-----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, BcMQf/RnIK7GsEkExKUGT6cbx/9VqGzNop2khObISpjdIWqQl1KsPooaZYZB9ACn eyPAGQFvwiaRer4lYWD3/g== 0000051931-08-000494.txt : 20080804 0000051931-08-000494.hdr.sgml : 20080804 20080804150112 ACCESSION NUMBER: 0000051931-08-000494 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080804 DATE AS OF CHANGE: 20080804 EFFECTIVENESS DATE: 20080804 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: 08987763 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 (MICG) 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-1 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-1 CFNFX C000068558 Class F-2 497 1 fi497.htm FUNDAMENTAL INVESTORS, INC. fi497.htm
<PAGE>


                          FUNDAMENTAL INVESTORS, INC.

                                     Part B
                      Statement of Additional Information

                               July 30, 2008


This document is not a prospectus but should be read in conjunction with the
current prospectus of Fundamental Investors, Inc. (the "fund" or "FI") dated
July 30, 2008 or retirement plan prospectus of the fund dated March 1, 2008.
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 . . . . . . . . . . . . . . . . . . . . . . . . . . .       42
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.

INVESTING OUTSIDE THE U.S.

..    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. In determining the domicile of an issuer, the
     fund's investment adviser will consider the domicile determination of a
     leading provider of global indexes, such as Morgan Stanley Capital
     International, and may also take into account such factors as where the
     company is legally organized and/or maintains principal corporate offices
     and/or conducts its principal operations.

                        *     *     *     *     *     *

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


                        Fundamental Investors -- Page 2
<PAGE>



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 their values accrete over time to face value at maturity. 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 fall. 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.


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 reflect an
evaluation of 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 or vice versa. Some
types of convertible bonds, preferred stocks or other preferred securities
automatically convert into common stocks or other securities at a stated
conversion ratio and some may be subject to redemption at the option of the
issuer at a predetermined price. 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 values vary in response to many factors,
including the values of the securities into which they are convertible, 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.


The prices and yields of nonconvertible preferred securities or preferred stocks
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.


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


                        Fundamental Investors -- Page 3
<PAGE>



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.


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 operating histories,
limited markets or financial resources, may be dependent on one or a few key
persons for management and can be more susceptible to losses.


                        Fundamental Investors -- Page 4
<PAGE>



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.


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


                        Fundamental Investors -- Page 5
<PAGE>



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 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.


The fund's portfolio turnover rates for the fiscal years ended December 31, 2007
and 2006 were 27% and 21%, respectively. The portfolio turnover rate would equal
100% if each security in a fund's portfolio were replaced once per year. 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.


                        Fundamental Investors -- Page 6
<PAGE>


The fund may not:


1.    borrow money or securities;

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.


                        Fundamental Investors -- Page 7
<PAGE>


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


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               PRINCIPAL OCCUPATION(S)        OVERSEEN      OTHER DIRECTORSHIPS/4/ HELD
 AS A DIRECTOR/2/)                 DURING PAST FIVE YEARS        BY DIRECTOR            BY DIRECTOR
- ------------------------------------------------------------------------------------------------------------

 Joseph C. Berenato, 62         Chairman and CEO, Ducommun            6         Ducommun Incorporated
 Director (2003)                Incorporated (aerospace
                                components manufacturer)
- ------------------------------------------------------------------------------------------------------------
 Robert J. Denison, 67          Chair, First Security                 5         None
 Director (2005)                Management (private
                                investment)
- ------------------------------------------------------------------------------------------------------------
 Robert A. Fox, 71              Managing General Partner, Fox         7         Chemtura Corporation
 Director (1998)                Investments LP; corporate
                                director; retired President
                                and CEO, Foster Farms
                                (poultry producer)
- ------------------------------------------------------------------------------------------------------------
 Leonade D. Jones, 60           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, 71           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, 73              President, The Lovejoy                4         None
 Director (1985)                Consulting Group, Inc. (a
                                pro-bono consulting group
                                advising nonprofit
                                organizations)
- ------------------------------------------------------------------------------------------------------------
 Henry E. Riggs, 73             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, 62       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, 62             Senior Vice President - Capital         1         None
                               World Investors, Capital
                               Research and Management Company;
 President (1994)              Director, Capital Research and
                               Management Company
- -------------------------------------------------------------------------------------------------------------







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

 Paul G. Haaga, Jr.,      Vice Chairman of the Board, Capital Research and
 59                       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 President    Capital Research and Management Company
 (1995)
- -------------------------------------------------------------------------------
 Martin Romo,/6/ 40       Senior Vice President - Capital World Investors,
                          Capital Research Company*; Director, Capital Research
 Senior Vice President    Company*; Director, The Capital Group Companies,
 (1999)                   Inc.*
- -------------------------------------------------------------------------------
 Mark L. Casey,/6 /37     Vice President - Capital World Investors, Capital
                          Research Company
 Vice President (2008)
- -------------------------------------------------------------------------------
 Ronald B. Morrow, 62     Senior Vice President - Capital World Investors,
                          Capital Research and Management Company
 Vice President (2004)
- -------------------------------------------------------------------------------
 Donald H. Rolfe, 36      Associate Counsel - Fund Business Management Group,
                          Capital Research and Management Company
 Vice President (2007)
- -------------------------------------------------------------------------------
 Patrick F. Quan, 50      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)
- -------------------------------------------------------------------------------
 David A. Pritchett,      Vice President - Fund Business Management Group,
 41                       Capital Research and Management Company

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

                          Other officers/6/



                        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 through 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 or
  other funds managed by Capital Research and Management Company) 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 Mark L. Casey and 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, 2007



                                                     AGGREGATE DOLLAR RANGE/1/
                                                             OF SHARES
                                                        OWNED IN ALL FUNDS
                                                       IN THE AMERICAN FUNDS
                          DOLLAR RANGE/1/ OF FUND         FAMILY OVERSEEN
          NAME                SHARES OWNED/2/               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              Over $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.

2 An independent director may have exposure to the fund through an allocation of
  some or all of his or her nonqualified deferred compensation account.

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 $16,500 to $35,000, 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, 2007



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

 Joseph C. Berenato/3/                                                                $50,584                     $303,375
- ------------------------------------------------------------------------------------------------------------------------------------
 Robert J. Denison/3/                                                                  45,375                      212,771
- ------------------------------------------------------------------------------------------------------------------------------------
 Robert A. Fox/3/                                                                      45,844                      278,041
- ------------------------------------------------------------------------------------------------------------------------------------
 Leonade D. Jones/3/                                                                   45,917                      342,375
- ------------------------------------------------------------------------------------------------------------------------------------
 John G. McDonald/3/                                                                   39,687                      368,500
- ------------------------------------------------------------------------------------------------------------------------------------
 Gail L. Neale                                                                         51,646                      205,230
- ------------------------------------------------------------------------------------------------------------------------------------
 Henry E. Riggs/3/                                                                     70,750                      248,771
- ------------------------------------------------------------------------------------------------------------------------------------
 Patricia K. Woolf/3/                                                                  48,334                      306,125
- ------------------------------------------------------------------------------------------------------------------------------------



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, 2007 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 through 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 2007
  fiscal year for participating directors is as follows: Joseph C. Berenato
  ($93,340), Robert J. Denison ($175,855), Robert A. Fox ($456,883), Leonade D.
  Jones ($95,717), John G. McDonald ($383,314), Henry E. Riggs ($554,257) and
  Patricia K. Woolf ($311,820). Amounts deferred and accumulated earnings thereon
  are not funded and are general unsecured liabilities of the fund until paid to
  the directors.

As of June 1, 2008, 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 2007 fiscal year.


The fund has a 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 request, review and consider the information deemed


                        Fundamental Investors -- Page 14
<PAGE>



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.
One contracts committee meeting was held during the 2007 fiscal year.


The fund has a nominating and governance 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,  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. Four nominating
committee meetings were held during the 2007 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 2007 fiscal year.


PROXY VOTING PROCEDURES AND PRINCIPLES -- The fund and its investment adviser
have adopted Proxy Voting Procedures and Principles (the "Principles") with
respect to voting proxies of securities held by the fund, other American Funds,
Endowments and American Funds Insurance Series. The complete text of these
principles is available on the American Funds website at americanfunds.com.
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. Proxies for companies outside the U.S. also are
voted, provided there is sufficient time and information available. After a
proxy statement is received, the investment adviser prepares a summary of the
proposals contained in the proxy statement. A discussion of any potential
conflicts of interest also is 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 of the division's
investment analysts familiar with the company and industry. A second
recommendation is made by a proxy coordinator (an investment analyst with
experience in corporate governance and proxy voting matters) within the
appropriate investment division, based on knowledge of these Principles and
familiarity with proxy-related


                        Fundamental Investors -- Page 15
<PAGE>



issues. The proxy summary and voting recommendations are made available to the
appropriate proxy voting committee for a final voting decision.


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 Principles, 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 Principles 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 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 Principles is available upon request, free
of charge, by calling American Funds Service Company or visiting the American
Funds website.


     DIRECTOR MATTERS -- The election of a company's slate of nominees for
     director generally is 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 also may be
     supported.

     GOVERNANCE PROVISIONS -- Typically, proposals to declassify a board (elect
     all directors annually) are supported based on the belief that this
     increases the directors' sense of accountability to shareholders. Proposals
     for cumulative voting generally are supported in order to promote
     management and board accountability and an opportunity for leadership
     change. Proposals designed to make director elections more meaningful,
     either by requiring a majority vote or by requiring any director receiving
     more withhold votes to tender his or her resignation, generally are
     supported.

     SHAREHOLDER RIGHTS -- Proposals to repeal an existing poison pill generally
     are supported. (There may be certain circumstances, however, when a proxy
     voting committee of a fund or an investment division of the investment
     adviser believes that a company needs to maintain anti-takeover
     protection.) 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 typically are not 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 share-


                        Fundamental Investors -- Page 16
<PAGE>


     holder 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 generally are voted in favor of
     management's recommendations unless circumstances indicate otherwise.

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 June 1, 2008. 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        24.70%
 Maryland Heights, MO                                Class B        14.38
- ----------------------------------------------------------------------------
 First Clearing LLC                                  Class B         5.20
 Glen Allen, VA                                      Class C         5.41
- ----------------------------------------------------------------------------
 Citigroup Global Markets, Inc.                      Class C        17.45
 New York, NY                                        Class F-1      23.15
- ----------------------------------------------------------------------------
 Merrill Lynch                                       Class C        11.15
 Jacksonville, FL
- ----------------------------------------------------------------------------
 A G Edwards & Sons Inc.                             Class C         5.46
 Saint Louis, MO
- ----------------------------------------------------------------------------
 Charles Schwab & Co., Inc.                          Class F-1       6.86
 San Francisco, CA                                   Class R-4       7.86
- ----------------------------------------------------------------------------
 Hartford Life Insurance Co.                         Class R-1      18.80
 Harford, CT
- ----------------------------------------------------------------------------
 Transamerica Life Insurance                         Class R-3       8.34
 Los Angeles, CA
- ----------------------------------------------------------------------------
 Fidelity Investments Institutional Operations Co.   Class R-4       9.49
 Covington, KY                                       Class R-5      12.17
- ----------------------------------------------------------------------------
 Principal Financial Group                           Class R-4       7.87
 Des Moines, IA
- ----------------------------------------------------------------------------
 Capital Group Companies                             Class R-5       6.62
 Los Angeles, CA
- ----------------------------------------------------------------------------
 Reed Elsevier                                       Class R-5       6.56
 Westwood, MA
- ----------------------------------------------------------------------------
 The Gates Corporation                               Class R-5       5.80
 Chicago, IL
- ----------------------------------------------------------------------------




                        Fundamental Investors -- Page 17
<PAGE>



UNLESS OTHERWISE NOTED, REFERENCES IN THIS STATEMENT OF ADDITIONAL INFORMATION
TO CLASS F SHARES, CLASS R SHARES OR CLASS 529 SHARES REFER TO BOTH F SHARE
CLASSES, ALL R SHARE CLASSES OR ALL 529 SHARE CLASSES, RESPECTIVELY.


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 make investment 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 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 plans will vary depending on
the individual's portfolio results, contributions to the organization and other
factors.


To encourage a long-term focus, bonuses based on investment results are
calculated by comparing pretax total investment returns to relevant benchmarks
over the most recent year, a four-year rolling average and an eight-year rolling
average with much greater weight placed on the four-year and eight-year rolling
averages. For portfolio counselors, benchmarks may include measures of the
marketplaces in which the 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 makes periodic subjective
assessments of analysts' contributions to the investment process and this is an
element of their overall compensation. The investment results of the fund's
portfolio counselors may be measured against one or more of the following
benchmarks, depending on his or her investment focus: S&P 500, MSCI World Index
and Lipper Growth & 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


                        Fundamental Investors -- Page 18
<PAGE>



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, 2007:





                                      NUMBER             NUMBER
                                     OF OTHER           OF OTHER          NUMBER
                                    REGISTERED           POOLED          OF OTHER
                                    INVESTMENT         INVESTMENT        ACCOUNTS
                                 COMPANIES (RICS)   VEHICLES (PIVS)      IN WHICH
                                     IN WHICH           IN WHICH         PORTFOLIO
                                     PORTFOLIO         PORTFOLIO         COUNSELOR
                   DOLLAR RANGE      COUNSELOR         COUNSELOR       IS A MANAGER
                     OF FUND       IS A MANAGER       IS A MANAGER      (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      $209.5      1      $1.09         None
                    $1,000,000
- ----------------------------------------------------------------------------------------
 Michael T. Kerr       Over         2      $301.7         None              None
                    $1,000,000
- ----------------------------------------------------------------------------------------
 Ronald B.          $100,001 -      2      $301.7         None              None
 Morrow              $500,000
- ----------------------------------------------------------------------------------------
 James E. Drasdo       Over            None               None              None
                    $1,000,000
- ----------------------------------------------------------------------------------------
 Brady L.           $100,001 -      2      $ 86.8         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, 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


                        Fundamental Investors -- Page 19
<PAGE>



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.


For the fiscal years ended December 31, 2007, 2006 and 2005, the investment
adviser was entitled to receive from the fund management fees of $115,799,000,
$87,469,000 and


                        Fundamental Investors -- Page 20
<PAGE>



$67,323,000, respectively. After giving effect to the management fee waivers
described below, the fund paid the investment adviser management fees of
$104,219,000 (a reduction of $11,580,000), $78,722,000 (a reduction of
$8,747,000) and $61,385,000 (a reduction of $5,938,000) for the fiscal years
ended December 31, 2007, 2006 and 2005, 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/(R)/, 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, oversees and assists with 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, 2007, the total fees paid by the
investment adviser were $116,000.


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 Service Company according to a fee
schedule, based principally on the number of accounts serviced, contained in a
Shareholder Services Agreement between the fund and American Funds Service
Company.


                        Fundamental Investors -- Page 21
<PAGE>



During the 2007 fiscal year, administrative services fees, gross of any payments
made by the investment adviser, were:




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

                CLASS C                                $2,386,000
- --------------------------------------------------------------------------------
               CLASS F-1                                2,205,000
- --------------------------------------------------------------------------------
              CLASS 529-A                                 530,000
- --------------------------------------------------------------------------------
              CLASS 529-B                                  77,000
- --------------------------------------------------------------------------------
              CLASS 529-C                                 174,000
- --------------------------------------------------------------------------------
              CLASS 529-E                                  25,000
- --------------------------------------------------------------------------------
             CLASS 529-F-1                                 16,000
- --------------------------------------------------------------------------------
               CLASS R-1                                   67,000
- --------------------------------------------------------------------------------
               CLASS R-2                                1,728,000
- --------------------------------------------------------------------------------
               CLASS R-3                                1,712,000
- --------------------------------------------------------------------------------
               CLASS R-4                                  959,000
- --------------------------------------------------------------------------------
               CLASS R-5                                  717,000
- --------------------------------------------------------------------------------




PRINCIPAL UNDERWRITER AND PLANS OF DISTRIBUTION -- American Funds
Distributors/(R)/, 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 relating to sales of the fund's
shares, as follows:


     .    For Class A and 529-A shares, the Principal Underwriter receives
          commission revenue consisting of the balance 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 its
          rights to the 0.75% distribution-related portion of the 12b-1 fees
          paid by the fund, as well as any contingent deferred sales charges, to
          a third party. The Principal Underwriter compensates investment
          dealers for sales of Class B and 529-B shares out of the proceeds of
          this sale and keeps any amounts remaining after this compensation is
          paid.

     .    For Class C and 529-C shares, the Principal Underwriter receives any
          contingent deferred sales charges that apply during the first year
          after purchase.

In addition, the fund reimburses the Principal Underwriter for advancing
immediate service fees to qualified dealers and advisers upon the sale of Class
B, 529-B, C and 529-C shares. The fund also reimburses the Principal Underwriter
for service fees (and, in the case of Class 529-E shares, commissions) paid on a
quarterly basis to qualified dealers and advisers in connection with investments
in Class F-1, 529-F-1, 529-E, 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                          2007            $23,001,000        $100,028,000
                                                  2006             20,462,000          89,708,000
                                                  2005             10,046,000          44,270,000
- -----------------------------------------------------------------------------------------------------
                 CLASS B                          2007              1,020,000           6,693,000
                                                  2006                788,000           5,960,000
                                                  2005                408,000           2,993,000
- -----------------------------------------------------------------------------------------------------
                 CLASS C                          2007                     --           6,137,000
                                                  2006                     --           4,452,000
                                                  2005                     --           1,833,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-A                        2007                947,000           4,327,000
                                                  2006                696,000           3,180,000
                                                  2005                382,000           1,771,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-B                        2007                 58,000             407,000
                                                  2006                 46,000             328,000
                                                  2005                 37,000             313,000
- -----------------------------------------------------------------------------------------------------
               CLASS 529-C                        2007                     --             543,000
                                                  2006                     --             363,000
                                                  2005                     --             199,000
- -----------------------------------------------------------------------------------------------------



Plans of distribution -- The fund has adopted plans of distribution (the
"Plans") pursuant to rule 12b-1 under the 1940 Act. The Plans permit the fund to
expend 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.


                        Fundamental Investors -- Page 23
<PAGE>



Each Plan is specific to a particular share class of the fund. As the fund has
not adopted a Plan for Class F-2 or Class R-5, no 12b-1 fees are paid from Class
F-2 or Class R-5 share assets and the following disclosure is not applicable to
these share classes.


Payments under the Plans may be made for service-related and/or
distribution-related expenses. Service-related expenses include paying service
fees to qualified dealers. Distribution-related expenses include commissions
paid to qualified dealers. The amounts actually paid under the Plans for the
past fiscal year, expressed as a percentage of the fund's average daily net
assets attributable to the applicable share class, are disclosed in the
prospectus under "Fees and expenses of the fund." Further information regarding
the amounts available under each Plan is in the "Plans of Distribution" section
of the prospectus.


Following is a brief description of the Plans:


     CLASS A AND 529-A -- For Class A and 529-A shares, up to 0.25% of the
     fund's average daily net assets attributable to such shares is reimbursed
     to the Principal Underwriter for paying service-related expenses, and the
     balance available under the applicable Plan may be paid to the Principal
     Underwriter for distribution-related expenses. The fund may annually expend
     up to 0.25% for Class A shares and up to 0.50% for Class 529-A shares under
     the applicable Plan.

     Distribution-related expenses for Class A and 529-A shares include dealer
     commissions and wholesaler compensation paid on sales of shares of $1
     million or more purchased without a sales charge. Commissions on these "no
     load" purchases (which are described in further detail under the "Sales
     Charges" section of this statement of additional information) in excess of
     the Class A and 529-A Plan limitations and not reimbursed to the Principal
     Underwriter during the most recent fiscal quarter are recoverable for five
     quarters, provided that the reimbursement of such commissions does not
     cause the fund to exceed the annual expense limit. After five quarters,
     these commissions are not recoverable.

     CLASS B AND 529-B -- The Plans for Class B and 529-B shares provide for
     payments to the Principal Underwriter of up to 0.25% of the fund's average
     daily net assets attributable to such shares for paying service-related
     expenses and 0.75% for distribution-related expenses, which include the
     financing of commissions paid to qualified dealers.

     OTHER SHARE CLASSES (CLASS C, 529-C, F-1, 529-F-1, 529-E, R-1, R-2, R-3 AND
     R-4) -- The Plans for each of the other share classes that have adopted
     Plans provide for payments to the Principal Underwriter for paying
     service-related and distribution-related expenses of up to the following
     amounts of the fund's average daily net assets attributable to such shares:



                        Fundamental Investors -- Page 24
<PAGE>






                                                                        TOTAL
                                           SERVICE    DISTRIBUTION    ALLOWABLE
                                           RELATED      RELATED         UNDER
                  SHARE CLASS            PAYMENTS/1/  PAYMENTS/1/    THE PLANS/2/
- ----------------------------------------------------------------------------------

          Class C                           0.25%        0.75%          1.00%
- ----------------------------------------------------------------------------------
          Class 529-C                       0.25         0.75           1.00
- ----------------------------------------------------------------------------------
          Class F-1                         0.25           --           0.50
- ----------------------------------------------------------------------------------
          Class 529-F-1                     0.25           --           0.50
- ----------------------------------------------------------------------------------
          Class 529-E                       0.25         0.25           0.75
- ----------------------------------------------------------------------------------
          Class R-1                         0.25         0.75           1.00
- ----------------------------------------------------------------------------------
          Class R-2                         0.25         0.50           1.00
- ----------------------------------------------------------------------------------
          Class R-3                         0.25         0.25           0.75
- ----------------------------------------------------------------------------------
          Class R-4                         0.25           --           0.50
- ----------------------------------------------------------------------------------





     1 Amounts in these columns represent the amounts approved by the board of
       directors under the applicable Plan.
     2 The fund may annually expend the amounts set forth in this column under
       the current Plans with the approval of the board of directors.

During the 2007 fiscal year, 12b-1 expenses accrued and paid, and if applicable,
unpaid, were:




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

        CLASS A                 $86,166,000                 $7,263,000
- ------------------------------------------------------------------------------
        CLASS B                  15,767,000                  1,434,000
- ------------------------------------------------------------------------------
        CLASS C                  17,479,000                  1,752,000
- ------------------------------------------------------------------------------
       CLASS F-1                  6,255,000                  1,209,000
- ------------------------------------------------------------------------------
      CLASS 529-A                 1,018,000                     96,000
- ------------------------------------------------------------------------------
      CLASS 529-B                   716,000                     70,000
- ------------------------------------------------------------------------------
      CLASS 529-C                 1,636,000                    171,000
- ------------------------------------------------------------------------------
      CLASS 529-E                   126,000                     13,000
- ------------------------------------------------------------------------------
     CLASS 529-F-1                       --                         --
- ------------------------------------------------------------------------------
       CLASS R-1                    385,000                     53,000
- ------------------------------------------------------------------------------
       CLASS R-2                  2,942,000                    297,000
- ------------------------------------------------------------------------------
       CLASS R-3                  4,268,000                    486,000
- ------------------------------------------------------------------------------
       CLASS R-4                  1,674,000                    188,000
- ------------------------------------------------------------------------------





                        Fundamental Investors -- Page 25
<PAGE>


Approval of the Plans -- 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. In addition, the
selection and nomination of independent directors of the fund are committed to
the discretion of the independent directors during the existence of the Plans.


Potential benefits of the Plans to the fund include quality shareholder
services, savings to the fund in transfer agency costs, and benefits to the
investment process from growth or stability of assets. The Plans may not be
amended to materially increase the amount spent for distribution without
shareholder approval. Plan expenses are reviewed quarterly by the board of
directors and the Plans must be renewed annually by the board of directors.


OTHER COMPENSATION TO DEALERS -- As of July 2008, the top dealers (or their
affiliates) that American Funds Distributors anticipates will receive additional
compensation (as described in the prospectus) include:

     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.
     JJB Hilliard/PNC Bank
          J.J.B. Hilliard, W.L. Lyons, Inc.
          PNC Bank, National Association
          PNC Investments LLC
     Lincoln Financial Advisors Corporation


                        Fundamental Investors -- Page 26
<PAGE>


     LPL Group
          Associated Securities Corp.
          LPL Financial Corporation
          Mutual Service Corporation
          Uvest Investment Services
          Waterstone Financial Group, Inc.
     Merrill Lynch, Pierce, Fenner & Smith Incorporated
     Metlife Enterprises
          Metlife Securities Inc.
          New England Securities
          Walnut Street Securities, Inc.
     MML Investors Services, Inc.
     Morgan Keegan & Company, Inc.
     Morgan Stanley & Co., Incorporated
     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
     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
          Legg Mason
     U.S. Bancorp Investments, Inc.
     UBS Financial Services Inc.
     Wachovia Group
          A. G. Edwards, a Division of Wachovia Securities, LLC
          First Clearing LLC
          Wachovia Securities Financial Network, LLC
          Wachovia Securities Investment Services Group
          Wachovia Securities Latin American Channel
          Wachovia Securities Private Client Group
     Wells Fargo Investments, LLC

                      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


                        Fundamental Investors -- Page 27
<PAGE>


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 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 scheduling 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


                        Fundamental Investors -- Page 28
<PAGE>


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, each equity
investment division of the investment adviser periodically assesses the
brokerage and investment research services provided by each broker-dealer from
which it receives such services. Using its judgment, each equity investment
division of the investment adviser then creates lists with suggested levels of
commissions for particular broker-dealers and provides those lists to its
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 than 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 its 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 consider whether a
broker-dealer has sold shares of the funds managed by


                        Fundamental Investors -- Page 29
<PAGE>


the investment adviser or its affiliated companies when placing any such orders
for the fund's portfolio transactions.


Brokerage commissions paid on portfolio transactions for the fiscal years ended
December 31, 2007, 2006 and 2005 amounted to $18,379,000, $17,751,000 and
$12,254,000, respectively. The increase in commissions paid between 2005 and
2006 was largely due to increases in brokerage transactions and in the number of
shares transacted.


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 Wachovia Securities Private Client Group. As of the fund's most recent
fiscal year-end, the fund held equity securities of Citigroup Inc. in the amount
of $373,299,000 and Wachovia Corporation in the amount of $93,934,000. As of
that date the fund held debt securities of JPMorgan Chase & Co. in the amount of
$99,726,000 and Wachovia Corporation in the amount of $49,992,000.


                        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.



                        Fundamental Investors -- Page 30
<PAGE>



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.


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 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 p.m., the fund's share price would still be determined
as of 4 p.m. New York time. The New York Stock Exchange is currently closed on
weekends and on the following


                        Fundamental Investors -- Page 31
<PAGE>


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.


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 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 currencies other than U.S.
dollars 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


                        Fundamental Investors -- Page 32
<PAGE>



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 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


                        Fundamental Investors -- Page 33
<PAGE>


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 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.


                        Fundamental Investors -- Page 34
<PAGE>



     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 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 91-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


                        Fundamental Investors -- Page 35
<PAGE>


     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.


     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


                        Fundamental Investors -- Page 36
<PAGE>


     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.


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-1 SHARES ALSO REFER TO THE CORRESPONDING CLASS 529-A, 529-B, 529-C OR
529-F-1 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 statement of additional
     information for more information regarding this service.

     BY INTERNET -- using americanfunds.com. Please see the "Shareholder account
     services and privileges" section of this statement of additional
     information 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.

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.


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.


                        Fundamental Investors -- Page 39
<PAGE>


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 this 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. 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" in this statement of additional
information. 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" in this
statement of additional information).


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.


                        Fundamental Investors -- Page 40
<PAGE>


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 any applicable deferred sales charges
     attributable to those Class B shares, but you will not be required to pay a
     Class A sales charge. If, however, 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.

     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 requirements
     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 to receive the Class A shares without paying an initial Class A
     sales charge.

     In addition, you may redeem Class F-1 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.


                        Fundamental Investors -- Page 41
<PAGE>


     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.

     EXCHANGING CLASS F-1 SHARES FOR CLASS F-2 SHARES -- If you are part of a
     qualified fee-based program that offers Class F-2 shares, you may exchange
     your Class F-1 shares for Class F-2 shares to be held in the program.

     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.

                                 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.

     PURCHASES BY SEP PLANS AND SIMPLE IRA PLANS

     Participant accounts in a Simplified Employee Pension (SEP) plan or a
     Savings Incentive Match Plan for Employees of Small Employers IRA (SIMPLE
     IRA) plan will be aggregated together for Class A sales charge purposes if
     the SEP plan or SIMPLE IRA plan was established after November 15, 2004 by
     an employer adopting a prototype plan produced by American Funds
     Distributors, Inc. In the case where the employer adopts any other plan
     (including, but not limited to, an IRS model agreement), each participant's
     account in the plan will be aggregated with the participant's own personal
     investments that qualify under the aggregation policy. A SEP plan or SIMPLE
     IRA plan with a certain method of aggregating participant accounts as of
     November 15, 2004 may continue with that method so long as the employer has
     not modified the plan document since that date.


                        Fundamental Investors -- Page 42
<PAGE>


     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 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;

     (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


                        Fundamental Investors -- Page 43
<PAGE>


          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 initial 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 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%.


                        Fundamental Investors -- Page 44
<PAGE>


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
     the American Funds (excluding 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 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


                        Fundamental Investors -- Page 45
<PAGE>


     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;

     .    SEP plans and SIMPLE IRA plans established after November 15, 2004 by
          an employer adopting any plan document other than a prototype plan
          produced by American Funds Distributors, Inc.;

     .    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;

     .
          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;


                        Fundamental Investors -- Page 46
<PAGE>


     .    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;

     .    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; or

     .    for a SEP or SIMPLE IRA plan established after November 15, 2004 by an
          employer adopting a prototype plan produced by American Funds
          Distributors, Inc.

     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 holdings in Endowments and applicable holdings
     in the American Funds Target Date Retirement Series. 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 and applicable holdings in the American Funds Target Date
     Retirement Series, 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 last business day of 2005. Thereafter,
     the cost value of such accounts will increase or


                        Fundamental Investors -- Page 47
<PAGE>


     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. In addition, 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" in this statement of additional information). 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 taken in cash by a
          shareholder who receives


                        Fundamental Investors -- Page 48
<PAGE>



          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 permit 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 if, in
the opinion of the fund's board of directors, conditions exist which make
payment wholly in cash unwise or undesirable.


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


                        Fundamental Investors -- Page 52
<PAGE>


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


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 $31,392,000 for Class A shares and $1,335,000 for
Class B shares for the 2007 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 audited by Deloitte &
Touche LLP, an independent registered public accounting firm, as stated in their
report appearing herein. Such financial statements have been so included in
reliance upon the report of such firm given upon their authority 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 independent legal counsel
("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 and DLA Piper US LLP, Baltimore, Maryland. A determination with
respect to the independence of the fund's 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.


Shareholders may also elect to receive updated prospectuses, annual reports and
semi-annual reports electronically by signing up for electronic delivery on our
website, americanfunds.com. Upon opting in to the electronic delivery of updated
prospectuses and other reports, a shareholder will no longer automatically
receive such documents in paper form by mail. A shareholder who elects
electronic delivery is able to cancel this service at any time and return to
receiving updated prospectuses and other reports in paper form by mail.


Prospectuses, annual reports and semi-annual reports that are mailed to
shareholders by the American Funds organization are printed with ink containing
soy and/or vegetable oil on paper containing recycled fibers.


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, or FINRA) 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, a
FINRA Hearing Panel ruled against the Principal Underwriter and imposed a $5
million fine. On April 30, 2008, FINRA's National Adjudicatory Council affirmed
the decision by FINRA's Hearing Panel. The Principal Underwriter has appealed
this decision to the Securities and Exchange Commission.


The investment adviser and Principal Underwriter believe that the likelihood
that this matter 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
this and other matters. The investment adviser believes that these suits are
without merit and will defend itself vigorously.


                        Fundamental Investors -- Page 54
<PAGE>



DETERMINATION OF NET ASSET VALUE, REDEMPTION PRICE AND MAXIMUM OFFERING PRICE
PER SHARE FOR CLASS A SHARES -- DECEMBER 31, 2007




Net asset value and redemption price per share
  (Net assets divided by shares outstanding). .                     $42.45
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). . . . . . . . . . . . . . . .                      $45.04



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:


                        Fundamental Investors -- Page 55
<PAGE>


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-1   CLASS F-2
- -------------------------------------------------------------------------------

STOCK AND STOCK/BOND FUNDS
AMCAP Fund/(R)/ . . . . . .     002      202      302       402         602
American Balanced Fund/(R)/     011      211      311       411         611
American Mutual Fund/(R)/ .     003      203      303       403         603
Capital Income Builder/(R)/     012      212      312       412         612
Capital World Growth and
Income Fund/SM/ . . . . . .     033      233      333       433         633
EuroPacific Growth Fund/(R)/    016      216      316       416         616
Fundamental Investors/SM/ .     010      210      310       410         610
The Growth Fund of
America/(R)/. . . . . . . .     005      205      305       405         605
The Income Fund of
America/(R)/. . . . . . . .     006      206      306       406         606
The Investment Company of
America/(R)/. . . . . . . .     004      204      304       404         604
The New Economy Fund/(R)/ .     014      214      314       414         614
New Perspective Fund/(R)/ .     007      207      307       407         607
New World Fund/SM/  . . . .     036      236      336       436         636
SMALLCAP World Fund/(R)/  .     035      235      335       435         635
Washington Mutual Investors
Fund/SM/  . . . . . . . . .     001      201      301       401         601
BOND FUNDS
American High-Income
Municipal Bond Fund/(R)/  .     040      240      340       440         640
American High-Income
Trust/SM/ . . . . . . . . .     021      221      321       421         621
The Bond Fund of America/SM/    008      208      308       408         608
Capital World Bond Fund/(R)/    031      231      331       431         631
Intermediate Bond Fund of
America/SM/ . . . . . . . .     023      223      323       423         623
Limited Term Tax-Exempt Bond
Fund of America/SM/ . . . .     043      243      343       443         643
Short-Term Bond Fund of
America/SM/ . . . . . . . .     048      248      348       448         648
The Tax-Exempt Bond Fund of
America/(R)/. . . . . . . .     019      219      319       419         619
The Tax-Exempt Fund of
California/(R)/*. . . . . .     020      220      320       420         620
The Tax-Exempt Fund of
Maryland/(R)/*. . . . . . .     024      224      324       424         624
The Tax-Exempt Fund of
Virginia/(R)/*. . . . . . .     025      225      325       425         625
U.S. Government Securities
Fund/SM/. . . . . . . . . .     022      222      322       422         622
MONEY MARKET FUNDS
The Cash Management Trust of
America/(R)/. . . . . . . .     009      209      309       409         609
The Tax-Exempt Money Fund of
America/SM/ . . . . . . . .     039      N/A      N/A       N/A         N/A
The U.S. Treasury Money Fund
of America/SM/  . . . . . .     049      N/A      N/A       N/A         N/A
___________
*Qualified for sale only in certain jurisdictions.



                        Fundamental Investors -- Page 56
<PAGE>





                                                 FUND NUMBERS
                                 ----------------------------------------------
                                  CLASS    CLASS    CLASS    CLASS     CLASS
FUND                              529-A    529-B    529-C    529-E    529-F-1
- -------------------------------------------------------------------------------

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






                                                    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/(R)/ . . . . . .     069    2169   2269   2369   2469    2569
American Funds 2045 Target Date
Retirement Fund/(R)/ . . . . . .     068    2168   2268   2368   2468    2568
American Funds 2040 Target Date
Retirement Fund/(R)/ . . . . . .     067    2167   2267   2367   2467    2567
American Funds 2035 Target Date
Retirement Fund/(R)/ . . . . . .     066    2166   2266   2366   2466    2566
American Funds 2030 Target Date
Retirement Fund/(R)/ . . . . . .     065    2165   2265   2365   2465    2565
American Funds 2025 Target Date
Retirement Fund/(R)/ . . . . . .     064    2164   2264   2364   2464    2564
American Funds 2020 Target Date
Retirement Fund/(R)/ . . . . . .     063    2163   2263   2363   2463    2563
American Funds 2015 Target Date
Retirement Fund/(R)/ . . . . . .     062    2162   2262   2362   2462    2562
American Funds 2010 Target Date
Retirement Fund/(R)/ . . . . . .     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, 2007


   
Market value
Common stocks — 91.42%
Shares
(000)
     
ENERGY — 14.81%
   
Suncor Energy Inc.
18,626,627
$2,024,984
CONSOL Energy Inc.1
7,400,000
529,248
Occidental Petroleum Corp.
6,404,244
493,063
Tenaris SA (ADR)
10,135,000
453,339
Murphy Oil Corp.
4,343,636
368,514
Chevron Corp.
3,185,674
297,319
StatoilHydro ASA2
6,621,848
204,729
StatoilHydro ASA (ADR)
3,017,700
92,100
Royal Dutch Shell PLC, Class A (ADR)
3,500,000
294,700
EnCana Corp.
4,000,000
272,013
Petro-Canada
4,890,000
262,334
Schlumberger Ltd.
2,650,000
260,680
Exxon Mobil Corp.
2,525,000
236,567
Marathon Oil Corp.
3,470,000
211,184
Imperial Oil Ltd.
3,608,739
198,579
Baker Hughes Inc.
2,285,500
185,354
Smith International, Inc.
2,485,000
183,517
Devon Energy Corp.
2,000,000
177,820
Petróleo Brasileiro SA – Petrobras, ordinary nominative (ADR)
1,510,000
174,012
OAO LUKOIL (ADR)2
2,000,000
171,708
Oil & Natural Gas Corp. Ltd.2
3,637,500
113,549
Quicksilver Resources Inc.3
1,296,100
77,235
Massey Energy Co.
2,011,700
71,918
Saipem SpA, Class S2
1,000,000
39,700
Cameco Corp.
846,300
33,738
TOTAL SA2
325,000
26,932
CNX Gas Corp.3,4
287,500
9,186
   
7,464,022
     
INDUSTRIALS — 14.08%
   
Deere & Co.
10,320,000
960,998
Caterpillar Inc.
7,950,000
576,852
General Electric Co.
15,250,000
565,317
Union Pacific Corp.
3,200,000
401,984
Emerson Electric Co.
6,800,000
385,288
Northrop Grumman Corp.
4,166,243
327,633
Parker Hannifin Corp.
4,200,000
316,302
General Dynamics Corp.
3,545,800
315,541
Deutsche Post AG2
8,945,000
305,274
Schneider Electric SA2
2,071,575
276,587
European Aeronautic Defence and Space Co. EADS NV2
7,000,000
221,895
Joy Global Inc.
3,350,000
220,497
Boeing Co.
2,500,000
   218,650
Mitsubishi Corp.2
7,245,800
197,395
Finmeccanica SpA2
6,000,000
189,898
Raytheon Co.
2,832,732
171,947
KBR, Inc.3
3,950,000
153,260
Corporate Executive Board Co.5
2,304,200
138,482
Lockheed Martin Corp.
1,248,200
131,386
Waste Management, Inc.
3,800,000
124,146
Siemens AG2
703,000
110,201
Fastenal Co.
2,400,000
97,008
United Technologies Corp.
1,250,000
95,675
Illinois Tool Works Inc.
1,636,000
87,592
AMR Corp.3
6,120,000
85,864
United Parcel Service, Inc., Class B
1,200,000
84,864
Grafton Group PLC, units2,3
9,500,000
74,549
Mitsubishi Heavy Industries, Ltd.2
14,446,000
61,830
Kingspan Group PLC2
3,500,000
52,671
Roper Industries, Inc.
770,000
48,156
Tyco International Ltd.
1,125,000
44,606
Allied Waste Industries, Inc.3
2,500,000
27,550
Robert Half International Inc.
800,000
21,632
   
7,091,530
     
INFORMATION TECHNOLOGY — 12.91%
   
Nokia Corp.2
18,900,000
726,664
Nokia Corp. (ADR)
10,987,000
421,791
Oracle Corp.3
35,790,500
808,150
Microsoft Corp.
21,165,000
753,474
Texas Instruments Inc.
10,025,000
334,835
International Business Machines Corp.
3,000,000
324,300
Google Inc., Class A3
455,000
314,623
Fidelity National Information Services, Inc.
6,615,000
275,118
Agilent Technologies, Inc.3
6,981,300
256,493
Corning Inc.
10,520,000
252,375
Yahoo! Inc.3
9,100,000
211,666
Apple Inc.3
1,000,000
198,080
Cisco Systems, Inc.3
5,960,000
161,337
Kyocera Corp.2
1,725,000
150,954
Motorola, Inc.
9,256,080
148,467
Microchip Technology Inc.
4,618,000
145,098
Comverse Technology, Inc.3
7,684,470
132,557
Paychex, Inc.
3,300,000
119,526
Red Hat, Inc.3
5,650,000
117,746
Autodesk, Inc.3
1,900,000
94,544
Linear Technology Corp.
2,700,000
85,941
ASML Holding NV2,3
2,609,568
81,885
Trimble Navigation Ltd.3
2,475,000
74,844
STMicroelectronics NV2
5,100,000
72,496
Hewlett-Packard Co.
1,000,000
50,480
EMC Corp.3
2,500,000
46,325
Nortel Networks Corp.3
2,800,000
42,257
Tyco Electronics Ltd.
1,125,000
41,771
Advanced Micro Devices, Inc.3
4,000,000
30,000
Murata Manufacturing Co., Ltd.2
300,000
17,450
Metavante Technologies, Inc.3
496,666
11,582
   
6,502,829
     
     
MATERIALS — 9.88%
   
Mosaic Co.3
6,000,000
$   566,040
Syngenta AG2
2,117,750
536,640
Rohm and Haas Co.
8,607,300
456,789
Bayer AG, non-registered shares2
3,688,000
335,757
Alcoa Inc.
7,650,000
279,608
Weyerhaeuser Co.
3,583,000
264,210
Potash Corp. of Saskatchewan Inc.
1,709,100
246,042
Freeport-McMoRan Copper & Gold Inc.
2,000,000
204,880
Norsk Hydro ASA2
10,840,000
153,240
Norsk Hydro ASA (ADR)2
3,500,000
49,478
USX Corp.
1,650,000
199,501
E.I. du Pont de Nemours and Co.
4,500,000
198,405
International Paper Co.
5,500,000
178,090
PPG Industries, Inc.
2,500,000
175,575
BHP Billiton Ltd.2
4,675,000
163,748
Sigma-Aldrich Corp.
2,900,000
158,340
CRH PLC2
3,997,950
138,607
Rio Tinto PLC2
1,266,709
132,263
Barrick Gold Corp.
3,049,395
128,227
Newmont Mining Corp.
2,500,000
122,075
Vulcan Materials Co.
1,350,000
106,772
RPM International, Inc.
3,440,000
69,832
Monsanto Co.
350,000
39,092
Temple-Inland Inc.
1,500,000
31,275
UPM-Kymmene Corp. (ADR)2
1,400,000
28,009
Sealed Air Corp.
684,100
15,830
   
4,978,325
     
CONSUMER DISCRETIONARY — 8.93%
   
Lowe’s Companies, Inc.
19,610,000
443,578
Target Corp.
7,840,000
392,000
TomTom NV2,3
3,665,000
273,507
Best Buy Co., Inc.
5,175,000
272,464
Johnson Controls, Inc.
7,500,000
270,300
McDonald’s Corp.
3,875,000
228,276
Fortune Brands Inc.
3,000,000
217,080
Garmin Ltd.
2,000,000
194,000
Time Warner Inc.
11,000,000
181,610
Liberty Media Holding Corp., Liberty Interactive, Series A3
8,950,000
170,766
Sony Corp.2
3,000,000
162,826
Toyota Motor Corp.2
3,000,000
161,497
Macy’s, Inc.
6,000,000
155,220
General Motors Corp.
5,500,000
136,895
Nikon Corp.2
3,977,000
135,683
CBS Corp., Class B
4,900,000
133,525
Starbucks Corp.3
6,500,000
133,055
Magna International Inc., Class A
1,474,300
118,578
Harman International Industries, Inc.
1,300,000
95,823
Penn National Gaming, Inc.3
1,500,000
89,325
Amazon.com, Inc.3
900,000
83,376
Yue Yuen Industrial (Holdings) Ltd.2
20,690,000
74,010
News Corp., Class A
3,400,000
69,666
Kohl’s Corp.3
1,500,000
68,700
Limited Brands, Inc.
3,315,980
62,772
Chipotle Mexican Grill, Inc., Class A3
238,832
35,125
Chipotle Mexican Grill, Inc., Class B3
208,000
     25,594
Virgin Media Inc.3
3,000,000
51,420
WABCO Holdings Inc.
944,100
47,290
Saks Inc.3
650,000
13,494
   
4,497,455
     
FINANCIALS — 8.40%
   
Fannie Mae
15,040,100
601,303
U.S. Bancorp
12,975,000
411,826
Citigroup Inc.
12,680,000
373,299
Bank of America Corp.
6,000,000
247,560
Bank of Ireland2
15,863,513
234,833
Freddie Mac
6,690,000
227,928
Allied Irish Banks, PLC2
9,700,000
222,570
AMP Ltd.2
25,000,412
217,293
AFLAC Inc.
2,700,000
169,101
Marsh & McLennan Companies, Inc.
5,371,000
142,170
Berkshire Hathaway Inc., Class A3
1,000
141,600
Irish Life & Permanent PLC2
7,000,000
120,282
Washington Mutual, Inc.
8,580,000
116,774
XL Capital Ltd., Class A
2,180,000
109,676
Wells Fargo & Co.
3,475,000
104,910
CapitalSource Inc.
5,500,954
96,762
Wachovia Corp.
2,470,000
93,934
AXA SA2
2,345,500
93,252
Equity Residential, shares of beneficial interest
2,500,000
91,175
T. Rowe Price Group, Inc.
1,200,000
73,056
St. George Bank Ltd.2
2,450,279
67,470
Bank of New York Mellon Corp.
1,000,000
48,760
Anglo Irish Bank Corp. PLC2
3,011,907
47,671
Marshall & Ilsley Corp.
1,489,998
39,455
MGIC Investment Corp.
1,707,000
38,288
Zions Bancorporation
550,000
25,679
City National Corp.
400,000
23,820
PMI Group, Inc.
1,174,600
15,599
Old Republic International Corp.
914,000
14,085
Forestar Real Estate Group LLC3
500,000
11,795
Guranty Financial Group Inc.3
500,000
8,000
   
4,229,926
     
HEALTH CARE — 7.93%
   
Merck & Co., Inc.
13,600,000
790,296
Roche Holding AG2
4,575,000
787,042
Eli Lilly and Co.
7,670,000
409,501
Abbott Laboratories
4,450,000
249,868
Bristol-Myers Squibb Co.
9,350,000
247,962
Shire PLC (ADR)
3,500,000
241,325
Wyeth
5,000,000
220,950
Medtronic, Inc.
3,625,200
182,239
Schering-Plough Corp.
5,158,600
137,425
Aetna Inc.
2,310,000
133,356
CIGNA Corp.
2,175,000
116,863
Stryker Corp.
1,550,000
115,816
Patterson Companies, Inc.3
3,137,521
106,519
Novo Nordisk A/S, Class B2
1,280,000
83,475
Amgen Inc.3
1,350,000
       62,694
WellPoint, Inc.3
599,953
52,634
Medco Health Solutions, Inc.3
463,000
46,948
C. R. Bard, Inc.
91,900
8,712
   
3,993,625
     
CONSUMER STAPLES — 5.67%
   
Altria Group, Inc.
9,624,800
727,442
Coca-Cola Co.
9,400,000
576,878
PepsiCo, Inc.
4,400,000
333,960
Wal-Mart Stores, Inc.
5,800,000
275,674
Bunge Ltd.
1,801,024
209,657
Diageo PLC2
6,700,000
142,934
Avon Products, Inc.
2,680,000
105,940
Tesco PLC2
10,951,206
103,061
C&C Group PLC2,5
16,055,047
95,802
Unilever NV, depository receipts2
2,440,000
89,204
Wm. Wrigley Jr. Co.
1,400,000
81,970
SYSCO Corp.
2,000,000
62,420
Goodman Fielder Ltd.2
31,711,000
52,550
   
2,857,492
     
TELECOMMUNICATION SERVICES — 4.04%
   
AT&T Inc.
15,912,500
661,324
Verizon Communications Inc.
7,950,000
347,335
KDDI Corp.2
41,000
304,477
Vodafone Group PLC2
75,283,000
279,636
Vodafone Group PLC (ADR)
221,700
8,274
Sprint Nextel Corp., Series 1
13,700,000
179,881
Qwest Communications International Inc.3
21,500,000
150,715
Inmarsat PLC2
9,685,000
103,443
   
2,035,085
     
UTILITIES — 2.85%
   
Exelon Corp.
3,545,000
289,414
Questar Corp.
5,000,000
270,500
Veolia Environnement2
2,250,000
204,042
SUEZ SA2
2,915,400
197,330
E.ON AG2
800,000
169,611
Electricité de France SA2
1,334,000
157,852
FPL Group, Inc.
1,050,000
71,169
Duke Energy Corp.
3,000,000
60,510
Entergy Corp.
150,000
17,929
   
1,438,357
     
MISCELLANEOUS — 1.92%
   
Other common stocks in initial period of acquisition
 
965,749
     
     
Total common stocks (cost: $33,657,009,000)
 
46,054,395
     
     
     
 
Principal amount
Market value
Short-term securities — 8.33%
(000)
(000)
     
Federal Home Loan Bank 4.16%–4.35% due 1/18–6/18/2008
$734,710
$     730,128
Procter & Gamble International 4.23%–4.75% due 1/4–3/14/20084
379,431
377,629
Freddie Mac 4.175%–4.335% due 1/22–4/25/2008
368,300
366,212
United Parcel Service Inc. 4.17%–4.50% due 2/12-3/31/20084
255,700
253,436
Fannie Mae 4.13%–4.28% due 1/17–3/12/2008
234,600
233,453
Bank of America Corp. 4.595%–5.015% due 1/14–3/28/2008
190,000
188,613
JPMorgan Chase & Co. 5.04%–5.05% due 1/7–2/1/2008
100,000
99,726
Jupiter Securitization Co., LLC 4.70% due 3/19/20084
41,281
40,798
Park Avenue Receivables Co., LLC 4.73% due 1/10/20084
27,300
27,261
Wal-Mart Stores Inc. 4.45%–4.73% due 1/8–2/13/20084
164,100
163,433
General Electric Capital Corp. 4.15%–4.52 due 1/2–2/13/2008
88,000
87,690
Edison Asset Securitization LLC 4.49% due 3/13/20084
75,000
74,190
IBM Capital Inc. 4.20%–4.22% due 1/29–3/18/20084
79,500
78,791
IBM Corp. 4.21% due 1/29/20084
35,000
34,881
IBM International Group Capital LLC 4.47% due 2/14/20084
21,000
20,870
Hewlett-Packard Co. 4.24%–4.52% due 1/2–1/18/20084
118,400
118,218
CAFCO, LLC 5.05%–5.25% due 1/3–1/24/20084
100,000
99,804
Private Export Funding Corp. 4.37%–4.74% due 1/9–3/11/20084
93,000
92,362
Federal Farm Credit Banks 4.18%–4.29% due 1/23–1/31/2008
85,000
84,768
Wachovia Bank NA 5.08% due 2/5/2008
50,000
49,992
Variable Funding Capital Corp. 5.10% due 1/9/20084
30,000
29,962
E.I. duPont de Nemours and Co. 4.18%–4.22% due 1/11–1/30/20084
80,000
79,787
Paccar Financial Corp. 4.15%–4.73% due 1/9–3/19/2008
64,600
64,229
State Street Corp. 4.50% due 1/16/2008
64,300
64,162
Honeywell International Inc. 4.35%–4.46% due 1/28–2/28/20084
62,509
62,165
Eaton Corp. 4.25%–4.73% due 1/11–2/27/20084
54,750
54,487
Harley-Davidson Funding Corp. 4.25%–4.50% due 1/11–3/5/20084
50,300
50,057
International Bank for Reconstruction and Development 4.30% due 1/28/2008
50,000
49,832
International Lease Finance Corp. 4.33% due 2/7/2008
50,000
49,771
HSBC Finance Corp. 4.70% due 2/7/2008
50,000
49,752
FCAR Owner Trust I 6.00% due 1/31/2008
50,000
49,741
Coca-Cola Co. 4.46%–4.63% due 1/18–2/29/20084
45,100
44,813
NetJets Inc. 4.30%–4.48% due 1/16–2/20/20084
45,000
44,808
Wells Fargo & Co. 4.30% due 1/18/2008
44,100
44,005
U.S. Treasury Bills 3.251% due 6/12/2008
44,300
43,649
Chevron Funding Corp. 4.41% due 1/10/2008
25,000
24,969
AT&T Inc. 4.50% due 1/17/20084
25,000
24,947
Estée Lauder Companies Inc. 4.46%–4.47% due 1/14–1/29/20084
25,000
24,913
Anheuser-Busch Cos. Inc. 4.35% due 2/11/20084
25,000
24,852
Kimberly-Clark Worldwide Inc. 4.20%–4.46% due 1/11–1/29/20084
24,630
24,582
Medtronic Inc. 4.22% due 1/17/20084
20,000
19,960
Caterpillar Financial Services Corp. 4.20% due 2/19/2008
15,100
15,012
John Deere Capital Corp. 4.50% due 2/19/20084
13,900
13,805
Becton, Dickinson and Co. 4.50% due 1/11/2008
11,700
11,684
Brown-Forman Corp. 4.25% due 1/18/20084
10,505
10,483
     
     
Total short-term securities (cost: $4,198,727,000)
 
4,198,682
     
Total investment securities (cost: $37,855,736,000)
 
50,253,077
Other assets less liabilities
 
123,984
     
Net assets
 
$50,377,061

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


1Purchased in a transaction exempt from registration under the Securities Act of 1933. This security (acquired 10/2/2003 at a cost of $67,784,000) may be subject to legal or contractual restrictions on resale.
2Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities, including those in "Miscellaneous,"  was $9,448,855,000.
3Security did not produce income during the last 12 months.
4Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the United States in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities was $1,900,480,000, which represented 3.77% of the net assets of the fund.
5Represents an affiliated company as defined under the Investment Company Act of 1940.

ADR = American 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 your financial professional and should be read carefully before investing.
 
MFGEFP-910-0208O-S10887
 
 
 
 
 
 
Summary investment portfolio, December 31, 2007
 

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]
Industry sector diversification (percent of net assets)
 
 
 
       
Energy
    14.81 %
Industrials
   
14.08
 
Information technology
   
12.91
 
Materials
   
9.88
 
Consumer discretionary
   
8.93
 
Other industries
   
30.81
 
Short-term securities & other assets less liabilities
   
8.58
 
[end pie chart]
 
Country diversification
 
(percent of net assets)
 
United States
   
62.6
 %
Euro zone *
   
9.9
 
Canada
   
6.7
 
Japan
   
2.8
 
Switzerland
   
2.6
 
United Kingdom
   
2.6
 
Other countries
   
4.2
 
Short-term securities & other assets less liabilities
   
8.6
 
         
* Countries using the euro as a common currency; those represented in the fund's
 
portfolio are Finland, France, Germany, Ireland, Italy and the Netherlands.
 


   
Shares
   
Market value (000)
   
Percent of net assets
 
                   
Common stocks  - 91.42%
                 
                   
Energy  - 14.81%
                 
Suncor Energy Inc.
   
18,626,627
    $
2,024,984
      4.02 %
CONSOL Energy Inc. (1)
   
7,400,000
     
529,248
     
1.05
 
Occidental Petroleum Corp.
   
6,404,244
     
493,063
     
.98
 
Tenaris SA (ADR)
   
10,135,000
     
453,339
     
.90
 
Murphy Oil Corp.
   
4,343,636
     
368,514
     
.73
 
Chevron Corp.
   
3,185,674
     
297,319
     
.59
 
StatoilHydro ASA (2)
   
6,621,848
     
204,729
         
StatoilHydro ASA (ADR)
   
3,017,700
     
92,100
     
.59
 
Royal Dutch Shell PLC, Class A (ADR)
   
3,500,000
     
294,700
     
.58
 
Other securities
           
2,706,026
     
5.37
 
             
7,464,022
     
14.81
 
                         
Industrials  - 14.08%
                       
Deere & Co.
   
10,320,000
     
960,998
     
1.91
 
Caterpillar Inc.
   
7,950,000
     
576,852
     
1.14
 
General Electric Co.
   
15,250,000
     
565,317
     
1.12
 
Union Pacific Corp.
   
3,200,000
     
401,984
     
.80
 
Emerson Electric Co.
   
6,800,000
     
385,288
     
.76
 
Northrop Grumman Corp.
   
4,166,243
     
327,633
     
.65
 
Parker Hannifin Corp.
   
4,200,000
     
316,302
     
.63
 
General Dynamics Corp.
   
3,545,800
     
315,541
     
.63
 
Deutsche Post AG (2)
   
8,945,000
     
305,274
     
.61
 
Schneider Electric SA (2)
   
2,071,575
     
276,587
     
.55
 
Other securities
           
2,659,754
     
5.28
 
             
7,091,530
     
14.08
 
                         
Information technology  - 12.91%
                       
Nokia Corp. (2)
   
18,900,000
     
726,664
         
Nokia Corp. (ADR)
   
10,987,000
     
421,791
     
2.28
 
Oracle Corp. (3)
   
35,790,500
     
808,150
     
1.60
 
Microsoft Corp.
   
21,165,000
     
753,474
     
1.50
 
Texas Instruments Inc.
   
10,025,000
     
334,835
     
.67
 
International Business Machines Corp.
   
3,000,000
     
324,300
     
.64
 
Google Inc., Class A (3)
   
455,000
     
314,623
     
.62
 
Other securities
           
2,818,992
     
5.60
 
             
6,502,829
     
12.91
 
                         
Materials  - 9.88%
                       
Mosaic Co. (3)
   
6,000,000
     
566,040
     
1.12
 
Syngenta AG (2)
   
2,117,750
     
536,640
     
1.07
 
Rohm and Haas Co.
   
8,607,300
     
456,789
     
.91
 
Bayer AG, non-registered shares (2)
   
3,688,000
     
335,757
     
.67
 
Alcoa Inc.
   
7,650,000
     
279,608
     
.55
 
Other securities
           
2,803,491
     
5.56
 
             
4,978,325
     
9.88
 
                         
Consumer discretionary  - 8.93%
                       
Lowe's Companies, Inc.
   
19,610,000
     
443,578
     
.88
 
Target Corp.
   
7,840,000
     
392,000
     
.78
 
Other securities
           
3,661,877
     
7.27
 
             
4,497,455
     
8.93
 
                         
Financials  - 8.40%
                       
Fannie Mae
   
15,040,100
     
601,303
     
1.20
 
U.S. Bancorp
   
12,975,000
     
411,826
     
.82
 
Citigroup Inc.
   
12,680,000
     
373,299
     
.74
 
Freddie Mac
   
6,690,000
     
227,928
     
.45
 
Other securities
           
2,615,570
     
5.19
 
             
4,229,926
     
8.40
 
                         
Health care  - 7.93%
                       
Merck & Co., Inc.
   
13,600,000
     
790,296
     
1.57
 
Roche Holding AG (2)
   
4,575,000
     
787,042
     
1.56
 
Eli Lilly and Co.
   
7,670,000
     
409,501
     
.81
 
Other securities
           
2,006,786
     
3.99
 
             
3,993,625
     
7.93
 
                         
Consumer staples  - 5.67%
                       
Altria Group, Inc.
   
9,624,800
     
727,442
     
1.44
 
Coca-Cola Co.
   
9,400,000
     
576,878
     
1.15
 
PepsiCo, Inc.
   
4,400,000
     
333,960
     
.66
 
Other securities
           
1,219,212
     
2.42
 
             
2,857,492
     
5.67
 
                         
Telecommunication services  - 4.04%
                       
AT&T Inc.
   
15,912,500
     
661,324
     
1.31
 
Verizon Communications Inc.
   
7,950,000
     
347,335
     
.69
 
KDDI Corp. (2)
   
41,000
     
304,477
     
.61
 
Vodafone Group PLC (2)
   
75,283,000
     
279,636
         
Vodafone Group PLC (ADR)
   
221,700
     
8,274
     
.57
 
Other securities
           
434,039
     
.86
 
             
2,035,085
     
4.04
 
                         
Utilities  - 2.85%
                       
Exelon Corp.
   
3,545,000
     
289,414
     
.57
 
Other securities
           
1,148,943
     
2.28
 
             
1,438,357
     
2.85
 
                         
MISCELLANEOUS  -  1.92%
                       
Other common stocks in initial period of acquisition
           
965,749
     
1.92
 
                         
                         
Total common stocks (cost: $33,657,009,000)
           
46,054,395
     
91.42
 
                         
                         
                         
   
Principal amount (000)
   
Market value (000)
   
Percent of net assets
 
Short-term securities  - 8.33%
                       
                         
                         
Federal Home Loan Bank 4.16%-4.35% due 1/18-6/18/2008
  $
734,710
    $
730,128
      1.45 %
Procter & Gamble International 4.23%-4.75% due 1/4-3/14/2008 (4)
   
379,431
     
377,629
     
.75
 
Freddie Mac 4.175%-4.335% due 1/22-4/25/2008
   
368,300
     
366,212
     
.72
 
Fannie Mae 4.13%-4.28% due 1/17-3/12/2008
   
234,600
     
233,453
     
.46
 
General Electric Capital Corp. 4.15%-4.52% due 1/2-2/13/2008
   
88,000
     
87,690
         
Edison Asset Securitization LLC 4.49% due 3/13/2008 (4)
   
75,000
     
74,190
     
.32
 
Coca-Cola Co. 4.46%-4.63% due 1/18-2/29/2008 (4)
   
45,100
     
44,813
     
.09
 
AT&T Inc. 4.50% due 1/17/2008 (4)
   
25,000
     
24,947
     
.05
 
Caterpillar Financial Services Corp. 4.20% due 2/19/2008
   
15,100
     
15,012
     
.03
 
John Deere Capital Corp. 4.50% due 2/19/2008 (4)
   
13,900
     
13,805
     
.03
 
Other securities
           
2,230,803
     
4.43
 
                         
                         
Total short-term securities (cost: $4,198,727,000)
           
4,198,682
     
8.33
 
                         
                         
Total investment securities (cost: $37,855,736,000)
           
50,253,077
     
99.75
 
Other assets less liabilities
           
123,984
     
.25
 
                         
Net assets
          $
50,377,061
      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 holdings in affiliated companies is included in "Other securities"
under their respective industry sectors in the preceding summary investment portfolio. Further details on these
holdings and related transactions during the year ended December 31, 2007, appear below.

   
Beginning shares
   
Additions
   
Reductions
   
Ending shares
   
Dividend
income
(000)
   
Market value of affiliates at 12/31/07 (000)
 
                                     
Corporate Executive Board Co.
   
-
     
2,304,200
     
-
     
2,304,200
    $
1,512
    $
138,482
 
C&C Group PLC (2)
   
8,552,418
     
7,502,629
     
-
     
16,055,047
     
5,023
     
95,802
 
Comverse Technology, Inc. (3) (5) (6)
   
8,003,677
     
5,126,323
     
5,445,530
     
7,684,470
     
-
     
-
 
                                    $
6,535
    $
234,284
 
 
 
                       
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 transaction exempt from registration under the Securities Act of 1933. This security (acquired 10/2/2003 at a cost of $67,784,000) may be subject to legal or contractual restrictions on resale.
 
(2) Valued under fair value procedures adopted by authority of the board of directors. The total value of all such securities , including those in "Miscellaneous" and "Other securities," was $9,448,855,000.
 
(3) Security did not produce income during the last 12 months.
                       
(4) Purchased in a transaction exempt from registration under the Securities Act of 1933. May be resold in the United States in transactions exempt from registration, normally to qualified institutional buyers. The total value of all such securities , including those in "Other securities," was $1,900,480,000, which represented 3.77% of the net assets of the fund.
 
(5) This security was in its initial period of acquisition at 12/31/2006 and was not publicly disclosed.
                 
(6) Unaffiliated issuer at 12/31/2007.
                       
                         
                         
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, 2007
 
(dollars and shares in thousands, except per-share amounts)
 
             
Assets:
           
 Investment securities at market:
           
  Unaffiliated issuers (cost: $37,568,261)
  $
50,018,793
       
  Affiliated issuers (cost: $287,475)
   
234,284
    $
50,253,077
 
 Cash denominated in currencies other than U.S. dollars
               
  (cost: $680)
           
694
 
 Cash
           
162
 
 Receivables for:
               
  Sales of investments
   
28,897
         
  Sales of fund's shares
   
209,669
         
  Dividends and interest
   
59,105
     
297,671
 
             
50,551,604
 
Liabilities:
               
 Payables for:
               
  Purchases of investments
   
63,481
         
  Repurchases of fund's shares
   
81,009
         
  Investment advisory services
   
9,674
         
  Services provided by affiliates
   
17,462
         
  Directors' deferred compensation
   
2,562
         
  Other
   
355
     
174,543
 
Net assets at December 31, 2007
          $
50,377,061
 
                 
Net assets consist of:
               
 Capital paid in on shares of capital stock
          $
37,492,519
 
 Undistributed net investment income
           
179,577
 
 Undistributed net realized gain
           
307,650
 
 Net unrealized appreciation
           
12,397,315
 
Net assets at December 31, 2007
          $
50,377,061
 
 

Total authorized capital stock - 1,500,000 shares, $1.00 par value ( 1,187,157 total shares outstanding)
 
   
Net assets
   
Shares outstanding
   
Net asset value per share (*)
 
                   
Class A
  $
38,877,046
     
915,826
    $
42.45
 
Class B
   
1,666,590
     
39,352
     
42.35
 
Class C
   
2,052,584
     
48,516
     
42.31
 
Class F
   
3,234,681
     
76,232
     
42.43
 
Class 529-A
   
642,753
     
15,152
     
42.42
 
Class 529-B
   
80,239
     
1,892
     
42.41
 
Class 529-C
   
195,311
     
4,607
     
42.40
 
Class 529-E
   
29,007
     
684
     
42.40
 
Class 529-F
   
20,338
     
480
     
42.39
 
Class R-1
   
57,315
     
1,355
     
42.31
 
Class R-2
   
470,915
     
11,133
     
42.30
 
Class R-3
   
1,156,864
     
27,300
     
42.38
 
Class R-4
   
879,581
     
20,751
     
42.39
 
Class R-5
   
1,013,837
     
23,877
     
42.46
 
(*) 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 $45.04 and $45.01, respectively.
 
                         
                         
See Notes to Financial Statements
                       
 

Statement of operations
 
(dollars in thousands)
 
for the year ended December 31, 2007
           
Investment income:
           
 Income:
 
 
 
  Dividends (net of non-U.S. taxes of $20,913;
           
            also includes $6,535 from affiliates)
  $
1,232,429
       
  Interest
   
125,436
    $
1,357,865
 
                 
 Fees and expenses(*):
               
  Investment advisory services
   
115,799
         
  Distribution services
   
138,432
         
  Transfer agent services
   
32,727
         
  Administrative services
   
11,408
         
  Reports to shareholders
   
1,258
         
  Registration statement and prospectus
   
1,525
         
  Postage, stationery and supplies
   
2,985
         
  Directors' compensation
   
728
   
rd
 
  Auditing and legal
   
128
   
rd
 
  Custodian
   
1,237
         
  State and local taxes
   
1
         
  Other
   
140
         
  Total fees and expenses before reimbursements/waivers
   
306,368
         
 Less reimbursements/waivers of fees and expenses:
               
  Investment advisory services
   
11,580
         
  Administrative services
   
116
         
  Total fees and expenses after reimbursements/waivers
           
294,672
 
 Net investment income
           
1,063,193
 
                 
                 
Net realized gain and unrealized appreciation on
               
 investments and currency:
               
 Net realized gain (loss) on:
               
  Investments (including $7,118 net gain from affiliates)
   
2,688,176
         
  Currency transactions
    (1,787 )    
2,686,389
 
 Net unrealized appreciation (depreciation) on:
               
  Investments
   
1,808,549
         
  Currency translations
    (159 )    
1,808,390
 
  Net realized gain and unrealized appreciation
               
  on investments and currency
           
4,494,779
 
Net increase in net assets resulting
               
 from operations
          $
5,557,972
 
                 
(*) 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
 
   
2007
   
2006
 
Operations:
               
 Net investment income
  $
1,063,193
    $
515,580
 
 Net realized gain on investments and
               
  currency transactions
   
2,686,389
     
1,740,056
 
 Net unrealized appreciation
               
  on investments and currency translations
   
1,808,390
     
3,593,171
 
  Net increase in net assets
               
   resulting from operations
   
5,557,972
     
5,848,807
 
                 
                 
Dividends and distributions paid to shareholders:
               
 Dividends from net investment income and currency gain
    (998,744 )     (473,267 )
                 
 Distributions from net realized gain on investments
    (2,310,752 )     (1,471,900 )
                 
   Total dividends and distributions paid to shareholders
    (3,309,496 )     (1,945,167 )
                 
Net capital share transactions
   
8,940,644
     
7,151,659
 
                 
Total increase in net assets
   
11,189,120
     
11,055,299
 
                 
Net assets:
               
 Beginning of year
   
39,187,941
     
28,132,642
 
 End of year (including undistributed net investment
               
  income: $179,577 and $117,249, respectively)
  $
50,377,061
    $
39,187,941
 
                 
                 
                 
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 529 college savings plan share classes and five retirement plan share classes. The 529 college 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. Market quotations may be considered unreliable if events occur that materially affect the value of securities (particularly securities outside the U.S.) between the close of trading in those securities and the close of regular trading on the New York Stock Exchange. 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.

Currency translation– Assets and liabilities, including investment securities, denominated in currencies other than U.S. dollars 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. On the accompanying financial statements, the effects of changes in 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 currencies other than U.S. dollars are disclosed separately.

2.  
Investments outside the U.S.

Investment risk – The risks of investing in securities of issuers outside the U.S. 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 taxes in those countries. The fund records a liability based on unrealized gains to provide for potential taxes payable upon the sale of these securities. For the year ended December 31, 2007, there were no non-U.S. taxes paid on realized gains. As of December 31, 2007, there were no non-U.S. taxes provided on unrealized gains.

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.

The fund adopted the provisions of Financial Accounting Standards Board Interpretation No. 48 (“FIN 48”), Accounting for Uncertainty in Income Taxes, on June 29, 2007. The implementation of FIN 48 resulted in no material liability for unrecognized tax benefits and no material change to the beginning net asset value of the fund.

As of and during the period ended December 31, 2007, the fund did not have a liability for any unrecognized tax benefits. The fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statement of operations. During the period, the fund did not incur any interest or penalties.

The fund is not subject to examination by U.S. federal tax authorities for tax years before 2004, by state tax authorities for tax years before 2003 and by tax authorities outside the U.S. for tax years before 2005.

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 currency gains and losses; short-term capital gains and losses; and capital losses related to sales of certain securities within 30 days of purchase. 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. The fund may also designate a portion of the amount paid to redeeming shareholders as a distribution for tax purposes.

During the year ended December 31, 2007, the fund reclassified $1,787,000 from undistributed net investment income to undistributed net realized gain and $334,000 from undistributed net income and $121,248,000 from undistributed net realized gain to capital paid in on shares of capital stock to align financial reporting with tax reporting.

As of December 31, 2007, the tax basis components of distributable earnings, unrealized appreciation (depreciation) and cost of investment securities were as follows:

  (dollars in thousands)
 
Undistributed ordinary income
  $
183,197
 
Post-October currency loss deferrals (realized during the period November 1, 2007, through December 31, 2007)*
 
<1,058>
 
Undistributed long-term capital gain
   
316,213
 
Gross unrealized appreciation on investment securities
   
14,715,466
 
Gross unrealized depreciation on investment securities
 
<2,326,688>
 
Net unrealized appreciation on investment securities
   
12,388,778
 
Cost of investment securities
   
37,864,299
 
         
*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, 2007   
   
Year ended December 31, 2006   
 
 
Share class
 
Ordinary income
   
Long-term capital gains
   
Total distributions paid
   
Ordinary income
   
Long-term capital gains
   
Total distributions paid
 
 
                                   
Class A
  $
809,465
    $
1,788,460
    $
2,597,925
    $
415,933
    $
1,209,190
    $
1,625,123
 
Class B
   
23,044
     
76,989
     
100,033
     
8,802
     
53,464
     
62,266
 
Class C
   
26,701
     
93,931
     
120,632
     
7,248
     
51,882
     
59,130
 
Class F
   
61,524
     
146,701
     
208,225
     
18,703
     
68,161
     
86,864
 
Class 529-A
   
12,265
     
29,043
     
41,308
     
4,668
     
15,407
     
20,075
 
Class 529-B
   
998
     
3,671
     
4,669
     
294
     
2,243
     
2,537
 
Class 529-C
   
2,393
     
8,837
     
11,230
     
603
     
4,713
     
5,316
 
Class 529-E
   
487
     
1,322
     
1,809
     
180
     
752
     
932
 
Class 529-F
   
404
     
908
     
1,312
     
130
     
417
     
547
 
Class R-1
   
710
     
2,590
     
3,300
     
113
     
882
     
995
 
Class R-2
   
6,021
     
21,466
     
27,487
     
1,503
     
10,912
     
12,415
 
Class R-3
   
18,381
     
52,112
     
70,493
     
4,196
     
19,585
     
23,781
 
Class R-4
   
16,207
     
39,566
     
55,773
     
4,339
     
16,233
     
20,572
 
Class R-5
   
20,144
     
45,156
     
65,300
     
6,555
     
18,059
     
24,614
 
Total
  $
998,744
    $
2,310,752
    $
3,309,496
    $
473,267
    $
1,471,900
    $
1,945,167
 
 
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, SM Inc. ("AFD"), the principal underwriter of the fund’s shares.

Investment advisory services - The Investment Advisory and Service Agreement with CRMC provides for monthly fees accrued daily. These fees are based on a declining series of annual rates beginning with 0.390% on the first $1 billion of daily net assets and decreasing to 0.234% on such assets in excess of $44 billion. The board of directors approved an amended agreement effective September 1, 2007, decreasing the annual rate on net assets in excess of $55 billion from a rate of 0.234% to a rate of 0.232%. CRMC is currently waiving 10% of investment advisory services fees. During the year ended December 31, 2007, total investment advisory services fees waived by CRMC were $11,580,000. As a result, the fee shown on the accompanying financial statements of $115,799,000, which was equivalent to an annualized rate of 0.254%, was reduced to $104,219,000, or 0.228% 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, 2007, 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, 2007, the total administrative services fees paid by CRMC were $1,000 and $115,000 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 529 college savings 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 above for the year ended December 31, 2007, 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
$86,166
$31,392
Not applicable
Not applicable
Not applicable
Class B
 15,767
 1,335
Not applicable
Not applicable
Not applicable
Class C
 17,479
 
 
 
Included
in
administrative services
$2,137
$249
Not applicable
Class F
 6,255
 2,003
 202
Not applicable
Class 529-A
 1,018
 473
 57
$535
Class 529-B
 716
 63
 14
 72
Class 529-C
 1,636
 145
 29
 164
Class 529-E
 126
 22
 3
 25
Class 529-F
 -
 14
 2
 16
Class R-1
 385
 44
 23
Not applicable
Class R-2
 2,942
 565
 1,163
Not applicable
Class R-3
 4,268
 1,224
 488
Not applicable
Class R-4
 1,674
 927
 32
Not applicable
Class R-5
Not applicable
 701
 16
Not applicable
Total
$138,432
$32,727
$8,318
$2,278
$812

Directors’ deferred 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 $728,000, shown on the accompanying financial statements, includes $439,000 in current fees (either paid in cash or deferred) and a net increase of $289,000 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, 2007
                                           
Class A
  $
6,456,455
     
150,249
    $
2,483,027
     
58,072
    $ (4,147,003 )     (96,202 )   $
4,792,479
     
112,119
 
Class B
   
235,580
     
5,496
     
96,689
     
2,265
      (166,258 )     (3,864 )    
166,011
     
3,897
 
Class C
   
687,356
     
16,009
     
116,095
     
2,721
      (205,156 )     (4,780 )    
598,295
     
13,950
 
Class F
   
1,620,221
     
37,361
     
185,210
     
4,331
      (467,079 )     (10,793 )    
1,338,352
     
30,899
 
Class 529-A
   
195,316
     
4,545
     
41,303
     
966
      (30,624 )     (708 )    
205,995
     
4,803
 
Class 529-B
   
15,494
     
361
     
4,669
     
109
      (3,171 )     (73 )    
16,992
     
397
 
Class 529-C
   
63,670
     
1,483
     
11,229
     
263
      (12,819 )     (297 )    
62,080
     
1,449
 
Class 529-E
   
7,666
     
179
     
1,809
     
42
      (1,862 )     (43 )    
7,613
     
178
 
Class 529-F
   
9,733
     
225
     
1,312
     
31
      (2,366 )     (55 )    
8,679
     
201
 
Class R-1
   
40,043
     
927
     
3,279
     
77
      (10,137 )     (236 )    
33,185
     
768
 
Class R-2
   
238,540
     
5,572
     
27,471
     
644
      (101,887 )     (2,364 )    
164,124
     
3,852
 
Class R-3
   
733,841
     
17,019
     
70,429
     
1,648
      (193,827 )     (4,485 )    
610,443
     
14,182
 
Class R-4
   
506,361
     
11,794
     
55,763
     
1,306
      (143,084 )     (3,308 )    
419,040
     
9,792
 
Class R-5
   
547,603
     
12,544
     
63,750
     
1,490
      (93,997 )     (2,173 )    
517,356
     
11,861
 
Total net increase
                                                               
   (decrease)
  $
11,357,879
     
263,764
    $
3,162,035
     
73,965
    $ (5,579,270 )     (129,381 )   $
8,940,644
     
208,348
 
                                                                 
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
 
                                                                 
(*) 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 $15,878,492,000 and $11,740,499,000, respectively, during the year ended December 31, 2007.


Financial highlights

         
   Income from investment operations(1)
   
   Dividends and distributions
                                     
   
Net asset value, beginning of year
   
Net investment income (2)
   
Net gains on securities (both realized and unrealized)
   
Total from investment operations
   
Dividends (from net investment income)
   
Distributions (from capital gains)
   
Total dividends and distributions
   
Net asset value, end of year
   
Total return (3) (4)
   
Net assets, end of year (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 (2)(4)
 
Class A:
                                                                             
 Year ended 12/31/2007
  $
40.05
    $
1.03
    $
4.39
    $
5.42
    $ (.95 )   $ (2.07 )   $ (3.02 )   $
42.45
      13.55 %   $
38,877
      .60 %     .57 %     2.40 %
 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
 
Class B:
                                                                                                       
 Year ended 12/31/2007
   
39.96
     
.70
     
4.38
     
5.08
      (.62 )     (2.07 )     (2.69 )    
42.35
     
12.70
     
1,667
     
1.36
     
1.33
     
1.63
 
 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
 
Class C:
                                                                                                       
 Year ended 12/31/2007
   
39.92
     
.70
     
4.36
     
5.06
      (.60 )     (2.07 )     (2.67 )    
42.31
     
12.65
     
2,053
     
1.41
     
1.38
     
1.62
 
 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
 
Class F:
                                                                                                       
 Year ended 12/31/2007
   
40.03
     
1.06
     
4.36
     
5.42
      (.95 )     (2.07 )     (3.02 )    
42.43
     
13.55
     
3,235
     
.61
     
.58
     
2.45
 
 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
 
Class 529-A:
                                                                                                       
 Year ended 12/31/2007
   
40.02
     
1.03
     
4.36
     
5.39
      (.92 )     (2.07 )     (2.99 )    
42.42
     
13.49
     
643
     
.66
     
.64
     
2.37
 
 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
 
Class 529-B:
                                                                                                       
 Year ended 12/31/2007
   
40.01
     
.66
     
4.38
     
5.04
      (.57 )     (2.07 )     (2.64 )    
42.41
     
12.57
     
80
     
1.48
     
1.46
     
1.53
 
 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
 
Class 529-C:
                                                                                                       
 Year ended 12/31/2007
   
40.00
     
.67
     
4.37
     
5.04
      (.57 )     (2.07 )     (2.64 )    
42.40
     
12.58
     
195
     
1.48
     
1.45
     
1.56
 
 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
 
Class 529-E:
                                                                                                       
 Year ended 12/31/2007
   
40.00
     
.88
     
4.38
     
5.26
      (.79 )     (2.07 )     (2.86 )    
42.40
     
13.14
     
29
     
.97
     
.95
     
2.05
 
 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
 
                                                                                                         
Class 529-F:
                                                                                                       
 Year ended 12/31/2007
  $
40.00
    $
1.13
    $
4.33
    $
5.46
    $ (1.00 )   $ (2.07 )   $ (3.07 )   $
42.39
      13.69 %   $
20
      .47 %     .45 %     2.62 %
 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
 
Class R-1:
                                                                                                       
 Year ended 12/31/2007
   
39.93
     
.72
     
4.33
     
5.05
      (.60 )     (2.07 )     (2.67 )    
42.31
     
12.62
     
57
     
1.44
     
1.42
     
1.67
 
 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
 
Class R-2:
                                                                                                       
 Year ended 12/31/2007
   
39.92
     
.70
     
4.34
     
5.04
      (.59 )     (2.07 )     (2.66 )    
42.30
     
12.61
     
471
     
1.46
     
1.40
     
1.62
 
 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
 
Class R-3:
                                                                                                       
 Year ended 12/31/2007
   
39.98
     
.92
     
4.34
     
5.26
      (.79 )     (2.07 )     (2.86 )    
42.38
     
13.17
     
1,157
     
.97
     
.94
     
2.12
 
 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
 
Class R-4:
                                                                                                       
 Year ended 12/31/2007
   
39.99
     
1.05
     
4.34
     
5.39
      (.92 )     (2.07 )     (2.99 )    
42.39
     
13.51
     
879
     
.66
     
.64
     
2.42
 
 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
 
Class R-5:
                                                                                                       
 Year ended 12/31/2007
   
40.06
     
1.18
     
4.34
     
5.52
      (1.05 )     (2.07 )     (3.12 )    
42.46
     
13.81
     
1,014
     
.37
     
.34
     
2.73
 
 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
 

   
Year ended December 31         
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
                               
Portfolio turnover rate for all classes of shares
    27 %     21 %     24 %     30 %     31 %

(1) Based on average shares outstanding.
(2) For the year ended December 31, 2007, this column reflects the impact of a corporate action event that resulted in a one-time increase to net investment income. If the corporate action had not occurred, the Class A net investment income per share and ratio of net income to average net assets would have been lower by $0.39 and 0.90%, respectively. The impact to the other share classes would have been approximately the same.
(3) Total returns exclude any applicable sales charges, including contingent deferred sales charges.
(4) This column reflects the impact, if any, of certain reimbursements/waivers from CRMC. During some of the years shown, CRMC reduced fees for investment advisory services. In addition, during some of the years shown, CRMC paid a portion of the fund's transfer agent fees for certain retirement plan share classes.
 
See Notes to Financial Statements



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of
Fundamental Investors, Inc.:

We have audited the accompanying statement of assets and liabilities of Fundamental Investors, Inc., (the “Fund”), including the investment portfolio, as of December 31, 2007, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented.  These financial statements and financial highlights are the responsibility of the Fund's management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fundamental Investors, Inc. as of December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.


DELOITTE & TOUCHE LLP

Costa Mesa, California
February 14, 2008
 

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, 2007:

Long-term capital gains
  $
2,426,624,000
 
Qualified dividend income
    100 %
Corporate dividends received deduction
  $
548,280,000
 
U.S. government income that may be exempt from state taxation
   
10,314,000
 

Individual shareholders should refer to their Form 1099 or other tax information, which was mailed in January 2008, to determine the calendar year amounts to be included on their 2007 tax returns. Shareholders should consult their tax advisers.
 
 
 


 
 
 
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