                <C>                <C>                <C>
Less than $50,000                         5.75%              6.10%             5.00%
 
$50,000 but less than $100,000            4.50%              4.71%             3.75%
 
$100,000 but less than $250,000           3.50%              3.63%             2.75%
 
$250,000 but less than $500,000           2.50%              2.56%             2.00%
 
$500,000 but less than $1 million         2.00%              2.04%             1.60%
 
$1 million or more and certain
other investments described below     see below          see below         see below
</TABLE>
 
PURCHASES NOT SUBJECT TO SALES CHARGES
 
Investments of $1 million or more and investments made by employer-sponsored
defined contribution-type plans with 100 or more eligible employees are sold
with no initial sales charge. A 1% CONTINGENT DEFERRED SALES CHARGE MAY BE
IMPOSED ON CERTAIN REDEMPTIONS BY THESE ACCOUNTS MADE WITHIN ONE YEAR OF
PURCHASE. Investments by retirement plans, foundations or endowments with $50
million or more in assets may be made with no sales charge and are not subject
to a contingent deferred sales charge. A dealer concession of up to 1% may be
paid by the fund under its Plan of Distribution and/or by American Funds
Distributors on investments made with no initial sales charge. Investments by
certain individuals and entities including employees and other associated
persons of dealers authorized to sell shares of the fund and Capital Research
and Management Company and its affiliated companies are not subject to a sales
charge.
 
ADDITIONAL DEALER COMPENSATION
 
In addition to the concessions listed, up to 0.25% of average net assets is paid
annually to qualified dealers for providing certain services pursuant to the
fund's Plan of Distribution. American Funds Distributors currently provides
additional compensation to the top 100 dealers who have sold shares of funds in
The American Funds Group based on the pro rata share of a qualifying dealer's
sales.
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    17
 
 
<PAGE>
 
REDUCING YOUR SALES CHARGE
 
You and your immediate family may combine investments to reduce your costs. You
must let your investment dealer or American Funds Service Company know if you
qualify for a reduction in your sales charge using one or any combination of the
methods described below.
 
X Aggregation
 
  Investments that may be aggregated include those made by you, your spouse and
  your children under the age of 21, if all parties are purchasing shares for
  their own account(s), including any business account solely "controlled by,"
  as well as any retirement plan or trust account solely for the benefit of,
  these individuals. Investments made for multiple employee benefit plans of a
  single employer or "affiliated" employers may be aggregated provided they are
  not also aggregated with individual accounts. Finally, investments made by a
  common trust fund or other diversified pooled account not specifically formed
  for the purpose of accumulating fund shares may be aggregated.
 
  Purchases made for nominee or street name accounts will generally not be
  aggregated with those made for other accounts unless qualified as described
  above.
 
X Concurrent Purchases
 
  You may combine concurrent purchases of two or more funds in The American
  Funds Group, except direct purchases of the money market funds. Shares of the
  money market funds purchased through an exchange, reinvestment or
  cross-reinvestment from a fund having a sales charge do qualify.
 
X Right of Accumulation
 
  You may take into account the current value of your existing holdings in The
  American Funds Group, as well as your holdings in Endowments and Bond
  Portfolio for Endowments (shares of which may be owned only by tax-exempt
  organizations), to determine your sales charge on investments in accounts
  eligible to be aggregated, or when making a gift to an individual or charity.
  Direct purchases of the money market funds are excluded.
 
X Statement of Intention
 
  You may enter into a non-binding commitment to invest a certain amount (which,
  at your request, may include purchases made during the previous 90 days) in
  non-money market fund shares over a 13-month period (excludes appreciation and
  reinvested distributions). A portion of your account may be held in escrow to
  cover additional sales charges which may be due if your total investments over
  the statement period are insufficient to qualify for the applicable sales
  charge reduction.
  18   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
- --------------------------------------------------------------------------------
SELLING SHARES
 
HOW TO SELL SHARES
 
You may sell (redeem) shares in your account by contacting your investment
dealer or American Funds Service Company. You may also use American FundsLine(R)
or American FundsLine OnLine(SM) (see below). In addition, you may sell shares
in amounts of $50 or more automatically. If you sell shares through your
investment dealer you may be charged for this service. Shares held for you in
your dealer's street name must be sold through the dealer.
 
Shares are sold at the net asset value next determined after your request is
received in good order by American Funds Service Company. Sale requests may be
made in writing, by telephone (including American FundsLine(R)), by computer
using American FundsLine OnLine(SM), or by fax. Sales by telephone, computer or
fax are limited to $50,000 in accounts registered to individual(s) (including
non-retirement trust accounts). In addition, checks must be made payable to the
registered shareholder(s) and mailed to an address of record that has been used
with the account for at least 10 days.
 
Proceeds will not be mailed until sufficient time has passed to provide
reasonable assurance that checks or drafts (including certified or cashier's
checks) for shares purchased have cleared (which may take up to 15 calendar days
from the purchase date). Except for delays relating to clearance of checks for
share purchases or in extraordinary circumstances (and as permissible under the
Investment Company Act of 1940), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.
 
The fund may, with 60 days' written notice, close your account if due to a sale
of shares the account has a value of less than the minimum required initial
investment.
 
Generally, written requests to sell shares must be signed by you and must
include any shares you wish to sell that are in certificate form. Your signature
must be guaranteed by a member firm of a domestic stock exchange or the National
Association of Securities Dealers, Inc., bank, savings association or credit
union that is an eligible guarantor institution. A signature guarantee is not
currently required for any sale of $50,000 or less provided the check is made
payable to the registered shareholder(s) and is mailed to the address of record
on the account, and provided the address has been used with the account for at
least 10 days. Additional documentation may be required for sales of shares held
in corporate, partnership or fiduciary accounts.
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    19
 
 
<PAGE>
 
You may reinvest proceeds from a redemption or a dividend or capital gain
distribution without a sales charge (any contingent deferred sales charge paid
will be credited to your account) in any fund in The American Funds Group within
90 days after the date of the redemption or distribution. Redemption proceeds of
shares representing direct purchases in the money market funds are excluded.
Reinvestment will be at the next calculated net asset value after receipt and
acceptance by American Funds Service Company.
 
- --------------------------------------------------------------------------------
OTHER IMPORTANT THINGS TO REMEMBER
 
AMERICAN FUNDSLINE(R) AND AMERICAN FUNDSLINE ONLINE(SM)
 
You may check your share balance, the price of your shares, or your most recent
account transactions, sell shares (up to $50,000 per shareholder each day), or
exchange shares around the clock with American FundsLine(R) or American
FundsLine OnLine(SM). To use these services, call 800/325-3590 from a
TouchTone(TM) telephone or access The American Funds Web site on the Internet at
www.americanfunds.com.
 
TELEPHONE AND COMPUTER PURCHASES, SALES AND EXCHANGES
 
Unless you opt out of the telephone or computer (including American FundsLine(R)
or American FundsLine OnLine(SM)) or fax purchase, sale and/or exchange options
(see below), you agree to hold the fund, American Funds Service Company, any of
its affiliates or mutual funds managed by such affiliates, and each of their
respective directors, trustees, officers, employees and agents harmless from any
losses, expenses, costs or liabilities (including attorney fees) which may be
incurred in connection with the exercise of these privileges provided American
Funds Service Company employs reasonable procedures to confirm that the
instructions received from any person with appropriate account information are
genuine. If reasonable procedures are not employed, the fund may be liable for
losses due to unauthorized or fraudulent instructions.
 
Generally, all shareholders are automatically eligible to use these options.
However, you may elect to opt out of these options by writing American Funds
Service Company. (You may also reinstate them at any time by writing to American
Funds Service Company.)
 
  20   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
ACCOUNT STATEMENTS
 
You will receive regular confirmation statements reflecting transactions in your
account. Dividend and capital gain reinvestments and purchases through automatic
investment plans and certain retirement plans will be confirmed at least
quarterly.
    
YEAR 2000
 
The date-related computer issue known as the "Year 2000 problem" could have an
adverse impact on the quality of services provided to the fund and its
shareholders. However, the fund understands that its key service providers --
including the investment adviser and its affiliates -- are taking steps to
address the issue. In addition, the Year 2000 problem may adversely affect the
companies in which the fund invests. For example, companies may incur
substantial costs to address the problem. They may also suffer losses caused by
corporate and governmental data processing errors. The fund and its investment
adviser will continue to monitor developments relating to this issue.    
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    21
 
 
<PAGE>
 
NOTES
 
  22   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
 
<PAGE>
 
NOTES
 
                                      EUROPACIFIC GROWTH FUND / PROSPECTUS    23
 
 
<PAGE>
 
<TABLE>
   <S>                    <C>                       <C>
   FOR SHAREHOLDER        FOR RETIREMENT PLAN       FOR DEALER SERVICES
   SERVICES               SERVICES                  American Funds
   American Funds         Call your employer        Distributors
   Service Company        or                        800/421-9900 ext. 11
   800/421-0180 ext. 1    plan administrator
                       FOR 24-HOUR INFORMATION
                  American           American Funds
                  FundsLine(R)       Internet Web site
                  800/325-3590       http://www.americanfunds.com
   Telephone conversations may be recorded or monitored for
   verification, recordkeeping and quality assurance purposes.
   ----------------------------------------------------------------
   MULTIPLE TRANSLATIONS
   This prospectus may be translated into other languages. In the
   event of any inconsistency or ambiguity as to the meaning of any
   word or phrase in a translation, the English text will prevail.
   ----------------------------------------------------------------
                        OTHER FUND INFORMATION
   ANNUAL/SEMI-ANNUAL REPORT TO SHAREHOLDERS
   Includes financial statements, detailed performance information,
   portfolio holdings, a statement from portfolio management and
   the independent accountants' report (in the annual report).
   STATEMENT OF ADDITIONAL INFORMATION (SAI)
   Contains more detailed information on all aspects of the fund,
   including the fund's financial statements.
   A current SAI has been filed with the Securities and Exchange
   Commission ("SEC"). It is incorporated by reference into this
   prospectus and is available along with other related materials
   on the SEC's Internet Web site at http://www.sec.gov.
   CODE OF ETHICS
   Includes a description of the fund's personal investing policy.
   To request a free copy of any of the documents above:
   Call American Funds               Write to the Secretary
             or                      of the fund
   Service Company                   333 South Hope Street
   800/421-0180 ext. 1               Los Angeles, CA 90071
</TABLE>
 
  24   EUROPACIFIC GROWTH FUND / PROSPECTUS
 
      This prospectus has been printed on recycled paper.
 
                                                      LOGO
 
 
                           EUROPACIFIC  GROWTH  FUND
                                  Part B
                      Statement of Additional Information
                                 JUNE 1, 1998    
 
   This document is not a prospectus but should be read in conjunction with the
current prospectus of EuroPacific Growth Fund (the fund or EUPAC) dated June 1,
1998.  The prospectus may be obtained from your investment dealer or financial
planner or by writing to the fund at the following address:    
 
                           EuroPacific Growth Fund
                            Attention:  Secretary
                            333 South Hope Street
                            Los Angeles, CA  90071
                                (213) 486-9200
 
Shareholders who purchase shares at net asset value through eligible retirement
plans should note that not all of the services or features described below may
be available to them, and they should contact their employer for details.
 
 
                               TABLE OF CONTENTS
 
ITEM                                                         PAGE NO.
 
Description of Certain Securities and Investment Techniques     1
Investment Restrictions                                         5
Fund Trustees and Officers                                      7
Management  .                                                  13
Dividends, Distributions and Federal Taxes.                    15
Purchase of Shares                                             19
Redeeming Shares                                               25
Shareholder Account Services and Privileges                    26
Execution of Portfolio Transactions                            28
General Information                                            29
Investment Results                                             31
Description of Bond Ratings                                    36
Financial Statements                                        attached
 
          DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES
 
THE DESCRIPTIONS BELOW ARE INTENDED TO SUPPLEMENT THE MATERIAL IN THE
PROSPECTUS UNDER "INVESTMENT POLICIES AND RISKS."
       
 
INVESTING IN VARIOUS COUNTRIES - The fund may invest in securities issued or
guaranteed by governments (including states, provinces or municipalities) of
countries other than the U.S., or by their agencies, authorities or
instrumentalities, or by supranational entities organized or supported by
several national governments.  Investing outside the U.S. involves special
risks (as described in the fund's Prospectus).  Securities issued by non-U.S.
governments may or may not be supported by the full faith and credit of the
governmental entities.  Additionally governmental issuers of non-U.S.
securities may be unwilling to repay principal and interest when due and may
require that the conditions for payment be renegotiated.  The fund has no
current intention (at least during the next 12 months) to invest more than 5%
of its assets in securities issued by non-U.S. governmental entities.
 
   The fund's assets will be invested with geographic flexibility; accordingly,
investments may be made from time to time in issuers domiciled in, or
governments of, developing countries.  The fund's investment adviser currently
does not intend to invest more than 20% of the fund's assets (taken at cost) in
securities of issuers domiciled in, or governments of, developing
countries.    
 
The risks of investing outside the U.S. may be more pronounced for investments
in developing countries, such as some of the countries of Southeast Asia, Latin
America, Eastern Europe, and the Middle East.  Although there is no universally
accepted definition, a developing country may, for example, be in the initial
stages of its industrialization cycle and/or have a lower per capita gross
national product and/or have a low or middle income economy.  In addition, the
possibility of political upheaval and the dependence on foreign economic
assistance may be greater in developing countries than in developed countries. 
Furthermore, markets of developing countries may be more volatile and have
lower trading volume (potentially affecting the liquidity of securities).
 
CURRENCY TRANSACTIONS - The fund has the ability to hold a portion of its
assets in U.S. dollars and other currencies and to enter into certain currency
contracts (on either a spot or forward basis) in connection with investing in
non-U.S. dollar denominated securities including foreign currency exchange and
forward currency contracts.  A foreign exchange contract is used to facilitate
settlement of trades.  For example, the fund might purchase a currency or enter
into a foreign exchange contract to preserve the U.S. dollar price of
securities it has contracted to purchase.    A forward currency contract is an
obligation to purchase or sell a specific currency at a future date, which may
be any fixed number of days from the date of the contract agreed upon by the
parties, at a price set at the time of the contract.  The fund will segregate
liquid assets which will be marked to market daily to meet its forward
commitments to the extent required by the Securities and Exchange Commission.
 
   Certain provisions of the Internal Revenue Code (the Code) may affect the
extent to which the fund may enter into forward contracts.  Such transactions
may also affect, for U.S. federal income tax purposes, the character and timing
of income, gain or loss recognized by the fund.    
 
   The fund's assets may also be invested in securities through depositary
receipts which may be denominated in various currencies.  For example, the fund
may purchase American Depositary Receipts which are U.S. dollar denominated
securities of non-U.S. issuers designed for use in the U.S. securities markets
and which represent and may be converted to the underlying security.    
 
   U.S. GOVERNMENT SECURITIES - Securities guaranteed by the U.S. Government
include: (1) direct obligations of the U.S. Treasury (such as Treasury bills,
notes and bonds) and (2) federal agency obligations guaranteed as to principal
and interest by the U.S. Treasury.    
 
   Certain securities issued by U.S. Government instrumentalities and certain
federal agencies are neither direct obligations of, nor guaranteed by, the
Treasury. However, they generally involve federal sponsorship in one way or
another: some are backed by specific types of collateral; some are supported by
the issuer's right to borrow from the Treasury; some are supported by the
discretionary authority of the Treasury to purchase certain obligations of the
issuer; and others are supported only by the credit of the issuing government
agency or instrumentality.    
 
CASH EQUIVALENTS - These securities include (1) commercial paper (short-term
notes up to 9 months in maturity issued by corporations or governmental
bodies), (2) commercial bank obligations (certificates of deposit
(interest-bearing time deposits), bankers' acceptances (time drafts on a
commercial bank where the bank accepts an irrevocable obligation to pay at
maturity), (3) savings association and savings bank obligations (certificates
of deposit issued by savings banks or savings associations), (4) securities of
the U.S. Government, its agencies or instrumentalities that mature, or may be
redeemed, in one year or less, and (5) corporate bonds and notes that mature,
or may be redeemed, in one year or less.
 
OTHER SECURITIES - The fund may also invest in securities that have both equity
and debt characteristics such as non-convertible preferred stocks and
convertible securities.  Non-convertible preferred stocks are similar to debt
in that they have a stated dividend rate akin to the coupon of a bond or note
even though they are often classified as equity securities.  The prices and
yields of non-convertible preferred stocks generally move with changes in
interest rates and the issuer's credit quality, similar to the factors
affecting debt securities. 
 
Bonds, preferred stocks, and other securities may sometimes be converted into
shares of common stock or other securities at a stated exchange ratio.  These
securities prior to conversion pay a fixed rate of interest or a dividend. 
Because convertible securities have both debt and equity characteristics their
value varies in response to many factors, including the value of the underlying
equity, general market and economic conditions, convertible market valuations,
as well as changes in interest rates, credit spreads, and the credit quality of
the issuer.   The fund may invest in convertible securities rated in a variety
of credit quality categories, including those rated as low as C by Moody's
Investors Service, Inc. or D by Standard & Poor's Corporation.  The fund has no
current intention (at least during the next 12 months) to invest more than 5%
of its assets in convertible securities rated below A by Moody's or S&P.
 
WARRANTS AND RIGHTS - In addition, the fund may purchase warrants, which are
usually issued together with bonds or preferred stocks.  Warrants generally
entitle the holder to buy a proportionate amount of common stock at a specified
price, usually higher than the current market price.  Warrants may be issued
with an expiration date or in perpetuity.  The fund may also invest in rights
to purchase common stocks.  Rights are similar to warrants except that they
normally entitle the holder to purchase common stock at a lower price than the
current market price.  Rights generally expire in less than four weeks. 
 
REPURCHASE AGREEMENTS - The fund has no current intention (at least during the
next 12 months) to invest more than 5% of its assets in repurchase agreements,
under which the fund buys a security and obtains a simultaneous commitment from
the seller to repurchase the security at a specified time and price. 
Repurchase agreements permit the fund to maintain liquidity and earn income
over periods of time as short as overnight.  The seller must maintain with the
fund's custodian collateral equal to at least 100% of the repurchase price
including accrued interest, as monitored daily by Capital Research and
Management Company (the Investment Adviser).  If the seller under the
repurchase agreement defaults, the fund may incur a loss if the value of the
collateral securing the repurchase agreement has declined and may incur
disposition costs in connection with liquidating the collateral.  If bankruptcy
proceedings are commenced with respect to the seller, realization upon the
collateral by the fund may be delayed or limited.
 
144A SECURITIES - Normally, securities acquired in U.S. private placements are
subject to contractual restrictions on resale and may not be resold except
pursuant to a registration statement under the Securities Act of 1933 or in
reliance upon an exemption from the registration requirements under the Act,
for example, private placements sold pursuant to Rule 144A.  Accordingly, any
such obligation will be deemed illiquid (unless procedures for determining
liquidity are adopted by the fund's Board of Trustees), and the fund may incur
certain additional costs in disposing of such securities.  Additionally,
investing in private placement securities could have the effect of increasing
the level of illiquidity of the fund's portfolio to the extent that "qualified"
institutional investors become, for a period of time, uninterested in
purchasing these securities.
 
   The fund will not invest more than 10% of its assets in illiquid securities
or more than 5% of its assets in securities which are subject to contractual
restrictions on resale.  Non-U.S. securities that can be freely traded in a
foreign securities market and for which the facts and circumstances support a
finding of liquidity are not included for the purposes of this limitation.    
 
CERTAIN RISK FACTORS RELATING TO BELOW INVESTMENT GRADE BONDS:
 
SENSITIVITY TO INTEREST RATE AND ECONOMIC CHANGES - High-yield, high-risk bonds
are very sensitive to adverse economic changes and corporate developments. 
During an economic downturn or substantial period of rising interest rates,
highly leveraged issuers may experience financial stress that would adversely
affect their ability to service their principal and interest payment
obligations, to meet projected business goals, and to obtain additional
financing.  If the issuer of a bond defaulted on its obligations to pay
interest or principal or entered into bankruptcy proceedings, the fund may
incur losses or expenses in seeking recovery of amounts owed to it.  In
addition, periods of economic uncertainty and changes can be expected to result
in increased volatility of market prices of high-yield, high-risk bonds.
 
PAYMENT EXPECTATIONS - High-yield, high-risk bonds, like other bonds, may
contain redemption or call provisions.  If an issuer exercised these provisions
in a declining interest rate market, the fund would have to replace the
security with a lower yielding security, resulting in a decreased return for
investors.  Conversely, a high-yield, high-risk bond's value will decrease in a
rising interest rate market, as it will with all bonds.
 
LIQUIDITY AND VALUATION - There may be little trading in the secondary market
for particular bonds, which may affect adversely the fund's ability to value
accurately or dispose of such bonds.  Adverse publicity and investor
perceptions, whether or not based on fundamental analysis, may decrease the
values and liquidity of high-yield, high-risk bonds, especially in a thin
market.
 
   Subsequent to their purchase by the fund, certain bonds or notes may cease
to be rated or their ratings may be reduced below the minimum rating required
for purchase by the fund.  Neither event requires the elimination of such
obligations from the fund's portfolio, but the Investment Adviser will consider
such an event in its determination of whether the fund should continue to hold
such obligations in its portfolio.  If, however, as a result of a downgrade or
otherwise, the fund holds more than 5% of its assets in high-yield, high-risk
bonds, the fund will dispose of the excess as expeditiously as possible.    
 
                            INVESTMENT RESTRICTIONS
 
The fund has adopted certain investment restrictions which may not be changed
without a majority vote of its outstanding shares.  Such majority is defined by
the Investment Company Act of 1940 (the "1940 Act") as the vote of the lesser
of (i) 67% or more of the outstanding voting securities present at a meeting,
if the holders of more than 50% of the outstanding voting securities are
present in person or by proxy, or (ii) more than 50% of the outstanding voting
securities.  All percentage limitations expressed in the following investment
restrictions are measured immediately after and giving effect to the relevant
transaction.  The fund may not:
 
1. Invest in securities of another issuer (other than the U.S. government or
its agencies or instrumentalities), if immediately after and as a result of
such investment more than 5% of the value of the total assets would be invested
in the securities of such other issuer (except with respect to 25% of the value
of the total assets, the fund may exceed the 5% limitation with regards to
investments in the securities of any one foreign government);
 
 2. Invest in companies for the purpose of exercising control or management;
 
3. Invest more than 25% of the value of its total assets in the securities of
companies primarily engaged in any one industry;
 
4. Invest more than 5% of its total assets in the securities of other
investment companies; such investments shall be limited to 3% of the voting
stock of any investment company provided, however, that investment in the open
market of a closed-end investment company where no more than customary brokers'
commissions are involved and investment in connection with a merger,
consolidation, acquisition or reorganization shall not be prohibited by this
restriction;
 
5. Buy or sell real estate in the ordinary course of its business; however, the
fund may invest in securities secured by real estate or interests therein or
issued by companies, including real estate investment trusts and funds, which
invest in real estate or interests therein;
 
6. Buy or sell commodities or commodity contracts in the ordinary course of its
business,  provided, however, that entering into foreign currency contracts
shall not be prohibited by this restriction;
 
7. Invest more than 10% of the value of its total assets in securities which
are not readily marketable or more than 5% of the value of its total assets in
securities which are subject to legal or contractual restrictions on resale
(except repurchase agreements) or engage in the business of underwriting of
securities of other issuers, except to the extent that the disposal of an
investment position may technically constitute the fund an underwriter as that
term is defined under the Securities Act of 1933.  The fund may buy and sell
securities outside the U.S. which are not registered with the Securities and
Exchange Commission or marketable in the U.S. without regard to this
restriction.  The fund may not enter into any repurchase agreement if, as a
result, more than  10% of total assets would be subject to repurchase
agreements maturing in more than seven days.  (See "Repurchase Agreements"
above);
 
8. Lend any of its assets; provided, however that entering into repurchase
agreements, investment in government obligations, publicly traded bonds,
debentures, other debt securities or in cash equivalents such as short term
commercial paper, certificates of deposit, or bankers acceptances, shall not be
prohibited by this restriction;
 
9. Sell securities short except to the extent that the fund contemporaneously
owns or has the right to acquire, at no additional cost, securities identical
to those sold short;
 
 10. Purchase securities on margin;
 
11. Borrow amounts in excess of 5% of the value of its total assets or issue
senior securities.  In any event, the fund may borrow only as a temporary
measure for extraordinary or emergency purposes and not for investment in
securities;
 
 12. Mortgage, pledge or hypothecate its total assets to any extent;
 
13. Purchase or retain the securities of any issuer, if those individual
officers and trustees of the fund, its investment adviser or principal
underwriter, each owning beneficially more than 1/2 of 1% of the securities of
such issuer, together own more than 5% of the securities of such issuer;
 
14. Invest more than 5% of the value of its total assets in securities of
companies having, together with their predecessors, a record of less than three
years of continuous operation;
 
 15. Invest in puts, calls, straddles or spreads, or combinations thereof; or
 
16. Purchase partnership interests in oil, gas, or mineral exploration,
drilling or mining ventures.
 
   In addition, it is a non-fundamental policy of the fund as to 75% of the
fund's total assets, investments in any one issuer will be limited to no more
than 10% of the voting securities of such issuer.     
 
