WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000837389
<NAME> FREMONT MUTUAL FUNDS, INC.
<SERIES>
<NUMBER> 11
<NAME> FREMONT U.S. SMALL CAP FUND
<MULTIPLIER> 1000
<CURRENCY> US
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-31-2000
<PERIOD-START> NOV-01-1999
<PERIOD-END> APR-30-2000
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 57865
<INVESTMENTS-AT-VALUE> 64894
<RECEIVABLES> 804
<ASSETS-OTHER> sor"). The Advisor has hired a subadvisor for each of the Funds. Bee &
Associates, Incorporated is the subadvisor to the International Small Cap Fund
and Capital Guardian Trust Company (CGTC) is the subadvisor to the International
Growth Fund. The Advisor recommends that you approve the Merger because it
believes the Merger can increase the managerial efficiencies of these two Funds
if they are merged. This is possible since each Fund invests in international
securities, both look for reasonably priced, good value companies with a strong
upside.
Proxy Proposal and vote tabulation:
To approve or disapprove a Merger of the Fremont International Small Cap Fund
into the Fremont International Growth Fund (the "International Growth Fund")
, as a separate series of the Company, Providing for (i) the transfer of
substantially all of the assets and liabilities of the International Small
Cap Fund to the International Growth Fund in exchange for shares of
International Growth Fund of equivalent value, (ii) the pro rata
distribution of those International Growth Fund shares to the shareholders of
uidation and termination of the International Small Small Cap Fund, all as
described in the accompanying Combined Proxy Statement and Prospectus.
, Shares Voted
For, 749,015.068
Against, 953.778
</TABLE>
