-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U99vzgN4exuShFIfQVOzeE3ufqSpAF2Z3MfOAmX/8qPfcPNEyMYxdE+r0mjYhveS hn6YAHH/RvlJgBWnQ3Lrgg== 0000039473-07-000003.txt : 20071119 0000039473-07-000003.hdr.sgml : 20071119 20071116205129 ACCESSION NUMBER: 0000039473-07-000003 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071119 DATE AS OF CHANGE: 20071116 EFFECTIVENESS DATE: 20071119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FUNDAMENTAL INVESTORS INC CENTRAL INDEX KEY: 0000039473 IRS NUMBER: 221557722 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-10760 FILM NUMBER: 071254704 BUSINESS ADDRESS: STREET 1: ONE MARKET - STEUART TOWER STREET 2: SUITE 1800 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-421-9360 MAIL ADDRESS: STREET 1: P.O. BOX 7650 (TODP) CITY: SAN FRANCISCO STATE: CA ZIP: 94120 0000039473 S000009227 FUNDAMENTAL INVESTORS INC C000025050 Class A ANCFX C000025051 Class R-1 RFNAX C000025052 Class R-2 RFNBX C000025053 Class R-3 RFNCX C000025054 Class R-4 RFNEX C000025055 Class R-5 RFNFX C000025056 Class B AFIBX C000025057 Class C AFICX C000025058 Class F AFIFX C000025059 Class 529-A CFNAX C000025060 Class 529-B CFNBX C000025061 Class 529-C CFNCX C000025062 Class 529-E CFNEX C000025063 Class 529-F CFNFX 497 1 fi497.htm FUNDAMENTAL INVESTORS fi497.htm
 
<PAGE>


                          FUNDAMENTAL INVESTORS, INC.

                                     Part B
                      Statement of Additional Information

                                 March 1, 2007

                    (as supplemented November 19, 2007)

This document is not a prospectus but should be read in conjunction with the
current prospectus or retirement plan prospectus of Fundamental Investors, Inc.
(the "fund" or "FI") dated March 1, 2007. You may obtain a prospectus from your
financial adviser or by writing to the fund at the following address:

                          Fundamental Investors, Inc.
                              Attention: Secretary
                                   One Market
                           Steuart Tower, Suite 1800
                        San Francisco, California 94105
                                  415/421-9360

Certain privileges and/or services described below may not be available to all
shareholders (including shareholders who purchase shares at net asset value
through eligible retirement plans) depending on the shareholder's investment
dealer or retirement plan recordkeeper. Please see your financial adviser,
investment dealer, plan recordkeeper or employer for more information.


                               TABLE OF CONTENTS



Item                                                                  Page no.
- ----                                                                  --------

Certain investment limitations and guidelines . . . . . . . . . . .        2
Description of certain securities and investment techniques . . . .        2
Fundamental policies and investment restrictions. . . . . . . . . .        6
Management of the fund  . . . . . . . . . . . . . . . . . . . . . .        9
Execution of portfolio transactions . . . . . . . . . . . . . . . .       27
Disclosure of portfolio holdings. . . . . . . . . . . . . . . . . .       30
Price of shares . . . . . . . . . . . . . . . . . . . . . . . . . .       31
Taxes and distributions . . . . . . . . . . . . . . . . . . . . . .       33
Purchase and exchange of shares . . . . . . . . . . . . . . . . . .       38
Sales charges . . . . . . . . . . . . . . . . . . . . . . . . . . .       43
Sales charge reductions and waivers . . . . . . . . . . . . . . . .       45
Selling shares. . . . . . . . . . . . . . . . . . . . . . . . . . .       49
Shareholder account services and privileges . . . . . . . . . . . .       50
General information . . . . . . . . . . . . . . . . . . . . . . . .       52
Appendix. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       59
Financial statements





                        Fundamental Investors -- Page 1
<PAGE>


                 CERTAIN INVESTMENT LIMITATIONS AND GUIDELINES

The following limitations and guidelines are considered at the time of purchase,
under normal circumstances, and are based on a percentage of the fund's net
assets unless otherwise noted. This summary is not intended to reflect all of
the fund's investment limitations.


DEBT SECURITIES

..    The fund may invest up to 5% of its assets in straight debt securities
     (i.e, not convertible into equity) rated Ba or below by Moody's Investors
     Service ("Moody's") and BB or below by Standard & Poor's Corporation
     ("S&P") or unrated but determined to be of equivalent quality.

NON-U.S. SECURITIES

..    The fund may invest up to 30% of its assets in securities of issuers that
     are domiciled outside the United States and Canada and not included in the
     S&P 500 Composite Index.

                        *     *     *     *     *     *

The fund may experience difficulty liquidating certain portfolio securities
during significant market declines or periods of heavy redemptions.


          DESCRIPTION OF CERTAIN SECURITIES AND INVESTMENT TECHNIQUES

The descriptions below are intended to supplement the material in the prospectus
under "Investment objective, strategies and risks."


EQUITY SECURITIES -- Equity securities represent an ownership position in a
company. Equity securities held by the fund typically consist of common stocks.
The prices of equity securities fluctuate based on, among other things, events
specific to their issuers and market, economic and other conditions. For
example, prices of these securities can be affected by financial contracts held
by the issuer or third parties (such as derivatives) relating to the security or
other assets or indices.


There may be little trading in the secondary market for particular equity
securities, which may adversely affect the fund's ability to value accurately or
dispose of such equity securities. Adverse publicity and investor perceptions,
whether or not based on fundamental analysis, may decrease the value and/or
liquidity of equity securities.


The growth-oriented, equity-type securities generally purchased by the fund may
involve large price swings and potential for loss.


DEBT SECURITIES -- Debt securities are used by issuers to borrow money.
Generally, issuers pay investors periodic interest and repay the amount borrowed
either periodically during the life of the security and/or at maturity. Some
debt securities, such as zero coupon bonds, do not pay current interest, but are
purchased at a discount from their face values and accrue interest at the
applicable coupon rate over a specified time period. The market prices of debt
securities fluctuate depending on such factors as interest rates, credit quality
and maturity. In general, market prices of debt securities decline when interest
rates rise and increase when interest rates


                        Fundamental Investors -- Page 2
<PAGE>


fall. The prices of these securities can be adversely affected depending on the
outcome of financial contracts (such as derivatives) held by third parties
relating to various assets or indices.


Lower rated debt securities, rated Ba or below by Moody's and/or BB or below by
S&P or unrated but determined to be of equivalent quality, are described by the
rating agencies as speculative and involve greater risk of default or price
changes due to changes in the issuer's creditworthiness than higher rated debt
securities, or they may already be in default. The market prices of these
securities may fluctuate more than higher quality securities and may decline
significantly in periods of general economic difficulty. It may be more
difficult to dispose of, and to determine the value of, lower rated debt
securities.

Credit ratings for debt securities provided by rating agencies evaluate the
safety of principal and interest payments, not market value risk. The rating of
an issuer is a rating agency's view of past and future potential developments
related to the issuer and may not necessarily reflect actual outcomes. There can
be a lag between the time of developments relating to an issuer and the time a
rating is assigned and updated.


Bond rating agencies may assign modifiers (such as +/-) to ratings categories to
signify the relative position of a credit within the rating category. Investment
policies that are based on ratings categories should be read to include any
security within that category, without giving consideration to the modifier. See
the Appendix for more information about credit ratings.


SECURITIES WITH EQUITY AND DEBT CHARACTERISTICS -- The fund may invest in
securities that have a combination of equity and debt characteristics. These
securities may at times behave more like equity than debt and vice versa. Some
types of convertible bonds or preferred securities automatically convert into
common stocks and some may be subject to redemption at the option of the issuer
at a predetermined price. The prices and yields of nonconvertible preferred
securities generally move with changes in interest rates and the issuer's credit
quality, similar to the factors affecting debt securities. Nonconvertible
preferred securities will be treated as debt for fund investment limit purposes.


Convertible bonds, convertible preferred stocks and other securities may
sometimes be converted, or may automatically convert, into common stocks or
other securities at a stated conversion ratio. These securities, prior to
conversion, may pay a fixed rate of interest or a dividend. Because convertible
securities have both debt and equity characteristics, their value varies in
response to many factors, including the value of the underlying assets, general
market and economic conditions, and convertible market valuations, as well as
changes in interest rates, credit spreads and the credit quality of the issuer.


REAL ESTATE INVESTMENT TRUSTS -- The fund may invest in securities issued by
real estate investment trusts (REITs), which primarily invest in real estate or
real estate-related loans. Equity REITs own real estate properties, while
mortgage REITs hold construction, development and/or long-term mortgage loans.
The values of REITs may be affected by changes in the value of the underlying
property of the trusts, the creditworthiness of the issuer, property taxes,
interest rates, tax laws and regulatory requirements, such as those relating to
the environment. Both types of REITs are dependent upon management skill and the
cash flows generated by their holdings, the real estate market in general and
the possibility of failing to qualify for any applicable pass-through tax
treatment or failing to maintain any applicable exemptive status afforded under
relevant laws.


                        Fundamental Investors -- Page 3
<PAGE>


INVESTING IN VARIOUS COUNTRIES -- Investing outside the United States may
involve additional risks caused by, among other things, currency controls and
fluctuating currency values; different accounting, auditing, financial reporting
and legal standards and practices in some countries; changing local, regional
and global economic, political and social conditions; expropriation; changes in
tax policy; greater market volatility; differing securities market structures;
higher transaction costs; and various administrative difficulties, such as
delays in clearing and settling portfolio transactions or in receiving payment
of dividends.


The risks described above may be heightened in connection with investments in
developing countries. Although there is no universally accepted definition, the
investment adviser generally considers a developing country as a country that is
in the earlier stages of its industrialization cycle with a low per capita gross
domestic product ("GDP") and a low market capitalization to GDP ratio relative
to those in the United States and the European Union. Historically, the markets
of developing countries have been more volatile than the markets of developed
countries. The fund may invest in securities of issuers in developing countries
only to a limited extent.


Additional costs could be incurred in connection with the fund's investment
activities outside the United States. Brokerage commissions may be higher
outside the United States, and the fund will bear certain expenses in connection
with its currency transactions. Furthermore, increased custodian costs may be
associated with maintaining assets in certain jurisdictions.


CURRENCY TRANSACTIONS -- The fund may purchase and sell currencies to facilitate
securities transactions and enter into forward currency contracts to protect
against changes in currency exchange rates. A forward currency contract is an
obligation to purchase or sell a specific currency at a future date, which may
be any fixed number of days from the date of the contract agreed upon by the
parties, at a price set at the time of the contract. Forward currency contracts
entered into by the fund will involve the purchase or sale of one currency
against the U.S. dollar. While entering into forward currency transactions could
minimize the risk of loss due to a decline in the value of the hedged currency,
it could also limit any potential gain that may result from an increase in the
value of the currency. The fund will not generally attempt to protect against
all potential changes in exchange rates. The fund will segregate liquid assets
that will be marked to market daily to meet its forward contract commitments to
the extent required by the Securities and Exchange Commission.


Certain provisions of the Internal Revenue Code may affect the extent to which
the fund may enter into forward contracts. Such transactions also may affect the
character and timing of income, gain or loss recognized by the fund for U.S.
federal income tax purposes.


INVESTING IN SMALLER CAPITALIZATION STOCKS -- The fund may invest in the stocks
of smaller capitalization companies (typically companies with market
capitalizations of less than $3.5 billion at the time of purchase). The
investment adviser believes that the issuers of smaller capitalization stocks
often provide attractive investment opportunities. However, investing in smaller
capitalization stocks can involve greater risk than is customarily associated
with investing in stocks of larger, more established companies. For example,
smaller companies often have limited product lines, limited markets or financial
resources, may be dependent for management on one or a few key persons and can
be more susceptible to losses. Also, their securities may be thinly traded (and
therefore have to be sold at a discount from current prices or sold in small
lots over an extended period of time), may be followed by fewer investment
research analysts and may be subject to wider price swings, thus creating a
greater chance of loss than securities of larger capitalization companies.


                        Fundamental Investors -- Page 4
<PAGE>


U.S. GOVERNMENT OBLIGATIONS -- U.S. government obligations are securities backed
by the full faith and credit of the U.S. government. U.S. government obligations
include the following types of securities:


     U.S. TREASURY SECURITIES -- U.S. Treasury securities include direct
     obligations of the U.S. Treasury, such as Treasury bills, notes and bonds.
     For these securities, the payment of principal and interest is
     unconditionally guaranteed by the U.S. government, and thus they are of the
     highest possible credit quality. Such securities are subject to variations
     in market value due to fluctuations in interest rates, but, if held to
     maturity, will be paid in full.

     FEDERAL AGENCY SECURITIES BACKED BY "FULL FAITH AND CREDIT" -- The
     securities of certain U.S. government agencies and government-sponsored
     entities are guaranteed as to the timely payment of principal and interest
     by the full faith and credit of the U.S. government. Such agencies and
     entities include the Government National Mortgage Association (Ginnie Mae),
     the Veterans Administration (VA), the Federal Housing Administration (FHA),
     the Export-Import Bank (Exim Bank), the Overseas Private Investment
     Corporation (OPIC), the Commodity Credit Corporation (CCC) and the Small
     Business Administration (SBA).

OTHER FEDERAL AGENCY OBLIGATIONS -- Additional federal agency securities are
neither direct obligations of, nor guaranteed by, the U.S. government. These
obligations include securities issued by certain U.S. government agencies and
government-sponsored entities. However, they generally involve some form of
federal sponsorship: some operate under a government charter; some are backed by
specific types of collateral; some are supported by the issuer's right to borrow
from the Treasury; and others are supported only by the credit of the issuing
government agency or entity. These agencies and entities include, but are not
limited to: Federal Home Loan Bank, Federal Home Loan Mortgage Corporation
(Freddie Mac), Federal National Mortgage Association (Fannie Mae), Tennessee
Valley Authority and Federal Farm Credit Bank System.


CASH AND CASH EQUIVALENTS -- The fund may hold cash or invest in cash
equivalents. Cash equivalents include (a) commercial paper (for example,
short-term notes with maturities typically up to 12 months in length issued by
corporations, governmental bodies or bank/corporation sponsored conduits
(asset-backed commercial paper)) (b) short-term bank obligations (for example,
certificates of deposit, bankers' acceptances (time drafts on a commercial bank
where the bank accepts an irrevocable obligation to pay at maturity)) or bank
notes, (c) savings association and savings bank obligations (for example, bank
notes and certificates of deposit issued by savings banks or savings
associations), (d) securities of the U.S. government, its agencies or
instrumentalities that mature, or may be redeemed, in one year or less, and (e)
corporate bonds and notes that mature, or that may be redeemed, in one year or
less.


REPURCHASE AGREEMENTS -- The fund may enter into repurchase agreements under
which the fund buys a security and obtains a simultaneous commitment from the
seller to repurchase the security at a specified time and price. Repurchase
agreements permit the fund to maintain liquidity and earn income over periods of
time as short as overnight. The seller must maintain with the fund's custodian
collateral equal to at least 100% of the repurchase price, including accrued
interest, as monitored daily by the investment adviser. The fund will only enter
into repurchase agreements involving securities in which it could otherwise
invest and with selected banks and securities dealers whose financial condition
is monitored by the investment adviser. If the seller under the repurchase
agreement defaults, the fund may incur a loss if the value of the collateral
securing the repurchase agreement has declined and may incur disposition costs
in


                        Fundamental Investors -- Page 5
<PAGE>


connection with liquidating the collateral. If bankruptcy proceedings are
commenced with respect to the seller, realization of the collateral by the fund
may be delayed or limited.


RESTRICTED OR ILLIQUID SECURITIES -- The fund may purchase securities subject to
restrictions on resale. Restricted securities may only be sold pursuant to an
exemption from registration under the Securities Act of 1933 (the "1933 Act"),
or in a registered public offering. Where registration is required, the holder
of a registered security may be obligated to pay all or part of the registration
expense and a considerable period may elapse between the time it decides to seek
registration and the time it may be permitted to sell a security under an
effective registration statement. Difficulty in selling such securities may
result in a loss to the fund or cause it to incur additional administrative
costs.


Securities (including restricted securities) not actively traded will be
considered illiquid unless they have been specifically determined to be liquid
under procedures adopted by the fund's board of directors, taking into account
factors such as the frequency and volume of trading, the commitment of dealers
to make markets and the availability of qualified investors, all of which can
change from time to time. The fund may incur certain additional costs in
disposing of illiquid securities.

                        *     *     *     *     *     *

PORTFOLIO TURNOVER -- Portfolio changes will be made without regard to the
length of time particular investments may have been held. Short-term trading
profits are not the fund's objective, and changes in its investments are
generally accomplished gradually, though short-term transactions may
occasionally be made. High portfolio turnover involves correspondingly greater
transaction costs in the form of dealer spreads or brokerage commissions, and
may result in the realization of net capital gains, which are taxable when
distributed to shareholders.


A fund's portfolio turnover rate would equal 100% if each security in the fund's
portfolio were replaced once per year. The fund's portfolio turnover rates for
the fiscal years ended December 31, 2006 and 2005 were 21% and 24%,
respectively. See "Financial highlights" in the prospectus for the fund's annual
portfolio turnover rate for each of the last five fiscal years.


                FUNDAMENTAL POLICIES AND INVESTMENT RESTRICTIONS

FUNDAMENTAL POLICIES -- The fund has adopted the following fundamental policies
and investment restrictions, which may not be changed without approval by
holders of a majority of its outstanding shares. Such majority is defined in the
Investment Company Act of 1940, as amended (the "1940 Act"), as the vote of the
lesser of (a) 67% or more of the outstanding voting securities present at a
shareholder meeting, if the holders of more than 50% of the outstanding voting
securities are present in person or by proxy, or (b) more than 50% of the
outstanding voting securities. All percentage limitations are considered at the
time securities are purchased and are based on the fund's net assets unless
otherwise indicated. None of the following investment restrictions involving a
maximum percentage of assets will be considered violated unless the excess
occurs immediately after, and is caused by, an acquisition by the fund.


The fund may not:


1.    borrow money or securities;


                        Fundamental Investors -- Page 6
<PAGE>


2.    buy securities "on margin";

3.    effect "short sales" of securities;

4.    mortgage, pledge or hypothecate securities;

5.    lend money or securities (but the purchase of a portion of an issue of
publicly distributed debt securities is not considered the making of a loan);

6.    invest in the securities of any issuer which, including predecessors, has
a record of less than three years continuous operation;

7.    invest in the securities of any issuer if any officer or director of the
fund owns more than 1/2 of 1% of the securities of that issuer or if the fund's
officers and directors together own more than 5% of the securities of that
issuer;

8.    invest any of its assets in the securities of any managed investment trust
or of any other managed investment company;

9.    invest more than 5% of its total assets at the market value at the time of
investment in securities of any one issuer, or hold more than 10% of such
securities of any one issuer, but these limitations do not apply to obligations
of or guaranteed by the U.S.;

10.   purchase or sell real estate (this shall not prevent the fund from
investing in securities or other instruments backed by real estate or securities
of companies engaged in the real estate business);

11.   purchase or sell commodities or commodity contracts;

12.   act as underwriter of securities issued by other persons;

13.  make investments in other companies for the purpose of exercising control
or management;

14.   concentrate its investments in any one industry or group of industries,
but may invest up to 25% of its assets in any one industry.

Notwithstanding investment restriction number 8, the fund may invest in
securities of other investment companies if deemed advisable by its officers in
connection with the administration of a deferred compensation plan adopted by
Directors pursuant to an exemptive order granted by the Securities and Exchange
Commission.


For purposes of investment restriction number 14, the fund will not invest 25%
or more (rather than more than 25%) of its total assets in the securities of
issuers in the same industry.


NONFUNDAMENTAL POLICIES -- The following policies may be changed without
shareholder approval.


                        Fundamental Investors -- Page 7
<PAGE>


1.   The fund will not invest in puts or calls; or invest more than 10% of the
value of its total assets in securities which are not readily marketable
(including repurchase agreements maturing in more than seven days or securities
for which there is no active and substantial market).

2.   No officer or director of the fund may sell portfolio securities to the
fund or buy portfolio securities from it.

3.   The fund may not issue senior securities, except as permitted by the 1940
Act.

4.   The fund may not acquire securities of open-end investment companies or
unit investment trusts registered under the 1940 Act in reliance on Sections
12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.


                        Fundamental Investors -- Page 8
<PAGE>


                             MANAGEMENT OF THE FUND

BOARD OF DIRECTORS AND OFFICERS


"INDEPENDENT" DIRECTORS/1/



 NAME, AGE AND                                                    NUMBER OF
 POSITION WITH FUND                                             PORTFOLIOS/3/
 (YEAR FIRST ELECTED AS A          PRINCIPAL OCCUPATION(S)        OVERSEEN      OTHER DIRECTORSHIPS/4/ HELD
 DIRECTOR/2/)                      DURING PAST FIVE YEARS        BY DIRECTOR            BY DIRECTOR
- ------------------------------------------------------------------------------------------------------------

 Joseph C. Berenato, 61         Chairman of the Board,                6         Ducommun Incorporated
 Director (2003)                President and CEO, Ducommun
                                Incorporated (aerospace
                                components manufacturer)

- ------------------------------------------------------------------------------------------------------------
 Robert J. Denison, 66          Chair, First Security                 5         None
 Director (2005)                Management (private
                                investment)
- ------------------------------------------------------------------------------------------------------------
 Robert A. Fox, 70              Managing General Partner, Fox         7         Chemtura Corporation
 Director (1998)                Investments LP; corporate
                                director; retired President
                                and CEO, Foster Farms
                                (poultry producer)
- ------------------------------------------------------------------------------------------------------------
 Leonade D. Jones, 59           Co-founder, VentureThink LLC          6         None
 Director (1998)                (developed and managed
                                e-commerce businesses) and
                                Versura Inc. (education loan
                                exchange); former Treasurer,
                                The Washington Post Company

- ------------------------------------------------------------------------------------------------------------
 John G. McDonald, 70           Stanford Investors Professor,         8         iStar Financial, Inc.;
 Director (1998)                Graduate School of Business,                    Plum Creek Timber Co.;
                                Stanford University                             Scholastic Corporation;
                                                                                Varian, Inc.
- ------------------------------------------------------------------------------------------------------------
 Gail L. Neale, 72              President, The Lovejoy                4         None
 Director (1985)                Consulting Group, Inc. (a pro
                                bono consulting group
                                advising nonprofit
                                organizations)
- ------------------------------------------------------------------------------------------------------------
 Henry E. Riggs, 72             President Emeritus, Keck              4         None
 Chairman of the Board          Graduate Institute of Applied
 (Independent and               Life Sciences
 Non-Executive) (1989)
- ------------------------------------------------------------------------------------------------------------
 Patricia K. Woolf, Ph.D.,      Private investor; corporate           6         None
 73                             director; former Lecturer,
 Director (1998)                Department of Molecular
                                Biology, Princeton University
- ------------------------------------------------------------------------------------------------------------





                        Fundamental Investors -- Page 9
<PAGE>


"INTERESTED" DIRECTORS/5,6/



                                   PRINCIPAL OCCUPATION(S)
                                   DURING PAST FIVE YEARS
 NAME, AGE AND                          AND POSITIONS              NUMBER OF
 POSITION WITH FUND             HELD WITH AFFILIATED ENTITIES    PORTFOLIOS/3/
 (YEAR FIRST ELECTED AS A       OR THE PRINCIPAL UNDERWRITER       OVERSEEN      OTHER DIRECTORSHIPS/4/ HELD
 DIRECTOR/OFFICER/2/)                    OF THE FUND              BY DIRECTOR            BY DIRECTOR
- -------------------------------------------------------------------------------------------------------------

 James F. Rothenberg, 61       Chairman of the Board, Capital          2         None
                               Research and Management
                               Company; Director, American
 Vice Chairman of the Board    Funds Distributors, Inc.*;
 (1998)                        Director, The Capital Group
                               Companies, Inc.*;
- -------------------------------------------------------------------------------------------------------------
 Dina N. Perry, 61             Senior Vice President - Capital         1         None
                               World Investors, Capital
                               Research and Management Company;
 President (1994)              Director, Capital Research and
                               Management Company
- -------------------------------------------------------------------------------------------------------------



 Other officers/6/



 NAME, AGE AND
 POSITION WITH FUND         PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
 (YEAR FIRST ELECTED          AND POSITIONS HELD WITH AFFILIATED ENTITIES
 AS AN                         OR THE PRINCIPAL UNDERWRITER OF THE FUND
 OFFICER/2/)
- -------------------------------------------------------------------------------

 Paul G. Haaga, Jr.,     Vice Chairman of the Board, Capital Research and
 58                      Management Company; Senior Vice President - Fixed
                         Income, Capital Research and Management Company;
 Executive Vice          Director, The Capital Group Companies, Inc.*
 President (1994)
- -------------------------------------------------------------------------------
 Michael T. Kerr, 48     Senior Vice President - Capital World Investors,
                         Capital Research and Management Company; Director,
 Senior Vice             Capital Research and Management Company
 President (1995)
- -------------------------------------------------------------------------------
 Martin Romo, 40         Senior Vice President - Capital World Investors,
                         Capital Research Company*; Director, Capital Research
 Senior Vice             Company*
 President (1999)
- -------------------------------------------------------------------------------
 Ronald B. Morrow, 62    Senior Vice President - Capital World Investors,
                         Capital Research and Management Company
 Vice President
 (2004)
- -------------------------------------------------------------------------------
 Patrick F. Quan, 49     Vice President - Fund Business Management Group,
                         Capital Research and Management Company
 Secretary
 (1989-1998; 2000)
- -------------------------------------------------------------------------------
 Jeffrey P. Regal, 36    Vice President - Fund Business Management Group,
                         Capital Research and Management Company
 Treasurer (2006)
- -------------------------------------------------------------------------------
 Donald H. Rolfe,35      Associate Counsel - Fund Business Management Group,
                         Capital Research and Management Company
 Vice President
 (2007)
- -------------------------------------------------------------------------------
 David A. Pritchett,     Vice President - Fund Business Management Group,
 41                      Capital Research and Management Company

 Assistant Treasurer
 (1999)
- -------------------------------------------------------------------------------





                        Fundamental Investors -- Page 10
<PAGE>


* Company affiliated with Capital Research and Management Company.

/1/  The term "independent" director refers to a director who is not an "interested
     person" of the fund within the meaning of the 1940 Act.
/2/  Directors and officers of the fund serve until their resignation, removal or
     retirement.

/3/  Funds managed by Capital Research and Management Company, including the
     American Funds; American Funds Insurance Series,(R) which is composed of 15
     funds and serves as the underlying investment vehicle for certain variable
     insurance contracts; American Funds Target Date Retirement Series,(R) Inc.,
     which is composed of nine funds and is available to investors in tax-deferred
     retirement plans and IRAs; and Endowments, which is composed of two portfolios
     and is available to certain nonprofit organizations.

/4/  This includes all directorships (other than those in the American Funds) that
     are held by each director as a director of a public company or a registered
     investment company.

/5/  "Interested persons" of the fund within the meaning of the 1940 Act, on the
     basis of their affiliation with the fund's investment adviser, Capital Research
     and Management Company, or affiliated entities (including the fund's principal
     underwriter).

/6/  All of the officers listed, except Martin Romo, are officers and/or
     directors/trustees of one or more of the other funds for which Capital Research
     and Management Company serves as investment adviser.

THE ADDRESS FOR ALL DIRECTORS AND OFFICERS OF THE FUND IS 333 SOUTH HOPE STREET,
55TH FLOOR, LOS ANGELES, CALIFORNIA 90071, ATTENTION: SECRETARY.


                        Fundamental Investors -- Page 11
<PAGE>


FUND SHARES OWNED BY DIRECTORS AS OF DECEMBER 31, 2006



                                                     AGGREGATE DOLLAR RANGE/1/
                                                             OF SHARES
                                                        OWNED IN ALL FUNDS
                                                       IN THE AMERICAN FUNDS
                          DOLLAR RANGE/1/ OF FUND         FAMILY OVERSEEN
          NAME                  SHARES OWNED                BY DIRECTOR
- -------------------------------------------------------------------------------

 "INDEPENDENT" DIRECTORS
- -------------------------------------------------------------------------------
 Joseph C. Berenato          $10,001 - $50,000             Over $100,000
- -------------------------------------------------------------------------------
 Robert J. Denison           $10,001 - $50,000          $50,001 - $100,000
- -------------------------------------------------------------------------------
 Robert A. Fox                  Over $100,000              Over $100,000
- -------------------------------------------------------------------------------
 Leonade D. Jones               Over $100,000              Over $100,000
- -------------------------------------------------------------------------------
 John G. McDonald            $50,001 - $100,000            Over $100,000
- -------------------------------------------------------------------------------
 Gail L. Neale               $10,001 - $50,000             Over $100,000
- -------------------------------------------------------------------------------
 Henry E. Riggs                 Over $100,000              Over $100,000
- -------------------------------------------------------------------------------
 Patricia K. Woolf           $50,001 - $100,000            Over $100,000
- -------------------------------------------------------------------------------
 "INTERESTED" DIRECTORS
- -------------------------------------------------------------------------------
 Dina N. Perry                 Over $100,000               Over $100,000
- -------------------------------------------------------------------------------
 James F. Rothenberg            Over $100,000              Over $100,000
- -------------------------------------------------------------------------------



/1/  Ownership disclosure is made using the following ranges: None; $1 - $10,000;
     $10,001 - $50,000; $50,001 - $100,000; and Over $100,000. The amounts listed
     for "interested" directors include shares owned through The Capital Group
     Companies, Inc. retirement plan and 401(k) plan.