                           FUND TRUSTEES AND OFFICERS
                         TRUSTEES AND TRUSTEE COMPENSATION
 
<TABLE>
<CAPTION>
NAME, ADDRESS        POSITION         PRINCIPAL           AGGREGATE               TOTAL                   TOTAL          
AND AGE              WITH             OCCUPATION(S)       COMPENSATION            COMPENSATION            NUMBER         
                     REGISTRANT       DURING PAST 5       (INCLUDING              (INCLUDING              OF FUND        
                                      YEARS               VOLUNTARILY             VOLUNTARILY             BOARDS         
                                      (POSITIONS          DEFERRED                DEFERRED                ON WHICH       
                                      WITHIN THE          COMPENSATION/1/)        COMPENSATION/1/)        TRUSTEE        
                                      ORGANIZATIONS       FROM FUND DURING        FROM ALL FUNDS          SERVES         
                                      LISTED MAY          FISCAL YEAR             MANAGED BY              /3/            
                                      HAVE CHANGED        ENDED 3/31/98           CAPITAL RESEARCH                       
                                      DURING THIS                                 AND MANAGEMENT                         
                                      PERIOD)                                     COMPANY/2/ FOR THE                     
                                                                                  YEAR ENDED                             
                                                                                  3/31/98                                
 
<S>                  <C>              <C>                 <C>                     <C>                     <C>            
Elisabeth            Trustee          Administrative Director,   $20,950                 $40,650                 2.00           
Allison                               ANZI, Ltd.                                                                         
ANZI, Ltd.                            (financial                                                                         
1770                                  publishing                                                                         
Massachusetts                         and                                                                                
Ave.                                  consulting);                                                                       
Cambridge, MA                         Publishing                                                                         
02140                                 Consultant,                                                                        
Age:  51                              Harvard                                                                            
                                      Medical                                                                            
                                      School;                                                                            
                                      former Senior                                                                      
                                      Vice                                                                               
                                      President,                                                                         
                                      Planning and                                                                       
                                      Development,                                                                       
                                      McGraw Hill,                                                                       
                                      Inc.                                                                               
 
Michael R.           Trustee          Chairman of         $17,750                 $34,250                 2              
Bonsignore                            the Board and                                                                      
Honeywell                             Chief                                                                              
Plaza                                 Executive                                                                          
P.O. Box 524                          Officer,                                                                           
Minneapolis,                          Honeywell                                                                          
MN  55440                             Inc.                                                                               
Age:  57                                                                                                                 
 
+David I.            Trustee          Chairman of         None/4/                 None/4/                 2.00           
Fisher                                the Board,                                                                         
333 South                             The Capital                                                                        
Hope Street                           Group                                                                              
Los Angeles,                          Companies,                                                                         
CA  90072                             Inc.;                                                                              
Age:  58                              Chairman of                                                                        
                                      the Board,                                                                         
                                      Capital                                                                            
                                      Guardian                                                                           
                                      Trust Company                                                                      
 
Robert A. Fox        Trustee          President and       $19,550/5/              $90,917                 5.00           
P.O. Box 457                          Chief                                                                              
Livingston,                           Executive                                                                          
CA 95334                              Officer,                                                                           
Age:  61                              Foster Farms,                                                                      
                                      Inc.; former                                                                       
                                      President,                                                                         
                                      Revlon                                                                             
                                      International;  former                                                                  
                                      Chairman and                                                                       
                                      Chief                                                                              
                                      Executive                                                                          
                                      Officer,                                                                           
                                      Clarke Hooper                                                                      
                                      America                                                                            
                                      (advertising)                                                                      
 
Alan Greenway        Trustee          President,          $20,450                 $72,650                 4.00           
7413 Fairway                          Greenway                                                                           
Road                                  Associates,                                                                        
La Jolla, CA                          Inc.                                                                               
92037                                 (management                                                                        
Age: 70                               consulting                                                                         
                                      services)                                                                          
 
+William R.          Trustee          Senior Vice         None/4/                 None/4/                 3.00           
Grimsley                              President and                                                                      
One Market                            Director,                                                                          
Plaza                                 Capital                                                                            
Steuart                               Research and                                                                       
Tower, Suite                          Management                                                                         
1800                                  Company                                                                            
San                                                                                                                      
Francisco, CA                                                                                                            
94105                                                                                                                    
Age: 60                                                                                                                  
 
Koichi Itoh          Trustee          Group Vice          $19,950                 $39,850                 2.00           
Autosplice                            President,                                                                         
Inc.                                  Autosplice                                                                         
3-7-39                                Inc., former                                                                       
Minami-cho                            President and                                                                      
                                      Chief                                                                              
Higashi-Kurume City                    Executive                                                                          
Tokyo, Japan                          Officer,                                                                           
203-0031                              IMPAC                                                                              
Age:  57                              (management                                                                        
                                      consulting                                                                         
                                      services);                                                                         
                                      former                                                                             
                                      Managing                                                                           
                                      Partner,                                                                           
                                      VENCA                                                                              
                                      Management                                                                         
                                      (venture                                                                           
                                      capital)                                                                           
 
++William H.         Trustee          President,          $19,400/5/              $74,950                 4.00           
Kling                                 Minnesota                                                                          
45 East                               Public Radio;                                                                      
Seventh                               President,                                                                         
Street                                Greenspring                                                                        
St. Paul, MN                          Co.; former                                                                        
55101                                 President,                                                                         
Age:  56                              American                                                                           
                                      Public Radio                                                                       
                                      (now Public                                                                        
                                      Radio                                                                              
                                      International)                                                                     
 
John G.              Trustee          The IBJ             $19,150/5/              $151,200                7.00           
McDonald                              Professor of                                                                       
Graduate                              Finance,                                                                           
School of                             Graduate                                                                           
Business                              School of                                                                          
Stanford                              Business,                                                                          
University                            Stanford                                                                           
Stanford, CA                          University                                                                         
94305                                                                                                                    
Age: 61                                                                                                                  
 
++William I.         Trustee          Chairman of         $20,950                 $41,850                 2.00           
Miller                                the Board,                                                                         
500                                    Irwin                                                                             
Washington                            Financial                                                                          
Street                                Corporation                                                                        
Box 929                                                                                                                  
Columbus, IN                                                                                                             
47202                                                                                                                    
Age:  42                                                                                                                 
 
Kirk P.              Trustee          Chairman/Chief Executive   $19,550                 $93,084                 5              
Pendleton                             Officer,                                                                           
Cairnwood,                            Cairnwood,                                                                         
Inc.                                  Inc. (venture                                                                      
75 James Way                          capital                                                                            
Southhampton,                         investment)                                                                        
PA  18966                                                                                                                
Age:  58                                                                                                                 
 
Donald E.            Trustee          Former              $19,650/5/              $67,450                 4.00           
Petersen                              Chairman of                                                                        
222 East                              the Board and                                                                      
Brown, Suite                          Chief                                                                              
460                                   Executive                                                                          
Birmingham,                           Officer, Ford                                                                      
MI 48009                              Motor                                                                              
Age: 71                               Company                                                                            
 
+Walter P.           Chairman         Chairman,           None/4/                 None/4/                 8.00           
Stern                of               Capital Group                                                                      
630 Fifth            the Board        International, Inc.;                                                                  
Avenue                                Chairman,                                                                          
New York, NY                          Capital                                                                            
10111                                 International, Inc.; Vice                                                                  
Age:  69                              Chairman,                                                                          
                                      Capital                                                                            
                                      Research                                                                           
                                      International, Inc.;                                                                  
                                      Director,                                                                          
                                      Temple-Inland                                                                      
                                      Inc. (forest                                                                       
                                      products)                                                                          
 
+Thierry             President        Director,           None/4/                 None/4/                 2.00           
Vandeventer          and              Capital                                                                            
3 Place des          Trustee          Research and                                                                       
Bergues                               Management                                                                         
1201 Geneva,                          Company                                                                            
Switzerland                                                                                                              
Age:  62                                                                                                                 
 
</TABLE>
 
    
 + Trustees who are considered "interested persons" as defined in the
Investment Company Act of 1940, as amended, on the basis of their affiliation
with the fund's Investment Adviser, Capital Research and Management Company.
 
 ++ May be deemed an "interested person" of the fund due to membership on the
board of directors of the parent company of a registered broker-dealer.
 
  1 Amounts may be deferred by eligible trustees under a non-qualified deferred
compensation plan adopted by the fund in 1993.  Deferred amounts accumulate at
an earnings rate determined by the total return of one or more of the funds in
The American Funds Group as designated by the Trustee.
 
  2 Capital Research and Management Company manages The American Funds Group
consisting of 28 funds: AMCAP Fund, American Balanced Fund, Inc., American
High-Income Municipal Bond Fund, Inc., American High-Income Trust, American
Mutual Fund, Inc., The Bond Fund of America, Inc., The Cash Management Trust of
America, Capital Income Builder, Inc., Capital World Growth and Income Fund,
Inc., Capital World Bond Fund, Inc., EuroPacific Growth Fund, Fundamental
Investors, Inc., The Growth Fund of America, Inc., The Income Fund of America.
Inc., Intermediate Bond Fund of America, The Investment Company of America,
Limited Term Tax-Exempt Bond Fund of America, The New Economy Fund, New
Perspective Fund, Inc., SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of
America, Inc., The Tax-Exempt Fund of California, The Tax-Exempt Fund of
Maryland, The Tax-Exempt Fund of Virginia, The Tax-Exempt Money Fund of
America, The U.S. Treasury Money Fund of America, U.S. Government Securities
Fund and Washington Mutual Investors Fund, Inc.  Capital Research and
Management Company also manages American Variable Insurance Series and Anchor
Pathway Fund which serve as the underlying investment vehicles for certain
variable insurance contracts; and Bond Portfolio for Endowments, Inc. and
Endowments, Inc. whose shares may be owned only by tax-exempt organizations.
 
 3 Includes funds managed by Capital Research and Management Company and
affiliates.
 
 4 David I. Fisher, William R. Grimsley, Walter P. Stern and Thierry
Vandeventer are affiliated with the Investment Adviser and, accordingly,
receive no compensation from the fund.
 
 5 Since the deferred compensation plan's adoption, the total amount of
deferred compensation accrued by the fund (plus earnings thereon) as of the
fiscal year ended March 31, 1998 for participating Trustees is as follows:
Michael R. Bonsignore ($19,844), Robert A. Fox ($142,358), Koichi Itoh
($34,579), William H. Kling ($80,517), John G. McDonald ($79,739), William I.
Miller ($35,675), Kirk P. Pendleton ($31,835), Donald E. Petersen ($20,472). 
Amounts deferred and accumulated earnings thereon are not funded and are
general unsecured liabilities of the fund until paid to the Trustee.
 
 
                                     OFFICERS
 
<TABLE>
<CAPTION>
NAME AND ADDRESS                  AGE      POSITION(S) HELD         PRINCIPAL OCCUPATION(S) DURING             
                                           WITH REGISTRANT          PAST 5 YEARS                               
 
Stephen E. Bepler                 55       Executive Vice           Senior Vice President, Capital             
630 Fifth Avenue                           President                Research Company                           
New York, NY  10111                                                                                            
 
Mark E. Denning                   40       Executive Vice           Senior Vice President and Director,        
25 Bedford Street                          President                Capital Research Company; Director,        
London, England                                                     Capital Research and Management            
                                                                    Company                                    
 
Robert W. Lovelace                35       Senior Vice              Executive Vice President and               
11100 Santa Monica Blvd.                   President                Director, Capital Research Company;        
Los Angeles, CA  90025                                              Vice President, Capital Research and       
                                                                    Management Company                         
 
Janet A. McKinley                 43       Senior Vice              Senior Vice President, Capital             
630 Fifth Avenue                           President                Research Company; Director, Capital        
New York, NY  10111                                                 Research and Management Company            
 
Alwyn Heong                       38       Vice President           Vice President, Capital Research           
630 Fifth Avenue                                                    Company                                    
New York, NY  10111                                                                                            
 
Hiromi Ishikawa                   36       Vice President           Vice President, Capital Research           
Yamato Seimei Building                                              Company                                    
14/th/ Floor                                                                                                   
1-1-7 Uchisaiwaicho,                                                                                           
Chiyoda-ku                                                                                                     
Tokyo 100, Japan                                                                                               
 
Vincent P. Corti                  41       Secretary                Vice President - Fund Business             
333 South Hope Street                                               Management Group, Capital Research         
Los Angeles, CA  90071                                              and Management Company                     
 
R. Marcia Gould                   43       Treasurer                Vice President - Fund Business             
135 South State College                                             Management Group, Capital Research         
Blvd.                                                               and Management Company                     
Brea, CA  92821                                                                                                
 
<S>                               <C>      <C>                      <C>                                        
</TABLE>
 
    
 
   All of the officers listed are officers or employees of the Investment
Adviser or affiliated companies. No compensation is paid by the fund to any
Trustee or officer who is a director, officer or employee of the Investment
Adviser.  Each unaffiliated Trustee is paid a fee of $15,000 per annum, plus
$1,000 for each Board of Trustees meeting attended, plus $400 for each meeting
attended as a member of a committee of the Board of Trustees.  The Trustees may
elect, on a voluntary basis, to defer all or a portion of their fees through a
deferred compensation plan in effect for the fund.  As of May 1, 1998 the
officers and Trustees of the fund and their families as a group owned
beneficially or of record less than 1% of the outstanding shares of the
fund.    
 
                                   MANAGEMENT
 
INVESTMENT ADVISER - The Investment Adviser, founded in 1931, maintains
research facilities in the U.S. and abroad (Los Angeles, San Francisco, New
York, Washington D.C., London, Geneva, Hong Kong, Singapore and Tokyo), with a
staff of professionals, many of whom have a number of years of investment
experience.  The Investment Adviser is located at 333 South Hope Street, Los
Angeles, CA 90071, and at 135 South State College Boulevard, Brea, CA 92821. 
The Investment Adviser's research professionals travel several million miles a
year, making more than 5,000 research visits in more than 50 countries around
the world.  The Investment Adviser believes that it is able to attract and
retain quality personnel.  The Investment Adviser is a wholly owned subsidiary
of The Capital Group Companies, Inc.
 
An affiliate of the Investment Adviser compiles indices for major stock markets
around the world and compiles and edits the Morgan Stanley Capital
International Perspective, providing financial and market information about
more than 2,400 companies around the world.
 
   The Investment Adviser is responsible for more than $175 billion of stocks,
bonds and money market instruments and serves over eight million investors of
all types.  These investors include privately owned businesses and large
corporations, as well as schools, colleges, foundations and other non-profit
and tax-exempt organizations.    
 
   INVESTMENT ADVISORY AND SERVICE AGREEMENT - The Investment Advisory and
Service Agreement (the "Agreement") between the fund and the Investment
Adviser, unless sooner terminated, will continue until March 31, 1999 and may
be renewed from year to year thereafter, provided that any such renewal has
been specifically approved at least annually by (i) the Board of Trustees, or
by the vote of a majority (as defined in the 1940 Act) of the outstanding
voting securities, and (ii) the vote of a majority of Trustees who are not
parties to the Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval.  The Agreement provides that the Investment Adviser has no
liability to the fund for its acts or omissions in the performance of its
obligations to the fund not involving willful misconduct, bad faith, gross
negligence or reckless disregard of its obligations under the Agreement.  The
Agreement also provides that either party has the right to terminate it,
without penalty, upon 60 days' written notice to the other party and that the
Agreement automatically terminates in the event of its assignment (as defined
in the 1940 Act).    
 
The Investment Adviser, in addition to providing investment advisory services,
furnishes the services and pays the compensation and travel expenses of
qualified persons who perform executive, administrative, clerical and
bookkeeping functions of the fund; provides suitable office space and
utilities; and provides necessary small office equipment and general purpose
accounting forms, supplies, and postage used at the offices of the fund
relating to the services furnished by the Investment Adviser.
 
The fund pays all expenses not specifically assumed by the Investment Adviser,
including, but not limited to, custodian, stock transfer and dividend
disbursing fees and expenses; expenses pursuant to the fund's Plan of
Distribution (described below); costs of designing, printing and mailing
reports, prospectuses, proxy statements and notices to shareholders; taxes;
expenses of the issuance, sale, redemption, or repurchase of shares of the fund
(including stock certificates, registration and qualification fees and
expenses); legal and auditing fees and expenses; compensation, fees, and
expenses paid to Trustees not affiliated with the Investment Adviser;
association dues; and costs of stationery and forms prepared exclusively for
the fund.
 
The Investment Adviser will reimburse the fund to the extent that the fund's
annual operating expenses, exclusive of taxes, interest, brokerage costs,
distribution expenses and extraordinary expenses such as litigation and
acquisitions, exceed the expense limitations applicable to the fund imposed by
state securities laws or any regulations thereunder.  Only one state
(California) continues to impose expense limitations on funds registered for
sale therein.  The California provision currently limits annual expenses to the
sum of 2-1/2% of the first $30 million of average net assets, 2% of the next
$70 million and 1-1/2% of the remaining average net assets.  Rule 12b-1
distribution plan expenses would be excluded from this limit.  Expenditures,
including costs incurred in connection with the purchase or sale of portfolio
securities, which are capitalized in accordance with generally accepted
accounting principles applicable to investment companies, are accounted for as
capital items and not as expenses.  The fund might be eligible to exclude
certain additional expenses, such as expenses of maintaining foreign custody of
certain portfolio securities by obtaining a waiver of such limit from
California.
 
   As compensation for its services, the Investment Adviser receives a monthly
fee which is accrued daily, calculated at the annual rate of 0.69% on the first
$500 million of the fund's average net assets, 0.59% of such assets in excess
of $500 million but not exceeding $1.0 billion, 0.53% of such  assets in excess
of $1.0 billion but not exceeding $1.5 billion, 0.50% of such assets in excess
of $1.5 billion but not exceeding $2.5 billion, 0.48% of such assets in excess
of $2.5 billion but not exceeding $4.0 billion, 0.47% of such assets in excess
of $4.0 billion but not exceeding $6.5 billion, 0.46% of such assets in excess
of $6.5 billion but not exceeding $10.5 billion,  0.45% of such assets in
excess of $10.5 billion but not exceeding $17 billion, and 0.445% of such
assets in excess of $17 billion.  During the fiscal years ended March 31, 1998,
1997 and 1996, the Investment Adviser's total fees amounted to $90,507,000,
$70,142,000 and $51,034,000, respectively.    
 
   PRINCIPAL UNDERWRITER - American Funds Distributors, Inc. (the Principal
Underwriter) is the principal underwriter of the fund's shares.  The Principal
Underwriter is located at 333 South Hope Street, Los Angeles, CA 90071, 135
South State College Boulevard, Brea, CA 92821, 8000 IH-10 West, San Antonio, TX
78230, 8332 Woodfield Crossing Boulevard, Indianapolis, IN 46240, and 5300
Robin Hood Road, Norfolk, VA 23513.  The fund has adopted a Plan of
Distribution (the Plan), pursuant to rule 12b-1 under the 1940 Act.  The
Principal Underwriter receives amounts payable pursuant to the Plan (see below)
and commissions consisting of that portion of the sales charge remaining after
the discounts which it allows to investment dealers.  Commissions retained by
the Principal Underwriter on sales of fund shares during the fiscal year ended
March 31, 1998 amounted to $10,044,000 after allowance of $50,962,000 to
dealers.  During the fiscal years ended March 31, 1997 and 1996 the Principal
Underwriter retained $10,806,000 and $11,178,000, respectively after an
allowance of $55,552,000 and $59,403,000 respectively.    
 
As required by rule 12b-1, the Plan (together with the Principal Underwriting
Agreement) has been approved by the full Board of Trustees and separately by a
majority of the Trustees who are not "interested persons" of the fund and who
have no direct or indirect financial interest in the operation of the Plan or
the Principal Underwriting Agreement, and the Plan has been approved by the
vote of a majority of the outstanding voting securities of the fund.  The
officers and Trustees who are "interested persons" of the fund may be
considered to have a direct or indirect financial interest in the operation of
the Plan due to present or past affiliations with the Investment Adviser and
related companies.  Potential benefits of the Plan to the fund include improved
shareholder services, savings to the fund in transfer agency costs, savings to
the fund in advisory fees and other expenses, benefits to the investment
process from growth or stability of assets and maintenance of a financially
healthy management organization.  The selection and nomination of Trustees who
are not "interested persons" of the fund are committed to the discretion of the
Trustees who are not "interested persons" during the existence of the Plan. 
Expenditures under the Plan are reviewed quarterly,  and the Plan must be
renewed annually by the Board of Trustees.
 
   Under the Plan the fund may expend up to 0.25% of its net assets annually to
finance any activity which is primarily intended to result in the sale of fund
shares, provided the fund's Board of Trustees has approved the category of
expenses for which payment is made.  These include service fees for qualified
dealers and dealer commissions and wholesaler compensation on sales of shares
exceeding $1 million (including purchases by any employer-sponsored 403(b) plan
or purchases by any defined contribution plan qualified under Section 401(a) of
the Code including a "401(k)" plan with 100 or more eligible employees). 
During the fiscal year ended March 31, 1998, the fund paid $45,288,000 under
the Plan.  As of March 31, 1998 accrued and unpaid distribution expenses were
$3,460,000.    
 
The Glass-Stegall Act and other applicable laws, among other things, generally
prohibit commercial banks from engaging in the business of underwriting,
selling or distributing securities, but permit banks to make shares of mutual
funds available to their customers and to perform administrative and
shareholder servicing functions.  However, judicial or administrative decisions
or interpretations of such laws, as well as changes in either federal or state
statutes or regulations relating to the permissible activities of banks or
their subsidiaries or affiliates, could prevent a bank from continuing to
perform all or a part of its servicing activities.  If a bank were prohibited
from so acting, shareholder clients of such bank would be permitted to remain
shareholders of the fund and alternate means for continuing the servicing of
such shareholders would be sought.  In such event, changes in the operation of
the fund might occur and shareholders serviced by such bank might no longer be
able to avail themselves of any automatic investment or other services then
being provided by such bank.  It is not expected that shareholders would suffer
adverse financial consequences as a result of any of these occurrences.
 
In addition, state securities laws on this issue may differ from the
interpretations of federal law expressed herein, and certain banks and
financial institutions may be required to be registered as dealers pursuant to
state law.
 
