TWENTIETH CENTURY WORLD INVESTORS INC
N-30D, 1996-07-26
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                                TWENTIETH CENTURY
                                 World Investors

                                Semiannual Report






                                     May 31,
                                      1996


                                 [company logo]
================================================================================
- --------------------------------------------------------------------------------

<PAGE>


                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
TABLE OF CONTENTS

Our Message to You........................................................ 2
Period Overview........................................................... 3
Investment Review
   International Equity................................................... 4
   International Emerging Growth.......................................... 9
Schedules of Investments
   International Equity...................................................14
   International Emerging Growth..........................................18
Statements of Assets and Liabilities......................................25
Statements of Operations..................................................26
Statements of Changes in Net Assets.......................................27
Notes to Financial Statements.............................................28
Financial Highlights......................................................31


- --------------------------------------------------------------------------------
INDICES USED FOR PERFORMANCE COMPARISON

THE S&P 500 INDEX is an index created by Standard & Poor's Corporation that is
considered to represent the performance of the U.S. stock market generally. It
is not an investment product available for purchase.

LIPPER ANALYTICAL SERVICES, INC. is an independent mutual fund ranking service.

THE MORGAN STANLEY EUROPE, AUSTRALIA, FAR EAST INDEX (EAFE(R)) is a widely
followed group of stocks from 20 different countries. It is not an investment
product available for purchase.
- --------------------------------------------------------------------------------

                                       1

- --------------------------------------------------------------------------------
OUR MESSAGE TO YOU

     In May 1996, Twentieth Century's International Equity fund celebrated its
fifth birthday. The fund was launched in the belief that the growth-oriented
investment discipline underlying Twentieth Century's domestic stock funds could
also be used to identify successful, fast-growing companies around the globe.
Five years later, the investment results have been highly competitive, and we
are committing the resources necessary to help strengthen and enhance our
international capabilities over the long run.

     The teams managing the funds include portfolio managers and analysts based
in our Greenwich, Connecticut offices, as well as financial analysts and
international equity trading specialists in our Kansas City headquarters. In
seeking promising investments, our teams rely on Twentieth Century's proprietary
database, which tracks financial data for some 10,000 foreign companies. This
data is analyzed and augmented with first-hand knowledge gleaned during visits
to hundreds of companies outside the United States each year.

[picture of James E. Stowers and James E. Stowers III in left margin]

     While International Equity marks its fifth anniversary, its younger
sibling, the International Emerging Growth fund, is on the brink of a name
change. Effective September 3, the fund's name will be changed to the
International Discovery Fund. The fund's policy regarding company capitalization
will evolve to more precisely reflect what our industry defines as the type of
securities in which the fund seeks to invest--smaller, fast-growing companies
throughout the world. This will not, however, affect the fund's investment
objective or change its investment strategies. At Twentieth Century, we're
committed to providing an array of choices to meet your investment goals. This
includes offering an expanded line of international funds. We believe that
changing this fund's name to more accurately describe its focus may help you
differentiate it from other international funds.

     The remainder of 1996 promises to bring other positive changes for the
Twentieth Century family of funds and our shareholders. After a year and a half
of behind-the-scenes planning and effort, we'll complete integration with The
Benham Group this fall. When our organizations are fully combined, Twentieth
Century shareholders will have access to over 60 funds with a single phone call,
including three additional funds for those seeking international opportunities.

     We believe that despite the special risks involved in international
investing, international markets continue to provide investors with
opportunities for attractive returns. As technology and the spirit of free
enterprise bring the people of the world closer together and open more borders
to international commerce, we look forward to a continued expansion of
opportunities for international investing.

Sincerely,

/s/James E. Stowers                          /s/James E. Stowers III
James E. Stowers                             James E. Stowers III   
Chairman of the Board and Founder            President              
                                             

                                       2

                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
PERIOD OVERVIEW

     International markets saw a broad-based upswing during the six months
ending May 31, 1996, in the wake of two years of underperformance in comparison
to U.S. stocks. Sharp gains among many smaller markets were complemented with
solid advances in developed markets. This upward trend was not as pronounced in
Japan, the largest stock market outside of the United States, where share price
advances were dampened by the dollar's strength against the yen. The Japan-heavy
EAFE(R) Index was up 8.12% for the period, while the U.S.-based S&P 500 Index
returned 11.76%, and the average diversified international fund as tracked by
Lipper returned 10.45%.

     The economic situation in Japan was of particular interest and importance.
Japan has been in a recession for almost five years, by far the deepest and
longest in the post-war period. By the end of 1995, many Japanese companies
began to release positive sales and earnings reports. These reports conformed
with most of the country's economic indicators, which showed a recovery
underway.

     The apparent revival of the Japanese economy helped support a fundamental
shift in investor sentiment. We believe many investors felt that the strong
performance of U.S. equity markets in 1995 was unlikely to continue through 1996
and began to reallocate assets internationally. This was reflected in net cash
inflows to U.S.-based international mutual funds, which grew from $322 million
in the first quarter of 1995 to $11.8 billion in the first quarter of 1996.

     The gains were particularly strong in the smaller, emerging markets. Last
fall, stock prices had yet to recover from the shock of the Mexican peso
devaluation in December 1994. Despite this lack of investment favor, emerging
economies such as China, Malaysia, South Korea, Thailand, and Chile showed
annual economic growth in the 8% to 10% range, compared to rates of 1% to 3% in
more developed economies. Many investors began to once again pay attention to
the relatively low valuations and high growth in these markets. Since smaller
markets are particularly sensitive to inflows of new money, many indices in
Asia, Eastern Europe and Latin America rose more than 25%, and a few such as
Hungary, China, and Indonesia surged more than 60% for the period.

     Many European markets showed renewed life, as a steady drop in interest
rates raised hopes of a general economic recovery and helped improve the
financial position of selected companies. In addition, the performance of
smaller companies began to improve, led by the strong progress of nimble,
export-oriented companies capitalizing on international sales. Investment
interest was particularly keen in Eastern Europe, where improved economic growth
and strong corporate earnings gave many investors newfound confidence in these
emerging free-market economies.

     Looking forward, we think economic progress in Asia appears to be steady,
with many countries outside of Japan showing steady growth and Japan itself
poised for a recovery. Interest rate cuts in Europe bolster the likelihood of
future economic uplift. From our viewpoint, these factors bode well for
diversified international investors.

PORTFOLIO MANAGEMENT TEAM
- ---------------------------------
Theodore Tyson, Portfolio Manager
Henrik Strabo, Portfolio Manager


                                       3


- --------------------------------------------------------------------------------
INTERNATIONAL EQUITY

- --------------------------------------------------------------------------------
MANAGEMENT Q & A

     A discussion with Ted Tyson, lead manager of the International Equity
investment team.

Q.  HOW HAS TWENTIETH CENTURY INTERNATIONAL EQUITY PERFORMED FOR THE SIX-MONTH 
PERIOD ENDED MAY 31, 1996?

A.  International Equity gained 9.96%, while its benchmark, the EAFE(R) Index, 
returned 8.12%. The period was characterized by a significant upswing in
European markets in a trend that favored smaller stocks over the larger
companies that are the primary holdings in the fund. The positive performance of
International Equity vs. the index was in part a result of our stock selection
discipline and the fact that the fund held a relatively lighter percentage of
Japanese securities than the EAFE(R) Index.

Q.  HOW DID THE FUND DO IN COMPARISON TO ITS PEER GROUP?

A.  Based on total returns for the one-year period ended May 31, the fund is 84 
out of 294 funds in (continued on next page)


- --------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS (as of May 31, 1996)

                  International Equity    MSCI EAFE(R)Index**+   S&P 500 Index
                  --------------------    -----------------      -------------
6 Months*               9.96%                   8.12%                11.76%
1 Year                 17.13%                  10.67%                28.45%
5 Year                 12.79%                   8.21%                14.57%
Inception (5/9/91)     13.06%                   8.29%+               14.77%

*Actual (not annualized)

- --------------------------------------------------------------------------------
$10,000 OVER LIFE OF FUND (as of May 31, 1996)
[mountain graph]

Value on 5/31/96:   $18,614 International Equity
                    $14,989 MSCI EAFE(R) Index**+
                    $20,083 S&P 500 Index

[graph data]
$10,000 investment made 5/9/91

    DATE           INTERNATIONAL       S&P 500          MSCI EAFE (R)
                      EQUITY            INDEX             INDEX**+

5/9/91 (INCEP)       $10,000           $10,000            $10,000
Jun 30, 91             9,784             9,769              9,362
Sep 30, 91            10,431            10,291             10,165
Dec 31, 91            11,014            11,147             10,335
Mar 31, 92            11,642            10,867              9,109
Jun 30, 92            12,349            11,074              9,301
Sep 30, 92            11,839            11,423              9,441
Dec 31, 92            11,547            11,995              9,077
Mar 31, 93            12,542            12,518             10,165
Jun 30, 93            13,069            12,577             11,188
Sep 30, 93            13,922            12,901             11,930
Dec 31, 93            16,472            13,199             12,033
Mar 31, 94            15,873            12,703             12,453
Jun 30, 94            16,087            12,757             13,090
Sep 30, 94            16,665            13,380             13,102
Dec 31, 94            15,689            13,378             12,969
Mar 31, 95            15,170            14,677             13,210
Jun 30, 95            16,049            16,073             13,306
Sep 30, 95            16,906            17,347             13,861
Dec 31, 95            17,554            18,388             14,422
Mar 31, 96            17,960            19,374             14,839
May 31, 96            18,614            20,083             14,989
                                                             
Past performance does not guarantee future results. Investment return and
principal value will fluctuate, and redemption value may be more or less than
original cost.

**Source: Lipper Analytical Services, Inc.

+The EAFE(R) Index for 4/30/91, the date closest to the inception date (5/9/91)
of the fund, for which the Index is available, has been used for the starting
point for EAFE(R) in the graph and average annual total return.


                                      QUICK
                                      FUND
                                      FACTS

                               ------------------
                              INTERNATIONAL EQUITY
                               ------------------

                                    Strategy:
                                 Capital growth
                             through investments in
                              international stocks,
                              emphasizing companies
                              in developed markets.

                                 Inception Date:
                                   May 9, 1991

                                      Size:
                                  $1.31 billion
                              (as of May 31, 1996)

                              Investment Approach:
                                Aggressive Growth

                                     Ticker:
                                      TWIEX


                                       4

                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
INTERNATIONAL EQUITY

the Lipper International Fund category--among the top third. Over the longer
term, International Equity has five-year returns (as of May 31) placing it 10 of
65 funds--among the top 15% of its peer group.

