EUROPE FUND INC
N-30D, 1997-02-25
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<PAGE>
- --------------------------------------------------------------------------------
                             LETTER TO SHAREHOLDERS
- --------------------------------------------------------------------------------
 
Dear Shareholder:
 
  We are pleased to present to you the Annual Report of The Europe Fund, Inc. On
December  31, 1996, the  end of the  period under review,  the Fund's net assets
totaled $183.0 million. This represents a net asset value per share of $18.18, a
rise of  112.84% from  its initial  net asset  value after  taking into  account
underwriting  discounts, commissions, offering  expenses and distributions. This
compares with a 107.80%  increase in the  MSCI Europe Index  over the same  time
period.  At the end of  the period under review, the  Fund was quoted at $16.125
per share on the New York Stock Exchange, which represents an 11.30% discount to
the Fund's net asset  value per share.  A total distribution  of $1.06 has  been
made as of December 31, 1996.
 
  We also enclose an investment review and European market outlook together with
a summary of the major portfolio investments.
 
                                Yours sincerely,
 
                    [SIG]               [SIG]
          Anthony M. Solomon                     J. Loughlin Callahan
        Chairman of the Board                  President and Treasurer
<PAGE>
Investment Review
 
  During  the fourth quarter of 1996, your  Fund experienced a rise in net asset
value of 9.52% which compared with an increase of 9.59% in the value of the MSCI
Europe Index. For the  year, your Fund  returned 35.30% based  on its net  asset
value,  which compared with 21.09% for the  MSCI Europe Index. These results are
recorded in total return and dollar-based terms.
 
  The  economic  background  during  the  period  remained  subdued.  Industrial
production  statistics were generally weak, when  compared to the fourth quarter
of 1995.  Business and  consumer  confidence surveys  continued to  show  little
improvement,  with the  exception of  the U.K.,  where the  upturn was moderate.
During the fourth  quarter, unemployment  remained high  in Continental  Europe,
with  10.7% in  Germany, 12.7%  in France,  12.2% in  Italy and  14.0% in Spain,
according to  the  latest statistical  releases.  In an  environment  of  fiscal
contraction,  however, inflationary  pressures were  almost non-existent. Within
the markets, strong sector themes were  difficult to identify over the  quarter.
Companies  with high levels of exports  or overseas earnings generally performed
well except  in the  U.K., where  they were  negatively impacted  by the  strong
pound. Although growth companies generally continued to perform well, there were
indications  of the  market becoming more  selective, as  highly rated companies
whose profits failed to meet expectations underperformed sharply.
 
Economic and Market Outlook
 
  Despite the fiscal restraint imposed by European Monetary Union qualification,
our opinion is that industrial  activity should show improved momentum,  boosted
by  the interest rate declines of the  last year, currency weakness, and the end
of the  destocking  process,  which  had  been  inhibiting  growth.  We  believe
profitability   should  also  be  supported  by  a  translation  of  the  recent
shareholder value  rhetoric into  material  results and  higher returns  in  the
future.  In  our  opinion, valuation  levels  should  also be  supported  by the
increasing amounts  of  corporate activity  in  the region,  possibly  including
further retirement of equity by companies possessing excess capital. The markets
continue to underestimate the potential offered by deregulation (e.g., temporary
employment,  media), and structural changes (e.g., outsourcing) in the corporate
sector. With its emphasis  upon stock selection, we  believe the Fund should  be
well  placed to benefit from the above trends  at a time when economic growth in
Europe is likely to be confined to certain specific sections of the economies.
 
Portfolio Summary
 
  During the three  month period to  December 31, 1996,  the Fund purchased  new
holdings  in Baloise  Holding Ltd., Bank  of Ireland,  Bayerische Hypotheken Und
Wechsel Bank, ING  Groep N.V.  and Invesco. The  Fund also  participated in  the
Deutsche Telekom and Ente Nazionale Idrocarburi privatization issues.
 
  The  Fund's  and the  MSCI Europe  Index's country  weightings expressed  as a
percentage of total market value at December 31, 1996 are outlined below:
<TABLE>
<CAPTION>
                                                  MSCI Europe
                                      Fund           Index
                                   -----------  ---------------
<S>                                <C>          <C>
Austria..........................      --   %           0.7%
Belgium..........................      --               2.1
Czech Republic...................        0.9          --
Denmark..........................        1.1            1.6
Finland..........................        1.1            1.2
France...........................       15.9           12.2
Germany..........................       12.7           14.4
Hungary..........................        0.3          --
Ireland..........................        0.6            0.6
 
<CAPTION>
                                                  MSCI Europe
                                      Fund           Index
                                   -----------  ---------------
<S>                                <C>          <C>
Italy............................        2.6%           5.4%
Luxembourg.......................        1.0          --
Netherlands......................       12.1            8.4
Norway...........................        2.7            1.0
Spain............................        1.3            4.0
Sweden...........................       12.5            4.5
Switzerland......................        6.5           10.0
United Kingdom...................       28.7           33.9
                                         ---            ---
                                         100%           100%
                                         ---            ---
                                         ---            ---
</TABLE>
 
                                       2
<PAGE>
  The Fund's ten largest equity holdings at December 31, 1996, were:
 
BAYER AG
 
  Bayer is a diversified company,  with businesses in chemicals, healthcare  and
imaging  technology and remains a core holding within the pan-European chemicals
sector. Management is very eager to embrace the concept of shareholder value and
has continued in their restructuring efforts and extended incentive programs.
 
ABB AB
 
  Asea Brown Boveri Group (ABB), which is primarily involved in the provision of
infrastructure  services,  divides  its  activities  between  more  than   1,000
companies  and  is present  in over  130  countries worldwide.  The bulk  of its
business is related to the general  and subsequent distribution of power,  while
the  remainder  of  its  activities  is  spread  among  such  diverse  areas  as
transportation,  robotics   and   financial  services.   Geographically,   while
predominately involved in Europe, ABB has, in recent years, sought to expand its
activities   in  the  Far  East.  ABB   has  been  proactive  in  switching  its
manufacturing facilities from high cost  countries towards lower cost  countries
and, in our opinion, is well placed to benefit from a recovery in infrastructure
expenditure both in Europe and in lesser developed countries.
 
TOTAL SA
 
  Total  is one of the leading French  oil companies. It has the highest reserve
replacement ratio among  its European  peer group at  over 200%  and the  second
lowest  finding cost ratio. Total  has a strong balance  sheet and we expect its
production profile  to  increase  by  70%  by the  year  2000  as  a  result  of
discoveries  made in  the Far East  and Latin  America. In view  of the earnings
outlook, we  believe that  the  stock is  attractively  valued relative  to  its
European peer group.
 
M.L.P. (MARSCHOLLEK, LAUTENSCHLAEGER UND PARTNER)
 
  M.L.P.  is Germany's leading independent insurance broker and provides a broad
range of insurance and  financial services to  university graduates in  Germany,
where  it holds  high market  shares among  doctors and  dentists. Expanding its
client base to graduates of other disciplines as well as broadening the  product
range  is expected  to provide  further strong  earnings growth  over the coming
years.
 
HAYS PLC
 
  The group operates in the business services and distribution market. It has  a
strong   position  in  its  domestic  market   as  well  as  enticing  expansion
opportunities abroad.  A  string  of successful  acquisitions  has  trebled  the
company's market value over the last seven years. We believe recent results have
confirmed that above average growth may be expected in the medium-term.
 
ROYAL DUTCH PETROLEUM COMPANY
 
  The  Royal Dutch/Shell Group is the largest oil company in the world and among
the ten  biggest  chemical companies.  Because  of its  diversity,  the  Group's
earnings  are  less sensitive  to oil  prices than  is the  case with  other oil
companies. We believe that the restructuring now being implemented by management
should yield positive results in the medium-term. Merger discussions with Texaco
are ongoing in relation to the U.S. downstream operations of Shell. News on  the
rationalization  of the European refining and  marketing business is expected in
the near  future,  while  the  chemicals business  is  also  being  reorganized.
Management  is strongly  committed to improving  the Group's  return on capital,
while the Group's financial flexibility (cash and cash equivalents in excess  of
$12 billion), is expected to be used in a more rewarding manner to shareholders.
 
                                       3
<PAGE>
ING GROEP N.V.
 
  ING  Groep (ING), is one of the highest quality financial groups in Europe. It
benefits from a  strong position  in the  Dutch banking  and insurance  sectors,
which we believe should continue to drive growth in the future. In addition, ING
has  a fast growing life insurance  business in emerging market countries, which
we believe should have a positive  effect upon earnings. Barings represents  10%
of  ING's capital and although it is not  yet showing a profit, our view is that
its strong asset management arm and  equity and debt businesses in the  emerging
markets appear promising.
 
COMPAGNIE GENERALE DES EAUX
 
  Compagnie  Generale  des  Eaux  is  a  multi-industry  company  with principal
activities in the  water, energy,  waste management,  construction and  property
areas.  The  organization's expected  strong  increase in  international service
sales (primarily in the U.S. and  U.K.), its industrial reorganization, as  well
as  lower losses in the  property and construction sectors,  make the company an
increasingly attractive investment.
 
AUTOLIV AB
 
  Autoliv is an automotive component company operating in three core areas: seat
belts,  air  bags   and  child   safety.  Following  its   merger  with   Morton
International's  automotive division  in October  1996, the  company is  now the
world's largest car safety company, with  the broadest product range and  widest
geographic  coverage. Considerable  operational synergies  in sales, purchasing,
production, research and development may be possible as a result of the  merger.
The  company's main opportunities are in the U.S. due to the merger with Morton,
and in Germany, where it  is not yet a major  supplier to the German  automotive
sector.  Both as a result of the merger, and through greater efficiencies in the
manufacturing process, we feel Autoliv should  continue to be able to boost  its
margins in the coming years.
 
VER NED UITGEVERS BEZIT
 
  VNU  is  a  Dutch media  company  that  is increasingly  shifting  its product
portfolio towards higher value-added media services in professional and business
publishing. Its activities  include publishing  consumer magazines,  newspapers,
business  magazines  and educational  materials, providing  business information
services and broadcasting commercial television. The company recently  announced
the purchase of Blenheim Group, a U.K. company.
 
                                       4
<PAGE>
- -----------------------------------------------
The Europe Fund, Inc.
Schedule of Investments
as of December 31, 1996
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
Common Stocks & Warrants--87.7%
                  CZECH REPUBLIC--0.9%
        50,000    +Central European Media Enterprises Ltd.
                    (Series A)...............................  $   1,587,500
                  --Consumer Goods
                                                               -------------
                                                                   1,587,500
                                                               -------------
                  DENMARK--1.0%
        37,516    Unidanmark A/S (Series A)..................      1,934,959
                  --Banking
                                                               -------------
                                                                   1,934,959
                                                               -------------
                  FINLAND--0.5%
        50,000    Outokumpu Oy...............................        851,650
                  --Metals-Non Ferrous
                                                               -------------
                                                                     851,650
                                                               -------------
                  FRANCE--14.1%
         9,358    +Axime.....................................      1,078,898
                  --Electrical & Electronics
        23,000    BIC........................................      3,438,377
                  --Recreation & Other Consumer Goods
        50,000    But SA.....................................      2,930,326
                  --Services
         5,092    Canal Plus.................................      1,121,293
                  --Services
        20,000    Cipe France................................      2,375,005
                  --Business & Public Services
        32,808    Compagnie Generale des Eaux................      4,053,561
                  --Business & Public Services
        20,000    Elf Aquitaine..............................      1,815,072
                  --Energy Sources
         8,000    Pinault Printemps Redoute SA...............      3,163,599
                  --Merchandising
         2,917    Sligos SA..................................        381,146
                  --Computer Services
        67,745    Total SA Class B...........................      5,493,330
                  --Energy Sources
                                                               -------------
                                                                  25,850,607
                                                               -------------
 
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
                  GERMANY--7.5%
        89,841    BASF AG....................................  $   3,452,690
                  --Chemicals
       150,000    Bayer AG...................................      6,106,969
                  --Chemicals
        33,769    Bayerische Hypotheken-- Und Wechsel Bank
                    AG.......................................      1,019,090
                  --Banking
        24,000    +Bayerische Hypotheken-- Und Wechsel Bank
                    AG Warrants (a)..........................        558,574
                  --Banking
        13,700    Hornbach Baumarkt AG.......................        433,426
                  --Consumer Goods
        13,610    Marschollek, Lautenschlaeger Und Partner AG
                    (Ordinary)...............................      2,126,425
                  --Financial Services
                                                               -------------
                                                                  13,697,174
                                                               -------------
                  HUNGARY--0.3%
        18,674    Borsodchem (GDR)...........................        469,651
                  --Chemicals
                                                               -------------
                                                                     469,651
                                                               -------------
                  IRELAND--0.5%
       107,970    Bank of Ireland............................        982,846
                  --Banking
                                                               -------------
                                                                     982,846
                                                               -------------
                  ITALY--2.4%
       560,000    Ente Nazionale Idrocarburi SPA.............      2,866,272
                  --Oil Refining & Marketing
        69,000    Industrie Natuzzi SPA (ADR)................      1,587,000
                  --Appliances & Household Durables
                                                               -------------
                                                                   4,453,272
                                                               -------------
                  LUXEMBOURG--0.9%
        12,000    Safra Republic Holdings SA.................      1,692,000
                  --Banking
                                                               -------------
                                                                   1,692,000
                                                               -------------
</TABLE>
 
                                       5
<PAGE>
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
                  NETHERLANDS--11.3%
        34,600    Aalberts Industries........................  $     848,284
                  --Capital Equipment
       150,000    Elsevier...................................      2,526,680
                  --Broadcasting & Publishing
        15,500    Gucci Group NV (NY Registered).............        990,063
                  --Consumer Goods
       141,577    ING Groep N.V..............................      5,079,948
                  --Financial Services
        15,067    NutriciaVer Bedrj..........................      2,281,562
                  --Food & Household Products
        30,000    Royal Dutch Petroleum Company..............      5,241,996
                  --Oil Refining & Marketing
       180,000    Ver Ned Uitgevers Bezit....................      3,748,486
                  --Broadcasting & Publishing
                                                               -------------
                                                                  20,717,019
                                                               -------------
                  NORWAY--2.6%
       810,000    Christiania Bank OG Kreditkasse............      2,560,924
                  --Banking
        39,500    Fokus Bank A/S.............................        270,789
                  --Finance
       100,000    Schibsted A/S..............................      1,839,070
                  --Broadcasting & Publishing
                                                               -------------
                                                                   4,670,783
                                                               -------------
                  SPAIN--1.2%
            17    +A.B. Capital Fund *.......................        400,573
                  --Business & Public Services
         7,100    Acerinox SA................................      1,023,011
                  --Materials
       350,000    +Sotogrande SA.............................        782,258
                  --Finance
                                                               -------------
                                                                   2,205,842
                                                               -------------
                  SWEDEN--11.7%
        49,000    ABB AB (Series B)..........................      5,537,290
                  --Electrical & Electronics
        90,000    Autoliv AB.................................      3,939,106
                  --Electrical & Electronics
       100,000    Avesta Sheffield...........................      1,075,898
                  --Metals-Steel
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
        18,000    Elekta AB (Series B).......................  $     638,952
                  --Electrical & Electronics
         6,480    Hennes & Mauritz...........................        895,429
                  --Merchandising
        70,000    Hoganas AB (Series B)......................      2,448,950
                  --Machinery & Engineering
       120,000    Securitas AB (Series B)....................      3,486,789
                  --Health & Personal Care
       120,000    Svedala Industri AB........................      2,028,837
                  --Machinery & Engineering
        80,000    Svenska Stal AB (Series B).................      1,334,992
                  --Metals-Non Ferrous
                                                               -------------
                                                                  21,386,243
                                                               -------------
                  SWITZERLAND--6.1%
         3,376    Adecco SA..................................        845,258
                  --Services
         1,310    Baloise Holding Ltd. (Registered)..........      2,625,857
                  --Insurance
           560    Bobst AG (Bearer)..........................        755,291
                  --Machinery & Engineering
         2,133    Novartis AG (Registered)...................      2,436,579
                  --Health & Personal Care
         3,000    SMH AG (Bearer)............................      1,844,262
                  --Consumer Goods
         2,100    +Stratec Holding AG-- (Series B)
                    (Registered).............................      2,714,978
                  --Medical Supplies
                                                               -------------
                                                                  11,222,225
                                                               -------------
                  UNITED KINGDOM--26.7%
       265,000    Bemrose Corp. PLC (Ordinary)...............      1,921,946
                  --Forest Products & Paper Materials
       415,809    Birkby PLC (Ordinary)......................      1,390,773
                  --Real Estate
       250,000    British Airport Authority PLC (Ordinary)...      2,064,865
                  --Business & Public Services
       700,620    +British Biotechnology Group PLC
                    (Ordinary)...............................      2,486,865
                  --Health & Personal Care
       250,000    Cable & Wireless PLC (Ordinary)............      2,071,264
                  --Telecommunications
</TABLE>
 
                                       6
<PAGE>
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
        80,000    Cadbury Schweppes PLC (Ordinary)...........  $     672,361
                  --Food & Household Products
        50,000    Domestic & General Group (Ordinary)........      1,621,175
                  --Insurance
        50,000    EMI Group PLC (Ordinary)...................      1,181,751
                  --Entertainment
       200,000    GKN PLC (Ordinary).........................      3,416,413
                  --Machinery & Engineering
       250,000    Great Universal Store PLC (Ordinary).......      2,610,945
                  --Merchandising
       666,666    Halma PLC (Ordinary).......................      2,149,164
                  --Machinery & Engineering
       550,000    Hays PLC (Ordinary)........................      5,274,792
                  --Business & Public Services
        48,000    +Invesco Funding LLC (Units)...............        212,152
                  --Financial Services
       240,000    Invesco PLC (Ordinary).....................      1,060,760
                  --Financial Services
       155,000    Jarvis Porter Group PLC (Ordinary).........        536,950
                  --Forest Products & Paper Materials
       501,163    +LucasVarity PLC (Ordinary)................      1,902,897
                  --Machinery & Engineering
       200,000    Marks & Spencer PLC (Ordinary).............      1,675,783
                  --Merchandising
       151,546    Pearson PLC (Ordinary).....................      1,938,306
                  --Broadcasting & Publishing
       100,000    Reuters Holdings PLC (Ordinary)............      1,282,435
                  --Business & Public Services
        85,000    Schroders PLC (Ordinary)...................      2,204,798
                  --Finance
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
    Shares                       Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
       195,000    Serco Group PLC (Ordinary).................  $   2,239,525
                  --Business & Public Services
        50,000    Thorn EMI PLC
                    (Ordinary)...............................        214,592
                  --Appliances & Household Durables
        60,000    Unilever PLC (Ordinary)....................      1,450,354
                  --Food & Household Products
       200,000    United News & Media PLC (Ordinary).........      2,378,861
                  --Broadcasting & Publishing
       200,000    Vendome Luxury Group PLC (Units)...........      1,812,303
                  --Merchandising
     1,004,486    Waterford Wedgwood PLC (Units).............      1,291,954
                  --Food & Household Products
       220,000    Wolseley PLC (Ordinary)....................      1,741,995
                  --Building Materials & Components
                                                               -------------
                                                                  48,805,979
                                                               -------------
                  Total Common Stocks & Warrants
                    (cost--$115,843,860).....................    160,527,750
                                                               -------------
Preferred Stocks--4.4%
                  GERMANY--4.4%
         6,000    Fresenius AG...............................      1,236,953
                  --Health & Personal Care
        23,400    Marschollek, Lautenschlaeger Und Partner AG
                    (Non-Voting).............................      3,246,418
                  --Financial Services
        35,412    Rhoen Klinikum (Non-Voting)................      3,512,503
                  --Health & Personal Care
                                                               -------------
 
                  Total Preferred Stocks
                    (cost--$3,872,634).......................      7,995,874
                                                               -------------
</TABLE>
 
                                       7
<PAGE>
 
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
 Face Amount                     Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
Convertible Bonds--1.3%
                  FINLAND--0.6%
 FIM 4,550,000    Lansivoima, 7.425% due 3/29/01.............  $   1,056,372
                  --Utilities--Electric & Gas
                                                               -------------
                                                                   1,056,372
                                                               -------------
                  FRANCE--0.7%
  FF 5,331,730    Virbac, 5% due 1/01/01.....................      1,330,632
                  --Health & Personal Care
                                                               -------------
                                                                   1,330,632
                                                               -------------
                  Total Convertible Bonds
                    (cost--$1,897,753).......................      2,387,004
                                                               -------------
</TABLE>
 
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                                                                   Value
 Face Amount                     Description                     (Note 1)
- ----------------------------------------------------------------------------
<C>             <S>                                            <C>
Other Investment--0.2%
                  UNITED KINGDOM-- 0.2%
      L215,016    Carlton Communications PLC Loan Note
                    Certificates, 2.256% due 1/31/99
                  --Business & Public Services
                    (cost--$318,331).........................  $     366,925
                                                               -------------
                  Total Investments--93.6%
                    (cost--$121,932,578)(b)..................    171,277,553
                  Unrealized Depreciation on Foreign Currency
                    Exchange Contracts-- 0.0% (c)............        (55,769)
                  Other Assets in Excess of
                    Liabilities--6.4%........................     11,741,069
                                                               -------------
                  Net Assets--100.0%.........................  $ 182,962,853
                                                               -------------
                                                               -------------
</TABLE>
 
- ------------------------------
  + Non-income producing security.
 
GDR Global Depository Receipt
 
ADR American Depository Receipt
 
 *  Investment  in  restricted security  with  an aggregate  value  of $400,573,
    representing 0.22% of net  assets at December 31,  1996. The investment  was
    acquired on October 22, 1990 and September 5, 1991 for $759,153.
 
(a) The  warrants  enable the  holder  to subscribe  to  one ordinary  share for
    every one warrant held at DM 433 per share until June 15, 1999.
 
(b) The United  States  Federal  income  tax basis  of  the  Fund's  investments
    at  December  31, 1996  was  $122,186,830 and,  accordingly,  net unrealized
    appreciation for United States Federal  income tax purposes was  $49,090,723
    (gross unrealized appreciation--$51,299,835; gross unrealized
    depreciation--$2,209,112).
 
(c) Foreign Currency Contracts as of December 31, 1996 are as follows:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
                                                                 Net Unrealized
            Contracts to  In Exchange   Settlement                Appreciation
  Sales       Deliver         For          Date        Value     (Depreciation)
<S>         <C>           <C>           <C>          <C>         <C>
- --------------------------------------------------------------------------------
ESP          22,825,160    $  174,304     01/07/97   $  175,308     $  (1,004)
ESP          49,226,770       375,176     01/08/97      378,086        (2,910)
ESP          60,286,105       459,673     01/09/97      463,027        (3,354)
GBP           1,562,745     2,616,817     01/02/97    2,666,825       (50,008)
                          ------------               ----------  ---------------
                           $3,625,970                $3,683,246     $ (57,276)
                          ------------               ----------  ---------------
                          ------------               ----------  ---------------
 
<CAPTION>
                                                                 Net Unrealized
            Contracts to  In Exchange   Settlement                Appreciation
Purchases     Receive         For          Date        Value     (Depreciation)
<S>         <C>           <C>           <C>          <C>         <C>
- --------------------------------------------------------------------------------
DEM             237,775    $  153,156     01/03/97   $  154,149     $     993
DEM              21,455        13,815     01/07/97       13,909            94
FRF             377,895        72,193     01/02/97       72,613           420
                          ------------               ----------  ---------------
                           $  239,164                $  240,671     $   1,507
                          ------------               ----------  ---------------
                          ------------               ----------  ---------------
                                                                    $ (55,769)
                                                                 ---------------
                                                                 ---------------
- --------------------------------------------------------------------------------
</TABLE>
 
See Notes to Financial Statements.
 
                                       8
<PAGE>
- ----------------------------------------------------
The Europe Fund, Inc.
Statement of
Assets and Liabilities
December 31, 1996
- ----------------------------------------------------
 
<TABLE>
<S>                                                                               <C>
Assets
Investments, at value (cost $121,932,578) (Note 1)..............................  $171,277,553
Domestic cash...................................................................    5,113,989
Receivable for securities sold..................................................    7,796,238
Withholding tax refund receivable...............................................      315,452
Dividends receivable............................................................      175,428
Interest receivable.............................................................      143,977
Prepaid expenses and other assets...............................................       22,673
                                                                                  ------------
      Total assets..............................................................  184,845,310
                                                                                  ------------
Liabilities
Dividends payable...............................................................      986,802
Payable for securities purchased................................................      444,156
lnvestment management fee payable (Note 2)......................................      115,986
Administration fee payable (Note 2).............................................       38,662
Net unrealized depreciation on foreign currency exchange contracts..............       55,769
Accrued expenses and other liabilities..........................................      241,082
                                                                                  ------------
      Total liabilities.........................................................    1,882,457
                                                                                  ------------
Net Assets......................................................................  $182,962,853
                                                                                  ------------
                                                                                  ------------
Net Assets consist of:
  Common Stock, $.001 par value
   (Authorized 100,000,000 shares)
   (Note 4).....................................................................  $    10,066
  Paid-in surplus...............................................................  129,454,057
  Accumulated undistributed net investment income...............................      171,408
  Accumulated undistributed net realized gain on investments....................    3,941,297
  Net unrealized appreciation on investments and foreign currency related
   transactions.................................................................   49,386,025
                                                                                  ------------
  Net Assets....................................................................  $182,962,853
                                                                                  ------------
                                                                                  ------------
Net Asset Value per share
 ($182,962,853 DIVIDED BY 10,066,319 shares of common stock issued and
 outstanding)...................................................................       $18.18
                                                                                       ------
                                                                                       ------
</TABLE>
 
- ----------------------------------------------------
The Europe Fund, Inc.
Statement of Operations
For the Year Ended
December 31, 1996
- ----------------------------------------------------
 
<TABLE>
<S>                                                                                <C>
Net Investment Income
Income
  Dividends......................................................................  $ 3,502,018
  Interest.......................................................................      612,455
                                                                                   -----------
                                                                                     4,114,473
  Less: Withholding tax on foreign source dividends..............................      486,915
                                                                                   -----------
      Total income...............................................................    3,627,558
                                                                                   -----------
Expenses
  Investment management fee (Note 2).............................................    1,262,125
  Administration fee (Note 2)....................................................      420,709
  Legal fees.....................................................................      219,956
  Custodian fees.................................................................      122,759
  Directors' fees and expenses...................................................      107,193
  Shareholder servicing fees.....................................................       94,715
  Reports to shareholders........................................................       60,694
  Audit fees.....................................................................       47,500
  NYSE listing fee...............................................................       24,260
  Insurance expense..............................................................        9,578
  Miscellaneous..................................................................       16,064
                                                                                   -----------
      Total expenses.............................................................    2,385,553
                                                                                   -----------
Net investment income............................................................    1,242,005
                                                                                   -----------
</TABLE>
 
Realized and Unrealized Gain on
Investments and Foreign Currency
Related Transactions
 
<TABLE>
<S>                                                               <C>             <C>
Realized gain from:
  Investments--net..............................................  $  13,494,253
  Foreign currency transactions.................................        149,875      13,644,128
                                                                  -------------
Change in unrealized appreciation (depreciation) on:
  Investments--net..............................................     34,539,753
  Foreign currency related transactions.........................         27,993      34,567,746
                                                                  -------------   -------------
Net realized and unrealized gain on investments and foreign
 currency related transactions..................................                     48,211,874
                                                                                  -------------
Net Increase in Net Assets Resulting from Operations............                  $  49,453,879
                                                                                  -------------
                                                                                  -------------
</TABLE>
 
See Notes to Financial Statements.
 
                                       9
<PAGE>
- --------------------------------------------------------------------------------
The Europe Fund, Inc.
Statements of Changes in Net Assets
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                    For the Year Ended
                                                                       December 31,
                                                                ---------------------------
                                                                    1996           1995
                                                                ------------   ------------
<S>                                                             <C>            <C>
Increase (Decrease) in Net Assets
Operations:
  Net investment income.......................................  $  1,242,005   $  1,403,305
  Net realized gain on investments and foreign currency
   related transactions.......................................    13,644,128      7,064,520
  Change in unrealized appreciation (depreciation) on
   investments and foreign currency related transactions......    34,567,746     18,149,508
                                                                ------------   ------------
Net Increase in Net Assets Resulting from Operations..........    49,453,879     26,617,333
                                                                ------------   ------------
Dividends and Distributions:
  Net investment income ($0.158 and $0.100 per share,
   respectively)..............................................    (1,589,956)    (1,008,363)
  Net realized gain on investments and foreign currency
   related transactions ($0.903 and $0.780 per share,
   respectively) (Note 1).....................................    (9,090,610)    (7,849,998)
                                                                ------------   ------------
Net Decrease in Net Assets Resulting from Dividends and
 Distributions................................................   (10,680,566)    (8,858,361)
                                                                ------------   ------------
Total Increase................................................    38,773,313     17,758,972
                                                                ------------   ------------
Net Assets
  Beginning of year...........................................   144,189,540    126,430,568
                                                                ------------   ------------
  End of year (including accumulated undistributed net
   investment income of $171,408 and $174,279,
   respectively)..............................................  $182,962,853   $144,189,540
                                                                ------------   ------------
                                                                ------------   ------------
</TABLE>
 
See Notes to Financial Statements.
 
                                       10
<PAGE>
- --------------------------------------------------------------------------------
The Europe Fund, Inc.
Financial Highlights
- --------------------------------------------------------------------------------
 
The  following  per share  data and  ratios have  been derived  from information
provided in the financial statements:
 
<TABLE>
<CAPTION>
                                                                     For The Year Ended
                                                                        December 31,
                                                    ----------------------------------------------------
                                                      1996       1995       1994       1993       1992
                                                    --------   --------   --------   --------   --------
<S>                                                 <C>        <C>        <C>        <C>        <C>
Net asset value, beginning of year................  $  14.32   $  12.56   $  12.74   $  10.74   $  12.59
                                                    --------   --------   --------   --------   --------
Operations:
  Net investment income*..........................      0.12       0.14       0.12       0.12       0.25
  Net realized and unrealized gain (loss) on
   investments and foreign currency related
   transactions...................................      4.80       2.50       0.66       2.63      (1.22)
                                                    --------   --------   --------   --------   --------
    Total from operations.........................      4.92       2.64       0.78       2.75      (0.97)
                                                    --------   --------   --------   --------   --------
Dividends and distributions to shareholders from:
  Net investment income...........................     (0.16)     (0.10)     (0.15)     (0.07)     (0.25)
  Net realized gain on investments and foreign
   currency related transactions..................     (0.90)     (0.78)     (0.81)     (0.68)     --
  Paid-in surplus.................................     --         --         --         --         (0.63)
                                                    --------   --------   --------   --------   --------
    Total dividends and distributions.............     (1.06)     (0.88)     (0.96)     (0.75)     (0.88)
                                                    --------   --------   --------   --------   --------
Net asset value, end of year......................  $  18.18   $  14.32   $  12.56   $  12.74   $  10.74
                                                    --------   --------   --------   --------   --------
                                                    --------   --------   --------   --------   --------
Per share market value, end of year...............  $  16.13   $  12.75   $  10.75   $  13.00   $   9.88
                                                    --------   --------   --------   --------   --------
                                                    --------   --------   --------   --------   --------
Total investment return, market value+............     34.78%     26.26%    (10.21)%    39.40%     (7.03)%
Net assets at end of year (000 omitted)...........  $182,963   $144,190   $126,431   $128,272   $ 89,587
Ratio of expenses to average weekly net assets....      1.42%      1.42%      1.42%      1.46%      1.47%
Ratio of net investment income to average weekly
 net assets.......................................      0.74%      1.01%      0.90%      1.17%      1.98%
Portfolio turnover rate...........................        48%        52%        68%       184%        83%
Average commission rate paid++....................  $ 0.0624        N/A        N/A        N/A        N/A
</TABLE>
 
- --------------------------
 * Based on average shares outstanding during the year.
 
 + Total investment return, market value, is based on the change in market price
   of a  share during  the year  and assumes  reinvestment of  distributions  at
   actual  prices  pursuant to  the  Fund's distribution  reinvestment  and cash
   purchase plan.
 
++ For fiscal  years  beginning on  or  after September  1,  1995, the  Fund  is
   required to disclose its average commission rate paid per share for purchases
   and sales of investment securities.
 
See Notes to Financial Statements.
 
                                       11
<PAGE>
- ----------------------------------------------
The Europe Fund, Inc.
Notes to Financial Statements
- ------------------------------------------
 
Note 1. Accounting
Policies
The  Europe Fund, Inc. (the "Fund") was  incorporated in Maryland on February 8,
1990, as a  closed-end, diversified  management investment  company. The  Fund's
investment  objective  is  long-term  capital  appreciation  through  investment
primarily in European equity securities.
 
  The following is a summary of significant accounting policies followed by  the
Fund in the preparation of its financial statements.
 
SECURITY  VALUATION:   All securities  for which  current market  quotations are
readily available  are valued  at  the last  sale price  prior  to the  time  of
determination,  or, if there is no sales price  on such date, and if bid and ask
quotations are available,  at the mean  between the last  current bid and  asked
prices. Securities that are traded over-the-counter, if bid and asked quotations
are  available, are valued at the mean between the current bid and asked prices,
or, if quotations are not available, are  valued as determined in good faith  by
the  Board of Directors of the Fund. Short-term investments having a maturity of
60 days or less are  valued at amortized cost.  Securities and assets for  which
current  market quotations are not readily available are valued at fair value as
determined in good faith by the Board of Directors of the Fund.
 
SECURITY TRANSACTIONS  AND  INVESTMENT  INCOME:    Securities  transactions  are
recorded  on the trade date.  Realized gains and losses  on sales of investments
are calculated on the identified cost basis. Dividend income is recorded on  the
ex-dividend  date,  or as  soon as  the Fund  is informed  of the  dividend, and
interest income is recorded on an accrual basis.
 
FOREIGN CURRENCY TRANSLATION:  The books and records of the Fund are  maintained
in  U.S. dollars. Foreign currency amounts  and transactions are translated into
U.S. dollars on the following basis:
 
   (i) market value of investment securities, other assets and liabilities at  a
       10:00 A.M. midpoint rate of exchange on valuation date.
 
  (ii) purchases  and sales of investment securities, income and expenses at the
       10:00 A.M. midpoint rate of  exchange prevailing on the respective  dates
       of such transactions.
 
The  resultant  exchange  gains and  losses  are  included in  the  Statement of
Operations.
 
  The Fund does not isolate that portion of the results of operations  resulting
from  changes in  foreign exchange  rates on  investments from  the fluctuations
arising from changes in market prices of securities held. Such fluctuations  are
included with the net realized and unrealized gain or loss from investments.
 
  Reported  net realized foreign  exchange gains or losses  arise from sales and
maturities of short-term securities, sales of foreign currencies, currency gains
or losses  realized  between  the  trade  and  settlement  dates  on  securities
transactions,  the difference  between the  amounts of  dividends, interest, and
foreign withholding  taxes recorded  on the  Fund's books  and the  U.S.  dollar
equivalent  of the  amounts actually  received or  paid. Net  unrealized foreign
exchange gains  and  losses  arise from  changes  in  the value  of  assets  and
liabilities  other than investments in  securities at fiscal year-end, resulting
from changes in the exchange rate.
 
FORWARD CURRENCY  EXCHANGE CONTRACTS:   The  Fund enters  into forward  currency
exchange contracts to hedge certain purchase and sale commitments denominated in
foreign  currencies. The Fund may enter into forward currency exchange contracts
to purchase or sell a specific currency at a future date, which may be any fixed
number of days from the  date of the contract agreed  upon by the parties, at  a
price  set at  the time of  the contract.  Fluctuations in the  value of forward
currency exchange contracts are recorded  for book purposes as unrealized  gains
or  losses by the Fund. If the Fund  enters into a closing transaction, the Fund
will realize a gain or loss
 
                                       12
<PAGE>
equal to the difference between the value of forward currency contracts to  sell
and  the forward currency contracts  to buy. Risks may  arise from the potential
inability  of  a  counterparty  to  meet  the  terms  of  a  contract  and  from
unanticipated  movements in the value of foreign currencies relative to the U.S.
dollar.
 
TAXES:   No provision  has been  made  for United  States Federal  income  taxes
because  the Fund intends to meet the requirements of the United States Internal
Revenue Code  applicable to  regulated investment  companies and  to  distribute
substantially all of its taxable income to shareholders.
 
DIVIDENDS  AND DISTRIBUTIONS  TO SHAREHOLDERS:   The Fund  records dividends and
distributions to its shareholders on the  ex-dividend date. The Fund intends  to
distribute  to shareholders annually by the end of January an amount equal to at
least 7 percent of the Fund's net asset value determined as of the beginning  of
the  previous calendar  year. If,  for any calendar  year, the  aggregate of net
investment income and net realized capital gains (if any) is less than 7 percent
of the Fund's net  asset value as  of the beginning of  that calendar year,  the
difference will be distributed from the Fund's paid-in surplus.
 
USE  OF ESTIMATES:   The Fund's financial statements  are prepared in accordance
with generally  accepted accounting  principles  which may  require the  use  of
management  estimates and  assumptions. Actual  results could  differ from those
estimates.
 
RECLASSIFICATION OF COMPONENTS OF  NET ASSETS:  During  the year ended  December
31,  1996,  net  realized  gains on  foreign  currency  related  transactions of
$149,875 were reclassified from accumulated  undistributed net realized gain  on
investments to accumulated undistributed net investment income. In addition, the
Fund  increased paid-in surplus by $155,013, decreased accumulated undistributed
net  realized  gain  on  investments  by  $350,218  and  increased   accumulated
undistributed  net investment income by $195,205. These reclassifications were a
result of permanent book-to-tax differences and  had no effect on net assets  or
net asset value per share.
 
Note 2. Transactions
with Affiliates and
Agreements
The Fund has entered into Agreements with Mercury Asset Management International
Channel  Islands Ltd. (the  "Investment Manager"), and  Mercury Asset Management
International Ltd. (the "Investment Adviser").
 
  The Investment  Management  Agreement provides  that  the Fund  will  pay  the
Investment  Manager a fee, computed weekly and payable monthly, at the following
rates: 0.75% of the  Fund's average weekly  net assets up  to $250 million,  and
0.65%  of such assets  in excess of  $250 million. The  Investment Manager makes
investment decisions on behalf of the Fund on the basis of recommendations  from
the  Investment  Adviser subject  to  the overall  supervision  of the  Board of
Directors for the  Fund. The  Investment Manager pays  a fee  to the  Investment
Adviser for services rendered.
 
  The   Fund  has  entered  into  an  Administration  Agreement  with  Princeton
Administrators, L.P.  ("Administrator"). The  Administration Agreement  provides
that  the Fund will pay the  Administrator a fee at the  annual rate of 0.25% of
the Fund's average weekly net assets up to $200 million and 0.20% on such assets
in excess of  $200 million. The  Administrator performs administrative  services
necessary for the operation of the Fund, including maintaining certain books and
records of the Fund and preparing certain reports and documents required by laws
and regulations, and provides the Fund with administrative office facilities.
 
  Certain  directors and officers of the Fund are also directors and officers of
either the  Investment Manager,  the Investment  Adviser, and/or  Mercury  Asset
Management  Group  plc  (the  parent  company  of  the  Investment  Adviser  and
Investment Manager or "Mercury").
 
Note 3. Investment
Transactions
Purchases and sales of investment securities, other than short-term investments,
for  the  year  ended  December  31,  1996  were  $75,737,858  and  $94,600,280,
respectively.
 
                                       13
<PAGE>
Note 4. Capital
There  are 100 million shares of $.001 par value common stock authorized. Of the
10,066,319 shares outstanding at December 31, 1996, Mercury owned 12,763  shares
in respect of the Fund's initial seed capital and reinvested distributions.
 
Note 5. Quarterly
Results of Operations*
(Unaudited)
 
<TABLE>
<CAPTION>
                                                                       Net Realized
                                                                            and
                                                                      Unrealized Gain
                                                                         (Loss) on
                                                                      Investments and
                                                                          Foreign
                                                    Net Investment       Currency
                                    Investment                            Related
                                      Income         Income/(Loss)     Transactions
                                  ---------------   ---------------   ---------------
                                            Per               Per               Per
Quarter Ended                     Total    Share    Total    Share    Total    Share
- --------------------------------  ------   ------   ------   ------   ------   ------
<S>                               <C>      <C>      <C>      <C>      <C>      <C>
March 31, 1995..................  $  652   $ 0.07   $  215   $ 0.02   $4,484   $ 0.45
June 30, 1995...................   1,544     0.15    1,034     0.10   10,072     1.00
September 30, 1995..............     643     0.06      135     0.02    7,161     0.71
December 31, 1995...............     548     0.06       19     0.00    3,497     0.34
                                  ------   ------   ------   ------   ------   ------
Total...........................  $3,387   $ 0.34   $1,403   $ 0.14   $25,214  $ 2.50
                                  ------   ------   ------   ------   ------   ------
                                  ------   ------   ------   ------   ------   ------
March 31, 1996..................  $  424   $ 0.04   $  (87)  $(0.01)  $15,704  $ 1.56
June 30, 1996...................   1,803     0.18    1,181     0.12    9,752     0.97
September 30, 1996..............     848     0.08      232     0.02    7,151     0.71
December 31, 1996...............     553     0.06      (84)   (0.01)  15,605     1.56
                                  ------   ------   ------   ------   ------   ------
Total...........................  $3,628   $ 0.36   $1,242   $ 0.12   $48,212  $ 4.80
                                  ------   ------   ------   ------   ------   ------
                                  ------   ------   ------   ------   ------   ------
</TABLE>
 
- ------------------------
* Totals expressed in thousands of dollars except per share amounts.
 
