OLD WESTBURY
FUNDS, INC.
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Semi-Annual Report
April 30, 1999
Bessemer Trust
-------------------------
I N V E S T M E N T A D V I S O R
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
May 1999
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On a total return basis, the Old Westbury Core Equities Fund was up 29.6%* for
the six months from October 31, 1998, through April 30, 1999. By comparison, the
S&P 500 Index** gained 22.3% during this same time span.
For most of the reporting period, the stock market was driven higher by the
large capitalization growth stocks almost exclusively with little participation
from the rest of the stock market. However, in the middle of April, there was a
decided change. Based on the assumptions that the Far East was beginning to
recover, that Brazil's economic problems had not proven to be as dire as first
thought, and that Euroland would have rising economic activity, there was a
shift toward companies that would benefit from a worldwide cyclical
acceleration. Concurrently, many of the previous winners, most of which had
extremely high price to earnings multiples, began to sell off as their future
prospects had come to be more than adequately discounted.
While it is not reflected in this semi-annual report, in the first week of May
we began to make these same shifts in the Fund. Virtually across the board, we
have reduced, and in a few instances eliminated our positions in the highest
multiple stocks, while initiating new holdings in companies which have been out
of favor for some time.
Although the Fund now has a more cyclical cast, we do not think of it along
those lines. In fact, we remain dubious of the proposition that there is a
worldwide recovery underway or about to start. From our perspective, Japan holds
the key to a recovery in the Far East and so far the economy there appears
moribund with the government unable to ignite the faintest spark of consumer
consumption. In Europe, we have seen monetary authorities cut interest rates in
an attempt to revive lackluster economies but, with no fiscal stimulus, Euroland
continues to drift aimlessly. Rather we have concentrated our portfolio
additions in companies which are enhancing their profitability through
cost-cutting, restructuring, improving margins and capital management, share
buybacks, and in some cases, new
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*Performance quoted represents past performance and is not indicative of future
results. Investment return and principal value will fluctuate, so that an
investor's shares, when redeemed, may be worth more or less than their
original cost.
**The S&P 500 Index is an unmanaged capitalization-weighted index of 500 stocks
designed to measure performance of the broad domestic economy through changes
in the aggregate market value of 500 stocks representing all major industries.
Investments cannot be made in an index.
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
May 1999 (Continued)
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management. We are assuming minimal revenue improvement. Should the world
economy strengthen or end product prices rise, their profits will be that much
better than we are anticipating.
Make no mistake: profits are important. Particularly now with interest rates
having risen a full percentage point since the beginning of the year, the equity
market cannot count on higher multiple valuations to push stock prices higher.
If the earnings do not come through, the stock market is at risk. As you may
recall, we have been among the most bullish exponents of corporate profits.
After beginning 1999 with an expectation that profits would rise 5-7% this year,
we have since increased our forecast to a 10-12% gain with a good possibility
that we may still be underestimating the final results. After all, the U.S.
economy remains solid with strong consumer spending and a pick-up in demand for
manufactured products.
A final note--Bessemer is usually and correctly characterized as a "growth"
manager and this has been an exceptional market for growth stocks. However,
there are periods in a market cycle when investor preference shifts from growth
to cyclical or value. In the past several years, we have seen cyclical stocks
rally during the first quarter only to see them subsequently fail. The
fundamentals for many of these companies are now different. While it is true
that we have a preference for longer term earnings growth, it is not our
intention to be slavish to any particular investment nomenclature. If that means
we find growth in some of the less traditional areas in the ensuing quarters,
that is where we will go. We want to be regarded more for seeking out good
investment opportunities than for ideological purity.
OLD WESTBURY GROWTH OPPORTUNITY FUND
INVESTMENT ADVISOR'S REPORT
May 1999
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In the previous advisor's report the market was characterized as a roller
coaster. Unfortunately that description has continued to be appropriate thus far
in 1999. The breadth of the market did deteriorate from December 1998 through
March 1999. More stocks were declining than rising in spite of the new highs
recorded by the S&P 500 Index and Nasdaq Composite Index.* In early April
however, the equity market changed from preferring large capitalization growth
stocks to value stocks regardless of capitalization. The change was sudden and
substantial in terms of price. About half a dozen stocks in the Fund, which had
more than doubled since the lows of October 1998, declined 15% to 20%. At the
same time about a dozen more economically sensitive stocks in the portfolio
appreciated 15% to 35%. These changes in preference and performance happened
within about three weeks. The market breadth improved during April as more
stocks began to advance than decline. This improvement however, was not as
strong as in October 1998, and weakened during May.
It appears that investors finally recognized the unusually wide discount at
which most stocks were valued versus the large capitalization growth stocks and
began to diversify their portfolios. In spite of the rise in smaller stocks**
during April, the valuation disparity remains significant and still favors
smaller stocks to larger stocks. This recent preference for smaller stocks
unfortunately does not appear to be broad based enough nor strong enough to
indicate that the small cap stocks will assume market leadership and outperform
large cap stocks on a sustained basis.
The quality of the Fund's portfolio is high as more rapidly growing, sound
businesses were purchased while the stocks of these companies were
languishing. In April and early May the highest multiple stocks were sold and
the proceeds used to add to existing positions or purchase good companies at
attractive prices. As of mid May, stocks comprising the portfolio had a price
to earnings multiple of 17.3 times the year 2000 calendar estimate, which
compares favorably to the 19% earnings per share
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*The S&P 500 Index is an unmanaged capitalization-weighted index of 500 stocks
designed to measure performance of the broad domestic economy through changes
in the aggregate market value of 500 stocks representing all major
industries. The Nasdaq Composite Index is an unmanaged index that measures
all Nasdaq domestic and non-U.S. based common stocks listed on the Nasdaq
Stock Market. Investments cannot be made in an index.
**Small cap stocks have historically experienced greater volatility than
average.
OLD WESTBURY GROWTH OPPORTUNITY FUND
INVESTMENT ADVISOR'S REPORT
May 1999 (Continued)
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growth rate of these stocks expected for 1999 and 2000. Additionally, recent
earnings results for the companies in the portfolio were strong. With most of
the companies having reported, the average (mean) increase in earnings per share
for the March 1999 quarter was 55% and the median increase was 25%. The earnings
growth rate of the companies in the portfolio significantly outperformed the
companies comprising the S&P 500 and Russell 2500*** indexes.
In spite of the market's vacillation between large cap and small cap stocks
and growth versus value stocks any market weakness will be used to add high
quality companies which have grown earnings at above average rates and are
poised to potentially continue their superior performance.
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***The Russell 2500 Index measures the performance of the 2,500 smallest
companies in the Russell 3000 Index, which represents approximately 23% of
the total market capitalization of the Russell 3000 Index. Indexes are
unmanaged and investments cannot be made in an index.
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
May 1999
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On an aggregate basis, global markets made solid gains in the first six months
of the Fund's fiscal year as the gloom of the crisis months gave way to optimism
about the financial future.+ However, far greater divergence was evident
compared to the previous six month reporting period with signs of economic
improvement in Japan providing the impetus for a 19.40% rise in the Nikkei, the
best performance in the developed world. In Continental Europe, continued
disappointment on the failure of the core economies, specifically Germany, to
move to an accelerating growth path weighed on the mainland European bourses,
which rose only 7.50%. The UK performed much better with a return of 15.40%.
Performance
The Old Westbury International Fund performed well over the six month period
ended April 30, 1999, rising 19.7%* compared to the Europe, Australia and Far
East Index ("EAFE")** which was up 15.30% over the same period. Asset allocation
and stock selection in Japan and Europe contributed positively to the result.
Portfolio Composition
The notable feature of the period under review was the steady increase in the
weighting in the Japanese market. This rose from 18.00%, at the start of the
Fund's fiscal year, to a peak of nearly 30.00% towards the end of March when
some profits were taken to reduce the weight to 24.50% at the end of April. The
weighting in Europe changed only modestly.
From the beginning of 1999, the Fund also steadily increased the stock
exposure in cyclical sectors in all markets. Relative valuations of these stocks
were at multi-year lows and two catalysts looked likely to change this. First,
these stocks are sensitive to global growth and we anticipated that forecasts
for both Japan and Europe were likely to be upgraded in the
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+Foreign investing involves special risks including currency risk, increased
volatility of foreign securities, and differences in auditing and other
financial standards.
*Performance quoted represents past performance and is not indicative of future
results. Investment return and principal value will fluctuate, so that an
investor's shares, when redeemed, may be worth more or less than their
original cost.
**The EAFE Index is a standard unmanaged foreign securities index representing
major non-U.S. stock markets, as monitored by Morgan Stanley Capital
International. EAFE returns are in U.S. dollars. Investments cannot be made
in an index.
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
May 1999 (Continued)
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course of 1999. Second, the onset of serious restructuring and merger activity
in both Europe and Japan looked likely to improve profitability even if
underlying product prices did not change.
Conclusion
Now that the world economy looks to be back on a recovery track, the main
concern of investors is when, and by how much, the Federal Reserve Board will
start to reverse its crisis-induced easing of late 1998. This will affect the
prospects for all markets.
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
May 1999
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We expect that economic growth will be higher than current forecasts in both
Japan and Europe in the second half of 1999 and that this will provide support
for both the markets and the currencies. We expect continued corporate
restructuring in both areas to further enhance overall profitability.
JAPAN
While the 1.90% gross domestic product ("GDP") growth in the first quarter of
1999 was significantly higher than forecasts, conclusive evidence of an economic
rebound in Japan remains elusive. The numbers indicated some recovery in
personal consumption, although public spending remains the primary stimulant of
the economy. Growth forecasts for the year ending March 2000 are varied, with
Prime Minister Obuchi committing himself to at least 0.50% growth, while the
more pessimistic analysts were expecting another contraction in the economy by
around 1.50%. The consensus forecast is for flat or slightly negative GDP
growth, although this will be revised higher given the strong first quarter
numbers. Public spending alone is likely to contribute to GDP growth of 1.00%,
and while private investment is set to continue declining as part of the
corporate restructuring process, the economy is sensitive to even a modest
recovery in personal consumption, which we believe is likely in the second half
of the year.