                   DIVIDENDS, DISTRIBUTIONS AND FEDERAL TAXES
 
   The fund intends to meet all the requirements and has elected the tax status
of a "regulated investment company" under the provisions of Subchapter M of the
Code.  Under Subchapter M, if the fund distributes within specified times at
least 90% of the sum of its investment company taxable income (net investment
income and the excess of net short-term capital gains over net long-term
capital losses) and its tax-exempt interest, if any, it will be taxed only on
that portion of its investment company taxable income that it retains.    
 
   To qualify as a regulated investment company, the fund must (a) derive at
least 90% of its gross income from dividends, interest, certain payments with
respect to securities loans and gains from the sale or other disposition of
stock, securities, currencies or other income derived with respect to its
business of investing in such stock, securities or currencies; and (b)
diversify its holdings so that, at the end of each fiscal quarter, (i) at least
50% of the market value of the fund's assets is represented by cash, cash
items, U.S. Government securities, securities of other regulated investment
companies and other securities (but such other securities must be limited, in
respect of any one issuer, to an amount not greater than 5% of the fund's
assets and 10% of the outstanding voting securities of such issuer), and (ii)
not more than 25% of the value of its assets is invested in the securities of
any one issuer (other than U.S. Government securities or the securities of
other regulated investment companies), or in two or more issuers which the fund
controls and which are engaged in the same or similar trades or businesses or
related trades or businesses.    
 
   Under the Code, a nondeductible excise tax of 4% is imposed on the excess of
a regulated investment company's "required distribution" for the calendar year
ending within the regulated investment company's taxable year over the
"distributed amount" for such calendar year.  The term "required distribution"
means the sum of (i) 98% of ordinary income (generally net investment income)
for the calendar year, (ii) capital gains (both long-term and short-term) for
the one-year period ending on October 31 (as though the one-year period ending
on October 31 were the regulated investment company's taxable year), and (iii)
the sum of any untaxed, undistributed net investment income and net capital
gains of the regulated investment company for prior periods.  The term
"distributed amount" generally means the sum of (i) amounts actually
distributed by the fund from its current year's ordinary income and capital
gain net income and (ii) any amount on which the fund pays income tax for the
year.  The fund intends to distribute net investment income and net capital
gains so as to minimize or avoid the excise tax liability.    
 
The amount of any realized gain or loss on closing out a forward currency
contracts such as a forward commitment for the purchase or sale of foreign
currency will generally result in ordinary income or loss for tax purposes. 
Under Code Section 1256, forward currency contracts held by the fund at the end
of each fiscal year will be required to be "marked to market" for federal
income tax purposes, that is, deemed to have been sold at market value.  Code
Section 988 may also apply to forward currency contracts.  Under Section 988,
each foreign currency gain or loss is generally computed separately and treated
as ordinary income or loss.  In the case of overlap between Sections 1256 and
988, special provisions determine the character and timing of any income, gain
or loss.  The fund will attempt to monitor Section 988 transactions to avoid an
adverse tax impact.
 
The fund intends to continue distributing to shareholders all of the excess of
net long-term capital gain over net short-term capital loss on sales of
securities.  Such distributions, whether paid in cash or re-invested in shares,
will be taxable to shareholders as long-term capital gains, regardless of how
long a shareholder has held fund shares or whether such gain was realized by
the fund before the shareholder acquired such shares and was reflected in the
price paid for the shares.  In particular, investors should consider the tax
implications of purchasing shares just prior to a dividend or capital gain
distribution record date.
 
Dividends and capital gain distributions generally are taxable to shareholders
at the time they are paid.  However, such dividends and distributions declared
in October, November and December and made payable to shareholders of record in
such a month are treated as paid and are thereby taxable as of December 31,
provided that the fund pays the dividend and/or capital gain distributions no
later than the end of January of the following year.
 
If a shareholder exchanges or otherwise disposes of shares of the fund within
90 days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously
incurred in acquiring the fund's shares shall not be taken into account (to the
extent such previous sales charges do not exceed the reduction in sales
charges) for the purpose of determining the amount of gain or loss on the
exchange, but will be treated as having been incurred in the acquisition of
such other shares.  Also, any loss realized on a redemption or exchange of
shares of a fund will be disallowed to the extent substantially identical
shares are reacquired within the 61-day period beginning 30 days before and
ending 30 days after the shares are disposed of.
 
Sales of forward currency contracts which are intended to hedge against a
change in the value of securities or currencies held by the fund may affect the
holding period of such securities or currencies and, consequently, the nature
of the gain or loss on such securities or currencies upon disposition.
 
   It is anticipated that any net gain realized from the closing out of forward
currency contracts will be considered gain from the sale of securities or
currencies and therefore be qualifying income for purposes of the 90% of gross
income from qualified sources requirement, as discussed above.  In order to
avoid realizing excessive gains on securities or currencies held less than
three months, the fund may be required to defer the closing out of a forward
currency contract beyond the time when it would otherwise be advantageous to do
so.     
 
The fund will distribute to shareholders annually any net long-term capital
gains which have been recognized for federal income tax purposes (including
unrealized gains at the end of the fund's fiscal year on forward currency
contract transactions as discussed above).  Such distributions will be combined
with distributions of capital gains realized on the fund's other investments.
 
Under the Code, the fund's taxable income for each year will be computed
without regard to any net foreign currency loss and net capital loss
attributable to transactions after October 31, and any such net foreign
currency loss and net capital loss will be treated as arising on the first day
of the following taxable year.
 
The fund may be required to pay withholding and other taxes imposed by foreign
countries generally at rates from 10% to 40% which would reduce the fund's
investment income.  Tax conventions between certain countries and the U.S. may
reduce or eliminate such taxes.  If more than 50% in value of the fund's total
assets at the close of its taxable year consists of securities of foreign
issuers, the fund will be eligible to file elections with the Internal Revenue
Service pursuant to which shareholders of the fund will be required to include
their respective pro rata portions of such withholding taxes in their federal
income tax returns as gross income, treat such amounts as foreign taxes paid by
them, and deduct such amounts in computing their taxable incomes or,
alternatively, use them as foreign tax credits against their federal income
taxes.  In any year the fund makes such an election, shareholders will be
notified as to the amount of foreign withholding and other taxes paid by the
fund.
 
   As of the date of this statement of additional information, the maximum
federal individual stated  tax rate applicable to ordinary income is 39.6%
(effective tax rates may be higher for some individuals due to phase out of
exemptions and elimination of deductions); the maximum individual tax rate
applicable to net capital gains on assets held more than 18 months is 20% and
on assets held more than one year and not more than 18 months is 28%; and the
maximum corporate tax applicable to ordinary income and net capital gains is
35%.  However, to eliminate the benefit of lower marginal corporate income tax
rates, corporations which have income in excess of $100,000 for a taxable year
will be required to pay an additional income tax liability of up to $11,750 and
corporations which have taxable income in excess of $15,000,000 for a taxable
year will be required to pay an additional amount of tax of up to $100,000. 
Naturally, the amount of tax payable by a shareholder with respect to either
distributions from the fund or disposition of fund shares will be affected by a
combination of tax law rules covering, E.G., deductions, credits, deferrals,
exemptions, sources of income and other matters. Under the Code, some
individuals are entitled to establish and contribute to an Individual
Retirement Account (IRA) each year without regard to extension (prior to the
tax return filing deadline for that year) whereby earnings on investments are
tax-deferred.  In addition, in some cases, the IRA contribution itself may be
deductible.    
 
The foregoing is limited to a summary discussion of federal taxation and should
not be viewed as a comprehensive discussion of all provisions of the Code
relevant to investors.  Dividends and capital gain distributions may also be
subject to state or local taxes.  Shareholders should consult their own tax
advisers for additional details as to their particular tax situations.
 
 
                                PURCHASE OF SHARES
 
<TABLE>
<CAPTION>
METHOD               INITIAL INVESTMENT                        ADDITIONAL INVESTMENTS                       
 
<S>                  <C>                                       <C>                                          
                     See "Investment Minimums and Fund         $50 minimum (except where a lower            
                     Numbers" for initial                      minimum is noted under "Investment           
                     investment minimums.                      Minimums and Fund Numbers").                 
 
By contacting        Visit any investment dealer who is        Mail directly to your investment             
your investment      registered in the state where the         dealer's address printed on your             
dealer               purchase is made and who has a            account statement.                           
                     sales agreement with American Funds                                                    
                     Distributors.                                                                          
 
By mail              Make your check payable to the fund       Fill out the account additions form at       
                     and mail to the address indicated         the bottom of a recent account               
                     on the account application.  Please       statement, make your check payable to        
                     indicate an investment dealer on          the fund, write your account number on       
                     the account application.                  your check, and mail the check and           
                                                               form in the envelope provided with           
                                                               your account statement.                      
 
By telephone         Please contact your investment            Complete the "Investments by Phone"          
                     dealer to open account, then follow       section on the account application or        
                     the procedures for additional             American FundsLink Authorization Form.       
                     investments.                              Once you've establish the privilege,         
                                                               you, your financial advisor or any           
                                                               person with your account information         
                                                               can call American FundsLine(r) and make investments by telephone
(subject   
                                                               to conditions noted in "Telephone and        
                                                               Computer Purchases, Redemptions and          
                                                               Exchanges" below).                           
 
By computer          Please contact your investment            Complete the American FundsLink              
                     dealer to open account, then follow       Authorization Form.  Once you've             
                     the procedures for additional             established the privilege, you, your         
                     investments.                              financial adviser or any person with         
                                                               your account information can access          
                                                               American FundsLine OnLine(sm) on the         
                                                               Internet and make investments by             
                                                               computer (subject to conditions noted        
                                                               in "Telephone and Computer Purchases,        
                                                               Redemptions and Exchanges" below).           
 
By wire              Call 800/421-0180 to obtain               Your bank should wire your additional        
                     your account number(s), if                investments in the same manner as            
                     necessary.  Please indicate an            described under "Initial Investment."        
                     investment dealer on the account.                                                      
                     Instruct your bank to wire funds                                                       
                     to:                                                                                    
                     Wells Fargo Bank                                                                       
                     155 Fifth Street, Sixth Floor                                                          
                     San Francisco, CA 94106                                                                
                     (ABA #121000248)                                                                       
                     For credit to the account of:                                                          
                     American Funds Service                                                                 
                     Company a/c #4600-076178                                                               
                     (fund name)                                                                            
                     (your fund acct. no.)                                                                  
 
THE FUNDS AND AMERICAN FUNDS DISTRIBUTORS RESERVE THE RIGHT TO REJECT ANY PURCHASE ORDER.                                           
                                              
 
</TABLE>
 
    
 
INVESTMENT MINIMUMS AND FUND NUMBERS - Here are the minimum initial investments
required by the funds in The American Funds Group along with fund numbers for
use with our automated phone line, American FundsLine(r) (see description
below):
   
<TABLE>
<CAPTION>
<S>                                                                           <C>               <C>        
FUND                                                                          MINIMUM           FUND       
                                                                              INITIAL           NUMBER     
                                                                              INVESTMENT                   
 
STOCK AND STOCK/BOND FUNDS                                                                                 
 
AMCAP Fund(r)                                                                                   02         
                                                                              $1,000                       
American Balanced Fund(r)                                                                       11         
                                                                              500                          
American Mutual Fund(r)                                                                         03         
                                                                              250                          
Capital Income Builder(r)                                                                       12         
                                                                              1,000                        
Capital World Growth and Income Fund(sm)                                                        33         
                                                                              1,000                        
EuroPacific Growth Fund(r)                                                                      16         
                                                                              250                          
Fundamental Investors(sm)                                                                       10         
                                                                              250                          
The Growth Fund of America(r)                                                                   05         
                                                                              1,000                        
The Income Fund of America(r)                                                                   06         
                                                                              1,000                        
The Investment Company of America(r)                                                            04         
                                                                              250                          
The New Economy Fund(r)                                                                         14         
                                                                              1,000                        
New Perspective Fund(r)                                                                         07         
                                                                              250                          
SMALLCAP World Fund(r)                                                                          35         
                                                                              1,000                        
Washington Mutual Investors Fund(sm)                                                            01         
                                                                              250                          
BOND FUNDS                                                                                                 
 
American High-Income Municipal Bond Fund(r)                                                     40         
                                                                              1,000                        
American High-Income Trust(sm)                                                                  21         
                                                                              1,000                        
The Bond Fund of America(sm)                                                                    08         
                                                                              1,000                        
Capital World Bond Fund(r)                                                                      31         
                                                                              1,000                        
Intermediate Bond Fund of America(sm)                                                           23         
                                                                              1,000                        
Limited Term Tax-Exempt Bond Fund of America(sm)                                                43         
                                                                              1,000                        
The Tax-Exempt Bond Fund of America(r)                                                          19         
                                                                              1,000                        
The Tax-Exempt Fund of California(r)*                                                           20         
                                                                              1,000                        
The Tax-Exempt Fund of Maryland(r)*                                                             24         
                                                                              1,000                        
The Tax-Exempt Fund of Virginia(r)*                                                             25         
                                                                              1,000                        
U.S. Government Securities Fund(sm)                                                             22         
                                                                              1,000                        
MONEY MARKET FUNDS                                                                                         
The Cash Management Trust of America(r)                                                         09         
                                                                              2,500                        
The Tax-Exempt Money Fund of America(sm)                                                        39         
                                                                              2,500                        
The U.S. Treasury Money Fund of America(sm)                                                     49         
                                                                              2,500                        
___________                                                                                                
*Available only in certain states.                                                                         
 
</TABLE>
 
 
    
 
   For retirement plan investments, the minimum is $250, except that the money
market funds have a minimum of $1,000 for IRAs.  Minimums are reduced to $50
for purchases through "Automatic Investment Plans" (except for the money market
funds) or to $25 for purchases by retirement plans through payroll deductions
and may be reduced or waived for shareholders of other funds in The American
Funds Group.  TAX-EXEMPT FUNDS SHOULD NOT SERVE AS RETIREMENT PLAN INVESTMENTS. 
The minimum is $50 for additional investments (except as noted above).
 
DEALER COMMISSIONS - The sales charges you pay when purchasing the stock,
stock/bond, and bond funds of The American Funds Group are set forth below. 
The money market funds of The American Funds Group are offered at net asset
value.  (See "Investment Minimums and Fund Numbers" for a listing of the
funds.)    
   
 
<TABLE>
<CAPTION>
<S>                                                           <C>            <C>          <C>                 
AMOUNT OF PURCHASE                                            SALES CHARGE AS             DEALER              
AT THE OFFERING PRICE                                         PERCENTAGE OF THE:          CONCESSION          
                                                                                          AS PERCENTAGE       
                                                                                          OF THE              
                                                                                          OFFERING            
                                                                                          PRICE               
 
                                                              NET AMOUNT     OFFERING                         
                                                              INVESTED       PRICE                            
 
STOCK AND STOCK/BOND FUNDS                                                                                    
 
Less than $50,000                                             6.10%          5.75%        5.00%               
 
$50,000 but less than $100,000                                4.71           4.50         3.75                
 
BOND FUNDS                                                                                                    
 
Less than $25,000                                             4.99           4.75         4.00                
 
$25,000 but less than $50,000                                 4.71           4.50         3.75                
 
$50,000 but less than $100,000                                4.17           4.00         3.25                
 
STOCK, STOCK/BOND, AND BOND FUNDS                                                                             
 
$100,000 but less than $250,000                               3.63           3.50         2.75                
 
$250,000 but less than $500,000                               2.56           2.50         2.00                
 
$500,000 but less than $1,000,000                             2.04           2.00         1.60                
 
$1,000,000 or more                                            none           none         (see below)         
 
</TABLE>
 
    
 
   Commissions of up to 1% will be paid to dealers who initiate and are
responsible for purchases of $1 million or more, for purchases by any
employer-sponsored 403(b) plan or purchases by any defined contribution plan
qualified under Section 401(a) of the Code including a "401(k)" plan with 100
or more eligible employees, and for purchases made at net asset value by
certain retirement plans of organizations with collective retirement plan
assets of $50 million or more:  1.00% on amounts of $1 million to $2 million,
0.80% on amounts over $2 million to $3 million, 0.50% on amounts over $3
million to $50 million, 0.25% on amounts over $50 million to $100 million, and
0.15% on amounts over $100 million.  The level of dealer commissions will be
determined based on sales made over a 12-month period commencing from the date
of the first sale at net asset value.     
 
   American Funds Distributors, at its expense (from a designated percentage of
its income), currently provides additional compensation to dealers. Currently
these payments are limited to the top one hundred dealers who have sold shares
of the fund or other funds in The American Funds Group. These payments will be
based on a pro rata share of a qualifying dealer's sales. American Funds
Distributors will, on an annual basis, determine the advisability of continuing
these payments.    
 
   Any employer-sponsored 403(b) plan or defined contribution plan qualified
under Section 401(a) of the Code including a "401(k)" plan with 100 or more
eligible employees or any other purchaser investing at least $1 million in
shares of the fund (or in combination with shares of other funds in The
American Funds Group other than the money market funds) may purchase shares at
net asset value; however, a contingent deferred sales charge of 1% is imposed
on certain redemptions made within 12 months of the purchase. (See "Redeeming
Shares--Contingent Deferred Sales Charge.")  Investments by retirement plans,
foundations or endowments with $50 million or more in assets may be made with
no sales charge and are not subject to a contingent deferred sales charge.    
 
Qualified dealers currently are paid a continuing service fee not to exceed
0.25% of average net assets (0.15% in the case of the money market funds)
annually in order to promote selling efforts and to compensate them for
providing certain services.  These services include processing purchase and
redemption transactions, establishing shareholder accounts and providing
certain information and assistance with respect to the fund.
 
   NET ASSET VALUE PURCHASES - The stock, stock/bond and bond funds may sell
shares at net asset value to: (1) current or retired directors, trustees,
officers and advisory board members of the funds managed by Capital Research
and Management Company, employees of Washington Management Corporation,
employees and partners of The Capital Group Companies, Inc. and its affiliated
companies, certain family members of the above persons, and trusts or plans
primarily for such persons; (2) current registered representatives, retired
registered representatives with respect to accounts established while active,
or full-time employees (and their spouses, parents, and children) of dealers
who have sales agreements with American Funds Distributors (or who clear
transactions through such dealers) and plans for such persons or the dealers;
(3) companies exchanging securities with the fund through a merger, acquisition
or exchange offer; (4) trustees or other fiduciaries purchasing shares for
certain retirement plans, foundations and endowments with assets of $50 million
or more; (5) insurance company separate accounts; (6) accounts managed by
subsidiaries of The Capital Group Companies, Inc.; and (7) The Capital Group
Companies, Inc., its affiliated companies and Washington Management
Corporation. Shares are offered at net asset value to these persons and
organizations due to anticipated economies in sales effort and expense.     
 
   STATEMENT OF INTENTION -  The reduced sales charges and offering prices set
forth in the Prospectus apply to purchases of $50,000 or more made within a
13-month period subject to a statement of intention (the "Statement").  The
Statement is not a binding obligation to purchase the indicated amount.  When a
shareholder elects to utilize a Statement in order to qualify for a reduced
sales charge, shares equal to 5% of the dollar amount specified in the
Statement will be held in escrow in the shareholder's account out of the
initial purchase (or subsequent purchases, if necessary) by American Funds
Service Company (the Transfer Agent).  All dividends and any capital gain
distributions on shares held in escrow will be credited to the shareholder's
account in shares (or paid in cash, if requested).  If the intended investment
is not completed within the specified 13-month period, the purchaser will remit
to the Principal Underwriter the difference between the sales charge actually
paid and the sales charge which would have been paid if the total of such
purchases had been made at a single time.  If the difference is not paid within
45 days after written request by the Principal Underwriter or the securities
dealer, the appropriate number of shares held in escrow will be redeemed to pay
such difference.  If the proceeds from this redemption are inadequate, the
purchaser will be liable to the Principal Underwriter for the balance still
outstanding.  The Statement may be revised upward at any time during the
13-month period, and such a revision will be treated as a new Statement, except
that the 13-month period during which the purchase must be made will remain
unchanged and there will be no retroactive reduction of the sales charges paid
on prior purchases.  Existing holdings eligible for rights of accumulation (see
the prospectus and account application) may be credited toward satisfying the
Statement.  During the Statement period reinvested dividends and capital gain
distributions, investments in money market funds, and investments made under a
right of reinstatement will not be credited toward satisfying the
Statement.    
 
In the case of purchase orders by the trustees of certain retirement plans by
payroll deduction, the sales charge for the investments made during the
13-month period will be handled as follows:  The regular monthly payroll
deduction investment will be multiplied by 13 and then multiplied by 1.5. The
current value of existing American Funds investments (other than money market
fund investments) and any rollovers or transfers reasonably anticipated to be
invested in non-money market American Funds during the 13-month period are
added to the figure determined above.  The sum is the Statement amount and
applicable breakpoint level.  On the first investment and all other investments
made pursuant to the Statement, a sales charge will be assessed according to
the sales charge breakpoint thus determined.  There will be no retroactive
adjustments in sales charges on investments previously made during the 13-month
period.
 
Shareholders purchasing shares at a reduced sales charge under a Statement
indicate their acceptance of these terms with their first purchase.
 
AGGREGATION - Sales charge discounts are available for certain aggregated
investments. Qualifying investments include those by you, your spouse and your
children under the age of 21, if all parties are purchasing shares for their
own account(s), which may include purchases through employee benefit plan(s)
such as an IRA, individual-type 403(b) plan or single-participant Keogh-type
plan or by a business solely controlled by these individuals (for example, the
individuals own the entire business) or by a trust (or other fiduciary
arrangement) solely for the benefit of these individuals. Individual purchases
by a trustee(s) or other fiduciary(ies) may also be aggregated if the
investments are (1) for a single trust estate or fiduciary account, including
an employee benefit plan other than those described above or (2) made for two
or more employee benefit plans of a single employer or of affiliated employers
as defined in the Investment Company Act of 1940, again excluding employee
benefit plans described above, or (3) for a diversified common trust fund or
other diversified pooled account not specifically formed for the purpose of
accumulating fund shares. Purchases made for nominee or street name accounts
(securities held in the name of an investment dealer or another nominee such as
a bank trust department instead of the customer) may not be aggregated with
those made for other accounts and may not be aggregated with other nominee or
street name accounts unless otherwise qualified as described above.
 
   PRICE OF SHARES - Purchases of shares are made at the offering price next
determined after the purchase order is received by the fund or the Transfer
Agent; this offering price is effective for orders received prior to the time
of determination of the net asset value and, in the case of orders placed with
dealers, accepted by the Principal Underwriter prior to its close of business. 
In the case of orders sent directly to the fund or the Transfer Agent, an
investment dealer MUST be indicated.  The dealer is responsible for promptly
transmitting purchase orders to the Principal Underwriter.  Orders received by
the investment dealer, the Transfer Agent, or the fund after the time of the
determination of the net asset value will be entered at the next calculated
offering price.  Prices which appear in the newspaper are not always indicative
of prices at which you will be purchasing and redeeming shares of the fund,
since prices generally reflect the previous day's closing price whereas
purchases and redemptions are made at the next calculated price.    
 
   The price you pay for shares, the offering price, is based on the net asset
value per share which is calculated once daily at 4:00 p.m., New York time each
day the New York Stock Exchange is open.  For example, if the Exchange closes
at 1:00 p.m. on one day and 4:00 p.m. on the next, the fund's share price would
be determined as of 4:00 p.m. New York time on both days.  The New York Stock
Exchange is currently closed on weekends and on the following holidays:  New
Year's Day, Martin Luther King, Jr. Day, Presidents' Day,  Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas Day.  The
net asset value per share is determined as follows:    
 
   1. Equity securities, including depositary receipts, are valued at the last
reported sale price on the exchange or market on which such securities are
traded, as of the close of business on the day the securities are being valued
or, lacking any sales, at the last available bid price.  In cases where equity
securities are traded on more than one exchange, the securities are valued on
the exchange or market determined by the Investment Adviser to be the broadest
and most representative market, which may be either a securities exchange or
the over-the-counter market.  Fixed-income securities are valued at prices
obtained from a pricing service, when such prices are available; however, in
circumstances where the Investment Adviser deems it appropriate to do so, such
securities will be valued at the mean quoted bid and asked prices or at prices
for securities of comparable maturity, quality and type.     
 
