Deutsche DWS Investments Vit Funds N-CSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM N-CSR

Investment Company Act file number   811-07507

DWS Investments VIT Funds

 (Exact Name of Registrant as Specified in Charter)

345 Park Avenue

New York, NY 10154-0004

 (Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (201) 593-6408

Paul Schubert

100 Plaza One

Jersey City, NJ 07311

(Name and Address of Agent for Service)

Date of fiscal year end:	12/31
Date of reporting period:	12/31/2010

ITEM 1. REPORT TO STOCKHOLDERS

DECEMBER 31, 2010

ANNUAL REPORT

DWS INVESTMENTS VIT FUNDS

DWS Small Cap Index VIP

Contents

4 Performance Summary

5 Information About Your Fund's Expenses

6 Management Summary

7 Portfolio Summary

8 Investment Portfolio

43 Statement of Assets and Liabilities

43 Statement of Operations

44 Statement of Changes in Net Assets

46 Financial Highlights

47 Notes to Financial Statements

52 Report of Independent Registered Public Accounting Firm

53 Tax Information

53 Proxy Voting

54 Investment Management Agreement Approval

57 Summary of Management Fee Evaluation by Independent Fee Consultant

59 Board Members and Officers

This report must be preceded or accompanied by a prospectus. To obtain an additional prospectus or summary prospectus, if available, call (800) 728-3337 or your financial representative. We advise you to consider the Fund's objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the Fund. Please read the prospectus carefully before you invest.

Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. Various factors, including costs, cash flows and security selection, may cause the fund's performance to differ from that of the index. Any decline in value of a fund security that is out on loan by the portfolio will adversely affect performance. Financial failure of the borrower may mean a delay in recovery or loss of rights in the collateral. Stocks of smaller companies involve greater risk than securities of larger, more-established companies. Stocks may decline in value. See the prospectus for details.

DWS Investments is part of Deutsche Bank's Asset Management division and, within the US, represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust Company.

NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE NOT A DEPOSIT

NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Performance Summary December 31, 2010

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, and does not guarantee future results. Investment return and principal value fluctuate with changing market conditions so that, when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Please contact your participating insurance company for the Fund's most recent month-end performance. Performance figures for Classes A and B differ because each class maintains a distinct expense structure. Performance doesn't reflect charges and fees ("contract charges") associated with the separat e account that invests in the Fund or any variable life insurance policy or variable annuity contract for which the Fund is an investment option. These charges and fees will reduce returns.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated May 1, 2010 are 0.56% and 0.81% for Class A and Class B shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

Fund returns during all periods shown reflect a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

Growth of an Assumed $10,000 Investment
[] DWS Small Cap Index VIP — Class A [] Russell 2000® Index	The Russell 2000® Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000 Index. Index returns assume reinvestment of dividends and, unlike fund returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.
Yearly periods ended December 31

Comparative Results (as of December 31, 2010)
DWS Small Cap Index VIP		1-Year			3-Year			5-Year			10-Year
Class A	Growth of $10,000	$	12,639		$	10,539		$	12,147		$	17,702
	Average annual total return		26.39	%		1.77	%		3.97	%		5.88	%
Russell 2000 Index	Growth of $10,000	$	12,685		$	10,682		$	12,446		$	18,477
	Average annual total return		26.85	%		2.22	%		4.47	%		6.33	%
DWS Small Cap Index VIP		1-Year			3-Year			5-Year			Life of Class*
Class B	Growth of $10,000	$	12,611		$	10,458		$	11,991		$	16,208
	Average annual total return		26.11	%		1.50	%		3.70	%		5.73	%
Russell 2000 Index	Growth of $10,000	$	12,685		$	10,682		$	12,446		$	17,182
	Average annual total return		26.85	%		2.22	%		4.47	%		6.44	%

The growth of $10,000 is cumulative.

*The Fund commenced offering Class B shares on April 30, 2002. Index returns began on April 30, 2002.

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include contract charges, redemption fees and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (July 1, 2010 to December 31, 2010).

The tables illustrate your Fund's expenses in two ways:

•Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund's actual return during the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the "Expenses Paid per $1,000" line under the share class you hold.

• Hypothetical 5% Fund Return. This helps you to compare your Fund's ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical Fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. If these transaction costs had been included, your costs would have been higher.

Expenses and Value of a $1,000 Investment for the six months ended December 31, 2010
Actual Fund Return	Class A		Class B
Beginning Account Value 7/1/10	$	1,000.00	$	1,000.00
Ending Account Value 12/31/10	$	1,292.70	$	1,290.30
Expenses Paid per $1,000*	$	3.00	$	4.44
Hypothetical 5% Fund Return	Class A		Class B
Beginning Account Value 7/1/10	$	1,000.00	$	1,000.00
Ending Account Value 12/31/10	$	1,022.59	$	1,021.33
Expenses Paid per $1,000*	$	2.64	$	3.92

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 365.

Annualized Expense Ratios	Class A	Class B
DWS Small Cap Index VIP	.52%	.77%

For more information, please refer to the Fund's prospectus.

These tables do not reflect charges and fees ("contract charges") associated with the separate account that invests in the Fund or any variable life insurance policy or variable annuity contract for which the Fund is an investment option.

Management Summary December 31, 2010

As 2010 began, concerns surfaced regarding sovereign debt problems in Europe and possible contagion that could negatively affect the US banking sector, which in investors' minds remained vulnerable in the aftermath of the 2008 financial crisis. However, a few bright spots between February and April 2010 sparked renewed interest in equities, thanks to improving consumer confidence, strong fourth-quarter 2009 gross domestic product (GDP) growth and manufacturing activity that rose to its highest level in six years.1 In early May 2010, additional European sovereign concerns, the Gulf of Mexico oil spill and a possible slowdown in the Chinese economy (which could hurt US export levels) dampened enthusiasm. By the end of August 2010, investors had regained their enthusiasm for stocks as economic data began to reflect a stabilizing and moderately improving economy, especially given pockets of strength in the manufacturing sector. And market watchers were further encouraged by the US Federal Reserve Board's (the Fed's) implementation of quantitative easing measures to jump-start the economy and support asset prices.

For the 12 months ended December 31, 2010, the Fund returned 26.39% (Class A shares, unadjusted for contract charges), compared with the 26.85% return of the Russell 2000® Index.

To attempt to match the risk and return characteristics of the Russell 2000 Index as closely as possible, the Fund invests in a statistically selected sample of the securities found in the Russell 2000 Index, using a process known as "optimization." This process selects stocks for the Fund so that industry weightings, market capitalizations and fundamental characteristics (price-to-book ratios, price-to-earnings ratios, debt-to-asset ratios and dividend yields) closely match those of the securities in the Russell 2000 Index without purchasing all of the stocks in the index.2 Going forward, we will continue to seek returns that approximate those of the Index.

Brent Reeder

Portfolio Manager and Senior Vice President

Northern Trust Investments, Inc., Subadvisor to the Fund

All performance shown is historical, assumes reinvestment of all dividend and capital gain distributions, and does not guarantee future results. Investment return and principal value fluctuate with changing market conditions so that, when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Please contact your participating insurance company for the Fund's most recent month-end performance. Performance figures for Classes A and B differ because each class maintains a distinct expense structure. Performance doesn't reflect charges and fees ("contract charges") associated with the separat e account that invests in the Fund or any variable life insurance policy or variable annuity contract for which the Fund is an investment option. These charges and fees will reduce returns.

Risk Considerations

Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. Various factors, including costs, cash flows and security selection, may cause the Fund's performance to differ from that of the index. Any decline in value of a fund security that is out on loan by the Fund will adversely affect performance. Financial failure of the borrower may mean a delay in recovery or loss of rights in the collateral. Stocks of smaller companies involve greater risk than securities of larger, more-established companies. Stocks may decline in value. See the prospectus for details.

The Russell 2000 Index is an unmanaged, capitalization-weighted measure of approximately 2,000 of the smallest companies in the Russell 3000® Index.

Index returns assume reinvestment of dividends and, unlike fund returns, do not reflect any fees or expenses. It is not possible to invest directly into an index.

1Gross domestic product is the value of goods and services produced in an economy.

2Price-to-earnings (P/E) ratio, or earnings multiple, is the price of a stock divided by its earnings per share. It is a widely used gauge of a stock's valuation that indicates what investors are paying for a company's earnings on a per share basis. Price-to-book (P/B) ratio is a measure of a stock's valuation relative to its book value (or total assets minus liabilities). A debt-to-asset ratio indicates what proportion of the company's assets are being financed through debt. A dividend yield is a financial ratio that shows how much a compa ny pays out in dividends each year relative to its share price.

Portfolio management market commentary is as of December 31, 2010, and may not come to pass. This information is subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance does not guarantee future results. Current and future portfolio holdings are subject to risk.

Portfolio Summary

Asset Allocation (As a % of Investment Portfolio excluding Securities Lending Collateral)	12/31/10	12/31/09
Common Stocks	97%	99%
Cash Equivalents*	3%	1%
	100%	100%

Sector Diversification (As a % of Common Stocks and Rights)	12/31/10	12/31/09
Financials	20%	20%
Information Technology	19%	18%
Industrials	16%	16%
Consumer Discretionary	14%	14%
Health Care	12%	14%
Energy	6%	5%
Materials	6%	5%
Consumer Staples	3%	4%
Utilities	3%	3%
Telecommunication Services	1%	1%
	100%	100%

Ten Largest Equity Holdings (2.6% of Net Assets)
1. Riverbed Technology, Inc. Manufactures and markets appliances used to connect computers in wide-area networks	0.4%
2. VeriFone Systems, Inc. Provides software-related services to enable transaction payments	0.3%
3. TIBCO Software, Inc. Provider of software solutions that enable businesses to integrate internal operations	0.3%
4. Brigham Exploration Co. Independent exploration and production company	0.3%
5. Nordson Corp. Manufacturer of industrial application equipment	0.3%
6. Deckers Outdoor Corp. Designs and markets function-oriented footwear and apparel	0.2%
7. Rackspace Hosting, Inc. Delivers Web sites, Web-based IT systems and provides related services	0.2%
8. Sotheby's Auctions fine arts, antiques and collectibles	0.2%
9. Baldor Electric Co. Manufactures and sells motors and drives	0.2%
10. Hecla Mining Co. Miner of domestic gold and silver	0.2%

Asset allocation, sector diversification and holdings are subject to change.

*In order to keep cash on hand to meet shareholder redemptions or other needs while maintaining exposure to the market, the Fund invests in futures contracts.

For more complete details about the Fund's investment portfolio, see page 8.

Following the Fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. The form will be available on the SEC's Web site at www.sec.gov, and it also may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330. The Fund's portfolio holdings are also posted on www.dws-investments.com from time to time. Please see the Fund's current prospectus for more information.

