HARRIS ASSOCIATES INVESTMENT TRUST
N-30D, 1996-06-18
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<PAGE>
 
                                                                   THE
                                                                 OAKMARK
                                                                   FUND

                          THE OAKMARK FAMILY of FUNDS

                                  SEMI-ANNUAL                      THE
                                    REPORT                       OAKMARK
                                --------------                  SMALL CAP
                                April 30, 1996                     FUND
                                --------------


                                                                   THE
                                                                 OAKMARK
                                                                 BALANCED
                                                                   FUND   
                                                          

                                                                   
                                                                   THE
                                                                 OAKMARK
                                                              INTERNATIONAL
                                                                   FUND



                             [LOGO APPEARS HERE]                

                                                                   THE
                             MEMBER OF                           OAKMARK
                             ====================             INT'L EMERGING
                                     NO-LOAD                    VALUE FUND  
                             100%    MUTUAL FUND
                                     COUNCIL (TM)
                             ====================

                           No-Load Funds Managed by
                            HARRIS ASSOCIATES L.P.

<PAGE>

                              [LOGO APPEARS HERE]
 
                          THE OAKMARK FAMILY OF FUNDS
                            1996 SEMI-ANNUAL REPORT

                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
 
 
<S>                                             <C>
Letter from the President....................    1
The Oakmark Funds Summary....................    2
The Oakmark Fund
   Performance Chart.........................    4
   Letter from the Portfolio Manager.........    4
   Schedule of Investments...................    8
The Oakmark Small Cap Fund
   Performance Information...................   11
   Letter from the Portfolio Manager.........   11
   Schedule of Investments...................   14
The Oakmark Balanced Fund
   Performance Information...................   16
   Letter from the Portfolio Manager.........   16
   Schedule of Investments...................   19
The Oakmark International Fund
   Performance Chart.........................   21
   Letter from the Portfolio Managers........   21
   Schedule of Investments...................   25
The Oakmark Int'l Emerging Value Fund
   Performance Information...................   31
   Letter from the Portfolio Managers........   31
   Schedule of Investments...................   34
Financial Statements.........................   40
Trustees and Officers........................   61
Other Important Information..................   61
 </TABLE>
 

QUESTIONS ABOUT YOUR ACCOUNT:
If you have questions about your account, please call the Funds' transfer agent
at 1-800-626-9392.


24-HOUR NET ASSET VALUE HOTLINE:
To obtain the current net asset value per share of any Fund, please call
1-800-GROWOAK (1-800-476-9625).
<PAGE>
 
Letter From the President. . .
 
Fellow Shareholders:
 
  I am pleased to report that each of The Oakmark Family of Funds had positive
returns during our second fiscal quarter ended April 30, 1996:
 
  .   THE OAKMARK SMALL CAP and THE OAKMARK INTERNATIONAL FUNDS led the way
      with exceptionally robust returns of 19.65% and 11.78% respectively.
 
  .   THE OAKMARK INTERNATIONAL EMERGING VALUE FUND and THE OAKMARK BALANCED
      FUND also significantly outperformed their peer groups during the
      quarter by advancing 7.69% and 3.30%.
 
  .   THE OAKMARK FUND underperformed the S&P Index this quarter, but has
      still generally kept pace with the unusually strong S&P for the past
      year.
 
  The results of this quarter strongly illustrate that there will be periods
when sectors of the investment spectrum--whether defined geographically or by
market capitalization--will have wide return variances. By investing in several
funds within The Oakmark Family, many of our investors have created a
diversified portfolio of global investments, all driven by the same value-
oriented investment philosophy. For those investors interested only in U.S.
stocks and bonds wherein the asset allocation is within predetermined ranges, we
offer The Oakmark Balanced Fund. This fund maintains a more conservative asset
allocation strategy and will be less volatile than an all-stock portfolio. To
make The Balanced Fund more accessible to shareholders, we have also reduced the
minimum initial investment to $1,000.
 
  Thank you for your business and your confidence in us.
 


                                Sincerely,
 
                                /s/ VICTOR A. MORGENSTERN
                                VICTOR A. MORGENSTERN
                                President
<PAGE>
 
                 THE OAKMARK FUNDS FAMILY SUMMARY INFORMATION*
                  PERFORMANCE FOR PERIOD ENDED APRIL 30, 1996

<TABLE>
<CAPTION>
                               OAKMARK     SMALL CAP
                               -------     ---------
<S>                          <C>         <C>
     3 Months                   2.03%        19.65%
     6 Months                  13.66%        21.80%
 
Performance for:
      1 Year                   27.65%          N/A
3 Years (Annualized)           22.26%          N/A
  Since Inception
    (Annualized)               31.66%          N/A
  Value of $10,000           $36,823       $12,180
from inception date          8/05/91      11/01/95
 </TABLE>


TOP FIVE HOLDINGS AS OF APRIL 30, 1996

<TABLE> 
<S>                   <C>                           <C>         <C>                        <C> 
 Company and           Philip Morris Co.             6.51%      SPX Corp.                   5.66%
% of Total Net         First USA Inc.                5.00%      U.S. Industries Inc.        5.43%
    Assets             Mellon Bank Corp.             4.86%      First Brands Corp.          4.08%
                       Lockheed Martin Corp.         4.55%      Carbide/Graphite
                       U.S. West Media Group         4.46%       Group Inc.                 3.82%
                                                                Peoples Bank
                                                                 of Bridgeport              3.53%
</TABLE> 

TOP FIVE INDUSTRIES AS OF APRIL 30, 1996

<TABLE> 
<S>                   <C>                         <C>          <C>                       <C>  
 Industries and        Broadcasting &                           Machinery &
 % of Total Net         Publishing                  16.80%       Metal Processing          15.50%
     Assets            Food & Beverage              16.70%      Banks                      12.90%
                       Other Consumer Goods                     Other Industrial Goods
                        and Services                10.30%       and Services              12.80%              
                       Other Financial               8.10%      Other Financial             8.70%
                       Aerospace and Defense         6.60       Retail                      8.50%
</TABLE> 

*The Oakmark Fund's average annual total return for the twelve months ended
March 31, 1996 and the period August 5, 1991 (inception) through March 31, 1996
was 27.50% and 32.00%, respectively.
The Oakmark Small Cap Fund's total return for November 1, 1995 (inception)
through March 31, 1996 was 14.60%.
The Oakmark Balanced Fund's total return for November 1, 1995 (inception)
through March 31, 1996 was 5.00%.

                                       2
<PAGE>


<TABLE>
<CAPTION>
         BALANCED                          INTERNATIONAL                   INT'L EMERGING VALUE
         --------                          -------------                   --------------------
<S>                                 <C>                               <C>
           3.30%                             11.78%                               7.69%
           6.30%                             23.90%                              13.40%


           N/A                               26.14%                              N/A
           N/A                               14.47%                              N/A
           N/A                               18.12%                              N/A
         $10,630                             $18,162                             $11,340

         11/01/95                            09/30/92                            11/01/95


US Industries Inc.      3.98%       Cordiant PLC          5.43%       European Vinyls
US West Media Group     3.88%       AB Volvo              4.30%       Corp. Int.               3.74%
McDonnell                           Telefonos de Mexico,              Polysindo Eka Perk       3.56%
Douglas Corp.           3.65%         S.A.                3.38%       Fyffes                   3.34%
First USA               3.36%       National Australia                Fukuda Denshi Co.        3.05%
Philip Morris Co.       3.33%         Bank                3.32%       Asia Pulp & Paper Ltd.   3.01%
                                    Usiminas              3.18%


Government &                        Banks                 11.20%      Other Industrial Goods
  Agency Securities    28.10%       Telecommunications     8.30%        & Services            14.00%
Other Consumer Goods                Steel                  7.00%      Mining & Building
  & Services           13.50%       Food                   6.80%        Materials              7.20%
Broadcasting                        Transportation         6.30%      Computer Systems         7.00%
  and Publishing       10.40%                                         Components               6.60%
Corporate Bonds         7.90%                                         Food                     5.90%
Food and Beverage       6.60%
</TABLE>

The Oakmark International Fund's average annual total return for the twelve
months ended March 31, 1996 and the period September 30, 1992 (inception)
through March 31, 1996 was 25.50% and 16.40%, respectively.

The Oakmark International Emerging Value Fund's total return for November 1,
1995 (inception) through March 31, 1996 was 9.70%.

The Funds' past performances are no guarantee of future results. Share prices
and investment returns will vary, so you may have a gain or loss when you sell
shares.

                                       3
<PAGE>


Oakmark Fund

        THE VALUE OF A $10,000 INVESTMENT IN THE OAKMARK FUND FROM ITS 
          INCEPTION (8/5/91) TO PRESENT (4/30/96) AS COMPARED TO THE 
                         STANDARD & POOR'S 500 INDEX.
 
                             [GRAPH APPEARS HERE]

<TABLE> 
<CAPTION> 
                        OAKMARK FUND        S&P 500
- - -------------------------------------------------------
<S>                     <C>                 <C> 
 8/91                   $10,000             $10,000
10/91                    12,100              10,201
10/92                    17,110              11,216 
10/93                    24,504              12,892 
10/94                    26,653              13,401
10/95                    32,397              16,931
 4/96                    36,823              19,239
</TABLE> 
4/30/96 NAV $31.18

<TABLE>
<CAPTION>
                                                   AVERAGE ANNUAL TOTAL RETURN*
                                                         THROUGH 4/30/96
                                                 --------------------------------
                       TOTAL RETURN TOTAL RETURN              FROM FUND INCEPTION
                       LAST 3 MOS.  LAST 6 MOS.  FROM 4/30/95       8/5/91
                       ------------ ------------ ------------ -------------------
<S>                    <C>          <C>          <C>          <C>
THE OAKMARK FUND           2.0%        13.7%        27.6%            31.7%
Standard & Poor's 500
 Stock Index*              3.4%        13.7%        30.0%            14.8%
Dow-Jones Industrial
 Average*                  3.8%        18.4%        31.9%            17.0%
Value Line Composite
 Index*                    6.4%        12.1%        19.4%             8.5%
</TABLE>
 
*Total return includes change in share prices and in each case included
 reinvestment of any dividends and capital gain distributions. Each of the three
 indexes or averages is an unmanaged group of stocks whose composition is
 different from the Fund. The S&P 500 is a broad market-weighted average
 dominated by blue-chip stocks. The Dow-Jones Average includes only 30 big
 companies. The Value Line index is an unweighted average of more than 1,000
 stocks. Past performance is no guarantee of future performance.


THE OAKMARK FUND
REPORT FROM ROBERT J. SANBORN, PORTFOLIO MANAGER
 
  MID-YEAR UPDATE
 
     As we reach the mid-point of our fiscal year, it is my custom to review the
portfolio and assess how we're doing. Our results in the fiscal year to date are
satisfactory--your Fund is up 13.7 percent, in line with the Standard & Poor's
500, which is also up 13.7 percent.

     We do not obsess on stock price changes in the short run. Rather, similar
to a venture capitalist, we concentrate on the BUSINESS results of the companies
which we own (and assume that stock prices will take care of themselves). In
general, I am pleased with the progress our holdings continue to make.

                                       4
<PAGE>
 
Oakmark Fund
 
  Most of our larger holdings are reporting strong earnings, and have generated
business results (and value growth) at least in line with our expectations.
Some are re-focusing their business operations (Anheuser-Busch has spun off its
bakery operations and sold Eagle Snacks and--to us Cub fans--the hated baseball
Cardinals, Knight-Ridder is selling its financial data division, and American
Home Products is selling its food operations). We applaud these moves, they
demonstrate a commitment to value maximization and will enhance each company's
competitiveness. I again note that over half of our twenty largest holdings are
in the midst of share repurchase programs. I reiterate that we believe this is
the best way to return excess capital to shareholders.
 
  There is currently a strong bias towards quality in your Fund. A "quality"
business is one that generates higher-than-average returns on invested capital
over the long term. These returns are the result of a superior business
structure--a differentiated product, loyal (as opposed to merely price-
conscious) end-users, modest capital expenditure requirements, barriers to
entry, and foreign growth opportunities. Eight of our twenty largest holdings
are high-quality consumer brands with these characteristics, yet they sell at
unduly modest valuations. With market rotation recently favoring the stocks of
companies exposed to a stronger-than-expected economy, these consumer stocks
are extremely attractive. We continue to find more candidates for your Fund in
this sector.
 
  While I believe we will own many of these companies in the long run, we are
not wed to this sector. When the market eventually revalues these stocks, we
will move on. After all, a great business, except for its market valuation, is
a lousy stock. There are times to own lesser-quality companies, such as
immediately after the Crash of 1987 and in the fourth quarter of 1990. Your
Fund's flexibility should prove beneficial to all of us in the long term.
 
  We have added two holdings to our "top twenty" since the end of our fiscal
year. US WEST MEDIA GROUP is an attractive collection of cable and programming
assets, and a 1995 spin-out of the giant utility US West. DUN & BRADSTREET is a
collection of good businesses that has been under-managed for a long time.
During 1996, this company will split into three companies. We expect both of
these holdings to benefit from their liberation from a vast corporate overseer.
Thus, while we do invest for the long term and our portfolio turnover is far
less than average, we are also continually scouring the landscape to upgrade
your portfolio.
 
  Your Fund continues to remain concentrated. Our twenty largest holdings
comprise over 72 percent of our equity holdings, versus 70 percent at the end
of the fiscal year. You may also notice that I have recently made an effort to
reduce our number of total holdings. Many of our smaller holdings cannot make a
significant impact on our performance, and, just as some of our companies are
shedding peripheral holdings, so am I. The resulting portfolio will allow us to
direct our efforts to the holdings that will butter our bread.
 
  All of us at Harris Associates are honored to manage your hard-earned money.
Personally, I realize I have the greatest job in the world. Even during this
 
                                       5
<PAGE>
 
Oakmark Fund

grim Chicago "spring," I know I'm walking down the sunny side of the street. I
am well aware that some of you do not always agree with me and some of you
wish we could outperform every quarter (you guys are not bashful), but please
know that we continue to always try to do the best for you.
 
 THESE ARE THE GOOD OLD DAYS
 
  We hear there is a lot of economic insecurity in the US. Critics say the
capitalist system is cruel and heartless, and that only a few lucky winners
are benefiting from our economy. They say living standards are falling and are
lower than 20 years ago, the US is falling behind other nations, the young
cannot afford to buy a house.
 
  Is this all true? An insightful article by W. Michael Cox and Richard Alm in
the December Reason asked the same questions and concludes, "In fact,
Americans never had it so good."
 
  Let's take homes first. The average first time home-buyer in 1993 was 31
years old, three years older than in 1970. During that same time-period, the
median age at which we first marry (an event which often precedes home-buying)
has risen the same three years. The average size of a new home is over 2,000
square feet, compared to 1,500 in 1970. Over 75 percent of new homes have air
conditioning (34 percent in 1970). Over 75 percent of all households have
clothes washers (65 percent in 1970), 96 percent have color TVs (34 percent in
1970), over 70 percent have VCRs (zero in 1970), almost half have dishwashers
(25 percent in 1970).
 
  Reason has a list of the new and improved products since 1970. A partial
listing includes microwaves, cellular phones, answering machines, cable TV,
airbags, CDs, personal computers, camcorders, fax machines, aspartame, remote
controls (can you imagine a world without remote controls?? Homer Simpson and
I shudder!!), movie rentals, soft contact lenses. The list goes on and on
(and, somehow, fails to include The Oakmark Fund). Medical advances have been
huge: in-vitro fertilization, organ transplants, CAT-scan, biotechnology,
anti-depressants. Life expectancy at birth has increased from 70.8 years in
1970 to 75.4 in 1990.
 
  The naysayers aver that all this has been purchased with borrowed money.
Wrong. The average American's net worth has increased by two percent per year
since 1970. They'll aver that the average American is working longer. Wrong.
The average work-week has declined from 37.1 hours to 34.5 hours, and
vacations and paid holidays have increased from 15.5 days to 22.5 days. With
longer life expectancy and earlier retirement, workers have added five extra
years of waking leisure to their lives in the past twenty years. Total
recreational spending has almost tripled in real terms since 1970.
 
  OK, OK, the naysayers admit, we are better off and maybe we're worth more,
but still the average worker's real compensation has declined. Wrong. It is
true that average real wages have been flat since 1970, and that is an oft-
quoted
 
                                       6
<PAGE>
 
Oakmark Fund

statistic. It is highly misleading, though. Fringe benefits as a percentage of
compensation have soared since 1970; as payroll taxes have soared, workers and
companies opt for more non-wage benefits in the form of health care and
retirement programs. With fringe benefits included, average real compensation
is up 15 percent.
 
  OK, OK, the naysayers will say, we surrender, but still most of the gains are
going to those at the top. They have a point here. In 1972, those with advanced
degrees made 72 percent more than high school graduates; in 1992, they made 2.5
times more. What's going on here? I suggest that in an increasingly globalized
economy, those that can differentiate themselves in terms of human capital will
benefit. Also, there is tremendous mobility within income quintiles. A US
Treasury study of income tax returns filed from 1979 to 1988 indicated that 86
percent in the bottom quintile in 1979 managed to move to a higher quintile in
1988; almost 15 percent made it to the highest quintile. As the authors note,
"More moved from the bottom to the top than stayed in the bottom."
 
  Are there unhappy people in the US? Sure. Do we have serious problems? You
bet. Let's focus on the real problems, though, and not the phony ones. In terms
of material well-being, the average American is better off than ever before.
 
                                                            ROBERT J. SANBORN
                                                            Portfolio Manager
                                                                [email protected]
                                                                 May 16, 1996
 
                                       7
<PAGE>
 
Oakmark Fund


THE OAKMARK FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED)


<TABLE>
<CAPTION>
Shares Held             Common Stocks                Market Value
- - ------------------------------------------------------------------
<S>                                                 <C>
COMMON STOCKS--93.5%
FOOD & BEVERAGE--16.7%
  2,881,500 Philip Morris Companies Inc.            $  259,695,187
  3,897,250 H.J. Heinz Company                         132,019,344
  1,769,100 Anheuser-Busch Companies Inc.              118,750,837
  2,422,100 Nabisco Holdings Corp.                      74,176,813
    585,000 CPC International                           40,438,125
  1,571,900 Interstate Bakeries                         37,332,625
    200,000 International Dairy Queen, Inc. (a)          4,225,000
                                                    --------------
                                                       666,637,931
APPAREL--0.1%
    388,500 K-Swiss Inc., Class A                        3,593,625

RETAIL--5.7%
  3,745,500 Federated Department Stores, Inc. (a)      125,006,063
    954,600 The Kroger Company                          39,257,925
  1,600,000 Zale Corporation (a)                        29,800,000
  1,000,000 Carson Pirie Scott & Co. (a)                24,250,000
    600,000 Cole National Corporation (a)                9,825,000
     53,800 Rex Stores Corporation (a)                     840,625
                                                    --------------
                                                       228,979,613

OTHER CONSUMER GOODS & SERVICES--10.3%
  3,810,400 The Black & Decker Corporation             153,368,600
  2,032,800 American Brands, Inc.                       84,615,300
    477,700 The Clorox Company                          39,469,962
    940,400 First Brands Corporation                    24,920,600
    957,500 Whitman Corporation                         24,176,875
    583,800 GC Companies, Inc. (a)                      21,089,775
    885,000 JUNO Lighting Inc.                          13,109,062
    400,000 Stanhome, Inc.                              11,800,000
    957,500 Arctco, Inc.                                 9,215,937
    601,500 Justin Industries, Inc.                      7,744,313
    281,500 Rollins, Inc.                                6,333,750
    257,600 Paragon Trade Brands, Inc. (a)               6,021,400
    395,000 Mikasa, Inc. (a)                             4,690,625
    100,000 Alberto-Culver Company                       3,375,000
    207,000 Armor All Products Corporation               3,221,438
                                                    --------------
                                                       413,152,637

BANKS--4.9%
  3,606,550 Mellon Bank Corporation                    193,852,063
    340,000 River Bank America (a)                       2,975,000
                                                    --------------
                                                       196,827,063

INSURANCE--6.0%
  3,296,200 Torchmark Corporation                      141,736,600
  1,405,747 Old Republic International                  46,389,651
    984,700 AmericanFinancial Group, Inc.               30,156,438
    501,300 Acordia, Inc.                               15,916,275
     95,000 MAIC Holdings, Inc. (a)                      3,075,625
                                                     --------------
                                                        237,274,589
</TABLE>
 
                                       8
<PAGE>
 
Oakmark Fund


THE OAKMARK FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held                Common Stocks                  Market Value
- - -----------------------------------------------------------------------
<S>                                                     <C>
OTHER FINANCIAL--8.1%
  3,548,000 First USA, Inc.                              $  199,575,000
  2,194,900 AMBAC Inc.                                      106,727,012
    204,400 Fund American Enterprises Holdings, Inc.         15,636,600
                                                         --------------
                                                            321,938,612
BROADCASTING & PUBLISHING--16.8%
  9,112,300 U.S. West Media Group                           177,689,850
  2,174,400 Knight-Ridder, Inc.                             157,372,200
  2,400,100 Dun + Bradstreet Corporation                    146,106,088
  6,829,179 Tele-Communications, Inc., Class A (a)          130,608,048
  1,432,294 TCI Communications, Inc. (a)                     39,209,048
    300,000 Gannett                                          20,512,500
                                                         --------------
                                                            671,497,734
PHARMACEUTICAL--2.6%
    975,000 American Home Products Corporation              102,862,500

MANAGED CARE SERVICES--2.5%
  2,000,000 Foundation Health Corporation (a)                78,250,000
    420,000 Physicians Health Services, Inc. (a)             13,755,000
    270,000 Right CHOICE Managed Care, Inc. (a)               4,556,250
    500,000 Laboratory Corporation of America Holdings        4,250,000
                                                         --------------
                                                            100,811,250

MEDICAL PRODUCTS--1.1%
  1,297,800 Sybron Corporation (a)                           32,769,450
    550,000 Spacelabs Medical, Inc. (a)                      12,237,500
                                                         --------------
                                                             45,006,950

AEROSPACE & DEFENSE--6.6%
  2,251,750 Lockheed Martin Corporation                     181,547,344
    610,000 McDonnell Douglas Corporation                    58,865,000
    779,600 Logicon, Inc.                                    23,193,100
                                                         --------------
                                                            263,605,444

OTHER INDUSTRIAL GOODS & SERVICES--6.1%
  2,839,100 James River Corporation                          75,945,925
  1,999,700 The Geon Company                                 52,992,050
    935,200 Bandag Incorporated, Class A                     45,240,300
    880,400 SPX Corporation                                  20,249,200
    246,400 Great Lakes Chemical Corporation                 16,816,800
    590,000 USG Corporation (a)                              15,413,750
    170,000 UCAR International Inc. (a)                       6,970,000
    182,600 Amtrol, Inc.                                      4,428,050
     45,000 OM Group, Inc.                                    1,715,625
     26,300 Bandag Incorporated                               1,318,287
                                                         --------------
                                                            241,089,987

COMMERCIAL REAL ESTATE--0.9%
  2,291,700 Host Marriott Corporation (a)                    30,651,487
    585,700 Catellus Development Corporation (a)              5,344,513
                                                         --------------
                                                             35,996,000
</TABLE>
 
                                       9
<PAGE>
 
Oakmark Fund


THE OAKMARK FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held                                                        Market Value
- - --------------------------------------------------------------------------------
<S>                                                              <C>
FOREIGN SECURITIES--5.1%
  3,035,000 DeBeers Consolidated Mines Limited ADR (b)            $   96,361,250
  3,276,500 YPF Sociedad Anonima (b)                                  71,673,438
    547,700 EVC International NV                                      19,657,747
    413,200 Telefonos de Mexico, S.A. de C.V. (b)                     14,048,800
                                                                  --------------
                                                                     201,741,235

            TOTAL COMMON STOCKS (COST: $2,890,973,375)             3,731,015,170

SHORT TERM INVESTMENTS--6.2%
COMMERCIAL PAPER--6.2%
American Express Credit Corporation, 5.33% due 5/06/96-5/09/96    $   40,000,000
Ford Motor Credit Corp., 5.33% due 5/10/96-5/14/96                    36,500,000
Ford Motor Credit Corp., 5.31% due 5/15/96-5/16/96                    18,000,000
Ford Motor Credit Corp., 5.29% due 5/20/96-5/24/96                    47,000,000
Ford Motor Credit Corp., 5.30% due 5/28/96-5/29/96                    37,000,000
General Electric Capital Corporation, 5.32% due 5/01/96               17,000,000
General Electric Capital Corporation, 5.36% due 5/02/96               11,000,000
General Electric Capital Corporation, 5.31% due 5/03/96               14,500,000
General Electric Capital Corporation, 5.33% due 5/08/96                3,500,000
General Electric Capital Corporation, 5.29% due 5/17/96                4,500,000
General Electric Capital Corporation, 5.25% due 5/20/96-5/21/96       18,000,000
                                                                  --------------
            TOTAL COMMERCIAL PAPER (COST: $247,000,000)              247,000,000
                                                                  --------------
Total Investments (Cost $3,137,973,375)--99.7%                    $3,978,015,170
Other assets, less other liabilities--.3%                             10,234,270
                                                                  --------------
            TOTAL NET ASSETS--100%                                $3,988,249,440
                                                                  ==============
</TABLE>

- - ----------
Notes:
(a) Non-income producing security.
(b) Represents an American Depositary Receipt.
(c) At April 30, 1996, net unrealized appreciation of $840,041,795 for federal
    income tax purposes consisted of gross unrealized appreciation of
    $857,356,493 and gross unrealized depreciation of $17,314,698.
 

AFFILIATED COMPANIES
 
The following companies are considered affiliated because the Fund owns
greater than 5% of the outstanding voting shares of the company
 
<TABLE>
<S>                         <C>        <S>                                <C>
AMBAC, Inc.                 6.25%      Spacelabs Medical, Inc.             5.27%
Cole National Corporation   5.76%      K-Swiss Inc., Class A               9.51%
Carson Pirie Scott & Co     6.11%      Logicon, Inc.                       5.61%
First USA, Inc.             6.00%      Physicians Health Services, Inc.    7.74%
The Geon Company            8.03%      Right CHOICE Managed Care, Inc.     7.26%
                                       SPX Corporation                     6.76%
</TABLE>

The aggregate cost and value of investments in these companies at April 30,
1996 was $329,534,565 and $470,953,738, respectively, which represents 11.8%
of the total net assets. During the six months ended April 30, 1996, dividends
received from these companies was $926,868.

                See accompanying notes to financial statements.
 
                                      10
<PAGE>
 

Small Cap
 
THE OAKMARK SMALL CAP FUND
RESULTS FROM NOVEMBER 1, 1995 (INCEPTION) THRU APRIL 30, 1996:
 
4/30/96 NAV $12.18
<TABLE>
<CAPTION>
                                                             3 MONTHS* 6 MONTHS*
                                                             --------- ---------
<S>                                                          <C>       <C>
THE OAKMARK SMALL CAP FUND..................................   19.7%     21.8%
Lipper Small Co. Growth.....................................   14.6%     19.3%
Russell 2000................................................   10.4%     17.6%
S&P 600.....................................................   10.0%     17.5%
</TABLE>
 
*Total return includes change in share prices and in each case included
 reinvestment of any dividends and capital gain distributions. Each of the three
 indexes or averages is an unmanaged group of stocks whose composition is
 different from the Fund. The Lipper Small Company Growth Fund Index is
 comprised of 30 Small Cap Funds. The Russell 2000 Index measures the
 performance of smaller companies, and represents approximately 10% of the total
 value of publicly traded companies in the U.S. The S&P 600 Index measures the
 performance of selected U.S. stocks with a small market capitalization. Past
 performance is no guarantee of future results.

REPORT FROM STEVEN J. REID, PORTFOLIO MANAGER
 
Dear Fellow Shareholders:
 
  I am pleased to report that your Fund appreciated 19.7% during its second
fiscal quarter ended April 30, 1996 and 21.8% since the Fund's inception on
November 1, 1995.
 
  In the inaugural report to shareholders, I stated that we would compare the
investment results of the Fund to both the Russell 2000 and the S&P Small-Cap
600 indices. We were fortunate to have attained results that compared favorably
to either index, despite the fact your Fund did not have any exposure to energy
or technology, which were very strong sectors in the market.
 
INVESTMENT PHILOSOPHY--REVISITED
 
  QUESTION: Does the Fund exclude sectors of the market, such as energy or
technology stocks?
 
  ANSWER: No. In our ongoing search for companies in which to invest, we did
not find any companies in these sectors that met the criteria of our investment
philosophy. These are two areas in which we are less likely to have significant
investments for two reasons:
 
  . First, we use a bottom-up approach to investing. As an example, we do
    not make predictions of oil prices or factors which might affect them,
    such as weather or political instability. If we can uncover an oil
    producer that has oil reserves priced significantly below the cost of
    finding those reserves, we will consider making an investment in that
    company (someday we will find that company).
 
                                      11
<PAGE>
 
Small Cap
 
  . Second, we are long-term investors. Today's latest technology is
    tomorrow's obsolescence. Our investment time horizon is often far longer
    than the product life-cycle of goods produced by technology companies.
    However, many of the companies in which your Fund invests are
    significant users of the products created by technology companies. This
    allows us to be the beneficiaries of technology without having to
    determine which technology producer has created the better mouse trap.
 
  The key to how your Fund invests lies in adhering to the basic tenet of your
Fund's investment philosophy: we invest in securities that are priced at a
significant discount to their underlying value.
 
  QUESTION: Does the Fund actively trade stocks?
 
  ANSWER: No. Our goal is to keep turnover at a minimum due to the costs
associated with trading. However, I intend to make sure that the portfolio
consists of the most attractive investment opportunities available.
 
  QUESTION: Is the Fund still finding attractive investment opportunities?
 
  ANSWER: Yes, but please don't call us asking what they are (feel free to
call with other questions, however).
 
INVESTMENT PORTFOLIO
 
  Your Fund's two largest holdings are SPX Corp., a producer of automotive
equipment and tools, and U.S. Industries, Inc., a small conglomerate. These
two companies have several things in common. A year ago, both were under-
earning, under-managed, and swimming in a sea of debt. Fundamentally, however,
each company had sound businesses and tremendous potential. What each company
lacked was a capable and focused management which could realize the inherent
value of the businesses. Last year, both companies installed new managers who
have made significant changes for the benefit of shareholders.
 
  John Blystone, the new CEO of SPX Corp. has taken steps to bring down costs
and improve profit margins. U.S. Industries is now managed by David Clarke,
CEO, and John Raos, President, who have acted quickly to divest uneconomic
assets and reduce debt. These managers are bringing about cultural changes
within their companies that emphasize operational excellence and high levels
of profitability. Most
 
                                      12
<PAGE>
 

Small Cap

importantly, their compensation is tied closely to the returns received by
shareholders.
 
  During the quarter, an offer was made to acquire Life Partners Group. The
stock has been sold, which results in turnover, but we were able to realize the
full value of this holding. Congratulations to Harris Associates analyst, Bill
Jacobs for sourcing this idea.
 
SUMMERTIME: I SCREAM, YOU SCREAM, WE ALL SCREAM FOR ICE CREAM!
 
  Looking out my front window, I can see the glacial change in my lawn from
tundra to green grass. Eventually, the midwest will be void of freezing
temperatures and the precipitation du jour. This will evolve to the hot humid
weather I will be complaining about in the July quarterly report. In the
meantime, a dramatic surge in sales should occur for one of your Fund's
tastiest holdings, Eskimo Pie. One of our traders, J.P. Tansey, is a big fan of
not only the stock, but also the product. He has informed me that he is cutting
back on his favorite frozen delight to get back down to fighting weight before
the wedding bells ring. Fortunately, the company has introduced a new line of
low fat frozen treats under the "Snackwell" name. It appears the company and
J.P. Tansey are in great shape for the future.
 
  Once again, I would like to thank everyone involved, especially our
shareholders, for your support of The Oakmark Small Cap Fund.
 
