BABSON STEWART IVORY INTERNATIONAL FUND INC
N-30B-2, 1995-08-24
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Babson
Stewart 
Ivory
International
	Fund
Annual Report
June 30, 1995

MESSAGE 
To Our Shareholders
At June 30, 1995 the net asset value of Babson-Stewart Ivory International 
Fund was $15.96, representing a total return (price change and reinvested 
distributions) of 3.59% for the quarter, and 2.54% for the fiscal year. 
Comparisons against the unmanaged Morgan Stanley Capital International (MSCI) 
EAFE and other indices are as follows:
			      Investment Results - Total Return
				  Periods Ended 6/30/95
			      Second Quarter  Previous Twelve
				   1995            Months
BSIIF                             3.59%             2.54%
MSCI EAFE* Index**                0.80%             1.95%
MSCI World Index**                4.40%            11.20%
S&P 500 Index**                   9.53%            26.03%
Lipper International Funds
	(avg. 263 funds)          4.04%             1.19%
*Europe, Australia, Far East
**unmanaged

The portfolio's performance in Australia, Japan and the UK was ahead of local 
indices, but behind in Continental Europe, Asia (ex-Japan) and Latin America. 
Overall performance was ahead of the EAFE index, primarily because of our 
underweighted position in Japan. In Continental Europe performance suffered 
from a lack of exposure to the larger electronic stocks, which rose strongly 
as a result of their growing dominance of the world cellular phone industry. 

Portfolio activity during the quarter included net 
equity purchases of $341,055, and the portfolio's cash position increased 
from 2.3% to 4.5%, largely reflecting new cash inflows. 

The most significant developments during the quarter were a slowdown in 
economic growth in both the U.S. and Japan (the latter after only a few months 
of recovery). The 5.1% growth rate in the U.S. in the final quarter of 1994 
was clearly not sustainable, but the pace of deceleration (to 2.7% in the 
first quarter and near zero in the second) has been more rapid than expected. 
Market reaction has not been terribly negative, with the focus on the prospect 
of diminishing inflationary pressures, and on lower interest rates as the 
government responds by relaxing monetary policy. Many investors have viewed 
the situation as a short-term inventory-led adjustment, with economic growth 
returning to a 2-3% per annum later in the year. The Federal Reserve's 0.25% 
cut in overnight interest rates in early July seemed to confirm this 
expectation. 

The same sort of situation may exist in Japan, and the positive response to 
the unexpected easing of monetary policy several weeks ago by the Bank of 
Japan highlights the danger of being excessively pessimistic towards the 
Japanese market. However, in the last quarter that market was under downward 
pressure from a number of adverse influences, notably the evidence of a 
slowing economy. With many companies showing only a few months recovery in 
earnings after four years of decline, the prospect of an aborted take-off for 
the economy is not reassuring. The economic news was not completely negative, 
however, with pockets of growth in consumer electronics and household goods, 
stronger machine tool and machinery order rates, and surprising strength in 
exports in spite of the strong yen. We retain only a small exposure to the 
financial sector of the Japanese market, but an above-index weighting in the 
technology and retail areas, where we believe economic recovery will be 
concentrated.

Growth in Europe seems to have been maintained at previous levels, but there 
is evidence of a slowdown in the making, with weaker consumer spending and 
slowing imports. Economic growth in Germany is moderating, but not sufficiently 
to provoke further monetary easing. In France, there seems to be a 
continuation of the previous government's commitment to reducing the budget 
deficit, and only modest job creation measures. In the UK, however, Prime 
Minister Major's reelection (by his own party) may bring pressure for tax 
cuts to restore the Conservatives' lackluster showing by 1997, in time for 
the next regular election.

The smaller Pacific economies continue to grow at an above-average rate, with 
confidence returning to stock markets after a decline of the previous quarter 
and calendar 1994. Fears persist about inflationary pressures in China, and 
the impact of Hong Kong's real estate weakness on company earnings. There is 
also concern that the growing new issue calendar in the capital-hungry parts 
of the region (notably Malaysia and Indonesia) will affect the supply/demand 
picture for investment in the region as a whole.

