(FORTUNE Magazine) – SULTAN HAJI HASSANAL BOLKIAH MU'IZZADDIN WADDAULAH, 45 Bandar Seri Begawan BRUNEI $31.0 Oil and gas reserves; real estate around the world; investments. In tiny, tropical, oil-rich Brunei, what belongs to the state is controlled by the Sultan, the head of one of the earth's last absolute monarchies. An avid polo enthusiast, the world's richest man can afford air-conditioned stables for his ponies.

SAM MOORE WALTON, 73 and family Bentonville ARKANSAS $21.1 39.3% of Wal-Mart. Last year, with sales of $32.6 billion, Wal-Mart outsold not just the mom and pop stores it's been putting out of business in small towns across America, but also retailing giant Sears, at least domestically. This performance really lifted the stock, making the Waltons America's richest family.

KING FAHD BIN ABDUL-AZIZ AL SAUD, 71 and family Riyadh SAUDI ARABIA $18.0 , Saudi Arabia's oil and gas resources. Fahd's windfall from pumping more oil during the Gulf crisis was offset by the many gifts he felt obliged to send Gulf leaders and other heads of state during that period. Still, with access to the entire Saudi treasury, the King is in no distress. His many palaces include a castle in Spain modeled after the White House -- but bigger.

ALBERT REICHMANN, 63 PAUL REICHMANN, 62 RALPH REICHMANN, 59 Toronto CANADA $12.8 100% of Olympia & York Developments Ltd.: European, Canadian, and American real estate; securities. Despite holding title to huge chunks of depressed New York real estate, having some $150 million tied up in unsecured Campeau Corp. debt, and having taken a big gamble on developing London's Canary Wharf office and retail complex, the Reichmanns are not hurting financially. The brothers' legendary thrift may have helped: They often pack their own lunches and sometimes ride Toronto's subway.

FORREST MARS SR., 87 Las Vegas NEVADA FORREST MARS JR., 60 McLean VIRGINIA JOHN MARS, 55 McLean VIRGINIA JACQUELINE MARS VOGEL, 50 Bedminster NEW JERSEY $12.5 100% of Mars Inc: M&M/Mars, Uncle Ben's Rice, Pedigree pet food, Mars Electronics. Last year, Americans ate more candy than ever: 21 pounds per person, up about a pound from 1989. The national sweet tooth is keeping the Mars family pocketbook pleasingly plump. Snickers still reigns as America's favorite chocolate, and peanut M&Ms are in third place. While Forrest Sr. resides above the Nevada factory where the company makes a line of liqueur- filled chocolates, Forrest Jr. and John run the company; their sister, Jacqueline, rarely becomes involved with management.

SAMUEL I. NEWHOUSE JR., 63 DONALD E. NEWHOUSE, 61 and family New York NEW YORK $12.1 100% of Advance Publications and Newhouse Broadcasting. Si is the guy who allowed Demi Moore's very pregnant belly to be bared on the cover of Vanity Fair. But neither the Newhouse family's celebrated Conde Nast magazines nor its tony Random House and Alfred A. Knopf book publishers supply most of the fuel for the family fortunes. That comes from 31 newspapers, ranging from the Newark Star-Ledger to the Oregonian in Portland, which bring in about twice the revenues of the attention-getting magazines and books.

QUEEN ELIZABETH II, 65 London ENGLAND $10.7 270,000 acres of agricultural land; premier London real estate; vast stock portfolio; art; jewelry; stamps; porcelain; furniture; racehorses. When Elizabeth II disclosed last fall that the royal family spends $105,169 a year on laundry and $62,656 on flowers, not all of England was charmed. In a recent London Daily Mail survey, 38% of respondents said the monarchy is ''an expensive luxury the country could no longer afford,'' and 73% thought the royals should be taxed. Lese majesty!

TAIKICHIRO MORI, 87 Tokyo JAPAN $10.0 Mori Building Co., the third-largest building leasing company in Japan; real estate. Once a professor at a textile school, Mori admits he went into real estate development for the money. But he has since come to regard his work as public service and his mission as enhancing his city with his attractive office buildings.

JOHN WERNER KLUGE, 76 Charlottesville VIRGINIA $7.1 95% of Metromedia Co.; real estate; cash. The German-born Kluge built Metromedia into a major independent television broadcaster, then sold most of the assets for nearly $3 billion in 1986 and started over. The ''new'' Metromedia owns properties spanning a majority interest in Orion Pictures to New York City's Empire Hotel. Kluge is starting over in his personal life too. He and his notorious ex-wife, Patricia, a former model for a British skin magazine, recently finalized what was said to be an amicable divorce. The sundered couple live just two miles apart on a 10,000-acre estate complete, it is said, with his and hers crypts.

KENNETH R. THOMSON, 68 Toronto CANADA $6.7 69.3% of Thomson Corp.; 76.3% of Hudson's Bay Co.; 80.56% of Markborough Properties; art; real estate. Neighbors speak fondly of Thomson, who stops them during strolls to talk about dogs. Fur traders speak less fondly of him, ever since the Thomson-controlled Hudson's Bay stores stopped selling fur last winter. An animal-rights activist, Thomson also controls Canada's second- largest newspaper chain, England's largest tour operator, and Britannia airways. His wife, Marilyn, cuts his hair.

GERALD GROSVENOR, 39 and family Chester ENGLAND $6.6 Real estate holdings, including 300 acres in London's Mayfair and Belgravia areas, and commercial real estate in Hawaii, Chicago, Boston, and San Francisco. The Queen's former gynecologist came out of retirement to deliver Gerald Grosvenor's first son, Hugh, in January. Said Grosvenor, the sixth Duke of Westminster, on the occasion: ''Every father would like a boy. That's human nature.'' That's also English inheritance laws. Without little Hugh, the title ''Duke of Westminster'' would have died with Grosvenor, who inherited his wealth from his father.

CHUNG JU-YUNG, 75 and family Seoul KOREA $6.5 27.5% of Hyundai. With just a grade-school education, Chung has made a fortune in construction, heavy industry, and autos. Boldness rather than planning brought his success, and he has been especially aggressive overseas. Hyundai was the first Korean construction company to build bridges in Alaska, housing in Guam, and highways in Thailand.

GAD RAUSING, 69 Sussex ENGLAND HANS RAUSING, 65 London ENGLAND $6.3 100% of TetraPak, liquid-food packaging. The Rausing brothers inherited the company from their father, inventor of a tetrahedron-shaped carton that revolutionized liquid-food packaging. Hans is now TetraPak chairman; Gad is vice chairman but now and then takes time off to give archaeology lectures at Sweden's University of Lund. Swedish by birth, both Rausings avoid exhorbitant taxes by living in England.

KENKICHI NAKAJIMA, 70 and family Kiryu JAPAN $5.6 80.9% of Heiwa, the world's largest maker of pachinko machines; real estate. ''Money is a traveler. Just when you get comfortable with it, it takes off,'' says Nakajima, a Japanese who left Korea for Japan as a teenager in 1937. The company he founded makes a pinball-like game popular with millions of overwrought businessmen who relax over a few rounds after work. How does Nakajima feel being one of the world's richest? ''I was delighted at first. Now I'm just used to it.'' Hm-m-m-m-m-mm.

ESTEE LAUDER, 83 and family New York NEW YORK $5.2 100% of Estee Lauder Inc. The tenacious, gracious cosmetics queen no longer has much to do with the day-to-day management of the company she founded. Son Leonard is CEO, while younger son Ronald, former U.S. ambassador to Austria, is feeling around for investment opportunities in the erstwhile communist bloc. Just as eagerly as Lauder buried her Eastern European immigrant roots, Ronald is digging to find them.

MAKTOUM BIN RASHID AL MAKTOUM, 50 and family Dubai UNITED ARAB EMIRATES $5.0 Oil; investments. The titular head of the oil sheikhdom of Dubai since the death of his father last August, Maktoum shares power liberally with his three brothers. Known to be sensitive and a bit passive, Maktoum is outmuscled by his forceful brother Muhammed, the Minister of Defense, whose retinue of British advisers refer to him as ''the Boss.''

ANNE COX CHAMBERS, 71 Atlanta GEORGIA BARBARA COX ANTHONY, 68 Honolulu HAWAII $4.8 97% of Cox Enterprises. Few would recognize the faces of two of America's richest women, the Cox sisters. They can afford a comfortable privacy. Barbara has long resided in Honolulu, while Anne, former ambassador to Belgium, divides her time among a stone farmhouse in southern France, her Atlanta mansion, and her Manhattan apartment. The newspaper and broadcast company they inherited from their politician father (flagship: the Atlanta Constitution) is run by Barbara's son, James Cox Kennedy.

CHARLES KOCH, 55 Wichita KANSAS DAVID KOCH, 51 New York NEW YORK $4.7 80% of Koch Industries. Charles and David control the Koch (pronounced Coke) family empire, which includes oil refineries, cattle ranches, and chemical factories, but at a high price. They bought out brothers William and Frederick (see below) for a reported $620 million in 1983 after a bitter proxy fight. Many lawsuits later, the two factions are still not on speaking terms. Koch directors and company executives own the remaining 20%.

WARREN EDWARD BUFFETT, 61 Omaha NEBRASKA $4.4 45% of Berkshire Hathaway. ''I tap-dance into work, and then I read and talk on the phone for seven or eight hours, and then I go home and read some more,'' CEO Buffett told shareholders at the 1991 Berkshire Hathaway annual meeting. The folksy Nebraskan is America's most successful investor, and Berkshire Hathaway stock recently traded at a lofty $8,750 per share, its high for the past 12 months.

JAY PRITZKER, 69 ROBERT PRITZKER, 65 and family Chicago ILLINOIS $4.2 100% of Hyatt Corp.; 100% of Marmon Group; 85% of Ticketmaster; 99% of Conwood chewable tobacco. Name an industry and the close-knit Pritzkers, most of whom are lawyers, are probably involved in it. Over the years they have acquired companies in aluminum tubing, leather tanning, gypsum mining, chewing tobacco, environmental consulting, freight car leasing, medical supplies -- plus their well-known Hyatt hotels.

TSAI WAN-LIN, 66 and family Taipei TAIWAN $4.2 48% of Cathay Life Insurance. Tsai stepped down as chairman of Cathay Life last year, clearing the way for son H.T., age 40. Born to a poor rice farmer, Tsai lives humbly, shunning publicity and making his home in an unpretentious apartment building near Cathay headquarters.

EDGAR M. BRONFMAN, 62 New York NEW YORK CHARLES R. BRONFMAN, 60 Montreal CANADA PHYLLIS BRONFMAN LAMBERT, 65 and family Montreal CANADA $4.1 37.6% of Seagram Co.; 50% of Huang & Danczkay Properties; cash. While health- conscious North Americans drink less, when they do imbibe, they favor the better stuff. So it's been a prosperous recession for Seagram, which distills Chivas Regal and Martell cognac. The Bronfmans began selling spirits under the Seagram label during Prohibition. In case sobriety becomes widespread, 35- year-old CEO Edgar Jr. has diversified into Tropicana fruit juices.

PERRY BASS, 77 SID RICHARDSON BASS, 48 EDWARD PERRY BASS, 46 ROBERT MUSE BASS, 43 LEE MARSHALL BASS, 34 Fort Worth TEXAS $4.0 Investments in Disney; securities; real estate. The Bass family inherited barrels of oil money from their uncle Sid Richardson, invested it brilliantly, and ended up with 100 times more. They have been giving the cash away in Texas-size handfuls, including $25 million to Stanford and $80 million to Yale -- some of it for the study of Western civilization.

ERIVAN KARL HAUB, 59 Mulheim GERMANY $4.0 100% of Tengelmann AG, Germany's largest supermarket chain; 52% of Great Atlantic & Pacific Tea Co. Thrifty, methodical, and quiet, Haub is an ardent environmentalist who was among the first German retailers to refuse to sell phosphate detergents, turtle soup, and frog legs. Proof that conscience need not interfere with commerce: 414 new Tengelmann stores opened in 1990, and sales rose 13%.

ZAYED BIN SULTAN AL NAHAYAN, 76 and family Abu Dhabi UNITED ARAB EMIRATES $4.0 Oil; investments. His subjects revere Zayed as brave, generous, wise, and absolutely honest. But he has a majority stake in the nefarious Bank of Credit & Commerce International. The father of 41 children, he frequently takes his four-wheel-drive jeep into the desert to hunt and chin-wag with the tribesmen & -- or maybe just to get away from the kids.

