UNITED KINGDOM FUND INC
N-30D, 1996-03-01
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<PAGE>
- --------------------------------------------------------------------------------

                             LETTER TO SHAREHOLDERS
- --------------------------------------------------------------------------------

Dear Shareholder:

  We  are pleased to present  to you the Quarterly  Report of The United Kingdom
Fund Inc.  (the "Fund").  On December  31, 1995,  the end  of the  period  under
review,  the Fund's  net assets  totalled $58.5  million. This  represents a net
asset value per share of $14.58, a rise of 104.26% from its initial value  after
taking  into account underwriting discounts,  commissions, offering expenses and
distributions. This compares with an increase of 101.30% in the FT-SE  Actuaries
All-Share  Index (U.S.$)  over the same  time period.  At the end  of the period
under review, the Fund  was quoted at  $12.125 per share on  the New York  Stock
Exchange,  which represents a 16.84% discount to  the Fund's net asset value per
share.

  We also  enclose  an  investment  review and  United  Kingdom  market  outlook
together with a summary of the major portfolio investments.

                                Yours sincerely,

<TABLE>
<C>                             <S>
                [SIGNATURE]     [SIGNATURE]

      Anthony M. Solomon        Richard J. Oldfield
    Chairman of the Board       President
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------

                          REPORT OF INVESTMENT MANAGER
- --------------------------------------------------------------------------------

INVESTMENT REVIEW

  During  the quarter, your Fund experienced a rise in net asset value of 1.51%,
which compared with a 2.85% increase in the FT-SE Actuaries All-Share Index. For
1995 as a  whole, the  Fund's net  asset value  has increased  by 18.05%,  which
compares  with a 21.86%  increase in the FT-SE  Actuaries All-Share Index. These
figures are recorded  with net  dividends reinvested  and in  U.S. dollar  based
terms.

  During the fourth quarter, the market made steady progress, with the FT-SE 100
Index  reaching a  new closing high  of 3,664  on December 29,  1995. The market
continued  to  benefit  from  a  growing  perception  that  global  inflationary
pressures  were diminishing, which caused lower long-term interest rates. The 25
basis point  cut in  U.K.  interest rates,  coupled  with a  relatively  prudent
budget,  seemed to support this positive view. This improved outlook enabled the
market to ignore the increasing political uncertainty, a worsening Public Sector
Borrowing Requirement situation and several announcements that corporate profits
for 1995/6 would be  lower than forecast. Takeover  activity continued to  boost
the  market and, unlike the previous quarter, was spread across several sectors,
notably Oil Exploration & Production, Food Manufacturing and Hotels.

  Smaller companies were very disappointing  as they were particularly  impacted
by  the combination of weakening economic demand and rising raw material prices,
with the FT-SE Small Cap Index returning -2.5% in U.S. dollar based terms.

  The best performing areas of the  market were those which investors felt  were
likely  to  be resilient  to  a slowdown  in  economic activity  and  which were
supported  by   bid  speculation.   Pharmaceuticals  maintained   their   strong
performance  while  Financials continued  to benefit  from strong  bond markets,
cost-cutting and takeover activity. An expectation that consumer spending  would
begin  to recover in 1996 encouraged  retail and housebuilding stocks. Oils also
outperformed as uncertainty about the political situation in Saudi Arabia and  a
cold  winter boosted  the oil  price and  investors focused  on the  strong cash
generation of the major  companies. Those areas  exposed to industrial  activity
tended  to underperform,  especially those with  a high  exposure to Continental
Europe. The Paper &  Packaging sector was  particularly affected, with  Chemical
companies also underperforming. Utilities suffered from concerns over a possible
early  general  election  and  the  referral  of  two  electricity  bids  to the
Monopolies and Mergers Commission.

  Bonds outperformed the equity  market over the quarter,  with U.K. long  gilts
returning  5.7% in U.S.  dollar based terms.  This was despite  fears that there
would need to be  increased gilt issuance by  the government because the  budget
deficit  has  widened.  Offsetting  this  and  the  political  worries  were the
improving inflationary outlook and strength in global bond markets. The slowdown
in economic activity, demonstrated by the weak U.K. industrial production (which
decreased 0.9% in October), also aided relative performance.

