JAPAN SMALLER CAPITALIZATION FUND, INC. To Our Shareholders: April 23, 2003 We present the Annual Report The Portfolio of Japan Smaller Capitalization Fund, Inc. (the "Fund") for the The Fund's equity exposure rose to fiscal year ended February 28, 99.1% at February 28, 2003 from 99.0% at 2003. The Net Asset Value per share November 30, 2002. The Fund was ("NAV") of the Fund decreased by diversified in to 87 issues, of which 59 2.0% for the year. The closing issues were OTC stocks, 21 were other market price of the Fund on smaller capitalization stocks and 7 were February 28, 2003, on the New York TSE First Section stocks, comprising Stock Exchange was $6.38 60.8%, 30.3% and 8.0% respectively, of representing a premium of 11.2% to net assets on February 28, 2003. the NAV of $5.74. The net assets of the Fund amounted to $90,929,599 on Japanese Economy and Stock Market February 28, 2003. Outlook The TOPIX, consisting of all The JASDAQ Index started to recover companies listed on the Tokyo Stock sharply in mid-February 2002, along with Exchange (the "TSE") First Section, an explosive rebound in the main market, decreased by 8.5% and the Nikkei which was triggered by tighter short Average Index (a price weighted selling regulations and later helped by index of 225 leading stocks on the an unexpectedly strong recovery in U.S. TSE) decreased by 10.5%, in U.S. economic growth. External factors dollar terms, for the year ended boosted hopes of a turnaround in Japan's February 28, 2003. The Nikkei industrial production cycle and the JAS-DAQ Average Index (the "OTC prospects for Japanese exporters. Index"), a price-weighted index of Expectations for a bottoming out of the quotations of the OTC global semiconductor and personal registered stocks increased by computer ("PC") sales were also a 0.9%, and the Index of the Japan supporting factor. The JASDAQ Index Securities Dealers Association maintained its upward momentum until Quotation System (the "JASDAQ early June 2002. Corporate financial Index"), a capitalization-weighted results were released from mid-April index of all OTC stocks, decreased through late May. Although historical by 3.4%, in U.S. dollar terms, figures were unsurprisingly poor, during the same period. The projections for fiscal year 2002 Japanese yen ("Yen") appreciated by indicated a strong rebound in earnings 11.8% against the U.S. dollar among certain sectors. The OTC Index during the year. recorded an eleven-month high in early June, reflecting these improvements in The Fund outperformed the fundamentals. JASDAQ Index by 1.4 percentage points and underperformed the OTC However, positive momentum in the Index by 3.0 percentage points, spring later gave way to deteriorating during the year. The stock investor sentiment. The weakness of the selection results in the U.S. stock market, owing to concerns Electronics sector, such as Kuroda about the sustainability of the U.S. Electric Co., Ltd., Digital economic recovery and the dollar's Electronics Corp. and Chiyoda depreciation against the Yen, Integre Co., Ltd. worked overshadowed the Japanese equity market. positively. Meanwhile, the In July and August, the weak sentiment underexposure to major issues in in the U.S. equity markets, which were the Information/System sector, the result of growing investor especially to Yahoo Japan Corp., skepticism following a series of had a negative impact on the accounting fraud allegations against relative performance. major American companies, further aggravated sentiment in the Japanese The NAV of the Fund declined stock market. by 2.9% for the quarter ended February 28, 2003. During the same Following the appointment of Mr. period, the TOPIX and the Nikkei Heizo Takenaka as head of the Financial Average index decreased by 4.8% and Services Agency ("FSA"), the market 5.8%, respectively, and the OTC declined further, as his initial Index and the JASDAQ Index proposals included measures to increased by 2.9% and 4.1%, accelerate the disposal of bad loans respectively, in U.S. dollar terms. through a hard landing policy for the For the quarter ended February 28, Banking sector. This would have required 2003, the Fund underperformed the public fund OTC index and the JASDAQ Index by 5.8 percentage points and 7.0 percentage points, respectively. injections and the possible All four banking groups have already nationalization of some ailing announced fresh plans aimed at enhancing banks. The OTC index declined to their shareholders' equity, together the lowest level since March, 1999 with plans to accelerate the write off in November, 2002. of NPL. Although a genuine solution to the NPL problem is still pending, the The JASDAQ Index managed to short-term performance of the Banking post a temporary rebound towards sector will be subject to various late November 2002, supported by influences. Mainly, these will include improved sentiment on Wall Street, the results of another round of special the news of Iraq's acceptance of inspections by the FSA, implementation the United Nations ("UN") of the discounted cash flow ("DCF") resolution on weapons inspections method for evaluating loans, discussion and favorable first half business about treatment of deferred tax results from Japanese companies, accounting, and the effectiveness of the but the recovery did not last long. Industrial Revitalization Corporation. The upside was limited by weaker In particular, the feed back mechanism domestic macroeconomic figures and whereby share prices are an important geopolitical risks. Meanwhile, low factor for balance sheet health of the valuations and rather robust Banking sector will remain the same. corporate earnings momentum have been supportive factors. The JASDAQ In the meantime, it is difficult to Index moved a relatively narrow expect any upside potential in the stock range towards the end of the market from the top-down point of view. 12-month period. Nevertheless, the Fund believes the downside risk to the Japanese market is Outlook and Future Strategy fairly limited, particularly such smaller capitalization stocks as the Fundamental conditions Fund is investing in, based on current surrounding the Tokyo stock index valuation levels. Once investors have have made little progress. The Fund gained confidence that earnings will expects the current cyclical continue into the next fiscal year, the recovery to peak soon, weak supply Fund may start to see some upside and demand conditions will persist, potential. Under these circumstances, and the non-performing loan ("NPL") the Fund will continue to identify problem should continue to weigh on oversold companies and add value by the banks. Meanwhile, geopolitical taking advantage of these opportunities. risks are adding to this uncertainty. Hence, the Fund still We appreciate your continuing expects the market to trade within support of your Fund. a narrow range around the current level for the time being. Sincerely, Industrial production, one of /s/ Kazuhiko Hama the most reliable economic indicators, now appears to have Kazuhiko Hama entered a downtrend, after President declining for five consecutive months. Despite the evidence of a renewed slow-down, the government failed to propose any serious measures to remedy it, instead offering an ineffective stimulus package that includes tax cuts of 1.8 trillion Yen. The impact will be limited. Although the pressure on monetary policy is growing and the controversy over adopting an inflation-targeting