KOREA FUND INC
N-30D, 1996-09-03
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THE KOREA FUND, INC.

Annual Report
June 30, 1996

A  closed-end  investment  company  seeking  long-term  appreciation  of capital
through investment in Korean securities.

                                       
<PAGE>

The Korea Fund, Inc.

Investment objective and policies

o    long-term capital appreciation through investment in Korean securities

Investment characteristics

o    investments in a broad spectrum of Korean industries

o    closed-end investment company

o    first United States investment company authorized to invest in Korean
     securities

o    a vehicle for international diversification through participation in the
     Korean economy

General Information

Executive offices

The Korea Fund, Inc.
345 Park Avenue
New York, NY 10154

Telephone:
For Fund Information: 1-800-349-4281

Transfer agent, registrar and dividend
reinvestment plan agent

For account information: 1-800-426-5523

State Street Bank and Trust Company
P.O. Box 8200
Boston, MA 02266-8200

Custodian
   Brown Brothers Harriman & Co.
     Subcustodian-Citibank, N.A.--Seoul office

Legal counsel
   Debevoise & Plimpton

Independent Accountants
   Coopers & Lybrand L.L.P.

New York Stock Exchange Symbol -- KF


Contents

In Brief                                                   3
Letter to Shareholders                                     3
Other Information                                          6
Investment Summary                                         7
Portfolio Summary                                          8
Investment Performance                                     9
Investment Portfolio                                      11
Financial Statements                                      20
Financial Highlights                                      23
Notes to Financial Statements                             24
Report of Independent Accountants                         27
Tax Information                                           28
Dividend Reinvestment and
   Cash Purchase Plan                                     29
Officers and Directors                                    31

Comparisons  between changes in the Fund's net asset value per share and changes
in the Korea Stock  Exchange  Index should be  considered in light of the Fund's
investment policy and objective,  the  characteristics and quality of the Fund's
investments,  the size of the Fund, and  variations in the  won/dollar  exchange
rate.

This  report is sent to the  shareholders  of The  Korea  Fund,  Inc.  for their
information.  It is not a prospectus,  circular, or representation  intended for
use in the purchase or sale of shares of the Fund or of any securities mentioned
in the report.



                                       2
<PAGE>

In Brief

o    The Korean stock market fell over the 12 months ended June 30, 1996, as
     revelations of government corruption and concern over the direction of the
     economy combined to sour the investment climate. In addition, the Korean
     won fell over the period, further decreasing returns to U.S. dollar-based
     investors. In this environment, the Korea Fund provided a total return of
     negative 5.09%.

o    The Fund continued to focus sharply on those companies we feel are
     positioned to perform well under a variety of economic conditions; the
     Fund's top ten holdings represented approximately 53% of the portfolio on
     June 30.

o    We believe the recent sharp decline in stock prices was unmerited and
     remain bullish on Korean stocks over the medium to long term. The economy
     is growing at an annual rate of 7% -- modest by Korean standards but well
     above most other world economies. The trade outlook stands to improve, the
     rate of Korean inflation appears to have stabilized at a manageable level,
     and the interest rate outlook is positive.


Letter to Shareholders

Dear Shareholders:

     The Korean stock market fell over the twelve months ended June 30, 1996.
The KOSPI went from its June 30, 1995, level of 894.41 to 823.53 at the end of
the period, a decline of 7.92%. Revelations of government corruption and concern
over the direction of the economy combined to sour the investment climate. In
addition, the Korean won fell over the period, further decreasing returns to
U.S. dollar-based investors. In this environment, the Korea Fund provided a
total return of -5.09%, reflecting a decline in the Fund's net asset value from
$19.89 to $18.52 and the reinvestment of $0.36 per share in capital gain and
$0.06 in dividend distributions. The Fund's publicly traded shares ended the
period at $21.13, up from $19.63 a year ago, contributing to a total return of
9.73%. The Fund's NYSE price -- a barometer of market interest -- represented a
14.1% premium over NAV as of June 30.

Investment Environment

     At the beginning of the fiscal period, Korea was characterized by a
hospitable investment environment, which included stable inflation levels and
declining interest rates. Economic growth was healthy, spurred by strong exports
and capital spending, and the Korean stock market was on an upward trajectory.
As last summer progressed, however, corporate investment in facilities tapered
off, while slow global growth began to impact Korea's export-driven economy.
Market sentiment shifted in the direction of companies oriented towards domestic
consumers and infrastructure investment.

     The market was drained of any remaining upward momentum by the news last
fall that two former Korean presidents had been implicated in illegal slush fund
operations. Perhaps more important over the long term, the investigation and
arrest of Messrs. Roh and Chun demonstrated the government's willingness to deal
with such illicit activity. Moreover, recent reforms with respect to financial
disclosure should promote the separation of business and politics in Korea,
furthering the country's attractiveness as an investment arena. Additional
factors weighing on the market entering 1996 were North Korea's deteriorating
economy and a decline

                                       3
<PAGE>

in the Japanese yen that promised to make Korean exporters less competitive
in world markets.

     Stocks received a boost in the wake of April's parliamentary elections, as
the incumbent party promulgated reforms designed to promote expanded foreign
participation in Korea's equity markets. However, after a brief rally, stocks in
the aggregate returned to their pre-election levels, falling by more than 20% as
uncertainty over the direction of the economy predominated. An expanding trade
deficit, a move up in interest rates, and a dimming outlook for corporate
earnings contributed to concern. On the trade front, the dismal supply/demand
outlook worldwide for semiconductors in particular cast a pall over market
sentiment, as 18% of Korean exports are related to that industry. Reflecting
this negativity, stock trading on the Korean exchange has recently been running
at one-half the volume attained during the April rally.

Portfolio Strategy

     The Fund continued over the fiscal period to utilize intensive fundamental
research to identify well-managed companies with promising long-term growth
prospects. We focus sharply on those companies we feel are positioned to perform
well under a variety of economic conditions, and the Fund's top ten holdings
represent approximately 53% of the portfolio. We generally take a buy and hold
approach, especially with respect to these "core" portfolio holdings.

     This philosophy aside, we have trimmed our long-standing position in
Samsung Electronics, a flagship Korean company, from roughly 17% of the
portfolio on June 30, 1995, to approximately 6% at the end of the period.
Samsung has the largest share of memory chips in the world and derives 80% of
its income from semiconductors. While we still like Samsung's prospects over the
long term, export-oriented companies in general and semiconductor manufacturers
in particular are facing a difficult environment.

     In general, the Fund is moving away from semiconductor companies and other
export-based groups. Instead, we are focusing more heavily on consumer-based
sectors and other domestically oriented industries, such as banking, food,
pharmaceuticals, and securities/brokerage, in view of slowing exports. Recent
additions to the Fund include Tongyang Nylon (textiles), Tae Young Corp.
(construction), and Dongwon Industries (food processing). The Fund's
fixed-income position, which had been at around 5% as 1996 began, has been
reduced to the 2% range as we took advantage of earlier bond market strength and
falling interest rates to take some profits.

Outlook

     We believe the recent sharp decline in stock prices was unmerited and
remain bullish on Korean stocks over the medium to long term. For starters, the
underpinnings to a healthy economy remain in place. The economy is growing at an
annual rate of 7% -- modest by Korean standards but hardly recessionary and well
above most other world economies. Also, the trade outlook stands to improve, as
purchases by Korean industry of U.S. and Japanese manufacturing equipment have
slowed and global growth has picked up.

     The rate of Korean inflation appears to have stabilized at a manageable
level of 5 - 5 1/2%, giving interest rates much room to decline. The rate on the
benchmark three-year bond is approximately 12%, high by global standards.
Moreover, the interest rate outlook is enhanced by two factors. First, the
opening of Korea's bond market to international investors should foster greater
stability -- a key concern in a market where rates have traversed a 20
percentage point span over the last decade. Second, Korea's impending
Organization for Economic Cooperation and Development "OECD" membership should
result in an improved credit standing and a lower rate structure. Lower interest
rates would translate directly into improved corporate results.

                                       4
<PAGE>

     Korea remains well-positioned for long-term growth, with a central location
amongst such economic giants as Japan, Russia, and China, a highly educated
workforce, and important economic reforms in place. The opening of Korea's
economy should over time spawn new global competitors that will present
attractive investment opportunities. In addition, while Korea is no longer an
"emerging" market in the usual sense of the word, its stock market
capitalization as a percent of GDP is smaller than those of its Asian peers,
giving an indication of the future potential for Korean equities.

     In our view, the recent weakness in the Korean stock market has created
some opportunities to buy strong companies at more favorable prices, and we will
look for chances to do so going forward. The Korea Fund continues to provide a
vehicle for investors seeking access to one of the most dynamic economies in the
world, and we believe the Fund is well-positioned to benefit from the many
positive developments taking place in Korea and the region. Thank you for your
investment and do not hesitate to call with any questions or comments.
Sincerely,


/s/Nicholas Bratt             /s/Juris Padegs
Nicholas Bratt                Juris Padegs
President                     Chairman of the Board


                                       5
<PAGE>

Other Information

Investment Manager

     The investment manager and administrator of The Korea Fund, Inc. (the
"Fund") is Scudder, Stevens & Clark, Inc. ("Scudder"), one of the most
experienced investment management and investment counsel firms in the United
States. Established in 1919, the firm provides investment counsel for
individuals, investment companies and institutions. Scudder has offices
throughout the United States and subsidiaries in London and Tokyo.

     In addition to the Fund, Scudder also manages the assets of six other
closed-end investment companies which invest in foreign securities and are
traded on the New York Stock Exchange: The Argentina Fund, The Brazil Fund, The
Latin America Dollar Income Fund, Scudder New Asia Fund, Scudder New Europe
Fund, and Scudder World Income Opportunities Fund.