   Securities with original maturities of one year or less having 60 days or
less to maturity are amortized to maturity based on their cost if acquired
within 60 days of maturity or, if already held on the 60th day, based on the
value determined on the 61st day.  Forward currency contracts are valued at the
mean of representative quoted bid and asked prices.    
 
   Assets or liabilities initially expressed in terms of foreign currencies are
translated prior to the next determination of the net asset value of the fund's
shares into U.S. dollars at the prevailing market rates.     
 
   Securities and assets for which representative market quotations are not
readily available are valued at fair value as determined in good faith under
policies approved by the fund's Board.  The fair value of all other assets is
added to the value of securities to arrive at the total assets;    
 
   2. Liabilities, including accruals of taxes and other expense items, are
deducted from total assets; and    
 
   3. Net assets so obtained are then divided by the total number of shares
outstanding, and the result, rounded to the nearer cent, is the net asset value
per share.    
 
   Any purchase order may be rejected by the Principal Underwriter or by the
fund.  The Principal Underwriter will not knowingly sell shares of the fund
directly or indirectly to any person or entity, where, after the sale, such
person or entity would own beneficially, directly or indirectly more than 4.5%
of the outstanding shares of the fund without the consent of a majority of the
Board of Trustees.     
 
 
                                REDEEMING SHARES
 
<TABLE>
<CAPTION>
<S>                                          <C>                                                         
By writing to American Funds Service         Send a letter of instruction specifying the name of         
Company (at the appropriate address          the fund, the number of shares or dollar amount to          
indicated under "Fund Organization and       be sold, your name and account number.  You should          
Management - Principal Underwriter and       also enclose any share certificates you wish to             
Transfer Agent" in the prospectus)           redeem.  For redemptions over $50,000 and for               
                                             certain redemptions of $50,000 or less (see below),         
                                             your signature must be guaranteed by a member firm          
                                             of a domestic stock exchange or the National                
                                             Association of Securities Dealers, Inc., bank,              
                                             savings association or credit union that is an              
                                             eligible guarantor institution.  You should verify          
                                             with the institution that it is an eligible                 
                                             guarantor prior to signing.  Additional                     
                                             documentation may be required for redemption of             
                                             shares held in corporate, partnership or fiduciary          
                                             accounts.  Notarization by a Notary Public is not           
                                             an acceptable signature guarantee.                          
 
By contacting your investment dealer         If you redeem shares through your investment                
                                             dealer, you may be charged for this service.                
                                             SHARES HELD FOR YOU IN YOUR INVESTMENT DEALER'S             
                                             STREET NAME MUST BE REDEEMED THROUGH THE DEALER.            
 
You may have a redemption check sent         You may use this option, provided the account is            
to you by using American FundsLine(r)        registered in the name of an individual(s), a               
or American FundsLine OnLine(sm) or by       UGMA/UTMA custodian, or a non-retirement plan               
telephoning, faxing, or telegraphing         trust.  These redemptions may not exceed $50,000            
American Funds Service Company               per shareholder, per day, per fund account and the          
(subject to the conditions noted in          check must be made payable to the shareholder(s) of         
this section and in "Telephone and           record and be sent to the address of record                 
Computer Purchases, Sales and                provided the address has been used with the account         
Exchanges" in the prospectus)                for at least 10 days.  See "Fund Organization and           
                                             Management - Principal Underwriter and Transfer             
                                             Agent" in the prospectus and "Exchange Privilege"           
                                             below for the appropriate telephone or fax number.          
 
In the case of the money                     Upon request (use the account application for the           
market funds, you may have redemptions       money market funds) you may establish telephone             
wired to your bank by telephoning            redemption privileges (which will enable you to             
American Funds Service Company ($1,000       have a redemption sent to your bank account) and/or         
or more) or by writing a check ($250         check writing privileges.  If you request check             
or more)                                     writing privileges, you will be provided with               
                                             checks that you may use to draw against your                
                                             account.  These checks may be made payable to               
                                             anyone you designate and must be signed by the              
                                             authorized number of registered shareholders                
                                             exactly as indicated on your checking account               
                                             signature card.                                             
 
</TABLE>
 
    
A SIGNATURE GUARANTEE IS NOT CURRENTLY REQUIRED FOR ANY REDEMPTION OF $50,000
OR LESS PROVIDED THE REDEMPTION CHECK IS MADE PAYABLE TO THE REGISTERED
SHAREHOLDER(S) AND IS MAILED TO THE ADDRESS OF RECORD, PROVIDED THE ADDRESS HAS
BEEN USED WITH THE ACCOUNT FOR AT LEAST 10 DAYS.
 
 
   CONTINGENT DEFERRED SALES CHARGE - A contingent deferred sales charge of 1%
applies to certain redemptions made within 12 months of purchase on investments
of $1 million or more and on any investment made with no initial sales charge
by any employer-sponsored 403(b) plan or defined contribution plan qualified
under Section 401(a) of the Code including a "401(k)" plan with 100 or more
eligible employees. The charge is 1% of the lesser of the value of the shares
redeemed (exclusive of reinvested dividends and capital gain distributions) or
the total cost of such shares.  Shares held for the longest period are assumed
to be redeemed first for purposes of calculating this charge.  The charge is
waived for exchanges (except if shares acquired by exchange were then redeemed
within 12 months of the initial purchase); for distributions from qualified
retirement plans and other employee benefit plans; for redemptions resulting
from participant-directed switches among investment options within a
participant-directed employer-sponsored retirement plan; for distributions from
403(b) plans or IRAs due to death, disability or attainment of age 591/2; for
tax-free returns of excess contributions to IRAs; for redemptions through
certain automatic withdrawals not exceeding 10% of the amount that would
otherwise be subject to the charge; and for redemptions in connection with
loans made by qualified retirement plans.    
 
REDEMPTION OF SHARES - The fund's Declaration of Trust permits the fund to
direct the Transfer Agent to redeem the shares of any shareholder for their
then current net asset value per share if at such time the shareholder owns of
record, shares having an aggregate net asset value of less than the minimum
initial investment amount required of new shareholders as set forth in the
fund's current registration statement under the 1940 Act, and subject to such
further terms and conditions as the Board of Trustees of the fund may from time
to time adopt.       
 
                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
 
AUTOMATIC INVESTMENT PLAN - The automatic investment plan enables shareholders
to make regular monthly or quarterly investments in shares through automatic
charges to their bank accounts.  With shareholder authorization and bank
approval, the Transfer Agent will automatically charge the bank account for the
amount specified ($50 minimum), which will be automatically invested in shares
at the offering price on or about the dates you select.  Bank accounts will be
charged on the day or a few days before investments are credited, depending on
the bank's capabilities, and shareholders will receive a confirmation statement
at least quarterly.  Participation in the plan will begin within 30 days after
receipt of the account application.  If the shareholder's bank account cannot
be charged due to insufficient funds, a stop-payment order or the closing of
the account, the plan may be terminated and the related investment reversed. 
The shareholder may change the amount of the investment or discontinue the plan
at any time by writing to the Transfer Agent.
 
   AUTOMATIC REINVESTMENT  - Dividends and capital gain distributions are
reinvested in additional shares at no sales charge unless you indicate
otherwise on the account application.  You also may elect to have dividends
and/or capital gain distributions paid in cash by informing the fund, the
Transfer Agent or your investment dealer.    
 
CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS - A shareholder in one fund
may elect to cross-reinvest dividends or dividends and capital gain
distributions paid by that fund (the paying fund) into any other fund in The
American Funds Group (the receiving fund) subject to the following conditions:
(i) the aggregate value of the shareholder's account(s) in the paying fund(s)
must equal or exceed $5,000 (this condition is waived if the value of the
account in the receiving fund equals or exceeds that fund's minimum initial
investment requirement), (ii) as long as the value of the account in the
receiving fund is below that fund's minimum initial investment requirement,
dividends and capital gain distributions paid by the receiving fund must be
automatically reinvested in the receiving fund, and (iii) if this privilege is
discontinued with respect to a particular receiving fund, the value of the
account in that fund must equal or exceed the fund's minimum initial investment
requirement or the fund shall have the right, if the shareholder fails to
increase the value of the account to such minimum within 90 days after being
notified of the deficiency, automatically to redeem the account and send the
proceeds to the shareholder.  These cross-reinvestments of dividends and
capital gain distributions will be at net asset value (without sales charge).
 
   EXCHANGE PRIVILEGE - You may exchange shares into other funds in The
American Funds Group. Exchange purchases are subject to the minimum investment
requirements of the fund purchased and no sales charge generally applies.
However, exchanges of shares from the money market funds are subject to
applicable sales charges on the fund being purchased, unless the money market
fund shares were acquired by an exchange from a fund having a sales charge, or
by reinvestment or cross-reinvestment of dividends or capital gain
distributions.    
 
   You may exchange shares by writing to American Funds Service Company (see
"Redeeming Shares"), by contacting your investment dealer, by using American
FundsLine(r) and American FundsLine OnLine(sm) (see "American FundsLine(r) and
American FundsLine OnLine(sm)" below), or by telephoning 800/421-0180
toll-free, faxing (see "Principal Underwriter and Transfer Agent"  in the
prospectus for the appropriate fax numbers) or telegraphing American Funds
Service Company. (See "Telephone and Computer Purchases, Redemptions and
Exchanges" below.) Shares held in corporate-type retirement plans for which
Capital Guardian Trust Company serves as trustee may not be exchanged by
telephone, computer, fax or telegraph. Exchange redemptions and purchases are
processed simultaneously at the share prices next determined after the exchange
order is received. (See "Purchase of Shares--Price of Shares" above.) THESE
TRANSACTIONS HAVE THE SAME TAX CONSEQUENCES AS ORDINARY SALES AND
PURCHASES.    
 
AUTOMATIC EXCHANGES - You may automatically exchange shares (in amounts of $50
or more) among any of the funds in The American Funds Group on any day (or
preceding business day if the day falls on a non-business day) of each month
you designate. You must either meet the minimum initial investment requirement
for the receiving fund OR the originating fund's balance must be at least
$5,000 and the receiving fund's minimum must be met within one year.
 
AUTOMATIC WITHDRAWALS -  Withdrawal payments are not to be considered as
dividends, yield or income.  Automatic investments may not be made into a
shareholder account from which there are automatic withdrawals.  Withdrawals of
amounts exceeding reinvested dividends and distributions and increases in share
value would reduce the aggregate value of the shareholder's account.  The
Transfer Agent arranges for the redemption by the fund of sufficient shares,
deposited by the shareholder with the Transfer Agent, to provide the withdrawal
payment specified.
 
ACCOUNT STATEMENTS - Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments and dividend reinvestments, will be reflected on regular
confirmation statements from American Funds Service Company. Purchases through
automatic investment plans and certain retirement plans will be confirmed at
least quarterly.
   AMERICAN FUNDSLINE(R) AND AMERICAN FUNDSLINE ONLINE(sm) - You may check your
share balance, the price of your shares, or your most recent account
transaction, redeem shares (up to $50,000 per shareholder each day), or
exchange shares around the clock with American FundsLine(r) and American
FundsLine OnLine(sm). To use this service, call 800/325-3590 from a
TouchTone(tm) telephone or access the American Funds Web site on the Internet
at www.americanfunds.com.  Redemptions and exchanges through American
FundsLine(r) and American FundsLine OnLine(sm) are subject to the conditions
noted above and in "Telephone and Computer Purchases, Redemptions and
Exchanges" below. You will need your fund number (see the list of funds in The
American Funds Group under "Purchase of Shares--Investment Minimums and Fund
Numbers" above), personal identification number (the last four digits of your
Social Security number or other tax identification number associated with your
account) and account number.    
 
   TELEPHONE AND COMPUTER PURCHASES, REDEMPTIONS AND EXCHANGES - By using the
telephone (including American FundsLine(r) and American FundsLine OnLine(sm)),
fax or telegraph redemption and/or exchange options, you agree to hold the
fund, American Funds Service Company, any of its affiliates or mutual funds
managed by such affiliates, and each of their respective directors, trustees,
officers, employees and agents harmless from any losses, expenses, costs or
liability (including attorney fees) which may be incurred in connection with
the exercise of these privileges. Generally, all shareholders are automatically
eligible to use these options. However, you may elect to opt out of these
options by writing American Funds Service Company (you may also reinstate them
at any time by writing American Funds Service Company). If American Funds
Service Company does not employ reasonable procedures to confirm that the
instructions received from any person with appropriate account information are
genuine, the fund may be liable for losses due to unauthorized or fraudulent
instructions. In the event that shareholders are unable to reach the fund by
telephone because of technical difficulties, market conditions, or a natural
disaster, redemption and exchange requests may be made in writing only.    
 
                       EXECUTION OF PORTFOLIO TRANSACTIONS
 
Orders for the fund's portfolio securities transactions are placed by the
Investment Adviser.  The Investment Adviser strives to obtain the best
available prices in its portfolio transactions taking into account the costs
and promptness of executions.  When circumstances relating to a proposed
transaction indicate that a particular broker (either directly or through their
correspondent clearing agents) is in a position to obtain the best price and
execution, the order is placed with that broker.  This may or may not be a
broker who has provided investment research, statistical, or other related
services to the Investment Adviser or has sold shares of the fund or other
funds served by the Investment Adviser.  The fund does not consider that it has
an obligation to obtain the lowest available commission rate to the exclusion
of price, service and qualitative considerations.
 
There are occasions on which portfolio transactions for the fund may be
executed as part of concurrent authorizations to purchase or sell the same
security for other funds served by the Investment Adviser, or for trusts or
other accounts served by affiliated companies of the Investment Adviser. 
Although such concurrent authorizations potentially could be either
advantageous or disadvantageous to the fund, they are effected only when the
Investment Adviser believes that to do so is in the interest of the fund.  When
such concurrent authorizations occur, the objective is to allocate the
executions in an equitable manner.  The fund will not pay a mark-up for
research in principal transactions.
 
   Brokerage commissions paid on portfolio transactions for the fiscal years
ended March 31, 1998, 1997 and 1996, amounted to $22,795,000, $18,418,000 and
$17,493,000, respectively.    
 
                              GENERAL INFORMATION
 
CUSTODIAN OF ASSETS - Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY 
10081, as Custodian.  Non-U.S. securities may be held by the Custodian pursuant
to sub-custodial arrangements in non-U.S. banks or foreign branches of U.S.
banks.
 
   TRANSFER AGENT - American Funds Service Company, a wholly owned subsidiary
of the Investment Adviser, maintains the records of each shareholder's account,
processes purchases and redemptions of the fund's shares, acts as dividend and
capital gain distribution disbursing agent, and performs other related
shareholder service functions.  American Funds Service Company was paid a fee
of $14,109,000 for the fiscal year ended March 31, 1998.    
 
INDEPENDENT ACCOUNTANTS - Price Waterhouse LLP, 400 South Hope Street, Los
Angeles, CA  90071, has served as the fund's independent accountants since its
inception, providing audit services, preparation of tax returns and review of
certain documents to be filed with the Securities and Exchange Commission.  The
financial statements, included in this Statement of Additional Information from
the Annual Report, have been so included in reliance on the report of Price
Waterhouse LLP given on the authority of said firm as experts in accounting and
auditing.
 
   REPORTS TO SHAREHOLDERS - The fund's fiscal year ends on March 31. 
Shareholders are provided at least semiannually with reports showing the
investment portfolio, financial statements and other information.  The fund's
annual financial statements are audited by the fund's independent accountants,
Price Waterhouse LLP, whose selection is determined annually by the Trustees. 
In an effort to reduce the volume of mail shareholders receive from the fund
when a household owns more than one account, the Transfer Agent has taken steps
to eliminate duplicate mailings of shareholder reports.  To receive additional
copies of a report, shareholders should contact the Transfer Agent.    
 
   YEAR 2000 - The fund and its shareholders depend on the proper functioning
of computer systems maintained by the Investment Adviser and its affiliates and
other key service providers.  Many computer systems in use today will require
reprogramming or replacement prior to the year 2000 because of the way they
store dates and make date-related calculations.  The fund understands that
these service providers are taking steps to address the "Year 2000 problem". 
However, there can be no assurance that these steps will be sufficient to avoid
any adverse impact on the fund.  In addition, the fund's investments could be
adversely affected by the Year 2000 problem.  For example, the markets for
securities in which the fund invests could experience settlement problems and
liquidity issues. Corporate and governmental data processing errors may cause
losses for individual companies and overall economic uncertainties. Earnings of
individual issuers are likely to be affected by the costs of addressing the
problem, which may be substantial and may be reported inconsistently.    
 
REMOVAL OF TRUSTEES BY SHAREHOLDERS - At any meeting of shareholders, duly
called and at which a quorum is present, the shareholders may, by the
affirmative vote of the holders of a majority of the votes entitled to be cast
thereon, remove any Trustee or Trustees from office and may elect a successor
or successors to fill any resulting vacancies for the unexpired terms of
removed Trustees.  The fund has made an undertaking, at the request of the
staff of the Securities and Exchange Commission, to apply the provisions of
section 16(c) of the 1940 Act with respect to the removal of Trustees, as
though the fund were a common-law trust.  Accordingly, the Trustees of the fund
shall promptly call a meeting of shareholders for the purpose of voting upon
the question of removal of any Trustee when requested in writing to do so by
the record holders of not less than 10% of the outstanding shares.
 
   PERSONAL INVESTING POLICY - Capital Research and Management Company and its
affiliated companies have adopted a personal investing policy consistent with
Investment Company Institute guidelines.  This policy includes: a ban on
acquisitions of securities pursuant to an initial public offering; restrictions
on acquisitions of private placement securities; pre-clearance and reporting
requirements; review of duplicate confirmation statements; annual
recertification of compliance with codes of ethics; blackout periods on
personal investing for certain investment personnel; ban on short-term trading
profits for investment personnel; limitations on service as a director of
publicly traded companies; and disclosure of personal securities
transactions.    
 
SHAREHOLDER AND TRUSTEE RESPONSIBILITY - Under the laws of certain states,
including Massachusetts where the fund was organized and California where the
fund's principal office is located, shareholders of a Massachusetts business
trust may, under certain circumstances, be held personally liable as partners
for the obligations of the fund.  However, the risk of a shareholder incurring
any financial loss on account of shareholder liability is limited to
circumstances in which the fund itself would be unable to meet its obligations. 
The Declaration of Trust contains an express disclaimer of shareholder
liability for acts, omissions, obligations or affairs of the fund and provides
that notice of the disclaimer may be given in each agreement, obligation, or
instrument which is entered into or executed by the fund or Trustees.  The
Declaration of Trust provides for indemnification out of fund property of any
shareholder held personally liable for the obligations of the fund and also
provides for the fund to reimburse such shareholder for all legal and other
expenses reasonably incurred in connection with any such claim or liability.
 
Under the Declaration of Trust, the Trustees, officers, employees or agents of
the fund are not liable for actions or failure to act; however, they are not
protected from liability by reason of their willful misfeasance, bad faith,
gross negligence, or reckless disregard of the duties involved in the conduct
of their office.
 
SHAREHOLDER VOTING RIGHTS - All shares of the fund have equal voting rights and
may be voted in the elections of Trustees and on other matters submitted to the
vote of shareholders.  As permitted by Massachusetts law, there will normally
be no meetings of shareholders for the purpose of electing Trustees unless and
until such time as less than a majority of the Trustees holding office have
been elected by shareholders.  At that time, the Trustees then in office will
call a shareholders meeting for the election of Trustees.  The Trustees must
call a meeting of shareholders for the purpose of voting upon the question of
removal of any Trustee when requested to do so by the record holders of at
least 10% of the outstanding shares.  At such meeting, a Trustee may be removed
after the holders of record of not less than two-thirds of the outstanding
shares have declared that the Trustee be removed either by declaration in
writing or by votes cast in person or by proxy.  Except as set forth above, the
Trustees shall continue to hold office and may appoint successor Trustees.  The
shares do not have cumulative voting rights, which means that the holders of a
majority of the shares voting for the election of Trustees can elect all the
Trustees.  No amendment may be made to the Declaration of Trust without the
affirmative vote of a majority of the outstanding shares of the fund, except
that amendments may be made upon the sole approval of the Trustees to conform
the Declaration of Trust to the requirements of applicable Federal laws or
regulations or the requirements of the regulated investment company provisions
of the Code; however, the Trustees shall not be held liable for failing to do
so.  If not terminated by the vote or written consent of a majority of the
outstanding shares, the fund will continue indefinitely.
The financial statements including the investment portfolio and the report of
Independent Accountants contained in the Annual Report are included in this
statement of additional information.  The following information is not included
in the Annual Report:
 
 
   DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND
   MAXIMUM OFFERING PRICE PER SHARE -- MARCH 31, 1998
 
<TABLE>
<CAPTION>
<S>                                                          <C>         
Net asset value and redemption price per share                           
 
  (Net assets divided by shares outstanding)                 $29.56      
 
Maximum offering price per share                                         
 
  (100/94.25 of net asset value per share, which takes                   
 
    into account the fund's current maximum sales            $31.36      
charge)                                                                  
 
</TABLE>
 
    
                               INVESTMENT RESULTS
 
   The fund's yield is 1.19% based on a 30-day (or one month) period ended
March 31, 1998, computed by dividing the net investment income per share earned
during the period by the maximum offering price per share on the last day of
the period, according to the following formula:    
 
 YIELD = 2[( a-b/cd + 1)/6/ -1]
 
  Where: a = dividends and interest earned during the period.
 
   b = expenses accrued for the period (net of reimbursements).
 
  c = the average daily number of shares outstanding during the period that
were entitled to receive dividends.
 
   d = the maximum offering price per share on the last day of the period.
 
   The fund's one year total return and average annual total return for the
five- and ten-year periods ended March 31, 1998 were 14.01%, 15.03% and 13.50%,
respectively.  The average total return ("T") is computed by equating the value
at the end of the period ("ERV") with a hypothetical initial investment of
$1,000 ("P") over a period of years ("n") according to the following formula as
required by the Securities and Exchange Commission:  P(1+T)/n/ = ERV.    
 
The following assumptions will be reflected in computations made in accordance
with the formula stated above:  (1) deduction of the maximum sales load of
5.75% from the $1,000 initial investment; (2) reinvestment of dividends and
distributions at net asset value on the reinvestment date determined by the
Board; and (3) a complete redemption at the end of any period illustrated.  In
addition, the fund will provide lifetime average total return figures.
 
The fund may also, at times, calculate total return based on net asset value
per share (rather than the offering price), in which case the figure would not
reflect the effect of any sales charges which would have been paid if shares
were purchased during the period reflected in the computation.  Consequently,
total return calculated in this manner will be higher.  These total returns may
be calculated over periods in addition to those described above.  Total return
for the unmanaged indices will be calculated assuming reinvestment of dividends
and interest, but will not reflect any deductions for advisory fees, brokerage
costs or administrative expenses.
 
The fund may include information on its investment results and/or comparisons
of its investment results to various unmanaged indices (such as The Dow Jones
Average of 30 Industrial Stocks and The Standard and Poor's 500 Composite Stock
Index) or results of other mutual funds or investment or savings vehicles in
advertisements or in reports furnished to present or prospective shareholders.
 