Investment Portfolio December 31, 2010

	Shares		Value ($)
Common Stocks 96.7%
Consumer Discretionary 13.2%
Auto Components 0.9%
American Axle & Manufacturing Holdings, Inc.*		16,210		208,460
Amerigon, Inc.*		6,283		68,359
Cooper Tire & Rubber Co.		16,641		392,395
Dana Holding Corp.*		38,599		664,289
Dorman Products, Inc.*		3,150		114,156
Drew Industries, Inc. (a)		5,172		117,508
Exide Technologies*		21,021		197,808
Fuel Systems Solutions, Inc.*		4,366		128,273
Modine Manufacturing Co.*		12,533		194,261
Shiloh Industries, Inc.		1,452		17,351
Spartan Motors, Inc.		8,264		50,328
Standard Motor Products, Inc.		5,063		69,363
Stoneridge, Inc.*		4,427		69,902
Superior Industries International, Inc.		6,453		136,933
Tenneco, Inc.*		16,482		678,399
Tower International, Inc.*		1,701		30,091
				3,137,876
Automobiles 0.0%
Winnebago Industries, Inc.*		7,961		121,007
Distributors 0.1%
Audiovox Corp. "A"*		4,134		35,676
Core-Mark Holding Co., Inc.*		2,898		103,140
Pool Corp. (a)		13,683		308,415
Weyco Group, Inc.		1,997		48,907
				496,138
Diversified Consumer Services 1.1%
American Public Education, Inc.*		5,091		189,589
Bridgepoint Education, Inc.* (a)		5,395		102,505
Cambium Learning Group, Inc.*		4,460		15,342
Capella Education Co.* (a)		4,576		304,670
Coinstar, Inc.*		8,618		486,400
Corinthian Colleges, Inc.* (a)		24,426		127,259
CPI Corp. (a)		1,290		29,090
Grand Canyon Education, Inc.*		8,575		167,984
K12, Inc.*		6,970		199,760
Learning Tree International, Inc.		1,724		16,481
Lincoln Educational Services Corp.		3,668		56,891
Mac-Gray Corp.		2,855		42,682
Matthews International Corp. "A"		8,352		292,153
National American University Holdings, Inc.		2,172		15,943
Pre-Paid Legal Services, Inc.* (a)		2,086		125,682
Princeton Review, Inc.* (a)		4,474		5,279
Regis Corp.		15,596		258,894
Sotheby's		18,352		825,840
Steiner Leisure Ltd.*		4,087		190,863
Stewart Enterprises, Inc. "A" (a)		22,136		148,090
Universal Technical Institute, Inc.		5,912		130,182
				3,731,579
Hotels Restaurants & Leisure 2.4%
AFC Enterprises, Inc.*		6,833		94,979
Ambassadors Group, Inc.		5,434		62,491
Ameristar Casinos, Inc.		6,974		109,004
Biglari Holdings, Inc.*		397		162,853
BJ's Restaurants, Inc.* (a)		6,198		219,595
	Shares		Value ($)
Bluegreen Corp.*		4,713		15,176
Bob Evans Farms, Inc.		8,385		276,370
Boyd Gaming Corp.* (a)		14,970		158,682
Bravo Brio Restaurant Group, Inc.*		3,098		59,389
Buffalo Wild Wings, Inc.* (a)		4,892		214,514
California Pizza Kitchen, Inc.*		5,166		89,268
Caribou Coffee Co., Inc.* (a)		2,042		20,583
Carrols Restaurant Group, Inc.*		3,474		25,777
CEC Entertainment, Inc.*		5,638		218,924
Churchill Downs, Inc.		3,191		138,489
Cracker Barrel Old Country Store, Inc.		6,572		359,948
Denny's Corp.*		26,161		93,656
DineEquity, Inc.*		4,887		241,320
Domino's Pizza, Inc.*		10,129		161,558
Einstein Noah Restaurant Group, Inc.*		1,465		20,583
Empire Resorts, Inc.* (a)		7,096		7,309
Gaylord Entertainment Co.* (a)		9,612		345,455
Interval Leisure Group, Inc.*		10,729		173,166
Isle of Capri Casinos, Inc.* (a)		4,142		42,331
Jack in the Box, Inc.*		15,234		321,894
Jamba, Inc.* (a)		16,512		37,482
Krispy Kreme Doughnuts, Inc.*		15,311		106,871
LIFE TIME FITNESS, Inc.*		11,357		465,523
Marcus Corp.		5,759		76,422
McCormick & Schmick's Seafood Restaurants, Inc.*		3,869		35,169
Monarch Casino & Resort, Inc.*		2,791		34,888
Morgans Hotel Group Co.*		5,613		50,910
Multimedia Games, Inc.*		6,526		36,415
O'Charley's, Inc.*		4,969		35,777
Orient-Express Hotels Ltd. "A"*		27,856		361,849
P.F. Chang's China Bistro, Inc. (a)		6,397		309,999
Papa John's International, Inc.*		5,730		158,721
Peet's Coffee & Tea, Inc.* (a)		3,320		138,577
Pinnacle Entertainment, Inc.*		16,256		227,909
Red Lion Hotels Corp.*		3,771		30,093
Red Robin Gourmet Burgers, Inc.*		4,469		95,949
Ruby Tuesday, Inc.* (a)		17,835		232,925
Ruth's Hospitality Group, Inc.* (a)		8,401		38,897
Scientific Games Corp. "A"*		18,009		179,370
Shuffle Master, Inc.*		15,131		173,250
Sonic Corp.*		17,268		174,752
Speedway Motorsports, Inc.		3,493		53,513
Texas Roadhouse, Inc. "A"* (a)		15,835		271,887
The Cheesecake Factory, Inc.*		16,528		506,749
Vail Resorts, Inc.* (a)		10,029		521,909
				7,989,120
Household Durables 0.7%
American Greetings Corp. "A"		10,726		237,688
Beazer Homes USA, Inc.* (a)		20,100		108,339
Blyth, Inc.		1,364		47,031
Brookfield Homes Corp.*		2,212		20,793
Cavco Industries, Inc.*		1,729		80,727
CSS Industries, Inc.		1,866		38,458
Ethan Allen Interiors, Inc. (a)		6,553		131,126
Furniture Brands International, Inc.* (a)		12,765		65,612
Helen of Troy Ltd.*		8,362		248,686
Hooker Furniture Corp.		3,076		43,464
	Shares		Value ($)
Hovnanian Enterprises, Inc. "A"* (a)		13,245		54,172
iRobot Corp.* (a)		5,806		144,453
Kid Brands, Inc.*		3,454		29,532
La-Z-Boy, Inc.*		13,965		125,964
Libbey, Inc.*		5,503		85,131
Lifetime Brands, Inc.*		2,536		35,605
M/I Homes, Inc.*		4,785		73,593
Meritage Homes Corp.* (a)		8,766		194,605
Ryland Group, Inc.		12,296		209,401
Sealy Corp.*		13,302		38,842
Skyline Corp.		1,800		46,944
Standard Pacific Corp.*		29,406		135,268
Universal Electronics, Inc.*		3,681		104,430
				2,299,864
Internet & Catalog Retail 0.4%
1-800 FLOWERS.COM, Inc. "A"*		5,298		14,252
Blue Nile, Inc.* (a)		3,521		200,908
drugstore.com, Inc.*		25,647		56,680
Gaiam, Inc. "A"		4,005		30,838
HSN, Inc.*		10,611		325,121
NutriSystem, Inc.		7,547		158,713
Orbitz Worldwide, Inc.*		5,489		30,684
Overstock.com, Inc.* (a)		3,989		65,739
PetMed Express, Inc.		6,564		116,905
Shutterfly, Inc.*		7,431		260,308
US Auto Parts Network, Inc.*		4,076		34,238
Vitacost.com, Inc.*		3,971		22,635
				1,317,021
Leisure Equipment & Products 0.7%
Arctic Cat, Inc.*		3,341		48,912
Brunswick Corp. (a)		24,194		453,395
Callaway Golf Co. (a)		18,370		148,246
Eastman Kodak Co.*		72,956		391,044
JAKKS Pacific, Inc.* (a)		7,968		145,177
Johnson Outdoors, Inc. "A"*		1,177		14,736
Leapfrog Enterprises, Inc.*		8,924		49,528
Marine Products Corp.*		3,050		20,313
Polaris Industries, Inc. (a)		8,544		666,603
RC2 Corp.*		5,819		126,680
Smith & Wesson Holding Corp.*		15,947		59,642
Steinway Musical Instruments, Inc.*		1,547		30,708
Sturm, Ruger & Co., Inc. (a)		5,033		76,955
Summer Infant, Inc.*		2,899		21,974
				2,253,913
Media 1.3%
AH Belo Corp. "A"*		4,929		42,882
Arbitron, Inc. (a)		7,209		299,318
Ascent Media Corp. "A"*		3,951		153,141
Ballantyne Strong, Inc.*		3,936		30,583
Beasley Broadcast Group, Inc. "A"*		1,548		9,273
Belo Corp. "A"*		24,469		173,241
Carmike Cinemas, Inc.*		2,291		17,687
Cinemark Holdings, Inc.		15,767		271,823
CKX, Inc.*		15,460		62,304
Crown Media Holdings, Inc.* (a)		7,874		20,630
Cumulus Media, Inc. "A"*		6,071		26,166
Dex One Corp.*		13,851		103,328
E.W. Scripps Co. "A"*		8,712		88,427
Entercom Communications Corp. "A"*		6,479		75,027
	Shares		Value ($)
Entravision Communications Corp. "A"*		13,431		34,518
Fisher Communications, Inc.*		1,534		33,441
Global Sources Ltd.*		4,670		44,458
Gray Television, Inc.*		13,451		25,153
Harte-Hanks, Inc.		10,392		132,706
Journal Communications, Inc. "A"*		12,400		62,620
Knology, Inc.*		8,381		130,995
Lee Enterprises, Inc.* (a)		12,363		30,413
Lin TV Corp. "A"*		7,600		40,280
Lions Gate Entertainment Corp.* (a)		18,941		123,306
Live Nation Entertainment, Inc.*		38,646		441,337
LodgeNet Interactive Corp.*		6,546		27,820
Martha Stewart Living Omnimedia, Inc. "A"* (a)		6,536		28,889
McClatchy Co. "A"* (a)		16,458		76,859
Media General, Inc. "A"* (a)		6,082		35,154
Mediacom Communications Corp. "A"*		10,992		92,992
National CineMedia, Inc.		14,308		284,872
Nexstar Broadcasting Group, Inc. "A"*		2,951		17,676
Outdoor Channel Holdings, Inc.*		2,580		18,499
Playboy Enterprises, Inc. "B"*		5,144		26,852
PRIMEDIA, Inc.		5,413		22,735
Radio One, Inc. "D"*		8,606		9,639
ReachLocal, Inc.* (a)		1,327		26,421
Rentrak Corp.*		2,627		79,230
Scholastic Corp. (a)		8,358		246,895
Sinclair Broadcast Group, Inc. "A"		12,426		101,645
SuperMedia, Inc.*		3,544		30,868
Valassis Communications, Inc.*		13,600		439,960
Value Line, Inc.		300		4,335
Warner Music Group Corp.*		12,491		70,324
Westwood One, Inc.* (a)		1,464		13,366
World Wrestling Entertainment, Inc. "A" (a)		6,700		95,408
				4,223,496
Multiline Retail 0.4%
99 Cents Only Stores*		12,306		196,158
Dillard's, Inc. "A" (a)		11,055		419,427
Fred's, Inc.		10,777		148,291
Gordmans Stores, Inc.*		1,495		25,056
Retail Ventures, Inc.*		6,581		107,270
Saks, Inc.* (a)		36,641		392,059
The Bon-Ton Stores, Inc.* (a)		3,254		41,196
Tuesday Morning Corp.*		8,409		44,399
				1,373,856
Specialty Retail 3.2%
America's Car-Mart, Inc.*		2,527		68,431
AnnTaylor Stores Corp.*		16,119		441,499
Asbury Automotive Group, Inc.*		7,796		144,070
Ascena Retail Group, Inc.*		16,026		423,407
Barnes & Noble, Inc. (a)		10,711		151,561
bebe stores, inc.		9,065		54,027
Big 5 Sporting Goods Corp.		5,758		87,925
Body Central Corp.*		1,582		22,575
Books-A-Million, Inc.		2,112		12,250
Borders Group, Inc.*		14,217		12,798
Brown Shoe Co., Inc.		12,119		168,818
Build-A-Bear Workshop, Inc.* (a)		4,581		34,999
Cabela's, Inc.*		10,815		235,226
Casual Male Retail Group, Inc.*		11,533		54,666
	Shares		Value ($)
Cato Corp. "A"		7,605		208,453
Charming Shoppes, Inc.*		31,436		111,598
Children's Place Retail Stores, Inc.*		7,171		355,968
Christopher & Banks Corp.		9,416		57,908
Citi Trends, Inc.*		4,144		101,735
Coldwater Creek, Inc.*		16,271		51,579
Collective Brands, Inc.*		17,717		373,829
Conn's, Inc.* (a)		4,800		22,464
Destination Maternity Corp.*		1,244		47,185
DSW, Inc. "A"* (a)		3,915		153,076
Express, Inc.		4,432		83,322
Genesco, Inc.*		6,658		249,608
Group 1 Automotive, Inc. (a)		6,604		275,783
Haverty Furniture Companies, Inc.		4,666		60,565
hhgregg, Inc.* (a)		3,700		77,515
Hibbett Sports, Inc.* (a)		7,964		293,872
Hot Topic, Inc.		12,934		81,096
Jo-Ann Stores, Inc.*		7,591		457,130
Jos. A. Bank Clothiers, Inc.* (a)		7,387		297,844
Kirkland's, Inc.*		4,641		65,113
Lithia Motors, Inc. "A"		6,265		89,527
Lumber Liquidators Holdings, Inc.* (a)		6,157		153,371
MarineMax, Inc.*		6,120		57,222
Midas, Inc.*		4,041		32,773
Monro Muffler Brake, Inc.		8,243		285,108
New York & Co., Inc.*		8,045		35,559
OfficeMax, Inc.*		23,523		416,357
Pacific Sunwear of California, Inc.* (a)		18,638		101,018
Penske Automotive Group, Inc.*		12,276		213,848
Pier 1 Imports, Inc.*		28,979		304,279
Rent-A-Center, Inc. (a)		18,134		585,366
Rue21, Inc.*		4,064		119,116
Sally Beauty Holdings, Inc.* (a)		25,528		370,922
Select Comfort Corp.*		15,098		137,845
Shoe Carnival, Inc.*		2,522		68,094
Sonic Automotive, Inc. "A"		11,092		146,858
Stage Stores, Inc.		10,067		174,562
Stein Mart, Inc.		7,871		72,807
Systemax, Inc.*		2,979		42,004
Talbots, Inc.*		19,441		165,637
The Buckle, Inc.		7,007		264,654
The Finish Line, Inc. "A"		14,063		241,743
The Men's Wearhouse, Inc.		14,207		354,891
The Pep Boys — Manny, Moe & Jack		14,361		192,868
The Wet Seal, Inc. "A"*		26,409		97,713
Ulta Salon, Cosmetics & Fragrance, Inc.*		8,696		295,664
Vitamin Shoppe, Inc.*		4,439		149,328
West Marine, Inc.*		3,594		38,025
Winmark Corp.		666		22,404
Zumiez, Inc.*		5,477		147,167
				10,714,625
Textiles, Apparel & Luxury Goods 2.0%
American Apparel, Inc.* (a)		10,700		17,762
Carter's, Inc.*		16,373		483,167
Cherokee, Inc.		1,925		36,209
Columbia Sportswear Co.		3,123		188,317
Crocs, Inc.* (a)		23,535		402,919
Culp, Inc.*		2,428		25,154
Deckers Outdoor Corp.* (a)		10,641		848,513
Delta Apparel, Inc.*		1,605		21,668
	Shares		Value ($)
G-III Apparel Group Ltd.*		4,109		144,431
Iconix Brand Group, Inc.*		19,970		385,621
Joe's Jeans, Inc.* (a)		11,674		18,212
K-Swiss, Inc. "A"* (a)		7,254		90,457
Kenneth Cole Productions, Inc. "A"*		2,090		26,104
LaCrosse Footwear, Inc. (a)		1,258		20,631
Liz Claiborne, Inc.* (a)		26,210		187,664
Maidenform Brands, Inc.* (a)		6,328		150,417
Movado Group, Inc.*		4,312		69,596
Oxford Industries, Inc.		3,379		86,536
Perry Ellis International, Inc.*		2,639		72,493
Quiksilver, Inc.* (a)		35,891		181,967
R.G. Barry Corp.		2,256		25,087
Skechers USA, Inc. "A"*		9,703		194,060
Steven Madden Ltd.*		6,708		279,858
The Jones Group, Inc.		24,145		375,213
The Warnaco Group, Inc.*		12,177		670,587
Timberland Co. "A"*		10,756		264,490
True Religion Apparel, Inc.* (a)		7,019		156,243
Under Armour, Inc. "A"* (a)		9,730		533,593
Unifi, Inc.*		3,776		63,928
Vera Bradley, Inc.*		3,478		114,774
Volcom, Inc.		5,233		98,747
Wolverine World Wide, Inc.		13,471		429,456
				6,663,874
Consumer Staples 2.9%
Beverages 0.2%
Boston Beer Co., Inc. "A"*		2,343		222,796
Coca-Cola Bottling Co. Consolidated		1,174		65,251
Heckmann Corp.*		24,589		123,682
MGP Ingredients, Inc. (a)		3,092		34,136
National Beverage Corp.		2,978		39,131
Primo Water Corp.*		2,550		36,235
				521,231
Food & Staples Retailing 0.8%
Arden Group, Inc. "A"		379		31,268
Casey's General Stores, Inc.		10,332		439,213
Ingles Markets, Inc. "A"		3,451		66,259
Nash Finch Co.		3,425		145,597
Pantry, Inc.*		6,094		121,027
PriceSmart, Inc.		4,367		166,077
Rite Aid Corp.*		155,027		136,920
Ruddick Corp.		12,152		447,680
Spartan Stores, Inc.		6,153		104,293
Susser Holdings Corp.*		2,300		31,855
The Andersons, Inc.		4,983		181,132
The Fresh Market, Inc.*		4,167		171,680
United Natural Foods, Inc.*		13,203		484,286
Village Super Market, Inc. "A"		1,627		53,691
Weis Markets, Inc.		3,112		125,507
Winn-Dixie Stores, Inc.*		14,945		107,156
				2,813,641
Food Products 1.2%
Alico, Inc.		1,130		26,939
B&G Foods, Inc. "A"		13,223		181,552
Bridgford Foods Corp.		620		8,835
Cal-Maine Foods, Inc. (a)		3,751		118,457
Calavo Growers, Inc. (a)		2,900		66,845
Chiquita Brands International, Inc.* (a)		12,448		174,521
	Shares		Value ($)
Darling International, Inc.*		22,589		299,982
Diamond Foods, Inc. (a)		6,044		321,420
Dole Food Co., Inc.* (a)		9,680		130,777
Farmer Brothers Co.		1,596		28,409
Fresh Del Monte Produce, Inc.		10,959		273,427
Griffin Land & Nurseries, Inc.		617		19,978
Hain Celestial Group, Inc.*		11,242		304,208
Harbinger Group, Inc.*		2,645		16,373
Imperial Sugar Co. (a)		3,462		46,287
J & J Snack Foods Corp.		3,934		189,776
John B. Sanfilippo & Son, Inc.*		2,193		27,281
Lancaster Colony Corp.		5,336		305,219
Lifeway Foods, Inc.*		1,481		14,144
Limoneira Co.		2,264		64,977
Pilgrim's Pride Corp.*		13,503		95,736
Sanderson Farms, Inc.		6,222		243,591
Seneca Foods Corp. "A"*		2,092		56,442
Smart Balance, Inc.*		16,748		72,519
Snyders-Lance, Inc.		7,176		168,205
Tootsie Roll Industries, Inc. (a)		6,544		189,580
TreeHouse Foods, Inc.* (a)		9,561		488,471
				3,933,951
Household Products 0.2%
Central Garden & Pet Co. "A"*		15,911		157,200
Oil-Dri Corp. of America		1,524		32,751
Spectrum Brands Holdings, Inc.*		4,981		155,258
WD-40 Co.		4,578		184,402
				529,611
Personal Products 0.3%
Elizabeth Arden, Inc.*		6,467		148,806
Female Health Co.		4,952		28,177
Inter Parfums, Inc.		4,035		76,060
Medifast, Inc.*		3,817		110,235
Nature's Sunshine Products, Inc.*		2,086		18,732
Nu Skin Enterprises, Inc. "A"		13,410		405,787
Nutraceutical International Corp.*		2,493		35,376
Prestige Brands Holdings, Inc.*		11,537		137,867
Revlon, Inc. "A"*		2,941		28,939
Schiff Nutrition International, Inc.		3,390		30,781
Synutra International, Inc.* (a)		4,980		66,981
USANA Health Sciences, Inc.*		1,560		67,782
				1,155,523
Tobacco 0.2%
Alliance One International, Inc.* (a)		24,294		103,007
Star Scientific, Inc.* (a)		27,533		53,689
Universal Corp. (a)		6,691		272,324
Vector Group Ltd. (a)		12,529		217,002
				646,022
Energy 6.2%
Energy Equipment & Services 2.1%
Allis-Chalmers Energy, Inc.*		10,117		71,730
Basic Energy Services, Inc.*		6,305		103,906
Bristow Group, Inc.*		9,777		462,941
Cal Dive International, Inc.*		26,185		148,469
CARBO Ceramics, Inc. (a)		5,200		538,408
Complete Production Services, Inc.*		21,215		626,903
Dawson Geophysical Co.*		2,194		69,989
Dril-Quip, Inc.*		9,295		722,407
Global Geophysical Services, Inc.*		2,163		22,452
Global Industries Ltd.*		27,685		191,857
	Shares		Value ($)
Gulf Island Fabrication, Inc.		3,989		112,410
GulfMark Offshore, Inc. "A"*		6,243		189,787
Helix Energy Solutions Group, Inc.*		28,987		351,902
Hercules Offshore, Inc.*		31,376		108,561
Hornbeck Offshore Services, Inc.*		6,337		132,317
ION Geophysical Corp.* (a)		35,204		298,530
Key Energy Services, Inc.*		34,727		450,756
Lufkin Industries, Inc.		8,251		514,780
Matrix Service Co.*		7,456		90,814
Natural Gas Services Group*		3,396		64,218
Newpark Resources, Inc.*		24,565		151,320
OYO Geospace Corp.*		1,125		111,499
Parker Drilling Co.* (a)		32,576		148,872
PHI, Inc. (Non Voting)*		3,834		72,233
Pioneer Drilling Co.*		14,927		131,507
RPC, Inc. (a)		11,987		217,195
Seahawk Drilling, Inc.*		3,029		27,110
T-3 Energy Services, Inc.*		3,630		144,583
Tesco Corp.*		8,408		133,519
TETRA Technologies, Inc.*		20,699		245,697
Union Drilling, Inc.*		3,732		27,169
Vantage Drilling Co.*		40,462		82,138
Willbros Group, Inc.*		12,672		124,439
				6,890,418
Oil, Gas & Consumable Fuels 4.1%
Abraxas Petroleum Corp.*		18,561		84,824
Alon USA Energy, Inc. (a)		1,860		11,123
Amyris, Inc.*		1,555		41,487
Apco Oil & Gas International, Inc.		2,449		140,817
Approach Resources, Inc.*		4,828		111,527
ATP Oil & Gas Corp.* (a)		11,968		200,344
Berry Petroleum Co. "A"		13,934		608,916
Bill Barrett Corp.*		12,749		524,366
BPZ Resources, Inc.* (a)		26,947		128,268
Brigham Exploration Co.*		31,820		866,777
Callon Petroleum Co.*		7,970		47,182
CAMAC Energy, Inc.*		13,139		26,147
Carrizo Oil & Gas, Inc.*		8,696		299,925
Cheniere Energy, Inc.* (a)		15,612		86,178
Clayton Williams Energy, Inc.*		1,610		135,192
Clean Energy Fuels Corp.*		12,413		171,796
Cloud Peak Energy, Inc.*		8,836		205,260
Contango Oil & Gas Co.*		3,234		187,346
Crosstex Energy, Inc. (a)		10,946		96,982
CVR Energy, Inc.*		8,358		126,874
Delek US Holdings, Inc.		3,425		24,934
Delta Petroleum Corp.* (a)		52,293		39,743
DHT Holdings, Inc. (a)		14,120		65,658
Endeavour International Corp.* (a)		6,180		85,284
Energy Partners Ltd.*		8,023		119,222
Energy XXI (Bermuda) Ltd.*		18,963		524,706
Evolution Petroleum Corp.*		3,988		26,002
FX Energy, Inc.* (a)		12,008		73,849
Gastar Exploration Ltd.*		14,946		64,268
General Maritime Corp. (a)		22,087		71,783
GeoResources, Inc.*		3,571		79,312
GMX Resources, Inc.* (a)		7,817		43,150
Golar LNG Ltd.		10,143		152,246
Goodrich Petroleum Corp.* (a)		6,451		113,796
Green Plains Renewable Energy, Inc.* (a)		5,352		60,263
Gulfport Energy Corp.*		7,449		161,271
Hallador Energy Co.		983		10,312
	Shares		Value ($)
Harvest Natural Resources, Inc.* (a)		8,927		108,642
Houston American Energy Corp.		4,975		89,998
International Coal Group, Inc.* (a)		35,614		275,652
Isramco, Inc.*		336		28,325
James River Coal Co.*		7,646		193,673
Knightsbridge Tankers Ltd. (a)		6,726		149,788
Kodiak Oil & Gas Corp.*		48,684		321,314
L&L Energy, Inc.* (a)		4,662		50,350
Magnum Hunter Resources Corp.*		15,024		108,173
McMoRan Exploration Co.*		26,189		448,879
Miller Petroleum, Inc.*		4,979		25,891
Nordic American Tanker Shipping Ltd. (a)		12,680		329,934
Northern Oil & Gas, Inc.*		14,885		405,021
Oasis Petroleum, Inc.*		13,125		355,950
Overseas Shipholding Group, Inc. (a)		7,099		251,447
Panhandle Oil & Gas, Inc.		1,844		50,562
Patriot Coal Corp.* (a)		21,682		419,980
Penn Virginia Corp. (a)		12,658		212,908
Petroleum Development Corp.*		6,450		272,254
PetroQuest Energy, Inc.*		14,506		109,230
RAM Energy Resources, Inc.*		15,314		28,178
Rentech, Inc.* (a)		59,802		72,958
Resolute Energy Corp.* (a)		10,479		154,670
REX American Resources Corp.*		1,849		28,401
Rex Energy Corp.*		8,503		116,066
Rosetta Resources, Inc.*		14,451		543,936
Scorpio Tankers, Inc.*		4,696		47,477
Ship Finance International Ltd.		12,208		262,716
Stone Energy Corp.* (a)		11,739		261,662
Swift Energy Co.* (a)		11,558		452,496
Syntroleum Corp.*		20,697		38,289
Teekay Tankers Ltd. "A"		8,811		108,728
TransAtlantic Petroleum Ltd.*		40,722		135,604
Uranium Energy Corp.* (a)		17,134		103,489
USEC, Inc.* (a)		31,294		188,390
VAALCO Energy, Inc.*		13,865		99,273
Venoco, Inc.*		5,429		100,165
W&T Offshore, Inc.		9,322		166,584
Warren Resources, Inc.*		19,323		87,340
Western Refining, Inc.* (a)		14,234		150,596
World Fuel Services Corp.		18,815		680,350
				13,852,469
Financials 19.7%
Capital Markets 1.9%
American Capital Ltd.*		93,358		705,787
Arlington Asset Investment Corp. "A"		1,872		44,909
Artio Global Investors, Inc. "A"		7,712		113,752
BGC Partners, Inc. "A" (a)		15,712		130,567
BlackRock Kelso Capital Corp.		19,528		215,980
Calamos Asset Management, Inc. "A"		5,040		70,560
Capital Southwest Corp.		783		81,275
Cohen & Steers, Inc.		4,940		128,934
Cowen Group, Inc. "A"*		10,029		46,735
Diamond Hill Investment Group		700		50,638
Duff & Phelps Corp. "A"		7,539		127,108
Epoch Holding Corp.		3,491		54,215
Evercore Partners, Inc. "A"		4,323		146,982
FBR Capital Markets Corp.*		14,578		55,688
	Shares		Value ($)
Fifth Street Finance Corp.		15,294		185,669
Financial Engines, Inc.*		3,578		70,952
GAMCO Investors, Inc. "A"		1,843		88,482
GFI Group, Inc.		18,300		85,827
Gladstone Capital Corp. (a)		5,787		66,666
Gladstone Investment Corp.		6,600		50,490
Gleacher & Co., Inc.*		21,525		51,014
Harris & Harris Group, Inc.*		8,500		37,230
Hercules Technology Growth Capital, Inc.		9,461		98,016
HFF, Inc. "A"*		5,279		50,995
International Assets Holding Corp.* (a)		3,389		79,980
Investment Technology Group, Inc.*		12,036		197,029
JMP Group, Inc.		4,691		35,792
KBW, Inc. (a)		9,802		273,672
Knight Capital Group, Inc. "A"* (a)		25,590		352,886
LaBranche & Co., Inc.*		9,695		34,902
Ladenburg Thalmann Financial Services, Inc.* (a)		25,243		29,534
Main Street Capital Corp.		4,164		75,743
MCG Capital Corp.		21,116		147,179
Medallion Financial Corp.		4,500		36,900
MF Global Holdings Ltd.* (a)		31,431		262,763
MVC Capital, Inc.		6,694		97,732
NGP Capital Resources Co.		5,775		53,130
Oppenheimer Holdings, Inc. "A"		2,816		73,807
optionsXpress Holdings, Inc.		11,646		182,493
PennantPark Investment Corp.		9,725		119,034
Penson Worldwide, Inc.* (a)		5,222		25,536
Piper Jaffray Companies, Inc.*		4,196		146,902
Prospect Capital Corp.		22,509		243,097
Pzena Investment Management, Inc. "A"		1,434		10,540
Rodman & Renshaw Capital Group, Inc.*		4,364		11,696
Safeguard Scientifics, Inc.*		5,644		96,400
Sanders Morris Harris Group, Inc.		6,136		44,486
Solar Capital Ltd.		1,550		38,409
Stifel Financial Corp.*		9,342		579,578
SWS Group, Inc.		7,909		39,941
TICC Capital Corp.		8,742		97,998
TradeStation Group, Inc.*		11,290		76,208
Triangle Capital Corp.		4,078		77,482
Virtus Investment Partners, Inc.*		1,293		58,663
Westwood Holdings Group, Inc.		1,573		62,857
				6,420,840
Commercial Banks 5.6%
1st Source Corp.		3,964		80,231
1st United Bancorp., Inc.*		6,090		42,082
Alliance Financial Corp. (a)		1,287		41,634
American National Bankshares, Inc.		1,473		34,689
Ameris Bancorp. (a)		6,570		69,248
Ames National Corp. (a)		2,109		45,702
Arrow Financial Corp.		2,657		73,094
BancFirst Corp.		1,825		75,172
Banco Latinoamericano de Comercio Exterior SA "E"		7,652		141,256
Bancorp. Rhode Island, Inc.		1,041		30,283
Bank of Marin Bancorp.		1,461		51,135
Bank of the Ozarks, Inc.		3,578		155,106
Boston Private Financial Holdings, Inc.		19,905		130,378
	Shares		Value ($)
Bridge Bancorp., Inc.		1,549		38,183
Bryn Mawr Bank Corp. (a)		2,771		48,354
Camden National Corp.		2,116		76,663
Capital City Bank Group, Inc.		3,126		39,388
Cardinal Financial Corp.		7,879		91,633
Cathay General Bancorp.		21,574		360,286
Center Financial Corp.*		9,881		74,898
Centerstate Banks, Inc.		7,374		58,402
Century Bancorp., Inc. "A"		1,033		27,674
Chemical Financial Corp.		6,740		149,291
Citizens & Northern Corp.		3,007		44,684
Citizens Republic Bancorp., Inc.*		107,757		66,271
City Holding Co. (a)		4,338		157,166
CNB Financial Corp.		3,400		50,354
CoBiz Financial, Inc. (a)		9,034		54,927
Columbia Banking System, Inc.		10,872		228,964
Community Bank System, Inc.		9,101		252,735
Community Trust Bancorp., Inc.		3,759		108,861
CVB Financial Corp. (a)		25,006		216,802
Danvers Bancorp., Inc.		5,171		91,372
Eagle Bancorp., Inc.*		4,712		67,994
Encore Bancshares, Inc.*		2,230		22,880
Enterprise Financial Services Corp.		3,626		37,928
Financial Institutions, Inc.		2,853		54,121
First BanCorp. — North Carolina		4,128		63,200
First BanCorp. — Puerto Rico* (a)		23,808		10,952
First Bancorp., Inc.		2,700		42,633
First Busey Corp.		14,323		67,318
First Commonwealth Financial Corp.		27,969		198,020
First Community Bancshares, Inc.		4,380		65,437
First Financial Bancorp.		16,027		296,179
First Financial Bankshares, Inc. (a)		5,751		294,336
First Financial Corp. — Indiana		3,054		107,318
First Interstate BancSystem, Inc. "A"		3,449		52,563
First Merchants Corp.		6,928		61,382
First Midwest Bancorp., Inc. (a)		20,572		236,989
First of Long Island Corp.		2,064		59,670
First South Bancorp., Inc.		2,400		15,528
FirstMerit Corp.		29,720		588,159
FNB Corp. (a)		30,875		303,192
German American Bancorp., Inc. (a)		2,880		53,035
Glacier Bancorp., Inc.		19,705		297,743
Great Southern Bancorp., Inc.		2,688		63,410
Greene Bancshares, Inc.* (a)		3,288		10,522
Hancock Holding Co.		8,112		282,784
Hanmi Financial Corp.*		28,808		33,129
Heartland Financial USA, Inc.		3,621		63,223
Heritage Financial Corp.*		2,663		37,069
Home Bancorp., Inc.*		2,056		28,414
Home Bancshares, Inc.		6,054		133,370
Hudson Valley Holding Corp.		3,621		89,661
IBERIABANK Corp.		7,363		435,374
Independent Bank Corp. — Massachusetts (a)		5,748		155,483
International Bancshares Corp.		14,696		294,361
Investors Bancorp., Inc.*		12,838		168,435
Lakeland Bancorp., Inc.		5,557		60,960
Lakeland Financial Corp.		4,216		90,475
MainSource Financial Group, Inc.		5,170		53,820
MB Financial, Inc.		14,648		253,703
Merchants Bancshares, Inc.		1,476		40,679
Metro Bancorp., Inc.*		3,770		41,508
	Shares		Value ($)
MidSouth Bancorp., Inc.		2,182		33,516
MidWestOne Financial Group, Inc.		1,903		28,754
Nara Bancorp., Inc.*		10,756		105,624
National Bankshares, Inc.		1,801		56,713
National Penn Bancshares, Inc.		34,626		278,047
NBT Bancorp., Inc.		9,497		229,353
Northfield Bancorp., Inc. (a)		4,859		64,722
Old National Bancorp.		23,471		279,070
OmniAmerican Bancorp., Inc.*		3,324		45,040
Oriental Financial Group, Inc. (a)		12,709		158,735
Orrstown Financial Services, Inc.		1,658		45,446
Pacific Continental Corp.		5,134		51,648
PacWest Bancorp. (a)		8,614		184,167
Park National Corp.		3,448		250,566
Peapack-Gladstone Financial Corp.		2,730		35,626
Penns Woods Bancorp., Inc.		938		37,332
Peoples Bancorp., Inc.		2,888		45,197
Pinnacle Financial Partners, Inc.*		9,119		123,836
Porter Bancorp., Inc.		767		7,903
PrivateBancorp., Inc.		14,329		206,051
Prosperity Bancshares, Inc.		12,827		503,845
Renasant Corp. (a)		6,723		113,686
Republic Bancorp., Inc. "A" (a)		2,881		68,424
S&T Bancorp., Inc.		6,950		157,000
S.Y. Bancorp., Inc. (a)		3,280		80,524
Sandy Spring Bancorp., Inc. (a)		6,664		122,817
SCBT Financial Corp.		3,587		117,474
Sierra Bancorp.		3,235		34,712
Signature Bank*		11,282		564,100
Simmons First National Corp. "A"		4,789		136,486
Southside Bancshares, Inc.		4,077		85,902
Southwest Bancorp., Inc.*		5,458		67,679
State Bancorp., Inc.		4,711		43,577
StellarOne Corp.		6,044		87,880
Sterling Bancorp.		7,483		78,347
Sterling Bancshares, Inc.		25,443		178,610
Suffolk Bancorp.		2,554		63,033
Susquehanna Bancshares, Inc.		35,171		340,455
SVB Financial Group*		11,490		609,544
Taylor Capital Group, Inc.*		2,671		35,124
Texas Capital Bancshares, Inc.*		10,126		215,380
The Bancorp., Inc.*		6,263		63,695
Tompkins Financial Corp.		2,172		85,055
Tower Bancorp., Inc.		1,999		44,058
TowneBank (a)		6,517		103,555
TriCo Bancshares		3,873		62,549
Trustmark Corp. (a)		17,280		429,235
UMB Financial Corp.		8,701		360,395
Umpqua Holdings Corp.		31,287		381,076
Union First Market Bankshares Corp.		5,215		77,078
United Bankshares, Inc.		10,733		313,404
United Community Banks, Inc.*		26,924		52,502
Univest Corp. of Pennsylvania		4,332		83,044
Virginia Commerce Bancorp., Inc.*		5,560		34,361
Washington Banking Co.		4,402		60,351
Washington Trust Bancorp., Inc.		3,900		85,332
Webster Financial Corp.		18,084		356,255
WesBanco, Inc.		6,130		116,225