DIRECTOR COMPENSATION -- No compensation is paid by the fund to any officer or
director who is a director, officer or employee of the investment adviser or its
affiliates. The boards of funds advised by the investment adviser typically meet
either individually or jointly with the boards of one or more other such funds
with substantially overlapping board membership (in each case referred to as a
"board cluster"). The fund typically pays each independent director an annual
fee, which ranges from $16,000 to $34,000, based primarily on the total number
of board clusters on which that independent director serves.


In addition, the fund generally pays independent directors attendance and other
fees for meetings of the board and its committees. Board and committee chairs
receive additional fees for their services.


Independent directors also receive attendance fees for certain special joint
meetings and information sessions with directors and trustees of other groupings
of funds advised by the investment adviser. The fund and the other funds served
by each independent director each pay an equal portion of these attendance fees.


                        Fundamental Investors -- Page 12
<PAGE>


No pension or retirement benefits are accrued as part of fund expenses.
Independent directors may elect, on a voluntary basis, to defer all or a portion
of their fees through a deferred compensation plan in effect for the fund. The
fund also reimburses certain expenses of the independent directors.


DIRECTOR COMPENSATION PAID DURING THE FISCAL YEAR ENDED DECEMBER 31, 2006



                                                                            TOTAL COMPENSATION (INCLUDING
                                                                                 VOLUNTARILY DEFERRED
                                                 AGGREGATE COMPENSATION            COMPENSATION/1/)
                                                 (INCLUDING VOLUNTARILY       FROM ALL FUNDS MANAGED BY
                                                DEFERRED COMPENSATION/1/)  CAPITAL RESEARCH AND MANAGEMENT
        NAME                                          FROM THE FUND          COMPANY OR ITS AFFILIATES/2/
- -----------------------------------------------------------------------------------------------------------

 Joseph C. Berenato/3/                                   $36,584                       $220,000
- -----------------------------------------------------------------------------------------------------------
 Robert J. Denison/3/                                     33,875                        156,000
- -----------------------------------------------------------------------------------------------------------
 Robert A. Fox/3/                                         36,744                        257,500
- -----------------------------------------------------------------------------------------------------------
 Leonade D. Jones/3/                                      36,917                        263,500
- -----------------------------------------------------------------------------------------------------------
 John G. McDonald/3/                                       37,187                        340,000
- -----------------------------------------------------------------------------------------------------------
 Gail L. Neale/3/                                          33,375                        150,000
- -----------------------------------------------------------------------------------------------------------
 Henry E. Riggs/3/                                         51,500                        181,500
- -----------------------------------------------------------------------------------------------------------
 Patricia K. Woolf/3/                                      37,334                        224,500
- -----------------------------------------------------------------------------------------------------------



/1/  Amounts may be deferred by eligible directors under a nonqualified deferred
     compensation plan adopted by the fund in 1993. Deferred amounts accumulate at
     an earnings rate determined by the total return of one or more American Funds
     as designated by the directors. Compensation shown in this table for the fiscal
     year ended December 31, 2006 does not include earnings on amounts deferred in
     previous fiscal years. See footnote 3 to this table for more information.

/2/  Funds managed by Capital Research and Management Company, including the
     American Funds; American Funds Insurance Series,(R) which is composed of 15
     funds and serves as the underlying investment vehicle for certain variable
     insurance contracts; American Funds Target Date Retirement Series,(R) Inc.,
     which is composed of nine funds and is available to investors in tax-deferred
     retirement plans and IRAs; and Endowments, which is composed of two portfolios
     and is available to certain nonprofit organizations.

/3/  Since the deferred compensation plan's adoption, the total amount of deferred
     compensation accrued by the fund (plus earnings thereon) through the 2006
     fiscal year for participating directors is as follows: Joseph C. Berenato
     ($82,200), Robert J. Denison ($90,638), Robert A. Fox ($359,158), Leonade D.
     Jones ($41,034), John G. McDonald ($323,227), Gail L. Neale ($35,185), Henry E.
     Riggs ($488,106) and Patricia K. Woolf ($229,328). Amounts deferred and
     accumulated earnings thereon are not funded and are general unsecured
     liabilities of the fund until paid to the directors.


As of February 1, 2007, the officers and directors of the fund and their
families, as a group, owned beneficially or of record less than 1% of the
outstanding shares of the fund.


FUND ORGANIZATION AND THE BOARD OF DIRECTORS -- The fund, an open-end,
diversified management investment company, was organized as a Delaware
corporation on October 17, 1932 and reincorporated in Maryland on February 1,
1990. Although the board of directors has delegated day-to-day oversight to the
investment adviser, all fund operations are supervised by the fund's board,
which meets periodically and performs duties required by applicable state and
federal laws.


Under Maryland law, the business affairs of a fund are managed under the
direction of the board of directors, and all powers of the fund are exercised by
or under the authority of the board except as reserved to the shareholders by
law or the fund's charter or by-laws. Maryland law


                        Fundamental Investors -- Page 13
<PAGE>


requires each director to perform his/her duties as a director, including
his/her duties as a member of any board committee on which he/she serves, in
good faith, in a manner he/she reasonably believes to be in the best interest of
the fund, and with the care that an ordinarily prudent person in a like position
would use under similar circumstances.


Independent board members are paid certain fees for services rendered to the
fund as described above. They may elect to defer all or a portion of these fees
through a deferred compensation plan in effect for the fund.


The fund has several different classes of shares. Shares of each class represent
an interest in the same investment portfolio. Each class has pro rata rights as
to voting, redemption, dividends and liquidation, except that each class bears
different distribution expenses and may bear different transfer agent fees and
other expenses properly attributable to the particular class as approved by the
board of directors and set forth in the fund's rule 18f-3 Plan. Each class'
shareholders have exclusive voting rights with respect to the respective class'
rule 12b-1 plans adopted in connection with the distribution of shares and on
other matters in which the interests of one class are different from interests
in another class. Shares of all classes of the fund vote together on matters
that affect all classes in substantially the same manner. Each class votes as a
class on matters that affect that class alone. Note that 529 college savings
plan account owners invested in Class 529 shares are not shareholders of the
fund and, accordingly, do not have the rights of a shareholder, such as the
right to vote proxies relating to fund shares. As the legal owner of the fund's
Class 529 shares, the Virginia College Savings Plan/SM/ will vote any proxies
relating to such fund shares.


The fund does not hold annual meetings of shareholders. However, significant
matters that require shareholder approval, such as certain elections of board
members or a change in a fundamental investment policy, will be presented to
shareholders at a meeting called for such purpose. Shareholders have one vote
per share owned. At the request of the holders of at least 10% of the shares,
the fund will hold a meeting at which any member of the board could be removed
by a majority vote.


The fund's articles of incorporation and by-laws as well as separate
indemnification agreements that the fund has entered into with independent
directors provide in effect that, subject to certain conditions, the fund will
indemnify its officers and directors against liabilities or expenses actually
and reasonably incurred by them relating to their service to the fund. However,
directors are not protected from liability by reason of their willful
misfeasance, bad faith, gross negligence or reckless disregard of the duties
involved in the conduct of their office.


COMMITTEES OF THE BOARD OF DIRECTORS -- The fund has an audit committee
comprised of Joseph C. Berenato, Robert J. Denison, Robert A. Fox and Leonade D.
Jones, none of whom is an "interested person" of the fund within the meaning of
the 1940 Act. The committee provides oversight regarding the fund's accounting
and financial reporting policies and practices, its internal controls and the
internal controls of the fund's principal service providers. The committee acts
as a liaison between the fund's independent registered public accounting firm
and the full board of directors. Four audit committee meetings were held during
the 2006 fiscal year.


The fund has a contracts committee, formerly the governance and contracts
committee, comprised of Joseph C. Berenato, Robert J. Denison, Robert A. Fox,
Leonade D. Jones, John G. McDonald, Gail L. Neale, Henry E. Riggs and Patricia
K. Woolf, none of whom is an "interested person" of the fund within the meaning
of the 1940 Act. The committee's principal function is to


                        Fundamental Investors -- Page 14
<PAGE>


request, review and consider the information deemed necessary to evaluate the
terms of certain agreements between the fund and its investment adviser or the
investment adviser's affiliates, such as the Investment Advisory and Service
Agreement, Principal Underwriting Agreement, Administrative Services Agreement
and Plans of Distribution adopted pursuant to rule 12b-1 under the 1940 Act,
that the fund may enter into, renew or continue, and to make its recommendations
to the full board of directors on these matters. Two contracts committee
meetings were held during the 2006 fiscal year.


The fund has a nominating and governance committee, formerly the nominating
committee, comprised of Joseph C. Berenato, John G. McDonald, Gail L. Neale and
Patricia K. Woolf, none of whom is an "interested person" of the fund within the
meaning of the 1940 Act. The committee periodically reviews such issues as the
board's composition, responsibilities, committees, compensation and other
relevant issues, and recommends any appropriate changes to the full board of
directors. The committee also evaluates, selects and nominates independent
director candidates to the full board of directors. While the committee normally
is able to identify from its own and other resources an ample number of
qualified candidates, it will consider shareholder suggestions of persons to be
considered as nominees to fill future vacancies on the board. Such suggestions
must be sent in writing to the nominating and governance committee, formerly the
nominating committee, of the fund, addressed to the fund's secretary, and must
be accompanied by complete biographical and occupational data on the prospective
nominee, along with a written consent of the prospective nominee for
consideration of his or her name by the committee. Two nominating committee
meetings were held during the 2006 fiscal year.


The fund has a proxy committee comprised of Robert A. Fox, Leonade D. Jones,
John G. McDonald, Gail L. Neale and Patricia K. Woolf, none of whom is an
"interested person" of the fund within the meaning of the 1940 Act. The
committee's functions include establishing and reviewing procedures and policies
for voting proxies of companies held in the fund's portfolio, making
determinations with regard to certain contested proxy voting issues, and
discussing related current issues. Four proxy committee meetings were held
during the 2006 fiscal year.

PROXY VOTING PROCEDURES AND GUIDELINES -- The fund and its investment adviser
have adopted Proxy Voting Guidelines (the "Guidelines") with respect to voting
proxies of securities held by the fund, other American Funds, Endowments and
American Funds Insurance Series. Certain American Funds, including the fund,
have established separate proxy voting committees that vote proxies or delegate
to a voting officer the authority to vote on behalf of those funds. Proxies for
all other funds are voted by a committee of the appropriate equity investment
division of the investment adviser under authority delegated by those funds'
boards. Therefore, if more than one fund invests in the same company, they may
vote differently on the same proposal.


All U.S. proxies are voted. Non-U.S. proxies also are voted, provided there is
sufficient time and information available. After a proxy is received, the
investment adviser prepares a summary of the proposals in the proxy. A
discussion of any potential conflicts of interest is also included in the
summary. For proxies of securities managed by a particular investment division
of the investment adviser, the initial voting recommendation is made by one or
more research analysts in that investment division familiar with the company and
industry. A second recommendation is made by a proxy coordinator (a senior
investment professional) within the appropriate investment division based on the
individual's knowledge of the Guidelines and familiarity with proxy-related
issues. The proxy summary and voting recommendations are then sent to the
appropriate proxy voting committee for the final voting decision.


                        Fundamental Investors -- Page 15
<PAGE>


The analyst and proxy coordinator making voting recommendations are responsible
for noting any potential material conflicts of interest. One example might be
where a director of one or more American Funds is also a director of a company
whose proxy is being voted. In such instances, proxy voting committee members
are alerted to the potential conflict. The proxy voting committee may then elect
to vote the proxy or seek a third-party recommendation or vote of an ad hoc
group of committee members.

The Guidelines, which have been in effect in substantially their current form
for many years, provide an important framework for analysis and decision-making
by all funds. However, they are not exhaustive and do not address all potential
issues. The Guidelines provide a certain amount of flexibility so that all
relevant facts and circumstances can be considered in connection with every
vote. As a result, each proxy received is voted on a case-by-case basis
considering the specific circumstances of each proposal. The voting process
reflects the funds' understanding of the company's business, its management and
its relationship with shareholders over time.


Information regarding how the fund voted proxies relating to portfolio
securities during the 12-month period ended June 30 of each year will be
available on or about September 1 of each year (a) without charge, upon request
by calling American Funds Service Company at 800/421-0180, (b) on the American
Funds website at americanfunds.com and (c) on the SEC's website at sec.gov.

The following summary sets forth the general positions of the American Funds,
Endowments, American Funds Insurance Series and the investment adviser on
various proposals. A copy of the full Guidelines is available upon request, free
of charge, by calling American Funds Service Company at 800/421-0180 or visiting
the American Funds website.


     DIRECTOR MATTERS -- The election of a company's slate of nominees for
     director is generally supported. Votes may be withheld for some or all of
     the nominees if this is determined to be in the best interest of
     shareholders. Separation of the chairman and CEO positions may also be
     supported. Typically, proposals to declassify the board (elect all
     directors annually) are supported based on the belief that this increases
     the directors' sense of accountability to shareholders.

     SHAREHOLDER RIGHTS -- Proposals to repeal an existing poison pill, to
     provide for confidential voting and to provide for cumulative voting are
     usually supported. Proposals to eliminate the right of shareholders to act
     by written consent or to take away a shareholder's right to call a special
     meeting are not typically supported.

     COMPENSATION AND BENEFIT PLANS -- Option plans are complicated, and many
     factors are considered in evaluating a plan. Each plan is evaluated based
     on protecting shareholder interests and a knowledge of the company and its
     management. Considerations include the pricing (or repricing) of options
     awarded under the plan and the impact of dilution on existing shareholders
     from past and future equity awards. Compensation packages should be
     structured to attract, motivate and retain existing employees and qualified
     directors; however, they should not be excessive.

     ROUTINE MATTERS -- The ratification of auditors, procedural matters
     relating to the annual meeting and changes to company name are examples of
     items considered routine. Such items are generally voted in favor of
     management's recommendations unless circumstances indicate otherwise.


                        Fundamental Investors -- Page 16
<PAGE>


PRINCIPAL FUND SHAREHOLDERS -- The following table identifies those investors
who own of record or are known by the fund to own beneficially 5% or more of any
class of its shares as of the opening of business on February 1, 2007. Unless
otherwise indicated, the ownership percentages below represent ownership of
record rather than beneficial ownership.




                 NAME AND ADDRESS                    OWNERSHIP PERCENTAGE
- ----------------------------------------------------------------------------

 Edward D. Jones & Co.                               Class A        22.44%
 201 Progress Parkway                                Class B        12.75
 Maryland Heights, MO 63043-3009
- ----------------------------------------------------------------------------
 Citigroup Global Markets, Inc.                      Class B         5.04
 333 W. 34th Street                                  Class C        17.97
 New York, NY 10001-2402                             Class F        17.04
- ----------------------------------------------------------------------------
 MLPF&S                                              Class C        11.16
 4800 Deer Lake Drive, East, Floor 2
 Jacksonville, FL 32246-6484
- ----------------------------------------------------------------------------
 Charles Schwab & Co., Inc.                          Class F         5.38
 101 Montgomery Street                               Class R-4      10.31
 San Francisco, CA 94104-4151
- ----------------------------------------------------------------------------
 Wilmington Trust Company                            Class R-1       5.95
 P.O. Box 8880
 Wilmington, DE 19899-8880
- ----------------------------------------------------------------------------
 Transamerica Life Insurance & Annuity               Class R-3      11.29
 P.O. Box 30368
 Los Angeles, CA 90030-0368
- ----------------------------------------------------------------------------
 Delaware Charter Guarantee & Trust                  Class R-3       6.52
 711 High Street
 Des Moines, IA 50392-0001
- ----------------------------------------------------------------------------
 Investors Bank & Trust                              Class R-4       8.33
 4 Manhattanville Road
 Purchase, NY 10577-2139
- ----------------------------------------------------------------------------
 BB&T                                                Class R-4       7.68
 434 Fayetteville Street Mall, Floor 4
 Raleigh, NC 27601-1701
- ----------------------------------------------------------------------------
 New York Life Trust Company                         Class R-4       5.10
 169 Lackawanna Avenue
 Parsippany, NJ 07054-1007
- ----------------------------------------------------------------------------
 State Street Bank & Trust Co.                       Class R-5      18.54
 105 Rosemont Road
 Westwood, MA 02090-2318
- ----------------------------------------------------------------------------
 CGTC                                                Class R-5      16.87
 400 S. Hope Street, Floor 22
 Los Angeles, CA 90071-2801
- ----------------------------------------------------------------------------
 The Northern Trust Company                          Class R-5      12.57
 P.O. Box 92994
 Chicago, IL 60675-2994
- ----------------------------------------------------------------------------
 Ubatco & Co.                                        Class R-5       5.45
 P.O. Box 82535
 Lincoln, NE 68501-2535
- ----------------------------------------------------------------------------
 Fidelity Investments Institutional                  Class R-5       5.41
 100 Magellan Way
 Covington, KY 41015-1999
- ----------------------------------------------------------------------------




                        Fundamental Investors -- Page 17
<PAGE>


INVESTMENT ADVISER -- Capital Research and Management Company, the fund's
investment adviser, founded in 1931, maintains research facilities in the United
States and abroad (Los Angeles, San Francisco, New York, Washington, DC, London,
Geneva, Hong Kong, Singapore and Tokyo). These facilities are staffed with
experienced investment professionals. The investment adviser is located at 333
South Hope Street, Los Angeles, CA 90071 and 6455 Irvine Center Drive, Irvine,
CA 92618. It is a wholly owned subsidiary of The Capital Group Companies, Inc.,
a holding company for several investment management subsidiaries. Capital
Research and Management Company manages equity assets through two investment
divisions, Capital World Investors and Capital Research Global Investors, and
manages fixed-income assets through its Fixed Income division. Capital World
Investors and Capital Research Global Investors generally function separately
from each other with respect to investment research activities and make
investment and proxy voting decisions on an independent basis.


The investment adviser has adopted policies and procedures that address issues
that may arise as a result of an investment professional's management of the
fund and other funds and accounts. Potential issues could involve allocation of
investment opportunities and trades among funds and accounts, use of information
regarding the timing of fund trades, investment professional compensation and
voting relating to portfolio securities. The investment adviser believes that
its policies and procedures are reasonably designed to address these issues.


COMPENSATION OF INVESTMENT PROFESSIONALS -- As described in the prospectus, the
investment adviser uses a system of multiple portfolio counselors in managing
fund assets. In addition, Capital Research and Management Company's investment
analysts may make investment decisions with respect to a portion of a fund's
portfolio within their research coverage. Portfolio counselors and investment
analysts may also make investment decisions for other mutual funds advised by
Capital Research and Management Company.


Portfolio counselors and investment analysts are paid competitive salaries by
Capital Research and Management Company. In addition, they may receive bonuses
based on their individual portfolio results. Investment professionals also may
participate in profit-sharing plans. The relative mix of compensation
represented by bonuses, salary and profit-sharing will vary depending on the
individual's portfolio results, contributions to the organization and other
factors. In order to encourage a long-term focus, bonuses based on investment
results are calculated by comparing pretax total returns to relevant benchmarks
over both the most recent year and a four-year rolling average, with the greater
weight placed on the four-year rolling average. For portfolio counselors,
benchmarks may include measures of the marketplaces in which the relevant fund
invests and measures of the results of comparable mutual funds. For investment
analysts, benchmarks may include relevant market measures and appropriate
industry or sector indexes reflecting their areas of expertise. Capital Research
and Management Company also separately compensates analysts for the quality of
their research efforts. The benchmarks against which


                        Fundamental Investors -- Page 18
<PAGE>


Fundamental Investors portfolio counselors are measured include: S&P 500, MSCI
World Index and Lipper Growth and Income Funds Index.


PORTFOLIO COUNSELOR FUND HOLDINGS AND OTHER MANAGED ACCOUNTS -- As described
below, portfolio counselors may personally own shares of the fund. In addition,
portfolio counselors may manage portions of other mutual funds or accounts
advised by Capital Research and Management Company or its affiliates.


THE FOLLOWING TABLE REFLECTS INFORMATION AS OF DECEMBER 31, 2006:





                                          NUMBER             NUMBER
                                         OF OTHER           OF OTHER          NUMBER
                                        REGISTERED           POOLED          OF OTHER
                                        INVESTMENT         INVESTMENT        ACCOUNTS
                                     COMPANIES (RICS)   VEHICLES (PIVS)        THAT
                                           THAT               THAT           PORTFOLIO
                                         PORTFOLIO         PORTFOLIO         COUNSELOR
                     DOLLAR RANGE        COUNSELOR         COUNSELOR          MANAGES
                       OF FUND            MANAGES           MANAGES         (ASSETS OF
    PORTFOLIO           SHARES        (ASSETS OF RICS   (ASSETS OF PIVS   OTHER ACCOUNTS
    COUNSELOR          OWNED/1/       IN BILLIONS)/2/   IN BILLIONS)/3/   IN BILLIONS)/4/
- -------------------------------------------------------------------------------------------

 Dina N. Perry           Over           3      $188.3      1      $0.67         None
                      $1,000,000
- --------------------------------------------------------------------------------------------
 Michael T. Kerr         Over           2      $252.0         None              None
                      $1,000,000
- --------------------------------------------------------------------------------------------
 Ronald B.            $100,001 -        1      $ 90.1         None              None
 Morrow                $500,000
- --------------------------------------------------------------------------------------------
 James E. Drasdo         Over           2      $251.0         None              None
                      $1,000,000
- --------------------------------------------------------------------------------------------
 Brady L.             $100,001 -        2      $ 74.2         None              None
 Enright               $500,000
- --------------------------------------------------------------------------------------------



/1/  Ownership disclosure is made using the following ranges: None; $1 - $10,000;
     $10,001 - $50,000; $50,001 - $100,000; $100,001 - $500,000; $500,001 -
     $1,000,000; and Over $1,000,000. The amounts listed include shares owned
     through The Capital Group Companies, Inc. retirement plan and 401(k) plan.
/2/  Indicates fund(s) where the portfolio counselor also has significant
     responsibilities for the day to day management of the fund(s). Assets noted are
     the total net assets of the registered investment companies and are not
     indicative of the total assets managed by the individual, which is a
     substantially lower amount. No fund has an advisory fee that is based on the
     performance of the fund.
/3/  Represents funds advised or sub-advised by Capital Research and Management
     Company and sold outside the United States and/ or fixed-income assets in
     institutional accounts managed by investment adviser subsidiaries of Capital
     Group International, Inc., an affiliate of Capital Research and Management
     Company. Assets noted are the total net assets of the funds or accounts and are
     not indicative of the total assets managed by the individual, which is a
     substantially lower amount. No fund or account has an advisory fee that is
     based on the performance of the fund or account.
/4/  Reflects other professionally managed accounts held at companies affiliated
     with Capital Research and Management Company. Personal brokerage accounts of
     portfolio counselors and their families are not reflected.


INVESTMENT ADVISORY AND SERVICE AGREEMENT -- The Investment Advisory and Service
Agreement (the "Agreement") between the fund and the investment adviser will
continue in effect until August 31, 2008, unless sooner terminated, and may be
renewed from year to year thereafter, provided that any such renewal has been
specifically approved at least annually by (a) the board of directors, or by the
vote of a majority (as defined in the 1940 Act) of the outstanding voting
securities of the fund, and (b) the vote of a majority of directors who are not
parties to the Agreement or interested persons (as defined in the 1940 Act) of
any such party,


                        Fundamental Investors -- Page 19
<PAGE>


cast in person at a meeting called for the purpose of voting on such approval.
The Agreement provides that the investment adviser has no liability to the fund
for its acts or omissions in the performance of its obligations to the fund not
involving willful misconduct, bad faith, gross negligence or reckless disregard
of its obligations under the Agreement. The Agreement also provides that either
party has the right to terminate it, without penalty, upon 60 days' written
notice to the other party, and that the Agreement automatically terminates in
the event of its assignment (as defined in the 1940 Act).


In addition to providing investment advisory services, the investment adviser
furnishes the services and pays the compensation and travel expenses of persons
to perform the fund's executive, administrative, clerical and bookkeeping
functions, and provides suitable office space, necessary small office equipment
and utilities, general purpose accounting forms, supplies and postage used at
the fund's offices. The fund pays all expenses not assumed by the investment
adviser, including, but not limited to: custodian, stock transfer and dividend
disbursing fees and expenses; shareholder recordkeeping and administrative
expenses; costs of the designing, printing and mailing of reports, prospectuses,
proxy statements and notices to its shareholders; taxes; expenses of the
issuance and redemption of fund shares (including stock certificates,
registration and qualification fees and expenses); expenses pursuant to the
fund's plans of distribution (described below); legal and auditing expenses;
compensation, fees and expenses paid to independent directors; association dues;
costs of stationery and forms prepared exclusively for the fund; and costs of
assembling and storing shareholder account data.

As compensation for its services, the investment adviser receives a monthly
management fee that is based on average daily net assets and is calculated at an
annual rate of 0.39% on the first $1 billion of the fund's net assets, plus
0.336% on net assets over $1 billion to $2 billion, plus 0.30% on net assets
over $2 billion to $3 billion, plus 0.276% on net assets over $3 billion to $5
billion, plus 0.27% on net assets over $5 billion to $8 billion, plus 0.258% on
net assets over $8 billion to $13 billion, plus 0.252% on net assets over $13
billion to $17 billion, plus 0.250% on net assets over $17 billion to $21
billion, plus 0.245% on net assets over $21 billion to $27 billion, plus 0.240%
on net assets over $27 billion to $34 billion, plus 0.237% on net assets over
$34 billion to $44 billion, plus 0.234% on net assets over $44 billion to $55
billion, plus 0.232% on net assets over $55 billion.


The investment adviser has agreed to waive any fees to the extent they would
exceed those payable under the rate structure contained in its previous
agreement that was in effect from December 1, 1991 through May 31, 1998. The fee
structure referenced above is lower than that in the previous agreement except
in the event that the fund's net assets were to fall below $8 billion when fees
are equal to, or higher than, that in the previous agreement.


The Agreement provides for a management fee reduction to the extent that the
annual ordinary operating expenses of the fund's Class A shares exceed 1% of the
average net assets in excess thereof. Expenses which are not subject to these
limitations are interest, taxes and extraordinary expenses. Expenditures,
including costs incurred in connection with the purchase or sale of portfolio
securities, which are capitalized in accordance with generally accepted
accounting principles applicable to investment companies, are accounted for as
capital items and not as expenses. To the extent the fund's management fee must
be waived due to Class A share expense ratios exceeding the expense limitations
described above, management fees will be reduced similarly for all classes of
shares of the fund, or other Class A fees will be waived in lieu of management
fees.


                        Fundamental Investors -- Page 20
<PAGE>


For the fiscal years ended December 31, 2006, 2005 and 2004, the investment
adviser was entitled to receive from the fund management fees of $87,469,000,
$67,323,000 and $59,209,000, respectively. After giving effect to the management
fee waivers described below, the fund paid the investment adviser management
fees of $78,722,000 (a reduction of $8,747,000), $61,385,000 (a reduction of
$5,938,000) and $58,189,000 (a reduction of $1,020,000) for the fiscal years
ended December 31, 2006, 2005 and 2004, respectively.

For the period from September 1, 2004 through March 31, 2005, the investment
adviser agreed to waive 5% of the management fees that it was otherwise entitled
to receive under the Agreement. Beginning April 1, 2005, this waiver increased
to 10% of the management fees that the investment adviser is otherwise entitled
to receive and this waiver is expected to continue at this level until further
review. As a result of this waiver, management fees are reduced similarly for
all classes of shares of the fund.


ADMINISTRATIVE SERVICES AGREEMENT -- The Administrative Services Agreement (the
"Administrative Agreement") between the fund and the investment adviser relating
to the fund's Class C, F, R and 529 shares will continue in effect until August
31, 2008, unless sooner terminated, and may be renewed from year to year
thereafter, provided that any such renewal has been specifically approved at
least annually by the vote of a majority of directors who are not parties to the
Administrative Agreement or interested persons (as defined in the 1940 Act) of
any such party, cast in person at a meeting called for the purpose of voting on
such approval. The fund may terminate the Administrative Agreement at any time
by vote of a majority of independent directors. The investment adviser has the
right to terminate the Administrative Agreement upon 60 days' written notice to
the fund. The Administrative Agreement automatically terminates in the event of
its assignment (as defined in the 1940 Act).