With local investors cautious as a result of political fears or institutional 
pressures, market movements seemed to have been dictated more by the 
preferences of the international investor, who is driven by different 
influences, and can have a dramatic effect on relatively illiquid markets. 
In these circumstances the larger market leaders, which have the capacity to 
absorb foreign buying, can be the main beneficiaries in the short term, with 
the local investors later seeking out unrecognized value in smaller stocks. 
We will remain opportunistic for such buying opportunities.

Thank you for your continuing interest in Babson-Stewart Ivory International 
Fund. 

Sincerely,

LARRY D. ARMEL
Larry D. Armel
President

<PAGE>

Babson-Stewart Ivory International Fund versus Morgan Stanley Capital 
International EAFE Index
Babson-Stewart Ivory International Fund's average annual compounded total 
returns for one year, five years 
and the life of the Fund (inception December 7, 1987) as of June 30, 1995, 
were 2.54%, 6.68% and 8.85%, respectively. Performance data contained in this 
report is for past periods only. Past performance is not predictive of future 
performance. Investment return and share value will fluctuate, and redemption 
value may be more or less than original cost.  

<PAGE>

STATEMENT OF NET ASSETS
June 30, 1995

Shares     Company AND DESCRIPTION                         COST    Market Value
COMMON STOCKS - 95.22%
AUSTRALIA - 4.45%
 95,469  Brambles
	  (Transport, plant services)                   $  925,171 $   905,157
165,000  CSR
	  (Building materials/base metals)                 521,339     515,991
 61,033  Lend Lease
	  (Real estate)                                    643,269     779,938
123,750  Western Mining
	  (Diversified base metals)                        649,839     681,636
							 2,739,618   2,882,722
BELGIUM - 1.53%
  3,550  Colruyt
	  (Food retailer)                                  603,303     985,903
BRAZIL - 0.42%
 24,000  Usiminas
	  (Steel producer)                                 383,875     273,120
CHILE - 0.54%
  9,500  Genesis Chile Fund
	  (Investment in Chile)                             87,638     346,750
DENMARK - 1.46%
 10,000  Sophus Berendsen
	  (Environmental, industrial services)             592,081     942,505
FRANCE - 6.79%
  1,800  Carrefour
	  (Food retailer)                                  720,781     922,021
  5,000  Castorama Dubois                                           
	  (DIY retailer)                                   753,556     828,644
  2,585  Comptoirs Modernes
	  (Food retailer)                                  538,955     796,606
  9,500  Guilbert
	  (Office supplies, paper)                         675,878     951,704
  8,000  SEB
	  (Electrical appliances)                          681,497     888,834
							 3,370,667   4,387,809
  GERMANY - 5.13%
  1,800  Buderus*
	  (Heating systems)                                936,209     865,572
  1,680  Linde
	  (Engineering)                                    880,856     996,167
  1,000  Plettac
	  (Scaffolding)                                    534,665     614,650
  1,100  Rheinelektra
	  (Electric utility, machinery)                    812,275     843,156
							 3,164,005   3,319,545
HONG KONG - 4.41%
1,201,625 CDL Hotels
	   (Regional hotel group)                          441,567     586,231
2,000,000 Gold Peak*
	   (Batteries)                                     741,940     852,956
  250,000 Johnson Electric
	   (Micro-motors)                                  556,146     504,019
  350,000 Shaw Bros.
	   (T.V. network, film production 
	   and distribution)                               351,650     327,936
  960,000 South China Morning Post
	   (Publishing)                                    535,025     576,908
							 2,626,328   2,848,050
INDONESIA - 0.59%
   10,000 Indosat
	   (Telecommunications)                            383,065     382,500
IRELAND - 1.03%
  100,000 Kerry Group
	   (Food manufacturer)                             560,245     664,069
ITALY - 2.87%
   25,000 Luxottica
	   (Eyeglass frames)                               659,815     928,125
   28,000 Industrie Natuzzi
	   (Furniture manufacturer)                        802,268     927,500
							 1,462,083   1,855,625
JAPAN - 30.94%
   44,000 Amada Metrecs
	   (Machine tools, robotics)                       717,282     565,866
    8,600 Autobacs Seven
	   (Auto repair shops)                             790,782     837,119
   37,000 Canon Sales
	   (Distribution of Canon products)                904,211   1,025,898
  117,000 Daicel Chemical
	   (Chemicals, plastics)                           696,184     599,115
   63,000 Hitachi Metals
	   (Specialty metals)                              826,292     706,896
   34,000 Hoya
	   (Optical/electronic products)                   849,299   1,002,891
   28,000 Kato Denki
	   (Electrical appliance retailer)                 502,600     677,246
    9,000 Keyence
	   (Sensors)                                       765,911   1,008,790
   93,000 Komatsu
	   (Construction machinery)                        763,098     709,940
   68,000 Kurimoto
	   (Cast iron pipes)                               775,022     717,267
   12,000 Kyocera
	   (Electronic components)                         872,326     988,260
   37,000 Mori Seiki*
	   (Machine tools)                                 634,467     659,194
   15,000 Murata
	   (Electronic components)                         432,895     568,108
   69,000 NGK Spark Plug
	   (Spark plugs, ceramic packaging)                587,369     765,265
   10,000 Nichiei*
	   (Consumer finance)                              656,348     617,073
  105,000 NTN
	   (Bearings)                                      733,227     619,432
   24,000 Nissen*
	   (Mail order retail)                             657,982     722,081
   26,400 Rinnai
	   (Gas appliances)                                689,384     585,594
   13,000 Rohm*
	   (Semiconductors)                                667,155     671,819
   10,000 Seven Eleven
	   (Convenience stores)                            584,717     716,182
JAPAN (Continued)
   15,000 Sony
	   (Consumer electronics)                          854,252     720,311
   76,000 Sumitomo Marine & Fire
	   (Fire & casualty insurance)                     679,980     603,481
   90,000 Sumitomo Warehouse
	   (Warehousing, transport)                        682,809     544,747
   70,000 SxL
	   (Housebuilder)                                  815,323     752,404
   65,000 Topre
	   (Automotive steel)                              417,605     475,488
   97,000 Toshiba
	   (Integrated electronics)                        552,063     614,583
   22,000 Tostem
	   (Aluminum window frames)                        748,284     677,482
   24,800 Xebio
	   (Apparel, sportswear)                           766,006     848,564
							19,622,873  20,001,096
KOREA - 1.04%
   18,000 Korea Electric Power
	   (Electric utility)                              441,286     674,184
MALAYSIA - 1.23%
  240,000 Perlis Plantations
	   (Trading, mining, agriculture)                  570,831     797,375
NETHERLANDS - 5.69%
   25,000 KPN
	   (Postal, telecom services)                      864,359     898,677
    4,200 Otra
	   (Technology wholesalers)                        658,349     879,574
   15,000 Polygram
	   (Recorded music)                                583,213     885,770
   11,500 Wolters Kluwer
	   (Publisher)                                     551,644   1,014,553
							 2,657,565   3,678,574
NEW ZEALAND - 0.80%
   90,000 Wilson & Horton
	   (Newspapers)                                     410,018    514,440
SINGAPORE - 3.08%
  140,000 Robinson
	   (Department store)                               596,894    576,029
  120,000 Trans-Island Bus Services
	   (Bus transport)                                  102,029    326,297
  800,000 Utd Industrial
	   (Real estate)                                    784,066    772,809
  160,000 United Overseas Land
	   (Real estate)                                    232,415    317,138
							  1,715,404  1,992,273
SPAIN - 1.11%
   30,000 Continente Centros Commerciales
	   (Hypermarket)                                    620,889    720,743
SWEDEN - 2.28%
   45,000 Arjo
	   (Healthcare services)                            733,051    396,089
   35,000 Astra
	   (Pharmaceuticals)                                732,525  1,080,648
							  1,465,576  1,476,737
SWITZERLAND - 4.02%
    3,000 Fust
	   (Household appliances)                           507,860    872,775
    1,800 Phoenix Meccano
	   (Customized electric casings)                    344,876    742,510
    1,400 Sandoz
	   (Pharmaceuticals and chemicals)                  727,459    982,371
							  1,580,195  2,597,656   
UNITED KINGDOM - 15.81%
  120,000 Argos
	   (Mail order, retail)                             659,935    824,559
  150,000 Bowthorpe
	   (Electronics components, instruments)            660,440    885,160
  190,000 British Sky Broadcast*
	   (Satellite TV broadcasting)                      776,126    829,569
  104,324 Cadbury Schweppes
	   (Food, soft drinks)                              690,789    761,647
UNITED KINGDOM (Continued)
  102,000 Electrocomponents Ents
	   (Electronics)                                    784,763    973,437
   72,000 Granada
	   (Hotels, leisure)                                434,919    698,584
  161,000 Hays
	   (Business services)                              698,885    806,665
  237,000 MacFarlane
	   (Printing, packaging)                            402,048    738,858
  103,000 Marks & Spencer
	   (Retail)                                         649,981    661,874
  343,000 Morrison Supermarket
	   (Supermarkets)                                   697,348    804,716
   38,000 Reed International*
	   (Publishing)                                     523,035    533,704
  103,000 Reuters
	   (News service)                                   766,222    857,651
   93,000 SmithKline Beecham
	   (Pharmaceuticals)                                775,434    841,689
							  8,519,925 10,218,113

TOTAL COMMON STOCKS - 95.22%                             53,577,470 61,559,789

Short-Term Investments - 3.66%                            2,335,981  2,364,466
TOTAL INVESTMENTS - 98.88%                            $  55,913,451 63,924,255

Other assets less liabilities - 1.12%                                  722,644)
TOTAL NET ASSETS - 100.00%
	(equivalent to $15.96 per share; 
	10,000,000 shares of 
$1.00 par value capital shares authorized; 
4,051,764 shares outstanding)                         $  64,646,899

For federal income tax purposes, the identified cost of investments owned at 
June 30, 1995 was $56,309,232.

Net unrealized appreciation for federal income tax purposes was $7,615,023, 
which is comprised of 
unrealized appreciation of $9,485,144 and unrealized depreciation of 
$1,870,121.

*Securities on which no cash dividends were paid during the preceding year.

See accompanying Notes to Financial Statements.

<PAGE>

STATEMENT OF ASSETS
AND LIABILITIES
June 30, 1995

ASSETS:
 Investments, at market value (identified cost $55,913,451)      $  63,924,255
 Dividends receivable                                                  216,602
 Receivable for investments sold                                       660,246
 Foreign tax receivable                                                 87,778
   Total assets                                                     64,888,881
LIABILITIES AND NET ASSETS:
 Cash overdraft                                                         12,296
 Payable for investments purchased                                     151,117
 Accrued expenses                                                       45,630
 Foreign tax withholding liability                                      32,939
   Total liabilities                                                   241,982

NET ASSETS                                                       $  64,646,899

NET ASSETS CONSIST OF:
 Capital (capital stock and paid-in capital)                     $  56,867,610
 Accumulated undistributed income (loss):
  Undistributed net investment income                                   56,351
  Accumulated net realized loss from investments and
    foreign currency transactions                                     (298,404)
  Net unrealized appreciation on investments and 
    translation of assets and 
    liabilities in foreign currencies                                8,021,342

NET ASSETS APPLICABLE TO OUTSTANDING SHARES                      $  64,646,899

Capital shares, $1.00 par value
	Authorized                                                  10,000,000

	Outstanding                                                  4,051,764

NET ASSET VALUE PER SHARE                                       $        15.96

See accompanying Notes to Financial Statements.

<PAGE>

STATEMENT OF OPERATIONS
Year Ended June 30, 1995

INVESTMENT INCOME:
 Income:
   Dividends (net of foreign taxes withheld)                 $       1,329,427
   Interest                                                             82,519
   Foreign exchange loss                                               (34,633)
								     1,377,313
 Expenses:
   Custodian fees                                                      158,250
   Registration fees                                                    38,325
   Management fees (Note 3)                                            539,821
								       736,396
     Net investment income                                             640,917

REALIZED AND UNREALIZED GAIN ON INVESTMENTS 
AND FOREIGN CURRENCY (Note 1):

  Net realized gain (loss) from:
    Investments                                                       (318,400)
    Foreign currency transactions                                    1,402,664
  Net increase (decrease) in unrealized appreciation on:
    Investments                                                        (35,494)
    Translation of assets and liabilities in foreign currencies         15,545
    Net realized and unrealized gain from investments and 
    foreign currency                                                 1,064,315
    Increase in net assets resulting from operations         $       1,705,232

See accompanying Notes to Financial Statements.

<PAGE>

STATEMENTS OF CHANGES
IN NET ASSETS
For The Two Years Ended June 30, 1995   
		
		
							1995           1994    
INCREASE IN NET ASSETS FROM OPERATIONS:
  Net investment income                             $   640,917   $    139,428
  Net realized gain from investments and foreign 
    currency transactions                             1,084,264      2,782,299
  Net increase (decrease) in unrealized appreciation 
    on investments and translation of assets and                    
    liabilities in foreign currencies                   (19,949)     4,508,984
      Net increase in net assets resulting 
	from operations                               1,705,232      7,430,711
DISTRIBUTIONS TO SHAREHOLDERS FROM:*
  Net investment income                                (666,630)       (97,129)
  Net realized gain from investment transactions     (2,304,439)    (1,536,425)
    Total distributions to shareholders              (2,971,069)    (1,633,554)
INCREASE FROM CAPITAL SHARE TRANSACTIONS:
  Proceeds from 3,240,782 and 1,401,492 shares sold  51,468,851     22,456,928
  Net asset value of 173,600 and 94,716 shares issued 
    for reinvestment of distributions                 2,673,863      1,536,663
						     54,142,714     23,993,591
    Cost of 2,251,582 and 917,391 shares redeemed   (35,632,490)   (14,668,048)
    Net increase from capital share transactions     18,510,224      9,325,543
    Total increase in net assets                     17,244,387     15,122,700

NET ASSETS:
  Beginning of year                                  47,402,512     32,279,812
  End of year (including undistributed net 
    investment income of $56,351 in 1995 
    and $68,175 in 1994)                     $       64,646,899  $  47,402,512

*Distributions to shareholders:
  Income dividends per share                 $             .17   $       .0358
  Capital gains distribution per share       $             .67   $       .5750

See accompanying Notes to Financial Statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES:
The Fund is registered under the Investment Company Act of 1940, as amended, 
as a diversified open-end management investment company. The following is a 
summary of significant accounting policies consistently followed by the Fund 
in the preparation of its financial statements.

Investments - Common stocks are valued at the latest sales price or mean 
between the bid and asked price on the last business day of the period as 
reported by the principal securities exchange on which traded or, if no sale 
was reported on that date, at the mean between the latest reported bid and 
asked prices. Common stocks traded over-the-counter are valued at the mean 
between the last reported bid and asked prices. Investment transactions are 
recorded on the trade date. Dividend income is recorded on the ex-dividend 
date and interest income is recorded on the accrual basis net of unrecoverable 
foreign taxes withheld at the applicable country rates. Distributions to 
shareholders are recorded on the ex-dividend dates. Realized gains and losses 
from investment transactions and unrealized appreciation and depreciation of 
investments are reported on the identified cost basis. 

The investments of the Fund are subject to the risk of restrictions imposed 
by foreign governments and to political or economic uncertainties. 

Federal and State Taxes -  The Fund's policy is to comply with the 
requirements of the Internal Revenue Code applicable to regulated investment 
companies and to distribute all of its taxable income to its shareholders. 
Therefore, no provision for federal or state tax is required.

Foreign Currency Translation - All assets and liabilities expressed in 
foreign currencies are converted into U.S. dollars at the exchange rate last 
quoted by a major bank in London on the last business day of the period. The 
cost of portfolio securities is translated at the rates of exchange 
prevailing when acquired. Income is translated at the rate of exchange on 
the ex-dividend date. The resulting transaction exchange gain or loss has 
been included in the results of operations with the type of transaction 
giving rise to the gain or loss.

2. PURCHASES AND SALES OF SECURITIES:
The aggregate amounts of security transactions (exclusive of short-term 
investments and currency transactions) during the year ended June 30, 1995, 
were as follows:
	Purchases               $       36,086,921
	Proceeds from sales             21,342,734

3. MANAGEMENT FEES:
Management fees, which include all normal expenses of the Fund other than 
taxes, fees and other charges of governmental agencies (including State and 
Federal registration fees), dues, interest, brokerage commissions, fees for 
pricing services, custodian fees and any extraordinary costs, are paid to 
Jones & Babson, Inc., an affiliated company. These fees are based on average 
daily net assets of the Fund at the annual rate of 95/100 of 1% (0.95%).

A partnership formed by David L. Babson & Co. Inc. and Stewart Ivory & 
Company, Ltd. is the investment counsel of the Fund. The investment counsel 
of the Fund is compensated by Jones & Babson, Inc. at an annual rate of 
475/1000 of 1% (0.475%) of the average daily total net assets of the Fund.

Certain officers and/or directors of the Fund are also officers and/or 
directors of Jones & Babson, Inc., David L. Babson & Co. Inc. and/or Stewart 
Ivory & Company, Ltd.

4. RECLASSIFICATION OF UNDISTRIBUTED NET 
INVESTMENT INCOME:
During the year ended June 30, 1995, $13,889 was reclassified from capital 
stock to undistributed net investment income. Net investment income and net 
assets were not affected by this change.

<PAGE>
<TABLE>

FINANCIAL HIGHLIGHTS

The following table sets forth information as to capital and income changes 
for a share outstanding for each of the five years in the period ended 
June 30, 1995:                                      
<CAPTION>
						 1995    1994    1993    1992    1991
<S>                                             <C>     <C>     <C>     <C>     <C>         
Net asset value, beginning of year              $16.41  $13.97  $13.68  $11.65  $13.18

Income from investment operations:
  Net investment income                           0.16    0.05    0.11    0.13    0.13
  Net gains or losses on securities and 
    foreign currency transactions
    (both realized and unrealized)                0.23    3.01    0.30    2.03   (1.39)
    Total from Investment Operations              0.39    3.06    0.41    2.16   (1.26)

Less distributions:
  Dividends from net investment income           (0.17)  (0.04)  (0.09)  (0.13)  (0.12)
  Distributions from capital gains               (0.67)  (0.58)  (0.03)     _*   (0.15)
    Total Distributions                          (0.84)  (0.62)  (0.12)  (0.13)  (0.27)
Net asset value, end of year                    $15.96  $16.41  $13.97  $13.68  $11.65

Total Return                                       3%      22%     3%      19%    (10%)


Ratios/Supplemental Data

Net assets, end of year (in millions)           $   65  $   47  $   32  $   18  $   12
Ratio of expenses to average net assets           1.30%   1.32%   1.57%   1.58%   1.75%
Ratio of net investment income to average 
  net assets                                      1.13%   0.34%   0.88%   1.16%   1.10%
Portfolio turnover rate                             37%     60%     49%     44%     52%

</TABLE>

*Capital gain distribution of .0003 not significant for per share table.

See accompanying Notes to Financial Statements.

<PAGE>

REPORT OF INDEPENDENT
PUBLIC ACCOUNTANTS

To the Shareholders and Board of Directors of
Babson-Stewart Ivory International Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, 
including the statement of net assets, of Babson-Stewart Ivory International 
Fund, Inc. (a Maryland corporation), as of June 30, 1995, and the related 
statement of operations for the year then ended, the statements of changes 
in net assets for each of the two years in the period then ended, and the 
financial highlights for each of the five years in the period then ended. 
These financial statements and financial highlights are the responsibility of 
the Fund's management. Our responsibility is to express an opinion on these 
financial statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and 
financial highlights are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and disclosures 
in the financial statements and the financial highlights. Our procedures 
included confirmation of securities owned as of June 30, 1995, by 
correspondence with the custodian and brokers. An audit also includes 
assessing the accounting principles used and significant estimates made by 
management, as well as evaluating the overall financial statement and the 
financial highlights presentation. We believe that our audits provide a 
reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred 
to above present fairly, in all material respects, the financial position of 
the Babson-Stewart Ivory International Fund, Inc. as of June 30, 1995, the 
results of its operations for the year then ended, the changes in its net 
assets for each of the two years in the period then ended, and the financial 
highlights for each of the five years in the period then ended in conformity 
with generally accepted accounting principles.
		
		ARTHUR ANDERSEN LLP
Kansas City, Missouri
August 4, 1995

This report has been prepared for the information of the Shareholders of 
Babson-Stewart Ivory International Fund, Inc., and is not to be construed as 
an offering of the shares of the Fund. Shares of this Fund and of the other 
Babson Funds are offered only by the Prospectus, a copy of which may be 
obtained from Jones & Babson, Inc.





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