  The Fund's and the FT-SE Actuaries All-Share Index sector weightings expressed
as a percentage of total equities held at December 31, 1995 are outlined below:

<TABLE>
<CAPTION>
                                                           % FT-SE
                                                          ACTUARIES
                                             % U.K.       ALL-SHARE
                                              FUND          INDEX
                                          ------------  --------------
<S>                                       <C>           <C>
Mineral Extraction......................       10.0            9.1
General Manufacturing...................       26.4           18.1
Consumer Goods..........................       19.7           19.6
Services................................       19.2           20.5
Utilities...............................       11.5           11.6
Finance.................................       13.2           17.5
Investment Trusts.......................        0.0            3.6
</TABLE>

                                       2
<PAGE>
ECONOMIC & MARKET OUTLOOK

  The recent 25 basis point cut in interest rates reflected the pressures on the
Chancellor of  the  Exchequer  to  relax monetary  policy,  because  of  current
economic  weakness  and a  need to  gain  popularity ahead  of the  next general
election.  While  these  factors  look  likely  to  persist,  we  believe   that
significant interest rate cuts are relatively unlikely given the difficulties in
controlling  the  budget deficit  as highlighted  by  the Budget  Statement. GDP
growth may be below the government's forecast with the shortfall caused by areas
exposed to Continental Europe. Consumer confidence ought to increase in 1996  as
the  benefits  of lower  mortgage rates  and  the reduction  in income  tax take
effect. Both the  housing market  and retail spending  are expected  to show  an
improvement.

  Given the slower rate of growth, expectations of future corporate profits have
been   trimmed  back,  although  margins  will  continue  to  benefit  from  the
cost-cutting measures implemented during the recession. Among those areas of the
economy most  affected  are  the  commodity  producers,  currently  experiencing
falling  prices  and  lower  volumes. Healthy  cash  generation  is  expected to
underpin strong dividend  growth and lead  to further share  buy-backs. The  low
cost  of borrowing also means that takeover  activity should remain a feature of
the market in 1996. A continuation  in corporate activity would help to  support
company  valuations and reduce some of the structural overcapacity in industries
such as Construction and Food Manufacturing. The budget is not expected to  have
a  significant impact  although consumer  confidence will  benefit from pay-outs
from building society takeovers and the  maturing of Tax Exempt Special  Savings
Accounts.

  The  U.K. equity market  is likely to  remain influenced by  movements in bond
markets, both in the U.K. and the U.S. We believe that the scope for  short-term
lower  interest rates in either  country in the near-term  is limited, given the
need to  finance budget  deficits. The  gilt  market and  sterling may  also  be
influenced by the political uncertainty associated with the approach of the next
general  election. In the longer-term, the use  of technology to cut costs and a
flexible global labor market suggests an optimistic scenario for world inflation
and a positive outlook for long-term interest rates.

  The long-term outlook  for the  U.K. economy remains  positive. Investment  in
manufacturing  remains strong allowing substantial productivity improvements and
greater flexibility.  Inflation  looks set  to  remain within  the  government's
target  range of  1-4%, suggesting  that an imminent  rise in  interest rates is
unlikely. With  this  background,  the medium-term  outlook  for  U.K.  equities
continues  to  be  positive. Worries  over  funding  the budget  deficit  in the
short-term, a  slowing  in  the  growth  of  corporate  profits  and  increasing
political uncertainty may keep the market relatively subdued.

                                       3
<PAGE>
- --------------------------------------------------------------------------------

                               PORTFOLIO SUMMARY
- --------------------------------------------------------------------------------

  The strategy during the quarter was to raise cash for new investments. We sold
the  holding in  the Internet  stock Unipalm Group  during the  offer from UUNet
Technologies. The  holding in  Smith (DS)  Holdings  was also  sold, as  it  was
expected  to underperform on concerns over customer destocking. We also sold the
greater part  of the  holding in  Bridon  ahead of  a substantial  shortfall  in
current  trading. Reductions  took place  in Royal  Doulton and  BICC where last
year's  profits  are  expected  to  fall  below  previous  expectations.   Small
reductions  also took  place in  Persona Group  and CPL  Aromas following strong
outperformance.

  The Fund's ten largest equity holdings as of December 29, 1995 were :

  STANDARD CHARTERED

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   548p
Prospective Earnings per share (to December 1996).......  48.7p
Prospective Earnings Multiple...........................  11.2x
</TABLE>

  Standard Chartered is a  UK-based banking group,  which is rapidly  recovering
following  a period of disappointing results. The Group has significant earnings
growth potential, based on UK economic  recovery and its strong presence in  the
fast  growth markets of the Asia Pacific  region and Africa. Although the shares
have performed well, they remain relatively modestly rated.

