WARBURG PINCUS EMERGING MARKETS FUND INC
N-30D, 2001-01-09
Previous: RESIDENTIAL ASSET SECURITIES CORP, S-3/A, EX-5, 2001-01-09
Next: MEADOW VALLEY CORP, SC 13G/A, 2001-01-09





                                [GRAPHIC OMITTED]

                              WARBURG PINCUS FUNDS
                     PART OF CREDIT SUISSE ASSET MANAGEMENT

                                     ANNUAL
                                     REPORT
                                OCTOBER 31, 2000

                                 WARBURG PINCUS
                              EMERGING MARKETS FUND
                              (INSTITUTIONAL CLASS)

More complete information about the Fund, including charges and expenses, is
provided in the PROSPECTUS, which must precede or accompany this document and
which should be read carefully before investing. You may obtain additional
copies by calling 800-WARBURG (800-927-2874) or by writing to Warburg Pincus
Funds, P.O. Box 9030, Boston, MA 02205-9030.

Credit Suisse Asset Management Securities,  Inc., Distributor, is located at 466
Lexington  Ave.,  New York, NY  10017-3147.  Warburg Pincus Funds are advised by
Credit Suisse Asset Management, LLC.

                                     <PAGE>


FROM TIME TO TIME, THE FUND'S INVESTMENT ADVISER AND CO-ADMINISTRATORS MAY WAIVE
SOME FEES AND/OR  REIMBURSE SOME EXPENSES,  WITHOUT WHICH  PERFORMANCE  WOULD BE
LOWER. WAIVERS AND/OR REIMBURSEMENTS ARE SUBJECT TO CHANGE.


RETURNS ARE  HISTORICAL AND INCLUDE  CHANGE IN SHARE PRICE AND  REINVESTMENT  OF
DIVIDENDS AND CAPITAL GAINS.  PAST PERFORMANCE  CANNOT GUARANTEE FUTURE RESULTS.
RETURNS AND SHARE PRICE WILL FLUCTUATE, AND REDEMPTION VALUE MAY BE MORE OR LESS
THAN ORIGINAL COST.


INTERNATIONAL INVESTING ENTAILS SPECIAL RISK CONSIDERATIONS,  INCLUDING CURRENCY
FLUCTUATIONS,  LOWER LIQUIDITY, ECONOMIC AND POLITICAL RISKS, AND DIFFERENCES IN
ACCOUNTING METHODS.


THE  VIEWS  OF THE  FUND'S  MANAGEMENT  ARE AS OF THE  DATE  OF THE  LETTER  AND
PORTFOLIO  HOLDINGS DESCRIBED IN THIS DOCUMENT ARE AS OF OCTOBER 31, 2000; THESE
VIEWS AND PORTFOLIO HOLDINGS MAY HAVE CHANGED SUBSEQUENT TO THESE DATES. NOTHING
IN THIS DOCUMENT IS A RECOMMENDATION TO PURCHASE OR SELL SECURITIES.


FUND  SHARES  ARE NOT  DEPOSITS  OR OTHER  OBLIGATIONS  OF CREDIT  SUISSE  ASSET
MANAGEMENT  ("CSAM")  OR ANY  AFFILIATE,  ARE  NOT  FDIC  INSURED  AND  ARE  NOT
GUARANTEED BY CSAM OR ANY AFFILIATE.  FUND INVESTMENTS ARE SUBJECT TO INVESTMENT
RISKS, INCLUDING LOSS OF YOUR INVESTMENT.

                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
ANNUAL INVESTMENT ADVISER'S REPORT -- OCTOBER 31, 2000
--------------------------------------------------------------------------------

                                                                December 6, 2000
Dear Shareholder:

   For the period February 11, 2000  (inception  date) through October 31, 2000,
the  Institutional  Class shares of Warburg Pincus  Emerging  Markets Fund had a
loss of 36.54%,  vs. a loss of 27.15% for the Morgan  Stanley  Emerging  Markets
Free Index.

   The period was a volatile and  ultimately  negative  one for  emerging  stock
markets.  The group initially  rallied,  buoyed by optimism over global economic
growth and a dissipation  of "Y2K" computer bug worries  (emerging  markets were
believed to be quite vulnerable to the potential glitch).  However,  turmoil hit
these stocks in April and May,  reflecting  concerns over interest  rates within
developed markets and a sharp downturn in the NASDAQ, the technology-heavy  U.S.
stock index.  These  factors  curbed  investors'  appetite  for risk,  to put it
mildly. Emerging stock markets languished over the remainder of the period, with
rising energy costs and a weakening euro adding to the uncertainty.

   Against  this  backdrop,  the  Fund  had a loss,  hindered  by the  difficult
environment  for emerging stock markets and by weakness in certain  areas,  most
specifically the  telecommunications and electronics sectors. In terms of sector
attribution,  factors that supported the Fund included well-timed overweightings
in China, Mexico and Turkey.

   We made few major  changes  to the Fund  during the  period  with  respect to
regional  emphasis.  Our primary focus was on Asia, with a continued emphasis on
North Asian  economies,  most  specifically  South Korea,  Taiwan and China. Our
favorable  view on these  markets is based on their  potential  to benefit  from
rising export demand, in particular for software and semiconductor  products. In
addition,  we believe that valuations on a number of stocks here are compelling,
both in  absolute  terms  and  compared  to  emerging-market  technology  stocks
broadly.  We generally  continued to avoid Southeast  Asia,  reflecting the more
attractive stocks we saw elsewhere from a risk/reward perspective.

   We ended the period with an underweighting in Eastern/Central  Europe,  based
on our general concerns over the region's  vulnerability to a weak euro and high
oil prices.  However,  we maintained an overweighting in Turkey,  reflecting our
optimism  over the  country's  ongoing  International  Monetary  Fund-sanctioned
financial  reforms (though we scaled back this position late in the period based
on valuation  considerations).  We also established a modest position in Russia,
where we believe the macroeconomic and

                                        1
                                     <PAGE>




WARBURG PINCUS EMERGING MARKETS FUND
ANNUAL INVESTMENT ADVISER'S REPORT -- OCTOBER 31, 2000 (CONT'D)
--------------------------------------------------------------------------------

political   environment   is   improving,   some   near-term    financial-market
uncertainties  notwithstanding.  One  weighting  we pared  during the period was
Hungary, where we saw declining potential for positive market catalysts.

   Our Latin America exposure  remained  concentrated on Mexico and Brazil,  the
region's  dominant  economies.  We raised our Mexican weighting in late June, in
the belief that its market had fully  discounted any  unfavorable  July election
results.  We then pared our weighting back to a roughly  neutral  position after
the market rallied on the victory of the reform-minded  opposition candidate. We
ended the period with a modest  overweighting in Brazil, which stands to benefit
from an improving inflation and interest-rate backdrop. Elsewhere in the region,
we established a small position in Chile.

   With regard to sector allocation, areas of emphasis for the Fund continued to
include  information-technology  ("IT") companies, a number of which in our view
have good longer-term  prospects.  Our IT holdings remained concentrated in Asia
and Israel.  We ended the period  with an  overweighting  in  telecommunications
services,  where our holdings  included Asian cellular stocks and Latin American
fixed-line names. Within the financial segment,  our focus was on companies that
stand to benefit from financial and economic reforms, particularly within Europe
and Latin America.

   Looking  ahead,  emerging  markets could remain weak over the next few months
and perhaps  beyond.  Clearly,  investors  are concerned  that a slowing  global
economy will hamper the group's earnings  prospects,  especially  within certain
areas. In addition,  ongoing volatility in the technology area could continue to
suppress  investors'  risk  tolerance.  However,  we see  grounds  for  optimism
regarding these markets over the longer term. The group's  valuations  currently
range from reasonable to very compelling. Indeed, we believe that a large number
of these stocks have been  oversold,  priced to a "worst case"  scenario in many
cases.  Barring  another  surge  in  oil  prices  or a  recession  in  developed
economies,  this stands to draw increased  investor  attention to the group. For
our  part,  we will  continue  to  focus  on  markets  where  we see  attractive
valuations,   potential  for  strong  domestic  liquidity  and  some  degree  of
insulation from global concerns.