Under the Administrative Agreement, the investment adviser provides certain
transfer agent and administrative services for shareholders of the fund's Class
C and F shares, and Class R and 529 shares. The investment adviser may contract
with third parties, including American Funds Service Company, the fund's
Transfer Agent, to provide some of these services. Services include, but are not
limited to, shareholder account maintenance, transaction processing, tax
information reporting and shareholder and fund communications. In addition, the
investment adviser monitors, coordinates and oversees the activities performed
by third parties providing such services. For Class R-1 and R-2 shares, the
investment adviser has agreed to pay a portion of the fees payable under the
Administrative Agreement that would otherwise have been paid by the fund. For
the year ended December 31, 2006, the total fees paid by the investment adviser
were $223,000.


The investment adviser receives an administrative services fee at the annual
rate of up to 0.15% of the average daily net assets for Class C, F, R (excluding
Class R-5 shares) and 529 shares for administrative services provided to these
share classes. Administrative services fees are paid monthly and accrued daily.
The investment adviser uses a portion of this fee to compensate third parties
for administrative services provided to the fund. Of the remainder, the
investment adviser does not retain more than 0.05% of the average daily net
assets for each applicable share class. For Class R-5 shares, the administrative
services fee is calculated at the annual rate of up to 0.10% of the average
daily net assets. The administrative services fee includes compensation for
transfer agent and shareholder services provided to the fund's Class C, F, R and
529 shares. In addition to making administrative service fee payments to
unaffiliated third parties, the investment adviser also makes payments from the
administrative services fee to American Funds


                        Fundamental Investors -- Page 21
<PAGE>


Service Company according to a fee schedule contained in a Shareholder Services
Agreement between the fund and American Funds Service Company.


During the 2006 fiscal year, administrative services fees, gross of any payments
made by the investment adviser, were:



                                             ADMINISTRATIVE SERVICES FEE
- ------------------------------------------------------------------------------

               CLASS C                               $1,626,000
- ------------------------------------------------------------------------------
               CLASS F                                  998,000
- ------------------------------------------------------------------------------
             CLASS 529-A                                294,000
- ------------------------------------------------------------------------------
             CLASS 529-B                                 59,000
- ------------------------------------------------------------------------------
             CLASS 529-C                                107,000
- ------------------------------------------------------------------------------
             CLASS 529-E                                 15,000
- ------------------------------------------------------------------------------
             CLASS 529-F                                  7,000
- ------------------------------------------------------------------------------
              CLASS R-1                                  32,000
- ------------------------------------------------------------------------------
              CLASS R-2                               1,149,000
- ------------------------------------------------------------------------------
              CLASS R-3                                 751,000
- ------------------------------------------------------------------------------
              CLASS R-4                                 411,000
- ------------------------------------------------------------------------------
              CLASS R-5                                 383,000
- ------------------------------------------------------------------------------


PRINCIPAL UNDERWRITER AND PLANS OF DISTRIBUTION -- American Funds Distributors,
Inc. (the "Principal Underwriter") is the principal underwriter of the fund's
shares. The Principal Underwriter is located at 333 South Hope Street, Los
Angeles, CA 90071; 6455 Irvine Center Drive, Irvine, CA 92618; 3500 Wiseman
Boulevard, San Antonio, TX 78251; 8332 Woodfield Crossing Boulevard,
Indianapolis, IN 46240; and 5300 Robin Hood Road, Norfolk, VA 23513.


The Principal Underwriter receives revenues from sales of the fund's shares. For
Class A and 529-A shares, the Principal Underwriter receives commission revenue
consisting of that portion of the Class A and 529-A sales charge remaining after
the allowances by the Principal Underwriter to investment dealers. For Class B
and 529-B shares, the Principal Underwriter sells the rights to the 12b-1 fees
paid by the fund for distribution expenses to a third party and receives the
revenue remaining after compensating investment dealers for sales of Class B and
529-B shares. The fund also pays the Principal Underwriter for advancing the
immediate service fees paid to qualified dealers of Class B and 529-B shares.
For Class C and 529-C shares, the Principal Underwriter receives any contingent
deferred sales charges that apply during the first year after purchase. The fund
pays the Principal Underwriter for advancing the immediate service fees and
commissions paid to qualified dealers of Class C and 529-C shares. For Class
529-E shares, the fund pays the Principal Underwriter for advancing the
immediate service fees and commissions paid to qualified dealers. For Class F
and 529-F shares, the fund pays the Principal Underwriter for advancing the
immediate service fees paid to qualified dealers and advisers who sell Class F
and 529-F shares. For Class R-1, R-2, R-3 and R-4 shares, the fund pays the
Principal Underwriter for advancing the immediate service fees paid to qualified
dealers and advisers who sell Class R-1, R-2, R-3 and R-4 shares.


                        Fundamental Investors -- Page 22
<PAGE>


Commissions, revenue or service fees retained by the Principal Underwriter after
allowances or compensation to dealers were:



                                                                 COMMISSIONS,        ALLOWANCE OR
                                                                    REVENUE          COMPENSATION
                                           FISCAL YEAR/PERIOD  OR FEES RETAINED       TO DEALERS
- -----------------------------------------------------------------------------------------------------

                 CLASS A                          2006            $20,462,000         $89,708,000
                                                  2005             10,046,000          44,270,000
                                                  2004              7,010,000          31,352,000
                 CLASS B                          2006                788,000           5,960,000
                                                  2005                408,000           2,993,000
                                                  2004                529,000           3,819,000
- -----------------------------------------------------------------------------------------------------
                 CLASS C                          2006                     --           4,452,000
                                                  2005                     --           1,833,000
                                                  2004                  2,000           1,352,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-A                        2006                696,000           3,180,000
                                                  2005                382,000           1,771,000
                                                  2004                258,000           1,226,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-B                        2006                 46,000             328,000
                                                  2005                 37,000             313,000
                                                  2004                 56,000             527,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-C                        2006                     --             363,000
                                                  2005                     --             199,000
                                                  2004                  2,000             148,000
- -----------------------------------------------------------------------------------------------------


The fund has adopted plans of distribution (the "Plans") pursuant to rule 12b-1
under the 1940 Act. The Principal Underwriter receives amounts payable pursuant
to the Plans (see below). As required by rule 12b-1 and the 1940 Act, the Plans
(together with the Principal Underwriting Agreement) have been approved by the
full board of directors and separately by a majority of the independent
directors of the fund who have no direct or indirect financial interest in the
operation of the Plans or the Principal Underwriting Agreement. Potential
benefits of the Plans to the fund include quality shareholder services; savings
to the fund in transfer agency costs; and benefits to


                        Fundamental Investors -- Page 23
<PAGE>


the investment process from growth or stability of assets. The selection and
nomination of independent directors are committed to the discretion of the
independent directors during the existence of the Plans. The Plans may not be
amended to increase materially the amount spent for distribution without
shareholder approval. Plan expenses are reviewed by the board of directors
quarterly and the Plans must be renewed annually by the board of directors.


Under the Plans, the fund may annually expend the following amounts to finance
any activity primarily intended to result in the sale of fund shares, provided
the fund's board of directors has approved the category of expenses for which
payment is being made: (a) for Class A shares, up to 0.25% of the average daily
net assets attributable to Class A shares; (b) for Class 529-A shares, up to
0.50% of the average daily net assets attributable to Class 529-A shares; (c)
for Class B and 529-B shares, up to 1.00% of the average daily net assets
attributable to Class B and 529-B shares, respectively; (d) for Class C and
529-C shares, up to 1.00% of the average daily net assets attributable to Class
C and 529-C shares, respectively; (e) for Class 529-E shares, up to 0.75% of the
average daily net assets attributable to Class 529-E shares; (f) for Class F and
529-F shares, up to 0.50% of the average daily net assets attributable to Class
F and 529-F shares, respectively; (g) for Class R-1 shares, up to 1.00% of the
average daily net assets attributable to Class R-1 shares; (h) for Class R-2
shares, up to 1.00% of the average daily net assets attributable to Class R-2
shares; (i) for Class R-3 shares, up to 0.75% of the average daily net assets
attributable to Class R-3 shares; and (j) for Class R-4 shares, up to 0.50% of
the average daily net assets attributable to Class R-4 shares. The fund has not
adopted a Plan for Class R-5 shares; accordingly, no 12b-1 fees are paid from
Class R-5 share assets.


For Class A and 529-A shares: (a) up to 0.25% is reimbursed to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) up to the amount allowable under the fund's Class
A and 529-A 12b-1 limit, after reimbursement for paying service-related
expenses, is reimbursed to the Principal Underwriter for paying
distribution-related expenses, including dealer commissions and wholesaler
compensation paid on sales of shares of $1 million or more purchased without a
sales charge (including purchases by employer-sponsored defined
contribution-type retirement plans investing $1 million or more or with 100 or
more eligible employees, and retirement plans, endowments and foundations with
$50 million or more in assets -- "no load purchases"). Commissions on no load
purchases of Class A and 529-A shares in excess of the Class A and 529-A plan
limitations not reimbursed to the Principal Underwriter during the most recent
fiscal quarter are recoverable for five quarters, provided the amount recovered
does not cause the fund to exceed the annual expense limit. After five quarters,
these commissions are not recoverable.


For Class B and 529-B shares: (a) up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) 0.75% is paid to the Principal Underwriter for
distribution-related expenses, including the financing of commissions paid to
qualified dealers.


For Class C and 529-C shares: (a) up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) up to 0.75% is paid to the Principal Underwriter
for paying distribution-related expenses, including commissions paid to
qualified dealers.


For Class 529-E shares: currently (a) up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) up to 0.25%


                        Fundamental Investors -- Page 24
<PAGE>


is paid to the Principal Underwriter for paying distribution-related expenses,
including commissions paid to qualified dealers.


For Class F and 529-F shares: currently up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers or advisers.


For Class R-1 shares: (a) up to 0.25% is paid to the Principal Underwriter for
paying service-related expenses, including paying service fees to qualified
dealers, and (b) up to 0.75% is paid to the Principal Underwriter for
distribution-related expenses, including commissions paid to qualified dealers.


For Class R-2 shares: currently (a) up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) up to 0.50% is paid to the Principal Underwriter
for paying distribution-related expenses, including commissions paid to
qualified dealers.


For Class R-3 shares: currently (a) up to 0.25% is paid to the Principal
Underwriter for paying service-related expenses, including paying service fees
to qualified dealers, and (b) up to 0.25% is paid to the Principal Underwriter
for paying distribution-related expenses, including commissions paid to
qualified dealers.


For Class R-4 shares: currently up to 0.25% is paid to the Principal Underwriter
for paying service-related expenses, including paying service fees to qualified
dealers or advisers.


As of the end of the 2006 fiscal year, total 12b-1 expenses, and the portion of
the expenses that remained unpaid, were:



                                                                    12B-1 UNPAID LIABILITY
                                             12B-1 EXPENSES              OUTSTANDING
- --------------------------------------------------------------------------------------------

               CLASS A                        $67,941,000                 $5,717,000
- --------------------------------------------------------------------------------------------
               CLASS B                         12,606,000                  1,209,000
- --------------------------------------------------------------------------------------------
               CLASS C                         10,712,000                  1,166,000
- --------------------------------------------------------------------------------------------
               CLASS F                          2,950,000                    378,000
- --------------------------------------------------------------------------------------------
             CLASS 529-A                          587,000                     57,000
- --------------------------------------------------------------------------------------------
             CLASS 529-B                          496,000                     51,000
- --------------------------------------------------------------------------------------------
             CLASS 529-C                          975,000                    107,000
- --------------------------------------------------------------------------------------------
             CLASS 529-E                           79,000                      9,000
- --------------------------------------------------------------------------------------------
             CLASS 529-F                               --                         --
- --------------------------------------------------------------------------------------------
              CLASS R-1                           164,000                     20,000
- --------------------------------------------------------------------------------------------
              CLASS R-2                         1,679,000                    183,000
- --------------------------------------------------------------------------------------------
              CLASS R-3                         1,777,000                    217,000
- --------------------------------------------------------------------------------------------
              CLASS R-4                           697,000                     91,000
- --------------------------------------------------------------------------------------------




                        Fundamental Investors -- Page 25
<PAGE>


OTHER COMPENSATION TO DEALERS -- As of January 2007, the top dealers (or their
affiliates) that American Funds Distributors anticipates will receive additional
compensation (as described in the prospectus) include:

     A. G. Edwards & Sons, Inc.
     AIG Advisors Group:
          Advantage Capital Corporation
          AIG Financial Advisors, Inc.
          American General Securities Incorporated
          FSC Securities Corporation
          Royal Alliance Associates, Inc.
     AXA Advisors, LLC
     Cadaret, Grant & Co., Inc.
     Cambridge Investment Research, Inc.
     Commonwealth Financial Network
     Cuna Brokerage Services, Inc.
     Deutsche Bank Securities Inc.
     Edward Jones
     Genworth Financial Securities Corporation
     Hefren-Tillotson, Inc.
     HTK/Janney Montgomery Group:
          Hornor, Townsend & Kent, Inc.
          Janney Montgomery Scott LLC
     ING Advisors Network Inc.:
          Bancnorth Investment Group, Inc.
          Financial Network Investment Corporation
          Guaranty Brokerage Services, Inc.
          ING Financial Partners, Inc.
          Multi-Financial Securities Corporation
          Primevest Financial Services, Inc.
     InterSecurities/Transamerica:
          InterSecurities, Inc.
          Transamerica Financial Advisors, Inc.
     J.J.B. Hilliard/PNC Bank:
          J.J.B. Hilliard, W.L. Lyons, Inc.
          PNC Bank, National Association
          PNC Brokerage Corp.
          PNC Investments LLC
     Lincoln Financial Advisors Corporation:
          Lincoln Financial Advisors Corporation
          Jefferson Pilot Securities Corporation
     LPL Financial Services:
          Linsco/Private Ledger Corp.
          Uvest Investment Services
     Merrill Lynch, Pierce, Fenner & Smith Incorporated
     Metlife Enterprises:
          Metlife Securities Inc.
          Tower Square Securities
          New England Securities
          Walnut Street Securities, Inc.


                        Fundamental Investors -- Page 26
<PAGE>


     MML Investors Services, Inc.
     Morgan Keegan & Company, Inc.
     Morgan Stanley DW Inc.
     National Planning Holdings Inc.:
          Invest Financial Corporation
          Investment Centers of America, Inc.
          National Planning Corporation
          SII Investments, Inc.
     NFP Securities, Inc.
     Northwestern Mutual Investment Services, LLC
     Pacific Select Distributors Inc.:
          Associated Securities Corp.
          Contemporary Financial Solutions, Inc.
          M.L. Stern & Co., LLC
          Mutual Service Corporation
          Sorrento Pacific Financial, LLC
          United Planners' Financial Services of America
          Waterstone Financial Group, Inc.
     Park Avenue Securities LLC
     Princor Financial Services Corporation
     Raymond James Group:
          Raymond James & Associates, Inc.
          Raymond James Financial Services Inc.
     RBC Dain Rauscher Inc.
     Robert W. Baird & Co. Incorporated
     Securian/C.R.I.:
          CRI Securities, LLC
          Securian Financial Services, Inc.
     Smith Barney
     U.S. Bancorp Investments, Inc.
     UBS Financial Services Inc.
     First Clearing LLC
     Wells Fargo Investments, L.L.C.

                      EXECUTION OF PORTFOLIO TRANSACTIONS

The investment adviser places orders with broker-dealers for the fund's
portfolio transactions. Purchases and sales of equity securities on a securities
exchange or an over-the-counter market are effected through broker-dealers who
receive commissions for their services. Generally, commissions relating to
securities traded on foreign exchanges will be higher than commissions relating
to securities traded on U.S. exchanges and may not be subject to negotiation.
Equity securities may also be purchased from underwriters at prices that include
underwriting fees. Purchases and sales of fixed-income securities are generally
made with an issuer or a primary market-maker acting as principal with no stated
brokerage commission. The price paid to an underwriter for fixed-income
securities includes underwriting fees. Prices for fixed-income securities in
secondary trades usually include undisclosed compensation to the market-maker
reflecting the spread between the bid and ask prices for the securities.


In selecting broker-dealers, the investment adviser strives to obtain "best
execution" (the most favorable total price reasonably attainable under the
circumstances) for the fund's portfolio


                        Fundamental Investors -- Page 27
<PAGE>


transactions, taking into account a variety of factors. These factors include
the size and type of transaction, the nature and character of the markets for
the security to be purchased or sold, the cost, quality and reliability of the
executions and the broker-dealer's ability to offer liquidity and anonymity. The
investment adviser considers these factors which involve qualitative judgments
when selecting broker-dealers and execution venues for fund portfolio
transactions. The investment adviser views best execution as a process that
should be evaluated over time as part of an overall relationship with particular
broker-dealer firms rather than on a trade-by-trade basis. The fund does not
consider the investment adviser as having an obligation to obtain the lowest
commission rate available for a portfolio transaction to the exclusion of price,
service and qualitative considerations.


The investment adviser may execute portfolio transactions with broker-dealers
who provide certain brokerage and/or investment research services to it, but
only when in the investment adviser's judgment the broker-dealer is capable of
providing best execution for that transaction. The receipt of these services
permits the investment adviser to supplement its own research and analysis and
makes available the views of, and information from, individuals and the research
staffs of other firms. Such views and information may be provided in the form of
written reports, telephone contacts and meetings with securities analysts. These
services may include, among other things, reports and other communications with
respect to individual companies, industries, countries and regions, economic,
political and legal developments, as well as setting up meetings with corporate
executives and seminars and conferences related to relevant subject matters. The
investment adviser considers these services to be supplemental to its own
internal research efforts and therefore the receipt of investment research from
broker-dealers does not tend to reduce the expenses involved in the investment
adviser's research efforts. If broker-dealers were to discontinue providing such
services it is unlikely the investment adviser would attempt to replicate them
on its own, in part because they would then no longer provide an independent,
supplemental viewpoint. Nonetheless, if it were to attempt to do so, the
investment adviser would incur substantial additional costs. Research services
that the investment adviser receives from broker-dealers may be used by the
investment adviser in servicing the fund and other funds and accounts that it
advises; however, not all such services will necessarily benefit the fund.


The investment adviser may pay commissions in excess of what other
broker-dealers might have charged - including on an execution-only basis - for
certain portfolio transactions in recognition of brokerage and/or investment
research services provided by a broker-dealer. In this regard, the investment
adviser has adopted a brokerage allocation procedure consistent with the
requirements of Section 28(e) of the U.S. Securities Exchange Act of 1934.
Section 28(e) permits an investment adviser to cause an account to pay a higher
commission to a broker-dealer that provides certain brokerage and/or investment
research services to the investment adviser, if the investment adviser makes a
good faith determination that such commissions are reasonable in relation to the
value of the services provided by such broker-dealer to the investment adviser
in terms of that particular transaction or the investment adviser's overall
responsibility to the fund and other accounts that it advises. Certain brokerage
and/or investment research services may not necessarily benefit all accounts
paying commissions to each such broker-dealer; therefore, the investment adviser
assesses the reasonableness of commissions in light of the total brokerage and
investment research services provided by each particular broker-dealer. In
accordance with its internal brokerage allocation procedure, the investment
adviser periodically assesses the brokerage and investment research services
provided by each broker-dealer from whom it receives such services. Using its
judgment, the investment adviser then creates lists with suggested levels of
commissions for particular broker-dealers and provides those lists to its


                        Fundamental Investors -- Page 28
<PAGE>


trading desks. Neither the investment adviser nor the fund incurs any obligation
to any broker-dealer to pay for research by generating trading commissions. The
actual level of business received by any broker-dealer may be less then the
suggested level of commissions and can, and often does, exceed the suggested
level in the normal course of business. As part of its ongoing relationships
with broker-dealers, the investment adviser routinely meets with firms,
typically at the firm's request, to discuss the level and quality of the
brokerage and research services provided, as well as the perceived value and
cost of such services. In valuing the brokerage and investment research services
the investment adviser receives from broker-dealers for its good faith
determination of reasonableness, the investment adviser does not attribute a
dollar value to such services, but rather takes various factors into
consideration, including the quantity, quality and usefulness of the services to
the investment adviser.


The investment adviser seeks, on an ongoing basis, to determine what the
reasonable levels of commission rates are in the marketplace. The investment
adviser takes various considerations into account when evaluating such
reasonableness, including, (a) rates quoted by broker-dealers, (b) the size of a
particular transaction in terms of the number of shares and dollar amount, (c)
the complexity of a particular transaction, (d) the nature and character of the
markets on which a particular trade takes place, (e) the ability of a
broker-dealer to provide anonymity while executing trades, (f) the ability of a
broker-dealer to execute large trades while minimizing market impact, (g) the
extent to which a broker-dealer has put its own capital at risk, (h) the level
and type of business done with a particular broker-dealer over a period of time,
(i) historical commission rates, and (j) commission rates that other
institutional investors are paying.


When executing portfolio transactions in the same equity security for the funds
and accounts, or portions of funds and accounts, over which the investment
adviser, through its equity investment divisions, has investment discretion,
each of the investment divisions will normally aggregate their respective
purchases or sales and execute them as part of the same transaction or series of
transactions. When executing portfolio transactions in the same fixed-income
security for the fund and the other funds or accounts over which it or one of
its affiliated companies has investment discretion, the investment adviser will
normally aggregate such purchases or sales and execute them as part of the same
transaction or series of transactions. The objective of aggregating purchases
and sales of a security is to allocate executions in an equitable manner among
the funds and other accounts that have concurrently authorized a transaction in
such security.


The investment adviser may place orders for the fund's portfolio transactions
with broker-dealers who have sold shares in the funds managed by the investment
adviser or its affiliated companies, however, it does not give consideration to
whether a broker-dealer has sold shares of the funds managed by the investment
adviser or its affiliated companies when placing any such orders for the fund's
portfolio transactions.


Brokerage commissions paid on portfolio transactions, including investment
dealer concessions on underwritings, if applicable, for the fiscal years ended
December 31, 2006, 2005 and 2004 amounted to $18,041,000, $15,535,000 and
$15,147,000. With respect to fixed-income securities, brokerage commissions
include explicit investment dealer concessions and may exclude other transaction
costs which may be reflected in the spread between the bid and asked price. The
increase in commissions paid between 2005 and 2006 was largely due to increases
in brokerage transactions and in the number of shares transacted.


                        Fundamental Investors -- Page 29
<PAGE>


The fund is required to disclose information regarding investments in the
securities of its "regular" broker-dealers (or parent companies of its regular
broker-dealers) that derive more than 15% of their revenue from broker-dealer,
underwriter or investment adviser activities. A regular broker-dealer is (a) one
of the 10 broker-dealers that received from the fund the largest amount of
brokerage commissions by participating, directly or indirectly, in the fund's
portfolio transactions during the fund's most recent fiscal year; (b) one of the
10 broker-dealers that engaged as principal in the largest dollar amount of
portfolio transactions of the fund during the fund's most recent fiscal year; or
(c) one of the 10 broker-dealers that sold the largest amount of securities of
the fund during the fund's most recent fiscal year.


At the end of the fund's most recent fiscal year, the fund's regular
broker-dealers included Citigroup Global Markets Inc., J.P. Morgan Securities
Inc. and Calyon (an affiliate of Credit Agricole SA). As of the fund's most
recent fiscal year-end, the fund held equity securities of Citigroup Inc. in the
amount of $473,728,000, J.P. Morgan Chase & Co. in the amount of $74,865,000 and
Credit Agricole SA in the amount of $126,108,000.


                        DISCLOSURE OF PORTFOLIO HOLDINGS

The fund's investment adviser, on behalf of the fund, has adopted policies and
procedures with respect to the disclosure of information about fund portfolio
securities. These policies and procedures have been reviewed by the fund's board
of directors and compliance will be periodically assessed by the board in
connection with reporting from the fund's Chief Compliance Officer.


Under these policies and procedures, the fund's complete list of portfolio
holdings available for public disclosure, dated as of the end of each calendar
quarter, is permitted to be posted on the American Funds website no earlier than
the tenth day after such calendar quarter. In practice, the public portfolio
typically is posted on the website approximately 45 days after the end of the
calendar quarter. In addition, the fund's list of top 10 equity portfolio
holdings measured by percentage of net assets invested, dated as of the end of
each calendar month, is permitted to be posted on the American Funds website no
earlier than the tenth day after such month. Such portfolio holdings information
may then be disclosed to any person pursuant to an ongoing arrangement to
disclose portfolio holdings information to such person no earlier than one day
after the day on which the information is posted on the American Funds website.
The fund's custodian, outside counsel and auditor, each of which requires
portfolio holdings information for legitimate business and fund oversight
purposes, may receive the information earlier.


Affiliated persons of the fund as described above who receive portfolio holdings
information are subject to restrictions and limitations on the use and handling
of such information pursuant to applicable codes of ethics, including
requirements to maintain the confidentiality of such information, preclear
securities trades and report securities transactions activity, as applicable.
Third party service providers of the fund receiving such information are subject
to confidentiality obligations. When portfolio holdings information is disclosed
other than through the American Funds website to persons not affiliated with the
fund (which, as described above, would typically occur no earlier than one day
after the day on which the information is posted on the American Funds website),
such persons may be bound by agreements (including confidentiality agreements)
that restrict and limit their use of the information to legitimate business uses
only. Neither the fund nor its investment adviser or any affiliate thereof
receives compensation or other consideration in connection with the disclosure
of information about portfolio securities.


                        Fundamental Investors -- Page 30
<PAGE>


Subject to board policies, the authority to disclose a fund's portfolio
holdings, and to establish policies with respect to such disclosure, resides
with the appropriate investment-related committees of the fund's investment
adviser. In exercising their authority, the committees determine whether
disclosure of information about the fund's portfolio securities is appropriate
and in the best interest of fund shareholders. The investment adviser has
implemented policies and procedures to address conflicts of interest that may
arise from the disclosure of fund holdings. For example, the investment
adviser's code of ethics specifically requires, among other things, the
safeguarding of information about fund holdings and contains prohibitions
designed to prevent the personal use of confidential, proprietary investment
information in a way that would conflict with fund transactions. In addition,
the investment adviser believes that its current policy of not selling portfolio
holdings information and not disclosing such information to unaffiliated third
parties until such holdings have been made public on the American Funds website
(other than to certain fund service providers for legitimate business and fund
oversight purposes) helps reduce potential conflicts of interest between fund
shareholders and the investment adviser and its affiliates.

                                PRICE OF SHARES

Shares are purchased at the offering price or sold at the net asset value price
next determined after the purchase or sell order is received and accepted by the
fund or the Transfer Agent; the offering or net asset value price is effective
for orders received prior to the time of determination of the net asset value
and, in the case of orders placed with dealers or their authorized designees,
accepted by the Principal Underwriter, the Transfer Agent, a dealer or any of
their designees. In the case of orders sent directly to the fund or the Transfer
Agent, an investment dealer should be indicated. The dealer is responsible for
promptly transmitting purchase and sell orders to the Principal Underwriter.


Orders received by the investment dealer or authorized designee, the Transfer
Agent or the fund after the time of the determination of the net asset value
will be entered at the next calculated offering price. Note that investment
dealers or other intermediaries may have their own rules about share
transactions and may have earlier cut-off times than those of the fund. For more
information about how to purchase through your intermediary, contact your
intermediary directly.

Prices that appear in the newspaper do not always indicate prices at which you
will be purchasing and redeeming shares of the fund, since such prices generally
reflect the previous day's closing price, while purchases and redemptions are
made at the next calculated price. The price you pay for shares, the offering
price, is based on the net asset value per share, which is calculated once daily
as of approximately 4:00 p.m. New York time, which is the normal close of
trading on the New York Stock Exchange, each day the Exchange is open. If, for
example, the Exchange closes at 1:00 p.m., the fund's share price would still be
determined as of 4:00 p.m. New York time. The New York Stock Exchange is
currently closed on weekends and on the following holidays: New Year's Day;
Martin Luther King, Jr. Day; Presidents' Day; Good Friday; Memorial Day;
Independence Day; Labor Day; Thanksgiving; and Christmas Day. Each share class
of the fund has a separately calculated net asset value (and share price).


All portfolio securities of funds managed by Capital Research and Management
Company (other than money market funds) are valued, and the net asset values per
share for each share class are determined, as indicated below. The fund follows
standard industry practice by typically reflecting changes in its holdings of
portfolio securities on the first business day following a portfolio trade.


                        Fundamental Investors -- Page 31
<PAGE>


1.    Equity securities, including depositary receipts, are valued at the
official closing price of, or the last reported sale price on, the exchange or
market on which such securities are traded, as of the close of business on the
day the securities are being valued or, lacking any sales, at the last available
bid price. Prices for each security are taken from the principal exchange or
market in which the security trades. Fixed-income securities are valued at
prices obtained from an independent pricing service, when such prices are
available; however, in circumstances where the investment adviser deems it
appropriate to do so, such securities will be valued at the mean quoted bid and
asked prices (or bid prices, if asked prices are not available) or at prices for
securities of comparable maturity, quality and type. The pricing services base
bond prices on, among other things, an evaluation of the yield curve as of
approximately 3:00 p.m. New York time. The fund's investment adviser performs
certain checks on these prices prior to calculation of the fund's net asset
value.