                                                                  STEVEN J. REID
                                                               Portfolio Manager
                                                               [email protected]
                                                                    May 16, 1996
 
                                      13
<PAGE>


Small Cap
 
THE OAKMARK SMALL CAP FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
Shares                                                      Market
Held                     Common Stocks                       Value
- - --------------------------------------------------------------------
<S>                                                      <C>
COMMON STOCKS--95.7%
FOOD & BEVERAGE--6.5%
 120,000 Eskimo Pie Corporation                          $ 2,460,000
 125,000 GoodMark Foods, Inc.                              2,015,625
  40,000 Smucker (JM) Class B                                800,000
                                                         -----------
                                                           5,275,625
RETAIL--8.5%
 145,000 Cole National Corporation (a)                     2,374,375
 150,000 Rex Stores Corporation (a)                        2,343,750
  90,000 Carson Pirie Scott & Co. (a)                      2,182,500
                                                         -----------
                                                           6,900,625
OTHER CONSUMER GOODS & SERVICES--6.6%
 125,000 First Brands Corporation                          3,312,500
 100,000 Justin Industries, Inc.                           1,287,500
  30,000 JUNO Lighting Inc.                                  444,375
  30,000 Arctco, Inc.                                        288,750
                                                         -----------
                                                           5,333,125
BANKS--12.9%
 135,000 Peoples Bank of Bridgeport Connecticut            2,868,750
  85,000 Harbor Federal Savings Bank                       2,443,750
 140,000 Pocahontas Federal Savings & Loan Association     1,995,000
  75,000 Northwest Savings Bank                            1,818,750
  78,500 Savings Bank of Finger Lakes                      1,295,250
   4,950 Riverview Savings Bank, FSB                          76,725
                                                         -----------
                                                          10,498,225
INSURANCE--5.8%
 100,000 Renaissancere Holdings, Ltd.                      2,725,000
  40,000 CapMAC Holdings, Inc.                             1,165,000
  35,000 Amerin Corporation                                  791,875
                                                         -----------
                                                           4,681,875
OTHER FINANCIAL--8.7%
  75,000 ContiFinancial Corporation                        2,390,625
  54,100 First USA Paymentech Inc.                         2,353,350
 127,600 Duff & Phelps Credit Rating Company               2,296,800
                                                         -----------
                                                           7,040,775
BROADCASTING & PUBLISHING--8.3%
 200,000 Granite Broadcasting Corporation                  2,550,000
 106,500 Lee Enterprises, Incorporated                     2,343,000
  34,800 Central Newspapers, Class A                       1,265,850
  40,000 Jones Intercable, Inc. (a)                          577,500
                                                         -----------
                                                           6,736,350
MANAGED CARE SERVICES--3.3%
 275,000 Healthcare Services Group, Inc.                   2,715,625
</TABLE>
 
 
                                      14
<PAGE>


Small Cap
 
THE OAKMARK SMALL CAP FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares
Held/
Principal                                                 Market
Value                                                      Value
- - -------------------------------------------------------------------
<S>                                                     <C>
 DIVERSIFIED CONGLOMERATES--5.4%
   210,000 U.S. Industries, Inc.                        $ 4,410,000
 MACHINERY & METALS--15.5%
   175,000 The Carbide/Graphite Group                     3,106,250
   110,000 Kysor Industrial Corporation                   2,832,500
   297,500 Sudbury, Inc.                                  2,714,687
    75,500 Mathews International Corporation              2,114,000
    38,000 Gardner Denver Machinery Incorporated            903,094
    56,500 Northwest Pipe Company                           889,875
                                                        -----------
                                                         12,560,406
 OTHER INDUSTRIAL GOODS & SERVICES--12.8%
   200,000 SPX Corporation                                4,600,000
   130,000 Barefoot Inc.                                  1,616,875
    60,200 Amtrol, Inc.                                   1,459,850
    74,300 Amsco International, Inc.                      1,077,350
    60,000 Rexene Corporation                               772,500
    50,000 Griffon Corporation (a)                          450,000
   100,000 Repap Enterprises Incorporated                   425,000
                                                        -----------
                                                         10,401,575
 COMMERCIAL REAL ESTATE--1.4%
   128,000 Catellus Development Corporation (a)           1,168,000
                                                        -----------
           TOTAL COMMON STOCKS (COST: $68,900,869)       77,722,206
 FIXED INCOME--1.6%
 CORPORATE BONDS--1.6%
 RECREATION AND ENTERTAINMENT--1.6%
 3,000,000 Harrah's Jazz Bonds, 14.25% due 11/15/2001     1,320,000
                                                        -----------
           TOTAL FIXED INCOME (COST: $1,177,788)          1,320,000
 SHORT TERM INVESTMENTS--12.4%
 COMMERCIAL PAPER--12.4%
 American Express Credit Corporation, 5.26% due
 5/2/96-5/3/96                                            3,800,000
 Ford Motor Credit Corp., 5.20% due 5/1/1996              2,200,000
 Ford Motor Credit Corp., 5.26% due 5/6/1996              1,600,000
 General Electric Capital Corporation, 5.05% due
 5/2/1996                                                 2,500,000
                                                        -----------
           TOTAL COMMERCIAL PAPER (COST: $10,100,000)    10,100,000
 Total Investments (Cost $80,178,657)--109.7%           $89,142,206
 Other liabilities, less other assets--(9.7%)            (7,897,814)
                                                        -----------
           TOTAL NET ASSETS--100%                       $81,244,392
                                                        ===========
</TABLE>
- - ----------
Notes:
(a) Non-income producing security.
(b) At April 30, 1996, net unrealized appreciation of $8,963,549 for federal
    income tax purposes consisted of gross unrealized appreciation of
    $9,452,956 and gross unrealized depreciation of $489,407.
AFFILIATED COMPANIES
At April 30, 1996, the Fund owned 8.7% of Pocohontas Federal Savings & Loan
Association. Companies in which the Fund owns greater than 5% are considered
affiliated to the Fund. The purchase cost was $2,114,563, market value was
$1,995,000, and dividends earned during the six months ended April 30, 1996
were $8,930.
 
                See accompanying notes to financial statements.
 
                                      15
<PAGE>
 

Balanced

THE OAKMARK BALANCED FUND
RESULTS FROM NOVEMBER 1, 1995 (INCEPTION) THRU APRIL 30, 1996:
 
4/30/96 NAV $10.63
<TABLE>
<CAPTION>
                                                             3 MONTHS* 6 MONTHS*
                                                             --------- ---------
<S>                                                          <C>       <C>
THE OAKMARK BALANCED FUND...................................    3.3%      6.3%
Lipper Balanced Fund Index..................................    1.1%      7.8%
Lehman Govt/Corp Bond.......................................   -3.6%     0.04%
S&P 500.....................................................    3.4%     13.7%
</TABLE>
 
*Total return includes change in share prices and in each case included
 reinvestment of any dividends and capital gain distributions. Each of the three
 indexes or averages is an unmanaged group of stocks whose composition is
 different from the Fund. The Lipper Balanced Fund Index Composite is comprised
 of 30 balanced funds. The Lehman Govt./Corp. Bond index includes the Lehman
 Government and Lehman Corporate indices. The S&P 500 is a broad market-weighted
 average dominated by blue-chip stocks. Past performance is no guarantee of
 future results.

REPORT FROM CLYDE S. MCGREGOR, PORTFOLIO MANAGER
 
DEVELOPING INVESTMENT STRATEGIES FOR THE LONG TERM
 
  Return, if you will, to October, 19, 1987--to the infamous stock market
meltdown. At that time, Harris Associates was managing two equity portfolios
for a specialized graduate school. One portfolio was part of the school's
endowment fund, the other part of the pension plan for the school's
professors. Although each fund had independent investment committees, they
shared a financial consultant who had advised both groups in the early 1980's
to keep at least 85% of their funds invested in stocks.
 
  For several years, all went well--in fact, very well. Both portfolios
prospered and both committees enjoyed serene meetings. Then the unthinkable
happened: the market collapsed, uncertainty and illiquidity prevailed, and
"long term investing" no longer seemed like a relevant concept.
 
Bad Decisions Beget Bad Luck
 
  The Sunday following the collapse, the investment committee for the school's
endowment fund met. A newer committee member argued with considerable
vehemence that the 85% equities policy was inappropriate and that the most
prudent course was to liquidate everything. After much discussion, the
committee passed his motion. We received notice early the next morning to sell
the stocks. In a remarkable demonstration of how bad decisions beget bad luck,
the stock market declined another 8% that day. We sold the endowment fund
equities for prices we knew were "wrong," but they were all we had to work
with at the moment. The endowment fund closed out the month of October down
30%.
 
  Meanwhile, the pension committee stuck to its original strategy. The next
few months were often rocky, but the market recovered, and by
 
                                      16
<PAGE>
 

Balanced

March 31, 1988, the pension fund portfolio had more than recovered all of its
October 1987 losses. The endowment fund was still sitting with 70% of its
October 1 value invested in Treasury notes.
 
Adopting Strategies That Withstand The Stress Test
 
  Now, I do not recount this story to recommend that all investors should
always maintain a 100% stock commitment. After all, I do manage a balanced
fund. Nor am I advising that investors always "buy the dips."
 
  Rather, I am suggesting that investors know themselves so they can adopt an
asset allocation strategy which will stand the tests that time will certainly
present. The graduate school's endowment committee had adopted a strategy to
which it could not adhere at the point of maximum stress. Precisely at the
moment when the strategy could provide utmost value, the committee abandoned
it.
 
  My second point is that the needs and risk tolerance of investors evolve over
time, and this evolution carries implications for asset allocation and
investment strategies. In the case of the graduate school above, changes in the
endowment committee's membership made necessary a reconsideration of the 85%
stock policy long before October, 1987.
 
How Do Your Funds Fit?
 
  Where does The Oakmark Balanced Fund fit into all of this? Your Fund
maintains a conservative asset allocation of 50-65% stocks, 25-30% Treasury
notes, and 10-25% corporate bonds.
 
  History has shown that this sort of asset allocation can produce attractive
rates of return with considerably less volatility than an all-stock portfolio.
In addition, a greater portion of your return will derive from income (which is
more certain) and less from capital gain (less certain). These characteristics
may not be necessary for all investors, but they are desirable for most--which
is why I say, "Investor, know thyself."
 
CURRENT PORTFOLIO
 
  Investors regularly say, "The stock market is high. How do you build downside
protection into your portfolios?" One way is to own stocks of companies in
great businesses at good prices, such as Heinz (branded, packaged foods), Lee
Enterprises (newspapers), and Promus Hotel (hotel franchising). These stocks
are not immune to market downturns,
 
                                      17
<PAGE>
 

Balanced

but the combination of their valuations, financial characteristics, and
business franchises limit their fundamental riskiness.
 
  Another option is to buy shares of companies that have wonderful balance
sheets, but whose stock prices have declined for transitory reasons. Fund
holdings Arctco (snowmobiles) and Juno Lighting suffered significant stock
price declines last year based on modest changes in their underlying
businesses. Both companies, however, have substantially more cash on the
balance sheet than debt, pay good dividends and have been buying back stock.
 
  To avoid the possibility of loss completely, one should not own stocks. We
believe, however, that investors can reduce the risk of serious loss through
these kinds of purchases--and by developing investment strategies that will
stand the tests of time.
 
  Please feel free to write or E-mail me with your questions and comments.
 
                                                              CLYDE S. MCGREGOR
                                                              Portfolio Manager
                                                                  [email protected]
                                                                   May 16, 1996
 
                                      18
<PAGE>


Balanced
 
THE OAKMARK BALANCED FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
Shares Held/Principal Value              Description             Market Value
- - -----------------------------------------------------------------------------
<S>                                                              <C>
EQUITY AND EQUIVALENTS--54.6%
RETAIL--6.1%
   8,500 The Kroger Company                                        $  349,563
 260,000 Federated Department Stores, Inc., 5%
         Convertible Notes due 10/1/2003                              290,550
                                                                   ----------
                                                                      640,113
 
OTHER CONSUMER GOODS AND SERVICES--13.5%
  11,800 Promus Hotel Corporation                                     334,825
   7,900 The Black & Decker Corporation                               317,975
  33,000 Arctco, Inc.                                                 317,625
  20,800 JUNO Lighting Inc.                                           308,100
   2,900 Goodyear Tire & Rubber Company                               151,162
                                                                   ----------
                                                                    1,429,687
 
FOOD & BEVERAGE--6.6%
   3,900 Philip Morris Companies Inc.                                 351,488
  10,150 H.J. Heinz Company                                           343,831
                                                                   ----------
                                                                      695,319
 
BANKS AND OTHER FINANCIAL--5.8%
   6,300 First USA, Inc.                                              354,375
   4,800 Mellon Bank Corporation                                      258,000
                                                                   ----------
                                                                      612,375
 
BROADCASTING AND PUBLISHING--10.4%
  21,000 U.S. West Media Group                                        409,500
  13,600 Lee Enterprises, Incorporated                                299,200
   3,700 Knight-Ridder, Inc.                                          267,787
   4,600 Cablevision Systems Corporation 5% Redeemable
         Exchangeable, Convertible Preferred Stock                    119,025
                                                                   ----------
                                                                    1,095,512
 
MEDICAL PRODUCTS--2.1%
  15,600 Amsco International, Inc.                                    226,200
 
AEROSPACE & DEFENSE--3.7%
   4,000 McDonnell Douglas Corporation                                386,000
 
OTHER INDUSTRIAL GOODS & SERVICES--6.4%
   9,800 The Geon Company                                             259,700
  20,000 U.S. Industries, Inc.                                        420,000
                                                                   ----------
                                                                      679,700
         TOTAL EQUITY AND EQUIVALENTS (COST: $5,317,189)            5,764,906
 
FIXED INCOME--39.7%
 
PREFERRED STOCK--3.7%
 
FINANCIAL SERVICES--1.4%
   5,645 Everen Capital Corp., Preferred, Series A                    153,130
 
BROADCASTING & CABLE TV--2.3%
   3,900 Tele-Communications, Inc., Preferred Junior Class B 6%       241,800
         TOTAL PREFERRED STOCK (COST: $385,678)                       394,930
</TABLE>
 
                                      19
<PAGE>


Balanced
 
THE OAKMARK BALANCED FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held/Principal Value         Description                 Market Value
- - -----------------------------------------------------------------------------
<S>                                                             <C> 
CORPORATE BONDS--7.9%
 
RETAIL--1.0%
   100,000 The Vons Companies Inc., 9.625% due 4/01/2002             105,250
 
BUILDING MATERIALS & CONSTRUCTION--1.5%
   150,000 USG Corporation, 9.25% due 9/15/2001, Senior Notes
           Series B                                                  159,937
 
UTILITIES--1.5%
   150,000 Midland Funding Corporation, 11.75% due 7/23/2005         157,688
 
OTHER INDUSTRIAL GOODS & SERVICES--1.6%
   150,000 UCAR Global Enterprises Inc., 12% due 1/15/2005,
           Senior Subordinated Note                                  171,000
 
AEROSPACE AND AUTOMOTIVE--1.5%
   150,000 Coltec Industries, Inc., 9.75% due 1/01/2000              153,938
 
RECREATION AND ENTERTAINMENT--0.8%
   190,000 Harrah's Jazz Bonds, 14.25% due 11/15/2001                 83,600

           TOTAL CORPORATE BONDS (COST: $925,296)                    831,413
 
GOVERNMENT AND AGENCY SECURITIES--28.1%
 1,000,000 United States Treasury Notes, 6% due 10/15/99             991,990
   600,000 United States Treasury Notes, 6.125% due 5/31/97          602,352
   600,000 United States Treasury Notes, 5.25% due 7/31/98           589,242
   500,000 United States Treasury Notes, 5.625% due 11/30/2000       484,475
   300,000 Federal Home Loan Bank, 6.405% due 4/10/2001,
           Consolidated Bond                                         295,197

           TOTAL GOVERNMENT AND AGENCY SECURITIES
           (COST: $3,014,616)                                      2,963,256
 
 
           TOTAL FIXED INCOME (COST: $4,325,590)                   4,189,599
 
COMMERCIAL PAPER--4.9%
   519,000 American Express Credit Corporation, 5.3%, due
           5/01/96                                                   519,000
 Total Investments (Cost $10,161,779)--99.2%                     $10,473,505
 Other Assets, Less Other Liabilities--0.8%                           88,491
                                                                 -----------
           TOTAL NET ASSETS--100%                                $10,561,996
                                                                 ===========
</TABLE>
- - ----------
Notes:
(a) Non-income producing security.
(b) At April 30, 1996, net unrealized appreciation of $311,726 for federal
    income tax purposes consisted of gross unrealized appreciation of $557,800
    and gross unrealized depreciation of $246,074.

                                      20
<PAGE>
 

International
 
        THE VALUE OF A $10,000 INVESTMENT IN THE OAKMARK INTERNATIONAL 
            FUND FROM ITS INCEPTION (9/30/92) TO PRESENT (4/30/96)
            AS COMPARED TO THE MORGAN STANLEY WORLD EX U.S. INDEX.


                             [GRAPH APPEARS HERE]
<TABLE> 
<CAPTION> 
                        Oakmark International    M.S. World Ex U.S.
- - ---------------------------------------------------------------------
<S>                     <C>                      <C> 
 9/92                         $10,000                  $10,000
10/92                           9,800                    9,505  
10/93                          14,454                   12,981 
10/94                          15,121                   14,265
10/95                          14,659                   14,248
 4/96                          18,162                   16,144
</TABLE> 
4/30/96 NAV $14.80

<TABLE>
<CAPTION>
                                                                                             AVERAGE ANNUAL TOTAL
                                                                                            RETURN* THROUGH 4/30/96
                                                                                          ---------------------------
                                                      TOTAL RETURN      TOTAL RETURN       FROM        FROM INCEPTION
                                                      LAST 3 MOS.       LAST 6 MOS.       4/30/95         9/30/96
                                                      ------------      ------------      -------      --------------
<S>                                                   <C>               <C>               <C>          <C>
OAKMARK INTERNATIONAL                                    11.8%             23.9%           26.1%           18.1%
Morgan Stanley World ex U.S.*                             5.4%             13.3%           11.8%           14.3%
Morgan Stanley EAFE*                                      5.4%             13.2%           11.4%           14.4%
Lipper Analytical International Fund                                                             
  Average*                                                5.3%             12.1%           12.1%           14.4%
</TABLE>
 
*Total return includes change in share prices and in each case included
 reinvestment of any dividends and capital gain distributions. Each of the three
 indexes or averages is an unmanaged group of stocks whose composition is
 different from the Fund. The Morgan Stanley World ex U.S. Index includes 19
 country sub-indexes. The Morgan Stanley EAFE Free Index refers to Europe, Asia
 and the Far East and includes 18 country sub-indexes. The Lipper International
 Fund Average includes 106 mutual funds that invest in securities whose primary
 markets are outside the United States. Past performance is no guarantee of
 future performance.