policy is likely to continue, it is premature to expect any beneficial impact on the real economy. Meanwhile, as a practical effort to support the economy, the Bank of Japan is expected to step up its monetary easing through traditional methods such as outright purchases of government bonds. ------------------------------------------------------------------------------ INTERNET WEBSITE NAM-U.S.A. has established an Internet website which highlights history, investment philosophy and process and products, which includes the Fund. The Internet web address is www.nomura-asset.com. We invite you to view the Internet website. ------------------------------------------------------------------------------ 2 JAPAN SMALLER CAPITALIZATION FUND, INC. FUND HIGHLIGHTS-FEBRUARY 28, 2003 KEY STATISTICS Net Assets................................................................. $90,929,599 Net Asset Value per Share.................................................. $5.74 Closing NYSE Market Price.................................................. $6.38 Percentage Change in Net Asset Value per Share*+........................... (2.0%) Percentage Change in NYSE Market Price*+................................... 15.4% MARKET INDICES Percentage change in market indices:* YEN U.S. $ --- ------ TOPIX..................................................................... (19.2%) (8.5%) Nikkei Average............................................................ (21.0%) (10.5%) JASDAQ.................................................................... (14.8%) (3.4%) Nikkei OTC Average........................................................ (10.9%) 0.9% *From March 1, 2002 through February 28, 2003. +Reflects the percentage change in share price. ASSET ALLOCATION Japanese Equities OTC Stocks............................................................. 60.8% Other Smaller Capitalization Stocks.................................... 30.3 TSE First Section Stocks............................................... 8.0 ------ Total Investments......................................................... 99.1 Other Assets Less Liabilities, Net........................................ 0.9 ------- Net Assets........................................................... 100.0% ===== INDUSTRY DIVERSIFICATION % of % of Net Assets Net Assets ---------- ---------- Retail.................................... 18.2 Food Manufacturing........................ 3.9 Chemicals and Pharmaceuticals............. 13.2 Machinery and Machine Tools............... 3.3 Information and Software.................. 11.3 Restaurants............................... 2.8 Miscellaneous Manufacturing............... 11.2 Electric.................................. 2.5 Services.................................. 9.2 Real Estate and Warehouse................. 1.8 Electronics............................... 8.6 Textiles and Apparel...................... 1.6 Wholesale................................. 6.2 Banks and Finance......................... 0.7 Automotive Equipment and Parts............ 4.4 Telecommunications........................ 0.2 TEN LARGEST EQUITY HOLDINGS BY MARKET VALUE Market % of Security Value Net Assets -------- ----- ---------- Yahoo Japan Corp......................................................................... $4,348,135 4.8 Chiyoda Co. Ltd.......................................................................... 3,180,724 3.5 Hakuto Co., Ltd.......................................................................... 2,653,144 2.9 C. Uyemura & Co., Ltd.................................................................... 2,504,847 2.7 T & K Toka Co., Ltd...................................................................... 2,475,176 2.7 Kuroda Electric Co., Ltd................................................................. 2,302,715 2.5 Nitori Co., Ltd.......................................................................... 1,854,453 2.1 USS Co., Ltd............................................................................. 1,682,568 1.9 Toys R Us-Japan, Ltd..................................................................... 1,654,825 1.8 Otsuka Kagu, Ltd......................................................................... 1,638,873 1.8 JAPAN SMALLER CAPITALIZATION FUND, INC. ----------------------------------------------------------------------------- REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Shareholders of Japan Smaller Capitalization Fund, Inc. In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Japan Smaller Capitalization Fund, Inc. (the "Fund") at February 28, 2003, 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 five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 28, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, New York April 23, 2003 ----------------------------------------------------------------------------- JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* FEBRUARY 28, 2003 % of Market Net Shares Cost Value Assets ---------- ---------------- -------------- ------------ EQUITY SECURITIES Automotive Equipment and Parts Exedy Corporation.............................................. 219,400 $ 2,040,871 $ 1,577,349 1.7 Automobile clutches Musashi Seimitsu Industry Co., Ltd............................. 49,000 873,699 932,504 1.0 Ball joints, camshafts and gears Nippon Cable Systems Inc....................................... 135,000 1,238,251 1,256,026 1.4 Control cables SPK Corporation................................................ 22,600 247,799 238,559 0.3 ---------------- -------------- ------------ Replacement parts Total Automotive Equipment and Parts........................... 4,400,620 4,004,438 4.4 ---------------- -------------- ------------ Banks and Finance Aiful Corporation.............................................. 17,050 1,440,881 641,737 0.7 ---------------- -------------- ------------ Consumer loans Chemicals and Pharmaceuticals Arisawa Manufacturing Co., Ltd................................. 73,700 1,279,085 1,477,366 1.6 Glassfibers and insulating resins C. Uyemura & Co., Ltd.......................................... 174,000 3,203,723 2,504,847 2.7 Chemicals See notes to financial statements 4 JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* -- Continued FEBRUARY 28, 2003 % of Market Net Shares Cost Value Assets ---------- ---------------- -------------- ------------ FP Corporation................................................. 29,500 $ 1,115,851 $ 344,329 0.4 Polystyrene and other synthetic resin foodware Konishi Co., Ltd............................................... 122,500 1,359,853 1,037,152 1.1 Adhesives and construction sealants Mandom Corporation............................................. 69,000 962,431 1,342,299 1.5 Cosmetic products........................................... Matsumoto Yushi-Seiyaku Co., Ltd. ............................. 68,000 1,318,945 897,234 1.0 Analgesic anti-inflammatory agents Milbon Co., Ltd................................................ 51,260 1,526,033 1,079,569 1.2 Hair-care products for beauty salons Shizuokagas Co., Ltd........................................... 366,000 1,024,377 866,785 1.0 Natural gas supplier T & K Toka Co., Ltd. .......................................... 94,400 2,438,803 2,475,176 2.7 ---------------- -------------- ------------ Ink for printing Total Chemicals and Pharmaceuticals............................ 14,229,101 12,024,757 13.2 ---------------- -------------- ------------ Electric Eneserve Corporation........................................... 