FIRST EAGLE TRUST
N-30D, 2000-12-27
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<PAGE>

FIRST EAGLE FUNDS
____________________________________________

           Annual Report -- October 31, 2000


                       [LOGO]









<PAGE>

                               FIRST EAGLE FUNDS
                       ANNUAL REPORT -- OCTOBER 31, 2000

Dear Fellow Investors:

    The First Eagle Funds ended their fiscal year on October 31, 2000. First
Eagle Fund of America and First Eagle International Fund performances for their
no-load Class Y Shares relative to the indices are described below.

    FIRST EAGLE FUND OF AMERICA'S net asset value increased 6.05%, adjusted for
distributions for the period from November 1, 1999 through October 31, 2000,
while the unmanaged Standard & Poor's 500 Stock Index, adjusted for
distributions, increased 6.05% for the same period. Additionally, the unmanaged
Russell Midcap Value Index, adjusted for distributions, was up 11.85% for the
period from November 1, 1999 through October 31, 2000.

    FIRST EAGLE INTERNATIONAL FUND'S net asset value increased 5.93%, adjusted
for distributions for the period from November 1, 1999 through October 31, 2000,
while the broad-based, unmanaged Morgan Stanley Capital International SA (MSCI)
Europe, Australia, Far East Index (EAFE), adjusted for distributions, was down
2.90% for the same period. In addition, the unmanaged MSCI World Ex-USA Index,
adjusted for distributions, was down 1.44% for the period from November 1, 1999
through October 31, 2000.

    As always, we take this opportunity to review with our shareholders the
activity of the Funds and the principles which guide us in the day-to-day
business of investing the funds you have entrusted to us.

    After eighteen months of central bank interest rate increases and the near
tripling in the price of crude oil, global economic growth has finally displayed
signs of weakening. In Europe, the tripling of oil prices as well as questions
regarding the availability of the supply of gasoline and fuel oil during the
approaching critical winter months ignited unrest.

FIRST EAGLE FUND OF AMERICA

    The domestic economy has also clearly decelerated. The initial reaction to
the near term likelihood of no further interest rate increases was strength in
the financial sector. Prices of financial companies in First Eagle Fund of
America's portfolio including Household International, Hartford Financial
Service Group, Comerica and Mellon appreciated significantly during the last
quarter. During September, however, company after company began reporting
declines in business activity. Bell-weather technology and telecommunications
stocks faltered, with companies such as Lucent, Microsoft, Intel, AT&T, Apple





<PAGE>

and Motorola reporting disappointing earnings results and reaching new lows.
Other blue chip companies, Xerox and Kodak, stumbled badly, and the loss of
market value was devastating. The trajectory of economic growth was indisputably
altered and the 'Goldilocks' economic scenario -- 'just right, not too hot and
not too cold' -- has been abruptly and severely challenged.

    The central concern now confronting markets is the degree to which the oil
price shock along with rising global interest rates will impair economic
activity. The consensus view has been that the economy will experience a 'soft
landing' and forestall the necessity for the future interest rate increases by
monetary authorities. We are inclined to share this view. The economy,
benefiting from the accumulation of many years of considerable momentum, appears
resilient and is likely to resist outright contraction. More probably, the rate
of growth will be altered. For monetary authorities, achieving a deceleration in
the rate of growth encompasses a substantial degree of risk. In its weakening
condition, the economy has become increasingly vulnerable to exogenous shocks
such as the spike in energy prices. The slowdown in profit growth along with the
economy's changed trajectory is likely to result in reduced capital spending and
slower job creation. The degree to which these forces damage consumer confidence
and constrict spending patterns will dictate the longevity and severity of the
economy's deceleration.

    We believe that while the emergence of technology and telecommunications
innovations over the past few years has permanently and inexorably transformed
their industries and the economy generally, technology spending remains subject
to cyclical influences. With profits on the decline, we expect the extraordinary
rate of growth in technology spending to contract. As the spending has been a
significant underpinning to growth generally and to unprecedented productivity
gains specifically, the potential impact of such a slowdown should not be
underestimated. The 'dot-com' companies have been decimated, telecommunications
company earnings are under pressure, bidding for the next generation of wireless
spectrum has reached stratospheric heights, and the cost of capital climbs as
the stocks and bonds of these companies react. Clearly this foundation of the
economy's strength is likely to be subdued.

    Nonetheless substantial benefits from technology breakthroughs will continue
to accrue. We expect the emergence of business-to-business exchanges over the
next several years to meaningfully impact the economy. These exchanges are
expected to dramatically reduce supply chain costs, which could in turn continue
to drive gains in productivity, and unleash deflationary influences throughout
the





<PAGE>

global economy. Although we may experience a cyclical decline in technology
spending, the secular influences of the extraordinary advances achieved over the
last several years should be expected to demonstrate an enduring impact. The
economy and markets could well experience a rough patch over the near-term as
the result of cyclical influences. We remain optimistic about the longer-term
financial markets' outlook as the continuation of the secular implications of
technological innovation continues to drive measurable gains in capital and
labor productivity and efficiency. The enduring impact of these technologies in
subduing inflationary pressures should not be discounted particularly for their
contributions in ameliorating the necessity for more extreme intervention of
monetary authorities during periods of cyclical economic stress.

    The phenomenon we have found most confounding this year regards the abrupt
and precipitous nature by which stocks decline. What in the past might have been
a 10% price drop in reaction to a news event is now a breathtaking 25%-30%
decline. Recently, this was true of Bausch & Lomb, Six Flags and First Data. We
must be prepared to render investment judgments on stocks within an entirely
altered valuation context, and to withstand the extraordinary price volatility.
Nevertheless, our conviction in and commitment to our discipline -- of investing
in corporate change as a means of addressing the lesser efficient
market -- remains undiminished.

FIRST EAGLE INTERNATIONAL FUND

    The global markets were just as volatile marked by a wave of selling that
hit markets worldwide in September. This sell-off was sparked by a number of
earnings warnings issued by some of the stocks in telecommunications, media, and
technology, which led investors to rush out of these shares despite drops of
more than 50% of market value in some cases. Following these companies' profit
warnings, industry analysts lowered their expectations for future earnings,
which in turn led to further pressure on markets. Despite our increasingly
defensive stance, First Eagle International Fund's portfolio was not immune to
the market's carnage. Poor performance in technology positions such as Philips
Electronics, Ericsson and Nokia -- all very strong performers earlier in the
year -- contributed significantly to the recent negative performance.

    Strong performance by some of our holdings helped offset our exposure to the
swooning technology & telecommunications sectors. One such company in particular
was the Italian eyewear company Luxottica. A few different trends are bolstering
Luxottica's strong results: many of its newer retail outlets are just swinging
into profit; the





<PAGE>

Ray-Ban brand, which it purchased from Bausch and Lomb in May 1999, has been
restructured and made profitable; and it is selling an increasing proportion of
its own frames through LensCrafters, the retail chain it owns in the United
States. Another strong performer was MLP, Germany's largest independent
insurance broker. The company targets aspiring professionals such as doctors and
lawyers when they are still students, hoping that these clients will remain
loyal as they grow older and wealthier. This strategy has been quite successful
and the company reported a 30% increase in first-half net profit on the back of
very strong life insurance sales. Mutual fund sales were also buoyant with net
inflows rising 41% during the first half, enabling the company to beat its own
earnings expectations.

    We have maintained our core positions in our Japan/Asian investments Nikko
Securities and Matsushita Electric Industrial. We have also maintained our
overall underweight allocation in Asia relative to the MSCI EAFE benchmark
index. Although the Bank of Japan has ended its zero interest rate policy in
August by raising rates 25 basis points, we are not confident that this signals
a self-sustaining economic recovery and would rather wait for further evidence.
And while rising bankruptcies in Japan demonstrate the economy's ongoing
restructuring, we are concerned that they may hurt economic growth and market
sentiment in the near future.

    Overall, the past year has proved to be a difficult investment environment,
with increasing uncertainties leading to heightened volatility in stock prices.
We are hopeful that some of these uncertainties will be resolved in the near
future, namely: The settlement of the U.S. presidential election may stabilize
market sentiment, particularly with regard to Nasdaq; with actual third quarter
earnings being announced, the uncertainty around some companies may be reduced
helping adjust market expectations; and the Fed will meet at least two more
times this year which should shed some light on U.S. interest-rate policy. The
major uncertainties the markets will still have to confront are the weakness of
the Euro, oil prices, and the implications of potential further conflict in the
Middle East. Despite these issues, we remain confident that the fundamental
trends of our companies remain intact, enabling them to return value to their
shareholders over time.

    We thank our shareholders for their continued confidence and appreciate
their support.