THE OAKMARK INTERNATIONAL FUND
REPORT FROM DAVID G. HERRO AND MICHAEL J. WELSH,
PORTFOLIO MANAGERS
 
Dear Fellow Shareholders:
 
  Your Fund produced a return of 11.8% for the last fiscal quarter--results
which are more than satisfactory on an absolute and relative basis.
Nevertheless, we urge you to focus on the most important measure: the Fund's
very acceptable since-inception performance of 81.6% or 18.1% annually. We will
continue working hard to produce solid LONG-TERM results.
 
                                      21
<PAGE>
 

International
 
  This just-concluded fiscal quarter saw strong performance from our European
cyclical investments such as Kvaerner +26%, Volvo +20%, and EVC +31%, and from
our largest position, Cordiant +26%. Such results reinforce our belief that
the investments in our portfolio represent excellent value.
 
GLOBAL ECONOMIC CHANGES FOR THE GOOD
 
  Recently, concerns about the changing nature of the global economy have been
voiced here and abroad, reinforcing a prevailing feeling of economic
restlessness. From the media to politicians like Ted Kennedy and Pat Buchanan,
there have been cries that "something must be done." Proposed solutions
include limiting immigration and increasing trade protection on the theory
that our problems come from outside our borders.
 
  Well, the pundits are dead wrong--again. The global economy is going through
a structural change driven by two major trends:
 
  . technology, which is rapidly changing the way we live and work
 
  . heightened economic growth in the underdeveloped countries of the world
 
  The results of these trends are HIGHLY POSITIVE and will lead to higher
global living standards throughout the world.
 
  The technological revolution has been blamed for a great deal of the
publicized job losses as machines have replaced people in certain businesses.
But technology has been the source of job creation as well. For example,
consider the computer hardware/software industry employment trends over the
last 10 years: Growth has been explosive--and these are high paying jobs. Is
anyone arguing that it is bad to trade low-paying, obsolete jobs for those
which are high pay? Although this is what's happening, the pundits are
focusing only on one side of the equation--on job losses.
 
  The globalization of the economy is producing the same effect: job losses in
industries in which we no longer have a competitive advantage to job creation
in industries in which we do. Protectionists like Pat Buchanan are making the
absurd suggestion that we should sacrifice growth in high-paying jobs in the
aerospace, chemicals, software industries to save low skill, low-paying jobs
in industries like textiles. That way lies madness.
 
                                      22
<PAGE>
 

International
 
  Economist Joseph Schumpeter called this process CREATIVE DESTRUCTION: to
create something newer and better, something old must be displaced. This is
exactly what is happening today. Yes, we need to help address the temporary
social side-effects of unemployment in certain sectors, but nothing should be
done to impede the process.
 
LACK OF PROTECTION MEANS GROWTH
 
  The United States compared to the rest of the Western economies has a
relatively free labor market. What has this lack of protection provided? It has
provided one of the lowest unemployment rates and one of the greatest job
creation records in the developed world. The call for additional government
intervention is misguided and would bring nothing but inefficiency--the same
inefficiency suffocating economic growth in Germany, Sweden, and Japan, among
others.
 
SHAREHOLDERS OF THE WORLD, UNITE!
 
  As shareholders of The Oakmark International Fund, you already know that one
of our investment criteria is the quality of a company's management. More
specifically, we assess management's treatment of shareholders: are
shareholders viewed as just one of many constituents, such as employees,
bankers, suppliers, and politicians which management must satisfy, or are they
viewed properly as the owners of the business?
 
THE CONCEPT OF SHAREHOLDER VALUE
 
  Until recently, the concept of shareholder value was well-understood only in
the United States and maybe in the United Kingdom. Now, however, as the market
for capital is no longer local, but global, companies worldwide are paying
close, active attention, rather than paying only lip service, to shareholder
value.
 
  So far this year, in our Portfolio, we've seen positive proof of this trend.
CHARGEURS, for instance, the diversified conglomerate which represents 2% of
the Fund, has announced an unprecedented move for a French company: a split
into two separate entities, one media and one industrial, to help the market
more properly value its dispersed businesses. Management believes they have
created a good deal of value in the last five years, and a split-up is the best
way for shareholders to realize this value.
 
  In another example of management working for the owners, EVC INTERNATIONAL
(2.5% of the Fund) has announced one of the first ever
 
                                      23
<PAGE>
 

International

share buy-backs on the Amsterdam exchange. Management believes that the
highest return project for the Company's funds is to buy back very undervalued
stock. The shares now trade at a substantial discount to the Company's asset
value, and at around one-third of the replacement cost of its facilities.
 
  Finally, TELEFONOS DE MEXICO (3.4% of the Fund) has spent substantial sums
buying stock since economic turmoil hit Mexico and the share price. The
Company has repurchased nearly 12% of its total outstanding shares since the
beginning of 1995, and has another 5% remaining on its current authorization.
That management can accomplish such a feat in the midst of an economic
depression is testament to the Company's cash-generating ability and
management's shareholder orientation.
 
  In our investment process, we will continue to seek out companies and
managements which not only generate excess cash from their businesses, but
which also redeploy that cash intelligently and in the service of their
shareholders.
 
                                                                    DAVID HERRO
                                                                  MICHAEL WELSH
                                                             Portfolio Managers
                                                       [email protected]
                                                                  [email protected]
                                                                   May 16, 1996
 
                                      24
<PAGE>


International
 
THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
COUNTRY DIVERSIFICATION--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
                                                     % of Fund
Country                                              Net Assets
- - ---------------------------------------------------------------
<S>                                                  <C>
ARGENTINA                                              6.1%
 Alparagatas Sociedad Anonima Industrial Y Comercial
 Banco de Galicia Y Buenos Aires
 CIADEA S.A.
 YPF Sociedad Anonima
AUSTRALIA                                              5.6%
 National Australia Bank Limited
 Pioneer International
BRAZIL                                                 3.3%
 Iochpe-Maxion SA
 Usiminas
CANADA                                                 1.4%
 Call Net Enterprises Inc., Common
 Call Net Enterprises Inc., Class B
CENTRAL EUROPE                                         0.5%
 The Central European Growth Fund PLC
FINLAND                                                1.6%
 Kone Corporation
FRANCE                                                 5.0%
 Chargeurs S.A.
 Ecco S.A.
 Groupe Legris Industries
 Strafor Facom
HONG KONG                                              6.1%
 Chen Hsong Holdings Limited
 Giordano Holdings Limited
 Hong Kong Aircraft Engineering Company Limited
 Lame Holdings Limited
 Varitronix International Holdings Limited
 Yue Yuen Industrial (Holdings) Limited
INDONESIA                                              2.6%
 Asia Pulp & Paper Company Ltd
ISRAEL                                                 3.0%
 Bezeq
 Scitex Corporation Limited
JAPAN                                                  2.0%
 Kyocera Corporation
</TABLE>
<TABLE>
<CAPTION>
                                                     % of Fund
Country                                              Net Assets
- - ---------------------------------------------------------------
<S>                                                  <C>
KOREA                                                  2.2%
 BYC Company                                     
 Daehan Flour Mills Co., Ltd.                    
 Keumkang                                        
 Lotte Chilsung Beverage                         
 Lotte Confectionery                             
 Pacific Corporation                             
MALAYSIA                                               1.0%
 Leong Hup Holdings Berhad                            
MEXICO                                                 4.6%
 Empaques Ponderosa, S.A.                             
 Grupo Financiero Bancomer, S.A. De C.V. (GFB)-B      
 Grupo Financiero Bancomer, S.A. C.V.-L               
 Telefonos de Mexico, S.A. de C.V.                    
NETHERLANDS                                            6.3%
 EVC International NV                                 
 Hollandsche Beton Groep nv                           
 Macintosh                                            
 Royal Pakhoed N.V.                                   
NEW ZEALAND                                            2.5%
 Lion Nathan Limited                                  
NORWAY                                                 3.0%
 Kvaerner                                             
PORTUGAL                                               2.5%
 Banco Espirito Santo E Comercial de Lisboa, S.A.     
SPAIN                                                  6.4%
 Banco Popular Espanol                                
 Telefonica                                           
 Union Electrica Fenosa S.A.                          
SWEDEN                                                11.4%
 AB Volvo                                             
 Avesta Sheffield                                     
 Mo och Domsjo AB                                     
 Svenska Handelsbanken                                
SWITZERLAND                                            1.8%
 Saurer Ltd.                                          
TAIWAN                                                 0.8%
 Tung-Ho Steel Enterprise Corp.                       
UNITED KINGDOM                                        13.6%
 British Aerospace Public Limited Company
 Cordiant PLC
 Guinness PLC
 London International Group PLC
 Reckitt & Colman PLC
 Rolls-Royce Public Limited Company
</TABLE>
 
                                      25
<PAGE>


International
 
THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
 Shares Held                                  Description         Market Value
 ------------------------------------------------------------------------------
 <S>                                    <C>                      <C>
 COMMON STOCKS--93.3%
 CONSUMER NON-DURABLES--4.3%
     88,233 Chargeurs S.A. (France)     Entertainment & Wool
                                         Production Holding
                                         Company                 $   23,477,576
 89,522,000 Yue Yuen Industrial
             (Holdings) Limited (Hong   Athletic Footwear
             Kong)                       Manufacturing               21,757,011
     24,000 BYC Company (Korea)         Textile Manufacturer          2,935,818
     35,820 Pacific Corporation         Cosmetics and Household
             (Korea)                     Goods Manufacturer             814,666
                                                                 --------------
                                                                     48,985,071
 FOOD--6.8%
 11,500,700 Lion Nathan Limited (New
             Zealand)                   New Zealand Brewer           28,678,671
  3,580,000 Guinness PLC (United
             Kingdom)                   Distiller and Brewer         25,786,994
  4,939,000 Leong Hup Holdings Berhad   Major Poultry Operation
             (Malaysia)                  in Malaysia and KFC
                                         Operator                    10,994,044
     56,000 Lotte Confectionery         Confectionary
             (Korea)                     Manufacturer                 6,476,068
     36,970 Lotte Chilsung Beverage     Manufacturer of Soft
             (Korea)                     Drinks, Juices, & Sport
                                         Drinks                       4,417,874
     29,190 Daehan Flour Mills Co.,
             Ltd. (Korea)               Food Processing               1,387,767
                                                                 --------------
                                                                     77,741,418
 HOUSEHOLD PRODUCTS--1.7%
  1,550,853 Reckitt & Colman PLC        Household Cleaners and
             (United Kingdom)            Air Fresheners              16,995,649
  1,155,600 London International
             Group PLC (United
             Kingdom)                   Latex Products                2,435,406
                                                                 --------------
                                                                     19,431,055
 RETAIL--2.9%
 13,403,000 Giordano Holdings Limited   East Asian Clothing
             (Hong Kong)                 Retailer & Manufacturer     12,388,527
 17,430,294 Alparagatas Sociedad
             Anonima Industrial Y
             Comercial (Argentina)      Textiles                     10,337,198
    462,900 Macintosh (Netherlands)     Non-Food Specialty
                                         Retailer                    10,319,685
                                                                 --------------
                                                                     33,045,410
 TELECOMMUNICATIONS--8.3%
  1,130,100 Telefonos de Mexico, S.A.   Telephone Company in
             de C.V. (Mexico) (b)        Mexico                      38,423,400
  1,950,500 Telefonica (Spain)          Telephone                    34,731,781
</TABLE>
 
                                      26
<PAGE>


International
 
THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
 Shares Held                                  Description         Market Value
 ------------------------------------------------------------------------------
 <S>                                    <C>                      <C>
    908,500 Call Net Enterprises
             Inc., Common (Canada)      Telecommunications       $   10,242,729
    522,500 Call Net Enterprises,
             Inc., Class B (Canada)
             (a)                        Telecommunications            5,756,518
  1,863,000 Bezeq (Israel)              Telephone Company             5,038,133
                                                                 --------------
                                                                     94,192,561
 OIL & NATURAL GAS--2.7%
  1,406,200 YPF Sociedad Anonima        Exploration, Production
             (Argentina) (b)             and Marketing               30,760,625
 TRANSPORTATION--6.3%
  2,134,600 AB Volvo (Sweden)           Automobiles and Trucks       48,945,721
  3,969,637 CIADEA S.A. (Argentina)     Assembler and
             (a)                         Distributor of
                                         Automobiles                 23,026,199
                                                                 --------------
                                                                     71,971,920
 ELECTRIC--1.8%
  3,443,230 Union Electrica Fenosa
             S.A. (Spain)               Spanish Electric Utility     20,599,827
 BANKS--11.2%
  4,210,000 National Australia Bank
             Limited (Australia)        Largest Australian Bank      37,767,636
  1,880,480 Banco Espirito Santo E
             Comercial de Lisboa,
             S.A. (Portugal)            Portuguese Bank              28,879,742
  1,218,850 Svenska Handelsbanken
             (Sweden)                   Large Swedish Bank           24,982,327
    108,093 Banco Popular Espanol
             (Spain)                    Large Spanish Bank           17,913,525
 26,635,000 Grupo Financiero
             Bancomer, S.A. De C.V.     Large Mexican Financial
             (GFB)-B (Mexico) (a)        Group                       11,829,812
    644,826 Banco de Galicia Y Buenos
             Aires (Argentina)          Argentinian Bank              3,856,445
  6,129,630 Grupo Financiero
             Bancomer, S.A. De C.V.-    Large Mexican Financial
             L (Mexico) (a)*             Group                        2,177,957
                                                                 --------------
                                                                    127,407,444
 INVESTMENT COMPANIES--0.5%
  6,000,000 The Central European        Diversified, Closed-End
             Growth Fund PLC (United     Fund Investing in
             Kingdom)                    Central Europe               5,961,162
 COMPUTER SYSTEMS--2.6%
  1,409,500 Scitex Corporation
             Limited (Israel) (b)*      Color Pre-Press Systems      29,599,500
</TABLE>
 
                                      27
<PAGE>


International
 
THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held                                   Description         Market Value
- - -------------------------------------------------------------------------------
<S>                                     <C>                      <C>
 CHEMICALS--3.8%
    801,915 EVC International NV        Western European PVC
             (Netherlands)               Manufacturer            $   28,781,892
    566,500 Royal Pakhoed N.V.          Petroleum Products,
             (Netherlands)               Chemical Handling           14,183,163
                                                                 --------------
                                                                     42,965,055
 MARKETING SERVICES--5.4%
 30,408,656 Cordiant PLC (United        Global Advertising
             Kingdom) (a)                Agency                      61,796,907
 AEROSPACE--5.8%
  7,848,737 Rolls-Royce Public
             Limited Company (United
             Kingdom)                   Jet Engines                  28,001,666
  1,449,666 British Aerospace Public
             Limited Company (United
             Kingdom)                   Defense Products             19,007,362
  7,258,800 Hong Kong Aircraft          Commercial Aircraft
             Engineering Company         Overhaul and
             Limited (Hong Kong)         Maintenance                 18,392,151
                                                                 --------------
                                                                     65,401,179
 COMPONENTS--3.2%
    304,000 Kyocera Corporation
             (Japan)                    Electric Components          22,900,626
  6,685,000 Varitronix International
             Holdings Limited (Hong
             Kong)                      Liquid Crystal Displays      12,271,605
  1,840,000 Chen Hsong Holdings         Plastic Injection
             Limited (Hong Kong)         Moulding Machines              945,511
                                                                 --------------
                                                                     36,117,742
 FORESTRY PRODUCTS--4.5%
  2,473,600 Asia Pulp & Paper Company   Paper & Packaging
             Ltd (Indonesia) (a)         Products in Asia            29,683,200
    387,700 Mo och Domsjo AB (Sweden)   Paper, Pulp & Timber         20,638,154
    144,000 Empaques Ponderosa, S.A.
             (Mexico) (a)               Boxboard                        288,775
                                                                 --------------
                                                                     50,610,129
 MACHINERY & METALS--3.6%
     49,400 Saurer Ltd. (Switzerland)   Textile Machinery            20,291,559
    141,898 Strafor Facom (France)      Metal Processing, Office
                                         Equipment, Mining Tools     10,297,388
    195,097 Group Legris Industries     Europe's Leading Crane
             (France)                    Manufacturer                 9,665,183
  7,880,000 Iochpe-Maxion SA (Brazil)   Agricultural Machinery &
                                         Automotive Parts               873,702
                                                                 --------------
                                                                     41,127,832
</TABLE>
 
                                      28
<PAGE>


International 

THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held/Principal Value                  Description         Market Value
- - ------------------------------------------------------------------------------
<S>                                    <C>                      <C>
 MINING AND BUILDING MATERIALS--3.0%
  8,180,923 Pioneer International      Concrete Products,
             (Australia)                Aggregates              $   24,870,520
    126,980 Keumkang (Korea)           Building Materials            9,447,018
                                                                --------------
                                                                    34,317,538
 STEEL--7.0%
 31,788,700 Usiminas (Brazil)          Steel Production             36,207,268
  3,405,000 Avesta Sheffield
             (Sweden)                  Stainless Steel              35,146,573
    700,966 Tung-Ho Steel Enterprise   Taiwanese Manufacturer
             Corp. (Taiwan) (a)         of Steel Bars and H-
                                        Beams                        8,642,911
                                                                --------------
                                                                    79,996,752
 OTHER INDUSTRIAL GOODS & SERVICES--3.2%
    167,000 Kone Corporation
             (Finland)                 Elevators                    18,633,771
     62,337 Ecco S.A. (France)         Temporary Services
                                        Provider                    14,005,468
 14,040,000 Lamex Holdings Limited     Hong Kong's Largest
             (Hong Kong)                Office Furniture
                                        Supplier                     4,083,770
                                                                --------------
                                                                    36,723,009
 SHIP BUILDING--3.1%
    897,110 Kvaerner (Norway)          Shipbuilding and
                                        Engineering                 34,616,626
 COMMERCIAL REAL ESTATE--1.6%
    108,732 Hollandsche Beton Groep
             nv (Netherlands)          Construction                 18,656,089
 TOTAL COMMON STOCKS (COST: $968,888,095)                        1,062,024,851
 COMMERCIAL PAPER--7.7%
  7,000,000 American Express Credit Corporation,
              5.25% due 5/3/1996                                     7,000,000
  6,000,000 American Express Credit Corporation,
              5.25% due 5/6/1996                                     6,000,000
  6,000,000 American Express Credit Corporation,
              5.25% due 5/7/1996                                     6,000,000
  5,000,000 American Express Credit Corporation,
              5.25% due 5/13/1996                                    5,000,000
  9,000,000 Ford Motor Credit Corp., 5.29% due 5/3/1996              9,000,000
  6,000,000 Ford Motor Credit Corp., 5.25% due 5/8/1996              6,000,000
 11,000,000 Ford Motor Credit Corp., 5.24% due 5/9/1996             11,000,000
  6,500,000 Ford Motor Credit Corp., 5.24% due 5/10/1996             6,500,000
  7,000,000 General Electric Capital Corporation,
              5.25% due 5/1/1996                                     7,000,000
  7,000,000 General Electric Capital Corporation,
              5.25% due 5/2/1996                                     7,000,000
 10,000,000 General Electric Capital Corporation,
              5.29% due 5/14/1996                                   10,000,000
  7,000,000 General Electric Capital Corporation,
              5.29% due 5/15/1996                                    7,000,000
            TOTAL COMMERCIAL PAPER (COST: $87,500,000)              87,500,000
</TABLE>
 
 
                                       29
<PAGE>


International
 
THE OAKMARK INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Shares Held/
Principal Value                          Description              Market Value
- - -------------------------------------------------------------------------------
<S>                                                              <C> 
REPURCHASE AGREEMENTS--0.1%
    748,000 State Street Repurchase Agreement, 4.75% due 5/1/96, 
            fully collaterized by US Treasury obligations        $      748,000
Total investments (cost $1,057,136,095)--101.1%                  $1,150,272,851
Foreign currencies (cost $6,397,183)--.6%                        $    6,372,216
Other liabilities, less other assets--(1.7%)(c)                     (18,985,379)
                                                                 --------------
    TOTAL NET ASSETS--100%                                       $1,137,659,688
                                                                 ==============
</TABLE>
- - ----------
Notes:
(a) Non-income producing security.
(b) Represents an American Depositary Receipt.
(c) Includes portfolio and transaction hedges.
(d) At April 30, 1996, net unrealized appreciation of $93,111,789 for federal
    income tax purposes consisted of gross unrealized appreciation of
    $151,031,121 and gross unrealized depreciation of $57,919,332.
 
AFFILIATED COMPANIES
 
The following companies are considered affiliated because the Fund owns
greater than 5% of the outstanding voting shares of the company.
 
<TABLE>
<CAPTION> 
<S>                                                  <C>
Alparagatas Sociedad Anonima 
  Industrial                                          6.12%
Call Net Enterprises, Inc. 
  Common                                              9.65%
CIADEA, S.A.                                          5.29%
Cordiant PLC                                          6.82%
EVC International NV                                  5.48%
Lamex Holdings Limited                                6.33%
Leong Hup Holdings Berhad                             5.68%
Macintosh                                             6.44%
</TABLE> 

The aggregate cost and value of investments in these companies at April 30, 1996
was $139,740,085 and $159,582,424, respectively, which represents 13.9% of the
total net assets. During the six months ended April 30, 1996, dividends received
from these companies was $1,404,267.
 
                                      30
<PAGE>
 

int'l emerging value

THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
RESULTS FROM NOVEMBER 1, 1995 (INCEPTION) THRU APRIL 30, 1996*
4/30/96 NAV $11.34
 
<TABLE>
<CAPTION>
                                                             3 MONTHS* 6 MONTHS*
                                                             --------- ---------
<S>                                                          <C>       <C>
The Oakmark Int'l Emerging Value Fund.......................   7.7%      13.4%
Morgan Stanley World ex U.S.................................   5.4%      13.2%
Lipper Analytical International Fund Average................   5.7%      12.1%
Lipper Emerging Market Fund Index...........................   3.1%      13.4%
</TABLE>
 
*Total return includes change in share prices and in each case included
 reinvestment of any dividends and capital gain distributions. Each of the three
 indexes or averages is an unmanaged group of stocks whose composition is
 different from the Fund. The Morgan Stanley World ex U.S. Index includes 19
 country sub-indexes. The Lipper International Fund Average includes 106 mutual
 funds that invest in securities whose primary markets are outside the United
 States. The Lipper Emerging Market Fund Index is comprised of 10 Emerging
 Market Funds. Past performance is no guarantee of future results.
 
REPORT FROM DAVID G. HERRO AND ADAM D. SCHOR, 
PORTFOLIO MANAGERS
 
  Welcome to the second quarter report of The Oakmark International Emerging
Value Fund. We are pleased with our performance for the quarter and since
inception. We continue to stress a long-term outlook so we try not to get too
excited about any single quarter. We would like to mention, however, that
according to Lipper Analytical Services, your Fund was the best-performing
diversified international fund for the quarter ending March, 1996.
 
OPPORTUNITIES IN INTERNATIONAL INVESTING
 
  When making presentations about international investing, the international
team at Harris Associates points to the tremendous investment opportunities
that result from developing international economies and companies. It is a
theme we have discussed often in the quarterly reports of Oakmark
International.
 
COMMON--AND MISGUIDED--CONCERNS ABOUT INTERNATIONAL INVESTING
 
  First, international markets scare a lot of investors. When we talk about
changes in Argentina, Indonesia, or India, many investors become wary. Sending
their money to these countries is a difficult jump into the unknown for some
investors. Second, many investors who actually believe in the opportunities of
international investing still prefer to wait for some sign indicating the right
moment to leap.
 
  To address the concerns of those fearful about entering foreign markets,
let's go to Malaysia nine months ago. One evening in Kuala Lumpur, Adam Schor
left his hotel to look for a restaurant. First, he came across a Hard Rock
Cafe, a chain with restaurants around the world,
 
                                      31
<PAGE>
 

int'l emerging value

including one less than a mile from his Chicago home. Next, he saw TGI
Fridays, another U.S. chain. Farther down the road, he would have found
McDonalds and KFC outlets. The next day, in a small town in northwest
Malaysia, he met with the CEO of a real estate company who informed him, "I
don't believe O.J. is innocent." The CEO then discussed in detail the trial
and the verdict, which had been announced--on the other side of the world--
barely eight hours earlier. Listening to the CEO and recalling his hamburger
at the Hard Rock Cafe reminded Adam how small the world has become.
 
  Sure it's a cliche. But to investors in an international equity fund, a
shrinking world means expanding opportunities. It means that the productivity
gap between nations is closing. It means smaller differences in how companies
are run. This narrowing creates tremendous opportunities for investors. We can
set the U.S. economy as our model of a mature economy and a U.S. corporation
as our model of a company operating in such an economy. As other countries
catch up to this model, we will see strong growth, tremendous efficiency
gains, and an overall improvement in the treatment of shareholders. The
driving need for new capital will fuel this change and will benefit
shareholders in these companies. If one is cautious about valuations, and
picks investments carefully, it is possible to achieve very good returns by
owning those companies that close the gaps most quickly.
 
EXPANSION IN EMERGING MARKETS
 
  Fifty years ago, many now mature industries in the U.S. were coming of age.
Now, in emerging markets, the pattern is repeating. Industries considered
mature in the U.S., such as autos, building materials, paper, and retail, are
growing sharply. That's why we're excited about Ciadea, an Argentine auto
maker, and about PT Polysindo in Indonesia. Polysindo is a quickly expanding
integrated textile manufacturer. In these companies and others, we have a
chance to enter fast-growing industries early and at good prices.
 
EFFICIENCY GAINING GROUND IN EUROPE
 
  Europe too will see the gap close. In a competitive global economy,
development causes ripples. So, as Asia and Latin America get more
competitive, Europe feels the pressure. Efficiency gains often require
capital, and so many European companies are facing the need to increase their
stock prices and lower their costs of capital. We're seeing a few companies
act to enhance shareholder value. So far, its a ripple, not a wave, but the
change is coming.
 
                                      32
<PAGE>
 
INT'L EMERGING VALUE

 
  Consider the share buyback authorized by EVC, your Fund's largest holding.
Although common in the U.S., a buyback was so rare in the Netherlands that local
Dutch analysts did not understand how it worked. As was detailed in the Oakmark
International letter this quarter, other companies outside the U.S. are treating
their shareholders better, too. It's a further sign that, even in developed
nations, the closing gap between U.S. companies and international companies can
help shareholders. We want to take advantage of historical U.S. dynamics now
showing up in the rest of the world.
 
  By the way, some suggest buying U.S. companies which are expanding overseas as
a way to participate. It's true many U.S. companies are turning overseas to find
growth. It seems to us, however, a very diluted way to taste the opportunity.
 

THE HELP YOURSELF SIGN
 
  Meanwhile, many believe in the attractiveness of international investing but
can't figure out the timing. If you're in a crowded room, and in the corner, you
see bushels of money and the sign Help Yourself, you don't wait for the crowd
before you make your move. You hit the corner on your own and start collecting
your bounty. If you waited for the crowd and tried to move with them, you'd be
left with little money and many bruises. Trying to guess when markets will
recognize the international values we've found is like trying to guess the
behavior of the crowd. Waiting for a signal means you're content to run with the
pack rather than ahead of it. It's a strategy destined to be no better than
average--and being average is far short of our goal for your Fund and your
investment returns.
 
                                                                   David Herro
                                                                    Adam Schor
                                                      [email protected]
                                                                 [email protected]
                                                            Portfolio Managers
                                                                  May 16, 1996
 
                                      33
<PAGE>
 
INT'L EMERGING VALUE


THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
SCHEDULE OF INVESTMENTS
COUNTRY DIVERSIFICATION--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
                                       % of Fund                 
Country                               Net Assets                             
- - ------------------------------------------------      
<S>                                   <C>             
ARGENTINA                                  8.8%           
 Alparagatas Sociedad                                             
  Anonima Industrial Y Comercial  
 CIADEA S.A.                                                       
 Disco S.A.                                                        
 YPF Sociedad Anonima                                              
                                                                   
AUSTRALIA                                  9.7%                      
 C.E. Heath International                                          
  Holdings Limited                                                 
 Parbury Limited                                                   
 Solution 6 Holdings Limited                                       
 Wattyl                                                            
                                                                   
AUSTRIA                                    0.7%                      
 Bau Holdings                                                      
                                                                   
BRAZIL                                     1.6%                      
 Banco Nacional S.A.                                               
 Cemig                                                             
 Iochpe-Maxion SA                                                  
                                                                   
CANADA                                     2.4%                      
 Moffat Communications                                             
  Limited                                                          
                                                                   
FRANCE                                     5.8%                      
 Geophysique                                                       
 Groupe Fives-Lille                                                
 The NSC Group                                                     
                                                                   
GERMANY                                    1.6%                      
 WMF                                                               
                                                                   
HONG KONG                                  5.4%                      
 Oriental Press Group Ltd.                                         
 Tech Tronic Industries                                            
  Company Limited                                                  
 Yip's Hang Cheung                                                 
  (Holdings) Limited                                               
                                                                   
HUNGARY                                    2.3%                      
 Egis Gyogyszergyar                                                
 Soproni Sorgyar AR RT                                             
                                                                   
INDIA                                      0.2%                      
 Zee Telefilms                                                     
                                                                   
INDONESIA                                  6.6%                      
 Asia Pulp & Paper Company
  Ltd
 PT Polysindo Eka Perkasa

IRELAND                                    5.0%
 Barlo Group plc                          
 Fyffes

ISRAEL                                     5.1%
 Nice Systems Ltd.
 Tower Semiconductor Limited 

ITALY                                      1.7%
 Danieli
 
JAPAN                                      3.0%
 Fukuda Denshi Co., Ltd.

KOREA                                      4.7%
 Asia Cement Manufacturing Co.
 Chosun Brewery
 Daehan Flour Mills Co., Ltd.

MEXICO                                     4.9%
 Grupo Herdez, SA de CV
 Telefonos de Mexico, S.A. de C.V.

NETHERLANDS                                5.5%
 EVC International NV
 N.V. Koninklijke Sphinx Gustavsberg

NEW ZEALAND                                3.4%
 Sanford Limited
 Steel & Tube Holdings Ltd

SINGAPORE                                  4.4%
 Aztech
 Pentex-Schweizer Circuits Limited 

SPAIN                                      2.3%
 Grupo Uralita

SWITZERLAND                                1.4%
 Swisslog Holding AG

THAILAND                                   0.1%
 Christiani & Nielsen

UNITED KINGDOM                             5.0%
 Cordiant PLC
 Powerscreen International PLC
 Vardon PLC
</TABLE>
 
                                      34
<PAGE>
 
INT'L EMERGING VALUE

THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
Number of                                                               Market
 Shares                                     Description                 Value
- - --------------------------------------------------------------------------------
COMMON STOCKS--91.6%
CONSUMER NON-DURABLES--3.6%
<S>                               <C>                               <C> 
 1,326,000 PT Polysindo EKA        Integrated Textile Manufacturer 
            Perkasa (Indonesia)                                      $   838,162
 
FOOD--5.9%
 2,086,000 Grupo Herdez, SA de     Manufacturer and Distributor
            CV (Mexico)             of Bottled and Canned Food           668,194
     8,410 Chosun Brewery          Korean Brewer                         289,609
            (Korea)                                                     
     4,500 Daehan Flour Mills      Food Processing
            Co., Ltd. (Korea)                                            213,941
    13,155 Soproni Sorgy AR RT     Hungarian Brewer
            (Hungary)                                                    205,860
                                                                     -----------
                                                                       1,377,604
 
HOUSEHOLD PRODUCTS--3.3%
    25,550 N. V. Koninklijke       Bathroom Products
            Sphinx Gustavsberg
            (Netherlands)                                                418,999
     2,000 WMF (Germany)           Tableware and Kitchenware             365,798
                                                                     -----------
                                                                         784,797

RETAIL--4.8%
    40,000 Disco S. A.             Grocery Store Chain                   635,000
            (Argentina)                                                
   850,000 Alparagatas Sociedad    Textiles
            Anonima Industrial Y
            Comercial (Argentina)                                        504,100
                                                                     -----------
                                                                       1,139,100
 
OTHER CONSUMER GOODS & SERVICES--4.6%
   466,917 Fyffes (Ireland)        Distributor of Fresh Fruit,
                                    Flowers and Produce in Europe        785,101
   155,000 Vardon PLC (United      Bingo Clubs
            Kingdom)                                                     307,993
                                                                     -----------
                                                                       1,093,094
 
TELECOMMUNICATIONS--2.0%
    13,950 Telefonos de Mexico,    Telephone Company in Mexico
            S.A. de C.V.
            (Mexico) (b)                                                 474,300

OIL & NATURAL GAS--3.6%
     6,200 Geophysique (France)    Oil Services Company                  428,331
    19,000 YPF Sociedad Anonima    Exploration, Production and
            (Argentina) (b)         Marketing                            415,625
                                                                     -----------
                                                                         843,956
 
TRANSPORTATION--2.3%
    92,250 CIADEA S.A.             Assembler and Distributor of
            (Argentina) (a)         Automobiles                          535,103
 
ELECTRIC--1.3%
 12,500,000 Cemig (Brazil)         Electric Utility                      314,988
</TABLE>
 
                                      35
<PAGE>
 
INT'L EMERGING VALUE

THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Number of                                                               Market
 Shares                                     Description                 Value
- - --------------------------------------------------------------------------------
BANKS--0.0%
<S>                               <C>                              <C>
 8,800,000 Banco Nacional S.A.     Brazilian Bank
            (Brazil) (d)                                             $         0
 
OTHER FINANCIAL--2.2%
   286,000 CE Heath                Insurance and Reinsurance
            International           Broker
            Holdings Limited
            (Australia)                                                  512,239

BROADCASTING & PUBLISHING--3.3%
    46,200 Moffat Communications   Owner and Operator of
            Limited (Canada)        Television Stations and 
                                    Cable Systems                        559,897
   374,000 Oriental Press Group    Newspaper Publisher
            Ltd. (Hong Kong)                                             174,055
    10,900 Zee Telefilms, B        Broadcasting and TV
            Shares (India)                                                41,013
                                                                     -----------
                                                                         774,965
 
