(FORTUNE Magazine) – BILLIONAIRES/COVER STORIES 42 MORE THAN EVER IN 1991 There are more people in the ten digits this year than ever before, as the extremely rich get a little richer. by Jennifer Reese

52 THE BILLIONAIRESSES Entrepreneurs, queens, and Cinderellas turn up in the secretive set of the world's wealthiest women. by Patricia Sellers

59 LISTING THEM ALL From a sultan to a British shipping magnate, meet the world's richest individuals. by Jennifer Reese and Alison Sprout

POLITICS & POLICY 121 SOME HOPE FOR TROUBLED CITIES Unprepared for recession and undone by their own past extravagances, state legislatures and city councils have burdened Americans with one of the weightiest packages of tax increases and spending cuts ever. But some are curing their budget blues by embracing the money-saving ideas that have transformed U.S. business: quality, teamwork, even customer service. by Ronald Henkoff

AUTOS 131 FORD TO THE FEDS: HELP DETROIT Proposed regulations could add billions to its costs, Ford CEO ''Red'' Poling tells Fortune's Alex Taylor. And the Japanese should be required to use more U.S. parts on cars they build here.

MONEY & MARKETS 137 HOW SAFE IS YOUR INSURANCE? Even if your insurer is shaky, your policy is almost certainly solid: No widow or orphan has lost a penny in death benefits. But today's failures highlight some hard new rules for consumers and companies alike, and Fortune advises how to judge the strength of your insurer. by Richard S. Teitelbaum

CORPORATE PERFORMANCE 142 CAMPBELL SOUP GETS PIPING HOT CEO Johnson turned up the flame at the venerable but vulnerable food company. His winning recipe: Cut costs, build brands, modernize plants, motivate workers, and stir. by Bill Saporito

146 JOHNSON'S TURNAROUND TIPS

CORPORATE PERFORMANCE 150 COMPANIES TO WATCH Western Gas Resources has struck it rich gathering, processing, and marketing the stepsister of fossil fuels. by Shelley Neumeier

Also: Rainbow Technologies, Vital Signs, and Value Merchants.

BANKING 153 LESSONS FROM BCCI The political fallout from the rogue bank's misdeeds will almost certainly outweigh the financial. One group that didn't lose money is Americans. , Nevertheless, a few modest changes might help deter a recurrence. by Rob Norton

INNOVATION 156 PRODUCTS TO WATCH A dazzling new compact stereo from Bang & Olufsen, convenient beauty capsules, environmentally correct Small World Animal Grahams, and more. by Faye Rice

DEALS 158 WILL SONY MAKE IT IN HOLLYWOOD? Japan's most famous consumer electronics company has put $6.5 billion into the biggest-grossing moviemaker in the U.S. on the theory that its films will help sell televisions and other hardware. The payoff from this synergy strategy is nowhere in sight. by Nancy J. Perry

164 SOFTWARE AND SUCCESSION AT SONY What visionary will run the company once Chairman Morita and Chief Executive Ohga depart?

DEPARTMENTS 2 EDITOR'S DESK 6 INDEX 10 NEWS/TRENDS Cars are cheaper than you think, getting ideas by rubbing elbows, mind games, vanishing jobs, more skilled workers coming to the U.S., and more.

27 FORTUNE FORECAST Inflation is not dead yet. by Todd May Jr.

31 PERSONAL INVESTING Where to find better returns for your savings -- with safety. by Susan E. Kuhn

Also: Bad news, sort of, creates a good buy, and Portfolio Talk with Thomas Marsico of Janus Capital in Denver.

37 LETTERS TO FORTUNE

185 FORTUNE PEOPLE A rail chief chugs off to Tenneco, the unsung hero of the PC, and more. by Andrew Erdman

186 ON THE RISE

187 KEEPING UP Corruption on the screen, what really happens on dates, and other matters. by Daniel Seligman

189 BOOKS & IDEAS A worker's-eye view of blue-collar life in Flint by an ex-GM shop rat. by Alan Farnham

191 OFFICE HOURS For a woman manager, pregnancy means confronting the boss's fears, co-workers' stereotypes, and her own uncertainties. by Walter Kiechel III

ABOVE: A newcomer to the Billionaires list, Curtis Carlson, photographed by James Schnepf.

COVER photos by (clockwise from left): Newspix/SABA; Gerardo Somoza -- Outline; Sylvia Polakov; James Andanson -- Sygma; Andrea Schick -- Burda; Sylvia Polakov.