The fund may refer to results compiled by organizations such as CDA Investment
Technologies, Ibbotson Associates, Lipper Analytical Services, Morningstar,
Inc., Wiesenberger Investment Companies Services and the U.S. Department of
Commerce.  Additionally, the fund may, from time to time, refer to results
published in various periodicals, including BARRON'S, FORBES, FORTUNE,
INSTITUTIONAL INVESTOR, KIPLINGER'S PERSONAL FINANCE MAGAZINE, MONEY, U.S. NEWS
AND WORLD REPORT and THE WALL STREET JOURNAL.
 
The fund may from time to time illustrate the benefits of tax-deferral by
comparing taxable investments to investments made through tax-deferred
retirement plans.  The fund may, from time to time, compare its investment
results with the Consumer Price Index, which is a measure of the average change
in prices over time in a fixed market basket of goods and services (E.G. food,
clothing and fuels, transportation, and other goods and services that people
buy for day-to-day living).
 
The investment results set forth below were calculated as described in the
fund's Prospectus.  The fund's results will vary from time to time depending
upon market conditions, the composition of the fund's portfolio and operating
expenses of the fund, so that any investment results reported by the fund
should not be considered representative of what an investment in the fund may
earn in any future period.  These factors and possible differences in
calculation methods should be considered when comparing the fund's investment
results with those published for other mutual funds, other investment vehicles
and unmanaged indices.  The fund's results also should be considered relative
to the risks associated with the fund's investment objective and policies.
 
   EXPERIENCE OF THE INVESTMENT ADVISER - Capital Research and Management
Company manages nine growth and growth-income funds that are at least 10 years
old.  In the rolling 10-year periods since January 1, 1968 (133 in all) those
funds have had better total returns than their comparable Lipper indexes in 124
of 133 periods.    
 
Note that past results are not an indication of future investment results. 
Also, the fund has different investment policies than the funds mentioned
above.  These results are included solely for the purpose of informing
investors about the experience and history of Capital Research and Management
Company.
 
                        EUPAC VS. VARIOUS UNMANAGED INDICES
 
<TABLE>
<CAPTION>
Period                                                   MSCI                 
4/1 - 3/31         EUPAC                S&P 500/1/       EAFE/2/              
 
<S>                <C>                  <C>              <C>                  
1988 - 1998        254.7%               464.7%           87.9%                
 
1987 - 1997        217.0%               250.1%           84.5%                
 
1986 - 1996        252.9%               268.5%           192.5%               
 
1985 - 1995        354.8%               283.9%           382.3%               
 
1984* - 1998       706.6%               973.4%           586.5%               
 
</TABLE>
 
    
 
/1/ The Standard and Poor's 500 Stock Index is comprised of industrial,
transportation, public utilities and financial stocks and represents a large
portion of the value of issues traded on the New York Stock Exchange.  Selected
issues traded on the American Stock Exchange are also included.
 
/2/ The Morgan Stanley Capital International Europe, Australasia and Far East
Index (MSCI EAFE) is an arithmetical average, weighted by market value, of the
more than 1,000 securities listed on the stock exchanges of Europe, Australia,
New Zealand and the Far East.
 
* From inception on April 16, 1984.
 
 
IF YOU ARE CONSIDERING EUPAC FOR AN INDIVIDUAL RETIREMENT ACCOUNT .  .  .
    Here's how much you would have if you had invested $2,000 a year in the
fund:
 
<TABLE>
<CAPTION>
1 Year                    5 Years            10 Years              Lifetime           
 
<S>                       <C>                <C>                   <C>                
(4/1/97 -                 (4/1/93 -          (4/1/88 -             (4/16/84 -         
3/31/98)                  3/31/98)           3/31/98)              3/31/98)           
 
$2,280                    $15,307            $43,052               $90,944            
 
</TABLE>
 
    
                      ___________________________________
 
SEE THE DIFFERENCE TIME CAN MAKE IN AN INVESTMENT PROGRAM...
   
 
<TABLE>
<CAPTION>
                                                            ...and taken all distributions                  
If you had invested                                         in shares, your investment                      
$10,000 in EUPAC                                            would have been worth this                      
this many years ago...                                      much at March 31, 1998                          
                                    Periods                                                                 
Number of Years                     4/1  -  3/31            Value                                           
<S>                                 <C>                     <C>                                             
1                                   1997-1998               $11,401                                         
 
2                                   1996-1998               13,214                                          
 
3                                   1995-1998               15,838                                          
 
4                                   1994-1998               15,946                                          
 
5                                   1993-1998               20,137                                          
 
6                                   1992-1998               21,685                                          
 
7                                   1991-1998               24,226                                          
 
8                                   1990-1998               26,426                                          
 
9                                   1989-1998               30,922                                          
 
10                                  1988-1998               35,465                                          
 
 11                                 1987-1998               38,345                                          
 
12                                  1986-1998               49,468                                          
 
13                                  1985-1998               76,404                                          
 
Lifetime*                           1984-1998               80,656                                          
 
</TABLE>
 
 (*  from inception on April 16, 1984)    
___________________________________
 
   Illustration of a $10,000 investment in EUPAC with dividends reinvested
(For the lifetime of the fund April 16, 1984 through March 31, 1998)
 
<TABLE>
<CAPTION>
                  COST OF SHARES                                               VALUE OF SHARES  
 
Fiscal                                      Total          From           From              From                          
Year End     Annual        Dividends        Investment     Initial        Capital Gains     Dividends        Total        
March 31     Dividends     (cumulative)     Cost           Investment     Reinvested        Reinvested       Value        
<S>          <C>           <C>              <C>            <C>            <C>               <C>              <C>          
                                                                                                                          
1985*        $69           $69              $10,069        $9,876         $--               $72              $9,948       
 
1986         35            104              10,104         15,206         --                162              15,368       
 
1987         118           222              10,222         18,489         1,006             332              19,827       
 
1988         491           713              10,713         17,370         3,213             854              21,437       
 
1989         316           1,029            11,029         18,379         4,969             1,238            24,586       
 
1990         527           1,556            11,556         19,760         7,128             1,874            28,762       
 
1991         656           2,212            12,212         20,845         7,883             2,653            31,381       
 
1992         611           2,823            12,823         22,857         8,645             3,555            35,057       
 
1993         538           3,361            13,361         24,238         9,167             4,349            37,754       
 
1994         515           3,876            13,876         30,151         11,557            5,962            47,670       
 
1995         716           4,592            14,592         28,695         12,927            6,385            48,007       
 
1996         1,132         5,724            15,724         33,352         15,547            8,634            57,533       
 
1997         1,063         6,787            16,787         36,676         19,366            10,630           66,672       
 
1998         1,156         7,943            17,943         40,604         26,958            13,094           80,656       
 
</TABLE>
 
    
 
The dollar amount of capital gain distributions during the period was $16,100.
(*  from inception on April 16, 1984)
 
                          DESCRIPTION OF BOND RATINGS
                           Corporate Debt Securities
 
 MOODY'S INVESTORS SERVICE, INC. rates the long-term debt securities issued by
various entities in categories ranging from "Aaa" to "C" according to quality.
 
"AAA -- Best quality.  These securities carry the smallest degree of investment
risk and are generally referred to as 'gilt edge.'  Interest payments are
protected by a large or by an exceptionally stable margin, and principal is
secure.  While the various protective elements are likely to change, such
changes as can be visualized are most unlikely to impair the fundamentally
strong position of such issues."
 
"AA -- High quality by all standards.  They are rated lower than the best bonds
because margins of protection may not be as large as in Aaa securities,
fluctuation of protective elements may be of greater amplitude, or there may be
other elements present which make the long-term risks appear somewhat greater."
 
"A -- Upper medium grade obligations.  These bonds possess many favorable
investment attributes.  Factors giving security to principal and interest are
considered adequate, but elements may be present which suggest a susceptibility
to impairment sometime in the future."
 
"BAA -- Medium grade obligations.  Interest payments and principal security
appear adequate for the present but certain protective elements may be lacking
or may be characteristically unreliable over any great length of time.  Such
bonds lack outstanding investment characteristics and , in fact, have
speculative characteristics as well."
 
"BA -- Have speculative elements; future cannot be considered as well assured. 
The protection of interest and principal payments may be very moderate and
thereby not well safeguarded during both good and bad times over the future. 
Bonds in this class are characterized by uncertainty of position."
 
"B -- Generally lack characteristics of the desirable investment; assurance of
interest and principal payments or of maintenance of other terms of the
contract over any long period of time may be small."
 
"CAA -- Of poor standing.  Issues may be in default or there may be present
elements of danger with respect to principal or interest."
 
"CA -- Speculative in a high degree; often in default or have other marked
shortcomings."
 
"C -- Lowest rated class of bonds; can be regarded as having extremely poor
prospects of ever attaining any real investment standing."
 
 STANDARD & POOR'S CORPORATION rates the long-term securities debt of various
entities in categories ranging from "AAA" to "D" according to quality.
 
"AAA -- Highest rating.  Capacity to pay interest and repay principal is
extremely strong."
 
"AA -- High grade.  Very strong capacity to pay interest and repay principal
and differs from the higher rated issues only in small degree."
 
"A - Have a strong capacity to pay interest and repay principal, although they
are somewhat more susceptible to the adverse effects of change in circumstances
and economic conditions, than debt in higher rated categories."
 
"BBB -- Regarded as having adequate capacity to pay interest and repay
principal.  These bonds normally exhibit adequate protection parameters, but
adverse economic conditions or changing circumstances are more likely to lead
to a weakened capacity to pay interest and repay principal than for debt in
higher rated categories."
 
"BB, B, CCC, CC, C -- Regarded, on balance, as predominantly speculative with
respect to capacity to pay interest and repay principal in accordance with the
terms of the obligation.  BB indicates the lowest degree of speculation and C
the highest degree of speculation.  While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions."
 
"C-1 -- Reserved for income bonds on which no interest is being paid."
 
"D -- In default and payment of interest and/or repayment of principal is in
arrears."
 
 
<TABLE>
 
EuroPacific Growth Fund
Investment Portfolio, March 31, 1998
 
 
 
                                                                                  Largest             Percent
                                                                               Individual              of Net
Industry Diversification                                                         Holdings              Assets
Percent of Net Assets
16.38% Telecommunications                                                     Mannesmann                2.42%
9.25%  Banking                                                                   Novartis                 2.38
6.69%  Health & Personal Care                                        Telefonica de Espana                 2.01
4.52%  Broadcasting & Publishing                                                    Astra                 1.93
4.14%  Energy Sources                                              Bayerische Motoren Werke               1.61
49.43% Other Industries                                               Bank of Nova Scotia                 1.52
9.59%  Bonds, Cash and Equivalents                                              ING Groep                 1.46
                                                                    Telecom Italia Mobile                 1.40
                                                                                   Nestle                 1.38
                                                                      Telefonos de Mexico                 1.28
<S>                                                                <C>                    <C>         <C>
 
 
EQUITY SECURITIES
(common and preferred stocks and convertible debentures)
                                                                                Shares or      Market Percent
                                                                                Principal       Value  of Net
                                                                                   Amount  (Millions)  Assets
Telecommunications- 13.96%
Mannesmann AG (Germany)                                                            705,950   $ 516.456  2.42%
Telefonica de Espana, SA (Spain)                                                 9,285,000     409.041
Telefonica de Espana, SA (American Depositary Receipts)                            153,000      20.234    2.01
Telecom Italia Mobile SpA (Italy)                                               38,980,000     210.274
Telecom Italia Mobile SpA, savings shares                                       23,105,000      88.592    1.40
Telefonos de Mexico, SA de CV, Class L (American Depositary Receipts)
 (Mexico)                                                                        4,372,000     246.471
Telefonos de Mexico, SA de CV, Class L                                           9,612,500      27.206    1.28
France Telecom (France)                                                          4,320,000     227.724    1.07
Koninklijke PTT Nederland NV (Netherlands)                                       3,696,900     191.439     .90
Hong Kong Telecommunications Ltd. (Hong Kong)                                   71,223,905     147.077     .69
Orange PLC (United Kingdom) (1)                                                 22,570,200     143.608     .67
Tele Danmark AS, Class B (Denmark)                                               1,000,000      90.691
Tele Danmark AS, Class B (American Depositary Receipts)                          1,050,400      47.925     .65
Telefonica de Argentina SA, Class B (American Depositary Receipts)
 (Argentina)                                                                     3,438,050     130.861     .62
Telecom Italia SpA, savings shares (Italy)                                      16,565,100     101.153
Telecom Italia SpA                                                               1,500,000      11.822     .53
Deutsche Telekom AG (Germany)                                                    4,787,000     103.846     .49
Philippine Long Distance Telephone Co. (American Depositary
 Receipts) (Philippines)                                                         1,884,094      52.519
Philippine Long Distance Telephone Co.                                             793,120      22.154
Philippine Long Distance Telephone Co., convertible preferred shares,
 Series III (Global Depositary Receipts)                                           400,000      20.800     .45
Telecom Corp. of New Zealand Ltd. (New Zealand)                                 13,889,200      66.112
Telecom Corp. of New Zealand Ltd. (2)                                            4,107,000      19.549
Telecom Corp. of New Zealand Ltd. (American Depositary Receipts)                    63,600       2.445     .41
Telecomunicacoes Brasileiras SA, preferred nominative
 (American Depositary Receipts) (Brazil)                                           597,436      77.555     .37
British Telecommunications PLC (United Kingdom)                                  7,000,000      76.085     .36
Compania de Telecomunicaciones de Chile SA (American Depositary
 Receipts) (Chile)                                                               2,417,315      66.627     .31
Nippon Telegraph and Telephone Corp. (Japan)                                         7,300      60.833     .29
Mahanagar Telephone Nigam Ltd. (India)                                           6,850,000      45.597
Mahanagar Telephone Nigam Ltd. (Global Depositary Receipts) (1),(2)                570,600       9.800     .26
Telefonica del Peru SA, Class B (American Depositary Receipts) (Per              2,408,900      51.942     .24
Telecom Argentina SA, Class B (American Depositary Receipts) (Argen              1,209,600      43.319     .20
Portugal Telecom, SA (Portugal)                                                    795,000      41.327     .19
DDI Corp. (Japan)                                                                   12,400      30.534     .14
Perusahaan Perseroan (Persero) PT Indonesian Satellite Corp. (American
 Depositary Receipts) (Indonesia)                                                  927,900      14.324
Perusahaan Perseroan (Persero) PT Indonesian Satellite Corp.                     8,370,000      13.528     .13
SK Telecom Co., Ltd. (South Korea) (1)                                              41,371      23.362     .11
Videsh Sanchar Nigam Ltd. (Global Depositary Receipts) (India) (2)               1,711,309      20.964     .10
Vodafone Group PLC (American Depositary Receipts) (United Kingdom)                 105,000      10.907
Vodafone Group PLC                                                                 670,000       7.002     .09
 
 
 
Banking- 9.25%
Bank of Nova Scotia (Canada)                                                    11,988,200     324.930    1.52
ForeningsSparbanken AB, Class A (Sweden)                                         7,485,000     246.260    1.16
Westpac Banking Corp. (Australia)                                               22,620,130     151.519     .71
Royal Bank of Canada (Canada)                                                    2,502,700     148.458     .70
Australia and New Zealand Banking Group Ltd. (Australia)                        19,849,799     132.700     .62
Sakura Bank, Ltd. (Japan)                                                       32,369,000     114.944
Sakura Finance (Bermuda) Trust, convertible preference share units           1,614,000,000      10.602     .59
HSBC Holdings PLC (Hong Kong)                                                    3,830,000     117.151     .55
ABN AMRO Holding NV (Netherlands)                                                4,919,500     113.458     .53
Bank of Scotland (United Kingdom)                                                7,385,000      87.247     .41
Fuji Bank, Ltd. (Japan)                                                         10,018,000      60.168
Fuji JGB Investment LLC, 9.87% noncumulative preferred securities,
 Series A, perpetual (2)                                                      $26,000,000       25.740     .40
Tokai Bank, Ltd. (Japan)                                                         9,662,000      59.771     .28
Asahi Bank, Ltd. (Japan)                                                        12,594,000      51.529     .24
Banco de Santander, SA (Spain)                                                   1,000,000      49.784     .23
Allied Irish Banks, PLC (Ireland)                                                3,750,000      45.821     .22
STB Cayman Capital Ltd., 0.50% convertible debentures 2007 (Japan)         Y5,925,000,000       39.700     .19
Lloyds TSB Group PLC (United Kingdom)                                            2,034,000      31.683     .15
Grupo Financiero Banamex Accival, SA de CV, Class B (Mexico) (1)                 9,530,000      24.287
Grupo Financiero Banamex Accival, SA de CV, Class L (1)                          2,207,777       5.134     .14
Unibanco-Uniao de Bancos Brasileiros SA (Global Depositary Receipts)
 (Brazil)                                                                          800,000      29.000     .14
Societe Generale (France)                                                          137,408      27.484     .13
Mitsui Trust and Banking Co., Ltd. (Japan)                                       8,525,000      20.032
MTI Capital (Cayman) Ltd. 0.50% convertible debentures 2007                Y1,400,000,000        6.674     .12
Toyo Trust and Banking Co., Ltd. (Japan)                                         2,800,000      18.246     .09
MBL International Finance, 3.00% convertible debentures 2002 (Bermu           $15,000,000       15.506     .07
Bank of Montreal (Canada)                                                          120,000       6.471     .03
Kookmin Bank (Global Depositary Receipts) (South Korea) (2)                        430,226       3.162     .01
Shinhan Bank (South Korea) (1)                                                     477,196       2.496     .01
Hanil Bank (South Korea) (1)                                                     1,564,760       2.205     .01
 
 
 
Health & Personal Care- 6.69%
Novartis AG (Switzerland)                                                          286,733     506.784    2.38
AB Astra, Class A (Sweden)                                                      17,214,400     354.648
AB Astra, Class B                                                                2,832,267      56.228    1.93
Zeneca Group PLC (United Kingdom)                                                5,693,900     245.079    1.15
Glaxo Wellcome PLC (United Kingdom)                                              2,185,000      58.423
Glaxo Wellcome PLC (American Depositary Receipts)                                1,000,000      54.125     .53
SmithKline Beecham PLC (American Depositary Receipts) (United Kingd              1,000,000      62.562     .29
Shiseido Co., Ltd. (Japan)                                                       3,194,000      36.688     .17
Teva Pharmaceutical Industries Ltd. (American Depositary Receipts)
 (Israel)                                                                          800,000      34.200     .16
Synthelabo (France)                                                                128,000      17.756     .08
 
 
 
Multi-Industry- 5.78%
Siebe PLC (United Kingdom)                                                      11,500,000     250.571    1.17
Orkla AS, Class A (Norway)                                                       1,974,000     201.687
Orkla AS, Class B                                                                  500,000      45.519    1.16
Hutchison Whampoa Ltd. (Hong Kong)                                              28,265,000     198.813     .93
Swire Pacific Ltd., Class A (Hong Kong)                                         21,605,000     114.324     .54
Lend Lease Corp. Ltd. (Australia)                                                4,341,120     101.143     .47
Jardine Strategic Holdings Ltd. (Singapore - Incorporated in Bermud             16,553,343      45.356
Jardine Strategic Holdings Ltd. (American Depositary Receipts)                     300,000       1.644
Jardine Strategic Holdings Ltd., warrants, expire 1998 (1)                       1,375,000        .014     .22
Imasco Ltd. (Canada)                                                             1,150,000      46.208     .22
Suez Lyonnaise des Eaux (France)                                                   320,000      46.197     .22
Cie. Financiere Richemont AG, units, Class A (Switzerland)                          29,500      39.617     .19
Williams Holdings PLC (United Kingdom)                                           4,800,000      38.367     .18
TI Group PLC (United Kingdom)                                                    3,720,900      32.604     .15
Incentive AB, Class A (Sweden)                                                     154,300      15.220
Incentive AB, Class B                                                              150,000      14.702     .14
Ayala Corp. (Philippines)                                                       51,990,625      24.089     .11
Brierley Investments Ltd. (New Zealand)                                         16,000,000       9.189
Brierley Investments Ltd., convertible preferred shares                          1,500,000        .837     .05
Groupe Bruxelles Lambert SA, warrants, expire 1998 (Belgium) (1)                   126,900       6.000     .03
 
 
 
Broadcasting & Publishing- 4.52%
News Corp. Ltd. (American Depositary Receipts) (Australia)                       3,958,200     106.624
News Corp. Ltd., preferred shares                                               11,201,417      63.317
News Corp. Ltd.                                                                  8,727,899      57.597
News Corp. Ltd., preferred shares (American Depositary Receipts)                 1,181,600      27.177    1.19
Mediaset SpA (Italy) (2)                                                         9,174,544      58.188
Mediaset SpA                                                                     8,093,000      51.328     .51
CANAL+ (France)                                                                    518,015      97.094     .46
Thomson Corp. (Canada)                                                           2,660,000      83.441     .39
Grupo Televisa, SA (American Depositary Receipts) (Mexico) (1)                   1,791,800      65.625     .31
Publishing & Broadcasting Ltd.(Australia)                                       12,225,878      63.525     .30
SOFTBANK CORP. (Japan)                                                           1,375,900      55.367     .26
Pearson PLC (United Kingdom)                                                     2,460,000      39.902     .19
Daily Mail and General Trust PLC, Class A (United Kingdom)                         969,000      38.686     .18
Pathe (France)                                                                     157,300      32.097     .15
Carlton Communications PLC (United Kingdom)                                      3,866,250      30.677     .14
Television Broadcasts Ltd. (Hong Kong)                                          10,677,000      28.111     .13
Nippon Television Network Corp. (Japan)                                             57,000      16.903     .08
United News & Media PLC, 6.125% convertible debentures 2003 (United
 Kingdom)                                                                      L7,400,000       14.230     .07
Independent Newspapers, PLC (Ireland)                                            2,249,202      13.579     .06
Modern Times Group MTG AB, Class B (American Depositary Receipts)
 (Sweden) (1)                                                                      211,822       9.688
Modern Times Group MTG AB, Class A (1)                                             302,260       2.529     .06
Singapore Press Holdings Ltd. (Singapore)                                          650,760       7.457     .03
FXF Trust, units (Australia)                                                     8,595,700       1.280     .01
 
 
 
Energy Sources- 4.14%
TOTAL, Class B (France)                                                            891,211     106.954
TOTAL, Class B (American Depositary Receipts)                                    1,033,547      62.077     .79
Royal Dutch Petroleum Co. (New York Registered Shares) (Netherlands              1,600,000      90.525
Royal Dutch Petroleum Co.                                                          460,000      26.134
'Shell' Transport and Trading Co., PLC (New York Registered Shares)
 (United Kingdom)                                                                  675,000      29.869     .69
Elf Aquitaine (France)                                                             850,000     111.332     .52
Norsk Hydro AS (Norway)                                                            915,000      45.305
Norsk Hydro AS (American Depositary Receipts)                                      500,000      25.000     .33
Imperial Oil Ltd. (Canada)                                                       1,150,000      65.047     .31
Broken Hill Proprietary Co. Ltd. (Australia)                                     6,141,169      62.761     .29
YPF SA, Class D (American Depositary Receipts)(Argentina)                        1,817,000      61.778     .29
ENI SpA (American Depositary Receipts) (Italy)                                     550,000      37.262
ENI SpA                                                                          3,500,000      23.709     .29
Repsol SA (American Depositary Receipts) (Spain)                                 1,150,000      58.506     .27
Sasol Ltd. (South Africa)                                                        5,400,000      43.758     .21
Woodside Petroleum Ltd. (Australia)                                              4,200,000      27.800     .13
Suncor Energy Inc. (Canada)                                                        108,900       3.973     .02
 
 
 