COMPUTER SYSTEMS--7.0%
   730,000 Solution 6 Holdings     Design Computer
            Limited (Australia)     Systems/Consultants                  567,714
    35,000 Nice Systems (Israel)   Voice Logging Systems                 535,938
   855,000 Aztech (Singapore)      Design and Produce Multimedia
                                    Computing Products                   535,211
                                                                     -----------
                                                                       1,638,863
 
PHARMACEUTICAL--1.4%
     7,600 Egis Gygogyszergyar     Hungarian Pharmaceutical
            (Hungary)               Company                              329,506
 
CHEMICALS--3.7%
    24,500 EVC International NV    Western European PVC
            (Netherlands)           Manufacturer                         879,341
 
MARKETING SERVICES--2.7%
   310,000 Cordiant PLC (United    Advertising Agency Holding
            Kingdom) (a)            Company                              629,986
 
COMPONENTS--6.6%
    41,900 Tower Semiconductor     Semi Conductors
            Limited (Israel)                                             670,400
   312,000 Pentex Schweizer        Manufacturer and Marketer of
            Circuits Limited        Printed Circuit Boards
            (Singapore)                                                  492,702
   790,000 Barlo Group PLC         Manufacturer of Radiators and
            (Ireland)               Industrial Plastics                  381,286
                                                                     -----------
                                                                       1,544,388
 
FORESTRY PRODUCTS--3.0%
    59,000 Asia Pulp & Paper       Paper & Packaging Products in
            Company Ltd             Asia
            (Indonesia) (a)                                              708,000
</TABLE>
 
                                      36
<PAGE>
 
INT'L EMERGING VALUE


THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)

<TABLE>
<CAPTION>
Number of                                                              Market
 Shares                                     Description                Value
- - -------------------------------------------------------------------------------
MACHINERY & METALS--3.1%
<S>                               <C>                              <C>
     3,125 Groupe Fives-Lille      Builder of Heavy Machinery
            (France)                                               $     330,189
    60,500 Steel & Tube Holdings   Produces and Distributes Steel
            Ltd. (New Zealand)                                           328,330
   576,000 Iochpe-Maxion SA        Agricultural Machinery &
            (Brazil)                Automotive Parts                      63,864
                                                                     -----------
                                                                         722,383
 
MINING AND BUILDING MATERIALS--7.2%
    14,050 Asia Cement             Large Cement Manufacturer
            Manufacturing Co.
            (Korea)                                                      595,760
 1,398,959 Parbury Limited         Manufactures Building Products
            (Australia)                                                  560,463
    55,100 Grupo Uralita (Spain)   Manufacturers of Building
                                    Products and Chemicals               541,470
                                                                     -----------
                                                                       1,697,693
 
OTHER INDUSTRIAL GOODS & SERVICES--14.0%
    25,000 Fukuda Denshi Co.,      Medical Products Manufacturer
            Ltd. (Japan)            and Distributor                      716,983
   161,067 Wattyl (Australia)      Paint Company                         676,912
 4,870,000 Yip's Hang Cheung       Hong Kong Paint Company
            (Holdings) Limited                                           648,452
   211,400 Sanford Limited (New    Owns and Manages Fisheries
            Zealand)                                                     464,711
 3,550,000 TechTronic Industries   Manufactures Electric Hand
            Company Limited         Tools
            (Hong Kong)                                                  454,334
     1,045 SwissLog Holding AG     Logistics Services
            (Switzerland)                                                334,979
                                                                     -----------
                                                                       3,296,371
 
PRODUCTION EQUIPMENT--5.3%
     4,260 The NSC Group           Manufacturer of Textile
            (France)                Equipment                            602,624
   114,300 Danieli (Italy)         Steel Mini-Mills Equipment            411,246
    34,500 Powerscreen             Manufacturer of Industrial
            International PLC       Equipment
            (United Kingdom) (a)                                         236,821
                                                                     -----------
                                                                       1,250,691
 
COMMERCIAL REAL ESTATE--0.7%
     2,600 Bau Holdings            Construction
            (Austria)                                                    154,575
    22,179 Christiani & Nielsen    Structural and Civil
            (Thailand)              Engineering Contractor                13,398
                                                                     -----------
                                                                         167,973
TOTAL COMMON STOCKS (COST: $19,897,872)                              $21,553,503
</TABLE>
 
                                       37
<PAGE>
 
THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
SCHEDULE OF INVESTMENTS--APRIL 30, 1996 (UNAUDITED) (CONTINUED)
    int'l emerging value



<TABLE>
<CAPTION>
 Principal                                                             Market
 Value                                      Description                Value
- - --------------------------------------------------------------------------------
<S>                                                                  <C>
COMMERCIAL PAPER--9.0%
   697,000 American Express Credit
            Corporation, 5.05% due
            5/2/1996                                                 $   697,000
   710,000 Ford Motor Credit Corp.
            5.29% due 5/31/1996                                          710,000
   710,000 General Electric Capital
            Corporation, 5.00% due
            5/1/1996                                                     710,000
                                                                     -----------
           TOTAL COMMERCIAL PAPER (COST: $2,117,000)                   2,117,000

Total Investments (Cost $22,014,872)--100.6%                          23,670,503

Foreign Currencies (Cost $172,677)--.7%                                  171,887

Other Liabilities, Less Other Assets--1.3%(c)                           (310,937)
                                                                     -----------
           TOTAL NET ASSETS--100%                                    $23,531,453
                                                                     ===========
</TABLE>
- - ----------
Notes:
(a)  Non-income producing security.
(b)  Represents an American Depositary Receipt.
(c)  Includes portfolio and transaction hedges.
(d)  On November 10, 1995, the Commissao de Valores Mobilliarious suspended
     trading in Banco Nacional. The Central Bank of Brazil is in the process of
     appraising the assets and liabilities of Banco Nacional to determine the
     value, if any, of its equity. The shares are valued at zero as determined
     by the pricing committee of the Board of Directors.
(e)  At April 30, 1996, net unrealized appreciation $1,654,841 for federal
     income tax purposes consisted of gross unrealized appreciation of
     $2,275,906 and gross unrealized depreciation of $621,065.
     
                                      38
<PAGE>
 
 
 
 
 



                     [THIS PAGE INTENTIONALLY LEFT BLANK]
 
 
 
 
 



                                      39
<PAGE>
 

THE OAKMARK SERIES OF FUNDS
STATEMENT OF ASSETS AND LIABILITIES--APRIL 30, 1996 (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                     Oakmark 
                                                                                       Fund
- - ------------------------------------------------------------------------------------------------ 
<S>                                                                               <C>             
ASSETS                                                                 
Investments, at value                                                             $3,978,015,170  
Cash                                                                                     494,842  
Foreign currency, at value                                                                     0  
Receivable for:                                                                                   
 Forward foreign currency contracts                                                            0  
 Securities sold                                                                       6,177,064  
 Fund shares sold                                                                      6,962,842  
 Dividends and interest                                                                6,808,028  
 Expense reimbursement                                                                         0  
                                                                                  --------------
Total receivables                                                                     19,947,934  
Other assets                                                                              20,201  
                                                                                  --------------
   Total assets                                                                   $3,998,478,147  
                                                                                  ==============

LIABILITIES AND NET ASSETS                                                                        
Payable for:                                                           
 Securities purchased                                                             $            0  
 Fund shares redeemed                                                                  5,610,397  
 Forward foreign currency contracts                                                            0  
 Due to Adviser                                                                        3,271,182  
 Other                                                                                 1,347,129  
                                                                                  --------------
   Total liabilities                                                                  10,228,708  
                                                                                  --------------
Net assets applicable to Fund shares outstanding                                  $3,988,249,440  
                                                                                  ==============
Fund shares outstanding                                                              127,913,063
                                                                                  ==============

PRICING OF SHARES                                                      
Net asset value per share                                                         $        31.18
                                                                                  ==============
ANALYSIS OF NET ASSETS                                                 
Paid in capital                                                                   $3,079,693,971  
Accumulated undistributed net realized gain (loss) on sale of          
  investments, forward contracts and foreign currency transactions                    53,922,423  
Net unrealized appreciation (depreciation) of investments                            840,041,795  
Net unrealized appreciation (depreciation) of foreign currency portfolio
  hedges                                                                                       0  
Net unrealized appreciation (depreciation)--other                                              0  
Accumulated undisturbed net investment income (loss)                                  14,591,251  
                                                                                  --------------
Net assets applicable to Fund shares outstanding                                  $3,988,249,440  
                                                                                  ==============
</TABLE>

                See accompanying notes to financial statements.

                                      40
<PAGE>

 
<TABLE> 
<CAPTION> 
   Small                                              International
    Cap           Balanced         International        Emerging
   Fund             Fund               Fund               Fund
- - -------------------------------------------------------------------
<S>              <C>              <C>                 <C>        
$89,142,206      $10,473,505      $1,150,272,851       $23,670,503
    124,586            2,955                 140           615,219
          0                0           6,372,216           171,887
                                                                  
          0                0           4,955,977             1,007
$   238,140      $    36,375      $    4,758,702       $         0
  1,452,007           13,950          15,695,616           361,228
     73,631           57,048          10,430,694            82,050
          0           22,946                   0            71,227
- - -----------      -----------      --------------       -----------
  1,763,778          130,319          35,840,989           515,562
     46,562           46,580              16,277            46,663
- - -----------      -----------      --------------       -----------
$91,077,132      $10,653,359      $1,192,502,473       $25,019,834
===========      ===========      ==============       ===========
                                                                  
                                                                  
$ 9,686,578      $    20,000      $   49,017,299       $ 1,343,665
      2,436           11,602           2,368,463             2,268
          0                0             142,794               386
     45,834           24,407             799,313            53,995
     97,891           35,354           2,514,916            88,067
- - -----------      -----------      --------------       -----------
  9,832,739           91,363          54,842,785         1,488,381
- - -----------      -----------      --------------       -----------
$81,244,392      $10,561,996      $1,137,659,688       $23,531,453 
===========      ===========      ==============       ===========
  6,671,620          994,021          76,848,495         2,074,605
===========      ===========      ==============       ===========
                                                     
$     12.18      $     10.63      $        14.80       $     11.34         
===========      ===========      ==============       ===========
                                                     
$72,737,034      $10,113,414      $1,053,052,858       $21,823,786
                                                                    
   (373,364)          84,936         (52,363,884)           39,971
  8,963,549          311,726          93,111,789         1,654,841
                                                                    
          0                0           4,878,957                 0
          0                0              72,288               311
    (82,827)          51,920          38,907,680            12,724
- - -----------      -----------      --------------       -----------
$81,244,392      $10,561,996      $1,137,659,688       $23,531,453
===========      ===========      ==============       ===========
</TABLE> 

                                      41
<PAGE>
 

THE OAKMARK SERIES OF FUNDS
STATEMENT OF OPERATIONS--FOR THE SIX MONTHS ENDED APRIL 30, 1996
(UNAUDITED)

<TABLE> 
<CAPTION> 
                                                                Oakmark  
                                                                  Fund
- - --------------------------------------------------------------------------
<S>                                                          <C> 
Investment income:
 Dividends                                                    $ 33,317,126   
 Interest                                                        7,808,309   
 Foreign taxes withheld                                           (342,961)  
                                                              ------------
   Total investment income                                      40,782,474   
                                                              ------------
Expenses:                                 
 Investment advisory fee                                        17,007,458   
 Transfer and dividend disbursing fees                           1,930,082   
 Custodian and accounting fees                                     215,152   
 Legal expenses                                                     26,307   
 Audit expenses                                                      7,749   
 Trustees fees                                                      37,217   
 Registration and blue sky expenses                                523,036   
 Reports to shareholders                                           111,899   
 Insurance expense                                                  18,200   
 Organization expense                                               17,290   
 Other                                                             371,321   
                                                              ------------
   Total expenses                                               20,265,711   
   Less expense offset arrangements                                (11,931)  
   Less expense reimbursement                                            0   
                                                              ------------
 Net Expenses                                                   20,253,780   
                                                              ------------
Net investment income (loss)                                    20,528,694   
Net realized and unrealized gain (loss) on investments and
 foreign currency transactions:              
 Net realized gain (loss) on investments                        53,847,985   
 Net realized gain (loss) on foreign currency transactions               0   
 Net change in appreciation (depreciation) of investments
  and foreign currencies                                       341,925,887   
 Net change in appreciation (depreciation) of forward
  currency exchange contracts                                            0   
 Net change in appreciation (depreciation)--other                        0   
                                                              ------------
Net realized and unrealized gain (loss) on investments and
 foreign currency transactions                                 395,773,872   
                                                              ------------
Net increase (decrease) in net assets resulting from                         
 operations                                                   $416,302,566   
                                                              ============
</TABLE>

                See accompanying notes to financial statements.

                                      42
<PAGE>


<TABLE> 
<CAPTION> 
   Small                                              International
    Cap           Balanced         International        Emerging
   Fund             Fund               Fund               Fund
- - -------------------------------------------------------------------
<S>              <C>              <C>                 <C>        
 $  189,536         $ 48,665        $ 14,621,464        $  136,895
     75,764           97,656             816,807            24,057
          0                0          (1,830,970)          (14,708)
 ----------         --------        ------------        ----------
    265,300          146,321          13,607,301           146,244
 ----------         --------        ------------        ----------
                                                                  
    160,156           24,407           4,253,328            53,995
     86,102           23,107           1,102,277            42,212
     10,250            5,650             411,853            40,139
      5,307            5,432              10,458             5,391
     11,608           10,649              10,503            12,643
      5,914            5,774              14,664             5,796
     54,558           35,114             (15,060)           37,724
      9,853            2,083              60,710             4,155
      5,712            5,703              18,200             5,703
        723              723               4,732               723
      1,929              769             211,495               665
 ----------         --------        ------------        ----------
    352,112          119,411           6,083,160           209,146
     (3,985)          (2,065)             (5,093)           (4,349)
          0          (22,946)                  0           (71,277)
 ----------         --------        ------------        ----------
    348,127           94,000           6,078,067           133,520
 ----------         --------        ------------        ----------
    (82,827)          51,920           7,529,234            12,724
                                                                  
                                                                  
   (373,364)          84,936         (13,484,025)           49,562
          0                0          (3,188,626)           (9,771)
                                                                  
  8,963,549          311,726         186,160,991         1,654,841
                                                                  
          0                0          12,941,386                 0
          0                0             (97,006)              311
 ----------         --------        ------------        ----------
                                                                  
  8,590,185          396,662         182,332,720         1,694,943
 ----------         --------        ------------        ----------
 $8,507,358         $448,582        $189,861,954        $1,707,667
 ==========         ========        ============        ==========
</TABLE> 

                                      43
<PAGE>
 

THE OAKMARK FUND
STATEMENT OF CHANGES IN NET ASSETS--APRIL 30, 1996
 
<TABLE>
<CAPTION>
                                                  Six Months      Year Ended
                                                Ended April 30,   October 31,
                                                     1996            1995
- - ------------------------------------------------------------------------------
                                                 (unaudited)
<S>                                             <C>             <C>
From Operations:
 Net investment income                          $   20,528,694  $   27,572,923
 Net realized gain on sale of investments           53,847,985      87,157,237
 Net realized gain (loss) on foreign currency
  transactions                                               0         (37,102)
 Net change in unrealized appreciation             341,925,887     320,305,458
                                                --------------  --------------
   Net increase in net assets from operations      416,302,566     434,998,516
Distribution to shareholders from:
 Net investment income (per share $.2841 in
  fiscal 1996 and $.231 in fiscal 1995)            (29,455,258)    (15,107,180)
 Net realized short-term gain (per share $.042
  in fiscal 1996 and $.7277 in fiscal 1995)         (4,354,278)    (47,575,398)
 Net realized long-term gain (per share $.7987
  in fiscal 1996 and $.7411 in fiscal 1995)        (82,805,021)    (48,452,482)
                                                --------------  --------------
   Total distributions to shareholders            (116,614,557)   (111,135,060)
From Fund share transactions:
 Reinvestment of dividends and capital gain
  distributions                                    110,930,311     106,504,973
 Proceeds from shares sold                       1,265,779,050   1,384,343,262
 Payments for shares redeemed                     (515,216,950)   (664,894,744)
                                                --------------  --------------
   Net increase in net assets from Fund share
    transactions                                   861,492,411     825,953,491
                                                --------------  --------------
Total increase in net assets                     1,161,180,420   1,149,816,947
Net assets:
 Beginning of period                             2,827,069,020   1,677,252,073
                                                --------------  --------------
 End of period (including undistributed net
  investment income of $14,591,251 and
  $23,383,697, respectively)                    $3,988,249,440  $2,827,069,020
                                                ==============  ==============
</TABLE>
 
              See accompanying notes to the financial statements.
 
                                      44
<PAGE>
 

THE OAKMARK SMALL CAP FUND
STATEMENT OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
                                                             Six Months Ended
                                                              April 30, 1996
- - -----------------------------------------------------------------------------
                                                               (Unaudited)
<S>                                                          <C>
From Operations:
 Net investment income (loss)                                  $   (82,827)
 Net realized gain (loss) on sale of investments                  (373,364)
 Net realized gain (loss) on foreign currency transactions               0
 Net change in unrealized appreciation                           8,963,549
                                                               -----------
   Net increase in net assets from operations                    8,507,358
Distribution to shareholders from:
 Net investment income                                                   0
 Net realized short-term gain                                            0
 Net realized long-term gain                                             0
                                                               -----------
   Total distributions to shareholders                                   0
From Fund share transactions:
 Reinvestment of dividends and capital gain distributions                0
 Proceeds from shares sold                                      74,359,471
 Payments for shares redeemed, net of fees                      (1,622,437)
                                                               -----------
   Net increase in net assets from Fund share transactions      72,737,034
                                                               -----------
Total increase in net assets                                    81,244,392
Net assets:
 Beginning of period                                                     0
                                                               -----------
 End of period (including undistributed net investment loss
  of $82,827)                                                  $81,244,392
                                                               ===========
</TABLE>
 
              See accompanying notes to the financial statements.
 
                                      45
<PAGE>
 

THE OAKMARK BALANCED FUND
STATEMENT OF CHANGES IN NET ASSETS--APRIL 30, 1996
 
<TABLE>
<CAPTION>
                                                               Six Months Ended
                                                                April 30, 1996
- - -------------------------------------------------------------------------------
                                                                 (Unaudited)
<S>                                                            <C>
From Operations:
 Net investment income                                           $    51,920
 Net realized gain on sale of investments                             84,936
 Net realized gain (loss) on foreign currency transactions                 0
 Net change in unrealized appreciation                               311,726
                                                                 -----------
   Net increase in net assets from operations                        448,582
Distribution to shareholders from:
 Net investment income                                                     0
 Net realized short-term gain                                              0
 Net realized long-term gain                                               0
                                                                 -----------
   Total distributions to shareholders                                     0
From Fund share transactions:
 Reinvestment of dividends and capital gain distributions                  0
 Proceeds from shares sold                                        11,165,384
 Payments for shares redeemed                                     (1,051,970)
                                                                 -----------
   Net increase in net assets from Fund share transactions        10,113,414
                                                                 -----------
Total increase in net assets                                      10,561,996
Net assets:
 Beginning of period                                                       0
                                                                 -----------
 End of period (including undistributed net investment income
  of $51,920)                                                    $10,561,996
                                                                 ===========
</TABLE>
 
              See accompanying notes to the financial statements.
 
                                      46
<PAGE>
 

THE OAKMARK INTERNATIONAL FUND
STATEMENT OF CHANGES IN NET ASSETS--APRIL 30, 1996
 
<TABLE>
<CAPTION>
                                              Six Months Ended    Year Ended
                                               April 30, 1996  October 31, 1995
- - -------------------------------------------------------------------------------
                                                (unaudited)
<S>                                           <C>              <C>
From Operations:
 Net investment income                         $    7,529,234   $  13,743,307
 Net realized gain (loss) on investments          (13,484,025)     62,822,164
 Net realized gain (loss) on foreign
  currency transactions                            (3,188,626)    (26,735,730)
 Net change in unrealized appreciation
  (depreciation) of investments and foreign
  currencies                                      186,160,991    (120,637,092)
 Net change in unrealized appreciation
  (depreciation) of forward currency
  exchange contracts                               12,941,386      17,767,564
 Net change in unrealized appreciation
  (depreciation)--other                               (97,006)        (20,391)
                                               --------------   -------------
   Net increase (decrease) in net assets
    resulting from operations                     189,861,954     (53,060,178)
Distribution to shareholders from:
 Net investment income (per share $.00 in
  fiscal 1996 and $.00 in fiscal 1995)                      0               0
 Net realized short-term gain (per share
  $.5020 in fiscal 1996 and $.6863 in fiscal
  1995)                                           (29,886,815)    (56,722,392)
 Net realized long-term gain (per share
  $.5413 in fiscal 1996 and $.3725 in fiscal
  1995)                                           (32,229,557)    (30,791,949)
                                               --------------   -------------
   Total distributions to shareholders            (62,116,372)    (87,514,341)
From Fund share transactions:
 Proceeds from shares sold                        312,448,484      81,810,540
 Reinvestment of dividends                         57,835,528     312,101,705
 Payments for shares redeemed                    (180,101,448)   (719,598,750)
                                               --------------   -------------
   Net increase in net assets from Fund share
    transactions                                  190,182,564    (325,686,505)
                                               --------------   -------------
Total increase (decrease) in net assets           317,928,146    (466,261,024)
Net assets:
 Beginning of period                              819,731,542   1,285,992,566
                                               --------------   -------------
 End of period (including undistributed net
  investment income of $38,907,680 and
  $31,378,447, respectively)                   $1,137,659,688   $ 819,731,542
                                               ==============   =============
</TABLE>
 
              See accompanying notes to the financial statements.
 
                                      47
<PAGE>
 

THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
STATEMENT OF CHANGE IN NET ASSETS--APRIL 30, 1996
 
<TABLE>
<CAPTION>
                                                              Six Months Ended
                                                               April 30, 1996
- - ------------------------------------------------------------------------------
                                                                (unaudited)
<S>                                                           <C>
From Operations:
 Net investment income                                          $    12,724
 Net realized gain (loss) on investments                             49,562
 Net realized gain (loss) on foreign currency transactions           (9,771)
 Net change in unrealized appreciation (depreciation) of
  investments and foreign currencies                              1,654,841
 Net change in unrealized appreciation (depreciation) of
  forward currency exchange contracts                                     0
 Net change in unrealized appreciation (depreciation)--other            311
                                                                -----------
   Net increase (decrease) in net assets resulting from
    operations                                                    1,707,667
Distribution to shareholders from:
 Net investment income                                                    0
 Net realized short-term gain                                             0
 Net realized long-term gain                                              0
                                                                -----------
   Total distributions to shareholders                                    0
From Fund share transactions:
 Proceeds from shares sold                                       22,756,557
 Reinvestment of dividends                                                0
 Payments for shares redeemed, net of fees                         (932,771)
                                                                -----------
   Net increase in net assets from Fund share transactions       21,823,786
                                                                -----------
Total increase (decrease) in net assets                          23,531,453
Net assets:
 Beginning of period                                                      0
                                                                -----------
 End of period (including undistributed net investment
  income of $12,724) respectively)                              $23,531,453
                                                                ===========
</TABLE>
 
              See accompanying notes to the financial statements.
 
                                      48
<PAGE>
 

HARRIS ASSOCIATES INVESTMENT TRUST
 
1. SIGNIFICANT ACCOUNTING POLICIES
 
    The following are the significant accounting policies of The Oakmark Fund
("Oakmark"), The Oakmark Small Cap Fund ("Small Cap"), The Oakmark Balanced Fund
("Balanced"), The Oakmark International Fund ("International"), and The Oakmark
International Emerging Value Fund ("Int'l Emerging Value") collectively referred
to as "the Funds", each a series of the Harris Associates Investment Trust (a
Massachusetts business trust). These policies are in conformity with generally
accepted accounting principles ("GAAP"). The presentation of financial
statements in conformity with GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates and assumptions.
 
Security valuation--
 
    Investments are stated at current value. Securities traded on securities
exchanges and securities traded on the NASDAQ National Market are valued at the
last sales price on the day of valuation, or if lacking any reported sales that
day, at the most recent bid quotation. Over-the-counter securities not so traded
are valued at the most recent bid quotation. Money market instruments having a
maturity of 60 days or less from the date of valuation are valued on an
amortized cost basis which approximates market value. Securities for which
quotations are not readily available are valued at a fair value as determined by
the pricing committee of the board of Trustees.
 
Foreign currency translations--
 
    Values of investments and other assets and liabilities denominated in
foreign currencies are translated into U.S. dollars using the mean of the bid
and offer prices of such currencies at the time of valuation. Purchases and
sales of investments and dividend and interest income are converted at the
prevailing rate of exchange on the respective dates of such transactions.

   The Funds do 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 gain or loss from investments.

   Net realized gains on foreign currency transactions arise from sales of
foreign currencies, currency gains or losses realized between the trade and
settlement dates on securities transactions, the difference

                                      49
<PAGE>
 

between the amounts of dividends, interest, and foreign withholding taxes
recorded on the Funds' books, and the U.S. dollar equivalent of the amounts
actually received or paid, and the realized gains or losses resulting from the
portfolio and transaction hedges.
 
    As of April 30, 1996, only the International and Int'l Emerging Value funds
had foreign currency transactions. Net unrealized appreciation--other includes
the following components:
 
<TABLE>
<CAPTION>
                                                                  Int'l Emerging
                                                    International     Value
- - --------------------------------------------------------------------------------
<S>                                                 <C>           <C>
Unrealized appreciation (depreciation) on open
 securities purchases                                 $ 89,891         $(73)
Unrealized appreciation (depreciation) on
 transaction hedge purchases                           (65,773)         621
Unrealized appreciation (depreciation) on
 dividends and dividend reclaim receivables             49,762         (289)
Unrealized appreciation (depreciation) on sales
 receivables                                            (9,305)
Other--net                                               7,713           52
                                                      --------         ----
 Net unrealized appreciation (depreciation)--other    $ 72,288         $311
                                                      ========         ====
</TABLE>
 
Security transactions and investment income--
 
    Security transactions are accounted for on the trade date (date the order to
buy or sell is executed) and dividend income is recorded on the ex-dividend
date. Interest income and expenses are recorded on the accrual basis.
 
    Fund shares are sold and redeemed on a continuing basis at net asset value.
Net asset value per share is determined daily as of the close of regular trading
on the New York Stock Exchange on each day the Exchange is open for trading by
dividing the total value of the Fund's investments and other assets, less
liabilities, by the number of Fund shares outstanding.
 
Forward foreign currency contracts--
 
    At April 30, 1996, International and Int'l Emerging Value had each entered
into forward foreign currency contracts under which they are obligated to
exchange currencies at specified future dates. The Funds' currency transactions
are limited to transaction hedging and portfolio hedging involving either
specific transactions or portfolio positions.

The contractual amounts of forward foreign exchange contracts do not necessarily
represent the amounts potentially subject to risk. The measurement of the risks
associated with these instruments is meaningful only when all related and
offsetting transactions are considered. Risks arise from the possible inability
of counterparties to meet the terms of their contracts and from movements in
currency values. The International Fund had the following outstanding contracts
at April 30, 1996:
 
                                      50
<PAGE>
 

Portfolio Hedges:
 
<TABLE>
<CAPTION>
                                                                 Unrealized
                                                                Appreciation
  US Dollar                                      Settlement    (Depreciation)
  Proceeds           Foreign Currency               Date      at April 30, 1996
- - -------------------------------------------------------------------------------
<S>          <C>                               <C>            <C>
 $ 8,107,013 1,000,000,000 Spanish Pesetas     July 1996         $  277,267
  10,000,000 1,273,500,000 Spanish Pesetas     August 1996           40,340
   9,466,243 1,191,800,000 Spanish Pesetas     August 1996          151,176
  15,000,000 1,894,200,000 Spanish Pesetas     September 1996       215,285
   8,839,996 45,000,000 French Francs          August 1996           92,858
   8,040,067 40,534,000 French Francs          August 1996          155,476
   9,886,551 49,760,000 French Francs          September 1996       190,001
  14,126,320 9,400,000 Pounds Sterling         July 1996             (5,916)
   5,000,000 3,276,325 Pounds Sterling         September 1996        77,340
  19,331,211 12,738,854 Pounds Sterling        September 1996       192,566
   5,816,370 9,458,000 Netherlands Guilders    August 1996          250,399
  10,000,000 16,366,000 Netherlands Guilders   September 1996       342,668
  29,114,164 47,574,000 Netherlands Guilders   September 1996     1,032,527
   9,161,376 15,152,000 Netherlands Guilders   October 1996         199,742
  17,459,707 108,870,000 Norwegian Kroner      May 1996             884,770
  23,039,295 156,370,000 Swedish Krona         May 1996             (11,448)
  11,909,331 78,810,000 Swedish Krona          June 1996            303,097
  29,580,442 198,987,500 Swedish Krona         June 1996            283,372
  16,927,192 113,595,000 Swedish Krona         July 1996            207,437
                                                                 ----------
                                                                 $4,878,957
                                                                 ==========
</TABLE>
 
Transaction Hedges:
 
Foreign Currency Purchases
 
<TABLE>
<CAPTION>
                                                           Unrealized
                                                          Appreciation
                                             Settlement  (Depreciation)
 US Dollar      Foreign Currency Proceeds       Date    at April 30, 1996
- - -------------------------------------------------------------------------
<S>          <C>         <C>                 <C>        <C>
 $5,931,068    6,841,370 Australian Dollars   May 1996      $(17,812)
  5,531,068    6,835,294 Swiss Franc          May 1996       (25,838)
  5,563,903  704,796,732 Spanish Peseta       May 1996       (23,127)
  7,038,136    4,663,012 Pound Sterling       May 1996       (18,699)
    427,725    3,303,398 Hong Kong Dollar     May 1996           (34)
  3,521,006  373,818,600 Japanese Yen         May 1996        52,615
  1,807,808    3,085,457 Netherlands Guilder  May 1996        (7,133)
  3,067,722  480,126,250 Portuguese Escudo    May 1996        (6,864)
  6,266,331   42,336,437 Swedish Krona        May 1996       (23,492)
                                                            --------
                                                            $(70,384)
                                                            ========
</TABLE>
 
Foreign Currency Sales
 
<TABLE>
<CAPTION>
                                                         Unrealized
                                                        Appreciation
                             U.S. Dollar   Settlement  (Depreciation)
 Foreign Currency                Cost         Date    at April 30, 1996
- - -----------------------------------------------------------------------
<S>                          <C>           <C>        <C>
    815,865 Pound Sterling    $1,233,929    May 1996       $ 5,772
 12,768,505 Norwegian Kroner   1,944,843    May 1996         1,269
 10,762,200 Swedish Krona      1,584,541    May 1996        (2,430)
                                                           -------
                                                           $ 4,611
                                                           =======
</TABLE>
 
                                      51
<PAGE>
 

    The Int'l Emerging Value Fund had the following outstanding transaction
hedges on purchases of securities:

<TABLE> 
<CAPTION>
                                                               Unrealized
                                                              Appreciation
                                             Settlement      (Depreciation)
 US Dollar   Foreign Currency Proceeds          Date        at April 30, 1996
- - -----------------------------------------------------------------------------
<S>         <C>                              <C>            <C>
 $73,284    92,799 Australian Dollars        May, 1996            $(386)
  82,444    105,024 Australian Dollars       May, 1996               58
 125,322    170,626 Canadian Dollars         May, 1996               (0)
  52,402    5,580,810 Japanese Yen           May, 1996              949
                                                                  -----
                                                                  $ 621
                                                                  =====
</TABLE>
 
    At April 30, 1996, International and Int'l Emerging Value funds each had
sufficient cash and/or securities to cover any commitments under these
contracts.

Federal income taxes, dividends and distributions to shareholders--
 
    No provision is made for Federal income taxes since the Funds elect to be
taxed as "regulated investment companies" and make such distributions to their
shareholders as to be relieved of all Federal income taxes under provisions of
current Federal tax law.

2. TRANSACTIONS WITH AFFILIATES
 
    Each fund has an investment advisory agreement with Harris Associates L.P.
(Adviser). For management services and facilities furnished, the Funds pay the
Adviser monthly fees at annual rates as follows. Oakmark pays 1% on the first
$2.5 billion of net assets, .95% on the next $1.25 billion of net assets, .90%
on the next $1.25 billion of net assets and .85% on the excess of $5 billion of
net assets as determined at the end of each calendar month. International pays
1% on the first $2.5 billion of net assets, .95% on the next $2.5 billion of net
assets and .90% on the excess of $5 billion of net assets as determined at the
end of each calendar month. Small Cap pays 1.25% of net assets, Balanced pays
 .75% of net assets and Int'l Emerging Value pays 1.25% of net assets. Each fee
is calculated on the total net assets as determined at the end of each preceding
calendar month. The investment advisory agreement of each Fund provides that the
Adviser will reimburse the Funds to the extent that annual expenses, excluding
certain expenses, exceed the applicable limits prescribed by any state in which
the Fund's shares are offered for sale. For the six months ended April 30, 1996
the Adviser has voluntarily waived $22,946 of expenses for Balanced and $71,277
for Int'l Emerging Value.
 
    In connection with the organization of the Funds, the Adviser advanced
expenses of approximately $146,500 and $47,000 to Oakmark and International and
approximately $7,283 each to Small Cap,

                                      52
<PAGE>
 

Balanced and Int'l Emerging Value. These expenses are being amortized on a
straight line basis through July, 1996 for Oakmark, September, 1997 for
International and October, 2000 for Small Cap, Balanced and Int'l Emerging
Value. Registration expenses of approximately $56,751, $56,811 and $56,726 were
advanced by the Adviser to Small Cap, Balanced and Int'l Emerging Value,
respectively. Registration expenses are being amortized on a straight line basis
through October, 1996.
 