28,000 688,269 949,674 1.0 Electric generators system for supermarkets Mirai Industry Co., Ltd........................................ 261,00 2,586,427 1,346,613 1.5 ---------------- -------------- ------------ Plastic molded electric materials Total Electric................................................. 3,274,696 2,296,287 2.5 ---------------- -------------- ------------ Electronics Chiyoda Integre Co., Ltd....................................... 103,100 1,219,654 1,523,435 1.7 Electronic components Consel Co., Ltd................................................ 76,500 1,986,521 1,459,084 1.6 Electrical machinery Dainippon Screen Mfg. Co., Ltd.+............................... 40,000 168,138 181,003 0.2 Electronic components Fuji Electric Industry Co., Ltd. .............................. 93,000 993,449 314,641 0.4 Electronic parts Fukuda Denshi Co............................................... 39,000 961,762 527,785 0.6 Medical electronic equipment Kuroda Electric Co., Ltd....................................... 110,000 1,595,357 2,302,715 2.5 Materials and components Nagano Keiki Co., Ltd.......................................... 48,279 811,517 355,263 0.4 Measuring instruments UMC Japan+..................................................... 1,940 3,971,079 1,128,918 1.2 ---------------- -------------- ------------ Semiconductor memory chips Total Electronics.............................................. 11,707,477 7,792,844 8.6 ---------------- -------------- ------------ Food Manufacturing Arcs Co., Ltd. ................................................ 125,400 1,606,660 779,574 0.9 Supermarket chain Ariake Japan Co., Ltd. ........................................ 32,300 739,366 774,512 0.8 Natural seasonings Kakiyasu Honten Co., Ltd. ..................................... 62,000 674,732 671,234 0.7 Processed meat products, fresh meats, and side dishes See notes to financial statements 5 JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* -- Continued FEBRUARY 28, 2003 % of Market Net Shares Cost Value Assets ---------- ---------------- -------------- ------------ Ozeki Co., Ltd................................................. 12,000 $ 1,132,929 $ 262,877 0.3 Supermarket chain Plenus Co., Ltd................................................ 45,360 1,083,852 1,085,755 1.2 ---------------- -------------- ------------ Japanese lunch-boxes Total Food Manufacturing....................................... 5,237,539 3,573,952 3.9 ---------------- -------------- ------------ Information and Software Argo Graphics Inc.............................................. 36,000 896,182 398,884 0.4 Computer aided design software CAC Corp....................................................... 147,00 2,325,072 733,570 0.8 Information technology services Fuji Soft ABC Inc. ............................................ 13,300 836,138 230,610 0.3 Computer systems development Fujitsu Broad Solution & Consulting Inc. ...................... 44,500 1,794,921 193,086 0.2 Business application software Index Corporation.............................................. 231 638,261 810,835 0.9 Cellular phone, internet content Konami Computer Entertainment Tokyo, Inc....................... 123,460 1,419,135 1,629,008 1.8 Video games software Trend Micro Inc.+.............................................. 19,500 1,488,482 323,763 0.4 Computer software, anti-virus server Works Applications Co., Ltd.+.................................. 342 1,348,540 1,573,611 1.7 Software development Yahoo Japan Corp.+............................................. 252 11,237,066 4,348,135 4.8 ---------------- -------------- ------------ Internet services Total Information and Software................................. 21,983,797 10,241,502 11.3 ---------------- -------------- ------------ Machinery and Machine Tools Disco Corp..................................................... 20,200 1,335,895 724,419 0.8 Dicing saws for semiconductors Suruga Seiki Co., Ltd.......................................... 20,000 540,974 113,338 0.1 Industrial mechanical equipment THK Co., Ltd................................................... 126,200 3,951,011 1,280,893 1.4 Linear motion systems for industrial machines Yushin Precision Equipment Co., Ltd............................ 57,800 2,342,621 904,424 1.0 Injection molding related machinery Total Machinery and Machine Tools.............................. 8,170,501 3,023,074 3.3 Miscellaneous Manufacturing Central Glass Co., Ltd......................................... 336,000 1,759,202 1,585,790 1.7 Glass products Eidai Kako Co., Ltd............................................ 139,000 1,042,977 411,486 0.5 Synthetic resin processed products Fuji Seal, Inc. ............................................... 19,700 542,646 808,128 0.9 Packing materials Fujimi Inc. ................................................... 73,200 2,098,075 1,578,787 1.7 Polishing materials for silicone wafers Hoden Seimitsu Kako Kenkyusho Co., Ltd. ....................... 62,000 1,015,688 288,421 0.3 Aluminum extruding molds Mani, Inc. .................................................... 66,200 962,882 946,274 1.1 Medical goods and equipment See notes to financial statements 6 JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* -- Continued FEBRUARY 28, 2003 % of Market Net Shares Cost Value Assets ---------- ---------------- -------------- ------------ Maruko Co., Ltd. .............................................. 94,800 # 1,127,947 $ 718,437 0.8 Intimate apparel Nichiha Corporation............................................ 194,600 1,739,791 1,269,023 1.4 Ceramic exterior walls and fiberboards Nippon Kodoshi Corp. .......................................... 188,000 2,839,396 1,160,788 1.3 Paper for electric insulation Suruga Co., Ltd. .............................................. 83,600 1,270,192 1,392,980 1.5 ---------------- -------------- ------------ Daily necessities, novelties and promotional items Total Miscellaneous Manufacturing.............................. 14,398,796 10,160,114 11.2 ---------------- -------------- ------------ Real Estate and Warehouse Nippon Kanzai Co., Ltd. ....................................... 75,580 1,103,449 1,122,545 1.3 Comprehensive building maintenance Recrm Research Co., Ltd.+ ..................................... 945 1,172,071 475,577 0.5 ---------------- -------------- ------------ Total Real Estate and Warehouse................................ 2,275,520 1,598,122 1.8 ---------------- -------------- ------------ Restaurants Saint Marc Co., Ltd. .......................................... 34,700 961,983 862,877 0.9 Restaurants and bakery shop chain Saizeriya Co., Ltd. ........................................... 78,260 1,995,846 794,978 0.9 Italian restaurant chain Watami Food Service Co., Ltd. ................................. 159,350 2,489,530 888,198 1.0 ---------------- -------------- ------------ Restaurant chain Total Restaurants.............................................. 5,447,359 2,546,053 2.8 ---------------- -------------- ------------ Retail Cawachi Limited................................................ 22,400 1,241,833 1,491,060 1.6 Drug store chain Chiyoda Co., Ltd. ............................................. 402,200 2,708,042 3,180,724 3.5 Specialty store chain Kyoto Kimono Yuzen Co., Ltd. .................................. 577 2,014,182 1,024,867 1.1 Japanese traditional kimonos Nissen Co., Ltd................................................ 108,600 438,483 987,440 1.1 Mail-order business Nitori Co., Ltd. .............................................. 48,400 1,851,655 1,854,453 2.1 Home furnishings Otsuka Kagu, Ltd............................................... 80,400 3,939,939 1,638,873 1.8 Furniture Prime Network Inc. ............................................ 440 1,037,939 669,881 0.7 TV shopping business Toys R Us-Japan, Ltd........................................... 150,500 4,069,478 1,654,825 1.8 Toy chain stores Uoriki Co., Ltd................................................ 227,200 1,914,960 1,546,951 1.7 Fresh fish and sushi stores USS Co., Ltd................................................... 34,900 778,961 1,628,568 1.9 Automobile auction Yamada Denki Co., Ltd.......................................... 42,200 1,025,120 851,281 0.9 ---------------- -------------- ------------ Consumer electronics Total Retail................................................... 21,020,460 16,582,923 18.2 ---------------- -------------- ------------ See notes to financial statements 7 JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* -- Continued FEBRUARY 28, 2003 % of Market Net Shares Cost Value Assets ---------- ---------------- -------------- ------------ Services Alps Logistics Co., Ltd. ...................................... 20,000 $ 118,171 $ 118,413 0.1 Transportation Bellsystem 24, Inc. ........................................... 3,100 1,015,540 490,053 0.5 Telemarketing E-System Corporation+.......................................... 1,260 1,251,298 959,147 1.1 Consulting services Future System Consulting Corporation........................... 192 1,081,561 438,467 0.5 Information system and consulting services Hu-Management Japan Co., Ltd. ................................. 192 254,370 441,715 0.5 Employment consulting services Nichii Gakkan Company.......................................... 29,600 1,434,734 1,434,560 1.6 Hospital administration services Nissin Healthcare Food Service Co., Ltd........................ 86,400 1,601,713 1,425,091 1.6 Nursing home caterer Sodexho Japan Co., Ltd. ....................................... 157,000 3,331,323 497,970 0.5 Nursing home caterer Toei Animation Co., Ltd. ...................................... 12,000 634,388 619,132 0.7 Animated cartoon movies production Tow Co., Ltd................................................... 226,720 1,403,612 1,208,099 1.3 Entertainment Weathernews Inc................................................ 147,300 1,816,185 710,150 0.8 ---------------- -------------- ------------ Customer weather forecasting services Total Services................................................. 13,942,895 8,342,725 9.2 ---------------- -------------- ------------ Telecommunications Nippon Antenna Co., Ltd........................................ 37,000 585,606 251,924 0.2 ---------------- -------------- ------------ Communication related equipment Textiles and Apparel United Arrows Limited.......................................... 53,800 972,762 1,451,594 1.6 ---------------- -------------- ------------ Casual clothes Wholesale ArcLand Sakamoto Co., Ltd...................................... 125,400 1,502,668 880,335 1.0 Home appliances C-Two Network Co., Ltd......................................... 42,300 1,313,377 932,010 1.0 Process foods Hakudo Co., Ltd. .............................................. 115,000 555,909 423,116 0.5 Metal products Hakuto Co., Ltd................................................ 244,300 3,313,603 2,653,144 2.9 Electric parts Kato Sangyo Co., Ltd........................................... 54,000 312,406 345,750 0.4 Processed foods Toba, Inc. .................................................... 67,000 1,015,391 353,616 0.4 ---------------- -------------- ------------ Trading company for control systems Total Wholesale................................................ 8,013,354 5,587,971 6.2 ---------------- -------------- ------------ TOTAL INVESTMENT IN EQUITY SECURITIES.......................... 137,101,364 90,120,017 99.1 ---------------- -------------- ------------ See notes to financial statements 8 JAPAN SMALLER CAPITALIZATION FUND, INC. SCHEDULE OF INVESTMENTS* -- Continued FEBRUARY 28, 2003 INVESTMENTS IN FOREIGN CURRENCY Hong Kong Shanghai Bank-Tokyo Non-interest bearing account................................ JPY 1,900,000 $ 16,070 $ 16,070 0.0 ---------------- -------------- ------------ TOTAL INVESTMENTS IN FOREIGN CURRENCY.......................... 16,070 16,070 0.0 ---------------- -------------- ------------ TOTAL INVESTMENTS.............................................. 137,117,434 90,136,087 99.1 ---------------- -------------- ------------ OTHER ASSETS LESS LIABILITIES, NET............................. 796,054 793,512 0.9 ---------------- -------------- ------------ NET ASSETS..................................................... $137,913,488 $90,929,599 100.0 ================ ============== ============ ------------------ *The description following each investment is unaudited and not covered by the Report for Independent Accountants. +Non-income producing security. Portfolio securities and foreign currency holdings were translated at the following exchange rate as of February 28, 2003. Japanese Yen......JPY (Y) 118.23 = $1.00 See notes to financial statements 9 JAPAN SMALLER CAPITALIZATION FUND, INC. STATEMENT OF ASSETS AND LIABILITIES FEBRUARY 28, 2003 ASSETS: Investments in securities, at market value (cost--$137,101,364)............................ $90,120,017 Investments in foreign currency, at market value (cost--$16,070)........................... 16,070 Cash...................................................................................... 853,963 Receivable for investments sold........................................................... 1,073,874 Receivable for dividends and interest, net of withholding taxes........................... 166,303 Prepaid expenses.......................................................................... 29,206 ----------- Total Assets........................................................................ 92,259,433 ----------- LIABILITIES: Payable for investments purchased......................................................... 1,090,445 Accrued management fee.................................................................... 68,586 Other accrued expenses.................................................................... 170,803 ----------- Total Liabilities................................................................... 1,329,834 ----------- NET ASSETS: Capital stock (par value of 15,846,384 shares of capital stock outstanding, authorized 100,000,000, par value $0.10 each).............................. 1,584,638 Paid-in capital........................................................................... 167,555,482 Accumulated net realized loss on investments and foreign currency transactions............................................................................ (31,226,632) Unrealized net depreciation on investments and foreign exchange........................... (46,983,889) ----------- Net Assets.......................................................................... $90,929,599 ----------- Net asset value per share................................................................. $5.74 =========== See notes to financial statements 10 JAPAN SMALLER CAPITALIZATION FUND, INC. STATEMENT OF OPERATIONS FOR THE YEAR ENDED FEBRUARY 28, 2003 INCOME: Dividend income (less $158,453 withholding taxes)...................................... $897,898 Interest income........................................................................ 11,282 Total Income................................................................ $909,180 ----------- EXPENSES: Management fee......................................................................... 1,081,500 Custodian fees......................................................................... 197,500 Legal fees............................................................................. 137,617 Auditing and tax reporting fees........................................................ 61,465 Registration fees...................................................................... 55,975 Shareholder reports.................................................................... 49,895 Directors' fees and expenses........................................................... 34,150 Annual meeting expenses................................................................ 27,995 Transfer agency fees................................................................... 20,075 Miscellaneous.......................................................................... 9,855 Insurance.............................................................................. 5,770 Total Expenses.............................................................. 1,681,797 ----------- INVESTMENT LOSS--NET.................................................................... (772,617) ----------- REALIZED AND UNREALIZED GAIN(LOSS) ON INVESTMENT CURRENCY: Realized loss on investments and foreign currency transactions: Net realized loss on investments....................................................... (5,991,125) Net realized gain on foreign exchange.................................................. 18,060 ----------- Net realized loss on investments and foreign exchange.................................. (5,973,065) Change in net unrealized appreciation on translation of foreign currency and other assets and liabilities denominated in foreign currency.................... 18,198,493 Change in net unrealized depreciation on investments................................... (13,338,681) ----------- Net realized and unrealized loss on investments and foreign exchange................... (1,113,253) ----------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS................................... ($1,885,870) =========== See notes to financial statements 11 JAPAN SMALLER CAPITALIZATION FUND, INC. STATEMENT OF CHANGES IN NET ASSETS For the Year Ended --------------------------------------- February 28, 2003 February 28, 2002 ----------------- ----------------- FROM INVESTMENT ACTIVITIES: Net investment loss...................................................... ($772,617) ($912,515) Net realized loss on investments......................................... (5,991,125) (14,623,705) Net realized gain/loss on foreign exchange............................... 18,060 (7,707,669) Change in net unrealized appreciation/depreciation on investments and foreign exchange....................................... 4,859,812 (2,947,753) ------------- ------------ Decrease in net assets derived from investment activities................ (1,885,870) (26,191,642) ------------- ------------ FROM DISTRIBUTIONS TO SHAREHOLDERS: Long term capital gains ($0.00 and $0.08 per share, respectively)........ 0 (1,267,704) ------------- ------------ Decrease in net assets derived from distributions to shareholders........ 0 (1,267,704) ------------- ------------ Net decrease in net assets............................................... (1,885,870) (27,459,346) ------------- ------------ NET ASSETS: Beginning of year........................................................ 92,815,469 120,274,815 ------------ ------------ End of year (including accumulated net investment losses of $842,382 and $69,765, respectively..................................... $ 90,929,599 $92,815,469 ============ ============= See notes to financial statements 12 JAPAN SMALLER CAPITALIZATION FUND, INC. NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies (b) Foreign Currency Transactions -- Transactions denominated in Japanese Japan Smaller Capitalization yen are recorded in the Fund's records Fund, Inc. (the "Fund") is at the current prevailing rate at the registered under the Investment time of the transaction. Asset and Company Act of 1940 as a liability accounts that are denominated non-diversified, closed-end in yen are adjusted to reflect the management investment company. The current exchange rate at the end of the Fund was incorporated in Maryland period. Transaction gains or losses on January 25, 1990 and investment resulting from changes in the exchange operations commenced on March 21, rate during the reporting period or upon 1990. The Fund issued to its settlement of foreign currency shareholders of record as of the transactions are included in operations close of business on October 25, for the current period. 1999 non-transferable Rights to subscribe for up to an aggregate of The net assets of the Fund are 3,804,940 shares of Common Stock of presented at the exchange rate and the Fund at a rate of one share of market values at the end of the period. Common Stock for three Rights held The Fund isolates that portion of the ("Primary Subscription"). The Fund change in unrealized appreciation had the ability to increase the (depreciation) included in the statement number of shares subscribed for in of operations arising as a result of this offering by up to 25% of the changes in Japanese yen rates at Primary Subscription, or an February 28, 2003 on investments and additional 951,235 shares, to honor other assets and liabilities. Net record date shareholder requests to realized foreign exchange gains or purchase more shares. During losses includes gains or losses arising November 1999, the Fund issued a from sales of portfolio securities, total of 4,458,565 shares of Common sales and maturities of short-term Stock on exercise of such Rights at securities, currency gains or losses the subscription price of $11.99 realized between the trade and per share, compared to a net asset settlement dates on securities value per share of $16.20 and a transactions, the difference between the market value per share of $12.6875. amounts of dividends, interest, and Additionally, a sales load of 3.75% foreign withholding taxes recorded on was charged to each share issued. the Fund's books, and the U.S. dollar Right offering costs of equivalent of the amounts actually approximately $546,000 and the received or paid. sales load were charged directly against the proceeds of the Rights (c) Security Transactions, Offering. The following is a Investment Income and Distributions to summary of significant accounting Shareholders -- Security transactions policies followed by the Fund. are accounted for on the trade date. Dividend income and distributions are (a) Valuation of Securities -- recorded on the ex-dividend date and Investments traded in the interest income is recorded on the over-the-counter market are valued accrual basis. Realized gains and losses at the last reported sales price as on the sale of investments are of the close of business on the day calculated on the identified cost basis. the securities are being valued or, if none is available, at the mean Distributions from net investment of the bid and offer price at the income and net realized gains are close of business on such day or, determined in accordance with Federal if none is available, the last income tax regulations, which may differ reported sales price. Portfolio from generally accepted accounting securities which are traded on principles. To the extent these stock exchanges are valued at the "book/tax" differences are permanent in last sales price on the principal nature (i.e., that they result from market on which securities are other than timing of traded or lacking any sales, at the recognition--"temporary"), such accounts last available bid price. are reclassified within the capital Short-term debt securities which accounts based on their Federal mature in 60 days or less are tax-basis treatment; temporary valued at amortized cost if their differences do not require original maturity at the date of reclassification. Dividends and purchase was 60 days or less, or by distributions which exceed net realized amortizing their value on the 61st gains for financial reporting purposes, day prior to maturity if their term but not for tax purposes, are reported to maturity at the date of purchase as distributions in excess of net exceeded 60 days. Securities and realized gains. other asset for which market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Board of Directors of the Fund. 13 JAPAN SMALLER CAPITALIZATION FUND, INC. NOTES TO FINANCIAL STATEMENTS -- Continued (d) Income Taxes -- A 2. Management Agreement and provision for United States income Transactions With Affiliated Persons taxes has not been made since it is the intention of the Fund to Nomura Asset Management U.S.A. Inc. qualify as a regulated investment (the "Manager") acts as the Manager of company under the Internal Revenue the Fund pursuant to a management Code and to distribute within the agreement. Under the agreement, the allowable time limit all taxable Manager provides all office space, income to its shareholders. facilities and personnel necessary to perform its duties. Pursuant to such Under Japanese tax laws, a management agreement, the Manager has withholding tax is imposed on retained its parent company, Nomura dividends at a rate of 15% and on Asset Management Co., Ltd. (the interest at a rate of 10% and such "Investment Adviser"), to act as withholding taxes are reflected as investment adviser for the Fund. a reduction of the related revenue. There is no withholding tax on As compensation for its services to realized gains. the Fund, the Manager receives a monthly fee at the annual rate of 1.10% of the (e) Capital Account value of the Fund's average weekly net Reclassification -- For the year assets not in excess of $50 million, ended February 28, 2003, the Fund's 1.00% of the Fund's average weekly net accumulated net realized loss was assets in excess of $50 million but not increased by $44,279 and paid in exceeding $100 million, .90% of the capital was decreased by $798,103, Fund's average weekly net assets in with an off-setting decrease in excess of $100 million but not exceeding accumulated net investment loss of $175 million, and .80% of the Fund's $842,382. This adjustment was average weekly net assets in excess of primarily the result of the $175 million. For services performed reclassification of foreign under the Investment Advisory Agreement, currency gains and the net the Investment Adviser receives a operating loss. monthly fee from the Manager at the annual rate of .50% of the Fund's (f) Use of Estimates in average weekly net assets not in excess Financial Statement Preparation -- of $50 million, .45% of the Fund's The preparation of financial average weekly net assets in excess of statements in accordance with $50 million but not in excess of $100 generally accepted accounting million, .40% of the Fund's average principles requires management to weekly net assets in excess of $100 make estimates and assumptions that million but not exceeding $175 million, affect the reported amounts and and .35% of the Fund's average weekly disclosures in the financial net assets in excess of $175 million. statements. Actual results could Under the Management Agreement, the Fund differ from these estimates. accrued fees to the Manager of $1,081,500 for the year ended February (g) Concentration of Risk -- A 28, 2003. Under the Investment Advisory significant portion of the Fund's Agreement, the Manager informed the Fund net assets consists of Japanese that the Investment Adviser earned fees securities which involve certain of $488,881 for the year ended February considerations and risks not 28, 2003. At February 28, 2003, the fee typically associated with payable to the Manager, by the Fund, was investments in the United States. $68,586. In addition to the smaller size, and greater volatility, there is Certain officers and/or directors often substantially less publicly of the Fund are officers and/or available information about directors of the Manager. Nomura Japanese issuers than there is Securities Co., Ltd. (the Manager's about U.S. issuers. Future economic affiliate) and its affiliates earned and political developments in Japan $3,588 in commissions on the execution could adversely affect the value of of portfolio security transactions for securities in which the Fund is the year ended February 28, 2003. The invested. Further, the Fund may be Fund pays each Director not affiliated exposed to currency devaluation and with the Manager an annual fee of $5,000 other exchange rate fluctuations. plus $500 per meeting attended, together with such Director's actual expenses (h) Indemnifications -- In the related to attendance at meetings. Such normal course of business, the Fund fees and expenses for unaffiliated enters into contracts that contain Directors aggregated $34,150, for the a variety of representations which year ended February 28, 2003. provide general indemnifications. The Fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote. 14 JAPAN SMALLER CAPITALIZATION FUND, INC. NOTES TO FINANCIAL STATEMENTS -- Continued 3. Purchases and Sales of Investments Purchases and sales of investments, exclusive of investments in foreign currencies and short-term securities, for the year ended February 28, 2003 were $28,744,945 and $29,642,776, respectively. As of February 28, 2003, net unrealized depreciation on investments exclusive of investments in foreign currency and short-term securities for Federal income tax purposes was $47,072,030 of which $5,905,478 related to appreciated securities and $52,977,508 related to depreciated securities. The aggregate cost of investments, exclusive of investments in foreign currencies of $16,070, at February 28, 2003 for Federal income tax purposes was $137,192,047. In accordance with U.S. Treasury regulations, the Fund elected to defer $345,077 of net realized foreign currency losses and $1,945,147 of net realized capital losses arising after October 31, 2002. Such losses are treated for tax purposes as arising on March 1, 2003. The Fund has a capital loss carryforward as of February 28, 2003 of approximately $28,827,665 of which, $22,683,799 expires February 28, 2010 and $6,143,866 expires February 28, 2011. 15 JAPAN SMALLER CAPITALIZATION FUND, INC. NOTES TO FINANCIAL STATEMENTS--Continued FINANCIAL HIGHLIGHTS Selected per share data and ratios for a share of common stock outstanding throughout the period. For the Year Ended ------------------------------------------------------------------------- February 28, February 29, February 28, ---------------------------------------- -------------- ------------- 2003 2002 2001 2000 1999 ---------- ---------- ----------- -------------- ------------- Net asset value, beginning of year................ $5.86 $7.59 $16.39 $5.86 $4.85 Rights Offering costs*............................ -- -- -- (0.16) -- Net investment loss@........................... (0.05) (0.06) (0.09) (0.11) (0.04) Net realized and unrealized gain (loss) on investments and foreign currency.......... (0.07) (1.59) (7.89) 11.99 1.06 Total from investment operations............... (0.12) (1.65) (7.98) 11.88 1.02 Distributions to shareholders from: Net realized capital gains..................... -- (0.08) (0.82) -- -- Net investment income.......................... -- -- -- -- (0.01) ---------- ---------- ----------- -------------- ------------- Total distributions............................... 0.00 (0.08) (0.82) 0.00 (0.01) Decrease in net asset value due to shares issued through Rights Offering*....................... -- -- -- (1.19) -- ---------- ---------- ----------- -------------- ------------- Net asset value, end of period.................... $5.74 $5.86 $7.59 $16.39 $5.86 ========== ========== =========== ============== ============= Market value, end of period....................... $6.38 $5.53 $6.89 $11.00 $6.25 Total investment return+.......................... 15.4% (18.6%) (31.1%) 76.0% 8.8% Ratio to average net assets/supplemental data: Net assets, end of period (in 000)............. $90,930 $92,815 $120,275 $259,766 $66,740 Operating expenses............................. 1.63% 1.58% 1.33% 1.33% 1.80% Net investment loss............................ (0.75%) (0.84%) (0.76%) (0.86%) (0.82%) Portfolio turnover............................. 28% 38% 78% 50% 35% +Based on market value per share, adjusted for reinvestment of income dividends and long term capital gain distributions, and capital shares transactions. Total return does not reflect sales commissions. *Decrease is due to Rights Offering (see note 1). @Based on average shares outstanding. 16 Supplemental Shareholder Information (Unaudited) The 2002 Annual Meeting of the Shareholders of the Fund was held at the Fund's offices, 180 Maiden Lane, New York, New York on November 12, 2002. The purpose of the meeting was to elect five Directors to serve for the ensuing year; and to transact such other business as may properly come before the Meeting or any adjournment thereof. At the Meeting, the following persons were elected by the shareholders to serve as Directors of the Fund: William G. Barker, Jr., Kazuhiko Hama, Chor Weng Tan, Arthur R. Taylor, and John F. Wallace. No other business was transacted at the meeting. The results of the voting at the Annual Meeting are as follows: 1. To elect the Fund's Board of Directors: % of % of outstanding Shares Voted outstanding Shares Voted For Shares Withhold Authority Shares ---------------- ----------- ------------------ ----------- William G. Barker, Jr................... 11,321,612 71.4 281,445 1.4 Kazuhiko Hama........................... 11,324,223 71.5 215,834 1.3 Chor Weng Tax........................... 11,336,330 71.5 203,727 1.3 Arthur R. Taylor........................ 11,317,784 71.4 222,273 1.4 John F. Wallace......................... 11,323,130 71.5 216,927 1.3 REVIEW OF THE FUND'S MARKET PRICE COMPARED TO NET ASSET VALUE Shares of closed-end investment companies, including funds focusing on a single country, have at various times traded at both premiums and discounts to their net asset value ("NAV"). Although the shares of the Fund have traded at such a premium, they also have traded at a discount from NAV. Since the Fund was established, the Board of Directors on a quarterly basis has reviewed the trading price of the Fund's shares. The purpose of such review has been to determine whether a discount exists and, if so, whether it would be in shareholders' overall best interests for the Fund to conduct share repurchases, make an issuer tender offer for shares or consider another means of possibly reducing the discount. For example, the Board of Directors has also considered whether it would be in the best interests of the Fund to convert to an open-end fund or to an interval fund, which is a form of investment company that makes periodic share repurchases at prices based on NAV. To date, the Board of Directors has not authorized open-market share repurchases or a tender offer for shares of the Fund. The Board of Directors also has not felt that it would be in the best interests of the Fund or its shareholders to convert to an open-end fund or an interval fund. As a "country fund", emphasizing a smaller capitalization segment of the market, the Fund's NAV is more volatile than might be the case for a fund with a broader investment focus. The Board of Directors believe that converting the Fund to either an open-end or interval fund would subject the Fund to redemptions or repurchases at times when liquidation of portfolio securities could disadvantage remaining shareholders, and they believe that the recent volatility of the financial markets in Japan supports their view. Additionally, since an open-end fund has a limited ability to invest in illiquid securities, such a conversion could hinder the Fund's ability to pursue its investment objectives. The Board of Directors intend to continue to review, on a quarterly basis, the trading market for the Fund's shares. 17 JAPAN SMALLER CAPITALIZATION FUND, INC. DIVIDEND REINVESTMENT PLAN The Dividend Reinvestment Plan purchase shares until all investments (the "Plan") is available by shareholders have been completed or automatically for any holder of the closing price or the mean between Common Stock with shares registered the bid and ask prices of the shares in his/her own name who wishes to becomes higher than the net asset value, purchase additional shares with in which case the Fund will issue the income dividends or capital gains necessary additional shares from distributions received on shares authorized but unissued shares. If on owned, unless such shareholder the last trading day immediately elected to receive all dividends preceding the dividend payable date, the and capital gain distributions in closing price or the mean between the cash, paid by check and mailed to bid and ask prices of the shares is the shareholder. If a shareholder higher than the net asset value per holds shares in his/her own name, share and if the number of shares communications regarding the Plan previously purchased on the Exchange or should be addressed to the Plan elsewhere is insufficient to satisfy Agent, Equiserve Trust Company, dividend investments, the Fund will N.A. P.O. Box 43011, Providence, RI issue the necessary additional shares 02940-3011. Under the Plan, from authorized but unissued shares. shareholders appoint the Plan Agent There will be no brokerage charges with to reinvest dividends and respect to shares issued directly by the distributions in shares of the Fund to satisfy the dividend investment Fund. Such shares will be acquired requirements. However, each participant by the Plan Agent for shareholders will pay a pro rata share of brokerage either through open market commissions incurred with respect to the purchases if the Fund is trading at Fund's open market purchases of shares. a discount or through the issuance In each case, the cost per share of of authorized but unissued shares shares purchased for each shareholder's if the Fund is trading at net asset account will be the average cost, value or a premium. If the market including brokerage commissions, of any price of a share on the payable shares purchased in the open market plus date of a dividend or distribution the cost of any shares issued by the is at or above the Fund's net asset Fund. For the fiscal year ended February value per share on such date, the 28, 2003, the Fund did not issue any new number of shares to be issued by shares for dividend reinvestment the Fund to each shareholder purposes. The Fund purchased 2,344 receiving shares in lieu of cash shares ($12,752) on the open market for dividends or distributions will be dividend reinvestment purposes. determined by dividing the amount of the cash dividends or Shareholders who elect to hold distributions to which such their shares in the name of a broker or shareholder would be entitled by other nominee should contact such broker the greater of the net asset value or other nominee to determine whether per share on such date or 95% of they may participate in the Plan. To the the market price of a share on such extent such participation is permitted, date. If the market price of a the Plan Agent will administer the Plan share on such distribution date is on the basis of the number of shares below the net asset value per certified from time to time by the share, the number of shares to be broker as representing the total amount issued to such shareholders will be registered in the shareholder's name and determined by dividing such amount, held for the account of beneficial less brokerage commission, by the owners who are participating in such per share market price. Plan. Shareholders that participate in the Plan holding shares in a brokerage Purchases will be made by the account may not be able to transfer the Plan Agent from time to time on the shares to another broker and continue to New York Stock Exchange (the participate in the Plan. Shareholders "Exchange") or elsewhere to satisfy who are participating in the Plan may dividend and distribution withdraw from the Plan at any time. investment requirements under the There will be no penalty for withdrawal Plan. Purchases will be suspended from the Plan, and shareholders who have on any day when the closing price previously withdrawn from the Plan may (for the mean between the closing rejoin it at any time. Changes in bid and ask prices if there were no participation in the Plan should be made sales) of the shares on the by contacting the Plan Agent if the Exchange on the preceding trading shares are held in the shareholder's own day was higher than the net asset name and must be in writing and should value per share. If on the dividend include the shareholder's name and payable date, purchases by the Fund address as they appear on the account are insufficient to satisfy registration. If dividend or distribution investments and on the last trading day immediately preceding the dividend payable date the closing price or the mean between the closing bid and ask prices of the shares is lower than or the same as the net asset value per share, the Plan Agent will continue to 18 the shares are held in the name of The automatic reinvestment of a broker or other nominee, such dividends will not relieve participants person should be contacted of any income taxes that may be payable regarding changes in participation (or required to be withheld) on such in the Plan. Upon withdrawal from dividends. Shareholders receiving the Plan, the Plan Agent will dividends or distributions in the form deliver to the shareholder a of additional shares pursuant to the certificate or certificates for the Plan should be treated for Federal appropriate number of full shares income tax purposes as receiving a and a cash payment for any distribution in an amount equal to the fractional shares. In lieu of amount of money that the shareholder receiving a certificate, the receiving cash dividends or shareholder may request the Plan distributions will receive and should Agent to sell part or all of the have a cost basis in the shares received shareholder's shares at the market equal to such amount. price and remit the proceeds to the shareholder, net of any brokerage The Fund reserves the right to commissions. A $2.50 fee will be amend or terminate the Plan as applied charged by the Plan Agent upon any to any dividend paid subsequent to cash withdrawal or termination. An written notice of the change sent to election to withdraw from the Plan participants in the Plan at least 90 will, until such election is days before the record date for such changed, be deemed to be an dividend. There is no service charge to election by a shareholder to take participants in the Plan; however, the all subsequent distributions in Fund reserves the right to amend the cash. An election will be effective Plan to include a service charge payable only for a dividend or distribution by the participants. All correspondence if it is received by the Plan Agent concerning the Plan, including requests not less than 10 days prior to such for additional information about the record date. Plan, should be directed to the Plan Agent. The Plan Agent will maintain all shareholders' accounts in the Plan, and furnish written confirmation of all transactions in such account, including information needed by shareholders for tax records. Shares in the account of each Plan participant may be held by the Plan Agent in non-certificated form in the name of the participant, and each shareholder's proxy will include those shares purchased or received pursuant to the Plan. ------------------------------------------------------------------------------ SHAREHOLDERS ACCOUNT INFORMATION Shareholders whose accounts are held in their own name may contact the Fund's transfer agent, Equiserve Trust Company, N.A. at (800) 426-5523 for information concerning their accounts. ------------------------------------------------------------------------------ 19 ========================================================== BOARD OF DIRECTORS William G. Barker, Jr. Kazuhiko Hama Chor Weng tan Arthur R. Taylor John F. Wallace OFFICERS Kazuhiko Hama, President Keisuke Haruguchi, Vice President Kenneth L. Munt, Vice President Rita Chopra-Brathwaite, Treasurer Neil A. Daniele, Secretary MANAGER Nomura Asset Management U.S.A. Inc. 180 Maiden Lane New York, New York 10038-4936 Internet Address www.nomura.com JAPAN INVESTMENT ADVISOR Smaller Capitalization Nomura Asset Management Co., Ltd. Fund, Inc. 1-12-1-Chome Nihonbashi, Chuo-ku, Tokyo 103-8260, Japan DIVIDEND PAYING AGENT, TRANSFER AGENT AND REGISTRAR Equiserve Trust Company, N.A. P.O. Box 43011 ANNUAL REPORT Providence, RI 02940-3011 FEBRUARY 28, 2003 CUSTODIAN Brown Brothers Harriman & Co. 40 Water Street Boston, Massachusetts 02109-3661 COUNSEL Sidley Austin Brown & Wood LLP 787 Seventh Avenue New York, New York 10019 INDEPENDENT ACCOUNTANTS PriceWaterhouseCoopers LLP 1177 Avenue of the Americas New York, New York 10036-2798 JAPAN SMALLER CAPITALIZATION FUND, INC. 180 MAIDEN LANE NEW YORK, NEW YORK 10038-4936 ------------------------------------------------------------- This Report, including the Financial Statements, is transmitted to the Shareholders of Japan Smaller Capitalization Fund, Inc. for their information. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in the Report. ==========================================================