Automobiles- 3.77%
Bayerische Motoren Werke AG (Germany)                                              281,909     311.489
Bayerische Motoren Werke AG, preferred shares                                       43,636      32.418    1.61
Suzuki Motor Corp. (Japan)                                                      12,746,000     119.613     .56
Peugeot SA (France)                                                                650,000     111.977     .53
Honda Motor Co., Ltd. (Japan)                                                    2,400,000      86.486     .41
Volvo AB, Class B (Sweden)                                                       2,500,000      79.442     .37
Toyota Motor Corp. (Japan)                                                       1,000,000      26.652     .12
Mazda Motor Corp. (Japan) (1)                                                    6,505,000      16.702     .08
Daimler-Benz AG, 4.125% convertible debentures 2003 (Germany)                DM13,522,000       12.201     .06
Edaran Otomobil Nasional Bhd. (Malaysia)                                         3,060,000       5.632     .03
 
 
 
Food & Household Products- 3.30%
Nestle SA (Switzerland)                                                            154,725     295.260    1.38
Reckitt & Colman PLC (United Kingdom)                                            6,816,250     126.177     .59
Unilever PLC (United Kingdom)                                                   10,800,000     102.038     .48
Groupe Danone (France)                                                             378,224      91.269     .43
Cadbury Schweppes PLC (United Kingdom)                                           6,609,282      89.245     .42
 
 
 
Insurance- 3.25%
ING Groep NV (Netherlands)                                                       5,497,179     311.813    1.46
Royal & Sun Alliance Insurance Group PLC (United Kingdom)                        7,753,283      98.664     .46
Union des Assurances Federales (France)                                            493,960      81.112     .38
PartnerRe Holdings Ltd. (Incorporated in Bermuda)                                1,621,900      79.676     .38
Corporacion Mapfre, CIR, SA (Spain)                                              1,241,568      46.476     .22
Guardian Royal Exchange PLC (United Kingdom)                                     5,390,700      38.536     .18
AXA Colonia Konzern AG (Germany)                                                   284,880      34.633
AXA Colonia Konzern AG, preferred shares                                            15,530       1.695     .17
 
 
 
Business & Public Services- 3.25%
Rentokil Group PLC (United Kingdom)                                             37,500,000     221.044    1.04
United Utilities PLC (United Kingdom)                                            6,606,698      97.828     .46
Reuters Group PLC (United Kingdom)                                               6,790,766      73.130
Reuters Group PLC (American Depositary Receipts)                                   134,333       8.673     .38
Brambles Industries Ltd. (Australia)                                             3,765,000      78.375     .37
Hyder PLC (United Kingdom)                                                       3,850,000      62.931     .29
Thames Water PLC (United Kingdom)                                                3,039,925      48.114     .23
Dimension Data Holdings Ltd. (South Africa)                                      5,231,200      33.507     .16
Havas SA (France)                                                                  336,678      27.860     .13
Securitas AB, Class B (Sweden)                                                     777,000      26.388     .12
Quebecor Printing Inc. (Canada)                                                    700,000      12.632     .06
Severn Trent PLC (United Kingdom)                                                   71,750       1.259     .01
 
 
 
Beverages & Tobacco- 3.15%
Panamerican Beverages, Inc., Class A (Mexico)                                    3,322,800     133.327     .63
Foster's Brewing Group Ltd. (Australia)                                         45,300,000      98.648     .46
Coca-Cola Amatil Ltd. (Australia)                                               11,233,184      88.108     .41
Asahi Breweries, Ltd. (Japan)                                                    4,460,000      58.931
Asahi Breweries, Ltd. 1.00% convertible debentures 2003                      Y924,000,000       10.405
Asahi Breweries, Ltd. 0.90% convertible debentures 2001                      Y520,000,000        5.817
Asahi Breweries, Ltd. 0.95% convertible debentures 2002                      Y410,000,000        4.540     .37
South African Breweries Ltd. (South Africa)                                      2,575,646      76.426     .36
Seagram Co. Ltd. (Canada)                                                        1,200,000      45.825     .22
San Miguel Corp., Class B (Philippines)                                         22,890,020      39.998     .19
Swedish Match AB (Sweden)                                                       12,000,000      39.855     .19
Cia. Cervejaria Brahma, preferred nominative (Brazil)                           50,000,000      38.746     .18
LVMH Moet Hennessy Louis Vuitton (France)                                          141,000      29.885     .14
ITC Ltd. (India)                                                                     3,232        .059     .00
 
 
 
Electronic Components- 3.04%
Rohm Co., Ltd. (Japan)                                                           2,235,000     204.707     .96
Murata Manufacturing Co., Ltd. (Japan)                                           4,786,000     132.226     .62
Kyocera Corp. (Japan)                                                            1,424,500      74.861     .35
Hirose Electric Co., Ltd. (Japan)                                                1,460,000      72.781     .34
Hoya Corp. (Japan)                                                               2,294,000      65.444     .31
Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan)                             8,990,000      44.402     .21
ASM Lithography Holding NV (Netherlands) (1)                                       400,000      36.939     .18
Delta Electronics, Inc., 0.50% convertible debentures 2004
 (Taiwan) (2)                                                                  $7,250,000        9.353     .04
LG Semicon Co., Ltd. (South Korea) (1)                                             596,650       7.243     .03
 
 
 
Merchandising- 2.87%
Kingfisher PLC (United Kingdom)                                                  6,691,700     125.215     .59
Tesco PLC (United Kingdom)                                                       9,793,974      97.118     .45
Cifra, SA de CV, Class V (Mexico)                                               36,408,570      66.617
Cifra, SA de CV, Class C                                                         8,402,600      14.802     .38
Safeway PLC (United Kingdom)                                                    10,615,000      65.765     .31
Dixons Group PLC (United Kingdom)                                                7,125,400      63.150     .30
Carrefour SA (France)                                                               98,000      57.698     .27
Coles Myer Ltd. (Australia)                                                      5,310,838      26.540     .12
H & M Hennes & Mauritz AB, Class B (Sweden)                                        500,000      25.097     .12
Woolworths Ltd. (Australia)                                                      5,586,860      20.893     .10
Koninklijke Ahold NV (Netherlands)                                                 550,000      17.748     .08
Amway Japan Ltd. (Japan)                                                           410,000       6.156
Amway Japan Ltd. (American Depositary Receipts)                                    715,000       5.765
AJL PEPS Trust                                                                     465,000       4.650     .08
Ito-Yokado Co., Ltd. (Japan)                                                       280,000      15.177     .07
 
 
 
Electrical & Electronic- 2.73%
Nokia Corp., Class K (Finland)                                                   1,116,700     120.175
Nokia Corp., Class A (American Depositary Receipts)                                500,000      53.969
Nokia Corp., Class A                                                               502,300      53.939    1.07
Telefonaktiebolaget LM Ericsson, Class B (Sweden)                                2,781,000     131.949
Telefonaktiebolaget LM Ericsson, Class B (American Depositary Recei              1,600,000      76.100     .97
Premier Farnell PLC (United Kingdom)                                            13,567,800      87.009     .41
Northern Telecom Ltd. (Canada)                                                     460,000      29.727     .14
ABB AB, Class B (Sweden)                                                           900,000      12.473
ABB AB, Class A                                                                    300,000       4.289     .08
Johnson Electric Holdings Ltd. (Hong Kong - Incorporated in Bermuda              3,074,556      13.134     .06
 
 
 
Utilities: Electric & Gas- 1.87%
Centrais Eletricas Brasileiras SA - ELETROBRAS, preferred nominative
 (American Depositary Receipts) (Brazil)                                         3,000,500      73.887
Centrais Eletricas Brasileiras SA - ELETROBRAS, ordinary nominative
 (American Depositary Receipts)                                                  1,119,000      25.737     .47
Cia. Energetica de Minas Gerais - CEMIG (American Depositary Receipts)
 (Brazil)                                                                        1,133,171      54.817
Cia. Energetica de Minas Gerais - CEMIG, preferred nominative                  654,800,000      31.793
Cia. Energetica de Minas Gerais - CEMIG, ordinary nominative                   254,168,800       9.077
Cia. Energetica de Minas Gerais - CEMIG (American Depositary Receip                 21,300       1.030     .45
National Power PLC (United Kingdom)                                              7,135,400      73.142     .34
Scottish Power PLC (United Kingdom)                                              6,004,300      56.427     .27
Hongkong Electric Holdings Ltd. (Hong Kong)                                      9,397,000      32.260     .15
Manila Electric Co., Class B (Philippines)                                       6,601,111      21.672     .10
CESP - Cia. Energetica de Sao Paulo (American Depositary Receipts)
 (Brazil)                                                                          455,084       6.940
CESP - Cia. Energetica de Sao Paulo (American Depositary Receipts)                 297,000       4.529     .05
Unified Energy System of Russia (Global Depositary Receipts) (Russi                175,000       5.534     .03
Korea Electric Power Corp. (American Depositary Receipts) (South Ko                146,000       1.451     .01
 
 
 
Financial Services - 1.57%
Newcourt Credit Group Inc. (Canada)                                              4,613,900     230.923    1.08
Nichiei Co., Ltd. (Japan)                                                        1,007,930      89.292     .42
ORIX Corp. (Japan)                                                                 210,000      14.284     .07
 
 
 
Real Estate- 1.52%
Cheung Kong (Holdings) Ltd. (Hong Kong)                                         23,379,000     165.954     .78
Sun Hung Kai Properties Ltd. (Hong Kong)                                         7,875,000      53.613     .25
Ayala Land, Inc. (Philippines)                                                  89,515,600      43.253     .20
Security Capital Global Realty (Luxembourg) (1),(2),(3)                          1,125,000      22.500     .11
Mitsui Fudosan Co., Ltd. (Japan)                                                 2,230,000      21.262     .10
Mitsubishi Estate Co., Ltd. (Japan)                                              1,680,000      16.396     .08
 
 
 
Recreation & Other Consumer Products- 1.46%
Nintendo Co., Ltd. (Japan)                                                       1,644,500     141.980     .67
Fuji Photo Film Co., Ltd. (Japan)                                                1,280,000      47.664     .22
Bajaj Auto Ltd. (India)                                                          2,047,500      30.417
Bajaj Auto Ltd. (Global Depositary Receipts)                                        75,000       1.406     .15
Sony Music Entertainment (Japan) Inc. (Japan)                                      697,000      28.623     .13
Square Co., Ltd. (Japan)                                                           700,500      26.821     .13
EMI Group PLC (United Kingdom)                                                   2,865,067      23.811     .11
PolyGram NV (New York Registered Shares) (Netherlands)                             250,000      11.594     .05
 
 
 
Appliances & Household Durables- 1.42%
Sony Corp. (Japan)                                                               1,665,500     141.292     .66
Samsung Electronics Co., Ltd. (South Korea) (1)                                  2,041,450     107.678
Samsung Electronics Co., Ltd. (Global Depositary Receipts) (1), (2)                162,500       4.428     .53
Philips Electronics NV (Netherlands)                                               665,000      48.785     .23
 
 
 
Forest Products & Paper- 1.11%
Koninklijke KNP BT (Netherlands)                                                 3,430,000      90.125     .42
UPM-Kymmene Corp. (Finland)                                                      3,280,800      83.618     .39
Stora Kopparbergs Bergslags AB, Class B (Sweden)                                 1,650,000      25.340     .12
AssiDoman AB (Sweden)                                                              828,000      22.538     .11
MAYR-MELNHOF Karton AG (Austria)                                                   207,000      14.319     .07
 
 
 
Building Materials & Components- 1.07%
CEMEX, SA de CV, ordinary participation certificates (Mexico) (1)               17,420,650      77.334
CEMEX, SA de CV, Class B (1)                                                     2,210,625      11.942
CEMEX, SA de CV, ordinary participation certificates, Class A (1)                1,793,075       8.002     .46
Holderbank Financiere Glaris Ltd. (Switzerland)                                     63,938      67.017     .31
Caradon PLC (United Kingdom)                                                    20,000,000      63.209     .30
 
 
 
Industrial Components- 1.04%
Minebea Co., Ltd. (Japan)                                                        6,578,000      72.101     .34
Cie. Generale des Etablissements Michelin, Class B (France)                      1,009,444      60.230     .28
Bridgestone Corp. (Japan)                                                        2,240,000      50.787     .24
Morgan Crucible Co. PLC (United Kingdom)                                         3,408,240      25.732     .12
NSK Ltd. (Japan)                                                                 3,470,000      13.677     .06
 
 
 
Metals: Nonferrous- 0.83%                                                                                  .00
Pechiney, Class A (France)                                                       2,028,675      93.261     .44
WMC Ltd. (Australia)                                                             9,753,391      33.441     .16
Cominco Ltd. (Canada)                                                            1,024,000      17.792     .08
Teck Corp., Class B (Canada)                                                       900,000      13.006     .06
Alcan Aluminium Ltd. (Canada)                                                      400,000      12.500     .06
Inco Ltd. (Canada)                                                                 350,000       6.541     .03
 
 
 
Electronic Instruments- 0.78%
ADVANTEST CORP. (Japan)                                                          2,069,760     134.410     .63
Tokyo Electron Ltd. (Japan)                                                        975,000      32.866     .15
 
 
 
Machinery & Engineering- 0.57%
Valmet Oy (Finland)                                                              3,400,000      54.539     .26
Kvaerner AS, Class A (Norway)                                                      924,800      41.672     .19
Kawasaki Heavy Industries, Ltd. (Japan)                                          6,800,000      13.631     .06
Komori Corp. (Japan)                                                               750,000      11.937     .06
 
 
 
Chemicals- 0.54%
BOC Group PLC (United Kingdom)                                                   4,738,240      75.588     .36
L'Air Liquide (France)                                                             229,946      38.946     .18
 
 
 
Transportation: Shipping- 0.44%
Bergesen d.y. AS, Class B (Norway)                                               1,130,000      23.831
Bergesen d.y. AS, Class A                                                          542,800      11.518     .16
Stolt-Nielsen SA, Class B (American Depositary Receipts) (Incorporated
 in Luxembourg)                                                                    845,000      16.794
Stolt-Nielsen SA                                                                   837,000      16.740     .16
Nippon Yusen KK (Japan)                                                          7,000,000      25.173     .12
 
 
 
Data Processing & Reproduction- 0.41%
Fujitsu Ltd. (Japan)                                                             8,446,000      88.138     .41
 
 
 
Textiles & Apparel- 0.30%
Gucci Group NV (New York Registered Shares) (Netherlands)                        1,338,000      63.555     .30
 
 
 
Aerospace & Military Technology- 0.21%
Bombardier Inc., Class B (Canada)                                                1,829,000      45.190     .21
 
 
 
Metals: Steel- 0.18%
Kawasaki Steel Corp. (Japan)                                                    26,113,500      38.425     .18
 
 
 
Leisure & Tourism- 0.17%
Granada Group PLC (United Kingdom)                                               1,631,313      29.298     .14
Mandarin Oriental International Ltd. (Singapore - Incorporated in
 Bermuda)                                                                        9,670,312       7.736     .03
 
 
 
Transportation: Airlines- 0.14%
Qantas Airways Ltd. (Australia)                                                 18,158,449      29.687     .14
 
 
 
Wholesale & International Trade- 0.09%
Mitsui & Co., Ltd. (Japan)                                                       3,000,000      19.099     .09
 
 
 
Gold Mines- 0.04%
Ashanti Goldfields Co. Ltd. (Global Depositary Receipts) (Ghana)                   879,522       8.191     .04
 
 
 
Miscellaneous Materials & Commodities- 0.04%
SGL Carbon AG (Germany)                                                             72,600       8.033     .04
 
 
 
Transportation: Rail & Road- 0.02%
Guangshen Railway Co. Ltd., Class H (American Depositary Receipts)                 286,400       3.401     .02
 (People's Republic of China)
 
 
 
Miscellaneous- 2.47%
Other equity securities in initial period of acquisition                                       526.447    2.47
                                                                                          ----------- --------
 
TOTAL EQUITY SECURITIES (cost: $13,815.030 million)                                         19,270.930   90.41
                                                                                          ----------- --------
 
BONDS
                                                                                Principal
                                                                                   Amount
                                                                               (Millions)
Argentinean Government- 0.15%
Argentina 11.375% January 2017                                                    $14.500       16.458     .08
Argentina 11.75% February 2007                                                  ARP14.000       14.597     .07
 
 
 
Broadcasting & Publishing- 0.07%
Grupo Televisa, SA 0%/13.25% May 2008 (4)                                         $20.000       15.600     .07
                                                                                          ----------- --------
 
TOTAL BONDS (cost: $42.933 million)                                                             46.655     .22
                                                                                          ----------- --------
 
                                                                                Principal      Market Percent
                                                                                   Amount       Value  of Net
SHORT-TERM SECURITIES                                                          (Millions)  (Millions)  Assets
 
Corporate Short-Term Notes- 6.52%
Abbey National North America 5.42%-5.52% due 4/9-5/18/98                          $115.000    $114.572     .54
National Australia Funding (Delaware) Inc. 5.44%-5.47% due 4/13-6/2                 93.200      92.626     .44
General Electric Capital Corp. 5.48%-6.125% due 4/1-6/3/98                          90.350      89.910     .42
Svenska Handelsbanken Inc. 5.35%-5.55% due 4/7-5/20/98                              85.900      85.648     .40
Lloyds Bank PLC 5.41%-5.45% due 4/14-6/9/98                                         84.700      84.110     .39
International Lease Finance Corp. 5.36%-5.47% due 4/16-6/19/98                      75.000      74.570     .35
Halifax PLC 5.44%-5.53% due 4/8-6/24/98                                             74.600      74.131     .35
Canada Bills 5.40%-5.48% due 4/3-4/30/98                                            73.000      72.850     .34
Canadian Wheat Board 5.40%-5.46% due 5/14-6/17/98                                   73.500      72.827     .34
Rank Xerox Capital (Europe) PLC 5.45%-5.52 due 4/21-5/19/98                         68.700      68.299     .32
Toronto-Dominion Holdings (USA) Inc. 5.43%-5.50% due 5/4-5/13/98                    61.600      61.238     .29
France Telecom 5.43%-5.52% due 5/15-6/1/98                                          60.000      59.497     .28
American Express Credit Corp. 5.51%-5.53% due 4/17-5/4/98                           57.800      57.559     .27
Barclays U.S. Funding Corp. 5.415%-5.49% due 4/17-5/8/98                            55.600      55.378     .26
Ford Credit Europe PLC 5.51%-5.56% due 4/8-5/22/98                                  55.300      55.033     .26
Commerzbank U.S. Finance Inc. 5.44% due 5/15-5/20/98                                53.000      52.613     .25
ABN AMRO North America Finance Inc. 5.47%-5.54% due 4/6-6/16/98                     51.442      51.108     .24
Reed Elsevier Inc. 5.41%-5.44% due 4/2-4/17/98                                      50.000      49.940     .23
Societe Generale North America 5.40%-5.51% due 4/15-5/19/98                         43.700      43.538     .20
Minnesota Mining and Manufacturing Co. 5.39% due 4/20/98                            40.000      39.880     .19
Repsol International Finance BV 5.43% due 5/1-5/5/98                                35.000      34.826     .16
 
 
 
Federal Agency Discount Notes- 1.78%
Federal Home Loan Banks 5.34% due 4/15-4/24/98                                     126.654     126.303     .59
Fannie Mae 5.33%-5.35% due 4/16-6/5/98                                              93.775      93.257     .44
International Bank for Reconstruction and Development
 5.36%-5.40% due 5/15-7/2/98                                                        85.000      84.113     .39
Freddie Mac 5.32%-5.44% due 4/30-6/4/98                                             76.300      75.695     .36
 
 
 
Certificates of Deposit- 0.66%
Canadian Imperial Bank of Commerce 5.55%-5.56% due 5/5-5/12/98                      60.000      60.000     .28
Westdeutsche Landesbank Girozentrale 5.59% due 4/14/98                              50.000      50.000     .24
Societe Generale 5.53% due 4/21/98                                                  30.000      30.000     .14
 
 
 
U.S. Treasury Obligations - 0.23%
 5.295% April 1998                                                                  50.000      49.841     .23
 
 
 
Non-U.S. Currency- 0.04%
New Taiwanese Dollar                                                           NT$278.926        8.504     .04
                                                                                          ----------- --------
 
TOTAL SHORT-TERM SECURITIES (cost: $1,969.621 million)                                       1,967.866    9.23
                                                                                          ----------- --------
 
TOTAL INVESTMENT SECURITIES (cost: $15,827.584 million)                                     21,285.451   99.86
Excess of cash and receivables over payables                                                    30.732     .14
                                                                                          ----------- --------
 
NET ASSETS                                                                                 $21,316.183100.00%
                                                                                          =========== ========
 
(1) Non-income-producing securities.
(2) Purchased in a private placement transaction; resale to the
 public may require registration or sale only to qualified
 institutional buyers.
(3) Valued under procedures established by the Board of Trustees.
(4) Step bond; coupon rate will increase at a later date.
 
The descriptions of the companies shown in the portfolio, which
 were obtained from published reports and other sources believed
 to be reliable, are supplemental and are not covered by the
 Report of Independent Accountants.
 
