59 WALL STREET FUND INC
N-30D, 2001-01-10
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                  THE 59 WALL STREET PACIFIC BASIN EQUITY FUND

                       STATEMENT OF ASSETS AND LIABILITIES
                                October 31, 2000

ASSETS:
      Investments in BBH Pacific Basin Equity Portfolio
        ("Portfolio"), at value ..............................    $ 79,807,101
      Receivable for capital stock sold ......................       9,427,315
                                                                  ------------
         Total Assets ........................................    $ 89,234,416
                                                                  ------------
LIABILITIES:
      Payables for:
         Capital stock redeemed ..............................          26,404
         Shareholder servicing/eligible institution fees .....          38,723
         Administrative fee ..................................          19,361
         Professional fees ...................................          16,850
         Board of directors' fee .............................           4,467
         Accounting fees .....................................           4,669
         Accrued expenses and other liabilities ..............          12,761
                                                                  ------------
            Total Liabilities ................................         123,235
                                                                  ------------
      NET ASSETS .............................................    $ 89,111,181
                                                                  ============
      Net Assets Consist of:
         Paid-in capital .....................................    $102,879,568
         Distributions in excess of net investment income ....        (657,368)
         Accumulated net realized loss .......................     (20,775,266)
         Net unrealized appreciation .........................       7,664,247
                                                                  ------------
      Net Assets .............................................    $ 89,111,181
                                                                  ============
NET ASSET VALUE AND OFFERING PRICE PER SHARE
         ($89,111,181 / 2,511,967 shares) ....................    $      35.47
                                                                  ============

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                  THE 59 WALL STREET PACIFIC BASIN EQUITY FUND

                            STATEMENT OF OPERATIONS
                                October 31, 2000

NET INVESTMENT INCOME:
      Net Investment Loss Allocated from Portfolio:
         Dividend and other income (net of foreign tax
           expense $164,398) ..................................    $    780,730
         Expenses .............................................        (977,698)
                                                                   ------------
            Net Investment Loss Allocated from Portfolio ......        (196,968)
                                                                   ------------
      Fund Expenses:
         Shareholder servicing/eligible institution fees ......         255,610
         Administrative fee ...................................         127,805
         Professional fees ....................................          47,692
         Board of Directors' fees .............................          16,700
         Accounting fees ......................................           8,002
         Miscellaneous expenses ...............................          82,023
                                                                   ------------
            Total Expenses ....................................         537,832
                                                                   ------------
            Fees paid indirectly ..............................         (14,806)
                                                                   ------------
            Net expenses ......................................         523,026
                                                                   ------------
            Net Investment Loss ...............................        (719,994)
                                                                   ------------
NET REALIZED AND UNREALIZED LOSS ALLOCATED FROM PORTFOLIO:
      Net realized gain on investments and foreign
        exchange transactions .................................       9,473,188
      Net change in unrealized appreciation on
        investments and foreign currency translations .........      12,558,860)
                                                                   ------------
            Net Realized and Unrealized Loss Allocated
              from Portfolio ..................................      (3,085,672)
                                                                   ------------
      Net Decrease in Net Assets Resulting from Operations ....    $ (3,805,666)
                                                                   ============

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                  THE 59 WALL STREET PACIFIC BASIN EQUITY FUND

                       STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                                    For the years ended October 31,
                                                                                    ---------------------------------
                                                                                         2000               1999
                                                                                    -------------       -------------
<S>                                                                                 <C>                 <C>
INCREASE IN NET ASSETS:
      Operations:
        Net investment loss ......................................................  $    (719,994)      $    (303,253)
        Net realized gain on investments and foreign exchange transactions .......      9,473,188          11,428,050
        Net change in unrealized appreciation on investments and foreign
         currency translations ...................................................    (12,558,860)         21,794,575
                                                                                    -------------       -------------
         Net increase (decrease) in net assets resulting from operations .........     (3,805,666)         32,919,372
                                                                                    -------------       -------------
      Dividends in excess of net investment income ...............................     (4,448,893)                 --
                                                                                    -------------       -------------
      Capital stock transactions (Note 4):
         Net proceeds from sales of capital stock ................................    147,056,047         115,186,849
         Net asset value of capital stock issued to shareholders in
           reinvestment of distributions .........................................      2,554,345                  --
         Net cost of capital stock redeemed ......................................   (132,655,719)       (100,325,530)
                                                                                    -------------       -------------
          Net increase in net assets resulting from capital stock
            transactions .........................................................     16,954,673          14,861,319
                                                                                    -------------       -------------
            Total increase in net assets .........................................      8,700,114          47,780,691

NET ASSETS:
      Beginning of year ..........................................................     80,411,067          32,630,376
                                                                                    -------------       -------------
      End of year (including distributions in excess of net investment
         income of $657,368 and undistributed net investment
           income of $675,496, respectively) .....................................  $  89,111,181       $  80,411,067
                                                                                    =============       =============
</TABLE>

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                      THE 59 WALL STREET PACIFIC BASIN FUND

                              FINANCIAL HIGHLIGHTS

           Selected per share data and ratios for a share outstanding
                             throughout each period

<TABLE>
<CAPTION>
                                                                      For the years ended October 31,
                                                      ---------------------------------------------------------------
                                                        2000          1999         1998        1997           1996
                                                      -------       -------      -------     --------        --------
<S>                                                   <C>           <C>          <C>         <C>             <C>
Net asset value, beginning of period ..............   $ 38.77       $ 20.31      $ 24.52     $  30.19        $  29.88

Income from investment operations:
   Net investment income (loss) ...................     (0.31)(1)     (0.17)(1)    (0.20)        0.00(1,2)       0.05(1)
   Net realized and unrealized gain (loss) ........     (0.89)        18.63        (2.39)       (4.69)           1.62

Less dividends and distributions:
   From net investment income .....................        --            --        (0.52)       (0.00)(2)       (0.86)
   In excess of net investment income .............     (2.10)           --        (1.10)       (0.25)          (0.50)
   From net realized gains ........................        --            --           --        (0.28)             --
   In excess of net realized gains ................        --            --           --        (0.45)             --
                                                      -------       -------      -------     --------        --------
Net asset value, end of period ....................   $ 35.47       $ 38.77      $ 20.31     $  24.52        $  30.19
                                                      =======       =======      =======     ========        ========
Total return ......................................     (3.81)%       90.89%      (10.78)%     (16.03)%          5.65%

Ratios/Supplemental data:
   Net assets, end of period (000's omitted) ......   $89,111       $80,411      $32,630     $102,306        $150,685
   Expenses as a percentage of average net assets:
     Expenses paid by Fund                               1.47%(6)      1.39%        1.44%        1.19%           1.13%
     Expenses paid by commissions(3) ..............        --            --           --         0.01%           0.01%
     Expense offset arrangement ...................      0.01%           --(4)      0.18%        0.06%           0.16%
                                                      -------       -------      -------     --------        --------
        Total expenses ............................      1.48%         1.39%        1.62%        1.26%           1.30%
   Ratio of net investment income (loss) to average
     net assets ...................................     (0.70)%      (0.58)%       (0.73)%       0.00%           0.16%
   Portfolio turnover rate ........................        76%(5)        97%          91%          63%             58%
</TABLE>

----------
(1)   Calculated using average shares outstanding for the year.

(2)   Less than $0.01 per share.

(3)   A portion of the Fund's  securities  transactions  are directed to certain
      unaffiliated  brokers which in turn use a portion of the commissions  they
      receive  from the Fund to pay  other  unaffiliated  service  providers  on
      behalf  of the  Fund for  services  provided  for  which  the  Fund  would
      otherwise be obligated to pay.

(4)   Less than 0.01%.

(5)   Portfolio  turnover  rate is that  of the  Portfolio  in  which  the  Fund
      invests.

(6)   Includes the Fund's share of expenses  paid by the  Portfolio  and expense
      offset arrangement.

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                  THE 59 WALL STREET PACIFIC BASIN EQUITY FUND

                          NOTES TO FINANCIAL STATEMENTS

      1. Organization and Significant  Accounting  Policies.  The 59 Wall Street
Pacific Basin Equity Fund (the "Fund") is a separate  non-diversified  series of
The 59 Wall Street Fund, Inc. (the "Corporation")  which is registered under the
Investment  Company Act of 1940, as amended.  The  Corporation  is an open-ended
management  investment company organized under the laws of the State of Maryland
on July 19, 1990. The Fund commenced operations on November 1, 1990.

      The Fund  invests all of its  investable  assets in the BBH Pacific  Basin
Equity  Portfolio  (the  "Portfolio"),   a  diversified,   open-end   management
investment company having the same investment  objectives as the Fund. The value
of such investment reflects the Fund's proportionate  interest in the net assets
of the Portfolio (approximately 75% at October 31, 2000). The performance of the
Fund is directly  affected by the  performance of the  Portfolio.  The financial
statements  of the  Portfolio,  including  the  portfolio  of  investments,  are
included  elsewhere  in this  report and should be read in  connection  with the
Fund's financial statements.

      The Fund's financial statements are prepared in accordance with accounting
principles  generally  accepted in the United  States of America  which  require
management  to  make  certain  estimates  and  assumptions  at the  date  of the
financial  statements  and are  based,  in  part,  on the  following  accounting
policies. Actual results could differ from those estimates.

            A. Valuation of Investments.  The Fund records its investment in the
      Portfolio at fair value. Valuation of investments held by the Portfolio is
      discussed in Note 1 of the Portfolio's Notes to Financial Statements which
      are included elsewhere in this report.

            B.  Investment  Income and  Expenses.  The Fund records its share of
      income,  expenses,  realized and unrealized  gains and losses each day. In
      addition, the Fund accrues its own expenses.

