Edgar Filing: ASIA PACIFIC FUND INC

The
Asia Pacific
Fund, Inc.

ANNUAL REPORT
March 31, 2002

The Asia Pacific Fund, Inc.
-----------------------------------------

Contents

The Fund's Management 2

Letter to Shareholders 3

Report of the Investment Manager 4

Portfolio of Investments 16

Statement of Assets and Liabilities 20

Statement of Operations 21

Statement of Changes in Net Assets 22

Notes to Financial Statements 23

Financial Highlights 28

Independent Auditors' Report 30

U.S. Federal Tax Information 31

Share Price, Net Asset Value and Distribution History 32

Dividend Reinvestment Plan 33

Management of the Fund 34

Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Fund may purchase, from time to time,
shares of its common stock at market prices.

This report, including the financial statements herein, is transmitted to the
shareholders of The Asia Pacific 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 this report.

The Asia Pacific Fund, Inc.
Gateway Center Three
100 Mulberry Street
Newark, NJ 07102-4077

For general information on the Fund, please call (toll-free) Citigate Dewe
Rogerson, our shareholders' servicing agent at: 1-(888) 4-ASIA-PAC

The Fund's Web Site address is: www.asiapacificfund.com

The Fund's CUSIP number is 044901106

The Asia Pacific Fund, Inc.
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The Fund's Management

Directors
Michael J. Downey, Chairman
David J. Brennan
Robert H. Burns
Olarn Chaipravat
Robert F. Gunia
Douglas Tong Hsu
John A. Morrell
David G. P. Scholfield
Nicholas T. Sibley

Officers
Ronald G. M. Watt, President
Robert F. Gunia, Vice-President and Treasurer
Linda McMullin, Assistant Treasurer
Christine Gerrity-Yacuk, Assistant Treasurer
Deborah A. Docs, Secretary
Vasso-Athene Spanos, Assistant Secretary

Investment Manager
Baring Asset Management (Asia) Limited
1901 Edinburgh Tower
15 Queen's Road Central
Hong Kong

Administrator
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, NJ 07102-4077

Custodian and Transfer Agent
State Street Bank and Trust Company
One Heritage Drive
North Quincy, MA 02171

Independent Auditors
Ernst & Young LLP
5 Times Square
New York, NY 10036

Legal Counsel
Sullivan & Cromwell
125 Broad Street
New York, New York 10004

The Asia Pacific Fund, Inc.
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Letter to Shareholders
May 22, 2002

Dear Shareholders:

In a difficult year for international investing, The
Asia Pacific Fund's net asset value appreciated by
16.1% for the fiscal year ended March 31, 2002,
outperforming its benchmark, the MSCI All Countries
Combined Far East Free ex-Japan Index, by 2.4
percentage points. For the fiscal year the Fund's
stock price appreciated 28.8% and the discount on
its shares narrowed considerably.

It is pleasing to note that these results were
achieved in a year when the US market indices were
essentially flat. The Asia Pacific market
outperformed the major markets and our Fund in turn
outperformed other Asia Pacific funds both on
portfolio returns and in terms of price. We are
pleased that the discount has continued to reduce
from the levels prevailing at the height of the
NASDAQ bubble.

The Fund's performance has been recognized by a
Lipper award granted for the Fund's performance in
calendar year 2001. In this, the Fund's 15th year,
we are pleased that the strong performance of our
Fund has been recognized. The Manager's outlook for
the Asia Pacific region follows in this report.

The Board has been continuously mindful of the
Fund's discount position and has already implemented
tender offers as well as a buy-back program for the
Fund's stock. The Fund has recently announced a
third tender offer for 25% of the Fund's outstanding
shares at the commencement of the offer at a price
representing a 5% discount from the net asset value
per share at the termination of the offer. This
tender offer is expected to commence in the near
future.

The Manager believes that the outlook for the Asia
Pacific region is continuing to improve and
represents a real opportunity for those investors
interested in this region.

Thank you for your support.

Sincerely,

Michael J. Downey,
Chairman

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
for the year ended March 31, 2002

Summary

"Bull markets bear on pessimism, rise on skepticism,
rally on optimism and die on euphoria" - this quote
by Sir John Templeton, the famed emerging markets
investor, summarises succinctly how stock markets
behave. Those investors that read last year's
annual report will remember its message of a strong
belief that the Asian markets were an attractive
investment proposition. It is worth requoting here:-

"The Manager is becoming increasingly optimistic
about the immediate and longer-term outlook for the
Asian markets. The current time is probably an
extremely opportune time to invest in the region,
similar to late 1998 (the height of the Asian
crisis), late 1992 and early 1993 (pre the
liquidity-driven bull market in Asia), and following
the market sell-offs during the events of Tiananmen
Square (1989) or the Gulf War (1991)."

As the quarterly returns in Table 2 indicate, the
optimism was a couple of quarters early, nor did we
foresee the terrorist attacks on the United States
on September 11, 2001. What is not well known is the
fact that the Asian markets have performed
relatively well over the last three years (as Table
1 below shows), although most investors have
remained pessimistic or, at best, skeptical on the
region. Hence, the Manager's belief that Asia is
still at the relatively early stage of what may
prove to be a multi-year recovery. Moreover,
international asset allocators are now becoming
willing to invest further in Asia especially if
events in the US or Europe do not improve markedly.

Table 1. Performance of Asia Pacific and US Markets

Market Price 1 Yr to 2 Yrs to 3 Yrs to
Returns (%) end March 2002 end March 2002 end March 2002

MSCI Far East Free Ex-Japan 11.3 -31.3 0.8
MSCI World Index -4.7 -30.0 -14.8
S&P Composite 500 -1.1 -23.4 -10.8
NASDAQ 0.3 -59.6 -25.0

Source: Factset (Baring Asset Management)

The positive flow of funds argument has been
strengthened by the debunking of the myth of the
invincible American corporate (see Chart 1). The
Enron and Merrill Lynch debacles, combined with such
issues as pro forma versus GAAP earnings, option
accounting (or rather lack of) and write- offs -
note Global Crossing's US$20 billion of assets may
be worth only five cents on the Dollar - have done
much to tarnish the transparent and shareholder
friendly image of US equities. It is hardly
surprising, therefore, that investors will now be
more willing than before to look offshore in search
of higher returns.

The Asia Pacific Fund, Inc.
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Chart 1. The Invincible American Corporate - Write-offs
in Perspective

(CHART)

Source: Factset (Baring Asset Management), ING
Financial Markets (as at March 31, 2002)

For example, the recent AOL Time Warner write-down
was larger than Samsung Electronics, Asia ex-
Japan's second largest company.

Still, some caution is in order. As mentioned in
previous reports, the economic recovery will not
witness growth levels that prevailed pre the Asian
Crisis in 1997. The emergence of China as the
world's lowest cost producer is putting pricing
pressure on almost all manufactured goods. This, in
turn, will force the countries in the region to
reconsider their export oriented economic growth
models which enabled them to develop so quickly over
the last few decades, since they now find their
industrial bases being hollowed out by China. The
economic planners need to generate credible programs
that diversify their country's economic foundations,
as well as mobilising their traditionally high
domestic savings rates. In the shorter term, the
region will remain hostage to external factors such
as oil prices, global equity markets and, in
particular, sentiment towards the technology sector.

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
continued

Overview

Asian equity markets for the year ended March 31,
2002 find themselves populating the majority of
places amongst the top performing markets globally.
This is in sharp contrast to where they found
themselves a year ago. The top Asian performers were
South Korea (88%) followed by Indonesia (43%) and
Thailand (29%). The laggards were China (-17%), Hong
Kong (-9%) and the Philippines (-2%). The recovery
of ASEAN surprised commentators as much as the poor
performance of China, once again showing that
consensus thinking is, more often than not, proven
to be wrong by the markets.