Your Investment Team at
Arnhold and S. Bleichroeder, Inc.
November 2000





<PAGE>

                           [PERFORMANCE GRAPH]

           FIRST EAGLE FUND OF AMERICA AND S&P 500 STOCK INDEX
           COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
                     APRIL 10, 1987 TO OCTOBER 31, 2000

<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN (Y SHARES)*
---------------------------
<S>                      <C>
1 YEAR                    6.05%
5 YEARS                  18.72%
10 YEARS                 19.06%
SINCE INCEPTION**        15.27%
</TABLE>

  *After all expenses. C Shares returned 19.04%*** for the period
   March 2, 1998 (inception) to October 31, 2000 and Class A shares
   returned -2.58%*** for the period November 20, 1998 (inception) to
   October 31, 2000

 **April 4, 1994

***Not annualized

                    DATE             FEA              SPX
                    ----             ---              ---
                   4/10/87          $10,000          $10,000
                  10/31/87          $ 9,170          $ 8,777
                  10/31/88          $11,734          $10,085
                  10/31/89          $14,575          $12,737
                  10/31/90          $11,999          $11,782
                  10/31/91          $14,718          $15,730
                  10/31/92          $17,076          $17,295
                  10/31/93          $23,088          $19,870
                  10/31/94          $23,954          $20,631
                  10/31/95          $29,116          $26,077
                  10/31/96          $37,009          $32,256
                  10/31/97          $48,472          $42,736
                  10/31/98          $57,778          $52,125
                  10/31/99          $64,754          $65,492
                  10/31/00          $68,674          $69,458

             Past performance is not predictive of future performance.



<PAGE>


                             [PERFORMANCE GRAPH]

               FIRST EAGLE INTERNATIONAL FUND AND MSCI EAFE INDEX
              COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
                        APRIL 4, 1994 TO OCTOBER 31, 2000


<TABLE>
<CAPTION>
AVERAGE ANNUAL TOTAL RETURN (Y SHARES)*
---------------------------
<S>                                         <C>
1 YEAR                                         5.93%
3 YEARS                                        7.04%
5 YEARS                                        9.56%
SINCE INCEPTION**                              8.29%


    *After all expenses, C Shares returned 8.09%*** for the period March 2,
     1998 (inception) to October 31, 2000 and Class A shares returned -8.70%***
     for the period March 11, 1999 (inception) to October 31, 2000

   **April 4, 1994

  ***Not annualized


                   DATE              FEI              EAFE
                   ----              ---              ----
                  4/4/94           $10,000           $10,000
                12/31/94           $ 9,896           $10,414
                12/31/95           $11,047           $11,581
                12/31/96           $12,805           $12,281
                10/31/97           $13,767           $12,519
                10/31/98           $14,571           $13,727
                10/31/99           $15,942           $16,888
                10/31/00           $16,887           $16,399

             Past performance is not predictive of future performance.



<PAGE>

                          FIRST EAGLE FUND OF AMERICA
                              INVESTMENT PORTFOLIO
                                October 31, 2000


</TABLE>
<TABLE>
<CAPTION>
                                                               MARKET
  SHARES                                         COST          VALUE
------------------------------------------------------------------------
<S>          <C>                             <C>            <C>
COMMON STOCK (93.24%)
CONSUMER DISCRETIONARY (22.25%)
   519,296   AT&T Corp./Liberty Media
             Group*                          $  4,318,305   $  9,347,328
   184,500   Federal Department Stores,
             Inc.                               4,916,814      6,007,781
   203,300   Fortune Brands Inc.                6,126,024      5,984,644
   203,400   General Motors Corp. Cl `H'*       5,651,735      6,590,160
    44,100   Harcourt General Inc.              1,606,761      2,471,805
   324,800   Hilton Hotels, Corp.               3,373,422      3,085,600
   219,200   International Game Technology*     6,152,539      8,028,200
   445,500   Mandalay Resort Group*             9,285,391      9,271,969
   526,200   Mattel Inc.                        6,212,547      6,807,712
   285,300   Reader's Digest Association
             Inc.                               8,404,353     10,466,944
   343,900   Starwood Hotels & Resorts
             Worldwide Inc.                    10,855,228     10,188,038
    10,200   TJX Companies, Inc.                  209,460        277,950
   156,000   Tricon Global Restaurants,
             Inc.*                              4,631,664      4,680,000
   123,600   USA Networks, Inc.*                2,531,993      2,502,900
                                             ------------   ------------
                                               74,276,236     85,711,031
FINANCIAL (12.91%)
   205,300   Comerica Inc.                     11,285,167     12,382,156
   335,419   Fleet Boston Corp.                11,925,504     12,745,922
    77,300   Hartford Financial Services
             Group, Inc.                        4,129,167      5,754,019
   147,300   Household International Inc.       6,247,774      7,411,031
    45,000   Mellon Financial Corp.             1,416,604      2,171,250
   166,800   Moodys Corp.                       3,529,781      4,388,925
   111,000   Washington Mutual Inc.             4,397,193      4,884,000
                                             ------------   ------------
                                               42,931,190     49,737,303
HEALTH CARE (15.37%)
    79,100   Bausch & Lomb Inc.                 3,882,492      3,050,294
   310,600   Becton, Dickinson & Co.            8,432,851     10,405,100
   133,700   Biogen Inc.*'D'                    7,725,306      8,047,069
   207,000   Genzyme Corp.*'D'                  8,794,709     14,697,000
   281,500   St. Jude Medical, Inc.*'D'         8,703,330     15,482,500
   157,600   Tenet Healthcare Corp.*            4,214,122      6,195,650
   120,900   Ventiv Health Inc.*                1,616,795      1,299,675
                                             ------------   ------------
                                               43,369,605     59,177,288
</TABLE>

See Notes to Financial Statements.





<PAGE>

<TABLE>
<CAPTION>
                                                               MARKET
                  SHARES                         COST          VALUE
------------------------------------------------------------------------
<S>          <C>                             <C>            <C>
INDUSTRIALS (23.43%)
   187,700   American Standard Cos.*         $  7,981,994   $  8,610,738
   147,800   Cendant Corp.*                     3,338,112      1,773,600
   237,850   Dun & Bradstreet Corp.*            4,083,182      5,143,506
   360,000   Equifax Inc.                      11,176,799     12,420,000
     8,200   First Data Corp.                     308,485        411,025
   368,800   General Dynamics Corp.'D'         21,606,593     26,392,250
   498,000   Loral Space & Communications
             Ltd.*                              7,755,151      2,832,375
   212,900   L-3 Communications*'D'             7,442,022     14,038,094
   513,500   Thermo Electron Corp.*            11,509,178     14,891,500
   185,300   Waste Management, Inc.             3,386,807      3,706,000
                                             ------------   ------------
                                               78,588,323     90,219,088
INFORMATION TECHNOLOGY (17.33%)
    58,800   Apple Computer Inc.*               1,092,075      1,150,275
   203,300   Cabletron Systems Inc.*'D'         3,346,802      5,514,513
   365,950   Ceridian Corp.'D'                  6,958,429      9,148,750
   576,400   Comdisco, Inc.                    14,356,218      7,096,925
    76,600   CommScope, Inc.*                   1,849,564      1,938,937
    21,400   Electronic Data Systems Corp.        981,137      1,004,462
   229,200   Harris Corp.                       6,242,152      7,262,775
   108,900   Lexmark Intl Grp Inc. Cl `A'*      3,376,883      4,464,900
   302,200   NCR Corp.*                        12,058,822     13,032,375
   226,200   Parametric Technology Corp.*       3,418,192      2,785,087
   264,700   Storage Technology Corp.*          5,188,561      2,580,825
   210,400   Sungard Data Systems Inc.*'D'      6,805,729     10,756,700
                                             ------------   ------------
                                               65,674,564     66,736,524
MATERIALS (1.29%)
   117,100   Ball Corp.                         4,690,783      4,113,138
    16,100   Bowater Inc.                         728,543        871,412
                                             ------------   ------------
                                                5,419,326      4,984,550
TELECOMMUNICATION SERVICES (0.66%)
    66,500   Nextel Communications, Inc.*       2,126,225      2,556,094
                                             ------------   ------------
             TOTAL COMMON STOCK               312,385,469    359,121,878
                                             ------------   ------------
PREFERRED STOCK (2.10%)
    67,777   Assistive Technology Inc.
             Ser. E-1*'DD'                        883,921        883,921
    51,966   Assistive Technology Inc.
             Ser. E-2*'DD'                        500,000        500,000
   152,100   News Corp. Ltd.                    3,783,885      5,504,119
     1,200   Tidewater Holdings Inc.
             Ser. A Conv.*'DD'                  1,200,000      1,200,000
                                             ------------   ------------
             TOTAL PREFERRED STOCK              6,367,806      8,088,040
                                             ------------   ------------
</TABLE>

See Notes to Financial Statements.