            C. Federal Income Taxes.  It is the  Corporation's  policy to comply
      with the  requirements of the Internal Revenue Code applicable to regulate
      investment  companies and to distribute  all of its taxable  income to its
      shareholders.  Accordingly,  no federal  income tax provision is required.
      The Fund files a tax return annually using tax accounting methods required
      under  provisions  of the  Internal  Revenue  Code which may  differ  from
      accounting  principles generally accepted in the United States of America,
      the basis which these financial statements are prepared.  Accordingly, the
      amounts of net  investment  income and net realized gain reported on these
      financial  statements  may  differ  from that  reported  on the Fund's tax
      return due to certain book-to-tax  differences such as losses deferred due
      to "wash sale" transactions, utilization of capital loss carryforwards and
      the  recognition  of  unrealized  gains or losses on open forward  foreign
      currency exchange  contracts and passive foreign  investment  companies at
      year-end. These differences may result in temporary over-distributions for
      financial statement purposes and are classified as distributions in excess
      of  accumulated  net  realized  gains  or  net  investment  income.  These
      distributions do not constitute a return of capital. Permanent differences
      are  reclassified  on the statement of assets and  liabilities  based upon
      their tax  classification.  As such,  the  character of  distributions  to
      shareholders  reported in the Financial  Highlights  table may differ from
      that reported to shareholders on Form 1099-DIV.

            D.  Dividends  and  Distributions  to  Shareholders.  Dividends  and
      distributions to shareholders are recorded on the ex-dividend date.

      2. Transactions with Affiliates.

      Administrative  Fee. The Corporation has an administrative  agreement with
Brown  Brothers  Harriman  (the  "Administrator")  for which  the  Administrator
receives a fee from the Fund calculated daily and paid monthly at an annual rate
equivalent to 0.125% of the Fund's average daily net assets.  The  Administrator
has a sub administration  services agreement with 59 Wall Street Administrators,
Inc. for which 59 Wall Street Administrators, Inc. receives such compensation as
is from time to time  agreed  upon,  but not in excess of the amount paid to the
Administrator.  For the year ended October 31, 2000, the Fund incurred  $127,805
for administrative services.
<PAGE>

                  THE 59 WALL STREET PACIFIC BASIN EQUITY FUND

                    NOTES TO FINANCIAL STATEMENTS (continued)

      Shareholder  Servicing/Eligible Institution Agreement. The Corporation has
a shareholder  servicing  agreement and an eligible  institution  agreement with
Brown Brothers  Harriman for which Brown Brothers  Harriman  receives a fee from
the Fund calculated daily and paid monthly at an annual rate equivalent to 0.25%
of the Fund's average daily net assets. For the year ended October 31, 2000, the
Fund incurred $255,610 for such services.

      Accounting  Fee. The  Corporation  has an accounting  agreement with Brown
Brothers  Harriman (the  "Accountant")  for which the Accountant  receives a fee
calculated  and paid  monthly.  For the year ended  October 31,  2000,  the Fund
incurred $8,002 for accounting services.

      Board of Directors'  Fee. Each Director  receives an annual fee as well as
reimbursement for reasonable  out-of-pocket expenses from the Fund. For the year
ended October 31, 2000, the Fund incurred $16,700 for these fees.

      3. Investment  Transactions.  Investment transactions of the portfolio are
discussed in Note 3 of the Portfolio's  Notes to Financial  Statements.  Custody
fees for the Fund were  reduced by $14,806 as a result of the Fund  directing  a
portion of its portfolio transactions to certain unaffiliated brokers.

      4. Capital  Stock.  The  Corporation  is permitted to issue  2,500,000,000
shares of capital stock, par value $.001 per share, of which  25,000,000  shares
have been  classified as shares of the Fund.  Transactions  in shares of capital
stock were as follows:

                                                           For the years
                                                          ended October 31,
                                                     --------------------------
                                                        2000            1999
                                                     ----------      ----------
Capital stock sold .............................      3,524,509       3,748,466
Capital Stock issued in connection with
  reinvestment of dividends and
  distributions ................................         62,059            --
Capital stock repurchased ......................     (3,148,469)     (3,281,480)
                                                     ----------      ----------
Net Increase ...................................        438,099         466,986
                                                     ==========      ==========

      5.  Federal  Income Tax Status.  At October 31,  2000,  the 59 Wall Street
Pacific Basin Equity Fund for Federal income taxes purposes,  had a capital loss
carryforward  of  $20,486,128  which  may be  applied  against  any net  taxable
realized gain of each  succeeding  year until the earlier of its  utilization or
expiration on October 31, 2006.
<PAGE>

                          INDEPENDENT AUDITORS' REPORT

Board of Directors and Shareholders

The 59 Wall Street Pacific Basin Equity Fund (a series of The 59 Wall Street
Fund, Inc.):

      We have audited the  accompanying  statement of assets and  liabilities of
The 59 Wall  Street  Pacific  Basin  Equity Fund (a series of The 59 Wall Street
Fund, Inc.) as of October 31, 2000, the related  statement of operations for the
year then  ended,  the  statement  of changes in net assets for the years  ended
October 31, 2000 and 1999, and the financial highlights for each of the years in
the five-year  period ended October 31, 2000.  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 audit.

      We conducted our audit in accordance  with  auditing  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and 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.  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
audit provides a reasonable basis for our opinion.

      In our opinion, such financial statements and financial highlights present
fairly, in all material  respects,  the financial position of The 59 Wall Street
Pacific Basin Equity Fund at October 31, 2000 and the results of its operations,
the changes in its net assets,  and its financial  highlights for the respective
stated periods in conformity with accounting  principles  generally  accepted in
the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts
December 22, 2000
<PAGE>

                   MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

      The  following  investment   management  strategies  and  techniques  have
materially affected the Fund's performance for the fiscal year ended October 31,
2000.