The year under review can be divided into two parts
- namely pre and post the September 11 terrorist
attacks on the United States. During the first part
of the year Asian markets succumbed to selling
pressure. They ignored the Federal Reserve Board's
aggressive cuts in interest rates implemented in
response to the rapidly slowing US economy. The
inflection point over the last twelve months came
barely ten days after the attacks on the World Trade
Center in New York and the Pentagon in Washington.
At that time fears, concerning both the global
economic outlook as well as the relationship between
the industrialised and developing worlds, peaked.
Concerted action by the world's central banks to
loosen monetary policy, and in some cases to engage
in fiscal stimulus, provided the catalyst for the
markets to regain their composure. Asian markets
initially rallied on the coat tails of the rebound
in the US. By the end of the year, analysts and
economists began to upgrade their forecasts for the
region and this provided the second leg to the rally
in the local bourses.

Perhaps the biggest surprise last year was the
failure of Hong Kong to lead the Asian equity market
rally - for the first time in this investor's
memory. The constraints of the Hong Kong Dollar
peg, combined with an economic slowdown across the
border (China), indifferent political leadership and
a second recession in four years, all played their
role in this phenomenon. The more widely held
concerns over the Asian currencies and Japan did not
come to fruition. The majority of Asian currencies,
including the usually weak Indonesian Rupiah and
South Korean Won, appreciated over the period.
Events in Japan continued to catch the limelight, as
indeed they have done for most of the last decade,
but contagion resulting from the problems Japan is
facing did not emerge.

The period ended with the markets at their highs for
the Fund's fiscal year. Confidence is returning,
with both locals and foreigners taking renewed
interest in equities. Those countries that are able
to ignite and/or retain firm domestic demand will be
well placed to move higher in the coming year.

The Asia Pacific Fund, Inc.
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Table 2. Stock Market Performance
April 1, 2001 to March 31, 2002 in U.S. Dollars

Country - Index 2nd Quarter 3rd Quarter 4th Quarter 1st Quarter Year
2001 2001 2001 2002 Apr-Mar
% % % % %

North Asia
MSCI China +15.8 -35.5 +12.8 -3.5 -16.7
MSCI Hong Kong -7.7 -21.9 +22.1 +0.1 -9.4
MSCI Korea +15.7 -19.7 +56.1 +29.6 +88.2
MSCI Taiwan -16.6 -27.8 +53.1 +8.6 +1.7

ASEAN
MSCI Indonesia Free +7.9 +1.5 -8.2 +38.6 +43.1
MSCI Malaysia Free -9.6 +5.5 +11.7 +12.1 +22.2
MSCI Philippines Free -2.9 -16.5 +0.4 +20.6 -1.5
MSCI Singapore Free -2.5 -21.1 +20.1 +13.3 +6.6
MSCI Thailand Free -4.7 -12.2 +7.6 +28.7 +29.4

South Asia
MSCI India -4.3 -18.8 +17.7 +7.6 +0.3

Regional
MSCI All Countries -3.1 -20.8 +30.1 +12.0 +13.7
Combined Far East
Free Ex-Japan

Source: Datastream

Table 3. Currency Market Performance
April 1, 2001 to March 31, 2002 (month-ends)

Currency - US$/local rate March June Sept Dec March Year
2001 2001 2001 2001 2002 Change
% % % % % %
North Asia
Chinese Renminbi 8.28 8.28 8.28 8.28 8.28 0.0
Hong Kong Dollar 7.8 7.8 7.8 7.8 7.8 0.0
Korean Won 1,331 1,300 1,310 1,314 1,327 0.3
New Taiwan Dollar 32.84 34.43 34.51 34.99 35.00 -6.6

ASEAN
Indonesian Rupiah 10,417 11,390 9,708 10,400 9,825 5.7
Malaysian Ringgit 3.8 3.8 3.8 3.8 3.8 0.0
Philippine Peso 49.52 52.42 51.35 51.60 51.02 -3.0
Singapore Dollar 1.81 1.82 1.77 1.85 1.84 -1.7
Thai Baht 44.99 45.25 44.48 44.23 43.52 3.3

South Asia
Indian Rupee 46.62 47.04 47.85 48.22 48.78 -4.6

Source: Datastream

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
continued

Performance

The Fund appreciated by 16.1% on a net asset value
per share basis during the fiscal year ended March
31, 2002. The net asset value per share at the
beginning and end of the year was $10.05 and $11.67,
respectively. No dividend was distributed during
the year.

The Fund outperformed its benchmark, the MSCI All
Countries Combined Far East Free ex-Japan Index,
during the year under review. The difference of 2.4
percentage points was due primarily to strong stock
selection as opposed to asset allocation or a
combination of the two. Stock selection in Taiwan,
Hong Kong, Malaysia and South Korea was particularly
strong, although the gains in these countries were
partly offset by weaker performance in China and
Thailand.

The share price and the net asset value per share
performance of the Fund against its benchmark index
in each of the Fund's last 5 fiscal years is
illustrated in the chart below.

Chart 2. Annual Stock, NAV and Benchmark Returns
1998-2002

(CHART)

Source: Baring Asset Management

Note: The NAV data included in the above chart
represents the historic net asset value per share
performance of The Asia Pacific Fund, Inc. "Net
asset value per share performance" has been computed
by the Investment Manager and, because it does not
reflect market price, is not the same as "total
investment return" (see pages 28 and 29 for a
calculation of the latter). This performance
information does not compensate for the effect of
the Fund's three rights offerings nor the two tender
offers. Past performance is not indicative of future
returns.

The Asia Pacific Fund, Inc.
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Asset Allocation

Volatility remained high over the period. Combined
with the paucity of volume, particularly within
ASEAN, this made asset allocation moves both
difficult to make and costly to implement. As a
result the Manager made relatively few significant
asset allocation changes, in general preferring to
generate returns by focussing on bottom up, stock
selection opportunities.

At the country level, there were four significant
changes in allocation. First, Hong Kong was reduced
in the fourth calendar quarter of 2001 due to
concerns that the market would lag the more
economically sensitive markets of Taiwan and South
Korea. Second, Taiwan, after having been reduced in
the second calendar quarter of 2001, was added to
towards both the end of the third and the beginning
of the fourth calendar quarters, since the market
appeared oversold and it was deemed to benefit from
a pick-up in global demand. Third, South Korea was
added to in the second calendar quarter of 2001,
since it was oversold earlier in the year and looked
cheap both in an absolute and historic context.
Fourth, South Korea was increased again in the last
calendar quarter of 2001, for a similar reason to
Taiwan - being geared to a recovery in global
demand.

Sector allocation remained heavily influenced by two
factors - the country effect and style rotation. The
former reflects the evidence from studies
demonstrating that returns in Asia are around two
thirds dependent upon country rather than sector
moves - this is in sharp contrast to the United
States or Europe where the sector effect is
significantly more important. Style rotation, the
moves by investors from 'value' to 'growth', or from
'old economy' to 'new economy', remained significant
during the year. As a result, the strategy
undertaken was to maintain a relatively flat
portfolio, with few significant sector bets. The
Manager, however, continued to maintain the longer-
term structural bias of the Fund towards
restructuring plays and those names that will
benefit from increased local consumption. As a
consequence, the Fund for the most part was
overweight consumer cyclicals, (consumer) banking
and 'special situation' plays. Towards the end of
the fiscal year, exposure to deep cyclicals, such as
chemicals and steels, was increased.

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
continued

Table 4. Country Allocation*

Country March 31 June 30 Sept 30 Dec 31 Mar 31
2001 2001 2001 2001 2002
% % % % %
North Asia 78.7 81.5 77.9 81.0 79.9
Hong Kong/China 39.2 42.0 39.5 35.2 30.6
South Korea 16.9 20.7 21.4 26.7 29.4
Taiwan 22.6 18.8 17.0 19.1 19.9

ASEAN 18.9 17.9 19.3 17.5 19.1
Indonesia 1.3 1.3 1.0 0.9 0.9
Malaysia 3.3 2.6 3.7 3.3 4.2
Singapore 11.0 11.6 12.2 12.4 12.9
Thailand 3.3 2.4 2.4 0.9 1.1

South Asia
India 0.8 0.5 0.5 0.4 0.3
Cash 1.6 0.1 2.3 1.1 0.7

*Rounded to one decimal place.
Source: Prudential Investments

Outlook

The Manager believes that the Asian markets are
still at the early stages of a multi-year bull phase
- the first one since the early 1990s. Chart 3
illustrates the point and suggests the region has
barely pulled itself away from the pessimism phase.
Chart 3 equates the period since October 2000 to
today to the period from July 1990 to late 1991.
During these periods, investors were pessimistic
towards Asia. More recently, the mood appears to be
moving - less negatively - into the skepticism
stage.

The Asia Pacific Fund, Inc.
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Chart 3. Sentiment and The Market Cycle - History
Set to Repeat Itself?

(CHART)

Source: Baring Asset Management

The reasons for this improved optimism are based
largely on the four key factors - growth, liquidity,
management and valuation - and these appear to be
supportive.

Economic growth is clearly recovering throughout
Asia (Table 5). The broad-based rebound is, to no
small extent, the result of the pick-up in global
demand. However, in Asian countries, with their
robust current account surpluses (with the exception
of India) and with inflation in the region close to
historically low levels, the central banks will be
in no rush to raise rates in line with the Federal
Reserve.

Table 5. Asian Economic Forecasts Suggest A Firm
Outlook

1990-97 2000 2001 2002E# 2003E#
Real GDP Growth (%)
Asia 7.7 7.4 4.0 5.4 5.9
Asia (ex-China & ex-India) 6.9 7.6 1.1 3.5 4.3

CPI Inflation (%, Period
Average)
Asia 7.7 1.5 2.3 2.3 2.3

Current Account (% of GDP)
Asia -0.4* 3.3 3.2 2.6 2.4

#Anticipated / Expected

*Average of 1993-97

Note: GDP and CPI for Asia includes China, Hong
Kong, India, Indonesia, Korea, Malaysia, the
Philippines, Singapore, Taiwan and Thailand.
Source: MSDW

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
continued

The liquidity backdrop for Asian markets is
supportive. The Manager was surprised by the
magnitude of the Federal Funds interest rate decline
in 2001. This was in response to the speed and
degree of the economic slowdown that was occurring
in the United States. It took longer than
anticipated for the excess liquidity released into
the global system to become supportive for equities,
but this became recognisable in the global equity
markets' rally in the fourth quarter of 2001. It is
important to recognise that, historically, a decline
in US rates has been good news for Asian equities as
this has been a prerequisite for a recovery (see
Chart 4). Meanwhile, domestic liquidity in the
region remains high and the banks remain loth to
lend to industry, but are starting to loosen their
previously overly conservative lending practices in
respect of the consumer. This in turn is stimulating
demand: the best example of this trend has been
South Korea.

Chart 4. Historically Falling US Rates Have Been a
Boon for Asian Equities

(CHART)

Source: Baring Asset Management, Factset

For some time now the Manager has espoused the Asia
restructuring story. Interestingly, the most voluble
Cassandras, against this argument, generally came
from the United States. Poor accounting, corporate
governance and cronyism were often cited as reasons
not to invest in the region. Recent events, however,
have forced investors to review the evidence more
closely. It is only now becoming well known that the
debt levels in Asia have been falling sharply over
recent years (in contrast to the United States) and
that returns have been (generally) rising (again, in
contrast to the United States). The difference
between Asia and the United States is that the
latter was priced for perfection while a lot of bad
news was reflected in the former. A similar argument
can be made of Asian versus European equities.

The Asia Pacific Fund, Inc.
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Chart 5. Asian Corporates Are in Good Shape

(CHART)

Source: MSDW

*= Anticipated / Expected

The Asia Pacific Fund, Inc.
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Report of the Investment Manager
continued

Despite the recent rally, Asian valuations remain
undemanding, although a degree of caution is now
required. The region is trading at below historic
average valuation levels but is no longer screaming
"buy me". It stacks up well against most
international markets, although Asia does generally
trade at a discount due to its illiquidity and
relative unimportance.

Table 6. Valuation Comparison between the Fund, Asia
and the US

2002 2003E*
EPS Growth PE EPS Growth PE
(%) (X) (%) (X)
Asia Pacific Fund 48.0 16.9 20.0 14.1
MSCI AC FE Ex-Japan Index 49.8 20.7 27.7 16.2
MSCI US 12.8 22.1 16.5 18.9

Source: Baring Asset Management, IBES
*Anticipated / Expected

Asia remains exposed to significant external and
domestic issues. Three major concerns are apparent.
First, the oil price. This has strengthened in
recent months on the back of troubles in the Middle
East. The Asian region remains heavily dependent on
oil imports. Indeed, high prices in 2001 were partly
responsible for the poor economic performance of the
region last year. Further significant increases in
the oil price would dampen the economic recovery
story. Second, the Asian markets since 1999 have had
an unhealthily close correlation with Nasdaq
(see Chart 6). Investors need to be aware that the
region will not be able to avoid the knock-on
effects if significant market weakness occurs
Stateside.

The Asia Pacific Fund, Inc.
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Chart 6. Correlation* Between Nasdaq and the MSCI AC
Asia Free Ex-Japan Not Yet Weakening

(CHART)

*26-week rolling correlation of weekly performances.

A figure of 1.0 would mean that the two variables
were perfectly correlated.

Note: adjusted (compound average return) for the two
weeks post September 11, 2001.

Source: ABN-AMRO

Third, and arguably the most important for the long
term, the Asian economic growth model of export
oriented economies appears to be in the process of
being undermined by China. The latter's cost
competitiveness is attracting capital that
previously found its way to other Asian countries.
The response to this threat by the authorities will
be critical to the long term growth prospects of the
Asian countries. What is clear is that the growth
will be less robust than in the past - note Table 5.
There is not sufficient space to discuss the
alternative strategies to meet this threat, except
to say that encouraging the previously subdued
consumer demand is arguably the most attractive
alternative. South Korea appears to be following
this path and to date the market has responded
positively.

In conclusion, the Asian markets are still in the
relatively early stages of their recovery.
International investors have yet to return in force
to the region. The recent sharp rebound in Asia has
left the markets looking only marginally less
attractive than they were previously. Currently,
concerns surrounding the asset class are largely of
an external nature, although a number of longer-term
issues remain.

Baring Asset Management (Asia) Limited
May 22, 2002.

The Asia Pacific Fund, Inc.
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Portfolio of Investments
March 31, 2002

Shares Description Value
(Note 1)

EQUITIES - 99.3%
CHINA - 0.8%
3,500,000 Beijing Datang Power Generation Co., Ltd. (Utilities) $1,278,881

HONG KONG - 29.8%
2,284,000 Amoy Properties, Ltd. (Real Estate - Developers) 2,152,289
465,000 Cheung Kong Holdings, Ltd. (Real Estate - Developers) 4,158,286
500,000 Cheung Kong Infrastructure Holdings (Infrastracture) 807,714
1,900,000 China Mobile, Ltd. (a) (Telecommunications) 5,858,492
1,800,000 Esprit Asia Holdings, Ltd. (Retail) 3,115,469
3,200,000 Giordano International, Ltd. (Retail) 1,907,744
225,000 Hang Seng Bank, Ltd. (Banking) 2,516,895
2,207,133 Hong Kong and China Gas Co., Ltd. (Utilities) 3,056,113
1,000,000 Hong Kong Exchanges & Clearing, Ltd.
(Financial Services) 1,551,324
200,200 HSBC Holdings Plc. (Banking) 2,310,062
1,000,300 Hutchison Whampoa, Ltd. (Conglomerate) 8,816,985
700,000 Johnson Electric Holdings, Ltd. (Manufacturing) 982,719
1,940,000 Kingboard Chemical Holdings, Ltd. (Chemicals) 1,803,254
3,000,000 Ngai Lik Industrial Holdings, Ltd. (Manufacturing) 1,028,874
8,000,000 Pacific Century CyberWorks, Ltd. (a)
(Telecommunications) 2,076,979
11,500,000 PetroChina Co., Ltd. (Oil & Gas Services) 2,359,038
450,000 Sun Hung Kai Properties, Ltd. (Real Estate -
Developers) 3,418,362
47,920,599
INDIA - 0.3%
35,000 ITC, Ltd. (Tobacco) 516,250

INDONESIA - 0.9%
60,000 PT Indonesia Satellite Tbk (ADR) (Telecommunications) 615,000
1,900,000 PT Telekomunikasi Tbk (Telecommunications) 788,040
1,403,040

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
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Shares Description Value
(Note 1)

MALAYSIA - 4.2%
106,600 British American Tobacco Berhad (Tobacco) $ 974,829
672,800 Malayan Banking Berhad (Banking) 1,611,179
1,308,000 Public Bank Berhad (Finance) 1,287,347
808,000 Tanjong Co., Ltd. (Gaming) 2,126,316
300,000 Telekom Malaysia Berhad (Telecommunications) 738,158
6,737,829
SINGAPORE - 12.9%
300,000 City Developments, Ltd. (Real Estate - Developers) 1,065,682
400,469 DBS Group Holdings, Ltd. (Banking) 3,214,368
400,080 Oversea-Chinese Banking Corp., Ltd. (Banking) 2,994,270
124,000 Singapore Airlines, Ltd. (Transportation) 968,387
1,911,000 Singapore Exchange, Ltd. (Financial Services) 1,347,315
1,600,000 Singapore Food Industries, Ltd. (Manufacturing) 698,523
250,198 Singapore Press Holdings, Ltd. (Printing & Publishing) 3,337,982
1,124,577 Singapore Technologies Engineering, Ltd.
(Engineering & Construction) 1,408,855
1,000,000 Singapore Telecommunications, Ltd. (Telecommunications) 862,307
585,000 United Overseas Bank, Ltd. (Banking) 4,822,413
20,720,102
SOUTH KOREA - 29.4%
15,000 Hankuk Electric Glass Co., Ltd. (Electronics) 1,220,845
16,400 Hite Brewery Co., Ltd. (Brewing) 1,007,272
215,592 Hyosung Corp. (Chemicals) 3,233,189
122,500 Iroonet Co., Ltd. (Consumer Services) 1,200,121
20,000 KEC Corp. (a) (Electronics) 678,247
13,000 Keumkang, Ltd. (Building & Construction) 1,528,317
178,019 Kookmin Bank (Banking) 7,445,687
40,790 Korea Electric Power Corp. (Utilities) 793,083
86,280 Korea Telecom Corp. (Telecommunications) 2,078,485
47,570 Pohang Iron & Steel Co. (Iron & Steel) 4,947,180
190,000 Poongsan Corp. (Iron & Steel) 2,384,039
32,170 Samsung Electro Mechanics Co., Ltd. (Electronics) 1,866,754

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
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Shares Description Value
(Note 1)

SOUTH KOREA (continued)
56,568 Samsung Electronics Co. (Electronics) $15,240,258
17,530 SK Telecom Co., Ltd. (Telecommunications) 3,857,538
47,481,015
TAIWAN - 19.9%
550,428 Asustek Computer, Inc. (Computer Products) 2,453,233
2,513,522 Chinatrust Commercial Bank (Banking) 1,974,827
2,649,000 Formosa Plastic Corp. (Chemicals) 2,838,095
3,000,131 Fubon Financial (Financial Services) 2,948,576
762,376 Hon Hai Precision Industry Co., Ltd. (Electronics) 3,550,344
2,000,000 Phoenixtec Power Co., Ltd. (Capital Goods) 1,857,064
1,050,427 President Chain Store Corp. (Convenience Stores) 1,965,716
291,163 Sunplus Technology Co., Ltd., (Electronics) 1,667,889
1,429,000 Taipei Bank (Banking) 988,010
2,200,140 Taiwan Semiconductor Manufacturing Co.
(Semiconductors) 5,971,557
3,800,670 United Microelectronics Corp., Ltd. (a)
(Semiconductors) 5,755,058
31,970,369
THAILAND - 1.1%
231,000 GMM Grammy Plc (Entertainment) 626,333
2,907,100 Ratchaburi Electricity Generating Holding PCL
(Utilities) 1,235,784
1,862,117
Total equities
(cost $130,743,329) 159,890,202

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Principal Description Value
Amount (Note 1)

(000) Repurchase Agreement - 0.2%

UNITED STATES

US$369 State Street Bank & Trust Company, 0.25%, dated
03/28/02 due 04/01/02 in the amount of $369,010
(cost $369,000; collateralized by $310,000
U.S. Treasury Bonds, 7.875% due 02/15/21,
approximate value of collateral including accrued
interest $376,702) $ 369,000

Total Investments - 99.5%
(cost $131,112,329; Note 4) 160,259,202

Other assets in excess of liabilities - 0.5% 748,135

Net Assets - 100% $161,007,337
____________
____________
(a) Non-income producing securities.
ADR - American Depository Receipt.

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Statement of Assets and Liabilities
March 31, 2002

Assets
Investments, at value (cost $131,112,329) $160,259,202
Cash 605,164
Foreign currency (cost $515,427) 515,166
Dividends and interest receivable 412,831
Other assets 18,734
-----------
Total assets 161,811,097
-----------
Liabilities
Accrued expenses and other liabilities 465,313
Investment management fee payable 119,199
Payable for investments purchased 110,922
Foreign withholding taxes payable 39,849
Deferred Thailand capital gains tax liability 35,031
Administration fee payable 33,446
-----------
Total liabilities 803,760
-----------
Net Assets $ 161,007,337
-----------
-----------

Net assets comprised:
Common stock, at par $ 137,921
Paid-in capital in excess of par 168,084,179
-----------
168,222,100
Accumulated net investment loss (149,880)
Accumulated net realized losses on
investments and foreign currency transactions (36,175,357)
Net unrealized appreciation on investments and
foreign currencies 29,110,474
-----------
Net Assets, March 31, 2002 $ 161,007,337
-----------
-----------
Net Asset Value per share:
($161,007,337 I 13,792,096 shares of common
stock outstanding) $ 11.67

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Statement of Operations
Year ended March 31, 2002

Net Investment Income
Income
Dividends (net of foreign withholding taxes of $484,434) $ 2,840,010
Interest 22,703
-----------
Total income 2,862,713
-----------
Expenses
Investment management fee 1,341,573
Administration fee 371,696
Reports to shareholders 445,000
Custodian's fees and expenses 335,000
Legal fees and expenses 310,000
Directors' fees 127,000
Transfer agent's fees and expenses 60,000
Insurance expense 51,000
Audit fees and expenses 40,000
Registration expenses 37,000
Miscellaneous 198,886
-----------
Total expenses 3,317,155
-----------
Net investment loss (454,442)
-----------
Realized and Unrealized Gain/(Loss) on
Investments and Foreign Currency Transactions
Net realized loss on:
Investment transactions (net of Thailand
capital gains taxes of $96,220) (2,093,295)
Foreign currency transactions (122,999)
-----------
(2,216,294)
-----------
Net change in unrealized appreciation/(depreciation) on:
Investments (net of change in deferred Thailand
capital gains taxes of $61,579) 24,180,176
Foreign currencies 29,280
-----------
24,209,456
-----------
Net gain on investments and foreign currencies 21,993,162
-----------
Net Increase in Net Assets
Resulting From Operations $21,538,720
-----------
-----------

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Statement of Changes in Net Assets

Year ended March 31
Increase/(Decrease) in Net Assets 2002 2001
Operations
Net investment loss $ (454,442) $ (108,442)
Net realized gain/(loss) on investments
and foreign currency transactions (2,216,294) 14,753,116
Net change in unrealized appreciation/
(depreciation) on investments
and foreign currencies 24,209,456 (102,335,520)
----------- -------------
Net increase/(decrease) in net assets
resulting from operations 21,538,720 (87,690,846)
Cost of Fund shares reacquired in
repurchase program (Note 5) (1,292,200) (7,254,612)
Cost of Fund shares reacquired in
tender offer (Note 5) (14,818,274) (27,486,320)
----------- -------------
Total increase/(decrease) 5,428,246 (122,431,778)

Net Assets
Beginning of year 155,579,091 278,010,869
----------- -------------

End of year $ 161,007,337 $ 155,579,091
----------- -------------
----------- -------------

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Notes to Financial Statements

The Asia Pacific Fund, Inc. (the "Fund") is
registered under the Investment Company Act of 1940
as a diversified, closed-end, management investment
company. The Fund's investment objective is to
achieve long-term capital appreciation through
investment primarily in equity securities of
companies in the Asia Pacific region.

Note 1. Accounting Policies
The following is a summary of significant accounting
policies followed by the Fund in the preparation of
its financial statements.

The Fund's financial statements are prepared in
accordance with accounting principles generally
accepted in the United States, which may require the
use of management estimates and assumptions. Actual
results could differ from these assumptions.

Securities Valuation
Investments are stated at value. Investments for
which market quotations are readily available are
valued at the last reported sales prices. If there
is no sales price or reliable market quotation on
the date of valuation, then investments are valued
at the last bid price quoted on such date or at fair
value as determined in good faith by or under the
direction of the Fund's Board of Directors.

Short-term securities which mature in more than 60
days are valued at current market quotations. Short-
term securities which mature in 60 days or less are
valued at amortized cost.

In connection with transactions in repurchase
agreements with U.S. financial institutions, it is
the Fund's policy that its custodian take possession
of the underlying securities, the value of which
exceeds the principal amount of the repurchase
transaction, including accrued interest. To the
extent that any repurchase transaction exceeds one
business day, the value of the collateral is marked-
to-market on a daily basis to ensure the adequacy of
the collateral. If the seller defaults, and the
value of the collateral declines or if bankruptcy
proceedings are commenced with respect to the seller
of the security, realization of the collateral by
the Fund may be delayed or limited.

Foreign Currency Translation
The books and records of the Fund are maintained in
United States Dollars. Foreign currency amounts are
translated into United States Dollars on the
following basis:

(i) market value of investment securities, other
assets and liabilities - at the closing rate of
exchange.

(ii) purchases and sales of investment securities,
income and expenses - at the rate of exchange
prevailing on the respective dates of such
transactions.

The Asia Pacific Fund, Inc.
---------------------------------------------

Notes to Financial Statements
continued

Although the net assets of the Fund are presented at
the foreign exchange rates and market values at the
close of the fiscal year, the Fund does not isolate
that portion of the results of operations arising as
a result of changes in the foreign exchange rates
from the fluctuations arising from changes in the
market prices of securities held at fiscal year end.
Similarly, the Fund does not isolate the effect of
changes in foreign exchange rates from the
fluctuations arising from changes in the market
prices of portfolio securities sold during the
fiscal year. Accordingly, these realized foreign
currency gains(losses) are included in the reported
net realized gains on investment transactions.

Net realized gains(losses) on foreign currency
transactions represent net foreign exchange
gains(losses) from sales and maturities of short-
term securities, holding of foreign currencies,
currency gains(losses) realized between the trade
and settlement dates on security transactions, and
the difference between the amounts of dividends,
interest and foreign taxes recorded on the Fund's
books and the U.S. Dollar equivalent amounts
actually received or paid. Net currency
gains(losses) from valuing foreign currency
denominated assets, other than investment
securities, and liabilities at fiscal year end
exchange rates are reflected as a component of
unrealized appreciation on investments and foreign
currencies.

Foreign security and currency transactions may
involve certain considerations and risks not
typically associated with those of U.S. companies as
a result of, among other factors, the level of
governmental supervision and regulation of foreign
securities markets and the possibility of political
or economic instability.

Security Transactions and Net Investment Income
Security transactions are recorded on the trade
date. Realized and unrealized gains(losses) from
security and foreign currency transactions are
calculated on the identified cost basis. Dividend
income is recorded on the ex-dividend date, and
interest income is recorded on an accrual basis.

Dividends and Distributions
Dividends from net investment income, if any, are
declared and paid at least annually. The Fund will
distribute at least annually any net capital gains
in excess of net capital loss carryforwards.
Dividends and distributions are recorded on the ex-
dividend date.

Income distributions and capital gain distributions
are determined in accordance with income tax
regulations which may differ from accounting
principles generally accepted in the United States
of America.

Taxes
It is the Fund's intention to continue to meet the
requirements of the U.S. Internal Revenue Code
applicable to regulated investment companies and to
distribute all of its taxable income to
shareholders. Therefore, no federal income tax
provision is required.

Withholding taxes on foreign dividends, interest and
capital gains have been provided for in accordance
with the Fund's understanding of the applicable
country's tax rules and rates.

The Asia Pacific Fund, Inc.
---------------------------------------------

Note 2. Investment Management and
Administration Agreements
The Fund has a management agreement with Baring
Asset Management (Asia) Limited (the "Investment
Manager"), and an administration agreement with
Prudential Investments LLC (the "Administrator").
The Investment Manager is an indirect, wholly-owned
subsidiary of ING Groep N.V.

The investment management fee is computed weekly and
payable monthly at the following annual rates: 1.10%
of the Fund's average weekly net assets up to $50
million, 0.90% of such assets between $50 million
and $100 million and 0.70% of such assets in excess
of $100 million based upon average net assets.

The administration fee is also computed weekly and
payable monthly at an annual rate of 0.25% up to
$200 million and 0.20% in excess of
$200 million based upon the Fund's average weekly
net assets.

Pursuant to the agreements, the Investment Manager
provides continuous supervision of the investment
portfolio and the Administrator provides occupancy
and certain clerical and accounting services for the
Fund. Both the Investment Manager and the
Administrator pay the cost of compensation of
certain directors and officers of the Fund. The Fund
bears all other costs and expenses.

Note 3. Portfolio Securities
Purchases and sales of investment securities, other
than short-term investments, for the year ended
March 31, 2002 aggregated $87,269,668 and
$72,004,690, respectively.

Note 4. Distributions and Tax Information
Distributions to shareholders, which are determined
in accordance with United States federal income tax
regulations, which may differ from generally
accepted accounting principles, are recorded on the
ex-dividend date. In order to present undistributed
net investment income and accumulated net realized
gains (losses) on the statement of assets and
liabilities that more closely represent their tax
character, certain adjustments have been made to
undistributed net investment income and accumulated
net realized gain (loss) on investments. For the
year ended March 31, 2002, the adjustments were to
decrease net investment loss by $378,613, decrease
accumulated net realized loss on investments by
$202,039 and decrease paid-in capital in excess of
par $580,652 due to net operating losses experienced
during the year. Net investment income, net realized
losses and net assets were not affected by this
change.

The Asia Pacific Fund, Inc.
---------------------------------------------

Notes to Financial Statements
continued

As of March 31, 2002, the Fund had no undistributed
ordinary income or long-term capital gains on a tax
basis.

As of March 31, 2002, the capital loss carryforward
for tax purposes is approximately $36,050,900 of
which $33,815,100 expires in 2007 and $2,235,800
expires in 2010. Accordingly, no capital gains
distribution is expected to be paid to shareholders
until net gains have been realized in excess of such
carryforward. The capital loss carryforward differs
from the amount on the statement of assets and
liabilities primarily due to the Fund's deferring
"wash sale" losses of approximately $124,400. The
differences between book and tax accumulated net
investment loss are primarily attributable to post-
October currency losses of approximately $79,800 and
marking to market of unrealized losses on passive
foreign investment companies of approximately
$70,100.

The United States federal income tax basis of the
Fund's investments and the unrealized appreciation
as of March 31, 2002 were as follows:

Total Net
Other Cost Unrealized
Tax Basis Appreciation Depreciation Adjustments Appreciation
----------- ----------- ----------- ----------- -----------
$131,306,833 $39,983,484 $11,031,115 $(36,399) $28,915,970

Note 5. Capital
There are 30 million shares of $0.01 par value
common stock authorized.

During the years ended March 31, 2002 and 2001, the
Fund participated in a share repurchase program. For
the year ended March 31, 2002, the Fund repurchased
152,700 shares in the open market at an average
market price of $8.46, representing a weighted
average discount to NAV per share of 20.38%. For the
year ended March 31, 2001, the Fund repurchased
721,800 shares in the open market at an average
market price of $10.06, representing a weighted
average discount to NAV per share of 25.9%.

During each of the third fiscal quarters ended
December 31, 2001 and 2000, the Fund conducted a
tender offer. For the third fiscal quarter ended
December 31, 2001, the Fund purchased 1,532,455
shares (10% of the total shares outstanding as of
December 7, 2001) at a price of $9.56 per share,
representing a discount to NAV per share of 10%. For
the third fiscal quarter ended December 31, 2000,
the Fund purchased 2,731,280 shares (15% of the
total shares outstanding as of October 31, 2000) at
a price of $9.97 per share, representing a discount
to NAV per share of 10%.

The Asia Pacific Fund, Inc.
---------------------------------------------

Note 6. Subsequent Event (Unaudited)
On May 16, 2002 the Fund announced a tender offer
that is expected to be commenced during the quarter
ending June 30, 2002 for 25% of the Fund's
outstanding shares as of the commencement of the
offer at a price representing a 5% discount from the
net asset value per share at the termination of the
offer. This tender offer is in lieu of a tender
offer (for 10% of the Fund's outstanding shares at a
10% discount from net asset value) that the Fund was
obligated, under certain conditions, to make later
this year pursuant to a previously announced tender
offer program.

The Asia Pacific Fund, Inc.
---------------------------------------------

Financial Highlights

Year ended March 31
Per Share Operating Performance: 2002 2001
Net asset value, beginning of year $10.05 $14.69
--------- ---------
Net investment loss (0.03) (0.01)
Net realized and unrealized gain/(loss) on
investments and foreign currency transactions 1.52 (4.87)
--------- ---------
Total from investment operations 1.49 (4.88)
--------- ---------
Total dividends and distributions - -
Increase resulting from share repurchase 0.02 0.06
Increase resulting from tender offer 0.11 0.18
--------- ---------
Net asset value, end of year $11.67 $10.05
--------- ---------
--------- ---------
Market value, end of year $10.12 $7.86
--------- ---------
--------- ---------
Total investment return (a) 28.75% (24.70%)
--------- ---------
--------- ---------
Ratios to Average Net Assets:
Expenses 2.24% 1.81%
Net investment income (loss) (0.31)% (0.05)%
Supplemental Data:
Average net assets (000 omitted) $148,224 $214,819
Portfolio turnover 49% 52%
Net assets, end of year (000 omitted) $161,007 $155,579

(a) Total investment return is calculated assuming a
purchase of common stock at the current market value
on the first day and a sale at the current market
value on the last day of each fiscal year reported.
Dividends and distributions are assumed, for
purposes of this calculation, to be re-invested at
prices obtained under the Fund's dividend
reinvestment plan. These calculations do not include
brokerage commissions.

Contained above are selected data for a share of
common stock outstanding, total investment return,
ratios to average net assets and other supplemental
data for the years indicated. This information has
been determined based upon information provided in
the financial statements and market price data for
the Fund's shares.

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Year ended March 31

Per Share Operating Performance: 2000 1999 1998
Net asset value, beginning of year $8.60 $9.19 $13.90
-------- ------- --------
Net investment income -(b) 0.06 0.12
Net realized and unrealized loss on
investments and foreign currency transactions 6.23 (0.61) (4.14)
-------- ------- --------
Total from investment operations 6.23 (0.55) (4.02)
-------- ------- --------
Less dividends and distributions:
Dividends from net investment income - (0.04) (0.12)
Dividends in excess of net investment income (0.14) - (0.16)
Distributions from realized gains on
investments and foreign currencies - - (0.41)
-------- ------- --------
Total dividends and distributions (0.14) (0.04) (0.69)
-------- ------- --------
Net asset value, end of year $14.69 $8.60 $9.19
-------- ------- --------
-------- ------- --------
Market value, end of year $10 7/16 $7 1/16 $9.00
-------- ------- --------
-------- ------- --------
Total investment return (a) 49.68% (21.02)% (16.07)%
-------- ------- --------
-------- ------- --------
Ratios to Average Net Assets:
Expenses 1.66% 1.79% 1.56%
Net investment income (loss) (0.01)% 0.80% 0.99%
Supplemental Data:
Average net assets (000 omitted) $230,725 $141,079 $220,857
Portfolio turnover 62% 64% 54%
Net assets, end of year (000 omitted) $278,011 $162,719 $174,019

(b) Less than $0.005 per share.

See Notes to Financial Statements.

The Asia Pacific Fund, Inc.
---------------------------------------------

Independent Auditors' Report

To the Shareholders and Board of Directors
of The Asia Pacific Fund, Inc.

We have audited the accompanying statement of assets
and liabilities of The Asia Pacific Fund, Inc.,
including the portfolio of investments, as of March
31, 2002, and the related statement of operations,
statement of changes in net assets and the financial
highlights for the year then ended. These financial
statements and financial highlights are the
responsibility of the Fund's management. Our
responsibility is to express an opinion on these
financial statements and financial highlights based
on our audits. The statement of changes in net
assets for the year ended March 31, 2001, and the
financial highlights for each of the four years in
the period then ended, were audited by other
auditors whose report, dated May 4, 2001, expressed
an unqualified opinion on that statement of changes
in net assets and financial highlights.

We conducted our audit in accordance with auditing
standards generally accepted in the United States.
Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether
the financial statements and financial highlights
are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements
and financial highlights. Our procedures included
confirmation of securities owned as of March 31,
2002, by correspondence with the custodian and
others. An audit also includes assessing the
accounting principles used and significant estimates
made by management, as well as evaluating the over-
all financial statement presentation. We believe
that our audit provides reasonable basis for our
opinion.

In our opinion, the financial statements and
financial highlights referred to above, and audited
by us, present fairly, in all material respects, the
financial position of The Asia Pacific Fund, Inc.,
at March 31, 2002, the results of its operations,
the changes in its net assets and financial
highlights for the year then ended, in conformity
with accounting principles generally accepted in the
United States.

Ernst & Young LLP
New York, New York

May 3, 2002

The Asia Pacific Fund, Inc.
---------------------------------------------

U.S. Federal Tax Information
Dividends and Distributions

As required by the U.S. Internal Revenue Code, we
wish to advise you as to the federal tax status of
dividends and distributions paid by the Fund during
its fiscal year ended March 31, 2002.

The Fund has elected to give the benefit of foreign
tax credits to its shareholders. Accordingly,
shareholders who must report their gross income
dividends and distributions in a federal tax return
will be entitled to a foreign tax credit, or an
itemized deduction, in computing their U.S. income
tax liability. It is generally more advantageous to
claim a credit rather than to take a deduction. For
the fiscal year ended March 31, 2002, the Fund
intends on passing through $0.037 per share of
ordinary income distributions as a foreign tax
credit.

During the fiscal year, the Fund paid no dividends
from ordinary income.

For purposes of preparing your federal income tax
return, however, you should report the amounts as
reflected on the appropriate Form 1099-DIV or
substitute Form 1099-DIV which you should receive in
January 2003.

The Asia Pacific Fund, Inc.
---------------------------------------------

Share Price, Net Asset Value and
Distribution History (Unaudited)

Quarter End Closing Price Net Asset Value Dividends and
at Quarter End per Share Distributions
at Quarter End During Quarter*
Financial Year 97/98
June $12 1/4 $14.72 $0.44
September 10 3/4 12.84 -
December 7 7/16 8.63 0.25
March 9 9.19 -

Financial Year 98/99
June 6 5/16 6.80 -
September 5 6.70 -
December 6 3/4 8.20 0.04
March 7 1/16 8.60 -

Financial Year 99/2000
June 9 13/16 $11.66 -
September 9 11.19 -
December 11 1/4 14.33 0.14
March 10 7/16 14.69 -

Financial Year 2000/2001
June 9 11/16 13.58 -
September 8 3/4 11.80 -
December 7 13/16 10.60 -
March 7.86 10.05 -

Financial Year 2001/2002
June 8.26 10.09 -
September 6.48 7.96 -
December 8.66 10.49 -
March 10.12 11.67 -

* Total per share distributions over the 5 years to
March 31, 2002 amounted to $0.87. Total per share
distributions over the Fund's life have amounted to
$13.56.

The Asia Pacific Fund, Inc.
---------------------------------------------

Dividend Reinvestment Plan

Shareholders may elect to have all distributions of
dividends and capital gains automatically re-
invested in Fund shares ("Shares") pursuant to the
Fund's Dividend Reinvestment Plan ("the Plan").
Shareholders who do not participate in the Plan will
receive all distributions in cash paid by check in
United States Dollars mailed directly to the
shareholders of record (or if the shares are held in
street or other nominee name, then to the nominee)
by the custodian, as dividend disbursing agent.
Shareholders who wish to participate in the Plan
should complete the attached enrollment card or
contact the Fund at 1-(800) 451-6788.

After the Fund declares a dividend or determines to
make a capital gains distribution, if (1) the market
price is lower than net asset value, the
participants in the Plan will receive the equivalent
in Shares valued at the market price determined as
of the time of purchase (generally, following the
payment date of the dividend or distribution); or if
(2) the market price of Shares on the payment date
of the dividend or distribution is equal to or
exceeds their net asset value, participants will be
issued Shares at the higher of net asset value or
95% of the market price.

There is no charge to participants for reinvesting
dividends or capital gain distributions, except for
certain brokerage commissions, as described below.
The Plan Agent's (State Street Bank & Trust Co.)
fees for the handling of the reinvestment of
dividends and distributions will be paid by the
Fund. There will be no brokerage commissions charged
with respect to shares issued directly by the Fund.
However, each participant will pay a pro rata share
of brokerage commissions incurred with respect to
the Plan Agent's open market purchases in connection
with the reinvestment of dividends and
distributions. The automatic reinvestment of
dividends and distributions will not relieve
participants of any federal income tax that may be
payable on such dividends or distributions.

The Fund reserves the right to amend or terminate
the Plan upon 90 days' written notice to
shareholders of the Fund.

Participants in the Plan may withdraw from the Plan
upon written notice to the Plan Agent and will
receive certificates for whole Shares and cash for
fractional Shares.

The Asia Pacific Fund, Inc.
---------------------------------------------

Management of the Fund

Information pertaining to the Directors of the Fund
is set forth below. Directors who are not deemed to
be "interested persons" of the Fund as defined in
the Investment Company Act of 1940, as amended (the
Investment Company Act or the 1940 Act) are referred
to as "Independent Directors." Directors who are
deemed to be "interested persons" of the Fund are
referred to as "Interested Directors." "Fund
Complex" consists of the Fund and any other
investment companies managed by Baring Asset
Management (Asia) Limited (the Investment Manager).

Independent Directors

Term of Office***
Positions and Length of
Name, Address** and Age With Fund Time Served

Robert H. Burns (72) Director Since 1986
(Class II)

Olarn Chaipravat (57) Director Since 1986
(Class I)

Michael J. Downey (58) Director and Since 1986
Chairman (Class I) Since 1999

Douglas Tong Hsu (60) Director Since 1986
(Class II)

John A. Morrell (74) Director Since 1986
(Class I)

David G. P. Scholfield (58) Director Since 1988
(Class II)

The Asia Pacific Fund, Inc.
---------------------------------------------

Number of
Portfolios in
Fund Complex Other Directorships
Principal Occupations Overseen by Held by the
During Past 5 years Director Director****

Chairman, Robert H. Burns Holdings Limited (an 1
investment business), Hong Kong; previously, Chairman
and Chief Executive Officer, Regent International
Hotels, Limited, Hong Kong.

Formerly, President and Chief Executive Officer 1
(October 1992 to January 1999), Director and Senior
Executive Vice President (July 1990-September 1992)
and Senior Executive Vice President (September 1987-
June 1990), The Siam Commercial Bank, Public
Company Limited, Thailand.

Managing Partner, Lexington Capital LLC 1 Director, The Merger
Fund and Value Asset
Management, Inc.

Chairman and Chief Executive Officer, Far Eastern 1
Textile Ltd., Taiwan.

Chairman, John Morrell and Associates Ltd. (provides 1
investment consultancy services and investment advice
to a range of international financial institutions), and
Chairman, Invesco Japan Discovery Trust Ltd.; Director,
Legg Mason International Utilities Trust Plc and
Prumerica Worldwide Investors Portfolio. Previously,
Executive Chairman, Baring International Investment Ltd.

Since 1998, Managing Director, The Bank of Bermuda 1
Limited Hong Kong Branch; Director, Bermuda Pacific
Holdings Limited, Bermuda Trust (International) Limited,
Bermuda Trust (Far East) Limited, Bermuda Trust
(Hong Kong) Limited, MIL (Far East) Limited, Bermuda
Far East Properties Limited; since 2000. Director,
The Furinkazan Fund Limited and since 2002 Director,
Tenbin Fund Limited. Formerly; President of the Fund;
President, The Greater China Fund, Inc.; Managing Director,
Baring Asset Management (Asia) Limited and Baring
International Investment (Far East) Limited.

The Asia Pacific Fund, Inc.
---------------------------------------------

Management of the Fund continued

Independent Directors continued

Term of Office***
Positions and Length of
Name, Address** and Age With Fund Time Served

Nicholas T. Sibley (64) Director Since 2001
(Class III)

Interested Directors

Term of Office***
Positions and Length of
Name, Address** and Age With Fund Time Served

*David J. Brennan (44) Director Since 1990
(Class III)

*Robert F. Gunia (55) Vice President, Since 1988
Director and Since 1989
Treasurer Since 1999
(Class III)

The Asia Pacific Fund, Inc.
---------------------------------------------

Number of
Portfolios in
Fund Complex Other Directorships
Principal Occupations Overseen by Held by the
During Past 5 years Director Director****

Fellow of the Institute of Chartered Accountants in 2
England and Wales; Managing Director, Wheelock
Pacific Ltd. (June 1996-February 1997); Chairman,
Instinet Pacific Ltd. JF Japan OTC Fund Inc., Baring
Peacock Fund Ltd., Taiwan Index Fund Ltd.; Director,
Corney and Barrow Group Ltd., Aquarius Platinum Ltd.;
Director, Fleming Japan Smaller Companies Investment
Trust plc (since 2001).

Number of
Portfolios in
Fund Complex Other Directorships
Principal Occupations Overseen by Held by the
During Past 5 years Director Director****

Deputy Chairman and Director, Baring Asset Management 1
Holdings Limited; Chief Executive and Director, Baring
Asset Management Limited; Chairman, Baring Asset
Management Holdings, Inc.; Chairman, Baring Asset
Management, Inc.; Chairman, Baring Fund Managers
Limited; Chief Executive and Director, Baring
International Investment Ltd.; Director, Baring Global
Fund Managers Ltd.

Executive Vice President and Chief Administrative 1 Vice President and
Officer (since June 1999) of Prudential Investments LLC Director of 112 Funds
(PI); Executive Vice President and Treasurer (since January in the Prudential
1996) of PI; President (since April 1999) of Prudential Mutual Fund
Investment Management Services LLC (PIMS); Corporate complex.
Vice President (since September 1997) of The Prudential
Insurance Company of America (Prudential); formerly
Senior Vice President (March 1987-May 1999) of
Prudential Securities Incorporated (Prudential Securities);
formerly Chief Administrative Officer (July 1989-
September 1996). Director (January 1989-September 1996)
Executive Vice President, Treasurer and Chief Financial
Officer (June 1987-December 1996) of Prudential Mutual
Fund Management, Inc. (PMF).

The Asia Pacific Fund, Inc.
---------------------------------------------

Management of the Fund
continued

Information pertaining to the Officers of the Fund
who are not also Directors is set forth below.

Officers

Term of Office***
Positions and Length of
Name, Address** and Age With Fund Time Served

Deborah A. Docs (44) Secretary Since 1988

Linda McMullin (40) Assistant Since 2000

Christine Gerrity-Yacuk (36) Assistant Since 2000

Vasso-Athene Spanos(43) Assistant Since 1997

Ronald Watt(55) President Since 1998

The Asia Pacific Fund, Inc.
---------------------------------------------

Principal Occupations
During Past 5 Years

Vice President and Corporate Counsel (since January
2001) of Prudential; Vice President and Assistant
Secretary (since December 1996) of PI.

Director within Prudential Mutual Fund Administration
(from December 1996) and Vice President of PSI (prior
to December 1996).

Director within Prudential Mutual Fund
Administration (since June 2000); Manager within
Prudential Mutual Fund Administration (from December 1996) and
Associate Vice President of PSI (prior to December 1996).

Assistant Director - Investment Companies (since
April 2000) and during last seven years has been an
account manager responsible for several investment
companies at Baring Asset Management Limited.

Director of the Institutional Group of Baring
Asset Management Limited; formerly Managing Director
(1993-1997) of QESST Pty Ltd Management Consultants.

* "Interested Person", as defined in the 1940 Act,
by reason of employment with the Investment Manager
or the Administrator
** Unless otherwise noted, the address of the
Directors and Officers is c/o: Prudential
Investments LLC, Gateway Center Three, 100 Mulberry
Street, Newark, New Jersey 7102-4077.
*** The Fund's Charter and Bylaws provide that the
Board of Directors is divided into three classes of
Directors, as nearly equal in number as possible.
Each Director serves for a term of three years, with
one class being elected each year. Each year the
term of office of one class will expire. In
addition, the Board of Directors has adopted a
retirement policy which calls for the retirement of
Directors on December 31 of the year in which they
reach the age of 75. The table shows the number of
years in which they have served as Director or
Officer.
**** This column includes only directorships of
companies required to register, or file reports with
the SEC under the Securities Exchange Act of 1934
(i.e., "public companies") or other investment
companies registered under the 1940 Act.

SBP (City) Ltd . London . 020-7378 6932

Why should you consider reinvesting?

.. It's Convenient - Fund shares are automatically purchased for you.

.. It Saves Money - Invest at no brokerage cost or at reduced costs.

.. It's Smart - By regularly reinvesting dividends and capital gains, you
will be following the time-tested investment approach called "Dollar Cost
Averaging", that actually allows you to purchase more shares when prices
are low and less when they are high. Dollar Cost Averaging does not assure
a profit and does not protect against loss in declining markets. Such a
plan involves continuous investment in securities regardless of fluctuating
price levels of such securities and investors should consider their financial
ability to continue participating in such a plan. Over time the average cost
per share is usually lower than if the entire investment had been made all
at once!

.. It's More Efficient - There's no extra paperwork. You'll regularly receive
an account statement that shows total dividends, date of investment and
number of shares purchased.

.. If your shares are held through a brokerage firm, bank or other nominee,
you should instruct them to participate on your behalf. If they are unable
to accommodate your request, you may wish to register your shares in your
own name, which will enable you to participate directly in the plan.

Help Your Asia Pacific Fund Shares Grow

One of the easiest - and smartest - ways is by choosing to automatically
reinvest your dividends and capital gains. This disciplined investment
approach harnesses the asset building power of compounding that provides
the potential for your money to grow faster.

[ ] Yes! Send me a reinvestment brochure.

Name (Please Print)

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Asset Building the Easy Way ...

Reinvest Your Dividends

Call 1-800-451-6788

in the United States

Or Send in This Card

Place
Stamp
Here

STATE STREET BANK & TRUST CO.
P.O. BOX 8200
BOSTON, MA 02266-8200
USA

155 Bishopgate, London EC2M 3XY
Telephone +44 (0)20-7628 6000
Facsimile +44 (0)20-7638 7928

. LONDON . BOSTON . DUBLIN .
. FRANKFURT . GUERNSEY .
. HONG KONG . ISLE OF MAN .
. PARIS . SAN FRANCISCO .
. TAIWAN . TOYKO . TORONTO .

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Baring Asset
Management
Member of ING Group