<PAGE>
OLD WESTBURY
FUNDS, INC.
--------------------------------------------------------------------------------
Annual Report
October 31, 2000
[GRAPHIC]
Bessemer Trust
-----------------------
INVESTMENT ADVISOR
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
-------------------------------------------------------------------------------
The total return of the Old Westbury Core Equities Fund (the "Portfolio")
for the six-month reporting period ended October 31, 2000, was down 4.75%*
compared to a drop of 1.03% for the Standard & Poor's 500 Index**. The total
return for the Portfolio was 14.32%* for the fiscal year ended October 31,
2000, compared to 6.09% for the S&P 500 Index**.
The U.S. economy is slowing as we approach the end of 2000. The series of
interest rate increases undertaken by the Federal Reserve (the "Fed") from
mid-1999 through May of this year, the large increase in gasoline and heating
oil prices, the tightening availability of credit from financial institutions,
and lower stock prices are steadily pressuring the economy. The "soft landing"
the Fed has been striving to negotiate appears to be at hand. Historically,
however, soft landings have been difficult to achieve, and, typically, the
economy slips below the intended goal. Potential problems are beginning to
arise.
In the financial industry, a number of banks have reported credit problems
and have lowered earnings guidance, while the insurance industry has been
reducing its reserves, which are approaching dangerous levels. Debt levels of
both corporations and consumers continue to rise. Although income appears
adequate to manage this debt, a real economic slowdown would dramatically
alter this picture.
Inflation is another demon easily forgotten, especially with a seemingly
benign Consumers Price Index. Behind the overall figure, however, the price
for services is speeding up; increases are at the fastest pace in 4 1/2 years.
Medical costs are up 5% on an annualized basis, while transportation,
education, recreation, and personal care have all risen more than 4%. It is
the cost of goods that have kept things under control as manufacturers have
kept prices down due either to competitive forces or their own productivity
gains.
* Past performance is no guarantee 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 costs.
** 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 directly in an index.
1
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
(Continued)
-------------------------------------------------------------------------------
The two things wrong with this picture are energy and the demand for goods.
While everyone is well aware of the soaring price of energy over the past
year, there seems to be a complacency that energy prices are not creeping into
the costs of goods and services. We are not so sure. In our experience, we
have noticed several instances where a fuel charge is being explicitly added
to the bill. More ominous is that deregulation of the electric utility
industry has not led to lower electricity prices but to higher prices, in some
cases substantially higher. In our estimation, consumers are not prepared for
their fuel bills this winter.
This leads to the other big issue: demand. Costlier energy acts as a tax on
the economy, draining money away from U.S. consumers' ability to purchase
other products. We have seen some of this in the recent slowdown in retail
sales. More troubling is the prospect of a serious slowing of export demand
reflecting a combination of European and Asian consumers facing rising energy
costs, weak currencies, and higher interest rates caused by tightening central
banks. In short, a global slowdown may be unfolding. If so, demand will falter
and unit production costs will start to rise. This would lead to a serious
deterioration of profits.
Prospects for a recession are increasing. The stock market has begun to
react to the likelihood that growth in corporate profits next year will
sharply decelerate from this year. All of the major equity averages are down
in 2000, and we are likely to see stocks struggle until there are, at least,
some early signs that the current economic expansion is not over. Among the
indications we are watching are: a drop in the price of oil below $30/barrel,
a sustained rally in the euro, and, most importantly, a cut in interest rates
by the Fed.
Meanwhile, during the third calendar quarter, the stock market continued to
broaden. The number of stocks advancing generally exceeded the number
declining, and new highs were mostly greater than new lows. Small- and mid-cap
stocks are performing much better than large-capitalization equities (our
principal focus). The new high list is frequently dominated by companies
either too small for us to buy or ones growing too slowly to meet our 15%-20%
annual profit improvement objective. We recognize such periods happen in the
equity markets and cannot be ignored. Our solution is to maintain a reasonably
significant weighting in Standard & Poor's 500 Depositary Receipts (Spiders)
and NASDAQ 100 shares, which enables us to participate in this market shift.
2
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
(Continued)
-------------------------------------------------------------------------------
Two factors have helped us to record exceptional equity returns in recent
years. First, we have owned stocks with very rapid earnings growth, averaging
22%-23% per year. Second, price/earnings multiples have been rising,
particularly for companies exhibiting solid earnings growth. This latter
factor has been especially true for the 25 largest companies in the S&P. This
index's performance in 1998 and 1999 was dominated by a relatively small
number of big growth stocks. This year, our portfolio is recording the
greatest year-over-year gain in profits in many years, and yet we have little
to show for it. Occasionally this will happen. What we are going through now
is a multiple adjustment, as earnings catch up with equity prices. This, too,
will pass, and superior earnings growth will once again lead to substantial
returns.
3
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
INVESTMENT ADVISOR'S REPORT
(Concluded)
--------------------------------------------------------------------------------
[GRAPH]
Old Westbury Core S & P 500
Equities Fund Index
----------------- ---------
3/2/98 $10,000 $10,000
10/31/98 $10,010 $10,575
10/31/99 $13,002 $13,289
10/31/2000 $14,863 $14,098
Average Annual Total Returns
For the Period Ended October 31, 2000*
<TABLE>
<CAPTION>
Old Westbury Core Equities Fund
-------------------------------
<S> <C>
One Year............................................................... 14.32%
Since Inception (March 2, 1998)........................................ 16.03%
<CAPTION>
S&P 500 Index
-------------
<S> <C>
One Year............................................................... 6.09%
March 2, 1998 to October 31, 2000...................................... 13.75%
</TABLE>
The chart above illustrates the total value of a $10,000 investment from
inception, with dividends and capital gains reinvested. The S&P 500 Index also
includes the reinvestment of dividends but does not include fees and expenses
associated with an investment in the Portfolio. This index is unmanaged.
* Past performance is no guarantee 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.
4
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
INVESTMENT ADVISOR'S REPORT
-------------------------------------------------------------------------------
For the fiscal year ended October 31, 2000, the total return for the Capital
Opportunity Fund (the "Portfolio") was 24.42%*. This performance compared to a
return of 23.27% for the Russell 2500 Index** for the same period. The Morgan
Stanley Capital International USA (the "MSCI") Index*** ex-technology sector,
which will be the more relevant benchmark going forward, returned 5.08% in the
last fiscal year.
This past year has been a marked contrast to the previous few years for the
U.S. stock market. Most obvious is the implosion of the dot.coms after the
incredible price appreciation that led to unsustainably high valuations of the
sector. The rise, then the demise of dot.coms, served as an exaggerated
microcosm of the broader technology market. This is illustrated by NASDAQ's
wide trading range for the year--reaching a high of 5132 in March after
beginning the fiscal year below 3000. The general market also suffered from
drastic changes in psychology brought on by a tighter monetary policy, a
slowing economy, and changes in the outlook for corporate profits. As these
uncertainties have crept into the market, the result has been swift and
frequent sector rotation. This general mood, which can best be described as
"lacking conviction", persists today, but by no means is the sentiment
negative.
It was also a very active year for the Portfolio. In the first part of the
calendar year, the Portfolio continued its strategy of adding technology
exposure and reducing cyclical exposure. The disparity in performance between
the technology sector and the rest of the market became more pronounced during
this time, rising to unsustainable levels as noted above. Therefore, in April
2000, the Portfolio underwent a major shift in strategy
* Past performance is no guarantee 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.
** Russell 2500 Index is an unmanaged index that 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. Investments cannot be made directly in an index.
*** The Morgan Stanley Capital International USA (the "MSCI") Index ex-
technology sector is a standard unmanaged securities index representing
major U.S. stock markets, as monitored by Morgan Stanley Capital
International. Investments cannot be made directly in an index.
5
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
INVESTMENT ADVISOR'S REPORT
(Continued)
-------------------------------------------------------------------------------
to reduce, and eventually exit, the technology component and participate in
the broadening of the market. During the month, many of the Internet issues
were sold, particularly companies heavily dependent on the capital markets to
fund growth, and companies where profit achievement seemed to be pushed
further out into the future. By June, the Portfolio exited the technology
sector altogether. Also eliminated were the stocks of companies vulnerable to
commodity pricing or too reliant on cyclical forces. In addition, profits were
taken in stocks that were adequately discounting near-term growth rates, which
were clearly not sustainable over the long term. The shift in strategy
resulted in a higher than normal rate of turnover in the past fiscal year.
As for new investments, the Portfolio's strategy in April was to add growth
companies in out-of-favor industries. Beginning in April and continuing
through the second half of the fiscal year, investments were made in a broad
range of sectors, including consumer durables, capital goods, financial
services, energy, and consumer cyclicals. The Portfolio's goal continues to be
capital appreciation with a focus on fundamental drivers of the companies. In
addition to the fundamental investment criteria, however, the Portfolio's
strategy now includes a more disciplined assessment of valuation of the
stocks.
The decision not to invest in technology stocks at this time presents a
unique challenge for measurement, as most market barometers are still heavily
technology oriented. Therefore, for comparison purposes the Portfolio will use
the MSCI Index excluding the technology sector. The total return of this index
has significantly lagged the Russell 2500 for the year, and the performance in
the two halves of the year vary dramatically. The majority of the appreciation
in the Russell 2500 was achieved in the first half, while the MSCI declined
modestly. All of the appreciation in the MSCI was achieved in the second half,
while the Russell during this time was basically flat.
Going forward, the Portfolio will continue its strategy of identifying
companies with good business prospects, consistent earnings growth, strong
balance sheets, and a competitive advantage that can be sustained. In
addition, management's strategic direction and execution of that strategy, as
well as prospects for valuation expansion, will continue to play an important
role in the investment process.
6
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
INVESTMENT ADVISOR'S REPORT
(Concluded)
--------------------------------------------------------------------------------
[GRAPH]
Old Westbury Capital Russell
Oppurtunity Fund 2500 Index
-------------------- -----------
2/28/97 $10,000 $10,000
10/31/97 $11,820 $12,002
10/31/98 $10,620 $11,078
10/31/99 $11,300 $13,072
10/31/2000 $14,072 $16,114
Average Annual Total Returns
For the Period Ended October 31, 2000*
<TABLE>
<CAPTION>
Old Westbury Capital Opportunity Fund
-------------------------------------
<S> <C>
One Year............................................................... 24.42%
Since Inception (February 28, 1997).................................... 9.74%
Russell 2500 Index
------------------
One Year............................................................... 23.27%
February 28, 1997 to October 31, 2000.................................. 13.90%
</TABLE>
The chart above illustrates the total value of a $10,000 investment from
inception with dividends and capital gains reinvested. The Russell 2500 Index
also includes the reinvestment of dividends but does not include fees and
expenses associated with an investment in the Portfolio. This index is
unmanaged.
*Past performance is no guarantee 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.
7
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
-------------------------------------------------------------------------------
Performance
World markets have struggled in 2000 after strong advances in 1999*. The
strength of the US dollar has further reduced returns from non-US markets in
dollar terms this year. In the six-month reporting period ended October 31,
2000, the Old Westbury International Fund (the "Portfolio") was down 7.2%** in
dollar terms, outperforming Morgan Stanley Capital International's Europe,
Australia and Far East (EAFE) Index***, which was down 9.0%. In the fiscal
year ended October 31, 2000, the Portfolio fell 1.6%* compared to a 2.9% drop
in the EAFE Index***.
Portfolio Composition
Despite the difficult climate, the Portfolio has benefited from good stock
selection in both Europe and Asia, taking advantage of individual
opportunities at the stock and sector levels in the period under review.
Overall asset allocation by region has remained largely unchanged, with a
slight increase in the cash position. The Portfolio has 60% of its investments
in Europe, which is below the EAFE index weighting, and 32% allocated to Asia,
slightly above the EAFE weighting. The Portfolio has 8% in cash, foreign
currency and short term investments.
Conclusion
Given that we do not see any major central bank easing interest-rate policy
near term, we expect global equities to remain caught in a trading range, with
the outlook for stocks dependent on earnings. This climate should favor Japan,
as economic and earnings momentum is likely to be stronger there than other
major economies, and valuations historically remain attractive. We remain
overweight in Japan.
* Foreign investing involves special risks including currency risk,
increased volatility of foreign securities, and differences in auditing
and other financial standards.
** Past performance is no guarantee 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 Morgan Stanley Capital International Europe, Australia and Far East
Index (EAFE) 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 directly in an index.
8
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
(Continued)
-------------------------------------------------------------------------------
We also expect US dollar-based investors in non-US markets to benefit as the
Euro and Yen regain lost ground. The strength of the dollar has been the main
reason international markets have produced such disappointing returns for US
investors in 2000. In local currency terms, European markets have actually
outperformed the US this year. We believe that recent intervention marks a
turning point for the dollar. The speed of the recovery of the Euro will
depend on how quickly growth differentials are closed.