See Notes to Financial Statements
 
 
EQUITY SECURITIES APPEARING IN THE PORTFOLIO SINCE SEPTEMBER 30, 1997
 
Bank of Montreal
Caradon
Cie. Financiere Richemont
Compania de Telecomunicaciones de Chile
ForeningsSparbanken
France Telecom
Guardian Royal Exchange
Gucci Group
Imperial Oil
Koninklijke Ahold
Mazda Motor
Newcourt Credit Group
Nichiei
Nippon Telegraph and Telephone
NSK
Security Capital Global Realty
Societe Generale
Suez Lyonnaise des Eaux
Taiwan Semiconductor Manufacturing
TI Group
 
 
 
EQUITY SECURITIES ELIMINATED FROM THE PORTFOLIO SINCE SEPTEMBER 30, 1997
 
Acer
AGA
B A T Industries
Bangkok Bank
Barclays
Billiton
British Aerospace
C & P Homes
Calsonic
Carter Holt Harvey
Cie. de Saint-Gobain
De Beers Consolidated Mines
Elan
Elsevier
Enersis
Euro Disney
First Pacific
George Weston
GIO Australia Holdings
Hanjaya Mandala Sampoerna
Huaneng Power International
Hyundai Motor
Indofood Sukses Makmur
Industriforvaltnings AB Kinnevik
Korea First Bank
Lion Nathan
Mitsubishi
National Australia Bank
Noranda
Normandy Mining
Cos Lukoil
Olivetti
Petrofina
Redland
Reed International
Regie Nationale des Usines Renault
Rio Tinto
Sankyo
Secom
South China Morning Post
Sumitomo Electric Industries
Television Francaise /1/
Thorn
Universal Robina
Verenigd Bezit VNU
Volkswagen
WHSmith Group
Wolters Kluwer
Yasuda Fire and Marine Insurance
</TABLE>
 
<TABLE>
EuroPacific Growth Fund
Financial Statements
- ----------------------------------------------          --------------- --------------
Statement of Assets and Liabilities
at March 31, 1998 (dollars in millions)
- ----------------------------------------------         ----------------  -------------
<S>                                                <C>                  <C>
ASSETS:
Investment securities at market
 (cost: $15,827.584)                                                       $21,285.451
Cash                                                                             1.705
Receivables for-
 Sales of investments                                           $67.121
 Sales of fund's shares                                          37.813
 Forward currency contracts                                       3.822
 Dividends and accrued interest                                  55.556        164.312
                                                    ------------------- ---------------
                                                                            21,451.468
LIABILITIES:
Payables for-
 Purchases of investments                                       100.117
 Repurchases of fund's shares                                    20.003
 Management services                                              8.351
 Accrued expenses                                                 6.814        135.285
                                                    ------------------- ---------------
NET ASSETS AT MARCH 31, 1998-
 Equivalent to $29.56 per share on
 721,070,401 shares of beneficial
 interest issued and outstanding;
 unlimited shares authorized                                               $21,316.183
                                                                        ===============
 
 
 
Statement of Operations
for the year ended March 31, 1998 (dollars in millions)
- ----------------------------------------------          ---------------  -------------
INVESTMENT INCOME:
Income:
 Dividends                                                     $344.694
 Interest                                                       134.952       $479.646
                                                    -------------------
Expenses:
 Management services fee                                         90.507
 Distribution expenses                                           45.288
 Transfer agent fee                                              14.109
 Reports to shareholders                                           .602
 Registration statement and prospectus                            1.628
 Postage, stationery and supplies                                 2.653
 Trustees' fees                                                    .197
 Auditing and legal fees                                           .093
 Custodian fee                                                    9.572
 Taxes other than federal income tax                               .299
 Other expenses                                                    .432        165.380
                                                   -------------------- ---------------
 Net investment income                                                         314.266
                                                                        ---------------
REALIZED GAIN AND UNREALIZED
 APPRECIATION ON INVESTMENTS:
Net realized gain                                                            1,082.594
Net increase in unrealized appreciation
 on investments                                               2,216.766
Net decrease in unrealized appreciation
 on forward currency contracts                                   (4.160)     2,212.606
                                                   ------------------------------------
 Net realized gain and unrealized appreciation
  on investments                                                             3,295.200
                                                                        ---------------
NET INCREASE IN NET ASSETS RESULTING FROM
 OPERATIONS                                                                 $3,609.466
                                                                        ===============
 
 
 
 
- ----------------------------------------------      ------------------- ---------------
 
Statement of Changes in Net Assets                  Year ended March 31
(dollars in millions)                                              1998           1997
- ----------------------------------------------      ------------------- ---------------
OPERATIONS:
Net investment income                                      $    314.266   $    258.101
Net realized gain on investments                              1,082.594        799.451
Net increase in unrealized appreciation
 on investments                                               2,212.606      1,098.239
                                                    ------------------- ---------------
 Net increase in net assets
  resulting from operations                                   3,609.466      2,155.791
                                                    ------------------- ---------------
 
DIVIDENDS AND DISTRIBUTIONS PAID TO
 SHAREHOLDERS:
Dividends from net investment income                           (294.902)      (236.013)
Distributions from net realized gain on
 investments                                                 (1,301.823)      (503.619)
                                                    ------------------- ---------------
 Total dividends and distributions                           (1,596.725)      (739.632)
                                                    ------------------- ---------------
 
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold: 177,804,677
 and 195,364,825 shares, respectively                         4,969.746      4,950.543
Proceeds from shares issued in reinvestment
 of net investment income dividends and
 distributions of net realized gain on
 investments: 58,392,228 and 28,349,252 shares,
 respectively                                                 1,529.590        704.707
Cost of shares repurchased: 142,024,433
 and 104,945,629 shares, respectively                        (3,932.937)    (2,669.767)
                                                    ------------------- ---------------
 
 Net increase in net assets resulting from
  capital share transactions                                  2,566.399      2,985.483
                                                    ------------------- ---------------
 
TOTAL INCREASE IN NET ASSETS                                  4,579.140      4,401.642
 
NET ASSETS:
Beginning of year                                            16,737.043     12,335.401
                                                      ----------------- ---------------
End of year (including undistributed
 net investment income:  $71.284
 and $50.769, respectively)                                 $21,316.183    $16,737.043
                                                   ==================== ===============
 
See Notes to Financial Statements
</TABLE>
 
Notes to Financial Statements
 
1. EuroPacific Growth Fund (the "fund") is registered under the Investment
Company Act of 1940 as an open-end, diversified management investment company.
The fund seeks long-term capital appreciation by investing in the securities of
companies based outside the United States. The following paragraphs summarize
the significant accounting policies consistently followed by the fund in the
preparation of its financial statements:
 
   Equity securities, including depositary receipts, are valued at the last
reported sale price on the exchange or market on which such securities are
traded, as of the close of business on the day the securities are being valued
or, lacking any sales, at the last available bid price. In cases where equity
securities are traded on more than one exchange, the securities are valued on
the exchange or market determined by the investment adviser to be the broadest
and most representative market, which may be either a securities exchange or
the over-the-counter market. Fixed-income securities are valued at prices
obtained from a pricing service, when such prices are available; however, in
circumstances where the investment adviser deems it appropriate to do so, such
securities will be valued at the mean quoted bid and asked prices or at prices
for securities of comparable maturity, quality and type. Securities with
original maturities of one year or less having 60 days or less to maturity are
amortized to maturity based on their cost if acquired within 60 days of
maturity or, if already held on the 60th day, based on the value determined on
the 61st day. Forward currency contracts are valued at the mean of their
representative quoted bid and asked prices. Assets or liabilities initially
expressed in terms of foreign currencies are translated into U.S. dollars at
the prevailing market rates at the end of the reporting period. Purchases and
sales of securities and income and expenses are translated into U.S. dollars at
the prevailing market rates on the dates of such transactions. The effects of
changes in foreign currency exchange rates on investment securities are
included with the net realized and unrealized gain or loss on investment
securities. Securities and assets for which representative market quotations
are not readily available are valued at fair value as determined in good faith
by a committee appointed by the Board of Trustees.
 
 As is customary in the mutual fund industry, securities transactions are
accounted for on the date the securities are purchased or sold. In the event
the fund purchases securities on a delayed delivery or "when-issued" basis, it
will segregate with its custodian liquid assets in an amount sufficient to meet
its payment obligations in these transactions. Realized gains and losses from
securities transactions are reported on an identified cost basis. Dividend and
interest income is reported on the accrual basis. Discounts and premiums on
securities purchased are amortized. Dividends and distributions paid to
shareholders are recorded on the ex-dividend date.
 
 The fund may enter into forward currency contracts, which represent agreements
to exchange currencies of different countries at specified future dates at
specified rates. The fund enters into these contracts to reduce its exposure to
fluctuations in foreign exchange rates arising from investments denominated in
non-U.S. currencies. The fund's use of forward currency contracts involves
market risk in excess of the amount recognized in the statement of assets and
liabilities. The contracts are recorded in the statement of assets and
liabilities at their net unrealized value. The fund records realized gains or
losses at the time the forward contract is closed or offset by a matching
contract. The face or contract amount in U.S. dollars reflects the total
exposure the fund has in that particular contract. Risks may arise upon
entering these contracts from the potential inability of counterparties to meet
the terms of their contracts and from possible movements in non-U.S. exchange
rates and securities values underlying these instruments.
 
 Net realized gain and net unrealized gain of the fund derived in India are
subject to certain non-U.S. taxes at a rate of 10%. The fund provides for such
non-U.S. taxes on investment income, net realized gain and net unrealized gain. 
 
2. It is the fund's policy to continue to comply with the requirements of the
Internal Revenue Code applicable to regulated investment companies and to
distribute all of its net taxable income, including any net realized gain on
investments, to its shareholders. Therefore, no federal income tax provision is
required. 
 
  As of March 31, 1998, net unrealized appreciation on investments, excluding
forward currency contracts, for book and federal income tax purposes aggregated
$5,456,184,000, net of accumulated deferred taxes totaling $1,683,000 on
unrealized appreciation of Indian securities, of which $6,398,034,000 related
to appreciated securities and $940,167,000 related to depreciated securities.
During the year ended March 31, 1998, the fund realized, on a tax basis, a net
capital gain of $1,073,508,000 on securities transactions. Net gains related to
non-U.S. currency and other transactions of $9,086,000 were treated as ordinary
income for federal income tax purposes. The capital gain distributions paid in
June and December 1997 include $11,265,000 of realized non-U.S. currency gains.
The cost of portfolio securities, excluding forward currency contracts, for
book and federal income tax purposes was $15,827,584,000 at March 31, 1998. 
 
3. The fee of $90,507,000 for management services was incurred pursuant to an
agreement with Capital Research and Management Company (CRMC), with which
certain officers and Trustees of the fund are affiliated. The Investment
Advisory and Service Agreement provides for monthly fees, accrued daily, based
on an annual rate of 0.69% of the first $500 million of average net assets;
0.59% of such assets in excess of $500 million but not exceeding $1.0 billion;
0.53% of such assets in excess of $1.0 billion but not exceeding $1.5 billion;
0.50% of such assets in excess of $1.5 billion but not exceeding $2.5 billion;
0.48% of such assets in excess of $2.5 billion but not exceeding 
$4.0 billion; 0.47% of such assets in excess of $4.0 billion but not exceeding
$6.5 billion; 0.46% of such assets in excess of $6.5 billion but not exceeding
$10.5 billion; 0.45% of such assets in excess of $10.5 billion but not
exceeding $17.0 billion; and 0.445% of such assets in excess of $17.0 billion. 
 
   Pursuant to a Plan of Distribution, the fund may expend up to 0.25% of its
average net assets annually for any activities primarily intended to result in
sales of fund shares, provided the categories of expenses for which
reimbursement is made are approved by the fund's Board of Trustees. Fund
expenses under the Plan include payments to dealers to compensate them for
their selling and servicing efforts. During the year ended March 31 1998,
distribution expenses under the Plan were $45,288,000. As of March 31, 1998,
accrued and unpaid distribution expenses were $3,460,000.
 
   American Funds Service Company (AFS), the transfer agent for the fund, was
paid a fee of $14,109,000. American Funds Distributors, Inc. (AFD), the
principal underwriter of the fund's shares, received $10,044,000 (after
allowances to dealers) as its portion of the sales charges paid by purchasers
of the fund's shares. Such sales charges are not an expense of the fund and,
hence, are not reflected in the accompanying statement of operations.
 
   Trustees who are unaffiliated with CRMC may elect to defer part or all of
the fees earned for services as members of the Board. Amounts deferred are not
funded and are general unsecured liabilities of the fund. As of March 31, 1998,
aggregate amounts deferred and earnings thereon were $445,000.
 
   CRMC is owned by The Capital Group Companies, Inc. AFS and AFD are both
wholly owned subsidiaries of CRMC. Certain Trustees and officers of the fund
are or may be considered to be affiliated with CRMC, AFS and AFD. No such
persons received any remuneration directly from the fund.
 
4. As of March 31, 1998, accumulated undistributed net realized gain on
investments and currency gains was $336,293,000 and paid-in capital was
$14,728,358,000. The fund reclassified $1,151,000 and $19,147,000 from
undistributed net realized gains to undistributed net investment income and
undistributed net realized currency gains, respectively, for the year ended
March 31, 1998.
 
   The fund made purchases and sales of investment securities, excluding
short-term securities, of $6,539,159,000 and $5,184,349,000, respectively,
during the year ended March 31, 1998.
 
   Pursuant to the custodian agreement, the fund receives credits against its
custodian fee for imputed interest on certain balances with the custodian bank.
The custodian fee of $9,572,000 includes $129,000 that was paid by these
credits rather than in cash.
 
   Dividend and interest income is recorded net of non-U.S. taxes paid. For the
year ended March 31, 1998, such non-U.S. taxes were $37,631,000. Net realized
currency losses on dividends, interest, withholding taxes reclaimable, and
sales of non-U.S. bonds and notes, on a book basis, were $11,212,000 for the
year ended March 31, 1998.
 
   At March 31, 1998, the fund had outstanding forward currency contracts to
sell non-U.S. currencies as follows:
 
<TABLE>
<CAPTION>
<S>                         <C>                   <C>                <C>                  <C>                     
Non-U.S. Currency           Contract Amounts                         U.S. Valuation at 3/31/97                           
Sale Contracts                                                                                                    
                            Non-U.S.              U.S.               Amount               Unrealized              
                                                                                          Appreciation            
Brazilian Real              BRL72,468,000         $58,750,000        $60,281,000          $(1,531,000)            
expiring 10/6/98                                                                                                  
Japanese Yen                Y6,035,175,000        51,287,000         45,934,000           5,353,000               
expiring                                                                                                          
5/14/98 to 10/22/98                                                                                               
                                                  110,037,000        106,215,000          3,822,000               
 
</TABLE>
 
To the Board of Trustees and Shareholders of EuroPacific Growth Fund:
 
 
In our opinion, the accompanying statement of assets and liabilities, including
the investment portfolio, and the related statements of operations and of
changes in net assets and the  per-share data and ratios present fairly, in all
material respects, the financial position of EuroPacific Growth Fund (the
"Fund") at March 31, 1998, the results of its operations, the changes in its
net assets and the per-share data and ratios for the years indicated in
conformity with generally accepted accounting principles. These financial
statements and per-share data and ratios (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 audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards 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 March 31, 1998 by correspondence with the custodian and brokers
and the application of alternative auditing procedures where confirmations from
brokers were not received, provide a reasonable basis for the opinion expressed
above.
 
PRICE WATERHOUSE LLP
 
Los Angeles, California
April 30, 1998
 
 
Tax Information (unaudited)
 
We are required to advise you within 60 days of the fund's fiscal year-end
regarding the federal tax status of distributions received by shareholders
during such fiscal year. The distributions made during the fiscal year by the
fund were earned from the following sources:
    
 
<TABLE>
<CAPTION>
                                             Dividends and Distributions per Share                                                  
 
 
To Shareholders       Payment Date           From Net           From Net Realized          From Net              
of Record                                    Investment         Short-term Gains           Realized Long-term Gains   
                                             Income                                                              
 
<S>                   <C>                    <C>                <C>                        <C>                   
May 30, 1997          June 2, 1997           $.09               $.057                      $.823                 
 
December 12, 1997     December 15, 1997      .36                 .225                      .825*                 
 
</TABLE>
 
* Includes $0.7062 long-term capital gains taxed at a rate of 20%.
The fund makes an election under the Internal Revenue Code Section 853 to pass
through non-U.S. taxes paid by the fund to its shareholders. The amount of
non-U.S. taxes for the fiscal year ended March 31, 1998 is $0.0545 on a
per-share basis. Shareholders are entitled to a foreign tax credit or an
itemized deduction, at their option. Generally, it is more advantageous to
claim a credit rather than to take a deduction.
 
Corporate shareholders may exclude up to 70% of qualifying dividends received
during the year. For purposes of computing this exclusion, none of the
dividends paid by the fund from net investment income represent qualifying
dividends.
 
Dividends and distributions received by retirement plans such as IRAs,
Keogh-type plans and 403(b) plans need not be reported as taxable income.
However, many plan retirement trusts may need this information for their annual
information reporting.
 
SINCE THE AMOUNTS ABOVE ARE REPORTED FOR THE FUND'S FISCAL YEAR AND NOT THE
CALENDAR YEAR, SHAREHOLDERS SHOULD REFER TO THEIR FORM 1099-DIV OR OTHER TAX
INFORMATION WHICH WAS MAILED IN JANUARY 1998 TO DETERMINE THE CALENDAR YEAR
AMOUNTS TO BE INCLUDED ON THEIR 1997 TAX RETURNS. SHAREHOLDERS SHOULD CONSULT
THEIR TAX ADVISERS.
 
 
<TABLE>
Per-Share Data and Ratios
                                          Year
                                         ended
                                         March
                                            31
                                           1998       1997     1996    1995       1994
<S>                                 <C>        <C>        <C>      <C>     <C>
Net Asset Value, Beginning
 of Year                                $26.70     $24.28   $20.89  $21.95     $17.64
                                    ------------------------------ -------------------
 Income From Investment
  Operations:
  Net investment income                    .45        .46      .46     .35        .24
  Net realized gain and change in
   appreciation on investments            4.79       3.28     3.63    (.19)       4.37
                                    ------------------------------ ------------------
   Total income from investment
    operations                            5.24       3.74     4.09     .16       4.61
                                    ------------------------------ ------------------
 Less Distributions:
  Dividends from net investment
   income                                (.433)      (.41)    (.49)  (.317)     (.187)
  Dividends from net realized
   non-U.S. currency gains (1)           (.017)      (.03)       -   (.003)     (.043)
  Distributions from net
   realized gains                        (1.93)      (.88)    (.21)   (.90)      (.07)
                                    ------------------------------ ------------------
   Total distributions                   (2.38)     (1.32)    (.70)  (1.22)      (.30)
                                    ------------------------------ ------------------
Net Asset Value, End of Year            $29.56     $26.70   $24.28  $20.89     $21.95
                                    ============================== ==================
 
Total Return (2)                         20.97%     15.88%   19.84%    .71%     26.27%
 
 
Ratios/Supplemental Data:
 Net assets, end of year
  (in millions)                        $21,316    $16,737  $12,335  $8,588     $6,429
 Ratio of expenses to average
  net assets                               .86%       .90%     .95%    .97%       .99%
 Ratio of net income to average
  net assets                              1.64%      1.77%    2.09%   1.80%      1.13%
 Average commissions paid per
  share (3)                               .41c      1.36c    1.10c    .21c       .08c
 Portfolio turnover rate                 30.51%     25.82%   21.77%  16.02%     21.37%
 
 
(1) Realized non-U.S. currency
 gains are treated as ordinary
 income for federal income tax
 purposes.
 
(2)Excludes maximum sales charge
 of 5.75%.
 
(3) Brokerage commissions paid on
 portfolio transactions increase
 the cost of securities purchased or
 reduce the proceeds of securities
 sold, and are not separately reflected
 in the fund's statement of operations.
 Shares traded on a principal basis
 (without commissions), such as most
 over-the-counter and fixed-income
 transactions, are excluded. Generally,
 non-U.S. commissions are lower than
 U.S. commissions when expressed as
 cents per share but higher when
 expressed as a percentage of
 transaction amount because of the lower
 per-share prices of many non-U.S.
 securities.
</TABLE>
 
 
 
 
                                  PART C
            EUROPACIFIC GROWTH FUND (THE "FUND" OR "EUPAC")
                             OTHER INFORMATION
 
ITEM 24.   FINANCIAL STATEMENTS AND EXHIBITS
 
 (a) FINANCIAL STATEMENTS:
  Included in Prospectus - Part A
   Financial Highlights
  Included in Statement of Additional Information - Part B
   Investment Portfolio
   Statement of Assets and Liabilities
   Statement of Operations
   Statement of Changes in Net Assets
   Notes to Financial Statements
   Per-Share Data and Ratios
   Report of Independent Accountants
 
 (B) EXHIBITS
     1. On file (see SEC file numbers 811-3734 and 2-83847)
  2. On file (see SEC file numbers 811-3734 and 2-83847)
  3. None
  4. On file (see SEC file numbers 811-3734 and 2-83847)
  5. On file (see SEC file numbers 811-3734 and 2-83847)
  6. On file (see SEC file numbers 811-3734 and 2-83847)
  7. None
  8. On file (see SEC file numbers 811-3734 and 2-83847)
  9. On file (see SEC file numbers 811-3734 and 2-83847)
  10. Not applicable to this filing
  11. On file (see SEC file numbers 811-3734 and 2-83847)
  12. None.
  13. On file (see SEC file numbers 811-3734 and 2-83847)
  14. On file (see SEC file numbers 811-3734 and 2-83847)
  15. On file (see SEC file numbers 811-3734 and 2-83847)
  16. On file (see SEC file numbers 811-3734 and 2-83847)
  17. Financial data schedule (EDGAR).    
 
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT.
 
  None.
 
ITEM 26. NUMBER OF HOLDERS OF SECURITIES.
     As of May 1, 1998:
     
 
<TABLE>
<CAPTION>
                                     Number of               
Title of Class                       Record-Holders          
<S>                                  <C>                     
                                                             
Shares of Beneficial Interest             1,006,386          
  (no par value)                                             
                                                             
 
</TABLE>
 
    
 
ITEM 27.  INDEMNIFICATION.
 
  Registrant is a joint-insured under Investment Advisor/Mutual Fund Errors and
Omissions Policies written by American International Surplus Lines Insurance
Company, Chubb Custom Insurance Company, and ICI Mutual Insurance Company which
insures its officers and directors against certain liabilities.
 
 Article VI of the Trust's By-Laws states:
 
 (a)  The Trust shall indemnify any Trustee or officer of the Trust who was or
is a party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative
or investigative (other than action by or in the right of the Trust) by reason
of the fact that such person is or was such Trustee or officer or an employee
or agent of the Trust, or is or was serving at the request of the Trust as a
director, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, against expenses (including attorneys'
fees), judgments, fines and amounts paid in settlement actually and reasonably
incurred by such person in connection with such action, suit or proceeding if
such person acted in good faith and in a manner such person reasonably believed
to be in or not opposed to the best interests of the Trust, and, with respect
to any criminal action or proceeding, had no reasonable cause to believe such
person's conduct was unlawful.
 
  The termination of any action, suit or proceeding by judgment, order,
settlement, conviction or upon a plea of nolo contendere or its equivalent,
shall not, of itself, create a presumption that the person reasonably believed
to be opposed to the best interests of the Trust, and, with respect to any
criminal action or proceeding, had reasonable cause to believe that such
person's conduct was unlawful.
 
 (b) The Trust shall indemnify any Trustee or officer of the Trust who was or
is a party or is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Trust to procure a judgment
in its favor by reason of the fact that such person is or was such Trustee or
officer or an employee or agent of the Trust, or is or was serving at the
request of the Trust as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise, against
expenses (including attorneys' fees), actually and reasonably incurred by such
person in connection with the defense or settlement of such action or suit if
such person acted in good faith and in a manner such person reasonably believed
to be in or not opposed to the best interests of the Trust, except that no
indemnification shall be made in respect of any claim, issue or matter as to
which such person shall have been adjudged to be liable for negligence or
misconduct in the performance of such person's duty to the Trust unless and
only to the extent that the court in which such action or suit was brought, or
any other court having jurisdiction in the premises, shall determine upon
application that, despite the adjudication of liability but in view of all
circumstances of the case, such person is fairly and reasonably entitled to
indemnity for such expenses which such court shall deem proper.
 
 (c) To the extent that a Trustee or officer of the Trust has been successful
on the merits in defense of any action, suit or proceeding referred to in
subparagraphs (a) or (b) above or in defense of any claim, issue or matter
therein, such person shall be indemnified against expenses (including
attorneys' fees) actually and reasonably incurred by such person in connection
therewith, without the necessity for the determination as to the standard of
conduct as provided in subparagraph (d).
 
 (d) Any indemnification under subparagraph (a) or (b) (unless ordered by a
court) shall be made by the Trust only as authorized in the specific case upon
a determination that indemnification of the Trustee or officer is proper under
the standard of conduct set forth in subparagraph (a) or (b).  Such
determination shall be made (i) by the Board by a majority vote of a quorum
consisting of Trustees who were not parties to such action, suit or proceeding,
and are disinterested Trustees or (ii) if such a quorum of disinterested
Trustees so directs, by independent legal counsel in a written opinion.
 
 (e) Expenses incurred in defending a civil or criminal action, suit or
proceeding may be paid by the Trust in advance of the final disposition of such
action, suit or proceeding, as authorized in the particular case, upon receipt
of an undertaking and security by or on behalf of the Trustee or officer to
repay such amount unless it shall ultimately be determined that such person is
entitled to be indemnified by the Trust as authorized herein.  Such
determination must be made by disinterested Trustees or independent legal
counsel.
 
 (f) Agents and employees of the Trust who are not Trustees or officers of the
Trust may be indemnified under the same standards and procedures set forth
above, in the discretion of the Board.
 
 (g) Any indemnification pursuant to this Article shall not be deemed exclusive
of any other rights to which those indemnified may be entitled and shall
continue as to a person who has ceased to be Trustee or officer and shall inure
to the benefit of the heirs, executors and administrators of such person.
 
  (h) Nothing in the Declaration of Trust or in these By-Laws shall be deemed
to protect any Trustee, officer, distributor, investment adviser or controlling
shareholder of the Trust against any liability to the Trust or to its
shareholders to which such person would otherwise be subject by reason of
willful malfeasance, bad faith, gross negligence or reckless disregard of the
duties involved in the conduct of such person's office.
 