Securities with both fixed-income and equity characteristics (e.g., convertible
bonds, preferred stocks, units comprised of more than one type of security,
etc.), or equity securities traded principally among fixed-income dealers, are
valued in the manner described above for either equity or fixed-income
securities, depending on which method is deemed most appropriate by the
investment adviser.

Securities with original maturities of one year or less having 60 days or less
to maturity are amortized to maturity based on their cost if acquired within 60
days of maturity, or if already held on the 60th day, based on the value
determined on the 61st day. Forward currency contracts are valued at the mean of
representative quoted bid and asked prices.


Assets or liabilities initially expressed in terms of non-U.S. currencies are
translated prior to the next determination of the net asset value of the fund's
shares into U.S. dollars at the prevailing market rates.


Securities and assets for which market quotations are not readily available or
are considered unreliable are valued at fair value as determined in good faith
under policies approved by the fund's board. Subject to board oversight, the
fund's board has delegated the obligation to make fair valuation determinations
to a valuation committee established by the fund's investment adviser. The board
receives regular reports describing fair-valued securities and the valuation
methods used.


The valuation committee has adopted guidelines and procedures (consistent with
SEC rules and guidance) to ensure that certain basic principles and factors are
considered when making all fair value determinations. As a general principle,
securities lacking readily available market quotations, or that have quotations
that are considered unreliable by the investment adviser, are valued in good
faith by the valuation committee based upon what the fund might reasonably
expect to receive upon their current sale. The valuation committee considers all
indications of value available to it in determining the fair value to be
assigned to a particular security, including, without limitation, the type and
cost of the security, contractual or legal restrictions on resale of the
security, relevant financial or business developments of the issuer, actively
traded similar or related securities, conversion or exchange rights on the
security, related corporate actions, significant events occurring after the
close of trading in the security and changes in overall market conditions. The
valuation committee employs additional fair value procedures to address issues
related to equity holdings of applicable fund portfolios outside the United
States. Securities owned by these funds trade in markets that open and close at
different times, reflecting time zone differences. If significant events occur
after the close of a market (and before


                        Fundamental Investors -- Page 32
<PAGE>


these fund's net asset values are next determined) which affect the value of
portfolio securities, appropriate adjustments from closing market prices may be
made to reflect these events. Events of this type could include, for example,
earthquakes and other natural disasters or significant price changes in other
markets (e.g., U.S. stock markets).


2.   Each class of shares represents interests in the same portfolio of
investments and is identical in all respects to each other class, except for
differences relating to distribution, service and other charges and expenses,
certain voting rights, differences relating to eligible investors, the
designation of each class of shares, conversion features and exchange
privileges. Expenses attributable to the fund, but not to a particular class of
shares, are borne by each class pro rata based on relative aggregate net assets
of the classes. Expenses directly attributable to a class of shares are borne by
that class of shares. Liabilities, including accruals of taxes and other expense
items attributable to particular share classes, are deducted from total assets
attributable to such share classes.

3.   Net assets so obtained for each share class are then divided by the total
number of shares outstanding of that share class, and the result, rounded to the
nearest cent, is the net asset value per share for that share class.

                            TAXES AND DISTRIBUTIONS

FUND TAXATION -- The fund has elected to be treated as a regulated investment
company under Subchapter M of the Internal Revenue Code (the "Code"). A
regulated investment company qualifying under Subchapter M of the Code is
required to distribute to its shareholders at least 90% of its investment
company taxable income (including the excess of net short-term capital gain over
net long-term capital losses) and generally is not subject to federal income tax
to the extent that it distributes annually 100% of its investment company
taxable income and net realized capital gains in the manner required under the
Code. The fund intends to distribute annually all of its investment company
taxable income and net realized capital gains and therefore does not expect to
pay federal income tax, although in certain circumstances, the fund may
determine that it is in the interest of shareholders to distribute less than
that amount.


To be treated as a regulated investment company under Subchapter M of the Code,
the fund must also (a) derive at least 90% of its gross income from dividends,
interest, payments with respect to securities loans, net income from certain
publicly traded partnerships and gains from the sale or other disposition of
securities or foreign currencies, or other income (including, but not limited
to, gains from options, futures or forward contracts) derived with respect to
the business of investing in such securities or currencies, and (b) diversify
its holdings so that, at the end of each fiscal quarter, (i) at least 50% of the
market value of the fund's assets is represented by cash, U.S. government
securities and securities of other regulated investment companies, and other
securities (for purposes of this calculation, generally limited in respect of
any one issuer, to an amount not greater than 5% of the market value of the
fund's assets and 10% of the outstanding voting securities of such issuer) and
(ii) not more than 25% of the value of its assets is invested in the securities
of (other than U.S. government securities or the securities of other regulated
investment companies) any one issuer; two or more issuers which the fund
controls and which are determined to be engaged in the same or similar trades or
businesses; or the securities of certain publicly traded partnerships.


Under the Code, a nondeductible excise tax of 4% is imposed on the excess of a
regulated investment company's "required distribution" for the calendar year
ending within the regulated


                        Fundamental Investors -- Page 33
<PAGE>


investment company's taxable year over the "distributed amount" for such
calendar year. The term "required distribution" means the sum of (a) 98% of
ordinary income (generally net investment income) for the calendar year, (b) 98%
of capital gain (both long-term and short-term) for the one-year period ending
on October 31 (as though the one-year period ending on October 31 were the
regulated investment company's taxable year) and (c) the sum of any untaxed,
undistributed net investment income and net capital gains of the regulated
investment company for prior periods. The term "distributed amount" generally
means the sum of (a) amounts actually distributed by the fund from its current
year's ordinary income and capital gain net income and (b) any amount on which
the fund pays income tax during the periods described above. Although the fund
intends to distribute its net investment income and net capital gains so as to
avoid excise tax liability, the fund may determine that it is in the interest of
shareholders to distribute a lesser amount.


The following information may not apply to you if you hold fund shares in a
tax-deferred account, such as a retirement plan or education savings account.
Please see your tax adviser for more information.


DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS -- Dividends and capital gain
distributions on fund shares will be reinvested in shares of the fund of the
same class, unless shareholders indicate in writing that they wish to receive
them in cash or in shares of the same class of other American Funds, as provided
in the prospectus. Dividends and capital gain distributions by 529 share classes
will be automatically reinvested.


Distributions of investment company taxable income and net realized capital
gains to  shareholders will be taxable whether received in shares or in cash,
unless such shareholders are exempt from taxation. Shareholders electing to
receive distributions in the form of additional shares will have a cost basis
for federal income tax purposes in each share so received equal to the net asset
value of that share on the reinvestment date. Dividends and capital gain
distributions by the fund to a tax-deferred retirement plan account are not
taxable currently.

     DIVIDENDS -- The fund intends to follow the practice of distributing
     substantially all of its investment company taxable income. Investment
     company taxable income generally includes dividends, interest, net
     short-term capital gains in excess of net long-term capital losses, and
     certain foreign currency gains, if any, less expenses and certain foreign
     currency losses. To the extent the fund invests in stock of domestic and
     certain foreign corporations and meets the applicable holding period
     requirement, it may receive "qualified dividends". The fund will designate
     the amount of "qualified dividends" to its shareholders in a notice sent
     within 60 days of the close of its fiscal year and will report "qualified
     dividends" to shareholders on Form 1099-DIV.

     Under the Code, gains or losses attributable to fluctuations in exchange
     rates that occur between the time the fund accrues receivables or
     liabilities denominated in a foreign currency and the time the fund
     actually collects such receivables, or pays such liabilities, generally are
     treated as ordinary income or ordinary loss. Similarly, on disposition of
     debt securities denominated in a foreign currency and on disposition of
     certain futures contracts, forward contracts and options, gains or losses
     attributable to fluctuations in the value of foreign currency between the
     date of acquisition of the security or contract and the date of disposition
     are also treated as ordinary gain or loss. These gains or losses, referred
     to under the Code as Section 988 gains or losses, may increase or decrease
     the


                        Fundamental Investors -- Page 34
<PAGE>


     amount of the fund's investment company taxable income to be distributed to
     its shareholders as ordinary income.


     If the fund invests in stock of certain passive foreign investment
     companies, the fund may be subject to U.S. federal income taxation on a
     portion of any "excess distribution" with respect to, or gain from the
     disposition of, such stock. The tax would be determined by allocating such
     distribution or gain ratably to each day of the fund's holding period for
     the stock. The distribution or gain so allocated to any taxable year of the
     fund, other than the taxable year of the excess distribution or
     disposition, would be taxed to the fund at the highest ordinary income rate
     in effect for such year, and the tax would be further increased by an
     interest charge to reflect the value of the tax deferral deemed to have
     resulted from the ownership of the foreign company's stock. Any amount of
     distribution or gain allocated to the taxable year of the distribution or
     disposition would be included in the fund's investment company taxable
     income and, accordingly, would not be taxable to the fund to the extent
     distributed by the fund as a dividend to its shareholders.


     To avoid such tax and interest, the fund intends to elect to treat these
     securities as sold on the last day of its fiscal year and recognize any
     gains for tax purposes at that time. Under this election, deductions for
     losses are allowable only to the extent of any prior recognized gains, and
     both gains and losses will be treated as ordinary income or loss. The fund
     will be required to distribute any resulting income, even though it has not
     sold the security and received cash to pay such distributions. Upon
     disposition of these securities, any gain recognized is treated as ordinary
     income and loss is treated as ordinary loss to the extent of any prior
     recognized gain.


     Dividends from domestic corporations are expected to comprise some portion
     of the fund's gross income. To the extent that such dividends constitute
     any of the fund's gross income, a portion of the income distributions of
     the fund may be eligible for the deduction for dividends received by
     corporations. Corporate shareholders will be informed of the portion of
     dividends that so qualifies. The dividends-received deduction is reduced to
     the extent that either the fund shares, or the underlying shares of stock
     held by the fund, with respect to which dividends are received, are treated
     as debt-financed under federal income tax law, and is eliminated if the
     shares are deemed to have been held by the shareholder or the fund, as the
     case may be, for less than 46 days during the 90-day period beginning on
     the date that is 45 days before the date on which the shares become
     ex-dividend. Capital gain distributions are not eligible for the
     dividends-received deduction.


     A portion of the difference between the issue price of zero coupon
     securities and their face value (original issue discount) is considered to
     be income to the fund each year, even though the fund will not receive cash
     interest payments from these securities. This original issue discount
     (imputed income) will comprise a part of the investment company taxable
     income of the fund that must be distributed to shareholders in order to
     maintain the qualification of the fund as a regulated investment company
     and to avoid federal income taxation at the level of the fund.


     The price of a bond purchased after its original issuance may reflect
     market discount which, depending on the particular circumstances, may
     affect the tax character and amount of income required to be recognized by
     a fund holding the bond. In determining whether a bond is purchased with
     market discount, certain de minimis rules apply.


                        Fundamental Investors -- Page 35
<PAGE>


     Dividend and interest income received by the fund from sources outside the
     United States may be subject to withholding and other taxes imposed by such
     foreign jurisdictions. Tax conventions between certain countries and the
     United States, however, may reduce or eliminate these foreign taxes. Some
     foreign countries impose taxes on capital gains with respect to investments
     by foreign investors.

     CAPITAL GAIN DISTRIBUTIONS -- The fund also intends to follow the practice
     of distributing the entire excess of net realized long-term capital gains
     over net realized short-term capital losses. Net capital gains for a fiscal
     year are computed by taking into account any capital loss carryforward of
     the fund.

     If any net long-term capital gains in excess of net short-term capital
     losses are retained by the fund for reinvestment, requiring federal income
     taxes to be paid thereon by the fund, the fund intends to elect to treat
     such capital gains as having been distributed to shareholders. As a result,
     each shareholder will report such capital gains as long-term capital gains
     taxable to individual shareholders at a maximum 15% capital gains rate,
     will be able to claim a pro rata share of federal income taxes paid by the
     fund on such gains as a credit against personal federal income tax
     liability, and will be entitled to increase the adjusted tax basis on fund
     shares by the difference between a pro rata share of the retained gains and
     such shareholder's related tax credit.


SHAREHOLDER TAXATION -- In January of each year, individual shareholders holding
fund shares in taxable accounts will receive a statement of the federal income
tax status of all distributions. Shareholders of the fund also may be subject to
state and local taxes on distributions received from the fund.

     DIVIDENDS -- Fund dividends are taxable to shareholders as ordinary income.
     All or a portion of a fund's dividend distribution may be a "qualified
     dividend." If the fund meets the applicable holding period requirement, it
     will distribute dividends derived from qualified corporation dividends to
     shareholders as qualified dividends. Interest income from bonds and money
     market instruments and nonqualified foreign dividends will be distributed
     to shareholders as nonqualified fund dividends. The fund will report on
     Form 1099-DIV the amount of each shareholder's dividend that may be treated
     as a qualified dividend. If a shareholder other than a corporation meets
     the requisite holding period requirement, qualified dividends are taxable
     at a maximum rate of 15%.

     CAPITAL GAINS -- Distributions of the excess of net long-term capital gains
     over net short-term capital losses that the fund properly designates as
     "capital gain dividends" generally will be taxable as long-term capital
     gain. Regardless of the length of time the shares of the fund have been
     held by a shareholder, a capital gain distribution by the fund is subject
     to a maximum tax rate of 15%. Any loss realized upon the redemption of
     shares held at the time of redemption for six months or less from the date
     of their purchase will be treated as a long-term capital loss to the extent
     of any amounts treated as distributions of long-term capital gains during
     such six-month period.

Distributions by the fund result in a reduction in the net asset value of the
fund's shares. Investors should consider the tax implications of buying shares
just prior to a distribution. The price of shares purchased at that time
includes the amount of the forthcoming distribution. Those purchasing just prior
to a distribution will subsequently receive a partial return of their investment
capital upon payment of the distribution, which will be taxable to them.


                        Fundamental Investors -- Page 36
<PAGE>


Redemptions of shares, including exchanges for shares of other American Funds,
may result in federal, state and local tax consequences (gain or loss) to the
shareholder.


If a shareholder exchanges or otherwise disposes of shares of the fund within 90
days of having acquired such shares, and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge for
shares of the fund, or of a different fund, the sales charge previously incurred
in acquiring the fund's shares will not be taken into account (to the extent
such previous sales charges do not exceed the reduction in sales charges) for
the purposes of determining the amount of gain or loss on the exchange, but will
be treated as having been incurred in the acquisition of such other fund(s).


Any loss realized on a redemption or exchange of shares of the fund will be
disallowed to the extent substantially identical shares are reacquired within
the 61-day period beginning 30 days before and ending 30 days after the shares
are disposed of. Any loss disallowed under this rule will be added to the
shareholder's tax basis in the new shares purchased.


The fund will be required to report to the IRS all distributions of investment
company taxable income and capital gains as well as gross proceeds from the
redemption or exchange of fund shares, except in the case of certain exempt
shareholders. Under the backup withholding provisions of Section 3406 of the
Code, distributions of investment company taxable income and capital gains and
proceeds from the redemption or exchange of a regulated investment company may
be subject to backup withholding of federal income tax in the case of non-exempt
U.S. shareholders who fail to furnish the investment company with their taxpayer
identification numbers and with required certifications regarding their status
under the federal income tax law. Withholding may also be required if the fund
is notified by the IRS or a broker that the taxpayer identification number
furnished by the shareholder is incorrect or that the shareholder has previously
failed to report interest or dividend income. If the withholding provisions are
applicable, any such distributions and proceeds, whether taken in cash or
reinvested in additional shares, will be reduced by the amounts required to be
withheld.


The foregoing discussion of U.S. federal income tax law relates solely to the
application of that law to U.S. persons (i.e., U.S. citizens and residents and
U.S. corporations, partnerships, trusts and estates). Each shareholder who is
not a U.S. person should consider the U.S. and foreign tax consequences of
ownership of shares of the fund, including the possibility that such a
shareholder may be subject to a U.S. withholding tax at a rate of 30% (or a
lower rate under an applicable income tax treaty) on dividend income received by
the shareholder.


Shareholders should consult their tax advisers about the application of federal,
state and local tax law in light of their particular situation.


                        Fundamental Investors -- Page 37
<PAGE>


UNLESS OTHERWISE NOTED, ALL REFERENCES IN THE FOLLOWING PAGES TO CLASS A, B, C
OR F SHARES ALSO REFER TO THE CORRESPONDING CLASS 529-A, 529-B, 529-C OR 529-F
SHARES. CLASS 529 SHAREHOLDERS SHOULD ALSO REFER TO THE APPLICABLE PROGRAM
DESCRIPTION FOR INFORMATION ON POLICIES AND SERVICES SPECIFICALLY RELATING TO
THESE ACCOUNTS. SHAREHOLDERS HOLDING SHARES THROUGH AN ELIGIBLE RETIREMENT PLAN
SHOULD CONTACT THEIR PLAN'S ADMINISTRATOR OR RECORDKEEPER FOR INFORMATION
REGARDING PURCHASES, SALES AND EXCHANGES.

                        PURCHASE AND EXCHANGE OF SHARES

PURCHASES BY INDIVIDUALS -- As described in the prospectus, you may generally
open an account and purchase fund shares by contacting a financial adviser or
investment dealer authorized to sell the fund's shares. You may make investments
by any of the following means:


     CONTACTING YOUR FINANCIAL ADVISER -- Deliver or mail a check to your
     financial adviser.

     BY MAIL -- for initial investments, you may mail a check, made payable to
     the fund, directly to the address indicated on the account application.
     Please indicate an investment dealer on the account application. You may
     make additional investments by filling out the "Account Additions" form at
     the bottom of a recent account statement and mailing the form, along with a
     check made payable to the fund, using the envelope provided with your
     account statement.

     The amount of time it takes for us to receive regular U.S. postal mail may
     vary and there is no assurance that we will receive such mail on the day
     you expect. Mailing addresses for regular U.S. postal mail can be found in
     the prospectus. To send investments or correspondence to us via overnight
     mail or courier service, use any of the following addresses:

           American Funds
           8332 Woodfield Crossing Blvd.
           Indianapolis, IN 46240-2482

           American Funds
           3500 Wiseman Blvd.
           San Antonio, TX 78251-4321

           American Funds
           5300 Robin Hood Rd.
           Norfolk, VA  23513-2407

     BY TELEPHONE -- using the American FundsLine. Please see the "Shareholder
     account services and privileges" section of this document for more
     information regarding this service.

     BY INTERNET -- using americanfunds.com. Please see the "Shareholder account
     services and privileges" section of this document for more information
     regarding this service.


                        Fundamental Investors -- Page 38
<PAGE>


     BY WIRE -- If you are making a wire transfer, instruct your bank to wire
     funds to:

           Wells Fargo Bank
           ABA Routing No. 121000248
           Account No. 4600-076178

           Your bank should include the following information when wiring funds:

           For credit to the account of:
           American Funds Service Company
           (fund's name)

           For further credit to:
           (shareholder's fund account number)
           (shareholder's name)

     You may contact American Funds Service Company at 800/421-0180 if you have
     questions about making wire transfers.


PURCHASES RECEIVED WITHOUT INVESTMENT INSTRUCTIONS -- When purchasing shares,
you should designate the fund or funds in which you wish to invest. In the
case of accounts other than 529 accounts, if no fund is designated and the
amount of your cash investment is more than $5,000, your money will be held
uninvested (without liability to the transfer agent for loss of income or
appreciation pending receipt of proper instructions) until investment
instructions are received, but for no more than three business days.
Your investment will be made at the net asset value (plus any applicable sales
charge in the case of Class A shares) next determined after investment
instructions are received and accepted by the transfer agent. If investment
instructions are not received, your money will be invested in Class A shares of
The Cash Management Trust of America on the third business day after receipt of
your investment.


In the case of accounts other than 529 accounts, if no fund is designated and
the amount of your cash investment is $5,000 or less, your money will be
invested in the same proportion and in the same fund or funds in which your last
cash investment (excludes exchanges) was made, provided such investment was made
within the last 16 months. If no investment was made within the last
16 months, your money will be held uninvested (without liability to the
transfer agent for loss of income or appreciation pending receipt of proper
instructions) until investment instructions are received, but for no more than
three business days. Your investment will be made at the net asset value (plus
any applicable sales charge in the case of Class A shares) next determined after
investment instructions are received and accepted by the transfer agent. If
investment instructions are not received, your money will be invested in Class A
shares of The Cash Management Trust of America on the third business day after
receipt of your investment.


OTHER PURCHASE INFORMATION -- The Principal Underwriter will not knowingly sell
shares of the fund directly or indirectly to any person or entity, where, after
the sale, such person or entity would own beneficially directly or indirectly
more than 3.0% of the outstanding shares of the fund without the consent of a
majority of the fund's board.


                        Fundamental Investors -- Page 39
<PAGE>


Class 529 shares may be purchased only through CollegeAmerica by investors
establishing qualified higher education savings accounts. Class 529-E shares may
be purchased only by investors participating in CollegeAmerica through an
eligible employer plan. Class R-5 shares are also available to clients of the
Personal Investment Management group of Capital Guardian Trust Company who do
not have an intermediary associated with their accounts and without regard to
the $1 million purchase minimum. In addition, the American Funds state
tax-exempt funds are qualified for sale only in certain jurisdictions, and
tax-exempt funds in general should not serve as retirement plan investments. The
fund and the Principal Underwriter reserve the right to reject any purchase
order.


PURCHASE MINIMUMS AND MAXIMUMS -- All investments are subject to the purchase
minimums and maximums described in the prospectus. As noted in the prospectus,
purchase minimums may be waived or reduced in certain cases.


In the case of American Funds non-tax-exempt funds, the initial purchase minimum
of $25 may be waived for the following account types:


     .    Payroll deduction retirement plan accounts (such as, but not limited
          to, 403(b), 401(k), SIMPLE IRA, SARSEP and deferred compensation plan
          accounts); and

     .    Employer-sponsored CollegeAmerica accounts.

The following account types may be established without meeting the initial
purchase minimum:


     .    Retirement accounts that are funded with employer contributions; and

     .    Accounts that are funded with monies set by court decree.

The following account types may be established without meeting the initial
purchase minimum, but shareholders wishing to invest in two or more funds must
meet the normal initial purchase minimum of each fund:


     .    Accounts that are funded with (a) transfers of assets, (b) rollovers
          from retirement plans, (c) rollovers from 529 college savings plans or
          (d) required minimum distribution automatic exchanges; and

     .    American Funds money market fund accounts registered in the name of
          clients of Capital Guardian Trust Company's Personal Investment
          Management group.

Certain accounts held on the fund's books, known as omnibus accounts, contain
multiple underlying accounts that are invested in shares of the fund. These
underlying accounts are maintained by entities such as financial intermediaries
and are subject to the applicable initial purchase minimums as described in the
prospectus and statement of additional information.


EXCHANGES -- You may only exchange shares into other American Funds within the
same share class. However, exchanges from Class A shares of The Cash Management
Trust of America may be made to Class B or C shares of other American Funds for
dollar cost averaging purposes. Exchanges are not permitted from Class A shares
of The Cash Management Trust of America to Class B or C shares of Intermediate
Bond Fund of America, Limited Term Tax-Exempt Bond Fund of America and
Short-Term Bond Fund of America. Exchange purchases are subject to the minimum
investment requirements of the fund purchased and no sales charge generally
applies.


                        Fundamental Investors -- Page 40
<PAGE>


However, exchanges of shares from American Funds money market funds are subject
to applicable sales charges on the fund being purchased, unless the money market
fund shares were acquired by an exchange from a fund having a sales charge, or
by reinvestment or cross-reinvestment of dividends or capital gain
distributions. Exchanges of Class F shares generally may only be made through
fee-based programs of investment firms that have special agreements with the
fund's distributor and certain registered investment advisers.


You may exchange shares of other classes by contacting the Transfer Agent, by
contacting your investment dealer or financial adviser, by using American
FundsLine or americanfunds.com, or by telephoning 800/421-0180 toll-free, or
faxing (see "American Funds Service Company service areas" in the prospectus for
the appropriate fax numbers) the Transfer Agent. For more information, see
"Shareholder account services and privileges" below. THESE TRANSACTIONS HAVE THE
SAME TAX CONSEQUENCES AS ORDINARY SALES AND PURCHASES.


Shares held in employer-sponsored retirement plans may be exchanged into other
American Funds by contacting your plan administrator or recordkeeper. Exchange
redemptions and purchases are processed simultaneously at the share prices next
determined after the exchange order is received (see "Price of shares" above).


FREQUENT TRADING OF FUND SHARES -- As noted in the prospectus, certain
redemptions may trigger a purchase block lasting 30 calendar days under the
fund's "purchase blocking policy." Under this policy, systematic redemptions
will not trigger a purchase block and systematic purchases will not be
prevented. For purposes of this policy, systematic redemptions include, for
example, regular periodic automatic redemptions and statement of intention
escrow share redemptions. Systematic purchases include, for example, regular
periodic automatic purchases and automatic reinvestments of dividends and
capital gain distributions.


OTHER POTENTIALLY ABUSIVE ACTIVITY -- In addition to implementing purchase
blocks, American Funds Service Company will monitor for other types of activity
that could potentially be harmful to the American Funds - for example,
short-term trading activity in multiple funds. When identified, American Funds
Service Company will request that the shareholder discontinue the activity. If
the activity continues, American Funds Service Company will freeze the
shareholder account to prevent all activity other than redemptions of fund
shares.

MOVING BETWEEN SHARE CLASSES

     If you wish to "move" your investment between share classes (within the
     same fund or between different funds), we generally will process your
     request as an exchange of the shares you currently hold for shares in
     the new class or fund. Below is more information about how sales
     charges are handled for various scenarios.

     EXCHANGING CLASS B SHARES FOR CLASS A SHARES -- If you exchange Class B
     shares for Class A shares during the contingent deferred sales charge
     period you are responsible for paying applicable deferred sales charges on
     Class B shares, but you will not be required to pay a Class A sales charge.
     If you exchange your Class B shares for Class A shares after the contingent
     deferred sales charge period you are responsible for paying any applicable
     Class A sales charges.


                        Fundamental Investors -- Page 41
<PAGE>


     If you redeem Class B shares after the contingent deferred sales charge
     period, you may either reinvest the proceeds in Class B shares or purchase
     Class A shares; if you purchase Class A shares you are responsible for
     paying any applicable Class A sales charges.

     EXCHANGING CLASS C SHARES FOR CLASS A SHARES -- If you exchange Class C
     shares for Class A shares, you are still responsible for paying any Class C
     contingent deferred sales charges and applicable Class A sales charges.

     EXCHANGING CLASS C SHARES FOR CLASS F SHARES -- If you are part of a
     qualified fee-based program and you wish to exchange your Class C shares
     for Class F shares to be held in the program, you are still responsible for
     paying any applicable Class C contingent deferred sales charges.

     EXCHANGING CLASS F SHARES FOR CLASS A SHARES -- You can exchange Class F
     shares held in a qualified fee-based program for Class A shares without
     paying an initial Class A sales charge if all of the following are met: (a)
     you are leaving or have left the fee-based program, (b) you have held the
     Class F shares in the program for at least one year, and (c) you notify
     American Funds Service Company of your request. If you have already
     redeemed your Class F shares, the foregoing requirements apply and you must
     purchase Class A shares within 90 days after redeeming your Class F shares.

     In addition, you may redeem Class F shares held in a fee-based brokerage
     account/ program for less than one year and with the redemption proceeds
     purchase Class A shares without a sales charge if the redemption is
     necessary to comply with the repeal of SEC Rule 202 under the Investment
     Advisers Act of 1940 and the transaction occurs prior to October 1, 2007,
     or such other date as determined by rule, regulation or court order.

     EXCHANGING CLASS A SHARES FOR CLASS F SHARES -- If you are part of a
     qualified fee-based program and you wish to exchange your Class A shares
     for Class F shares to be held in the program, any Class A sales charges
     (including contingent deferred sales charges) that you paid or are payable
     will not be credited back to your account.

     EXCHANGING CLASS A SHARES FOR CLASS R SHARES -- Provided it is eligible to
     invest in Class R shares, a retirement plan currently invested in Class A
     shares may exchange its shares for Class R shares. Any Class A sales
     charges that the retirement plan previously paid will not be credited back
     to the plan's account.

     MOVING BETWEEN OTHER SHARE CLASSES -- If you desire to move your investment
     between share classes and the particular scenario is not described in this
     statement of additional information, please contact American Funds Service
     Company at 800/421-0180 for more information.

NON-REPORTABLE TRANSACTIONS -- Automatic conversions described in the prospectus
will be non-reportable for tax purposes. In addition, except in the case of a
movement between a 529 share class and a non-529 share class, an exchange of
shares from one share class of a fund to another share class of the same fund
will be treated as a non-reportable exchange for tax purposes, provided that the
exchange request is received in writing by American Funds Service Company and
processed as a single transaction.