Longer-term cyclical and structural trends are encouraging for both Europe
and Japan, and the medium-term prospects for international markets overall are
highly attractive.
9
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT ADVISOR'S REPORT
(Concluded)
--------------------------------------------------------------------------------
[GRAPH]
Morgan Stanley
Old Westbury Capital International
International Fund EAFE Index
------------------ ---------------------
10/22/93 $10,000 $10,000
10/31/93 $10,140 $10,000
10/31/94 $10,800 $11,009
10/31/95 $ 9,883 $10,968
10/31/96 $11,415 $12,117
10/31/97 $12,174 $12,678
10/31/98 $10,971 $13,901
10/31/99 $14,133 $17,103
10/31/2000 $13,853 $16,607
Average Annual Total Returns
For the Period Ended October 31, 2000*
<TABLE>
<CAPTION>
Old Westbury International Fund
-------------------------------
<S> <C>
One Year.............................................................. (1.64%)
Since Inception (October 22, 1993).................................... 4.75%
EAFE Index
----------
One Year.............................................................. (2.90%)
October 22, 1993 to October 31, 2000.................................. 7.52%
</TABLE>
The chart above illustrates the total value of a $10,000 investment, from
inception, with dividends and capital gains reinvested. The EAFE Index also
includes the reinvestment of dividends but does not include fees and expenses
associated with an investment in the Portfolio. This index is unmanaged.
*Past performance is no guarantee 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.
10
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
-------------------------------------------------------------------------------
JAPAN
The Japanese market has been disappointing in 2000, but the overall outlook
for the economy and corporate earnings continues to improve. Economic and
earnings momentum is stronger in Japan than almost anywhere else and
valuations are reasonable. The cyclical recovery is moving into its second
year, led by a strong pickup in capital spending. Second-quarter GDP numbers
confirm that private consumption is picking up, too. This combination should
ensure a period of sustainable growth, even as government spending is cut
back. The prospect of increasing demand has led to a rise in the consensus
forecast for recurring profits for the market--excluding financials--this
fiscal year from 24% in June to over 40% now.
The problem for the market has been supply. The two main sources have been
foreigners and the unwinding of cross-shareholdings, which have masked
improvement in other domestic demand sources. Heavy foreign selling of
Japanese technology stocks has hit the market hard over the past six months,
but this trend is abating. While foreign funds are now significantly
underweight the market, this allocation will change as continuing upgrades to
earnings and growth forecasts for Japan add up. In turn, Japanese individual
investors continue to be steady buyers, while domestic life insurance
companies, which have been net sellers of stock the last four years, have been
net buyers through September and October. Cross shareholdings were being sold
aggressively before the books closed at the end of September, but this source
of supply is likely to level off in the second half of the fiscal year.
We are optimistic about the prospects for the Japanese market, in local
currency terms, going into the end of the year. We also think a slight
appreciation of the Yen could enhance returns to dollar investors. Recent
surveys indicate Japanese exporters have reduced their break-even rate to less
than (Yen)100 to the dollar compared to (Yen)110 a year ago. This suggests the
government will be less enthusiastic in intervening in the foreign exchange
market, allowing the Yen to appreciate further.
THE REST OF ASIA
The Old Westbury International Fund has about 6% of its portfolio in China-
based companies. All of these holdings are listed in Hong Kong because of the
stricter regulatory framework there. The news out of China continues to be
encouraging. Real GDP rose 8% in the first nine months of
11
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
(Continued)
-------------------------------------------------------------------------------
2000, up from 7% in 1999. The driver this time is not government spending, but
a strong recovery in both exports and consumption. At the same time, the
government is driving forward reforms to restructure the economy for WTO
entry. Our investments represent leaders in the fields of telecommunications,
financial services and trade. Additionally, we have investments in two
undervalued companies in Australia with strong growth prospects.
EUROPE
Recent economic news confirms that most European economies are slowing after
the Euro-zone grew at an annual rate of 3.75% in the first half of 2000, its
fastest pace in a decade. Consensus forecasts are for slower but still strong
growth in the second half and only a modest slowdown in 2001. Recent surveys
show that businesses are becoming cautious. Increased exports boosted by the
weak Euro has been a major contributor to growth in recent years, but external
demand is expected to level off as the US slows. The question is how resilient
domestic demand will be. One important positive development is recent strong
employment growth. This rose 2% in the first half of the year, largely due to
the rapid creation of part-time employment (driven by recent deregulation of
labor laws in large parts of Europe). In addition, real interest rates are not
high by historic standards, and, despite the possibility of further hikes on
the horizon, consumers are not highly geared in Europe. One other factor that
is likely to help the European Central Bank engineer a soft landing is that
spending on information technology is just beginning to take off. This alone
should buoy overall capital spending. Next year, growth should receive another
lift from tax cuts and other forms of fiscal easing in Germany, France, Italy
and the Netherlands--which together account for 80% of the Euro-zone economy.
Inflation has picked up in Europe, boosted by a weak Euro and higher energy
prices. We think this is just a short-term concern. Structural and cyclical
factors--in particular the restructuring and rationalization unleashed by the
Euro, along with plenty of spare capacity, particularly in the labor market--
should help to keep a lid on inflation.
In local currency terms, European markets have done relatively well. They
are up this year, and, as a result, valuations look reasonable (though not
compelling). As long as companies can deliver earnings in line with current
forecasts, we believe European markets look reasonably attractive. Scope for
further corporate restructuring enhanced by recent tax changes provides an
additional incentive.
12
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
(Continued)
-------------------------------------------------------------------------------
The outlook for US dollar investors in Europe should be brighter. We
underestimated how strong the US dollar would be this year--it has risen
nearly 15% against both the Pound and the Euro, both of which represent
excellent value at current levels. And a number of factors suggest we might
not need to wait too long for such value to be realized. Recent intervention
by central banks was clearly designed to establish a floor for the Euro and
will likely be repeated as necessary. At the same time, fund flows and
fundamentals look to be moving in the Euro's favor. Over the last two years,
the main depressant on the Euro has been heavy European purchases of non-
European--mainly US-companies and equities. Since the launch of the Euro,
nearly $450 billion--equivalent to 9% of Europe's GDP--has reportedly been
spent on such acquisitions. This is unlikely to be sustained. European funds
have almost neutralized their underweight positions in the US, while an
increased cost of funds is likely to slow the pace of acquisitions. With US
companies now smarting from a strong currency, the time when European growth
overtakes the US is coming closer. The Euro's weakness has masked extremely
good returns from Europe over the past two years. A recovery in the Euro would
make up the ground sharply.
13
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
INVESTMENT OUTLOOK
(Concluded)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Consolidated Asset Allocation
by Geographic Region
--------------------------------- EAFE
10/31/00 6/30/00 3/31/00 12/31/99 10/31/00
-------- ------- ------- -------- --------
<S> <C> <C> <C> <C> <C>
Asia:
Japan............................. 24.7% 29.7% 28.5% 27.8% 25.4%
Hong Kong......................... 5.5% 4.6% 3.4% 1.3% 2.0%
Australia......................... 1.6% 2.1% 2.1% 0.6% 2.6%
Singapore......................... 0.0% 0.0% 0.0% 0.0% 1.0%
New Zealand....................... 0.0% 0.0% 0.0% 0.0% 0.1%
----- ----- ----- ----- -----
31.8% 36.4% 34.0% 29.7% 31.1%
----- ----- ----- ----- -----
Europe:
United Kingdom.................... 21.4% 16.4% 21.0% 15.6% 21.4%
France............................ 9.1% 10.4% 9.4% 8.4% 11.2%
Netherlands....................... 9.0% 9.2% 7.1% 9.9% 5.5%
Switzerland....................... 5.9% 4.9% 4.1% 4.5% 6.1%
Germany........................... 4.7% 3.8% 6.6% 11.1% 8.6%
Spain............................. 3.1% 3.4% 1.6% 1.3% 2.9%
Finland........................... 2.3% 1.9% 2.6% 1.9% 2.6%
Sweden............................ 1.3% 1.6% 1.7% 2.6% 2.9%
Italy............................. 1.2% 1.7% 2.2% 3.5% 4.5%
Ireland........................... 1.1% 0.8% 0.7% 1.0% 0.4%
Denmark........................... 0.7% 0.8% 1.6% 1.2% 0.9%
Romania........................... 0.0% 0.1% 0.1% 0.1% 0.0%
Norway............................ 0.0% 0.2% 0.2% 1.3% 0.4%
Poland............................ 0.0% 0.1% 0.2% 0.2% 0.0%
Portugal.......................... 0.0% 0.0% 0.5% 0.8% 0.5%
Other............................. 0.0% 0.0% 0.0% 0.0% 1.0%
----- ----- ----- ----- -----
59.8% 55.3% 59.6% 63.4% 68.9%
----- ----- ----- ----- -----
Latin America:
Brazil............................ 0.1% 0.1% 0.1% 0.1% 0.0%
----- ----- ----- ----- -----
0.1% 0.1% 0.1% 0.1% 0.0%
----- ----- ----- ----- -----
Total investments in common stock. 91.7% 91.8% 93.7% 93.2% 100.0%
=====
Other assets less liabilities,
net*............................ 8.3% 8.2% 6.3% 6.8%
----- ----- ----- -----
100.0% 100.0% 100.0% 100.0%
===== ===== ===== =====
</TABLE>
* Includes cash and foreign currency, short term investments, pending trades,
fund share transactions, interest and dividends receivable and accrued
expenses payable.
14
<PAGE>
OLD WESTBURY FIXED INCOME FUND
INVESTMENT ADVISOR'S REPORT
-------------------------------------------------------------------------------
The total return for the Old Westbury Fixed Income Fund (the "Portfolio")
for the year ended October 31, 2000, was 6.45%* as compared to 7.13%** for the
Lehman Brothers Government/Corporate Bond Total Index for the same time
period.
The yield advantage of corporates and government agency securities over
treasuries remained wide during the second half of the year, so the Portfolio
continued to add to positions in these sectors. In addition, we established
positions in Treasury Inflation Protected Securities, as the real return
guaranteed by the US Government above the rate of inflation was close to
historic highs.
The Federal Reserve continues to follow a restrictive monetary policy to
keep inflation in check, but that may jeopardize the rate of economic growth
and corporate cash flow. The election results point to no major changes in
fiscal policy. All in all, it remains a favorable environment for investors in
fixed-income securities.
* Past performance is no guarantee 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.
** Lehman Brothers Government/Corporate Bond Total Index is composed of all
bonds that are investment grade--i.e., rated Baa or higher by Moody's 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
directly in an index.
15
<PAGE>
OLD WESTBURY FIXED INCOME FUND
INVESTMENT ADVISOR'S REPORT
(Concluded)
--------------------------------------------------------------------------------
[GRAPH]
Old Westbury Lehman Brothers
Fixed Income Government/Corporate
Fund Bond Total Index
------------ --------------------
3/12/98 10,000 10,000
10/31/98 10,930 10,727
10/31/99 10,630 10,656
10/31/2000 11,327 11,415
Average Annual Total Returns
For the Period Ended October 31, 2000*
<TABLE>
<CAPTION>
Old Westbury Fixed Income Fund
------------------------------
<S> <C>
One Year................................................................ 6.45%
Since Inception (March 12, 1998)........................................ 4.84%
Lehman Brothers Government/Corporate Bond Total Index
-----------------------------------------------------
One Year................................................................ 7.13%
March 12, 1998 to October 31, 2000...................................... 5.09%
</TABLE>
The chart above illustrates the total value of a $10,000 investment from
inception with dividends and capital gains reinvested. The Lehman
Government/Corporate Bond Total Index also includes the reinvestment of
dividends but does not include fees and expenses associated with an investment
in the Portfolio. This index is unmanaged.
*Past performance is no guarantee 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.
16
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
INVESTMENT ADVISOR'S REPORT
-------------------------------------------------------------------------------
The total return for the Old Westbury Municipal Bond Fund (the "Portfolio")
for the fiscal year ended October 31, 2000, was 8.80%* as compared to 8.51%
for the Lehman Brothers Municipal Bond Index** for the same period.
The Portfolio was predominately structured in high-quality bonds, with an
over-concentration in the 2010-2014*** maturity ranges. High-quality bonds
have been purchased due to a historically narrow difference in yields between
the higher and lower-rated securities. It is also our belief that the Federal
Reserve's interest rate increases will cause lower-quality bonds to under-
perform more highly rated bonds.
The Portfolio has benefited from exploiting supply/demand imbalances, which
occur in an unstructured market. Purchasing bonds in abundant supply and
selling other securities in short supply has proven beneficial.
* Past performance is no guarantee 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.
** Lehman Brothers Municipal Bond Index is a broad market performance
benchmark for the tax-exempt bond market. To be included in the Lehman
Brothers Municipal Bond Index, bonds must have a minimum credit rating
from Moody's of at least Baa. They must have an outstanding par value of
at least $3 million and be issued as part of a transaction of at least $50
million. The index includes both zero coupon bonds and bonds subject to
the alternative minimum tax. This index is unmanaged, and investments
cannot be made directly in an index.
*** Income may be subject to the federal alternative minimum tax and state and
local taxes.
17
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
INVESTMENT ADVISOR'S REPORT
(Concluded)
--------------------------------------------------------------------------------
[GRAPH]
Old Westbury Lehman Brothers
Municipal Municipal
Bond Fund Bond Index
------------ ---------------
3/6/98 10,000 10,000
10/31/98 10,620 10,473
10/31/99 10,266 10,287
10/31/2000 11,170 11,163
Average Annual Total Returns
For the Period Ended October 31, 2000*
<TABLE>
<CAPTION>
Old Westbury Municipal Bond Fund
--------------------------------
<S> <C>
One Year................................................................ 8.80%
Since Inception (March 6, 1998)......................................... 4.26%
Lehman Brothers Municipal Bond Index
------------------------------------
One Year................................................................ 8.51%
March 6, 1998 to October 31, 2000....................................... 4.21%
</TABLE>
The chart above illustrates the total value of a $10,000 investment from
inception with dividends and capital gains reinvested. The Lehman Brothers
Municipal Bond Index also includes the reinvestment of dividends but does not
include fees and expenses associated with an investment in the Portfolio. This
index is unmanaged.
*Past performance is no guarantee 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.
18
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- --------------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--84.9%
CAPITAL GOODS--3.3%
101,810 General Electric Co. $ 5,580,461
------------
COMMUNICATION SERVICES--6.8%
17,000 (b)Brocade Communications Systems, Inc. 3,865,375
53,400 Corning, Inc. 4,085,100
82,000 Nortel Networks Corp. 3,731,000
------------
TOTAL 11,681,475
------------
COMPUTER RELATED--9.4%
67,100 (b)Cisco Systems, Inc. 3,615,013
45,000 (b)EMC Corp. 4,007,813
21,700 (b)Juniper Networks, Inc. 4,231,500
39,000 (b)Sun Microsystems, Inc. 4,324,124
------------
TOTAL 16,178,450
------------
COMPUTER SOFTWARE/SERVICES--4.4%
50,000 Adobe Systems, Inc. 3,803,125
113,600 (b)Oracle Corp. 3,748,800
------------
TOTAL 7,551,925
------------
CONSUMER CYCLICAL--18.6%
89,000 CVS Corp. 4,711,438
105,540 Home Depot, Inc. 4,538,220
97,560 (b)Kohl's Corp. 5,286,532
51,440 Omnicom Group, Inc. 4,745,340
138,720 Target Corp. 3,832,140
89,480 Wal-Mart Stores, Inc. 4,060,155
106,000 Walgreen Co. 4,836,250
------------
TOTAL 32,010,075
------------
CONSUMER STAPLES--5.3%
65,000 Colgate-Palmolive Co. 3,819,400
79,980 Estee Lauder Cos., Inc.--Class A 3,714,071
35,000 General Mills, Inc. 1,461,250
------------
TOTAL 8,994,721
------------
</TABLE>
See Notes to Financial Statements.
19
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- ---------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
FINANCE--17.2%
50,000 American Express Co. $ 3,000,000
43,100 American International Group, Inc. 4,223,800
53,000 Citigroup, Inc. 2,789,125
48,000 Freddie Mac 2,880,000
39,000 Goldman Sachs Group, Inc. 3,892,688
59,500 Merrill Lynch & Co. 4,165,000
48,000 Morgan Stanley Dean Witter & Co. 3,855,000
105,800 Washington Mutual, Inc. 4,655,200
------------
TOTAL 29,460,813
------------
HEALTHCARE--9.0%
44,500 American Home Products Corp. 2,825,750
52,000 (b)Amgen, Inc. 3,012,750
111,660 Medtronic, Inc. 6,064,533
69,000 Schering-Plough Corp. 3,566,438
------------
TOTAL 15,469,471
------------
MULTIMEDIA--1.5%
73,300 The Walt Disney Co. 2,625,056
------------
SEMI-CONDUCTORS--5.7%
12,200 (b)Broadcom Corp.--Class A 2,712,975
56,400 Intel Corp. 2,538,000
20,700 (b)JDS Uniphase Corp. 1,685,756
42,800 Linear Technology Corp. 2,763,275
------------
TOTAL 9,700,006
------------
UTILITIES--3.7%
77,020 Enron Corp. 6,320,454
------------
TOTAL COMMON STOCKS
(Cost $120,795,258) 145,572,907
------------
INDEX-LINKED TRUSTS--8.0%
75,000 Nasdaq 100 Shares 6,127,734
52,700 S&P 500 Depositary Receipts 7,533,630
------------
TOTAL INDEX-LINKED TRUSTS
(Cost $13,971,757) 13,661,364
------------
</TABLE>
See Notes to Financial Statements.
20
<PAGE>
OLD WESTBURY CORE EQUITIES FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Concluded)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount/
Shares Security Description Value
---------- ------------------------------------------- ------------
<C> <S> <C>
U.S. GOVERNMENT AGENCIES--5.8%
FEDERAL HOME LOAN BANKS--1.2%
$2,000,000 6.38%, 11/01/2000 $ 1,990,415
------------
FEDERAL NATIONAL MORTGAGE ASSOCIATION--4.6%
5,000,000 6.37%, 11/09/2000 4,973,458
3,000,000 6.39%, 11/30/2000 2,980,845
------------
TOTAL 7,954,303
------------
TOTAL U.S. GOVERNMENT AGENCIES
(Amortized cost $9,944,718) 9,944,718
------------
INVESTMENT COMPANIES--1.3%
2,203,900 SEI Daily Income Government II Fund 2,203,900
------------
TOTAL INVESTMENT COMPANIES
(Cost $2,203,900) 2,203,900
------------
TOTAL INVESTMENTS
(Cost $146,915,633)(a)--100.0% 171,382,889
LIABILITIES IN EXCESS OF OTHER ASSETS--0.0% (75,359)
------------
NET ASSETS--100.0% $171,307,530
============
</TABLE>
(a) Represents cost for financial reporting purposes and differs from cost
basis for federal income tax purposes by the amount of losses recognized
for financial reporting purposes in excess of federal income tax
reporting of approximately $909,827. Cost for federal income tax purposes
differs from value by net unrealized appreciation of securities as
follows:
<TABLE>
<S> <C>
Unrealized
appreciation $28,311,376
Unrealized
depreciation (4,753,947)
-----------
Net unrealized
appreciation $23,557,429
===========
</TABLE>
(b) Non-income producing security.
See Notes to Financial Statements.
21
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- ----------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--56.5%
BASIC MATERIALS--2.3%
184,000 OM Group, Inc. $ 8,510,000
------------
COMMUNICATION SERVICES--1.4%
92,720 Verizon Communications 5,360,375
------------
CONSUMER CYCLICAL--8.5%
247,675 (b)BJ's Wholesale Club, Inc. 8,157,794
155,881 (b)Dollar Tree Stores, Inc. 6,098,844
128,101 Interpublic Group of Cos., Inc. 5,500,337
99,000 Lowe's Cos., Inc. 4,523,063
172,000 Tiffany & Co. 7,342,250
------------
TOTAL 31,622,288
------------
CONSUMER STAPLES--8.5%
147,716 Anheuser Busch Cos., Inc. 6,758,007
157,208 (b)Brinker International, Inc. 6,170,414
153,265 General Mills, Inc. 6,398,814
140,825 (b)Hain Celestial Group, Inc. 5,588,992
120,000 (b)Safeway, Inc. 6,562,500
------------
TOTAL 31,478,727
------------
ENERGY--3.0%
165,000 (b)Grant Prideco, Inc. 3,062,813
77,000 (b)Southern Energy, Inc. 2,098,250
165,000 (b)Weatherford International, Inc. 6,022,500
------------
TOTAL 11,183,563
------------
FINANCE--8.7%
101,000 AFLAC, Inc. 7,379,313
148,800 Arthur J. Gallagher & Co. 9,392,999
104,000 Merrill Lynch & Co. 7,280,000
108,875 Nationwide Financial Services, Inc. 5,294,047
104,842 Old Kent Financial Corp. 2,902,813
------------
TOTAL 32,249,172
------------
HEALTHCARE--2.0%
60,234 CIGNA Corp. 7,345,536
------------
</TABLE>
See Notes to Financial Statements.
22
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- ------------------------------------ -----------
<C> <S> <C>
COMMON STOCKS--Continued
INDUSTRIALS--10.6%
56,000 Avery-Dennison Corp. $ 2,828,000
131,500 Dover Corp. 5,580,531
128,360 (b)Fiserv, Inc. 6,730,878
98,000 General Dynamics Corp. 7,013,125
87,536 Illinois Tool Works, Inc. 4,863,719
183,472 (b)L-3 Communications Holdings, Inc. 12,097,685
-----------
TOTAL 39,113,938
-----------
MULTIMEDIA--3.0%
94,800 Gannett Co., Inc. 5,498,400
87,707 McGraw-Hill Cos., Inc. 5,629,693
-----------
TOTAL 11,128,093
-----------
TRANSPORTATION--3.7%
292,200 Southwest Airlines Co. 8,327,700
91,100 United Parcel Service, Inc.--Class B 5,534,325
-----------
TOTAL 13,862,025
-----------
UTILITIES--4.8%
100,085 Duke Energy Corp. 8,651,097
191,104 Dynegy, Inc. 8,862,448
-----------
17,513,545
-----------
TOTAL COMMON STOCKS
(Cost $162,166,350) 209,367,262
-----------
INDEX-LINKED TRUSTS--3.8%
146,400 S&P 400 Mid-Cap Depositary Receipt 13,908,000
-----------
TOTAL INDEX-LINKED TRUSTS
(Cost $11,986,515) 13,908,000
-----------
</TABLE>
See Notes to Financial Statements.
23
<PAGE>
OLD WESTBURY CAPITAL OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Concluded)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount/
Shares Security Description Value
----------- --------------------------------------------- ------------
<C> <S> <C>
U.S. GOVERNMENT AGENCIES--38.9%
FEDERAL HOME LOAN MORTGAGE CORPORATION--23.3%
$37,000,000 6.40%, 11/07/2000 $ 36,625,064
50,000,000 6.39%, 11/28/2000 49,749,940
------------
TOTAL 86,375,004
------------
FEDERAL NATIONAL MORTGAGE ASSOCIATION--15.6%
26,000,000 6.37%, 11/09/2000 25,861,982
32,000,000 6.36%, 11/21/2000 31,813,440
------------
TOTAL 57,675,422
------------
TOTAL U.S. GOVERNMENT AGENCIES
(Amortized cost $144,050,426) 144,050,426
------------
INVESTMENT COMPANIES--1.3%
4,898,200 SEI Daily Income Government II Fund 4,898,200
------------
TOTAL INVESTMENT COMPANIES
(Cost $4,898,200) 4,898,200
------------
TOTAL INVESTMENTS
(Cost $323,101,491)(a)--100.5% 372,223,888
LIABILITIES IN EXCESS OF OTHER ASSETS--(0.5)% (1,983,701)
------------
NET ASSETS--100.0% $370,240,187
============
</TABLE>
(a) Represents cost for financial reporting purposes and differs from cost
basis for federal income tax purposes by the amount of losses recognized
for financial reporting purposes in excess of federal income tax
reporting of approximately $378,031. Cost for federal income tax purposes
differs from value by net unrealized appreciation of securities as
follows:
<TABLE>
<S> <C>
Unrealized
appreciation $52,462,010
Unrealized
depreciation (3,717,644)
-----------
Net unrealized
appreciation $48,744,366
===========
</TABLE>
(b) Non-income producing security.
See Notes to Financial Statements.
24
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- --------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--91.7%
AUSTRALIA--1.6%
CONSUMER GOODS--0.6%
639,097 Woolworths Ltd. $ 2,557,239
------------
ENERGY--1.0%
461,935 Broken Hill Proprietary Co., Ltd. 4,497,038
------------
TOTAL AUSTRALIA 7,054,277
------------
BRAZIL--0.1%
CONSUMER GOODS--0.1%
39,248 (b)Bompreco Supermercado GDR 243,338
------------
DENMARK--0.7%
TELECOMMUNICATIONS--0.7%
69,401 Tele Danmark AS 3,286,932
------------
FINLAND--2.3%
TELECOMMUNICATIONS--2.3%
232,937 Nokia Oyj 9,588,424
43,863 Sonera Oyj 966,628
------------
TOTAL FINLAND 10,555,052
------------
FRANCE--9.1%
BUILDING & CONSTRUCTION--1.4%
48,932 Compagnie de Saint-Gobain 6,475,832
------------
COMPUTER SERVICES/SOFTWARE--0.6%
17,623 Cap Gemini SA 2,812,511
------------
CONSUMER GOODS--1.3%
117,942 Renault SA 5,867,089
------------
ENERGY--0.6%
18,941 Total Fina Elf SA 2,710,922
------------
MACHINERY--0.7%
51,502 Schneider Electric SA 3,355,514
------------
SERVICES--2.0%
79,785 Accor SA 3,230,697
80,087 Vivendi SA 5,758,402
------------
TOTAL 8,989,099
------------
</TABLE>
See Notes to Financial Statements.
25
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
--------- -------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
TECHNOLOGY--0.6%
33,322 Dassault Systems SA $ 2,541,591
------------
TELECOMMUNICATIONS--1.1%
45,320 Alcatel 2,766,148
19,856 France Telecom SA 2,076,629
------------
TOTAL 4,842,777
------------
UTILITIES--0.8%
22,687 Suez Lyonnaise des Eaux SA 3,462,767
------------
TOTAL FRANCE 41,058,102
------------
GERMANY--4.7%
BANKING--1.7%
22,785 Deutsche Bank AG 1,876,192
102,832 HypoVereinsbank AG 5,647,927
------------
TOTAL 7,524,119
------------
COMPUTER SERVICES/SOFTWARE--0.3%
20,112 Software AG 1,448,651
------------
DIVERSIFIED--0.8%
89,119 BASF AG 3,510,305
------------
TELECOMMUNICATIONS--1.9%
229,083 Deutsche Telekom AG 8,537,170
------------
TOTAL GERMANY 21,020,245
------------
HONG KONG--5.5%
CONSUMER GOODS--0.3%
2,081,200 Giordano International Ltd. 1,221,158
------------
DIVERSIFIED--3.5%
5,123,611 China Resources Enterprises Ltd. 5,782,634
2,389,754 Citic Pacific Ltd. 9,593,221
------------
TOTAL 15,375,855
------------
FINANCE--1.7%
8,593,029 China Everbright Ltd. 7,824,769
------------
</TABLE>
See Notes to Financial Statements.
26
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
--------- ---------------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
TELECOMMUNICATIONS--0.0%
2,253,528 (b)Kantone Holdings Ltd. $ 140,175
------------
TOTAL HONG KONG 24,561,957
------------
IRELAND--1.1%
BANKING--0.6%
286,631 Allied Irish Banks PLC 2,919,852
------------
BUILDING & CONSTRUCTION--0.5%
145,322 CRH PLC 2,205,746
------------
TOTAL IRELAND 5,125,598
------------
ITALY--1.2%
BANKING--1.2%
330,855 San Paolo-IMI SpA 5,329,653
------------
JAPAN--24.7%
BANKING--3.2%
419,355 Bank of Tokyo-Mitsubishi Ltd. 5,038,419
1,036,432 Sanwa Bank Ltd. 9,227,527
------------
TOTAL 14,265,946
------------
BUILDING & CONSTRUCTION--0.3%
391,452 Okumura Corp. 1,149,744
------------
CONSUMER GOODS--6.0%
216,344 Circle K Japan Co., Ltd. 6,989,728
1,081 Japan Tobacco, Inc. 7,441,487
92,061 Katokichi Co., Ltd. 2,661,699
299,125 Nippon Paper Industries Co., Ltd. 1,707,717
803,900 Nissan Motor Co., Ltd. 5,526,582
118,931 Ricoh Co., Ltd. 1,833,906
32,284 Tomen Electronics Corp. 1,451,965
------------
TOTAL 27,613,084
------------
ELECTRONICS & ELECTRICAL EQUIPMENT--4.8%
569,002 Fuji Electric Co., Ltd. 1,869,690
228,218 Fujitsu Ltd. 4,072,105
</TABLE>
See Notes to Financial Statements.
27
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- ---------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
496,092 Minebea Co., Ltd. $ 4,963,197
14,153 Murata Manufacturing Co., Ltd. 1,696,541
45,041 Sony Corp. 3,604,934
28,892 Tokyo Electron Ltd. 2,264,687
474,525 Toshiba Corp. 3,397,242
------------
TOTAL 21,868,396
------------
ENERGY--1.7%
314,872 Tokyo Electric Power Co., Inc. 7,658,658
------------
FINANCE--3.6%
639,601 Mitsubishi Estate Co., Ltd. 6,809,887
267,165 Nomura Securities Co., Ltd. 5,676,797
37,186 Takefuji Corp. 3,686,175
------------
TOTAL 16,172,859
------------
HEALTHCARE--1.6%
111,943 Banyu Pharmaceutical Co., Ltd. 2,404,283
173,157 Taisho Pharmaceutical Co., Ltd. 4,990,482
------------
TOTAL 7,394,765
------------
SERVICES--1.1%
583,466 Mitsubishi Corp. 4,819,820
------------
TELECOMMUNICATIONS--1.8%
887 Nippon Telegraph & Telephone Corp. 8,084,360
------------
TRANSPORTATION--0.6%
614 West Japan Railway Co. 2,524,755
------------
TOTAL JAPAN 111,552,387
------------
NETHERLANDS--9.0%
BANKING--1.5%
291,718 ABN Amro Holding NV 6,760,557
------------
BASIC MATERIALS--1.0%
101,686 Akzo Nobel NV 4,631,135
------------
CONSUMER GOODS--2.3%
121,446 Koninklijke Ahold NV 3,528,959
</TABLE>
See Notes to Financial Statements.
28
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- ---------------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
38,563 Unilever NV $ 1,934,705
102,100 VNU NV 4,810,334
------------
TOTAL 10,273,998
------------
ELECTRONICS & ELECTRICAL EQUIPMENT--0.5%
61,909 Philips Electronics NV 2,433,817
------------
ENERGY--0.9%
66,579 Royal Dutch Petroleum Co. 3,950,107
------------
INSURANCE--1.2%
133,054 Aegon NV 5,286,039
------------
TELECOMMUNICATIONS--1.6%
131,222 Koninklijke KPN NV 2,658,983
157,242 (b)Libertel NV 2,048,960
124,678 (b)Versatel Telecom International NV 2,460,760
------------
TOTAL 7,168,703
------------
TOTAL NETHERLANDS 40,504,356
------------
SPAIN--3.1%
CONSUMER GOODS--1.4%
391,769 Altadis SA 5,869,909
137,127 (b)TelePizza SA 524,996
------------
TOTAL 6,394,905
------------
ENERGY--1.1%
409,106 Iberdrola SA 5,004,450
------------
TELECOMMUNICATIONS--0.6%
141,397 (b)Telefonica SA 2,697,117
------------
TOTAL SPAIN 14,096,472
------------
SWEDEN--1.3%
SERVICES--0.1%
167,869 (b)Framtidsfabriken AB 442,004
------------
</TABLE>
See Notes to Financial Statements.
29
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
--------- ---------------------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
TELECOMMUNICATIONS--1.2%
391,284 Ericsson AB $ 5,210,069
50,000 (b)Telia AB 310,357
------------
TOTAL 5,520,426
------------
TOTAL SWEDEN 5,962,430
------------
SWITZERLAND--5.9%
CONSUMER GOODS--1.4%
3,118 Nestle SA--Registered 6,461,143
------------
FINANCE--1.7%
16,280 Zurich Financial Services AG 7,879,171
------------
HEALTHCARE--2.8%
3,606 Novartis AG--Registered 5,470,384
722 Roche Holding AG 6,595,038
------------
TOTAL 12,065,422
------------
TOTAL SWITZERLAND 26,405,736
------------
UNITED KINGDOM--21.4%
BANKING--3.1%
240,236 Barclays PLC 6,862,202
234,328 Lloyds TSB Group PLC 2,382,757
194,645 Royal Bank of Scotland Group PLC 4,361,663
352,303 Royal Bank of Scotland Group PLC--Value Shares 415,903
------------
TOTAL 14,022,525
------------
BASIC MATERIALS--1.4%
2,107,653 Corus Group PLC 1,892,820
274,846 Rio Tinto PLC--Registered 4,438,976
------------
TOTAL 6,331,796
------------
CAPITAL EQUIPMENT--0.6%
1,110,442 Rolls-Royce PLC 2,879,171
------------
</TABLE>
See Notes to Financial Statements.
30
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares/
Principal
Amount Security Description Value
---------- ---------------------------------------- ------------
<C> <S> <C>
COMMON STOCKS--Continued
CONSUMER GOODS--1.6%
598,727 EMI Group PLC $ 4,475,041
740,792 Tesco PLC 2,819,405
------------
TOTAL 7,294,446
------------
ENERGY--3.3%
1,141,764 BG Group PLC 4,564,613
930,486 BP Amoco PLC 7,877,944
1,141,764 (b)Lattice Group PLC 2,431,152
------------
TOTAL 14,873,709
------------
FINANCE--0.8%
280,531 Prudential Corp. PLC 3,766,857
------------
HEALTHCARE--1.9%
295,629 Glaxo Wellcome PLC 8,495,857
------------
INSURANCE--2.1%
1,329,539 Royal & Sun Alliance Insurance Group PLC 9,446,235
------------
TECHNOLOGY--0.7%
240,379 (b)Baltimore Technologies PLC 1,847,143
5,598 (b)GEO Interactive Media Group PLC 81,290
80,953 Sema Group PLC 1,020,166
------------
TOTAL 2,948,599
------------
TELECOMMUNICATIONS--5.9%
640,632 British Telecommunications PLC 7,497,880
661,085 (b)Telewest Communications PLC 1,091,643
4,240,941 Vodafone Group PLC 17,615,062
------------
TOTAL 26,204,585
------------
TOTAL UNITED KINGDOM 96,263,780
------------
TOTAL COMMON STOCKS (Cost $438,854,843) 413,020,315
------------
U.S. GOVERNMENT AGENCIES--3.5%
FEDERAL HOME LOAN BANK--2.2%
$5,000,000 6.38%, 11/01/2000 4,975,111
</TABLE>
See Notes to Financial Statements.
31
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount/
Shares Security Description Value
---------- -------------------------------------------- ------------
<C> <S> <C>
U.S. GOVERNMENT AGENCIES--Continued
$5,000,000 6.38%, 11/22/2000 $ 4,952,075
------------
TOTAL 9,927,186
------------
FEDERAL HOME LOAN MORTGAGE CORPORATION--1.3%
6,000,000 6.39%, 11/28/2000 5,969,993
------------
TOTAL U.S. GOVERNMENT AGENCIES
(Amortized cost $15,897,179) 15,897,179
------------
INVESTMENT COMPANIES--1.0%
4,247,300 SEI Daily Income Government II Fund 4,247,300
6,768 Societe Generale Romania Fund Ltd. 184,090
------------
TOTAL INVESTMENT COMPANIES
(Cost $4,973,087) 4,431,390
------------
TOTAL INVESTMENTS
(Cost $459,725,109)(a)--96.2% 433,348,884
OTHER ASSETS IN EXCESS OF LIABILITIES--3.8% 16,975,929
------------
NET ASSETS--100.0% $450,324,813
============
</TABLE>
See Notes to Financial Statements.
32
<PAGE>
OLD WESTBURY INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Concluded)
-------------------------------------------------------------------------------
(a) Represents cost for financial reporting purposes and differs from cost
basis for federal income tax purposes due to differences in the timing of
the recognition of certain gains and losses of approximately $2,052,841.
Cost for federal income tax purposes differs from value by net unrealized
depreciation of securities as follows:
<TABLE>
<S> <C>
Unrealized
appreciation $ 29,991,690
Unrealized
depreciation (58,420,756)
------------
Net unrealized
depreciation $(28,429,066)
============
</TABLE>
(b) Non-income producing security.
AB--Aktiebolag (Swedish Stock Co.)
AG--Aktiengesellschaft (West German Stock Co.)
GDR--Global Depositary Receipt
NV-- Naamloze Vennootschaap (Dutch Corp.)
PLC--Public Limited Company
SA--Societe Anonyme (French Corp.)
SpA--Societa per Azioni (Italian Corp.)
See Notes to Financial Statements.
33
<PAGE>
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------ -----------
<C> <S> <C>
CORPORATE BONDS--33.2%
BANKS--0.8%
$150,000 Deutsche Ausgleichsbank,
5.13%, 09/22/2003 $ 144,298
-----------
CHEMICALS--1.1%
200,000 E.I. Dupont de Nemours
Co., MTN, 8.75%,
02/12/2001 200,908
-----------
CONSUMER CYCLICAL--7.3%
550,000 Procter & Gamble Co.,
5.25%, 09/15/2003 529,118
325,635 Wal-Mart Stores, Inc.,
8.45%, 07/01/2004 334,625
445,507 Wal-Mart Stores, Inc.,
7.49%, 06/21/2007 455,513
-----------
TOTAL 1,319,256
-----------
ENERGY--4.9%
198,000 Chevron Trust Fund,
8.11%, 12/01/2004 202,776
20,000 Detroit Edison Co., MTN,
7.40%, 01/15/2003 20,202
500,000 Illinois Power, 6.75%,
03/15/2005 490,374
100,000 New England Power,
Defeased, 8.00%,
08/01/2022 98,755
75,610 Niagara Mohawk Power,
7.25%, 10/01/2002 75,693
-----------
TOTAL 887,800
-----------
FINANCE--10.5%
75,000 Aristar, Inc., 6.13%,
12/01/2000 74,921
500,000 Associates Corp., NA,
6.88%, 08/01/2003 496,481
175,000 Associates Corp., NA,
MTN, 6.58%, 06/28/2002 174,199
250,000 General Electric Capital
Corp., MTN, 6.33%,
09/17/2001 248,774
300,000 General Motors
Acceptance Corp., MTN,
6.75%, 06/10/2002 299,059
450,000 Homeside International,
Inc., 11.25%, 05/15/2003 484,022
50,000 Merrill Lynch & Co.,
MTN, 6.38%, 10/01/2001 49,834
80,000 Morgan Guaranty Trust
Co., 6.63%, 06/30/2004 78,684
-----------
TOTAL 1,905,974
-----------
</TABLE>
See Notes to Financial Statements.
34
<PAGE>
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
---------- ---------------------------------------------------- -----------
<C> <S> <C>
CORPORATE BONDS--Continued
HEALTHCARE--0.8%
$ 130,000 Kaiser Foundation Hospital, 9.55%, 07/15/2005 $ 141,637
-----------
TELECOMMUNICATIONS--3.2%
100,000 AT&T Corp. (MediaOne Group), 6.31%, 11/01/2005, (put
11/01/2000) 94,889
500,000 BellSouth Telecommunications, 6.00%, 06/15/2002 491,254
-----------
TOTAL 586,143
-----------
YANKEE--4.6%
200,000 International Bank for Reconstruction & Development,
12.38%, 10/15/2002 221,622
100,000 International Bank for Reconstruction & Development,
7.00%, 01/27/2005 101,645
500,000 Swedish Export Credit Corp., 8.25%, 01/15/2023 506,494
-----------
TOTAL 829,761
-----------
TOTAL CORPORATE BONDS
(Cost $6,046,501) 6,015,777
-----------
U.S. GOVERNMENT SECURITIES--40.2%
U.S. TREASURY BONDS--20.1%
3,100,000 6.00%, 02/15/2026 3,105,812
500,000 3.88%, 04/15/2029 527,224
-----------
TOTAL 3,633,036
-----------
U.S. TREASURY NOTES--20.1%
500,000 5.88%, 09/30/2002 499,063
200,000 6.00%, 08/15/2004 200,969
150,000 5.88%, 11/15/2004 150,141
800,000 5.88%, 11/15/2005 802,625
500,000 5.63%, 02/15/2006 495,547
925,000 6.50%, 10/15/2006 953,905
</TABLE>
See Notes to Financial Statements.
35
<PAGE>
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
---------- ------------------------------------------- -----------
<C> <S> <C>
U.S. GOVERNMENT SECURITIES--Continued
$ 500,000 4.25%, 01/15/2010 $ 528,868
-----------
TOTAL 3,631,118
-----------
TOTAL U.S. GOVERNMENT SECURITIES
(Cost $7,176,780) 7,264,154
-----------
U.S. GOVERNMENT AGENCIES--16.9%
FEDERAL HOME LOAN BANKS--5.6%
300,000 6.00%, 08/15/2002 297,000
105,000 5.13%, 09/15/2003 101,341
500,000 7.13%, 02/15/2005 510,851
100,000 7.59%, 03/10/2005 103,932
-----------
TOTAL 1,013,124
-----------
FEDERAL NATIONAL MORTGAGE ASSOCIATION--0.8%
106,000 5.13%, 02/13/2004 101,661
50,000 6.50%, 03/19/2008, MTN 48,424
-----------
TOTAL 150,085
-----------
PRIVATE EXPORT FUNDING--3.8%
250,000 8.40%, 07/31/2001 253,105
100,000 7.30%, 01/31/2002 100,877
25,000 6.90%, 01/31/2003 25,223
300,000 7.03%, 10/31/2003 304,372
-----------
TOTAL 683,577
-----------
STUDENT LOAN MARKETING ASSOCIATION--0.6%
101,815 9.40%, 05/31/2002, MTN 105,046
-----------
TENNESSEE VALLEY AUTHORITY--6.1%
1,115,000 6.24%, 07/15/2045, (put 07/15/2001) 1,112,359
-----------
TOTAL U.S. GOVERNMENT AGENCIES
(Cost $3,074,284) 3,064,191
-----------
</TABLE>
See Notes to Financial Statements.
36
<PAGE>
OLD WESTBURY FIXED INCOME FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Concluded)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount/
Shares Security Description Value
--------- ------------------------------------------- -----------
<C> <S> <C>
MUNICIPAL BONDS--5.6%
CONNECTICUT--1.2%
$225,000 Connecticut State, GO, Taxable, 5.89%,
11/01/2002 $ 221,772
-----------
MAINE--0.6%
100,000 Maine State, GO, Taxable, 7.15%, 09/01/2002 100,953
-----------
MISSOURI--1.8%
300,000 Kansas City Planned Industrial Expansion,
Revenue Bond, Taxable, 10.20%, 11/01/2014 325,339
-----------
TEXAS--2.0%
50,000 Texas State, GO, Taxable, 7.13%, 12/01/2003 50,628
320,000 Texas State, GO, Taxable, 6.15%, 12/01/2006 309,523
-----------
TOTAL 360,151
-----------
TOTAL MUNICIPAL BONDS
(Cost $986,169) 1,008,215
-----------
INVESTMENT COMPANIES--3.5%
637,000 SEI Daily Income Government II Fund 637,000
-----------
TOTAL INVESTMENT COMPANIES
(Cost $637,000) 637,000
-----------
TOTAL INVESTMENTS
(Cost $17,920,734)(a)--99.4% 17,989,337
OTHER ASSETS IN EXCESS OF LIABILITIES--0.6% 116,079
-----------
NET ASSETS--100.0% $18,105,416
===========
</TABLE>
(a) At October 31, 2000, the cost of investments for federal income tax
purposes was substantially the same as the cost for financial reporting
purposes, and the tax basis gross unrealized appreciation and
depreciation of portfolio securities were as follows:
<TABLE>
<S> <C>
Unrealized appreciation $ 207,007
Unrealized depreciation (138,404)
---------
Net unrealized
appreciation $ 68,603
=========
</TABLE>
GO--General Obligations
MTN--Medium Term Note
See Notes to Financial Statements.
37
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--98.6%
ALABAMA--2.0%
$290,000 Calhoun County Gasoline Tax Anticipation Warrants,
4.80%, 03/01/2008, (AMBAC) $ 290,693
100,000 Calhoun County Gasoline Tax Anticipation Warrants,
4.95%, 03/01/2011, (AMBAC) 99,913
120,000 Calhoun County Gasoline Tax Anticipation Warrants,
5.15%, 03/01/2013, (AMBAC) 120,167
-----------
TOTAL 510,773
-----------
ARKANSAS--1.6%
260,000 Paragould Water Sewer & Electric, Revenue Bonds,
5.15%, 12/01/2012, (AMBAC) 259,990
155,000 Paragould Water Sewer & Electric, Revenue Bonds,
5.20%, 12/01/2013, (AMBAC) 154,994
-----------
TOTAL 414,984
-----------
COLORADO--2.3%
100,000 Longmont Sales & Use Tax Revenue Bonds, 5.38%,
11/15/2012 103,407
485,000 Longmont Sales & Use Tax Revenue Bonds, 5.63%,
11/15/2017 496,756
-----------
TOTAL 600,163
-----------
DISTRICT OF COLUMBIA--1.0%
255,000 District of Columbia, GO, Series A, 5.63%, 06/01/2002,
(MBIA) 259,468
-----------
ILLINOIS--13.9%
400,000 Chicago Board of Education, GO, 6.75%, 12/01/2008,
(AMBAC) 452,560
225,000 Chicago Neighborhoods Alive 21 PG-A, GO, 5.88%,
01/01/2019, (FGIC) 231,536
315,000 Chicago, GO, Series B, 5.00%, 01/01/2011, (AMBAC) 315,227
500,000 Du Page County Community High School District No. 099,
GO, 4.88%, 12/01/2018, (FSA) 459,755
150,000 Du Page County Community School District No. 202, GO,
5.55%, 12/30/2017, (FSA) 150,798
</TABLE>
See Notes to Financial Statements.
38
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--Continued
$260,000 Freeport Sewer System Improvements, GO, 5.55%,
12/01/2014, (AMBAC) $ 266,698
300,000 Illinois State Toll Highway Authority, Revenue Bonds,
Series A, 3.50%, 01/01/2005 287,946
210,000 Kane County Community School District No. 304, GO,
6.10%, 06/01/2006, (FGIC) 224,589
480,000 Northern University, Revenue Bonds, 5.50%, 04/01/2013,
(AMBAC) 488,376
340,000 Peoria, GO, Series A, 5.40%, 01/01/2012 347,171
140,000 Saline & Gallatin Hamilton Counties, GO, 5.75%,
10/01/2004, (FGIC) 145,849
200,000 St. Clair County High School, GO, 4.85%, 10/01/2015,
(AMBAC) 187,558
-----------
TOTAL 3,558,063
-----------
INDIANA--9.5%
285,000 Eagle-Union Community School Building Corp., Revenue
Bonds, 4.50%, 07/05/2012, (FSA) 269,342
100,000 East Allen Multi School Building Corp., Revenue Bonds,
5.05%, 07/15/2005, (FSA) 102,003
340,000 East Allen Multi School Building Corp., Revenue Bonds,
5.75%, 07/15/2015, (FSA) 351,747
500,000 Franklin Township School Building Corp., Revenue
Bonds, 5.75%, 07/15/2010 529,685
500,000 Hamilton Southeastern Construction School Building
Corp., Revenue Bonds, 4.90%, 07/01/2011, (AMBAC) 499,555
145,000 Lebanon Middle School Building Corp., Revenue Bonds,
5.05%, 07/15/2011, (FSA) 146,663
170,000 Noblesville Elementary Intermediate School Building
Corp., GO, 5.30%, 07/15/2009, (FSA) 176,220
205,000 Noblesville Elementary Intermediate School Building
Corp., GO, 5.50%, 07/15/2012, (FSA) 213,571
130,000 Noblesville West School Building Corp., Revenue Bonds,
4.65%, 07/05/2005 129,992
-----------
TOTAL 2,418,778
-----------
</TABLE>
See Notes to Financial Statements.
39
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--Continued
IOWA--1.1%
$255,000 Southeastern Community College, GO, 5.75%, 07/01/2011,
(AMBAC) $ 271,101
-----------
KENTUCKY--1.0%
245,000 Hopkins County, GO, 5.63%, 02/01/2016, (FGIC) 251,796
-----------
MASSACHUSETTS--1.1%
300,000 Sharon Massachusetts, GO, 5.00%, 01/15/2017 282,702
-----------
MICHIGAN--11.0%
130,000 Central Montcalm Public Schools, GO, 5.35%,
05/01/2011, (MBIA) 134,755
275,000 Gibraltar School District, GO, 5.00%, 05/01/2007,
(MBIA) 280,033
320,000 Lake Orion Community School District, GO, Series A,
5.70%, 05/01/2013, (FSA) 338,752
500,000 Livonia Public Schools, GO, 5.63%, 05/01/2014, (FGIC) 520,705
300,000 Michigan State Building Authority, Revenue Bonds,
Series 1, 5.13%, 10/15/2015 294,315
460,000 Parchment School District, GO, 5.00%, 05/01/2025,
(MBIA) 432,193
350,000 Van Buren County, GO, 5.00%, 05/01/2015, (AMBAC) 340,158
100,000 Warren Water & Sewer, Revenue Bonds, 5.25%,
11/01/2015, (FSA) 99,692
375,000 Warren, GO, 5.00%, 06/01/2016 359,318
-----------
TOTAL 2,799,921
-----------
MINNESOTA--1.9%
500,000 Rosemount Independent School District No. 196, GO,
Series A, 4.40%, 06/01/2011 472,925
-----------
NEBRASKA--2.0%
400,000 American Public Energy Agency, Revenue Bonds, Series
A, 4.38%, 06/01/2010, (AMBAC) 359,736
</TABLE>
See Notes to Financial Statements.