Pacific Basin Equity Fund

      The twelve month period  ending  October 31, 2000 was a difficult  one for
Pacific Basin Equity markets.  As measured by MSCI in U.S. dollars,  the Pacific
Basin  Index  declined  10.5%.  No market was  immune,  but Hong Kong,  with its
exposure to the improving economic environment in China, declined least (-1.3%).
The poor  performance  of markets in the region can be attributed to two primary
factors:  the  dramatic  global  sell-off  of  telecom  and  technology  shares,
particularly  semiconductor-related,  after  recording  new highs in March,  and
on-going  concerns in Japan about the country's  economic  prospects.  Japan has
recorded three consecutive quarters of positive growth, but virtually all of the
growth has been  generated by government  spending or business  investment.  The
all-important  consumer has not been a meaningful  contributor,  thereby placing
recovery at risk.  Evidence  does suggest  that the consumer  sector has, at the
margin,  begun to improve, but not enough to produce economic growth in Japan of
more than a very modest 1%-2% in the next twelve months.

      The 59 Wall Street  Pacific Basin Equity Fund  outperformed  its benchmark
over this  difficult  period,  declining less than 4% in the year ending October
31, 2000. Much of the  outperformance  was generated by the Fund's  overweighted
exposure to technology  and telecom  stocks early in the year when these sectors
were roaring ahead, followed by a timely trimming of exposure to these stocks as
the year progressed.

      With much of the Pacific Basin's economic prospects  dependent on exports,
the expectation of a trough in U.S. economic activity in Q4 2000,  followed by a
return  to a more  sustainable  3%-4%  pace in  2001,  should  improve  investor
sentiment  throughout the region.  Likewise,  further  restructuring of Japanese
corporate management  practices,  and enactment of long anticipated economic and
political reform as the new year progresses,  would restore investor  confidence
in the Japanese market. In the meantime,  the Fund continues to invest in larger
capitalization, globally competitive companies with leading market positions and
superior growth prospects.

                   Pacific Basin Equity Fund Growth of $10,000

                 --------------------------------------------------
                                  Total Return
                 --------------------------------------------------
                    One Year        Five Years         Inception
                     Ended        Ended 10/31/00      to 10/31/00
                    10/31/00       (Annualized)      (Annualized)
                 --------------------------------------------------
                     (3.81)%          7.78%              8.55%
                 --------------------------------------------------

[The following information was depicted as a line chart in the printed material]

                                                 Pacific Basin
     Date                                         Equity Fund*      MSCI-Pacific
     ----                                         ------------      ------------
  10/31/1990 ..............................         $10,000           $10,000
  (inception)
  10/31/1991 ..............................          11,068            10,698
  10/31/1992 ..............................          11,254             8,360
  10/31/1993 ..............................          16,883            12,436
  10/31/1994 ..............................          17,471            13,562
  10/31/1995 ..............................          15,616            12,040
  10/31/1996 ..............................          16,497            12,438
  10/31/1997 ..............................          13,853             9,989
  10/31/1998 ..............................          12,359             8,599
  10/31/1999 ..............................          23,615            13,032
  10/31/2000 ..............................          22,714            11,656

* net of fees and expenses

           Past performance is not predictive of future performance.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                            PORTFOLIO OF INVESTMENTS
                                October 31, 2000

Shares                                                                   Value
------                                                                   -----
            COMMON STOCKS (93.7%)
            AUSTRALIA (4.8%)
            BANKING
   99,800   National Australia Bank, Ltd. .....................     $  1,386,400
                                                                    ------------
            CONSUMER GOODS
  400,200   Coca-Cola Amatil, Ltd. ............................          814,631
                                                                    ------------
            SERVICES
  155,500   Lend Lease Corp. ..................................        1,820,428
                                                                    ------------
            TELECOMMUNICATIONS
  806,500   Cable and Wireless Optus* .........................        1,708,149
                                                                    ------------
            TOTAL AUSTRALIA ...................................        5,729,608
                                                                    ------------

            HONG KONG (6.0%)
            CONSUMER NON-DURABLES
  136,390   Asia Foods, Ltd.#* ................................          220,952
                                                                    ------------
            MULTI-INDUSTRY
  141,440   Hutchinson Whampoa, Ltd. ..........................        1,759,159
  952,800   Li & Fung, Ltd. ...................................        1,771,458
                                                                    ------------
                                                                       3,530,617
                                                                    ------------

            TELECOMMUNICATIONS
  527,300   China Telecom* ....................................        3,380,562
                                                                    ------------
            TOTAL HONG KONG ...................................        7,132,131
                                                                    ------------

            INDIA (3.0%)
            FINANCE
  556,347   Industrial Credit & Investment
              Corp. of India, Ltd. ............................          880,630
                                                                    ------------
            MATERIALS
  244,000   Indo Gulf Fertilisers and
              Chemicals Corp., Ltd. GDR+ ......................          225,700
  144,142   Reliance Industries, Ltd. .........................          932,792
    6,595   Reliance Industries, Ltd. GDR .....................           42,678
                                                                    ------------
                                                                       1,201,170
                                                                    ------------