<PAGE>

<TABLE>
<CAPTION>
                                                               MARKET
                  SHARES                         COST          VALUE
------------------------------------------------------------------------
<S>          <C>                             <C>            <C>
WARRANTS (0.00%)
     9,873   Assistive Technology
             Inc.*'DD'                       $        382   $        382
    11,177   Assistive Technology Inc.
             Ser. E-1*'DD'                              0              0
                                             ------------   ------------
             TOTAL WARRANTS                           382            382
                                             ------------   ------------
OTHER INVESTMENTS (0.39%)
   16.1616   Euro Outlet Malls, L.P.'DD'                0      1,500,000
                                             ------------   ------------
TOTAL INVESTMENTS                            $318,753,657   $368,710,300
                                             ------------   ------------
                                             ------------   ------------
</TABLE>



<TABLE>
<CAPTION>
PRINCIPAL
---------------------------------------------------------------------
<S>          <C>                          <C>            <C>
SHORT TERM INVESTMENTS (4.74%)
 5,500,000   United States Treasury Bill
              due 1/04/01                    5,441,333      5,439,962
 7,500,000   United States Treasury Bill
              due 1/25/01                    7,391,359      7,390,740
 5,500,000   United States Treasury Bill
              due 2/01/01                    5,414,121      5,412,996
                                          ------------   ------------
TOTAL SHORT TERM INVESTMENTS                18,246,813     18,243,698
                                          ------------   ------------
                                          ------------   ------------



<CAPTION>

CONTRACTS
---------------------------------------------------------------------
<S>          <C>                          <C>            <C>
COVERED CALL OPTIONS WRITTEN (-2.49%)
       700   Biogen Inc. @ $60
              exp. Dec. 2000                                 (385,000)
       300   Biogen Inc. @ $65
              exp. Dec. 2000                                 (120,000)
     1,000   Cabletron Systems Inc.
              @ $25 exp. Dec. 2000                           (400,000)
       520   Ceridian Corp. @ $30
              exp. Nov. 2000                                  (13,000)
     1,488   General Dynamics Corp. @ $65
              exp. Jan. 2001                               (1,357,800)
     2,200   General Dynamics Corp. @ $60
              exp. Jan. 2001                               (2,915,000)
     2,070   Genzyme Corp. @ $65
              exp. Nov. 2000                               (1,591,313)
       274   L-3 Communications @ $60
              exp. Nov. 2000                                 (178,100)
       506   L-3 Communications @ $65
              exp. Dec. 2000                                 (202,400)
       212   L-3 Communications @ $70
              exp. Dec. 2000                                  (42,400)
     1,020   St. Jude Medical Inc. @ $55
              exp. Nov. 2000                                 (267,750)
     1,112   Sungard Data Systems Inc.
              @ $40 exp. Dec. 2000                         (1,306,600)
</TABLE>

See Notes to Financial Statements.





<PAGE>

<TABLE>
<CAPTION>
                                                            MARKET
CONTRACTS                                     COST          VALUE
---------------------------------------------------------------------
<S>          <C>                          <C>            <C>
       992   Sungard Data Corp. @ $45
              exp. Jan. 2001                             $   (818,400)
                                                         ------------
             TOTAL COVERED CALL OPTIONS WRITTEN
              (PREMIUM $9,168,586)                         (9,597,763)
             TOTAL INVESTMENT PORTFOLIO
              (97.98%)                    $327,831,884**  377,356,235
                                          ------------
                                          ------------
             Other assets in excess of
                other liabilities
                (2.02%)                                     7,785,153
                                                         ------------
             NET ASSETS (100.00%)                        $385,141,388
                                                         ------------
                                                         ------------
                 * Non-income producing security
                ** At October 31, 2000 cost is substantially identical
                   for both book and federal income tax purposes.
               'D' At October 31, 2000, a portion of this security was
                   segregated to cover collateral requirements for
                   options.
              'DD' Restricted security priced at fair value by the
                   Board of Directors. Represents ownership interest in a
                   security which has not been registered with the
                   Securities and Exchange Commission under the
                   Securities Act of 1933. Information concerning
                   each restricted security holding on October 31,
                   2000 is shown below:
</TABLE>



<TABLE>
<CAPTION>
             Security                         Acquisition Date      Cost
             --------------------------------------------------------------
<S>          <C>                              <C>                <C>
             Assistive Technology Inc.
              Ser. E-1                             10/3/95       $  883,921
             Assistive Technology Inc.
              Ser. E-2                            12/19/96       $  500,000
             Assistive Technology Inc.
              Warrants                            10/21/98       $      382
             Assistive Technology Inc.
              Ser. E-1 Warrants                   10/21/98           --
             Euro Outlet Malls, L.P.              12/30/94           --
             Tidewater Holdings Inc. Ser. A
              Conv. Pfd. Stock                      7/9/96       $1,200,000
</TABLE>

See Notes to Financial Statements.












<PAGE>

                         FIRST EAGLE INTERNATIONAL FUND
                              INVESTMENT PORTFOLIO
                                October 31, 2000

<TABLE>
<CAPTION>
                                                             MARKET
  SHARES                                        COST          VALUE
----------------------------------------------------------------------
<S>          <C>                             <C>           <C>
COMMON STOCK (95.03%)
DENMARK (4.02%)
    12,700   Vestas Wind Systems AS
              (electrical equipment)         $   645,607   $   687,016
    18,000   Carlsberg AS (brewery)              736,704       752,329
                                             -----------   -----------
                                               1,382,311     1,439,345
FINLAND (1.91%)
    16,640   Nokia OYJ (telecommunications)      263,557       683,942
                                             -----------   -----------
FRANCE (23.47%)
    21,050   Alcatel SA (communication
              equipment)                         878,432     1,282,907
     4,898   Altran Technologies SA (it
              consulting & services)             832,362     1,000,160
     8,587   AXA (insurance)                     708,402     1,135,482
     5,958   Coface (insurance)                  582,318       535,834
     7,200   Casino Guichard Perrachon SA
              (supermarkets)                     735,197       628,003
     4,396   Pinault Printemps SA
              (department stores)                937,265       783,630
    22,500   Societe Television Francaise 1
              (television)                     1,413,137     1,226,331
     6,932   Suez Lyonnaise des Eaux SA
              (utility distribution)           1,185,115     1,056,482
    10,450   Vivendi SA (utility
              distribution)                    1,029,797       750,263
                                             -----------   -----------
                                               8,302,025     8,399,092
GERMANY (15.75%)
     4,226   Allianz AG (insurance)            1,442,610     1,431,247
    27,972   Bayerische Motoren Werke AG
              (automobiles)                      835,156       925,177
    12,600   Constantin Film AG
              (broadcasting)                     829,320       448,467
     6,400   MLP AG (insurance)                  827,092       865,276
    31,840   ProSieben Sat.1 Media AG Pfd.
              (television)                     1,159,985     1,001,293
     7,588   Siemens AG (industrial
              conglomerate)                    1,184,024       965,111
                                             -----------   -----------
                                               6,278,187     5,636,571
HONG KONG (1.72%)
   153,000   Citic Pacific Ltd. (industrial
              conglomerate)                      825,072       614,053
                                             -----------   -----------
</TABLE>

See Notes to Financial Statements.





<PAGE>

<TABLE>
<CAPTION>
                                                             MARKET
  SHARES                                        COST          VALUE
----------------------------------------------------------------------
<S>          <C>                             <C>           <C>
ITALY (8.49%)
    84,900   Class Editori SpA (publishing)  $ 1,488,177   $ 1,194,620
    69,275   Luxottica Group SpA ADR
              (optical supplies)                 819,396     1,000,158
    64,370   Riunone Adriatica Di Sicurta
              SpA (insurance)                    705,360       844,088
                                             -----------   -----------
                                               3,012,933     3,038,866
JAPAN (6.34%)
        34   DDI Corp. (telecommunications)      173,171       159,434
    36,000   Matsushita Electric Industrial
              Co., Ltd. (electronics)            797,619     1,045,186
    95,000   Nikko Securities Co. (banking)      602,397       819,608
        27   Nippon Telegraph & Telephone
              Corp. (telecommunications)         254,694       245,553
                                             -----------   -----------
                                               1,827,881     2,269,781
NETHERLANDS (11.77%)
    23,734   Hunter Douglas NV (household
              durables)                          688,028       679,989
    16,280   IHC Caland NV (machinery)           823,621       717,582
    13,311   ING Groep NV (diversified
              financials)                        915,606       913,021
    11,090   Koninklijke Ahrend NV
              (commercial services &
              supplies)                          121,188       128,315
    28,088   Philips Electronics NV
              (household durables)               626,718     1,102,579
    13,426   Unilever NV (food products)         650,509       672,587
                                             -----------   -----------
                                               3,825,670     4,214,073
RUSSIA (1.13%)
     7,580   Lukoil Holdings ADR (oil &
              gas)                               426,212       404,772
                                             -----------   -----------
SPAIN (2.05%)
    65,000   NH Hoteles, S.A. (hotels)           814,145       732,789
                                             -----------   -----------
SWEDEN (1.57%)
    42,315   Ericsson LM Cl `B'
              (telecommunications)               654,312       561,683
                                             -----------   -----------
SWITZERLAND (3.04%)
     5,785   Charles Voegele Holdings
              (textile & apparel)              1,032,722     1,087,451
                                             -----------   -----------
</TABLE>

See Notes to Financial Statements.





<PAGE>

<TABLE>
<CAPTION>

  SHARES                                        COST          VALUE
----------------------------------------------------------------------
<S>          <C>                             <C>           <C>
UNITED KINGDOM (11.89%)
    27,627   Cable & Wireless Plc
              (telecommunications)           $   355,629   $   391,143
   112,032   Premier Farnell Plc (internet
              & catalog retail)                  743,905       683,264
    80,372   SmithKline Beecham Plc
              (pharmaceuticals)                1,029,097     1,038,704
   148,014   Vodafone Airtouch Plc
              (telecommunications)               518,036       616,316
   152,887   Williams Plc (security
              devices)                           864,661       732,625
    59,030   WPP Group Plc (advertising)         288,543       792,887
                                             -----------   -----------
                                               3,799,871     4,254,939
UNITED STATES (1.88%)
    15,000   Stilwell Financial Inc.
              (financial services)               701,688       672,188
                                             -----------   -----------
             TOTAL COMMON STOCK               33,146,586    34,009,545
                                             -----------   -----------


<CAPTION>

PRINCIPAL
----------------------------------------------------------------------
<S>          <C>                             <C>           <C>
SHORT TERM INVESTMENTS (5.51%)
   750,000   United States Treasury Bill
              due 1/11/01                        741,214       740,888
   750,000   United States Treasury Bill
              due 1/18/01                        740,104       739,958
   500,000   United States Treasury Bill
              due 2/01/01                        492,193       492,091
                                             -----------   -----------
TOTAL SHORT TERM INVESTMENTS                   1,973,511     1,972,937
                                             -----------   -----------
             TOTAL INVESTMENT PORTFOLIO
              (100.54%)                      $35,120,097*   35,982,482
                                             -----------
                                             -----------
             Liabilities in excess of
              assets ( - 0.54%)                               (193,784)
                                                           -----------
             NET ASSETS (100.00%)                          $35,788,698
                                                           -----------
                                                           -----------
             * At October 31, 2000, cost is substantially identical
               for both book and federal income tax purposes.
</TABLE>

See Notes to Financial Statements.












<PAGE>

                      STATEMENT OF ASSETS AND LIABILITIES
                                October 31, 2000

<TABLE>
<CAPTION>
                                             FIRST EAGLE        FIRST EAGLE
                                           FUND OF AMERICA   INTERNATIONAL FUND
<S>                                        <C>               <C>
ASSETS:
   Investments -- Cost                      $318,753,657        $33,146,586
   Short-term investments -- Cost             18,246,813          1,973,511

   Investments, at value                     368,710,300         34,009,545
   Short-term investments, at value           18,243,698          1,972,937
   Cash                                          544,655            362,428
   Dividends and interest receivable             153,353             60,579
   Receivable for Fund shares sold               784,943              2,551
   Receivable for investments sold            15,484,688             87,049
                                            ------------        -----------
   TOTAL ASSETS                              403,921,637         36,495,089
                                            ------------        -----------
LIABILITIES:
   Options written at value**                  9,597,763                 --
   Payable for investments purchased           8,415,246            548,561
   Payable for Fund shares redeemed              199,346                 18
   Management fee payable                        321,538             30,014
   Accrued operating expenses                    246,356            127,798
                                            ------------        -----------
   TOTAL LIABILITIES                          18,780,249            706,391
                                            ------------        -----------
   NET ASSETS                               $385,141,388        $35,788,698
                                            ------------        -----------
                                            ------------        -----------

Net Assets were comprised of:
   Par value of capital shares (note 6)          191,984             22,788
   Capital paid in excess of par value
    (note 6)                                 333,797,767         28,931,579
   Net unrealized appreciation of
    investments, written options and
    foreign currency related transactions     49,524,351            857,487
   Accumulated net realized gain on
    investments, written options and
    foreign currency related transactions      1,627,286          5,976,844
                                            ------------        -----------
   NET ASSETS                               $385,141,388        $35,788,698
                                            ------------        -----------
                                            ------------        -----------
SHARES OUTSTANDING
   Class Y                                    18,785,148          2,226,296
   Class C                                       350,924             47,804
   Class A                                        62,115              4,742
NET ASSET VALUE PER SHARE:
   Class Y (and redemption price)                 $20.07             $15.71
   Class C *                                      $19.62             $15.35
   Class A                                        $19.98             $15.64
</TABLE>

 * Redemption price is NAV of Class C shares reduced by a 1.00% CDSC if shares
   are redeemed within the first year of purchase.

** Premiums received for First Eagle Fund of America were $9,168,586.

See Notes to Financial Statements.









<PAGE>

                            STATEMENT OF OPERATIONS
                      For the year ended October 31, 2000

<TABLE>
<CAPTION>
                                             FIRST EAGLE        FIRST EAGLE
                                           FUND OF AMERICA   INTERNATIONAL FUND
<S>                                        <C>               <C>
INVESTMENT INCOME:
   Dividend income                           $ 4,495,287         $  408,325
   Interest income                               737,210            159,798
   Miscellaneous Income                          632,804                 --
   Less: Foreign withholding tax                  (5,171)           (13,646)
                                             -----------         ----------
      TOTAL INVESTMENT INCOME                  5,860,130            554,477
                                             -----------         ----------

EXPENSES:
   Management fee (note 2)                     4,650,853            394,164
   Services fee (note 2)                       1,162,712             98,541
   Transfer agent fees                           312,105             45,982
   Legal fees                                    110,423             74,612
   Custodian fees (note 3)                        99,139             72,376
   Registration expenses                          60,164             36,688
   Audit fees                                     50,990             45,425
   Accounting fees                                77,829             49,198
   Trustee fees                                   47,307             45,875
   Printing expenses                              14,076              1,047
   Miscellaneous expenses                         56,097             12,313
   Distribution fees (note 2)                    125,125              6,367
                                             -----------         ----------
      TOTAL EXPENSES                           6,766,820            882,588
                                             -----------         ----------
   Less: Custody earnings credits (note
    3)                                            (3,145)           (32,152)
                                             -----------         ----------

      NET EXPENSES                             6,763,675            850,436
                                             -----------         ----------

   NET INVESTMENT LOSS                          (903,545)          (295,959)
                                             -----------         ----------

REALIZED AND UNREALIZED GAIN/(LOSS) ON
INVESTMENTS, WRITTEN OPTIONS AND FOREIGN
CURRENCY RELATED TRANSACTIONS:
   Net Realized Gain/(Loss) from:
    Investment transactions                    3,424,499          6,277,859
    Forward foreign currency contracts                --             (2,691)
                                             -----------         ----------

   NET REALIZED GAIN                           3,424,499          6,275,168
                                             -----------         ----------
Change in Net Unrealized Appreciation of
 Investments, Written Options and Foreign
 Currency Related Transactions:
    Beginning of year                         24,984,200          4,651,494
    End of year                               49,524,351            857,487
                                             -----------         ----------

INCREASE/(DECREASE) IN NET UNREALIZED
 APPRECIATION                                 24,540,151         (3,794,007)
                                             -----------         ----------

NET GAIN ON INVESTMENTS, WRITTEN OPTIONS
 AND FOREIGN CURRENCY RELATED
 TRANSACTIONS                                 27,964,650          2,481,161
                                             -----------         ----------
INCREASE IN NET ASSETS FROM OPERATIONS       $27,061,105         $2,185,202
                                             -----------         ----------
                                             -----------         ----------
</TABLE>

See Notes to Financial Statements.











<PAGE>

                          FIRST EAGLE FUND OF AMERICA
                      STATEMENTS OF CHANGES IN NET ASSETS
           For the years ended October 31, 2000 and October 31, 1999

<TABLE>
<CAPTION>
                                                                  2000                1999
<S>                                                           <C>                 <C>
OPERATIONS:
 Net investment (loss)/income                                 $    (903,545)      $  1,471,360
 Net realized gain                                                3,424,499         82,107,831
 Increase/(Decrease) in net unrealized appreciation              24,540,151        (37,261,549)
                                                              -------------       ------------
 INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                27,061,105         46,317,642
DISTRIBUTIONS TO SHAREHOLDERS FROM:
 Net investment income                                                   --                 --
 Net realized gain                                              (40,736,792)       (79,492,608)
                                                              -------------       ------------
 DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS      (40,736,792)       (79,492,608)
FUND SHARE TRANSACTIONS (NOTE 6):
 Net proceeds from sale of shares                               141,679,026        256,276,010
 Net asset value of shares issued for reinvestment of
   capital gains                                                 34,916,258         69,129,616
 Cost of shares redeemed                                       (335,207,899)      (127,273,264)
                                                              -------------       ------------
 (DECREASE)/INCREASE IN NET ASSETS FROM FUND SHARE
   TRANSACTIONS                                                (158,612,615)       198,132,362
                                                              -------------       ------------
(DECREASE)/INCREASE IN NET ASSETS                              (172,288,302)       164,957,396
NET ASSETS:
 Beginning of year                                              557,429,690        392,472,294
                                                              -------------       ------------
 END OF YEAR                                                  $ 385,141,388       $557,429,690
                                                              -------------       ------------
                                                              -------------       ------------
</TABLE>

See Notes to Financial Statements.





<PAGE>

                         FIRST EAGLE INTERNATIONAL FUND
                      STATEMENTS OF CHANGES IN NET ASSETS
           For the years ended October 31, 2000 and October 31, 1999

<TABLE>
<CAPTION>
                                                                  2000               1999
<S>                                                           <C>                <C>
OPERATIONS:
 Net investment loss                                          $   (295,959)      $   (288,694)
 Net realized gain                                               6,275,168          3,513,921
 (Decrease)/Increase in net unrealized appreciation             (3,794,007)             4,062
                                                              ------------       ------------
 INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                2,185,202          3,229,289
DISTRIBUTIONS TO SHAREHOLDERS FROM:
 Net investment income                                                  --                 --
 Net realized gain                                              (3,094,098)        (3,269,629)
                                                              ------------       ------------
 DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS      (3,094,098)        (3,269,629)
FUND SHARE TRANSACTIONS (NOTE 6):
 Net proceeds from sale of shares                                4,286,553          5,260,401
 Net asset value of shares issued for reinvestment of
   capital gains                                                 2,565,949          2,737,672
 Cost of shares redeemed                                        (5,754,618)       (10,888,194)
                                                              ------------       ------------
 INCREASE/(DECREASE) IN NET ASSETS FROM FUND SHARE
   TRANSACTIONS                                                  1,097,884         (2,890,121)
                                                              ------------       ------------
INCREASE/(DECREASE) IN NET ASSETS                                  188,988         (2,930,461)
NET ASSETS:
 Beginning of year                                              35,599,710         38,530,171
                                                              ------------       ------------
 END OF YEAR                                                  $ 35,788,698       $ 35,599,710
                                                              ------------       ------------
                                                              ------------       ------------
</TABLE>

See Notes to Financial Statements.










<PAGE>

                               FIRST EAGLE FUNDS
                         NOTES TO FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION AND ACCOUNTING POLICIES -- First Eagle Funds, a Delaware
business trust (the 'Trust'), is a non diversified open-end management
investment company registered under the Investment Company Act of 1940, as
amended. The Trust presently consists of two separate portfolios ('Series'):
First Eagle Fund of America and First Eagle International Fund (each
individually a 'Fund' or collectively the 'Funds'). Each Series has distinct
investment objectives and policies. A shareholder's interest is limited to the
Series in which she or he owns shares. Each Series offers Class Y, Class C, and
Class A shares (inception November 19, 1998). All classes of shares have
identical rights to earnings, assets, and voting privileges, except that each
class has its own distribution and/or service plan, and has exclusive voting
rights with respect to matters affecting only that class.

The following is a summary of significant accounting policies:

A. VALUATION OF INVESTMENTS -- Any security for which the primary market is on
an exchange is valued at the last sale price on such exchange on the day of
valuation or, if there was no sale on such day, the mean between the last bid
and asked prices quoted on such day. Equity securities listed on the NASDAQ
National Market System are valued at the last sale price or, if there was no
sale on such day, at the mean between the most recently quoted bid and asked
prices. Corporate bonds (other than convertible debt securities) and U.S.
Government Securities that are actively traded in the over-the-counter market,
including listed securities for which the primary market is believed to be
over-the-counter, are valued on the basis of valuations provided by a pricing
service which uses information with respect to transactions in bonds, quotations
from bond dealers, market transactions in comparable securities and various
relationships between securities in determining value. Other securities are
valued at the mean between the most recently quoted bid and asked prices. Short-
term debt instruments which mature in less than 60 days are valued at amortized
cost, unless the Board of Trustees determines that such valuation does not
represent fair value. Securities which are otherwise not readily marketable or
securities for which market quotations are not readily available are valued in
good faith at fair value in accordance with procedures adopted by the Trust's
Board of Trustees. A Valuation Committee of the Board of Trustees has been
established to determine the value of such securities after consultation with
the Trust's investment adviser.





<PAGE>

B. ACCOUNTING FOR INVESTMENTS -- Security transactions are accounted for on the
trade date (date the order to buy or sell is executed). Realized gains or losses
on security transactions are determined based on the specific identification
method. Discounts and premiums on purchases of investments are accreted and
amortized, respectively, as adjustments to interest income and cost of
securities. Dividend income is recorded on the ex-dividend date. Interest income
is recorded on the accrual basis.

OPTIONS: In order to produce incremental earnings or protect against changes in
the value of portfolio securities, a Fund may buy and sell put and call options,
write covered call options on portfolio securities and write cash-secured put
options.

A Fund generally purchases put options or writes covered call options to hedge
against adverse movements in the value of portfolio holdings. A Fund may also
use options for speculative purposes, although it does not employ options for
this purpose at the present time. A Fund will segregate assets to cover its
obligations under option contracts.

Options contracts are valued daily based upon the last sale price on the
principal exchange on which the option is traded and unrealized appreciation or
depreciation is recorded. A Fund will realize a gain or loss upon the expiration
or closing of the option transaction. When an option is exercised, the proceeds
on the sales of a written call option, the purchase cost of a written put
option, or the cost of the security for a purchased put or call option is
adjusted by the amount of premium received or paid.

The risk in writing a call option is that a Fund gives up the opportunity for
profit if the market price of the security increases and the option is
exercised. The risk in writing a put option is that a Fund may incur a loss if
the market price of the security decreases and the option is exercised. The risk
of buying an option is that a Fund pays a premium whether or not the option is
exercised. A Fund also has the additional risk of not being able to enter into a
closing transaction if a liquid secondary market does not exist. A Fund may also
write over-the-counter options where the completion of the obligation is
dependent upon the credit standing of the counterparty.

FORWARD CURRENCY CONTRACTS: In connection with purchases and sales of securities
denominated in foreign currencies, a Fund may enter into forward currency
contracts. Additionally, a Fund may enter into such contracts to hedge certain
other foreign currency denominated investments. These contracts are recorded at
market value, and the related realized and unrealized foreign exchange gains and
losses





<PAGE>

are included in the statement of operations. A Fund will realize a gain or loss
upon the closing or settlement of the forward transaction. Such realized gains
or losses are included in the statement of operations. In the event that
counterparties fail to settle these currency contracts or the related foreign
security trades, a Fund could be exposed to foreign currency fluctuations.

C. FOREIGN CURRENCY TRANSLATION: The market values of securities which are not
traded in United States currency are recorded in the financial statements after
translation to U.S. dollars based on the applicable exchange rates at the end of
the period. The costs of such securities are translated at exchange rates
prevailing when acquired. Related dividends, interest and withholding taxes are
accrued at the rates of exchange prevailing on the respective dates of such
transactions.

The net assets of a Fund are presented at the foreign exchange rates and market
values at the close of the period. A Fund does not isolate that portion of gains
and losses on investments which is due to change in foreign exchange rates from
that which is due to changes in market prices of the equity securities.

D. FEDERAL INCOME TAX STATUS -- It is the Funds' policy to comply with the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income to shareholders.
Accordingly, no federal income tax provision is required.

E. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS -- Dividends from net investment
income, if any, and distribution of net realized gain from investment
transactions, if any, will be made annually. The Funds record dividends and
distributions to its shareholders on the record date.

F. ESTIMATES AND ASSUMPTIONS -- Estimates and assumptions are required to be
made regarding assets, liabilities and changes in net assets resulting from
operations when financial statements are prepared. Changes in economic
environment, financial markets and any other parameters used in determining
these estimates could cause results to differ from these amounts.

NOTE 2. INVESTMENT ADVISORY AGREEMENT AND SERVICES AGREEMENT -- Arnhold and S.
Bleichroeder Advisers, Inc. (the 'Adviser'), a wholly owned subsidiary of
Arnhold and S. Bleichroeder, Inc. ('ASB'), manages the Trust. For its services,
the Adviser receives, pursuant to an Investment Advisory Agreement between the
Trust and the Adviser (the 'Advisory Agreement') an annual advisory fee of 1.0%
of the average daily net assets of each Fund.





<PAGE>

ASB (the 'Distributor') serves as the distributor of the Trust's Class Y, Class
C, and Class A shares. The Distributor receives an annual services fee at the
annual rate of 0.25% of the Funds' average daily net assets, pursuant to a
Distribution and Services Agreement which was approved by the Board of Trustees,
to cover expenses incurred by ASB for providing shareholder liaison services,
including assistance with subscriptions, redemptions and other shareholder
questions.

Shareholders pay the distributor a contingent deferred sales charge ('CDSC') of
1.00% on Class C shares which applies if redemption occurs within the first year
of purchase. In addition, the Trust also pays a distribution fee (12b-1) with
respect to Class C shares and Class A shares calculated at the annual rate of
0.75% and 0.25% respectively, of the average daily net assets. For the year
ended October 31, 2000, total 12b-1 fees for Class C shares and Class A shares
were as follows:

<TABLE>
<CAPTION>
                                                 Class C        Class A
                                                 -------        -------
<S>                                              <C>            <C>
First Eagle Fund of America                      $122,087       $3,038
First Eagle International Fund                   $  6,176       $  191
</TABLE>

NOTE 3. CUSTODIAN FEES -- The Fund has entered into an expense offset agreement
with its custodian wherein it receives credit toward the reduction of custodian
fees whenever there are uninvested cash balances. For the year ended October 31,
2000 the portfolio's custodian fees and related offset were as follows:

<TABLE>
<CAPTION>
                                          Custodian Fees   Credits Earned
                                          --------------   --------------
<S>                                       <C>              <C>
First Eagle Fund of America                  $99,139          $ 3,145
First Eagle International Fund               $72,376          $32,152
</TABLE>

NOTE 4. SECURITY TRANSACTIONS AND TRANSACTIONS WITH AFFILIATES -- The aggregate
costs of purchases and proceeds from sales of investments (including maturities,
but excluding short-term investments), during the year ended October 31, 2000
were as follows:

<TABLE>
<CAPTION>
                                           Purchases        Sales
                                           ---------        -----
<S>                                       <C>            <C>
First Eagle Fund of America               $253,830,331   $466,281,498
First Eagle International Fund            $ 44,172,827   $ 42,921,423
</TABLE>





<PAGE>

For the year ended October 31, 2000, First Eagle Fund of America and First Eagle
International Fund had the following written options transactions:

<TABLE>
<CAPTION>
                                       Number of Contracts     Premium
                                       -------------------     -------
 <S>                                   <C>                   <C>
 First Eagle Fund of America
    Options outstanding at October
      31, 1999                               12,046          $ 5,104,916
    Options written                          77,032           44,576,624
    Options exercised                        10,686            7,370,680
    Options expired/closed                   65,998           33,142,274
                                             ------          -----------
    Options outstanding at October
      31, 2000                               12,394          $ 9,168,586
                                             ------          -----------
                                             ------          -----------

 First Eagle International Fund
    Options outstanding at October
      31, 1999                                   25          $    75,235
    Options written                              25              137,420
    Options exercised                            25              137,420
    Options expired/closed                       25               75,235
                                             ------          -----------
    Options outstanding at October
      31, 2000                                    0          $         0
                                             ------          -----------
                                             ------          -----------
</TABLE>

For the year ended October 31, 2000, the First Eagle Fund of America and First
Eagle International Fund paid brokerage commissions on securities transactions
of $1,426,556 and $178,598 of which $41,185 and $15,953 was paid to ASB,
respectively.

NOTE 5. FEDERAL INCOME TAXES -- During the year ended October 31, 2000, the
First Eagle Fund of America and First Eagle International Fund realized net
capital gains of $3,424,499 and $6,277,859 respectively. The United States
federal income tax basis of the Funds' investments at October 31, 2000 was
substantially the same as the basis for financial reporting purposes and
accordingly, the aggregate gross unrealized appreciation on investments was
$71,525,365 for the First Eagle Fund of America and $3,862,642 for the First
Eagle International Fund and the aggregate unrealized gross depreciation was
$22,001,014 and $3,005,155 respectively, resulting in net unrealized
appreciation for United States income tax purposes of $49,524,351 and $857,487
respectively.

NOTE 6. CAPITAL SHARES -- The Declaration of the Trust authorizes the issuance
of an unlimited number of shares of beneficial interest without par value. The
Trust has established Class Y, Class C, and Class A shares. Each share of a
class represents an identical interest in the portfolio and has the same rights,
except that each





<PAGE>

class bears certain expenses specifically related to the distribution of its
shares.

Transactions in shares of each portfolio were as follows:

<TABLE>
<CAPTION>
                               Year ended                   Year ended
                            October 31, 2000             October 31, 1999
                            ----------------             ----------------
                         Shares         Amount         Shares        Amount
                         ------         ------         ------        ------
<S>                    <C>           <C>             <C>          <C>
FIRST EAGLE FUND OF AMERICA CLASS Y
Shares sold              7,120,501   $ 139,620,630   10,506,742   $234,618,369
Shares redeemed        (16,306,748)   (319,315,046)  (5,720,598)  (126,601,217)
Shares issued on
 reinvestment            1,764,711      33,493,785    3,223,043     67,570,333
                       -----------   -------------   ----------   ------------
Net (Decrease)/
 Increase               (7,421,536)  $(146,200,631)   8,009,187   $175,587,485
                       -----------   -------------   ----------   ------------
                       -----------   -------------   ----------   ------------
</TABLE>

<TABLE>
<CAPTION>
                             Year ended               Year ended
                          October 31, 2000         October 31, 1999
                          ----------------         ----------------
                        Shares       Amount      Shares      Amount
                        ------       ------      ------      ------
<S>                    <C>        <C>            <C>       <C>
FIRST EAGLE FUND OF AMERICA CLASS C
Shares sold              69,694   $  1,328,071   902,526   $19,902,637
Shares redeemed        (763,885)   (14,674,238)  (31,574)     (671,996)
Shares issued on
reinvestment             73,583      1,375,169    69,078     1,476,797
                       --------   ------------   -------   -----------
Net (Decrease)/
Increase               (620,608)  $(11,970,998)  940,030   $20,707,438
                       --------   ------------   -------   -----------
                       --------   ------------   -------   -----------
</TABLE>

<TABLE>
<CAPTION>
                                                     For the period from
                                 Year ended         November 20, 1998 to
                              October 31, 2000        October 31, 1999
                              ----------------        ----------------
                            Shares      Amount      Shares      Amount
                            ------      ------      ------      ------
<S>                         <C>       <C>           <C>       <C>
FIRST EAGLE FUND OF AMERICA CLASS A
Shares sold                  37,420   $   730,325   77,985    $1,755,004
Shares redeemed             (59,592)   (1,218,615)      (2)          (51)
Shares issued on
reinvestment                  2,498        47,304    3,809        82,486
                            -------   -----------   ------    ----------
Net (Decrease)/Increase     (19,674)  $  (440,986)  81,792    $1,837,439
                            -------   -----------   ------    ----------
                            -------   -----------   ------    ----------
</TABLE>

<TABLE>
<CAPTION>
                                   Year ended               Year ended
                                October 31, 2000         October 31, 1999
                                ----------------         ----------------
                              Shares      Amount       Shares      Amount
                              ------      ------       ------      ------
<S>                          <C>        <C>           <C>        <C>
FIRST EAGLE INTERNATIONAL FUND CLASS Y
Shares sold                   250,006   $ 4,180,093    301,060   $ 4,668,298
Shares redeemed              (336,161)   (5,639,246)  (704,487)  (10,755,409)
Shares issued on
reinvestment                  163,961     2,544,669    175,851     2,716,066
                             --------   -----------   --------   -----------
Net Increase/(Decrease)        77,806   $ 1,085,516   (227,576)  $(3,371,045)
                             --------   -----------   --------   -----------
                             --------   -----------   --------   -----------
</TABLE>





<PAGE>


<TABLE>
<CAPTION>
                                   Year ended           Year ended
                                October 31, 2000     October 31, 1999
                                ----------------     ----------------
                               Shares    Amount     Shares    Amount
                               ------    ------     ------    ------
<S>                            <C>      <C>         <C>      <C>
FIRST EAGLE INTERNATIONAL FUND CLASS C
Shares sold                     6,156   $ 101,052   34,641   $ 525,359
Shares redeemed                (6,476)   (114,992)  (8,536)   (132,763)
Shares issued on
reinvestment                    1,393      21,280    1,409      21,606
                               ------   ---------   ------   ---------
Net Increase                    1,073   $   7,340   27,514   $ 414,202
                               ------   ---------   ------   ---------
                               ------   ---------   ------   ---------
</TABLE>

<TABLE>
<CAPTION>
                                                         For the period from
                                   Year ended             March 11, 1999 to
                                October 31, 2000           October 31, 1999
                                ----------------           ----------------
                               Shares       Amount       Shares       Amount
                               ------       ------       ------       ------
<S>                            <C>          <C>          <C>          <C>
FIRST EAGLE INTERNATIONAL FUND CLASS A
Shares sold                     291         $5,408       4,475        $66,744
Shares redeemed                 (23)          (380)         (1)           (22)
Shares issued on
reinvestment                     --            --           --             --
                                ---         ------       -----        -------
Net Increase                    268         $5,028       4,474        $66,722
                                ---         ------       -----        -------
                                ---         ------       -----        -------
</TABLE>

Of the 19,198,187 shares of common stock outstanding for First Eagle Fund of
America and 2,278,842 shares of common stock outstanding for First Eagle
International Fund at October 31, 2000 ASB owned 34,305 and 10,767 shares and
the ASB Profit Sharing Plan owned 514,008 and 247,348 shares respectively. The
directors and officers of the Trust owned approximately 1,130,746 shares of
First Eagle Fund of America and 355,366 shares of the First Eagle International
Fund at October 31, 2000.











<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR

FUND OF AMERICA CLASS Y SHARES

<TABLE>
<CAPTION>
                                                                      FOR THE YEAR ENDED OCTOBER 31,
                                                     ----------------------------------------------------------------
                                                      2000           1999           1998          1997           1996
                                                      ----           ----           ----          ----           ----
<S>                                                  <C>            <C>            <C>           <C>            <C>
NET ASSET VALUE, BEGINNING OF YEAR                   $20.46         $21.53         $20.59        $17.97         $16.28
INCOME FROM INVESTMENT OPERATION
  Net investment (loss)/income                        (0.03)          0.07          (0.08)        (0.06)         (0.04)
  Net realized and unrealized gain                     1.18           2.45           3.62          5.31           4.08
                                                     ------         ------         ------        ------         ------
  Total from investment operations                     1.15           2.52           3.54          5.25           4.04
                                                     ------         ------         ------        ------         ------
LESS DISTRIBUTIONS FROM:
  Net investment income                                  --             --             --            --             --
  Net realized gain                                   (1.54)         (3.59)         (2.60)        (2.63)         (2.35)
                                                     ------         ------         ------        ------         ------
Total distributions                                   (1.54)         (3.59)         (2.60)        (2.63)         (2.35)
                                                     ------         ------         ------        ------         ------
NET ASSET VALUE, END OF YEAR                         $20.07         $20.46         $21.53        $20.59         $17.97
                                                     ------         ------         ------        ------         ------
                                                     ------         ------         ------        ------         ------
Total Return                                            6.1 %         12.1 %         19.2 %        31.0 %         27.1 %
Net assets, end of year                        $377,015,833   $536,157,945   $391,797,350  $254,438,325   $163,402,847
RATIOS TO AVERAGE NET ASSETS:
  Expenses(1)                                           1.4 %          1.4 %          1.5 %         1.7 %          1.8 %
  Net investment (loss)/income                         (0.2)%          0.3 %         (0.4)%        (0.3)%         (0.2)%
Portfolio turnover rate                                  55 %           89 %           83 %          98 %           93 %
</TABLE>

(1) For the years ended October 31, 2000 and 1999, the ratio of expenses to
    average net assets without the effect of earnings credits are 1.4% and 1.4%,
    respectively.






<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR

FUND OF AMERICA CLASS C SHARES

<TABLE>
<CAPTION>
                                                                 FOR THE YEAR ENDED
                                                                     OCTOBER 31,        MARCH 2, 1998*
                                                               ----------------------   THROUGH OCT. 31,
                                                                 2000          1999           1998
                                                                 ----          ----           ----
<S>                                                            <C>           <C>        <C>
NET ASSET VALUE, BEGINNING OF YEAR                              $20.18        $21.43         $21.07
INCOME FROM INVESTMENT OPERATIONS
  Net investment loss                                            (0.17)        (0.20)         (0.16)
  Net realized and unrealized gain                                1.15          2.54           0.52
                                                                ------        ------         ------
Total from investment operations                                  0.98          2.34           0.36
                                                                ------        ------         ------
LESS DISTRIBUTIONS FROM:
  Net investment income                                             --            --             --
  Net realized gain                                              (1.54)        (3.59)            --
                                                                ------        ------         ------
Total distributions                                              (1.54)        (3.59)            --
                                                                ------        ------         ------
NET ASSET VALUE, END OF YEAR                                    $19.62        $20.18         $21.43
                                                                ------        ------         ------
                                                                ------        ------         ------
Total Return                                                       5.2 %        11.2 %          1.7 % 'DD'
Net assets, end of year                                     $6,884,260   $19,601,461       $674,944
RATIOS TO AVERAGE NET ASSETS:
  Expenses(1)                                                      2.2 %         2.1 %          2.2 %'D'
  Net investment loss                                             (0.9)         (0.9)          (1.1)%'D'
Portfolio turnover rate                                             55 %          89 %           83 %
</TABLE>

  *  Commencement of investment operations

 'D' Annualized

'DD' Total return not annualized

 (1) For the years ended October 31, 2000 and 1999, the ratio of expenses to
     average net assets without the effect of earnings credits are 2.2% and
     2.1%, respectively.










<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR:

FUND OF AMERICA CLASS A SHARES

<TABLE>
<CAPTION>
                                                 FOR THE YEAR ENDED     NOVEMBER 20,1998*
                                                     OCTOBER 31,       THROUGH OCTOBER 31,
                                                        2000                  1999
                                                        ----                  ----
<S>                                              <C>                   <C>
NET ASSET VALUE, BEGINNING OF YEAR                   $     20.42           $    20.33
INCOME FROM INVESTMENT OPERATIONS
   Net investment loss                                     (0.08)               (0.09)
   Net realized and unrealized gain                         1.18                 1.93
                                                     -----------           ----------
Total from investment operations                            1.10                 1.84
                                                     -----------           ----------
LESS DISTRIBUTIONS FROM:
   Net investment income                                      --                   --
   Net realized gain                                       (1.54)               (1.75)
                                                     -----------           ----------
Total distributions                                        (1.54)               (1.75)
                                                     -----------           ----------
NET ASSET VALUE, END OF YEAR                         $     19.98           $    20.42
                                                     -----------           ----------
                                                     -----------           ----------
Total Return                                                 5.8%                 8.6 %'DD'
Net assets, end of year                              $ 1,241,295           $1,670,284

RATIOS TO AVERAGE NET ASSETS:
   Expenses(1)                                               1.7%                 1.6 %'D'
   Net investment loss                                      (0.4)                (0.4)%'D'
Portfolio turnover rate                                       55%                  89 %
</TABLE>

  *  Commencement of investment operations

 'D' Annualized

'DD' Total return not annualized

 (1) For the years ended October 31, 2000 and the period ended 1999, the
     ratio of expenses to average net assets without the effect of earnings
     credits are 1.7% and 1.6%'D', respectively.





<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR:

INTERNATIONAL FUND CLASS Y

<TABLE>
<CAPTION>
                                                                                               FOR THE
                                                                                                PERIOD
                                                                                                 FROM
                                                                                              JANUARY 1,       FOR THE YEAR
                                                       FOR THE YEAR ENDED OCTOBER 31,            THRU              ENDED
                                                      ---------------------------------       OCTOBER 31,       DECEMBER 31,
                                                       2000          1999         1998           1997              1996
                                                       ----          ----         ----           ----              ----
<S>                                                   <C>           <C>           <C>         <C>               <C>
NET ASSET VALUE, BEGINNING OF YEAR                    $16.18        $16.09        $16.17        $15.04            $13.38
INCOME FROM INVESTMENT OPERATIONS
  Net investment loss                                  (0.13)        (0.17)        (0.06)        (0.12)            (0.16)
  Net realized and unrealized gain                      1.07          1.60          0.95          1.25              2.29
                                                      ------        ------        ------        ------            ------
     Total from investment operations                   0.94          1.43          0.89          1.13              2.13
                                                      ------        ------        ------        ------            ------
LESS DISTRIBUTIONS FROM:
  Net investment income                                   --            --            --            --                --
  Net realized gain                                    (1.41)        (1.34)        (0.97)           --             (0.47)
                                                      ------        ------        ------        ------            ------
     Total distributions                               (1.41)        (1.34)        (0.97)           --             (0.47)
                                                      ------        ------        ------        ------            ------
NET ASSET VALUE, END OF YEAR                          $15.71        $16.18        $16.09        $16.17            $15.04
                                                      ------        ------        ------        ------            ------
                                                      ------        ------        ------        ------            ------
Total Return                                             5.9 %         9.4 %         5.8 %         7.5 %'DD'        15.9 %
Net assets, end of year                          $34,980,660   $34,781,555   $38,222,433   $36,320,210       $32,105,280
RATIOS TO AVERAGE NET ASSETS:
  Expenses(1)                                            2.1 %         2.4 %         2.4 %         2.3 %'D'          2.9 %
  Net investment loss                                   (0.7)%        (1.1)%        (0.5)%        (1.0)%'D'         (1.1)%
Portfolio turnover rate                                  120 %          87 %          85 %          54 %             101 %
</TABLE>

 'D' Annualized
'DD' Total return not annualized
 (1) For the years ended October 31, 2000 and 1999, the ratio of expenses to
     average net assets without the effect of earnings credits are 2.2% and
     2.4%, respectively.