  SHELL TRANSPORT & TRADING

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   852p
Prospective Earnings per share (to December 1996).......  55.5p
Prospective Earnings Multiple...........................  15.4x
</TABLE>

  Shell  Transport  &  Trading  is  a  leading  oil  company  with   substantial
production,  refining and petrochemical activities. Profits from oil exploration
and production are expected to grow, helped by the recent recovery in the  crude
oil  price. Although some weakening has now  taken place in chemicals, growth is
expected to resume  in 1996. Cashflow  remains highly positive  which we  expect
will result in strong dividend progression for at least the next two years.

  GLAXO WELLCOME

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   915p
Prospective Earnings per share (to December 1996).......  57.4p
Prospective Earnings Multiple...........................  15.9x
</TABLE>

  Glaxo  Wellcome is a  leading international pharmaceuticals  company formed by
the takeover of Wellcome by Glaxo. There is substantial scope for cost reduction
through improving the productivity of  the research and development  activities.
Glaxo  recently received a boost from the end of a legal challenge to its Zantac
patents. It also  gained FDA approval  for the  use of 3TC  in combination  with
Zovirax  to treat HIV infection. With  other potentially interesting drugs under
development, profits should grow steadily over the next few years.

  GREAT UNIVERSAL STORES

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   684p
Prospective Earnings per share (to March 1997)..........  42.6p
Prospective Earnings Multiple...........................  16.1x
</TABLE>

  Great Universal Stores is a retail,  mail order, property and financial  group
with  a strong balance sheet and  consistent earnings record. Current trading in
the  mail  order  division  has  been   steady  and  there  are  still   further
rationalization  benefits  which  can  be achieved.  The  appointment  of  a new
chairman is expected to lead to further moves to increase shareholder value  and
the development of new growth areas.

                                       4
<PAGE>
  BRITISH PETROLEUM

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   539p
Prospective Earnings per share (to December 1996).......  39.9p
Prospective Earnings Multiple...........................  13.5x
</TABLE>

  British  Petroleum  ("BP")  is  a leading  international  oil  company  with a
substantial exploration  and production  profile. BP  has sold  its Marcus  Hook
refinery  in the  U.S. and  is planning to  cut additional  refinery capacity to
match  production  with  customer  demand.  Although  the  chemicals  operations
experienced  a slight  downturn in the  third quarter due  to destocking, strong
cashflow from the company will see a sharp reduction in the level of  borrowings
leading to the possibility of a share buy-back.

  EAST MIDLANDS ELECTRICITY

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   667p
Prospective Earnings per share (to March 1997)..........  68.0p
Prospective Earnings Multiple...........................   9.8x
</TABLE>

  East  Midlands Electricity  is one of  the few  remaining independent regional
electricity companies. It has recently announced  that it will be forming  three
divisions  to focus  on its  three main business  streams, which  will result in
significant reductions in central overhead costs. A special dividend of 120p per
share has been declared and the holding in National Grid Group has been demerged
to  shareholders.  East  Midlands  Electricity  remains  a  potential   takeover
candidate.

  POWERGEN

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   532p
Prospective Earnings per share (to March 1997)..........  60.7p
Prospective Earnings Multiple...........................   8.8x
</TABLE>

  PowerGen,  a leading power generator in England and Wales, continues to reduce
its costs. PowerGen has made a recommended offer for Midlands Electricity, which
will prepare the company  for the deregulated market  in 1998, although the  bid
has  currently been referred to the  Monopolies and Mergers Commission. PowerGen
is likely to continue its strong record of dividend growth.

  ABBEY NATIONAL

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   635p
Prospective Earnings per share (to December 1996).......  56.6p
Prospective Earnings Multiple...........................  11.2x
</TABLE>

  Abbey National provides  a comprehensive range  of domestic mortgage  finance,
personal  financial  services  and  treasury services.  It  is  Britain's second
largest mortgage lender and has  strengthened its position with the  acquisition
of Household Mortgage Corporation, a centralized mortgage lender. Abbey National
offers low risk exposure to the banking sector and is geared to an upturn in the
housing  market. It is a strong cash generator and has excellent dividend growth
prospects.