Korean Adviser

     Daewoo Capital Management Co., Ltd., registered under the U.S. Investment
Advisers Act of 1940, acts as Korean adviser to Scudder, Stevens & Clark, Inc.,
the Fund's investment manager. Daewoo Capital Management Co., Ltd. is a
subsidiary of Daewoo Securities Co., Ltd., the largest Korean securities firm,
and an affiliate of Daewoo Research Institute.

     Daewoo Capital Management Co., Ltd. provides investment advice, research,
and assistance to Scudder. The Daewoo staff makes specific investment
recommendations, which are then evaluated by Scudder's research department and
portfolio managers in light of their own expertise and information from other
sources in making investment decisions for the Fund.

A Team Approach to Investing

     The Korea Fund, Inc. is managed by a team of Scudder investment
professionals who each play an important role in the Fund's management process.
Team members work together to develop investment strategies and select
securities for the Fund. They are supported by Scudder's large staff of
economists, research analysts, traders, and other investment specialists who
work in Scudder's offices across the United States and abroad. We believe our
team approach benefits Fund investors by bringing together many disciplines and
leveraging Scudder's extensive resources.

     Lead Portfolio Manager John J. Lee has set Fund investment strategy and
overseen its daily operation since 1991, the year he joined Scudder's global
equity area. Nicholas Bratt, Portfolio Manager, has been a member of the
Portfolio team since 1984 and has over 20 years of experience in worldwide
investing. Mr. Bratt, who has been at Scudder since 1976, is the Director of
Scudder's Global Equity Department.

Dividend Reinvestment and Cash Purchase Plan

     The Fund's Dividend Reinvestment and Cash Purchase Plan offers you a
convenient way to have your dividends and capital gain distributions reinvested
in shares of the Fund. We believe this Plan is attractive for shareholders. Its
features are more fully described on page 29.

Net Asset Value

     The Fund's NAV is published every Monday in The Wall Street Journal under
the heading "Closed End Funds." The Fund's NAV is also published in The New York
Times and Barron's.

     As a service to overseas shareholders, the Fund's NAV is listed daily in
The Financial Times ("FT"). For your information, the NAV of the Fund and other
Scudder closed-end funds can be found in the "FT Managed Funds Service" section
under the heading "Other Offshore Funds" below the Scudder, Stevens & Clark,
Inc. banner.



                                       6
<PAGE>

 

THE KOREA FUND, INC.
PERFORMANCE UPDATE as of June 30, 1996
- ----------------------------------------------------------------
HISTORICAL INFORMATION LIFE OF FUND
- ----------------------------------------------------------------

                                   Total Return (%)
- --------------------------------------------------------------------------------
                     Market Value                Net Asset Value (a)        
                   ---------------             -----------------------    

                Cumulative     Average       Cumulative     Average      
                               Annual                        Annual            
               --------------------------   ---------------------------
Current Quarter     0.60           -              -6.65          -              
One Year            9.73        9.73              -5.09       -5.09           
Three Year         52.27       15.05              75.65       20.66            
Five Year          70.03       11.20             105.02       15.44             
Ten Year          215.89       12.19             313.06       15.24            


     Index (c)
- ------------------------
 Cumulative     Average
                Annual
- ------------------------
  -4.99              -
  -7.92          -7.92
   9.97           3.22
  36.06           6.35
 238.40          12.96
- -----------------------------------------------------------------
RETURNS AND PER SHARE INFORMATION
- -----------------------------------------------------------------

A chart in the form of a bar graph appears here,
illustrating the Fund Total Return (%) and Index Total
Return (%) with the exact data points listed in the table
below.

YEARLY PERIODS ENDED JUNE 30        


<TABLE>
<S>                  <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C> 
                       1987    1988    1989    1990    1991    1992    1993    1994    1995    1996
                     -------------------------------------------------------------------------------
NET ASSET VALUE
(b)...............   $11.13   $13.97  $16.84  $14.45  $10.27  $10.75  $11.40  $18.66  $19.89  $18.52
INCOME DIVIDENDS..   $  .01   $  .29  $  .11  $  .08  $    -  $  .06  $  .04  $  .01  $    -  $  .06
CAPITAL GAINS 
DISTRIBUTIONS.....   $  .03   $  .68  $ 1.74  $ 1.88  $ 2.20  $  .34  $  .20  $    -  $  .15  $  .36 
FUND TOTAL
RETURN (%)........    49.77    31.17   33.21   -9.52  -14.91    7.87    8.20   63.77   13.00   -5.09 

</TABLE>

                                       
(a) Total investment returns reflect changes in net asset value per share during
    each period and assumes that dividends and capital gains distributions, if 
    any, were reinvested. These percentages are not an indication of the 
    performance of a shareholder's investment in the Fund based on market price.

(b) Net asset value per share through 1988 has bee adjusted for a 200% stock
    dividend paid in October 1988.

(c) Korea Stock Price Index ("KOSPI")

PAST RESULTS ARE NOT NECESSARILY INDICATIVE OF FUTURE PERFORMANCE OF THE FUND.

                                        7
<PAGE>


PORTFOLIO SUMMARY as of June 30, 1996
- ---------------------------------------------------------------------------
DIVERSIFICATION
- ---------------------------------------------------------------------------
Common Stocks                      88%             
Convertible Bonds                   7%
Preferred Stocks                    3%        
Corporate Bonds                     2%        
- --------------------------------------                               
                                  100%
- --------------------------------------                                 

A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
SECTORS 
Sector breakdown of the Fund's equity securities
- --------------------------------------------------------------------------
Communications                            22%             
Financial                                 21%              
Technology                                11%              
Durables                                   8%      
Manufacturing                              7%
Construction                               6%
Consumer Staples                           6%
Consumer Discretionary                     4%
Health                                     4%
Other                                     11%        
- ---------------------------------------------                               
                                         100%
- ---------------------------------------------                         
                        
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
10 LARGEST EQUITY HOLDINGS
(53% OF PORTFOLIO)
- --------------------------------------------------------------------------
1.  KOREA MOBILE TELECOM
    Mobile telecommunication company

2.  SAMSUNG FIRE & MARINE INSURANCE CO.
    Insurance company

3.  SAMSUNG ELECTRONICS CO., Ltd.
    Major electronics manufacturer

4.  SAMSUNG DISPLAY DEVICES
    Leading manufacturer of CRT and picture tubes

5.  KOREA LONG TERM CREDIT BANK
    Major commercial bank

6.  HYUNDAI MOTOR SERVICES CO., LTD.
    Auto parts and services

7.  KOREA ELECTRIC POWER CO.
    Electric utility

8.  KEUM KANG CO., LTD.
    Construction company and manufacturer of building materials

9.  HANSOL PAPER MANUFACTURING CO., LTD.
    Korea's largest paper manufacturer

10. SHINSEGAE
    Major department store chain

                       

                                       8
<PAGE>



The Korea Fund, Inc.
Investment Performance
                        KOREA FUND INVESTMENT PERFORMANCE

   History (in terms of N.Y.S.E. Value) of a $10,000 Investment in Fund Shares
                             vs. the S&P 500 Index*

The Korea Fund, Inc.
Investment Performance
- --------------------------------------------------------------------------------

LINE CHART OMITTED

CHART TITLE:            KOREA FUND INVESTMENT PERFORMANCE

   History (in terms of N.Y.S.E. Value) of a $10,000 Investment in Fund Shares
                             vs. the S&P 500 Index*

CHART PERIOD:                     (8/84 - 6/96)

CHART DATA:
<TABLE>
<CAPTION>
 --------------------------------------------------------------------------------------------------------------
 TOTAL SHARE                  CAPITAL GAINS DISTRIBUTION         SHARE VALUE OF INITIAL        S&P TOTAL 
 VALUE ($92,999)              REINVESTED ($80,738)               INVESTMENT ($52,813)          RETURN ($59,211)
 --------------------------------------------------------------------------------------------------------------
         <S>                             <C>                              <C>                       <C>  
         10942                          10942                            10942                     10000
         11983                          11983                            11983                      9972
         11875                          11875                            11875                     10159
         11458                          11458                            11458                     11095
         12292                          12292                            12292                     11906
         11787                          11250                            11250                     11422
         15393                          14692                            14692                     13395
         20632                          19692                            19692                     15286
         29440                          27817                            27817                     16186
         32537                          30709                            30625                     15054
         30103                          28411                            28333                     15905
         56221                          53061                            52917                     19304
         62087                          58597                            58438                     20265
         67523                          63039                            62396                     21689
         51016                          47628                            45938                     16801
         73921                          69011                            66563                     17755
         65476                          61127                            58958                     18925
         59075                          54750                            50000                     18993
         80516                          74621                            65625                     19608
        108121                         100205                            88125                     21000
         97003                          89900                            79063                     22837
        133542                         123540                           105000                     25283
        111177                         102850                            85938                     25801
         73983                          68442                            57188                     25017
         71557                          66198                            55313                     26571
         44506                          41173                            30625                     22930
         48402                          44777                            31250                     24976
         56630                          52389                            36563                     28611
         54694                          50598                            35313                     28520
         57251                          52736                            36250                     30052
         50380                          46407                            31563                     32576
         47387                          43650                            29688                     31761
         45392                          41813                            28438                     32345
         49876                          45787                            30625                     33368
         57001                          52328                            35000                     35054
         52421                          48123                            32188                     36585
         61073                          56066                            37500                     36763
         59037                          54197                            36250                     37711
         97766                          89706                            60000                     38587
         78417                          71951                            48125                     37122
         89619                          82230                            55000                     37277
        107003                          98181                            65313                     39097
         93227                          85541                            56875                     39091
         87592                          80371                            53438                     42897
         84754                          73790                            49063                     46995
         96871                          84340                            55313                     50730
         96850                          84082                            55000                     53785
         92448                          80261                            52500                     56670
         92999                          80738                            52813                     59211
                                                                                       
</TABLE>

                                       9
<PAGE>

The Korea Fund, Inc.
Investment Performance
- --------------------------------------------------------------------------------