Note 6. Per Share
Selected Quarterly
Financial Data (Unaudited)
 
<TABLE>
<CAPTION>
                                           Net Asset Value   Market Price*
                                           ---------------   -------------
Quarter Ended                               High     Low     High     Low    Volume**
- -----------------------------------------  ------   ------   -----   -----   -------
<S>                                        <C>      <C>      <C>     <C>     <C>
March 31, 1995...........................  $13.03   $12.43   $12     $105/8   1,987
June 30, 1995............................   14.13    13.03    123/4   113/8   1,817
September 30, 1995.......................   14.86    14.32    131/2   123/8   1,389
December 31, 1995........................   14.90    14.10    131/2   121/4   2,490
March 31, 1996...........................   15.88    14.34    137/8   123/4   2,258
June 30, 1996............................   16.96    16.02    141/4   13      1,579
September 30, 1996.......................   17.62    16.38    155/8   131/4   1,580
December 31, 1996........................   19.23    17.80    171/4   153/8   1,342
</TABLE>
 
- ------------------------
 * As reported on the New York Stock Exchange.
** In thousands
 
Additional
Information
During  the period, there have been no material changes in the Fund's investment
objective  or  fundamental  policies  that   have  not  been  approved  by   the
shareholders.  There have been no changes in  the Fund's charter or By-Laws that
would delay or  prevent a  change in  control of the  Fund which  have not  been
approved  by  shareholders. There  have been  no changes  in the  principal risk
factors associated with investment  in the Fund. There  have been no changes  in
the  persons who are primarily responsible  for the day-to-day management of the
Fund's portfolio.
 
                                       14
<PAGE>
- --------------------------------------------------------------------------------
               REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------
 
To the Shareholders and
Board of Directors of
The Europe Fund, Inc.
 
  We  have audited the  accompanying statement of assets  and liabilities of The
Europe Fund, Inc.,  including the schedule  of investments, as  of December  31,
1996,  and the  related statement  of operations  for the  year then  ended, the
statements of changes in net assets for each of the two years in the period then
ended and financial highlights for each of the periods indicated therein.  These
financial  statements  and financial  highlights are  the responsibility  of the
Fund's management.  Our  responsibility  is  to  express  an  opinion  on  these
financial statements and financial highlights based on our audits.
 
  We  conducted  our  audits  in  accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our  procedures  included confirmation  of  securities owned  as  of
December  31, 1996  by correspondence with  the custodian and  brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well  as  evaluating the  overall  financial  statement
presentation.  We believe  that our  audits provide  a reasonable  basis for our
opinion.
 
  In our opinion, the financial statements and financial highlights referred  to
above  present fairly, in  all material respects, the  financial position of The
Europe Fund, Inc. at December  31, 1996, the results  of its operations for  the
year  then ended, the changes in its net assets for each of the two years in the
period then  ended  and the  financial  highlights  for each  of  the  indicated
periods, in conformity with generally accepted accounting principles.
 
                                                          [SIG]
 
New York, New York
February 5, 1997
 
                                       15
<PAGE>
- --------------------------------------------------------------------------------
                             THE EUROPE FUND, INC.
- --------------------------------------------------------------------------------
 
Dear Shareholder:
 
  The  following information summarizes all of  the 1996 per share distributions
payable by the Fund on December 31, 1996 for shareholders of record on  December
20, 1996.
 
<TABLE>
<CAPTION>
                                              Foreign
 Domestic       Foreign         Total          Taxes        Long-Term
 Ordinary        Source        Ordinary       Paid or        Capital
  Income         Income         Income        Withheld        Gains
- ----------     ----------     ----------     ----------     ----------
<S>            <C>            <C>            <C>            <C>
$0.573241      $0.271295      $0.844536      $0.046024      $0.216484
</TABLE>
 
  The  foreign taxes paid or withheld per  share represent taxes incurred by the
Fund on dividends received by the Fund from foreign sources. Foreign taxes  paid
or  withheld should be  included in taxable income  with an offsetting deduction
from gross income  or as a  credit for  taxes paid to  foreign governments.  You
should  consult your tax counsel or other tax advisers regarding the appropriate
treatment of foreign taxes paid.
- --------------------------------------------------------------------------------
                DISTRIBUTION REINVESTMENT AND CASH PURCHASE PLAN
- --------------------------------------------------------------------------------
 
  Pursuant to the Fund's Distribution  Reinvestment and Cash Purchase Plan  (the
"Plan"),  shareholders will have  all distributions, net  of any applicable U.S.
withholding tax  (including,  in  the  case  of  non-U.S.  shareholders,  backup
withholding  taxes), automatically reinvested by The Bank of New York (the "Plan
Agent"), in Fund shares pursuant  to the Plan. Shareholders  who do not wish  to
participate  in the Plan or who wish  to terminate participation in the Plan may
elect, by notifying the Plan Agent in writing, to receive all distributions, net
of any applicable U.S. withholding  tax, in cash paid  by check in U.S.  dollars
mailed  directly to the shareholder by the Plan Agent, as dividend paying agent.
In the  case of  shareholders, such  as banks,  brokers or  nominees, that  hold
shares  for others who are beneficial owners, the Plan Agent will administer the
Plan on the basis  of the number of  shares certified from time  to time by  the
shareholders  as representing the  total amount registered  in the shareholders'
name and held for the account of beneficial owners who are to participate in the
Plan. A beneficial owner of shares registered  in the name of a bank, broker  or
other  nominee should consult with the  nominee to determine whether they should
participate in the Plan  or how they  may withdraw from  the Plan. A  beneficial
owner  holding shares through a nominee may not be able to transfer their shares
and continue to participate in the Plan.
 
  The Plan Agent serves as agent for the shareholders in administering the Plan.
If the directors of  the Fund declare a  distribution, participants in the  Plan
will  receive the equivalent  in shares of  the Fund valued  as set forth below.
Whenever market price is equal to or exceeds net asset value at the time  shares
are valued for the purpose of determining the number of shares equivalent to the
cash  distribution, participants will  be issued shares  of the Fund  at a price
equal to the greater of net asset value or an amount equal to 95 per cent of the
then current market price of the Fund's  shares. The Fund will not issue  shares
under  the Plan  below net asset  value. If  net asset value  exceeds the market
price of Fund shares at that time, or if the Fund should declare a  distribution
payable  only  in  cash  (i.e.,  if  the  Board  of  Directors  should  preclude
reinvestment at net  asset value), the  Plan Agent  will buy, as  agent for  the
participants,  Fund shares in the open market, on the New York Stock Exchange or
elsewhere, for the participants' accounts. Purchases  by the Plan Agent will  be
made  on or shortly after the payment date  for the distribution and in no event
more than  30  days  after  that date  except  where  temporary  curtailment  or
suspension of purchase is necessary to comply with U.S. Federal securities laws.
If,  before the Plan Agent has completed its purchases, the market price exceeds
the net asset value of a Fund  share, the average per share purchase price  paid
by the Plan Agent may exceed the net asset value of the Fund's shares, resulting
in  the acquisition of  fewer shares than  if the distribution  had been paid in
shares issued by the Fund on the dividend payment date. Because of the foregoing
difficulty with respect to open-market purchases, the Plan provides that if  the
Plan  Agent  is  unable  to  invest  the  full  dividend  amount  in open-market
 
                                       16
<PAGE>
purchases during  the purchase  period or  if the  market discount  shifts to  a
market  premium during  the purchase  period, the  Plan Agent  will cease making
open-market purchases and  will invest  the uninvested portion  of the  dividend
amount  in newly  issued shares at  the close  of business on  the last purchase
date.
 
  Participants have the option  of making additional cash  payments to the  Plan
Agent, quarterly, in any amount from U.S. $100 to U.S. $3,000, for investment in
the  Fund's  Common Stock.  The  Plan Agent  will  use all  funds  received from
participants to purchase Fund shares  in the open market  on or about March  15,
June  15, September 15 and December 15 of each year. Any voluntary cash payments
received more than 30  days prior to  these dates will be  returned by the  Plan
Agent,  and interest will not be paid  on any uninvested cash payments. To avoid
unnecessary cash accumulations,  and also to  allow ample time  for receipt  and
processing  by  the  Plan  Agent,  it is  suggested  that  participants  send in
voluntary cash payments to be received by the Plan Agent approximately ten  days
before  March 15,  June 15,  September 15 or  December 15,  as the  case may be.
Optional cash payments  must be  made in  U.S. dollars.  Optional cash  payments
drawn  on  a  non-U.S. bank  will  be subject  to  collection fees  and  must be
collected by the  foregoing quarterly dates  to be invested.  A participant  may
withdraw  a voluntary cash payment by written  notice, if the notice is received
by the Plan Agent not less than 48 hours before the payment is to be invested.
 
  The Plan Agent maintains  all shareholder accounts in  the Plan and  furnishes
written  confirmations of all transactions  in an account, including information
needed by shareholders for  personal and tax records.  Shares in the account  of
each Plan participant will be held by the Plan Agent in non-certificated form in
the  name of  the participant, and  each shareholder's proxy  will include those
shares purchased pursuant to the Plan.
 
  There is no  charge to  participants for reinvesting  distributions. The  Plan
Agent's  fees for the  reinvestment of distributions  will be paid  by the Fund.
There will be no brokerage charges with respect to shares issued directly by the
Fund as a result of distributions payable  either in stock or in cash.  However,
each  participant will  pay a PRO  RATA share of  brokerage commissions incurred
with respect  to the  Plan  Agent's open  market  purchases in  connection  with
voluntary  cash payments  made by the  participant or  any distributions payable
only in cash.
 
  With respect to purchases  with voluntary cash payments,  the Plan Agent  will
charge  U.S. $2.00 for each purchase for a participant, plus a PRO RATA share of
the brokerage commissions.  Brokerage charges  for purchasing  small amounts  of
stock  for individual accounts through the Plan are expected to be less than the
usual brokerage charges for  these transactions because the  Plan Agent will  be
purchasing   stock   for  all   participants   in  blocks   and   prorating  the
proportionately lower commission thus attainable.
 
  The receipt of distributions under the  Plan will not relieve participants  of
any  income  tax  (including  withholding  tax)  which  may  be  payable  on the
distributions. Under presently  outstanding regulations, shareholders  receiving
dividends or distributions in the form of additional shares pursuant to the Plan
should  be treated, for U.S. Federal income tax purposes, as receiving a taxable
distribution in an  amount equal to  the amount of  money that the  shareholders
receiving  cash dividends  will receive,  and should  have a  cost basis  in the
shares received equal to such amount.
 
  Experience under the Plan may indicate that changes in the Plan are desirable.
Accordingly, the Fund and the Plan Agent reserve the right to terminate the Plan
as applied  to  any voluntary  cash  payments  made and  any  distribution  paid
subsequent  to notice of the termination sent to members of the Plan at least 30
days before the record date for the  distribution. The Plan also may be  amended
by  the Fund or the Plan Agent, but only  by at least 30 days' written notice to
participants in the Plan  (except when necessary or  appropriate to comply  with
applicable   law,  rules  or  policies   of  a  regulatory  authority).  Further
information concerning the Plan may be obtained by contacting the Plan Agent  at
P.O. Box 11260, Church Street Station, New York, New York 10277-0760, Attention:
Dividend Reinvestment Service, or by calling 1 (800) 524-4458.
 
                                       17
<PAGE>
         -------------------------------------------------------------
 
DIRECTORS AND OFFICERS
 
     ANTHONY M. SOLOMON, Chairman of the Board and
      Director
     GEORGE F. BENNETT, Director
*    SIR ARTHUR BRYAN, Director
     PETER STORMONTH DARLING, Director
     LEON N. LEVY, Director
*    J. MURRAY LOGAN, Director
*    JAMES S. MARTIN, Director
     FRANCOIS-XAVIER ORTOLI, Director
     J. LOUGHLIN CALLAHAN, President and Treasurer
     STEVEN W. GOLANN, Vice President
     RITA J. KLEINMAN, Secretary
     THADDEA M. FELDMAN, Assistant Secretary
     AMANDA J. MARSH, Assistant Secretary
 
* Member of the Audit Committee
 
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.
 
This  report is for  shareholder information. This is  not a prospectus intended
for use in the purchase or sale of Fund shares.
 
                ------------------------------------------------
 
EXECUTIVE OFFICES--
780 Third Avenue
New York, New York 10017
(For latest net asset value and requests for Fund
Reports, please call 1 (800) 543-6217 or (609)
282-4600.)
INVESTMENT MANAGER--
Mercury Asset Management International Channel Islands
Ltd.
Forum House
Grenville Street
St. Helier, Jersey
Channel Islands
INVESTMENT ADVISER--
Mercury Asset Management International Ltd.
33 King William Street
London EC4R 9AS
England
ADMINISTRATOR--
Princeton Administrators, L.P.
P.O. Box 9095
Princeton, New Jersey 08543-9095
CUSTODIAN--
The Bank of New York
Avenue des Arts 35
1040 Brussels
Belgium
TRANSFER AGENT AND REGISTRAR--
The Bank of New York
101 Barclay Street
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
 
<PAGE>
                ------------------------------------------------
                         SUMMARY OF GENERAL INFORMATION
                  -------------------------------------------
 
THE FUND
 
  The Europe Fund, Inc.  (the "Fund") is a  closed-end investment company  whose
shares  trade on the New  York Stock Exchange. The  Fund seeks long-term capital
appreciation through  investment primarily  in European  equity securities.  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
"Europe Fd." The  Fund's New York  Stock Exchange trading  symbol is EF.  Weekly
comparative  net asset value (NAV) and market price information about the Fund's
shares are published each  Monday in THE  WALL STREET JOURNAL  and THE NEW  YORK
TIMES and 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.
 
DISTRIBUTION REINVESTMENT AND CASH PURCHASE PLAN-SUMMARY
 
  An automatic Distribution Reinvestment and Cash Purchase Plan (the "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 (800) 524-4458.
 
  All shareholders  are automatically  enrolled  in the  Plan unless  they  have
elected  to receive distributions in cash. Therefore, if you wish to participate
and your shares are held in your own  name, no action is required on your  part.
If  you have previously elected to receive distributions in cash and now wish to
participate in the Plan, please call the Plan Agent at the number above. If your
shares are held in  the name of  a brokerage firm, bank  or other nominee,  your
nominee may have elected to receive distributions in cash on your behalf, and if
you  wish to participate, 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  it to  register your  shares in  your own  name, which will
enable you to participate in the Plan.
 
TRANSFER AGENT:
The Bank of New York
Telephone Inquiries: 1-800-432-8224
 
Address Shareholder Inquiries To:
Shareholder Relations Department - 11 E
P.O. Box 11258
Church Street Station
New York, NY 10286
 
Send Certificates for Transfer and Address Changes to:
Receive and Deliver Department - 11 W
P.O. Box 11002
Church Street Station
New York, NY 10286
 
                                     [LOGO]
                             The Europe Fund, Inc.
                                 Annual Report
                               December 31, 1996


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