 (i) The Trust shall have power to purchase and maintain insurance on behalf of
any person against any liability asserted against or incurred by such person,
whether or not the Trust would have the power to indemnify such person against
such liability under the provisions of this Article.  Nevertheless, insurance
will not be purchased or maintained by the Trust if the purchase or maintenance
of such insurance would result in the indemnification of any person in
contravention of any rule or regulation of the Securities and Exchange
Commission.
 
   Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to Trustees, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a Trustee, officer of controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by
such Trustee, officer of controlling person in connection with the securities
being registered, the Registrant will, unless in the opinion of its counsel the
matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.
 
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER.
 
  None.
 
ITEM 29.   PRINCIPAL UNDERWRITERS.
 
(A) American Funds Distributors, Inc. is also the Principal Underwriter of
shares of:  AMCAP Fund, Inc., American Balanced Fund, Inc., The American Funds
Income Series, The American Funds Tax-Exempt Series I, The American Funds
Tax-Exempt Series II, American High-Income Municipal Bond Fund, American
High-Income Trust, American Mutual Fund, Inc., The Bond Fund of America, Inc., 
Capital Income Builder, Inc., Capital World Bond Fund, Inc., Capital World
Growth and Income Fund, Inc., The Cash Management Trust of America, Fundamental
Investors, Inc., The Growth Fund of America, Inc., The Income Fund of America,
Inc., Intermediate Bond Fund of America, The Investment Company of America,
Limted Term Tax-Exempt Bond Fund of America, The New Economy Fund, New
Perspective Fund, Inc., SMALLCAP World Fund, Inc., The Tax-Exempt Bond Fund of
America, Inc., The Tax-Exempt Money Fund of America, The U.S. Treasury Money
Fund of America and Washington Mutual Investors Fund, Inc.
 
(b)
 
<TABLE>
<CAPTION>
                   (1)                             (2)                       (3)     
 
      Name and Principal             Positions and Offices     Positions and Offices   
       Business Address                with Underwriter            with Registrant       
 
                                                                                     
 
<S>   <C>                            <C>                       <C>                   
      David A. Abzug                 Regional Vice President   None                  
      27304 Park Vista Road                                                          
      Van Nuys, CA  91301                                                            
 
                                                                                     
 
      John A. Agar                   Regional Vice President   None                  
      1501 N. University Drive                                                       
      Suite 227A                                                                     
      Little Rock, AR  72207                                                         
 
                                                                                     
 
      Robert B. Aprison              Vice President            None                  
      2983 Brynwood Drive                                                            
      Madison, WI  53711                                                             
 
                                                                                     
 
S     Richard Armstrong              Assistant Vice President   None                  
 
                                                                                     
 
L     William W. Bagnard             Vice President            None                  
 
                                                                                     
 
      Steven L. Barnes               Senior Vice President     None                  
      8000 Town Line Avenue So.                                                      
      Suite 204                                                                      
      Minneapolis, MN   55438                                                        
 
                                                                                     
 
B     Carl R. Bauer                  Assistant Vice President   None                  
 
                                                                                     
 
      Michelle A. Bergeron           Vice President            None                  
      4160 Gateswalk Drive                                                           
      Smyrna, GA  30080                                                              
 
                                                                                     
 
      Joseph T. Blair                Senior Vice President     None                  
      27 Drumlin Road                                                                
      West Simsbury, CT  06092                                                       
 
                                                                                     
 
      John A. Blanchard              Regional Vice President   None                  
      6421 Aberdeen Road                                                             
      Mission Hills, KS  66208                                                       
 
      Ian B. Bodell                  Senior Vice President     None                  
      P.O. Box 1665                                                                  
      Brentwood, TN 37024-1665                                                       
 
                                                                                     
 
      Mick L. Brethower              Vice President            None                  
      2320 North Austin Avenue                                                       
      Georgetown, TX  78626                                                          
 
                                                                                     
 
       C. Alan Brown                 Regional Vice President   None                  
      4129 Laclede Avenue                                                            
      St. Louis, MO 63108                                                            
 
                                                                                     
 
L     Daniel C. Brown                Senior Vice President     None                  
 
                                                                                     
 
H     J. Peter Burns                 Vice President            None                  
 
                                                                                     
 
      Brian C. Casey                 Regional Vice President   None                  
      9508 Cable Drive                                                               
      Kensington, MD   20895                                                         
 
                                                                                     
 
      Victor C. Cassato              Senior Vice President     None                  
      609 W. Littleton Blvd. - Suite 310                                                   
      Littleton, CO  80120                                                           
 
                                                                                     
 
      Christopher J. Cassin          Senior Vice President     None                  
      111 West Chicago Avenue                                                        
      Suite G3                                                                       
      Hinsdale, IL  60521                                                            
 
                                                                                     
 
      Denise M. Cassin               Vice President            None                  
      1301 Stoney Creek Drive                                                        
      San Ramon, CA  94538                                                           
 
                                                                                     
 
L     Larry P. Clemmensen            Director                  None                  
 
                                                                                     
 
L     Kevin G. Clifford              Director and President    None                  
 
                                                                                     
 
      Ruth M. Collier                Vice President            None                  
      145 W. 67th Street #12K                                                        
      New York, NY  10023                                                            
 
                                                                                     
 
S     David Coolbaugh                Assistant Vice President   None                  
 
                                                                                     
 
      Thomas E. Cournoyer            Vice President            None                  
      2333 Granada Blvd.                                                             
      Coral Gables, FL  33134                                                        
 
                                                                                     
 
      Douglas A. Critchell           Senior Vice President     None                  
      4116 Woodbine Street                                                           
      Chevy Chase, MD  20815                                                         
 
                                                                                     
 
L     Carl D. Cutting                Vice President            None                  
 
                                                                                     
 
      Dan J. Delianedis              Regional Vice President   None                  
      8689 Braxton Drive                                                             
      Eden Prairie, MN  55347                                                        
 
                                                                                     
 
      Michael A. Dilella             Vice President            None                  
      P.O. Box 661                                                                   
      Ramsey, NJ  07446                                                              
 
                                                                                     
 
      G. Michael Dill                Senior Vice President     None                  
      505 East Main Street                                                           
      Jenks, OK  74037                                                               
 
                                                                                     
 
      Kirk D. Dodge                  Senior Vice President     None                  
      3034 Parkridge Drive                                                           
      Ann Arbor, MI  48103                                                           
 
                                                                                     
 
      Peter J. Doran                 Senior Vice President     None                  
      1205 Franklin Avenue                                                           
      Garden City, NY  11530                                                         
 
                                                                                     
 
L     Michael J. Downer              Secretary                 None                  
 
                                                                                     
 
      Robert W. Durbin               Vice President            None                  
      74 Sunny Lane                                                                  
      Tiffin, OH  44883                                                              
 
                                                                                     
 
I     Lloyd G. Edwards               Vice President            None                  
 
                                                                                     
 
L     Paul H. Fieberg                Senior Vice President     None                  
 
                                                                                     
 
      John R. Fodor                  Vice President            None                  
      15 Latisquana Road                                                             
      Southborough, MA  01772                                                        
 
                                                                                     
 
L     Mark P. Freeman, Jr.           Director                  None                  
 
                                                                                     
 
      Clyde E. Gardner               Senior Vice President     None                  
      Rt. 2, Box 3162                                                                
      Osage Beach, MO  65065                                                         
 
                                                                                     
 
B     Evelyn K. Glassford            Vice President            None                  
 
                                                                                     
 
      Jeffrey J. Greiner             Vice President            None                  
      12210 Taylor Road                                                              
      Plain City, OH  43064                                                          
 
                                                                                     
 
L     Paul G. Haaga, Jr.             Director                  None                  
 
                                                                                     
 
B     Mariellen Hamann               Assistant Vice President   None                  
 
                                                                                     
 
      David E. Harper                Senior Vice President     None                  
      R.D. 1, Box 210, Rte. 519                                                      
      Frenchtown, NJ  08825                                                          
 
                                                                                     
 
      Ronald R. Hulsey               Vice President            None                  
      6744 Avalon                                                                    
      Dallas, TX  75214                                                              
 
                                                                                     
 
      Robert S. Irish                Regional Vice President   None                  
      1225 Vista Del Mar Drive                                                       
      Delray Beach, FL  33483                                                        
 
                                                                                     
 
L     Robert L. Johansen             Vice President, Controller   None                  
 
      Michael J. Johnston            Director                  None                  
      630 Fifth Avenue, 36th Floor                                                   
      New York, NY  10111                                                            
 
                                                                                     
 
B     Damien M. Jordan               Vice President            None                  
 
                                                                                     
 
       V. John Kriss, Jr.            Senior Vice President     None                  
      P.O. Box 274                                                                   
      Surfside, CA  90743                                                            
 
                                                                                     
 
      Arthur J. Levine               Vice President            None                  
      12558 Highlands Place                                                          
      Fishers, IN  46038                                                             
 
                                                                                     
 
B     Karl A. Lewis                  Assistant Vice President   None                  
 
                                                                                     
 
      T. Blake Liberty               Regional Vice President   None                  
      5506 East Mineral Lane                                                         
            Littleton, CO 80122                                                      
 
                                                                                     
 
L     Lorin E. Liesy                 Assistant Vice President   None                  
 
                                                                                     
 
L     Susan G. Lindgren              Vice President - Institutional
                                     Investment Services Division   None                  
 
                                                                                     
 
S     Stella Lopez                   Vice President            None                  
 
                                                                                     
 
LW    Robert W. Lovelace             Director                  Senior Vice President   
 
                                                                                     
 
      Stephen A. Malbasa             Vice President            None                  
      13405 Lake Shore Blvd.                                                         
      Cleveland, OH  44110                                                           
 
                                                                                     
 
      Steven M. Markel               Senior Vice President     None                  
      5241 S. Race Street                                                            
      Littleton, CO  80121                                                           
 
                                                                                     
 
L     John C. Massar                 Director, Senior Vice President   None                  
 
                                                                                     
 
L     E. Lee McClennahan             Senior Vice President     None                  
 
                                                                                     
 
L     Jamie R. McCrary               Assistant Vice President   None                  
 
                                                                                     
 
S     John V. McLaughlin             Senior Vice President     None                  
 
                                                                                     
 
      Terry W. McNabb                Vice President            None                  
      2002 Barrett Station Rd.                                                       
      St. Louis, MO   63131                                                          
 
                                                                                     
 
L     R. William Melinat             Vice President, Institutional   None                  
                                     Investment Services Division                         
 
                                                                                     
 
      David R. Murray                Vice President            None                  
      60 Briant Avenue                                                               
      Sudbury, MA 01776                                                              
 
                                                                                     
 
      Stephen S. Nelson              Vice President            None                  
      P.O. Box 470528                                                                
      Charlotte, NC  28247-0528                                                      
 
                                                                                     
 
      William E. Noe                 Regional Vice President   None                  
      304 River Oaks Road                                                            
      Brentwood, TN  37027                                                           
 
                                                                                     
 
      Peter A. Nyhus                 Regional Vice President   None                  
      3084 Wilds Ridge Court                                                         
      Prior Lake, MN  55372                                                          
 
                                                                                     
 
      Eric P. Olson                  Regional Vice President   None                  
      62 Park Drive                                                                  
      Glenview, IL  60025                                                            
 
                                                                                     
 
      Fredric Phillips               Vice President            None                  
      32 Ridge Avenue                                                                
      Newton Centre, MA  02161                                                       
 
                                                                                     
 
B     Candance D. Pilgram            Assistant Vice President   None                  
 
                                                                                     
 
      Carl S. Platou                 Regional Vice President   None                  
      4021 96th Avenue, SE                                                           
      Mercer Island, WA  98040                                                       
 
                                                                                     
 
L     John O. Post, Jr.              Vice President            None                  
 
                                                                                     
 
S     Richard P. Prior               Assistant Vice President   None                  
 
                                                                                     
 
      Steven J. Reitman              Vice President            None                  
      212 The Lane                                                                   
      Hinsdale, IL  60521                                                            
 
                                                                                     
 
      Brian A. Roberts               Vice President            None                  
      12025 Delmahoy Drive                                                           
      Charlotte, NC  28277                                                           
 
                                                                                     
 
      George S. Ross                 Senior Vice President     None                  
      55 Madison Avenue                                                              
      Morristown, NJ  07960                                                          
 
                                                                                     
 
L     Julie D. Roth                  Vice President            None                  
 
                                                                                     
 
L     James F. Rothenberg            Director                  None                  
 
                                                                                     
 
      Douglas F. Rowe                Regional Vice President   None                  
      30008 Oakland Hills Drive                                                      
      Georgetown, TX  78628                                                          
 
                                                                                     
 
      Christopher S. Rowey           Regional Vice President   None                  
      9417 Beverlywood Street                                                        
      Los Angeles, CA  90034                                                         
 
                                                                                     
 
      Dean B. Rydquist               Vice President            None                  
      1080 Bay Pointe Crossing                                                       
      Alpharetta, GA  30202                                                          
 
                                                                                     
 
      Richard R. Samson              Vice President            None                  
      4604 Glencoe Avenue, #4                                                        
      Marina del Rey, CA  90292                                                      
 
                                                                                     
 
      Joe D. Scarpitti               Regional Vice President   None                  
      31465 St. Andrews                                                              
      Westlake, OH  44145                                                            
 
                                                                                     
 
L     Daniel B. Seivert              Assistant Vice President   None                  
 
                                                                                     
 
L     R. Michael Shanahan            Director                  None                  
 
                                                                                     
 
      David W. Short                 Chairman of the Board     None                  
      1000 RIDC Plaza, Ste. 212                                                      
      Pittsburgh, PA  15238                                                          
 
                                                                                     
 
      William P. Simon, Jr.          Senior Vice President     None                  
      554 Canterbury Lane                                                            
      Berwyn, PA  19312                                                              
 
                                                                                     
 
L     John C. Smith                  Assistant Vice President,   None                  
                                     Institutional Investment Services Division                         
 
                                                                                     
 
      Rodney G. Smith                Vice President            None                  
      100 N. Central Expressway                                                      
      Suite 1214                                                                     
      Richardson, TX  75080                                                          
 
                                                                                     
 
      Nicholas D. Spadaccini         Regional Vice President   None                  
      855 Markley Woods Way                                                          
      Cincinnati, OH  45230                                                          
 
                                                                                     
 
L     Kristen J. Spazafumo           Assistant Vice President   None                  
 
                                                                                     
 
      Daniel S. Spradling            Senior Vice President     None                  
      4 West 4th Avenue, Suite 406                                                   
      San Mateo, CA  94402                                                           
 
                                                                                     
 
B     Max D. Stites                  Vice President            None                  
 
                                                                                     
 
      Thomas A. Stout                Regional Vice President   None                  
      12913 Kendale Lane                                                             
      Bowie, MD  20715                                                               
 
                                                                                     
 
      Craig R. Strauser              Regional Vice President   None                  
      3 Dover Way                                                                    
      Lake Oswego, OR 97034                                                          
 
                                                                                     
 
      Francis N. Strazzeri           Vice President            None                  
      31641 Saddletree Drive                                                         
      Westlake Village, CA  91361                                                    
 
                                                                                     
 
L     Drew Taylor                    Assistant Vice President   None                  
 
                                                                                     
 
S     James P. Toomey                Vice President            None                  
 
                                                                                     
 
I     Christopher E. Trede           Vice President            None                  
 
                                                                                     
 
      George F. Truesdail            Vice President            None                  
      400 Abbotsford Court                                                           
      Charlotte, NC  28270                                                           
 
                                                                                     
 
      Scott W. Ursin-Smith           Regional Vice President   None                  
      60 Reedland Woods Way                                                          
      Tiburon, CA 94920                                                              
 
                                                                                     
 
H     Andrew J. Ward                 Vice President            None                  
 
                                                                                     
 
L     David M. Ward                  Vice President,           None                  
                                     Institutional Investment Services Division                         
 
                                                                                     
 
      Thomas E. Warren               Regional Vice President   None                  
      1701 Starling Drive                                                            
      Sarasota, FL  34231                                                            
 
                                                                                     
 
L     J. Kelly Webb                  Senior Vice President, Treasurer   None                  
 
                                                                                     
 
      Gregory J. Weimer              Vice President            None                  
      125 Surrey Drive                                                               
      Canonsburg, PA  15317                                                          
 
                                                                                     
 
B     Timothy W. Weiss               Director                  None                  
 
                                                                                     
 
      N. Dexter Williams             Senior Vice President     None                  
            25 Whitside Court                                                        
            Danville, CA 94526                                                       
 
                                                                                     
 
      Timothy J. Wilson              Regional Vice President   None                  
      113 Farmview Place                                                             
      Venetia, PA  15367                                                             
 
                                                                                     
 
B     Laura L. Wimberly              Vice President            None                  
 
L     Marshall D. Wingo              Director, Senior Vice President   None                  
 
                                                                                     
 
L     Robert L. Winston              Director, Senior Vice President   None                  
 
                                                                                     
 
      Laurie B. Wood                 Regional Vice President   None                  
            3500 West Camino de Urania                                                   
            Tucson, AZ 85741                                                         
 
                                                                                     
 
      William R. Yost                Regional Vice President   None                  
      9320 Overlook Trail                                                            
      Eden Prairie, MN  55347                                                        
 
                                                                                     
 
      Janet Young                    Regional Vice President   None                  
      1616 Vermont                                                                   
      Houston, TX  77006                                                             
 
                                                                                     
 
      Scott D. Zambon                Regional Vice President   None                  
      320 Robinson Drive                                                             
      Tustin Ranch, CA  92782                                                        
 
</TABLE>
 
_____________________
 
L Business Address, 333 South Hope Street, Los Angeles, CA  90071
SF Business Address, One Market Plaza, Steuart Tower, Ste. 1800, San Francisco,
CA  94111
LW Business Address, 11100 Santa Monica Blvd., Los Angeles, CA  90025
B Business Address, 135 South State College Blvd., Brea, CA  92821
S Business Address, 8000 IH-10, Suite 1400, San Antonio, TX  78230
H Business Address, 5300 Robin Hood Road, Norfolk, VA  23513
I Business Address, 8332 Woodfield Crossing Boulevard, Indianapolis, IN  46240
 
(C)  NONE.
 
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS.
 
  Accounts, books and other records required by Rules 31a-1 and 31a-2 under the
Investment Company Act of 1940, as amended, are maintained and kept in the
offices of the fund and its investment adviser, Capital Research and Management
Company, 333 South Hope Street, Los Angeles, CA 90071.  Certain accounting
records are maintained and kept in the offices of the Fund's accounting
department, 135 State College Blvd., Brea, CA  92821.
 
  Records covering shareholder accounts are maintained and kept by the transfer
agent, American Funds Service Company, 135 South State College Blvd., Brea, CA 
92821, 8000 IH-10 Suite 1400, San Antonio, TX  78230, 5300 Robin Hood Road,
Norfolk, VA  23514 and 8332 Woodfield Crossing Blvd., Indianapolis, IN  46240.
 
  Records covering portfolio transactions are also maintained and kept by the
custodian, The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY 
10081.
 
ITEM 31. MANAGEMENT SERVICES.
 
  None.
 
 
 
                            SIGNATURE OF REGISTRANT
 
 Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) and has duly caused this Post-Effective amendment to its Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Los Angeles, and State of California, on the 20th
day of May, 1998.
 
   EUROPACIFIC GROWTH FUND   
 
   By /s/ WALTER P. STERN 
    (Walter P. Stern, Chairman of the Board)
 
 Pursuant to the requirements of the Securities Act of 1933, this amendment to
Registration Statement has been signed below on May 20, 1998, by the following
persons in the capacities indicated.
 
<TABLE>
<CAPTION>
       SIGNATURE                           TITLE                                
 
<S>    <C>                                 <C>                                  
                                                                                
 
(1)    Principal Executive Officer:                                             
                                                                                
       /s/ THIERRY VANDEVENTER             President                            
       (Thierry Vandeventer)                                                    
                                                                                
(2)    Principal Financial Officer and                                          
       Principal Accounting Officer:                                            
                                                                                
       /s/ R. MARCIA GOULD                 Treasurer                            
       (R. Marcia Gould)                                                        
                                                                                
(3)    Trustees:                                                                
                                                                                
       Elisabeth Allison*                  Trustee                              
       Michael R. Bonsignore*              Trustee                              
       David I. Fisher*                    Trustee                              
       Robert A. Fox*                      Trustee                              
       Alan Greenway*                      Trustee                              
       William R. Grimsley*                Trustee                              
       Koichi Itoh*                        Trustee                              
       William H. Kling*                   Trustee                              
       John G. McDonald*                   Trustee                              
       William I. Miller*                  Trustee                              
       Kirk P. Pendleton                   Trustee                              
       Donald E. Petersen*                 Trustee                              
       Walter P. Stern*                    Chairman of the Board                
       Thierry Vandeventer                 President and Principal              
                                           Executive Officer                    
 
</TABLE>
 
 *By  /s/ VINCENT P. CORTI  
  (Vincent P. Corti, Attorney-in-Fact)
 
Counsel reports that the amendment does not contain disclosures that would make
the amendment ineligible for effectiveness under the provisions of Rule 485(b).
 By  /s/ Michael J. Downer
      Michael J. Downer
 
 
CONSENT OF INDEPENDENT ACCOUNTANTS
 
We hereby consent to the incorporation by reference in the Prospectus and
Statement of Additional Information constituting parts of this Post-Effective
Amendment No. 18 to the registration statement on Form N-1A (the "Registration
Statement") of our report dated April 30, 1998, relating to the financial
statements and per share data and ratios appearing in the March 31, 1998 Annual
Report of EuroPacific Growth Fund, which is also incorporated by reference into
the Registration Statement.  We also consent to the references to us under the
heading "Financial Highlights" in the Prospectus and under the headings
"Independent Accountants" and "Reports to Shareholders" in the Statement of
Additional Information.
 
PRICE WATERHOUSE LLP
 
Los Angeles, California
May 26, 1998

<TABLE> <S> <C>
 
 
<ARTICLE> 6
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          MAR-31-1998
<PERIOD-START>                              APR-1-1997
<PERIOD-END>                               MAR-31-1998
<INVESTMENTS-AT-COST>                       15,827,584
<INVESTMENTS-AT-VALUE>                      21,285,451
<RECEIVABLES>                                  164,312
<ASSETS-OTHER>                                   1,705
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              21,451,468
<PAYABLE-FOR-SECURITIES>                       100,117
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       35,168
<TOTAL-LIABILITIES>                            135,285
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    14,728,358
<SHARES-COMMON-STOCK>                      721,070,401
<SHARES-COMMON-PRIOR>                      626,897,929
<ACCUMULATED-NII-CURRENT>                       71,284
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        336,293
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     5,459,178
<NET-ASSETS>                                21,316,183
<DIVIDEND-INCOME>                              344,694
<INTEREST-INCOME>                              134,952
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                 165,380
<NET-INVESTMENT-INCOME>                        314,266
<REALIZED-GAINS-CURRENT>                     1,082,594
<APPREC-INCREASE-CURRENT>                    2,212,606
<NET-CHANGE-FROM-OPS>                        3,609,466
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                      294,902
<DISTRIBUTIONS-OF-GAINS>                     1,301,823
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                    177,804,677
<NUMBER-OF-SHARES-REDEEMED>                142,024,433
<SHARES-REINVESTED>                         58,392,228
<NET-CHANGE-IN-ASSETS>                       4,579,140
<ACCUMULATED-NII-PRIOR>                         50,769
<ACCUMULATED-GAINS-PRIOR>                      558,387
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           90,507
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                165,380
<AVERAGE-NET-ASSETS>                        19,162,652
<PER-SHARE-NAV-BEGIN>                             26.7
<PER-SHARE-NII>                                    .45
<PER-SHARE-GAIN-APPREC>                           4.79
<PER-SHARE-DIVIDEND>                               .45
<PER-SHARE-DISTRIBUTIONS>                         1.93
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              29.56
<EXPENSE-RATIO>                                   .009
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        
 

</TABLE>


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