LINE CHART OMITTED

CHART TITLE:      KOREA FUND INVESTMENT PERFORMANCE (Cont'd)

 History (in terms of Net Asset Value) of a $10,000 Investment in Fund Shares*

CHART PERIOD:                     (8/84 - 6/96)

CHART DATA:
 -------------------------------------------------------------------------------
 TOTAL NET ASSET     CAPITAL GAINS DISTRIBUTIONS      NET ASSET VALUE OF INITIAL
 VALUE ($92,365)     REINVESTED ($80,416)             INVESTMENT ($53,468)
 -------------------------------------------------------------------------------
     10000                     10000                             10000
     10072                     10072                             10072
     10269                     10269                             10269
     10197                     10197                             10197
     10305                     10305                             10305
     10083                      9624                              9624
     12599                     12025                             12025
     16796                     16030                             16030
     21224                     20054                             20054
     23020                     21726                             21667
     23315                     22004                             21944
     31873                     30082                             30000
     31788                     30001                             29919
     31515                     29422                             29122
     33685                     31447                             30332
     38620                     36055                             34776
     41695                     38926                             37545
     40580                     37609                             34346
     52539                     48693                             42823
     62236                     57679                             50726
     55541                     51474                             45269
     65403                     60505                             51425
     64511                     59679                             49866
     60372                     55851                             46667
     50252                     46489                             38844
     42973                     39754                             29570
     46216                     42755                             29839
     45050                     41676                             29086
     42760                     39558                             27608
     45385                     41806                             28737
     45269                     41699                             28360
     54323                     50039                             34032
     46127                     42489                             28898
     42992                     39467                             26398
     46494                     42683                             28548
     46844                     43004                             28763
     49909                     45817                             30645
     50128                     46018                             30780
     72887                     66877                             44731
     74814                     68646                             45914
     81735                     74996                             50161
     94468                     86679                             57661
     90991                     83489                             55511
     91123                     83610                             55591
     92364                     80416                             53468
    104044                     90585                             59409
     94862                     82356                             53871
     93916                     81535                             53333
     87667                     76110                             49785
                                         
The data set forth in these graphs  should not be construed as an  indication of
the record of a shareholder's investment in the Fund based on market prices; nor
should it be  construed as a  representation  of the future  performance  of the
Fund's net asset value.
*    The Korea Fund, Inc. performance charts make the following key assumptions:
1.   The data have been adjusted to reflect a 200% stock dividend paid in
     October 1988.
2.   Investment income and capital gains reinvested at the greater of the
     following on the valuation date: 
     (a)  Net asset value per share or
     (b)  95% of the mean market price per share.
3.   No adjustments have been made for U.S. income taxes. Korean taxes are
     reflected.
4.   Initial $10,000 investment was made at initial public offering price and at
     initial net asset value price.
The Standard & Poor's 500 Stock Index is a widely followed, unmanaged index
of 500 industrial, transportation, utility and financial companies widely
regarded as representative of the equity market in general.

                                       10
<PAGE>


[LOGO]The Korea Fund, Inc.
<TABLE>
Investment Portfolio as of June 30, 1996
<CAPTION>
==========================================================================================================
                            Principal                                                              Market
                             Amount(e)                                                            Value($)
- ----------------------------------------------------------------------------------------------------------
REPURCHASE AGREEMENT 0.3%
<S>                     <C>                                                                      <C>
                        U.S. $1,812,000   Repurchase Agreement with Donaldson, Lufkin & 
                                            Jenrette dated 6/28/96 at 5.45%, to be 
                                            repurchased at $1,812,823 on 7/1/96, 
                                            collateralized by a $1,817,000 U.S. Treasury 
                                            Note, 6.125%, 5/15/98 (Cost $1,812,000) ...........   1,812,000
                                                                                                 ----------
- ----------------------------------------------------------------------------------------------------------
CORPORATE BONDS 2.2%

METALS & MINERALS
                         10,000,000,000   Korea Tungsten Exchange Bond, Zero Coupon
                                            with 36.03% bonus interest at maturity,
                                            11/11/98 (c)(f) (Cost $13,852,941) ................  13,120,027
                                                                                                 ----------
- ----------------------------------------------------------------------------------------------------------
CONVERTIBLE BONDS 6.4%

CONSUMER STAPLES 1.8%

  Alcohol & Tobacco 0.7%  3,000,000,000   Jinro Ltd., 2% with 14.36% bonus interest at 
                                             maturity, 9/30/98 (Leading producer of Soju, 
                                             a distilled spirit) (c)(f) .......................   3,987,242
                                                                                                 ----------
  Food & Beverage 0.5%      800,000,000   Crown Confectionery Co., 3% with 16.28% bonus
                                             interest at maturity, 12/31/97 (Major producer....   1,008,289 
                                             of snacks) (c)(f)  
                          2,000,000,000   Haitai Confectionery Co., 1% with 12.69% bonus
                                             interest at maturity, 6/30/98 (Major producer 
                                             of snacks) (c)(f) ................................   2,256,888
                                                                                                 ---------
                                                                                                  3,265,177
                                                                                                 ----------
  Textiles 0.6%       U.S.$   1,000,000   Kolon Industries, Inc., 0.25%, 12/31/04 (Leading
                                             manufacturer of nylon, polyester yarn 
                                             and fabrics) .....................................     507,500
                          2,400,000,000   Kukje Corp., 12% with 4.62% bonus interest at
                                             maturity, 12/31/97 (Shoe manufacturer) (c)(f) ....   3,085,109
                                                                                                 ----------
                                                                                                  3,592,609
                                                                                                 ----------
HEALTH 0.7%
  Pharmaceuticals         3,000,000,000   Korea Green Cross Corp., 1% with 11.88% bonus
                                             interest at maturity, 12/31/97 (Leading 
                                             ethical drug  producer) (c)(f) ...................   3,545,833
                                                                                                 ----------
                            400,000,000   Yuhan Corp., 5.5% with 25.41% bonus interest at
                                             maturity, 12/31/97 (Pharmaceutical 
                                             company) (c)(f) ..................................     558,481
                                                                                                 ----------
                                                                                                  4,104,314
                                                                                                 ----------


</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       11



<PAGE>

[LOGO]The Korea Fund, Inc.
<TABLE>
Investment Portfolio (continued)
<CAPTION>
===========================================================================================================
                            Principal                                                               Market
                             Amount(e)                                                             Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                       <C>                                                                    <C>
MANUFACTURING 0.8%
  Containers & Paper      4,000,000,000   Hansol Paper Manufacturing Co., Ltd., 3% with
                                            28.24% bonus interest at maturity, 12/31/99
                                            (Korea's largest paper manufacturer) (c)(f) .......   4,688,666
                                                                                                 ----------
ENERGY 1.0%
Oil & Gas Production      2,000,000,000   Yukong, Ltd., 2% with 8.15% bonus interest at
                                            maturity, 12/31/97 (Korea's largest oil 
                                            refiner) (c)(f) ...................................   2,318,739
                          3,000,000,000   Yukong, Ltd., 1% with 13.92% bonus interest at
                                            maturity, 12/31/98 (c)(f) .........................   3,263,747
                                                                                                 ----------
                                                                                                  5,582,486
                                                                                                 ----------
METALS & MINERALS 0.4%
Steel & Metals            1,000,000,000   Kangwon Industry, 6% with 19.52% bonus interest
                                            at maturity, 6/30/97 (Steel company) (c)(f) .......   1,414,095

                            500,000,000   Sammi Steel, 4% with 20.57% bonus interest at 
                                            maturity, 12/31/97 
                                            (Specialty steel company) (c)(f) ..................     660,673
                                                                                                 ----------
                                                                                                  2,074,768
                                                                                                 ----------
CONSTRUCTION 0.2%
Miscellaneous             1,000,000,000   Sungwon Construction, 5% with 21.11% bonus 
                                            interest at maturity, 12/31/97 
                                            (Construction company) (c)(f) .....................   1,343,259
                                                                                                 ----------
UTILITIES 1.5%
Electric Utilities        5,000,000,000   Korea Electric Power Co., 1% with 9.98% bonus 
                                            interest at maturity, 12/31/97
                                            (Electric utility) (c)(f) .........................   5,815,125

                          2,300,000,000   Korea Electric Power Co., Zero Coupon with 30.5%
                                            bonus interest at maturity, 12/31/98 (c)(f) .......   2,775,824
                                                                                                 ----------
                                                                                                  8,590,949
                                                                                                 ----------
                                          TOTAL CONVERTIBLE BONDS (Cost $41,504,920) ..........  37,229,470
                                                                                                 ----------
- -----------------------------------------------------------------------------------------------------------
PREFERRED STOCKS 3.4%            Shares
                                 ------ 
CONSUMER DISCRETIONARY 0.1%
  Apparel & Shoes                10,700   BYC (Leading maker of under garments) (c) ...........     567,184
                                                                                                 ----------
CONSUMER STAPLES 0.7%
  Alcohol & Tobacco 0.1%          5,800   Jinro, Ltd. .........................................      53,982
                                 46,165   Oriental Brewery Co., Ltd. 
                                            (Korea's largest brewery) (g) .....................     682,914
                                                                                                 ----------
                                                                                                    736,896
                                                                                                 ----------



</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       12


<PAGE>
<TABLE>
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                             <C>                                                              <C>
  