40
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--Continued
$140,000 Dodge County School District No. 001, GO, 5.00%,
12/15/2008, (FSA) $ 142,233
-----------
TOTAL 501,969
-----------
NEW JERSEY--0.4%
100,000 Ewing Township School District, GO, 5.30%, 08/01/2013,
(FGIC) 101,642
-----------
NEW YORK--0.5%
105,000 Lancaster Town, GO, 5.60%, 06/01/2008, (MBIA) 111,237
20,000 New York, GO, Series D, 6.00%, 02/15/2020 21,305
-----------
TOTAL 132,542
-----------
OHIO--2.7%
100,000 Cambridge Water Systems, Revenue Bonds, 5.25%,
12/01/2004, (AMBAC) 102,875
175,000 Clearview Local School District, GO, 6.65%, 12/01/2017 201,535
235,000 Clearview Local School District, GO, 6.80%, 12/01/2020 274,372
100,000 Mansfield City School District, GO, 5.35%,12/01/2014,
(MBIA) 101,947
-----------
TOTAL 680,729
-----------
PENNSYLVANIA--2.2%
400,000 Council Rock School District, GO, 4.45%, 11/15/2011,
(FGIC) 377,348
205,000 Luzerne County, GO, Series A, 4.50%, 09/15/2010,
(MBIA) 198,827
-----------
TOTAL 576,175
-----------
SOUTH CAROLINA--1.6%
300,000 Columbia Waterworks & Sewer System, Revenue Bonds,
5.50%, 02/01/2009 315,804
100,000 Piedmont Municipal Power Agency, Revenue Bonds, 6.30%,
01/01/2022, (MBIA) 105,540
-----------
TOTAL 421,344
-----------
</TABLE>
See Notes to Financial Statements.
41
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--Continued
TEXAS--25.2%
$435,000 Grape Creek Independent School District, GO, 5.00%,
02/15/2012, (PSF) $ 434,595
470,000 Gregory Portland Independent School District, GO,
5.50%, 08/15/2019, (PSF) 467,236
250,000 Houston, GO, Series A, 5.00%, 03/01/2011 251,048
500,000 Lamar Independent School District, GO, 4.90%,
02/15/2016, (PSF) 467,420
605,000 Lamar Independent School District, GO, 5.25%,
02/15/2017, (PSF) 592,634
150,000 Lower Colorado River Authority, Revenue Bonds, Series
A, 5.88%, 05/15/2016, (FSA) 156,843
420,000 McKinney, GO, 5.20%, 08/15/2014, (FGIC) 417,110
210,000 Montgomery County Municipal Utility District No. 47,
GO, 6.70%, 10/01/2012, (AMBAC) 229,467
250,000 Montgomery County Municipal Utility District No. 47,
GO, 6.13%, 10/01/2015, (AMBAC) 260,005
290,000 New Braunfels Independent School, GO, 5.75%,
02/01/2014, (PSF) 301,562
500,000 Round Rock Independent School District, GO, 4.70%,
08/01/2014, (PSF) 467,435
295,000 San Felipe Del Rio Independent School District, GO,
5.38%, 08/15/2016, (PSF) 295,752
665,000 Tarrant County Health Facilites, Revenue Bonds, Series
A, 5.00%, 09/01/2015, (FGIC) 643,314
285,000 Travis County, GO, 4.00%, 03/01/2017 233,409
460,000 Tuloso-Midway Independent School District, GO, 5.50%,
08/15/2022, (PSF) 452,502
730,000 Ysleta Independent School District, Revenue Bonds,
5.50%, 11/15/2010, (AMBAC) 765,448
-----------
TOTAL 6,435,780
-----------
WASHINGTON--6.6%
300,000 King County Sewer, GO/Revenue Bonds, 6.25%, 01/01/2035 309,150
300,000 Seattle Municipal Light & Power, Revenue Bonds, 5.00%,
07/01/2016 285,516
</TABLE>
See Notes to Financial Statements.
42
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Principal
Amount Security Description Value
--------- ------------------------------------------------------ -----------
<C> <S> <C>
MUNICIPAL BONDS--Continued
$400,000 Washington State Higher Educational Facilities
Authority, Revenue Bonds, 5.00%, 04/01/2017, (MBIA) $ 381,036
500,000 Washington State, GO, Series A, 6.00%, 09/01/2015 517,185
180,000 Washington State, GO, Series DD-14 & B, 6.00%,
09/01/2019 184,549
-----------
TOTAL 1,677,436
-----------
WEST VIRGINIA--2.0%
200,000 Kanawha County Board of Education Public Schools, GO,
4.65%, 05/01/2005, (MBIA) 200,402
300,000 West Virgina State, GO, 5.25%, 06/01/2010, (FGIC) 310,023
-----------
TOTAL 510,425
-----------
WISCONSIN--9.0%
225,000 Geneva Joint School District No. 4, GO, 5.25%,
04/01/2012, (FSA) 230,033
125,000 Milwaukee, GO, 4.80%, 12/01/2000 125,053
250,000 Oshkosh Corp., GO, Series A, 5.50%, 12/01/2007, (FGIC) 255,493
220,000 Two Rivers Public School District, GO, 5.75%,
03/01/2012, (FSA) 232,331
505,000 Verona Area School District, GO, Series A, 5.50%,
10/01/2012, (MBIA) 525,165
400,000 Waupun School District, GO, 4.85%, 4/01/2014, (FGIC) 384,344
300,000 Whitewater Waterworks Systems, Revenue Bonds, 5.20%,
10/01/2014, (MBIA) 301,140
240,000 Wisconsin State Health & Educational Facilities,
Revenue Bonds, 6.13%, 08/15/2022, (MBIA) 244,349
-----------
TOTAL 2,297,908
-----------
TOTAL MUNICIPAL BONDS
(Amortized cost $24,844,905) 25,176,624
-----------
</TABLE>
See Notes to Financial Statements.
43
<PAGE>
OLD WESTBURY MUNICIPAL BOND FUND
PORTFOLIO OF INVESTMENTS
October 31, 2000 (Concluded)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares Security Description Value
------- -------------------------------------- -----------
<C> <S> <C>
INVESTMENT COMPANIES--1.7%
443,100 SEI Tax-Exempt Trust Money Market Fund $ 443,100
-----------
TOTAL INVESTMENT COMPANIES (Cost $443,100) 443,100
-----------
TOTAL INVESTMENTS (Cost $25,288,005)(a)--
100.3% 25,619,724
LIABILITIES IN EXCESS OF OTHER ASSETS--
0.3% (77,225)
-----------
NET ASSETS--100.0% $25,542,499
===========
</TABLE>
(a) At October 31, 2000, the cost of investments for federal income tax
purposes was substantially the same as the cost for financial reporting
purposes, and the tax basis gross unrealized appreciation and
depreciation of portfolio securities were as follows:
<TABLE>
<S> <C>
Unrealized appreciation $ 513,832
Unrealized depreciation (182,113)
---------
Net unrealized
appreciation $ 331,719
=========
</TABLE>
AMBAC--Insured by AMBAC Indemnity Corp.
FGIC--Insured by Financial Guaranty Insurance Corp.
FSA--Insured by Financial Security Assurance Inc.
GO--General Obligations
MBIA--Insured by Municipal Bond Insurance Assoc.
PSF--Permanent School Fund Guarantee
See Notes to Financial Statements.
44
<PAGE>
OLD WESTBURY FUNDS, INC.
STATEMENTS OF ASSETS AND LIABILITIES
October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Core Capital Fixed Municipal
Equities Opportunity International Income Bond
Fund Fund Fund Fund Fund
------------ ------------ ------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at market
value................. $171,382,889 $372,223,888 $433,348,884 $17,989,337 $25,619,724
Foreign currency (Cost
$22,832,972).......... -- -- 22,335,245 -- --
Cash................... 19,794 9,680 57 64 51
Accrued income
receivable............ 109,060 657,730 907,380 302,726 428,445
Receivable for fund
shares sold........... 66,200 256,800 7,300 7,500 30,000
Receivable for
investments sold...... 5,046,659 -- 3,162,612 -- 294,961
Receivable for
withholding taxes--
dividends............. -- -- 299,403 -- --
Unrealized appreciation
on foreign currency
contracts............. -- -- 1,957 -- --
Deferred organization
expense............... -- 7,442 -- -- --
Receivable from
investment advisor.... -- -- -- 165,296 67,188
------------ ------------ ------------ ----------- -----------
Total Assets......... 176,624,602 373,155,540 460,062,838 18,464,923 26,440,369
------------ ------------ ------------ ----------- -----------
Liabilities:
Payable for fund shares
redeemed.............. -- 1,700,508 11,279 19,500 --
Payable for investments
purchased............. 4,762,783 -- 8,129,238 289,127 829,847
Accrued expenses and
other payables:
Investment advisory.... 218,212 564,317 693,331 -- --
Administration......... 29,025 59,509 77,133 2,936 4,333
Distribution........... 200,616 405,630 539,910 11,565 26,167
Custody................ 54,325 111,977 187,439 10,880 11,170
Other.................. 52,111 73,412 99,695 25,499 26,353
------------ ------------ ------------ ----------- -----------
Total Liabilities.... 5,317,072 2,915,353 9,738,025 359,507 897,870
------------ ------------ ------------ ----------- -----------
Net Assets.............. $171,307,530 $370,240,187 $450,324,813 $18,105,416 $25,542,499
============ ============ ============ =========== ===========
Net Assets consist of:
Paid in capital........ 150,179,757 324,407,905 453,155,975 18,088,030 25,261,215
Undistributed net
investment income..... -- 2,414,333 895,324 169,811 215,087
Accumulated net
realized gain/(loss)
on investments and
foreign currencies
translations.......... (3,339,483) (5,704,448) 23,198,151 (221,028) (265,522)
Net unrealized
appreciation/
(depreciation) on
investments........... 24,467,256 49,122,397 (26,376,225) 68,603 331,719
Net unrealized
depreciation
on foreign currencies
translations.......... -- -- (548,412) -- --
------------ ------------ ------------ ----------- -----------
Net Assets.............. $171,307,530 $370,240,187 $450,324,813 $18,105,416 $25,542,499
============ ============ ============ =========== ===========
Net Asset Value, Maximum
Offering Price and
Redemption Proceeds Per
Share.................. $ 14.85 $ 14.04 $ 11.89 $ 10.13 $ 10.35
============ ============ ============ =========== ===========
Shares of Capital Stock
Outstanding............ 11,534,272 26,379,473 37,863,575 1,786,864 2,467,293
============ ============ ============ =========== ===========
Investments, at cost.... $146,915,633 $323,101,491 $459,725,109 $17,920,734 $25,288,005
============ ============ ============ =========== ===========
</TABLE>
See Notes to Financial Statements.
45
<PAGE>
OLD WESTBURY FUNDS, INC.
STATEMENTS OF OPERATIONS
For the Year Ended October 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Core Capital Fixed Municipal
Equities Opportunity International Income Bond
Fund Fund Fund Fund Fund
----------- ----------- ------------- --------- ----------
<S> <C> <C> <C> <C> <C>
Investment Income:
Interest................... $ 590,283 $ 5,272,237 $ 1,680,082 $ 882,564 $1,085,341
Dividend................... 498,696 1,243,940 6,176,029 -- --
Foreign tax withholding.... -- -- (754,425) -- --
----------- ----------- ------------ --------- ----------
Total Income............... 1,088,979 6,516,177 7,101,686 882,564 1,085,341
----------- ----------- ------------ --------- ----------
Expenses:
Investment advisory........ 958,699 2,092,936 2,821,799 59,153 96,174
Custody.................... 209,757 416,344 763,371 19,718 32,058
Administration............. 178,901 356,322 489,535 16,778 27,407
Shareholder servicing...... 349,594 693,906 954,214 32,863 53,430
Registration............... 984 30,040 29,424 10,916 12,217
Amortization of
organization costs....... -- 5,973 -- -- --
Insurance premiums......... 4,949 8,499 5,151 3,226 3,467
Printing and postage....... 7,467 8,951 14,884 6,711 4,685
Legal...................... 12,436 23,250 40,207 9,974 2,087
Audit...................... 18,356 56,879 63,293 2,592 5,530
Transfer agent............. 21,235 12,912 26,508 10,140 9,626
Directors.................. 21,655 18,853 18,072 20,229 20,623
Miscellaneous.............. 5,919 5,559 10,157 1,513 778
----------- ----------- ------------ --------- ----------
Total expenses............. 1,789,952 3,730,424 5,236,615 193,813 268,082
Less fees waived-- waiver of
investment advisory fee... -- -- -- (56,095) (45,556)
----------- ----------- ------------ --------- ----------
Total waivers.............. -- -- -- (56,095) (45,556)
----------- ----------- ------------ --------- ----------
Net expenses............... 1,789,952 3,730,424 5,236,615 137,718 222,526
----------- ----------- ------------ --------- ----------
Net Investment
Income/(Loss)............... (700,973) 2,785,753 1,865,071 744,846 862,815
----------- ----------- ------------ --------- ----------
Net Realized and Unrealized
Gain/(Loss):
Net realized gains/(losses)
on investments........... (1,238,212) 17,983,720 25,427,145 (104,068) (49,974)
Net realized (losses) on
foreign currency
transactions............. -- -- (494,310) -- --
Net change in unrealized
appreciation/(depreciation)
on investments........... 11,018,583 35,170,456 (47,833,037) 292,511 1,093,423
Net change in unrealized
depreciation on
translation of assets and
liabilities in foreign
currencies and foreign
currency contracts....... -- -- (527,776) -- --
----------- ----------- ------------ --------- ----------
Net Realized and Unrealized
Gain/(Loss)................. 9,780,371 53,154,176 (23,427,978) 188,443 1,043,449
----------- ----------- ------------ --------- ----------
Net Increase (Decrease) in
Net Assets Resulting
from Operations............ $ 9,079,398 $55,939,929 $(21,562,907) $ 933,289 $1,906,264
=========== =========== ============ ========= ==========
</TABLE>
See Notes to Financial Statements.