Public spending and employment packages will require funding (i.e. bond
issuance), and with the corporate sector still highly leveraged, the government
is reluctant to allow bond yields to rise dramatically. It seems plausible that
the Bank of Japan will be asked later this year to inject liquidity into the
system to keep interest rates down. This liquidity should be a net positive for
financial assets, particularly the stock market.
The Fund enters the quarter with a bias towards asset plays, exporters, cash
generators and blue-chip defensive names, having been tilted more towards
cyclical recovery and value plays in the previous quarter. We recognize that
economic, policy and currency risk remains high in Japan, and took profits in
March. However, we remain moderately optimistic on the outlook for the market
going forward, believing that it could perform well even if the economy recovers
only gradually.
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
May 1999 (Continued)
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EUROPE
As the outlook for the global economy has improved, Europe has lagged behind,
with the latest change to consensus forecasts for the area being a downward
revision to GDP to 1.90% for 1999. This reflects the very weak industrial data
in the Euro zone since the beginning of the year and the particularly poor
performance in some economies, notably Italy and Germany. However, there are
signs that the slowdown may be bottoming out as signaled by the recent rise in
industrial confidence, the recovering Purchasing Manager's index, and the first
quarter GDP figures from Germany. The construction sector is also picking up,
and with exports bound to benefit from the weak Euro, we would expect that the
European recovery will gather momentum in the second half.
Monetary conditions are conducive to stronger growth, reflecting the decline
in real interest rates and the depreciation of the Euro in real effective terms.
With most of Europe displaying output gaps, inflationary risks appear rather
remote. This improved outlook should help the Euro to recover, if only modestly.
If the case for European growth does not play out, we do not expect the
European Central Bank ("EBC") to stand idly by. If growth does end the year
closer to 1.00% than 2.00%, however reluctantly, the ECB will cut interest
rates.
The main thing exercising the mind of European equity fund managers in the
last six months has been when to switch out of defensive growth stocks and into
out-of-favor value plays. We have seen signs of a recovery in value stocks
across Europe as evidenced by the massive outperformance of oils and chemicals
over pharmaceuticals and utilities. There is a strong correlation between the
earnings growth cycle and the performance of these stocks. As we expect this to
turn in the second half of 1999, the portfolio activity in the period reporting
has been to introduce more cyclicality to the portfolio.
In sum, although the European business cycle is still deteriorating, we
believe we may see the turn by the end of the second quarter. With an end to the
bad news in sight, downgrades less prevalent in earnings and a sense that the
global economy is not as weak as investors thought, we expect European markets
to make reasonable progress in the second half.
OLD WESTBURY FIXED INCOME FUND
INVESTMENT ADVISOR'S REPORT
May 1999
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The total return for the Old Westbury Fixed Income Fund for the six months
ended April 30, 1999 was (1.7%)* versus (0.1%) for the Lehman Brothers
Government/Corporate Bond Index.** Since its inception on March 12, 1998 through
April 30, 1999, the Fund's total return was 6.44%***, versus 5.80% for the
Lehman Brothers Government/Corporate Index.
We plan to keep the portfolio's duration somewhat longer than its benchmark.
This strategy is consistent with the view that yields are high relative to
inflation and that U.S. fiscal and monetary policies are still leaning against
the risk of rising inflation. We have continued to take steps to diversify the
portfolio by selling Treasury securities and purchasing corporate and government
agency securities with the proceeds. This shift was made because the yield
advantage on corporates and government agencies had widened over Treasuries, and
we will continue to look for opportunities in these sectors to help improve
returns.
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*Performance quoted represents past performance, and is not indicative of
future results. Investment return and principal value will fluctuate, so that
an investor's shares, when redeemed, may be worth more or less than their
original cost.
**The Lehman Brothers Government/Corporate Bond Index is composed of all bonds
that are investment grade rated Baa or higher by Moody's Investor Services,
Inc. or BBB or higher by Standard & Poor's, if unrated by Moody's. Issues
must have at least one year to maturity. Total return comprises price
appreciation/depreciation and income as a percentage of the original
investment. This index is unmanaged and investments cannot be made in an
index.
***The Fund's total return for the one-year period ended April 30, 1999, was
7.33%.
OLD WESTBURY MUNICIPAL BOND FUND
INVESTMENT ADVISOR'S REPORT
May 1999
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The total return of the Old Westbury Municipal Bond Fund+ for the six month
period ending April 30, 1999 was 1.61%* compared to the Lipper General Municipal
Bond Index total return of 1.14%** for the same period.
The Fund benefited from two strategic initiatives over the past six months.
First, the Fund achieved a relative advantage by purchasing bonds we viewed as
candidates to be prerefunded. This process allows municipalities to lower
interest costs and at the same time enhances the credit quality and consequently
the price of the outstanding refunded bonds. Several of the issues in the Fund
were in fact prerefunded. The other source of relative outperformance was
realized by identifying supply and demand imbalances that often occur in an
unstructured market such as with municipal bonds. Purchasing bonds in oversupply
then reoffering, the same securities at higher relative prices when supplies are
low, has proven profitable.
Looking forward, we will continue to exploit market aberrations identified by
our market research. In addition, we project that inflation will remain low and
cause interest rates to decline through the end of 1999. The Fund is structured
to take advantage of this environment.
- -----------
*Performance quoted represents past performance and is not indicative of future
results. Investment return and principal value will fluctuate, so that an
investor's shares, when redeemed, may be worth more or less than their
original cost.
**Lipper figures represent the average of the total returns reported by all of
the mutual funds designated by Lipper Analytical Services, Inc. as falling
into the respective categories indicated. These figures do not reflect sales
charges.
+Income may be subject to the federal alternative minimum tax and state and
local taxes.
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
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<TABLE>
<CAPTION>
Shares Value
------ ----------------------------------- -----------
<C> <S> <C>
COMMON STOCKS--86.96%
CAPITAL GOODS--5.41%
15,370 General Electric Co. $ 1,619,614
23,340 Tyco Intl., Ltd. 1,896,375
-----------
TOTAL 3,515,989
-----------
COMMUNICATION SERVICES--7.35%
24,610 AT&T Corp. Com Lib Med Gr A 1,571,964
19,940 Clear Channel Communications, Inc. 1,385,830
22,178 MCI Worldcom, Inc. 1,822,754
-----------
TOTAL 4,780,548
-----------
CONSUMER CYCLICAL--17.77%
23,760 Carnival Corp. 994,950
16,610 Costco Companies, Inc. 1,344,372
24,260 Dayton-Hudson Corp. 1,633,001
52,230 Family Dollar Stores Inc. 1,260,049
30,560 Home Depot Inc. 1,825,960
25,580 Kohl's Corp. 1,699,471
21,840 Omnicom Group Inc. 1,583,400
26,280 Wal-Mart Stores, Inc. 1,208,880
-----------
TOTAL 11,550,083
-----------
CONSUMER STAPLES--21.96%
20,510 Cablevision Sys. New Cl "A' 1,586,961
10,380 Clorox Co. 1,197,593
12,800 Coca-Cola Company 871,200
7,200 Colgate-Palmolive Co. 737,550
15,660 CVS Corp. (Holding Company) 745,808
13,490 Estee Lauder Cos. Inc. Cl "A' 1,350,686
13,150 Gillette Co. 686,266
22,850 Kroger Co. 1,241,041
15,000 Mediaone Group, Inc. 1,224,375
26,340 Safeway Inc. 1,420,714
28,470 Time Warner, Inc. (Holding Company) 1,992,900
45,330 Walgreen Co. 1,218,244
-----------
TOTAL 14,273,338
-----------
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
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<TABLE>
<CAPTION>
Shares Value
------ ------------------------------------- -----------
<C> <S> <C>
FINANCE--5.92%
25,680 Associates First Capital $ 1,137,945
18,060 Federal National Mortgage Association 1,281,131
14,380 Morgan Stanley Dean Witter 1,426,316
-----------
TOTAL 3,845,392
-----------
HEALTHCARE--5.93%
23,720 Guidant Corp. 1,273,467
18,380 Medtronic Inc. 1,322,211
10,950 Pfizer Inc. 1,259,250
-----------
TOTAL 3,854,928
-----------
TECHNOLOGY--20.50%
10,360 America Online, Inc. 1,478,890
22,050 Applied Materials 1,182,431
10,200 At Home Corp. 1,468,163
12,400 Cisco Systems Inc. 1,414,375
4,500 CMGI Inc. 1,145,531
12,670 EMC Corp. 1,377,862
20,200 Intel Corp. 1,235,988
24,460 Lucent Technologies, Inc. 1,467,600
15,360 Microsoft Corp. 1,248,960
12,800 Texas Instruments, Inc 1,307,200
-----------
TOTAL 13,327,000
-----------
UTILITIES--2.12%
18,310 Enron Corp. 1,377,827
-----------
TOTAL COMMON STOCKS
(cost $44,179,779) 56,525,105
-----------
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Concluded)
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<TABLE>
<CAPTION>
Shares Value
------ ----------------------------- -----------
<C> <S> <C>
OTHER INVESTMENTS--9.53%
43,700 S & P 500 Depository Receipts $ 5,823,025
88 S & P Put Spr 1233.91-987.14 375,100
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TOTAL OTHER INVESTMENTS
(cost $6,382,894) 6,198,125
-----------
TOTAL INVESTMENTS--96.49%
(cost $50,562,673)(b) 62,723,230
-----------
CASH AND OTHER ASSETS NET OF
LIABILITIES--3.51% 2,279,903
-----------
NET ASSETS--100% $65,003,133
===========
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY GROWTH OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Value
------- ----------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--83.43%
BASIC MATERIALS--4.19%
178,000 Crompton & Knowles Corp. $ 3,515,500
60,000 OM Group, Inc. 2,182,500
40,000 Sigma Aldrich Corp. 1,300,000
------------
TOTAL 6,998,000
------------
CAPITAL GOODS--14.12%
51,711 Alliant Techsystems, Inc. 4,233,838
46,000 Ball Corp. 2,527,125
86,726 Kaydon Corp. 2,927,003
51,000 Lone Star Industries 1,820,063
39,200 Manitowoc Co., Inc. 1,494,500
98,125 Martin Marietta Material Corp. 6,065,352
168,638 (a)Royal Group Techs Ltd. Sub. Vtg. 4,511,067
------------
TOTAL 23,578,948
------------
COMMUNICATION SERVICES--4.34%
100,200 Comsat Corp. 3,256,500
18,666 Global Crossing, Ltd. 1,007,964
48,000 Meredith Corp. 1,761,000
41,680 Teleglobe, Inc. 1,226,955
------------
TOTAL 7,252,419
------------
CONSUMER CYCLICAL--10.13%
208,000 BJS Wholesale Club, Inc. 5,525,000
290,000 Casey's General Stores, Inc. 3,842,500
54,875 Dollar Tree Stores 2,002,938
146,000 Gentex Corp. 4,389,125
31,800 (a)Promus Hotel Corp. 1,144,800
------------
TOTAL 16,904,363
------------
CONSUMER STAPLES--10.22%
72,246 Citadel Communications Co. 2,022,887
58,000 Dean Foods Company 2,069,874
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY GROWTH OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Value
------- ------------------------------------------ -------------
<C> <S> <C>
156,000 Hormel Foods Corp. $ 5,733,000
125,000 (a)Univision Communications, Inc., Class A 7,234,374
-------------
TOTAL 17,060,135
-------------
FINANCE--13.09%
234,533 Comdisco, Inc. 6,171,150
12,000 Fairfax Financial Holding Ltd. 3,501,063
79,000 Finova Group, Inc. 3,816,687
106,400 S & P Midcap 400 Trust 7,916,825
12,858 Torchmark Corp. 439,583
-------------
TOTAL 21,845,308
-------------
HEALTHCARE--6.67%
13,000 Biogen, Inc. 1,235,813
25,169 Dentsply International, Inc. 659,113
124,839 HCR Manor Care, Inc. 3,464,282
14,624 Ocular Sciences, Inc. 446,032
192,499 Sybron Intl Corp. 5,329,816
-------------
TOTAL 11,135,056
-------------
MISCELLANEOUS--6.61%
52,000 G & K Svcs, Inc. 2,431,000
130,050 Stewart Enterprises Class "A', Inc. 2,584,744
182,000 Viad Corp. 6,017,375
-------------
TOTAL 11,033,119
-------------
TECHNOLOGY--8.61%
48,372 Cambridge Tech Partners, Inc. 698,371
30,175 CGI Group, Inc., Cl "A' Sub Vtg 745,727
81,200 Fiserv, Inc. 4,755,275
61,000 J.D. Edwards & Co. 819,688
115,797 L3 Communications Holdings 5,652,341
14,000 Uniphase Corp. 1,699,250
-------------
TOTAL 14,370,652
-------------
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY GROWTH OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Concluded)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares/
Principal
Amount Value
---------- ------------------------------------------------ ------------
<C> <S> <C>
TRANSPORTATION--5.45%
151,500 Southwest Airlines Co. $ 4,933,219
106,000 Midwest Express Holdings 3,312,500
46,226 Wisconsin Central Transportation 853,736
------------
TOTAL 9,099,455
------------
TOTAL COMMON STOCKS
(cost $122,716,542) 139,277,455
------------
CONVERTIBLE BONDS--1.42%
$2,677,000 (c)Candescent Technology, 7.00%, 5/1/2003 (cost
$2,677,000) 2,365,799
------------
U.S. GOVERNMENT AGENCIES--9.83%
FEDERAL FARM CREDIT BANKS ("FFC")--2.09%
$3,500,000 FFC 4.65%, 06/02/1999 (cost $3,485,081) 3,485,081
------------
FEDERAL NATIONAL MORTGAGE ASSOCIATION ("FNMA")--
7.74%
5,000,000 FNMA 4.77%, 05/24/1999 4,944,897
4,000,000 FNMA 4.66%, 05/20/1999 3,985,502
4,000,000 FNMA 4.63%, 05/03/1999 3,994,341
------------
TOTAL
(cost $12,924,740) 12,924,740
------------
TOTAL U.S. GOVERNMENT AGENCIES
(cost $16,409,821) 16,409,821
------------
TOTAL INVESTMENTS--94.68%
(cost $141,803,363)(b) 158,053,075
------------
CASH AND OTHER ASSETS NET OF
LIABILITIES--5.32% 8,882,678
------------
NET ASSETS--100% $166,935,753
============
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Value
------ ------------------------------------------------------ ------------
<C> <S> <C>
COMMON AND PREFERRED STOCKS--94.93%
BRAZIL--0.22%
39,248 Bompreco Supermercados GDS (Consumer Goods) $ 333,608
------------
FINLAND--1.09%
20,992 Nokia--Class A (Electronics & Electrical Equipment) 1,620,339
------------
FRANCE--12.35%
7,338 Accor SA (Services) 1,937,202
5,000 Alcatel (Electronics & Electrical Equipment) 614,756
29,266 Banque National De Paris (Banks) 2,429,311
13,549 Compagnie De Saint-Gobain (Building & Construction) 2,329,632
7,586 Groupe Danone (Consumer Goods) 2,030,767
23,676 Lafarge (Materials) 2,304,712
8,069 Peugeot Citroen PSA (Consumer Goods) 1,340,436
6,658 Suez Lyonnaise Des Eaux (Utilities) 1,134,218
11,008 Total SA (Energy) 1,509,524
32,415 Valeo (Consumer Goods) 2,743,865
------------
TOTAL FRANCE 18,374,423
------------
GERMANY--11.12%
4,215 Allianz AG Holdings--Class D (Financial Services &
Property) 1,344,657
2,650 BMW AG (Consumer Goods) 1,895,761
9,387 Daimler Chrysler (Consumer Goods) 927,654
19,298 Daimler Chrysler AG ORD (U.S. Shares) (Consumer Goods) 1,894,822
30,974 Deutsche Bank AG (Banks) 1,802,547
2,399 Deutsche Bank AG Rights (Banks) 43,152
69,649 Deutsche Bank Lufthansa AG (Services) 1,613,934
25,381 Dresdner Bank AG (Banks) 1,097,053
13,218 Mannesmann (Diversified) 1,742,651
7,815 Muenchener Rueckver AG (Financial Services & Property) 1,571,120
25,157 SAP Aktiengesel ADR (Consumer Goods) 787,729
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Value
--------- ----------------------------------------------------- ------------
<C> <S> <C>
24,569 Siemens AG (Capital Goods) $ 1,819,752
------------
TOTAL GERMANY 16,540,832
------------
HONG KONG--0.12%
2,253,528 Kantone Holdings Ltd. ORD (Financial Services &
Property) 177,358
------------
IRELAND--0.73%
66,903 Allied Irish Banks (Banks) 1,083,088
------------
ITALY--3.12%
123,345 IST San Paulo (Banks) 1,857,176
218,864 Telecom Italia (Services) 2,319,274
825,000 Unione Immobiliare SpA (Financial
Services & Property) 471,384
------------
TOTAL ITALY 4,647,834
------------
JAPAN--24.48%
138,010 Bank of Tokyo Mutsubishi Bank (Banks) 2,037,483
405,726 Fuji Heavy Industry (Consumer Goods) 2,719,571
132,663 Fujitsu Ltd. ORD (Electronics and
Electrical Equipment) 2,273,111
256 Japan Tobacco (Consumer Goods) 2,573,942
253,517 Mitsui Fudosan Co LTD (Financial Services & Property) 2,336,562
219 Nippon Telephone & Telegraph Co. (Services) 2,385,421
209,032 Nomura Securities LTD (Financial Services & Property) 2,255,829
50 NTT Mobile Communications (Services) 2,932,551
371,453 Sapporo Breweries LTD (Consumer Goods) 1,742,888
31,087 Secom LTD (Diversified) 3,037,071
22,138 Sony Corporation (Electronics & Electrical Equipment) 2,068,192
202,787 Sumitomo Electric Industries (Electronics
& Electrical Equipment) 2,455,193
48,592 Takeda Chemical Industries (Health Care) 2,113,050
32,710 Takefuji Corp (Financial Services & Property) 2,713,272
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Value
------- ----------------------------------------------------- ------------
<C> <S> <C>
130,028 Tokyo Electric Power Co. (Electronics & Electrical
Equipment) $ 2,778,143
------------
TOTAL JAPAN 36,422,279
------------
NETHERLANDS--9.50%
68,975 ABN Amro Holdings (Banks) 1,645,754
3,883 Aegon NV HFL 2.5 (Financial Services & Property) 372,856
25,089 Akzo Nobel NLG20 (Health Care) 1,134,870
15,930 Koninklijke KPN NV (Services) 665,794
35,895 Philips Elect NV (Electronics & Electrical Equipment) 3,095,411
27,140 Royal Dutch Petroleum (Energy) 1,582,298
31,307 Unilever NV (Consumer Goods) 2,146,561
39,186 VNU NV (Consumer Goods) 1,588,022
43,768 Wolters Klower (Consumer Goods) 1,908,010
------------
TOTAL NETHERLANDS 14,139,576
------------
OTHER EUROPE--0.55%
12,315 Global Telesystems Group Inc. (Services) 814,329
------------
POLAND--1.12%
139,902 Elektrim S.A. ORD (Capital Goods) 1,664,657
------------
ROMANIA--0.28%
8,459 Societe Generale Romania Fund Ltd. (Mutual Fund) 422,950
------------
SPAIN--2.21%
24,398 Banco Popular Espanol (Banks) 1,729,640
23,439 Telefonica S.A. (Services) 1,099,916
23,439 Telefonica S.A. Rights (Services) 21,825
34,066 Transportes Azkar S.A. (Services) 441,554
------------
TOTAL SPAIN 3,292,935
------------
SWITZERLAND--7.90%
1,951 ABB AG SF50 (Diversified) 2,850,279
1,114 Nestle SA (Consumer Goods) 2,064,886
909 Novartis CHF20 Reg S.A. ORD (Health Care) 1,332,762
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares/
Principal
Amount Value
---------- --------------------------------------------------- ------------
<C> <S> <C>
158 Roche Holdings (Health Care) $ 1,861,142
1,136 SGS Holding Bearer (Consumer Goods) 1,021,878
7,735 UBS AG (Banks) 2,630,814
------------
TOTAL SWITZERLAND 11,761,761
------------
UNITED KINGDOM--20.14%
175,661 Associated British Foods, PLC (Consumer Goods) 1,292,766
129,991 BP Amoco PLC (Energy) 2,466,710
188,107 Cable & Wireless PLC (Services) 2,779,848
93,969 Glaxo Wellcome PLC (Health Care) 2,700,603
167,599 Great Universal Stores PLC (Consumer Goods) 1,924,671
512,160 Invensys PLC (Services) 2,615,160
406,458 Ladbroke Group PLC (Services) 1,980,573
166,712 Land Securities ORD (Financial Services & Property) 2,182,807
150,846 National Westminster Bank (Banks) 3,634,516
55,862 Peninsula & Oriental DFD (Diversified) 812,336
95,683 Rio Tinto PLC (Materials) 1,671,690
340,347 Royal Sun Alliance ORD (Financial Services &
Property) 2,936,146
297,533 Telewest Communications PLC (Services) 1,374,384
121,239 The Boots Company PLC ORD (Health Care) 1,604,979
------------
TOTAL UNITED KINGDOM 29,977,189
------------
TOTAL COMMON AND PREFERRED STOCKS (cost $121,964,552) 141,273,158
------------
U.S. GOVERNMENT AGENCIES--4.68%
FEDERAL HOME LOAN BANK ("FHLB")--2.00%
$3,000,000 FHLB, 4.77%, 6/9/1999
(cost $2,978,550)(b) 2,978,550
------------
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Concluded)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares/
Principal
Amount Value
---------- -------------------------------------------------- ------------
<C> <S> <C>
FEDERAL HOME LOAN MORTGAGE CORPORATION ("FHLMC")--
2.68%
<CAPTION>
$4,000,000 FHLMC, 4.68%, 05/21/1999
(cost $3,987,000)(b) $ 3,987,000
<C> <S> <C>
------------
TOTAL U.S. GOVERNMENT AGENCIES
(cost $6,965,550) 6,965,550
------------
TOTAL INVESTMENTS--99.61%
(cost $128,930,102)(b) 148,238,708
------------
CASH AND OTHER ASSETS NET OF LIABILITIES--0.39% 574,907
------------
NET ASSETS--100% $148,813,615
============
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares/
Principal
Amount Value
---------- ---------------------------------------------- ----------
<C> <S> <C>
BONDS--98.21%
U.S. GOVERNMENT SECURITIES--81.01%
$ 200,000 U.S. Treasury Notes, 5.875%, 09/30/2020 $ 203,781
725,000 U.S. Treasury Notes, 6.50%, 10/15/2006 772,465
4,550,000 U.S. Treasury Notes, 5.875%, 11/15/2005 4,675,836
355,000 U.S. Treasury Notes, 6.25%, 02/28/2002 364,707
620,000 U.S. Treasury Notes, 5.875%, 11/30/2001 630,753
500,000 U.S. Treasury Bonds, 6.00%, 02/15/2026 507,266
----------
TOTAL 7,154,808
----------
OTHER BONDS--17.20%
75,000 Aristar, Inc., 6.125%, 12/01/2000 73,144
25,000 Associates Corp. NA, 5.96%, 05/15/2037 26,147
175,000 Associates Corp. NA, 6.58%, 06/28/2002 178,595
20,000 Detroit Edison Co., 7.40%, 01/15/2003 20,815
200,000 DuPont EI De Nemours Co., 8.34%, 02/12/2001 209,376
450,000 Federal Home Loan CP, 4.66%, 05/24/1999 448,369
100,000 Illinois Tool Works, 5.75%, 03/01/2009 100,831
130,000 Kaiser Permanent, 9.55%, 07/15/2005 151,645
50,000 Merrill Lynch & Co., 6.375%, 10/01/2001 50,619
80,000 Morgan Guaranty Trust Euro, 6.625%, 06/30/2004 81,787
100,000 New England Power Defeased, 8.00%, 08/01/2022 106,226
25,000 Private Export Funding CP, 9.45%, 12/31/1999 25,684
25,000 Private Export Funding CP, 6.90%, 01/31/2003 26,098
20,000 Xerox Corp., 5.875%, 06/15/2037 20,340
----------
TOTAL 1,519,676
----------
TOTAL BONDS
(cost $8,695,810) 8,674,484
----------
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Concluded)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ----------------------------------------------------- ----------
<C> <S> <C>
U.S. GOVERNMENT AGENCIES--2.41%
FEDERAL HOME LOAN BANK
("FHLB")--1.24%
$100,000 FHLB, 7.59%, 03/10/2005 (cost $111,000) $ 109,205
----------
FEDERAL NATIONAL MORTGAGE ASSOCIATION ("FNMA")--1.17%
106,000 FNMA, 5.125%, 02/13/2004 (cost $105,750) 103,665
----------
TOTAL U.S. GOVERNMENT AGENCIES
(cost $216,750) 212,870
----------
TOTAL INVESTMENTS--100.62%
(cost $8,912,560)(b) 8,887,354
----------
CASH AND OTHER ASSETS NET OF
LIABILITIES--(0.62)% (55,055)
----------
NET ASSETS--100% $8,832,299
==========
</TABLE>
See Notes to Portfolios of Investments on Page 29.
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ----------------------------------------------------- -----------
<C> <S> <C>
LONG-TERM MUNICIPALS--94.68%
ARIZONA--6.32%
$500,000 Coconino County Arizona USD #001, 5.00%, 07/01/2007 $ 527,000
500,000 Maricopa County School District 80, 5.20%, 07/01/2013 528,790
-----------
TOTAL 1,055,790
-----------
COLORADO--2.99%
460,000 Arapahoe County S/D #5 Colorado, 5.50%, 12/15/2006 499,841
-----------
FLORIDA--1.18%
200,000 Jacksonville Florida Electric Authority, 5.00%,
10/01/2019 197,222
-----------
ILLINOIS--10.41%
200,000 Chicago Illinois AMBAC, 6.00%, 01/01/2011 223,824
400,000 Chicago Illinois Board Education GO AMBAC, 6.75%,
12/01/2008 473,116
100,000 Chicago Park District Illinois GO UT Refunding Bonds,
5.10% (Original Issue Yield: 5.200%), 1/1/2011 (AMBAC
INS) 103,098
400,000 Eastern Illinois University Rev, 4.85%, 10/01/2011 406,056
100,000 Illinois Health Facs Authority, 5.25%, 11/15/2021 100,159
210,000 Kane Co Community Unit School District Number 304 GO
UT Refunding Bonds, 6.10%, 6/1/2006 (FGIC INS) 234,324
200,000 St. Clair County Illinois High School, 4.85%,
10/01/2015 198,206
-----------
TOTAL 1,738,783
-----------
INDIANA--2.48%
400,000 Indiana Bond Bank Series 99A. 5.00%, 02/01/2011 414,360
-----------
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MICHIGAN--14.37%
$500,000 Auburn Hills Michigan Building Authority, 4.75%,
11/01/2015 $ 491,580
310,000 East China School District Michigan, 5.00%, 05/01/2014 314,030
100,000 Michigan Municipal Bond Authority Revenue Refunding
Bonds (Series A), 5.00%, 10/1/2000 102,023
100,000 Michigan State Hospital Finance Authority Revenue
Refunding Bonds, 5.00% (Original Issue Yield: 5.150%),
2/15/2012 (MBIA INS) 101,745
350,000 Oakridge Michigan Public Schools, 4.85%, 05/01/2013 352,534
460,000 Parchment School District Michigan GO, 5.00%,
05/01/2025 461,996
175,000 St. John's Michigan Public Schools, 5.00%, 05/01/2021 176,398
400,000 Ypsilanti School District Michigan, 4.60%, 05/01/2011 398,904
-----------
TOTAL 2,399,210
-----------
NEBRASKA--2.94%
500,000 American Public Energy Agency, 4.375%, 06/01/2010 491,160
-----------
NEW JERSEY--2.09%
150,000 Mercer County NJ Impt Authority, 4.875, 12/01/2013 151,290
200,000 Plainfield Board Education NJ GO, 4.50%, 08/01/11 198,500
-----------
TOTAL 349,790
-----------
NEW YORK--9.66%
80,000 New York City NY GO UT (Series 95D), 6.00% (Original
Issue Yield: 6.200%), 2/15/2020 85,479
20,000 New York City NY Rfd (Series 95D), 6.00% (Original
Issue Yield: 6.200%), 2/15/2020 22,138
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
$250,000 New York City NY MBIA, 4.625%, 08/01/2010 $ 250,527
100,000 NY ST Dorm Authority Columbia, 5.00%, 07/01/2015 101,447 100,000 North
Hempstead NY GO UT (Series A), 5.00% (Original
Issue Yield: 5.150%), 1/15/2014 (FGIC INS) 101,902
350,000 Orange County New York, 5.00%, 07/15/2019 350,868
500,000 Triborough Bridge & Tunnel, 5.00%, 01/01/2017 499,385
200,000 Triborough Bridge & Tunnel, 5.20%, 01/01/2022 201,192
-----------
TOTAL 1,612,938
-----------
PENNSYLVANIA--3.61%
500,000 Lackawana County Pennsylvania GO FGIC, 4.60%,
01/01/2011 498,630
100,000 Montgomery County Pennsylvania GO UT (Series A), 6.10%
(Original Issue Yield: 6.150%), 10/15/2025 103,844
-----------
TOTAL 602,474
-----------
RHODE ISLAND--2.36%
400,000 Rhode Island Clean Water Pro., 4.50%, 10/01/2011 394,748
-----------
SOUTH CAROLINA--0.66%
100,000 Piedmont Municipal Power Agency, SC, Electric Revenue
Refunding Bonds, 6.30% (Original Issue Yield: 6.490%),
1/1/2022 (MBIA INS) 110,339
-----------
TENNESSEE--0.88%
140,000 Memphis Tennessee San Sewer, 5.75%, 10/01/2014 147,249
-----------
TEXAS--7.23%
500,000 Lamar ISD Texas GO Refunding Bonds, 4.90%, 02/15/2016 494,330
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
$125,000 Mission Texas Independent School District GO UT, 4.50%
(Original Issue Yield: 5.450%), 2/15/2018 $ 116,284
100,000 North Central Texas Health, 5.75%, 06/01/2026 107,027
500,000 Round Rock Texas School, 4.70%, 08/01/2014 490,895
-----------
TOTAL 1,208,536
-----------
UTAH--4.99%
400,000 Conroe School District Utah Go, 5.25%, 02/15/2012 421,320
400,000 Intermountain Power Agency, Utah, 5.25%, 07/01/2015 412,684
-----------
TOTAL 834,004
-----------
WASHINGTON--7.60%
300,000 King County Washington Sewer GO/Rev, 6.25%, 01/01/2035 334,263
300,000 Seattle Washington Muni Light & Power, 5.00%,
07/01/2016 300,216
400,000 Seattle Washington Muni Met, 6.25%, 01/01/2017 439,956
180,000 Washington State GO DD--14&B, 6.00%, 09/01/2019 195,565
-----------
TOTAL 1,270,000
-----------
WISCONSIN--4.70%
125,000 Milwaukee Wisconsin UT GO Refunding Bonds, 4.80%
(Original Issue Yield: 4.950%), 12/1/2000 127,713
400,000 Waupun Wisconsin School District, 4.85%, 04/01/2014 401,544
240,000 Wisconsin Health Education Fac Authority, 6.125%,
08/15/2022 255,890
-----------
TOTAL 785,147
-----------
WYOMING--0.78%
130,000 Wyoming Public Schools, 4.85%, 05/01/2014 130,612
-----------
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited) (Concluded)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Value
--------- ----------------------------------------------------- -----------
<C> <S> <C>
PUERTO RICO--9.43%
$100,000 Puerto Rico Commonwealth Aqueduct & Sewer Authority
Revenue Refunding Bonds, 6.00%, 7/1/2009 (AMBAC GTD) $ 113,687
100,000 Puerto Rico Commonwealth UT GO, 5.75% (Original Issue
Yield: 4.820), 7/1/2012 (MBIA INS) 112,091
250,000 Puerto Rico Electric Power Authority, 4.50%,
07/01/2018 236,165
500,000 Puerto Rico Electric Power Authority, 4.75%,
07/01/2017 492,790
575,000 Puerto Rico Electric Power Authority, 5.25%,
07/01/2010 619,793
-----------
TOTAL 1,574,526
-----------
TOTAL INVESTMENTS--94.68%
(cost $15,677,654)(b) 15,816,729
-----------
CASH AND OTHER ASSETS NET OF LIABILITIES--5.32% 888,419
-----------
NET ASSETS--100.0% $16,705,148
===========
</TABLE>
See Notes to Portfolio of Investments on Page 29.
OLD WESTBURY FUNDS, INC.
NOTES TO PORTFOLIO OF INVESTMENTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
(a) Non-income producing security.
(b) At April 30, 1999, the cost of investments for federal income tax purposes
was substantially the same as the cost for financial reporting purposes.
<TABLE>
<CAPTION>
Net Aggregate Aggregate
Unrealized Gross Gross
Appreciation/ Unrealized Unrealized
(Depreciation) Appreciation Depreciation
OLD WESTBURY FUNDS, for Federal for Federal for Federal Total Net
INC. Tax Purposes Tax Purposes Tax Purposes Assets*
----------------------- -------------- ------------ ------------ ------------
<C> <S> <C> <C> <C>
Core Equities Fund $12,160,557 $12,507,234 $ 346,677 $ 65,003,133
Growth Opportunity Fund 16,249,712 19,269,487 3,019,775 166,935,753
International Fund 19,294,289 21,292,251 1,997,962 148,813,615
Fixed Income Fund (25,183) 27,837 53,020 8,832,299
Municipal Bond Fund 139,075 144,203 5,128 16,705,148
</TABLE>
* The categories of investments are shown as a percentage of net assets at April
30, 1999.
(c) Denotes a restricted security which is subject to restrictions on resale
under Federal and International Securities laws. At the end of the period,
these securities amounted to $2,365,799, which represents 1.4% of Growth
Opportunity Fund's net assets.
The following abbreviations are used in these Portfolios of Investments:
ADR--American Depositary Receipts AMBAC--American Municipal Bond Assurance
Company FGIC--Financial Guaranty Insurance Company GO--General Obligation
GTD--Guaranty INS--Insured MBIA--Municipal Bond Investors Assurance
ORD--Ordinary Shares PLC--Public Limited Company UT--Unlimited Tax
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF ASSETS AND LIABILITIES
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Core Growth Fixed Municipal
Equities Opportunity International Income Bond
Fund Fund Fund Fund Fund
----------- ------------ ------------- ---------- -----------
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at market value. $62,723,230 $158,053,075 $148,238,708 $8,887,354 $15,816,729
Cash......................... 9,083,769 8,553,973 7,143,678 -- 634,044
Accrued income receivable.... 36,823 138,382 351,514 180,670 224,102
Receivable for
investments sold........... -- 1,903,494 1,980,574 -- --
Receivable for withholding
taxes--dividends........... -- -- 172,086 -- --
Deferred organization
expense.................... 14,423 16,418 -- 14,516 14,454
Prepaid expenses............. 2,520 2,520 -- 2,520 34,605
----------- ------------ ------------ ---------- -----------
Total assets............... 71,860,765 168,667,808 157,886,560 9,085,060 16,723,934
----------- ------------ ------------ ---------- -----------
Liabilities:
Operating expenses payable... 230,279 837,755 834,850 233,975 --
Organization costs........... 18,786 -- -- 18,786 18,786
Payable for fund
shares redeemed............ -- -- 8,238,095 -- --
Payable for investments
purchased.................. 6,608,567 894,300 -- -- --
----------- ------------ ------------ ---------- -----------
Total liabilities.......... 6,857,632 1,732,055 9,072,945 252,761 18,786
----------- ------------ ------------ ---------- -----------
Net Assets.................... $65,003,133 $166,935,753 $148,813,615 $8,832,299 $16,705,148
=========== ============ ============ ========== ===========
Net Assets consist of:
Paid in capital.............. $54,687,256 $166,363,793 $139,431,376 $8,779,993 $16,325,298
Undistributed net
investment income.......... (196,741) (116,777) (2,016,572) 82,541 205,820
Accumulated net realized
gain/(loss) on investments
and foreign currency
translations............... (1,647,939) (15,560,975) (7,895,478) (5,052) 61,851
Net unrealized
appreciation/(depreciation)
on investments and foreign
currency translations...... 12,160,557 16,249,712 19,294,289 (25,183) 112,179
----------- ------------ ------------ ---------- -----------
Net Assets.................... $65,003,133 $166,935,753 $148,813,615 $8,832,299 $16,705,148
=========== ============ ============ ========== ===========
Net Asset Value, Maximum
Offering Price and Redemption
Proceeds Per Share........... $ 12.96 $ 11.98 $ 11.41 $ 10.38 $ 10.60
----------- ------------ ------------ ---------- -----------
Shares of Capital Stock
Outstanding.................. 5,014,731 13,931,786 13,043,278 850,996 1,576,168
----------- ------------ ------------ ---------- -----------
Investments, at cost.......... $50,562,673 $141,803,363 $128,930,102 $8,912,560 $15,677,654
----------- ------------ ------------ ---------- -----------
</TABLE>
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF OPERATIONS
For the Period Ended April 30, 1999 (Unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Core Growth
Equities Opportunity International
Fund Fund Fund
----------- ----------- -------------
<S> <C> <C> <C>
Investment Income:
Dividends........................... $ 106,711 $ 240,320 $ 794,713(a)
Interest............................ 43,484 591,261 126,994
----------- ----------- -----------
Total income........................ $ 150,195 $ 831,581 $ 921,707
----------- ----------- -----------
Expenses:
Investment advisory................. 174,988 529,862 483,494
Custody............................. 37,497 101,014 122,320
Administration...................... 39,571 96,935 88,093
Shareholder servicing............... 62,102 166,112 152,892
Registration........................ 14,713 13,050 12,540
Amortization of organization costs.. 1,862 1,953 4,674
Insurance premiums.................. 2,500 2,520 2,500
Printing and postage................ 4,932 4,723 9,913
Legal............................... 4,932 5,683 13,038
Audit............................... 17,260 17,164 18,922
Transfer agent...................... 8,680 9,313 15,326
Directors........................... 2,353 3,449 19,079
Miscellaneous....................... 493 490 5,447
----------- ----------- -----------
Total expenses...................... 375,004 952,268 948,238
Less fees waived:
Waiver of investment advisory fee... (60,808) -- (26,034)
Waiver of administration fee........ (3,626) (3,909) (3,975)
----------- ----------- -----------
Total waivers....................... (64,434) (3,909) (30,009)
----------- ----------- -----------
Net expenses........................ 310,570 948,359 918,229
----------- ----------- -----------
Net Investment Income/(Loss)......... (160,375) (116,777) 4,428
----------- ----------- -----------
Net Realized and Unrealized
Gain/(Loss):
Net realized gain (loss) on
investments....................... 718,006 (1,490,089) 11,886,493
Net realized gain (loss) on foreign
currency transactions............. -- -- 1,563
Net change in unrealized
appreciation/(depreciation)
on investments.................... 10,671,514 16,635,956 11,205,227
Net change in unrealized
appreciation/(depreciation) on
translations of assets and
liabilities in foreign currencies
and foreign currency contracts.... -- -- (26,042)
----------- ----------- -----------
Net Realized and Unrealized Gain..... 11,389,520 15,145,867 23,067,241
----------- ----------- -----------
Net Increase (Decrease) in Net Assets
Resulting from Operations........... $11,229,145 $15,029,090 $23,071,669
=========== =========== ===========
</TABLE>
(a)Net of foreign withholding tax of $136,856.
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF OPERATIONS
For the Period Ended April 30, 1999 (Unaudited)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Fixed Municipal
Income Bond
Fund Fund
--------- ---------
<S> <C> <C>
Investment Income:
Interest................................................ $ 190,512 $ 318,256
--------- ---------
Total income............................................ $ 190,512 $ 318,256
--------- ---------
Expenses:
Investment advisory..................................... 15,085 29,988
Custody................................................. 5,028 9,996
Administration.......................................... 37,192 37,191
Shareholder servicing................................... 8,386 16,661
Registration............................................ 13,077 13,126
Amortization of organization costs...................... 1,862 1,862
Insurance premiums...................................... 2,500 2,500
Printing and postage.................................... 4,959 4,959
Legal................................................... 5,773 8,228
Audit................................................... 17,356 17,356
Transfer agent.......................................... 8,728 8,728
Directors............................................... 3,913 3,913
Miscellaneous........................................... 496 496
--------- ---------
Total expenses.......................................... 127,450 157,757
Less fees waived and reimbursed:
Waiver of investment advisory fee....................... (15,085) (29,988)
Waiver of administration fee............................ (21,685) (18,702)
Reimbursement of other operating expenses............... (55,363) (38,927)
--------- ---------
Total waivers and reimbursements........................ (92,133) (87,617)
--------- ---------
Net expenses............................................ 35,317 70,140
--------- ---------
Net Investment Income.................................... 155,195 248,116
--------- ---------
Net Realized and Unrealized Gain/(Loss):
Net realized gain (loss) on investments................. (5,352) 53,085
Net change in unrealized appreciation/(depreciation)
on investments........................................ (279,148) (98,131)
--------- ---------
Net Realized and Unrealized Gain......................... (284,500) (45,046)
--------- ---------
Net Increase (Decrease) in Net Assets Resulting
from Operations......................................... $(129,305) $ 203,070
========= =========
</TABLE>
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Growth
Core Equities Fund Opportunity Fund
------------------------ --------------------------
Period Period
Ended Period Ended Year
April 30, Ended April 30, Ended
1999 October 31, 1999 October 31,
(unaudited) 1998(a) (unaudited) 1998
----------- ----------- ------------ ------------
<S> <C> <C> <C> <C>
From Operations:
Net investment income/(loss). $ (160,375) $ (3,797) $ (116,777) $ (566,036)
Net realized gain/(loss) on
investments and foreign
currency transactions...... 718,006 (2,365,945) (1,490,089) (13,681,337)
Net change in unrealized
appreciation/(depreciation)
on investments and foreign
currency translations...... 10,671,514 1,489,043 16,635,956 (1,535,666)
----------- ----------- ------------ ------------
Net increase/(decrease) in
net assets from operations. 11,229,145 (880,699) 15,029,090 (15,783,039)
----------- ----------- ------------ ------------
Distributions to Shareholders:
From net investment income... (36,366) -- -- --
----------- ----------- ------------ ------------
Net decrease in net assets
from distributions......... (36,366) -- -- --
----------- ----------- ------------ ------------
From Capital Stock
Transactions:
Net proceeds from sale of
capital stock.............. 29,054,557 37,724,214 67,392,791 108,442,049
Reinvestment of dividends.... 23,434 -- -- --
Net cost of capital stock
redeemed................... (8,431,976) (3,679,176) (29,311,042) (30,361,846)
----------- ----------- ------------ ------------
Net increase in net assets
resulting from capital
stock transactions......... 20,646,015 34,045,038 38,081,749 78,080,203
----------- ----------- ------------ ------------
Net Increase/(Decrease) in
Net Assets................. 31,838,794 33,164,339 53,110,839 62,297,164
----------- ----------- ------------ ------------
Net Assets:
Beginning of period.......... $33,164,339 -- $113,824,914 $ 51,527,750
=========== ----------- ============ ------------
End of period................ $65,003,133 $33,164,339 $166,935,753 $113,824,914
=========== =========== ============ ============
Undistributed net investment
income included in net
assets at end of period.... $ (196,741) -- $ (116,777) --
=========== =========== ============ ============
</TABLE>
(a) For the period March 2, 1998 (commencement of operations) to October 31,
1998.
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
International Fund Fixed Income Fund
-------------------------- ------------------------
Period Period
Ended Year Ended Period
April 30, Ended April 30, Ended
1999 October 31, 1999 October 31,
(unaudited) 1998 (unaudited) 1998(a)
------------ ------------ ----------- -----------
<S> <C> <C> <C> <C>
From Operations:
Net investment income/(loss). $ 4,428 $ 1,955,296 $ 155,195 $ 83,426
Net realized gain/(loss) on
investments and foreign
currency transactions...... 11,888,056 (20,123,751) (5,352) 41,374
Net change in unrealized
appreciation/(depreciation)
on investments and foreign
currency translations...... 11,179,185 4,268,221 (279,148) 253,965
------------ ------------ ---------- -----------
Net increase/(decrease) in
net assets from operations. 23,071,669 (13,900,234) (129,305) 378,765
------------ ------------ ---------- -----------
Distributions to Shareholders:
From net investment income... (2,809,583) (2,302,398) (156,080) --
From capital gains........... -- (9,209,591) (41,074) --
------------ ------------ ---------- -----------
Net decrease in net assets
from distributions......... (2,809,583) (11,511,989) (197,154) --
------------ ------------ ---------- -----------
From Capital Stock
Transactions:
Net proceeds from sale of
capital stock.............. 35,812,536 55,256,898 3,994,760 7,429,200
Reinvestment of dividends.... 1,478,924 8,611,100 106,114 --
Net cost of capital stock
redeemed................... (31,971,875) (89,017,239) (540,774) (2,209,307)
------------ ------------ ---------- -----------
Net increase in net assets
resulting from capital
stock transactions......... 5,319,585 (25,149,241) 3,560,100 5,219,893
------------ ------------ ---------- -----------
Net Increase/(Decrease)
in Net Assets.............. 25,581,671 (50,561,464) 3,233,641 5,598,658
------------ ------------ ---------- -----------
Net Assets:
Beginning of period.......... $123,231,944 $173,793,408 $5,598,658 --
============ ------------ ========== -----------
End of period................ $148,813,615 $123,231,944 $8,832,299 $ 5,598,658
============ ============ ========== ===========
Undistributed net investment
income included in net
assets at end of period.... $ (2,016,572) $ 817,726 $ 82,541 $ 83,426
============ ============ ========== ===========
</TABLE>
(a) For the period March 12, 1998 (commencement of operations) to October 31,
1998.
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
(Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Municipal Bond Fund
------------------------
Period
Ended Period
April 30, Ended
1999 October 31,
(unaudited) 1998(a)
----------- -----------
<S> <C> <C>
From Operations:
Net investment income/(loss)........................ $ 248,116 $ 131,951
Net realized gain/(loss) on investments and foreign
currency transactions............................. 53,085 46,806
Net change in unrealized appreciation/(depreciation)
on investments and foreign currency translations.. (98,131) 218,736
----------- -----------
Net increase/(decrease) in net assets from
operations........................................ 203,070 397,493
----------- -----------
Distributions to Shareholders:
From net investment income.......................... (174,247) --
From capital gains.................................. (46,466) --
----------- -----------
Net decrease in net assets from distributions....... (220,713) --
----------- -----------
From Capital Stock Transactions:
Net proceeds from sale of capital stock............. 6,061,155 11,257,900
Reinvestment of dividends........................... 60,947 --
Net cost of capital stock redeemed.................. (449,692) (605,012)
----------- -----------
Net increase in net assets resulting from
capital stock transactions........................ 5,672,410 10,652,888
----------- -----------
Net Increase/(Decrease) in Net Assets............... 5,654,767 11,050,381
----------- -----------
Net Assets:
Beginning of period................................. $11,050,381 --
=========== -----------
End of period....................................... $16,705,148 $11,050,381
=========== ===========
Undistributed net investment income included in net
assets at end of period........................... $ 205,820 $ 131,951
=========== ===========
</TABLE>
(a) For the period March 6, 1998 (commencement of operations) to October 31,
1998.
See Notes to Financial Statements.
OLD WESTBURY FUNDS, INC.
FINANCIAL HIGHLIGHTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
(For a share outstanding throughout each period)
<TABLE>
<CAPTION>
Net realized
and
unrealized
Net asset Net gain/(loss) on Distributions Distributions
Period value, investment investments, Total from from net from
ended beginning income/ and foreign investment investment capital
October 31, of period (loss) currencies operations income gains
- ----------- --------- ---------- -------------- ---------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Core Equities Fund
1998
(a) $10.00 (0.01) 0.02 0.01 -- --
Six
months
ended
April
30,
1999 $10.01 (0.03) 2.99 2.96 (0.01) --
Growth Opportunity Fund
1997
(b) $10.00 (0.06) 1.88 1.82 -- --
1998 $11.82 (0.07) (1.12) (1.19) -- --
Six
months
ended
April
30,
1999 $10.63 (0.01) 1.36 1.35 -- --
International Fund
1994 $10.14 0.10 0.57 0.67 -- --
1995 $10.81 0.14 (1.07) (0.93) (0.08) --
1996 $ 9.80 0.13 1.37 1.50 (0.14) --
1997 $11.16 0.12 0.62 0.74 (0.15) --
1998 $11.75 0.14 (1.25) (1.11) (0.18) (0.72)
Six
months
ended
April
30,
1999 $ 9.74 0.03 1.89 1.92 (0.25) --
Fixed Income Fund
1998
(c) $10.00 0.28 0.65 0.93 -- --
Six
months
ended
April
30,
1999 $10.93 0.22 (0.41) (0.19) (0.285) (0.075)
Municipal Bond Fund
1998
(d) $10.00 0.21 0.41 0.62 -- --
Six
months
ended
April
30,
1999 $10.62 0.28 (0.11) 0.17 (0.15) (0.04)
- ---------------------------------------------------------------------------------------
</TABLE>
* Total return is calculated without a sales charge assuming a purchase of
shares on the first day and a sale on the last day of the period.
** Annualized.
(a) For the period from March 2, 1998 (commencement of operations) to October
31, 1998.
(b) For the period from February 28, 1997 (commencement of operations) to
October 31, 1997.
(c) For the period from March 12, 1998 (commencement of operations) to October
31, 1998.
(d) For the period from March 6, 1998 (commencement of operations) to October
31, 1998.
Note: Per share values calculated using average shares outstanding.
See Notes to Financial Statements.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Ratios to Average Net Assets
----------------------------------------
Net
Invest-
ment
income/
Expenses (loss)
before before
waivers waivers Net
and and invest- Net assets,
Net asset reim- reim- ment end Portfolio
Total value, end Total burse- Net burse- income/ of period turnover
distributions of period return* ments Expenses ments (loss) (000 omitted) rate
- ------------- ---------- ------- --------- --------- ---------- ------- ------------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
-- $10.01 0.1% 2.23%** 1.25%** (1.01%)** (0.03%)** $ 33,164 56%
(0.01) $12.96 29.6% 1.50%** 1.25%** (0.89%)** (0.64%)** $ 65,003 92%
-- $11.82 18.2% 2.58%** 1.50%** (1.87%)** (0.79%)** $ 51,528 46%
-- $10.63 (10.1%) 1.57% 1.48% (0.66%) (0.57%) $113,825 140%
-- $11.98 12.7% 1.43%** 1.41%** (0.19%)** (0.17%)** $166,936 86%
-- $10.81 6.6% 1.70% 1.50% 0.70% 0.90% $104,529 23%
(0.08) $ 9.80 (8.6%) 1.60% 1.50% 1.30% 1.40% $104,194 32%
(0.14) $11.16 15.5% 1.52% 1.50% 1.17% 1.19% $135,794 55%
(0.15) $11.75 6.6% 1.52% 1.50% 0.96% 0.98% $173,793 58%
(0.90) $ 9.74 (10.2%) 1.53% 1.49% 1.23% 1.27% $123,232 129%
(0.25) $11.41 19.7% 1.55%** 1.50%** (0.04%)** 0.01%** $148,814 104%
-- $10.93 9.3% 7.13% 1.05% (1.60%) 4.48% $ 5,599 30%
(0.36) $10.38 (1.7%) 3.80%** 1.05%** 1.88%** 4.63%** $ 8,832 84%
-- $10.62 6.2% 3.95% 1.05% 0.50% 3.40% $ 11,050 40%
(0.19) $10.60 1.6% 2.37%** 1.05%** 2.40%** 3.72%** $ 16,705 70%
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited)
- -------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies. Old Westbury Funds, Inc.
(the "Fund"), a Maryland corporation registered under the Investment Company Act
of 1940 (the "Act") is a diversified, open-end management investment company.
The Fund's Articles of Incorporation permit the Board of Directors (the
"Directors") to create an unlimited number of series, each of which is a
separate class of shares. At April 30, 1999, the Fund consisted of five separate
investment portfolios (each portfolio individually referred to as a "Portfolio"
and collectively as the "Portfolios") which are presented herein:
<TABLE>
<S> <C>
Portfolio Name Investment Objective
Old Westbury Core Equities Fund Long-term capital appreciation.
("Core Equities Fund")
Old Westbury Growth Opportunity Fund Capital appreciation.
("Growth Opportunity Fund")
Old Westbury International Fund Long-term growth of capital.
("International Fund")
Old Westbury Fixed Income Fund Total return.
("Fixed Income Fund")
Old Westbury Municipal Bond Fund High level of current income
("Municipal Bond Fund") exempt from federal regular
income tax.
</TABLE>
The Fund was incorporated under the laws of the state of Maryland on August
26, 1993 and commenced operations on October 22, 1993.
The following is a summary of the significant accounting policies followed by
the Portfolios:
A. Valuation of Investments. Securities listed on an exchange are valued,
except as indicated below, at the last sale price reflected at the close of the
regular trading session of the exchange on the business day as of which such
value is being determined. If there has been no sale on such day, the securities
are valued at the mean of the closing bid and asked prices. If no bid or asked
prices are quoted, then the security is valued by such method as the Directors
shall determine in good faith to reflect its fair market value. Portfolio
securities traded on more than one national securities exchange are valued at
the last sale price on the exchange representing the principal market for such
securities.
Securities traded in the over-the-counter market, including listed securities
whose primary market is believed by Bessemer Trust Company,
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
N.A. ("Bessemer"), the Portfolio's investment advisor (the "Advisor"), to be
over-the-counter, are valued at the mean of the last reported bid and asked
prices from such sources as the Directors deem appropriate to reflect their fair
value.
Debt instruments having 60 days or less remaining until maturity are valued at
amortized cost. Debt instruments having a greater remaining maturity will be
valued at the bid price obtained from a dealer maintaining an active market in
that security or on the basis of prices obtained from a pricing service approved
as reliable by the Directors. All other investment assets, including restricted
and not readily marketable securities, are valued under procedures established
by and under the general supervision and responsibility of the Directors
designed to reflect in good faith the fair value of such securities.
B. Foreign Currency Translation. The books and records of the International
Fund are maintained in United States dollars. Foreign currency amounts are
translated into United States dollars on the following basis:
(i) value on investment securities, other assets and liabilities--at
the current rates of exchange,
(ii) purchases and sales of investment securities, income, and expenses--at
the rates of exchange prevailing on the respective dates of such transactions.
Although the net assets of the International Fund are presented at the foreign
exchange rates and values at the close of the period, the International Fund
does not isolate that portion of the results of operations arising as a result
of changes in the foreign exchange rates from the fluctuations arising from
changes in the value of the securities held at the end of the period. Similarly,
the International Fund does not isolate the effect of changes in foreign
exchange rates from the fluctuations arising from changes in the value of
portfolio securities sold during the period.
Foreign security and currency transactions may involve certain considerations
and risks not typically associated with those of U.S. companies as a result of,
among other factors, the level of governmental supervision and regulation of
foreign securities markets and the possibility of political and economic
stability.
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
C. Forward Foreign Currency Contracts. The International Fund enters into
forward foreign currency contracts in order to hedge its exposure to changes in
foreign currency exchange rates on its foreign portfolio holdings. A forward
foreign currency contract is a commitment to purchase or sell a foreign currency
at a future date at a negotiated forward rate. Risks may arise upon entering
into these contracts from the potential inability of the counterparties to meet
the terms of their contracts. There were no forward foreign currency contracts
open at April 30, 1999.
D. Security Transactions and Related Investment Income. Security transactions
are accounted for on the trade date. Realized gains and losses on security
transactions are determined on the identified cost method. Dividend income and
other distributions from portfolio securities are recorded on the ex-dividend
date except that, if the ex-dividend date has passed, certain dividends from
foreign securities are recorded as soon as the Portfolios are informed of the
ex-dividend date. Dividend income is recorded net of foreign taxes withheld
where recovery of such taxes is not assured. Interest income is accrued daily.
E. Deferred Organization Expenses. Expenses incurred by each Portfolio in
connection with its organization and the initial public offering of the
Portfolio's shares are being amortized on a straight-line basis over a five-year
period. The amount paid by the Portfolio on any redemption of the Portfolio's
initial shares will be reduced by the pro rata portion of any unamortized
organization which the number of the initial shares redeemed bears to the total
number of initial shares outstanding immediately prior to such redemption.
F. Federal Taxes. It is the Portfolios' policy to comply with the requirements
of the Internal Revenue Code applicable to regulated investment companies and to
distribute all of their taxable income to their shareholders. Accordingly, no
federal income or excise tax provision is required.
At October 31, 1998, the International Fund and the Core Equities Fund, for
federal income tax purposes, had capital loss carryforwards of $19,893,506 and
$2,267,543, respectively, which will expire in the year 2006. At October 31,
1998, the Growth Opportunity Fund, for federal income tax purposes, had a
capital loss carryforward of $12,080,369 which will expire in the year 2006 and
a capital loss carryforward of $367,778 which will expire in the year 2005. The
capital loss carryforward will reduce the
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
Portfolios' taxable income arising from future net realized gains on
investments, if any, to the extent permitted by the Code, and thus will reduce
the amount of the distributions to shareholders which would otherwise be
necessary to relieve the Portfolios of any liability for federal tax.
G. Dividends and Capital Gains Distributions. The Portfolios anticipate paying
income dividends on an annual basis. Capital gains distributions, if any, will
be made on an annual basis. The treatment for financial statement purposes of
distributions made during the year from net investment income or net realized
gains may differ from their ultimate treatment for federal income tax purposes.
These differences are caused primarily by: differences in the timing of the
recognition of certain components of income, expense, and capital gain; and the
recharacterization of foreign exchange gains or losses to either ordinary income
or realized capital gain for federal tax purposes. Where such differences are
permanent in nature, they are reclassified in the components of net assets based
on their characterization for federal income tax purposes. Any such
reclassifications will have no effect on net assets, results of operations or
net asset value per share of the Portfolio.
H. Restricted Securities. Restricted securities are securities that may only
be resold upon registration under federal securities laws or in transactions
exempt from such registration. In some cases, the issuer of restricted
securities has agreed to register such securities for resale, at the issuer's
expense either upon demand by the Fund or in connection with another registered
offering of the securities. Many restricted securities may be resold in the
secondary market in transactions exempt from registration. Such restricted
securities may be determined to be liquid under criteria established by the
Directors. The Fund will not incur any registration costs upon such resales. The
Fund's restricted securities are valued at the price provided by dealers in the
secondary market or, if no market prices are available, at the fair value as
determined by the Fund's pricing committee.
Additional information on each restricted security held in Growth Opportunity
Fund at April 30, 1999 is as follows:
<TABLE>
<CAPTION>
Security Acquisition Date Acquisition Cost
-------- ---------------- ----------------
<S> <C> <C>
Candescent Technology 4/17/1998 $2,677,000
</TABLE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
I. Estimates. The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that may affect the reported amounts in the financial
statements. Actual results could differ from these estimates.
2. Transactions with Affiliates.
A. Investment Advisory Fees. Pursuant to an advisory contract, the Fund has
retained Bessemer to make investment decisions for the Portfolios. The
investment advisory fee paid to the advisor is computed daily and paid monthly
in accordance with the following schedule:
Core Equities Fund--0.70% of the first $100 million of the Portfolio's average
net assets, 0.65% of the second $100 million of such assets and 0.60% of such
assets exceeding $200 million.
Growth Opportunity Fund and International Fund--0.80% of the first $100
million of the Portfolio's average net assets, 0.75% of the second $100
million of such assets and 0.70% of such assets exceeding $200 million.
Fixed Income Fund and Municipal Fund--0.45% of the first $100 million of the
Portfolio's average net assets, 0.40% of the second $100 million of such
assets and 0.35% of such assets exceeding $200 million.
B. Administration Fees. Federated Administrative Services ("FAS") serves as
administrator. Edgewood Services, Inc. serves as distributor and shareholder
servicing agent. FAS provides administrative services necessary for the overall
administration of the Portfolios including, among other responsibilities, the
negotiation of contracts and fees with, and the monitoring of performance and
billings of, the independent contractors and agents of the Portfolios, the
preparation and filing of all documents required for compliance by the
Portfolios with applicable laws and regulations; providing equipment and
personnel necessary for maintaining the organization of the Portfolios;
preparation of certain documents in connection with meetings of the Directors
and shareholders; the maintenance of books and records of the Portfolios; and
paying the compensation of the Portfolios' officers and Directors affiliated
with FAS. For providing these services, FAS received from the Portfolios a fee
accrued daily and paid monthly at an annual rate equal to 0.15% of the average
daily net assets of the Fund up to $250 million; 0.125% on the next $250 million
of such assets; 0.10% on the next $250 million of such assets; and 0.075% of
such assets over $750
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
million. The administrative services fee received during any fiscal year shall
be at least $75,000 per Portfolio. FAS may choose to voluntarily waive a portion
of its fee at any time.
C. Distribution and Service Plan and Distribution Reimbursement Fees. The
Directors adopted a distribution and service plan (the "Plan") for the
Portfolios pursuant to Rule 12b-1 of the Act, and pursuant to the Plan, the
Portfolios entered into a distribution agreement and a shareholder servicing
agreement with Edgewood Services, Inc. and a shareholder servicing agreement
with Bessemer. Under its shareholder servicing agreement, Bessemer received
payments from the Portfolios to permit it to make payments to broker-dealers for
providing shareholder services. Under its shareholder servicing agreement,
Edgewood Services, Inc. receives payments for the Portfolios to permit it to
make payments to broker-dealers for providing shareholder services. Under its
shareholder servicing agreement, Bessemer is permitted (i) to receive a payment
from the Portfolios attributable to Bessemer's clients (and its affiliates) for
providing shareholder services to such clients and (ii) to receive payments to
permit it to make payments to other financial institutions as shareholder
servicing agents. The total of shareholder servicing fees in the aggregate
payable to Edgewood Services, Inc. and Bessemer will not exceed 0.25% per annum
of the Portfolio's average daily net assets.
The distribution agreement with Edgewood Services, Inc. provides for
reimbursement to Edgewood Services, Inc. by the Portfolio for its distribution,
promotional and advertising costs incurred in connection with the distribution
of the Portfolio's shares in an amount not to exceed 0.10% per annum of the
Portfolio's average daily net assets.
In addition, the Portfolio will pay for certain other expenses under the Plan.
These expenses shall not exceed an amount equal to 0.05% per annum of the
Portfolio's average daily net assets.
D. Directors' Fees. Each Director who is not an "interested person" (as
defined in the Act) of the Fund receives a $5,000 annual retainer plus $1,500
per meeting and is reimbursed for out-of-pocket expenses incurred in connection
with committee or board meetings.
Effective May 5, 1999, the Directors' fees were increased whereby each
Director who is not an "interested person" (as defined in the Act) of the Fund
will receive a $12,000 annual retainer plus $2,000 per meeting and
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- -------------------------------------------------------------------------------
will be reimbursed for out-of-pocket expenses incurred in connection with
committee or board meetings.
E. Custody and Portfolio Accounting Fees. The Fund has retained Bessemer to
serve as the Portfolios' custodian and portfolio accountant. Bessemer is
responsible for maintaining the books and records of the Portfolios' securities
and cash. For providing these services, Bessemer receives from the Portfolio a
fee accrued and paid monthly at an annual rate equal to 0.15% (0.20% for the
International Fund) of the average daily net assets of the Portfolio.
3. Capital Stock. The Fund has authorized a total of 20 billion shares of common
stock (par value $0.001 per share) and is permitted to issue 4 billion of the
authorized shares in each of the Portfolios. Transactions in shares and dollars
of capital stock were as follows:
<TABLE>
<CAPTION>
Core Equities Fund
--------------------------------------------------
Six Months Ended For the Period Ended
April 30, 1999 October 31, 1998(a)
------------------------ ------------------------
Shares Dollars Shares Dollars
---------- ------------ ---------- ------------
<S> <C> <C> <C> <C>
Common stock sold........... 2,390,486 $ 29,054,869 3,656,493 $ 37,724,214
Reinvestment of dividends... 2,093 23,122 -- --
Common stock redeemed....... (690,361) (8,431,976) (343,980) (3,679,176)
---------- ------------ ---------- ------------
Net increase................ 1,702,218 $ 20,646,015 3,312,513 $ 34,045,038
========== ============ ========== ============
<CAPTION>
Growth Opportunity Fund
--------------------------------------------------
Six Months Ended For the Year Ended
April 30, 1999 October 31, 1998
------------------------ ------------------------
Shares Dollars Shares Dollars
---------- ------------ ---------- ------------
<S> <C> <C> <C> <C>
Common stock sold........... 5,821,703 $ 67,392,791 8,919,300 $108,442,049
Common stock redeemed....... (2,596,253) (29,311,042) (2,573,859) (30,361,846)
---------- ------------ ---------- ------------
Net increase................ 3,225,450 $ 38,081,749 6,345,441 $ 78,080,203
========== ============ ========== ============
</TABLE>
(a) For the period March 2, 1998 (commencement of operations) to October 31,
1998.
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
International Fund
--------------------------------------------------
Six Months Ended For the Year Ended
April 30, 1999 October 31, 1998
------------------------ ------------------------
Shares Dollars Shares Dollars
---------- ------------ ---------- ------------
<S> <C> <C> <C> <C>
Common stock sold........... 3,401,926 $ 35,812,536 5,021,491 $ 55,256,898
Reinvestment of dividends... 148,636 1,478,924 803,274 8,611,100
Common stock redeemed....... (3,157,101) (31,971,875) (7,960,501) (89,017,239)
---------- ------------ ---------- ------------
Net increase................ 393,461 $ 5,319,585 (2,135,736) $(25,149,241)
========== ============ ========== ============
</TABLE>
<TABLE>
<CAPTION>
Fixed Income Fund
-------------------------------------------
Six Months Ended For the Period Ended
April 30, 1999 October 31, 1998(a)
------------------- ----------------------
Shares Dollars Shares Dollars
------- ---------- --------- -----------
<S> <C> <C> <C> <C>
Common stock sold.................. 380,382 $3,994,760 713,035 $ 7,429,200
Reinvestment of dividends.......... 10,030 106,114 -- --
Common stock redeemed.............. (51,556) (540,774) (200,895) (2,209,307)
------- ---------- --------- -----------
Net increase....................... 338,856 $3,560,100 512,140 $ 5,219,893
======= ========== ========= ===========
<CAPTION>
Municipal Bond Fund
-------------------------------------------
Six Months Ended For the Period Ended
April 30, 1999 October 31, 1998(b)
------------------- ----------------------
Shares Dollars Shares Dollars
------- ---------- --------- -----------
<S> <C> <C> <C> <C>
Common stock sold.................. 572,828 $6,062,229 1,099,043 $11,257,900
Reinvestment of dividends.......... 5,675 59,872 -- --
Common stock redeemed.............. (42,413) (449,691) (58,965) (605,012)
------- ---------- --------- -----------
Net increase....................... 536,090 $5,672,410 1,040,078 $10,652,888
======= ========== ========= ===========
</TABLE>
(a) For the period March 12, 1998 (commencement of operations) to October 31,
1998.
(b) For the period March 6, 1998 (commencement of operations) to October 31,
1998.
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1999 (Unaudited) (Concluded)
- -------------------------------------------------------------------------------
4. Purchase and Sales of Securities. For the period ended April 30, 1999
purchases and sales of investment securities other than short-term investments
were as follows:
<TABLE>
<CAPTION>
Fund Purchases Sales
---- --------- -----
<S> <C> <C>
Core Equities Fund $ 45,368,091 $ 26,539,706
Growth Opportunity Fund 96,993,336 70,463,653
International Fund 124,553,008 122,693,712
Fixed Income Fund 5,569,148 1,734,881
Municipal Bond Fund 8,979,656 3,930,062
</TABLE>
5. Year 2000. Similar to other financial organizations, the Fund could be
adversely affected if the computer systems used by the Fund's service providers
do not properly process and calculate date-related information and data from and
after January 1, 2000. The Fund's Advisor and Administrator are taking measures
that they believe are reasonably designed to address the Year 2000 issue with
respect to computer systems that they use and to obtain reasonable assurances
that comparable steps are being taken by each of the Fund's other service
providers. At this time, however, there can be no assurance that these steps
will be sufficient to avoid any adverse impact to the Funds.
Investment Advisor: Administrator:
Bessemer Trust Company, N.A. Federated Administrative Services
630 Fifth Avenue Federated Investors Tower
New York, NY 10111 1001 Liberty Avenue
(212) 708-9100 Pittsburgh, PA 15222-3779
Distributor and Shareholder Shareholder Servicing Agent:
Servicing Agent: Bessemer Trust Company, N.A.
Edgewood Services, Inc. 630 Fifth Avenue
5800 Corporate Drive New York, NY 10111
Pittsburgh, PA 15237-5829 (212) 708-9100
Transfer Agent: Independent Auditors:
Fundamental Shareholder Deloitte & Touche LLP
Services, Inc. Two World Financial Center
11 West 25th Street--7th Floor New York, NY 10281-1414
New York, NY 10010-2001
Custodian:
Bessemer Trust Company, N.A.
100 Woodbridge Center Drive
Woodbridge, NJ 07095
Cusip 680414307 Cusip 680414208 Cusip 680414109 Cusip 680414406 Cusip 680414505
G01963-05 (6/99)
Mutual funds are not bank deposits or obligations, are not guaranteed by any
bank, and are not insured or guaranteed by the U.S. government, the Federal
Deposit Insurance Corporation, the Federal Reserve Board, or any other
government agency. Investment in mutual funds involves investment risks,
including possible loss of principal.
This report is authorized for distribution to prospective investors only when
preceded or accompanied by the Fund's prospectus.