    During the six months ended April 30, 1996, the Funds incurred brokerage
commissions of $1,624,431, $1,511,546, $115,621, $9,821 and $92,656 of which
$569,970, $40,514, $48,686, $8,732 and $1,471 were paid by Oakmark,
International, Small Cap, Balanced and Int'l Emerging Value, respectively, to an
affiliate of the Adviser.
 
3. FUND SHARE TRANSACTIONS
 
    Proceeds and payments on Fund shares as shown in the statement of changes in
net assets are in respect of the following number of shares (in thousands):

<TABLE>
<CAPTION>
                                                                       Int'l
      Six Months Ended                  Small                         Emerging
       April 30, 1996          Oakmark   Cap   Balanced International  Value
- - ------------------------------------------------------------------------------
<S>                            <C>      <C>    <C>      <C>           <C>
Shares sold                     41,796  6,828   1,095       22,610     2,162
Shares issued in reinvestment
 of dividends                    3,731      0       0        4,756         0
Less shares redeemed           (16,898)  (156)   (101)     (13,742)      (87)
                               -------  -----   -----      -------     -----
Net increase in shares
 outstanding                    28,629  6,672     994       13,624     2,075
                               =======  =====   =====      =======     =====

<CAPTION>
 Year Ended October 31, 1995   Oakmark                  International
- - ------------------------------------------------------------------------------
<S>                            <C>                      <C>                
Shares sold                     54,044                      24,062
Shares issued in reinvestment
 of dividends                    4,782                       6,472
Less shares redeemed           (26,065)                    (56,012)
                               -------                     -------
Net increase in shares
 outstanding                    32,761                     (25,478)
                               =======                     =======
</TABLE>
 
                                      53
<PAGE>
 

4. INVESTMENT TRANSACTIONS
 
   Transactions in investment securities, excluding short term securities, were
as follows (in thousands):

<TABLE> 
<CAPTION>
                                                                Int'l
 Six Months Ended                Small                         Emerging
  April 30, 1996      Oakmark     Cap   Balanced International  Value
- - -----------------------------------------------------------------------
<S>                  <C>        <C>     <C>      <C>           <C>
Purchases            $  939,978 $76,362 $10,156    $256,910    $20,491
Proceeds from sales     236,765   5,910     598     213,226        643

<CAPTION>
    Year Ended
 October 31, 1995     Oakmark                    International
- - -----------------------------------------------------------------------
<S>                  <C>                         <C>
Purchases            $1,085,381                    $251,353
Proceeds from sales     359,990                     671,180
</TABLE>
 
    The market values (in thousands) of securities on loan to broker-dealers at
April 30, 1996 are shown below. Security loans are required to be secured at all
times by collateral at least equal to the market value of securities loaned. The
Funds receive income from lending securities by investing the collateral and
continue to earn income on the loaned securities. Security loans are subject to
the risk of failure by the borrower to return the loaned securities in which
case the Funds could incur a loss.
 
<TABLE>
<CAPTION>
                                                                  Int'l
                                   Small                         Emerging
                           Oakmark  Cap   Balanced International  Value
- - -------------------------------------------------------------------------
<S>                        <C>     <C>    <C>      <C>           <C>
Market Value of Securities
 Loaned                      n/a   $5,102  $1,817     $73,920      $48
Collateral (Cash and U.S.
 Treasuries)                 n/a    5,448   1,898      79,091       51
</TABLE>
 
5. SHAREHOLDER MEETING
 
    On January 30, 1996 each Fund held a meeting of shareholders to vote on a
new investment advisory agreement for the Fund with the Adviser with the same
terms as its current advisory agreement. Shareholders of Oakmark also voted on a
proposed amendment to the Fund's investment policies that, if adopted, would
permit the Fund to invest in repurchase agreements and to lend portfolio
securities. A tabulation of results is shown below.
 
<TABLE>
<CAPTION>
                                                             Int'l
                               Small                        Emerging
(in thousands)         Oakmark  Cap  Balanced International  Value
- - --------------------------------------------------------------------
<S>                    <C>     <C>   <C>      <C>           <C>
Advisory Agreement
 For                   73,642  1,272   372       38,262       475
 Against                1,441     11     1          573         6
 Abstain                1,977     26     1          715         5
Repurchase Agreements
 For                   51,570
 Against                4,304
 Abstentions            2,240
 Broker non-votes      18,946
Securities Lending
 For                   49,663
 Against                5,985
 Abstain                2,467
 Broker non-votes      18,946
</TABLE>
 
                                      54
<PAGE>
 
 
 







                     [THIS PAGE INTENTIONALLY LEFT BLANK]
 
 
 
 


                                      55
<PAGE>
 

THE OAKMARK FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                                         Year Ended October 31,              Period Ended
                                                   Six Months Ended ------------------------------------     October 31,
                                                    April 30, 1996    1995      1994      1993     1992        1991(a)
- - ----------------------------------------------------------------------------------------------------------------------------
                                                     (unaudited)
<S>                                                <C>              <C>       <C>       <C>       <C>        <C>
Net Asset Value, Beginning of Period                   $  28.47     $  25.21  $  24.18  $  17.11  $12.10        $10.00
Income From Investment Operations:              
 Net Investment Income (Loss)                              0.15         0.30      0.27      0.17   (0.03)(d)     (0.01)
 Net Gains or Losses on Securities              
   (both realized and unrealized)                          3.68         4.66      1.76      7.15    5.04          2.11
                                                       --------     --------  --------  --------  ------        ------
   Total From Investment Operations                        3.83         4.96      2.03      7.32    5.01          2.10
Less Distributions:      
 Dividends (from net investment income)                   (0.28)       (0.23)    (0.23)    (0.04)   0.00          0.00
 Distributions (from capital gains)                       (0.84)       (1.47)    (0.77)    (0.21)   0.00          0.00
                                                       --------     --------  --------  --------  ------        ------
   Total Distributions                                    (1.12)       (1.70)    (0.10)    (0.25)   0.00          0.00
                                                       --------     --------  --------  --------  ------        ------
Net Asset Value, End of Period                         $  31.18     $  28.47  $  25.21  $  24.18  $17.11        $12.10
                                                       ========     ========  ========  ========  ======        ======
Total Return                                              13.66%       21.55%     8.77%    43.21%  41.40%        87.10%*
Ratios/Supplemental Data:                    
 Net Assets, End of Period ($ million)                 $3,988.2     $2,827.1  $1,677.3  $1,107.0  $114.7        $  4.8
 Ratio of Expenses to Average Net Assets                   1.15%*       1.17%     1.22%     1.32%   1.70%         2.50%(b)*
 Ratio of Net Income (Loss) to Average Net Assets          1.16%*       1.27%     1.19%     0.94%  (0.24)%       (0.66)%(c)*
 Portfolio Turnover Rate                                    6.7%        18.0%     29.3%     18.0%   34.0%          0.0%
 Average Commission Rate Paid                          $ 0.0534(e)
</TABLE>
- - ------------
   *Ratios have been determined on an annualized basis.
(a) From August 5, 1991, the date on which the Fund Shares were first offered
    for sale to the public.
(b) If the Fund had paid all of its expenses and there had been no reimbursement
    by the Adviser, this annualized ratio would have been 4.92% for the period.
(c) Computed giving effect to the Adviser's expense limitation undertaking.
(d) Based on average month-end shares outstanding.
(e) For fiscal years beginning on or after September 1, 1995, a fund is required
    to disclose its average commission rate per share for security trades on
    which commissions are charged. This amount may vary from period to period
    and fund to fund depending on the mix of trades executed in various markets
    where trading practices and commission rate structures may differ.
 
                                      56
<PAGE>
 

THE OAKMARK INTERNATIONAL FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                                      Year Ended October 31,   Period Ended
                                                   Six Months Ended -------------------------  October 31,
                                                    April 30, 1996   1995      1994     1993     1992(a)
- - -----------------------------------------------------------------------------------------------------------
                                                     (unaudited)
<S>                                                <C>              <C>      <C>       <C>     <C>
Net Asset Value, Beginning of Period                   $  12.97     $14.50   $  14.09  $ 9.80    $ 10.00
Income From Investment Operations:              
 Net Investment Income                                     0.01       0.30       0.21    0.06       0.26
 Net Gains or Losses on Securities              
  (both realized and unrealized)                           2.86      (0.77)      0.43    4.48      (0.46)
                                                       --------     ------   --------  ------    -------
   Total From Investment Operations                        2.87      (0.47)      0.64    4.54      (0.20)
Less Distributions:      
 Dividends (from net investment income)                    0.00       0.00      (0.08)  (0.25)      0.00
 Distributions (from capital gains)                       (1.04)     (1.06)     (0.15)   0.00       0.00
                                                       --------     ------   --------  ------    -------
   Total Distributions                                    (1.04)     (1.06)     (0.23)  (0.25)      0.00
                                                       --------     ------   --------  ------    -------
Net Asset Value, End of Period                         $  14.80     $12.97   $  14.50  $14.09    $  9.80
                                                       ========     ======   ========  ======    =======
Total Return                                              23.90%     (3.06)%     4.62%  47.49%    (22.81)%*
Ratios/Supplemental Data:                    
 Net Assets, End of Period ($ million)                 $1,137.7     $819.7   $1,286.0  $815.4    $  23.5
 Ratio of Expenses to Average Net Assets                   1.36%*     1.40%      1.37%   1.26%      2.04%*
 Ratio of Net Income to Average Net Assets                 1.68%*     1.40%      1.44%   1.55%     37.02%*
 Portfolio Turnover Rate                                     25%        27%        55%     21%         0%
 Average Commission Rate Paid                          $ 0.0160(b)
</TABLE>
- - ------------
   *Ratios have been determined on an annualized basis.
(a) From September 30, 1992, the date on which the Fund Shares were first
    offered for sale to the public.
(b) For fiscal years beginning on or after September 1, 1995, a fund is required
    to disclose its average commission rate per share for security trades on
    which commissions are charged. This amount may vary from period to period
    and fund to fund depending on the mix of trades executed in various markets
    where trading practices and commission rate structures may differ.
 
                                      57
<PAGE>
 

THE OAKMARK SMALL CAP FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
 
<TABLE>
<CAPTION>
                                                       Six Months Ended
                                                        April 30, 1996
- - -----------------------------------------------------------------------
                                                         (Unaudited)
<S>                                                    <C>
Net Asset Value, Beginning of Period                        $10.00
Income From Investment Operations:
 Net Investment Income (Loss)                                (0.01)
 Net Gains or Losses on Securities (both realized and
  unrealized)                                                 2.19
                                                           -------
   Total From Investment Operations                           2.18
Less Distributions:
 Dividends (from net investment income)                       0.00
 Distributions (from capital gains)                           0.00
                                                           -------
   Total Distributions                                        0.00
                                                           -------
Net Asset Value, End of Period                             $ 12.18
                                                           =======
Total Return                                                 21.80%
Ratios/Supplemental Data:
 Net Assets, End of Period ($ million)                     $  81.2
 Ratio of Expenses to Average Net Assets*                     2.12%*
 Ratio of Net Income (Loss) to Average Net Assets*           (0.50)%*
 Portfolio Turnover Rate                                      17.8%
 Average Commission Rate Paid                              $0.0544(a)
</TABLE>
- - ----------
   *Ratios have been determined on an annualized basis using average daily net
    assets.

(a) For fiscal years beginning on or after September 1, 1995, a fund is
    required to disclose its average commission rate per share for security
    trades on which commissions are charged. This amount may vary from period
    to period and fund to fund depending on the mix of trades executed in
    various markets where trading practices and commission rate structures may
    differ.
 
                                      58
<PAGE>
 

THE OAKMARK BALANCED FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
 
<TABLE>
<CAPTION>
                                                       Six Months Ended
                                                        April 30, 1996
- - -----------------------------------------------------------------------
                                                         (Unaudited)
<S>                                                    <C>
Net Asset Value, Beginning of Period                       $ 10.00
Income From Investment Operations:
 Net Investment Income (Loss)                                 0.05
 Net Gains or Losses on Securities (both realized and
  unrealized)                                                 0.58
                                                           -------
   Total From Investment Operations                           0.63
Less Distributions:
 Dividends (from net investment income)                       0.00
 Distributions (from capital gains)                           0.00
                                                           -------
   Total Distributions                                        0.00
                                                           -------
Net Asset Value, End of Period                             $ 10.63
                                                           =======
Total Return                                                  6.30%
Ratios/Supplemental Data:
 Net Assets, End of Period ($ million)                     $  10.6
 Ratio of Expenses to Average Net Assets*                     2.50%(a)*
 Ratio of Net Income to Average Net Assets*                   1.34%(a)*
 Portfolio Turnover Rate                                       7.8%
 Average Commission Rate Paid                              $0.0597(b)
</TABLE>
- - ----------
   *Ratios have been determined on an annualized basis using average daily net
    assets.

(a) If the fund had paid all of its expenses and there had been no expense
    reimbursement by the Adviser, the ratio of expense to average net assets
    would have been 3.09% and the ratio of net income (loss) to average net
    assets would have been .75%.

(b) For fiscal years beginning on or after September 1, 1995, a fund is required
    to disclose its average commission rate per share for security trades on
    which commissions are charged. This amount may vary from period to period
    and fund to fund depending on the mix of trades executed in various markets
    where trading practices and commission rate structures may differ.
 
                                      59
<PAGE>
 

THE OAKMARK INTERNATIONAL EMERGING VALUE FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
 
<TABLE>
<CAPTION>
                                                         Six Months
                                                           Ended
                                                       April 30, 1996
- - ----------------------------------------------------------------------
                                                        (unaudited)
<S>                                                    <C>
Net Asset Value, Beginning of Period                       $10.00
Income From Investment Operations:
 Net Investment Income                                       0.01
 Net Gains or Losses on Securities (both realized and
  unrealized)                                                1.33
                                                          -------
   Total From Investment Operations                          1.34
Less Distributions:
 Dividends (from net investment income)                      0.00
 Distributions (from capital gains)                          0.00
                                                          -------
   Total Distributions                                       0.00
                                                          -------
Net Asset Value, End of Period                             $11.34
                                                          =======
Total Return                                                13.40%
Ratios/Supplemental Data:
 Net Assets, End of Period ($ million)                    $  23.5
 Ratio of Expenses to Average Net Assets*                    2.50%*(a)
 Ratio of Net Income to Average Net Assets*                  0.23%*(a)
 Portfolio Turnover Rate                                     5.83%
 Average Commission Rate Paid                             $0.0047(b)
</TABLE>
- - ----------
   *Ratios have been determined on an annualized basis using average daily net
    assets.

(a) If the Fund had paid all of its expenses and there had been no expense
    reimbursement by the Adviser, the ratio of expenses to average net assets
    would have been 4.72% and the ratio of net income (loss) to average net
    assets would have been (2.77)%.

(b) For fiscal years beginning on or after September 1, 1995, a fund is required
    to disclose its average commission rate per share for security trades on
    which commissions are charged. This amount may vary from period to period
    and fund to fund depending on the mix of trades executed in various markets
    where trading practices and commission rate structures may differ.
 
                                      60
<PAGE>
 

                              THE OAKMARK FUNDS'
                              SEMI-ANNUAL REPORT
 
                                APRIL 30, 1996
 
TRUSTEES AND OFFICERS
TRUSTEES
Michael J. Friduss              Allan J. Reich
Thomas H. Hayden                Marv Rotter
Christine M. Maki               Burton W. Ruder
Victor A. Morgenstern           Peter S. Voss
                  Gary Wilner, M.D.
 
OFFICERS
Victor A. Morgenstern--President
Robert J. Sanborn--Executive Vice President
David G. Herro--Vice President
Clyde S. McGregor--Vice President
Steven J. Reid--Vice President
Adam Schor--Assistant Vice President
Michael J. Welsh--Assistant Vice President
Donald Terao--Treasurer
Anita M. Nagler--Secretary
Ann W. Regan--Vice President--Shareholder Operations and Assistant Secretary
Kristi L. Rowsell--Assistant Treasurer
 
OTHER INFORMATION
 
TRANSFER AGENT
State Street Bank and Trust Company
Attention: The Oakmark Family of Funds
P.O. Box 8510
Boston, Massachusetts 02266-8510
1-800-626-9392
 
INVESTMENT ADVISER
Harris Associates L.P.

LEGAL COUNSEL
Bell, Boyd & Lloyd
Chicago, Illinois
 
INDEPENDENT PUBLIC ACCOUNTANTS
Arthur Andersen LLP
Chicago, Illinois
 
ADDRESS OF FUND AND ADVISER
Two North LaSalle Street, Suite 500
Chicago, Illinois 60602
1-800-OAKMARK (1-800-625-6275)
 
24-HOUR NAV INFORMATION
1-800-GROWOAK (1-800-476-9625)
 
This report, including the unaudited financial statements contained herein, is
submitted for the general information of the shareholders of the Funds. The
report is not authorized for distribution to prospective investors in the Funds
unless it is accompanied or preceded by a currently effective prospectus of the
Funds. No sales charge to the shareholder or to the new investor is made in
offering the shares of the Funds.
<PAGE>
 












                              [LOGO APPEARS HERE]
                            Harris Associates L.P.
                            2 North LaSalle Street
                               Chicago, IL 60602
                                 1-800-OAKMARK


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