Richard Watt
Portfolio Manager

   INTERNATIONAL  INVESTING  ENTAILS  SPECIAL  RISK  CONSIDERATIONS,   INCLUDING
CURRENCY  FLUCTUATIONS,  LOWER  LIQUIDITY,  ECONOMIC AND  POLITICAL  RISKS,  AND
DIFFERENCES  IN ACCOUNTING  METHODS;  THESE RISKS ARE GENERALLY  HEIGHTENED  FOR
EMERGING-MARKET INVESTMENTS.  THESE ARE DETAILED IN THE FUND'S PROSPECTUS, WHICH
SHOULD BE READ CAREFULLY BEFORE INVESTING.

                                        2
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
ANNUAL INVESTMENT ADVISER'S REPORT -- OCTOBER 31, 2000 (CONT'D)
--------------------------------------------------------------------------------

   GROWTH OF $10,000 INVESTED IN INSTITUTIONAL CLASS SHARES OF WARBURG PINCUS
          EMERGING MARKETS FUND SINCE INCEPTION AS OF OCTOBER 31, 2000

   The  graph  below  illustrates  a  hypothetical   investment  of  $10,000  in
Institutional  Class shares of Warburg Pincus Emerging Markets Fund (the "Fund")
from February 11, 2000  (inception) to October 31, 2000,  compared to the Morgan
Stanley  Emerging Markets Free Index ("MS Emerging Markets Free Index")* for the
same time period.
                                  Total Return
                                Since Inception
                                    02/11/00
                          (Institutional Class shares)
                                    -36.54%

                                [GRAPHIC OMITTED]
     EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC AS FOLLOWS:

                              MS Emerging
                               Markets
                   Fund       Free Index
                  --------    ----------
02/11/00          10000        10000
03/31/00           9074.1      10049
04/30/00           7959.07      9096.35
05/31/00           7762.8       8720.68
06/30/00           8029.38      9027.64
07/31/00           7643.97      8563.62
08/31/00           7665.07      8605.58
09/30/00           6809.34      7854.32
10/31/00           6346.3       7284.88

                                         FUND
                                         ----
Total Return Since Inception
   (2/11/00 to 9/30/00) .............  -31.91%

------------
*  The Morgan  Stanley  Emerging  Markets Free Index is a  market-capitalization
   weighted index of emerging-market countries determined by Morgan Stanley. The
   index includes only those countries open to non-local investors.

                                        3
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                              <C>      <C>
COMMON STOCKS (87.9%)
BRAZIL (10.8%)
ENERGY (2.6%)
    Petroleo Brasileiro SA ADR (Common shares) (1)               22,200   $  645,187
    Petroleo Brasileiro SA ADR (Preference shares)               37,300      989,177
                                                                          ----------
                                                                           1,634,364
                                                                          ----------
FOOD & DRUG RETAILING (1.3%)
    Companhia Brasileira de Distribuicao
      Grupo Pao de Acucar ADR                                    23,700      844,312
                                                                          ----------
FOOD, BEVERAGE & TOBACCO (1.6%)
    Companhia de Bebidas das Americas (Ambev) ADR                44,875    1,012,492
                                                                          ----------
MATERIALS (1.3%)
    Companhia Vale do Rio Doce ADR                               36,000      841,500
                                                                          ----------
TELECOMMUNICATION SERVICES (3.5%)
    Embratel Participacoes SA ADR                                56,500      914,594
    Tele Norte Leste Participacoes SA ADR                        59,455    1,315,442
                                                                          ----------
                                                                           2,230,036
                                                                          ----------
UTILITIES (0.5%)
    Centrais Electricas Brasileiras ADR                          33,600      298,425
                                                                          ----------
    TOTAL BRAZIL                                                           6,861,129
                                                                          ----------
CHILE (1.5%)
FOOD & DRUG RETAILING (0.4%)
    Distribucion y Servicio SA ADR                               15,400      275,275
                                                                          ----------
FOOD, BEVERAGE & TOBACCO (0.5%)
    Compania Cervecerias Unidas SA ADR (1)                       15,000      289,688
                                                                          ----------
TELECOMMUNICATION SERVICES (0.0%)
    Companhia de Telecomunicaciones de Chile SA ADR (1)             100        1,525
                                                                          ----------
UTILITIES (0.6%)
    Enersis SA ADR (1)                                           21,400      379,850
                                                                          ----------
    TOTAL CHILE                                                              946,338
                                                                          ----------
CHINA (5.4%)
ENERGY (1.8%)
    PetroChina Co., Ltd.                                      5,348,000    1,124,619
                                                                          ----------
REAL ESTATE (0.1%)
    China Resources Enterprises Co., Ltd.                        40,000       45,135
                                                                          ----------
TELECOMMUNICATION SERVICES (2.0%)
    China Unicom ADR (1)                                         63,265    1,296,933
                                                                          ----------
TRANSPORTATION (0.6%)
    Guangshen Railway Co., Ltd.                               3,121,476      380,236
                                                                          ----------
UTILITIES (0.9%)
    Huaneng Power International, Inc. ADR                        36,700      559,675
                                                                          ----------
    TOTAL CHINA                                                            3,406,598
                                                                          ----------
</TABLE>

                 See Accompanying Notes to Financial Statements.

                                        4
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                             <C>       <C>
COMMON STOCKS (CONT'D)
EGYPT (0.0%)
BANKS (0.0%)
    Commercial International Bank, Ltd.                              26   $      228
                                                                          ----------
    TOTAL EGYPT                                                                  228
                                                                          ----------
GREECE (2.8%)
BANKS (1.2%)
    Alpha Credit Bank                                            20,705      763,644
                                                                          ----------
TELECOMMUNICATION SERVICES (1.6%)
    Hellenic Telecommunication Organization SA ADR              113,200      990,500
                                                                          ----------
    TOTAL GREECE                                                           1,754,144
                                                                          ----------
HONG KONG (5.9%)
AUTOMOBILES & COMPONENTS (0.1%)
    Denway Motors, Ltd. (1)                                     428,000       69,149
                                                                          ----------
CAPITAL GOODS (1.3%)
    Citic Pacific, Ltd.                                         212,000      850,844
                                                                          ----------
CONSUMER DURABLES & APPAREL (0.1%)
    Guangdong Kelon Electrical Holdings Co., Ltd.                40,738        7,574
    Li & Fung, Ltd.                                              20,000       37,185
                                                                          ----------
                                                                              44,759
                                                                          ----------
DIVERSIFIED FINANCIALS (0.0%)
    Beijing Enterprises Holding Co.                              11,100       10,105
                                                                          ----------
TECHNOLOGY HARDWARE & EQUIPMENT (1.3%)
    Legend Holdings, Ltd.                                       944,000      798,888
                                                                          ----------
TELECOMMUNICATION SERVICES (3.1%)
    China Mobile, Ltd. (1)                                        2,500       16,108
    China Mobile, Ltd. ADR (1)                                   64,400    1,972,250
                                                                          ----------
                                                                           1,988,358
                                                                          ----------
    TOTAL HONG KONG                                                        3,762,103
                                                                          ----------
HUNGARY (1.3%)
BANKS (0.5%)
    OTP Bank RT                                                   5,364      248,497
    OTP Bank RT ADR                                               1,400       64,858
                                                                          ----------
                                                                             313,355
                                                                          ----------
PHARMACEUTICALS & BIOTECHNOLOGY (0.2%)
    Gedeon Richter                                                3,000      144,750
                                                                          ----------
TELECOMMUNICATION SERVICES (0.6%)
    Matav RT ADR                                                 14,800      347,800
                                                                          ----------
    TOTAL HUNGARY                                                            805,905
                                                                          ----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                        5
                                     <PAGE>

WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                              <C>      <C>
COMMON STOCKS (CONT'D)
INDIA (3.6%)
AUTOMOBILES & COMPONENTS (0.2%)
    Mahindra & Mahindra, Ltd. (1)                                 1,750   $    4,787
    Mahindra and Mahindra, Ltd. GDR                              31,400       86,350
                                                                          ----------
                                                                              91,137
                                                                          ----------
BANKS (0.3%)
    State Bank of India, Ltd. GDR                                32,100      216,675
                                                                          ----------
CAPITAL GOODS (0.0%)
    Larsen & Toubro, Ltd.                                         2,093        6,621
    Larsen & Toubro, Ltd. GDR                                     1,800       11,340
                                                                          ----------
                                                                              17,961
                                                                          ----------
DIVERSIFIED FINANCIALS (0.0%)
    Morgan Stanley India Investment Fund, Inc. (1)                  100        1,056
                                                                          ----------
ENERGY (0.2%)
    Hindustan Petroleum Corp., Ltd.                              32,400       73,989
    Reliance Industries, Ltd.                                     4,659       30,157
                                                                          ----------
                                                                             104,146
                                                                          ----------
FOOD, BEVERAGE & TOBACCO (0.4%)
    ITC Agro-Tech, Ltd. GDR                                      15,200      275,880
                                                                          ----------
MATERIALS (1.1%)
    Grasim Industries, Ltd.                                         500        2,170
    Hindalco Industries, Ltd. GDR                                12,500      190,000
    Reliance Industries, Ltd. GDR                                36,804      493,174
                                                                          ----------
                                                                             685,344
                                                                          ----------
PHARMACEUTICALS & BIOTECHNOLOGY (0.2%)
    Ranbaxy Laboratories, Ltd. (1)                                7,200      124,200
                                                                          ----------
SOFTWARE & SERVICES (0.8%)
    Infosys Technologies, Ltd. ADR (1)                            3,500      481,250
    Pentamedia Graphics, Ltd.                                       200        1,487
    SSI, Ltd. (1)                                                 8,400       38,892
                                                                          ----------
                                                                             521,629
                                                                          ----------
TELECOMMUNICATION SERVICES (0.4%)
    Videsh Sanchar Nigam, Ltd. ADR                               30,800      227,150
                                                                          ----------
    TOTAL INDIA                                                            2,265,178
                                                                          ----------
ISRAEL (3.8%)
SOFTWARE & SERVICES (2.2%)
    Check Point Software Technologies, Ltd. (1)                   8,809    1,395,125
                                                                          ----------
TECHNOLOGY HARDWARE & EQUIPMENT (1.6%)
    Orbotech, Ltd. (1)                                           18,850      997,872
                                                                          ----------
    TOTAL ISRAEL                                                           2,392,997
                                                                          ----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                        6
                                     <PAGE>




WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                           <C>         <C>
COMMON STOCKS (CONT'D)
MALAYSIA (3.8%)
BANKS (1.3%)
    Malayan Banking BHD                                         211,000   $  844,027
                                                                          ----------
HOTELS RESTAURANTS & LEISURE (1.1%)
    Genting BHD                                                  77,405      197,593
    Resorts World                                               132,000      231,007
    Tanjong PLC                                                 130,000      242,902
                                                                          ----------
                                                                             671,502
                                                                          ----------
TECHNOLOGY HARDWARE & EQUIPMENT (0.6%)
    Digi.com BHD (1)                                            234,000      351,011
                                                                          ----------
UTILITIES (0.8%)
    Tenaga Nasional BHD                                         160,351      519,047
                                                                          ----------
    TOTAL MALAYSIA                                                         2,385,587
                                                                          ----------
MEXICO (10.4%)
BANKS (2.1%)
    Grupo Financiero Banamex Accival SA de CV Class O  (1)      408,444      634,205
    Grupo Financiero Bancomer SA de CV Class O (1)            1,154,810      714,350
                                                                          ----------
                                                                           1,348,555
                                                                          ----------
FOOD, BEVERAGE & TOBACCO (2.2%)
    Coca-Cola Femsa SA ADR                                       28,126      539,668
    Grupo Modelo SA de CV Class C                               321,143      855,691
                                                                          ----------
                                                                           1,395,359
                                                                          ----------
MATERIALS (0.5%)
    Cemex SA de CV ADR (1)                                       16,534      349,281
    Kimberly-Clark de Mexico SA de CV Class A                        17           43
                                                                          ----------
                                                                             349,324
                                                                          ----------
MEDIA (1.1%)
    Grupo Televisa SA (1)                                        12,700      687,388
                                                                          ----------
RETAILING (1.6%)
    Wal-Mart de Mexico SA de CV (1)                              42,000    1,011,579
                                                                          ----------
TELECOMMUNICATION SERVICES (2.9%)
    Telefonos de Mexico SA ADR                                   34,000    1,833,875
                                                                          ----------
    TOTAL MEXICO                                                           6,626,080
                                                                          ----------
POLAND (0.5%)
TELECOMMUNICATION SERVICES (0.5%)
    Telekomunikacja Polska SA                                    58,725      300,806
                                                                          ----------
    TOTAL POLAND                                                             300,806
                                                                          ----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                        7
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                             <C>       <C>
COMMON STOCKS (CONT'D)
RUSSIA (3.2%)
ENERGY (2.5%)
    Lukoil Holding ADR                                           16,700   $  891,780
    Surgutneftegaz ADR                                           50,700      651,495
                                                                          ----------
                                                                           1,543,275
                                                                          ----------
UTILITIES (0.7%)
    Unified Energy Systems ADR                                   37,200      470,580
                                                                          ----------
    TOTAL RUSSIA                                                           2,013,855
                                                                          ----------
SINGAPORE (0.0%)
BANKS (0.0%)
    Oversea-Chinese Banking Corp., Ltd.                             242        1,544
                                                                          ----------
MEDIA (0.0%)
    Singapore Press Holdings, Ltd.                                   39          558
                                                                          ----------
    TOTAL SINGAPORE                                                            2,102
                                                                          ----------
SOUTH AFRICA (7.5%)
BANKS (1.5%)
    Standard Bank Investment Corp., Ltd.                        266,671      934,945
                                                                          ----------
CAPITAL GOODS (1.1%)
    Imperial Holdings, Ltd. (1)                                 103,677      725,609
                                                                          ----------
DIVERSIFIED FINANCIALS (0.4%)
    Johnnic Holdings, Ltd.                                       19,993      227,479
                                                                          ----------
FOOD, BEVERAGE & TOBACCO (1.1%)
    South African Breweries PLC                                 120,223      720,527
                                                                          ----------
INSURANCE (1.4%)
    Liberty Group, Ltd. (1)                                     120,305      918,383
                                                                          ----------
MATERIALS (2.0%)
    Anglogold, Ltd.                                              14,101      401,100
    Anglo American Platinum Corp., Ltd.                           5,900      230,114
    De Beers Consolidated Mines, Ltd. ADR                        22,000      613,250
                                                                          ----------
                                                                           1,244,464
                                                                          ----------
    TOTAL SOUTH AFRICA                                                     4,771,407
                                                                          ----------
SOUTH KOREA (9.5%)
BANKS (1.9%)
    Housing & Commercial Bank of Korea                           39,017      938,155
    Housing & Commercial Bank of Korea GDR                        1,823       44,208
    Kookmin Bank                                                 18,700      213,722
                                                                          ----------
                                                                           1,196,085
                                                                          ----------
MATERIALS (0.6%)
    Pohang Iron & Steel Co., Ltd.                                 5,600      325,427
    Pohang Iron & Steel Co., Ltd. ADR                             1,800       28,463
                                                                          ----------
                                                                             353,890
                                                                          ----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                        8
                                     <PAGE>

WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                           <C>         <C>
COMMON STOCKS (CONT'D)
SOUTH KOREA (cont'd)
TECHNOLOGY HARDWARE & EQUIPMENT (2.1%)
    Samsung Electro-Mechanics Co. (1)                             8,750   $  280,010
    Samsung Electronics Co., Ltd.                                 8,605    1,078,026
                                                                          ----------
                                                                           1,358,036
                                                                          ----------
TELECOMMUNICATION SERVICES (3.2%)
    Korea Telecom Corp.                                          12,047      709,606
    Korea Telecom Corp. ADR                                       1,800       66,375
    SK Telecom Co., Ltd.                                          5,937    1,265,733
                                                                          ----------
                                                                           2,041,714
                                                                          ----------
UTILITIES (1.7%)
    Korea Electric Power Corp. (1)                               45,510    1,016,258
    Korea Electric Power Corp. ADR (1)                            2,600       31,688
                                                                          ----------
                                                                           1,047,946
                                                                          ----------
    TOTAL SOUTH KOREA                                                      5,997,671
                                                                          ----------
TAIWAN (11.0%)
BANKS (1.8%)
    Bank Sinopac (1)                                            902,900      375,280
    Chinatrust Commercial Bank                                1,228,600      778,318
                                                                          ----------
                                                                           1,153,598
                                                                          ----------
CONSUMER DURABLES & APPAREL (1.6%)
    Far Eastern Textile, Ltd.                                 1,212,000      996,270
                                                                          ----------
MATERIALS (1.4%)
    China Steel Corp.                                           399,000      230,572
    Formosa Plastics Corp.                                      442,000      703,433
                                                                          ----------
                                                                             934,005
                                                                          ----------
TECHNOLOGY HARDWARE & EQUIPMENT (6.2%)
    Asustek Computer, Inc.                                      122,000      606,986
    Hon Hai Precision Industry                                   45,500      237,624
    Macronix International Co., Ltd. ADR (1)                      1,935       27,332
    Taiwan Semiconductor Manufacturing Co., Ltd. (1)            525,000    1,589,931
    Taiwan Semiconductor Manufacturing Co., Ltd. ADR (1)          1,000       22,688
    United Microelectronics Co., Ltd. (1)                       471,620      830,730
    Via Technologies, Inc. (1)                                   71,000      509,025
    Winbond Electronics Corp. (1)                               102,765       99,399
                                                                          ----------
                                                                           3,923,715
                                                                          ----------
    TOTAL TAIWAN                                                           7,007,588
                                                                          ----------
TURKEY (6.3%)
BANKS (2.2%)
    Dogan Yayin Holding AS (1)                               60,564,486      789,418
    Yapi Ve Kredi Bankasi AS (1)                             68,502,224      591,910
                                                                          ----------
                                                                           1,381,328
                                                                          ----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                        9
                                     <PAGE>

WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                          <C>          <C>
COMMON STOCKS (CONT'D)
TURKEY (cont'd)
CONSUMER DURABLES & APPAREL (0.6%)
    Vestel Elektronik Sanayi Ve Ticaret AS (1)                1,900,000  $   389,566
                                                                         -----------
DIVERSIFIED FINANCIALS (2.9%)
    Koc Holding AS                                            9,676,166      616,441
    Turkiye Is Bankasi AS Class C                            63,832,800    1,215,308
                                                                         -----------
                                                                           1,831,749
                                                                         -----------
TELECOMMUNICATION SERVICES (0.6%)
    Turkcell Iletisim Hizmetleri AS ADR (1)                      37,900      414,531
                                                                         -----------
    TOTAL TURKEY                                                           4,017,174
                                                                         -----------
UNITED STATES (0.6%)
SOFTWARE & SERVICES (0.6%)
    AsiaInfo Holdings, Inc. (1)                                  33,100      401,338
                                                                         -----------
    TOTAL UNITED STATES                                                      401,338
                                                                         -----------
TOTAL COMMON STOCKS (Cost $60,052,214)                                    55,718,228
                                                                         -----------
PREFERRED STOCKS (0.5%)
BRAZIL (0.5%)
BANKS (0.5%)
    Banco Itau SA (1)                                         3,837,808      298,633
                                                                         -----------
ENERGY (0.0%)
    Petroleo Brasileiro SA                                            1           27
                                                                         -----------
    TOTAL BRAZIL                                                             298,660
                                                                         -----------
TAIWAN (0.0%)
BANKS (0.0%)
    Taishin International Bank                                      735          225
                                                                         -----------
    TOTAL TAIWAN                                                                 225
                                                                         -----------
TOTAL PREFERRED STOCKS (Cost $303,917)                                       298,885
                                                                         -----------
</TABLE>
                 See Accompanying Notes to Financial Statements.

                                       10
                                     <PAGE>

WARBURG PINCUS EMERGING MARKETS FUND
SCHEDULE OF INVESTMENTS (CONT'D)--OCTOBER 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                 NUMBER
                                                                   OF
                                                                 SHARES     VALUE
                                                                 ------     -----
<S>                                                           <C>        <C>
RIGHT (0.0%)
THAILAND (0.0%)
TELECOMMUNICATION SERVICES (0.0%)
    TelecomAsia Corp. Public Co., Ltd. (Cost $0) 1              191,874  $         0
                                                                         -----------
SHORT TERM INVESTMENTS (5.8%)
    Institutional Money Market Trust                            604,224      604,224
    RBB Money Market Portfolio                                3,063,331    3,063,331
                                                                         -----------
TOTAL SHORT TERM INVESTMENTS (Cost $3,667,555)                             3,667,555
                                                                         -----------
TOTAL INVESTMENTS AT VALUE (94.2%) (Cost $64,023,686 (2))                 59,684,668

OTHER ASSETS IN EXCESS OF LIABILITIES (5.8%)                               3,700,902
                                                                         -----------
NET ASSETS (100.0%)                                                      $63,385,570
                                                                         ===========
</TABLE>

                            INVESTMENT ABBREVIATIONS
                       ADR = American Depository Receipt
                       GDR = Global Depository Receipt

--------------------------------------------------------------------------------
 (1) Non-income producing security.
 (2) Cost for federal income tax purposes is $65,384,434.

                 See Accompanying Notes to Financial Statements.

                                       11
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
STATEMENT OF ASSETS AND LIABILITIES
October 31, 2000
--------------------------------------------------------------------------------

ASSETS
    Investments at value (Cost - $64,023,686)                       $59,684,668
    Foreign currency (Cost - $2,905,212)                              2,816,158
    Receivable for investments sold                                      52,653
    Receivable for Fund shares sold                                   1,556,175
    Dividends, interest and reclaim receivable                           26,449
    Receivable from investment adviser                                   67,900
    Prepaid expenses and other assets                                    64,868
                                                                    -----------
      Total Assets                                                   64,268,871
                                                                    -----------
LIABILITIES
    Advisory fee payable                                                 54,721
    Administrative fee payable                                            2,611
    Directors' fee payable                                                2,826
    Payable for investments purchased                                   713,819
    Payable for Fund shares redeemed                                     40,091
    Accrued expenses payable                                             61,452
    Other liabilities                                                     7,781
                                                                    -----------
      Total Liabilities                                                 883,301
                                                                    -----------
NET ASSETS
    Capital stock, $0.001 par value                                       7,017
    Paid-in capital                                                 108,495,400
    Accumulated undistributed net investment income                     185,785
    Accumulated net realized loss from investments
      and foreign currency transactions                             (40,874,777)
    Net unrealized depreciation from investments
      and foreign currency translations                              (4,427,855)
                                                                    -----------
      Net Assets                                                    $63,385,570
                                                                    ===========
COMMON SHARES
    Net assets                                                      $60,481,869
                                                                    -----------
    Shares outstanding                                                6,696,304
                                                                    -----------
    Net asset value, offering price and
      redemption price per share                                    $      9.03
                                                                    ===========
ADVISOR SHARES
    Net assets                                                      $    66,421
                                                                    -----------
    Shares outstanding                                                    7,567
                                                                    -----------
    Net asset value, offering price
      and redemption price per share                                $      8.78
                                                                    ===========
INSTITUTIONAL SHARES
    Net assets                                                      $ 2,837,280
                                                                    -----------
    Shares outstanding                                                  313,520
                                                                    -----------
    Net asset value, offering price
      and redemption price per share                                $      9.05
                                                                    ===========

                 See Accompanying Notes to Financial Statements.