  Food & Beverage 0.3%           70,690   Cheil Food and Chemical Co., Ltd. (Korea's
                                             leading sugar refiner and major integrated 
                                             food processor) ..................................   1,838,707
                                                                                                 ----------
  Package Goods/Cosmetics 0.1%   56,070   Pacific Corp. (Leading cosmetics producer) ..........     435,455
                                                                                                 ----------
  Textiles 0.2%                 133,230   Kolon Industries, Inc. ..............................   1,220,290
                                 38,165   Kolon Industries, Inc. Rights (c)(g) ................     159,962
                                                                                                 ----------
                                                                                                  1,380,252
                                                                                                 ----------
HEALTH 0.1%
  Pharmaceuticals                 6,700   Korea Green Cross Corp. .............................     260,170
                                  4,700   Shin Poong Pharmaceutical Co., Ltd. 
                                            (Specialized drug producer) (c) ...................      77,638
                                                                                                 ----------
                                                                                                    337,808
                                                                                                 ----------
FINANCIAL 1.0%
  Insurance 0.5%                  6,175   Samsung Fire & Marine Insurance Co. 
                                            (Insurance company) (d) ...........................   2,428,285
                                                                                                 ----------
  Other Financial
  Companies 0.5%                 87,310   Shin Young Securities (Securities company) ..........     870,732
                                252,000   Ssangyong Investment & Securities 
                                             (Securities company) .............................   2,336,095
                                                                                                 ----------
                                                                                                  3,206,827
                                                                                                 ----------
DURABLES 0.4%
  Automobiles 0.3%               99,130   Mando Machinery Corp. 
                                             (Major auto parts manufacturer) ..................   1,906,346
                                                                                                 ----------
  Tires 0.1%                     74,650   Korea Kumho Co. (Korea's largest 
                                             tire manufacturer) (g) ...........................     346,011
                                                                                                 ----------
MANUFACTURING 0.2%
  Chemicals                       3,700   Han Wha Corp., Ltd. (Leading producer of 
                                             explosives and chemicals) ........................      28,279
                                 70,475   Oriental Chemical Industries Co., Ltd. 
                                             (Manufacturer of specialty chemicals) ............   1,033,842
                                                                                                 ----------
                                                                                                  1,062,121
                                                                                                 ----------
TECHNOLOGY 0.4%
  Electronic Components/ 
  Distributors                    9,918   Samsung Display Devices (Leading manufacturer 
                                             of CRT and picture tubes) ........................     402,246
                                 37,039   Samsung Electronics Co., Ltd. (Major electronics
                                              manufacturer) (d) ...............................   1,602,466
                                 11,162   Samsung Electronics Co., Ltd. (New) (b)(d)(g) .......     449,053
                                                                                                 ----------
                                                                                                  2,453,765
                                                                                                 ----------
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       13



<PAGE>
[LOGO] The Korea Fund, Inc.
<TABLE>
Investment Portfolio (continued)
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                              <C>                                                             <C>

ENERGY 0.0%
  Oil Companies                   1,174   Ssangyong Oil Refining Co. 
                                            (Major oil refiner)(c) ............................      12,385
                                                                                                 ----------
CONSTRUCTION 0.5%
  Building Materials 0.2%        50,000   Ssangyong Cement Industrial Co., Ltd.
                                            (Major cement producer) ...........................     607,125
                                 27,000   Sung Shin Cement Co., Ltd. 
                                            (Major cement company) ............................     352,811
                                                                                                 ----------
                                                                                                    959,936
                                                                                                 ----------
  Miscellaneous 0.3%             95,000   Hyundai Engineering & Construction Co. 
                                            (Leading general contractor) ......................   2,049,433
                                                                                                 ----------
TRANSPORTATION 0.0%
  Airlines                       20,520   Korean Airlines Co., Ltd. (Airline) .................     252,959
                                                                                                 ----------
                                          TOTAL PREFERRED STOCKS (Cost $21,382,560) ...........  19,974,370
                                                                                                 ----------
- -----------------------------------------------------------------------------------------------------------
COMMON STOCKS 87.7%

CONSUMER DISCRETIONARY 4.0%
  Apparel & Shoes 0.5%           52,083   Shin Won (Major apparel manufacturer) ...............   1,592,281
                                 30,000   Ssang Bang Wool Co. 
                                             (Leading underwear manufacturer) .................   1,427,515
                                                                                                 ----------
                                                                                                  3,019,796
                                                                                                 ----------
  Department & Chain 
  Stores 3.3%                   182,591   Hwa Sung Industries (Department store) ..............   4,794,364
                                152,443   Shinsegae (Major department store chain) ............  10,335,756
                                 16,571   Shinsegae (New) (b)(g) ..............................   1,031,602
                                174,599   Taegu Department Store (Department store) ...........   3,379,197
                                                                                                 ----------
                                                                                                 19,540,919
                                                                                                 ----------
  Hotels & Casinos 0.2%         100,000   Hotel Shilla Co. (Luxury hotel and resort
                                             operator) ........................................   1,183,432
                                                                                                 ----------
CONSUMER STAPLES 3.5%
  Alcohol & Tobacco 0.1%         19,000   Jinro, Ltd. .........................................     405,202
                                  6,009   Jinro, Ltd. (New) (b)(g) ............................     120,002
                                                                                                 ----------
                                                                                                    525,204
                                                                                                 ----------
  Food & Beverage 2.5%          123,854   Cheil Food and Chemical Co., Ltd. ...................   8,092,039
                                120,000   Dongwon Industries Company (Leading deep-sea
                                             fishing and processing company) ..................   2,337,278
                                 32,271   Nhong Shim Co. (Manufacturer of instant noodles
                                             and snacks) ......................................   1,209,367
                                 48,000   Pulmuone Co., Ltd. (Food producer) ..................   2,633,136
                                                                                                 ----------
                                                                                                 14,271,820
                                                                                                 ----------

</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       14


<PAGE>

<TABLE>
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                              <C>                                                             <C>

  Textiles 0.9%                  20,356   Cheil Industries (Leading woolen yarn and 
                                             fabric manufacturer) .............................     356,330
                                 30,000   Choongnam Spinning Co., Ltd. (Korea's leading
                                             manufacturer of cotton yarn) (g) .................     447,485
                                 33,500   Hankook Synthetics (Textile manufacturer) (g) .......   2,155,695
                                  6,700   Hankook Synthetics Rights (c)(g) ....................      60,293
                                  3,040   Taekwang Industrial Co., Ltd. 
                                             (Major producer of acrylic fiber) ................   1,723,866
                                 29,600   Tongyang Nylon (Korea's largest producer 
                                              of nylon filament yarn) .........................     773,570
                                                                                                 ----------        
                                                                                                  5,517,239
                                                                                                 ----------        
HEALTH 3.2%
  Pharmaceuticals                72,632   Chong Kun Dang Co., Ltd. 
                                             (Pharmaceutical company) .........................   2,954,690
                                 11,011   Daewoong Pharmaceutical Co. 
                                             (Pharmaceutical company) .........................     471,008
                                159,500   Dong-A Pharmaceutical (Pharmaceutical company) ......   4,089,744
                                 11,068   Korea Green Cross Corp. .............................   1,185,662
                                126,621   Yuhan Corporation ...................................   7,648,458
                                 27,565   Yuhan Corporation (New) (Common 1) (b)(g) ...........   1,444,172
                                 15,418   Yuhan Corporation (New) (Common 2) (b)(g) ...........     802,071
                                                                                                 ----------        
                                                                                                 18,595,805
                                                                                                 ----------        
COMMUNICATIONS 21.2%
  Cellular Telephone            100,702   Korea Mobile Telecom 
                                            (Mobile telecommunication company) (d) ............ 123,940,923
                                                                                                 ----------        
FINANCIAL 19.3%
  Banks 7.4%                    260,650   Cheju Bank (Regional bank) ..........................   3,309,535
                                  3,381   Daegu Bank (Regional bank) (New) (b) ................      47,097
                                134,691   Kookmin Bank (Major commercial bank) ................   2,490,588
                                428,454   Korea Exchange Bank (Major commercial bank) .........   4,912,010
                                200,000   Korea First Bank (Major commercial bank) (g) ........   1,651,874
                                385,000   Korea Housing Bank 
                                            (Major commercial bank) (New) (b) .................   8,970,044
                                584,315   Korea Long Term Credit Bank 
                                            (Major commercial bank) ...........................  15,126,498
                                365,585   Shin Han Bank (Major commercial bank) ...............   6,669,943
                                                                                                 ----------        
                                                                                                 43,177,589   
                                                                                                 ----------        
  Insurance 10.4%                45,356   Daehan Fire & Marine Insurance Co., Ltd.
                                            (Insurance company) ...............................   1,889,833
                                 44,656   Hyundai Fire and Marine Insurance 
                                            (Insurance company) ...............................   3,082,761



</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       15



<PAGE>
[LOGO] The Korea Fund, Inc.
<TABLE>
Investment Portfolio (continued)
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                              <C>                                                             <C>

                                 49,912   LG Insurance Co. (Insurance company) ................   5,076,114
                                 68,967   Samsung Fire & Marine Insurance Co. (d) .............  50,657,418
                                                                                                 ----------
                                                                                                 60,706,126
                                                                                                 ----------
  Other Financial 
  Companies 1.5%                 14,638   Boo Kook Securities (Securities company) ............     180,449
                                178,224   Hyundai Securities (Securities company) (g) .........   4,130,438
                                 14,578   Hyundai Securities Rights (c) (g) ...................      55,710
                                 50,000   LG Securities Co., Ltd. 
                                             (Securities company) (g) .........................     899,901
                                145,000   Shinyoung Securities (Securities company) ...........   3,038,708
                                 27,081   Ssangyong Investment & Securities Co. 
                                             (Securities company) .............................     487,405
                                                                                                 ----------
                                                                                                  8,792,611
                                                                                                 ----------
SERVICE INDUSTRIES 1.2%
  Miscellaneous Commercial
  Services                      243,132   Samsung Co., Ltd. (Trading company) .................   5,185,138
                                 44,589   Samsung Co., Ltd. (New) (b)(c)(g) ...................     874,094
                                 45,003   Sunkyong Ltd. (Trading company) .....................     926,467
                                                                                                 ----------
                                                                                                  6,985,699
                                                                                                 ----------
DURABLES 7.2%
  Automobiles 5.1%              116,209   Hyundai Motor Co., Ltd. 
                                             (Korea's largest auto manufacturer) ..............   4,383,624
                                423,380   Hyundai Motor Services Co., Ltd. 
                                             (Auto parts and services) ........................  14,926,859
                                113,341   Mando Machinery Corp. 
                                             (Major auto parts manufacturer) ..................   5,588,808
                                 35,000   Samlip Industries (Auto parts manufacturer) .........   1,208,087
                                 90,000   Yoosung Enterprise (Leading manufacturer of
                                              engine parts) ...................................   3,827,663
                                                                                                 ----------
                                                                                                 29,935,041
                                                                                                 ----------
  Leasing Companies 0.3%         93,000   Korea Development Leasing Co. 
                                             (Largest leasing company in Korea) ...............   2,120,932
                                                                                                 ----------
  Telecommunications 
  Equipment 0.1%                  5,050   LG Information & Communication (Electronic 
                                             telephone manufacturer) (New) (b)(c)(g) ..........     539,450
                                                                                                 ----------
  Tires 1.7%                    163,416   Hankook Tire Manufacturing Co., Ltd. 
                                             (Major tire manufacturer) ........................   7,453,640
                                 42,995   Hankook Tire Manufacturing Co., Ltd. 
                                             (New) (Common 1) (b)(g) ..........................   1,844,460
                                 11,569   Hankook Tire Manufacturing Co., Ltd. (New)
                                             (Common 2) (b) (g) ...............................     477,763
                                                                                                 ----------
                                                                                                  9,775,863
                                                                                                 ----------

</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       16

<PAGE>


<TABLE>
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                             <C>                                                              <C>
MANUFACTURING 5.5%
  Chemicals 2.2%                 85,550   Hanwha Co. (Producer of explosives and
                                             petrochemicals) ..................................   1,402,632
                                 37,540   Korea Chemical Co. (Paint company) ..................   3,864,140
                                150,009   LG Chemical Ltd. (Korea's largest integrated 
                                             chemical company) ................................   2,367,006
                                 70,000   Namhae Chemical Co. (Chemical producer) .............   3,607,002
                                 50,047   Oriental Chemical Industries Co., Ltd. ..............   1,758,308
                                  4,755   Oriental Chemical Industries Co., Ltd. (New) (b)(g) .     161,196
                                                                                                 ----------
                                                                                                 13,160,284
                                                                                                 ----------
  Containers & Paper 2.5%       100,000   Asia Paper Manufacturing Co. (Specialized maker of
                                             cardboard used for packaging) ....................   3,821,499
                                 50,000   Dae Young Packaging Co. (New) (Leading producer of
                                             corrugated board base and boxes) (g) .............   1,183,432
                                115,762   Hansol Paper Manufacturing Co., Ltd. ................   4,338,221
                                145,807   Hansol Paper Manufacturing Co., Ltd. 
                                             (New) (Common 1) (b) (g) .........................   4,529,507
                                 20,000   Korea Export Packaging Co. (Producer of 
                                             corrugated boards) (g) ...........................     468,442
                                 15,000   Shin Poong Paper Manufacturing Co., Ltd. (Leading
                                             manufacturer of white duplex paperboard) .........     526,997
                                                                                                 ----------
                                                                                                 14,868,098
                                                                                                 ----------
Diversified Manufacturing 0.1%   22,339   Samsung Heavy Industries Co., Ltd.
                                             (New) (Machinery manufacturer) (b)(g) ............     316,689
                                                                                                 ----------
Electrical Products 0.7%        114,086   Kyungwon Century Co., Ltd. (Major manufacturer
                                             of heating and cooling equipment) ................   3,881,624
                                                                                                 ----------
TECHNOLOGY 10.3%
Electronic Components/
Distributors 9.9%               213,685   Samsung Display Devices .............................  15,304,609
                                 15,445   Samsung Display Devices (New) (b) (g) ...............   1,047,183
                                236,962   Samsung Electromechanics Co., Ltd. 
                                             (Major electronics parts company) ................   8,500,486
                                 59,318   Samsung Electromechanics Co., Ltd. (New) (b) ........   1,945,092
                                235,218   Samsung Electronics Co., Ltd. .......................  19,746,490
                                143,723   Samsung Electronics Co., Ltd. (New) (b) .............  11,427,679
                                                                                                 ----------
                                                                                                 57,971,539
                                                                                                 ----------
Electronic Data Processing 0.4%  70,000   Trigem Computer Inc. 
                                             (Major personal computer manufacturer) ...........   2,373,028
                                                                                                 ----------



</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       17


<PAGE>

[LOGO] The Korea Fund, Inc.
<TABLE>
Investment Portfolio (continued)
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                             <C>                                                              <C>
ENERGY 0.7%
  Oil & Gas Production           25,243   Ssangyong Oil Refining Co. ..........................     585,020
                                119,731   Yukong, Ltd. ........................................   3,512,819
                                                                                                 ----------
                                                                                                  4,097,839
                                                                                                 ----------
METALS & MINERALS 2.2%
  Coal Mining 0.3%               30,000   Dongwon Company Ltd. (Thermal coal mining) (g) ......   1,834,320
                                                                                                 ----------
  Steel & Metals 1.9%           120,000   Inchon Iron & Steel Co. (Steel producer) ............   3,402,367
                                 70,857   Inchon Iron & Steel Co. (New) (b)(g) ................   1,843,051
                                 72,313   Kia Steel Co., Ltd. 
                                            (Specialty steel company) (New) (b)(g) ............     384,207
                                 68,200   Pohang Iron & Steel Co., Ltd. 
                                            (Leading steel producer)(d) .......................   5,605,902
                                                                                                 ----------
                                                                                                 11,235,527
                                                                                                 ----------
CONSTRUCTION 5.4%
  Building Materials 3.0%        10,000   Asia Cement Manufacturing Co. 
                                            (Major producer of cement) ........................     368,590
                                 24,000   Hanil Cement Manufacturing Co., Ltd. 
                                            (Cement manufacturing company) ....................   1,242,604
                                224,337   Keum Kang Co., Ltd. (Construction company and
                                            manufacturer of building materials) ...............  14,269,957
                                 58,915   Ssangyong Cement Industrial Co., Ltd. ...............   1,408,963
                                                                                                 ----------
                                                                                                 17,290,114
                                                                                                 ----------
  Homebuilding 0.3%              50,000   Chong Gu Housing & Construction Co. (Apartment
                                            building construction company) ....................   1,140,286
                                 46,300   Keang Nam Enterprises (Apartment and urban 
                                            renewal construction company) .....................     499,414
                                                                                                 ----------
                                                                                                  1,639,700
                                                                                                 ----------
  Miscellaneous 2.1%             52,875   Dong Ah Construction Industries Co., Ltd. 
                                            (Leading construction company) ....................   1,812,038
                                149,904   Hyundai Engineering & Construction Co. ..............   6,227,521
                                 30,870   Kumho Construction and Engineering (Engineering 
                                            and construction company) .........................     308,243
                                120,150   LG Construction Co. (Major real estate developer 
                                            and construction company) .........................   2,636,428
                                  1,234   Sungwon Construction Co. ............................      23,731
                                    240   Sungwon Construction Co. (New) (b)(g) ...............       3,935
                                 20,000   Tae Young Corp. (Construction company) ..............   1,407,791
                                                                                                 ----------
                                                                                                 12,419,687
                                                                                                 ----------
TRANSPORTATION 1.7%
  Airlines 0.6%                 148,416   Korean Airlines Co., Ltd. ...........................   3,457,917
                                                                                                 ----------



</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                       18

<PAGE>

<TABLE>
<CAPTION>
===========================================================================================================
                                                                                                   Market
                                 Shares                                                            Value($)
- -----------------------------------------------------------------------------------------------------------
<S>                             <C>                                                             <C>
  Marine Transportation 0.1%     27,930   Hyundai Merchant & Marine Co. (Marine
                                             transportation company) ..........................     502,685
                                  1,146   Korea Line Corp. 
                                             (Marine transportation company) ..................      19,072
                                                                                                ----------- 
                                                                                                    521,757
                                                                                                ----------- 
  Trucking 1.0%                 162,216   Korea Express Co., Ltd. 
                                             (General freight transport company) ..............   5,899,127
                                                                                                ----------- 
UTILITIES 2.3%
  Electric Utilities 1.0%       110,900    Korea Electric Power Co. ...........................   3,827,909
                                 91,000    Korea Electric Power Co. (ADR) .....................   2,206,750
                                                                                                ----------- 
                                                                                                  6,034,659
                                                                                                ----------- 
  Natural Gas Distribution 1.3%  12,900    Daehan City Gas Co. (Gas utility) ..................   1,176,775
                                 37,600    Daesung Industrial (Natural gas distributor) .......   2,363,905
                                 23,686    Daesung Industrial (New) (b)(g) ....................   1,343,141
                                 24,940    Samchully (Producer and distributor of 
                                              anthracite and natural gas) .....................   1,936,908
                                  4,689    Samchully (New) (Common 1) (b)(g) ..................     335,259
                                  1,875    Samchully (New) (Common 2) (b)(g) ..................     125,509
                                                                                                ----------- 
                                                                                                  7,281,497
                                                                                                ----------- 
                                           TOTAL COMMON STOCKS (Cost $243,977,644) ............ 512,911,855
                                                                                                ----------- 
- -----------------------------------------------------------------------------------------------------------
                                           TOTAL INVESTMENT PORTFOLIO - 100.0%
                                              (Cost $322,530,065) (a) ......................... 585,047,722
                                                                                                ===========
<FN>

(a)  The cost for federal income tax purposes was $323,133,356. At June 30,
     1996, net unrealized appreciation for all securities based on tax cost was
     $261,914,366. This consisted of aggregate gross unrealized appreciation for
     all securities in which there was an excess of market value over tax cost
     of $282,963,094 and aggregate gross unrealized depreciation for all
     securities in which there was an excess of tax cost over market value of
     $21,048,728.