West Bancorp. (a)		4,052		31,565
West Coast Bancorp.*		26,072		73,523
Westamerica Bancorp.		8,112		449,973
Western Alliance Bancorp.*		17,904		131,773
	Shares		Value ($)
Whitney Holding Corp.		26,736		378,314
Wilshire Bancorp., Inc. (a)		5,344		40,721
Wintrust Financial Corp.		9,358		309,095
				18,634,954
Consumer Finance 0.6%
Advance America Cash Advance Centers, Inc.		14,750		83,190
Cash America International, Inc. (a)		7,991		295,108
CompuCredit Holdings Corp.*		3,154		22,015
Credit Acceptance Corp.*		1,562		98,047
Dollar Financial Corp.*		6,697		191,735
EZCORP, Inc. "A"*		12,681		344,035
First Cash Financial Services, Inc.*		8,311		257,558
Nelnet, Inc. "A"		7,274		172,321
Netspend Holdings, Inc.*		8,344		106,970
Student Loan Corp.		1,094		35,489
The First Marblehead Corp.* (a)		15,439		33,503
World Acceptance Corp.*		4,539		239,659
				1,879,630
Diversified Financial Services 0.5%
Asset Acceptance Capital Corp.* (a)		3,862		22,902
ASTA Funding, Inc.		2,924		23,684
California First National Bancorp.		432		6,234
Compass Diversified Holdings		10,000		176,900
Encore Capital Group, Inc.*		3,840		90,048
Life Partners Holdings, Inc. (a)		1,833		35,065
MarketAxess Holdings, Inc.		7,613		158,427
Marlin Business Services Corp.*		2,370		29,981
NewStar Financial, Inc.*		7,313		77,299
PHH Corp.* (a)		15,375		355,931
PICO Holdings, Inc.*		6,238		198,368
Portfolio Recovery Associates, Inc.*		4,591		345,243
Primus Guaranty Ltd.*		5,403		27,447
				1,547,529
Insurance 2.5%
Alterra Capital Holdings Ltd.		26,165		566,211
American Equity Investment Life Holding Co.		16,541		207,590
American Safety Insurance Holdings Ltd.*		2,900		62,002
AMERISAFE, Inc.*		5,152		90,160
AmTrust Financial Services, Inc.		5,973		104,528
Argo Group International Holdings Ltd.		8,401		314,617
Baldwin & Lyons, Inc.		2,192		51,578
Citizens, Inc.* (a)		10,066		74,992
CNA Surety Corp.*		5,024		118,968
CNO Financial Group, Inc.*		61,539		417,234
Crawford & Co. "B"* (a)		7,300		24,820
Delphi Financial Group, Inc. "A"		13,006		375,093
Donegal Group, Inc. "A"		2,772		40,139
eHealth, Inc.*		5,935		84,218
EMC Insurance Group, Inc. (a)		1,245		28,187
Employers Holdings, Inc.		10,893		190,410
Enstar Group Ltd.*		1,776		150,214
FBL Financial Group, Inc. "A"		3,686		105,678
First American Financial Corp.		28,198		421,278
First Mercury Financial Corp.		4,111		67,420
Flagstone Reinsurance Holdings SA		14,522		182,977
FPIC Insurance Group, Inc.*		2,472		91,365
Gerova Financial Group Ltd.*		383		11,490
	Shares		Value ($)
Global Indemnity PLC*		3,832		78,364
Greenlight Capital Re Ltd. "A"*		7,853		210,539
Hallmark Financial Services, Inc.*		2,863		26,053
Harleysville Group, Inc.		3,229		118,633
Hilltop Holdings, Inc.*		10,486		104,021
Horace Mann Educators Corp.		10,579		190,845
Infinity Property & Casualty Corp.		3,453		213,395
Kansas City Life Insurance Co.		1,074		35,474
Maiden Holdings Ltd.		13,881		109,105
Meadowbrook Insurance Group, Inc.		15,107		154,847
Montpelier Re Holdings Ltd.		18,123		361,373
National Financial Partners Corp.* (a)		11,803		158,160
National Interstate Corp.		1,857		39,740
National Western Life Insurance Co. "A"		577		96,197
Navigators Group, Inc.*		3,387		170,535
Phoenix Companies, Inc.*		31,041		78,844
Platinum Underwriters Holdings Ltd.		11,261		506,407
Presidential Life Corp.		5,610		55,707
Primerica, Inc.		6,636		160,923
ProAssurance Corp.*		8,492		514,615
RLI Corp.		5,175		272,050
Safety Insurance Group, Inc.		3,509		166,923
Seabright Holdings, Inc.		6,465		59,607
Selective Insurance Group, Inc.		14,764		267,967
State Auto Financial Corp.		3,829		66,701
Stewart Information Services Corp. (a)		5,132		59,172
Tower Group, Inc.		10,225		261,556
United Fire & Casualty Co.		6,338		141,464
Universal Insurance Holdings, Inc.		4,094		19,938
				8,480,324
Real Estate Investment Trusts 7.0%
Acadia Realty Trust (REIT)		11,109		202,628
Agree Realty Corp. (REIT)		2,410		63,118
Alexander's, Inc. (REIT)		568		234,175
American Campus Communities, Inc. (REIT)		17,835		566,440
American Capital Agency Corp. (REIT) (a)		13,901		399,515
Anworth Mortgage Asset Corp. (REIT)		33,079		231,553
Apollo Commercial Real Estate Finance, Inc. (REIT)		4,906		80,213
Ashford Hospitality Trust (REIT)* (a)		10,913		105,310
Associated Estates Realty Corp. (REIT)		11,282		172,502
BioMed Realty Trust, Inc. (REIT)		36,032		671,997
CapLease, Inc. (REIT)		15,565		90,588
Capstead Mortgage Corp. (REIT)		19,328		243,340
CBL & Associates Properties, Inc. (REIT) (a)		37,669		659,207
Cedar Shopping Centers, Inc. (REIT)		15,179		95,476
Chatham Lodging Trust (REIT)		2,408		41,538
Chesapeake Lodging Trust (REIT)		4,121		77,516
Cogdell Spencer, Inc. (REIT)		11,972		69,438
Colonial Properties Trust (REIT)		21,366		385,656
Colony Financial, Inc. (REIT)		3,782		75,716
Cousins Properties, Inc. (REIT)		25,217		210,310
CreXus Investment Corp. (REIT)		3,610		47,291
	Shares		Value ($)
Cypress Sharpridge Investments, Inc. (REIT)		13,723		177,164
DCT Industrial Trust, Inc. (REIT)		58,044		308,214
DiamondRock Hospitality Co. (REIT)*		41,870		502,440
DuPont Fabros Technology, Inc. (REIT) (a)		11,342		241,244
Dynex Capital, Inc. (REIT)		5,638		61,567
EastGroup Properties, Inc. (REIT)		7,465		315,919
Education Realty Trust, Inc. (REIT)		16,012		124,413
Entertainment Properties Trust (REIT)		12,652		585,155
Equity Lifestyle Properties, Inc. (REIT)		7,066		395,201
Equity One, Inc. (REIT)		10,980		199,616
Excel Trust, Inc. (REIT)		4,207		50,905
Extra Space Storage, Inc. (REIT)		24,099		419,323
FelCor Lodging Trust, Inc. (REIT)*		27,247		191,819
First Industrial Realty Trust, Inc. (REIT)* (a)		17,629		154,430
First Potomac Realty Trust (REIT)		13,458		226,364
Franklin Street Properties Corp. (REIT) (a)		18,631		265,492
Getty Realty Corp. (REIT) (a)		5,787		181,017
Gladstone Commercial Corp. (REIT)		2,411		45,399
Glimcher Realty Trust (REIT)		23,868		200,491
Government Properties Income Trust (REIT)		7,734		207,194
Hatteras Financial Corp. (REIT)		12,831		388,394
Healthcare Realty Trust, Inc. (REIT)		17,270		365,606
Hersha Hospitality Trust (REIT)		37,046		244,504
Highwoods Properties, Inc. (REIT)		19,486		620,629
Home Properties, Inc. (REIT) (a)		10,333		573,378
Inland Real Estate Corp. (REIT)		19,945		175,516
Invesco Mortgage Capital (REIT)		10,966		239,497
Investors Real Estate Trust (REIT) (a)		20,946		187,886
iStar Financial, Inc. (REIT)* (a)		25,586		200,083
Kilroy Realty Corp. (REIT) (a)		14,727		537,094
Kite Realty Group Trust (REIT)		14,993		81,112
LaSalle Hotel Properties (REIT)		18,956		500,438
Lexington Realty Trust (REIT) (a)		26,846		213,426
LTC Properties, Inc. (REIT)		7,072		198,582
Medical Properties Trust, Inc. (REIT) (a)		30,773		333,272
MFA Financial, Inc. (REIT)		76,944		627,863
Mid-America Apartment Communities, Inc. (REIT)		8,949		568,172
Mission West Properties, Inc. (REIT)		4,927		32,962
Monmouth Real Estate Investment Corp. "A" (REIT)		7,368		62,628
MPG Office Trust, Inc. (REIT)* (a)		13,374		36,779
National Health Investors, Inc. (REIT)		6,742		303,525
National Retail Properties, Inc. (REIT) (a)		22,721		602,106
Newcastle Investment Corp. (REIT)*		17,287		115,823
NorthStar Realty Finance Corp. (REIT) (a)		20,986		99,683
OMEGA Healthcare Investors, Inc. (REIT) (a)		26,994		605,745
One Liberty Properties, Inc. (REIT)		2,332		38,944
Parkway Properties, Inc. (REIT)		6,013		105,348
Pebblebrook Hotel Trust (REIT)		10,124		205,720
	Shares		Value ($)
Pennsylvania Real Estate Investment Trust (REIT) (a)		15,358		223,152
Pennymac Mortgage Investment Trust (REIT)		4,281		77,700
Post Properties, Inc. (REIT)		13,420		487,146
Potlatch Corp. (REIT)		11,066		360,198
PS Business Parks, Inc. (REIT)		4,959		276,315
RAIT Financial Trust (REIT)* (a)		25,295		55,396
Ramco-Gershenson Properties Trust (REIT)		10,565		131,534
Redwood Trust, Inc. (REIT)		20,999		313,515
Resource Capital Corp. (REIT)		13,590		100,294
Retail Opportunity Investments Corp.		11,617		115,124
Sabra Health Care REIT, Inc. (REIT)		6,993		128,671
Saul Centers, Inc. (REIT)		1,750		82,863
Sovran Self Storage, Inc. (REIT)		7,442		273,940
Starwood Property Trust, Inc. (REIT)		13,041		280,121
Strategic Hotels & Resorts, Inc. (REIT)*		39,002		206,321
Sun Communities, Inc. (REIT)		5,282		175,943
Sunstone Hotel Investors, Inc. (REIT)* (a)		32,142		332,027
Tanger Factory Outlet Centers, Inc. (REIT)		11,001		563,141
Terreno Realty Corp. (REIT)*		2,555		45,811
Two Harbors Investment Corp. (REIT)		7,206		70,547
U-Store-It Trust (REIT)		25,895		246,779
UMH Properties, Inc. (REIT)		2,562		26,132
Universal Health Realty Income Trust (REIT)		3,136		114,558
Urstadt Biddle Properties "A" (REIT)		6,217		120,921
Walter Investment Management Corp. (REIT)		6,939		124,486
Washington Real Estate Investment Trust (REIT)		17,564		544,308
Winthrop Realty Trust (REIT)		6,108		78,121
				23,396,673
Real Estate Management & Development 0.2%
Avatar Holdings, Inc.*		2,200		43,604
Campus Crest Communities, Inc. (REIT)		8,410		117,908
Consolidated-Tomoka Land Co.		1,414		40,865
Coresite Realty Corp. (REIT)		5,351		72,988
Forestar Group, Inc.*		10,262		198,056
Hudson Pacific Properties, Inc. (REIT)		4,113		61,901
Kennedy-Wilson Holdings, Inc.*		5,753		57,472
Tejon Ranch Co.*		3,636		100,172
Thomas Properties Group, Inc.*		9,793		41,326
				734,292
Thrifts & Mortgage Finance 1.4%
Abington Bancorp., Inc.		5,774		68,884
Astoria Financial Corp.		23,394		325,411
Bank Mutual Corp.		12,588		60,171
BankFinancial Corp.		5,273		51,412
Beneficial Mutual Bancorp., Inc.*		9,529		84,141
Berkshire Hills Bancorp., Inc.		3,964		87,604
BofI Holding, Inc.*		1,931		29,950
Brookline Bancorp., Inc.		16,266		176,486
Clifton Savings Bancorp., Inc.		3,000		32,430
Dime Community Bancshares		7,457		108,798
	Shares		Value ($)
Doral Financial Corp.*		5,953		8,215
ESB Financial Corp.		2,512		40,795
ESSA Bancorp., Inc.		3,920		51,822
Federal Agricultural Mortgage Corp. "C" (a)		2,672		43,607
First Financial Holdings, Inc.		4,800		55,248
Flagstar Bancorp., Inc.* (a)		19,318		31,488
Flushing Financial Corp.		8,390		117,460
Fox Chase Bancorp.*		1,710		20,263
Heritage Financial Group, Inc.		292		3,627
Home Federal Bancorp., Inc.		4,624		56,736
Kaiser Federal Financial Group, Inc.		769		8,905
Kearny Financial Corp.		4,150		35,690
Meridian Interstate Bancorp., Inc.*		2,800		33,012
MGIC Investment Corp.*		55,269		563,191
NASB Financial, Inc. (a)		1,000		16,760
NewAlliance Bancshares, Inc.		28,725		430,300
Northwest Bancshares, Inc.		30,160		354,682
OceanFirst Financial Corp.		3,998		51,454
Ocwen Financial Corp.*		20,501		195,580
Oritani Financial Corp.		14,778		180,883
Provident Financial Services, Inc.		16,559		250,538
Provident New York Bancorp.		10,753		112,799
Radian Group, Inc. (a)		36,630		295,604
Rockville Financial, Inc.		2,500		30,550
Roma Financial Corp.		2,001		21,211
Territorial Bancorp., Inc.		3,379		67,276
The PMI Group, Inc.*		38,705		127,726
TrustCo Bank Corp.		20,717		131,346
United Financial Bancorp., Inc.		4,635		70,776
ViewPoint Financial Group		3,848		44,983
Waterstone Financial, Inc.*		3,020		9,815
Westfield Financial, Inc.		7,834		72,464
WSFS Financial Corp.		1,633		77,470
				4,637,563
Health Care 12.0%
Biotechnology 3.2%
Acorda Therapeutics, Inc.*		10,429		284,295
Affymax, Inc.*		5,818		38,690
Alkermes, Inc.*		26,279		322,706
Allos Therapeutics, Inc.*		21,791		100,457
Alnylam Pharmaceuticals, Inc.*		10,094		99,527
AMAG Pharmaceuticals, Inc.*		5,958		107,840
Anacor Pharmaceuticals, Inc.*		2,996		16,089
Anthera Pharmaceuticals, Inc.*		1,642		8,013
Arena Pharmaceuticals, Inc.* (a)		34,256		58,920
ARIAD Pharmaceuticals, Inc.*		34,387		175,374
ArQule, Inc.*		10,964		64,359
Array BioPharma, Inc.*		15,880		47,481
AspenBio Pharma, Inc.*		9,688		5,846
Aveo Pharmaceuticals, Inc.*		2,625		38,378
AVI BioPharma, Inc.* (a)		31,729		67,265
BioCryst Pharmaceuticals, Inc.* (a)		8,247		42,637
BioSante Pharmaceuticals, Inc.*		17,860		29,290
BioSpecifics Technologies Corp.*		1,133		29,005
BioTime, Inc.* (a)		7,062		58,826
Celera Corp.*		22,722		143,149
Celldex Therapeutics, Inc.* (a)		9,304		38,332
Cepheid, Inc.* (a)		16,255		369,801
Chelsea Therapeutics International Ltd.*		10,393		77,948
Clinical Data, Inc.*		3,375		53,696
Codexis, Inc.*		3,440		36,464
	Shares		Value ($)
Cubist Pharmaceuticals, Inc.*		15,932		340,945
Curis, Inc.*		20,390		40,372
Cytokinetics, Inc.*		14,310		29,908
Cytori Therapeutics, Inc.* (a)		13,494		70,034
CytRx Corp.* (a)		30,797		31,105
Dyax Corp.*		27,197		58,202
Dynavax Technologies Corp.* (a)		25,656		82,099
Emergent Biosolutions, Inc.*		5,706		133,863
Enzon Pharmaceuticals, Inc.*		13,743		167,252
Exact Sciences Corp.*		12,626		75,504
Exelixis, Inc.*		30,187		247,835
Genomic Health, Inc.* (a)		3,714		79,442
Geron Corp.* (a)		33,305		172,187
Halozyme Therapeutics, Inc.*		21,689		171,777
Idenix Pharmaceuticals, Inc.* (a)		8,923		44,972
ImmunoGen, Inc.* (a)		18,441		170,764
Immunomedics, Inc.* (a)		17,735		63,491
Incyte Corp.* (a)		24,304		402,474
Infinity Pharmaceuticals, Inc.* (a)		4,077		24,177
Inhibitex, Inc.*		13,677		35,560
Inovio Pharmaceuticals, Inc.* (a)		22,423		25,786
InterMune, Inc.*		12,258		446,191
Ironwood Pharmaceuticals, Inc. "A"*		5,300		54,855
Isis Pharmaceuticals, Inc.* (a)		26,187		265,012
Keryx Biopharmaceuticals, Inc.*		14,167		64,885
Lexicon Pharmaceuticals, Inc.* (a)		55,160		79,430
Ligand Pharmaceuticals, Inc. "B"*		5,765		51,424
MannKind Corp.* (a)		18,553		149,537
Martek Biosciences Corp.* (a)		9,211		288,304
Maxygen, Inc.		9,217		36,223
Medivation, Inc.* (a)		9,601		145,647
Metabolix, Inc.*		7,437		90,508
Micromet, Inc.*		24,640		200,077
Momenta Pharmaceuticals, Inc.* (a)		12,079		180,823
Nabi Biopharmaceuticals*		11,823		68,455
Nanosphere, Inc.*		3,738		16,298
Neuralstem, Inc.* (a)		11,745		24,899
Neurocrine Biosciences, Inc.*		13,100		100,084
NeurogesX, Inc.* (a)		3,322		21,128
Novavax, Inc.*		25,493		61,948
NPS Pharmaceuticals, Inc.*		18,178		143,606
Nymox Pharmaceutical Corp.* (a)		5,140		36,186
Omeros Corp.* (a)		5,239		43,169
Onyx Pharmaceuticals, Inc.*		17,062		629,076
Opko Health, Inc.* (a)		24,539		90,058
Orexigen Therapeutics, Inc.*		8,596		69,456
Osiris Therapeutics, Inc.*		5,122		39,900
PDL BioPharma, Inc.		37,433		233,208
Peregrine Pharmaceuticals, Inc.* (a)		14,359		33,026
Pharmacyclics, Inc.* (a)		12,193		74,133
Pharmasset, Inc.*		8,092		351,274
Progenics Pharmaceuticals, Inc.* (a)		7,227		39,459
Rigel Pharmaceuticals, Inc.*		13,770		103,688
Sangamo BioSciences, Inc.* (a)		11,555		76,725
Savient Pharmaceuticals, Inc.* (a)		18,191		202,648
SciClone Pharmaceuticals, Inc.*		11,399		47,648
Seattle Genetics, Inc.*		22,611		338,034
SIGA Technologies, Inc.*		9,355		130,970
Spectrum Pharmaceuticals, Inc.* (a)		13,828		94,998
	Shares		Value ($)
StemCells, Inc.* (a)		34,035		36,758
Synta Pharmaceuticals Corp.*		6,786		41,530
Targacept, Inc.*		6,599		174,874
Theravance, Inc.* (a)		17,120		429,198
Transcept Pharmaceuticals, Inc.*		1,485		10,989
Vanda Pharmaceuticals, Inc.*		7,331		69,351
Vical, Inc.*		20,965		42,349
Zalicus, Inc.*		18,220		28,788
ZIOPHARM Oncology, Inc.* (a)		13,547		63,129
Zogenix, Inc.* (a)		1,730		9,809
				10,811,902
Health Care Equipment & Supplies 3.1%
Abaxis, Inc.* (a)		5,983		160,644
ABIOMED, Inc.* (a)		8,507		81,752
Accuray, Inc.*		14,200		95,850
Align Technology, Inc.* (a)		16,152		315,610
Alimera Sciences, Inc.* (a)		1,779		18,466
Alphatec Holdings, Inc.*		14,080		38,016
American Medical Systems Holdings, Inc.*		20,752		391,383
Analogic Corp.		3,451		170,859
AngioDynamics, Inc.*		6,799		104,501
Antares Pharma, Inc.*		19,564		33,259
ArthroCare Corp.*		7,457		231,614
Atrion Corp.		417		74,835
Cantel Medical Corp.		3,630		84,942
Cerus Corp.*		10,868		26,735
Conceptus, Inc.* (a)		8,317		114,775
CONMED Corp.*		7,975		210,779
CryoLife, Inc.*		7,954		43,111
Cutera, Inc.*		4,245		35,191
Cyberonics, Inc.*		7,654		237,427
Cynosure, Inc. "A"*		2,868		29,340
Delcath Systems, Inc.* (a)		11,870		116,326
Dexcom, Inc.*		16,915		230,890
Dynavox, Inc. "A"*		2,601		13,343
Endologix, Inc.*		12,831		91,742
Exactech, Inc.*		2,330		43,851
Greatbatch, Inc.*		6,518		157,410
Haemonetics Corp.*		6,951		439,164
Hansen Medical, Inc.*		11,134		16,367
HeartWare International, Inc.*		2,585		226,368
ICU Medical, Inc.*		3,184		116,216
Immucor, Inc.*		19,274		382,203
Insulet Corp.*		11,854		183,737
Integra LifeSciences Holdings*		5,809		274,766
Invacare Corp.		7,943		239,561
IRIS International, Inc.*		4,512		46,158
Kensey Nash Corp.* (a)		1,873		52,126
MAKO Surgical Corp.*		8,328		126,752
Masimo Corp. (a)		14,171		411,951
Medical Action Industries, Inc.*		3,662		35,082
MELA Sciences, Inc.*		6,908		23,142
Meridian Bioscience, Inc. (a)		11,203		259,461
Merit Medical Systems, Inc.*		7,599		120,292
Natus Medical, Inc.*		8,038		113,979
Neogen Corp.*		6,184		253,729
NuVasive, Inc.* (a)		10,824		277,636
NxStage Medical, Inc.*		7,555		187,968
OraSure Technologies, Inc.*		13,078		75,198
Orthofix International NV*		4,759		138,011
Orthovita, Inc.*		17,658		35,493
	Shares		Value ($)
Palomar Medical Technologies, Inc.*		5,096		72,414
Quidel Corp.* (a)		5,999		86,686
Rochester Medical Corp.*		3,230		35,272
RTI Biologics, Inc.*		14,435		38,541
Sirona Dental Systems, Inc.*		9,262		386,966
Solta Medical, Inc.*		16,467		50,224
SonoSite, Inc.*		3,580		113,128
Spectranetics Corp.*		8,299		42,823
St. Jude Medical, Inc.*		0		9
STAAR Surgical Co.*		9,642		58,816
Stereotaxis, Inc.* (a)		9,405		36,021
STERIS Corp.		16,123		587,845
SurModics, Inc.*		4,848		57,546
Symmetry Medical, Inc.*		9,633		89,105
Syneron Medical Ltd.*		9,887		100,748
Synovis Life Technologies, Inc.*		3,152		50,779
TomoTherapy, Inc.*		12,163		43,908
Unilife Corp.* (a)		13,426		71,158
Vascular Solutions, Inc.*		4,436		51,990
Volcano Corp.*		13,703		374,229
West Pharmaceutical Services, Inc.		9,064		373,437
Wright Medical Group, Inc.*		10,744		166,854
Young Innovations, Inc.		1,416		45,326
Zoll Medical Corp.*		5,933		220,886
				10,342,722
Health Care Providers & Services 2.9%
Accretive Health, Inc.*		3,229		52,471
Air Methods Corp.*		3,122		175,675
Alliance HealthCare Services, Inc.*		6,523		27,658
Allied Healthcare International, Inc.*		10,468		26,275
Almost Family, Inc.*		2,247		86,330
Amedisys, Inc.*		7,937		265,889
America Service Group, Inc.		2,655		40,197
American Dental Partners, Inc.*		4,113		55,567
AMERIGROUP Corp.*		14,098		619,184
AMN Healthcare Services, Inc.*		10,673		65,532
AmSurg Corp.*		8,699		182,244
Assisted Living Concepts, Inc. "A"*		2,797		90,986
Bio-Reference Laboratories, Inc.*		6,505		144,281
BioScrip, Inc.*		10,874		56,871
Capital Senior Living Corp.*		7,192		48,186
CardioNet, Inc.*		6,953		32,540
Catalyst Health Solutions, Inc.*		10,462		486,378
Centene Corp.*		13,260		336,008
Chemed Corp.		6,413		407,290
Chindex International, Inc.*		3,630		59,859
Continucare Corp.*		7,029		32,896
CorVel Corp.*		1,890		91,381
Cross Country Healthcare, Inc.*		7,848		66,473
Emeritus Corp.*		6,092		120,073
ExamWorks Group, Inc.*		3,210		59,321
Five Star Quality Care, Inc.*		8,717		61,629
Genoptix, Inc.*		4,812		91,524
Gentiva Health Services, Inc.*		8,210		218,386
Hanger Orthopedic Group, Inc.*		7,261		153,861
HEALTHSOUTH Corp.* (a)		25,445		526,966
Healthspring, Inc.*		16,005		424,613
Healthways, Inc.*		9,139		101,991
HMS Holdings Corp.*		7,384		478,262
IPC The Hospitalist Co.*		4,304		167,899
	Shares		Value ($)
Kindred Healthcare, Inc.* (a)		10,494		192,775
Landauer, Inc.		2,590		155,322
LCA-Vision, Inc.*		5,151		29,618
LHC Group, Inc.*		4,416		132,480
Magellan Health Services, Inc.*		9,111		430,768
MedCath Corp.*		6,001		83,714
Metropolitan Health Networks, Inc.*		11,032		49,313
Molina Healthcare, Inc.*		4,348		121,092
MWI Veterinary Supply, Inc.*		3,367		212,626
National Healthcare Corp.		2,443		113,038
National Research Corp.		400		13,700
Owens & Minor, Inc. (a)		17,392		511,847
PDI, Inc.*		2,469		26,023
PharMerica Corp.*		8,512		97,462
Providence Service Corp.*		3,580		57,531
PSS World Medical, Inc.* (a)		15,724		355,362
RehabCare Group, Inc.*		6,794		161,018
Rural/Metro Corp.*		5,268		76,807
Select Medical Holdings Corp.*		13,857		101,295
Skilled Healthcare Group, Inc. "A"*		5,574		50,054
Sun Healthcare Group, Inc.*		6,993		88,531
Sunrise Senior Living, Inc.*		14,827		80,807
Team Health Holdings, Inc.* (a)		4,303		66,869
The Ensign Group, Inc.		4,141		102,987
Triple-S Management Corp. "B"*		5,752		109,748
Universal American Financial Corp.		8,812		180,205
US Physical Therapy, Inc.*		2,702		53,554
WellCare Health Plans, Inc.*		11,449		345,989
				9,855,231
Health Care Technology 0.5%
athenahealth, Inc.*		9,158		375,295
Computer Programs & Systems, Inc.		2,747		128,670
MedAssets, Inc.* (a)		11,904		240,342
Medidata Solutions, Inc.*		5,205		124,295
MedQuist, Inc.		2,760		23,874
Merge Healthcare, Inc.*		14,412		53,757
Omnicell, Inc.*		9,223		133,272
Quality Systems, Inc. (a)		5,095		355,733
Transcend Services, Inc.*		2,329		45,625
Vital Images, Inc.*		4,077		56,996
				1,537,859
Life Sciences Tools & Services 0.7%
Accelrys, Inc.*		14,894		123,620
Affymetrix, Inc.*		20,157		101,390
Albany Molecular Research, Inc.*		5,601		31,478
Bruker Corp.*		20,086		333,428
Caliper Life Sciences, Inc.*		12,435		78,838
Cambrex Corp.*		7,409		38,304
Complete Genomics, Inc.*		1,435		10,719
Dionex Corp.*		4,892		577,305
Enzo Biochem, Inc.*		8,310		43,877
eResearchTechnology, Inc.*		13,522		99,387
Furiex Pharmaceuticals, Inc.*		2,399		34,666
Kendle International, Inc.*		3,895		42,416
Luminex Corp.*		10,358		189,344
Pacific Biosciences of California, Inc.*		4,104		65,295
PAREXEL International Corp.*		16,103		341,867
PURE Bioscience* (a)		9,765		21,678
Sequenom, Inc.*		25,306		202,954
				2,336,566
	Shares		Value ($)
Pharmaceuticals 1.6%
Acura Pharmaceuticals, Inc.* (a)		2,300		7,613
Aegerion Pharmaceuticals, Inc.*		1,465		20,759
Akorn, Inc.*		15,409		93,533
Alexza Pharmaceuticals, Inc.*		10,700		13,375
Aoxing Pharmaceutical Co., Inc.* (a)		6,729		18,774
Ardea Biosciences, Inc.*		3,665		95,290
Auxilium Pharmaceuticals, Inc.* (a)		11,520		243,072
AVANIR Pharmaceuticals, Inc. "A"*		25,354		103,444
Biodel, Inc.* (a)		4,905		8,976
BioMimetic Therapeutics, Inc.*		4,782		60,731
BMP Sunstone Corp.*		7,561		74,930
Cadence Pharmaceuticals, Inc.* (a)		8,848		66,802
Caraco Pharmaceutical Laboratories Ltd.*		3,300		14,982
Corcept Therapeutics, Inc.*		7,031		27,140
Cornerstone Therapeutics, Inc.*		2,025		11,725
Cumberland Pharmaceuticals, Inc.* (a)		2,605		15,604
Cypress Bioscience, Inc.*		10,110		65,513
DepoMed, Inc.*		14,001		89,046
Durect Corp.*		22,554		77,811
Eurand NV*		5,018		59,363
Hi-Tech Pharmacal Co., Inc.* (a)		2,526		63,024
Impax Laboratories, Inc.*		16,998		341,830
Inspire Pharmaceuticals, Inc.*		16,544		138,970
Jazz Pharmaceuticals, Inc.*		4,074		80,176
Lannett Co., Inc.*		3,149		17,603
MAP Pharmaceuticals, Inc.*		4,483		75,045
Medicines Co.*		14,846		209,774
Medicis Pharmaceutical Corp. "A"		16,557		443,562
Nektar Therapeutics* (a)		26,065		334,935
NeoStem, Inc.* (a)		7,214		10,172
NuPathe, Inc.*		1,261		11,425
Obagi Medical Products, Inc.*		5,002		57,773
Optimer Pharmaceuticals, Inc.*		8,737		98,815
Pain Therapeutics, Inc.* (a)		10,187		68,762
Par Pharmaceutical Companies, Inc.*		9,653		371,737
POZEN, Inc.* (a)		6,813		45,306
Questcor Pharmaceuticals, Inc.* (a)		15,149		223,145
Salix Pharmaceuticals Ltd.*		15,715		737,976
Santarus, Inc.*		13,042		42,647
Somaxon Pharmaceuticals, Inc.* (a)		11,291		35,567
Sucampo Pharmaceuticals, Inc. "A"*		3,421		13,137
SuperGen, Inc.*		14,365		37,636
ViroPharma, Inc.*		21,193		367,063
VIVUS, Inc.* (a)		22,154		207,583
XenoPort, Inc.*		8,926		76,050
				5,278,196
Industrials 15.3%
Aerospace & Defense 1.8%
AAR Corp.*		10,717		294,396
Aerovironment, Inc.*		4,619		123,928
American Science & Engineering, Inc.		2,484		211,711
Applied Energetics, Inc.*		21,832		18,577
Applied Signal Technology, Inc.		3,690		139,814
Astronics Corp.* (a)		2,379		49,959
Ceradyne, Inc.*		6,937		218,724
Cubic Corp.		4,363		205,715
	Shares		Value ($)
Curtiss-Wright Corp. (a)		12,704		421,773
DigitalGlobe, Inc.*		7,701		244,199
Ducommun, Inc.		2,748		59,851
Esterline Technologies Corp.*		8,140		558,323
GenCorp, Inc.* (a)		15,378		79,504
GeoEye, Inc.*		6,096		258,409
Global Defense Technology & Systems, Inc.*		1,047		17,652
HEICO Corp. (a)		8,050		410,791
Herley Industries, Inc.*		3,673		63,616
Hexcel Corp.*		26,720		483,365
Kratos Defense & Security Solutions, Inc.*		5,406		71,197
Ladish Co., Inc.*		4,225		205,377
LMI Aerospace, Inc.*		2,600		41,574
Moog, Inc. "A"*		12,347		491,411
National Presto Industries, Inc.		1,284		166,933
Orbital Sciences Corp.*		15,685		268,684
Taser International, Inc.* (a)		16,230		76,281
Teledyne Technologies, Inc.*		9,896		435,127
The Keyw Holding Corp.*		2,865		42,030
Triumph Group, Inc.		4,580		409,498
				6,068,419
Air Freight & Logistics 0.4%
Air Transport Services Group, Inc.*		15,032		118,753
Atlas Air Worldwide Holdings, Inc.* (a)		6,986		390,028
Dynamex, Inc.*		2,787		69,006
Forward Air Corp.		7,948		225,564
Hub Group, Inc. "A"*		10,295		361,766
Pacer International, Inc.* (a)		9,352		63,968
Park-Ohio Holdings Corp.*		2,182		45,626
				1,274,711
Airlines 0.7%
AirTran Holdings, Inc.*		37,192		274,849
Alaska Air Group, Inc.*		9,886		560,437
Allegiant Travel Co.		4,066		200,210
Hawaiian Holdings, Inc.* (a)		14,430		113,131
JetBlue Airways Corp.* (a)		67,497		446,155
Pinnacle Airlines Corp.*		4,988		39,405
Republic Airways Holdings, Inc.* (a)		12,879		94,274
SkyWest, Inc.		15,449		241,314
US Airways Group, Inc.* (a)		43,957		440,010
				2,409,785
Building Products 0.6%
A.O. Smith Corp.		9,859		375,431
AAON, Inc. (a)		3,343		94,306
Ameresco, Inc. " A "*		2,373		34,076
American Woodmark Corp.		2,550		62,577
Ameron International Corp.		2,512		191,841
Apogee Enterprises, Inc.		7,899		106,400
Builders FirstSource, Inc.*		12,786		25,188
Gibraltar Industries, Inc.*		8,636		117,191
Griffon Corp.*		11,946		152,192
Insteel Industries, Inc.		5,054		63,125
NCI Building Systems, Inc.* (a)		5,312		74,315
PGT, Inc.*		5,436		13,318
Quanex Building Products Corp.		10,505		199,280
Simpson Manufacturing Co., Inc. (a)		10,774		333,024
Trex Co., Inc.* (a)		4,301		103,052
	Shares		Value ($)
Universal Forest Products, Inc.		5,250		204,225
				2,149,541
Commercial Services & Supplies 2.4%
ABM Industries, Inc. (a)		14,366		377,826
Acco Brands Corp.*		15,368		130,935
American Reprographics Co.*		10,149		77,031
APAC Customer Services, Inc.*		8,339		50,618
Casella Waste Systems, Inc. "A"*		7,082		50,211
Cenveo, Inc.*		15,962		85,237
Clean Harbors, Inc.*		6,273		527,434
Consolidated Graphics, Inc.*		2,564		124,175
Courier Corp.		2,510		38,955
Deluxe Corp.		14,140		325,503
EnergySolutions		24,589		136,961
EnerNOC, Inc.* (a)		5,452		130,357
Ennis, Inc.		7,431		127,070
Fuel Tech, Inc.*		5,437		52,793
G & K Services, Inc. "A"		5,162		159,557
Healthcare Services Group, Inc.		17,829		290,078
Herman Miller, Inc.		15,725		397,843
Higher One Holdings Inc.*		2,893		58,525
HNI Corp. (a)		12,423		387,598
Innerworkings, Inc.* (a)		5,760		37,728
Interface, Inc. "A"		13,769		215,485
Kimball International, Inc. "B"		9,128		62,983
Knoll, Inc.		12,958		216,787
M&F Worldwide Corp.*		2,950		68,145
McGrath Rentcorp.		6,588		172,737
Metalico, Inc.*		10,662		62,693
Mine Safety Appliances Co. (a)		7,275		226,471
Mobile Mini, Inc.* (a)		9,696		190,914
Multi-Color Corp.		2,978		57,952
Rollins, Inc. (a)		17,744		350,434
Schawk, Inc.		2,999		61,719
Standard Parking Corp.*		4,313		81,473
Standard Register Co.		5,456		18,605
Steelcase, Inc. "A"		21,131		223,355
Sykes Enterprises, Inc.*		11,407		231,106
Team, Inc.*		5,268		127,486
Tetra Tech, Inc.* (a)		17,098		428,476
The Brink's Co.		13,272		356,751
The Geo Group, Inc.*		16,562		408,419
UniFirst Corp.		3,896		214,475
United Stationers, Inc.*		6,572		419,359
US Ecology, Inc.		5,300		92,114
Viad Corp.		5,490		139,830
				7,994,204
Construction & Engineering 0.8%
Argan, Inc.*		2,332		21,618
Comfort Systems USA, Inc.		10,737		141,406
Dycom Industries, Inc.*		9,581		141,320
EMCOR Group, Inc.*		18,164		526,393
Furmanite Corp.*		9,652		66,695
Granite Construction, Inc. (a)		9,501		260,612
Great Lakes Dredge & Dock Co.		16,233		119,637
Insituform Technologies, Inc. "A"*		10,809		286,547
Layne Christensen Co.*		5,272		181,462
MasTec, Inc.*		14,772		215,524
Michael Baker Corp.*		2,264		70,410
MYR Group, Inc.*		5,521		115,941
Northwest Pipe Co.*		2,425		58,273
Orion Marine Group, Inc.*		7,484		86,814
	Shares		Value ($)
Pike Electric Corp.*		4,276		36,688
Primoris Services Corp.		5,581		53,243
Sterling Construction Co., Inc.*		4,300		56,072
Tutor Perini Corp.		7,342		157,192
				2,595,847
Electrical Equipment 2.0%
A123 Systems, Inc.* (a)		20,142		192,155
Acuity Brands, Inc. (a)		11,890		685,696
Advanced Battery Technologies, Inc.* (a)		18,077		69,596
American Superconductor Corp.* (a)		13,837		395,600
AZZ, Inc.		3,474		138,995
Baldor Electric Co.		12,828		808,677
Belden, Inc.		12,907		475,236
Brady Corp. "A"		13,449		438,572
Broadwind Energy, Inc.*		25,829		59,665
Capstone Turbine Corp.*		67,594		64,877
Coleman Cable, Inc.*		2,288		14,369
Encore Wire Corp.		5,181		129,939
Ener1, Inc.* (a)		15,938		60,405
EnerSys*		13,103		420,868
Franklin Electric Co., Inc.		6,217		241,966
FuelCell Energy, Inc.*		28,111		64,936
Generac Holdings, Inc.*		5,389		87,140
GrafTech International Ltd.*		32,921		653,153
Hoku Corp.*		4,920		12,989
II-VI, Inc.*		6,919		320,765
LaBarge, Inc.*		3,256		51,152
LSI Industries, Inc.		5,626		47,596
Polypore International, Inc.*		6,004		244,543
Powell Industries, Inc.*		2,471		81,246
PowerSecure International, Inc.* (a)		5,412		42,105
Preformed Line Products Co.		657		38,451
SatCon Technology Corp.* (a)		31,787		143,042
UQM Technologies, Inc.* (a)		10,101		23,131
Vicor Corp. (a)		5,406		88,658
Woodward Governor Co.		16,646		625,224
				6,720,747	��
Industrial Conglomerates 0.2%
Raven Industries, Inc.		4,419		210,742
Seaboard Corp.		88		175,208
Standex International Corp.		3,547		106,091
Tredegar Corp.		6,821		132,191
United Capital Corp.*		400		13,000
				637,232
Machinery 3.2%
3D Systems Corp.* (a)		5,041		158,741
Actuant Corp. "A"		18,739		498,832
Alamo Group, Inc.		1,777		49,436
Albany International Corp. "A"		7,348		174,074
Altra Holdings, Inc.*		7,106		141,125
American Railcar Industries, Inc.* (a)		2,818		62,362
Ampco-Pittsburgh Corp.		2,479		69,536
ArvinMeritor, Inc.* (a)		25,966		532,822
Astec Industries, Inc.*		5,442		176,375
Badger Meter, Inc. (a)		4,070		179,975
Barnes Group, Inc.		13,661		282,373
Blount International, Inc.*		13,384		210,932
Briggs & Stratton Corp. (a)		13,944		274,557
Cascade Corp.		2,387		112,857
Chart Industries, Inc.*		7,915		267,369
	Shares		Value ($)
CIRCOR International, Inc.		4,670		197,448
CLARCOR, Inc. (a)		13,768		590,509
Colfax Corp.*		6,647		122,371
Columbus McKinnon Corp.*		5,003		101,661
Commercial Vehicle Group, Inc.*		6,799		110,484
Douglas Dynamics, Inc.		3,205		48,556
Dynamic Materials Corp.		3,659		82,584
Energy Recovery, Inc.* (a)		11,064		40,494
EnPro Industries, Inc.*		5,735		238,347
ESCO Technologies, Inc.		7,165		271,124
Federal Signal Corp.		16,907		115,982
Flow International Corp.*		11,800		48,262
Force Protection, Inc.*		18,840		103,808
FreightCar America, Inc. (a)		3,136		90,756
Gorman-Rupp Co.		3,430		110,858
Graham Corp.		2,488		49,760
Greenbrier Companies, Inc.*		4,994		104,824
John Bean Technologies Corp.		7,542		151,820
Kadant, Inc.*		3,492		82,306
Kaydon Corp.		9,261		377,108
L.B. Foster Co. "A"*		2,687		110,006
Lindsay Corp.		3,368		200,160
Lydall, Inc.*		4,733		38,101
Met-Pro Corp.		3,565		42,103
Middleby Corp.* (a)		4,509		380,650
Miller Industries, Inc.		2,498		35,546
Mueller Industries, Inc.		10,193		333,311
Mueller Water Products, Inc. "A"		41,876		174,623
NACCO Industries, Inc. "A"		1,600		173,392
Nordson Corp. (a)		9,357		859,721
Omega Flex, Inc.*		800		13,232
PMFG, Inc.*		4,000		65,600
RBC Bearings, Inc.*		5,887		230,064
Robbins & Myers, Inc.		7,486		267,849
Sauer-Danfoss, Inc.*		3,079		86,982
Sun Hydraulics Corp.		3,387		128,029
Tecumseh Products Co. "A"*		4,733		61,766
Tennant Co.		5,226		200,731
Titan International, Inc. (a)		9,898		193,407
TriMas Corp.*		3,908		79,958
Twin Disc, Inc.		2,385		71,216
Wabash National Corp.*		18,694		221,524
Watts Water Technologies, Inc. "A"		8,170		298,940
Xerium Technologies, Inc.*		2,066		32,953
				10,530,292
Marine 0.1%
Baltic Trading Ltd.		4,634		47,313
Eagle Bulk Shipping, Inc.* (a)		16,672		83,027
Excel Maritime Carriers Ltd.*		11,112		62,561
Genco Shipping & Trading Ltd.*		8,016		115,430
Horizon Lines, Inc. "A"		8,974		39,216
International Shipholding Corp.		1,425		36,195
Ultrapetrol Bahamas Ltd.* (a)		6,466		41,576
				425,318
Professional Services 1.2%
Acacia Research*		9,269		240,438
Administaff, Inc.		6,040		176,972
Barrett Business Services, Inc.		2,358		36,667
CBIZ, Inc.*		9,439		58,899
CDI Corp.		3,282		61,012
Corporate Executive Board Co.		9,390		352,595
CoStar Group, Inc.* (a)		5,607		322,739
	Shares		Value ($)
CRA International, Inc.*		3,158		74,245
Dolan Co.*		8,259		114,965
Exponent, Inc.*		3,832		143,815
Franklin Covey Co.*		4,046		34,755
GP Strategies Corp.*		3,608		36,946
Heidrick & Struggles International, Inc.		4,589		131,475
Hill International, Inc.*		6,325		40,923
Hudson Highland Group, Inc.*		8,974		52,318
Huron Consulting Group, Inc.*		6,067		160,472
ICF International, Inc.*		4,731		121,681
Kelly Services, Inc. "A"*		7,229		135,905
Kforce, Inc.*		8,532		138,048
Korn/Ferry International*		12,648		292,295
LECG Corp.*		7,263		10,023
Mistras Group, Inc.*		4,036		54,405
Navigant Consulting, Inc.*		14,339		131,919
On Assignment, Inc.*		9,992		81,435
Resources Connection, Inc.		12,588		234,011
School Specialty, Inc.*		5,053		70,388
SFN Group, Inc.*		13,759		134,288
The Advisory Board Co.*		4,282		203,952
TrueBlue, Inc.*		11,906		214,189
Volt Information Sciences, Inc.*		4,158		35,967
VSE Corp.		1,200		39,624
				3,937,366
Road & Rail 1.0%
AMERCO*		2,365		227,135
Arkansas Best Corp.		6,781		185,935
Avis Budget Group, Inc.*		28,088		437,049
Celadon Group, Inc.*		5,220		77,204
Dollar Thrifty Automotive Group, Inc.*		7,863		371,605
Genesee & Wyoming, Inc. "A"*		10,667		564,818
Heartland Express, Inc. (a)		13,741		220,131
Knight Transportation, Inc. (a)		16,278		309,282
Marten Transport Ltd.		4,139		88,492
Old Dominion Freight Line, Inc.*		11,342		362,830
P.A.M. Transportation Services, Inc.*		1,303		14,620
Patriot Transportation Holding, Inc.*		400		37,184
Quality Distribution, Inc.*		2,590		23,543
RailAmerica, Inc.*		6,038		78,192
Roadrunner Transportation Systems, Inc.*		3,028		43,785
Saia, Inc.*		4,549		75,468
Universal Truckload Services, Inc.*		1,496		23,816
USA Truck, Inc.*		2,925		38,698
Werner Enterprises, Inc. (a)		11,717		264,804
				3,444,591
Trading Companies & Distributors 0.9%
Aceto Corp.		6,582		59,238
Aircastle Ltd.		14,056		146,885
Applied Industrial Technologies, Inc.		11,560		375,469
Beacon Roofing Supply, Inc.*		12,443		222,356
BlueLinx Holdings, Inc.*		3,450		12,627
CAI International, Inc.*		2,942		57,663
DXP Enterprises, Inc.*		2,397		57,528
H&E Equipment Services, Inc.*		7,297		84,426
Houston Wire & Cable Co. (a)		4,992		67,092
Interline Brands, Inc.*		8,950		203,792
	Shares		Value ($)
Kaman Corp.		7,223		209,973
Lawson Products, Inc.		1,100		27,379
RSC Holdings, Inc.* (a)		13,089		127,487
Rush Enterprises, Inc. "A"*		8,508		173,904
SeaCube Container Leasing Ltd.		2,950		41,477
TAL International Group, Inc.		4,635		143,082
Textainer Group Holdings Ltd.		2,700		76,923
Titan Machinery, Inc.*		3,587		69,229
United Rentals, Inc.*		16,411		373,350
Watsco, Inc.		7,611		480,102
				3,009,982
Information Technology 18.0%
Communications Equipment 2.9%
Acme Packet, Inc.*		11,930		634,199
ADTRAN, Inc.		17,011		615,968
Anaren, Inc.*		4,066		84,776
Arris Group, Inc.*		34,334		385,227
Aruba Networks, Inc.* (a)		21,117		440,923
Aviat Networks, Inc.*		16,898		85,673
Bel Fuse, Inc. "B"		2,887		68,999
BigBand Networks, Inc.*		12,600		35,280
Black Box Corp.		4,815		184,366
Blue Coat Systems, Inc.*		11,525		344,252
Calix, Inc.*		2,069		34,966
Comtech Telecommunications Corp.		7,693		213,327
DG Fastchannel, Inc.*		6,914		199,676
Digi International, Inc.*		6,804		75,524
EMS Technologies, Inc.*		4,391		86,854
Emulex Corp.*		23,649		275,747
Extreme Networks, Inc.*		23,067		71,277
Finisar Corp.* (a)		20,495		608,497
Globecomm Systems, Inc.*		5,503		55,030
Harmonic, Inc.*		30,831		264,222
Infinera Corp.* (a)		23,724		245,069
InterDigital, Inc.* (a)		11,939		497,140
Ixia*		9,063		152,077
KVH Industries, Inc.*		3,942		47,107
Loral Space & Communications, Inc.*		2,944		225,216
Meru Networks, Inc.*		1,516		23,377
NETGEAR, Inc.*		9,636		324,540
Network Engines, Inc.*		9,981		15,171
Network Equipment Technologies, Inc.*		9,355		43,314
Occam Networks, Inc.*		3,480		30,172
Oclaro, Inc.*		13,679		179,879
Oplink Communications, Inc.*		5,281		97,540
OpNext, Inc.*		13,256		23,331
PC-Tel, Inc.*		4,511		27,066
Plantronics, Inc.		13,195		491,118
Powerwave Technologies, Inc.* (a)		34,398		87,371
Riverbed Technology, Inc.*		34,447		1,211,501
SeaChange International, Inc.*		7,941		67,896
ShoreTel, Inc.*		11,735		91,650
Sonus Networks, Inc.*		57,329		153,068
Sycamore Networks, Inc.		5,089		104,783
Symmetricom, Inc.*		12,189		86,420
Tekelec*		18,195		216,702
UTStarcom, Inc.* (a)		32,533		67,018
ViaSat, Inc.*		9,037		401,333
				9,674,642
	Shares		Value ($)
Computers & Peripherals 0.7%
Avid Technology, Inc.* (a)		7,958		138,947
Compellent Technologies, Inc.*		6,471		178,535
Cray, Inc.*		9,671		69,148
Electronics for Imaging, Inc.*		12,521		179,176
Hutchinson Technology, