BRANDES INVESTMENT TRUST, N-30D, 2000-07-10

BRANDES INVESTMENT TRUST
N-30D, 2000-07-10

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BRANDES
----------------
INVESTMENT TRUST

SEMI-ANNUAL
REPORT

For the six months ended April 30, 2000

WORLDWIDE VALUE SPECIALISTS

<PAGE>
BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND
--------------------------------------------------------------------------------

Semi-Annual Report

For the Six Months Ended April 30, 2000

June 21, 2000

Dear Shareholder:

During the six-month period ended April 30, 2000, your fund delivered solid
gains. Stock selection, especially within the telecommunications industry,
contributed to a 16.1% return that outdistanced the benchmark MSCI EAFE (Europe,
Australasia, Far East) Index, up 6.7%.

The seeds for the Fund's recent outperformance were planted years ago when we
invested in a number of out-of-favor telephone and telecommunications companies
in both developed and emerging markets. At the time we purchased shares in these
companies, investors showed little interest in their business prospects,
dismissing them as impractical investment candidates. But our in-depth,
company-by-company research revealed attractively valued opportunities with
exceptional growth potential. The shares for these companies traded at prices
far below what we believed were fair values for the businesses. Over the years,
we made new purchases and added to existing positions. At the start of the
period, the Fund had more than 20% of its assets allocated to telecommunications
stocks.

During 1999, and particularly in the third and fourth quarters, investors began
to recognize what we had seen for years in these companies: attractive
valuations; tremendous growth prospects, including mobile and Internet-related
services; and ongoing consolidation and privatization in the industry.

As prices for these stocks climbed to levels consistent with what we believed
were fair values for the underlying businesses, we selectively reduced our
allocation. By the end of the period, we had trimmed exposure to the
telecommunications industry to 6.0%. Identifying what we believed to be
undervalued stocks in the food & household products and insurance industries, we
increased exposure in these areas during the period.

While declining prices for United Kingdom holdings were the greatest drag on
returns during the period, we viewed their underperformance as a short-term
phenomenon and an opportunity to purchase, in our opinion, solid companies
trading well below their fair values. During the period, we increased your
fund's exposure to the United Kingdom from about 20.5% to a little more than
30.0%.
<PAGE>
BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

Among the best-performing holdings during the period were stocks in Japan,
Germany, Italy, and Hong Kong. With respect to sectors, in addition to telecom
stocks, holdings in the industrial components, multi-industry, and electrical &
electronics industries contributed to your fund's gains. Holdings in the
utilities industry were among the worst performers during the period.

THE NEW ECONOMY?

For much of the period, investors were captivated by highly touted
technology-related stocks, especially those perceived to be drivers of the New
Economy. Expectations for changes that will revolutionize business and personal
lives stemming from advances in computing power, communications, and the
Internet lifted tech stocks to successive record highs. The tech-heavy Nasdaq
Composite gained more than 86.0% in 1999, trouncing other popular benchmarks
such as the S&P 500, up 21.0%, and Dow Jones Industrial Average, up 27.2%. The
Nasdaq continued climbing during the early months of 2000 and reached a record
high on March 10.

While we recognized so-called "New Economy" companies' potential to change the
business landscape and the far-reaching influence of information technology,
these stocks did not meet our strict investment criteria. In most cases, we
believed their share prices far exceeded the reasonable value of the underlying
business. In our opinion, the surging share prices for many of these companies
reflected speculative practices rather than well-capitalized, solid businesses
with strong cash flows. We didn't think these stocks provided our shareholders
with a margin of safety. And as one investment strategist remarked, it appeared
New Economy stocks were priced as if there were no risk, and Old Economy stocks
were priced as if there were no opportunity.

But in mid-March, technology stocks faltered. No one knows precisely why. A
number of factors could have triggered the decline including: concerns over
excessive valuations; the viability of some Internet-based businesses; insider
selling; and uncertainty surrounding industry leader Microsoft stemming from its
anti-trust litigation. At one point in April, the Nasdaq Composite had fallen
nearly 35.0% from its March 10 high. A lack of exposure to the technology stocks
that suffered the most severe declines late in the period helped protect returns
earned earlier in the period. While tech stocks swooned, the margin of safety we
seek to provide in every stock we purchased showcased its merit.

2
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

Amid the technology stock sell-off, investors shifted their focus to
long-overlooked sectors such as utilities and food & household products. They
reconsidered opportunities outside the technology sector and sought companies
with solid balance sheets and low price-to-earnings ratios. These are precisely
the types of "value-oriented" companies your fund holds. Whether investors
continue to favor value stocks in the future remains to be seen. While we don't
know what the future holds, we are encouraged by investors' reevaluation of what
we believe to be extremely attractive opportunities among the world's
undervalued stocks. Long-term investors recognize the market's fickle,
short-term nature and the importance of strict adherence to a disciplined,
long-term investment plan. We continue to buy and hold stocks we believe will
provide you with a margin of safety and favorable appreciation potential. We
greatly appreciate the confidence you have shown in us and remain committed to
helping you toward your long- term investment goals.

Sincerely yours,

/s/ Jeff Busby

Jeff Busby
President
Brandes Institutional International Equity Fund

3
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

VALUE OF $1,000,000 VS.
MORGAN STANLEY CAPITAL INTERNATIONAL EAFE (EUROPE,
AUSTRALASIA AND FAR EAST) INDEX

Average Annual Total Return Period Ended April 30, 2000

1 Year ..................................... 23.22%
Since Inception (January 2, 1997) .......... 24.21%

Brandes Institutional
MSCI EAFE Index International Equity Fund
--------------- -------------------------
Jan-97 1,000,000 1,000,000
Apr-97 999,508 1,062,390
Jul-97 1,141,429 1,227,313
Oct-97 1,029,617 1,165,658
Jan-98 1,075,025 1,239,346
Apr-98 1,188,564 1,411,524
Jul-98 1,203,832 1,402,611
Oct-98 1,128,926 1,317,408
Jan-99 1,229,938 1,420,794
Apr-99 1,301,420 1,666,099
Jul-99 1,320,645 1,731,215
Oct-99 1,388,955 1,768,213
Jan-00 1,466,692 1,968,796
Apr-00 1,482,228 2,052,275

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE PERFORMANCE.

The MSCI EAFE Index is an unmanaged index that is a generally accepted benchmark
for major overseas markets. The MSCI EAFE Index consists of securities listed on
exchanges in European, Australasian and Far Eastern markets and includes
dividends and distributions, but does not reflect fees, brokerage commissions,
or other expenses of investing. The Index weightings represent the relative
capitalizations of the major overseas markets included in the index on a U.S.
dollar adjusted basis.

4
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

SCHEDULE OF INVESTMENTS AT APRIL 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------
COMMON STOCKS: 96.9% Shares Value
--------------------------------------------------------------------------------
BRAZIL: 5.7%
Banco Bradesco S.A. Sponsored ADR .................. 474,600 $ 3,471,794
Centrais Eletricas Brasileiras S.A. Sponsored ADR .. 538,130 3,996,207
Centrais Geradoras do Sul do Brasil S.A. ADR* ...... 20,613 89,675
Companhia Cervejaria Brahma Sponsored ADR .......... 293,040 4,542,120
Petroleo Brasileiro S.A. ADR ....................... 179,990 4,264,215
Telecelular Sul Participacoes ADR .................. 1,309 50,560
Telecentro Oeste Celular ADR ....................... 4,363 50,175
Telecentro Sul Participacoes ADR ................... 2,618 166,898
Telecomunicacoes De Sao Paulo S.A .................. 13,090 330,522
Teleleste Celular Participacoes ADR ................ 261 10,701
Telemig Celular Participacoes ADR .................. 654 38,259
Telenordeste Celular Participacoes ADR ............. 654 34,008
Telenorte Celular Participacoes ADR ................ 261 11,924
Telenorte Leste Participacoes ADR .................. 14,623 260,467
Telesp Celular Partcipacoes ADR .................... 5,236 231,039
------------
17,548,564
------------
CHINA: 1.1%
PetroChina Co., Ltd.* .............................. 22,128,000 3,436,478
------------
DENMARK: 2.0%
Den Danske Bank Group .............................. 62,120 6,182,946
------------
FRANCE: 8.3%
Alcatel Alsthom Group .............................. 43,800 10,168,796
Eridania Beghin-Say S.A ............................ 32,500 2,688,212
Compagnie Generale des Establissements Michelin .... 187,100 6,217,595
Total Fina S.A ..................................... 42,239 6,418,377
------------
25,492,980
------------
GERMANY: 5.7%
BASF AG ............................................ 83,000 3,631,001
Bayerische Motoren Werke AG ........................ 145,300 3,809,897
Deutsche Telekom AG ................................ 65,300 4,268,674
Muenchener Rueckversicherun Namensaktie ............ 20,100 5,901,754
------------
17,611,326
------------

5
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

SCHEDULE OF INVESTMENTS AT APRIL 30, 2000 (UNAUDITED) - (CONTINUED)
--------------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------------
HONG KONG/CHINA: 4.0%
Jardine Matheson Holdings Ltd. ..................... 1,235,358 $ 4,941,432
Swire Pacific Ltd. ................................. 1,304,000 7,366,035
------------
12,307,467
------------
IRELAND: 1.3%
Bank of Ireland .................................... 614,000 4,136,702
------------
ITALY: 3.0%
ENI S.p.A .......................................... 939,000 4,676,408
Telecom Italia S.p.A ............................... 323,200 4,525,673
------------
9,202,081
------------
JAPAN: 15.4%
Canon, Inc. ........................................ 52,000 2,376,426
Daiichi Pharmaceutical Co., Ltd. ................... 226,000 3,884,624
Daiwa House Industry Co., Ltd. ..................... 364,000 2,424,531
Hitachi Ltd. ....................................... 612,800 7,313,094
Japan Tobacco Inc. ................................. 2,000 1,470,928
Komatsu Ltd. ....................................... 703,000 3,381,852
Matsushita Electric Works, Ltd. .................... 204,000 5,397,473
Mitsubishi Heavy Industries, Ltd. .................. 2,202,000 6,844,697
Nippon Mitsubishi Oil Co., Ltd. .................... 1,383,000 4,785,042
The Tokio Marine & Fire Insurance Co., Ltd. ........ 986,400 9,618,090
------------
47,496,757
------------
MEXICO: 2.3%
Telefonos de Mexico S.A. Class L Sponsored ADR ..... 122,640 7,212,765
------------
NETHERLANDS: 3.0%
ING Groep N.V ...................................... 167,413 9,148,300
------------
NEW ZEALAND: 1.7%
Telecom New Zealand ................................ 1,227,661 5,188,095
------------
PORTUGAL: 1.6%
Portugal Telecom ................................... 435,645 4,866,677
------------

6
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

SCHEDULE OF INVESTMENTS AT APRIL 30, 2000 (UNAUDITED) - (CONTINUED)
--------------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------------
SINGAPORE: 2.5%
The Development Bank of Singapore Ltd. ............. 557,069 $ 7,670,005
------------
SOUTH AFRICA: 2.0%
De Beers Centenary Linked Unit ..................... 283,710 5,819,062
Iscor Ltd. ......................................... 117,911 260,984
------------
6,080,046
------------
SOUTH KOREA: 1.1%
Korea Electric Power Corp. ......................... 211,000 3,455,125
------------
SPAIN: 1.3%
Argentaria, Caja Postal Banco
Hipotecario de Espana S.A ........................ 243,300 3,322,675
Union Electrica Fenosa S.A ......................... 39,400 755,814
------------
4,078,489
------------
SWITZERLAND: 3.2%
Nestle S.A ......................................... 3,800 6,712,767
Swisscom AG ........................................ 9,200 3,250,392
------------
9,963,159
------------
UNITED KINGDOM: 30.1%
Allied Domecq Plc .................................. 125,000 611,288
Allied Zurich Plc .................................. 997,720 9,882,317
BOC Group Plc ...................................... 124,200 2,039,699
British Aerospace Plc .............................. 997,000 6,103,235
British American Tobacco Plc ....................... 1,287,620 7,767,310
British Energy Plc ................................. 536,192 1,424,555
British Telecommunications Plc ..................... 106,000 1,895,619
Cadbury Schweppes Plc .............................. 608,487 4,150,368
Corus Group Plc .................................... 1,418,000 1,894,732
Diageo Plc ......................................... 1,095,683 8,843,805
HSBC Holdings Plc .................................. 517,400 5,778,996
Imperial Chemical Industries Plc ................... 179,940 1,537,659
Invensys Plc ....................................... 1,217,359 5,816,176
Marks & Spencer Plc ................................ 1,628,000 5,937,804
National Power Plc ................................. 1,231,000 5,565,720

7
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

Principal
SHORT-TERM INVESTMENTS: 3.1% Amount
--------------------------------------------------------------------------------
REPURCHASE AGREEMENT: 3.1%
Investors Bank & Trust Co., Repurchase Agreement,
4.940%, dated 4/28/2000, due 5/1/2000,
[collateralized by $10,224,000 Federal National
Mortgage Association 94-15 FC, 5.440%, due
06/25/2023 and by $1,284,000 Government National
Mortgage Association Pool # 8217, 6.375%, due
06/20/2023, (Combined market value $10,107,403)]
(Proceeds $9,630,052) (cost $9,626,089)............. $9,626,089 9,626,089
------------
TOTAL INVESTMENTS IN SECURITIES
(cost $293,491,496**) 100.0% ..................... 308,162,070
Liabilities in excess of Other Assets: (0.0%) (129,934)
------------
NET ASSETS: 100.0% $308,032,136
============

* Non-income producing security.
** At April 30, 2000, the basis of investments for federal income tax purposes
was the same as for financial reporting purposes.

Unrealized appreciation and depreciation were as follows:
Gross unrealized appreciation $ 43,504,822
Gross unrealized depreciation (28,834,248)
------------
Net unrealized appreciation $ 14,670,574
============

See accompanying Notes to Financial Statements.

8
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

SCHEDULE OF INVESTMENTS BY INDUSTRY AT APRIL 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------

PERCENT OF
INDUSTRY NET ASSETS
-------- ----------
Aircraft........................................................ 2.0%
Automobile...................................................... 1.2
Banking......................................................... 10.4
Beverages & Tobacco............................................. 8.5
Business Services............................................... 9.7
Chemicals....................................................... 2.3
Communications Equipments & Services............................ 7.7
Electrical & Electronics........................................ 4.9
Food & Household Products....................................... 10.0
Insurance....................................................... 6.1
Machinery & Engineering......................................... 7.7
Metals-Steel.................................................... 0.7
Minerals........................................................ 1.9
Oil & Gas....................................................... 4.1
Pharmaceutical.................................................. 1.3
Retail Stores................................................... 3.4
Telecommunications.............................................. 6.0
Tires & Inner Tubes............................................. 2.0
Utilities-Electrical & Gas...................................... 7.0
------
TOTAL COMMON STOCKS............................................. 96.9
SHORT-TERM INVESTMENTS.......................................... 3.1
------

TOTAL INVESTMENTS IN SECURITIES................................. 100.0
Liabilities in excess of Other Assets........................... (0.0)
------
NET ASSETS...................................................... 100.0%
======

See accompanying Notes to Financial Statements.

9
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

STATEMENT OF ASSETS AND LIABILITIES AT APRIL 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------
ASSETS
Investments in securities, at value (cost $293,491,496) ...... $308,162,070
Receivables:
Securities sold ............................................ 3,134,702
Dividends and interest ..................................... 1,843,489
Securities lending income .................................. 109,400
Tax reclaim ................................................ 153,105
Prepaid expenses ............................................. 14,566
Deferred organization costs .................................. 6,322
------------
Total assets ............................................. 313,423,654
------------
LIABILITIES
Payables:
Due to custodian (foreign cash) ............................ 3,067,156
Securities purchased ....................................... 1,944,023
Due to advisor ............................................. 239,848
Unrealized loss on forward currency contracts .............. 32,094
Accrued expenses ............................................. 108,397
------------
Total liabilities ........................................ 5,391,518
------------
NET ASSETS ................................................... $308,032,136
============
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE
($308,032,136/14,589,874 shares outstanding; unlimited
number of shares authorized without par value) ........... $ 21.11
============
COMPONENTS OF NET ASSETS
Paid-in capital .............................................. $239,885,223
Accumulated net investment income ............................ 2,168,485
Accumulated net realized gain on investments
and foreign currency ....................................... 51,358,537
Net unrealized appreciation (depreciation) on:
Investments ................................................ 14,670,574
Foreign currency ........................................... (50,683)
------------
Net assets ............................................... $308,032,136
============

See accompanying Notes to Financial Statements.

10
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED APRIL 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------
INVESTMENT INCOME
Income
Dividends (net of foreign tax withheld of $287,704) ........ $ 3,385,221
Interest ................................................... 387,464
------------
Total income ........................................... 3,772,685
------------
Expenses
Advisory fees .............................................. 1,406,750
Custody fees ............................................... 70,378
Administration fees ........................................ 68,653
Auditing fees .............................................. 19,140
Accounting fees ............................................ 18,521
Transfer agent fees ........................................ 15,546
Printing ................................................... 12,937
Legal fees ................................................. 8,951
Registration expense ....................................... 8,410
Trustee fees ............................................... 7,980
Amortization of deferred organization costs ................ 1,449
Insurance expense .......................................... 1,300
Miscellaneous .............................................. 5,928
------------
Total expenses ........................................... 1,645,943
Less: fees waived ........................................ (17,976)
------------
Net expenses before interest ............................. 1,627,967
Add: Interest expense .................................... 3,171
------------
Net expenses ............................................. 1,631,138
------------
Net investment income .................................. 2,141,547
------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain on investments and foreign currency ...... 51,432,461
Net unrealized depreciation on investments
and foreign currency ..................................... (15,476,737)
------------
Net realized and unrealized gain on investments
and foreign currency ................................... 35,955,724
------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ... $ 38,097,271
============

See accompanying Notes to Financial Statements.

11
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

STATEMENT OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Six Months Ended Year Ended
April 30, 2000# October 31, 1999
------------ ------------
<S> <C> <C>
INCREASE IN NET ASSETS FROM:

OPERATIONS
Net investment income ........................................ $ 2,141,547 $ 2,400,994
Net realized gain on investments and foreign currency ........ 51,432,461 19,599,093
Net unrealized appreciation (depreciation) on investments
and foreign currency........................................ (15,476,737) 35,116,475
------------ ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........ 38,097,271 57,116,562
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income.................................... (2,436,583) (2,286,065)
From net realized gain ....................................... (19,619,447) (12,503,131)
------------ ------------
TOTAL DISTRIBUTIONS TO SHAREHOLDERS......................... (22,056,030) (14,789,196)
------------ ------------
CAPITAL SHARE TRANSACTIONS
Net increase in net assets derived from net
change in outstanding shares (a)............................ 56,867,929 32,780,430
------------ ------------
TOTAL INCREASE IN NET ASSETS ............................... 72,909,170 75,107,796

NET ASSETS
Beginning of period........................................... 235,122,966 160,015,170
------------ ------------
END OF PERIOD(including accumulated net investment income
of $2,168,485 and $2,463,521, respectively) ................ $308,032,136 $235,122,966
============ ============

(a) A summary of capital share transactions is as follows:

Six Months Ended Year Ended
April 30, 2000# October 31, 1999
--------------------------- ---------------------------
Shares Value Shares Value
------------ ------------ ------------ ------------
Shares sold ......................... 4,401,492 $ 93,344,652 6,037,117 $108,174,956
Shares issued on
reinvestment of distributions ..... 1,038,338 20,860,212 867,985 13,228,096
Shares redeemed ..................... (2,698,552) (57,336,935) (4,923,728) (88,622,622)
------------ ------------ ------------ ------------
NET INCREASE ........................ 2,741,278 $ 56,867,929 1,981,374 $ 32,780,430
============ ============ ============ ============
</TABLE>

# Unaudited

See accompanying Notes to Financial Statements.

12
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

FINANCIAL HIGHLIGHTS
FOR A CAPITAL SHARE OUTSTANDING THROUGHOUT EACH PERIOD
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Year Ended October 31, January 2, 1997*
Six Months Ended ---------------------- Through
April 30, 2000# 1999 1998 October 31, 1997
----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net asset value, beginning of period .. $ 19.84 $ 16.22 $ 14.57 $ 12.50
------- ------- ------- -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income ............. 0.15 0.20 0.21 0.17
Net realized and unrealized gain on
investments and foreign currency .. 2.95 4.91 1.66 1.90
------- ------- ------- -------
Total from investment operations ...... 3.10 5.11 1.87 2.07
------- ------- ------- -------
LESS DISTRIBUTIONS:
From net investment income ........ (0.20) (0.23) (0.07) 0.00
From net realized gain ............ (1.63) (1.26) (0.15) 0.00
------- ------- ------- -------
Total distributions ................... (1.83) (1.49) (0.22) 0.00
------- ------- ------- -------
Net asset value, end of period ........ $ 21.11 $ 19.84 $ 16.22 $ 14.57
------- ------- ------- -------

Total return .......................... 16.08%*** 34.23% 13.01% 16.56%***

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (millions) .. $ 308.0 $ 235.1 $ 160.0 $ 51.1

RATIO OF EXPENSES TO AVERAGE NET ASSETS
INCLUDING INTEREST EXPENSE:
Before fees waived ................ 1.17%** 1.30% 1.37% 1.76%**
After fees waived ................. 1.16%** 1.20% 1.20% 1.19%**

RATIO OF NET INVESTMENT INCOME TO
AVERAGE NET ASSETS:
Before fees waived ................ 1.52%** 1.09% 1.75% 0.84%**
After fees waived ................. 1.53%** 1.19% 1.92% 1.40%**

Portfolio turnover rate ............... 30.38%*** 32.31% 50.08% 27.40%***
</TABLE>

# Unaudited.
* Commencement of operations.
** Annualized.
*** Not annualized.

See accompanying Notes to Financial Statements.

13
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

The Brandes Institutional International Equity Fund (the "Fund") is a
series of shares of beneficial interest of Brandes Investment Trust (the
"Trust"). The Trust is registered under the Investment Company Act of 1940 (the
"1940 Act") as a diversified, open-end management investment company. The Fund
began operations on January 2, 1997. The Fund invests its assets primarily in
equity securities of foreign issuers with market capitalizations greater than $1
billion. The Fund seeks to achieve long-term capital appreciation.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently
followed by the Fund. These policies are in conformity with generally accepted
accounting principles.

A. SECURITY VALUATION. Securities traded on a national securities
exchange are valued at the last reported sale price at the close of
regular trading on each day the exchanges are open for trading
securities traded on an exchange for which there have been no sales
are valued at the mean between the bid and asked prices. Securities
for which quotations are not readily available are stated at their
respective fair values as determined in good faith by the Board of
Trustees.

U.S. Government securities with less than 60 days remaining to
maturity when acquired by the Fund are valued on an amortized cost
basis. U.S. Government securities with more than 60 days remaining to
maturity are valued at the current market value (using the mean
between the bid and asked prices) until the 60th day prior to
maturity, and are then valued at amortized cost based upon the value
on such date unless the Board determines during such 60-day period
that this amortized cost basis does not represent fair value.
Short-term investments are stated at cost, which when combined with
accrued interest, approximates market value.

Foreign securities are recorded in the financial statements after
translation to U.S. dollars based on the applicable exchange rate at
the end of the period. The Fund does not isolate that portion of the
results of operations arising as a result of changes in the currency
exchange rate from the fluctuations arising as a result of changes in
the market prices of investments during the period.

Interest income is translated at the exchange rates which existed at
the dates the income was accrued. Exchange gains and losses related to
interest income are included in interest income on the accompanying
Statement of Operations.

14
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BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - (CONTINUED)
--------------------------------------------------------------------------------

B. REPURCHASE AGREEMENTS. The Fund may enter into repurchase agreements
with government securities dealers recognized by the Federal Reserve
Board, with member banks of the Federal Reserve System or with such
other brokers or dealers that meet the credit guidelines established
by the Board of Trustees. The Fund will always receive and maintain,
as collateral, securities whose market value, including accrued
interest, will be at least equal to 100% of the dollar amount invested
by the Fund in each agreement, and the Fund will make payment for such
securities only upon physical delivery or upon evidence of book entry
transfer to the account of the custodian. To the extent that the term
of any repurchase transaction exceeds one business day, the value of
the collateral is marked-to-market on a daily basis to ensure the
adequacy of the collateral. If the seller defaults and the value of
the collateral declines, or if bankruptcy proceedings are commenced
with respect to the seller of the security, realization of the
collateral by the Fund may be delayed or limited.

C. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. The Fund may utilize
forward foreign currency exchange contracts ("forward contracts")
under which it is obligated to exchange currencies at specific future
dates.

D. SECURITY TRANSACTIONS, DIVIDENDS AND DISTRIBUTIONS. Security
transactions are accounted for on the trade date. The cost of
securities owned on realized transactions are relieved on the specific
identification basis. Dividend income and distributions to
shareholders are recorded on the ex-dividend date.

E. FEDERAL INCOME TAXES. The Fund intends to comply with the requirements
of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable income to its
shareholders. Therefore, no federal income tax provision is required.

F. DEFERRED ORGANIZATION COSTS. The Fund has incurred expenses of $14,570
in connection with its organization. These costs have been deferred
and are being amortized on a straight-line basis over a period of
sixty months from the date the Fund commenced investment operations.

G. CONCENTRATION OF RISK. As of April 30, 2000, the Fund held a
significant portion of its assets in foreign securities. Certain price
and foreign exchange fluctuations as well as economic and political
situations in the foreign jurisdictions could have an impact on the
Fund's net assets. It is the Trust's policy to continuously monitor
these off-balance sheet risks.

H. USE OF ESTIMATES. The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements. Actual
results could differ from those estimates.

15
<PAGE>
BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - (CONTINUED)
--------------------------------------------------------------------------------

I. SECURITIES LENDING. The Trust may temporarily loan securities to
brokers, dealers or other financial institutions in exchange for a
negotiated lender's fees. The lender's fees are applied as a reduction
of custodian fees. At all times the borrower fully collateralizes the
loans with cash, letters of credit or U.S. Government securities.

At April 30, 2000, the Fund loaned the following securities and has
received collateral valued as stated below:

Market Price Collateral
----------- -----------
BASF AG ......................................... $ 3,600,509 $ 3,806,514
Bayerische Motoren Werke AG ..................... 3,546,796 4,425,281
Centrais Eletricas Brasileiras S.A. Sponsored ADR 2,900,635 3,124,800
Deutsche Telekon AG ............................. 4,249,063 4,355,000
ENI S.p.A ....................................... 4,676,408 4,929,750
Korea Electric Power Corp. ...................... 3,451,850 3,583,600
Petroleo Brasileiro S.A. ADR .................... 4,264,215 4,499,750
Telecom Italia S.p.A ............................ 2,382,244 4,605,600
----------- -----------
Total ..................................... $29,071,720 $33,330,295
=========== ===========

NOTE 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Brandes Investment Partners, L.P. (The "Advisor") provides the Fund with
investment management services under an Investment Advisory Agreement. The
Advisor furnishes all investment advice, office space and certain administrative
services, and provides certain personnel needed by the Fund. As compensation for
its services, the Advisor is entitled to a monthly fee at the annual rate of
1.00% based upon the average daily net assets of the Fund. For the six months
ended April 30, 2000, the Fund incurred $1,406,750 in advisory fees.

The Fund is responsible for its own operating expenses. The Advisor has
agreed to limit the Fund's total operating expenses by reducing all or a portion
of its fees and reimbursing the Fund for expenses, excluding interest, so that
its ratio of expenses to average net assets will not exceed 1.20%. Effective
October 31, 1998, the Advisor agreed to amend the expense reimbursement
agreement to limit the period within which the Advisor may recoup the amounts
waived, to no later than October 31, 2003. In addition, the possible recapture
period of any fees waived and/or Fund expenses absorbed in each year subsequent
to 1998 will be limited to five years from the year of the reimbursement. Any
fee waived and/or any Fund expense absorbed by the Advisor pursuant to an agreed
upon expense cap shall be reimbursed by the Fund to the Advisor, if so requested

16
<PAGE>
BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - (CONTINUED)
--------------------------------------------------------------------------------

by the Advisor, provided the aggregate amount of the Fund's current operating
expenses for such fiscal year does not exceed the applicable limitation on Fund
expenses. For the six months ended April 30, 2000, the Advisor waived fees of
$17,976. At April 30, 2000, the cumulative unreimbursed amount paid and/or
waived by the Advisor on behalf of the Fund is $569,238. The Advisor may
recapture $351,678 of the above amount no later than October 31, 2003, $199,584
no later than October 31, 2004 and $17,976 no later than October 31, 2005. The
Fund must pay its current ordinary operating expenses before the Advisor is
entitled to any reimbursement. Any such reimbursement is also contingent upon
Board of Trustees review and approval prior to the time the reimbursement is
initiated.

Investment Company Administration, L.L.C. (the "Administrator") acts as the
Fund's Administrator under an Administration Agreement. The Administrator
prepares various federal and state regulatory filings, prepares reports and
materials to be supplied to the Trustees; monitors the activities of the Fund's
custodian, transfer agent and accountants; coordinates the preparation and
payment of Fund expenses and reviews the Fund's expense accruals. For its
services, the Administrator receives an annual fee at the rate of 0.05% of
average daily net assets for the first $250 million in net assets, 0.04% of
average daily net assets for the next $250 million in net assets and 0.03% in
excess of $500 million of the Fund's average daily net assets, subject to a
minimum of $40,000 per annum. For the six months ended April 30, 2000, the fund
incurred $68,653 in such fees.

First Fund Distributors, Inc. (the "Distributor") acts as the Fund's
principal underwriter in a continuous public offering of the Fund's shares. The
Distributor is an affiliate of the Administrator.

Certain officers of the Fund are also officers and/or Trustees of the
Advisor, Administrator and Distributor.

NOTE 4 - PURCHASES AND SALES OF SECURITIES

For the six months ended April 30, 2000, the cost of purchases and the
proceeds from sales of securities, excluding short-term investments, were
$115,245,399 and $83,044,343, respectively.

NOTE 5 - FORWARD FOREIGN CURRENCY CONTRACTS

At April 30, 2000, the Fund had entered into forward foreign currency
contracts which obligated the Fund to exchange currencies at specified future
dates. Forward foreign currency contracts are valued at the forward rate, and
are market to market at the end of each period. At the maturity of a forward
contract, the Fund may either make delivery of the foreign currency from
currency held, if any, or from the proceeds of the portfolio securities sold, or
it may terminate its obligation to deliver the foreign currency

17
<PAGE>
BRANDES INSTITUTIONAL INTERNATIONAL EQUITY FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - (CONTINUED)

at any time by purchasing an offsetting contract. The Fund could be exposed to
the risk that the counterparties to the contracts are unable to meet the terms
of their contracts. Open forward foreign currency exchanges contracts at April
30, 2000 were as follows:

Foreign Currency
Delivery Currency Currency to Value in Unrealized
Date Deliverable be Received U.S.$ Gain/(Loss)
---- ----------- ----------- ---------- -----------
5/01/00 Euro Dollar 11,133 $ 10,128 $ 128
5/04/00 British Pound 1,227,236 1,906,811 (32,222)
---------- --------
$1,916,939 $(32,094)
========== ========

18
<PAGE>
ADVISOR
Brandes Investment Partners, L.P.
12750 High Bluff Drive
San Diego, California 92130
800.331.2979

DISTRIBUTOR
First Fund Distributors, Inc.
4455 East Camelback Road
Suite 261E
Phoenix, Arizona 85018

TRANSFER AGENT
Investors Bank & Trust Co.
200 Clarendon Street, 16th Floor
Boston, Massachusetts 02116

AUDITORS
Ernst & Young LLP
515 South Flower Street
Los Angeles, California 90071

LEGAL COUNSEL
Paul, Hastings, Janofsky & Walker LLP
555 South Flower Street
Los Angeles, California 90071

This report is intended for shareholders of the Brandes Institutional
International Equity Fund and may not be used as sales literature unless
preceded or accompanied by a current prospectus.

Past performance results shown in this report should not be considered a
representation of future performance. Share price and returns will fluctuate so
that shares, when redeemed, may be worth more or less than their original cost.
Statements and other information herein are dated and are subject to change.