(b)  New shares issued during 1996, eligible for a pro rata share of 1996
     dividends (Note A).

(c)  Securities valued in good faith by the Valuation Committee of the Board of
     Directors. The cost of these securities at June 30, 1996 was $56,623,037
     (Note A).

(d)  Equity securities that have met the foreign-ownership limitation valued at
     a premium in good faith by the Valuation Committee of the Board of
     Directors. The cost of these securities at June 30, 1996 was $12,709,134
     (Note A).

(e)  Principal amount stated in Korean won unless otherwise noted. CHF Swiss
     Francs. U.S.$ United States Dollar.

(f)  Bonus interest represents the amount available to be paid to the holder at
     maturity in lieu of conversion.

(g)  Non-income producing.

</FN>
</TABLE>



    The accompanying notes are an integral part of the financial statements.

                                       19

<PAGE>

[LOGO] The Korea Fund, Inc.
<TABLE>
Financial Statements
=========================================================================================

<CAPTION>
- -----------------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 1996
- -----------------------------------------------------------------------------------------
ASSETS
<S>                                                                            <C>       <C>         
Investments, at market (identified cost $322,530,065) (Note A) ..............            $585,047,722
Cash:
   U.S. dollars .............................................................                     927
   Won at market (identified cost $105,662,409) (Note A) ....................             103,288,732
Receivables:
   Investments sold .........................................................               1,344,901
   Dividends and interest ...................................................                 761,486
Other assets ................................................................                   3,747
                                                                                         ------------
      Total assets ..........................................................             690,447,515
LIABILITIES
Payables:
   Investments purchased ....................................................  $671,454
   Accrued management fee (Note C) ..........................................   570,194
   Other accrued expenses and payables (Note C) .............................   518,281
                                                                               -------- 
      Total liabilities .....................................................               1,759,929
                                                                                         ------------
Net assets, at market value .................................................            $688,687,586
                                                                                         ============
NET ASSETS
Net assets consist of:
   Net unrealized appreciation (depreciation) on:
      Investments ...........................................................             $262,517,657
      Won ...................................................................              (2,373,677)
      Won related transactions ..............................................                  (5,496)
   Accumulated net realized gain ............................................              21,487,638
   Common stock .............................................................                 371,885
   Additional paid-in capital ...............................................             406,689,579
                                                                                         ------------
Net assets, at market value .................................................            $688,687,586
                                                                                         ============
NET ASSET VALUE per share ($688,687,586 [divided by sign] 37,188,528 shares 
   of common stock issued and outstanding, 50,000,000 shares 
   authorized, $.01 par value) ...............................................            $      18.52
                                                                                          ============

The accompanying notes are an integral part of the financial statements.
- -----------------------------------------------------------------------------------------
</TABLE>

                                       20

<PAGE>


<TABLE>
================================================================================================
- ------------------------------------------------------------------------------------------------
<CAPTION>
STATEMENT OF OPERATIONS
YEAR ENDED JUNE 30, 1996
- ------------------------------------------------------------------------------------------------
<S>                                                                  <C>            <C>         
INVESTMENT INCOME
    Income:
      Interest (net of withholding taxes of $370,894) (Note A) .....                $  4,663,894
      Dividends (net of withholding taxes of $1,224,537) (Note A) ..                   5,842,031
                                                                                    ------------
                                                                                      10,505,925
                                                                                    ------------ 
    Expenses:
      Management fee (Note C) ...................................... $ 7,516,289
      Custodian and accounting fees (Note C) .......................   1,523,660
      Directors' fees and expenses (Note C) ........................     123,343
      Legal ........................................................     157,144
      Auditing .....................................................     107,002
      Reports to shareholders ......................................      92,762
      Services to shareholders .....................................      78,223
      Other ........................................................     169,408       9,767,831
                                                                     -----------    ------------ 
    Net investment income ..........................................                     738,094
                                                                                    ------------ 
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT TRANSACTIONS
    Net realized gain (loss) during the period on:
      Investments ..................................................  24,364,471
      Won related transactions .....................................    (200,223)     24,164,248
                                                                     -----------        
    Net unrealized depreciation during the period on:
      Investments .................................................. (58,463,815)
      Won ..........................................................  (2,415,407)
      Won related transactions .....................................     (27,316)    (60,906,538)
                                                                     -----------    ------------ 
    Net loss on investment transactions ............................                 (36,742,290)
                                                                                    ------------ 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS ...............                $(36,004,196)
                                                                                    ------------ 



The accompanying notes are an integral part of the financial statements.
- ------------------------------------------------------------------------------------------------
</TABLE>

                                       21



<PAGE>

[LOGO] The Korea Fund, Inc.
<TABLE>
Financial Statements (continued)
======================================================================================================

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

STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
- -------------------------------------------------------------------------------------------------------
                                                                               YEARS ENDED JUNE 30,
                                                                               --------------------     
                                                                               1996            1995
INCREASE (DECREASE) IN NET ASSETS
- -------------------------------------------------------------------------------------------------------
<S>                                                                        <C>             <C>       
Operations:
  Net investment income (loss) (Note A) ...................................$    738,094    $   (615,149)
  Net realized gain from investment transactions (Note A) .................  24,164,248      13,445,142
  Net unrealized appreciation (depreciation) on investment transactions
       during the period (Note A) ......................................... (60,906,538)     64,721,917
                                                                           ------------    ------------
Net increase (decrease) in net assets resulting from operations ........... (36,004,196)     77,551,910
                                                                           ------------    ------------
Distributions to shareholders:
  From net investment income ($.02 per share) .............................    (738,094)             --
                                                                           ------------    ------------
  In excess of net investment income ($.04 per share) .....................  (1,489,524)             --
                                                                           ------------    ------------
  From net realized gains on investment transactions
      ($.36 and $.15 per share, respectively) ............................. (13,231,733)     (4,359,655)
                                                                           ------------    ------------
Fund share transactions:
        Net proceeds of shares issued in connection with the Fund's rights
           offering, net of broker and dealer manager fees of $4,006,960
           and expenditures and offering costs of $860,000 ................          --     109,617,621
                                                                           ------------    ------------
        Reinvestment of distributions .....................................   5,604,398       1,798,229
                                                                           ------------    ------------
INCREASE (DECREASE) IN NET ASSETS ......................................... (45,859,149)    184,608,105
Net assets at beginning of period ......................................... 734,546,735     549,938,630
                                                                           ------------    ------------
NET ASSETS AT END OF PERIOD ...............................................$688,687,586    $734,546,735
                                                                           ============    ============
OTHER INFORMATION
INCREASE IN FUND SHARES
Shares outstanding at beginning of period .................................  36,930,508      29,474,985
  Shares issued in connection with the Fund's rights offering .............          --       7,386,102
  Shares issued to shareholders in reinvestment of distributions ..........     258,020          69,421
                                                                           ------------    ------------
Shares outstanding at end of period .......................................  37,188,528      36,930,508
                                                                           ============    ============

The accompanying notes are an integral part of the financial statements.
- -------------------------------------------------------------------------------------------------------
</TABLE>

                                       22



<PAGE>
[LOGO] The Korea Fund, Inc.
<TABLE>
Financial Highlights
=============================================================================================================

<CAPTION>
- -------------------------------------------------------------------------------------------------------------
THE FOLLOWING TABLE INCLUDES SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT
EACH PERIOD AND OTHER PERFORMANCE INFORMATION DERIVED FROM THE FINANCIAL
STATEMENTS AND MARKET PRICE DATA.
- --------------------------------------------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                                ----------------------------------------------
                                                                1992        1993     1995(d)    1996     1994
- --------------------------------------------------------------------------------------------------------------
<S>                                                           <C>         <C>      <C>       <C>       <C>   
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period...................       $19.89      $18.66   $11.40    $10.75    $ 10.27
                                                              ------      ------   ------    ------    -------
Income from investment operations (a):
   Net investment income (loss)........................         .02        (.02)    (.03)      .02        .08
   Net realized and unrealized gain (loss) on
       investment transactions.........................        (.97)       2.42(b)  7.13       .86        .78
                                                              ------      ------   ------    ------    -------
Total from investment operations                               (0.95)       2.40     7.10       .88        .86
                                                              ------      ------   ------    ------    -------
Less distributions:
   From net investment income..........................         (.02)         --     (.01)     (.04)      (.06)
   In excess of net investment income..................         (.04)         --       --        --         --
   From net realized gains on investment transactions..         (.36)       (.15)      --      (.20)      (.34)
                                                              ------      ------   ------    ------    -------
Total distributions....................................         (.42)       (.15)    (.01)     (.24)      (.40)
                                                              ------      ------   ------    ------    -------
Antidilution (dilution) resulting from the rights offering
   (1995), fourth tranche (1994), and reinvestment
   of distributions for shares at market value.........           --       (1.02)     .22       .01        .02
                                                              ------      ------   ------    ------    -------
Underwriting expenditures and offering costs...........           --          --     (.05)      --          --
                                                              ------      ------   ------    ------    -------
Net asset value, end of period.........................       $18.52      $19.89   $18.66    $11.40    $ 10.75
                                                              ======      ======   ======    ======    =======
Market value, end of period............................       $21.13      $19.63   $22.00    $15.00    $ 11.38
                                                              ======      ======   ======    ======    =======
TOTAL RETURN
Per share market value (%).............................         9.73       (5.43)   46.74     34.54     (17.01)
Per share net asset value (%) (c)......................        (5.09)      13.00    63.77      8.20       7.87
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions).................          689         735      550       258        241
Ratio of operating expenses to average               
    net assets (%).....................................         1.28        1.32     1.37      1.52       1.52
Ratio of net investment income (loss) to
    average net assets (%) (d).........................          .10        (.10)    (.18)      .15        .70
Portfolio turnover rate (%)............................         32.6        10.5     14.3      14.3       18.2
Average commission rate paid (e).......................       $.1254      $   --   $   --    $   --    $    --      


- ----------
<FN>

(a)  Based on monthly average of shares outstanding during each period.
(b)  Due to the timing and magnitude of the rights offering, the amount reported
     herein is not proportional to the aggregate value reported in the
     Statements of Changes in Net Assets.
(c)  Total investment returns reflect changes in net asset value per share
     during each period and assume that dividends and capital gains
     distributions, if any, were reinvested. These percentages are not an
     indication of the performance of a shareholder's investment in the Fund
     based on market price.
(d)  Certain amounts have been reclassified to conform with fiscal 1996
     presentations.
(e)  Average commission rate paid per share of common and preferred stocks is
     calculated for fiscal years ending on or after June 30, 1996.



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

                                       23

<PAGE>
[LOGO] The Korea Fund, Inc.
Notes To Financial Statements
===============================================================================

A. SIGNIFICANT ACCOUNTING POLICIES
   -------------------------------      

The Korea Fund, Inc. (the "Fund") is registered under the Investment Company
Act of 1940, as amended, as a non-diversified, closed-end management investment
company.

The Fund's financial statements are prepared in accordance with generally
accepted accounting principles which require the use of management estimates.
The policies described below are followed consistently by the Fund in the
preparation of its financial statements.

SECURITY VALUATION. Portfolio securities which are traded on the Korean, U.S.,
or foreign stock exchanges are valued at the most recent sale price reported on
the exchange on which the security is traded most extensively. If no sale
occurred, the security is then valued at the calculated mean between the most
recent bid and asked quotations. If there are no such bid and asked quotations,
the most recent bid quotation is used.

Short-term investments having a maturity of sixty days or less are valued at
amortized cost.

All other securities are valued at fair value as determined in good faith by the
Valuation Committee of the Board of Directors including certain securities
valued in good faith by the Valuation Committee amounting to $52,188,713 or 7.6%
of the Fund's net assets at June 30, 1996, and certain investments in Korean
equity securities that have met the limit for aggregate foreign ownership and
for which premiums to the local stock exchange prices are offered by prospective
foreign investors. The aggregate premium ($51,600,746) over the local share
price ($133,083,301) for these securities valued by the Valuation Committee was
approximately 7.5% of the Fund's net assets at June 30, 1996. Their values have
been estimated by the Board of Directors in the absence of readily ascertainable
market values or other market factors, respectively. However, because of the
inherent uncertainty of valuation, those estimated values may differ
significantly from the values that would have been used had a ready market for
the securities existed, and the difference could be material. At June 30, 1996,
25.7% of the Fund's net assets were invested in Korea Mobile Telecom and Samsung
Fire & Marine Insurance Co.

DIVIDEND INCOME. Korean-based corporations have generally adopted calendar
year-ends, and their corporate actions are normally approved by their boards of
directors and shareholders in the first quarter of each calendar year.
Accordingly, dividend income from Korean equity investments is earned and
received by the Fund primarily in the first calendar quarter of each year. As a
result, the Fund, which has a June 30 year end, receives substantially less
dividend income in the first half of its year than in the second half of such
year.

INCOME TAXES. The Fund's policy is to comply with the requirements of the
Internal Revenue Code which are applicable to regulated investment companies and
to distribute all of its taxable income to its shareholders. The Fund,
accordingly, paid no federal income taxes and no federal income tax provision
was required. Under the United States-Korea Income Tax Treaty, as presently in
effect, the government of Korea imposes a nonrecoverable withholding tax and
resident tax aggregating 16.125% on dividends and 12.9% on interest paid to the
Fund by Korean issuers. Effective January 1, 1996, withholding taxes on
dividends and interest were increased to 16.5% and 13.2%, respectively. Under
the United States-Korea Income Tax Treaty, there is no Korean withholding tax on
realized capital gains.

DISTRIBUTION OF INCOME AND GAINS. Distribution of net investment income is made
annually. It is expected that net realized gains from investment transactions
during any particular year in excess of available capital loss carryforwards
which, if not distributed, would be taxable to the Fund, will be distributed to
shareholders. An additional distribution may be made to the extent necessary to
avoid the payment of a four percent federal excise tax.




                                      24

<PAGE>
================================================================================

The timing and characterization of certain income and capital gains
distributions are determined annually in accordance with federal tax regulations
which may differ from generally accepted accounting principles. These
differences relate primarily to foreign denominated investments and certain
securities sold at a loss. As a result, net investment income (loss) and net
realized gain (loss) on investment transactions for a reporting period may
differ significantly from distributions during such period. Accordingly, the
Fund may periodically make reclassifications among certain of its capital
accounts without impacting the net asset value of the Fund.

The Fund uses the identified cost method for determining realized gain or loss
on investments for both financial and federal income tax reporting purposes.

FOREIGN CURRENCY TRANSLATIONS. The books and records of the Fund are maintained
in U.S. dollars. Foreign currency transactions are translated into U.S. dollars
on the following basis:

     (i)  market value of investment securities, other assets and liabilities at
          the daily rates of exchange, and

     (ii) purchases and sales of investment securities, dividend and interest
          income and certain expenses at the rates of exchange prevailing on the
          respective dates of such transactions.

The Fund does not isolate that portion of gains and losses on investments which
is due to changes in foreign exchange rates from that which is due to changes in
market prices of the investments. Such fluctuations are included with the net
realized and unrealized gains and losses from investments.

Net realized gain (loss) from won related transactions includes net currency
gains and losses between trade and settlement dates on securities transactions,
gains and losses arising from the sales of won and gains and losses between the
ex and payment dates on dividends, interest, and foreign withholding taxes. At
June 30, 1996 the exchange rate for Korean won was U.S. $0.001233 to W 1.

SUBSCRIPTIONS FOR NEW SHARES. As part of their annual corporate action matters,
certain Korean companies offer rights to their shareholders to subscribe to new
shares which are eligible for a portion of the dividends paid on existing shares
in the year of subscription. The Fund follows a policy of subscribing to new
share offerings by Korean companies.

OTHER. Investment security transactions are accounted for on a trade-date basis.
Dividend income and distributions to shareholders are recorded on the
ex-dividend date. Interest income is recorded on the accrual basis. All original
issue and acquisition discounts are accreted for both tax and financial
reporting purposes. Certain amounts have been reclassified in the fiscal 1995
statement of changes in net assets and financial highlights to conform with
fiscal 1996 presentation. Certain amounts with respect to bonus interest
reported in the Fund's statements of operations and changes in net assets for
the six months ended December 31, 1995 have been reclassified in the
aforementioned statements for the year ended June 30, 1996.

B. PURCHASES AND SALES OF SECURITIES
   ---------------------------------

For the year ended June 30, 1996, purchases and sales of investment securities
(excluding short-term investments) aggregated $244,667,165 and $224,953,333,
respectively.

C. RELATED PARTIES
   ---------------
  
Under the Management Agreement the Fund agrees to pay the Manager a monthly fee
at an annual rate equal to 1.15% of the Fund's month-end net assets up to and
including $50,000,000, 1.10% of such net assets on the next $50,000,000, 1% of
such assets on the next $250,000,000, 0.95% of such net assets on the next
$400,000,000, and 0.90% of such net assets in excess of $750,000,000. For the
year ended June 30, 1996, the fee pursuant to such agreements



                                       25

<PAGE>

[LOGO] The Korea Fund, Inc.
Notes To Financial Statements (continued)
===============================================================================


amounted to $7,516,289 which was equivalent to an annual effective rate of 0.99%
of the Fund's average month-end net assets.

Under the Advisory Agreement, the Manager pays the Korean Adviser a monthly fee,
equal to an annual rate of 0.2875% of the first $50,000,000 of the Fund's
month-end net assets, 0.275% of such net assets on the next $50,000,000, and
0.25% of such net assets on the next $250,000,000, 0.2375% of such net assets on
the next $400,000,000, and 0.225% of such net assets in excess of $750,000,000.

For the year ended June 30, 1996, brokerage commissions on investment
transactions amounting to $295,613 were paid by the Fund to Daewoo Securities
Co., Ltd., the parent company of the Korean Adviser.

Effective August 21, 1995, Scudder Fund Accounting Corporation ("SFAC"), a
subsidiary of the Adviser, assumed responsibility for determining the daily net
asset value per share and maintaining the portfolio and general accounting
records of the Fund. For the year ended June 30, 1996, the amount charged to the
Fund by SFAC aggregated $343,236, of which $66,854 is unpaid at June 30, 1996.

The Fund pays each Director not affiliated with the Manager or the Korean
Adviser $6,000 annually plus specified amounts for attended board and committee
meetings. For the year ended June 30, 1996, Directors' fees and expenses
amounted to $123,343.

D. FOREIGN INVESTMENT AND EXCHANGE CONTROLS IN KOREA
   -------------------------------------------------
 
The Foreign Exchange Management Act, the Presidential Decree relating to such
Act and the regulations of the Minister of Finance and Economy issued thereunder
impose certain limitations and controls which generally affect foreign investors
in Korea. The Fund has obtained from the Minister of Finance and Economy a
license to invest in Korean securities and to repatriate income received from
dividends and interest earned on, and net realized capital gain from, its
investments in Korean securities and, upon termination of the Fund or for
payment of expenses in excess of income, to repatriate investment principal. The
Minister of Finance and Economy may, when it deems it to be in the public
interest, modify the Fund's license to invest in Korean securities or, according
to the terms of the license, revoke it in the event of the Fund's noncompliance
with conditions of the license or a material violation of Korean law. The
Minister of Finance and Economy or the Securities and Exchange Commission of
Korea ("KSEC") may issue orders imposing additional restrictions, when deemed in
the public interest, for the protection of investors or in the interest of
maintaining an orderly securities market. Under the Foreign Exchange Management
Act, the Minister of Finance and Economy has the power, with prior public notice
of scope and duration, to suspend all or a part of foreign exchange transactions
when emergency measures are deemed necessary in case of radical change in the
international or domestic economic situation. The Fund could be adversely
affected by delays in, or the refusal to grant, any required governmental
approval for such transactions.