  WHITECROFT

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   199p
Prospective Earnings per share (to March 1997)..........  15.0p
Prospective Earnings Multiple...........................  13.3x
</TABLE>

  Whitecroft is  a  diversified  industrial group  with  interests  in  building
products,  commercial  lighting,  textiles  and  medical  cotton  fibre.  It has
recently completed a three year recovery phase and is now moving on to a  growth
trend  where acquisitions will play a significant part. It has recently acquired
a company which manufactures lighting for  the oil and gas industry and  further
growth both from new acquisitions and existing operations is anticipated.

  BRITISH AIRWAYS

<TABLE>
<S>                                                       <C>
Market Price as of 12/29/95.............................   466p
Prospective Earnings per share (to March 1997)..........  45.1p
Prospective Earnings Multiple...........................  10.3x
</TABLE>

  British Airways operates international and domestic scheduled air services. It
is  experiencing  strong  demand  for  passenger  and  freight  services  and is
benefiting from increased premium  passenger traffic. It has  a stake in  USAir,
which has recently announced a significant improvement in passenger volume.

                                       5
<PAGE>
- -----------------------------------------------
THE UNITED KINGDOM FUND INC.
STATEMENT OF INVESTMENTS
DECEMBER 31, 1995 (UNAUDITED)
<TABLE>
<CAPTION>
- ---------------------------------------------------------------
<C>        <S>                                      <C>
 SHARES                  DESCRIPTION                   VALUE
- ---------------------------------------------------------------
INVESTMENTS IN UNITED KINGDOM SECURITIES--
           91.8% OF NET ASSETS
           COMMON STOCKS--91.8%
           BANKS--12.1%
  200,000  Abbey National plc Ord 10p.............  $ 1,974,907
  150,000  Barclays plc Ord L1....................    1,721,057
  400,000  Standard Chartered plc Ord 25p.........    3,403,299
                                                    -----------
                                                      7,099,263
                                                    -----------
           BUILDING MATERIALS & MERCHANTS--6.7%
  250,000  BPB Industries plc Ord 50p.............    1,172,213
  101,000  Cape plc Ord 25p.......................      219,538
  300,000  Johnston Group plc Ord 10p.............    1,565,021
  250,000  Marley plc Ord 25p.....................      430,846
  400,000  Norcros plc Ord 25p....................      540,305
                                                    -----------
                                                      3,927,923
                                                    -----------
           CHEMICALS--2.8%
  250,000  Allied Colloids plc Ord 10p............      524,002
  200,000  Wardle Storeys plc Ord 10p.............    1,133,398
                                                    -----------
                                                      1,657,400
                                                    -----------
           DISTRIBUTORS--0.9%
  125,000  Persona Group plc Ord 5p...............      551,173
                                                    -----------
           DIVERSIFIED INDUSTRIALS--4.3%
   50,000  Charter plc Ord 2p (Regd.).............      669,947
  600,000  Whitecroft plc Ord 25p.................    1,853,804
                                                    -----------
                                                      2,523,751
                                                    -----------
           ELECTRICITY--7.8%
  200,000  East Midlands Electricity plc Ord 56
             9/11p................................    2,071,168
  142,600  National Grid Group plc Ord............      441,694
  250,000  PowerGen plc Ord 50p...................    2,066,898
                                                    -----------
                                                      4,579,760
                                                    -----------
           ELECTRONICS--3.6%
  240,000  Beales Hunter plc Ord 20p..............      819,773
  100,000  BICC plc Ord 50p.......................      428,518
  150,000  General Electric Co. plc Ord 5p........      826,759
                                                    -----------
                                                      2,075,050
                                                    -----------
           ENGINEERING-GENERAL--1.9%
  246,186  Ash & Lacy plc Ord 5p..................      672,722
  250,000  Bridon plc Ord 25p.....................      461,898
                                                    -----------
                                                      1,134,620
                                                    -----------
           ENGINEERING-VEHICLES--2.4%
  500,000  Lucas Industries plc Ord 25p...........    1,405,103
                                                    -----------
           FOOD PRODUCERS--6.5%
  280,000  Barr (AG) plc Ord 25p..................    1,447,644
  510,000  Canadian Pizza plc Ord 10p.............      585,951
  140,000  CPL Aromas plc Ord 10p.................      799,899
1,000,000  Finlay (James) plc Ord 25p.............      947,086
                                                    -----------
                                                      3,780,580
                                                    -----------
           HEALTH CARE--2.1%
  400,000  Scholl plc Ord 5p......................    1,204,817
                                                    -----------
           HOUSEHOLD GOODS--1.3%
  192,500  Royal Doulton plc Ord L1...............      738,222
                                                    -----------
           LEISURE & HOTELS--1.0%
  355,000  Inspirations plc Ord 10p...............      600,778
                                                    -----------

<CAPTION>
- ---------------------------------------------------------------
 SHARES                  DESCRIPTION                   VALUE
<C>        <S>                                      <C>
- ---------------------------------------------------------------
           OIL & GAS--10.6%
  200,000  British Gas plc Ord 25p................  $   788,721
  250,000  British Petroleum plc Ord 25p..........    2,092,128
  250,000  Shell Transport & Trading plc Ord 25p
             (Regd.)..............................    3,307,038
                                                    -----------
                                                      6,187,887
                                                    -----------
           PHARMACEUTICALS--3.6%
  150,000  Glaxo Holdings plc Ord 25p.............    2,130,943
                                                    -----------
           RETAILERS-FOOD--3.5%
   53,000  Greggs plc Ord 20p.....................      948,778
  450,000  Nurdin & Peacock plc Ord 10p...........    1,068,965
                                                    -----------
                                                      2,017,743
                                                    -----------
           RETAILERS-GENERAL--9.1%
  200,000  Great Universal Stores plc Ord 25p.....    2,127,062
  100,000  Kingfisher plc Ord 25p.................      841,509
  175,000  Menzies (John) plc Ord 25p.............    1,717,175
  100,000  Smith (WH) Group plc Ord 50p...........      658,302
                                                    -----------
                                                      5,344,048
                                                    -----------
           SPIRITS, WINES & CIDERS--0.6%
  185,000  Merrydown plc Ord 25p..................      333,188
                                                    -----------
           TEXTILES & APPAREL--3.5%
  350,000  French plc Ord 10p.....................      369,519
  165,000  Shiloh plc Ord 25p.....................      251,055
1,005,000  Sirdar plc Ord 25p.....................    1,451,137
                                                    -----------
                                                      2,071,711
                                                    -----------
           TOBACCO--3.0%
  200,000  BAT Industries plc Ord 25p.............    1,762,201
                                                    -----------
           TRANSPORT--3.1%
  250,000  British Airways plc Ord 25p............    1,808,779
                                                    -----------
           WATER--1.4%
  100,000  South West Water plc Ord L1............      810,457
                                                    -----------
           Total Common Stocks
             (cost $41,845,899)...................   53,745,397
                                                    -----------
UNITED STATES SHORT-TERM INVESTMENT--
           0.2% OF NET ASSETS
<CAPTION>
PRINCIPAL
 AMOUNT
(000)
<C>        <S>                                      <C>
   US$101  Federated Trust for Short-term U.S.
             Government Securities (cost
             $100,625)-- 0.2%.....................      100,625
                                                    -----------
           Total Investments (cost $41,946,524)--
             92.0%................................   53,846,022
                                                    -----------
           Cash and other assets in excess of
             liabilities--8.0%....................    4,653,554
                                                    -----------
           NET ASSETS--100.0%.....................  $58,499,576
                                                    -----------
                                                    -----------
           NUMBER OF SHARES ISSUED AND
             OUTSTANDING..........................    4,011,655
                                                    -----------
                                                    -----------
           NET ASSET VALUE PER SHARE..............
                                                         $14.58
                                                    -----------
                                                    -----------
</TABLE>

                                       6
<PAGE>
- --------------------------------------------------------------------------------
THE UNITED KINGDOM FUND INC.
QUARTERLY RESULTS OF OPERATIONS* (UNAUDITED)
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                           NET REALIZED AND
                                                              UNREALIZED
                                         NET INVESTMENT     GAIN/(LOSS) ON
                         INVESTMENT                        INVESTMENTS AND
                                                            POUND STERLING
                           INCOME        INCOME/ (LOSS)      TRANSACTIONS
                       ---------------   ---------------   ----------------   NET ASSET VALUE   MARKET VALUE**
                                 PER               PER                PER     ---------------   ---------------
    QUARTER ENDED      TOTAL    SHARE    TOTAL    SHARE     TOTAL    SHARE     HIGH     LOW      HIGH     LOW     VOLUME**
- ---------------------  ------   ------   ------   ------   -------   ------   ------   ------   ------   ------   --------
<S>                    <C>      <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>      <C>
June 30, 1995........  $  512   $ 0.13   $  316   $ 0.08   $ 1,708   $ 0.43   $13.96   $13.10   $11.75   $10.75    434,900
September 30, 1995...     568     0.14      339     0.08     4,167     1.04    14.87    14.08    12.50    10.75    608,400
December 31, 1995....     932     0.23      771     0.19      (120)   (0.03)   14.93    14.40    13.25    11.75    414,200
                       ------   ------   ------   ------   -------   ------
                       $2,012   $ 0.50   $1,426   $ 0.35   $ 5,755   $ 1.44
                       ------   ------   ------   ------   -------   ------
                       ------   ------   ------   ------   -------   ------
June 30, 1994........  $  378   $ 0.09   $  198   $ 0.05   $  (833)  $(0.21)  $12.68   $11.98   $12.000  $10.250   481,500
September 30, 1994...     514     0.13      309     0.08     3,505     0.88    13.48    12.16    11.750   10.500   516,300
December 31, 1994....   1,187     0.30      993     0.24      (605)   (0.15)   13.64    12.75    11.875   10.500   748,300
March 31, 1995.......     297     0.07      119     0.03     1,608     0.40    13.18    12.49    11.000   10.500   433,900
                       ------   ------   ------   ------   -------   ------
                       ------   ------   ------   ------   -------   ------
                       $2,376   $ 0.59   $1,619   $ 0.40   $ 3,675   $ 0.92
                       ------   ------   ------   ------   -------   ------
                       ------   ------   ------   ------   -------   ------
June 30, 1993........  $  240   $ 0.06   $   68   $ 0.02   $   714   $ 0.18   $11.36   $10.75   $10.875  $ 9.500   713,700
September 30, 1993...     531     0.13      355     0.08     2,605     0.65    12.04    10.50    12.125   10.500   576,300
December 31, 1993....     155     0.04      (33)  --         4,688     1.17    12.91    11.58    13.875   10.625   734,200
March 31, 1994.......     460     0.12      288     0.07    (2,200)   (0.55)   13.68    12.31    13.875   10.375   904,100
                       ------   ------   ------   ------   -------   ------
                       ------   ------   ------   ------   -------   ------
                       $1,386   $ 0.35   $  678   $ 0.17   $ 5,807   $ 1.45
                       ------   ------   ------   ------   -------   ------
                       ------   ------   ------   ------   -------   ------
</TABLE>

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

 * Totals  expressed in  thousands of dollars  except per share  amounts and New
   York Stock Exchange trading volume of the Fund's common stock.

** As reported on the New York Stock Exchange.

                                       7
<PAGE>
       ------------------------------------------------------------------

DIRECTORS AND OFFICERS

<TABLE>
<S>        <C>
           ANTHONY M. SOLOMON, Chairman of the Board and
            Director
           RICHARD J. OLDFIELD, President
           GEORGE F. BENNETT, Director
           LIVIO BORGHESE, Director
*          SIR ARTHUR BRYAN, Director
           PETER STORMONTH DARLING, Director
           LEON LEVY, Director
*          J. MURRAY LOGAN, Director
*          JAMES S. MARTIN, Director
           JAMES M. DONALD, Vice President, Treasurer and
            Assistant Secretary
           STEVEN GOLANN, Senior Vice President, Secretary and
            Assistant Treasurer
           THADDEA M. FELDMAN, Assistant Secretary
</TABLE>

* Member of the Audit Committee

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

EXECUTIVE OFFICES--
245 Park Avenue
15th Floor
New York, New York 10167
(For latest net asset value and market data, please
call (212) 272-2323; regarding shareholder inquiries
and requests for Fund reports, please call
1-800-524-4468.)

INVESTMENT MANAGER--
Mercury Asset Management International (Channel
Islands) Ltd.
Forum House, Grenville Street
St Helier, Jersey JE4 8RL
Channel Islands

INVESTMENT ADVISER--
Mercury Asset Management International Ltd.
33 King William Street
London EC4R 9AS
England

ADMINISTRATOR--
Bear Stearns Funds Management Inc.
245 Park Avenue
New York, New York 10167

CUSTODIAN--
Custodial Trust Company
101 Carnegie Center
Princeton, New Jersey 08540

TRANSFER AGENT AND REGISTRAR--
The Bank of New York
Shareholder Relations Department-11E
P.O. Box 11258
Church Street Station
New York, New York 10286

LEGAL COUNSEL--
Davis Polk & Wardwell
450 Lexington Avenue
New York, New York 10017

INDEPENDENT AUDITORS--
Ernst & Young LLP
787 Seventh Avenue
New York, New York 10019

 THIS  REPORT, INCLUDING THE STATEMENT OF  INVESTMENTS AND QUARTERLY RESULTS OF
 OPERATIONS, IS TRANSMITTED TO THE SHAREHOLDERS OF THE UNITED KINGDOM FUND INC.
 FOR THEIR INFORMATION. THE FINANCIAL INFORMATION INCLUDED HEREIN IS TAKEN FROM
 THE RECORDS OF THE FUND WITHOUT  AUDIT BY THE FUND'S INDEPENDENT AUDITORS  WHO
 DO  NOT EXPRESS  AN OPINION  THEREON. THIS  IS NOT  A PROSPECTUS,  CIRCULAR OR
 REPRESENTATION INTENDED FOR USE IN THE PURCHASE  OF SHARES OF THE FUND OR  ANY
 SECURITIES MENTIONED IN THIS REPORT.

 NOTICE  IS HEREBY  GIVEN IN  ACCORDANCE WITH  SECTION 23(C)  OF THE INVESTMENT
 COMPANY ACT OF 1940 THAT THE FUND  MAY PURCHASE AT MARKET PRICES FROM TIME  TO
 TIME SHARES OF ITS COMMON STOCK IN THE OPEN MARKET.

 COMPARISONS  BETWEEN  CHANGES IN  THE  FUND'S NET  ASSET  VALUE PER  SHARE AND
 CHANGES IN THE FINANCIAL TIMES ACTUARIES ALL- SHARE INDEX SHOULD BE CONSIDERED
 IN LIGHT OF THE FUND'S  INVESTMENT POLICY AND OBJECTIVES, THE  CHARACTERISTICS
 AND  QUALITY OF THE FUND'S INVESTMENTS, THE SIZE OF THE FUND AND VARIATIONS IN
 THE U.S. DOLLAR/POUND STERLING EXCHANGE RATE.
<PAGE>
                  -------------------------------------------
                         SUMMARY OF GENERAL INFORMATION
                    ---------------------------------------

THE FUND
  The  United  Kingdom  Fund  Inc.  is  a  diversified,  closed-end   management
investment  company  whose shares  trade  on the  New  York Stock  Exchange. Its
investment objective  is  long-term  capital  appreciation  through  investments
primarily  in  United Kingdom  equities. The  Fund is  managed by  Mercury Asset
Management International (Channel  Islands) Ltd., relying  on investment  advice
from Mercury Asset Management International Ltd.

SHAREHOLDER INFORMATION
  Daily  market prices for the Fund's shares are published in the New York Stock
Exchange Composite Transactions section of newspapers under the designation "Utd
KingFd" or "UKing". The  Fund's New York Stock  Exchange trading symbol is  UKM.
Weekly  comparative net asset value (NAV) and market price information about the
Fund shares are published each Monday in  THE WALL STREET JOURNAL, THE NEW  YORK
TIMES,  and BARRON'S as well  as other newspapers in  a table called "Closed End
Funds".

  Shareholders interested in receiving the quarterly newsletter entitled "Closed
End Fund Focus" should call 1-800-543-6217  or 1-212-888-6941 and request to  be
placed on the mailing list or send a request by mail to the Fund's address.

DIVIDEND REINVESTMENT PLAN-- SUMMARY
  An  automatic Dividend Reinvestment Plan  is available to provide shareholders
with  automatic  reinvestment  of  their  dividend  income  and  capital   gains
distributions  in  additional  shares of  the  Fund's common  stock.  A brochure
describing the Plan is available from the  Plan Agent, The Bank of New York,  by
calling: 1-800-432-8224.

  If  you wish  to participate  and your shares  are held  in your  own name, no
action is required on your part. However, if your shares are held in the name of
a brokerage firm,  bank or other  nominee, you should  instruct your nominee  to
participate in the Plan on your behalf. If your nominee is unable to participate
on your behalf you should request to register your shares in your own name which
will enable you to participate in the Plan.

                                     [LOGO]

                          THE UNITED KINGDOM FUND INC.

                                QUARTERLY REPORT

                               DECEMBER 31, 1995


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