Q.  WHAT WERE THE MAIN FACTORS AFFECTING THE FUND'S RECENT PERFORMANCE?

A.  A key factor was how our style of investing, which seeks companies showing
accelerating growth in revenues and earnings, led us to a higher weighting in
Japan than we've had in recent years, although still lower than the EAFE(R)
Index. Economic recovery in Japan helped produce significant earnings growth in
the companies that we owned. Although our holdings, and the Japanese market
overall, were up in yen terms, a stronger dollar worked against us, resulting in
only a small gain for the portfolio.

Q.  WHAT KINDS OF COMPANIES DOES THE FUND HOLD IN JAPAN?

A.  Last year we were invested in technology companies in Japan, particularly
semiconductor makers, which have recently begun to suffer from worldwide pricing
pressures. As earnings in these firms began to slip, we shifted our holdings
toward companies in cyclical industries, such as ship building and steel, that
are benefiting from the overall economic recovery. In Japan, many of these
economically sensitive companies have particularly thin profit margins. As a
result, growth in sales tends to have a dramatic impact on the bottom line,
causing the earnings acceleration that makes these companies prime candidates
for our portfolio.

Q.  WHERE HAVE YOU HAD THE MOST INVESTMENT SUCCESS?

A.  Approximately 10% of the fund in emerging markets provided a boost for
overall performance. We also had a number of positive investments in Europe. One
example is a Swiss company, Adia, which has been showing significant earnings
growth, largely from the company's temporary employment business. Europe lags
the United States in the use of temporary employees, but this trend is
reversing. Adia recently purchased the largest French company in the temporary
employment business and is now the dominant player in Europe. In just the first
quarter of 1996 the stock was up 32.10%.

Q.  WHERE HAVE THE DISAPPOINTMENTS BEEN?

A.  The biggest frustration for us has been to watch so many emerging markets
rally, even though the companies were not showing the sort of fundamental
earnings growth that matches our investment discipline. On top of that, two of
the emerging market countries with the highest exposure in the portfolio, South
Africa and Israel, have not been a part of the overall upward trend. In South
Africa there was a currency crisis stemming from rumors that Prime Minister
Mandela's health was failing. In Israel, politics and terrorism have really set
the market back. In the developed markets, the most disappointing investment has
(continued on next page)

TOP TEN HOLDINGS (as of May 31, 1996)
- -----------------------------------------------
                                  % of fund's
                                 investments in
                % of fund's       these stocks
                investments       6 months ago

Sandoz            3.54%             3.15%
Nintendo          2.37%             2.75%
Kaufhof Holding   2.31%               --
Lagardere Groupe  2.13%               --
Adia              2.05%               --
Telebras ADR      1.87%             1.13%
ING               1.87%             1.34%
Sankyo            1.84%             0.72%
NKK               1.83%               --
Toyota Motor      1.72%               --


                                       5

- --------------------------------------------------------------------------------
INTERNATIONAL EQUITY

been our experience with Italy's Olivetti. While the company's cellular and
computer printing divisions did well, sales of personal computers didn't match
projections. With this damper on earnings, we could no longer justify holding
the company and sold it at a loss.

Q.  LATIN AMERICAN HOLDINGS ARE DOWN TO AROUND 2% OF THE FUND'S ASSETS. WHAT'S 
KEEPING THE FUND AWAY FROM THIS PART OF THE WORLD?

A.  Once again the key factor has been earnings. Take Mexico, for example. The
market there is up well over 20% for this reporting period, but without any
significant earnings growth to back it. Many people are betting that the economy
is turning. They want to get in early and in doing so are driving the market up.
Our discipline relies on real earnings, rather than economic predictions. As a
result, we're keeping an eye on Latin American markets, but do not see the
fundamentals necessary to invest there yet.

Q.  TRAVEL AND COMPANY VISITS ARE AN IMPORTANT PART OF YOUR INVESTMENT RESEARCH.
WHERE HAVE YOU BEEN DURING THIS PERIOD, AND HAVE YOU UNCOVERED ANY NEW  
INVESTMENT OPPORTUNITIES?

A.  We recently traveled from Italy through Turkey and into Israel, visiting 
five to seven companies a day. In Italy we saw a number of firms in Venice and
to the north that are in the luxury goods manufacturing business--which has been
extraordinarily strong this past year. Because order trends continued strong and
we liked what we heard from company management, we increased positions in a
number of these firms. In Turkey, inflation and political concerns seem to be
restricting corporate earnings. We saw just the opposite in Israel, where many
companies are flourishing, despite political events that have depressed the
overall stock market. The country is exceedingly well-endowed with science and
technological skills, partly due to Russian immigration. This is confirmed by
Intel's establishment of a major manufacturing base in the area between Tel Aviv
and Jerusalem--Israel's Silicon Valley. We were impressed by a number of these
rapidly growing businesses.

Q.  WERE THERE ANY MAJOR ECONOMIC OR POLITICAL EVENTS THAT MADE A REAL 
DIFFERENCE FOR OUR INVESTMENTS?

A.  There were no major events like the Mexican currency collapse that we dealt
with 18 months ago. Even in light of the problems we've mentioned in South
Africa and Israel, this has really been one of the calmest periods in terms of
world events that I can remember since the fund commenced operations in 1991.

Q.  DO YOU SEE ANY DEVELOPING TRENDS, AND WHAT IS YOUR OUTLOOK FOR THE UPCOMING 
PERIOD?

A.  While we didn't reap many rewards from our investments in Japan, we are
optimistic going forward. One lesson that we've learned is that international
markets often are inefficient in matching overall market performance to
accelerating earnings. As a result, our investment style will not always place
us in the hottest markets over the short term. However, over the longer term,
we're confident that our time-tested discipline leads us to many of the world's
fastest-growing companies.


         International Equity schedule of investments begins on page 14.


                                       6

                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
INTERNATIONAL EQUITY

- --------------------------------------------------------------------------------
INVESTMENTS BY COUNTRY

At May 31, 1996, and November 30, 1995, International Equity had investments in
the following countries. Size of investments is indicated as a percentage of
total fund investments.

*Reflects countries with investments each less than 2% of total fund
investments.

[bar graph]
                           5/31/96          11/30/95

Japan                      30%              31%
Canada                     10%               5%
Switzerland                 9%               6%
France                      8%               5%
Germany                     6%               5%
United Kingdom              5%               6%
Netherlands                 4%               6%
Italy                       4%               3%
Brazil                      2%               1%
Israel                      2%               1%
Temporary Cash Investments  6%               3%
Other*                     14%              11%


                                       7


- --------------------------------------------------------------------------------
INTERNATIONAL EQUITY

- --------------------------------------------------------------------------------
INVESTMENTS BY INDUSTRY


At May 31, 1996, and November 30, 1995, International Equity had investments in
these industry sectors. Size of investments is indicated as a percentage of
total fund investments.

[bar graph]
                                            5/31/96           11/30/95

Telecommunications                          10%                7%
Pharmaceuticals & Medical Equipment         10%               12%
Manufacturing                                9%               14%
Aerospace & Technology                       9%                9%
Media & Publishing                           7%                7%
Automotive/Engineering                       6%                1%
Financial                                    6%                9%
Food & Beverage/Consumer Goods               6%                9%
Retail                                       5%                5%
Transportation                               5%                3%
Oil/Gas Exploration/Distribution/Services    4%                5%
Construction & Property Development          4%                5%
Utilities                                    1%                2%
Temporary Cash Investments                   6%                4%
Other                                       12%                8%


                                       8


                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
INTERNATIONAL EMERGING GROWTH

- --------------------------------------------------------------------------------
MANAGEMENT Q & A

     A discussion with Henrik Strabo, lead manager of the International Emerging
Growth investment team.

Q.  HOW DID TWENTIETH CENTURY INTERNATIONAL EMERGING GROWTH PERFORM FOR THE 
SIX-MONTH PERIOD ENDED MAY 31, 1996?

A.  International Emerging Growth posted a 25.07% total return. Over the same
period, the fund's benchmark, the EAFE(R) Index, produced an 8.12% gain. The
fund's return placed it first among the 12 funds with comparable objectives
tracked by Lipper over one year (as of May 31) and since its inception in April
1994. This strong performance can be attributed to favorable results among the
fund's holdings of small and mid-sized companies in developed countries, and
major upswings affecting the fund's holdings in many of the smaller, emerging
nations.

Q.  WHAT INVESTMENTS CONTRIBUTED TO THIS GAIN?

A.  Although some individual positions did extremely well, the results have been
truly broad based. We had excellent performance from the fund's holdings in
Northern Europe, including (continued on next page)

- --------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS (as of May 31, 1996)

               International        Lipper International
              Emerging Growth       MSCI EAFE(R) Index**+   Small Co Average**
              ---------------       --------------------    ----------------

6 Months*           25.07%                 8.12%                  16.52%
1 Year              33.00%                10.67%                  20.30%
Inception (4/1/94)  17.88%                 8.93%+                  5.52%

*Actual (not annualized)

- --------------------------------------------------------------------------------
$10,000 OVER LIFE OF FUND (as of May 31, 1996)
[mountain graph]

Value on 5/31/96:  $14,258 International Emerging Growth
                   $12,036 MSCI EAFE(R)Index**+
                   $11,263 Lipper International Small Co Average**

[graph data]
$10,000 investment made 4/1/94

               INTERNATIONAL    LIPPER INTERNATIONAL    MSCI EAFE(R)
DATE           EMERGING GROWTH    SMALL CO AVERAGE**      INDEX**+

4/1/94 (INCEP)   $10,000            $10,000               $10,000
Jun 30, 94        10,760              9,818                10,511
Sep 30, 94        11,420              9,974                10,521
Dec 31, 94        10,760              9,351                10,414
Mar 31, 95        10,100              8,938                10,608
Jun 30, 95        11,020              9,389                10,685
Sep 30, 95        11,800             10,005                11,130
Dec 31, 95        11,825              9,968                11,581
Mar 31, 96        12,931             10,679                11,916
May 31, 96        14,258             11,263                12,036

Past performance does not guarantee future results. Investment return and
principal value will fluctuate, and redemption value may be more or less than
original cost.

**Source: Lipper Analytical Services, Inc.

+The EAFE(R) Index for 3/31/94, the date closest to the inception date (4/1/94)
of the fund, for which the Index is available, has been used for the starting
point for EAFE(R) in the graph and average annual total return.


                                      QUICK
                                      FUND
                                      FACTS

                           --------------------------
                          INTERNATIONAL EMERGING GROWTH
                           --------------------------

                                    Strategy:
                             Capital growth through
                            investments in companies
                             in emerging markets and
                              smaller companies in
                               developed markets.

                                 Inception Date:
                                  April 1, 1994

                                      Size:
                                 $241.52 million
                              (as of May 31, 1996)

                              Investment Approach:
                                Aggressive Growth

                                     Ticker:
                                      TWEGX


                                       9


- --------------------------------------------------------------------------------
INTERNATIONAL EMERGING GROWTH

Sweden, Finland, Germany and the Netherlands. Our holdings in Israel were also
quite positive. While we have invested less than 2% of the fund in Poland, we
received a disproportionate reward for our holdings there, as the market value
of the companies we owned doubled, leading a rebounding Polish market, which
advanced 37% during the period.

Q.  WERE THERE ANY DISAPPOINTMENTS?

A.  While our 13% stake in Japan is much lower than the 40% in the EAFE(R) 
Index, it is our largest single country weighting. Although the Japanese market
was up in yen terms, a stronger dollar worked against American investors,
resulting in an overall market that had only modest gains in dollar terms. While
the results from Japan have been positive, they've not been in line with the
gains of the overall fund. South Africa has been a true disappointment, due to
major political and economic problems, but we still like the individual
companies we own there. As the business environment improves and the earnings
outlook clears, we will consider adding to the fund's South African holdings.

Q.  HOW IS THE FUND ALLOCATED BETWEEN DEVELOPED AND EMERGING MARKETS?

A.  About 80% of the fund is in smaller companies in developed markets such as
Japan and Great Britain, and 20% is invested in the emerging markets such as
Eastern Europe, Israel, Chile, and Malaysia. In Europe, where we have 45% of the
fund's assets, we're seeing something special and very compelling among smaller
companies. It's really a transformation. Europe is becoming much more
entrepreneurial--in many ways much more like the United States. One of the key
forces is the shift in the way companies are financing their growth.
Traditionally, financing was arranged through what is known as "house banks."
These banks focused on the balance sheet--making sure that short-term profits
were sufficient to cover financing. Today smaller European companies are turning
instead to the stock market for capital, and the focus has shifted away from the
balance sheet and towards growth. On the other side of the world, we've found
Asian companies outside of Japan that are prospering from the continued economic
growth in the Far East and smaller companies in Japan that are beginning to
benefit from the general economic recovery.

Q.  WHAT DO YOU LOOK FOR IN A COMPANY?

A.  We look for quality companies that will show sustainable, accelerating 
growth over time. How do we define high quality? We look for a company that has
a very strong product, a large share of its respective market, and the ability
to protect its market share. We like management to concentrate on its area of
expertise and focus on improving core competencies. A good example is Sweden's
Hoganas, which manufactures metal powders that are used to make lighter,
stronger components, (continued on next page)


TOP TEN HOLDINGS (as of May 31, 1996)
- ----------------------------------------------------------------
                                                  % of fund's
                                                 investments in
                                 % of fund's      these stocks
                                 investments      6 months ago

Gentinge Industrier B               2.84%            0.48%
Technomatrix Technologies ADR       2.68%            2.78%
Koninklijke Van Ommeren             2.47%              --
Marschollek, Lautenschlager
   und Partner                      2.39%            2.62%
Havas Advertising                   2.35%              --
Esselte B                           1.97%              --
Newcourt Credit                     1.93%              --
Hoganas B                           1.90%            1.90%
WM-Data Nordic B                    1.68%            1.30%
Sociedad Quimica Y
   Minera de Chile ADR              1.60%              --


                                       10


                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
INTERNATIONAL EMERGING GROWTH

primarily for the auto industry. The amount of their product used in autos is
growing at a very fast rate, so even if auto production shows no growth, the
company can prosper. They have good management, a very focused product line, 75%
of the market in Europe, and close to 30% of the market in Japan. We first
purchased shares of Hoganas when the company went public in September 1994, and
its stock is up close to 150% since then. While results of this magnitude are
unusual, Hoganas exemplifies the qualities we seek.

Q.  ON A RECENT SWING THROUGH EUROPE YOU VISITED SOME 40 COMPANIES OVER TWO 
WEEKS. HOW DO YOU DECIDE WHICH COMPANIES TO VISIT?

A.  A certain number of these visits are typically with companies that are
already in the portfolio. In addition, we visit companies we've identified as
potential holdings because they have fundamentals that were flagged by our
database. We are always on the lookout for quality companies. We actually get
many ideas from our conversations with management. Savvy, successful managers
tend to know the business community, so we always ask if they're aware of other
companies that are doing good work. Chances are it's a good lead when it comes
from someone who actually knows how to build a successful business.

Q.  HOW ARE INVESTORS FROM THE UNITED STATES RECEIVED OVERSEAS?

A.  The entrepreneurial, smaller companies that we focus on are very receptive 
to foreign investment--and American dollars are playing a more and more
important role in their financial plans. For the most part they understand
U.S.-based mutual funds, and they tell us that we tend to come to them with
deeper research and understanding than many of their domestic investors. Being
conversant in a number of languages is a definite plus--we have members of our
international investment team who read and speak most of the major international
languages: Japanese, Chinese (Mandarin and Cantonese), French and Spanish, plus
a number of others including Malay, Danish, and Swedish. It's great to be able
to break the ice in the native language. In addition to face-to-face meetings,
language skills are important when researching company documents and regional
reports and publications.

Q.  WHAT IS YOUR OUTLOOK FOR THE PERIOD AHEAD?

A.  For one thing, we're looking for better performance from our Japanese
holdings. Like smaller companies anywhere, our holdings in Japan are more
leveraged toward strong economic growth than larger companies. As the economy
improves, we're starting to see signs of this economic lift in earnings
acceleration in select Japanese companies, and we expect these holdings to be a
greater positive influence on the portfolio in the months ahead. On a more
general note, we're very optimistic about the growth of the international
economy--particularly in emerging markets. Our investment discipline tends to
focus our portfolio in companies that are benefiting from this growth, whether
they are based in the developed world or in the emerging economies. We're
confident that a diverse portfolio of fast-growing companies will reward
long-term investors.


    International Emerging Growth schedule of investments begins on page 18.


                                       11


- --------------------------------------------------------------------------------
INTERNATIONAL EMERGING GROWTH

- --------------------------------------------------------------------------------
INVESTMENTS BY COUNTRY

At May 31, 1996, and November 30, 1995, International Emerging Growth had
investments in the following countries. Size of investments is indicated as a
percentage of total fund investments.

*Reflects countries with investments each less than 2% of total fund
investments.

[bar graph]
                                      5/31/96           11/30/95

Japan                                 13%               10%
Sweden                                 9%                7%
United Kingdom                         8%                5%
Netherlands                            7%                3%
France                                 6%                7%
Germany                                5%               10%
Malaysia                               4%                1%
Hong Kong                              4%                5%
Israel                                 4%                5%
Finland                                4%                1%
Canada                                 4%                1%
Norway                                 3%                7%
Italy                                  3%                5%
Chile                                  2%                2%
South Africa                           2%                4%
Philippines                            2%                0%
Switzerland                            2%                2%
India                                  2%                2%
Temporary Cash Investments             4%                3%
Other*                                12%                9%


                                       12


                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
INTERNATIONAL EMERGING GROWTH

- --------------------------------------------------------------------------------
INVESTMENTS BY INDUSTRY

At May 31, 1996, and November 30, 1995, International Emerging Growth had
investments in these industry sectors. Size of investments is indicated as a
percentage of total fund investments.

[bar graph]

                                                  5/31/96           11/30/95

Manufacturing                                        13%                6%
Aerospace & Technology                               13%               17%
Financial                                            12%                7%
Retail                                                8%               12%
Pharmaceuticals & Medical Equipment                   7%                6%
Media & Publishing                                    6%                7%
Food & Beverage/Consumer Goods                        5%                8%
Construction & Property Development                   5%                4%
Metals & Mining/Aggregates                            4%                3%
Telecommunications                                    4%                8%
Automotive/Engineering                                2%                2%
Forest Products & Packaging                           1%                3%
Transportation                                        1%                2%
Temporary Cash Investments                            4%                3%
Other                                                15%               10%


                                       13


- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS May 31, 1996 (Unaudited)

INTERNATIONAL EQUITY

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

COMMON STOCKS & RIGHTS

Argentina -- 1.00%
     600,000      YPF Sociedad Anonima ADR  $        13,200,000
                    (oil and gas)                    ----------

Australia -- 1.09%
   4,198,807      Southcorp Holdings                 10,791,115
                    (packaging, wines,
                    and appliances)
   3,026,300      TNT 1                               3,647,316
                    (delivery and airline services)  ----------
                                                     14,438,431
                                                     ----------
Bahamas -- 0.68%
     180,000      Sun International Hotels ADR1       9,090,000
                    (resort operations)              ----------
                   
Belgium -- 0.77%
     201,000      Delhaize Le Lion                   10,208,097
                    (retail supermarkets)            ----------

Canada -- 9.97%
     798,300      CAE                                 6,903,744
                    (aerospace, electronics,
                    industrials technologies)
     548,000      Canadian National Railway
                    (Installment Receipts)           10,138,000
                    (railroad)
     700,000      Canadian Pacific                   14,329,502
                    (diversified holding company)
     501,700      Hollinger                           3,990,899
                    (international newspaper)
     300,000      Northern Telecom                   16,275,000
                    (telecommunications
                    equipment)
     727,800      Poco Petroleums1                    5,975,369
                    (oil and gas exploration)
   1,026,000      QLT Phototherapeutics1             21,976,355
                    (pharmaceuticals and
                    photodynamic therapies)
     790,300      Renaissance Energy1                20,907,407
                    (oil and gas exploration)
   1,806,900      Rogers Communications B1           17,999,770
                    (communications and media)
   1,000,000      Tellus                             13,282,248
                    (telecommunications)             ----------
                                                    131,778,294
                                                    -----------
France -- 7.61%
     106,400      BIS1                               13,838,300
                    (temporary employment agency)
     465,000      Cap Gemini Sogeti1                 16,383,092
                    (computer consulting services)
     301,075      Casino Guichard-Perrachon
                    et Cie                           12,682,379
                    (grocery chain)
   1,032,739      Lagardere Groupe                   28,126,426
                    (high technologies, automobiles
                    and communications)
     205,190      Total                              14,884,888
                    (oil and gas exploration,
                    rubber and chemicals)
     270,000      Valeo                              14,701,543
                    (auto parts)                     ----------
                                                    100,616,628
                                                    -----------
Germany -- 4.12%
      12,000      Altana                              7,578,117
                    (pharmaceuticals, dietetics
                    and chemicals)
     267,200      Deutsche Pfandbrief und
                    Hypothekenbank                   10,728,385
                    (mortgage banking)
      86,600      Kaufhof Holding                    30,588,139
                    (general retailers)
      30,000      Schmalbach-Lubeca
                    Aktiengesellschaft                5,559,389
                    (packaging and                   ----------
                    container manufacturer)
                                                     54,454,030
                                                     ----------
Hong Kong -- 1.40%
   4,000,000      CDL Hotels International            2,274,989
                    (hotels)
   2,932,000      First Pacific                       4,036,271
                    (trading company)


See Notes to Financial Statements


                                       14


- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

     600,000      New World Development      $        2,846,322
                    (diversified property
                    developments)
   6,024,000      Peregrine Investments
                    Holdings                          9,344,002
                    (securities brokerage)           ----------
                                                     18,501,584
                                                     ----------

India -- 1.28%
     165,000      Gujarat Ambuja Cements GDR          2,021,250
                    (cement manufacturer)
     242,000      Indian Tobacco GDR1                 2,026,750
                    (tobacco)
     435,000      Larsen and Toubro GDR+              8,700,000
                    (engineering equipment
                    and construction)
     275,000      Reliance Industries GDR1            4,193,750
                    (man-made textiles               ----------
                    and petrochemicals)
                                                     16,941,750
                                                     ----------
Ireland -- 0.75%
   1,222,396      Independent Newspapers              9,898,382
                    (newspaper publisher)            ----------

Israel -- 1.88%
       4,508      Africa Israel Investments1          4,221,672
                    (tourism, property
                    development)
   4,007,118      Bezek The Israeli
                    Telecommunications                9,956,822
                    (telecommunications)
     400,000      ECI Telecom ADR                    10,675,000
                    (digital telecommunications      ----------
                    equipment)
                                                     24,853,494
                                                     ----------

Italy --  3.65%
   1,069,000      Arnoldo Mondadori Editore           8,305,974
                    (publishing and printing)
     120,000      Mediolanum1                           933,549
                    (life insurance and
                    mutual funds)
  14,000,000      Parmalat Finanziaria Spa           17,607,780
                    (dairy production)
  10,038,000      Telecom Italia Mobile              21,475,138
                    (mobile telephone services)      ----------
                                                     48,322,441
                                                     ----------

Japan -- 29.98%
     627,000      Bridgestone                        10,922,029
                    (tire and rubber manufacturer)
     530,000      Chiyoda Fire &
                    Marine Insurance                  3,304,980
                    (insurance)
     770,000      Daifuku                            11,629,372
                    (machine, equipment developer)
   1,100,000      Dainippon Screen                   10,294,186
                    (precision machinery)
   1,370,000      Daiwa Securities                   18,406,301
                    (securities broker)
   1,800,000      Fuji Heavy Industries               8,255,733
                    (transportation equipment)
     450,000      Hankyu Department Stores            6,087,561
                    (retail department store)
   1,208,000      Hitachi Cable                      10,286,328
                    (wire and cable manufacturer)
     500,000      Hitachi Koki                        4,957,146
                    (electric tool manufacturer)
     226,000      Hokuetsu Paper Mills                1,957,934
                    (paper manufacturer)
         800      Hoya                                   25,722
                    (glass manufacturer,
                    electronic components)
     600,000      Japan Aviation
                    Electronics Industry1             4,503,127
                    (electrical equipment
                    manufacturer)
   1,000,000      Japan Synthetic Rubber              7,004,864
                    (synthetic rubber
                    producer and chemicals)
     400,000      JEOL1                               3,005,791
                    (electron microscope
                    manufacturer)
     145,000      Keyence                            19,078,063
                    (measure and control equipment)


See Notes to Financial Statements


                                       15


- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS (CONTINUED) May 31, 1996 (Unaudited)

INTERNATIONAL EQUITY (CONTINUED)

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

     530,000      Kokuyo                     $       14,192,263
                    (paper products, office
                    equipment and furniture)
     203,000      Kurita Water                        4,702,340
                    (water treatment equipment)
     838,000      Mitsubishi Estate                  11,724,624
                    (property investment)
     235,000      National House Industries           3,679,870
                    (housing materials)
     300,000      Nichicon                            4,391,939
                    (electrical machinery
                    manufacturer)
      82,000      Nichiei                             5,607,227
                    (finance company)
     425,200      Nintendo                           31,360,593
                    (video games)
     533,000      Nippon Express                      5,333,704
                    (general transport)
   1,375,000      Nippon Kayaku                       9,937,457
                    (pharmaceuticals and
                    chemical products)
      20,800      Nippon Television Network           5,897,429
                    (television broadcasting)
     460,000      Nissan Fire & Marine Insurance      3,341,580
                    (insurance)
   8,250,000      NKK1                               24,155,664
                    (iron, steel producer
                    and heavy industrials)
     300,000      Nomura Securities                   5,670,605
                    (securities broker)
     133,000      NSG Nippon Sheet Glass                637,118
                    (sheet glass manufacturer
                    and fiber optics)
   1,170,000      Sanden                              8,358,304
                    (automobile air-conditioners)
   1,023,000      Sankyo                             24,265,740
                    (pharmaceutical manufacturer)
     240,000      Secom                              15,566,366
                    (security service)
     700,000      Sharp                              11,415,335
                    (consumer electronics)
   4,700,000      Sumitomo Metal Industries          14,501,737
                    (steel producer,
                    engineering services )
     500,000      Terumo                              6,022,701
                    (medical supplies
                    manufacturer)
   2,083,000      Tokyu                              15,614,056
                    (railway and properties)
     995,000      Toyota Motor                       22,771,832
                    (auto manufacturer)
     375,000      Uni-Charm                           9,902,710
                    (household products)
   1,000,000      Ushio                              11,489,460
                    (optical equipment
                    and specialty lamps)
     333,000      Venture Link                        6,109,243
                    (information service firm)       ----------
                                                    396,369,034
                                                    -----------

Malaysia --  0.50%
   4,000,000       Renong                             6,666,133
                    (diversified holding company)    ----------

Netherlands --  4.10%
     110,000      Hagemeyer                           7,586,875
                    (trading)
     300,000      ING                                24,759,333
                    (financial services group)
     127,000      Nutricia                           13,605,013
                    (food processing)
     500,000      Verenigd Bezit VNU                  8,217,892
                    (publishing)                     ----------
                                                     54,169,113
                                                     ----------

New Zealand -- 0.50%
   1,633,900      Telecom Corporation
                    of New Zealand                    6,633,832
                    (telecommunications services)    ----------

Portugal -- 0.37%
     200,000      Portugal Telecom ADR                4,850,000
                    (telecommunications services)    ----------


See Notes to Financial Statements


                                       16


- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

Singapore -- 1.41%
   3,000,000      Singapore
                  Technologies Industrial    $        8,312,611
                    (diversified holding company)
   3,200,000      Straits Steamship Land             10,321,847
                    (property investment)            ----------
                                                     18,634,458
                                                     ----------
South Africa -- 1.37%
     550,000      Pepkor                              2,484,483
                    (department stores)
   2,837,000      Safmarine and
                    Rennies Holdings                  8,152,299
                    (shipping, tourism)
     244,600      South African Breweries             7,464,517
                    (brewery)                        ----------
                                                     18,101,299
                                                     ----------
South Korea -- 0.97%
     497,000      Korea Electric Power ADR           12,859,875
                    (electric power supplier)        ----------

Sweden -- 0.70%
     145,200      Securitas B                         9,189,600
                    (security and                    ----------
                    electronic trading systems)

Switzerland -- 8.64%
     116,500      Adia                               27,082,164
                    (employment company)
      10,300      Compagnie Financiere
                    Richemont                        15,315,832
                    (tobacco and luxury goods)
      33,793      Edipresse1                          8,262,016
                    (publishing)
      45,000      Sandoz                             46,821,643
                    (pharmaceuticals)
      24,400      Societe Suisse de
                    Microelectronique et 
                    d'Horlogerie (SMH)               16,732,826
                    (watch manufacturer)             ----------
                                                    114,214,481
                                                    -----------  
Thailand -- 1.11%
       9,100      Bank of Ayudhya Rights                 26,583
                    (bank)
     615,000      Shinawatra Computer                14,509,836
                    (cellular telecommunications     ----------
                    equipment)
                                                     14,536,419
                                                     ----------

United Kingdom -- 5.27%
     675,000      Glaxo Wellcome                      8,801,801
                    (pharmaceuticals)
   7,400,000      Ladbroke Group                     21,742,662
                    (hotels and gaming)
   1,094,400      Misys                              14,270,653
                    (computer software)
   2,828,700      Orange1                            10,767,383
                    (computer and
                    ancillary systems)
   2,609,000      Railtrack Group1                    8,818,655
                    (rail network)
   1,500,000      Rolls-Royce                         5,232,938
                    (aerospace/defense               ----------
                    manufacturer)
                                                     69,634,092
                                                     ----------

United States -- 0.72%
     500,000      Tele-Communications
                    International A1                  9,468,750
                    (telecommunications              ----------
                    and cable television)

Total Common Stocks
& Rights-- 89.84%                                 1,187,630,217
     (Cost $1,088,738,161)                        -------------

PREFERRED STOCKS

Brazil -- 2.17%
   6,544,400      Companhia Cervejaria Brahma         3,900,744
                    (brewery)
     385,000      Telebras ADR                       24,784,375
                    (telecommunications)             ----------
                                                     28,685,119
                                                     ----------

See Notes to Financial Statements


                                       17



- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS (CONTINUED) May 31, 1996 (Unaudited)

INTERNATIONAL EQUITY (CONTINUED)

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

Germany -- 2.06%
      31,300      Henkel KGAA               $        13,194,644
                    (chemical products,
                    household cleaners)
      26,030      Wella                              14,077,667
                    (body care products)             ----------
                                                     27,272,311
                                                     ----------

Total Preferred Stocks-- 4.23%                       55,957,430
     (Cost $46,179,997)                              ----------

TEMPORARY CASH INVESTMENTS
     Repurchase Agreement
       (J.P. Morgan Securities, Inc.),
       5.32%, due 6-3-96; collateralized
       by $45,735,000 par value
       U.S. Treasury Bonds,
       7.875%, due 8-15-01
       (Delivery value $48,221,369)                  48,200,000
     $15,250,000 par value FHLB
       Discount Note, 5.23%, 6-7-96                  15,236,809
     $15,000,000 par value FHLMC
       Discount Note, 5.20%, 6-3-96                  14,995,658
                                                     ----------

Total Temporary Cash
Investments-- 5.93%                                  78,432,467
     (Cost $78,432,467)                              ----------

Total Investment Securities-- 100.00%       $     1,322,020,114
     (Cost $1,213,350,625)                        =============

FORWARD FOREIGN CURRENCY CONTRACTS
Contracts                 Settlement       Value of          Unrealized
to Sell                   Dates            Payable           (Loss)
- -----------------------------------------------------------------------
50,419,418     CHF        6/28/96          40,491,020        (799,442)
39,627,494     DEM        6/28/96          26,076,896        (372,881)
150,751,383    FRF        6/28/96          29,294,525        (425,458)
7,260,292      GBP        6/28/96          11,252,436        (228,264)
13,135,243,124 JPY        6/28/96         122,122,192        (925,422)
40,722,975     NLG        6/28/96          23,947,648        (348,061)
17,903,160     SEK        6/28/96           2,664,335         (39,930)
                                          -----------     -----------
                                         $255,849,052     $(3,139,458)
                                          ===========     ===========
(Value of Receivable $252,709,594)



INTERNATIONAL EMERGING GROWTH

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

COMMON STOCKS,
RIGHTS & WARRANTS

Canada -- 3.54%
     265,000      Architel Systems1         $        2,137,019
                    (computer software)
     200,000      Newcourt Credit+                   4,670,681
                    (financial services)
     160,000      The Upper Canada
                    Brewing Company1                   753,147
                    (brewery)
     175,000      Wescam1                              996,169
                    (camera manufacturer)           ----------
                                                     8,557,016
                                                    ----------
Chile -- 2.48%
      80,000      Santa Isabel ADR                   2,120,000
                    (supermarket chain)
      75,000      Sociedad Quimica
                    Y Minera de Chile ADR            3,881,250
                    (fertilizers)                   ----------
                                                     6,001,250
                                                    ----------
Czech Republic -- 0.24%
       4,000      Ceske Radiokomunikace1               566,215
                    (telecommunications)            ----------

Denmark -- 0.63%
      14,000      Christian Hansen Holding B         1,526,363
                    (food additives producer)       ----------

Finland -- 3.60%
     115,000      KCI Konecranes+1                   2,817,096
                    (capital goods)
      20,000      Raision Tehtaat                    1,218,434
                    (agricultural products)
      20,000      Raision Tehtaat Rights               175,523
                    (agricultural products)
     360,000      Tamro+                             1,986,133
                    (pharmaceuticals distribution)
      55,000      Tietotehas                         2,507,163
                    (information technology)        ----------
                                                     8,704,349
                                                    ----------

See Notes to Financial Statements


                                       18

- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

France -- 5.55%
      12,000      Altran Technologies              $  3,494,128
                    (engineering consulting)
      50,000      Havas Advertising                   5,677,958
                    (advertising)
       4,869      Infogrames Entertainment1           1,022,665
                    (interactive television,
                    computer games)
       4,000      Norbert Dentressangle1                590,119
                    (transportation services)
      12,000      SITA                                2,629,914
                    (environmental services)         ----------
                                                     13,414,784
                                                     ----------
Germany -- 1.37%
       2,000      Axel Springer Verlag                1,214,391
                    (newspaper, television)
       5,400      Herlitz International Trading       2,096,599
                    (forest products and paper)      ----------
                                                      3,310,990
                                                     ----------
Hong Kong -- 4.39%
   3,600,000      Cafe De Coral Holdings              1,105,179
                    (food service operations)
   3,000,000      Chaifa Holdings                       843,426
                    (garment designer
                    and manufacturer)
   2,000,000      China Hong Kong
                    Photo Products                    1,156,884
                    (photo processing products)
   2,500,000      Founder1                            1,122,953
                    (software developer)
   2,200,000      International Bank of Asia          1,350,775
                    (corporate and retail banking)
   1,148,900      Li & Fung                           1,158,360
                    (trading)
   2,000,000      Moulin International Holdings         736,786
                    (optical products manufacturer)
   3,700,000      Regal Hotels
                    International Holdings              956,530
                    (hotel operator)
     895,000      Shanghai Industrial Holdings+1      1,087,471
                    (holding company)
   4,500,000      Yue Yuen Industrial                 1,099,363
                    (shoe manufacturing)             ----------
                                                     10,617,727
                                                     ----------
Hungary -- 0.52%
      25,000      Egis Gyogszergyar                   1,252,606
                    (pharmaceuticals)                ---------- 

India -- 1.50%
      22,000      Indian Hotels                         478,295
                    (hotels)
      59,000      Larsen and Toubro                     466,168
                    (engineering equipment)
     236,000      Oriental Bank of Commerce1            608,596
                    (bank)
     145,000      Steel Authority of India GDR        2,066,250
                    (steel manufacturer)             ----------
                                                      3,619,309
                                                     ----------
Indonesia -- 0.67%
     600,000      Bank Indonesia Raya (Bira)            591,640
                    (bank)
     467,500      Matahari Putra Prima                1,027,197
                    (department stores)              ----------
                                                      1,618,837
                                                     ----------
Ireland -- 1.17%
   1,240,000      Anglo Irish Bank                    1,164,059
                    (financial services)
     121,875      Arnott                                803,054
                    (department stores)
     520,000      Heiton Holdings                       858,655
                    (building materials              ----------
                    merchandising)
                                                      2,825,768
                                                     ----------
Israel -- 4.27%
      99,763      Blue Square Chain Stores
                    Properties and Investments1         651,769
                    (food retailer)
      14,262      Elbit                                 770,838
                    (electronic defense products)

See Notes to Financial Statements


                                       19


- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS (CONTINUED) May 31, 1996 (Unaudited)

INTERNATIONAL EMERGING GROWTH (CONTINUED)

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

      60,000      Nice Systems ADR1             $     1,260,000
                    (digital recording products)
     250,000      Oshap Technologies ADR1             1,164,063
                    (computer software)
     280,000      Technomatix
                    Technologies ADR1                 6,492,500
                    (CAD/CAM                         ----------
                    computer software)
                                                     10,339,170
                                                     ----------
Italy -- 3.18%
     160,000      Bulgari ADR+1                       2,545,867
                    (jewelry stores)
      70,000      De Rigo Holdings ADR1               1,995,000
                    (eyeglasses frame distributor)
     130,000      Safilo                              3,160,454
                    (corrective eyewear              ----------
                    manufacturer)
                                                      7,701,321
                                                     ----------
Japan -- 13.39%
      30,000      Aim Services                          722,724
                    (restaurants and
                    cafeterias, food caterer)
      35,000      Art Life                              525,365
                    (restaurants,
                    hospitality businesses)
         400      Asia Securities Printing               10,155
                    (financial printing services)
     140,000      Canon Copyer Sales                  1,790,132
                    (sales of office equipment)
      30,000      Create Medic                          416,956
                    (disposable medical supplies)
      26,000      Fuji Soft                             807,042
                    (computer software)
      50,000      Fukuda Denshi                       1,371,323
                    (medical electronics equipment)
      20,000      HIS                                 1,126,708
                    (travel agency)
      35,000      Hogy Medical                        1,735,001
                    (medical supplies)
      53,000      Kansai Kosaido                        780,820
                    (publishing, printing)
     105,000      Kanto Biomedical Laboratory         1,683,113
                    (clinical testing)
      19,000      Karakami Kankoh                       484,133
                    (hotel chain operator)
      40,000      King Jim                            1,241,603
                    (office supplies)
      50,000      Konoshima Chemical                  1,047,023
                    (ceramic building materials)
      44,000      Lilycolor                             489,229
                    (interior fixtures)
      40,000      Matsumotokiyoshi                    1,260,134
                    (supermarket and
                    home center operator)
      30,000      Ministop                              817,234
                    (convenience stores)
      71,500      Misumi                              2,384,990
                    (industrial parts supplier)
     115,000      Nichiei Construction                1,331,943
                    (building construction)
      37,000      Nihon Jumbo                         1,522,168
                    (film processing)
      42,000      Nippon Kanzai                       1,183,044
                    (building maintenance)
      25,500      Nissin                              1,145,935
                    (consumer finance)
     100,000      Nissin Corp.                          704,193
                    (refrigerated transport)
      80,000      Okabe                                 778,318
                    (building materials)
      80,000      Royal                               1,549,224
                    (restaurant chain operator)
     200,000      Sodick1                             2,334,955
                    (machine tools)
      90,000      Tenma                               2,251,564
                    (plastic manufacturer)
      60,000      Up                                    895,066
                    (educational services)           ----------
                                                     32,390,095
                                                     ----------

See Notes to Financial Statements


                                       20


- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

Malaysia -- 4.42%
     280,000      Arab Malaysia                $      1,026,360
                    (financial services)
     120,000      Autoindustries                        817,242
                    (automotive safety
                    manufacturer)
     500,000      Bolton Properties                     821,248
                    (real estate)
     350,000      Chemical Company of Malaysia        1,058,609
                    (chemical manufacturer)
     355,000      Gadek                               2,247,015
                    (rubber manufacturer)
     400,000      Gadek Capital1                      1,217,851
                    (finance company)
     220,000      KFC Holdings                        1,242,689
                    (fast food retail)
     300,000      Leader Universal Holdings             901,370
                    (cable manufacturer)
     450,000      RJ Reynolds                         1,370,083
                    (tobacco manufacturer)           ----------
                                                     10,702,467
                                                     ----------
Mexico -- 0.99%
     115,000      Grupo Industrial Durango ADR1         977,500
                    (packaging)
      90,000      Grupo Industrial Maseca ADR         1,417,500
                    (food processing)                ----------
                                                      2,395,000
                                                     ----------
Netherlands -- 7.37%
      19,292      Aalberts Industries                 1,721,287
                    (dispenser systems,
                    special components)
      46,387      Ahrend Groep                        2,069,390
                    (office furniture manufacturer)
      59,000      Boskalis Westminster                  980,101
                    (dredging)
      51,000      IHC Caland                          2,359,004
                    (engineering construction)
     124,976      Kempen                              1,555,231
                    (investment banking)
     160,000      Koninklijke Van Ommeren             5,963,841
                    (tank storage)
     125,000      Toolex Alpha ADR+1                  3,187,500
                    (CD production machinery)        ----------
                                                     17,836,354
                                                     ----------
Norway -- 3.46%
     220,000      Hitec1                              1,183,605
                    (drilling equipment)
      75,000       Merkantildata                        899,232
                    (information technology)
      60,000       Nera                               2,047,483
                    (mobile phone industry)
     140,000      Tandberg1                           2,195,049
                    (digital decoding)
     210,000      Tomra Systems                       2,049,788
                    (beverage recycling machines)    ---------- 
                                                      8,375,157
                                                     ----------
Peru -- 0.41%
      25,700      Buenaventura T ADR1                   501,150
                    (mining)
     380,000      Enrique Ferreyros                     484,537
                  (capital goods distribution)       ----------
                                                        985,687
                                                     ----------
Philippines -- 2.20%
   8,000,000      Metro Pacific                       2,138,221
                    (investment holding company)
     800,000      Security Bank                       2,214,586
                    (banking services)
   7,000,000      Southeast Asia Cement1                962,199
                    (cement)                         ----------
                                                      5,315,006
                                                     ----------
Poland -- 1.49%
      40,000      Bank Rozwoju Eksportu                 970,730
                    (financial services)
     230,000      Elektrim Towarzystwo                1,533,901
                    (electrical equipment)


See Notes to Financial Statements


                                       21


- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS (CONTINUED) May 31, 1996 (Unaudited)

INTERNATIONAL EMERGING GROWTH (CONTINUED)

- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

     750,000      Inicjatyw Gospodarczych Big1    $     750,278
                    (bank)
       8,000      Rolimpex                              348,277
                    (wholesale importer/exporter)    ----------
                                                      3,603,186
                                                     ----------
Singapore -- 1.27%
     500,000      CSA Holdings1                         493,783
                    (computer systems solutions)
     800,000      Parkway Holdings                    2,330,373
                    (property management)
     300,000      St Computer System1                   236,590
                    (computer services)              ----------
                                                      3,060,746
                                                     ----------
South Africa -- 2.04%
     120,480      The Bidvest Group                     623,172
                    (industrial holding company)
     150,000      Group Five                            258,621
                    (building and construction)
     100,000      JD Group                              441,379
                    (furniture and
                    appliance retailer)
      98,500      LTA                                   407,586
                    (building/construction)
     269,400      Malbak+                             1,269,586
                    (industrial holding company)
      25,000      Perskor Groep Beperk                  847,701
                    (printing, publishing)
     369,400      Saambou Holdings                      424,598
                    (financial services)
     140,000      Servgro International                 659,770
                    (hotel, leisure services)        ----------
                                                      4,932,413
                                                     ----------
Sweden -- 9.02%
     250,000      Esselte B                           4,765,309
                    (office supplies, security systems)
     375,000      Getinge Industrier B                6,868,746
                    (medical equipment
                    manufacturer)
     120,000      Hoganas B                           4,592,566
                    (metal powder)
      80,000      Svedala Industri                    1,536,812
                    (mining and mineral
                    processing equipment)
      67,200      WM-Data Nordic B                    4,062,902
                    (computer consulting)            ---------- 
                                                     21,826,335
                                                     ----------
Switzerland -- 1.80%
       5,000      Fotolabo                            2,104,208
                    (mail order film processing)
         120      Lindt Und Sprungli                  2,260,521
                    (chocolate manufacturer)         ----------
                                                      4,364,729
                                                     ----------
Thailand -- 1.35%
      80,000      Advanced Service                    1,345,972
                    (cellular telephone services)
      32,000      KR Precision                          189,875
                    (electronics)
     350,000      Siam Makro                          1,732,301
                    (wholesale stores)               ----------
                                                      3,268,148
                                                     ----------
United Kingdom -- 7.98%
     283,333      Biocompatibles                      2,077,926
                    (biopharmaceuticals)
      33,333      Biocompatibles Warrants
                    (expiration date 2-14-97)            27,392
                    (biopharmaceuticals)
     200,000      Close Brothers Group                1,175,279
                    (financial services)
     350,000      Dorling Kindersley Holdings         3,407,999
                    (publishing)
   2,300,000      Freepages Group1                    1,052,014
                    (classified information service)


See Notes to Financial Statements


                                       22


- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Shares                                                 Value
- --------------------------------------------------------------------------------

     430,000      Harvey Nichols1              $      2,260,164
                    (retailer)
     169,800      JBA Holdings                        1,392,724
                    (software development)
     250,000      Kwik-Fit Holdings                     899,290
                    (automotive repair centers)
     240,000      McKechnie                           1,801,061
                    (metal, plastic components)
     150,000      Powerscreen International           1,096,591
                    (capital goods)
     150,000      Psion                               1,011,701
                    (computer equipment)
     430,000      Sage Group                          3,086,890
                    (computer software)              ----------
                                                     19,289,031
                                                     ----------

Total Common Stocks,
Rights & Warrants-- 90.30%                          218,400,059
     (Cost $186,326,906)                            -----------

PREFERRED STOCKS & RIGHTS

Brazil -- 1.35%
     752,600      Itausa                                557,900
                    (financial holding company)
  14,000,000      Lojas Renner                          575,006
                    (apparel retailer)
  10,000,000      Telecomunicacoes De Sao Paulo       2,113,699
                    (telephone services)
     428,561      Telecomunicacoes
                    De Sao Paulo Rights                   8,318
                    (telephone services)             ----------
                                                      3,254,923
                                                     ----------
Germany -- 4.06%
      12,000      Fresenius                           2,101,528
                    (medical equipment, supplies)
       5,700      Marschollek, Lantenschlager
                    und Partner                       5,787,087
                    (financial services)
      50,000      Mobel Walther                       1,938,558
                    (specialty retail)               ----------
                                                      9,827,173
                                                     ----------

Total Preferred Stocks
& Rights-- 5.41%                                     13,082,096
     (Cost $9,048,691)                               ----------

TEMPORARY CASH INVESTMENTS
     Repurchase Agreement
       (J.P. Morgan Securities, Inc.),
       5.25%, due 6-3-96; collateralized by
       $330,000 par value U.S. Treasury Bonds,
       11.75%, due 2-15-01
       (Delivery value $400,175)                        400,000
     $10,000,000 par value FHLB Discount
       Notes, 5.275%, 6-12-96                         9,984,142
                                                     ----------

Total Temporary
Cash Investments-- 4.29%                             10,384,142
     (Cost $10,384,142)                              ----------

Total Investment
Securities-- 100.00%                         $      241,866,297
     (Cost $205,759,739)                            ===========

FORWARD FOREIGN CURRENCY CONTRACTS
     Contracts         Settlement       Value of       Unrealized
      to Sell           Dates            Payable         (Loss)
- -----------------------------------------------------------------------
     1,909,250 CHF      6/28/96        1,533,288         (30,273)
     8,040,800 DEM      6/28/96        5,291,253         (75,661)
    19,928,602 FRF      6/28/96        3,872,594         (56,243)
 1,043,361,599 JPY      6/28/96        9,700,438         (65,909)
    11,365,566 NLG      6/28/96        6,683,661         (97,143)
                                      ----------      ----------
                                     $27,081,234       $(325,229)
                                      ==========      ==========

(Value of Receivable $26,756,005)


See Notes to Financial Statements


                                       23


- --------------------------------------------------------------------------------
SCHEDULES OF INVESTMENTS (CONTINUED) May 31, 1996 (Unaudited)

NOTES TO SCHEDULES OF INVESTMENTS

CHF = Swiss franc
DEM = German mark
FRF = French franc
GBP = British pound
JPY = Japanese yen
NLG = Netherlands guilder
SEK = Swedish krona

ADR = American Depositary Receipts
GDR = Global Depositary Receipts

1 Non-income producing

+ The following securities were purchased under Rule 144A of the Securities Act
of 1933 and, unless registered under the Act or exempted from registration, may
be sold only to qualified institutional investors.
<TABLE>
<CAPTION>
                                                                               MAY 31, 1996
                                                                         -------------------------
Fund/                           Acquisition            Average           Market      Percentage of
Issuer                             Date             Cost Per Share        Value       Net Assets
- --------------------------------------------------------------------------------------------------
INTERNATIONAL EQUITY
<S>                             <C>                     <C>           <C>                <C>  
Larsen and Toubro GDR           3-1 to 4-25-96          $15.73        $  8,700,000       0.66%
                                                                        ==========      =====
INTERNATIONAL EMERGING GROWTH

Bulgari ADR                     7-6 to 9-5-95           $ 5.63        $  2,545,867       1.05%
KCI Konecranes                  3-19 to 6-4-96           18.18           2,817,096       1.17%
Malbak                          7-25-95 to 1-9-96         5.81           1,269,586       0.53%
Newcourt Credit                 12-24-95 to 5-28-96      17.40           4,670,681       1.93%
Shanghai Industrial Holdings    5-23-96                   0.94           1,087,471       0.45%
Tamro                           5-15 to 5-20-96           5.34           1,986,133       0.82%
Toolex Alpha ADR                5-9-96                   21.00           3,187,500       1.32%
                                                                        ----------      -----
                                                                       $17,564,334       7.27%
                                                                        ==========      =====
</TABLE>

See Notes to Financial Statements


                                       24

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------
STATEMENTS OF ASSETS AND LIABILITIES

                                                                    International       International
May 31, 1996 (Unaudited)                                                Equity         Emerging Growth
- -------------------------------------------------------------------------------------------------------
ASSETS
<S>                                                                <C>                 <C>          
    Investment securities, at value (identified
       cost of $1,213,350,625 and $205,759,739,
       respectively) (Note 3)...................................   $ 1,322,020,114     $ 241,866,297
    Foreign currency holdings, at value (identified
       cost of $263,359 and $201,250 respectively) .............           263,194           203,700
    Cash .......................................................         5,955,398         1,842,477
    Receivable for investments sold.............................        15,493,841         3,402,105
    Dividends and interest receivable...........................         6,239,401           443,422
                                                                     -------------      ------------
                                                                     1,349,971,948       247,758,001
                                                                     -------------      ------------
LIABILITIES
    Disbursements in excess of demand deposit cash..............         2,217,789           100,843
    Payable for capital shares redeemed.........................         1,034,940            20,261
    Payable for investments purchased...........................        30,654,465         5,345,793
    Payable for forward foreign currency exchange
       contracts held...........................................         3,139,458           325,229
    Accrued management fees (Note 2)............................         1,943,697           381,517
    Other liabilities...........................................            36,535            67,150
                                                                     -------------      ------------
                                                                        39,026,884         6,240,793
                                                                     -------------      ------------
NET ASSETS APPLICABLE TO OUTSTANDING SHARES.....................    $1,310,945,064      $241,517,208
                                                                     =============      ============ 
CAPITAL SHARES, $0.01 PAR VALUE
    Authorized..................................................       800,000,000       200,000,000
                                                                     =============      ============
    Outstanding.................................................       158,990,062        34,079,759
                                                                     =============      ============
NET ASSET VALUE PER SHARE.......................................    $         8.25      $       7.09
                                                                     =============      ============

NET ASSETS CONSIST OF:
    Capital (par value and paid-in surplus) ....................    $1,095,034,131      $200,907,868
    Undistributed net investment (loss).........................        (1,573,639)         (163,791)
    Accumulated undistributed net realized gain from
       investments and foreign currency transactions............       112,047,287         5,009,172
    Net unrealized appreciation on investments
       and translation of assets and liabilities
       in foreign currencies (Note 3)...........................       105,437,285        35,763,959
                                                                     -------------      ------------
                                                                    $1,310,945,064      $241,517,208
                                                                     =============      ============
See Notes to Financial Statements

</TABLE>


                                       25


<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
STATEMENTS OF OPERATIONS
                                                                         International     International
Six Months Ended May 31, 1996 (Unaudited)                                   Equity        Emerging Growth
- -------------------------------------------------------------------------------------------------------------

INVESTMENT INCOME (LOSS)
<S>                                                                     <C>               <C> 
Income:
      Dividends (net of foreign taxes withheld
           of $1,124,478 and $203,336, respectively) .................   $   8,220,717    $   1,345,255
      Interest .......................................................       1,548,287          230,658
                                                                         -------------    -------------
                                                                             9,769,004        1,575,913
                                                                         -------------    -------------
Expenses:
      Management fees (Note 2) .......................................      11,320,064        1,626,535
      Directors' fees and expenses ...................................           5,601              681
                                                                         -------------    -------------
                                                                            11,325,665        1,627,216
                                                                         -------------    -------------
NET INVESTMENT LOSS ..................................................      (1,556,661)         (51,303)
                                                                         -------------    -------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND FOREIGN CURRENCY (Note 3)

Net realized gain (loss) during the period on:
      Investments.....................................................     125,317,396       11,899,889
      Foreign currency transactions ..................................      (4,435,030)         566,168
                                                                         -------------    -------------
                                                                           120,882,366       12,466,057
                                                                         -------------    -------------
Change in net unrealized appreciation (depreciation) 
      during the period on:
      Investments ....................................................       8,509,982       27,458,517
      Translation of assets and liabilities
           in foreign currencies .....................................      (9,094,347)      (2,949,448)
                                                                         -------------    -------------
                                                                              (584,365)      24,509,069
                                                                         -------------    -------------
NET REALIZED AND UNREALIZED GAIN ON
INVESTMENTS AND FOREIGN CURRENCY .....................................     120,298,001       36,975,126
                                                                         -------------    -------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS ............................................  $  118,741,340   $   36,923,823
                                                                         =============    =============

See Notes to Financial Statements
</TABLE>


                                       26


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS

Six Months Ended May 31, 1996 (Unaudited)                        INTERNATIONAL   EQUITY                     INTERNATIONAL   
and the Year Ended November 30, 1995                                                                       EMERGING GROWTH
- ----------------------------------------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN NET ASSETS                               1996              1995                1996               1995
                                                          --------------    ---------------     ---------------    ---------------
<S>                                                      <C>                <C>                 <C>                <C>
OPERATIONS
Net investment income (loss) .........................   $    (1,556,661)   $     3,130,463     $       (51,303)   $       304,720
Net realized gain (loss) on investments
  and foreign currency transactions ..................       120,882,366         (9,429,329)         12,466,057         (6,179,550)
Change in net unrealized appreciation
  (depreciation) on investments and translation
  of assets and liabilities in foreign currencies ....          (584,365)        75,548,366          24,509,069         12,189,016
                                                         ---------------    ---------------     ---------------    ---------------
Net increase in net assets
  resulting from operations ..........................       118,741,340         69,249,500          36,923,823          6,314,186
                                                         ---------------    ---------------     ---------------    ---------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income ...........................        (1,160,340)                --            (304,720)                --
In excess of net investment income ...................                --                 --            (344,800)                --
From net realized gains on security transactions .....                --        (64,609,265)                 --                 --
                                                         ---------------    ---------------     ---------------    ---------------
    Net (decrease) from distributions ................        (1,160,340)       (64,609,265)           (649,520)                --
                                                         ---------------    ---------------     ---------------    ---------------
CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold ............................       235,993,872        392,977,541         102,468,199         42,306,561
Proceeds from reinvestment of distributions ..........         1,139,328         63,657,003             639,754                 --
Payments for shares redeemed .........................      (254,210,689)      (567,475,203)        (12,144,190)       (45,243,072)
                                                         ---------------    ---------------     ---------------    ---------------
  Net increase (decrease) in net assets from
    capital share transactions .......................       (17,077,489)      (110,840,659)         90,663,763         (2,936,511)
                                                         ---------------    ---------------     ---------------    ---------------
NET INCREASE (DECREASE) IN NET ASSETS ................       100,503,511       (106,200,424)        126,938,066          3,377,675

NET ASSETS
Beginning of period ..................................     1,210,441,553      1,316,641,977         114,579,142        111,201,467
                                                         ---------------    ---------------     ---------------    ---------------
End of period ........................................   $ 1,310,945,064    $ 1,210,441,553     $   241,517,208    $   114,579,142
                                                         ===============    ===============     ===============    ===============
Undistributed net investment income (loss) ...........   $    (1,573,639)   $     1,143,362     $      (163,791)   $       537,032
                                                         ===============    ===============     ===============    ===============

TRANSACTIONS IN SHARES OF THE FUNDS:
Sold .................................................        29,827,593         55,937,551          15,880,327          7,866,729
Issued in reinvestment of distributions ..............           149,517          9,198,989             109,359               --
Redeemed..............................................       (32,094,693)       (80,255,938)         (1,997,492)        (8,402,017)
                                                         ---------------    ---------------     ---------------    ---------------
Net increase (decrease) ..............................        (2,117,583)       (15,119,398)         13,992,194           (535,288)
                                                         ===============    ===============     ===============    ===============

See Notes to Financial Statements

</TABLE>

                                       27

- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS May 31, 1996 (Unaudited)

1. Organization and Summary of Significant Accounting Policies

Organization --

     Twentieth Century World Investors, Inc. (the Corporation) is registered
under the Investment Company Act of 1940 as an open-end diversified investment
company. Two series of shares, investing primarily in common stocks, are
currently issued as International Equity and International Emerging Growth (the
Funds). The following significant accounting policies are in accordance with
accounting policies generally accepted in the investment company industry.

Security Valuations --

     Portfolio securities traded primarily on a principal securities exchange
(domestic or foreign) are valued at the last reported sales price on that
exchange, or the mean between the latest bid and asked prices where no last
sales price is available. Domestic securities traded over-the-counter are valued
at the mean of the latest bid and asked prices. Foreign securities traded
over-the-counter are valued at either the mean of the latest bid and asked
prices or at the last reported sales price, depending on local convention or
regulation. Short-term securities are valued at amortized cost which
approximates value. When valuations are not readily available, securities are
valued at fair value as determined in good faith by the board of directors.

Security Transactions --

     Security transactions are accounted for on the date purchased or sold. Net
realized gains and losses are determined on the identified cost basis, which
also is used for federal income tax purposes.

Foreign Currency Transactions --

     The accounting records of the Funds are maintained in U.S. dollars. All
assets and liabilities initially expressed in foreign currencies are converted
into U.S. dollars at prevailing exchange rates. Purchases and sales of
investment securities, dividend and interest income, and certain expenses are
translated at the rates of exchange prevailing on the respective dates of such
transactions.

     The Funds 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.

     Net realized foreign currency exchange gains or losses arise from sales of
portfolio securities, sales of foreign currencies, and the difference between
asset and liability amounts initially stated in foreign currencies and the U.S.
dollar value of the amounts actually received or paid. Net unrealized foreign
currency exchange gains and losses arise from changes in the value of portfolio
securities and other assets and liabilities at the end of the reporting period,
resulting from changes in the exchange rates.

Forward Foreign Currency Exchange Contracts --

     The Funds may enter into forward foreign currency exchange contracts for
the purpose of settling specific purchases or sales of securities denominated in
a foreign currency or to hedge the Funds' exposure to foreign currency exchange
rate fluctuations. The net U.S. dollar value of foreign currency underlying all
contractual commitments held by the Funds and the resulting unrealized
appreciation or depreciation are determined daily using prevailing exchange
rates. Forward contracts involve elements of market risk in excess of the amount
reflected in the Statements of Assets and Liabilities. The Funds bear the risk
of an unfavorable change in the foreign currency exchange rate underlying the
forward contract. Additionally, losses may arise if the counterparties do not
perform under the contract terms.


                                       28


- --------------------------------------------------------------------------------

Investment Income --

     Dividend income less foreign taxes withheld is recorded on the ex-dividend
date or upon receipt of ex-dividend notification in the case of certain foreign
securities. Interest income is recognized on the accrual basis.

Repurchase Agreements --

     Securities pledged as collateral for repurchase agreements are held by the
Federal Reserve Bank and are designated as being held on the Fund's behalf by
its custodian under a book-entry system. The Funds monitor the adequacy of the
collateral daily and can require the seller to provide additional collateral in
the event the market value of the securities pledged falls below the carrying
value of the repurchase agreement.

Income Tax Status --

     It is the policy of the Funds to distribute all taxable income and capital
gains to shareholders and to otherwise qualify as a regulated investment company
under provisions of the Internal Revenue Code. Accordingly, no provision has
been made for federal or state taxes.

Distributions to Shareholders --

     Distributions to shareholders are recorded on the ex-dividend date.
Distributions from net investment income and net realized gains in excess of
capital loss carryovers are declared and paid annually. On November 30, 1995,
International Equity and International Emerging Growth had net realized loss
carryovers (both expiring in 2002) of $5,545,725 and $7,330,947, respectively,
that will be used to reduce future taxable gains.

     The character of distributions made during the year from net investment
income or net realized gains may differ from their ultimate characterization for
federal income tax purposes. These differences are primarily due to differing
treatments for foreign currency transactions and wash sales.

Supplementary Information --

     Certain officers and directors of the Corporation also are officers and/or
directors, and, as a group, controlling stockholders of Twentieth Century
Companies, Inc., the parent of the Corporation's investment manager, Investors
Research Corporation (IRC).


2. Management Agreement

     The Management Agreement with IRC provides for a monthly management fee
computed by multiplying the applicable fee for each Fund by the average daily
closing value of such Fund's net assets during the previous month. The Agreement
further provides that all expenses of the Funds, except brokerage commissions,
taxes, interest, expenses of those directors who are not considered "interested
persons" as defined in the Investment Company Act of 1940 (including counsel
fees) and extraordinary expenses, will be paid by IRC. The agreement may be
terminated by either party upon 60 days' written notice.

     The annual fee for International Equity is 1.90% of the average net assets
up to $1 billion, 1.25% of average net assets between $1 billion and $2 billion,
and 1.00% of average net assets in excess of $2 billion. The annual fee is 2.00%
for International Emerging Growth.

     Effective August 1, 1996, IRC has voluntarily reduced its annual management
fee on the funds. The annual fee for International Equity will be 1.50% of the
average net assets up to $1 billion, 1.20% of the average net assets between $1
billion and $2 billion, and 1.10% of the average net assets in excess of $2
billion. The annual fee for International Emerging Growth will be 1.75% of the
average net assets up to $500 million, 1.40% of the average net assets between
$500 million and $1 billion, and 1.20% of average net assets in excess of $1
billion. IRC will submit a new management agreement for shareholder approval in
July 1997 that reflects the reduced fee structure.


                                       29


- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (CONTINUED) May 31, 1996 (Unaudited)

3. Investment Transactions

Investment transactions (excluding short-term investments) for the six months
ended May 31, 1996, were as follows:
<TABLE>
<CAPTION>
                                            PURCHASES                                     PROCEEDS FROM SALES
                           ---------------------------------------------      -----------------------------------------
                           COMMON           PREFERRED        OTHER DEBT       COMMON         PREFERRED      OTHER DEBT
FUND                       STOCKS           STOCKS           OBLIGATIONS      STOCKS           STOCKS       OBLIGATIONS
- ----                       ------           --------          --------        -------        ---------      -----------
<S>                     <C>               <C>                <C>          <C>                <C>             <C>       
International Equity    $981,726,118      $12,528,670        $260,594     $1,025,127,936         --          $6,100,000
International
  Emerging Growth        184,888,060        5,288,354           --            96,119,690     $9,446,074          --


On May 31, 1996, the composition of unrealized appreciation and (depreciation) of investment securities based on the 
aggregate cost of investments for federal income tax purposes was as follows:

FUND                       APPRECIATION              (DEPRECIATION)             NET              FEDERAL TAX COST
- ----                       ------------               ------------             -----             ----------------
International Equity      $128,864,876               $(20,208,545)         $108,656,331           $1,213,363,783
International
  Emerging Growth           38,330,954                 (2,282,233)           36,048,721              205,817,576

</TABLE>

                                       30


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS (For a Share Outstanding Throughout the Period)

                                                               INTERNATIONAL EQUITY

                               Six Months                 Years Ended November 30,            March 4, 19913
                               Ended May 31,   ---------------------------------------------      through
                             1996 (Unaudited)    1995        1994        1993       1992     November 30, 1991
- --------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>          <C>        <C>         <C>           <C>  
ASSET VALUE,
BEGINNING OF PERIOD............    $7.51        $7.47        $7.34      $5.79       $5.33         $5.00
                                  ------       ------       ------     ------      ------        ------
INCOME FROM
INVESTMENT OPERATIONS

  Net Investment
  Income (Loss)................     (.01)         .01         (.04)      (.04)        .06           .02

  Net Realized
  and Unrealized
  Gains........................      .76          .40          .57       1.78         .41           .31
                                  ------       ------       ------     ------      ------        ------
  Total from
  Investment Operations........      .75          .41          .53       1.74         .47           .33
                                  ------       ------       ------     ------      ------        ------
DISTRIBUTIONS

  From Net
  Investment Income............     (.01)          --           --      (.036)      (.005)           --

  In Excess of Net
  Investment Income............       --           --           --      (.155)      (.002)           --

  From Net Realized
  Gains on Investment
  Transactions.................       --        (.372)       (.402)        --          --            --  
                                  ------       ------       ------     ------      ------        ------
  Total Distributions..........     (.01)       (.372)       (.402)     (.191)      (.007)           --
                                  ------       ------       ------     ------      ------        ------

NET ASSET VALUE,
END OF PERIOD..................    $8.25        $7.51        $7.47      $7.34       $5.79         $5.33
                                  ======       ======       ======     ======      ======        ======
  TOTAL RETURN1................     9.96%        5.93%        7.28%     31.04%       8.77%         6.60%

RATIOS/SUPPLEMENTAL DATA

  Ratio of Expenses to
  Average Net Assets...........     1.78%2       1.77%        1.84%      1.90%       1.91%         1.87%2

  Ratio of Net Investment
  Income (Loss) to
  Average Net Assets...........     (.24%)2       .25%        (.53%)     (.34%)       .95%          .43%2

  Portfolio
  Turnover Rate................       80%         169%         242%       255%        180%           84%

  Average Commission
  Paid per Share Traded........   $.0180        .0020           --         --          --            --

  Net Assets, End
  of Period (in thousands).....  $1,310,945   $1,210,442   $1,316,642   $759,238    $215,346       $43,076

- --------------------------------------------------------------------------------------------------------------
1 Total returns for periods less than one year are not annualized. Total return assumes reinvestment of dividends 
  and capital gains distributions, if any.

2 Annualized.

3 Date on which fund commenced operations. Fund was first offered to the public on May 9, 1991 (inception).

</TABLE>

See Notes to Financial Statements


                                       31


<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS (CONTINUED) (For a Share Outstanding Throughout the Period)

                                                INTERNATIONAL EMERGING GROWTH

                                    Six Months          Year Ended        April 1, 1994
                                    Ended May 31,       November 30,   (inception) through
                                    1996 (Unaudited)       1995         November 30, 1994
- ---------------------------------------------------------------------------------------------
<S>                                   <C>                  <C>                 <C>  
NET ASSET VALUE,
BEGINNING OF PERIOD..........         $5.70                $5.39               $5.00
                                     ------               ------              ------
INCOME FROM
INVESTMENT OPERATIONS

  Net Investment
  Income (Loss)..............           .00                  .03                (.02)

  Net Realized
  and Unrealized
  Gains......................          1.42                  .28                 .41
                                     ------               ------              ------
  Total from
  Investment Operations......          1.42                  .31                 .39
                                     ------               ------              ------
DISTRIBUTIONS

  From Net
  Investment Income..........          (.01)                  --                  --

  In Excess of Net
  Investment Income..........          (.02)                  --                  --
                                     ------               ------              ------
  Total Distributions........          (.03)                  --                  --
                                     ------               ------              ------
NET ASSET VALUE,
END OF PERIOD................         $7.09                $5.70               $5.39
                                     ======               ======              ======
  TOTAL RETURN1..............         25.07%                5.75%               7.80%

RATIOS/SUPPLEMENTAL DATA

  Ratio of Expenses to
  Average Net Assets.........          2.00%2               2.00%               2.00%2

  Ratio of Net Investment
  Income (Loss) to
  Average Net Assets.........          (.06%)2               .27%               (.48%)2

  Portfolio
  Turnover Rate..............            67%                 168%                 56%

  Average Commission
  Paid per Share Traded......        $.0120               $.0040                  --

  Net Assets, End
  of Period (in thousands)...      $241,517             $114,579            $111,202

- ---------------------------------------------------------------------------------------------
1 Total returns for periods less than one year are not annualized. Total return assumes 
  reinvestment of dividends and capital gains distributions, if any. 

2 Annualized.
</TABLE>

See Notes to Financial Statements


                                       32


                                                        May 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------

IMPORTANT NOTICE FOR ALL IRA AND 403(B) SHAREHOLDERS

     As required by law, any distributions you receive from an IRA and certain
403(b) distributions [not eligible for rollover to an IRA or to another 403(b)]
are subject to federal income tax withholding at the rate of 10% of the total
amount withdrawn, unless you elect not to have withholding apply. If you don't
want us to withhold on this amount, you may send us a written notice not to have
the federal income tax withheld. Your written notice is valid for six months
from the date of receipt at Twentieth Century. Even if you plan to roll over the
amount you withdraw to another tax-deferred account, the withholding rate still
applies to the withdrawn amount, unless we have received a written notice not to
withhold federal income tax within six months prior to the withdrawal.

     When you plan to withdraw, you may make your election by completing our
Conversions/Redemptions form or an IRS Form W-4P. Call Twentieth Century for
either form. Your written election is valid for only six months from the date of
receipt at Twentieth Century. You may revoke your election at any time by
sending a written notice to us.

     Remember, even if you elect not to have income tax withheld, you are liable
for paying income tax on the taxable portion of your withdrawal. If you elect
not to have income tax withheld or you don't have enough income tax withheld,
you may be responsible for payment of estimated tax. You may incur penalties
under the estimated tax rules if your withholding and estimated tax payments are
not sufficient.


                                       33




TWENTIETH CENTURY WORLD INVESTORS, INC.
                                                       TWENTIETH CENTURY
Investment Manager                                      World Investors
INVESTORS RESEARCH CORPORATION
Kansas City, Missouri

This report and the financial                          Semiannual Report
statements contained herein 
are submitted for the general                             May 31, 1996   
information of our shareholders. 
This report is not authorized for
distribution to prospective 
investors unless preceded 
or accompanied by a current 
prospectus.


[company logo]
Investments That Work TM

- -----------------------------------------------------
P.O. Box 41920
Kansas City, Missouri
64141-6200
- ----------------------------------------------------
Person-to-person assistance:
1-800-345-2021 or 816-531-5575
- ----------------------------------------------------
Automated information line:
1-800-345-8765
- ----------------------------------------------------
Telecommunications Device for the Deaf:
1-800-634-4113 or 816-753-1865
- ----------------------------------------------------
Fax:  816-340-7962
- ----------------------------------------------------
Internet address:  htp://www.twentieth-century.com
- ----------------------------------------------------

                                                       
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