46
<PAGE>
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Core Equities Fund Capital Opportunity Fund
-------------------------- --------------------------
Year Year Year Year
Ended Ended Ended Ended
October 31, October 31, October 31, October 31,
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
From Operations:
Net investment
income/(loss)........ $ (700,973) $ (251,856) $ 2,785,753 $ 192,022
Net realized
gains/(losses) on
investments.......... (1,238,212) 264,674 17,983,720 (9,617,282)
Net change in
unrealized
appreciation on
investments.......... 11,018,583 11,959,630 35,170,456 14,338,185
------------ ------------ ------------ ------------
Net increase in net
assets from
operations........... 9,079,398 11,972,448 55,939,929 4,912,925
------------ ------------ ------------ ------------
Distributions to
Shareholders:
From net investment
income............... -- (36,366) (541,345) --
------------ ------------ ------------ ------------
Net decrease in net
assets from
distributions........ -- (36,366) (541,345) --
------------ ------------ ------------ ------------
From Capital Stock
Transactions:
Net proceeds from sale
of capital stock..... 101,922,358 53,578,441 179,723,638 128,272,296
Reinvestment of
dividends............ -- 23,122 187,795 --
Net cost of capital
stock redeemed....... (24,260,097) (14,136,113) (70,988,468) (41,091,497)
------------ ------------ ------------ ------------
Net increase in net
assets resulting from
capital stock
transactions......... 77,662,261 39,465,450 108,922,965 87,180,799
------------ ------------ ------------ ------------
Net Increase in Net
Assets............... 86,741,659 51,401,532 164,321,549 92,093,724
------------ ------------ ------------ ------------
Net Assets:
Beginning of period.... 84,565,871 33,164,339 205,918,638 113,824,914
------------ ------------ ------------ ------------
End of period.......... $171,307,530 $ 84,565,871 $370,240,187 $205,918,638
============ ============ ============ ============
Share Transactions:
Issued................. 6,592,771 4,336,116 13,826,409 11,137,731
Reinvested............. -- 2,092 14,390 --
Redeemed............... (1,571,063) (1,138,157) (5,662,153) (3,643,240)
------------ ------------ ------------ ------------
Net Increase in Shares. 5,021,708 3,200,051 8,178,646 7,494,491
============ ============ ============ ============
</TABLE>
See Notes to Financial Statements.
47
<PAGE>
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
(Continued)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
International Fund Fixed Income Fund
-------------------------- ------------------------
Year Year Year Year
Ended Ended Ended Ended
October 31, October 31, October 31, October 31,
2000 1999 2000 1999
------------ ------------ ----------- -----------
<S> <C> <C> <C> <C>
From Operations:
Net investment income... $ 1,865,071 $ 1,211,932 $ 744,846 $ 389,948
Net realized
gains/(losses) on
investments and
foreign currency
transactions.......... 24,932,835 21,458,796 (104,068) (116,960)
Net change in unrealized
appreciation/
(depreciation) on
investments and
foreign currency
translations.......... (48,360,813) 13,321,072 292,511 (477,873)
------------ ------------ ----------- -----------
Net increase/(decrease)
in net assets from
operations............ (21,562,907) 35,991,800 933,289 (204,885)
------------ ------------ ----------- -----------
Distributions to
Shareholders:
From net investment
income................ (3,496,681) (2,809,583) (702,427) (346,282)
From capital gains...... -- -- -- (41,074)
------------ ------------ ----------- -----------
Net decrease in net
assets from
distributions......... (3,496,681) (2,809,583) (702,427) (387,356)
------------ ------------ ----------- -----------
From Capital Stock
Transactions:
Net proceeds from sale
of capital stock...... 289,349,594 117,263,751 11,971,304 6,379,379
Reinvestment of
dividends............. 1,454,594 1,478,924 268,427 173,982
Net cost of capital
stock redeemed........ (41,492,138) (49,084,485) (3,572,842) (2,352,113)
------------ ------------ ----------- -----------
Net increase in net
assets resulting from
capital stock
transactions.......... 249,312,050 69,658,190 8,666,889 4,201,248
------------ ------------ ----------- -----------
Net Increase in Net
Assets................ 224,252,462 102,840,407 8,897,751 3,609,007
------------ ------------ ----------- -----------
Net Assets:
Beginning of period..... 226,072,351 123,231,944 9,207,665 5,598,658
------------ ------------ ----------- -----------
End of period........... $450,324,813 $226,072,351 $18,105,416 $ 9,207,665
============ ============ =========== ===========
Share Transactions:
Issued.................. 22,564,398 10,297,038 1,205,036 616,350
Reinvested.............. 114,175 148,636 27,295 16,797
Redeemed................ (3,289,912) (4,620,577) (360,196) (230,558)
------------ ------------ ----------- -----------
Net Increase in Shares.. 19,388,661 5,825,097 872,135 402,589
============ ============ =========== ===========
</TABLE>
See Notes to Financial Statements.
48
<PAGE>
OLD WESTBURY FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS
(Concluded)
-------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Municipal Bond Fund
-------------------------
Year Year
Ended Ended
October 31, October 31,
2000 1999
------------ -----------
<S> <C> <C>
From Operations:
Net investment income.............................. $ 862,815 $ 539,838
Net realized (losses) on investments .............. (49,974) (215,548)
Net change in unrealized
appreciation/(depreciation) on investments ...... 1,093,423 (980,440)
------------ -----------
Net increase/(decrease) in net assets from
operations....................................... 1,906,264 (656,150)
------------ -----------
Distributions to Shareholders:
From net investment income......................... (868,311) (451,546)
From capital gains................................. -- (46,466)
------------ -----------
Net decrease in net assets from distributions...... (868,311) (498,012)
------------ -----------
From Capital Stock Transactions:
Net proceeds from sale of capital stock............ 16,254,762 11,797,870
Reinvestment of dividends.......................... 311,686 148,516
Net cost of capital stock redeemed................. (11,546,236) (2,358,271)
------------ -----------
Net increase in net assets resulting from capital
stock transactions............................... 5,020,212 9,588,115
------------ -----------
Net Increase in Net Assets......................... 6,058,165 8,433,953
------------ -----------
Net Assets:
Beginning of period................................ 19,484,334 11,050,381
------------ -----------
End of period...................................... $ 25,542,499 $19,484,334
============ ===========
Share Transactions:
Issued............................................. 1,621,285 1,137,341
Reinvested......................................... 31,326 14,332
Redeemed........................................... (1,149,649) (227,420)
------------ -----------
Net Increase in Shares............................. 502,962 924,253
============ ===========
</TABLE>
See Notes to Financial Statements.
49
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000
-------------------------------------------------------------------------------
1. Organization. Old Westbury Funds, Inc. (the "Funds"), a Maryland
corporation registered under the Investment Company Act of 1940 (the "Act"),
is a diversified, open-end management investment company. The Funds' Articles
of Incorporation permit the Funds' Board of Directors to create an unlimited
number of series, each of which is a separate class of shares. At October 31,
2000, the Funds consisted of five separate investment portfolios (each
portfolio individually referred to as a "Portfolio" and collectively as the
"Portfolios") which are presented herein:
<TABLE>
<CAPTION>
Portfolio Name Investment Objective
<C> <S>
Old Westbury Core Equities Fund Above-average long-term
("Core Equities Fund") capital appreciation.
Old Westbury Capital Opportunity Fund* Capital appreciation.
("Capital Opportunity Fund")
Old Westbury International Fund Long-term growth of capital.
("International Fund")
Old Westbury Fixed Income Fund Total return (consisting of current
("Fixed Income Fund") income and capital appreciation).
Old Westbury Municipal Bond Fund Dividend income exempt from regular
("Municipal Bond Fund") Federal income tax.
</TABLE>
*Formerly the Old Westbury Growth Opportunity Fund.
The Funds were incorporated under the laws of the state of Maryland on
August 26, 1993 and commenced operations on October 22, 1993.
The Funds have authorized a total of 20 billion shares of common stock (par
value $0.001 per share); each Portfolio is permitted to issue 4 billion of
such shares.
2. Significant Accounting Policies. The following is a summary of the
significant accounting policies followed by the Funds in the preparation of
its financial statements. The policies are in conformity with generally
accepted accounting principles in the United States. The preparation of
financial statements requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of income and expenses for the
period. Actual results could differ from those estimates.
A. Valuation of Investments. Securities listed on an exchange are valued,
except as indicated below, at the last sale price reflected at the close
50
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
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 at a fair value
determined in accordance with procedures approved by the Board of Directors.
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, N.A.
("Bessemer"), the Portfolio's Investment Advisor to be over-the-counter, are
valued at the mean of the last reported bid and asked prices from such sources
as the Board of Directors deems 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 Board of 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 Board of Directors designed to reflect in good faith the fair value of
such securities.
B. 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 Funds 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 Board of Directors. The Funds will not incur any
registration costs upon such resales. The Funds' 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 in accordance
with procedures approved by the Board of Directors. For the year ended October
31, 2000 the Portfolios did not hold any restricted securities.
51
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
C. Foreign Currency Translation. The books and records of the Funds are
maintained in United States dollars. Investment securities and other assets
and liabilities denominated in a foreign currency are translated into United
States dollars at current exchange rates. Purchases and sales of securities,
income receipts and expense payments are translated into United States dollars
at the exchange rate on the dates of the 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 Portfolio
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.
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 instability.
D. Forward Foreign Currency Contracts. The International Fund may enter into
forward foreign currency contracts to hedge its exposure to changes in foreign
currency exchange rates on foreign portfolio holdings. A forward foreign
currency contract ("forward") is an agreement between two parties to purchase
or sell a foreign currency at a future date at a negotiated forward rate. The
forward is marked-to-market daily and the change in market value is recorded
by the Portfolio as unrealized appreciation or depreciation. When the forward
is closed, the Portfolio records a realized gain or loss equal to the
fluctuation in value during the period the forward was open. Risks may arise
upon entering into these contracts from the potential inability of the
counterparties to meet the terms of their contracts or if the value of the
currency changes unfavorably.
<TABLE>
<CAPTION>
Unrealized
Delivery Contract Market Appreciation/
Currency Date Value Value (Depreciation)
-------- -------- ---------- ---------- --------------
<S> <C> <C> <C> <C>
Long Contracts:
Japanese Yen 11/02/00 $ 331,384 $ 331,262 $ (122)
11/06/00 2,516,311 2,518,390 2,079
---------- ---------- ------
Total Long Contracts $2,847,695 $2,849,652 $1,957
---------- ---------- ------
</TABLE>
E. Security Transactions and Related Investment Income. Security
transactions are accounted for on the trade date. Realized gains and losses
52
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
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 certain dividends from foreign securities where
the ex-dividend dates may have passed are recorded as soon as the Fund is
informed of the dividends. Dividend income is recorded net of foreign taxes
withheld where recovery of such taxes is not assured. Interest income is
recognized on an accrual basis for each of the Portfolios and includes the
amortization of premiums and accretion of discounts for the Municipal Bond
Fund, and accretion of discounts for the Fixed Income Fund.
F. Distributions to Shareholders. Dividends from net investment income are
declared and paid semi-annually for the Fixed Income and Municipal Bond Funds
and annually for the Core Equities, Capital Opportunity and International
Funds. Distributable net realized gains, if any, are declared and distributed
at least annually.
The amounts of dividends from net investment income and distributions from
net realized gains are determined in accordance with federal income tax
regulations, which may differ from generally accepted accounting principles.
These "book/tax" differences are either considered temporary or permanent in
nature. To the extent these differences are permanent in nature, such amounts
are reclassified within the components of net assets based on their federal
tax-basis treatment; temporary differences do not require reclassification.
Dividends and distributions to shareholders which exceed net investment income
and realized capital gains for financial reporting purposes but not for tax
purposes are reported as dividends in excess of net investment income or
distributions in excess of net realized gains. To the extent they exceed net
investment income and net realized gains for tax purposes, they are reported
as distributions of capital.