                        Fundamental Investors -- Page 42
<PAGE>


                                 SALES CHARGES

CLASS A PURCHASES


     PURCHASES BY CERTAIN 403(B) PLANS

     Individual 403(b) plans may be treated similarly to employer-sponsored
     plans for Class A sales charge purposes (i.e., individual participant
     accounts are eligible to be aggregated together) if: (a) the American Funds
     are principal investment options; (b) the employer facilitates the
     enrollment process by, for example, allowing for onsite group enrollment
     meetings held during working hours; and (c) there is only one dealer firm
     assigned to the plans.

     OTHER PURCHASES

     Pursuant to a determination of eligibility by a vice president or more
     senior officer of the Capital Research and Management Company Fund
     Administration Unit, or by his or her designee, Class A shares of the
     American Funds stock, stock/bond and bond funds may be sold at net asset
     value to:

     (1)  current or retired directors, trustees, officers and advisory board
          members of, and certain lawyers who provide services to, the funds
          managed by Capital Research and Management Company, current or retired
          employees of Washington Management Corporation, current or retired
          employees and partners of The Capital Group Companies, Inc. and its
          affiliated companies, certain family members and employees of the
          above persons, and trusts or plans primarily for such persons;

     (2)  currently registered representatives and assistants directly employed
          by such representatives, retired registered representatives with
          respect to accounts established while active, or full-time employees
          (collectively, "Eligible Persons") (and their (a) spouses or
          equivalents if recognized under local law, (b) parents and children,
          including parents and children in step and adoptive relationships,
          sons-in-law and daughters-in-law, and (c) parents-in-law, if the
          Eligible Persons or the spouses, children or parents of the Eligible
          Persons are listed in the account registration with the
          parents-in-law) of dealers who have sales agreements with the
          Principal Underwriter (or who clear transactions through such
          dealers), plans for the dealers, and plans that include as
          participants only the Eligible Persons, their spouses, parents and/or
          children;

     (3)  currently registered investment advisers ("RIAs") and assistants
          directly employed by such RIAs, retired RIAs with respect to accounts
          established while active, or full-time employees (collectively,
          "Eligible Persons") (and their (a) spouses or equivalents if
          recognized under local law, (b) parents and children, including
          parents and children in step and adoptive relationships, sons-in-law
          and daughters-in-law and (c) parents-in-law, if the Eligible Persons
          or the spouses, children or parents of the Eligible Persons are listed
          in the account registration with the parents-in-law) of RIA firms that
          are authorized to sell shares of the funds, plans for the RIA firms,
          and plans that include as participants only the Eligible Persons,
          their spouses, parents and/or children;


                        Fundamental Investors -- Page 43
<PAGE>


     (4)  companies exchanging securities with the fund through a merger,
          acquisition or exchange offer;

     (5)  insurance company separate accounts;

     (6)  accounts managed by subsidiaries of The Capital Group Companies, Inc.;

     (7)  The Capital Group Companies, Inc., its affiliated companies and
          Washington Management Corporation;

     (8)  an individual or entity with a substantial business relationship with
          The Capital Group Companies, Inc. or its affiliates, or an individual
          or entity related or relating to such individual or entity;

     (9)  wholesalers and full-time employees directly supporting wholesalers
          involved in the distribution of insurance company separate accounts
          whose underlying investments are managed by any affiliate of The
          Capital Group Companies, Inc.; and

     (10) full-time employees of banks that have sales agreements with the
          Principal Underwriter, who are solely dedicated to directly supporting
          the sale of mutual funds.

     Shares are offered at net asset value to these persons and organizations
     due to anticipated economies in sales effort and expense. Once an account
     is established under this net asset value privilege, additional investments
     can be made at net asset value for the life of the account.

     TRANSFERS TO COLLEGEAMERICA -- A transfer from the Virginia Prepaid
     Education Program/SM/ or the Virginia Education Savings Trust/SM/ to a
     CollegeAmerica account will be made with no sales charge. No commission
     will be paid to the dealer on such a transfer.

MOVING BETWEEN ACCOUNTS -- Investments in certain account types may be moved to
other account types without incurring additional Class A sales charges. These
transactions include, for example:


     .    redemption proceeds from a non-retirement account (for example, a
          joint tenant account) used to purchase fund shares in an IRA or other
          individual-type retirement account;

     .    required minimum distributions from an IRA or other individual-type
          retirement account used to purchase fund shares in a non-retirement
          account; and

     .    death distributions paid to a beneficiary's account that are used by
          the beneficiary to purchase fund shares in a different account.

LOAN REPAYMENTS -- Repayments on loans taken from a retirement plan or an
individual-type retirement account are not subject to sales charges if American
Funds Service Company is notified of the repayment.

DEALER COMMISSIONS AND COMPENSATION -- Commissions (up to 1.00%) are paid to
dealers who initiate and are responsible for certain Class A share purchases not
subject to sales charges. These purchases consist of purchases of $1 million or
more, purchases by employer-sponsored defined contribution-type retirement plans
investing $1 million or more or with 100 or


                        Fundamental Investors -- Page 44
<PAGE>


more eligible employees, and purchases made at net asset value by certain
retirement plans, endowments and foundations with assets of $50 million or more.
Commissions on such investments (other than IRA rollover assets that roll over
at no sales charge under the fund's IRA rollover policy as described in the
prospectus) are paid to dealers at the following rates: 1.00% on amounts of less
than $4 million, 0.50% on amounts of at least $4 million but less than $10
million and 0.25% on amounts of at least $10 million. Commissions are based on
cumulative investments over the life of the account with no adjustment for
redemptions, transfers, or market declines. For example, if a shareholder has
accumulated investments in excess of $4 million (but less than $10 million) and
subsequently redeems all or a portion of the account(s), purchases following the
redemption will generate a dealer commission of 0.50%.


A dealer concession of up to 1% may be paid by the fund under its Class A plan
of distribution to reimburse the Principal Underwriter in connection with dealer
and wholesaler compensation paid by it with respect to investments made with no
initial sales charge.


                      SALES CHARGE REDUCTIONS AND WAIVERS

REDUCING YOUR CLASS A SALES CHARGE -- As described in the prospectus, there are
various ways to reduce your sales charge when purchasing Class A shares.
Additional information about Class A sales charge reductions is provided below.


     STATEMENT OF INTENTION -- By establishing a statement of intention (the
     "Statement"), you enter into a nonbinding commitment to purchase shares of
     American Funds non-money market funds over a 13-month period and receive
     the same sales charge (expressed as a percentage of your purchases) as if
     all shares had been purchased at once.

     The Statement period starts on the date on which your first purchase made
     toward satisfying the Statement is processed. The market value of your
     existing holdings eligible to be aggregated (see below) as of the day
     immediately before the start of the Statement period may be credited toward
     satisfying the Statement.

     The Statement may be revised upward at any time during the Statement
     period, and such a revision will be treated as a new Statement, except that
     the Statement period during which the purchases must be made will remain
     unchanged. Purchases made from the date of revision will receive the
     reduced sales charge, if any, resulting from the revised Statement.

     The Statement will be considered completed if the shareholder dies within
     the 13-month Statement period. Commissions to dealers will not be adjusted
     or paid on the difference between the Statement amount and the amount
     actually invested before the shareholder's death.

     When a shareholder elects to use a Statement, shares equal to 5% of the
     dollar amount specified in the Statement may be held in escrow in the
     shareholder's account out of the initial purchase (or subsequent purchases,
     if necessary) by the Transfer Agent. All dividends and any capital gain
     distributions on shares held in escrow will be credited to the
     shareholder's account in shares (or paid in cash, if requested). If the
     intended investment is not completed within the specified Statement period,
     the purchaser may be required to remit to the Principal Underwriter the
     difference between the sales charge actually paid and the sales charge
     which would have been paid if the total of such purchases had been


                        Fundamental Investors -- Page 45
<PAGE>


     made at a single time. Any dealers assigned to the shareholder's account at
     the time a purchase was made during the Statement period will receive a
     corresponding commission adjustment if appropriate. If the difference is
     not paid by the close of the Statement period, the appropriate number of
     shares held in escrow will be redeemed to pay such difference. If the
     proceeds from this redemption are inadequate, the purchaser may be liable
     to the Principal Underwriter for the balance still outstanding.

     Certain payroll deduction retirement plans purchasing Class A shares under
     a Statement on or before November 12, 2006, may continue to purchase Class
     A shares at the sales charge determined by that particular Statement until
     the plans' values reach the amounts specified in their Statements. Upon
     reaching such amounts, the Statements for these plans will be deemed
     completed and will terminate. After such termination, these plans are
     eligible for additional sales charge reductions by meeting the criteria
     under the fund's rights of accumulation policy.

     In addition, if you currently have individual holdings in American Legacy
     variable annuity contracts or variable life insurance policies that were
     established on or before March 31, 2007, you may continue to apply
     purchases under such contracts and policies to a Statement.

     Shareholders purchasing shares at a reduced sales charge under a Statement
     indicate their acceptance of these terms and those in the prospectus with
     their first purchase.

     AGGREGATION -- Qualifying investments for aggregation include those made by
     you and your "immediate family" as defined in the prospectus, if all
     parties are purchasing shares for their own accounts and/or:

     .   individual-type employee benefit plans, such as an IRA, individual
          403(b) plan (see exception in "Purchases by certain 403(b) plans"
          under "Sales charges") or single-participant Keogh-type plan;

     .    business accounts solely controlled by you or your immediate family
          (for example, you own the entire business);

     .    trust accounts established by you or your immediate family (for trusts
          with only one primary beneficiary, upon the trustor's death the trust
          account may be aggregated with such beneficiary's own accounts; for
          trusts with multiple primary beneficiaries, upon the trustor's death
          the trustees of the trust may instruct American Funds Service Company
          to establish separate trust accounts for each primary beneficiary;
          each primary beneficiary's separate trust account may then be
          aggregated with such beneficiary's own accounts);

     .    endowments or foundations established and controlled by you or your
          immediate family; or

     .    529 accounts, which will be aggregated at the account owner level
          (Class 529-E accounts may only be aggregated with an eligible employer
          plan).

     Individual purchases by a trustee(s) or other fiduciary(ies) may also be
     aggregated if the investments are:

     .    for a single trust estate or fiduciary account, including employee
          benefit plans other than the individual-type employee benefit plans
          described above;


                        Fundamental Investors -- Page 46
<PAGE>


     .    made for two or more employee benefit plans of a single employer or of
          affiliated employers as defined in the 1940 Act, excluding the
          individual-type employee benefit plans described above;

     .    for a diversified common trust fund or other diversified pooled
          account not specifically formed for the purpose of accumulating fund
          shares;

     .    for nonprofit, charitable or educational organizations, or any
          endowments or foundations established and controlled by such
          organizations, or any employer-sponsored retirement plans established
          for the benefit of the employees of such organizations, their
          endowments, or their foundations; or

     .    for individually established participant accounts of a 403(b) plan
          that is treated similarly to an employer-sponsored plan for sales
          charge purposes (see "Purchases by certain 403(b) plans" under "Sales
          charges" above), or made for two or more such 403(b) plans that are
          treated similarly to employer-sponsored plans for sales charge
          purposes, in each case of a single employer or affiliated employers as
          defined in the 1940 Act.

     Purchases made for nominee or street name accounts (securities held in the
     name of an investment dealer or another nominee such as a bank trust
     department instead of the customer) may not be aggregated with those made
     for other accounts and may not be aggregated with other nominee or street
     name accounts unless otherwise qualified as described above.

     CONCURRENT PURCHASES -- As described in the prospectus, you may reduce your
     Class A sales charge by combining purchases of all classes of shares in the
     American Funds, as well as individual holdings in Endowments. Shares of
     money market funds purchased through an exchange, reinvestment or
     cross-reinvestment from a fund having a sales charge also qualify. However,
     direct purchases of American Funds money market funds are excluded. If you
     currently have individual holdings in American Legacy variable annuity
     contracts or variable life insurance policies that were established on or
     before March 31, 2007, you may continue to combine purchases made under
     such contracts and policies to reduce your Class A sales charge.

     RIGHTS OF ACCUMULATION -- Subject to the limitations described in the
     aggregation policy, you may take into account your accumulated holdings in
     all share classes of the American Funds, as well as your holdings in
     Endowments, to determine your sales charge on investments in accounts
     eligible to be aggregated. Direct purchases of American Funds money market
     funds are excluded. Subject to your investment dealer's or recordkeeper's
     capabilities, your accumulated holdings will be calculated as the higher of
     (a) the current value of your existing holdings (the "market value") or (b)
     the amount you invested (including reinvested dividends and capital gains,
     but excluding capital appreciation) less any withdrawals (the "cost
     value"). Depending on the entity on whose books your account is held, the
     value of your holdings in that account may not be eligible for calculation
     at cost value. For example, accounts held in nominee or street name may not
     be eligible for calculation at cost value and instead may be calculated at
     market value for purposes of rights of accumulation.

     The value of all of your holdings in accounts established in calendar year
     2005 or earlier will be assigned an initial cost value equal to the market
     value of those holdings as of the


                        Fundamental Investors -- Page 47
<PAGE>


     last business day of 2005. Thereafter, the cost value of such accounts will
     increase or decrease according to actual investments or withdrawals. You
     must contact your financial adviser or American Funds Service Company if
     you have additional information that is relevant to the calculation of the
     value of your holdings.

     When determining your American Funds Class A sales charge, if your
     investment is not in an employer-sponsored retirement plan, you may also
     continue to take into account the market value (as of the day prior to your
     American Funds investment) of your individual holdings in various American
     Legacy variable annuity contracts and variable life insurance policies that
     were established on or before March 31, 2007. An employer-sponsored
     retirement plan may also continue to take into account the market value of
     its investments in American Legacy Retirement Investment Plans that were
     established on or before March 31, 2007.

     You may not purchase Class B or 529-B shares if your combined American
     Funds and applicable American Legacy holdings cause you to be eligible to
     purchase Class A or 529-A shares at the $100,000 or higher sales charge
     discount rate, and you may not purchase Class C or 529-C shares if such
     combined holdings cause you to be eligible to purchase Class A or 529-A
     shares at the $1 million or more sales charge discount rate (i.e. at net
     asset value).

     If you make a gift of American Funds Class A shares, upon your request, you
     may purchase the shares at the sales charge discount allowed under rights
     of accumulation of all of your American Funds and applicable American
     Legacy accounts.

CDSC WAIVERS FOR CLASS A, B AND C SHARES -- As noted in the prospectus, a
contingent deferred sales charge ("CDSC") may be waived for redemptions due to
death or postpurchase disability of a shareholder (this generally excludes
accounts registered in the names of trusts and other entities). In the case of
joint tenant accounts, if one joint tenant dies, a surviving joint tenant, at
the time he or she notifies the Transfer Agent of the other joint tenant's death
and removes the decedent's name from the account, may redeem shares from the
account without incurring a CDSC. Redemptions made after the Transfer Agent is
notified of the death of a joint tenant will be subject to a CDSC.


In addition, a CDSC may be waived for the following types of transactions, if
together they do not exceed 12% of the value of an "account" (defined below)
annually (the "12% limit"):


     .    Required minimum distributions taken from retirement accounts upon the
          shareholder's attainment of age 70-1/2 (required minimum distributions
          that continue to be taken by the beneficiary(ies) after the account
          owner is deceased also qualify for a waiver).

     .    Redemptions through an automatic withdrawal plan (AWP) (see "Automatic
          withdrawals" under "Shareholder account services and privileges"
          below). For each AWP payment, assets that are not subject to a CDSC,
          such as appreciation on shares and shares acquired through
          reinvestment of dividends and/or capital gain distributions, will be
          redeemed first and will count toward the 12% limit. If there is an
          insufficient amount of assets not subject to a CDSC to cover a
          particular AWP payment, shares subject to the lowest CDSC will be
          redeemed next until the 12% limit is reached. Any dividends and/or
          capital gain distributions


                        Fundamental Investors -- Page 48
<PAGE>


          taken in cash by a shareholder who receives payments through an AWP
          will also count toward the 12% limit. In the case of an AWP, the 12%
          limit is calculated at the time an automatic redemption is first made,
          and is recalculated at the time each additional automatic redemption
          is made. Shareholders who establish an AWP should be aware that the
          amount of a payment not subject to a CDSC may vary over time depending
          on fluctuations in the value of their accounts. This privilege may be
          revised or terminated at any time.

     For purposes of this paragraph, "account" means:

     .    in the case of Class A shares, your investment in Class A shares of
          all American Funds (investments representing direct purchases of
          American Funds money market funds are excluded);

     .    in the case of Class B shares, your investment in Class B shares of
          the particular fund from which you are making the redemption; and

     .    in the case of Class C shares, your investment in Class C shares of
          the particular fund from which you are making the redemption.

CDSC waivers are allowed only in the cases listed here and in the prospectus.
For example, CDSC waivers will not be allowed on redemptions of Class 529-B and
529-C shares due to termination of CollegeAmerica; a determination by the
Internal Revenue Service that CollegeAmerica does not qualify as a qualified
tuition program under the Code; proposal or enactment of law that eliminates or
limits the tax-favored status of CollegeAmerica; or elimination of the fund by
the Virginia College Savings Plan as an option for additional investment within
CollegeAmerica.

                                 SELLING SHARES

The methods for selling (redeeming) shares are described more fully in the
prospectus. If you wish to sell your shares by contacting American Funds Service
Company directly, any such request must be signed by the registered
shareholders. To contact American Funds Service Company via overnight mail or
courier service, see "Purchase and exchange of shares."

A signature guarantee may be required for certain redemptions. In such an event,
your signature may be guaranteed by a domestic stock exchange or the Financial
Industry Regulatory Authority, bank, savings association or credit union that is
an eligible guarantor institution. The Transfer Agent reserves the right to
require a signature guarantee on any redemptions.


Additional documentation may be required for sales of shares held in corporate,
partnership or fiduciary accounts. You must include with your written request
any shares you wish to sell that are in certificate form.


If you sell Class A, B or C shares and request a specific dollar amount to be
sold, we will sell sufficient shares so that the sale proceeds, after deducting
any applicable CDSC, equals the dollar amount requested.


Redemption proceeds will not be mailed until sufficient time has passed to
provide reasonable assurance that checks or drafts (including certified or
cashier's checks) for shares purchased have cleared (which may take up to 10
business days from the purchase date). Except for delays relating to clearance
of checks for share purchases or in extraordinary circumstances (and as


                        Fundamental Investors -- Page 49
<PAGE>


permissible under the 1940 Act), sale proceeds will be paid on or before the
seventh day following receipt and acceptance of an order. Interest will not
accrue or be paid on amounts that represent uncashed distribution or redemption
checks.


You may request that redemption proceeds of $1,000 or more from money market
funds be wired to your bank by writing American Funds Service Company. A
signature guarantee is required on all requests to wire funds.


                  SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES

The following services and privileges are generally available to all
shareholders. However, certain services and privileges may not be available for
Class 529 shareholders or if your account is held with an investment dealer or
through an employer-sponsored retirement plan.


AUTOMATIC INVESTMENT PLAN -- An automatic investment plan enables you to make
monthly or quarterly investments in the American Funds through automatic debits
from your bank account. To set up a plan, you must fill out an account
application and specify the amount that you would like to invest and the date on
which you would like your investments to occur. The plan will begin within 30
days after your account application is received. Your bank account will be
debited on the day or a few days before your investment is made, depending on
the bank's capabilities. The Transfer Agent will then invest your money into the
fund you specified on or around the date you specified. If the date you
specified falls on a weekend or holiday, your money will be invested on the
following business day. However, if the following business day falls in the next
month, your money will be invested on the business day immediately preceding the
weekend or holiday. If your bank account cannot be debited due to insufficient
funds, a stop-payment or the closing of the account, the plan may be terminated
and the related investment reversed. You may change the amount of the investment
or discontinue the plan at any time by contacting the Transfer Agent.


AUTOMATIC REINVESTMENT -- Dividends and capital gain distributions are
reinvested in additional shares of the same class and fund at net asset value
unless you indicate otherwise on the account application. You also may elect to
have dividends and/or capital gain distributions paid in cash by informing the
fund, the Transfer Agent or your investment dealer. Dividends and capital gain
distributions paid to retirement plan shareholders or shareholders of the 529
share classes will be automatically reinvested.


If you have elected to receive dividends and/or capital gain distributions in
cash, and the postal or other delivery service is unable to deliver checks to
your address of record, or you do not respond to mailings from American Funds
Service Company with regard to uncashed distribution checks, your distribution
option will automatically be converted to having all dividends and other
distributions reinvested in additional shares.


CROSS-REINVESTMENT OF DIVIDENDS AND DISTRIBUTIONS -- For all share classes,
except the 529 classes of shares, you may cross-reinvest dividends and capital
gains (distributions) into other American Funds in the same share class at net
asset value, subject to the following conditions:


(1)  the aggregate value of your account(s) in the fund(s) paying distributions
equals or exceeds $5,000 (this is waived if the value of the account in the fund
receiving the distributions equals or exceeds that fund's minimum initial
investment requirement);


                        Fundamental Investors -- Page 50
<PAGE>


(2)  if the value of the account of the fund receiving distributions is below
the minimum initial investment requirement, distributions must be automatically
reinvested; and

(3)  if you discontinue the cross-reinvestment of distributions, the value of
the account of the fund receiving distributions must equal or exceed the minimum
initial investment requirement. If you do not meet this requirement within 90
days of notification, the fund has the right to automatically redeem the
account.

AUTOMATIC EXCHANGES -- For all share classes, you may automatically exchange
shares of the same class in amounts of $50 or more among any of the American
Funds on any day (or preceding business day if the day falls on a nonbusiness
day) of each month you designate.


AUTOMATIC WITHDRAWALS -- For all share classes, except the R and 529 classes of
shares, you may automatically withdraw shares from any of the American Funds.
You can make automatic withdrawals of $50 or more. You can designate the day of
each period for withdrawals and request that checks be sent to you or someone
else. Withdrawals may also be electronically deposited to your bank account. The
Transfer Agent will withdraw your money from the fund you specify on or around
the date you specify. If the date you specified falls on a weekend or holiday,
the redemption will take place on the previous business day. However, if the
previous business day falls in the preceding month, the redemption will take
place on the following business day after the weekend or holiday.


Withdrawal payments are not to be considered as dividends, yield or income.
Generally, automatic investments may not be made into a shareholder account from
which there are automatic withdrawals. Withdrawals of amounts exceeding
reinvested dividends and distributions and increases in share value would reduce
the aggregate value of the shareholder's account. The Transfer Agent arranges
for the redemption by the fund of sufficient shares, deposited by the
shareholder with the Transfer Agent, to provide the withdrawal payment
specified.


Redemption proceeds from an automatic withdrawal plan are not eligible for
reinvestment without a sales charge.


ACCOUNT STATEMENTS -- Your account is opened in accordance with your
registration instructions. Transactions in the account, such as additional
investments, will be reflected on regular confirmation statements from the
Transfer Agent. Dividend and capital gain reinvestments, purchases through
automatic investment plans and certain retirement plans, as well as automatic
exchanges and withdrawals will be confirmed at least quarterly.


AMERICAN FUNDSLINE AND AMERICANFUNDS.COM -- You may check your share balance,
the price of your shares or your most recent account transaction; redeem shares
(up to $75,000 per American Funds shareholder each day) from nonretirement plan
accounts; or exchange shares around the clock with American FundsLine or using
americanfunds.com. To use American FundsLine, call 800/325-3590 from a
TouchTone(TM) telephone. Redemptions and exchanges through American FundsLine
and americanfunds.com are subject to the conditions noted above and in
"Telephone and Internet purchases, redemptions and exchanges" below. You will
need your fund number (see the list of the American Funds under "General
information -- fund numbers"), personal identification number (generally the
last four digits of your Social Security number or other tax identification
number associated with your account) and account number.


                        Fundamental Investors -- Page 51
<PAGE>


Generally, all shareholders are automatically eligible to use these services.
However, if you are not currently authorized to do so, you may complete an
American FundsLink Authorization Form. Once you establish this privilege, you,
your financial adviser or any person with your account information may use these
services.


TELEPHONE AND INTERNET PURCHASES, REDEMPTIONS AND EXCHANGES -- By using the
telephone (including American FundsLine) or the Internet (including
americanfunds.com), or fax purchase, redemption and/or exchange options, you
agree to hold the fund, the Transfer Agent, any of its affiliates or mutual
funds managed by such affiliates, and each of their respective directors,
trustees, officers, employees and agents harmless from any losses, expenses,
costs or liabilities (including attorney fees) that may be incurred in
connection with the exercise of these privileges. Generally, all shareholders
are automatically eligible to use these services. However, you may elect to opt
out of these services by writing the Transfer Agent (you may also reinstate them
at any time by writing the Transfer Agent). If the Transfer Agent does not
employ reasonable procedures to confirm that the instructions received from any
person with appropriate account information are genuine, it and/or the fund may
be liable for losses due to unauthorized or fraudulent instructions. In the
event that shareholders are unable to reach the fund by telephone because of
technical difficulties, market conditions or a natural disaster, redemption and
exchange requests may be made in writing only.


CHECKWRITING -- You may establish check writing privileges for Class A shares
(but not Class 529-A shares) of American Funds money market funds upon meeting
the fund's initial purchase minimum of $1,000. This can be done by using an
account application. If you request check writing privileges, you will be
provided with checks that you may use to draw against your account. These checks
may be made payable to anyone you designate and must be signed by the authorized
number of registered shareholders exactly as indicated on your account
application.

REDEMPTION OF SHARES -- The fund's articles of incorporation permits the fund to
direct the Transfer Agent to redeem the shares of any shareholder for their then
current net asset value per share if at such time the shareholder of record owns
shares having an aggregate net asset value of less than the minimum initial
investment amount required of new shareholders as set forth in the fund's
current registration statement under the 1940 Act, and subject to such further
terms and conditions as the board of directors of the fund may from time to time
adopt.


While payment of redemptions normally will be in cash, the fund's articles of
incorporation permit payment of the redemption price wholly or partly in
securities or other property included in the assets belonging to the fund when
the adviser determines that it is in the best interest of the remaining
shareholders.


SHARE CERTIFICATES -- Shares are credited to your account and certificates are
not issued unless you request them by contacting the Transfer Agent.
Certificates are not available for the 529 or R share classes.


                              GENERAL INFORMATION

CUSTODIAN OF ASSETS -- Securities and cash owned by the fund, including proceeds
from the sale of shares of the fund and of securities in the fund's portfolio,
are held by State Street Bank and Trust Company, One Lincoln Street, Boston, MA
02111, as Custodian. If the fund holds non--


                        Fundamental Investors -- Page 52
<PAGE>


U.S. securities, the Custodian may hold these securities pursuant to
subcustodial arrangements in non-U.S. banks or non-U.S. branches of U.S. banks.

TRANSFER AGENT -- American Funds Service Company, a wholly owned subsidiary of
the investment adviser, maintains the records of shareholder accounts, processes
purchases and redemptions of the fund's shares, acts as dividend and capital
gain distribution disbursing agent, and performs other related shareholder
service functions. The principal office of American Funds Service Company is
located at 6455 Irvine Center Drive, Irvine, CA 92618. American Funds Service
Company was paid a fee of $24,604,000 for Class A shares and $1,192,000 for
Class B shares for the 2006 fiscal year. American Funds Service Company is also
compensated for certain transfer agency services provided to all other share
classes from the administrative services fees paid to Capital Research and
Management Company, as described under "Administrative services agreement."


In the case of certain shareholder accounts, third parties who may be
unaffiliated with the investment adviser provide transfer agency and shareholder
services in place of American Funds Service Company. These services are rendered
under agreements with American Funds Service Company or its affiliates and the
third parties receive compensation according to such agreements. Compensation
for transfer agency and shareholder services, whether paid to American Funds
Service Company or such third parties, is ultimately paid from fund assets and
is reflected in the expenses of the fund as disclosed in the prospectus.


INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -- Deloitte & Touche LLP, 695 Town
Center Drive, Costa Mesa, California 92626, serves as the fund's independent
registered public accounting firm, providing audit services, preparation of tax
returns and review of certain documents to be filed with the Securities and
Exchange Commission. The financial statements included in this statement of
additional information from the annual report have been so included in reliance
on the report of Deloitte & Touche LLP, independent registered public accounting
firm, given on the authority of said firm as experts in accounting and auditing.
The selection of the fund's independent registered public accounting firm is
reviewed and determined annually by the board of directors.


INDEPENDENT LEGAL COUNSEL -- Paul, Hastings, Janofsky & Walker LLP, 515 South
Flower Street, Los Angeles, CA 90071, serves as counsel for the fund and for
independent directors in their capacities as such. Certain legal matters in
connection with certain capital shares offered by the prospectus have been
passed upon for the fund by Paul, Hastings, Janofsky & Walker LLP. Counsel does
not provide legal services to the fund's investment adviser or any of its
affiliated companies. A determination with respect to the independence of the
fund's "independent legal counsel" will be made at least annually by the
independent directors of the fund, as prescribed by the 1940 Act and related
rules.