Under current regulations of the Minister of Finance and the KSEC, foreigners
are subject to certain restrictions with respect to investing in equity
securities of Korean companies listed on the Korea Stock Exchange. Until        
April 1, 1996, total foreign investment was limited generally to 15% of each
class of a company's outstanding shares, while a single foreign investor could
only invest up to 3% of each class of outstanding shares. At April 1, 1996,
the limits were increased from 15% to 18% and 3% to 4%, respectively. Pursuant
to its license, however, the Fund may invest in shares representing 5% of each
class in general.



                                       26

<PAGE>
[LOGO]The Korea Fund, Inc.
Report Of Independent Accountants
===============================================================================

TO THE BOARD OF DIRECTORS AND THE SHAREHOLDERS OF The Korea Fund, Inc.:

We have audited the accompanying statement of assets and liabilities of The
Korea Fund, Inc. including the investment portfolio, as of June 30, 1996, and
the related statement of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended and the
financial highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of June
30, 1996 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of The
Korea Fund, Inc. as of June 30, 1996, the results of its operations for the year
then ended, the changes in its net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years in
the period then ended in conformity with generally accepted accounting
principles.

Boston, Massachusetts  COOPERS & LYBRAND L.L.P.
August 16, 1996



                                       27

<PAGE>
[LOGO] The Korea Fund, Inc.
Tax Information
===============================================================================

Pursuant to section 852 of the Internal Revenue Code, the Fund designates
$24,836,787 as capital gain dividend for its fiscal year ended June 30, 1996.

Due to the nature of its investments, the Fund pays foreign taxes to the
Republic of Korea throughout the year. As in prior years, the Fund intends to
make an election under Section 853 of the Internal Revenue Code. This election
will allow shareholders to treat their proportionate share of foreign taxes paid
by the Fund as having been paid directly by them. Additionally, shareholders
will be required to report their proportionate share of such taxes paid as gross
income (in addition to other amounts of reportable distributions paid by the
Fund).

The Fund paid taxes to the Republic of Korea of $.04 per share during the
taxable year ended June 30, 1996. Pursuant to an election made by the Fund under
Section 853 of the Internal Revenue Code, shareholders may treat their
proportionate share of such taxes as having been paid by them. During the same
year, the Fund recognized $.06 per share of foreign source income, all of which
was derived from the Republic of Korea.

Please consult a tax advisor if you have questions about federal or state income
tax laws, or on how to prepare your tax returns. If you have specific questions
about your Korea Fund account, please call 800-426-5523.

                                       28
<PAGE>



Dividend Reinvestment and Cash Purchase Plan

The Plan

     The Fund's Dividend Reinvestment and Cash Purchase Plan (the "Plan") offers
you an automatic way to reinvest your dividends and capital gains distributions
in shares of the Fund. The Plan also provides for cash investments in Fund
shares of $100 to $3,000 semiannually through State Street Bank and Trust
Company, the Plan Agent.

Automatic Participation

     Each shareholder of record is automatically a participant in the Plan
unless the shareholder has instructed the Plan Agent in writing otherwise. Such
a notice must be received by the Plan Agent not less than 10 days prior to the
record date for a dividend or distribution in order to be effective with respect
to that dividend or distribution. A notice which is not received by that time
will be effective only with respect to subsequent dividends and distributions.

     Shareholders who do not participate in the Plan will receive all
distributions in cash paid by check in dollars mailed directly to the
shareholder by State Street Bank and Trust Company, as dividend paying agent.

Shares Held by a Nominee

     If your shares are held in the name of a brokerage firm, bank, or other
nominee as the shareholder of record, please consult your nominee (or any
successor nominee) to determine whether it is participating in the Plan on your
behalf. Many nominees are generally authorized to receive cash dividends unless
they are specifically instructed by a client to reinvest. If you would like your
nominee to participate in the Plan on your behalf, you should give your nominee
instructions to that effect as soon as possible.

Pricing of Dividends and Distributions

     If the market price per share on the payment date for the dividend or
distribution (the "Valuation Date") equals or exceeds net asset value per share
on that date, the Fund will issue new shares to participants at the greater of
the following on the Valuation Date: (a) net asset value, or (b) 95% of the mean
market price. The Valuation Date will be the dividend or distribution payment
date or, if that date is not a New York Stock Exchange trading date, the next
preceding trading date. If the net asset value exceeds the market price of Fund
shares at such time, participants in the Plan are considered to have elected to
receive shares of stock from the Fund, valued at market price, on the Valuation
Date. In either case, for Federal income tax purposes, the shareholder receives
a distribution equal to the market value on Valuation Date of new shares issued.
State and local taxes may also apply. If the Fund should declare an income
dividend or net capital gains distribution payable only in cash, the Plan Agent
will, as agent for the participants, buy Fund shares in the open market, on the
New York Stock Exchange or elsewhere, for the participants' account on, or
shortly after, the payment date.


Voluntary Cash Purchases

     Participants in the Plan have the option of making additional cash payments
to the Plan Agent, semiannually, in any amount from $100 to $3,000, for
investment in the Fund's shares. The Plan Agent will use all such monies
received from participants to purchase Fund shares in the open market on or
about February 15 and August 15. Any voluntary cash payments received more than
30 days prior to these dates will be returned by the Plan Agent, and interest
will not be paid on any uninvested cash payments. To avoid unnecessary cash
accumulations, and also to allow ample time for receipt and processing by the
Plan Agent, it is suggested that participants send in voluntary cash payments to
be received by the Plan Agent approximately ten days before February 15, or
August 15, as the case may be. A participant may withdraw a voluntary cash
payment by written notice, if the notice is received by the Plan Agent not less
than 48 hours before such payment is to be invested.


                                       29
<PAGE>

Participant Plan Accounts

     The Plan Agent maintains all participant accounts in the Plan and furnishes
written confirmation of all transactions in the account, including information
needed by participants for personal and tax records. Shares in the account of
each plan participant will be held by the Plan Agent in non-certificated form in
the name of the participant, and each participant will be able to vote those
shares purchased pursuant to the Plan at a shareholder meeting or by proxy.

No Service Fee to Reinvest

     There is no service fee charged to participants for reinvesting dividends
or distributions from net realized capital gains. The Plan Agent's fees for the
handling of the reinvestment of dividends and capital gains distributions will
be paid by the Fund. There will be no brokerage commissions with respect to
shares issued directly by the Fund as a result of dividends or capital gains
distributions payable either in stock or in cash. However, participants will pay
a pro rata share of brokerage commissions incurred with respect to the Plan
Agent's open market purchases in connection with the reinvestment of any
dividends or capital gains distributions payable only in cash.

Costs for Cash Purchases

     With respect to purchases of Fund shares from voluntary cash payments, the
Plan Agent will charge $0.75 for each such purchase for a participant. Each
participant will pay a pro rata share of brokerage commissions incurred with
respect to the Plan Agent's open market purchases of Fund shares in connection
with voluntary cash payments made by the participant.

     Brokerage charges for purchasing small amounts of stock for individual
accounts through the Plan are expected to be less than the usual brokerage
charges for such transactions, because the Plan Agent will be purchasing stock
for all participants in blocks and pro-rating the lower commission thus
attainable.


Amendment or Termination

     The Fund and the Plan Agent each reserve the right to terminate the Plan.
Notice of the termination will be sent to the participants of the Plan at least
30 days before the record date for a dividend or distribution. The Plan also may
be amended by the Fund or the Plan Agent, but (except when necessary or
appropriate to comply with applicable law, rules or policies of a regulatory
authority) only by giving at least 30 days' written notice to participants in
the Plan.

     A participant may terminate his account under the Plan by written notice to
the Plan Agent. If the written notice is received 10 days before the record day
of any distribution, it will be effective immediately. If received after that
date, it will be effective as soon as possible after the reinvestment of the
dividend or distribution.

     If a participant elects to sell his shares before the Plan is terminated,
the Plan Agent will deduct a $2.50 fee plus brokerage commissions from the sale
transaction.

Plan Agent Address and Telephone Number

     You may obtain more detailed information by requesting a copy of the Plan
from the Plan Agent. All correspondence (including notifications) should be
directed to: The Korea Fund Dividend Reinvestment and Cash Purchase Plan, c/o
State Street Bank and Trust Company, P.O. Box 8209, Boston, MA 02266-8209,
1-800-426-5523.



                                       30
<PAGE>

Officers and Directors

JURIS PADEGS*
    Chairman of the Board and Director

CHANG-HEE KIM
    Vice Chairman of the Board and Director

NICHOLAS BRATT*
    President and Director

WILLIAM H. GLEYSTEEN, JR.
    Director

ROBERT W. LEAR
    Director

DR. SANG C. LEE
    Director

TAI HO LEE
    Director

DR. WILSON NOLEN
    Director

HUGH T. PATRICK
    Director

SIDNEY M. ROBBINS
    Emeritus Founding Director

JERARD K. HARTMAN*
    Vice President

KUN-HO HWANG
    Vice President

YOUNG H. KIM
    Vice President

JOHN J. LEE*
    Vice President

DAVID S. LEE*
    Vice President

DONG WOOK PARK
    Vice President

THOMAS F. McDONOUGH*
    Secretary and Assistant Treasurer

PAMELA A. McGRATH*
    Treasurer

EDWARD J. O'CONNELL*
    Vice President and Assistant Treasurer

KATHRYN L. QUIRK*
    Vice President and Assistant Secretary

COLEEN DOWNS DINNEEN*
    Assistant Secretary

*  Scudder, Stevens & Clark, Inc.


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