G. Federal Taxes. It is the policy of each Portfolio to qualify as a
regulated investment company by complying with the provisions available to
certain investment companies, as defined in applicable sections of the
Internal Revenue Code of 1986, as amended, and to make distributions of net
investment income and net realized capital gains sufficient to relieve it from
all federal income taxes.
H. Other. Expenses that are directly related to one of the Portfolios are
charged directly to that Portfolio. Other operating expenses of the Funds are
prorated to each Portfolio on the basis of relative net assets or other
appropriate basis.
53
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
3. Related Party Transactions.
A. Investment Advisory Fees. Pursuant to an advisory contract, the Funds has
retained Bessemer to make investment decisions. The investment advisory fee
paid to Bessemer for advisory services 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.
Capital Opportunity and International Funds--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 and Municipal Bond Funds--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. Effective September 1, 2000, BISYS Fund Services
Ohio, Inc. (the "Administrator") serves as the administrator to the Funds,
replacing Federated Administrative Services. Under the terms of the
administration agreement, the Administrator's fee is computed at the annual
rate of 0.12% of the total average daily net assets of the Portfolios within
the Funds up to $450 million, 0.10% of the total average daily net assets of
the Portfolios between $450 million and $750 million, 0.075% of the total
average daily net assets of the Portfolios between $750 million and $1.5
billion, and 0.05% of the total average daily net assets of the Portfolios
greater than $1.5 billion.
C. Distribution and Service Plan and Distribution Reimbursement Fees. The
Directors adopted a distribution and service plan (the "Plan") for the Funds
pursuant to Rule 12b-1 of the Act, and pursuant to the Plan, the Funds entered
into a distribution agreement and a shareholder servicing agreement with BISYS
Fund Services Limited Partnership d/b/a BISYS Fund Services ("BISYS LP") on
September 1, 2000 and a shareholder servicing agreement with Bessemer. Prior
to September 1, 2000, Edgewood Services, Inc. served as distributor and
shareholder servicing agent. Under its shareholder servicing agreement,
Bessemer received payments from the Funds to permit it to make payments to
broker-dealers for providing shareholder services. Under its shareholder
servicing agreement, BISYS LP receives payments from the Funds to permit it to
make payments to broker-dealers for providing shareholder services. Under its
shareholder servicing
54
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
agreement, Bessemer is permitted (i) to receive a payment from the Funds
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
BISYS LP and Bessemer will not exceed 0.25% per annum of the Funds' average
daily net assets.
The distribution agreement with BISYS LP provides for reimbursement to BISYS
LP by the Funds for its distribution, promotional and advertising costs
incurred in connection with the distribution of the Funds' shares in an amount
not to exceed 0.10% per annum for each of the Portfolio's average daily net
assets.
In addition, the Funds 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 Funds received a $12,000 annual retainer plus
$2,000 per meeting attended and is reimbursed for out-of-pocket expenses
incurred in connection with committee or board meetings.
E. Custody Fees. The Funds have retained Bessemer to serve as the Funds'
custodian. Bessemer is responsible for maintaining the books and records of
the Funds' securities and cash. For providing these services, Bessemer
receives from each 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 each Portfolio.
4. Purchase and Sales of Securities. For the year ended October 31, 2000
purchases and sales of investment securities other than short-term investments
were as follows:
<TABLE>
<CAPTION>
Portfolio Purchases Sales
--------- ------------ ------------
<S> <C> <C>
Core Equities Fund.................................... $222,066,485 $156,311,927
Capital Opportunity Fund.............................. 287,254,745 245,813,803
International Fund.................................... 585,529,807 359,783,793
Fixed Income Fund..................................... 12,318,683 3,491,491
Municipal Bond Fund................................... 29,227,595 21,437,626
</TABLE>
55
<PAGE>
OLD WESTBURY FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
October 31, 2000 (Continued)
-------------------------------------------------------------------------------
5. Federal Income Taxes. At October 31, 2000, each of the following Portfolios
had the following capital loss carryforwards for federal income tax purposes,
which will expire in the following years:
<TABLE>
<CAPTION>
Portfolio Name 2006 2007 2008 Total
-------------- ---------- ---------- -------- ----------
<S> <C> <C> <C> <C>
Core Equities Fund.................... $1,758,944 -- $670,712 $2,429,656
Capital Opportunity Fund.............. -- $3,851,728 -- 3,851,728
Fixed Income Fund..................... -- 116,960 104,068 221,028
Municipal Bond Fund................... -- 215,548 49,974 265,522
</TABLE>
The capital loss carryforward will reduce the applicable Portfolio's 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.
During the year ended October 31, 2000, the Old Westbury Municipal Bond Fund
paid tax-exempt income distributions in the amount of $868,311.
6. Subsequent Event: Distributions and Foreign Taxes Withheld (Unaudited). The
following information summarizes per share distributions paid by each of the
following Portfolios on December 27, 2000 to shareholders of record on
December 18, 2000.
<TABLE>
<CAPTION>
Foreign
Capital Gains Per Share Taxes
------------------------- Paid or
Withheld
Net Income Per
Portfolio Name Per Share Long-Term Short-Term Share
-------------- ---------- --------- ------------ --------
<S> <C> <C> <C> <C>
Capital Opportunity Fund......... $0.1396 -- -- --
International Fund............... 0.0379 $0.0400 $0.6230 $0.0202
Fixed Income Fund................ 0.2289 -- -- --
Municipal Bond Fund.............. 0.1507 -- -- --
</TABLE>
The foreign taxes paid or withheld represents taxes incurred by the
Portfolio on dividends received by the Portfolio from foreign sources.
Pursuant to IRC Section 853, an election is expected to be made so that the
foreign taxes paid or withheld are fully available for credit and should be
included in taxable income with an offsetting deduction from gross income or
as a credit for taxes paid to foreign governments. Shareholders should consult
your tax advisor regarding the appropriate treatment of foreign taxes paid.
56
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57
<PAGE>
OLD WESTBURY FUNDS, INC.
FINANCIAL HIGHLIGHTS
October 31, 2000
-------------------------------------------------------------------------------
(For a share outstanding throughout each period)
The table below is intended to help you understand the financial performance
of a single share in each Portifolio for the past five years or from its
inception if less than five years. "Total return" shows the rate that you
would have earned (or lost) on an investment in each Portfolio, assuming you
reinvested all your dividend and capital gain distributions. Total returns do
not reflect any sales charges and are not annualized for periods of less than
one year.
<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 net realized Total
October 31, of period (loss) currencies operations income gains distributions
------------ --------- ---------- -------------- ---------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
Core Equities Fund
2000 $12.99 (0.06) 1.92 1.86 -- -- --
1999 $10.01 (0.03) 3.02 2.99 (0.01) -- (0.01)
1998 (a) (f) $10.00 (0.01) 0.02 0.01 -- -- --
Capital Opportunity Fund
2000 $11.31 0.11 2.65 2.76 (0.03) -- (0.03)
1999 $10.63 0.04 0.64 0.68 -- -- --
1998 $11.82 (0.07) (1.12) (1.19) -- -- --
1997 (b) (f) $10.00 (0.06) 1.88 1.82 -- -- --
International Fund
2000 $12.24 0.06 (0.25) (0.19) (0.16) -- (0.16)
1999 $ 9.74 0.14 2.61 2.75 (0.25) -- (0.25)
1998 $11.75 0.14 (1.25) (1.11) (0.18) (0.72) (0.90)
1997 $11.16 0.12 0.62 0.74 (0.15) -- (0.15)
1996 $ 9.80 0.13 1.37 1.50 (0.14) -- (0.14)
Fixed Income Fund
2000 $10.07 0.52 0.10 0.62 (0.56) -- (0.56)
1999 $10.93 0.48 (0.75) (0.27) (0.51) (0.08) (0.59)
1998 (c) (f) $10.00 0.28 0.65 0.93 -- -- --
Municipal Bond Fund
2000 $ 9.92 0.39 0.46 0.85 (0.42) -- (0.42)
1999 $10.62 0.31 (0.65) (0.34) (0.32) (0.04) (0.36)
1998 (d) (f) $10.00 0.21 0.41 0.62 -- -- --
-------------------------------------------------------------------------------------------------------
</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.
** During the period, certain fees were voluntarily reduced. If such
voluntary fee reductions and expense reimbursements had not occurred, the
ratio would have been as indicated.
(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.
(e) Annualized.
(f) Per share values calculated using average shares outstanding.
See Notes to Financial Statements.
58
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--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Ratios to Average Net Assets
----------------------------------------------------- Net assets,
Net asset Net- Net- end- Portfolio
value, end Total Net- investment Net- investment of period turnover
of period return* expenses income/(loss) expenses** income/(loss)** (000 omitted) rate
---------- ------- -------- ------------- ---------- --------------- ------------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
$14.85 14.3% 1.28% (0.50%) 1.28% (0.50%) $171,308 121%
$12.99 29.9% 1.23% (0.41%) 1.42% (0.60%) $ 84,566 116%
$10.01 0.1% 1.25%(e) (0.03%)(e) 2.23%(e) (1.01%)(e) $ 33,164 56%
$14.04 24.4% 1.34% 1.00% 1.34% 1.00% $370,240 126%
$11.31 6.4% 1.38% 0.12% 1.40% 0.10% $205,919 102%
$10.63 (10.1%) 1.48% (0.57%) 1.57% (0.66%) $113,825 140%
$11.82 18.2% 1.50%(e) (0.79%)(e) 2.58%(e) (1.87%)(e) $ 51,528 46%
$11.89 (1.6%) 1.37% 0.49% 1.37% 0.49% $450,325 103%
$12.24 28.8% 1.43% 0.80% 1.46% 0.77% $226,072 160%
$ 9.74 (10.2%) 1.49% 1.27% 1.53% 1.23% $123,232 129%
$11.75 6.6% 1.50% 0.98% 1.52% 0.96% $173,793 58%
$11.16 15.5% 1.50% 1.19% 1.52% 1.17% $135,794 55%
$10.13 6.5% 1.05% 5.66% 1.47% 5.24% $ 18,105 28%
$10.07 (2.7%) 1.05% 4.96% 3.16% 2.85% $ 9,208 83%
$10.93 9.3% 1.05%(e) 4.48%(e) 7.13%(e) (1.60%)(e) $ 5,599 30%
$10.35 8.8% 1.05% 4.03% 1.26% 3.82% $ 25,542 106%
$ 9.92 (3.3%) 1.05% 3.50% 2.05% 2.50% $ 19,484 96%
$10.62 6.2% 1.05%(e) 3.40%(e) 3.95%(e) 0.50%(e) $ 11,050 40%
--------------------------------------------------------------------------------------------------
</TABLE>
59
<PAGE>
INDEPENDENT AUDITORS' REPORT
-------------------------------------------------------------------------------
The Board of Directors and Shareholders,
Old Westbury Funds, Inc.:
We have audited the accompanying statements of assets and liabilities,
including the portfolios of investments, of Old Westbury Funds, Inc.
(comprising, respectively, Core Equities Fund, Capital Opportunity Fund,
International Fund, Fixed Income Fund and Municipal Bond Fund) as of October
31, 2000, the related statements of operations for the year then ended and of
changes in net assets and financial highlights for each of the periods
presented. These financial statements and financial highlights are the
responsibility of the Funds' management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
financial statements and financial highlights are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned at October 31, 2000, by
correspondence with the custodians and brokers; where replies were not
received from brokers, we performed other auditing procedures. An audit also
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, such financial statements and financial highlights present
fairly, in all material respects, the financial positions of the respective
Funds constituting the Old Westbury Funds, Inc. as of October 31, 2000, the
results of their operations, the changes in their net assets, and the
financial highlights for the respective stated periods in conformity with
accounting principles generally accepted in the United States of America.
DELOITTE & TOUCHE LLP
New York, New York
December 20, 2000
60
<PAGE>
Investment Advisor: Administrator:
Bessemer Trust Company, N.A. BISYS Fund Services Ohio, Inc.
630 Fifth Avenue 3435 Stelzer Road
New York, NY 10111 Columbus, OH 43219
(212) 708-9100
Shareholder Servicing Agent:
Distributor and Shareholder Bessemer Trust Company, N.A.
Servicing Agent: 630 Fifth Avenue
BISYS Fund Services LP New York, NY 10111
3435 Stelzer Road (212) 708-9100
Columbus, OH 43219
Independent Auditors:
Transfer Agent: Deloitte & Touche LLP
BISYS Fund Services Ohio, Inc. Two World Financial Center
3435 Stelzer Road New York, NY 10281
Columbus, OH 43219
Custodian:
Bessemer Trust Company, N.A.
100 Woodbridge Center Drive
Woodbridge, NJ 07095
Cusip 680414307
Cusip 680414208
Cusip 680414109
Cusip 680414406
Cusip 680414505
(12/00)
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 which contains facts
concerning the Funds' objectives and policies, management fees, expenses and
other information.