            TELECOMMUNICATIONS
  300,000   MaHanagar Telephone ...............................          902,978
                                                                    ------------
            SERVICE
  100,000   Zee Telefilms, Ltd. ...............................          616,288
                                                                    ------------
            TOTAL INDIA .......................................        3,601,066
                                                                    ------------

            JAPAN (66.9%)
            BANKING
  887,000   Asahi Bank, Ltd. ..................................        3,494,846
      421   Mizuho Holdings, Inc.* ............................        3,236,533
  243,000   Sumitomo Trust and Banking Co., Ltd. ..............        2,950,245
                                                                    ------------
                                                                       9,681,624
                                                                    ------------

            CAPITAL GOODS/DURABLES
   83,000   Fujitsu, Ltd. .....................................        1,478,462
   51,000   Matsushita Electric
              Industrial Co., Ltd. ............................        1,481,376
  148,000   Matsushita Electric Works .........................        1,742,612
                                                                    ------------
                                                                       4,702,450
                                                                    ------------

            CHEMICALS
   42,000   Shin-Etsu Chemical Co. ............................        1,724,103
                                                                    ------------

            CONSUMER DISCRETIONARY
  160,000   Toppan Printing Co. ...............................        1,413,295
                                                                    ------------
            CONSUMER ELECTRONICS
   39,100   Sony Corp. ........................................        3,124,131
                                                                    ------------
            CONSUMER GOODS
  134,000   Kirin Brewery Co., Ltd. ...........................        1,397,279
  360,000   Nissan Motor Co. ..................................        2,470,701
                                                                    ------------
                                                                       3,867,980
                                                                    ------------

            CONSUMER NON-DURABLES
   44,000   Kao Corp. .........................................        1,318,367
   17,300   Nintendo Co., Ltd. ................................        2,861,273
                                                                    ------------
                                                                       4,179,640
                                                                    ------------

            ELECTRIC COMPONENTS
   16,300   Matsushita Communications
              Industrial Co., Ltd. ............................        2,135,795
   11,100   Rohm Co., Ltd. ....................................        2,798,012
                                                                    ------------
                                                                       4,933,807
                                                                    ------------

            FINANCE
   24,100   Acom Co., Ltd. ....................................        1,949,906
  135,000   Nomura Securities Co., Ltd. .......................        2,863,655
   24,280   Orix Corp. ........................................        2,547,359
                                                                    ------------
                                                                       7,360,920
                                                                    ------------

            MACHINERY/EQUIPMENT
  405,000   Mitsubishi Heavy Industries .......................        1,573,464
                                                                    ------------
 <PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                            PORTFOLIO OF INVESTMENTS
                          October 31, 2000 (continued)

 Shares                                                                  Value
 ------                                                                  -----
            JAPAN (continued)
            MATERIALS
  275,000   Kinden Corp. ......................................      $ 1,804,187
  488,000   Mitsubishi Materials Corp. ........................        1,435,360
  289,000   Sumitomo Chemical Co. .............................        1,424,676
  482,000   Sumitomo Metal & Mining Co. .......................        2,486,517
                                                                    ------------
                                                                       7,150,740
                                                                    ------------

            MEDIA
      193   Fuji Television Network ...........................        2,122,142
                                                                    ------------

            MULTI-INDUSTRY
   20,200   Softbank Corp. ....................................        1,212,352
  224,000   Sumitomo Corp. ....................................        1,970,404
                                                                    ------------
                                                                       3,182,756
                                                                    ------------

            PHARMACEUTICALS
   61,000   Kissei Pharmaceutical Co., Ltd. ...................        1,117,323
   57,000   Santen Pharmaceutical Co., Ltd. ...................        1,125,533
   48,000   Yamanouchi Pharmaceutical Co., Ltd. ...............        2,172,722
                                                                    ------------
                                                                       4,415,578
                                                                    ------------

            PRECISION INSTRUMENTS
   28,900   Hoya Corp. ........................................        2,388,583
                                                                    ------------

            REAL ESTATE
   25,800   Oriental Land Co., Ltd. ...........................        1,560,269
                                                                    ------------

            RETAIL
   48,000   Ito-Yokado Co., Ltd. ..............................        2,168,323
                                                                    ------------

            SERVICES
   85,000   Credit Saison Co., Ltd. ...........................        1,799,148
1,273,000   Kawasaki Kisen Kaisha, Ltd. .......................        2,286,233
  265,000   Toei Co. ..........................................        1,070,830
  324,000   Tokyu Corp. .......................................        1,674,403
                                                                    ------------
                                                                       6,830,614
                                                                    ------------

            TELECOMMUNICATIONS
      360   Nippon Telegraph & Telephone ......................        3,275,576
      122   NTT Docomo, Inc. ..................................        3,007,101
                                                                    ------------
                                                                       6,282,677
                                                                    ------------
            TRANSPORTATION
  221,000   Nippon Express Co. ................................        1,326,385
                                                                    ------------
            TOTAL JAPAN .......................................       79,989,481
                                                                    ------------

            SINGAPORE (8.3%)
            BANKING
  189,952   DBS Group Holdings, Ltd. ..........................        2,238,801
                                                                    ------------
            ELECTRIC COMPONENTS
   34,600   Chartered Semiconductors ADR* .....................        1,608,900
                                                                    ------------