JOHANNA QUANDT, 64 SUSANNE QUANDT, 28 STEFAN QUANDT, 25 Bad Homburg GERMANY $4.0 60% of BMW; securities. The reticent Johanna adheres to a Quandt family maxim: ''Never say anything and always keep out of the public gaze.'' Third wife and widow of Herbert Quandt (who acquired BMW in 1959), she was last gazed upon in 1986. Daughter Susanne married a shipbuilder last year. Son Stefan is studying economics.

OTTO BEISHEIM, 69 Baar SWITZERLAND $3.9 33% of Metro Group; retail outlets; 33% of Pelikan, office equipment manufacturers. Beisheim is everywhere -- and nowhere. Metro Group managers don't know the boss's face because he communicates via fax from his villas around the world. An anomaly among self-made billionaires (who tend to get started young) he was already 40 when he turned entrepreneur and opened his first Metro cash-and-carry store in Mulheim an der Ruhr.

WILLIAM GATES III, 35 Seattle WASHINGTON $3.9 33.5% of Microsoft. The software giant founded 16 years ago by Harvard dropout Gates and pal Paul Allen (see below) continues to throw its weight around. Led by the competitive Gates, Microsoft broke with longtime ally IBM over which of two operating systems to promote, and is expanding aggressively into new areas, including an electronic dictionary and thesaurus.

GIANNI AGNELLI, 70 and family Turin ITALY $3.8 39.4% of Fiat Group; art. Fiat profits plunged 55% in 1990, and pessimistic analysts say they'll be halved again in 1991. ''The headache stays after the party's over,'' quipped Agnelli at the Fiat annual meeting. Agnelli's grip on the public imagination shows no sign of slackening in tandem with Fiat earnings: At least 20 books have been written about the imperious man and his money. His younger brother will take over the company in 1996 because Agnelli's son, Edoardo, according to his father, ''is not a businessman.''

JOHN PAUL GETTY, 59 London ENGLAND GORDON PETER GETTY, 57 San Francisco CALIFORNIA $3.8 Trusts; inheritance; investment. Though J. Paul Getty remains an American citizen, his roots are sunk deep in English sod. He has just built a castle in Buckinghamshire, become a fan of cricket, and been reunited with old flame Victoria Holdsworth, onetime Nivea cream model. Brother Gordon seems just as - entrenched in San Francisco, where he lives with his red-haired socialite wife, Ann.

LORD ALAN SAINSBURY OF DRURY LANE, 89 SIR ROBERT SAINSBURY, 85 LORD JOHN SAINSBURY OF PRESTON CANDOVER, 63 DAVID SAINSBURY, 50 London ENGLAND $3.8 35.7% of Sainsbury's: supermarkets. While other British retailers struggled last year, Sainsbury's profits rose 20%. To explain his family's success, David Sainsbury quotes McDonald's founder Ray Kroc, ''We just take hamburgers more seriously than anybody else.'' Since the first Sainsbury grocery opened in 1869, four generations have taken food-selling seriously indeed. Lord John personally tastes many products to be marketed under the Sainsbury label.

KENNETH COLIN IRVING, 92 Hamilton BERMUDA JAMES KENNETH IRVING, 62 New Brunswick CANADA ARTHUR LEIGH IRVING, 59 New Brunswick CANADA JOHN E. IRVING, 57 New Brunswick CANADA $3.7 Timberland in Canada and Maine; paper mills; Irving Oil; newspapers; shipbuilding; oil tankers. ''We just run a small, family-owned Maritime business,'' says James Irving somewhat disingenuously. Irving companies employ one in 12 New Brunswick residents and own most of the province's newspapers, in which -- not surprisingly -- stories about the secretive family seldom appear. Patriarch K.C., said to be ailing, has turned the reins over to his three sons, who, like Dad, are college dropouts.

GARFIELD WESTON, 64 London ENGLAND GALEN WESTON, 50 Toronto CANADA $3.6 58% of George Weston Ltd.; Holt-Renfrew stores; 63% of Associated British Foods. The Weston brothers run two similar businesses on different continents, both of them conservatively. Garfield (''Garry'') has built ABF into Europe's ninth-largest food company, and despite his distaste for acquisitions, recently bought British Sugar. Galen runs the North American supermarket chain Loblaws, which has weathered the recession gracefully enough so that he can continue to play polo and hobnob with royalty.

LESLIE WEXNER, 54 and family Columbus OHIO $3.6 32% of the Limited; 7.5% of Sotheby's Holdings. Starting with a small Columbus sportswear shop, the soft-spoken Wexner relentlessly built a chain of some 4,000 stores, including the Limited and Victoria's Secret, earning himself the reputation of a merchandising genius. Wexner seems to be going at philanthropy with the same determination: In March he gave an eye-popping $250 million to the Ohio Higher Education Trust. Since Wexner is a bachelor, his family is his mom and his sister.

SHIN KYUK-HO, 68 and family Seoul KOREA $3.5 4% of Lotte Group: real estate, hotels, confectionery, department stores. Shin delivered milk and newspapers in his youth, moved to Japan when he was 21, and then made his money in chewing gum. The success of his candy and department store conglomerate in both Japan and Korea is often attributed to his flair for promotion.

KICHINOSUKE SASAKI, 59 Tokyo JAPAN $3.4 100% of Togensha, a real estate firm. Doctor-turned-developer Sasaki has not had a healthy year. He had to sell properties to pay back loans, and his net worth plunged by $2.3 billion. Then he was plagued by some 200 Americans knocking on his door hoping to sell him something. Sasaki believes most of these unwanted suitors read about him in listings like this one. Says a spokesman: ''It's been terrible.''

A. ALFRED TAUBMAN, 67 Bloomfield Hills MICHIGAN $3.4 43% of Sotheby's Holdings; Woodward & Lothrop; John Wanamaker; A&W Restaurants; real estate; art. Beginning his career putting up commercial buildings in suburban Detroit, Taubman moved on to gas stations and then to developing shopping malls. Now he has invested in Sotheby's, which markets pictures and other artworks with considerable panache. Last year son Robert stepped into the top spot at the family company.

JOHN T. DORRANCE III, 47 Devils Tower WYOMING BENNETT DORRANCE, 45 Paradise Valley ARIZONA MARY ALICE DORRANCE MALONE, 41 Coatesville PENNSYLVANIA $3.1 32% of Campbell Soup Co. The ambitious new Campbell Soup CEO David Johnson has boosted operating profits about 30% in the past year and vows to keep the heat high under the pot. That boils down to one thing for the Dorrances, descendants of Campbell founder John T. Dorrance: even more money.

RONALD OWEN PERELMAN, 48 New York NEW YORK $3.1 100% of MacAndrews & Forbes Holdings: Revlon, Coleman Co., 40% of National Health Laboratories, 60% of Marvel Comics, S&Ls. Perelman spent the year selling off pieces of the hodgepodge conglomerate he put together during the 1980s. The short, balding ex-raider sold two cosmetic lines to Procter & Gamble in April and took 40% of Marvel Comics public in July. The proceeds are paying down his mountain of debt.

RICHARD M. DeVOS, 65 Ada MICHIGAN $3.0 50% of Amway. DeVos and business partner Jay Van Andel (see below) started Amway in 1959, but it wasn't until the 1980s that this quirky company's sales took off. Revenues tripled in the past seven years as one million extraordinarily gung-ho Amway distributors got the hang of forcefully pitching household cleaners, detergents, cosmetics, and vitamins to anyone who would listen.

FRIEDRICH KARL FLICK, 64 Munich GERMANY $3.0 Cash; investments. Since signing over his industrial empire to Deutsche Bank six years ago, Flick has settled into a luxurious, private, and paranoid existence. He employs about 100 people as bodyguards and drivers, and resides in a villa equipped with a bomb shelter and bullet-proof glass. In December he finally married his longtime companion, Ingrid Ragger, who is 30 years his junior and had been trying to hustle him down the aisle.

KONRAD HENKEL, 76 and family Dusseldorf GERMANY $3.0 100% of Henkel Group: detergents, hygienic products, chemicals, and epoxies. Since German reunification, Henkel Group has been buying up East German factories that make lubricants, adhesives, and detergents, and then rubbing out the jobs of about 65% of the workers at some plants. Konrad Henkel ended his 30 years at the helm of the cleaning giant in December and turned over the mop to his nephew Albrecht Woeste.

H. ROSS PEROT, 61 Dallas TEXAS $3.0 Perot Systems Corp.; cash; real estate; oil and gas production. Perot is coy about where he invested the huge wad of cash generated from the 1984 sale of his Electronic Data Systems to General Motors. Says he: ''Most of my business is liquid. Most of it we keep in high-quality investments.'' He has also been quietly buying into the oil and gas business.

MARC RICH, 56 Zug SWITZERLAND $3.0 50% of Marc Rich & Co., commodities trading. He's wanted in the U.S. for tax evasion, so Marc Rich sticks close to home in Switzerland -- whence he cannot be extradited. But much of his business continues in America. He supposedly owns a stake in Ravenswood, a West Virginia aluminum company. Angry aluminum workers descended on Zug in June, creating a stir. The union members wanted , Rich to exert his influence on their behalf in a bitter labor dispute. As usual, the financier is being cagey.

RINJI SHINO, 82 Wakayama JAPAN $3.0 Diverse holdings in real estate, art, restaurants, gas stations, manufacturing, and services. Unassuming and friendly, Shino is both billionaire and bookworm. While building an airport tower in Osaka that he hopes will upstage Tokyo's, he relaxes by reading books in French and Spanish, collecting Ukiyo-e wood blocks, and playing golf.

JAY VAN ANDEL, 67 Ada MICHIGAN $3.0 50% of Amway. Ardent political conservatives, Van Andel and Amway co-founder Richard DeVos are also serious environmentalists. Amway sold biodegradable products long before it became fashionable, and the company was commended by the United Nations for its work protecting the environment. Van Andel and DeVos have eight children between them -- seven are Amway employees.

Y. C. WANG, 74 Y. T. WANG, 69 and family Taipei TAIWAN $3.0 45% of Formosa Taffeta Corp.; 37% of Formosa Chemical & Fibre Corp.; 30% of Formosa Plastics Corp.; 18% of Nan Ya Plastics Corp. While brother Y.T. remains in Taipei, Y. C. Wang, Taiwan's plastics king, has temporarily forsaken Asia for New Jersey. Apparently he's annoyed with environmentalist opposition and bureaucratic foot-dragging, which have stalled construction of a huge naphtha cracking plant he wants to build at home. Y.C. has been described as an opinionated workaholic who hates to spend money on himself. His wife has to sneak new clothes into his closet.

SUMNER REDSTONE, 68 and family Newton Center MASSACHUSETTS $2.9 100% of National Amusements Inc. Redstone has a lot to answer for: $7.50 movie tickets and Roseanne Arnold (formerly Barr). In 1954 the Harvard Law grad joined his father's company, National Amusements, which is today one of the largest motion picture circuits in the United States. It also controls Viacom, the company that brings you Roseanne. Redstone has lectured on entertainment law at Boston University.

EDWARD GAYLORD, 72 Oklahoma City OKLAHOMA $2.7 Oklahoma Publishing and Gaylord Broadcasting; Opryland USA; real estate. ''Everybody likes country music,'' according to Ed Gaylord. The tough, ultraconservative workaholic claims Opryland USA, his sprawling country-music theme park in Nashville, is ''easily worth $1 billion.'' Gaylord still works Saturday mornings and says he might ponder retirement in ten years or so.

ARTURO FERRUZZI, 51 FRANCA FERRUZZI, 53 ALESSANDRA FERRUZZI, 36 Ravenna ITALY $2.6 Ferruzzi Finanziaria: agribusiness, energy, newspapers, and 40% of Montedison chemicals. ''Only a thief is fired like that,'' complained a bitter Raul Gardini after his ouster in June as head of Ferruzzi. What poisoned relations between the Ferruzzi siblings and Gardini, husband of the eldest sister, could be the subject of grand opera were Giuseppe Verdi still around. The Ferruzzis reportedly came to distrust their ambitious brother-in-law, who seemed intent on consolidating power in his own hands. So they tossed him out and replaced him with Arturo.

AUGUST VON FINCK, 61 WILHELM VON FINCK, 63 and family Munich GERMANY $2.6 Real estate in and around Munich; 90% of Lowenbrau breweries; cash. With the sale of Merck Finck Bank to Barclays last fall, the von Finck family parted with the nucleus of its wealth. None of the von Fincks wanted the liabilities associated with owning a bank that had become so big and influential. What remains of the empire has been divided between brothers August (he gets the businesses) and Wilhelm (the land).

LIEM SIOE LIONG, 75 and family Jakarta INDONESIA $2.6 Full and partial ownership of over 500 companies, including Indocement, Indosteel, Indomilk, Bank Central Asia Group, and Bogasari Flour Mills. ''Oom (Uncle) Liem,'' as he is known to close associates, is finding Indonesia too small for his huge appetite. He is building a palm oil processing plant in the Soviet Union and selling Indonesian commodities in Eastern Europe. Born a peasant in southern China, Liem has recently acquired a cooking oil plant in his native land.

LI KA-SHING, 63 HONG KONG $2.6 35% of Cheung Kong Holdings: 39% of Hutchison Whampoa, 90% of Canadian Imperial Bank of Commerce, securities, real estate. At 13, Li was peddling plastic toys and working the night shift; today the companies he controls make up 15% of the value of the Hong Kong stock market. Who says only in America? The origins of his fortune: Hong Kong real estate.

KARL ALBRECHT, 71 Essen GERMANY THEO ALBRECHT, 68 Mulheim an der Ruhr GERMANY $2.5 100% of ALDI: 3,568 supermarkets throughout Europe and the U.S.; 10.9% of Albertsons, a Boise-based supermarket chain. Brothers Karl and Theo built a small grocery in Essen into a food-retailing empire stretching from Dresden to the American heartland. The Albrechts' no-frills emporiums are located on the fringes of towns, display their wares in cardboard boxes, and sell tinned rather than fresh meat. Would you be surprised to hear that ALDI stores are a bigger hit in East Germany than in the U.S.?

FREDERIK H. FENTENER VAN VLISSINGEN, 58 JOHN ARTHUR FENTENER VAN VLISSINGEN, 52 PAUL FENTENER VAN VLISSINGEN, 50 Hilversum NETHERLANDS $2.5 70% of Steenkolen Handels Vereniging: energy, scrap metal, retailing; Noro Group: investments; Flint Holding: investments. The Fentener fortune is founded on a mountain of coal. Paul runs SHV, while Frederik is top man at Flint Holding, the family's investment vehicle. Shareholders in brother John's investment firm are alleging that the firm manipulated their investments to further its own interests, and they are demanding that it pay damages. The firm denies the charges.

HENRY LEA HILLMAN, 72 Pittsburgh PENNSYLVANIA $2.5 Hillman Co.: real estate, 49% of Exide Battery; Stuarts Drug & Surgical Supply Inc.; stockholdings. ''I hate publicity,'' says Hillman. The reason: ''It's easier to operate without getting your name in the papers.'' Consequently, few know that he is one of the largest real estate developers in the country, building multimillion-dollar commercial projects, most recently an office park in Los Angeles and the Aviara resort near Carlsbad, California. He is also an investor in medical and biotech companies.

ESTHER KOPLOWITZ, 41 ALICIA KOPLOWITZ, 39 Madrid SPAIN $2.5 98% of Construcciones y Contratas, a leading Spanish construction firm; 50% of Fomentas de Obras y Construcciones, construction; 40% of Portland Valderrivas, a cement company; securities. When they simultaneously unloaded their husbands, ''los Albertos,'' last year, the Koplowitz sisters signed away their stake in Banco Zaragozano and in the investment company Cofir as part of the settlement. Pocket change to Spain's richest women, known as las marquesas but in fact the daughters of a wealthy Polish Jew who fled Hitler and started what became Conycon in Madrid. The girls have since announced the merger of their family construction company with Fomentas de Obras y Construcciones, which they partly own.

SULIMAN SALEH OLAYAN, 72 Riyadh SAUDI ARABIA $2.5 Olayan Group: agricultural and consumer products, finance, real estate, and more. Olayan jokes that his favorite food is American hamburgers, but he also appears to have an appetite for American bank shares. He owns stakes in Chase Manhattan, Mellon, and five others. He also owns Saudi Arabia's only Coca-Cola franchise, and business boomed when the Gulf war deposited thirsty American soldiers in the desert.

SULAIMAN ABDUL-AZIZ AL RAJHI, 63 and family Riyadh SAUDI ARABIA $2.4 51% of Al Rajhi Banking & Investment Corp.; real estate; agricultural enterprises. The Al Rajhis, like other influential Saudis, hail from the same ''elite'' desert plateau outside Riyadh as King Fahd -- the Arab equivalent of membership in Skull & Bones. Sulaiman supposedly got started in the money- changing game buying gold from pilgrims in Mecca, packing it in sacks, and randomly picking a traveler to carry it to his brother in Riyadh, where it fetched a higher price. According to legend, the brothers never lost a shipment to bandits.

SILVIO BERLUSCONI, 55 Milan ITALY $2.3 100% of Finivest: TV networks, real estate, insurance; 74% of Standa department stores. After unpromising careers as a wedding photographer, an electric brush salesman, and a singer, Berlusconi plunged into that perennial billionaire-maker, real estate development. But Italy is getting a little cramped, and to finance foreign expansion Berlusconi is planning a public stock offering. The most ostentatious of Italy's billionaires, he owns seven homes, including two villas outside Milan.

KARL HEINZ KIPP, 67 Arosa SWITZERLAND $2.3 Commercial and resort real estate; cash. ''I am almost 70 years old, and I do no business whatsoever anymore,'' says Kipp when asked about his financial dealings. Recent investments in Swiss resorts and a St. Moritz hotel seem to be purely for kicks. Since selling off his Massa stores in 1985, Kipp has done something remarkably rare among billionaires: retired.

THOMAS SCHMIDHEINY, 46 St. Gallen SWITZERLAND STEPHAN SCHMIDHEINY, 44 Zurich SWITZERLAND ALEXANDER SCHMIDHEINY, 41 Calistoga CALIFORNIA $2.3 Nueva: construction supplies; Unotec: high-tech investing; 26% of SMH watch manufacture; 6% of ABB electronics; Anova: packaging and real estate; Holderbank Financiere Glarus Ltd., cement; Cuvaison winery. Like all Gaul, the Schmidheiny empire is in three parts. Environmentalist Stephan converted the construction materials operations from an asbestos maker into a giant holding company with stakes in scores of businesses. Thomas has expanded and strengthened the cement company by sticking to cement. Alexander's Napa Valley Cuvaison winery makes among the best regional Chardonnays.

GENSHIRO KAWAMOTO, 59 Tokyo JAPAN $2.2 Marugen Co.: real estate in Japan, Hawaii, and California. Kawamoto says he yearns for the day real estate is regarded as respectable, and speculators, who ''don't invest from the heart,'' get out of the market. A bachelor, he is bored by golf and would rather spend his days bulldozing land to create new parks in Japan.

WALTER KWOK, 41 THOMAS KWOK, 40 RAYMOND KWOK, 39 HONG KONG $2.2 48% of Sun Hung Kai Properties. The Kwok family has humble roots in Canton, and patriarch Kwok Tak-Seng, who died in 1990, began to prosper only when he became a salesman for a Japanese zipper manufacturer. Touched by the desperation of refugees fleeing China in the 1950s, he set up a company, Sung Hung Kai, to build housing for them. It's the old story of doing well by doing good, and Sung Hung Kai is now Hong Kong's biggest landowner.

RUDOLF AUGUST OETKER, 74 and family Bielefeld GERMANY $2.2 100% of Oetker Group: food, breweries, chemicals, insurance. Oetker men are private, the women outspoken. Rudolf Oetker, whose yeasty fortunes come from baking powder, shrouds his activities from the public gaze. But his feisty wife, Maja, is active and vocal in local politics. When a tabloid announced Oetker's son, August, was getting a divorce, August kept silent behind the iron fence that surrounds his home. Meanwhile, his sister, Rosely, gives frank interviews about her political views.

LAURENCE ALAN TISCH, 68 Rye NEW YORK PRESTON ROBERT TISCH, 65 and family Harrison NEW YORK $2.2 28% of Loews Corp.: includes 23% of CBS; stakes in various banks; 50% of the N.Y. Giants. Remember the gnomes of Zurich? The Tisches are the gnomes of New York. Laurence, the G-in-chief, seldom talks about his investments, but Wall Street watches every dollar almost as closely as he does. The smart money laughed when he went into bank stocks last year, then promptly followed him. Since January the group is up 50%. There's a new gnomeling in the family with some interesting genes: Charles, born to Preston Robert's son Jonathan and wife Laura in April. Charlie's other proud grandpa: financier Saul Steinberg.

WILLIAM BERNARD ZIFF, 61 and family Manalapan FLORIDA $2.2 100% of Ziff Communications, computer magazines; real estate; cash. When a bout with cancer prompted Ziff to sell his 24 successful consumer and trade magazines in 1984, he was left with just a handful of straggling computer magazines. Today those once feeble publications, including PC Magazine, have mirrored their owner's return to health and are thriving amid Dickensian hard times in the magazine industry.

WALTER H. ANNENBERG, 83 Wynnewood PENNSYLVANIA $2.1 Cash; real estate; impressionist and postimpressionist art. The son of an East Prussian immigrant, Annenberg made his fortune publishing the Daily Racing Form, Seventeen, and TV Guide. Three years ago he sold his Triangle Publications to Rupert Murdoch, and last spring he bequeathed his billion- dollar art collection to New York City's Metropolitan Museum of Art. Ever the connoisseur, Annenberg offered to repaint the New York City mayor's peeling residence when he lunched there recently.

TED ARISON, 67 and family Tel Aviv ISRAEL $2.1 71% of Carnival Cruise Lines; majority ownership of the Miami Heat pro- basketball team. Without Ted Arison there would have been no TV Love Boat. The Israel-born entrepreneur originated the concept of a cruise as event for the masses -- complete with gambling, disco, flowing liquor. He hasn't had the same genius for banking. Ensign, the ailing thrift he has owned since 1983, was taken over by the federal government last year.

MARVIN DAVIS, 66 Los Angeles CALIFORNIA $2.1 Davis Cos. Group: Davis Entertainment Co., Davis Oil Co.; Miller Davis Co., real estate development. Larger than life and -- looking like 300 pounds on the hoof -- probably larger than any other billionaire, Davis has a legendary knack for the fast buck. Last fall, ten years after acquiring California's windy Pebble Beach golf resort, he sold it to a Japanese golf course king for a profit of more than $400 million.

CARLO DE BENEDETTI, 56 Turin ITALY $2.1 45% of Cofide: 43% of Olivetti. Once hailed as the model European , entrepreneur, De Benedetti has had his share of troubles lately. Computer maker Olivetti is mired in its fifth straight year of declining earnings; 7,000 workers were recently laid off and the dividend cut. Moreover, he is now on trial for fraudulent bankruptcy, though he denies all charges. An acquittal is expected.

SRICHAND P. HINDUJA, 55 London ENGLAND GOPICHAND P. HINDUJA, 50 London ENGLAND PRAKASH P. HINDUJA, 46 Geneva SWITZERLAND ASHOK P. HINDUJA, 40 Bombay INDIA $2.1 100% of Hinduja Group: trade in steel, ores, fertilizers; oil; investment banking; chemical and pharmaceutical manufacturing. Parmanand Hinduja got started in life trading dried fruit and tea with Iran. Strong ties to the late Shah helped this Pakistani's business flourish, and he left his four sons some $4 million. The kids were no less adept. A timely switch in allegiance from the Shah to the Ayatollah and an increasingly affluent Middle East enabled the Hindujas to parlay their inheritance into a trading company with business in 50 countries. Sound too easy? Many think so, including the Indian government, which has charged the Hindujas with illegal kickbacks.

SIR JOHN MOORES, 95 and family Formby ENGLAND $2.1 100% of Littlewoods Organization: mail order, retail stores, football pools, catalogue shops. Littlewoods posted a 46% increase in pretax profits last year but has been considering offers for its crown jewel, the Home Shopping catalogue business. The venerable Sir John, who founded the company in 1923, still serves as president. But management of Littlewoods has been turned over to outsiders.

LAURANCE S.ROCKEFELLER, 81 DAVID ROCKEFELLER, 76 New York NEW YORK $2.1 Family trusts; stocks and bonds; real estate; venture capital. The fruits of the Rockefeller trusts, established in 1934, are shared by 83 family members. This summer the kitty got more cash when Mitsubishi Estate Co. paid $416 million to increase from 58% to 80% its ownership of the Rockefeller Group, part owner of New York City's Rockefeller Center and Radio City Music Hall. David, the chairman of the board of the Museum of Modern Art, is active on the Manhattan charity circuit. His and Laurance's ten children and their 12 cousins also carry on the family tradition of philanthropy, donating mainly to social and environmental causes.

YOSHIAKI TSUTSUMI, 57 Tokyo JAPAN $2.1 40% of Kokudo Keikaku, which owns 48.6% of land-rich Seibu Railway. Seibu Railway stock fell 57% last year, and Tsutsumi lost $5.2 billion. Nobody ever said life was easy for a billionaire. But what he lost in yen, he has made up for in influence. As honorary chairman of Japan's Olympic Committee, he succeeded this spring in luring the 1998 Winter Olympics to Nagano, right near one of his resorts.

LILIANE BETTENCOURT, 68 Paris FRANCE $2.0 25% of L'Oreal: Ralph Lauren perfumes; Lancome cosmetics; 4% of Nestle; 30% of Cosmair. Mme. Bettencourt's famous discretion recently reached epic proportions. The cosmetics heiress wouldn't break her cherished silence to defend her late father's name when he was recently accused of anti-Semitism for having hired Jacques Correze to work for L'Oreal. Correze was linked to a fascist group during World War II and died this summer amid the controversy.

DONALD BREN, 59 Newport Beach CALIFORNIA $2.0 93% of Irvine Co., real estate. Bren's Irvine Co. owns 62,000 acres of mostly raw land, making up one-sixth of Orange County. In 1983 he bought out the other shareholders to acquire the bulk of the former Spanish colonial land grant. Today he fills it with carefully thought-out office parks, resort hotels, and Mediterranean-style houses. Portrayed as a perfectionist and a playboy, Bren has two ex-wives and four children -- the last by his longtime companion, Carol Hayes.

EDWARD J. DeBARTOLO SR., 82 EDWARD J. DeBARTOLO JR., 44 Youngstown OHIO $2.0 Edward J. DeBartolo Corp.: commercial real estate and professional sports teams. DeBartolo senior amassed a fortune building shopping malls, primarily in the Midwest. A stern and dogged businessman, he disdains luxury and still lives in the simple ranch-style house he built for himself in the 1950s. Not so Eddie Jr. He wears Italian suits and tools around in a garageful of luxury cars. Exuberant, emotional, and generous, he flew his 49ers to Hawaii for a celebration after they won Super Bowl XXIV and hired rock star Huey Lewis to entertain them.

HANS GUNTHER GERLING, 76 and family Cologne GERMANY $2.0 89% of Gerling-Konzern, an international insurance company. In 1974 Hans Gerling was forced to sell the insurance business established by his father to cover losses from currency trading at Bank Herstatt, which he controlled. Twelve years later Gerling managed to redeem himself by rebuilding his fortune and repurchasing the company. His comeback achieved, he died suddenly in August. Gerling's son, Rolf, chairman of the supervisory board, and Rolf's three sisters are the heirs.

INGVAR KAMPRAD, 65 Lausanne SWITZERLAND $2.0 IKEA home furnishings. Kamprad's neighbors might be surprised to learn this modest-living fellow is a billionaire. He started in 1950 publishing a catalogue promoting a line of simple and modestly priced furniture. Today worldwide sales top $3 billion, and after just six years in the States, IKEA is one of the country's 15 biggest furniture retailers.

COSTAS MICHAEL LEMOS, 80 Lausanne SWITZERLAND $2.0 Shipping; real estate; insurance; cash; investments. Though Aristotle Onassis made the headlines, the Greeks always knew that Costas Michael Lemos made the money. Since selling off most of his ships several years ago, Lemos -- always more private than his flamboyant competitor -- has withdrawn full time to his luxurious home in Lausanne, where he watches over his drachmas. Son Michael runs the family's London insurance business.

WERNER OTTO, 81 MICHAEL OTTO, 49 Hamburg GERMANY $2.0 65% of Otto Versand, the world's largest mail-order company. 1990 revenues at Otto Versand soared 18% as East Germans discovered the joys of catalogue shopping. But the long-deprived Iron Curtain consumers won't be buying fur coats or items carved from tropical woods from this ecologically correct company.

EDMOND J. SAFRA, 59 Geneva SWITZERLAND $2.0 29% of Republic New York Corp.; 20.6% of Safra Republic Holding; cash. One of the world's smartest financiers, Edmond Safra is also one of Israel's deepest pockets. At a $250,000-a-plate dinner in Geneva last fall Safra and other wealthy Jews, including billionaire Edgar Bronfman (see above), raised an eye- popping $90 million to aid Israel's Soviet immigrants.

GRETE SCHICKEDANZ, 79 and family Furth GERMANY $2.0 100% of Quelle, mail-order and retail stores. ''Quelle was my life's task,'' says Grete Schickedanz of the mail-order giant she took over from her late husband, Gustav, in 1977. No exaggeration. After World War II, Quelle buildings and customer lists lay in ashes, and there were no products to sell. Schickedanz rebuilt, using a tiny Bavarian store as her base. Today, Quelle , thrives. Since reunification, East Germans have been eagerly poring over fat Quelle catalogues, and sales soared 24% last year.

BARON HANS-HEINRICH THYSSEN-BORNEMISZA DE KASZON, 70 Madrid SPAIN $2.0 100% of Thyssen-Bornemisza Group; art; real estate. Baron Heini, as he is known to friends, is ''Baron No Comment'' when it comes to questions about his finances. He seems to have lost interest in business matters, preferring to mingle with his fifth baroness, a Spaniard, among international celebrities and to savor his art collection. Baron Heini's son George now runs T-B Group, which is headquartered in Monte Carlo and consists of diverse companies, mostly in the U.S.

PAUL ALLEN, 38 Seattle WASHINGTON $1.9 15% of Microsoft; Portland Trail Blazers pro-basketball team; Asymetrix. Although he could afford to retire in luxury to a Greek island, computer whiz and Microsoft co-founder Paul Allen prefers to run his latest software startup, Asymetrix. He reads some 20 computer industry publications a week to keep current. After hours he picks up science fiction -- as if he weren't living it -- attends Trail Blazers games, or plays guitar in a rock band called Threads.

HENRI ANDRE, 53 Prilly SWITZERLAND $1.9 Andre & Cie: agribusiness, commodity trading, tool manufacturing. Behind the innocuous name Andre & Cie hides a giant conglomerate of internationally active companies about which very little is known. Henri Andre took over the business from his father in 1985. His uncle Jean works on behalf of an austere religious sect called the Plymouth Brothers. Some idea of how seriously Jean takes this commitment can be gleaned from his nickname -- Redeemer.

DONALD FISHER, 63 DORIS FISHER, 60 and family San Francisco CALIFORNIA $1.9 40.8% of the Gap. When real estate developer Don Fisher couldn't find a store where he could exchange a pair of ill-fitting Levis, he made up his mind to open what would amount to a Levi outlet. The first Gap (named by wife Doris as the couple left a cocktail party where the generation gap was discussed) opened in San Francisco in 1969, and sold records as well as Levis. The rest is retailing legend. Donald claims ascension into the ten digits has not changed him. He and Doris have lived in the same San Francisco house since 1958. They have three sons.

HEIDI HORTON, 51 Croglio SWITZERLAND $1.9 * Inheritance from Horton Department Stores and Horton Finanzverwaltung (asset management); real estate. Once a secretary and part-time model, Heidi saw her fortunes improve after her marriage 25 years ago to retailing magnate Helmuth Horton. Since his death in 1987, the widow has consoled herself with a 40- year-old fiance and shopping trips for jewels and finery. After her death, her money -- what remains of it! -- goes to the Villalta Foundation, to promote medical research.

CARL C. ICAHN, 55 Bedford NEW YORK $1.9 100% of ACF Industries, railcar producers/lessors; 90% of Trans World Airlines; American Real Estate Partners; junk bonds. The career of Carl Icahn raises again the age-old question: Do sharks suffer from indigestion? How else to explain why he sold his 13% USX holding just eight days after the company knuckled under to his demand to cleave itself into its energy and steel components. Now he has plans to reduce his stake in TWA to between 20% and 45% and file for bankruptcy to keep creditors at bay. His luck has been somewhat better at the racetrack -- he recently bet rap singer M.C. Hammer that his horse Meadow Star would beat Hammer's Lite Light. Icahn won the bet and collected $35,000.

DAVID PACKARD, 79 and family Los Altos Hills CALIFORNIA $1.9 13% of Hewlett-Packard. In a Palo Alto garage, rangy David Packard and his pal William Hewlett founded the company bearing their names. Packard still serves as chairman. Both men are renowned philanthropists -- Hewlett has already given much of his fortune away -- and Packard's money will go to a foundation to promote family planning and child health care. He bankrolled the famous Monterey Bay Aquarium and personally cast its bronze tide machines at the foundry on his Big Sur ranch. Packard sometimes presses upon visitors dried apricots from his garden.

PAUL SACHER, 85 Frenkendorf SWITZERLAND $1.9 20% of Hoffmann-La Roche. Sacher was born to a family of average means and became wealthy by marrying Maja Hoffmann, widow of the heir to Hoffmann-La Roche. He took an interest in the business and proved a shrewd manager of the pharmaceutical giant, as well as a wise custodian of his wife's assets over the 56 years of their marriage. When Maja died two years ago, she split her fortune between her two children by her first marriage and Sacher. Who can say he didn't earn it?

EUGENE T.C. WU, 44 and family Taipei TAIWAN $1.9 49% of Shin Kong Spinning Corp.; 39% of Shin Kong Synthetic Fiber Corp.; 35% of Shin Kong Life Insurance; 30% of Taipei Gas Corp. Huo-shih Wu started in textile manufacturing after World War II and then branched into department stores and insurance. Since his death in 1986, his Japanese-educated eldest son, Eugene, has run the company.

JAMES R. CARGILL, 67 Minneapolis MINNESOTA MARGARET CARGILL, 71 and family La Jolla CALIFORNIA $1.8 33% of Cargill Inc. The Cargills, grandchildren of founder William Wallace Cargill, and their cousins, the MacMillans (see below), control this secretive agribusiness giant. Cargill is thought to be America's largest privately held company, with 1990 sales of over $40 billion and operations in 54 countries. James Cargill retired last year after working for the company since 1947, but remains on the board.

Y. F. CHANG, 64 Taipei TAIWAN $1.8 74% of Evergreen Marine Corp.; 44% of Uniglory Marine Corp.; 72% of Evergreen Transport Corp.; 12.5% of EVA Airways. The son of a ship's carpenter, Chang went to sea as a young man, banded together with some partners to buy a used boat, and built himself a worldclass shipping company. He hopes to duplicate that success in the skies: His EVA Airways, Taiwan's first privately owned international carrier, began service in July to five Asian cities.

TAMESABURO FURUKAWA, 101 Nagoya JAPAN $1.8 Nippon Herald Films: distributor of movies and owner of a chain of cinemas; Herald Group: golf courses, ski areas, and restaurants. At 101, Furukawa, the oldest billionaire, spends most of his time at home with his collections of paintings, pottery, and swords. Younger members of his family now run the profitable conglomerate he founded.

WILLIAM R. HEARST JR., 83 New York NEW YORK RANDOLPH A. HEARST, 75 and family New York NEW YORK $1.8 40% of Hearst Corp. The conglomerate William Randolph Hearst built 104 years ago is today the largest publisher of monthly magazines (from the well-known Good Housekeeping and Cosmopolitan to the more arcane Floor Covering Weekly).

KLAUS JACOBS, 55 Kusnacht SWITZERLAND $1.8 100% of E.J. Brach; Adia SA; Allgemeine Finanzgesellschaft, an investment company; cash. After he sold control of Jacobs Suchard, the candy company he built in the 1980s, to Philip Morris, Jacobs told his friends he was going to devote more time to the Boy Scouts and to horseback riding. Instead, he bought an investment firm and a stake in Adia SA, the world's largest temporary- employment agency.

KU CHA-KYUNG, 72 Seoul KOREA $1.8 11.1% of Lucky Goldstar Group. Ku and his kin stick to the Confucian tradition of family loyalty and believe in harmony among men. Their company, Lucky Goldstar, initially produced face creams, but expanded into combs and toothbrushes, later televisions and refrigerators.

CARGILL MacMILLAN JR., 64 Palm Springs CALIFORNIA WHITNEY MacMILLAN, 61 Wayzata MINNESOTA PAULINE MacMILLAN KEINATH, 57 and family St. Louis MISSOURI $1.8 33% of Cargill Inc. Whitney MacMillan, the founder's great-grandson, is chairman and CEO of Cargill. He must retire when he turns 65 in 1994, and a nonfamily member may succeed him as chief executive for only the second time in the company's 126-year history. Younger members of the family, not ready to take control, are eager to cash in some of their valuable shares, so the company is considering an ESOP to increase stockholder liquidity. Whitney's older brother, Cargill Jr., is a director.

W. DUNCAN MacMILLAN, 61 Wayzata MINNESOTA JOHN HUGH MacMILLAN III, 63 Hillsboro Beach FLORIDA MARION MacMILLAN PICTET, 58 and family Geneva SWITZERLAND $1.8 33% of Cargill Inc. These MacMillans are also great-grandchildren of William Wallace Cargill, who started buying and selling wheat in Iowa in 1865. In addition to representing his branch of the family on the Cargill board, Duncan is vice chairman of Waycrosse Inc., the family's investment firm.

HUGO MANN, 78 JOHANNES MANN, 38 Karlsruhe GERMANY $1.8 Wertkauf-Mann Group: supermarkets, furniture retailing. Trained as a cabinetmaker in his grandfather's workshop, Mann made his first pfennigs selling bedroom furniture and quickly became a successful merchant. In the 1950s he opened his first Wertkauf, a stadium-size market selling food and other items, and today he is one of Germany's biggest retailers. Son Johannes took over running the company in 1989.

ROBERT MAXWELL, 68 Oxford ENGLAND $1.8 65% of Maxwell Communications Corp.; 51% of Mirror Group Newspapers; the European; the New York Daily News. Lively and sociable, the gargantuan Maxwell was not one to avoid heavy gearing, as the British call leverage. So it should not have come as such a surprise when he was recently forced to sell Pergamon Press, the rock upon which his media empire was founded, to start paying his debts. Much more to his liking must have been the fanfare surrounding his arrival by yacht in New York harbor last spring to take over the war-torn New York Daily News.

DAVID H. MURDOCK, 68 Los Angeles CALIFORNIA $1.8 100% of Murdock Development Co.; 23% of Dole Food Co.; Flexi-Van Corp.; Stair & Co.; real estate. Dyslexic and a high school dropout, Murdoch got his start as a developer in postwar Phoenix, went bust, and began again in California. When a few million jingled in his jeans, he began acquiring companies, starting with a small brick manufacturer and moving on to ever larger quarry such as Castle & Cooke, Iowa Beef Processors, and Cannon Mills. An extremely canny businessman, Murdock controls, through Dole Food, the entire Hawaiian island of Lanai.

JOHN RICHARD SIMPLOT, 82 Boise IDAHO $1.8 J.R. Simplot Co.: potatoes, cattle, fertilizer; 15% of Micron Technology. Often used to exemplify the model entrepreneur, Simplot got his start at age 14 hawking hogs cheaply fed on wild-horse meat. Today, Idaho's richest man sells some $1.7 billion a year of potatoes, beef, fertilizer, and processed foods. Though he could afford a private jet or two, Simplot flies coach and breakfasts almost daily at McDonald's -- to which he has been supplying spuds since 1967.

JOHN CRAIG EATON, 54 FREDRIK STEFAN EATON, 53 THOR EDGAR EATON, 48 GEORGE ROSS EATON, 44 and family Toronto CANADA $1.7 Eaton department stores; 52.7% of Baton Broadcasting; real estate. Canadians love to shop -- in the U.S. Thanks in part to value-added taxes, a CD player at an Eaton's in Toronto costs 50% more than it does across the border; sales at the big chain are off 15% so far this year. Thus, there has been some diminution of the pile belonging to the descendants of Timothy Eaton, the teetotalling union-basher who founded the stores in 1867. The family's investment in broadcasting is also suffering.

HUGO ERB, 73 Winterthur SWITZERLAND $1.7 Erb Group: car dealerships, coffee trading, investment banking, insurance, | real estate. Erb has been known to follow battered old cars he spots on the road until they stop and he can convince the driver that he needs a new vehicle -- purchased from an Erb dealership, naturally. Dogged salesmanship pays: The Erb Group sells one of every ten cars in Switzerland.

KIM SEUNG-YUON, 39 and family Seoul KOREA $1.7 43.5% of Korea Explosive. Kim's family grew wealthy in electronics, petrochemicals, construction, and insurance. A decade ago young Kim was handed Korea Explosive to run, and he's been making a lot of noise ever since. He acquired several chemical companies, making Korea Explosive the eighth-biggest chaebol (family-owned conglomerate) in the country.

SAMUEL JAYSON LeFRAK, 73 New York NEW YORK $1.7 Real estate; 100% of Lefrak Oil & Gas; 100% of Lefrak Entertainment; art. So the real estate business ain't so good these days, and LeFrak's fortunes are down by about $400 mil. The voluble megadeveloper, who owns roughly 68,000 apartments in the New York area, can console himself with his record company. Last year Lefrak Entertainment released the No. 1 pop hit, ''Because I Love You,'' a ballad by the mysteriously named Stevie B. LeFrak is now suing Sony for wooing Stevie B. away.

SALVATORE LIGRESTI, 59 Milan ITALY $1.7 77% of Premafin: stakes in a range of companies, including ceramics, hotels, TV stations, high-speed trains; real estate. Fifteen years ago Ligresti declared income of less than $50,000 to the tax authorities. Today he zips along the fast track of Italian finance, investing large sums in high-speed trains and in Italy's most prestigious companies. His reputation, however, is tainted by rumors of shady dealings. In May a conviction for violating building codes was overturned. But in June he was indicted for allegedly bribing a Milanese city official; he denies the charge.

WILTON R. STEPHENS, 83 JACKSON T. STEPHENS, 68 and family Little Rock ARKANSAS $1.7 100% of Stephens Group, which includes Stephens Inc.; 31% of Worthen Corp., a multibank holding company; Stephens Production Co., a gas exploration outfit; real estate; cash. Founder Wilton ''Witt'' Stephens got his start selling silver belt buckles and the Holy Bible. In 1933 he began trading municipal bonds, later adding brokerage and underwriting services to make Stephens Inc. one of the largest investment banks off Wall Street. Brother Jack is chairman of the financial powerhouse that now serves clients such as Wal-Mart and Tyson Foods, and his son, Warren, 34, is CEO. Witt, who in theory is retired, claims he ''don't want to be no big shot,'' but is still a force in Arkansas politics.

SHOJI UEHARA, 63 and family Tokyo JAPAN $1.7 36% of Taisho Pharmaceutical Co. Taisho is best known in Japan as the company behind Lipovitan, a popular vitamin health drink for 30 years. Taisho Chairman Uehara's motto is said to be, Don't be too hasty, don't do the impossible, don't overreach. But does he live up to it? Not likely. This aggressive salesman, who is also a trained pharmacist, has been trying to market Lipovitan everywhere from Kuala Lumpur to Chicago.

JOSE ERMIRIO DE MORAES JR., 64 ANTONIO ERMIRIO DE MORAES, 63 MARIA HELENA DE MORAES, 60 ERMIRIO PEREIRA DE MORAES, 58 Sao Paulo BRAZIL $1.6 100% of Industrias Votorantim SA: cement, mining, textiles, chemicals, agriculture, pulp and paper. ''The Collor plan really knocked the wind out of us,'' says Antonio Ermirio de Moraes of last year's attempt by Brazil's President to slow inflation by freezing two-thirds of the nation's financial assets. So just as recession drove Votorantim's profits into the ground, $500 million belonging to the company went cryogenic. A gruff, hard-nosed spokesman for smokestack industry and a highly regarded manager, Antonio Ermirio is no flashy tycoon. The de Moraes creed is: Work hard and don't borrow. A sensible attitude with Brazilian interest rates hitting 30% a month last year.

CHARLES FEENEY, 60 London ENGLAND $1.6 40% of DFS (formerly Duty Free Shoppers); 100% of General Atlantic Corp., a Bermuda-based company with stakes in various companies. Feeney launched his career selling sandwiches to classmates at Cornell's school of hotel administration. After graduation, he and a friend began marketing duty-free liquor and cars to U.S. servicemen in Europe, an enterprise that grew into Duty Free Shoppers, a 160-outlet retailer of luxury items. Introverted and frugal, Feeney is a native of Elizabeth, New Jersey, who now lives in London with his wife and five children.

RICHARD BRANSON, 41 London ENGLAND $1.5 Virgin Group Cos.: music, clubs, film distribution, retailing, airlines. At 20, Branson started a mail-order record business and soon thereafter a ! recording studio, which produced the hippie hit ''Tubular Bells.'' Today Virgin Atlantic airways, hotels, and London nightclubs are among the company's sundry branches. Branson, who sports a beard and dresses casually, until recently ran operations from a houseboat. He is married with two children.

BARON EDMOND DE ROTHSCHILD, 65 and family Geneva SWITZERLAND $1.5 Cie Financiere Edmond de Rothschild; 7% of Hachette and stakes in other French companies; real estate. With his private bank, Chateau Clarke winery, extensive investments, and historic name, Baron Edmond may be the epitome of Old Money. But this billionaire espouses some views on economic policy more common among liberal university professors than European gentry. The baron frowns on unfettered capitalism and has criticized Reaganomics as both unreasonable and immoral.

MICHELE FERRERO, 66 Brussels BELGIUM $1.5 80% of Ferrero: Tic Tac, Nutella, Ferrero Rocher pralines. Ever since Pietro Ferrero mixed the first batch of Nutella, European children have happily devoured tons of the chocolate-hazelnut spread, much the way American kids consume peanut butter. Pietro's hard-working and deeply religious son Michele now runs the giant candymaker, sometimes testing recipes himself and tinkering with the machines. He puts in 15-hour days, including Saturdays, and has been known to follow shoppers around supermarkets to see what they buy.

ALFRED HENRY HEINEKEN, 67 and family Noordjwik NETHERLANDS $1.5 25% of Heineken breweries. In 1863 silver-tongued Gerard Heineken convinced mom, who disapproved of liquor, that beer would create fewer drunkards than gin, and she gave him money to buy a brewery. A century later his grandson Freddy glimpsed the power of silver-tongued advertising while on a visit to America, and the Heineken breweries became famous. Now retired, Freddy lives it up at chic European watering holes. His style is only a bit cramped by the ten crack former Amsterdam policemen the brewery employs to guard him since he was kidnapped in 1983.

SAMUEL J. HEYMAN, 52 New York NEW YORK $1.5 85% of GAF: chemicals, building materials, and broadcasting. After serving as a federal prosecutor under Attorney General Robert Kennedy, Sam Heyman took over his father's real estate development firm in 1968, increased the earnings, and then started dabbling in the stock market. Soon he was investing like a pro. He won control of chemical maker GAF after a protracted proxy fight in 1983, made an abortive run at Union Carbide before backing off with a $250 million profit, and took GAF private after the 1987 market crash dragged down the price. Now that the market is receptive to new issues again, he has sold a chunk of GAF back to the public. Soft-spoken and shrewd, Heyman is admired on Wall Street for his timing.

LAWRENCE, LORD KADOORIE, 92 HORACE KADOORIE, 89 MICHAEL KADOORIE, 50 HONG KONG $1.5 69% of Hong Kong & Shanghai Hotels; 25% of China Light & Power; 21% of Hong Kong Carpet. In 1880, Elly Kadoorie left Baghdad for Shanghai, where he went to work as a clerk and later invested carefully hoarded savings in land, rubber, and banks. Today his sons are known for their philanthropy and for their posh Peninsula hotels, which stretch from Manila to Manhattan. Grandson Michael has been scoping out new sites in luxury-starved Canton and Ho Chi Minh City.

JOHN SPYROS LATSIS, 81 and family Rabigh SAUDI ARABIA $1.5 Interlatsco Holding: shipping, real estate, stakes in many companies. While Latsis lives aboard his two freighters Marianna VI and Margarita I anchored off Rabigh, near Jiddah in Saudi Arabia, the flesh-and-blood Marianna and Margarita, his daughters, live in Switzerland along with their mother, Henriette. Other Greek shippers reduced their fleets during the slump of the 1980s, but Latsis expanded his, and now owns some of the world's heaviest tankers.

LEE SHAU-KEE, 63 HONG KONG $1.5 62% of Henderson Land Development, which owns 26% of Yaumati Ferry and 30% of Town Gas; securities; real estate. A tough, shrewd businessman who protects his privacy fiercely, Lee set foot on the road to riches -- surprise! -- in real estate.

HANS LIEBHERR, 76 and family Bulle SWITZERLAND $1.5 100% of Liebherr International AG: machinery and heavy equipment, cooling systems, hotels. While in the trenches during World War II, Hans Liebherr, a German, dreamed up a lightweight crane that proved useful in rebuilding his country after the war. Liebherr's company is now a leading maker of construction equipment, after Komatsu and Caterpillar. He built it internally rather than through acquisition, because he is convinced that ''successful companies are seldom for sale.''

JEAN CLAUDE MIMRAN, 46 Signy SWITZERLAND PATRICK MIMRAN, 35 and family Hauterive SWITZERLAND $1.5 Cie Financiere France-Afrique. The Mimrans bask out of the limelight on the principle that Who likes to live happily hides. They made their money in West African sugar mills and enjoy a reputation for soundly managing the companies they control. In 1981 they gallantly rescued the ailing Lamborghini carmaker, restored it to health, and then promptly sold it to Chrysler -- outraging nationalistic Italians.

KERRY PACKER, 53 Sydney AUSTRALIA $1.5 100% of Consolidated Press International Holdings. The less-favored son of a Sydney publisher, Kerry Packer went to work as paste hand in his father's printing plant, gluing together rolls of paper. Only when his more academically gifted brother broke with their formidable parent did Kerry come into his own. Employees describe the 747-size Packer as argumentative and sometimes menacing, but also extremely generous. He is married, with two grown children.

PRINCE SULTAN BIN ABDUL-AZIZ AL SAUD, 65 Riyadh SAUDI ARABIA $1.5 Saudi Arabia's oil riches. In the aftermath of the Gulf war, Prince Sultan is mopping up millions building new military bases for his country, like the enormous installation on the Yemen border. As Saudi Defense Minister, the Prince controls the largest single item on the government budget and, like others in his family, regards that budget as partly his own. A full brother to King Fahd, Prince Sultan keeps up the Arab tribal custom of regular majlis, whereby commoners may petition him for help in mundane matters or just drop by for a chat.

LEONARD NORMAN STERN, 53 New York NEW YORK $1.5 100% of the Hartz Group Inc. Stern's dad arrived in America with a flock of canaries and opened a pet shop. Son Leonard took over at 21 and molded the company into what it is today: a purveyor of kitty litter and flea collars. Stern's strange rivalry with Donald Trump has generated more publicity for him than almost anything he's ever done in the business world. And he did his best to fan the flames, bankrolling a documentary, called Trump: What's the Deal?, which has never been distributed.

HIROSHI TERAMACHI, 67 Tokyo JAPAN $1.5 31.3% of THK Co., maker of ball-bearing-related products. With 70% of the Japanese market for ball-bearing products, THK is starting to pitch its products overseas. Founder Teramachi skipped university but holds some 800 patents related to his ball-bearing work and enjoys reading historical biographies and economics texts.

PRINCE ALBERT VON THURN UND TAXIS, 8 Regensburg GERMANY $1.5 Furst Thurn & Taxis Bank; real estate in Germany, Canada, Brazil; breweries; art; castles. When his father, Prince Johannes, died shortly after a heart transplant in December, Albert became the world's youngest billionaire. His mother and guardian, the onetime high-living Princess TNT, is taking her widowhood seriously. Grief has darkened her gold hair, and she's traded her outlandish punk outfits for sober business suits.

HIROSHI YAMAUCHI, 63 Kyoto JAPAN $1.5 15% of Nintendo. ''My motto is to live in a manner so that I always have enough time to relax,'' says Yamauchi, who is bored by the two most popular billionaire hobbies: golf and art collecting. He prefers to sit back with an intellectually taxing Japanese version of chess called igo. Appropriately enough, the leisure-loving billionaire started his fortune selling card games and now sells some 1,000 videogames in Japan and the U.S.

PHILIP ANSCHUTZ, 51 Denver COLORADO $1.4 100% of Anschutz Corp.: 71% of Southern Pacific Transportation Co. and Denver & Rio Grande Western Railroad; oil; real estate. Anschutz-owned railroads snake their way through the Western U.S., where the Anschutz fortune was first pumped out of the ground 13 years ago. A pleasant but extremely private fellow, the wildcatter-turned-in vestor cuts his deals and compounds his wealth without the slightest nod to the public. Recently he sold off 5% of his railroad interests to a Japanese shipping company.

ERNEST GALLO, 82 JULIO GALLO, 81 Modesto CALIFORNIA $1.4 100% of E.&J. Gallo Winery. Using corks, no less -- not screw-tops -- to stop some of their bottles, the biggest American winery is putting on the ritz. It's also crushing better grapes and making finer wines. Though Ernest and Julio may be inching past their prime, the company they founded continues to squash the competition: One out of every three goblets raised in America is filled with Gallo vino.

HARRY B. HELMSLEY, 82 New York NEW YORK $1.4 New York commercial and residential real estate. With her splashy and chiding full-page letter to Saddam Hussein in the New York Times last fall, did the Queen of Mean give the Bully of Baghdad a moment of fear? Who knows? Though mighty unpopular, Leona Helmsley is going strong despite her conviction for tax evasion. Alas, husband Harry, the grand old man of New York real estate, is in declining health. The value of his hotels and office buildings is drooping with the commercial real estate swoon.

RAY HUNT, 48 and family Dallas TEXAS $1.4 100% of Hunt Oil; real estate; agribusiness. Hunt continues to poke around obscure corners of the world in search of oil. It's paid off before. In the 1970s, when many American companies were staying home, Hunt stumbled onto rich fields in Yemen and the North Sea that helped him revive the moribund company he inherited from his father. Considered one of the most powerful men in Dallas, he sends his kids to public school and coaches their sports teams.

SERGIO MANTEGAZZA, 63 GEO MANTEGAZZA, 62 Figino SWITZERLAND $1.4 Globus Travel and Cosmos Tourama; Monarch Airlines; real estate. Good luck has dogged the Mantegazza brothers and their travel business. When International Leisure Group -- suffering from the depressing effects of the Gulf war on tourism -- collapsed and left a vacuum in the British travel market, the Mantegazzas were quick to fill it. Monarch Airlines scooped up passengers left in the lurch by ILG's Air Europe. Cosmo Tourama took over clients of Leisure Group's defunct travel agency.

LUCIANO BENETTON, 56 GIULIANA BENETTON, 54 GILBERTO BENETTON, 50 CARLO BENETTON, 47 Treviso ITALY $1.3 Edizione: 79.6% of Benetton SpA; 70% Nordica ski boot manufacturer; real estate. Forget about the sweaters; look at the ads! A colorful and explicit series has kept the company's profile high. One features a rainbow display of condoms; in another, a good-looking nun plants a sensuous kiss on the mouth of a priest. If Madonna gets away with it, why shouldn't Benetton? Sales climbed 25% last year, and the company posted record earnings.

SEBASTIAO FERRAZ DE CAMARGO PENTEADO, 82 Sao Paulo BRAZIL $1.3 93% of Camargo Correa group: construction and engineering. Two years of semiretirement were enough for Sebastiao Camargo. When his hand-picked successor as head of the conglomerate returned from holiday in July, he $ discovered the old man had reinstated himself. There is speculation Camargo was unhappy with the direction of the company he founded. Unlike its competitors, Camargo Group has failed to look abroad for work, and there isn't much construction going on in cash-poor Brazil. No one knows how long the octogenarian plans to run the shop this time.

CURTIS CARLSON, 77 Minneapolis MINNESOTA $1.3 100% of Carlson Cos.: incentive marketing, travel agencies, Radisson Hotels International, TGI Friday's, real estate. Once a Procter & Gamble soap salesman, Carlson quit after he found he could make a better living selling incentive stamps to grocers. The premise: Grocers doled out Carlson's stamps to customers, who, when they collected enough stamps to fill a booklet, could redeem them for gifts from Carlson. From these early profits, Carlson built an eclectic one-man conglomerate.

CHEY JONG-HYUN, 61 and family Seoul KOREA $1.3 25.9% of Sunkyung: textiles, chemicals, oil refineries. Chey wanted to be a scholar, but he abandoned the life of the mind for the pursuit of mammon when his father asked him to rescue the family business. By developing technology to manufacture synthetic fibers and various chemical products, Chey turned the medium-size textile company into a chemical and oil giant.

HENRY FOK YING-TUNG, 68 HONG KONG $1.3 26% of Sociedade de Turismo e Diversoes de Macau; real estate; hotels. Fok laid the groundwork for his fortune by supplying arms to the Chinese communists in the 1950s. As his wealth grew through his monopoly on the casino business in Macao, he greased his superb mainland relations with multimillion- dollar donations. In return, Beijing has labeled Fok a ''patriotic capitalist,'' a title that will surely be useful to him come 1997.

SIR JAMES GOLDSMITH, 58 MEXICO $1.3 67% of General Oriental investments, which owns 42% of Newmont Mining. ''This is the end of my business career,'' Sir Jimmy announced in October, after unloading Cavenham Forest Industries. Sound familiar? It should. He's had more farewells than Judy Garland. ''I do keep having relapses,'' he admits. His new passion: the environment. Goldsmith is familiar with passion. Though he remains married to his third wife, he has lived for 15 years with a French woman who is a magazine editor. Four women have given him eight children.

WALTER HAEFNER, 81 * Kusnacht SWITZERLAND $1.3 Careal holding: 100% of Amag car importers; 21% of Computer Associates International. Anyone else would have had to be hospitalized, but Haefner calmly stomached the 81% drop in his Computer Associates stock last year -- just after he upped his stake in the ailing software company by two million shares. But what's a $250 million paper loss to a man whose thoroughbreds gallop home at Belmont and whose car import business is so successful that investors yearn for it to go public?

KING HASSAN II, 62 Rabat MOROCCO $1.3 Omnium Nord African: mining, manufacturing, real estate; hotels, including the Royal Mansour in Casablanca. Hassan was one of the first Arab leaders to condemn the Iraqi invasion of Kuwait last year, until his nation's pro-Iraqi sentiment caused the King to proclaim, ''My heart is with the Iraqis because they are our brothers.'' The King is a royal clotheshorse. He is believed to be the single largest purchaser of men's clothing in the world.

LUKAS HOFFMANN, 67 Montricher SWITZERLAND VERA OERI-HOFFMANN, 66 Basel SWITZERLAND $1.3 20% of Hoffmann-La Roche. Together with their stepfather, Paul Sacher (see above), Lukas Hoffmann and sister Vera inherited a controlling stake in pharmaceutical giant Hoffmann-La Roche. Lukas, a zoologist, used to prefer field studies in southern France to Hoffmann-La Roche board meetings. He's become more involved since being named vice chairman. Vera is married to surgeon Jacob Oeri and is interested in the arts.

MARGARET HUNT HILL, 75 HAROLDSON HUNT, 73 CAROLINE HUNT, 68 Dallas TEXAS $1.3 Trusts; Rosewood Corp.: real estate, oil and gas, securities. A gaggle of Hunt offspring inherited money when their philandering father finally died. Bunker, Herbert, and Lamar lost theirs; Ray made his grow. Margaret, ''Hassie,'' and Caroline were cautious and are still sitting on a tidy fortune invested largely in securities and oil.

MONGKOL KANCHANAPAS, 70 ANANT KANCHANAPAS, 49 KEREE KANCHANAPAS, 41 Bangkok THAILAND $1.3 58% of Bangkok Land Ltd.; stakes in a variety of companies in cement, sugar, financial services, metals, cable television, and more. A watch vendor at the bazaar in Bangkok's Chinatown, Mongkol Kanchanapas eventually became the Southeast Asian distributor for Seiko watches. He plowed all his profits into land, on which he built shopping centers and tract houses. And that foresight made the Kanchanapas family Thailand's richest.

KIRK KERKORIAN, 75 Beverly Hills CALIFORNIA $1.3 87% of MGM Grand Inc., operator of hotel-casinos and an airline; 9.8% of Chrysler Corp.; cash. Just one month after selling MGM/UA, the battered movie company some say he destroyed, veteran raider Kirk Kerkorian set pulses racing in Detroit when he started buying up Chrysler stock. But after acquiring 9.8% of the automaker, he stopped and began fruitless negotiations to purchase TWA. Stay tuned.

WILLI LEIBBRAND, 58 Bad Homburg GERMANY $1.3 Real estate; cash. Like several of his super-rich compatriots, Leibbrand got his start as a humble grocer, then expanded like mad into Germany's second- largest supermarket chain. Leibbrand sold out to retailer REWE Cologne last year and reinvested the cash in the parent company's stock. Irked by slow corporate decision-making, he promptly sold his shares and is now reportedly buying real estate.

BRUCE R. McCAW, 45 CRAIG O. McCAW, 42 JOHN E. McCAW JR., 40 KEITH W. McCAW, 37 Kirkland WASHINGTON $1.3 30% of McCaw Cellular Communications. Craig McCaw entered the family business at 16, selling cable TV service so that his father would let him take flying lessons. When John McCaw Sr. died in 1969, 20-year-old Craig took over his empire -- one cable company and lots of debt. Seeing the huge potential of cellular phones, he bought franchises from MCI and others while the fast- growing industry was still in rompers, and built McCaw into the nation's largest cellular carrier. A little quirky, he once suggested half seriously that the government reserve radio frequencies for electronically assisted telepathic communication.

SIR YUE-KONG PAO, 73 and family HONG KONG $1.3 49% of World International; 72% of World-Wide Shipping Agency Ltd.; cash. Pao, who has only daughters, recently passed the oars of his shipping and real estate conglomerate to son-in-law Peter Woo, a U.S.-educated former banker, and to another son-in-law, Austrian lawyer Helmut Sohmen. Sohmen runs the 200- vessel shipping company, while Woo builds Hong Kong office complexes.

GIAMPIERO PESENTI, 70 Bergamo ITALY $1.3 44% of Italmobiliare: cement, publishing; bonds. Pesenti is peacefully adrift ^ in a sea of cash. These days the biggest mystery surrounding the modest engineer is what he will do with all that lucre he inherited from his industrialist father. So far he is thought to have invested primarily in Italian government bonds.

PIETRO BARILLA, 78 Parma ITALY $1.2 51% of Barilla: pasta and baked goods. Barilla makes a third of the noodles consumed in Italy and aims to suck up market share at the rate of 1% per year while expanding briskly northward. This aggressive growth strategy has kept the world pasta leader safe from a hungry giant like Nestle in a market analysts think is ripe for consolidation.

ARTEMUS DARIUS DAVIS, 85 JAMES E. DAVIS, 84 M. AUSTIN DAVIS, 80 and family Jacksonville FLORIDA $1.2 39% of Winn-Dixie Stores; 51% of American Heritage Life Investment Corp. The Davis brothers took the company public as Table Supply Stores in 1933, adding to it through mergers and acquisitions to create Winn-Dixie, one of the biggest supermarket chains in the country. Located in the South and Southwest, Winn-Dixie still does business the old-fashioned way with small stores, no union, and many of its own brands.

ANTON CASPAR RUDOLPH DREESMANN, 68 Laren NETHERLANDS $1.2 Vendex International: clothing and department stores. The Dreesmanns were originally a clan of German traveling salesmen. And their descendants have kept on selling via the Dutch department store chain Vroom en Dreesmann, known for high-quality goods and bargain prices.

KHALID BIN IBRAHIM AL IBRAHIM ABDUL-AZIZ BIN IBRAHIM AL IBRAHIM Riyadh SAUDI ARABIA $1.2 Securities; real estate. Brothers of King Fahd's ''main'' wife, the Ibrahims have been implicated in the Bank of Credit & Commerce International scandal -- but then few in the Middle East haven't. The controversial auditor's report listed them as the recipients of some $132 million in loans. The Ibrahims have no comment. They have also invested extensively in American real estate, including Marina del Rey in Los Angeles, property near Disney World, and a hotel next to the Mayo Clinic.

AHMED JUFFALI, 62 and family Riyadh SAUDI ARABIA $1.2 E.A. Juffali & Brothers: 12 Saudi industrial companies: automotive, construction, and others. As a teenager, quiet, intelligent Ahmed Juffali worked in the family trading house, where he learned to deal with powerful Western companies like IBM, Siemens, and Michelin. That tutelage helped him eventually build the biggest merchant business in the Gulf. Reportedly cautious and slow to reach a decision, the small, beardless Juffali is known throughout the region as the Ahmed Juffali.

JACQUES MAUS, 61 BERTRAND MAUS, 59 Geneva SWITZERLAND $1.2 50% of Maus Freres: department stores, hypermarkets, restaurants, 42.4% of Printemps. The recession has left its mark on Carson Pirie Scott, the most recent acquisition of Maus Freres. The latest reports say the chain is much deeper in the hole than anyone realized, threatening the Maus brothers' standing as billionaires.

REINHARD MOHN, 70 Gutersloh GERMANY $1.2 79% of Bertelsmann AG, the media conglomerate. In 1947, Mohn took over his family's small publishing house, which specialized in hymnals. He soon had the idea for a book club -- Bertelsmann employees thought it a ''king's idea.'' Record clubs followed and so did explosive growth for the company, though success in the U.S. has still eluded it. An orderly and discreet man, Mohn reportedly goes to bed at 10 o'clock sharp, except on his birthday, when he retires at 10:30.

GERARD NORDMANN, 61 PHILIPPE NORDMANN, 59 Geneva SWITZERLAND $1.2 50% of Maus Freres. When consumers in the 1980s turned from the big department stores to more highly specialized retailers, Switzerland's most powerful department store chain, Maus Freres, was quick to adapt, adding a string of small outlets. The company's good reflexes belong to the Nordmann brothers, third-generation retailing pros, but their investment in the U.S. is not flourishing.

MANFRED VON OPPENHEIM, 66 ALFRED VON OPPENHEIM, 56 and family Cologne GERMANY $1.2 Sal. Oppenheim Jr. & Cie: banking, insurance, and securities. Few modern financiers possess sufficient resources to lend funds from their own pockets, and the 19th-century figure of the private banker has largely vanished. The von Oppenheim family, however, continues to preside over Germany's largest private bank, Sal. Oppenheim Jr. & Cie, founded in 1790.

JACK RUDIN, 67 LEWIS RUDIN, 64 New York NEW YORK $1.2 Rudin Management Co., Manhattan real estate. Grandsons of an immigrant, Jack and Lewis Rudin own thousands of New York apartments and many office buildings. They heeded granddad's advice: ''Never sell.'' The brothers are philanthropists and staunch -- not to say aggressive -- polishers of the Big Apple's reputation.

ROBERT E. ''TED'' TURNER, 53 Atlanta GEORGIA $1.2 55.2% of Turner Broadcasting System. Can it be that the Mouth of the South really had something to say? CNN has emerged as the only clear-cut victor from the Gulf war, after its heroic and comprehensive coverage shamed the rest of the media. Now the advent of Turner's Checkout Channel means we get to watch commercials while stuck in the supermarket line. Meanwhile, on the personal front, it's still Me-Ted, You-Jane.

EDMUND VESTEY, 59 and family Saffron Walden ENGLAND $1.2 Western United Investment Co.: beef slaughtering and processing, retailing, canned goods, refrigerated shipping, commercial real estate. What Rockefeller was to oil, Vestey is to cholesterol. Edmund and cousin Lord Samuel (see below) control a beef empire stretching from England to the Far East. Ever since the business was founded in the 1870s, two Vestey males are chosen each generation to co-manage the company.

SAMUEL, LORD VESTEY, 50 and family Gloucestershire ENGLAND $1.2 Western United Investment Co. Too much beef from Eastern Europe and too high interest rates in Britain pushed profits down 59% in 1990 at the vast Vestey family meat company. Lord Samuel, who runs it with cousin Edmund, lives in a country manor with second wife Celia. On weekends the Vesteys entertain friends, including that hate-him-love-her pair, the Prince and Princess of Wales.

ROBERT BOSCH JR., 63 Stuttgart GERMANY $1.1 Robert Bosch Co.: auto components, consumer electronics, medical equipment. At 25, Robert Bosch Sr. developed the spark plug. Today the company he founded in 1937 based on that invention ranks among Germany's ten biggest. At 42, Robert Jr. forswore commerce to study psychoanalysis in Zurich and set up workshops for the disabled. He has turned over the bulk of his inheritance to a foundation.

MADELEINE DASSAULT, 90 SERGE DASSAULT, 66 and family Paris FRANCE $1.1 50% of Dassault Aviation; 49% of Serge Dassault Electronics; Saint-Emilion vineyards. Dassault Aviation was one of the few military contractors to lose money on the Gulf war. Earnings dropped 36% when contracts with Iraq and Jordan for Mirage jets were canceled last summer just as the planes were to be delivered. Because of sa maman Madeleine's advanced years and son frere Claude's inability, brother Serge runs the company and tries to keep the French government from nationalizing the other 50%.

PRINCE HANS ADAM II, 46 Vaduz LIECHTENSTEIN $1.1 97.7% of the Bank of Liechtenstein; art; real estate. Liechtenstein's royal family lost much of its European land during World War II, and today Hans Adam's royal estates consist mostly of vast, flat Texas farms. But he still claims title to one splendid castle, 1,500 very valuable paintings, and a nicely profitable bank.

KARL KAHANE, 71 Vienna AUSTRIA $1.1 100% of Montana Aktiengesellschaft: minerals, building supplies, chemicals. It's been a busy year for the ultramysterious Karl Kahane. In October he took private the company founded by his father, Emil, in 1916 -- though investors can still buy shares of its subsidiaries. Then he perplexed the business community by selling off Veitscher Magnesitwerke, a leading maker of refractory products he had fought for seven years to buy and had just recently obtained. Maybe he needed the money.

PHILIP H. KNIGHT, 53 Beaverton OREGON $1.1 35% of Nike. Once a University of Oregon middle-distance runner, Knight is a sprinter when it comes to business. On $1,000 in 1964, he and track coach Bill Bowerman founded Nike. Products like the Nike Air midsole and athletes like Michael Jordan to promote it have made Nike the world's No. 1 athletic-shoe manufacturer.

WILLIAM I. KOCH, 51 Palm Beach FLORIDA FREDERICK R. KOCH, 57 New York NEW YORK $1.1 100% of Oxbow Corp.: energy trading and production; real estate; cash; art. Frederick and William may be the poorer half of the Koch quartet, but they still have expensive hobbies. Fred's early interest in art got him written out of his father's will, but today he is a noted collector. Bill is spending $25 million to challenge Dennis Conner for 1992's America's Cup race with a syndicate called America 3.

DONALD W. REYNOLDS, 84 Las Vegas NEVADA $1.1 Donrey Media Group; real estate. After working his way through journalism school, Reynolds was fired from his first two jobs. But early failure adds flavor to subsequent success: By 1940, Reynolds had bought three papers and % founded Donrey Group, a media company based on the notion that local talent and opinion should drive the press. Today Donrey Group consists of scores of small papers and TV companies in Arkansas and California, and several billboard companies.

ANTON RUPERT, 74 Stellenbosch SOUTH AFRICA JOHANN RUPERT, 41 Zug SWITZERLAND $1.1 20% of Rembrandt Group Ltd.: tobacco, liquor, mining; 9% of Cie Financiere Richemont SA: stakes in luxury consumer good companies, including Montblanc and Cartier. When he was 30, Anton Rupert teamed with friends and started a tobacco company. It so closely identified itself with the people of whatever city or country it operated in that it flourished and became the Rembrandt Group, a mighty liquor and tobacco conglomerate. Three years ago Anton's son Johann spun off Rembrandt's foreign subsidiaries into Cie Financiere Richemont, headquartered in Switzerland. Vehemently anti-apartheid, both Ruperts are active in South African philanthropy.

JOSEF SCHORGHUBER, 71 Munich GERMANY $1.1 Munich real estate; 100% Hacker-Pschorr Breweries; construction; aircraft leasing; travel agencies; Coca-Cola franchises. Schorghuber has converted Bavarian sheep pastures into office parks, built tunnels in Iran, roads in Nigeria, and apartments in Egypt. Son Stefan, 29, runs the family travel business while he waits -- and waits -- for dad to hand over the reins.

WOLFGANG SCHUPPLI, 69 Wiesbaden GERMANY $1.1 100% of Deurag Legal Expenses Insurance; 40% of WMF AG, a kitchen-equipment maker; 26.58% of Pfaff AG Kaiserslautern, sewing machines; mortgage banks. Lawyer Schuppli launched Deurag, his insurance company, in 1958. Lately he's been putting his money into cutlery and sewing machines as well. But the married father of two ponders retirement, saying, ''I should like to lead a normal life like everybody else.''

ABDUL-AZIZ AL ABDULLAH AL SULAIMAN, 52 Jiddah SAUDI ARABIA $1.1 Rolaco Services: construction; real estate; Meridien Hotels in the U.S.; investment banking; Caribbean cement plants; shipping. Sulaiman's family made money in construction, and Sulaiman has used it to invest wisely and widely. Though the Gulf war hurt his cement business, it stimulated sales at his Nissan dealerships, and his net worth holds steady. The extremely private Sulaiman is married to a Lebanese woman and lives in a whitewashed mansion on his Jiddah estate.

DANIEL SWAROVSKI, 77 MANFRED SWAROVSKI, 76 and family Wattens AUSTRIA $1.1 100% of Swarovski International Holding; 50% of Zale Corp. Ever since 1895 when grandfather Daniel Swarovski invented a process for mechanically cutting crystal, his family has been the world's premier supplier of rhinestones. Today, Swarovski International produces 20 billion cut stones a year, as well as cut crystal, optical precision instruments, and reflectors for traffic safety.

KATSUMI TADA, 46 and family Tokyo JAPAN $1.1 48% of Daito Trust Construction. With $7,000 and little education, Tada got into the business of building and leasing office space in 1974. His own drive and determination plus his willingness to hire experienced people helped him turn his company into one of Japan's biggest construction and leasing outfits. Self-made and proud of it, Tada has no interest in art, preferring golf. Says a spokesman: ''Mr. Tada's hobby is an ordinary one, because he is just an ordinary man.''

TAKEMITSU TAKIZAKI, 46 and family Osaka JAPAN $1.1 29.9% of Keyence, a maker of detection devices and measuring-control equipment. At 25, Takizaki quit his job as engineer for a measuring- instruments company to start his own firm. With impeccable timing, he caught Japan's automation boom in the 1970s and rode it to riches. But even billionaires have their problems. He recently told a Japanese magazine, ''My personal life is not as orderly as my business. It's a mess.''

EMILIO AZCARRAGA MILMO, 59 Mexico City MEXICO $1.0 Televisa: radio, television, cable, movie theaters, insurance, and hotels. Known as ''el Tigre'' for the white streak in his dark hair, Azcarraga has long monopolized private broadcasting in Mexico through his company Televisa. Having President Salinas for an amigo hasn't hurt. But Tiger's luck may be changing: He sunk $100 million in the National, a U.S. sports newspaper that collapsed in June, and a free-trade agreement that is being negotiated between Mexico and the U.S. might end Televisa's monopoly.

HEINZ HEINRICH BAUER, 51 Hamburg GERMANY $1.0 96% of Bauer Verlag: 45 newspapers and magazines; Bauer's Carrera Optic, a maker of fancy designer sunglasses; Winn's stores. ''He's like Howard Hughes,'' says a Bauer employee, ''You don't see him, you don't hear him, and + yet he must be around.'' Heinz Bauer is indeed around, though so undistinguished looking that he is often mistaken for a low-level clerk at one of his own publications. The enormously lucrative media company he and his sisters inherited in 1984 specializes in publishing TV guides and women's magazines.

JACK KENT COOKE, 78 Middleburg VIRGINIA $1.0 Proceeds from the sale of Cooke Cablevision; Los Angeles DAILY NEWS; Washington Redskins; real estate, including New York's Chrysler Building. ''The best way to hold on to wealth is for dear life, with all fours,'' says crusty Jack Kent Cooke, who started out as an encyclopedia salesman. A wizard at dealmaking, he has been less successful in personal deals. He met his 3-year-old daughter Jacqueline last December for the first time in a lawyer's office. His divorce from Jacqueline's mom, Suzanne, was messy, bitter, and followed close on the heels of their wedding.

MARK DIETHELM Kusnacht SWITZERLAND $1.0 100% of Diethelm & Co: pharmaceuticals, food, personal care products. The modest, inconspicuous Diethelm has never published a shred of financial information about his eponymous conglomerate. But so confident is he about the future of his enterprise that after losing the valuable contract to manufacture, market, and distribute Nestle products in Thailand, he coolly remarked: ''The change will do us good. It helps to break up old structures which are no longer needed.''

NEJAT FERIT ECZACIBASI, 78 Istanbul TURKEY $1.0 Eczacibasi Group: pharmaceuticals and ceramics. Fifty years ago young Dr. Nejat Eczacibasi started mixing batches of vitamin-fortified cod-liver oil in the kitchen of his apartment. From those humble origins blossomed the company that brought Western pharmaceuticals to Turkey via licensing deals with Upjohn and Bristol-Myers. Today, Eczacibasi devotes mornings to company business, afternoons to art and sports. Vigorous, well-dressed, and disciplined, he lunches regularly on leeks cooked in milk.

PRINCE JOACHIM EGON VON FURSTENBERG, 68 and family Donaueschingen GERMANY $1.0 100% of Furstenbergische Brauerei KG; banking; real estate. The Furstenbergs make the Anheuser-Busch dynasty look nouveau riche. The family brewery, founded in the 13th century, is the cornerstone of a fortune that has come to include large tracts of land and 15% of a Hamburg bank. Paintings by Holbein ^ and Grunewald nonchalantly hang on the walls of the castle Prince Joachim Egon and his six children call home.

CHANTAL GRUNDIG, 42 and family Baden-Baden GERMANY $1.0 Inheritance from the Grundig electronics fortune; luxury hotels. Chantal Rubert came into Max Grundig's life to tutor his operetta-singing second wife, Anneliese. She held on to the job long enough to become the self-made electronics magnate's third Frau. Today she's an attractive, youngish -- and mighty rich -- widow.

GUNTER HERZ, 51 MICHAEL HERZ, 47 and family Hamburg GERMANY $1.0 100% of Tchibo Frisch-Rost-Kaffee, a coffee company. In Germany, one out of every five cups of coffee is made with beans sold by Tchibo, the retailing company founded by the late Max Herz. Since 1965 son Gunter has run the chain of 600 outlets, which now sell surfboards and jewelry as well as java. Gunter, whose favorite bedtime reading material is said to be stock reports, is married with two grown children.

MEHMET EMIN KARAMEHMET, 46 Istanbul TURKEY $1.0 51% of Cukurova Group: industrial conglomerate that includes textiles, machinery, chemicals, printing, and mining. ''I am still working and working. I am not dreaming anything, but I am planning things,'' says the British- educated Karamehmet, who describes his life as ''monotonous.'' No wonder! He has no hobbies, is not keen on food, and travels only on business.

LEO KIRCH, 64 Munich GERMANY $1.0 100% of Kirch Group: film distribution, television, publishing. Dubbed ''Citizen K,'' as in Citizen Kane, for his clout in German media, young Leo Kirch diligently pursued a doctorate in applied economics, despite his passion for music and film. But on a trip to Italy in the 1950s, he bought the German film and TV rights for Fellini's La Strada and De Sica's The Bicycle Thief, and has built his company on the union of finance and fantasy. There are some 20,000 movie titles in the Kirch Group library, which he distributes at immense profit.

VEHBI KOC, 90 Istanbul TURKEY $1.0 Koc Holding: 93 companies in appliances, food, banking, insurance, construction, and tourism. ''I'm still leading my good old lifestyle, based on working,'' says Koc, who is now retired from business. He is seldom idle and supports various social causes, particularly those that try to lower the Turkish birthrate.

LEE SENG WEE, 61 SINGAPORE $1.0 100% of Lee Rubber; 30% of Oversea-Chinese Banking Corp. Described as a mild, humble man who wears baggy trousers and $6 shirts, Lee inherited the huge rubber plantations that were bought by his family at fire-sale prices during the Depression.

GEORGE STAVROS LIVANOS, 63 Lausanne SWITZERLAND $1.0 Ceres Hellenic Shipping and Scres Shipping; art.The Greek shipping industry is wallowing in rough seas and Ceres is the largest operator continuing to sail under the nation's flag. In the midst of doubts about the future of the industry last summer, Livanos calmly shelled out $280 million for four enormous crude-oil tankers.

LARS-ERIK LUNDBERG, 71 Norrkoping SWEDEN FREDERIK LUNDBERG, 40 Zollikon SWITZERLAND $1.0 55% of Lundberg Group, a construction and real estate conglomerate. The real estate slump and a sluggish construction industry in Sweden have been a drag on Lundberg Group, which Lars-Erik founded in 1944 and took public in 1983. Son Frederik, the CEO, and his family live in Switzerland, where they avoid those confiscatory Swedish taxes.

JUAN MARCH, 51 CARLOS MARCH, 45 Madrid SPAIN $1.0 100% of Banca March; 60% of Corp. Financiera Alba: banking, breweries, retailing, television, construction. The March brothers inherited it all from granddad Juan March, who came from a family of laborers on the Mediterranean island of Majorca and got his start smuggling tobacco. Older brother Juan has a Ph.D. in industrial engineering, and Carlos is a lawyer.

ROBERTO MARINHO, 86 Rio de Janeiro BRAZIL $1.0 100% of Globo Group: 100 companies in media, telecommunications, real estate, banking, insurance, and 51% of NEC do Brasil. Robust and irrepressible even in his ninth decade, Roberto Marinho spends his mornings overseeing the O Globo newspaper and afternoons at the television network. He told Fortune, ''Don't forget to mention that I enjoy sports, particularly scuba diving and spearfishing.''

ROGER MILLIKEN, 75 Greenwich CONNECTICUT GERRISH MILLIKEN, 74 Spartanburg SOUTH CAROLINA $1.0 34% of Milliken & Co.; 31% of Mercantile Stores Co.; real estate. Disgruntled family members sold off a fraction of their holdings to a rival textile maker, forcing Roger and Gerrish -- who make a fetish of secrecy -- to open their books to the intruder. But this unwanted partner has been legally bound to keep what it discovers about the company secret. CEO Roger is an outspoken advocate of laws protecting the U.S. textile industry against foreign competition.

THOMAS MONAGHAN, 53 Ann Arbor MICHIGAN $1.0 97% of Domino's Pizza Inc.; Detroit Tigers baseball team; real estate. Catholic guilt seems to have caught up with the Pizza King, who has royal appetites for vintage cars and Frank Lloyd Wright furniture. An ex-seminarian, he halted construction of a lavish new home when he asked himself, ''My gosh, am I building this out of pride or what?'' But he recently resumed building on a reduced scale.

LORE PIEPER Unterwalden SWITZERLAND ROLAND PIEPER, 48 Dietikon SWITZERLAND BEATRICE PIEPER, 47 Zurich SWITZERLAND MICHAEL PIEPER, 46 Aarburg SWITZERLAND $1.0 Franke Group: kitchen and medical equipment; Reppisch Werke: wood and furniture; 50% of Gesellschaft fur Spinnerei & Weberei, a spinning and weaving mill; real estate. Known for his healing touch with a sick company, Willy Pieper bought Franke Group, an ailing maker of faucets, sinks, and stovetops, in 1975 and nurtured it with capital and close attention. Now run by Willy's younger son, Michael, Franke supplies kitchen equipment for restaurants that run the gamut from McDonald's to Vienna's Sacher Hotel.

SAKIP SABANCI, 58 Istanbul TURKEY $1.0 Sabanci Holding: banking, insurance, textiles, rubber, and hotels. On a talk show recently, Sabanci recounted the following: ''In Rome, after long hours of meetings and discussions, I had returned to my hotel room and suddenly realized I needed a good vacation around the pool with all those Mediterranean nymphs. I started making plans for the next few days. But all at once I woke up from the dream and found myself buying my ticket back to Istanbul -- and work.'' A lesson in how to earn, and keep, a fortune.

CARLOS SLIM HELU, 51 Mexico City MEXICO $1.0 Grupo Carso: stakes in Telefonos de Mexico, Inversora Bursatil, a brokerage house; and Seguros Mexico, a leading Mexican insurer. A stout Mexican of Lebanese descent, Slim made his money buying stocks for as little as 10% of their book value in the dog days of the early 1980s when the Mexican economy was collapsing along with the price of oil.

WILLIAM SOERYADJAYA, 68 and family Jakarta INDONESIA $1.0 84% of Astra International: 300 companies in automobile distribution, agribusiness, finance, forestry, electronics, publishing, and construction. Orphaned at 12, Soeryadjaya's first taste of success came from distributing local beverages, and he quickly diversified into commodity exports and heavy industry.

CHATRI SOPHONPANICH, 57 and family Bangkok THAILAND $1.0 10% of Bangkok Bank; stakes in 200 other companies. Chatri's father, Chin, launched the family fortune in shipping and textiles. Since Chin's death in 1988, Chatri and his six siblings have run the sprawling concern.

SIR JOHN SWIRE, 64 Kent ENGLAND SIR ADRIAN SWIRE, 59 London ENGLAND $1.0 65% of John Swire & Sons Ltd.: shipping, airlines, construction, and insurance. Though its business empire stretches from John O'Groats to Papua New Guinea, 80% of Swire Group's profits come from Hong Kong, where its varied interests include a stake in Cathay Pacific Airline and Kentucky Fried Chicken franchises.