                                       12
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
STATEMENT OF OPERATIONS
For the Year Ended October 31, 2000
--------------------------------------------------------------------------------

INVESTMENT INCOME:
    Dividends                                                       $ 3,284,632
    Interest                                                            204,651
    Foreign Taxes Withheld                                             (133,268)
                                                                    ------------
      Total investment income                                         3,356,015
                                                                    ------------
EXPENSES:
    Investment advisory fees                                          1,124,537
    Shareholder servicing/distribution fees                             217,229
    Administrative Services fees                                        177,220
    Interest expense                                                    148,803
    Custodian/Sub-custodian fees                                        139,131
    Transfer agent fees                                                 138,325
    Printing fees                                                       104,108
    Registration fees                                                    80,562
    Legal fees                                                           40,920
    Audit fees                                                           17,721
    Offering/Organizational costs                                         7,386
    Directors fees                                                        5,375
    Insurance expense                                                     2,238
                                                                    ------------
                                                                      2,203,555
    Less: fees waived and
      transfer agent offsets                                           (728,419)
                                                                    ------------
      Total expenses                                                  1,475,136
                                                                    ------------
        Net investment income                                         1,880,879
                                                                    ------------
NET REALIZED AND UNREALIZED GAIN FROM INVESTMENTS
  AND FOREIGN CURRENCY RELATED ITEMS:
    Net realized gain from investments (net of
      capital gains taxes of $1,479,574)                             18,272,445
    Net realized loss from foreign currency transactions               (524,520)
    Net change in unrealized appreciation
      (depreciation) from investments                               (15,159,359)
    Net change in unrealized appreciation (depreciation)
      from foreign currency translations (net of
      estimated deferred capital gain taxes
      of $(46,366))                                                  (1,275,338)
                                                                   ------------
    Net realized and unrealized gain from investments
      and foreign currency related items                              1,313,228
                                                                   ------------
    Net increase in net assets resulting from operations           $  3,194,107
                                                                   ============

                 See Accompanying Notes to Financial Statements.

                                       13
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
STATEMENT OF CHANGES IN NET ASSETS

--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                           FOR THE         FOR THE
                                                          YEAR ENDED      YEAR ENDED
                                                      OCTOBER 31, 2000 OCTOBER 31, 1999
                                                      ---------------- ----------------
<S>                                                      <C>            <C>
FROM OPERATIONS:
  Net investment income                                  $  1,880,879   $      361,573
  Net realized gain from investments
    and foreign currency transactions
    (net of capital gains taxes of
    $1,479,574 and $722,400, respectively.)                17,747,925        2,606,242
  Net change in unrealized appreciation
    (depreciation) from investments
    and foreign currency translations (net of
    estimated deferred capital gains taxes
    of $(46,366) and $46,366, respectively.)              (16,434,697)      20,089,488
                                                        -------------    -------------
    Net increase in net assets
      resulting from operations                             3,194,107       23,057,303
                                                        -------------    -------------
FROM CAPITAL SHARE TRANSACTIONS:
  Proceeds from sale of shares                            341,488,567      164,611,366
  Exchange value of shares due to merger                    7,789,270                0
  Net asset value of shares redeemed                     (356,911,101)    (180,058,486)
                                                        -------------    -------------
    Net decrease in net assets
      from capital share transactions                      (7,633,264)     (15,447,120)
                                                        -------------    -------------
    Net increase (decrease) in net assets                  (4,439,157)       7,610,183

NET ASSETS:
  Beginning of year                                        67,824,727       60,214,544
                                                        -------------    -------------
  End of year                                           $  63,385,570    $  67,824,727
                                                        =============    =============
UNDISTRIBUTED NET INVESTMENT INCOME:                    $     185,785    $           0
                                                        =============    =============
</TABLE>

                 See Accompanying Notes to Financial Statements.

                                       14
                                     <PAGE>




WARBURG PINCUS EMERGING MARKETS FUND
FINANCIAL HIGHLIGHTS
(For an Institutional Class share of the Fund Outstanding Throughout The Period)
--------------------------------------------------------------------------------

                                                       FEBRUARY 11, 2000
                                                        (INCEPTION DATE)
                                                     THROUGH OCTOBER 31, 2000
                                                     ------------------------
PER-SHARE DATA
  Net asset value, beginning of period                       $14.26
                                                             ------
INVESTMENT ACTIVITIES:
  Net investment income                                        0.07
  Net losses on investments and foreign currency
    related items (both realized and unrealized)              (5.28)
                                                             ------
      Total from investment activities                        (5.21)
                                                             ------
NET ASSET VALUE, END OF PERIOD                               $ 9.05
                                                             ======
Total return                                                 (36.54)%(1)

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s omitted)                     $2,837
  Ratio of expenses to average net assets (2)                  1.37%
  Ratio of net investment income to average net assets          .70%
  Decrease reflected in above operating expense ratios
    due to waivers/reimbursements                               .77%
Portfolio turnover rate                                      232.47%
--------------------------------------------------------------------------------
(1)  Non annualized.

(2) Interest earned on uninvested cash balances is used to offset portions of
    the transfer agent expenses. These arrangements resulted in a reduction to
    the Institutional Class shares' expenses by .02% for the period ended
    October 31, 2000. The Institutional Class shares' operating expense ratios
    after reflecting these arrangements was 1.35% for the period ended October
    31, 2000.

                 See Accompanying Notes to Financial Statements.

                                       15
                                     <PAGE>




WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS
October 31, 2000
--------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES

   The  Warburg  Pincus   Emerging   Markets  Fund  (the  "Fund"),   a  Maryland
Corporation,  is registered  under the 1940 Act as a  non-diversified,  open-end
management investment company.

   The Investment objective for the Fund is to seek growth of capital.

   The Fund offers three classes of shares,  one class being  referred to as the
Common Class,  one class being referred to as the Advisor  Class,  and one class
being referred to as the Institutional Class. Common, Advisor, and Institutional
shares of the Fund represent an equal pro rata interest in the Fund, except that
they bear  different  expenses  which  reflect  the  difference  in the range of
services  provided to them.  Common Class shares for the Fund bear expenses paid
pursuant to a shareholder  servicing and distribution  plan at an annual rate of
 .25% of the average  daily net asset value of the Fund's  Common  Class  shares.
Institutional Class shares of the Fund are not subject to shareholder  servicing
or  distribution  fees.  Advisor  Class shares bear  expenses paid pursuant to a
distribution  plan at an annual rate not to exceed .75% of the average daily net
asset  value of the  Fund's  Advisor  Class  shares.  Advisor  Class  shares are
currently bearing expenses of .50% of average daily net assets.

   Effective  close of business on February 11, 2000,  the Fund  acquired all of
the net assets of the Warburg Pincus Emerging Markets II Fund ("Emerging Markets
II") in a tax-free exchange of shares.  The shares exchanged were 119,041 shares
(valued at  $1,697,652) of the Common Class of the Fund for 79,472 shares of the
Common Class of Emerging Markets II and 427,128 shares (valued at $6,091,618) of
the  Institutional  Class of the Fund for  285,285  shares of the  Institutional
Class of Emerging  Markets II. The Emerging  Markets II net assets of $7,789,270
at that date,  which  consisted of $1,364,481 of unrealized  appreciation,  were
combined with those of the Fund. The aggregate net assets of Emerging Markets II
and  the  Fund   immediately   before  the   acquisition   were  $7,789,270  and
$124,330,766,  respectively  and  the  combined  net  assets  of the  Fund  were
$132,120,036.

   The net  asset  value of the  Fund is  determined  daily  as of the  close of
regular  trading on the New York Stock  Exchange.  The  Fund's  investments  are
valued at market value,  which is generally  determined  using the last reported
sales price. If no sales are reported,  investments are generally  valued at the
last  reported  bid  price.  If market  quotations  are not  readily  available,
securities and other assets are valued by another method that the

                                       16
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES -- (CONT'D)

Board of Directors  believes  accurately  reflects fair value.  Debt obligations
that will mature in 60 days or less are valued on the basis of  amortized  cost,
which  approximates  market value,  unless the Board  determines that using this
method would not reflect an investment's value.

   The  books  and  records  of  the  Fund  are  maintained  in  U.S.   dollars.
Transactions  denominated  in foreign  currencies  are  recorded  at the current
prevailing  exchange rates.  All assets and  liabilities  denominated in foreign
currencies are translated into U.S. dollar amounts at the current  exchange rate
at the end of the period.  Translation gains or losses resulting from changes in
the exchange rate during the reporting  period and realized  gains and losses on
the settlement of foreign  currency  transactions are reported in the results of
operations  for the current  period.  The Fund does not isolate  that portion of
realized gains and losses on investments in equity  securities  which are due to
changes  in the  foreign  exchange  rate from that  which are due to  changes in
market prices of equity  securities.  The Fund isolates that portion of realized
gains and losses on investments in debt  securities  which are due to changes in
the foreign exchange rate from that which are due to changes in market prices of
debt securities.

   The Fund may invest in securities of foreign  countries and governments which
involve  certain  risks in addition to those  inherent in domestic  investments.
Such risks generally  include,  among others,  currency risks  (fluctuations  in
currency exchange rates), information risk (key information may be inaccurate or
unavailable)  and  political  risk   (expropriation,   nationalization   or  the
imposition of capital or currency  controls or punitive  taxes).  Other risks of
investing in foreign securities include liquidity and valuation risks.

   The Fund's  investments  in securities of issuers  located in less  developed
countries considered to be "emerging markets" involve risks in addition to those
generally   applicable  to  foreign  securities.   Focusing  on  emerging  (less
developed) markets involves higher levels of risk, including increased currency,
information,  liquidity,  market, political and valuation risks. Deficiencies in
regulatory oversight, market infrastructure, shareholder protections and company
laws  could  expose  the Fund to  operational  and  other  risks  as well.  Some
countries may have restrictions that could limit the Fund's access to attractive
opportunities.  Additionally,  emerging  markets  often  face  serious  economic
problems (such as high external  debt,  inflation and  unemployment)  that could
subject the Fund to increased volatility or substantial declines in value.

                                       17
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES -- (CONT'D)

   Security  transactions  are  accounted  for on a trade date  basis.  Interest
income  is  recorded  on  the  accrual  basis.  Dividends  are  recorded  on the
ex-dividend  date.  Income,   expenses   (excluding   class-specific   expenses,
principally distribution and shareholder servicing fees) and realized/unrealized
gains/losses  are allocated  proportionately  to each class of shares based upon
the relative net asset value of outstanding shares. The cost of investments sold
is determined by use of the specific  identification  method for both  financial
reporting and income tax purposes.

   The Fund may enter into forward  currency  contracts for the purchase or sale
of a specific  foreign  currency  at a fixed price on a future  date.  Risks may
arise upon  entering  into  these  contracts  from the  potential  inability  of
counterparties  to meet  the  terms of their  contracts  and from  unanticipated
movements in the value of a foreign currency  relative to the U.S.  dollar.  The
Fund will enter into forward foreign  currency  contracts  primarily for hedging
purposes.  Forward foreign currency contracts are adjusted by the daily exchange
rate of the  underlying  currency  and any  gains or  losses  are  recorded  for
financial statement purposes as unrealized until the contract settlement date or
an offsetting  position is entered  into.  At October 31, 2000,  the Fund had no
open forward foreign currency contracts.

   Dividends  from net  investment  income  and  distributions  of net  realized
capital  gains,  if any, are  declared and paid at least  annually for the Fund.
However,  to the extent  that a net  realized  capital  gain can be reduced by a
capital loss carryover,  such gain will not be  distributed.  Income and capital
gain  distributions  are  determined  in  accordance  with  federal  income  tax
regulations which may differ from generally accepted accounting principles.

   No  provision  is made for  federal  taxes as it is the Fund's  intention  to
continue  to qualify for and elect the tax  treatment  applicable  to  regulated
investment  companies  under the Internal  Revenue Code of 1986, as amended (the
"Code"), and make the requisite  distributions to its shareholders which will be
sufficient to relieve it from federal income and excise taxes.

   The Fund may be subject to taxes  imposed by  countries in which they invest,
with  respect to their  investments  in issuers  existing or  operating  in such
countries.  Such taxes are generally  based on income earned or repatriated  and
capital gains  realized on the sale of such  investments.  The Fund accrues such
taxes when the related income or capital gains are earned.

                                       18
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES -- (CONT'D)

   Costs  incurred in connection  with the  organization  and offering of shares
have been deferred and are being  amortized  over a period of five years and one
year, respectively, from the date the Fund commenced its operations.

   Pursuant  to an  Exemptive  Order  issued  by  the  Securities  and  Exchange
Commission,  the Fund,  along with other Funds  advised by Credit  Suisse  Asset
Management, LLC, the Funds' investment adviser ("CSAM"), may transfer uninvested
cash  balances  to a pooled  cash  account,  which  is  invested  in  repurchase
agreements  secured  by  U.S.  government  securities.   Securities  pledged  as
collateral for repurchase agreements are held by the Funds' custodian bank until
the  agreements  mature.  Each  agreement  requires that the market value of the
collateral be sufficient to cover payments of interest and  principal;  however,
in the event of  default  or  bankruptcy  by the other  party to the  agreement,
retention of the collateral may be subject to legal proceedings.  At October 31,
2000, the Fund had no investments in repurchase agreements.

   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  at the date of the
financial  statements and the reported  amounts of revenues and expenses  during
the reporting period. Actual results could differ from these estimates.

   The Fund has an arrangement  with its transfer agent whereby  interest earned
on uninvested  cash  balances is used to offset a portion of the transfer  agent
expense.

   For  the  year  ended  October  31,  2000,  the  Fund  received   credits  or
reimbursements under this arrangement in the amount of $17,326.

2. INVESTMENT ADVISER, CO-ADMINISTRATORS AND DISTRIBUTOR

   CSAM serves as the Fund's  investment  advisor.  For its investment  advisory
services, CSAM receives a fee of 1.25% of the Fund's average daily net assets.

   For the year ended  October 31, 2000,  investment  advisory  fees and waivers
were:

                     GROSS                                  NET
                 ADVISORY FEE          WAIVER          ADVISORY FEE
                 ------------        ----------        ------------
                  $1,124,537         $(711,093)          $413,444

                                       19
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------

2. INVESTMENT ADVISER, CO-ADMINISTRATORS AND DISTRIBUTOR -- (CONT'D)

   Credit Suisse Asset Management Securities,  Inc. ("CSAMSI"),  an affiliate of
CSAM,  and PFPC Inc.  ("PFPC"),  an  indirect,  wholly-owned  subsidiary  of PNC
Financial  Services  Group,  serve  as the  Fund's  co-administrators.  For  its
administrative services, CSAMSI currently receives a fee calculated at an annual
rate of .10% of the Fund's average daily net assets.

   For the year ended October 31, 2000,  administrative  services fees earned by
CSAMSI amounted to $57,162.

   For its  administrative  services through July 31, 2000, PFPC received a fee,
exclusive of out-of-pocket expenses, based on the following fee structure:

           AVERAGE DAILY NET ASSETS                       ANNUAL RATE
           ------------------------            -------------------------------
           First $250 million                 .12% of average daily net assets
           Next $250 million                  .10% of average daily net assets
           Next $250 million                  .08% of average daily net assets
           Over $750 million                  .05% of average daily net assets

   Effective August 1, 2000, for its  administrative  services,  PFPC receives a
fee, exclusive of out-of-pocket expenses, based on the following fee structure:

           AVERAGE DAILY NET ASSETS                       ANNUAL RATE
           ------------------------            ---------------------------------
           First $500 million                  .11% of average daily net assets
           Next $1 billion                     .09% of average daily net assets
           Over $1.5 billion                   .07% of average daily net assets

   For the year ended  October 31, 2000,  administrative  service fees earned by
PFPC (including out of pocket expenses) amounted to $120,058.