            SERVICES
  185,200   Singapore Airlines ................................        1,855,902
                                                                    ------------
            TELECOMMUNICATIONS
  340,100   Datacraft Asia, Ltd.* .............................        2,329,685
1,187,000   Singapore Telecom .................................        1,966,731
                                                                    ------------
                                                                       4,296,416
                                                                    ------------
            TOTAL SINGAPORE ...................................       10,000,019
                                                                    ------------

            SOUTH KOREA (4.4%)
            ELECTRIC COMPONENTS
   25,935   Samsung Electronics Co., GDR ......................        3,249,000
                                                                    ------------
            FINANCE
   90,000   Samsung Securities ................................        1,629,890
                                                                    ------------
            TECHNOLOGY
   59,370   Hyundai Electrical Industries* ....................          364,832
                                                                    ------------
            TOTAL SOUTH KOREA .................................        5,243,722
                                                                    ------------

            TAIWAN (0.3%)
            ELECTRIC COMPONENTS
   55,000   Powerchip Semiconductor, Ord.* ....................          365,750
                                                                    ------------
            TOTAL TAIWAN ......................................          365,750
                                                                    ------------

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                            PORTFOLIO OF INVESTMENTS
                          October 31, 2000 (continued)

TOTAL INVESTMENTS (identified cost $108,383,453) (a) ..     93.7%   $112,061,777
CASH AND OTHER ASSETS LESS LIABILITIES ................      6.3       7,496,947
                                                           -----    ------------
NET ASSETS ............................................    100.0%   $119,558,724
                                                           =====    ============
----------
*     Non-income producing security.
+     Rule 144A security.
#     Restricted security -- Total market value of the restricted security owned
      at October  31,  2000 was  $220,952  or 0.2% of net  assets.  Acquired  on
      December 13, 1999 at a cost of $220,952.
(a)   The aggregate  cost for federal income tax purposes is  $109,614,934,  the
      aggregate gross unrealized appreciation is $15,131,407,  and the aggregate
      gross unrealized depreciation is $12,684,564,  resulting in net unrealized
      appreciation of $2,446,843.

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                       STATEMENT OF ASSETS AND LIABILITIES
                                October 31, 2000

ASSETS:
      Investments in securities, at value (identified
         cost $108,383,453) ...................................     $112,061,777
      Receivables for:
         Investments sold .....................................        1,916,007
         Contributions ........................................       10,286,982
         Dividends ............................................          177,430
                                                                    ------------
             Total Assets .....................................      124,442,196
                                                                    ------------
LIABILITIES:
      Due to bank (including $58,514 in foreign currency) .....        3,824,683
      Payables for:
         Withdrawals ..........................................          758,697
         Investment advisory fee ..............................          137,201
         Custody fee ..........................................          112,936
         Professional fees ....................................           36,500
         Administrative fee ...................................            7,388
         Board of Trustees' fee ...............................            6,067
                                                                    ------------
             Total Liabilities ................................        4,883,472
                                                                    ------------
NET ASSETS ....................................................     $119,558,724
                                                                    ============

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                             STATEMENT OF OPERATIONS
                                October 31, 2000

NET INVESTMENT LOSS:
      Income:
         Dividends and other income (net of foreign
           withholding taxes of $212,080) .....................    $  1,082,504
                                                                   ------------
      Expenses:
         Investment advisory fee ..............................         905,250
         Custody fee ..........................................         317,706
         Administrative fee ...................................          48,744
         Professional fees ....................................          40,112
         Board of Trustees' fee ...............................          19,061
         Miscellaneous expenses ...............................          14,346
                                                                   ------------
             Total Expenses ...................................       1,345,219
             Fees paid indirectly .............................         (16,616)
                                                                   ------------
             Net Expenses .....................................       1,328,603
                                                                   ------------
      Net Investment Loss .....................................        (246,099)
                                                                   ============

NET REALIZED AND UNREALIZED GAIN:
      Net realized gain on investments and foreign
        exchange transactions .................................       9,779,607
      Net change in unrealized appreciation on
        investments and foreign currency translations .........       3,670,320
                                                                   ------------
             Net Realized and Unrealized Gain .................      13,449,927
                                                                   ------------
      Net Increase in Net Assets Resulting from Operations ....    $ 13,203,828
                                                                   ============

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                       STATEMENT OF CHANGES IN NET ASSETS

                                                                    For the
                                                                   year ended
                                                                October 31, 2000
                                                                ----------------
INCREASE IN NET ASSETS:
      Operations:
         Net investment loss ................................     $    (246,099)
         Net realized gain on investments and
           foreign exchange transactions ....................         9,779,607
         Net change in unrealized appreciation on
           investments and foreigncurrency translations .....         3,670,320
                                                                  -------------
           Net increase in net assets resulting from
             operations .....................................        13,203,828
                                                                  -------------
      Capital transactions:
         Proceeds from contributions ........................       276,934,912
         Fair value of withdrawals ..........................      (170,580,016)
                                                                  -------------
           Net increase in net assets resulting from
             capital transactions ...........................       106,354,896
                                                                  -------------
             Total increase in net assets ...................       119,558,724

NET ASSETS:
      Beginning of year .....................................                --
                                                                  -------------
      End of year ...........................................     $ 119,558,724
                                                                  =============

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                              FINANCIAL HIGHLIGHTS

                                                                    For the
                                                                   year ended
                                                                October 31, 2000
                                                                ----------------
Total Return ................................................            (3.40)%
Ratios/Supplemental Data:
Net assets, end of period (000's omitted) ...................      $   119,559
Expenses as a percentage of average net assets:
    Expenses paid by Portfolio ..............................             0.95%
    Expense offset arrangement ..............................             0.01%
                                                                   -----------
        Total Expenses ......................................             0.96%

Ratio of net investment loss to average net assets ..........            (0.18)%
Portfolio turnover rate .....................................               76%

   The accompanying notes are an integral part of these financial statements.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                          NOTES TO FINANCIAL STATEMENTS

      1.  Organization and Significant  Accounting  Policies.  BBH Pacific Basin
Equity Portfolio (the  "Portfolio") is registered  under the Investment  Company
Act of 1940, as amended,  as an open-ended  management  investment company which
was  organized  as a trust  under  the laws of the State of New York on June 15,
1993. The Portfolio commenced operations on November 1, 1999. The Declaration of
Trust permits the Trustees to create an unlimited number of beneficial interests
in the Portfolio.

      The  Portfolio's  financial  statements  are prepared in  accordance  with
accounting  principles  generally accepted in the United States of America which
require  management to make certain estimates and assumptions at the date of the
financial  statements  and are  based,  in  part,  on the  following  accounting
policies. Actual results could differ from those estimates.

            A. Valuation of Investments.  (1) The value of investments listed on
      either a domestic  or  foreign  securities  exchange  is based on the last
      price on that exchange prior to the time when assets are valued, or in the
      absence of recorded sales, at the average of readily available closing bid
      and asked prices on such exchange;  (2) unlisted  securities are valued at
      the  average of the quoted  bid and asked  prices in the  over-the-counter
      market; (3) securities or other assets for which market quotations are not
      readily  available are valued at fair value in accordance  with procedures
      established by and under the general supervision and responsibility of the
      Portfolio's  Trustees.  Such  procedures  include  the use of  independent
      pricing  services,  which  use  prices  based  upon  yields  or  prices of
      securities of comparable quality,  coupon,  maturity and type; indications
      as to the value from  dealers;  and  general  market  conditions;  (4) all
      assets and liabilities  initially  expressed in foreign currencies will be
      converted into U.S. dollars at the prevailing rates of exchange  available
      at the time of  valuation;  and (5) trading in  securities on most foreign
      exchanges and  over-the-counter  markets is normally  completed before the
      close of the New York  Stock  Exchange  and may also take place on days on
      which  the New  York  Stock  Exchange  is  closed.  If  events  materially
      affecting  the value of  foreign  securities  occur  between  the time the
      exchange on which they are traded closes and the time the  Portfolio's net
      assets are  calculated,  such  securities  will be valued at fair value in
      accordance   with   procedures   established  by  and  under  the  general
      supervision of the Portfolio's Trustee.

            B. Foreign  Currency  Translations.  The  accounting  records of the
      Portfolio are maintained in U.S.  dollars.  Foreign  currency  amounts are
      translated  into U.S.  dollars at the  current  rate of  exchange  of such
      currency  against the U.S.  dollar to determine the value of  investments,
      assets and liabilities.  Purchases and sales of securities, and income and
      expenses  are  translated  at  the  prevailing  rate  of  exchange  on the
      respective  dates of such  transactions.  Upon the  purchase  or sale of a
      security  denominated  in foreign  currency,  the Portfolio may enter into
      forward foreign currency exchange  contracts for the purchase or sale, for
      a fixed amount of U.S. dollars, of the amount of foreign currency involved
      in the  underlying  security  transactions.  The  Portfolio  isolates that
      portion of realized gain or loss on investments  resulting from changes in
      foreign exchange rates on investments  from the fluctuations  arising from
      the changes in market  prices of such  investments.  Reported net realized
      and  unrealized  gains  and  losses  arise  from the  sales  of  portfolio
      securities, sales of foreign currencies, currency gains or losses realized
      between the trade and settlement dates on securities transactions, and the
      difference  between  the  amounts  of  dividends,   interest  and  foreign
      withholding  taxes recorded on the  Portfolio's  books and the U.S. dollar
      equivalents  of the  amounts  actually  received or paid.  Net  unrealized
      appreciation or depreciation on foreign currency  translations  arise from
      changes in the value of the assets and liabilities,  excluding investments
      in securities, at year end, arising from changes in the exchange rate.
<PAGE>

                       BBH PACIFIC BASIN EQUITY PORTFOLIO

                    NOTES TO FINANCIAL STATEMENTS (continued)

            C. Forward Foreign Currency  Exchange  Contracts.  The Portfolio may
      enter into forward foreign currency  exchange  contracts  ("contracts") in
      connection  with planned  purchases or sales of  securities,  to hedge the
      U.S.  dollar value of  portfolio  securities  denominated  in a particular
      currency,  or to increase or shift its  exposure to a currency  other than
      U.S. dollars.  The Portfolio has no specific  limitation on the percentage
      of  assets  which  may be  committed  to  these  types of  contracts.  The
      Portfolio could be exposed to risks if the counterparties to the contracts
      are  unable  to meet the terms of their  contracts  or if the value of the
      foreign  currency changes  unfavorably.  The U.S. dollar values of foreign
      currency underlying all contractual  commitments held by the Portfolio are
      determined using forward  currency  exchange rates supplied by a quotation
      service.