<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR:

INTERNATIONAL FUND CLASS C

<TABLE>
<CAPTION>
                                     FOR THE YEAR ENDED OCTOBER 31,          MARCH 2, 1998
                                    --------------------------------      THROUGH OCTOBER 31,
                                       2000               1999                   1998*
                                       ----               ----                   -----
<S>                                 <C>              <C>                  <C>
NET ASSET VALUE, BEGINNING OF YEAR   $  15.95           $  16.01               $  16.90
INCOME FROM INVESTMENT OPERATIONS
   Net investment (loss)/income         (0.25)             (0.29)                  0.84
   Net realized and unrealized
    gain/(loss)                          1.06               1.57                  (1.73)
                                     --------           --------               --------
Total from investment operations         0.81               1.28                  (0.89)
                                     --------           --------               --------
LESS DISTRIBUTIONS FROM:
   Net investment income                   --                 --                     --
   Net realized gain                    (1.41)             (1.34)                    --
                                     --------           --------               --------
Total distributions                     (1.41)             (1.34)                    --
                                     --------           --------               --------
NET ASSET VALUE, END OF YEAR         $  15.35           $  15.95               $  16.01
                                     --------           --------               --------
                                     --------           --------               --------
Total Return                              5.1 %              8.4 %                 (5.3)'DD'
Net assets, end of year              $733,877           $745,850               $307,738
RATIOS TO AVERAGE NET ASSETS:
   Expenses (1)                           2.9 %              3.2 %                  2.9 %'D'
   Net investment (loss)/income          (1.5)%             (1.9)%                  7.0 %'D'
Portfolio turnover rate                   120 %               87 %                   85 %
</TABLE>

  *  Commencement of investment operations

 'D' Annualized

'DD' Total return not annualized

 (1) For the years ended October 31, 2000 and 1999, the ratio of expenses to
     average net assets without the effect of earnings credits are 3.0% and
     3.1%, respectively.





<PAGE>

FINANCIAL HIGHLIGHTS

    SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR:

INTERNATIONAL FUND CLASS A

<TABLE>
<CAPTION>
                                                               FOR THE     MARCH 11, 1999
                                                             YEAR ENDED        THROUGH
                                                             OCTOBER 31,     OCTOBER 31,
                                                                2000            1999*
                                                                ----            -----
<S>                                                          <C>           <C>
NET ASSET VALUE, BEGINNING OF YEAR                            $  16.15        $  15.06
INCOME FROM INVESTMENT OPERATIONS
   Net investment loss                                           (0.17)          (0.15)
   Net realized and unrealized gain                               1.07            1.24
                                                              --------        --------
Total from investment operations                                  0.90            1.09
                                                              --------        --------
LESS DISTRIBUTIONS FROM:
   Net investment income                                            --              --
   Net realized gain                                             (1.41)             --
                                                              --------        --------
Total distributions                                              (1.41)             --
                                                              --------        --------
NET ASSET VALUE, END OF YEAR                                  $  15.64        $  16.15
                                                              --------        --------
                                                              --------        --------
Total Return                                                       5.7 %           7.2 %'DD'
Net assets, end of year                                       $ 74,161        $ 72,305
RATIOS TO AVERAGE NET ASSETS:
   Expenses (1)                                                    2.4 %           2.7 %'D'
   Net investment loss                                            (1.0)%          (1.6)'D'
Portfolio turnover rate                                            120 %            87 %
</TABLE>

  *  Commencement of investment operations.

 'D' Annualized.

'DD' Total return not annualized.

(1)  For the years ended October 31, 2000 and the period ended 1999, the
     ratio of expenses to average net assets without the effect of earnings
     credits are 2.5% and 2.7%'D', respectively.








<PAGE>

The Shareholders and Board of Trustees of
First Eagle Funds:

We have audited the accompanying statements of assets and liabilities, including
the schedules of investments, of First Eagle Fund of America and First Eagle
International Fund as of October 31, 2000, the related statements of operations
for the year then ended, the statements of changes in net assets for each of the
years in the two year period then ended, and the financial highlights for each
of the years in the five year period then ended with respect to First Eagle Fund
of America and for each of the years in the three year period then ended, the
period from January 1, 1997 to October 31, 1997 and the year then ended
December 31, 1996 with respect to First Eagle International Fund. 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 auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements and the 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 October 31, 2000, by correspondence with the custodian.
As to securities purchased or sold but not yet received or delivered we
performed other alternative auditing procedures. 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 the financial highlights referred
to above present fairly, in all material aspects, the financial positions of
First Eagle Fund of America, and First Eagle International Fund as of
October 31, 2000, the results of their operations for the year then ended, the
changes in their net assets for each of the years in the two year period then
ended and the financial highlights for each of the years in the five year period
then ended with respect to First Eagle Fund of America, and for each of the
years in the three year period then ended, the period from January 1, 1997 to
October 31, 1997 and the year ended December 31, 1996 with respect to First
Eagle International Fund, in conformity with accounting principles generally
accepted in the United States of America.


                                       KPMG LLP

New York, New York
December 19, 2000








<PAGE>

                               FIRST EAGLE FUNDS
                                TAX INFORMATION
                       FISCAL YEAR ENDED OCTOBER 31, 2000
                                  (Unaudited)

The following tax information represents the designation of various tax
attributes relating to the fiscal year ended October 31, 2000:

CAPITAL GAINS DISTRIBUTIONS

Capital gains distributions paid to shareholders by the Funds during the fiscal
year ended October 31, 2000, whether taken in shares or in cash, were designated
as follows:

<TABLE>
<S>                                                <C>
First Eagle Fund of America                         40,586,046
First Eagle International Fund                     $ 3,062,018
</TABLE>

The above figures may differ from those cited elsewhere in the report due to
differences in the calculations of income and capital gains for Securities and
Exchange Commission (financial reporting) purposes and Internal Revenue Service
(tax) purposes.








<PAGE>

FIRST EAGLE FUNDS
1345 AVENUE OF THE AMERICAS
NEW YORK, NY 10105-4300
TOLL FREE (800) 451-3623
TRANSFER AGENT FAX: (614) 470-8702
WEBSITE: WWW.FIRSTEAGLEFUNDS.COM

TRUSTEES
JOHN P. ARNHOLD
CANDACE K. BEINECKE
EDWIN J. EHRLICH
K. GEORG GABRIEL
ROBERT J. GELLERT
JAMES E. JORDAN
MICHAEL M. KELLEN, Vice Chairman of the Board
WILLIAM M. KELLY
STANFORD S. WARSHAWSKY, Chairman of the Board

OFFICERS
JOHN P. ARNHOLD, Co-President
HAROLD J. LEVY, Co-President
DAVID L. COHEN, Senior Vice President
ARTHUR F. LERNER, Senior Vice President
ROBERT MILLER, Treasurer
ROBERT BRUNO, Vice President and Secretary
TRACY LA POINTE SALTWICK, Vice President
EDWIN OLSEN, Vice President
ANDREW DeCURTIS, Vice President
CARI LEVINE, Asst. Treasurer
STEFANIE SPRITZLER, Asst. Treasurer
SUZAN J. AFIFI, Asst. Secretary

INVESTMENT ADVISER
ARNHOLD AND S. BLEICHROEDER ADVISERS, INC.
1345 Avenue of the Americas
New York, NY 10105

CUSTODIAN
THE BANK OF NEW YORK
48 Wall Street
New York, NY 10005

TRANSFER AGENT
BISYS FUND SERVICES, INC.
3435 Stelzer Road
Columbus, OH 43219

LEGAL COUNSEL
SHEARMAN & STERLING
599 Lexington Avenue
New York, NY 10022

INDEPENDENT AUDITORS
KPMG LLP
757 Third Avenue
New York, NY 10017

This report is not authorized for distribution to prospective investors unless
accompanied by a current prospectus and the most recent calendar quarter
standardized performance information.


                       STATEMENT OF DIFFERENCES

The dagger symbol shall be expressed as.....................................'D'
The double dagger symbol shall be expressed as.............................'DD'






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