PROSPECTUSES, REPORTS TO SHAREHOLDERS AND PROXY STATEMENTS -- The fund's fiscal
year ends on December 31. Shareholders are provided updated prospectuses
annually and at least semiannually with reports showing the fund's investment
portfolio or summary investment portfolio, financial statements and other
information. The fund's annual financial statements are audited by the fund's
independent registered public accounting firm, Deloitte & Touche LLP. In
addition, shareholders may also receive proxy statements for the fund. In an
effort to reduce the volume of mail shareholders receive from the fund when a
household owns more than one account, the Transfer Agent has taken steps to
eliminate duplicate mailings of prospectuses,


                        Fundamental Investors -- Page 53
<PAGE>


shareholder reports and proxy statements. To receive additional copies of a
prospectus, report or proxy statement, shareholders should contact the Transfer
Agent.


CODES OF ETHICS -- The fund and Capital Research and Management Company and its
affiliated companies, including the fund's Principal Underwriter, have adopted
codes of ethics that allow for personal investments, including securities in
which the fund may invest from time to time. These codes include a ban on
acquisitions of securities pursuant to an initial public offering; restrictions
on acquisitions of private placement securities; preclearance and reporting
requirements; review of duplicate confirmation statements; annual
recertification of compliance with codes of ethics; blackout periods on personal
investing for certain investment personnel; ban on short-term trading profits
for investment personnel; limitations on service as a director of publicly
traded companies; and disclosure of personal securities transactions.

LEGAL PROCEEDINGS -- On February 16, 2005, the NASD (now the Financial Industry
Regulatory Authority) filed an administrative complaint against the Principal
Underwriter. The complaint alleges violations of certain NASD rules by the
Principal Underwriter with respect to the selection of broker-dealer firms that
buy and sell securities for mutual fund investment portfolios. The complaint
seeks sanctions, restitution and disgorgement. On August 30, 2006, the NASD
Hearing Panel ruled against the Principal Underwriter and imposed a $5 million
fine. The Principal Underwriter has appealed this decision to the NASD's
National Adjudicatory Council.


On March 24, 2005, the investment adviser and Principal Underwriter filed a
complaint against the Attorney General of the State of California in Los Angeles
County Superior Court. The complaint alleged that the Attorney General
threatened to take enforcement actions against the investment adviser and
Principal Underwriter that are without merit and preempted by federal law. On
the same day, following the filing of the investment adviser's and Principal
Underwriter's complaint, the Attorney General of the State of California filed a
complaint against the Principal Underwriter and investment adviser. Filed in Los
Angeles County Superior Court, the Attorney General's complaint alleged
violations of certain sections of the California Corporations Code with respect
to so-called "revenue sharing" disclosures in mutual fund prospectuses and
statements of additional information. On November 22, 2005, the Los Angeles
Superior Court dismissed the Attorney General's complaint. The Attorney General
subsequently appealed the Superior Court's decision to California's Court of
Appeal for the Second Appellate District. On January 26, 2007, the Court of
Appeal issued a ruling allowing the California Attorney General to proceed with
his civil action.

The investment adviser and Principal Underwriter believe that the likelihood
that these matters could have a material adverse effect on the fund or on the
ability of the investment adviser or Principal Underwriter to perform their
contracts with the fund is remote. In addition, class action lawsuits have been
filed in the U.S. District Court, Central District of California, relating to
these matters. The investment adviser believes that these suits are without
merit and will defend itself vigorously. Further updates on these issues will be
available on the American Funds website (americanfunds.com) under "American
Funds regulatory matters."


                        Fundamental Investors -- Page 54
<PAGE>


DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND MAXIMUM OFFERING PRICE
PER SHARE FOR CLASS A SHARES -- DECEMBER 31, 2006




Net asset value and redemption price per share
  (Net assets divided by shares outstanding). .                     $40.05
Maximum offering price per share
  (100/94.25 of net asset value per share,
  which takes into account the fund's current maximum
  sales charge). . . . . . . . . . . . . . . .                      $42.49



OTHER INFORMATION -- The fund reserves the right to modify the privileges
described in this statement of additional information at any time.

The financial statements including the investment portfolio and the report of
the fund's independent registered public accounting firm contained in the annual
report are included in this statement of additional information. The following
information on fund numbers is not included in the annual report:


FUND NUMBERS -- Here are the fund numbers for use with our automated telephone
line, American FundsLine/(R)/, or when making share transactions:



                                                                            FUND NUMBERS
                                                                 ------------------------------------
FUND                                                             CLASS A  CLASS B  CLASS C   CLASS F
- -----------------------------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund/(R)/  . . . . . . . . . . . . . . . . . . . . . . .     002      202      302       402
American Balanced Fund/(R)/  . . . . . . . . . . . . . . . . .     011      211      311       411
American Mutual Fund/(R)/  . . . . . . . . . . . . . . . . . .     003      203      303       403
Capital Income Builder/(R)/  . . . . . . . . . . . . . . . . .     012      212      312       412
Capital World Growth and Income Fund/SM/ . . . . . . . . . . .     033      233      333       433
EuroPacific Growth Fund/(R)/ . . . . . . . . . . . . . . . . .     016      216      316       416
Fundamental Investors/SM/  . . . . . . . . . . . . . . . . . .     010      210      310       410
The Growth Fund of America/(R)/  . . . . . . . . . . . . . . .     005      205      305       405
The Income Fund of America/(R)/  . . . . . . . . . . . . . . .     006      206      306       406
The Investment Company of America/(R)/ . . . . . . . . . . . .     004      204      304       404
The New Economy Fund/(R)/  . . . . . . . . . . . . . . . . . .     014      214      314       414
New Perspective Fund/(R)/  . . . . . . . . . . . . . . . . . .     007      207      307       407
New World Fund/SM/ . . . . . . . . . . . . . . . . . . . . . .     036      236      336       436
SMALLCAP World Fund/(R)/ . . . . . . . . . . . . . . . . . . .     035      235      335       435
Washington Mutual Investors Fund/SM/ . . . . . . . . . . . . .     001      201      301       401
BOND FUNDS
American High-Income Municipal Bond Fund/(R)/  . . . . . . . .     040      240      340       440
American High-Income Trust/SM/ . . . . . . . . . . . . . . . .     021      221      321       421
The Bond Fund of America/SM/ . . . . . . . . . . . . . . . . .     008      208      308       408
Capital World Bond Fund/(R)/ . . . . . . . . . . . . . . . . .     031      231      331       431
Intermediate Bond Fund of America/SM/  . . . . . . . . . . . .     023      223      323       423
Limited Term Tax-Exempt Bond Fund of America/SM/ . . . . . . .     043      243      343       443
Short-Term Bond Fund of America/SM/  . . . . . . . . . . . . .     048      248      348       448
The Tax-Exempt Bond Fund of America/(R)/ . . . . . . . . . . .     019      219      319       419
The Tax-Exempt Fund of California/(R)/*  . . . . . . . . . . .     020      220      320       420
The Tax-Exempt Fund of Maryland/(R)/*  . . . . . . . . . . . .     024      224      324       424
The Tax-Exempt Fund of Virginia/(R)/*  . . . . . . . . . . . .     025      225      325       425
U.S. Government Securities Fund/SM/  . . . . . . . . . . . . .     022      222      322       422
MONEY MARKET FUNDS
The Cash Management Trust of America/(R)/  . . . . . . . . . .     009      209      309       409
The Tax-Exempt Money Fund of America/SM/ . . . . . . . . . . .     039      N/A      N/A       N/A
The U.S. Treasury Money Fund of America/SM/  . . . . . . . . .     049      N/A      N/A       N/A
___________
*Qualified for sale only in certain jurisdictions.




                        Fundamental Investors -- Page 55
<PAGE>





                                                 FUND NUMBERS
                                  ---------------------------------------------
                                   CLASS    CLASS    CLASS    CLASS     CLASS
FUND                               529-A    529-B    529-C    529-E     529-F
- -------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund  . . . . . . . . . .    1002     1202     1302     1502      1402
American Balanced Fund  . . . .    1011     1211     1311     1511      1411
American Mutual Fund  . . . . .    1003     1203     1303     1503      1403
Capital Income Builder  . . . .    1012     1212     1312     1512      1412
Capital World Growth and Income
Fund  . . . . . . . . . . . . .    1033     1233     1333     1533      1433
EuroPacific Growth Fund . . . .    1016     1216     1316     1516      1416
Fundamental Investors . . . . .    1010     1210     1310     1510      1410
The Growth Fund of America  . .    1005     1205     1305     1505      1405
The Income Fund of America  . .    1006     1206     1306     1506      1406
The Investment Company of
America . . . . . . . . . . . .    1004     1204     1304     1504      1404
The New Economy Fund  . . . . .    1014     1214     1314     1514      1414
New Perspective Fund  . . . . .    1007     1207     1307     1507      1407
New World Fund  . . . . . . . .    1036     1236     1336     1536      1436
SMALLCAP World Fund . . . . . .    1035     1235     1335     1535      1435
Washington Mutual Investors Fund
  . . . . . . . . . . . . . . .    1001     1201     1301     1501      1401
BOND FUNDS
American High-Income Trust  . .    1021     1221     1321     1521      1421
The Bond Fund of America  . . .    1008     1208     1308     1508      1408
Capital World Bond Fund . . . .    1031     1231     1331     1531      1431
Intermediate Bond Fund of
America . . . . . . . . . . . .    1023     1223     1323     1523      1423
Short-Term Bond Fund of America    1048     1248     1348     1548      1448
U.S. Government Securities Fund    1022     1222     1322     1522      1422
MONEY MARKET FUND
The Cash Management Trust of
America . . . . . . . . . . . .    1009     1209     1309     1509      1409





                        Fundamental Investors -- Page 56
<PAGE>





                                                    FUND NUMBERS
                                       ----------------------------------------
                                       CLASS   CLASS   CLASS   CLASS    CLASS
FUND                                    R-1     R-2     R-3     R-4      R-5
- -------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund . . . . . . . . . . . . .    2102    2202    2302    2402     2502
American Balanced Fund . . . . . . .    2111    2211    2311    2411     2511
American Mutual Fund . . . . . . . .    2103    2203    2303    2403     2503
Capital Income Builder . . . . . . .    2112    2212    2312    2412     2512
Capital World Growth and Income Fund    2133    2233    2333    2433     2533
EuroPacific Growth Fund  . . . . . .    2116    2216    2316    2416     2516
Fundamental Investors  . . . . . . .    2110    2210    2310    2410     2510
The Growth Fund of America . . . . .    2105    2205    2305    2405     2505
The Income Fund of America . . . . .    2106    2206    2306    2406     2506
The Investment Company of America  .    2104    2204    2304    2404     2504
The New Economy Fund . . . . . . . .    2114    2214    2314    2414     2514
New Perspective Fund . . . . . . . .    2107    2207    2307    2407     2507
New World Fund . . . . . . . . . . .    2136    2236    2336    2436     2536
SMALLCAP World Fund  . . . . . . . .    2135    2235    2335    2435     2535
Washington Mutual Investors Fund . .    2101    2201    2301    2401     2501
BOND FUNDS
American High-Income Municipal Bond
Fund . . . . . . . . . . . . . . . .     N/A     N/A     N/A     N/A     2540
American High-Income Trust . . . . .    2121    2221    2321    2421     2521
The Bond Fund of America . . . . . .    2108    2208    2308    2408     2508
Capital World Bond Fund  . . . . . .    2131    2231    2331    2431     2531
Intermediate Bond Fund of America  .    2123    2223    2323    2423     2523
Limited Term Tax-Exempt Bond Fund of
America. . . . . . . . . . . . . . .     N/A     N/A     N/A     N/A     2543
Short-Term Bond Fund of America. . .    2148    2248    2348    2448     2548
The Tax-Exempt Bond Fund of America      N/A     N/A     N/A     N/A     2519
The Tax-Exempt Fund of California* .     N/A     N/A     N/A     N/A     2520
The Tax-Exempt Fund of Maryland* . .     N/A     N/A     N/A     N/A     2524
The Tax-Exempt Fund of Virginia* . .     N/A     N/A     N/A     N/A     2525
U.S. Government Securities Fund  . .    2122    2222    2322    2422     2522
MONEY MARKET FUNDS
The Cash Management Trust of America    2109    2209    2309    2409     2509
The Tax-Exempt Money Fund of America     N/A     N/A     N/A     N/A     2539
The U.S. Treasury Money Fund of
America  . . . . . . . . . . . . . .    2149    2249    2349    2449     2549
___________
*Qualified for sale only in certain
jurisdictions.





                        Fundamental Investors -- Page 57
<PAGE>





                                               FUND NUMBERS
                              -------------------------------------------------
                                       CLASS   CLASS   CLASS   CLASS    CLASS
FUND                          CLASS A   R-1     R-2     R-3     R-4      R-5
- -------------------------------------------------------------------------------

AMERICAN FUNDS TARGET DATE RETIREMENT SERIES/(R)/
American Funds 2050 Target
Date Retirement Fund  . . .     069     2169    2269    2369    2469     2569
American Funds 2045 Target
Date Retirement Fund  . . .     068     2168    2268    2368    2468     2568
American Funds 2040 Target
Date Retirement Fund  . . .     067     2167    2267    2367    2467     2567
American Funds 2035 Target
Date Retirement Fund  . . .     066     2166    2266    2366    2466     2566
American Funds 2030 Target
Date Retirement Fund  . . .     065     2165    2265    2365    2465     2565
American Funds 2025 Target
Date Retirement Fund  . . .     064     2164    2264    2364    2464     2564
American Funds 2020 Target
Date Retirement Fund  . . .     063     2163    2263    2363    2463     2563
American Funds 2015 Target
Date Retirement Fund  . . .     062     2162    2262    2362    2462     2562
American Funds 2010 Target
Date Retirement Fund  . . .     061     2161    2261    2361    2461     2561






                        Fundamental Investors -- Page 58
<PAGE>


                                    APPENDIX

The following descriptions of debt security ratings are based on information
provided by Moody's Investors Service and Standard & Poor's Corporation.


                          DESCRIPTION OF BOND RATINGS

MOODY'S
LONG-TERM RATING DEFINITIONS

Aaa
Obligations rated Aaa are judged to be of the highest quality, with minimal
credit risk.


Aa
Obligations rated Aa are judged to be of high quality and are subject to very
low credit risk.


A
Obligations rated A are considered upper-medium grade and are subject to low
credit risk.


Baa
Obligations rated Baa are subject to moderate credit risk. They are considered
medium-grade and as such may possess certain speculative characteristics.


Ba
Obligations rated Ba are judged to have speculative elements and are subject to
substantial credit risk.


B
Obligations rated B are considered speculative and are subject to high credit
risk.


Caa
Obligations rated Caa are judged to be of poor standing and are subject to very
high credit risk.


Ca
Obligations rated Ca are highly speculative and are likely in, or very near,
default, with some prospect of recovery of principal and interest.


C
Obligations rated C are the lowest rated class of bonds and are typically in
default, with little prospect for recovery of principal or interest.


NOTE: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating
classification from Aa through Caa. The modifier 1 indicates that the obligation
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.


                        Fundamental Investors -- Page 59
<PAGE>


STANDARD & POOR'S
LONG-TERM ISSUE CREDIT RATINGS

AAA
An obligation rated AAA has the highest rating assigned by Standard & Poor's.
The obligor's capacity to meet its financial commitment on the obligation is
extremely strong.


AA
An obligation rated AA differs from the highest-rated obligations only in small
degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.


A
An obligation rated A is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than obligations in
higher-rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.


BBB
An obligation rated BBB exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened capacity of the obligor to meet its financial commitment on the
obligation.


BB, B, CCC, CC, AND C
Obligations rated BB, B, CCC, CC, and C are regarded as having significant
speculative characteristics. BB indicates the least degree of speculation and C
the highest. While such obligations will likely have some quality and protective
characteristics, these may be outweighed by large uncertainties or major
exposures to adverse conditions.


BB
An obligation rated BB is less vulnerable to nonpayment than other speculative
issues. However, it faces major ongoing uncertainties or exposure to adverse
business, financial, or economic conditions which could lead to the obligor's
inadequate capacity to meet its financial commitment on the obligation.


B
An obligation rated B is more vulnerable to nonpayment than obligations rated
BB, but the obligor currently has the capacity to meet its financial commitment
on the obligation. Adverse business, financial, or economic conditions will
likely impair the obligor's capacity or willingness to meet its financial
commitment on the obligation.


CCC
An obligation rated CCC is currently vulnerable to nonpayment and is dependent
upon favorable business, financial, and economic conditions for the obligor to
meet its financial commitment on the obligation. In the event of adverse
business, financial, or economic conditions, the obligor is not likely to have
the capacity to meet its financial commitment on the obligation.


CC
An obligation rated CC is currently highly vulnerable to nonpayment.


                        Fundamental Investors -- Page 60
<PAGE>


C
The C rating may be used to cover a situation where a bankruptcy petition has
been filed or similar action has been taken, but payments on this obligation are
being continued.


D
An obligation rated D is in payment default. The D rating category is used when
payments on an obligation are not made on the date due even if the applicable
grace period has not expired, unless Standard & Poor's believes that such
payments will be made during such grace period. The D rating also will be used
upon the filing of a bankruptcy petition or the taking of a similar action if
payments on an obligation are jeopardized.


PLUS (+) OR MINUS (-)
The ratings from AA to CCC may be modified by the addition of a plus or minus
sign to show relative standing within the major rating categories.


                        Fundamental Investors -- Page 61
 
 
 
 
[logo - American Funds ®]



Fundamental InvestorsSM
Investment portfolio

December 31, 2006

     
Common stocks — 94.29%
Shares
Market value
(000)
     
ENERGY — 14.18%
   
Suncor Energy Inc.
17,917,553
$1,412,203
Royal Dutch Shell PLC, Class A (ADR)
6,370,000
450,932
Norsk Hydro ASA
10,840,000
336,603
Norsk Hydro ASA (ADR)
3,500,000
107,345
Chevron Corp.
5,185,674
381,303
Baker Hughes Inc.
4,193,000
313,049
OAO LUKOIL (ADR)
3,200,000
279,680
CONSOL Energy Inc.1
7,400,000
237,762
Exxon Mobil Corp.
3,000,000
229,890
Murphy Oil Corp.
4,343,636
220,874
Devon Energy Corp.
3,000,000
201,240
Smith International, Inc.
3,425,000
140,665
Halliburton Co.
4,460,000
138,483
EnCana Corp.
3,000,000
138,228
Occidental Petroleum Corp.
2,734,244
133,513
Imperial Oil Ltd.
3,608,739
133,027
Schlumberger Ltd.
2,000,000
126,320
Shell Canada Ltd.
2,538,600
94,843
Quicksilver Resources Inc.2
2,555,000
93,487
ConocoPhillips
1,153,413
82,988
Marathon Oil Corp.
875,000
80,938
Oil & Natural Gas Corp. Ltd.
3,637,500
71,851
National Oilwell Varco Inc.2
900,000
55,062
Massey Energy Co.
2,011,700
46,732
Cameco Corp.
1,000,000
40,529
CNX Gas Corp.1,2 
287,500
7,331
   
5,554,878
     
FINANCIALS — 12.79%
   
Citigroup Inc.
8,505,000
473,728
Fannie Mae
7,467,800
443,513
Freddie Mac
6,265,000
425,393
Allied Irish Banks, PLC
13,800,000
409,674
Washington Mutual, Inc.
8,580,000
390,304
Bank of Ireland
11,903,097
274,837
AMP Ltd.
25,000,202
199,174
Irish Life & Permanent PLC
7,000,000
193,028
Berkshire Hathaway Inc., Class A2
1,650
181,483
Equity Residential
3,000,000
152,250
XL Capital Ltd., Class A
1,780,000
128,196
Crédit Agricole SA
3,000,000
126,108
Willis Group Holdings Ltd.
3,100,000
123,101
CapitalSource Inc.
4,500,954
122,921
Wells Fargo & Co.
3,240,000
115,214
AFLAC Inc.
2,110,000
97,060
Mitsubishi Estate Co., Ltd.
3,750,000
97,059
Marsh & McLennan Companies, Inc.
2,795,000
85,695
Bank of America Corp.
1,436,800
76,711
J.P. Morgan Chase & Co.
1,550,000
74,865
Marshall & Ilsley Corp.
1,490,000
71,684
American International Group, Inc.
950,000
68,077
Old Republic International Corp.
2,914,000
67,838
Commerzbank U.S. Finance, Inc.
1,770,000
67,374
Commerce Bancorp, Inc.
1,900,000
67,013
St. George Bank Ltd.
2,450,279
63,782
Aon Corp.
1,767,400
62,460
Cathay Financial Holding Co., Ltd. (GDR)
2,591,632
58,312
Suruga Bank Ltd.
4,688,000
58,068
Sompo Japan Insurance Inc.
4,585,000
56,060
Zions Bancorporation
650,000
53,586
T. Rowe Price Group, Inc.
1,200,000
52,524
Mellon Financial Corp.
1,000,000
42,150
City National Corp.
460,000
32,752
   
5,011,994
     
INDUSTRIALS — 12.69%
   
Deere & Co.
5,660,000
538,096
Union Pacific Corp.
4,200,000
386,484
Boeing Co.
4,000,000
355,360
Caterpillar Inc.
5,400,000
331,182
General Electric Co.
8,850,000
329,309
Northrop Grumman Corp.
4,166,243
282,055
Deutsche Post AG
8,945,000
269,558
General Dynamics Corp.
3,545,800
263,630
Parker Hannifin Corp.
2,800,000
215,264
Emerson Electric Co.
4,400,000
193,996
Burlington Northern Santa Fe Corp.
2,300,000
169,763
Raytheon Co.
2,832,732
149,568
AMR Corp.2
4,850,000
146,615
Tyco International Ltd.
4,500,000
136,800
Mitsubishi Corp.
7,245,800
136,392
Grafton Group PLC, units2 
7,500,000
125,277
Mitsubishi Heavy Industries, Ltd.
26,155,000
118,906
American Standard Inc.
2,332,300
106,936
United Technologies Corp.
1,500,000
93,780
Kingspan Group PLC
3,500,000
92,681
Illinois Tool Works Inc.
1,676,000
77,414
Joy Global Inc.
1,500,000
72,510
Siemens AG
685,000
67,911
United Parcel Service, Inc., Class B
900,000
67,482
Waste Management, Inc.
1,800,000
66,186
Avery Dennison Corp.
966,400
65,648
Fastenal Co.
1,300,000
46,644
Allied Waste Industries, Inc.2
2,500,000
30,725
Lockheed Martin Corp.
248,200
22,852
Southwest Airlines Co.
995,300
15,248
   
4,974,272
     
INFORMATION TECHNOLOGY — 11.15%
   
Microsoft Corp.
31,950,000
$ 954,027
Nokia Corp.
18,900,000
386,020
Nokia Corp. (ADR)
10,237,000
208,016
Oracle Corp.2
33,000,000
565,620
Texas Instruments Inc.
11,383,024
327,831
International Business Machines Corp.
3,000,000
291,450
Motorola, Inc.
9,256,080
190,305
Google Inc., Class A2
410,000
188,797
Agilent Technologies, Inc.2
5,000,000
174,250
Applied Materials, Inc.
9,000,000
166,050
Intersil Corp., Class A
6,575,000
157,274
Sun Microsystems, Inc.2
24,000,000
130,080
Linear Technology Corp.
3,900,000
118,248
Sabre Holdings Corp., Class A
2,345,304
74,792
Microchip Technology Inc.
1,997,222
65,309
ASML Holding NV2
2,500,000
62,144
EMC Corp.2 
4,700,000
62,040
Ceridian Corp.2
1,900,000
53,162
Konica Minolta Holdings, Inc.2
3,453,000
48,748
Hewlett-Packard Co.
1,000,000
41,190
CDW Corp.
545,000
38,324
Corning Inc.2
1,520,000
28,439
Murata Manufacturing Co., Ltd.
300,000
20,294
Electronic Data Systems Corp.
600,000
16,530
   
4,368,940
     
HEALTH CARE — 10.09%
   
Roche Holding AG
3,535,000
633,840
Merck & Co., Inc.
11,200,000
488,320
Eli Lilly and Co.
7,570,000
394,397
Abbott Laboratories
6,310,000
307,360
Schering-Plough Corp.
9,500,000
224,580
Bristol-Myers Squibb Co.
8,350,000
219,772
Amgen Inc.2 
2,550,000
174,190
Medtronic, Inc.
3,222,200
172,420
AstraZeneca PLC (Sweden)
1,500,000
80,539
AstraZeneca PLC (ADR)
1,200,000
64,260
Sanofi-Aventis
1,500,000
138,438
WellPoint, Inc.2
1,690,000
132,986
Wyeth
2,600,000
132,392
McKesson Corp.
2,000,000
101,400
Patterson Companies, Inc.2 
2,760,000
98,008
CIGNA Corp.
725,000
95,388
Forest Laboratories, Inc.2 
1,700,000
86,020
Aetna Inc.
1,960,000
84,633
C. R. Bard, Inc.
950,900
78,896
MedImmune, Inc.2
2,000,000
64,740
Sepracor Inc.2
1,000,000
61,580
Novo Nordisk A/S, Class B
640,000
53,304
UCB SA
611,450
42,193
Medco Health Solutions, Inc.2
463,000
24,743
   
3,954,399
     
     
CONSUMER DISCRETIONARY — 8.18%
   
Lowe’s Companies, Inc.
16,810,000
$ 523,632
Target Corp.
7,290,000
415,895
Limited Brands, Inc.
10,815,980
313,014
Toyota Motor Corp.
3,000,000
200,672
Time Warner Inc.
9,000,000
196,020
Starbucks Corp.2
5,090,000
180,288
Best Buy Co., Inc.
3,633,000
178,707
Carnival Corp., units
3,500,000
171,675
Federated Department Stores, Inc.
4,000,000
152,520
Fortune Brands Inc.
1,755,300
149,885
Walt Disney Co.
4,000,000
137,080
Sony Corp.
3,000,000
128,571
CBS Corp., Class B
4,000,000
124,720
Magna International Inc., Class A
1,474,300
118,755
Nikon Corp.
3,977,000
87,227
McDonald’s Corp.
1,700,000
75,361
News Corp., Class A
2,400,000
51,552
   
3,205,574
     
MATERIALS — 7.59%
   
Alcoa Inc.
9,173,800
275,306
Weyerhaeuser Co.
3,383,000
239,009
Mosaic Co.2
10,500,000
224,280
International Paper Co.
6,516,000
222,195
E.I. du Pont de Nemours and Co.
4,500,000
219,195
Potash Corp. of Saskatchewan Inc.
1,468,400
210,686
Bayer AG
3,600,000
193,128
Rio Tinto PLC
3,066,709
163,205
Dow Chemical Co.
4,000,000
159,760
Sealed Air Corp.
2,441,000
158,470
PPG Industries, Inc.
2,327,900
149,474
Freeport-McMoRan Copper & Gold Inc., Class B
2,500,000
139,325
Rohm and Haas Co.
2,000,000
102,240
BHP Billiton Ltd.
4,675,000
93,297
Barrick Gold Corp.
2,701,495
82,936
CRH PLC
1,947,274
81,034
Temple-Inland Inc.
1,500,000
69,045
Newmont Mining Corp.
1,500,000
67,725
USX Corp.
650,000
47,541
Lyondell Chemical Co.
1,450,000
37,077
UPM-Kymmene Corp. (ADR)
1,400,000
35,364
Phelps Dodge Corp.
26,700
3,197
   
2,973,489
     
CONSUMER STAPLES — 6.59%
   
Altria Group, Inc.
10,474,800
898,947
Coca-Cola Co.
6,300,000
303,975
Diageo PLC
11,239,200
220,614
Diageo PLC (ADR)
15,200
1,206
PepsiCo, Inc.
3,000,000
187,650
Procter & Gamble Co.
2,829,000
181,820
C&C Group PLC
8,552,418
151,771
Bunge Ltd.
1,932,000
140,089
SYSCO Corp.
3,300,000
121,308
ConAgra Foods, Inc.
4,000,000
108,000
Kirin Brewery Co., Ltd.
5,250,000
82,544
Avon Products, Inc.
2,280,000
75,331
Goodman Fielder Ltd.
31,711,000
55,531
SUPERVALU INC.
1,026,500
36,697
General Mills, Inc.
311,500
17,942
   
2,583,425
     
TELECOMMUNICATION SERVICES — 5.03%
   
KDDI Corp.
69,028
468,114
AT&T Inc.
10,173,536
363,704
Verizon Communications Inc.
6,500,000
242,060
BellSouth Corp.
5,100,000
240,261
Sprint Nextel Corp., Series 1
11,600,000
219,124
Vodafone Group PLC
67,783,000
187,798
Vodafone Group PLC (ADR)
221,700
6,159
Qwest Communications International Inc.2
20,500,000
171,585
Inmarsat PLC
7,805,000
58,378
Embarq Corp.
270,000
14,191
   
1,971,374
     
UTILITIES — 3.95%
   
Questar Corp.
3,000,000
249,150
Dominion Resources, Inc.
2,790,000
233,914
Veolia Environnement
2,800,000
215,748
Exelon Corp.
3,345,000
207,022
Suez
2,593,700
134,250
Duke Energy Corp.
4,014,000
133,305
E.ON AG
800,000
108,539
Electricité de France SA
1,334,000
97,157
Public Service Enterprise Group Inc.
1,000,000
66,380
FPL Group, Inc.
1,050,000
57,141
Tokyo Gas Co., Ltd.
6,025,000
32,049
Entergy Corp.
150,000
13,848
   
1,548,503
     
MISCELLANEOUS — 2.05%
   
Other common stocks in initial period of acquisition
 
804,535
     
     
Total common stocks (cost: $26,373,342,000)
 
36,951,383
     
     
     
     
Convertible securities — 0.13%
Shares or
principal amount
 
     
MATERIALS — 0.10%
   
Freeport-McMoRan Copper & Gold Inc. 5.50% convertible preferred
31,000
40,266
     
     
INFORMATION TECHNOLOGY — 0.03%
   
ASML Holding NV 5.50% convertible notes 2010
€6,000,000
11,051
     
     
Total convertible securities (cost: $38,025,000)
 
51,317
     
     
   
unaudited
     
Short-term securities — 5.42%
Principal amount (000)
Market value (000)
     
Freddie Mac 5.075%-5.16% due 1/25-3/9/2007
$277,000
$ 275,294
Federal Home Loan Bank 5.14%-5.18% due 1/31-3/16/2007
187,200
185,728
Variable Funding Capital Corp. 5.23%-5.25% due 1/4-2/5/20071
184,100
183,673
Procter & Gamble Co. 5.23%-5.25% due 1/3-2/7/20071
129,700
129,273
CAFCO, LLC 5.24%-5.25% due 1/12-2/2/20071
88,200
87,885
Ciesco LLC 5.25% due 1/24/20071
38,400
38,265
Bank of America Corp. 5.24%-5.245% due 1/9-2/16/2007
92,100
91,802
Ranger Funding Co. LLC 5.25% due 1/12/20071
30,300
30,247
Fannie Mae 5.075%-5.145% due 1/3-2/23/2007
111,560
111,055
Clipper Receivables Co., LLC 5.23%-5.25% due 1/11-1/29/20071 
100,000
99,708
Park Avenue Receivables Co., LLC 5.25% due 1/8/20071 
50,000
49,942
Jupiter Securitization Co., LLC 5.25% due 1/12/20071 
37,067
37,002
Johnson & Johnson 5.18%-5.20% due 1/16-1/19/20071 
87,000
86,783
Federal Farm Credit Banks 5.06%-5.14% due 1/16-2/8/2007
80,000
79,665
Three Pillars Funding, LLC 5.29%-5.31% due 1/2-1/18/20071 
76,400
76,274
AIG Funding, Inc. 5.20% due 1/4/2007
39,275
39,253
International Lease Finance Corp. 5.22%-5.23% due 2/6-2/8/2007
35,800
35,607
Coca-Cola Co. 5.17% due 3/21/20071 
48,300
47,750
Atlantic Industries 5.22% due 3/6/20071
25,000
24,770
Abbott Laboratories 5.21%-5.24% due 2/1-2/27/20071
59,700
59,351
FCAR Owner Trust I 5.26% due 1/10-1/19/2007
50,000
49,894
NetJets Inc. 5.20% due 1/10-1/25/20071 
39,300
39,203
Edison Asset Securitization LLC 5.24% due 2/13/20071
36,200
35,969
Caterpillar Financial Services Corp. 5.22% due 3/19/2007
31,300
30,953
Hewlett-Packard Co. 5.25% due 1/19/20071 
27,000
26,925
Medtronic Inc. 5.20% due 1/11/20071
25,000
24,961
Anheuser-Busch Cos. Inc. 5.19% due 2/14/20071
25,000
24,843
CIT Group, Inc. 5.25% due 2/15/20071
25,000
24,839
Pfizer Investment Capital PLC 5.22% due 2/23/20071
25,000
24,814
UnionBanCal Commercial Funding Corp. 5.21% due 2/12/2007
22,400
22,260
IBM Corp. 5.23% due 2/15/20071
20,000
19,866
Tennessee Valley Authority 5.14% due 2/8/2007
18,500
18,397
Harley-Davidson Funding Corp. 5.21% due 2/9/20071
10,000
9,944
     
     
Total short-term securities (cost: $2,122,232,000)
 
2,122,195
     
Total investment securities (cost: $28,533,599,000)
 
39,124,895
Other assets less liabilities
 
63,046
     
Net assets
 
$39,187,941


“Miscellaneous” securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.

1Purchased in a private placement transaction; resale may be limited to qualified institutional buyers; resale to the public may require registration.
The total value of all such restricted securities was $1,427,380,000, which represented 3.64% of the net assets of the fund.
2Security did not produce income during the last 12 months.

ADR = American Depositary Receipts
GDR = Global Depositary Receipts

Investments are not FDIC-insured, nor are they deposits of or guaranteed by a bank or any other entity, so you may lose money.
 
Investors should carefully consider the investment objectives, risks, charges and expenses of the American Funds. This and other important information
is contained in each fund’s prospectus, which can be obtained from a financial adviser and should be read carefully before investing.
 
 
MFGEFP-910-0207-S6861
 
Fundamental Investors, Inc.
Summary investment portfolio, December 31, 2006
 
The following summary investment portfolio is designed to streamline the report and help investors better focus on a fund’s principal holdings. For details on how to obtain a complete schedule of portfolio holdings, please see the inside back cover.
 
[begin pie chart]

Energy
   
14.18
%
Financials
   
12.79
 
Industrials
   
12.69
 
Information technology
   
11.15
 
Health care
   
10.09
 
Other industries
   
33.39
 
Convertible securities
   
0.13
 
Short-term securities & other assets less liabilities
   
5.58
 
 
[end pie chart]
 
 

Common stocks - 94.29%
 
Shares
 
Market value
(000)
 
Percent of
net assets
 
               
Energy - 14.18%
                   
Suncor Energy Inc.
   
17,917,553
 
$
1,412,203
   
3.60
%
Royal Dutch Shell PLC, Class A (ADR)
   
6,370,000
   
450,932
   
1.15
 
Norsk Hydro ASA
   
10,840,000
   
336,603
       
Norsk Hydro ASA (ADR)
   
3,500,000
   
107,345
   
1.13
 
Chevron Corp.
   
5,185,674
   
381,303
   
.97
 
Baker Hughes Inc.
   
4,193,000
   
313,049
   
.80
 
OAO LUKOIL (ADR)
   
3,200,000
   
279,680
   
.72
 
CONSOL Energy Inc. (1)
   
7,400,000
   
237,762
   
.61
 
Exxon Mobil Corp.
   
3,000,000
   
229,890
   
.59
 
Murphy Oil Corp.
   
4,343,636
   
220,874
   
.56
 
Other securities
         
1,585,237
   
4.05
 
           
5,554,878
   
14.18
 
                     
Financials - 12.79%
                   
Citigroup Inc.
   
8,505,000
   
473,728
   
1.21
 
Fannie Mae
   
7,467,800
   
443,513
   
1.13
 
Freddie Mac
   
6,265,000
   
425,393
   
1.09
 
Allied Irish Banks, PLC
   
13,800,000
   
409,674
   
1.04
 
Washington Mutual, Inc.
   
8,580,000
   
390,304
   
1.00
 
Bank of Ireland
   
11,903,097
   
274,837
   
.70
 
Other securities
         
2,594,545
   
6.62
 
           
5,011,994
   
12.79
 
                     
Industrials - 12.69%
                   
Deere & Co.
   
5,660,000
   
538,096
   
1.37
 
Union Pacific Corp.
   
4,200,000
   
386,484
   
.99
 
Boeing Co.
   
4,000,000
   
355,360
   
.91
 
Caterpillar Inc.
   
5,400,000
   
331,182
   
.84
 
General Electric Co.
   
8,850,000
   
329,309
   
.84
 
Northrop Grumman Corp.
   
4,166,243
   
282,055
   
.72
 
Deutsche Post AG
   
8,945,000
   
269,558
   
.69
 
General Dynamics Corp.
   
3,545,800
   
263,630
   
.67
 
Other securities
         
2,218,598
   
5.66
 
           
4,974,272
   
12.69
 
                     
Information technology - 11.15%
                   
Microsoft Corp.
   
31,950,000
   
954,027
   
2.43
 
Nokia Corp.
   
18,900,000
   
386,020
       
Nokia Corp. (ADR)
   
10,237,000
   
208,016
   
1.52
 
Oracle Corp. (2)
   
33,000,000
   
565,620
   
1.44
 
Texas Instruments Inc.
   
11,383,024
   
327,831
   
.84
 
International Business Machines Corp.
   
3,000,000
   
291,450
   
.74
 
Other securities
         
1,635,976
   
4.18
 
           
4,368,940
   
11.15
 
                     
Health care - 10.09%
                   
Roche Holding AG
   
3,535,000
   
633,840
   
1.62
 
Merck & Co., Inc.
   
11,200,000
   
488,320
   
1.25
 
Eli Lilly and Co.
   
7,570,000
   
394,397
   
1.01
 
Abbott Laboratories
   
6,310,000
   
307,360
   
.78
 
Schering-Plough Corp.
   
9,500,000
   
224,580
   
.57
 
Other securities
         
1,905,902
   
4.86
 
           
3,954,399
   
10.09
 
                     
Consumer discretionary - 8.18%
                   
Lowe's Companies, Inc.
   
16,810,000
   
523,632
   
1.34
 
Target Corp.
   
7,290,000
   
415,895
   
1.06
 
Limited Brands, Inc.
   
10,815,980
   
313,014
   
.80
 
Other securities
         
1,953,033
   
4.98
 
           
3,205,574
   
8.18
 
                     
Materials - 7.59%
                   
Alcoa Inc.
   
9,173,800
   
275,306
   
.70
 
Weyerhaeuser Co.
   
3,383,000
   
239,009
   
.61
 
Mosaic Co. (2)
   
10,500,000
   
224,280
   
.57
 
International Paper Co.
   
6,516,000
   
222,195
   
.57
 
Other securities
         
2,012,699
   
5.14
 
           
2,973,489
   
7.59
 
                     
Consumer staples - 6.59%
                   
Altria Group, Inc.
   
10,474,800
   
898,947
   
2.29
 
Coca-Cola Co.
   
6,300,000
   
303,975
   
.77
 
Diageo PLC
   
11,239,200
   
220,614
       
Diageo PLC (ADR)
   
15,200
   
1,206
   
.57
 
Other securities
         
1,158,683
   
2.96
 
           
2,583,425
   
6.59
 
                     
Telecommunication services - 5.03%
                   
KDDI Corp.
   
69,028
   
468,114
   
1.19
 
AT&T Inc.
   
10,173,536
   
363,704
   
.93
 
Verizon Communications Inc.
   
6,500,000
   
242,060
   
.62
 
BellSouth Corp.
   
5,100,000
   
240,261
   
.61
 
Other securities
         
657,235
   
1.68
 
           
1,971,374
   
5.03
 
                     
Utilities - 3.95%
                   
Questar Corp.
   
3,000,000
   
249,150
   
.63
 
Dominion Resources, Inc.
   
2,790,000
   
233,914
   
.60
 
Other securities
         
1,065,439
   
2.72
 
           
1,548,503
   
3.95
 
                     
MISCELLANEOUS - 2.05%
                   
Other common stocks in initial period of acquisition
         
804,535
   
2.05
 
                     
                     
Total common stocks (cost: $26,373,342,000)
         
36,951,383
   
94.29
 
                     
                     
                     
                     
                     
Convertible securities - 0.13%
                   
                     
Other - 0.13%
                   
Other securities
         
51,317
   
.13
 
                     
                     
Total convertible securities (cost: $38,025,000)
         
51,317
   
.13
 
                     
                     
                     
                     
                     
Short-term securities - 5.42%
   
Principal amount (000
)
           
                     
                     
Freddie Mac 5.075%-5.16% due 1/25-3/9/2007
   
277,000
   
275,294
   
.70
 
CAFCO, LLC 5.24%-5.25% due 1/12-2/2/2007 (1)
   
88,200
   
87,885
       
Ciesco LLC 5.25% due 1/24/2007 (1)
   
38,400
   
38,265
   
.32
 
Fannie Mae 5.075%-5.145% due 1/3-2/23/2007
   
111,560
   
111,055
   
.29
 
Other securities
         
1,609,696
   
4.11
 
                     
                     
Total short-term securities (cost: $2,122,232,000)
         
2,122,195
   
5.42
 
                     
                     
Total investment securities (cost: $28,533,599,000)
         
39,124,895
   
99.84
 
Other assets less liabilities
         
63,046
   
.16
 
                     
Net assets
       
$
39,187,941
   
100.00
%
                     
                     
"Miscellaneous" securities include holdings in their initial period of acquisition that have not previously been publicly disclosed.
"Other securities" includes all issues that are not disclosed separately in the summary investment portfolio.
                     
 
 
Investments in affiliates
                         
                           
A company is considered to be an affiliate of the fund under the Investment Company Act of 1940 if the fund's holdings in that company represent 5% or more of the outstanding voting shares of that company. The market value of the fund's affiliated-company holding is included in "Other securities" under its respective industry sector in the preceding summary investment portfolio. Further details on this holding and related transactions during the year ended December 31, 2006, appear below.
 
                           
                           
Company
 
Beginning
shares
 
Purchases
 
Sales
 
Ending shares
 
Dividend
income
(000)
 
Market value of affiliate at 12/31/06
(000)
 
Intersil Corp., Class A*
   
7,475,000
   
1,100,000
   
2,000,000
   
6,575,000
 
$
1,316
 
$
157,274
 
 
                     
The following footnotes apply to either the individual securities noted or one or more of the securities aggregated and listed as a single line item.
 
   
(1) Purchased in a private placement transaction; resale may be limited to qualified institutional buyers; resale to the public may require registration. The total value of all such restricted securities, including those in "Other securities" in the summary investment portfolio, was $1,427,380,000, which represented 3.64% of the net assets of the fund.
 
(2) Security did not produce income during the last 12 months.
                   
                     
* Unaffiliated issuer at 12/31/2006.
                   
                     
ADR = American Depositary Receipts
                   
 
The industry classifications shown in the summary investment portfolio were obtained from sources believed to be reliable and are not covered by the Report of Independent Registered Public Accounting Firm.
 
 
See Notes to Financial Statements
 
 

Financial statements
         
           
Statement of assets and liabilities at December 31, 2006
         
                                                               (dollars and shares in thousands, except per-share amounts)
           
Assets:
         
Investment securities at market (cost: $28,533,599)
       
$
39,124,895
 
Cash denominated in non-U.S. currencies (cost: $255)
         
254
 
Cash
         
259
 
Receivables for:
             
Sales of fund's shares
 
$
126,147
       
Dividends and interest
   
40,395
   
166,542
 
           
39,291,950
 
Liabilities:
             
Payables for:
             
Purchases of investments
   
32,227
       
Repurchases of fund's shares
   
46,720
       
Investment advisory services
   
7,648
       
Services provided by affiliates
   
12,638
       
Deferred directors' compensation
   
2,047
       
Other
   
2,729
   
104,009
 
Net assets at December 31, 2006
       
$
39,187,941
 
               
Net assets consist of:
             
Capital paid in on shares of capital stock
       
$
28,430,293
 
Undistributed net investment income
         
117,249
 
Undistributed net realized gain
         
51,474
 
Net unrealized appreciation
         
10,588,925
 
Net assets at December 31, 2006
       
$
39,187,941
 
 

Total authorized capital stock - 1,500,000 shares, $1.00 par value (978,809 total shares outstanding)
             
   
Net assets
 
Shares outstanding
 
Net asset value
per share*
 
               
Class A
 
$
32,186,594
   
803,707
 
$
40.05
 
Class B
   
1,416,787
   
35,455
   
39.96
 
Class C
   
1,379,928
   
34,566
   
39.92
 
Class F
   
1,814,712
   
45,333
   
40.03
 
Class 529-A
   
414,168
   
10,349
   
40.02
 
Class 529-B
   
59,814
   
1,495
   
40.01
 
Class 529-C
   
126,333
   
3,158
   
40.00
 
Class 529-E
   
20,234
   
506
   
40.00
 
Class 529-F
   
11,158
   
279
   
40.00
 
Class R-1
   
23,458
   
587
   
39.93
 
Class R-2
   
290,630
   
7,281
   
39.92
 
Class R-3
   
524,486
   
13,118
   
39.98
 
Class R-4
   
438,304
   
10,959
   
39.99
 
Class R-5
   
481,335
   
12,016
   
40.06
 
(*) Maximum offering price and redemption price per share were equal to the net asset value per share for all share classes, except for Class A and 529-A, for which the maximum offering prices per share were $42.49 and $42.46, respectively.
 
                     
See Notes to Financial Statements
                   


Statement of operations
         
for the year ended December 31, 2006
 
 (dollars in thousands)
 
           
Investment income:
             
Income:
             
Dividends (net of non-U.S. taxes of $11,954; also includes $1,316 from affiliates)
 
$
635,598
       
Interest
   
98,428
 
$
734,026
 
               
Fees and expenses(*):
             
Investment advisory services
   
87,469
       
Distribution services
   
100,663
       
Transfer agent services
   
25,796
       
Administrative services
   
6,321
       
Reports to shareholders
   
915
       
Registration statement and prospectus
   
1,316
       
Postage, stationery and supplies
   
2,408
       
Directors' compensation
   
587
       
Auditing and legal
   
107
       
Custodian
   
1,694
       
State and local taxes
   
1
       
Other
   
139
       
Total fees and expenses before reimbursements/waivers
   
227,416
       
Less reimbursements/waivers of fees and expenses:
             
Investment advisory services
   
8,747
       
Administrative services
   
223
       
Total fees and expenses after reimbursements/waivers
         
218,446
 
Net investment income
         
515,580
 
               
Net realized gain and unrealized appreciation on investments and
             
non-U.S. currency:
             
Net realized gain (loss) on:
             
Investments (including $13,742 net gain from affiliates)
   
1,743,485
       
Non-U.S. currency transactions
   
(3,429
)
 
1,740,056
 
Net unrealized appreciation on:
             
Investments
   
3,592,993
       
Non-U.S. currency translations
   
178
   
3,593,171
 
Net realized gain and unrealized appreciation on investments and non-U.S. currency
         
5,333,227
 
Net increase in net assets resulting from operations
       
$
5,848,807
 
               
(*) Additional information related to class-specific fees and expenses is included in the Notes to Financial Statements.
     
               
See Notes to Financial Statements
             


Statements of changes in net assets
     
(dollars in thousands)
 
           
   
Year ended December 31
 
   
2006
 
2005
 
Operations:
             
Net investment income
 
$
515,580
 
$
426,609
 
Net realized gain on investments and non-U.S. currency transactions
   
1,740,056
   
590,506
 
Net unrealized appreciation on investments and non-U.S. currency translations
   
3,593,171
   
1,849,761
 
Net increase in net assets resulting from operations
   
5,848,807
   
2,866,876
 
               
Dividends and distributions paid to shareholders:
             
Dividends from net investment income and non-U.S. currency gain
   
(473,267
)
 
(440,865
)
Distributions from net realized gain on investments
   
(1,471,900
)
 
-
 
Total dividends and distributions paid to shareholders
   
(1,945,167
)
 
(440,865
)
               
Capital share transactions
   
7,151,659
   
1,489,209
 
               
Total increase in net assets
   
11,055,299
   
3,915,220
 
               
Net assets:
             
Beginning of year
   
28,132,642
   
24,217,422
 
End of year (including undistributed net investment
             
income: $117,249 and $85,236, respectively)
 
$
39,187,941
 
$
28,132,642
 
               
               
See Notes to Financial Statements
             
               
 

Notes to financial statements     


1.   
Organization and significant accounting policies
 
Organization - Fundamental Investors, Inc. (the "fund") is registered under the Investment Company Act of 1940 as an open-end, diversified management investment company. The fund seeks long-term growth of capital and income primarily through investments in common stocks.

The fund offers 14 share classes consisting of four retail share classes, five CollegeAmerica® savings plan share classes and five retirement plan share classes. The CollegeAmerica savings plan share classes (529-A, 529-B, 529-C, 529-E and 529-F) can be utilized to save for college education. The five retirement plan share classes (R-1, R-2, R-3, R-4 and R-5) are sold without any sales charges and do not carry any conversion rights. The fund’s share classes are described below:
 
Share class
 
Initial sales charge
 
Contingent deferred sales
charge upon redemption
 
Conversion feature
Class A and 529-A
 
Up to 5.75%
 
None (except 1% for certain redemptions within one year of purchase without an initial sales charge)
 
None
Class B and 529-B
 
None
 
Declines from 5% to 0% for redemptions within six years of purchase
 
Class B and 529-B convert to Class A and 529-A, respectively, after eight years
Class C
 
None
 
1% for redemptions within one year of purchase
 
Class C converts to Class F after 10 years
Class 529-C
 
None
 
1% for redemptions within one year of purchase
 
None
Class 529-E
 
None
 
None
 
None
Class F and 529-F
 
None
 
None
 
None
Class R-1, R-2, R-3, R-4 and R-5
 
None
 
None
 
None

Holders of all share classes have equal pro rata rights to assets, dividends and liquidation proceeds. Each share class has identical voting rights, except for the exclusive right to vote on matters affecting only its class. Share classes have different fees and expenses ("class-specific fees and expenses"), primarily due to different arrangements for distribution, administrative and shareholder services. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different per-share dividends by each class.

Significant accounting policies - The financial statements have been prepared to comply with accounting principles generally accepted in the United States of America. These principles require management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates. The following is a summary of the significant accounting policies followed by the fund:

Security valuation - Equity securities are valued at the official closing price of, or the last reported sale price on, the exchange or market on which such securities are traded, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price. Prices for each security are taken from the principal exchange or market in which the security trades. Fixed-income securities, including short-term securities purchased with more than 60 days left to maturity, are valued at prices obtained from an independent pricing service when such prices are available. However, where the investment adviser deems it appropriate, such securities will be valued at the mean quoted bid and asked prices (or bid prices, if asked prices are not available) or at prices for securities of comparable maturity, quality and type. Securities with both fixed-income and equity characteristics, or equity securities traded principally among fixed-income dealers, are valued in the manner described above for either equity or fixed-income securities, depending on which method is deemed most appropriate by the investment adviser. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. The value of short-term securities originally purchased with maturities greater than 60 days is determined based on an amortized value to par when they reach 60 days or less remaining to maturity. The ability of the issuers of the debt securities held by the fund to meet their obligations may be affected by economic developments in a specific industry, state or region. Securities and other assets for which representative market quotations are not readily available or are considered unreliable by the investment adviser are fair valued as determined in good faith under procedures adopted by authority of the fund's board of directors. Various factors may be reviewed in order to make a good faith determination of a security’s fair value. These factors include, but are not limited to, the type and cost of the security; contractual or legal restrictions on resale of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion or exchange rights on the security; related corporate actions; significant events occurring after the close of trading in the security; and changes in overall market conditions.

Security transactions and related investment income - Security transactions are recorded by the fund as of the date the trades are executed with brokers. Realized gains and losses from security transactions are determined based on the specific identified cost of the securities. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis. Market discounts, premiums and original issue discounts on fixed-income securities are amortized daily over the expected life of the security.

Class allocations - Income, fees and expenses (other than class-specific fees and expenses) and realized and unrealized gains and losses are allocated daily among the various share classes based on their relative net assets. Class-specific fees and expenses, such as distribution, administrative and shareholder services, are charged directly to the respective share class.

Dividends and distributions to shareholders - Dividends and distributions paid to shareholders are recorded on the ex-dividend date.

Non-U.S. currency translation - Assets and liabilities, including investment securities, denominated in non-U.S. currencies are translated into U.S. dollars at the exchange rates in effect on the valuation date. Purchases and sales of investment securities and income and expenses are translated into U.S. dollars at the exchange rates on the dates of such transactions. In the accompanying financial statements, the effects of changes in non-U.S. exchange rates on investment securities are included with the net realized gain or loss and net unrealized appreciation or depreciation on investments. The realized gain or loss and unrealized appreciation or depreciation resulting from all other transactions denominated in non-U.S. currencies are disclosed separately.
 
2.   
Non-U.S. investments

Investment risk - The risks of investing in securities of non-U.S. issuers may include, but are not limited to, investment and repatriation restrictions; revaluation of currencies; adverse political, social and economic developments; government involvement in the private sector; limited and less reliable investor information; lack of liquidity; certain local tax law considerations; and limited regulation of the securities markets.

Taxation - Dividend and interest income is recorded net of non-U.S. taxes paid. Gains realized by the fund on the sale of securities in certain countries are subject to non-U.S. taxes. The fund records a liability based on unrealized gains to provide for potential non-U.S. taxes payable upon the sale of these securities. For the year ended December 31, 2006, non-U.S. taxes paid on realized gains were $6,804,000. As of December 31, 2006, non-U.S. taxes provided on unrealized gains were $2,504,000.


3. Federal income taxation and distributions  

The fund complies with the requirements under Subchapter M of the Internal Revenue Code applicable to mutual funds and intends to distribute substantially all of its net taxable income and net capital gains each year. The fund is not subject to income taxes to the extent such distributions are made. Therefore, no federal income tax provision is required.

Distributions - Distributions paid to shareholders are based on net investment income and net realized gains determined on a tax basis, which may differ from net investment income and net realized gains for financial reporting purposes. These differences are due primarily to differing treatment for items such as non-U.S. currency gains and losses; short-term capital gains and losses; and non-U.S. taxes on capital gains. The fiscal year in which amounts are distributed may differ from the year in which the net investment income and net realized gains are recorded by the fund for financial reporting purposes.

During the year ended December 31, 2006, the fund reclassified $10,233,000 from undistributed net investment income to undistributed net realized gain; and reclassified $67,000 from undistributed net investment income to capital paid in on shares of capital stock to align financial reporting with tax reporting. 

As of December 31, 2006, the tax basis components of distributable earnings, unrealized appreciation (depreciation) and cost of investments were as follows:

   
(dollars in thousands)
 
Undistributed ordinary income
       
$
120,074
 
Post-October non-U.S. currency loss deferrals (realized during the period November 1, 2006, through December 31, 2006)*
         
(778
)
Undistributed long-term capital gain
         
61,925
 
Gross unrealized appreciation on investment securities
         
10,788,672
 
Gross unrealized depreciation on investment securities
         
(207,827
)
Net unrealized appreciation on investment securities
         
10,580,845
 
Cost of investment securities
         
28,544,050
 
               
*These deferrals are considered incurred in the subsequent year.
             

The tax character of distributions paid to shareholders was as follows (dollars in thousands):

 
   
Year ended December 31, 2006
 
Year ended December 31, 2005
 
 
Share class
 
Ordinary income
 
Long-term capital gains
 
Total distributions paid
 
Ordinary income
 
Long-term capital gains
 
Total distributions paid
 
 
                         
Class A
 
$
415,933
 
$
1,209,190
 
$
1,625,123
 
$
398,335
   
-
 
$
398,335
 
Class B
   
8,802
   
53,464
   
62,266
   
10,375
   
-
   
10,375
 
Class C
   
7,248
   
51,882
   
59,130
   
6,729
   
-
   
6,729
 
Class F
   
18,703
   
68,161
   
86,864
   
9,749
   
-
   
9,749
 
Class 529-A
   
4,668
   
15,407
   
20,075
   
3,286
   
-
   
3,286
 
Class 529-B
   
294
   
2,243
   
2,537
   
312
   
-
   
312
 
Class 529-C
   
603
   
4,713
   
5,316
   
553
   
-
   
553
 
Class 529-E
   
180
   
752
   
932
   
137
   
-
   
137
 
Class 529-F
   
130
   
417
   
547
   
68
   
-
   
68
 
Class R-1
   
113
   
882
   
995
   
90
   
-
   
90
 
Class R-2
   
1,503
   
10,912
   
12,415
   
1,327
   
-
   
1,327
 
Class R-3
   
4,196
   
19,585
   
23,781
   
2,603
   
-
   
2,603
 
Class R-4
   
4,339
   
16,233
   
20,572
   
2,838
   
-
   
2,838
 
Class R-5
   
6,555
   
18,059
   
24,614
   
4,463
   
-
   
4,463
 
Total
 
$
473,267
 
$
1,471,900
 
$
1,945,167
 
$
440,865
   
-
 
$
440,865
 
                                       

4. Fees and transactions with related parties

Capital Research and Management Company ("CRMC"), the fund’s investment adviser, is the parent company of American Funds Service Company SM ("AFS"), the fund’s transfer agent, and American Funds Distributors, Inc.SM ("AFD"), the principal underwriter of the fund’s shares. 

Investment advisory services - The Investment Advisory and Service Agreement with CRMC provided for monthly fees accrued daily. At the beginning of the period, these fees were based on a declining series of annual rates beginning with 0.390% on the first $1 billion of daily net assets and decreasing to 0.240% on such assets in excess of $27 billion. The board of directors approved an amended agreement effective September 1, 2006, continuing the series of rates to include additional annual rates of 0.237% on daily net assets in excess of $34 billion but not exceeding $44 billion; and 0.234% on such assets in excess of $44 billion. CRMC is currently waiving 10% of investment advisory services fees. During the year ended December 31, 2006, total investment advisory services fees waived by CRMC were $8,747,000. As a result, the fee shown on the accompanying financial statements of $87,469,000, which was equivalent to an annualized rate of 0.260%, was reduced to $78,722,000, or 0.234% of average daily net assets.

Class-specific fees and expenses - Expenses that are specific to individual share classes are accrued directly to the respective share class. The principal class-specific fees and expenses are described below: 

Distribution services - The fund has adopted plans of distribution for all share classes, except Class R-5. Under the plans, the board of directors approves certain categories of expenses that are used to finance activities primarily intended to sell fund shares and service existing accounts. The plans provide for payments, based on an annualized percentage of average daily net assets, ranging from 0.25% to 1.00% as noted below. In some cases, the board of directors has limited the amounts that may be paid to less than the maximum allowed by the plans. All share classes may use up to 0.25% of average daily net assets to pay service fees, or to compensate AFD for paying service fees, to firms that have entered into agreements with AFD to provide certain shareholder services. The remaining amounts available to be paid under each plan are paid to dealers to compensate them for their sales activities.

For Class A and 529-A, the board of directors has also approved the reimbursement of dealer and wholesaler commissions paid by AFD for certain shares sold without a sales charge. These classes reimburse AFD for amounts billed within the prior 15 months but only to the extent that the overall annual expense limit of 0.25% is not exceeded. As of December 31, 2006, there were no unreimbursed expenses subject to reimbursement for Class A or 529-A.

Share class
Currently approved limits
Plan limits
Class A
0.25%
0.25%
Class 529-A
0.25
0.50
Class B and 529-B
1.00
1.00
Class C, 529-C and R-1
1.00
1.00
Class R-2
0.75
1.00
Class 529-E and R-3
0.50
0.75
Class F, 529-F and R-4
0.25
0.50

Transfer agent services - The fund has a transfer agent agreement with AFS for Class A and B. Under this agreement, these share classes compensate AFS for transfer agent services including shareholder recordkeeping, communications and transaction processing. AFS is also compensated for certain transfer agent services provided to all other share classes from the administrative services fees paid to CRMC described below.

Administrative services - The fund has an administrative services agreement with CRMC to provide transfer agent and other related shareholder services for all share classes other than Class A and B. Each relevant share class pays CRMC annual fees up to 0.15% (0.10% for Class R-5) based on its respective average daily net assets. Each relevant share class also pays AFS additional amounts for certain transfer agent services. CRMC and AFS may use these fees to compensate third parties for performing these services. CRMC has agreed to pay AFS on the fund's behalf for a portion of the transfer agent services fees for some of the retirement plan share classes. For the year ended December 31, 2006, the total administrative services fees paid by CRMC were $2,000 and $221,000 for Class R-1 and R-2, respectively. Administrative services fees are presented gross of any payments made by CRMC. Each 529 share class is subject to an additional annual administrative services fee of 0.10% of its respective average daily net assets; this fee is payable to the Commonwealth of Virginia for the maintenance of the CollegeAmerica plan. Although these amounts are included with administrative services fees on the accompanying financial statements, the Commonwealth of Virginia is not considered a related party. 

Expenses under the agreements described on the previous page for the year ended December 31, 2006, were as follows (dollars in thousands):
 

Share class
Distribution services
Transfer agent services
Administrative services
CRMC administrative services
Transfer agent services
Commonwealth of Virginia administrative services
Class A
$67,941
$24,604
Not applicable
Not applicable
Not applicable
Class B
12,606
1,192
Not applicable
Not applicable
Not applicable
Class C
10,712
 
 
 
Included
in
administrative services
$1,408
$218
Not applicable
Class F
2,950
876
122
Not applicable
Class 529-A
587
255
39
$318
Class 529-B
496
40
19
50
Class 529-C
975
78
29
98
Class 529-E
79
13
2
16
Class 529-F
-
6
1
7
Class R-1
164
21
11
Not applicable
Class R-2
1,679
330
819
Not applicable
Class R-3
1,777
499
252
Not applicable
Class R-4
697
399
12
Not applicable
Class R-5
Not applicable
376
7
Not applicable 
Total
$100,663
$25,796
$4,301
$1,531
$489
 
Deferred directors’ compensation - Since the adoption of the deferred compensation plan in 1993, directors who are unaffiliated with CRMC may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the fund, are treated as if invested in shares of the fund or other American Funds. These amounts represent general, unsecured liabilities of the fund and vary according to the total returns of the selected funds. Directors’ compensation of $587,000, shown on the accompanying financial statements, includes $274,000 in current fees (either paid in cash or deferred) and a net increase of $313,000 in the value of the deferred amounts.

Affiliated officers and directors - Officers and certain directors of the fund are or may be considered to be affiliated with CRMC, AFS and AFD. No affiliated officers or directors received any compensation directly from the fund.

5. Capital share transactions

Capital share transactions in the fund were as follows (dollars and shares in thousands):


 
 
 
Sales*
 
Reinvestments of
dividends and distributions
 
Repurchases*
 
Net increase
 
 
Share class
 
Amount
 
Shares
 
Amount
 
Shares
 
Amount
 
Shares
 
Amount
 
Shares
 
Year ended December 31, 2006
                                 
Class A
 
$
5,807,510
   
150,813
 
$
1,556,073
   
39,076
 
$
(2,898,417
)
 
(75,162
)
$
4,465,166
   
114,727
 
Class B
   
242,131
   
6,302
   
60,167
   
1,507
   
(123,484
)
 
(3,209
)
 
178,814
   
4,600
 
Class C
   
551,355
   
14,335
   
57,032
   
1,428
   
(122,224
)
 
(3,178
)
 
486,163
   
12,585
 
Class F
   
1,130,387
   
29,210
   
74,949
   
1,878
   
(172,348
)
 
(4,462
)
 
1,032,988
   
26,626
 
Class 529-A
   
144,288
   
3,732
   
20,072
   
504
   
(16,375
)
 
(422
)
 
147,985
   
3,814
 
Class 529-B
   
13,817
   
359
   
2,537
   
63
   
(1,745
)
 
(45
)
 
14,609
   
377
 
Class 529-C
   
46,215
   
1,198
   
5,315
   
132
   
(7,072
)
 
(183
)
 
44,458
   
1,147
 
Class 529-E
   
6,630
   
172
   
932
   
24
   
(651
)
 
(17
)
 
6,911
   
179
 
Class 529-F
   
5,683
   
146
   
547
   
14
   
(708
)
 
(18
)
 
5,522
   
142
 
Class R-1
   
14,244
   
369
   
983
   
24
   
(4,185
)
 
(109
)
 
11,042
   
284
 
Class R-2
   
147,153
   
3,832
   
12,407
   
310
   
(48,232
)
 
(1,252
)
 
111,328
   
2,890
 
Class R-3
   
325,070
   
8,397
   
23,740
   
595
   
(80,993
)
 
(2,087
)
 
267,817
   
6,905
 
Class R-4
   
234,425
   
5,947
   
20,545
   
515
   
(50,824
)
 
(1,308
)
 
204,146
   
5,154
 
Class R-5
   
187,718
   
4,875
   
23,765
   
597
   
(36,773
)
 
(950
)
 
174,710
   
4,522
 
Total net increase
                                                 
(decrease)
 
$
8,856,626
 
$
229,687
 
$
1,859,064
 
$
46,667
 
$
(3,564,031
)
$
(92,402
)
$
7,151,659
 
$
183,952
 
                                                   
Year ended December 31, 2005
                                                 
Class A
 
$
3,005,984
   
90,443
 
$
375,768
   
11,039
 
$
(2,648,000
)
 
(80,442
)
$
733,752
   
21,040
 
Class B
   
109,936
   
3,324
   
9,966
   
289
   
(95,999
)
 
(2,920
)
 
23,903
   
693
 
Class C
   
218,924
   
6,608
   
6,422
   
186
   
(79,167
)
 
(2,409
)
 
146,179
   
4,385
 
Class F
   
244,749
   
7,340
   
8,448
   
247
   
(106,338
)
 
(3,245
)
 
146,859
   
4,342
 
Class 529-A
   
72,664
   
2,186
   
3,286
   
96
   
(9,106
)
 
(273
)
 
66,844
   
2,009
 
Class 529-B
   
7,547
   
228
   
312
   
9
   
(942
)
 
(28
)
 
6,917
   
209
 
Class 529-C
   
23,294
   
702
   
553
   
16
   
(3,668
)
 
(111
)
 
20,179
   
607
 
Class 529-E
   
3,417
   
103
   
137
   
4
   
(312
)
 
(10
)
 
3,242
   
97
 
Class 529-F
   
2,261
   
68
   
68
   
2
   
(214
)
 
(7
)
 
2,115
   
63
 
Class R-1
   
5,776
   
176
   
89
   
3
   
(2,202
)
 
(66
)
 
3,663
   
113
 
Class R-2
   
71,936
   
2,187
   
1,327
   
38
   
(24,346
)
 
(735
)
 
48,917
   
1,490
 
Class R-3
   
110,345
   
3,339
   
2,595
   
76
   
(35,242
)
 
(1,065
)
 
77,698
   
2,350
 
Class R-4
   
130,964
   
4,035
   
2,837
   
83
   
(26,250
)
 
(795
)
 
107,551
   
3,323
 
Class R-5
   
152,129
   
4,640
   
4,015
   
117
   
(54,754
)
 
(1,618
)
 
101,390
   
3,139
 
Total net increase
                                                 
(decrease)
 
$
4,159,926
   
125,379
 
$
415,823
   
12,205
 
$
(3,086,540
)
 
(93,724
)
$
1,489,209
   
43,860
 
                                                   
* Includes exchanges between share classes of the fund.
                                                 

6. Investment transactions

The fund made purchases and sales of investment securities, excluding short-term securities, of $11,338,058,000 and $6,608,994,000, respectively, during the year ended December 31, 2006. 


Financial highlights (1)
 

   
 
 
Income (loss) from investment operations(2)    
 
Dividends and distributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net asset value, beginning of period
 
Net investment income
 
 Net gains (losses) on securities (both realized and unrealized)
 
 Total from investment operations
 
Dividends (from net investment income)
 
Distributions (from capital gains)
 
Toal dividends and distributions
 
Net asset value, end of period
 
Total return (3)
 
Net assets, end of period (in millions)
 
 
 
Ratio of expenses to average net assets before reimbursements/
waivers
 
 
 
Ratio of expenses to average net assets after reimbursements/
waivers (4)
 
 
 
Ratio of net income to average net assets
 
 
 
Class A:
                                                                       
Year ended 12/31/2006
 
$
35.40
 
$
.62
 
$
6.16
 
$
6.78
 
$
(.56
)
$
(1.57
)
$
(2.13
)
$
40.05
   
19.24
%
$
32,187
         
.61
%
       
.58
%
       
1.60
%
     
Year ended 12/31/2005
   
32.25
   
.58
   
3.16
   
3.74
   
(.59
)
 
-
   
(.59
)
 
35.40
   
11.68
   
24,390
         
.62
         
.60
         
1.75
       
Year ended 12/31/2004
   
28.85
   
.61
   
3.35
   
3.96
   
(.56
)
 
-
   
(.56
)
 
32.25
   
13.91
   
21,543
         
.63
         
.63
         
2.05
       
Year ended 12/31/2003
   
22.23
   
.50
   
6.52
   
7.02
   
(.40
)
 
-
   
(.40
)
 
28.85
   
31.96
   
19,212
         
.66
         
.66
         
2.08
       
Year ended 12/31/2002
   
27.45
   
.42
   
(5.14
)
 
(4.72
)
 
(.50
)
 
-
   
(.50
)
 
22.23
   
(17.34
)
 
15,201
         
.67
         
.67
         
1.68
       
Class B:
                                                                                                       
Year ended 12/31/2006
   
35.33
   
.32
   
6.14
   
6.46
   
(.26
)
 
(1.57
)
 
(1.83
)
 
39.96
   
18.33
   
1,417
         
1.38
         
1.35
         
.83
       
Year ended 12/31/2005
   
32.19
   
.33
   
3.15
   
3.48
   
(.34
)
 
-
   
(.34
)
 
35.33
   
10.84
   
1,090
         
1.39
         
1.36
         
.99
       
Year ended 12/31/2004
   
28.80
   
.38
   
3.35
   
3.73
   
(.34
)
 
-
   
(.34
)
 
32.19
   
13.03
   
971
         
1.40
         
1.39
         
1.29
       
Year ended 12/31/2003
   
22.19
   
.31
   
6.51
   
6.82
   
(.21
)
 
-
   
(.21
)
 
28.80
   
30.97
   
836
         
1.44
         
1.44
         
1.30
       
Year ended 12/31/2002
   
27.40
   
.23
   
(5.14
)
 
(4.91
)
 
(.30
)
 
-
   
(.30
)
 
22.19
   
(17.97
)
 
618
         
1.45
         
1.45
         
.91
       
Class C:
                                                                                                       
Year ended 12/31/2006
   
35.30
   
.30
   
6.13
   
6.43
   
(.24
)
 
(1.57
)
 
(1.81
)
 
39.92
   
18.23
   
1,380
         
1.43
         
1.41
         
.77
       
Year ended 12/31/2005
   
32.17
   
.30
   
3.15
   
3.45
   
(.32
)
 
-
   
(.32
)
 
35.30
   
10.76
   
776
         
1.45
         
1.43
         
.91
       
Year ended 12/31/2004
   
28.78
   
.37
   
3.34
   
3.71
   
(.32
)
 
-
   
(.32
)
 
32.17
   
12.96
   
566
         
1.47
         
1.46
         
1.24
       
Year ended 12/31/2003
   
22.17
   
.30
   
6.51
   
6.81
   
(.20
)
 
-
   
(.20
)
 
28.78
   
30.93
   
413
         
1.50
         
1.50
         
1.23
       
Year ended 12/31/2002
   
27.39
   
.21
   
(5.14
)
 
(4.93
)
 
(.29
)
 
-
   
(.29
)
 
22.17
   
(18.06
)
 
266
         
1.50
         
1.50
         
.86
       
Class F:
                                                                                                       
Year ended 12/31/2006
   
35.39
   
.62
   
6.15
   
6.77
   
(.56
)
 
(1.57
)
 
(2.13
)
 
40.03
   
19.21
   
1,815
         
.61
         
.58
         
1.58
       
Year ended 12/31/2005
   
32.24
   
.57
   
3.16
   
3.73
   
(.58
)
 
-
   
(.58
)
 
35.39
   
11.64
   
662
         
.66
         
.63
         
1.71
       
Year ended 12/31/2004
   
28.84
   
.59
   
3.35
   
3.94
   
(.54
)
 
-
   
(.54
)
 
32.24
   
13.84
   
463
         
.70
         
.70
         
2.02
       
Year ended 12/31/2003
   
22.22
   
.49
   
6.52
   
7.01
   
(.39
)
 
-
   
(.39
)
 
28.84
   
31.92
   
311
         
.71
         
.71
         
2.02
       
Year ended 12/31/2002
   
27.44
   
.40
   
(5.14
)
 
(4.74
)
 
(.48
)
 
-
   
(.48
)
 
22.22
   
(17.38
)
 
203
         
.72
         
.72
         
1.65
       
Class 529-A:
                                                                                                       
Year ended 12/31/2006
   
35.38
   
.60
   
6.15
   
6.75
   
(.54
)
 
(1.57
)
 
(2.11
)
 
40.02
   
19.16
   
414
         
.66
         
.63
         
1.55
       
Year ended 12/31/2005
   
32.24
   
.55
   
3.15
   
3.70
   
(.56
)
 
-
   
(.56
)
 
35.38
   
11.60
   
231
         
.70
         
.67
         
1.66
       
Year ended 12/31/2004
   
28.84
   
.59
   
3.34
   
3.93
   
(.53
)
 
-
   
(.53
)
 
32.24
   
13.77
   
146
         
.73
         
.72
         
2.00
       
Year ended 12/31/2003
   
22.22
   
.50
   
6.52
   
7.02
   
(.40
)
 
-
   
(.40
)
 
28.84
   
31.99
   
88
         
.68
         
.68
         
2.03
       
Period from 2/15/2002 to 12/31/2002
   
26.71
   
.33
   
(4.34
)
 
(4.01
)
 
(.48
)
 
-
   
(.48
)
 
22.22
   
(15.16
)
 
39
         
.76
   
(5
)
 
.76
   
(5
)
 
1.64
   
(5
)
Class 529-B:
                                                                                                       
Year ended 12/31/2006
   
35.37
   
.27
   
6.16
   
6.43
   
(.22
)
 
(1.57
)
 
(1.79
)
 
40.01
   
18.18
   
60
         
1.50
         
1.47
         
.71
       
Year ended 12/31/2005
   
32.23
   
.27
   
3.16
   
3.43
   
(.29
)
 
-
   
(.29
)
 
35.37
   
10.66
   
40
         
1.54
         
1.52
         
.82
       
Year ended 12/31/2004
   
28.83
   
.33
   
3.35
   
3.68
   
(.28
)
 
-
   
(.28
)
 
32.23
   
12.83
   
29
         
1.59
         
1.59
         
1.13
       
Year ended 12/31/2003
   
22.22
   
.27
   
6.52
   
6.79
   
(.18
)
 
-
   
(.18
)
 
28.83
   
30.74
   
19
         
1.61
         
1.61
         
1.10
       
Period from 2/19/2002 to 12/31/2002
   
26.27
   
.16
   
(3.91
)
 
(3.75
)
 
(.30
)
 
-
   
(.30
)
 
22.22
   
(14.35
)
 
8
         
1.62
   
(5
)
 
1.62
   
(5
)
 
.77
   
(5
)
Class 529-C:
                                                                                                       
Year ended 12/31/2006
   
35.37
   
.28
   
6.14
   
6.42
   
(.22
)
 
(1.57
)
 
(1.79
)
 
40.00
   
18.16
   
126
         
1.49
         
1.47
         
.71
       
Year ended 12/31/2005
   
32.23
   
.27
   
3.16
   
3.43
   
(.29
)
 
-
   
(.29
)
 
35.37
   
10.68
   
71
         
1.53
         
1.51
         
.83
       
Year ended 12/31/2004
   
28.83
   
.34
   
3.34
   
3.68
   
(.28
)
 
-
   
(.28
)
 
32.23
   
12.84
   
45
         
1.58
         
1.58
         
1.14
       
Year ended 12/31/2003
   
22.22
   
.27
   
6.52
   
6.79
   
(.18
)
 
-
   
(.18
)
 
28.83
   
30.75
   
27
         
1.60
         
1.60
         
1.11
       
Period from 2/15/2002 to 12/31/2002
   
26.71
   
.16
   
(4.34
)
 
(4.18
)
 
(.31
)
 
-
   
(.31
)
 
22.22
   
(15.74
)
 
11
         
1.60
   
(5
)
 
1.60
   
(5
)
 
.79
   
(5
)
Class 529-E:
                                                                                                       
Year ended 12/31/2006
   
35.36
   
.48
   
6.15
   
6.63
   
(.42
)
 
(1.57
)
 
(1.99
)
 
40.00
   
18.80
   
20
         
.97
         
.95
         
1.23
       
Year ended 12/31/2005
   
32.23
   
.44
   
3.15
   
3.59
   
(.46
)
 
-
   
(.46
)
 
35.36
   
11.24
   
12
         
1.02
         
.99
         
1.34
       
Year ended 12/31/2004
   
28.83
   
.49
   
3.35
   
3.84
   
(.44
)
 
-
   
(.44
)
 
32.23
   
13.40
   
7
         
1.06
         
1.05
         
1.66
       
Year ended 12/31/2003
   
22.21
   
.40
   
6.52
   
6.92
   
(.30
)
 
-
   
(.30
)
 
28.83
   
31.42
   
4
         
1.08
         
1.08
         
1.61
       
Period from 3/7/2002 to 12/31/2002
   
28.13
   
.26
   
(5.85
)
 
(5.59
)
 
(.33
)
 
-
   
(.33
)
 
22.21
   
(19.92
)
 
2
         
1.07
   
(5
)
 
1.07
   
(5
)
 
1.35
   
(5
)
Class 529-F:
                                                                                                       
Year ended 12/31/2006
   
35.36
   
.67
   
6.15
   
6.82
   
(.61
)
 
(1.57
)
 
(2.18
)
 
40.00
   
19.40
   
11
         
.47
         
.45
         
1.73
       
Year ended 12/31/2005
   
32.22
   
.59
   
3.15
   
3.74
   
(.60
)
 
-
   
(.60
)
 
35.36
   
11.68
   
5
         
.58
         
.56
         
1.76
       
Year ended 12/31/2004
   
28.82
   
.58
   
3.33
   
3.91
   
(.51
)
 
-
   
(.51
)
 
32.22
   
13.73
   
2
         
.81
         
.80
         
1.95
       
Year ended 12/31/2003
   
22.22
   
.45
   
6.52
   
6.97
   
(.37
)
 
-
   
(.37
)
 
28.82
   
31.72
   
1
         
.82
         
.82
         
1.81
       
Period from 9/23/2002 to 12/31/2002
   
21.22
   
.12
   
1.08
   
1.20
   
(.20
)
 
-
   
(.20
)
 
22.22
   
5.65
   
-
   
(6
)
 
.22
         
.22
         
.51
       
Class R-1:
                                                                                                       
Year ended 12/31/2006
 
$
35.31
 
$
.29
 
$
6.13
 
$
6.42
 
$
(.23
)
$
(1.57
)
$
(1.80
)
$
39.93
   
18.19
%
$
23
         
1.47
%
       
1.43
%
       
.74
%
     
Year ended 12/31/2005
   
32.18
   
.29
   
3.16
   
3.45
   
(.32
)
 
-
   
(.32
)
 
35.31
   
10.74
   
11
         
1.50
         
1.46
         
.88
       
Year ended 12/31/2004
   
28.79
   
.37
   
3.33
   
3.70
   
(.31
)
 
-
   
(.31
)
 
32.18
   
12.92
   
6
         
1.53
         
1.49
         
1.26
       
Year ended 12/31/2003
   
22.19
   
.27
   
6.54
   
6.81
   
(.21
)
 
-
   
(.21
)
 
28.79
   
30.90
   
2
         
1.70
         
1.50
         
1.08
       
Period from 6/19/2002 to 12/31/2002
   
26.04
   
.13
   
(3.75
)
 
(3.62
)
 
(.23
)
 
-
   
(.23
)
 
22.19
   
(13.91
)
 
-
   
(6
)
 
4.20
   
(5
)
 
1.50
   
(5
)
 
1.11
   
(5
)
Class R-2:
                                                                                                       
Year ended 12/31/2006
   
35.29
   
.30
   
6.14
   
6.44
   
(.24
)
 
(1.57
)
 
(1.81
)
 
39.92
   
18.26
   
291
         
1.54
         
1.41
         
.77
       
Year ended 12/31/2005
   
32.17
   
.30
   
3.14
   
3.44
   
(.32
)
 
-
   
(.32
)
 
35.29
   
10.73
   
155
         
1.64
         
1.43
         
.91
       
Year ended 12/31/2004
   
28.77
   
.38
   
3.34
   
3.72
   
(.32
)
 
-
   
(.32
)
 
32.17
   
13.02
   
93
         
1.76
         
1.45
         
1.29
       
Year ended 12/31/2003
   
22.18
   
.30
   
6.51
   
6.81
   
(.22
)
 
-
   
(.22
)
 
28.77
   
30.93
   
45
         
1.94
         
1.46
         
1.19
       
Period from 5/21/2002 to 12/31/2002
   
27.39
   
.14
   
(5.13
)
 
(4.99
)
 
(.22
)
 
-
   
(.22
)
 
22.18
   
(18.22
)
 
7
         
1.64
   
(5
)
 
1.46
   
(5
)
 
1.05
   
(5
)
Class R-3:
                                                                                                       
Year ended 12/31/2006
   
35.35
   
.47
   
6.14
   
6.61
   
(.41
)
 
(1.57
)
 
(1.98
)
 
39.98
   
18.75
   
525
         
.99
         
.96
         
1.21
       
Year ended 12/31/2005
   
32.21
   
.45
   
3.16
   
3.61
   
(.47
)
 
-
   
(.47
)
 
35.35
   
11.26
   
220
         
1.01
         
.98
         
1.35
       
Year ended 12/31/2004
   
28.82
   
.50
   
3.33
   
3.83
   
(.44
)
 
-
   
(.44
)
 
32.21
   
13.41
   
125
         
1.05
         
1.04
         
1.69
       
Year ended 12/31/2003
   
22.21
   
.40
   
6.52
   
6.92
   
(.31
)
 
-
   
(.31
)
 
28.82
   
31.45
   
66
         
1.10
         
1.08
         
1.60
       
Period from 6/4/2002 to 12/31/2002
   
26.66
   
.18
   
(4.38
)
 
(4.20
)
 
(.25
)
 
-
   
(.25
)
 
22.21
   
(15.75
)
 
11
         
1.13
   
(5
)
 
1.08
   
(5
)
 
1.41
   
(5
)
Class R-4:
                                                                                                       
Year ended 12/31/2006
   
35.36
   
.59
   
6.14
   
6.73
   
(.53
)
 
(1.57
)
 
(2.10
)
 
39.99
   
19.12
   
438
         
.67
         
.65
         
1.52
       
Year ended 12/31/2005
   
32.22
   
.55
   
3.16
   
3.71
   
(.57
)
 
-
   
(.57
)
 
35.36
   
11.61
   
205
         
.69
         
.66
         
1.66
       
Year ended 12/31/2004
   
28.83
   
.60
   
3.33
   
3.93
   
(.54
)
 
-
   
(.54
)
 
32.22
   
13.85
   
80
         
.69
         
.69
         
2.04
       
Year ended 12/31/2003
   
22.21
   
.48
   
6.53
   
7.01
   
(.39
)
 
-
   
(.39
)
 
28.83
   
31.91
   
48
         
.71
         
.71
         
1.94
       
Period from 7/25/2002 to 12/31/2002
   
21.75
   
.22
   
.55
   
.77
   
(.31
)
 
-
   
(.31
)
 
22.21
   
3.51
   
7
         
.34
         
.32
         
.96
       
Class R-5:
                                                                                                       
Year ended 12/31/2006
   
35.41
   
.71
   
6.16
   
6.87
   
(.65
)
 
(1.57
)
 
(2.22
)
 
40.06
   
19.50
   
481
         
.38
         
.35
         
1.83
       
Year ended 12/31/2005
   
32.26
   
.65
   
3.17
   
3.82
   
(.67
)
 
-
   
(.67
)
 
35.41
   
11.94
   
265
         
.39
         
.36
         
1.96
       
Year ended 12/31/2004
   
28.86
   
.68
   
3.35
   
4.03
   
(.63
)
 
-
   
(.63
)
 
32.26
   
14.19
   
141
         
.39
         
.39
         
2.31
       
Year ended 12/31/2003
   
22.23
   
.56
   
6.53
   
7.09
   
(.46
)
 
-
   
(.46
)
 
28.86
   
32.34
   
112
         
.39
         
.39
         
2.30
       
Period from 5/15/2002 to 12/31/2002
   
27.62
   
.28
   
(5.34
)
 
(5.06
)
 
(.33
)
 
-
   
(.33
)
 
22.23
   
(18.34
)
 
53
         
.40
   
(5
)
 
.40
   
(5
)
 
1.91
   
(5
)
                                                                                                         
 

   
Year ended December 31
 
 
2006
 
2005
 
2004
 
2003
 
2002
 
 
 
 
 
 
 
 
 
 
 
Portfolio turnover rate for all classes of shares
 
21%
 
24%
 
30%
 
31%
 
38%
 
 
(1) Based on operations for the periods shown (unless otherwise noted) and, accordingly, may not be representative of a full year.
(2) Based on average shares outstanding.
(3) Total returns exclude all sales charges, including contingent deferred sales charges.
(4) The ratios in this column reflect the impact, if any, of certain reimbursements/waivers from CRMC. During some of the periods shown, CRMC reduced fees for investment advisory services for all share classes. In addition, during the start-up period for the retirement plan share classes (except Class R-5), CRMC agreed to pay a portion of the fees related to transfer agent services.
(5) Annualized.
(6) Amount less than $1 million.

 
REPLACE W/REVISED N-1A OPINION
 
 
 


Tax information
unaudited
 
We are required to advise you within 60 days of the fund’s fiscal year-end regarding the federal tax status of certain distributions received by shareholders during such fiscal year. The fund hereby designates the following amounts for the fund’s fiscal year ended December 31, 2006:

Long-term capital gains
$1,471,900,000
Qualified dividend income
100%
Corporate dividends received deduction
$437,012,000
U.S. government income that may be exempt from state taxation
8,686,000
 

Individual shareholders should refer to their Form 1099 or other tax information, which was mailed in January 2007, to determine the calendar year amounts to be included on their 2006 tax returns. Shareholders should consult their tax advisers.


 
-----END PRIVACY-ENHANCED MESSAGE-----