            D. Accounting for Investments.  Security  transactions are accounted
      for on the trade date. Realized gains and losses on security  transactions
      are determined on the identified  cost method.  Dividend  income and other
      distributions  from portfolio  securities are recorded on the  ex-dividend
      date.  Dividend  income is recorded net of foreign  taxes  withheld  where
      recovery of such taxes is not assured. Interest income is accrued daily.

            E.  Federal  Income  Taxes.  The  Portfolio  will  be  treated  as a
      partnership for Federal income tax purposes. As such, each investor in the
      Portfolio  will be subject  to  taxation  on its share of the  Portfolio's
      ordinary  income and capital  gains.  It is intended that the  Portfolio's
      assets  will be managed in such a way that an  investor  in the  Portfolio
      will be able to comply with the  provisions  of the Internal  Revenue Code
      applicable to regulated investment  companies.  Accordingly,  no provision
      for Federal income taxes is necessary.

      2. Transactions with Affiliates.

      Investment   Advisory  Fee.  The  Portfolio  has  an  investment  advisory
agreement  with Brown  Brothers  Harriman (the  "Adviser") for which it pays the
Adviser a fee calculated  daily and paid monthly at an annual rate equivalent to
0.65% of each Portfolio's  average daily net assets.  For the year ended October
31, 2000, the Portfolio incurred $905,250 for advisory services.

      Administrative  Fee. The Portfolio has an  administrative  agreement  with
Brown Brothers Harriman Trust Company,  LLC (the  "Administrator")  for which it
pays the Administrator a fee calculated daily and paid monthly at an annual rate
equivalent  to  0.035%  of  the  Portfolio's   average  daily  net  assets.  The
Administrator  has  a  sub  administration  services  agreement  with  Signature
Financial Group for which Signature  Financial Group receives such  compensation
as is from time to time agreed upon, but not in excess of the amount paid to the
Administrator.  For the year year ended October 31, 2000, the Portfolio incurred
$48,744 for administrative services.

      Custody  Agreement.  The  Portfolio  has a custody  agreement  with  Brown
Brothers Harriman (the "Custodian") for which Brown Brothers Harriman receives a
fee  calculated  and paid  monthly.  For the year ended  October 31,  2000,  the
Portfolio incurred $317,706 for custody services. Custody fees for the Portfolio
were reduced by $16,616,  as a result of an expense offset  arrangement with the
Portfolio's custodian.

      Board of Trustees'  Fee.  Each  Trustee  receives an annual fee as well as
reimbursement for reasonable  out-of-pocket expenses from the Portfolio. For the
year ended  October 31, 2000,  the  Portfolio  incurred  $19,061 for the trustee
fees.

      3. Investment  Transactions.  For year ended October 31, 2000, the cost of
purchases  and the  proceeds  of  sales  of  investment  securities  other  than
short-term investments were $102,382,533 and $108,298,853,  respectively.  There
were no purchases or sales of U.S. government obligations during the year.
<PAGE>

                          INDEPENDENT AUDITORS' REPORT

Trustees and Investors
BBH Pacific Basin Equity Portfolio:

      We have  audited the  accompanying  statement  of assets and  liabilities,
including the portfolio of investments, of BBH Pacific Basin Equity Portfolio as
of October 31, 2000, and the related  statement of operations,  the statement of
changes in net assets,  and the  financial  highlights  for the year then ended.
These financial  statements and financial  highlights are the  responsibility of
the Portfolio's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit.

      We conducted our audit in accordance  with  auditing  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and 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 at October 31, 2000 by  correspondence  with the custodian.  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 audit provides a reasonable  basis
for our opinion.

      In our opinion, such financial statements and financial highlights present
fairly, in all material  respects,  the financial  position of BBH Pacific Basin
Equity Portfolio at October 31, 2000, the results of its operations, the changes
in its net  assets,  and its  financial  highlights  for the year then  ended in
conformity with accounting principles generally accepted in the United States of
America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts
December 22, 2000
<PAGE>

The 59 Wall Street Fund, Inc.

Investment Adviser and
 Administrator

Brown Brothers Harriman
59 Wall Street
New York, New York 10005

Distributor

59 Wall Street Distributors, Inc.
21 Milk Street
Boston, Massachusetts 02109

Shareholder Servicing Agent

Brown Brothers Harriman
59 Wall Street
New York, New York 10005
(800) 625-5759

This report is submitted for the general  information of shareholders and is not
authorized  for  distribution  to  prospective   investors  unless  preceded  or
accompanied  by an  effective  prospectus.  Nothing  herein  contained  is to be
considered an offer of sale or a  solicitation  of an offer to buy shares of the
Funds.  Such offering is made only by prospectus,  which includes  details as to
offering price and other material information.

                           Pacific Basin Equity Fund

                                  ANNUAL REPORT
                                October 31, 2000


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