   Provident Distributors,  Inc. ("PDI") served as the distributor of the Fund's
shares  until  August 1,  2000.  On  August  1,  2000,  CSAMSI  replaced  PDI as
distributor  to the Fund.  No  compensation  was  payable by the Fund to PDI for
distribution  services.  Pursuant  to a  distribution  plan  adopted by the Fund
pursuant  to Rule  12b-1  under  the 1940  Act,  CSAMSI  receives  a fee for its
distribution  services.  This fee is calculated at an annual rate of .25% of the
average daily net assets of the Common Class shares of the Fund and at an annual
rate of .50% of the Advisor Class shares of the Fund. CSAMSI may use this fee to
compensate  service  organizations  for shareholder  servicing and  distribution
services.

                                       20
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------

2. INVESTMENT ADVISER, CO-ADMINISTRATORS AND DISTRIBUTOR -- (CONT'D)

   For the year ended October 31, 2000,  shareholder  servicing and distribution
fees paid to CSAMSI were as follows:

                                                 SHAREHOLDER SERVICING
                                                   DISTRIBUTION FEE
                                                  --------------------
            Common Class shares                     $  216,842
            Advisor Class shares                           387
                                                    ----------
                                                    $  217,229
                                                    ==========

3. LINE OF CREDIT

     The Fund, together with other funds advised by CSAM, has established a $350
million  committed  and a $75  million  uncommitted,  unsecured,  line of credit
facility  ("Credit  Facility")  with Deutche Bank, AG as  administrative  agent,
State Street Bank and Trust Company as operations agents, Bank of Nova Scotia as
syndication agent and certain other lenders, for temporary or emergency purposes
primarily relating to unanticipated  Fund share redemptions.  Under the terms of
the  Credit  Facility,  the Funds  with  access to the  Credit  Facility  pay an
aggregate  commitment  fee at a rate of .075% per annum on the entire  amount of
the Credit  Facility which is allocated  among the  participating  Funds in such
manner as is  determined  by the  governing  Boards  of the  various  funds.  In
addition, the participating Funds will pay interest on borrowings at the Federal
funds rate plus .50%. At October 31, 2000,  there were no loans  outstanding for
the Fund.  During the year ending  October 31, 2000,  the Fund had the following
borrowings under the line of credit agreement.

                                       AVERAGE            MAXIMUM
                 AVERAGE DAILY        INTEREST          DAILY LOAN
                 LOAN BALANCE          RATE %           OUTSTANDING
                 -------------        --------          -----------
                  $1,600,603           6.672%           $13,366,000


4. INVESTMENTS IN SECURITIES

   For the year  ended  October  31,  2000,  purchases  and sales of  investment
securities   (excluding   short-term    investments)   were   $336,329,007   and
$349,306,774, respectively.

                                       21
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------


4. INVESTMENTS IN SECURITIES -- (CONT'D)

   At October 31, 2000, the net unrealized  appreciation  from  investments  for
those  securities  having  an  excess  of value  over  cost  and net  unrealized
depreciation from investments for those securities having an excess of cost over
value (based on cost for federal income tax purposes) was as follows:

                  UNREALIZED         UNREALIZED       NET UNREALIZED
                 APPRECIATION       DEPRECIATION       APPRECIATION
                 ------------       -------------     --------------
                  $4,689,657        $(10,389,423)      $(5,699,766)


5. CAPITAL SHARE TRANSACTIONS

   The Fund is authorized to issue three billion full and  fractional  shares of
capital stock, $.001 par value per share, of which one billion are classified as
Common shares, one billion are classified as Advisor shares, and one billion are
classified as Institutional shares. Transactions in the classes of the Fund were
as follows:

<TABLE>
<CAPTION>
                                   COMMON CLASS SHARES                                  ADVISOR CLASS SHARES
                 ---------------------------------------------------------     -----------------------------------------
                      FOR THE YEAR ENDED           FOR THE YEAR ENDED          FOR THE YEAR ENDED    FOR THE YEAR ENDED
                       OCTOBER 31, 2000             OCTOBER  31,1999            OCTOBER 31, 2000       OCTOBER 31,1999
                 ---------------------------   ---------------------------    --------------------    ------------------
                    SHARES         VALUE         SHARES          VALUE         SHARES      VALUE      SHARES     VALUE
                 -----------   -------------   -----------   -------------    -------    ---------    ------    --------
<S>              <C>           <C>             <C>           <C>              <C>        <C>          <C>       <C>
Shares sold       29,336,126   $ 341,084,971    20,639,374   $ 164,584,361     19,088    $ 239,930     3,005    $ 27,005
Shares exchanged
  due to merger      119,041       1,697,652             0               0          0            0         0           0
Shares
  repurchased    (30,071,481)   (355,261,716)  (22,454,708)   (180,042,232)   (16,175)    (201,146)   (2,367)    (16,254)
                 -----------   -------------   -----------   -------------    -------    ---------    ------    --------
Net increase/
  (decrease)        (616,314)  $ (12,479,093)   (1,815,334)  $ (15,457,871)     2,913    $  38,784       638    $ 10,751
                 ===========   =============   ===========   =============    =======    =========    ======    ========
</TABLE>

                INSTITUTIONAL CLASS SHARES
                --------------------------
                   FOR THE YEAR ENDED
                    OCTOBER 31, 2000
                --------------------------
                   SHARES       VALUE
                  --------   -----------
Shares sold         12,601   $   163,666
Shares exchanged
  due to merger    427,128     6,091,618
Shares
  repurchased     (126,209)   (1,448,239)
                  --------   -----------
Net increase       313,520   $ 4,807,045
                  ========   ===========

                                       22
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------


6. NET ASSETS

   At October 31, 2000,  capital  contributions,  accumulated  undistributed net
investment  income,  accumulated  net realized gain (loss) from  investments and
foreign currency  transactions  and current period  dividends and  distributions
have been adjusted for current period permanent book/tax differences which arose
principally from differing book/tax treatments of foreign currency,  equity swap
transactions  and  foreign  taxes  on  capital  gains.  The  Fund   reclassified
$1,695,094  from  accumulated  net  realized  loss on  investments  and  foreign
currency  transactions to accumulated  undistributed net investment  income. Net
investment  income,  net realized  loss on  investments  and net assets were not
affected by these reclassifications.


7. CAPITAL LOSS CARRYOVER

   At October 31, 2000,  the Fund had capital  loss  carryovers  of  $39,514,029
expiring in 2006 available to offset possible future capital gains of the Fund.

   Included in paid in capital are capital loss carryovers that were acquired as
a result of the merger between  Emerging  Markets II and the Fund.  There may be
limitations on their use in accordance with IRS regulations.


8. OTHER FINANCIAL HIGHLIGHTS

   The Fund offers three classes of shares,  one class being  referred to as the
Common Class,  one class being referred to as the Advisor  Class,  and one class
being referred to as the Institutional Class. Common, Advisor, and Institutional
shares in each Fund  represent  an equal pro rata  interest  in each  Fund.  The
financial  highlights  for a  Common  Class  share  of the  Fund  as well as the
financial highlights for an Advisor Class share of the Fund are as follows:

                                       23
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------


8. OTHER FINANCIAL HIGHLIGHTS -- (CONT'D)

<TABLE>
<CAPTION>
                                                                    COMMON CLASS
                                                  -----------------------------------------------
                                                           FOR THE YEAR ENDED OCTOBER 31,
                                                  -----------------------------------------------
                                                    2000      1999     1998       1997       1996
                                                  -------   -------   -------   --------  --------
<S>                                               <C>       <C>       <C>       <C>       <C>
PER-SHARE DATA
Net asset value, beginning of year                $  9.27   $  6.59   $ 10.82   $  12.19  $  11.28
                                                  -------   -------   -------   --------  --------
INVESTMENT ACTIVITIES:
  Net investment income                              0.04      0.05      0.11       0.04      0.07
  Net gains (losses) on investments and
    foreign currency related items (both
    realized and unrealized)                        (0.28)     2.63     (3.86)     (1.34)     0.99
                                                  -------   -------   -------   --------  --------
      Total from investment activities              (0.24)     2.68     (3.75)     (1.30)     1.06
                                                  -------   -------   -------   --------  --------
LESS DIVIDENDS AND DISTRIBUTIONS:
  Dividends from net investment income               0.00      0.00     (0.04)     (0.03)    (0.08)
  Distributions from net realized gains              0.00      0.00     (0.44)     (0.04)    (0.07)
                                                  -------   -------   -------   --------  --------
      Total dividends and distributions              0.00      0.00     (0.48)     (0.07)    (0.15)
                                                  -------   -------   -------   --------  --------
NET ASSET VALUE, END OF YEAR                      $  9.03   $  9.27   $  6.59   $  10.82  $  12.19
                                                  =======   =======   =======   ========  ========
Total return                                        (2.59)%   40.67%   (35.95)%   (10.71)%    9.46%

RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of year (000s omitted)            $60,482   $67,783   $60,189   $155,806  $218,421
  Ratio of expenses to average net assets(1)         1.67%     1.66%     1.65%      1.66%     1.62%
  Ratio of net investment income to average
    net assets                                        .44%      .55%     1.00%       .24%      .31%
  Decrease reflected in above operating expense
    ratios due to waivers/reimbursements              .79%      .73%      .63%       .46%      .77%
Portfolio turnover rate                            232.47%   196.07%   125.59%     92.48%    61.84%
</TABLE>


--------------------------------------------------------------------------------
(1) Interest  earned on uninvested  cash balances is used to offset  portions of
    the transfer agent expenses.  These arrangements  resulted in a reduction to
    theCommon Class shares'  expenses by .02%, .01%, .00%, .01% and .01% for the
    years ending October 31, 2000, 1999, 1998, 1997 and 1996, respectively.  The
    Common  Class  shares'  operating  expense  ratios  after  reflecting  these
    arrangements were 1.65%,  1.65%,  1.65%, 1.65% and 1.61% for the years ended
    October 31, 2000, 1999, 1998, 1997 and 1996, respectively.

                                       24
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (CONT'D)
October 31, 2000
--------------------------------------------------------------------------------


8. OTHER FINANCIAL HIGHLIGHTS -- (CONT'D)

<TABLE>
<CAPTION>
                                                       ADVISOR CLASS
                                         -------------------------------------------
                                               FOR THE YEAR ENDED OCTOBER 31
                                         -------------------------------------------
                                          2000      1999     1998     1997     1996
                                         -------   -------  -------  -------  ------
<S>                                      <C>       <C>      <C>      <C>      <C>
PER-SHARE DATA
  Net asset value, beginning of year     $  9.03   $  6.44  $ 10.87  $ 12.21  $11.30
                                         -------   -------  -------  -------  ------
INVESTMENT ACTIVITIES:
  Net investment income (loss)              0.07      0.04     0.21     0.00   (0.08)
  Net gains (losses) on investments
    and foreign currency related items
    (both realized and unrealized)         (0.32)     2.55    (4.16)   (1.33)   1.11
                                         -------   -------  -------  -------  ------
      Total from investment activities     (0.25)     2.59    (3.95)   (1.33)   1.03
                                         -------   -------  -------  -------  ------
LESS DIVIDENDS AND DISTRIBUTIONS:
  Dividends from net investment income      0.00      0.00    (0.04)    0.00   (0.05)
  Distributions from net realized gains     0.00      0.00    (0.44)   (0.01)  (0.07)
                                         -------   -------  -------  -------  ------
      Total dividends and distributions     0.00      0.00    (0.48)   (0.01)  (0.12)
                                         -------   -------  -------  -------  ------
NET ASSET VALUE, END OF YEAR             $  8.78   $  9.03  $  6.44  $ 10.87  $12.21
                                         =======   =======  =======  =======  ======
Total return                               (2.77)%   40.22%  (37.71)% (10.94)%  9.20%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000s omitted)   $    67   $    42  $    26  $   266  $  149
  Ratio of expenses to average
    net assets1                             1.92%     1.91%    1.90%    1.90%   1.90%
  Ratio of net investment income
    (loss) to average net assets             .29%      .81%    1.01%    (.09)%  (.57)%
  Decrease reflected in above
    operating expense ratios due to
    waivers/reimbursements                   .75%      .80%     .94%     .58%    .65%
Portfolio turnover rate                   232.47%   196.07%  125.59%   92.48%  61.84%
</TABLE>


--------------------------------------------------------------------------------
(1) Interest  earned on uninvested  cash balances is used to offset  portions of
    the transfer agent expense.  These  arrangements  resulted in a reduction to
    the Advisor Class shares'  expenses by .02%,  .01%,  .00%, .00% and .00% for
    each of the  years  ended  October  31,  2000,  1999,  1998,  1997 and 1996,
    respectively.  The Advisor  Class  shares'  operating  expense  ratios after
    reflecting these arrangements were 1.90% for each of the years ended October
    31, 2000, 1999, 1998, 1997 and 1996, respectively.

                                       25
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
REPORT OF INDEPENDENT ACCOUNTANTS
--------------------------------------------------------------------------------


To the Board of Directors and Shareholders of

Warburg, Pincus Emerging Markets Fund, Inc.:

In our opinion, the accompanying statement of assets and liabilities,  including
the schedule of  investments,  and the related  statement of  operations  and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material respects the financial position of the Warburg, Pincus Emerging Markets
Fund,  Inc. at October 31, 2000, the results of its operations and its financial
highlights  for each of the periods  presented,  in conformity  with  accounting
principles  generally accepted in the United States of America.  These financial
statements  and  financial  highlights  (hereafter  referred  to  as  "financial
statements") are the responsibility of the Funds' management; our responsibility
is to express an opinion on these financial  statements based on our audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement presentation.  We believe that our audits, which included confirmation
of  securities  at October 31, 2000 by  correspondence  with the  custodian  and
brokers, provide a reasonable basis for our opinion.



PricewaterhouseCoopers LLP


Two Commerce Square
2001 Market Street
Philadelphia, Pennsylvania
December 15, 2000

                                       26
                                     <PAGE>


WARBURG PINCUS EMERGING MARKETS FUND
SHAREHOLDER MEETING RESULTS (UNAUDITED)
--------------------------------------------------------------------------------

   A special  meeting of shareholders  of Warburg,  Pincus  Emerging  Markets II
Fund,  Inc.  (the "EM II Fund") was held on February  10,  2000.  The  following
matter was voted upon by the  shareholders and the resulting votes are presented
below.

   To approve the Agreement and Plan of  Reorganization,  dated December 1, 1999
and  amended as of January  27,  2000,  providing  that (1) the EM II Fund would
transfer to Warburg,  Pincus Emerging  Markets Fund, Inc. (the "EM Fund") all or
substantially all of the EMIIFund's assets in exchange for shares of the EM Fund
and the  assumption  by the EM Fund of the EM II  Fund's  liabilities,  (2) such
shares of the EM Fund would be distributed to the shareholders of the EM II Fund
in liquidation  of the EM II Fund, and (3) the EM II Fund would be  subsequently
terminated.

                      For            247,793.230 shares     (52.61%)
                      Against            361.000 shares      (0.07%)
                      Abstain            928.000 shares      (0.20%)

   The Agreement and Plan of Reorganization  was subsequently  implemented as of
the close of business on February 11, 2000.

   A special  meeting of shareholders of the Fund was held on July 14, 2000. The
following  matter was voted upon by the shareholders and the resulting votes are
presented below.

   To approve a Sub-Investment  Advisory Agreement among the Fund, Credit Suisse
Asset Management, LLC and Credit Suisse Asset Management Limited.

                      For          3,610,721.950 shares      (97.1%)
                      Against         43,367.288 shares       (1.2%)
                      Abstain         64,453.665 shares       (1.7%)

                                       27
                                     <PAGE>


                       This page intentionally left blank

<PAGE>

                                [GRAPHIC OMITTED]

                              WARBURG PINCUS FUNDS
                     PART OF CREDIT SUISSE ASSET MANAGEMENT

                      P.O. BOX 9030, BOSTON, MA 02205-9030
             800-WARBURG (800-927-2874) [ ] www.warburg.com

CREDIT SUISSE ASSET MANAGEMENT SECURITIES, INC., DISTRIBUTOR.       CSIEM-2-1000




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission