Sept Semiannual

8/3/2019 Sept Semiannual

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This booklet consists of two separate documents:

INVESTMENT ADVISERS LETTERTO SHAREHOLDERS

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SEMI-ANNUAL REPORT

Tweedy, Browne Global Value Fund

Tweedy, Browne Global Value Fund II - Currency Unhedged

Tweedy, Browne Value Fund

Tweedy, Browne Worldwide High Dividend Yield Value Fund

TWEEDY, BROWNE FUND INC.

September 30, 2011


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Investment Advisers Letter to Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-1

Semi-Annual Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1

Tweedy, Browne Fund Inc.Expense Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-2

Tweedy, Browne Global Value FundPortfolio of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-3Sector Diversification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-5Portfolio Composition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-5Schedule of Forward Exchange Contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-5

Tweedy, Browne Global Value Fund II - Currency UnhedgedPortfolio of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-7Sector Diversification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-9Portfolio Composition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-9

Tweedy, Browne Value FundPortfolio of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-10Sector Diversification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-11Portfolio Composition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-11Schedule of Forward Exchange Contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-11

Tweedy, Browne Worldwide High Dividend Yield Value FundPortfolio of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-12Sector Diversification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-13Portfolio Composition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-13

Tweedy, Browne Fund Inc.Statements of Assets and Liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-14Statements of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-15Statements of Changes in Net Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-16Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-18

Notes to Financial Statements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-20Investment in the Fund by the Investment Adviser and Related Parties . . . . . . . . . . . . . . . . . . . . . . . II-24


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Our Investment Team


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Investment Advisers Letter to Shareholders (Unaudited)

I-1

If you can keep your wits about you while all others are losingtheirs

- Rudyard Kipling

To Our Shareholders:

If you were to use marriage as a metaphor when writingabout the financial markets over the past six months, youwould have to say the relationship is going through a difficulttime. While permanent damage has been limited, there havebeen a lot of difficult days. Volatility in the indices has beenextraordinary, baffling and hard on the emotions. If your spousewas Bank of America (BAC) (a stock we do not own) youmight be at wits end trying to understand his or her behavior,despite knowing a great deal about the companys personal(financial) background. On a number of days over the pastseveral months, the intra day spread between the high and lowprice has been in excess of 10%. Nor is this an isolatedexample, if you look at equity markets around the world as wedo. There are similar examples of volatility in individualcompany stock prices that have far fewer questions surroundingtheir financial prospects than is the case with Bank of America.As an aside, if this leaves your appetite for volatility unmet, youcould go to the credit default markets for BACs senior debtwhere the lack of liquidity creates a pogo stick-likephenomenon. Needless to say, the credit default swap market isnot a market where we invest any of your or our hard-earnedmoney. What we do know is this is an extremely illiquid marketplace with all the caveats that suggests, yet it is frequently citedin the financial press as a barometer for a companys health. Tous, it seems more like a place where the weekend Vegas crowd

hangs out during the week. Now value investors are frequently described as beingblessedly indifferent or vaccinated against the world beyondthe annual report they are reading. As a group, they go quietlyto their offices, close the door and come out at a later date withtheir next investment. Some also subscribe to the view that inaddition to being isolated from the world, value investors are,to use Warren Buffetts phrase, the buyers of corporate cigarbutts, sweeping up the corporate butts that have a puff or twoleft in them. Both perceptions are in large part inadequate ifnot inaccurate. Of course, fundamental to what we do isGrahams simple insight that a share of stock is a fractionalinterest in a business. We constantly remind ourselves that

behind every stock is a company, and if the company does well,the stock should in time do well if we are disciplined enough towait for an attractive entry price in the public market. As ourpartner, John Spears, often says, If you own a stock in a goodbusiness, it will do most of the work for you. In other words, ifyou own an interest in a good business, time is on your side. Onthe other hand, when we believe the variables affecting abusiness are too hard to evaluate and the consequences of beingwrong too difficult to quantify, we take a pass, which in asimplistic way, explains why we have not invested in Europeanbanks. On the numbers, they are cheap, and if things break forthe better you will have a three or four bagger in the words of

Peter Lynch. For us, it is simply a game we choose not to pand illustrates, we think, the fact that the world at large dfactor into our decisions about which companies we chooseinvest in or not.

The question, of course, is how and why any of

foregoing is relevant today. There seems to be a pervasive seof gloom, relentless media coverage of the problems, asuggestions of new problems to come. In a disheartening wais somewhat reminiscent of the famous 1979 Business Warticle on the death of equities. Markets, in our opinion, dealing with a confluence of factors that create enormuncertainty and are clearly unnerving investors who, everyone else in the world, are not hardwired to be rational objective. The bigger problems are the macroeconomic issuparticularly in the U.S. and Western Europe, and uncertainty surrounding them. Making matters worse are probable side effects of some of the technological innovatiin the markets, including high frequency trading (HFT

which currently accounts for over half of the trading volumU.S. markets, and ETFs which may well be another examplWall Street taking a good idea to not such a good place. At very least, these innovations have redefined the concepshort-term trading enabling trading to occur in fractions second and often on a leveraged basis. Our simple take on thdevelopments is that they cant help but ratchet up volatilitpeople try to guess the direction of the market or a stock in edecreasing slices of time. Couple this with econouncertainty and the outcome seems less confounding. From perspective, it is valuable to keep in mind that you only hto swing when the price makes sense and that ultimately market will be a weighing machine. We are also of the opin

that when uncertainty begins to lift, these innovations willlonger be the propellants for volatility that they are today.

Now our intention is certainly not to trivialize thproblems. Several of them are years, if not decades, in making and not susceptible to simple quick fixes. At the risoversimplifying, in a way, the problem boils down to too mdebt at the government and personal level, and how it wiladdressed while meeting the promises made to large segmeof the population in the developed economies, be it jopensions or healthcare. In the U.S., the need to reduce debthe personal level is shifting behavior towards less consumptand increased savings. While necessary, it will inevitably h

an impact on the rate of economic growth for some timecontrast, the corporate sector is in good financial health acthe world. It has spent a number of years strengtheningfinancial condition. One proposed solution to our problemto get the corporate sector to begin investing part of enormous liquidity which has built up on their balance sheAs to the cause of the problems, we have no interest in gettinto the business of apportioning blame for the currsituation and in fact have some disagreements among ourselon this question. Suffice it to say that there appear to bemany different strands of DNA in this problem that it wouldfruitless to try to apportion the blame to any one source.


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The glimmer of hope in all this is the prospect that themarkets will begin to perceive a glimmer of hope. Markets doin fact, in our view, respond to change at the margin andpolicies that generate some confidence about the road aheadcould have a salutary impact on markets. Uncertainty andconfidence create their own cycles. Behaviorally, there is atendency for those in the markets to overemphasize the currentcircumstances and to extrapolate. We recall an article anumber of years ago in The Economist, which took the murderrate on a particularly bad day in Los Angeles (not to pick onL.A.), and extrapolated it out to the point where some time inthe next decade the last two people in L.A. duke it out. Thiswould be mathematically correct if the trend continuedunabated, but logically only an amusing exercise at best.However, in our view, it does contain a grain of truth about thecurrent circumstances. There are times when problems seeminsolvable, and other times when problems seem almostnon-existent. Yet, in either instance, the impact of a perceivedchange in the consensus outlook can be telescoped into a fairlyshort time frame.

There is no disagreement as to the principalmacroeconomic problems.

1. The U.S. budget problem, combined with anoverextended consumer, a slow growth economy,and the apparent inability of political leaders toreach any accommodation on how to address theissue. We dont subscribe to the view, however, thatnothing will ever be resolved. We do believe thatwhile the can is becoming so heavy it cant beignored, it is possible and likely it will be kickeddown the road to the next election beforemeaningful progress on the problem begins.

2. European sovereign debt problems and the future

of the euro. We believe that a solution resulting in acloser knit Europe, whether it includes Greece ornot, is compelling, and is driving leaders in Europe tofind a solution. Comprised of the major Europeaneconomies, Europe as a single economic entity willcontinue to occupy an important and influential seatin a rapidly changing economic world. For better orworse, the world has changed. The world economicforum for discussion is no longer the G-7, but nowthe G-20. Europe returning to separate nationaleconomies would no longer have much ability toinfluence economic events, and this fact alone maywell drive a resolution. Moreover, the parties

involved in finding a solution seem able to speakwith one another and look for compromises to getthe problems on the road to a better day. In themeantime, traders hang on and trade on everycomment, of which there is no shortage.

3. A third intensely debated issue centers on China,but it seems the debate is not so much whetherChina will grow but rather how fast it willcontinue to grow and whether there will be a realestate bust at some point. Most of this debate turnson your time horizon, in our judgment. There seems

little doubt that over time China will grow, andrelatively rapidly. We have read estimates thaChinas middle class could be twice the population othe U.S. in twenty years, which in our mindtranslates into significant economic opportunities fothe global businesses we own as the Chinesecontinue to acquire the everyday goods and servicethat we take for granted. Moreover, the leadership inChina doesnt seem to have to consult with everyconstituency in the country before moving forward.

We dont think a prolonged discussion on the marinnovations such as HFT and the latest iteration of ETFs hlot of utility for purposes of this letter. These developmehave not had much impact on how we function on a day-to-basis beyond acclimating us to a new level of volatility. Sohave argued that HFT has increased liquidity and narrowspreads (thats good). Others maintain that HFT has redudepth in markets (thats bad), and on a worst case basis, driup the cost of acquiring stock for people with a short-term thorizon. The liquidity argument is a bit puzzling because ifreported, high frequency traders account for over half volume, are they doing this just for themselves? For perspectwe bought over 90,000 shares of 3M for our Value Fubetween October 2008 and February 2009 at an average cos$50.05 per share. We cant quantify what the impact of Hmight have been on our cost basis. We always try to buyshrewdly and carefully as possible, but our perspective was t3M was worth a whole lot more money as a business than $per share. A price at a penny higher or lower would not hchanged our thinking at all. We are happy holding our stockthe current price of $77. European regulators are now proposa series of curbs on this type of trading, and from what we rin the press, it is also under the regulatory microscope in U.S. markets. This discussion is to be continued. As for ET

wed like to bring your attention to a recent article by AndrRoss Sorkin from the October 10, 2011 business section ofTNew York Times entitled, Volatility, Thy Name is E.T.which relates to the possible impact of ETFs on volatility.read it, follow this link (user name and password mayrequired): http://nyti.ms/vhQ8Dr

Volatility, in our view, does have the potential for beinserious financial problem if you have to sell your investmena certain date in order to make a college tuition payment or for a wedding. Our view has been that if you know you need some money in the next 12 to 24 months or so forimportant financial obligation, put it aside. If your horizolonger term, we engage in a different type of investm

arithmetic. First, we accept that we will not be able to predwith any consistency when markets will change directiMoreover, even if we thought we could do it, we wonder ifwould have the conviction to take the next step.

Our perspective is to ask ourselves where we are likelybe over the next three to five years. That nothing gaddressed at the macro level and corporation profits and cflows will not matter as underpinnings to the market is notoutcome we are inclined to subscribe to. While we are starry-eyed optimists, we dont see the world in some statterminal economic decline. Moreover, we own businesses; tare adaptive, competitive organizations with enorm


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financial and human resources that are able to constantlyadjust to changing circumstances and markets. So, through allthis we stay very focused on the progress of the businesses weown while constantly looking for better opportunities.

To shed some light on our thinking about how theinvestment return math could ultimately work in our favor, weuse the example of Johnson & Johnson, a security we ownacross our Funds. Our confidence about earning good returns incompanies like J&J is high. Our confidence in predicting the

timing of when this might happen is low.Favorable Return Mathematics Working in the Investors

Favor Today

Johnson & Johnson (JNJ)

1999 2011

Earnings per share $1.45 $4.96(est)

P/E ratio 32x 13x

Dividend yield 1.2% 3.5%

1999-2011 EPS Growth rate = 10.8%

P/E contraction 1999-2011 (cumulative) = 59.0%

Dividend growth rate 1999-2011 = 12.7%

Average annual total return for JNJ stock 1999-2011 = 5.1%

Average annual total return for S&P 500 1999-2011 = -0.4%

Back in 1999, some 12 years ago, J&J was trading at $46per share, produced earnings per share of $1.45, had a priceearnings ratio of 32X EPS, with a dividend yield of 1.2%.Today, nearly twelve years later, J&J is on schedule to earn$4.96 per share, or nearly three and a half times what it earnedin 1999. So, during the lost decade for equities, and during aperiod that saw the bursting of the technology bubble, the Y2Kcrisis, the 9/11 tragedy, the Iraq and Afghanistan wars, thebursting of the credit and housing bubble of 2008, and perhaps

the worst economic crisis since the Great Depression, thiscompany was able to compound its earnings per share at a10.8% annual rate. The business performed beautifully duringthis period, but what about its stock price?

In 1999, J&J had a price earnings ratio of 32 timesearnings. Today, it trades at roughly 13 times earnings. Its priceearnings ratio (P/E) has fallen off a cliff since 1999. Despite thiscollapse in its P/E ratio, J&J produced a compound return forits shareholders of a little over 5% per year over the last twelveyears. This, by the way, compared to a compound return for theS&P 500 for the same period of approximately -0.4%. It wascertainly not a lost decade for J&J investors. The stock pricecompounded at roughly half the rate of the companys earningscompound, and as a result J&J, today, appears to be prettyattractively valued.

So what should the next five years or so hold for J&Jsstock performance. That is very hard to know. What we doknow is that the stock currently trades at 13 times earnings,which equates to an after tax earnings yield of 7.7% andcompares quite favorably to fixed income alternatives. The tenyear treasury currently trades with a pre-tax yield ofapproximately 2%. While you cannot put J&Js earnings yieldin your pocket each year, it still presents a compellingfundamental advantage over the yield of risk free treasuries,

and one that Ben Graham would have likely taken advantof. The current cash dividend yield today is 3.5%, up fr1.2% in 1999 for an annual dividend growth rate during period of approximately 12.7%. J&Js P/E ratio during almost twelve-year period averaged around 20X, but is attoday. If the current P/E ratio is simply maintained goforward, the return for shareholders would be the earnigrowth of the company coupled with its dividend yield. Othe next five years, that translates into a 13% to 14% anntotal return if the company is able to continue to growearnings annually at a 10% rate, and maintain its dividyield at 3.5%. If we lower our expectations of the companfuture earnings to a more conservative growth rate of 5%, simply maintain the dividend yield, the investor would receive an annual return of roughly 8.5% in the stock over next five years. But lets assume that the P/E ratio for Jcontinues to decline, to say, 10 times earnings over the nfive years coupled with more modest 5% earnings growth an3.5% dividend yield, the investor would still receive a 3.average annual return. Again, your downside is limited by strength of the companys earnings power and its dividendas we feel, the more likely scenario is modest P/E expans

coupled with solid growth in its earnings and dividends, could earn a very attractive double digit return in the stoThat said, this analysis relies on a number of assumptions tmight not come to fruition, and J&J might just be the stthat doesnt work for one reason or another. That is whydiversify.

This kind of math is working for us in any numbercompanies in which we are invested today. We cannot stenough that the robustness of this potential return mathlargely a function of attractive entry point pricing in larsteadier, higher quality and globally diversified businesses

J&J. As we have said in previous letters, these are businethat are attractively valued, underleveraged, pay an attract

dividend yield and sell a multitude of products to a growmiddle class that aspires to the kind of life style that we in West sometimes take for granted. More importantly, these the types of companies that have the financial strengthweather severe market turbulence, and come out the other sbigger and stronger.

Performance Results

Market volatility had a roller coaster impact on equindices over the last six months with the MSCI World Intopping out at 3,422.5 on or about May 2nd only to facprecipitous drop to 2,703.7 on September 22nd. This is a pto trough decline during the period of approximately 21Recovering somewhat just prior to quarter end, the MS

Stocks and bonds are subject to different risks. In general, stoare subject to greater price fluctuations and volatility than bonds can decline significantly in value in response to adverse iss

political, regulatory, market, or economic developments. Ustocks, bonds, if held to maturity, generally offer to pay both a firate of return and a fixed principal value. Bonds are subjecinterest rate risk (as interest rates rise bond prices generally fall),risk of issuer default, issuer credit risk, and inflation risk, althoU.S. Treasuries are backed by the full faith and credit of the U

government.


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World Index finished the full six month period down 16.22%in U.S. dollars. In comparison, the MSCI EAFE Index, a gaugefor non-U.S. stocks, finished the six month period down 17.7%in U.S. dollars. While all four of our Funds produced negativereturns as well over the last six months, which is difficult tocrow about, we take some solace in the fact that they alloutdistanced their respective benchmark indices by aconsiderable margin, and ranked near the top in variousMorningstar universes. For example, both our hedged andunhedged Global Value Funds finished in the top 4% and 3%,respectively, of Morningstars Foreign Large Value universeover the last six months. The Worldwide High Dividend YieldValue Fund and Value Fund finished in the top 6% and 14%,respectively, of Morningstars World Stock Funds universe.Longer term comparisons (more than 1 year) for all of ourFunds remain positive and quite favorable versus benchmarkindices.

Morningstar has ranked each Fund among its peers based on averageannual total return. For the 1-, 5-, and 10-year periods endedSeptember 30, 2011, the Global Value Fund has ranked in the top5% (out of 362 funds in the Foreign Large Value category), the top4% (out of 258 funds), and the top 26% (out of 151 funds),respectively. For the 1-, 5-, and 10-year periods ended September30, 2011, the Value Fund has ranked in the top 24% (out of 895funds in the World Stock Fund category), the top 28% (out of 491funds), and the top 79% (out of 276 funds), respectively. For the1-year period ending September 30, 2011, the Worldwide HighDividend Yield Value Fund ranked in the top 6% (out of 895 fundsn the World Stock Fund category) and the Global Value Fund II Currency Unhedged ranked in the top 4% (out of 362 funds in theForeign Large Value category). Past performance is no guarantee offuture results. The rankings of the Worldwide High Dividend YieldValue Fund and Global Value Fund II Currency Unhedged mayhave been lower had fees not been waived and/or reimbursed.

We are also pleased to report that two of our Funds, the

Tweedy, Browne Worldwide High Dividend Yield Value Fundand the Tweedy, Browne Value Fund, won the Silver andBronze Awards, respectively, in the Global Equity category (outof three nominees), for the Standard & Poors Mutual FundExcellence Awards in 2011, which recognizes funds that haveachieved the highest overall ranking of five-star in theircategory on the most consistent basis during the 12-monthperiod ending August 31, 2011, based on S&Ps proprietary,quantitative research methodology.

S&P Capital IQs 2011 Mutual Fund Excellence Awards werederived from an initial universe of over 19,000 funds and were givento funds recognized as having most consistently achieved the highest

overall quantitative ranking of five-star funds in their respectivecategories using S&P Capital IQs proprietary, holdings-basedresearch during the 12-month period ending August 31, 2011. To beconsidered, a fund must be open to retail investors with a minimumnitial investment of $25,000 or less and must have an overall S&PCapital IQ ranking of five stars with positive indications forPerformance Analytics, Risk Considerations and Cost Factors as of

August 31, 2011. Among the factors considered are consistrong performance; high quality holdings as measured by SSTARS research, S&P Credit Ratings, and S&P Quality Ranand favorable cost factors. The methodology includes a look bacthe consistency of the funds S&P five-star overall ranking for eweek during the one-year period ending August 31, 2011. The t

funds with the highest consistency score in each category are declaGold, Silver and Bronze Award recipients of S&P Capital Mutual Fund Excellence Awards. 1,283 funds were in the GlEquity category at the end of the period.

As of September 30, 2011, both the Tweedy, Browne Value Fand Tweedy, Browne Worldwide High Dividend Yield Value Freceived an overall S&P Mutual Fund Ranking of 5 stars ou1,285 Global Equity funds. The overall S&P Mutual FRanking is based on a weighted average computation of tcomponents performance analytics, risk considerations and

factors that evaluate, relative to its peers, a funds underholdings, its historical performance, and characteristics of the fuThe S&P rankings do not take into account sales loads or any osales charges. The top 10% of funds in each category receive 5 stthe next 20% receive 4 stars, the middle 40% receive 3 stars,next 20% receive 2 stars and the bottom 10% receive 1 star.

Presented below are investment results of the four TweBrowne Funds, through September 30, 2011, with comparisto the indices we consider relevant.*


Return after MSCIReturn Taxes on EAFE MSC

Return after Distributions & Index(1)(2) EAFEPeriod Ended before Taxes on Sale of Fund (Hedged Index(1

9/30/11 Taxes* Distributions** Shares** to US$) (in US

6 Months -10.60% -10.60% -6.89% -16.49% -17.74%

1 Year -3.06 -3.01 -1.46 -10.92 -9.36

3 Years 5.26 4.67 4.66 -2.59 -1.13

5 Years 0.41 -0.24 0.55 -5.29 -3.4610 Years 6.27 5.76 5.57 1.57 5.03

15 Years 8.36 7.17 6.95 3.05 3.27

Since Inception

(6/15/93)(3) 9.27 8.23 7.95 4.12 4.26

Total Annual Fund Operating Expense Ratio as of 3/31/11: 1.40%

Tweedy, Browne Global Value Fund II

Currency Unhedged

Return after MSCReturn Taxes on MSCI EAFE

Return after Distributions & EAFE Index(1

Period Ended before Taxes on Sale of Fund Index(1)(2) (Hedg9/30/11 Taxes* Distributions** Shares** (in US$) to US

6 Months -9.38% -9.38% -6.09% -17.74% -16.49%1 Year -1.15 -1.26 -0.59 -9.36 -10.92

Since Inception

(10/26/09)(3) 2.67 2.61 2.28 -4.15 -4.59

Gross Annual Fund Operating Expense Ratio as of 3/31/11: 1.63%

Net Annual Fund Operating Expense Ratio as of 3/31/11: 1.42%


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Tweedy, Browne Value Fund

Return after MSCIReturn Taxes on World

Return after Distributions & Index(1)(4)

Period Ended before Taxes on Sale of Fund (Hedged9/30/11 Taxes* Distributions** Shares** to US$) S&P 500(1)(5)

6 Months -12.23% -12.23% -7.95% -15.36% -13.78%

1 Year -2.95 -3.82 -0.57 -5.05 1.14

3 Years 2.42 1.39 2.00 -0.75 1.23

5 Years 0.09 -1.08 0.06 - -1.18

10 Years 2.96 2.01 2.44 - 2.81

15 Years 6.15 5.15 5.18 - 5.23

Since Inception

(12/8/93)(3) 7.64 6.76 6.63 - 7.12

Total Annual Fund Operating Expense Ratio as of 3/31/11: 1.40%

Tweedy, Browne WorldwideHigh Dividend Yield Value Fund

Return afterReturn Taxes on MSCI

Return after Distributions & WorldPeriod Ended before Taxes on Sale of Fund Index (1)(4)

9/30/11 Taxes* Distributions** Shares** (in US$)

6 Months -7.26% -7.66% -4.69% -16.22%

1 Year 2.43 1.85 1.81 -4.353 Years 5.13 4.61 4.20 -0.07

Since Inception

(9/5/07)(3) -1.02 -1.59 -1.11 -6.05

Gross Annual Fund Operating Expense Ratio as of 3/31/11: 1.40%

Net Annual Fund Operating Expense Ratio as of 3/31/11: 1.38%

* The preceding performance data represents past performance ands not a guarantee of future results. Total return and principal valueof an investment will fluctuate so that an investors shares, whenredeemed, may be worth more or less than their original cost. Thereturns shown do not reflect the deduction of taxes that a shareholderwould pay on Fund distributions or the redemption of Fund shares.

Current performance may be lower or higher than the performancedata shown. Please visit www.tweedy.com to obtain performancedata, which is current to the most recent month end. See page I-8 forfootnotes 1 through 5, which describe the indices and inception datesof the Funds. Results are annualized for all periods greater than oneyear.

** After-tax returns are calculated using the historical highestndividual federal marginal income tax rates, and do not reflect thempact of state and local taxes. Returns after taxes on distributionsare adjusted for federal income taxes associated with funddistributions, but do not reflect the federal income tax impact of gainsor losses recognized when fund shares are sold. Returns after taxeson distributions and sale of fund shares are adjusted for federalncome taxes associated with fund distributions and reflect the federalncome tax impact of gains or losses recognized when fund shares aresold. Actual after-tax returns depend on an investor's tax situationand may differ from those shown, and the after-tax returns shownare not relevant to investors who hold their fund shares throughtax-deferred arrangements such as 401(k) plans or individualretirement accounts.

The Funds do not impose any front-end or deferred sales charge.However, the Tweedy, Browne Global Value Fund, Tweedy,

Browne Global Value Fund II Currency Unhedged and TweeBrowne Worldwide High Dividend Yield Value Fund impose a redemption fee on redemption proceeds for redemptions or exchanmade within 60 days of purchase. Performance data does not refthe deduction of the redemption fee, and if reflected, the redemp

fee would reduce the performance data quoted for periods of 60 dor less. The expense ratios shown above reflect the inclusionacquired fund fees and expenses (i.e., the fees and expenattributable to investing cash balances in money market funds) may differ from those shown in the Funds' financial statements.

Tweedy, Browne Company LLC (the Adviser) contractually agreed to waive its investment advisory and/or to reimburse expenses of the Worldwide High DividYield Value Fund and Global Value Fund II CurreUnhedged to the extent necessary to maintain the total annfund operating expenses (excluding fees and expenses frinvestments in other investment companies, brokerainterest, taxes and extraordinary expenses) at no more th1.37%. This arrangement will continue at least throDecember 31, 2012. In this arrangement the Worldwide HDividend Yield Value Fund and Global Value Fund I

Currency Unhedged have agreed, during the two-year perfollowing any waiver or reimbursement by the Adviser, to resuch amount to the extent that after giving effect to surepayment such adjusted total annual fund operating expenwould not exceed 1.37% on an annualized basis. Tperformance data shown above would be lower had fees expenses not been waived and/or reimbursed.

Please note that individual companies discussed herein repreholdings in our Funds, but are not necessarily held in all four ofFunds. Refer to footnote 6 on pages I-8 and I-9 for the individweightings of these companies in the respective Funds.

We would remind our shareholders that as you compthe returns of your various investments to not lose sight of jhow the returns were achieved. Howard Marks, a highly noinvestor, in his recent book, The Most Important Thwhich we highly recommend, speaks eloquently to this issu

When you boil it all down, its the investors job tointelligently bear risk for profit. Doing it well is whaseparates the best from the rest great investors arethose who take risks that are less than commensuratewith the returns they earn.

We could not have said it better. From our perspective,truly great investors have been able to generate attractabsolute and index beating returns while significantly reducthe probabilities for permanent loss of capital. Their recohave been built often over decades, and the returns htypically been more defensive, holding up better than mosdifficult market environments. While most have made no ovefforts to manage return variance, their returns, more othan not, are characterized by a level of volatility less than tof market indices. Furthermore, they were not produced wlots of transaction activity exposing their clients to large bills. These are the kinds of factors which we believe separ


10/48I-6

the wheat from the chaff when it comes to a great investmentrecord. We have done our absolute best over the years to takethis kind of a path in managing your money, and you can restassured that we will continue to do so.

We also believe this kind of approach to investing allowsour clients the ability to hang in there during turbulent timesin the market such as we have had of late, which is absolutelycritical for their and our long term success. We have spokenbefore about the actual return earned by our Funds over time

and the investors return as defined and measured byMorningstar.7 If you will recall, the investors return is thereturn experienced by the average investor over a period oftime in a fund, and takes into consideration the comings andgoings of investors during the period. For example, in highlyvolatile funds it is not unusual for the average investors returnto be quite different from the return earned by investors whoremained invested during the entire period. We have seen thisphenomenon play out once again recently as some very highlyregarded managers were flooded with assets after sailingthrough the financial crisis of 2008 quite adeptly, only to befaced with massive outflows as their performance cratered inrecent months. We are reminded of Peter Lynchs observation

many years ago that more than half of all the people whopurchased the Magellan Fund, the best performing mutual fundin history when he was running it, lost money. This is becausemost investors bought the fund after it had a strong run, andsold it as it contracted. As you can see, its not just the return,but how it is produced that determines what the averageinvestor is likely to experience when investing in a mutualfund. Although each investors return will naturally depend onthe particular facts surrounding their own investments andredemptions, wed like to think that the value approach thatwe practice, which has tended to produce a less volatile returnover time, has allowed our investors to behave a bit morerationally. At least, to date, that appears to have been the case

over longer measurement periods, as our average investorsreturn in the Global Value Fund and the Value Fund has beenquite comparable to the actual return of these Funds. Our othertwo Funds do not have long enough records for meaningfulcomparisons.

Not only is sticking with it important for the investorssuccess over the long term, it is also critically important to ourability to manage assets effectively. We would have a difficulttime intelligently implementing our investment strategy ifduring difficult times in the market we faced rampantredemptions just as equities were getting cheap. While we dohave redemptions from time to time, the flow of redemptionshas generally been quite manageable over the years and isindicative of a more intelligent shareholder base, and for thatwe are very grateful.

Our Fund Portfolios

In this section of our report, we always try to provide youwith some indication of what drove our returns during theperiod. Quite frankly, we do not put a lot of stock ininvestment archeology or attempts to explain what movedstock prices during a particular period. In some respects, it islike trying to explain the unexplainable, particularly duringvolatile periods such as we have recently experienced. Moreoften than not, in volatile periods, stock price movements can

become completely divorced from what is going fundamentally in the underlying businesses of the stocks twe own, reflecting the anxieties of investors rather than hthe companies are actually doing. Such has been the case othe last six months. Even in more stable periods for stocks, somewhat random short-term movements of individual stprices often reflect near-term developments at the compthat in our opinion may not weigh on the longer term prospefor the business. Attribution analysis becomes even mdifficult when the portfolio under review is a diversified oand holds 30 or more securities as our portfolios do. With tin mind, we will try to provide you with what we feel is a mrational description of what happened during the periodquestion, and the portfolio decisions we made on your behalways mindful that a more detailed analysis is probably notthat meaningful.

As market volatility spiked up over the last three tomonths, it was the more traditionally defensive stocks that hup best and produced the best returns in our Fund portfoli.e., the food, beverage, tobacco, and healthcare holdings. Tincluded companies such as Coca-Cola, Diageo, NesUnilever, British American Tobacco, Roche, and Johnson

Johnson. The earnings of these companies typically holdrelatively better in recessions, as consumers generally recutting back on these types of expenditures, and that proven to be the case over the last few months. We also hgood relative results in Cisco and MasterCard whose busineperformed well in a difficult period.

As concerns about the debt crisis both in Southern Eurand the U.S. resurfaced, the financial stocks in which Funds were invested began to contract, especially a numbeour insurance stocks, such as Zurich Financial, Munich Re, Berkshire Hathaway. One bright light in the financial growas Provident Financial, the UK consumer lender, whbusiness is somewhat insulated from the macro factors affectmore mainstream financials. The company also continuedpost steady and growing results during the period particularltheir credit card business. Their dividend yield of nearly was another contributing factor. In the wake of new forecsuggesting a significant slowdown in economic growth, media holdings declined led by Axel Springer and MediEspaa. Also, our oil and gas stocks, including ConocoPhillDevon Energy and Total, contracted in price as the pricecrude oil came down, again impacted by what appeared to prospects for a more sluggish recovery near term.

In terms of the actions we have been taking in the Fuportfolios of late, they have been somewhat incremental.

pessimistic, volatile environments such as this, you sometimfind pricing opportunities in great businesses. We are tryingpick our spots carefully so as to really take advantage, aenhance the overall profile of our portfolios with our remaincash reserves. The level of investment currently ranges frroughly 78% in our newer unhedged Global Value Fundwhich is still in the construction phase, all the way up to 9in the Value Fund. In most instances, we only need a few nsecurities to reach a rather fully invested posture. That said,have added to and trimmed a number of pre-existing positioand also established a few new positions over the last months.


11/48I-7

For example, we recently established a position inUK-based Imperial Tobacco, the fourth largest tobaccocompany in the world, and have begun to build a position in acompany we have owned in the past, United Overseas Bank(UOB), a large, growing and conservatively managed bank inSingapore. At purchase, Imperial was trading at roughly 11X2011 earnings; had a long record of producing high free cashflow; paid a dividend yield north of 4% with a conservative50% payout ratio; had increased its dividend for 14 consecutiveyears; had a consistent earnings record even during recessions;and had a history of intelligently buying in its shares. Of the bigfour tobacco companies, it is the one that is from time to timethe subject of press conjecture that it may be a takeovercandidate, but that is not why we own the stock.

UOB is one of the three leading commercial andconsumer banks in Singapore, which is widely regarded as oneof the strongest national banking systems in the world. Byalmost any metric, this is a conservatively managed bank witha strong financial position, and without the balance sheet issuesfacing Western banks. Its return on equity has been around16% and it has grown its loan book at a conservative 7%annually over the last 10 years. It is self funding with a loan to

deposit ratio of less than 80%, which is much lower than mostWestern banks, and has loans to tangible book value of just6.5X, whereas at most Western banks that ratio would begreater than 10X. At initial purchase, the shares were tradingat roughly 10X earnings, and it had a current dividend yield,including special dividends, of around 4%. We believe anacquirer would reasonably pay more than 14X earnings for thisfranchise today.

At the end of the third quarter, the price of crude oil wasdown over 30% from its highs back in early May, and thatcontributed to a considerable correction in oil stocks. Weadded to several of our existing holdings, including DevonEnergy and Total. We also had a chance to buy some shares inRoyal Dutch Shell (RDS), the global oil giant, at roughly 7.4X2011 earnings with over a 5% dividend yield. We think thatRDS is among the cheapest of the major oil and gas producerswith a current and prospective production growth profile thatis attractive. Downstream, Royal Dutch has begun torationalize its refining assets, which should lead to marginimprovement in the not too distant future. While the declinein crude oil prices no doubt reflect the prospects for a slowingglobal economy near term, we believe the supply demandequation for oil and gas should remain tight over the long term,improving the prospects for our oil stocks.

We also began building a position in NGK, a Japanese

spark plug maker. NGK is exactly the kind of company we lookfor in Japan today. It has significant international operations,good market positions and decent margins, and has behavedrationally with its shareholders, but has a valuation that morethan reflects the challenges facing the country today. After netcash of around 150 per share, the stock currently trades at onlyabout 7.8X estimated 2011 earnings of 115 per share. All fourof these companies have durable franchises, what we believe tobe sustainable competitive advantages, are conservativelyfinanced, trade at sizeable discounts to what an acquirer wouldbe willing to pay in a buyout of the company, and pay anattractive current dividend while we wait for value recognitionin their shares.

From our point of view, the debt problems that hconsumed the attention of our policy makers over the several months are not likely to be resolved in short ordertook a long time to get into the position we are in, and it wtake a long time to get out. As we mentioned earlier in letter, it is hard to see the problems in the U.S. being addreprior to the election next year, and the European issue, whis far more difficult, will likely take even longer to wthrough. That said, we think that positive policy changes atmargin that would offer some clarity for business people womore than likely be very favorable for our equity markets. until we get that, our markets are likely to remain somewmore volatile than normal. It is important in this typeenvironment to have portfolios that are designed to weatvirtually any kind of turbulence that may come our way, that is precisely what we have tried to do. Our Fund holditoday continue to be comprised in large part of larger, cyclical, steadier companies with more sustainable demcharacteristics that are globally diversified, have solid balasheets, sell products to an aspiring and growing middle cland pay an attractive dividend yield while we wait for varecognition. In general, these companies are attractively pri

and discount a cautious expectation of the future. We are quconfident that they should be able to withstand significadversity, and over time come out the other side stronger amore valuable. In times like these we take great comfortthose principles that form the bedrock of our approachcautious valuation methodology; a rigorous pricing disciplthat demands a significant discount from our estimatesintrinsic value in each and every security at purchase; a foon sustainable competitive advantages; diversification by isindustry, and country; low leverage; a long-term investmhorizon; and a willingness to hold residual cash reserves whbargains are less plentiful. These principles have allowed ucompound our own wealth and that of our shareholders qu

reliably over long measurement periods, and we remconfident that they should continue to serve us well goforward.

Looking Forward

So, here we are some two and a half years out from perhthe most severe financial implosion we have experienced sithe Great Depression, and the global economy once again icrisis mode. Economic indicators suggest the global recoverslowing, inflation is on the rise in the emerging markChinas momentum is slowing, and the debt crisis in bSouthern Europe and the U.S. is once again dominatheadlines.

It would appear that we are at an inflection point towith respect to the social contract between governments the people that they serve. Promises have been made that be hard to keep, and capital markets are forcing the handpolicy makers around the globe. Like a persistent bill collecthe markets are now demanding payment for the profligthat has built up over time.

Deregulation over the years in the financial servindustry and advances in technology have spawned a plethof innovative investment strategies and vehicles designedtake advantage, often on a highly leveraged basis, of short temarket fluctuations, which further accentuates the d


12/48I-8

pricing volatility in equity markets. The confluence of toomuch debt, the absence of near-term political will, and highlyleveraged financial instruments has created a level of stress inpublic equity markets that tests the resolve of even the mostresolute of investors. Until policy makers formulate a crediblelong term workout plan, equity markets are likely to remainvolatile. As we stated earlier, the proverbial can which hasbeen kicked down the road for some time now has suddenlybecome a lot heavier.

In the interim, what can investors do to try to intelligentlykeep their capital working for them in such a volatile macroenvironment? On the one hand, you could call it a day andretreat from markets and go to cash, which by the way pays youvirtually nothing, and simply wait for a better time. But howwill you know when to return? Think of all those investorstoday who were forced out by comparable volatility in 2008and missed the last two-year run-up. We are sensitive to thefact that market volatility can be devastating for those whofrequently need access to their capital. However, for those withmore patient capital, markets such as these can afford investorswith rare pricing opportunities, which over longermeasurement periods, should prove to be quite advantageous. It

is our job, as stewards of your hard earned savings, to try toremain objective so as to exploit these opportunities.

We recently had the privilege to attend Walter Schloss95th birthday party. Walter, as many of you know, workedalongside Benjamin Graham in the 1950s and is a great friendof Warren Buffett. He became a legendary investor in his ownright, running his own partnership for nearly fifty years. In anevening full of toasts and accolades for Walter, perhaps SandyGottesman, another great investor and Berkshire billionaire,said it best when he toasted Walter for the trait he felt he didnot have, and the trait Sandy felt made Walter a great investor,his optimism. To a certain degree, value investors, while everskeptical even in times of crisis, generally believe the world isnot coming to an end. Warren Buffett tries to remind us of thisfrequently during times of stress. Walter, if he were stillmanaging his partnership today, would be leaning against thewind and opportunistically buying stocks. We will be leaning aswell in the weeks and months ahead.

Thank you for investing with us, and for your continuedconfidence.

Very truly yours,

TWEEDY, BROWNE COMPANY LLC

William H. BrowneThomas H. Shrager

John D. Spears

Robert Q. Wyckoff, Jr.

Managing Directors

November 2011

Footnotes:

(1) Indexes are unmanaged and the figures for the indexes shoinclude reinvestment of dividends and capital gadistributions and do not reflect any fees or expenses. Invescannot invest directly in an index. We strongly recommthat these factors be considered before an investment decisis made.

(2) MSCI EAFE Index US$ is an unmanaged capitalizatweighted index of companies representing the stock market

Europe, Australasia and the Far East. MSCI EAFE InHedged consists of the results of the MSCI EAFE Inhedged 100% back into US dollars and accounts for interate differentials in forward currency exchange rates. Res

for both indexes are inclusive of dividends and net of forwithholding taxes.

(3) Inception dates for the Global Value Fund, Global VaFund II Currency Unhedged, Value Fund and WorldwHigh Dividend Yield Value Fund were June 15, 19October 26, 2009, December 8, 1993, and September2007, respectively. Information with respect to MSCI EAindexes is available at month end only; therefore the clo

month end to the Global Value Funds inception dMay 31, 1993, was used.

(4) The MSCI World Index is a free float-adjusted macapitalization weighted index that is designed to measureequity market performance of developed markets. The MSWorld Index (US$) reflects the return of this index for a dollar investor. MSCI World Index (Hedged to US$) conof the results of the MSCI World Index with its forecurrency exposure hedged 100% back into US dollars. index accounts for interest rate differentials in forwcurrency exchange rates. Results for this index are inclusivdividends and net of foreign withholding taxes.

(5) S&P 500 Index is an unmanaged capitalization weigindex composed of 500 widely held common stocks listedthe New York Stock Exchange, American Stock Exchaand over-the-counter market and includes the reinvestmendividends.

(6) As of September 30, 2011, Tweedy, Browne Global VaTweedy, Browne Global Value Fund II CurreUnhedged, Tweedy, Browne Value and Tweedy, BrowWorldwide High Dividend Yield Value Fund had invested

following percentages of its net assets, respectively, infollowing portfolio holdings: Bank of America (0.0%, 0.00.0%, 0.0%); 3M (0.0%, 0.0%, 1.7%, 0.0%); John

& Johnson (0.8%, 2.6%, 3.5%, 3.3%); Coca-C(0.0%, 0.0%, 0.0%, 1.3%); Diageo (3.8%, 3.2%, 4.43.0%); Nestle (4.3%, 3.1%, 4.1%, 1.4%); Unile(3.1%, 3.3%, 3.1%, 3.3%); British American Toba(1.9%, 0.8%, 2.0%, 2.8%); Roche (3.9%, 3.4%, 3.83.5%); Cisco (0.0%, 0.0%, 1.4%, 0.0%); MasterC(0.0%, 1.1%, 1.5%, 0.0%); Zurich Financial (3.03.6%, 2.8%, 3.7%); Munich Re (3.2%, 3.2%, 3.53.3%); Berkshire Hathaway (1.1%, 0.0%, 2.7%, 0.0Provident Financial (1.3%, 0.7%, 0.0%, 1.3%); ASpringer (3.1%, 2.8%, 1.4%, 0.0%); Mediaset Esp(1.3%, 1.0%, 1.0%, 0.0%); ConocoPhillips (0.9


13/48I-9

1.2%, 2.5%, 2.2%); Devon Engery (0.1%, 0.0%, 1.9%,0.0%); Total (3.5%, 3.5%, 3.6%, 3.5%); ImperialTobacco (0.8%, 2.3%, 0.0%, 2.1%); United OverseasBank (0.0%, 1.4%, 0.0%, 1.0%); Royal Dutch Shell(0.4%, 2.3%, 0.0%, 2.0%); and NGK Spark Plug (0.0%,0.3%, 0.0%, 0.0%).

(7) Investor return measures the experience of the averageinvestor in a fund as defined by Morningstar. Investor returndoes not represent the performance of any one individual

investor or the actual performance of a fund as a whole. Theinvestor return is a dollar weighted return that incorporates theimpact of cash flows and outflows from purchases and salesand the growth of fund assets. The return takes into accountthe fact that not all of a funds investors bought it at thebeginning of the period and held it to the end. In order tocalculate the investor return, Morningstar first calculatesmonthly cash inflows and outflows for a fund and thencalculates the returns earned on those flows. Investor returnis the constant monthly rate of return that makes thebeginning assets equal to the ending assets with all monthlycash flows accounted for. Results are annualized. The gapbetween investor return and total return indicates how wellinvestors timed their fund purchases and sales.

Current and future portfolio holdings are subject to risk.Investing in foreign securities involves additional risks beyondthe risks of investing in U.S. securities markets. These risksinclude currency fluctuations; political uncertainty; differentaccounting and financial standards; different regulatoryenvironments; and different market and economic factors invarious non-U.S. countries. In addition, the securities of small,less well known companies may be more volatile than those oflarger companies. Value investing involves the risk that themarket will not recognize a security's intrinsic value for a long

time, or that a security thought to be undervalued may actube appropriately priced when purchased. Please refer to Funds' prospectus for a description of risk factors associawith investments in securities which may be held by the Fun

Although the practice of hedging against currency excharate changes utilized by the Tweedy, Browne Global VaFund and Tweedy, Browne Value Fund reduces the risk of from exchange rate movements, it also reduces the abilitythe Funds to gain from favorable exchange rate moveme

when the U.S. dollar declines against the currencies in whthe Funds investments are denominated and in some interate environments may impose out-of-pocket costs on Funds.

This letter contains opinions and statements on investmtechniques, economics, market conditions and other mattOf course there is no guarantee that these opinions statements will prove to be correct, and some of them inherently speculative. None of them should be relied uponstatements of fact.

Morningstar, Inc. All Rights Reserved. The informatcontained herein: (1) is proprietary to Morningstar and/or

content providers; (2) may not be copied or distributed; and is not warranted to be accurate, complete or timely. NeitMorningstar nor its content providers are responsible for damages or losses arising from any use of this information. Pperformance is no guarantee of future results.

Tweedy, Browne Global Value Fund, Tweedy, Browne GloValue Fund II Currency Unhedged, Tweedy, Browne VaFund, and Tweedy, Browne Worldwide High Dividend YValue Fund are distributed by Tweedy, Browne Company LL

This material must be preceded or accompanied by a prospecfor Tweedy, Browne Fund Inc.


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15/48


Tweedy, Browne Global Value FundTweedy, Browne Global Value Fund II - Currency UnhedgedTweedy, Browne Value FundTweedy, Browne Worldwide High Dividend Yield Value Fund

II-1

SEMI-ANNUAL REPORT

September 30, 2011


16/48


Expense Information (Unaudited)

II-2

Hypothetical Expenses

Actual Expenses (5% Return before Expenses)

Expenses ExpensesBeginning Ending Paid during Beginning Ending Paid duringAccount Account Period* Account Account Period*

Value Value 4/1/11 Value Value 4/1/11 Expense4/1/11 9/30/11 9/30/11 4/1/11 9/30/11 9/30/11 Ratio

Global Value Fund $1,000 $894 $6.58 $1,000 $1,018 $7.01 1.39%

Global Value Fund II -Currency Unhedged $1,000 $906 $6.53 $1,000 $1,018 $6.91 1.37%

Value Fund $1,000 $878 $6.53 $1,000 $1,018 $7.01 1.39%

Worldwide High DividendYield Value Fund $1,000 $927 $6.60 $1,000 $1,018 $6.91 1.37%

* Expenses are equal to each Funds annualized expense ratio, multiplied by the average account value over theperiod, multiplied by the number of days in the period, divided by 366 (to reflect the one-half year period).

A shareholder of the Global Value Fund, Global ValueFund II - Currency Unhedged, Value Fund or Worldwide HighDividend Yield Value Fund (collectively, the Funds) incurstwo types of costs: (1) transaction costs and (2) ongoing costs,including management fees and other Fund expenses. The

Example below is intended to help a shareholder understandtheir ongoing costs (in U.S. dollars) of investing in the Fundsand to compare these costs with the ongoing costs of investingin other mutual funds.

The Example is based on an investment of $1,000 investedat the beginning of the period and held for the entire period ofApril 1, 2011 to September 30, 2011.

Actual Expenses The first part of the table presentedbelow, under the heading Actual Expenses, providesinformation about actual account values and actual expenses.The information in this line may be used with the amount ashareholder invested to estimate the expenses that were paid by

the shareholder over the period. Simply divide theshareholders account value by $1,000 (for example, an $8,600account value divided by $1,000 = 8.6), then multiply theresult by the number in the first line under the heading entitledExpenses Paid during Period to estimate the expenses paidduring this period.

Hypothetical Example for Comparison Purposes Thesecond part of the table presented below, under the headingHypothetical Expenses, provides information about

hypothetical account values and hypothetical expenses baon each Funds actual expense ratio and an assumed ratereturn of 5% per year before expenses, which is not each Funactual return. The hypothetical account values and expenmay not be used to estimate the actual ending account bala

or expenses paid by the shareholder of the Funds for the perThis information may be used to compare the ongoing costinvesting in the Funds to other funds. To do so, compare 5% hypothetical example with the 5% hypothetical exampthat appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table belowmeant to highlight a shareholders ongoing costs only andnot reflect redemption fees. Redemptions from Global Value Fund, the Global Value Fund II - CurreUnhedged and the Worldwide High Dividend Yield VaFund, including exchange redemptions, within 60 dayspurchase are subject to a redemption fee equal to 2% of redemption proceeds, which will be retained by the FunThere are no other transactional expenses associated with purchase and sale of shares charged by any of the Funds, sas commissions, sales loads and/or redemption fees on shheld longer than 60 days. Other mutual funds may have sutransactional charges. Therefore, the second part of the tabuseful in comparing ongoing costs only, and will not helshareholder determine the relative total costs of owndifferent funds. In addition, if redemption fees were includeshareholders costs would have been higher.


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Portfolio of Investments

September 30, 2011

SEE NOTES TO FINANCIAL STATEMENTS

II-3



September 30, 2011 (Unaudited)

COMMON STOCKS88.7%

Canada1.2%750,000 National Bank of Canada, Toronto . . . . . $50,302,289

Czech Republic0.0%2,800 Philip Morris CR a.s. . . . . . . . . . . . . . . . . 1,694,837

Finland2.3%1,937,731 Kone Oyj, Class B . . . . . . . . . . . . . . . . . . 93,075,149

France6.6%7,719,256 CNP Assurances . . . . . . . . . . . . . . . . . . . . 114,496,290

600,949 Teleperformance SA . . . . . . . . . . . . . . . . 12,888,6523,223,000 Total SA . . . . . . . . . . . . . . . . . . . . . . . . . . 143,718,678

271,103,620

Germany11.5%2,289,458 Henkel AG & Company, KGaA . . . . . . . 101,215,104896,077 Krones AG . . . . . . . . . . . . . . . . . . . . . . . . 47,026,850

42,354 KSB AG . . . . . . . . . . . . . . . . . . . . . . . . . . 28,129,166298,680 Linde AG . . . . . . . . . . . . . . . . . . . . . . . . . 40,374,618

1,034,003 Muenchener Rueckversicherungs-Gesellschaft AG . . . . . . . . . . . . . . . . . . 129,784,496

3,726,000 Springer (Axel) Verlag AG . . . . . . . . . . . 129,604,130

476,134,364

Hong Kong0.3%434,500 Jardine Strategic Holdings Ltd. . . . . . . . . 11,431,695

Ireland0.0%1,111,317 Unidare PLC * . . . . . . . . . . . . . . . . . . . 14,911

Italy1.3%144,268 Buzzi Unicem SPA . . . . . . . . . . . . . . . . 1,180,748

3,890,500 Mediaset SPA . . . . . . . . . . . . . . . . . . . . . . 12,371,1765,000,000 Mondadori (Arnoldo) Editore SPA . . . . . 10,686,6854,795,392 Sol SPA * . . . . . . . . . . . . . . . . . . . . . . . . . 30,883,220

55,121,829

Japan6.5%545,600 Aica Kogyo Company Ltd. . . . . . . . . . . . 7,906,528

1,594,700 Canon, Inc. . . . . . . . . . . . . . . . . . . . . . . . 73,445,576306,800 Daikoku Denki Company Ltd. . . . . . . . . 2,774,255200,000 Daiwa Industries Ltd. . . . . . . . . . . . . . . . . 1,035,288

2,064,000 Fujitec Company Ltd. . . . . . . . . . . . . . . . 11,246,497446,600 Fukuda Denshi Company Ltd. . . . . . . . . . 13,615,854

1,069,300 Hi-Lex Corporation . . . . . . . . . . . . . . . . . 17,174,2791,577,500 Honda Motor Company Ltd. . . . . . . . . . . 47,050,759

122,700 Kaga Electronics Company Ltd. . . . . . . . 1,321,238321,000 Katsuragawa Electric Company Ltd. . . 587,195133,000 Kawasumi Laboratories, Inc. . . . . . . . . . . 833,407

1,329,500 Kuroda Electric Company Ltd. . . . . . . . . 15,954,69069,100 Mandom Corporation . . . . . . . . . . . . . . . 2,071,74521,670 Medikit Company Ltd. . . . . . . . . . . . . . . 7,028,412

307,100 Mirai Industry Company Ltd. . . . . . . . . . 3,330,768162,780 Nippon Kanzai Company Ltd. . . . . . . . . . 3,144,518305,800 Nippon Konpo Unyu Soko Company Ltd. 3,848,287

72,700 Ryoyo Electro Corporation . . . . . . . . . . . 693,234349,200 Sangetsu Company Ltd. . . . . . . . . . . . . . . 9,377,841100,400 SEC Carbon Ltd. . . . . . . . . . . . . . . . . . . . 449,377

Japan (continued)

400,000 Shinko Shoji Company Ltd. . . . . . . . . . . $3,243151,400 SK Kaken Company Ltd. . . . . . . . . . . . . . 5,597375,300 T. Hasegawa Company Ltd. . . . . . . . . . . . 6,363

1,281,300 Takata Corporation . . . . . . . . . . . . . . . . . 29,505200,000 Tomen Electronics Corporation . . . . . . . 2,449

270,050

Mexico5.0%23,454,800 Arca Continental SAB de CV . . . . . . . . 97,348

1,234,000 Coca-Cola Femsa SA de CV,Sponsored ADR . . . . . . . . . . . . . . . . 109,492

206,841

Netherlands7.8%2,093,000 Akzo Nobel NV . . . . . . . . . . . . . . . . . . . . 93,582

23,620 Crown Van GelderGemeenschappelijk Bezit NV . . . . . . 122

3,998,000 Heineken Holding NV . . . . . . . . . . . . . . 155,211499,165 Royal Dutch Shell PLC, Class A . . . . . . 15,521972,689 Telegraaf Media Groep NV . . . . . . . . . . . 13,050

1,368,000 Unilever NV, CVA . . . . . . . . . . . . . . . . . 43,601

321,089

Norway1.4%2,600,000 Schibsted ASA . . . . . . . . . . . . . . . . . . . . . 56,242

Singapore1.8%16,972,400 Fraser and Neave Ltd. . . . . . . . . . . . . . . . 75,412

South Korea2.1%

150,900 Daegu Department Store Company Ltd. . 2,17711,330 Daehan City Gas Company Ltd. . . . . . . . 26390,974 Hanil Cement Company Ltd. . . . . . . . . . 3,22015,347 Ottogi Corporation . . . . . . . . . . . . . . . . . 1,69387,640 Samchully Company Ltd. . . . . . . . . . . . . 7,29014,792 Samyang Genex Company Ltd. . . . . . . . . 738

241,172 SK Telecom Company Ltd. . . . . . . . . . . . 30,6052,915,717 SK Telecom Company Ltd., ADR . . . . . . 41,024

87,013

Spain1.3%9,086,000 Mediaset Espaa Comunicacion SA . . . . 52,298

Sweden0.0%63,360 Cloetta Fazer AB, B Shares . . . . . . . . . . . 256

Switzerland18.8%186,990 Coltene Holding AG . . . . . . . . . . . . . . 7,205388,000 Compagnie Financiere Richemont AG . 17,492343,783 Daetwyler Holding AG, Bearer . . . . . . . . 18,848

10,000 Loeb Holding AG . . . . . . . . . . . . . . . . . . 2,0693,182,700 Nestle SA, Registered . . . . . . . . . . . . . . . 175,551

80 Neue Zuercher Zeitung . . . . . . . . . . . . 6162,416,530 Novartis AG, Registered . . . . . . . . . . . . . 135,153

43,688 Phoenix Mecano AG . . . . . . . . . . . . . . . . 21,644185,918 PubliGroupe SA, Registered * . . . . . . . . . 24,562984,000 Roche Holding AG . . . . . . . . . . . . . . . . . 159,359248,117 Siegfried Holding AG * . . . . . . . . . . . . 24,584

4,297 Sika AG, Bearer . . . . . . . . . . . . . . . . . . . . 7,644

ValueShares (Note 2)

ValueShares (Note 2


18/48




SEE NOTES TO FINANCIAL STATEMENTSII-4


II-4

Switzerland (continued)

432,618 Tamedia AG . . . . . . . . . . . . . . . . . . . . . $56,488,489584,275 Zurich Financial Services AG . . . . . . . 122,863,068

774,085,985

Thailand1.0%8,840,900 Bangkok Bank Public Company Ltd.,

NVDR . . . . . . . . . . . . . . . . . . . . . . . . . . 40,101,879

United Kingdom11.4%1,521,000 AGA Foodservice Group PLC . . . . . . . . 1,990,3101,782,000 BBA Group PLC . . . . . . . . . . . . . . . . . . . 4,649,8051,882,980 British American Tobacco PLC . . . . . . . . 80,035,364

457,000 Carclo PLC . . . . . . . . . . . . . . . . . . . . . . . . 2,151,7652,775,758 Daily Mail & General Trust, Class A . . . 15,700,7398,225,426 Diageo PLC, Sponsored ADR . . . . . . . . . 157,863,368

4,842,645 G4S PLC . . . . . . . . . . . . . . . . . . . . . . . . . 20,142,1651,397,625 Headlam Group PLC . . . . . . . . . . . . . . . . 5,334,1961,000,000 Imperial Tobacco Group PLC . . . . . . . . . 33,866,6153,346,355 Provident Financial PLC . . . . . . . . . . . . . 52,338,1034,891,800 TT Electronics PLC . . . . . . . . . . . . . . . . . 11,868,8602,700,000 Unilever PLC . . . . . . . . . . . . . . . . . . . . . . 85,004,582

470,945,872

United States8.4%75,700 American National Insurance Company 5,242,225

1,094,821 Baxter International, Inc. . . . . . . . . . . . . 61,463,251436 Berkshire Hathaway Inc., Class A . . . . 46,564,800301 Berkshire Hathaway Inc., Class B . . . . 21,383

587,000 ConocoPhillips . . . . . . . . . . . . . . . . . . . . . 37,168,84049,250 Devon Energy Corporation . . . . . . . . . . . 2,730,420

528,400 Johnson & Johnson . . . . . . . . . . . . . . . . . 33,664,3642,555,000 Philip Morris International, Inc. . . . . . . . 159,380,900

346,236,183

TOTAL COMMON STOCKS(COST $2,540,714,984) . . . . . . . . . . . . 3,659,452,385

PREFERRED STOCKS0.2%

166,388 Adris Grupa d.d. . . . . . . . . . . . . . . . . . . . . $6,063314,700 Villeroy & Boch AG . . . . . . . . . . . . . . . . 2,427

TOTAL PREFERRED STOCKS(COST $12,253,786) . . . . . . . . . . . . . . . 8,490

REGISTERED INVESTMENT COMPANY7.6%311,386,741 Dreyfus Government Prime Cash

Management . . . . . . . . . . . . . . . . . . . . . 311,386

TOTAL REGISTEREDINVESTMENT COMPANY(COST $311,386,741) . . . . . . . . . . . . . . 311,386

Face Value

U.S. TREASURY BILL3.0%$125,000,000 0.055% ** due 11/03/11 . . . . . . . . . . . 124,998

TOTAL U.S. TREASURY BILL(COST $124,993,754) . . . . . . . . . . . . . . 124,998

TOTAL INVESTMENTS(Cost $2,989,349,265***) . . . . . . . . . . . . . 99.5% 4,104,328

UNREALIZED APPRECIATIONON FORWARD CONTRACTS (Net) . . . 0.2 10,097

OTHER ASSETS AND LIABILITIES (Net) 0.3 12,283 NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . 100.0% $4,126,710

* Affiliated company as defined by the Investment Company Act of 194See Note 4.

** Rate represents annualized yield at date of purchase.*** Aggregate cost for federal tax purposes is $2,989,349,265.

Amount represents less than 0.1% of net assets. Non-income producing security.

All or a portion of this security has been segregated to cover certain open ward contracts. At September 30, 2011, liquid assets totaling $209,491have been segregated to cover such open forward contracts.

Abbreviations:ADR American Depositary ReceiptCVA Certificaaten van aandelen (Share Certificates)

NVDR Non Voting Depository Receipt

ValueShares (Note 2)

ValueShares (Note 2


19/48


Sector Diversification



II-5

Counter- Contract Contract Value on Value 9/30/11 UnrealizedContracts party Value Date Origination Date (Note 2) Gain (Loss

Schedule of Forward Exchange Contracts


FORWARD EXCHANGE CONTRACTS TO SELL (a)8,000,000 Canadian Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 1/11/12 $(7,916,873) $(7,660,828) $256

20,000,000 Canadian Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 5/22/12 (20,212,229) (19,127,774) 1,08420,000,000 Canadian Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 6/19/12 (20,231,652) (19,124,189) 1,1076,000,000 Canadian Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 8/7/12 (6,205,399) (5,735,329) 470

100,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 10/18/11 (138,827,997) (134,150,596) 4,67740,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 10/20/11 (55,126,602) (53,659,346) 1,46760,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 10/25/11 (83,826,899) (80,485,672) 3,34135,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 11/23/11 (47,005,173) (46,944,717) 6012,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 11/30/11 (16,246,800) (16,095,068) 15150,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 1/11/12 (66,403,003) (67,062,784) (65935,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 2/15/12 (47,504,977) (46,943,949) 56140,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 4/4/12 (55,826,399) (53,650,019) 2,17675,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 4/24/12 (105,074,996) (100,594,595) 4,48030,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 9/25/12 (41,340,000) (40,240,283) 1,09975,000,000 European Union Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 10/2/12 (101,414,256) (100,599,196) 81520,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 10/18/11 (31,755,400) (31,150,226) 60510,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 11/23/11 (15,803,800) (15,569,570) 23412,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 11/30/11 (19,046,160) (18,682,248) 3636,500,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 1/11/12 (10,083,515) (10,115,720) (32

30,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 2/13/12 (48,081,600) (46,675,167) 1,40645,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 4/4/12 (71,453,250) (69,983,388) 1,46920,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 4/24/12 (32,200,500) (31,098,928) 1,10120,000,000 Great Britain Pound Sterling . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 4/27/12 (32,590,000) (31,098,208) 1,491

(a) Primary risk exposure being hedged against is currency risk.

Percentage ofSector Diversification Net Assets

Portfolio Composition


Amount represents less than 1% of net assets Amount represents less than 1% of net assets Includes Unrealized Appreciation on Forward Contracts (Net) Includes Unrealized Appreciation on Forward Contracts (Net)

Croatiaroatia-0%0%Czech Republiczech Republic-0%0%HongKong-0%ong Kong-0%Irelandreland-0%0%Sweden-0%weden-0%

Cash Equivalents andash Equivalents andOther Assets andther Assets andLiabilities (Net)iabilities (Net)-11%1% Canadaanada-1%%

Finlandinland-2%%Francerance-7%%

Germanyermany-12%2%Italytaly-1%%Japanapan-7%%

Mexicoexico-5%%Netherlandsetherlands-8%%

Norwayorway-1%%Singaporeingapore-2%%

South Koreaouth Korea-2%%Spainpain-1%%

Switzerlandwitzerland-19%9%

United Kingdomnited Kingdom-12%2%

Thailandhailand-1%%

United Statesnited States-8%%

COMMON STOCKS:Beverage. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12.6%Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10.2Media . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9.0Pharmaceuticals, Biotechnology & Life Sciences. . . . . . . . 8.5Capital Goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7.6Food . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7.4Tobacco . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6.7Energy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.8Materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.6Technology Hardware & Equipment . . . . . . . . . . . . . . . . . 2.8Household & Personal Products . . . . . . . . . . . . . . . . . . . . . 2.5Automobiles & Components . . . . . . . . . . . . . . . . . . . . . . . 2.3Banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.2Health Care Equipment & Services . . . . . . . . . . . . . . . . . . 2.2Telecommunication Services. . . . . . . . . . . . . . . . . . . . . . . . 1.7Diversified Financials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.3Commercial Services & Supplies . . . . . . . . . . . . . . . . . . . . 0.9Consumer Durables & Apparel. . . . . . . . . . . . . . . . . . . . . . 0.8Retailing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.2

Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.2Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.2Total Common Stocks . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88.7Preferred Stocks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.2Registered Investment Company. . . . . . . . . . . . . . . . . . . . 7.6U.S. Treasury Bill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.0Unrealized Appreciation on Forward Contracts (Net) . . 0.2Other Assets and Liabilities (Net) . . . . . . . . . . . . . . . . . . 0.3Net Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100.0%


20/48


II-6


Schedule of Forward Exchange Contracts


Counter- Contract Contract Value on Value 9/30/11 UnrealizedContracts party Value Date Origination Date (Note 2) Gain (Loss

FORWARD EXCHANGE CONTRACTS TO SELL (a) (Continued)1,200,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 1/11/12 $(14,712,193) $(15,593,771) $(8814,230,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 2/29/12 (51,962,410) (55,015,722) (3,0532,000,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 3/13/12 (24,458,848) (26,018,150) (1,5595,300,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 10/22/12 (64,851,636) (69,300,561) (4,4483,550,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 11/19/12 (44,023,909) (46,456,900) (2,4324,000,000,000 Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 12/28/12 (50,208,680) (52,406,502) (2,197

515,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 10/28/11 (40,080,004) (37,130,812) 2,949350,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 11/4/11 (27,298,963) (25,217,440) 2,081500,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 1/23/12 (39,824,771) (35,778,604) 4,046230,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 2/15/12 (18,449,444) (16,425,628) 2,023370,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 5/11/12 (30,331,598) (26,231,299) 4,100330,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 6/5/12 (27,106,059) (23,346,358) 3,759240,000,000 Mexican Peso . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 6/5/12 (19,719,004) (16,979,171) 2,73970,000,000 Norwegian Krone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 10/25/11 (11,878,500) (11,908,002) (29

110,000,000 Norwegian Krone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 1/11/12 (18,353,216) (18,643,102) (289120,000,000 Norwegian Krone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 2/13/12 (20,460,358) (20,309,350) 15135,000,000 Singapore Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SSB 11/30/11 (26,972,042) (26,862,193) 10912,000,000 Singapore Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 6/19/12 (9,711,331) (9,236,818) 474

44,600,000,000 South Korean Won . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 5/11/12 (39,857,015) (37,678,996) 2,17850,000,000,000 South Korean Won . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 10/2/12 (41,999,160) (42,276,863) (277

110,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 10/11/11 (113,157,083) (121,130,007) (7,97295,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 10/18/11 (98,245,034) (104,625,827) (6,38040,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . CIT 10/20/11 (41,784,403) (44,054,610) (2,27060,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 10/25/11 (62,945,866) (66,088,029) (3,14270,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 11/23/11 (70,766,400) (77,154,183) (6,38750,000,000 Swiss Franc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NTC 2/13/12 (53,054,901) (55,220,051) (2,165

180,000,000 Thailand Baht . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BOA 10/25/11 (5,994,006) (5,780,308) 213500,000,000 Thailand Baht . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 5/11/12 (16,286,645) (15,905,221) 381375,000,000 Thailand Baht . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . JPM 5/22/12 (12,175,325) (11,923,585) 251400,000,000 Thailand Baht . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . BNY 8/7/12 (13,076,169) (12,678,825) 397

TOTAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(2,183,922,453) $(2,173,824,688) $10,097

Unrealized Appreciation on Forward Contracts (Net) . . . . . . . . . . . . . . . . . . . . . . $10,097

(a) Primary risk exposure being hedged against is currency risk.

Counterparty Abbreviations:BOA Bank of AmericaBNY BNY MellonCIT Citibank

JPM JP Morgan ChaseNTC Northern Trust

SSB State Street


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II-7

Tweedy, Browne Global Value Fund II - Currency Unhedged



COMMON STOCKS78.4%

Australia1.4%743,000 Metcash Ltd. . . . . . . . . . . . . . . . . . . . . . . $2,967,926

Finland0.4%20,000 Kone Oyj, Class B . . . . . . . . . . . . . . . . . . 960,661

France6.6%269,000 CNP Assurances . . . . . . . . . . . . . . . . . . . . 3,989,957129,400 Teleperformance SA . . . . . . . . . . . . . . . . 2,775,263170,000 Total SA . . . . . . . . . . . . . . . . . . . . . . . . . . 7,580,569

14,345,789

Germany8.6%79,200 Henkel AG & Company, KGaA . . . . . . . 3,501,36937,000 Krones AG . . . . . . . . . . . . . . . . . . . . . . . . 1,941,790

56,200 MuenchenerRueckversicherungs-Gesellschaft AG . . 7,054,031

176,800 Springer (Axel) Verlag AG . . . . . . . . . . . 6,149,761

18,646,951

Hong Kong0.4%28,500 Jardine Strategic Holdings Ltd. . . . . . . . . 749,835

Ireland0.1%27,700 Abbey PLC . . . . . . . . . . . . . . . . . . . . . . . . 193,259

Italy2.2%157,000 Buzzi Unicem SPA . . . . . . . . . . . . . . . . . 1,284,952

70,400 Davide Campari-Milano SPA . . . . . . . . . 518,092805,000 Mediaset SPA . . . . . . . . . . . . . . . . . . . . . . 2,559,773

62,000 Sol SPA . . . . . . . . . . . . . . . . . . . . . . . . . . 399,2924,762,109

Japan4.4%39,500 Canon, Inc. . . . . . . . . . . . . . . . . . . . . . . . 1,819,21422,000 Daiwa Industries Ltd. . . . . . . . . . . . . . . . . 113,88271,000 Honda Motor Company Ltd. . . . . . . . . . . 2,117,65737,100 Kaga Electronics Company Ltd. . . . . . . . 399,49430,000 Mandom Corporation . . . . . . . . . . . . . . . 899,45520,000 Nagase & Company Ltd. . . . . . . . . . . . . . 249,87044,000 NGK Spark Plug Company Ltd. . . . . . . . 603,37328,000 Nihon Kagaku Sangyo Company Ltd. . . . 204,878

2,300 Nihon Kohden Corporation . . . . . . . . . . 62,51313,600 Nippon Kanzai Company Ltd. . . . . . . . . . 262,71920,000 Ryoyo Electro Corporation . . . . . . . . . . . 190,711

33,000 SEC Carbon Ltd. . . . . . . . . . . . . . . . . . . . 147,70455,500 S

Sept Semiannual

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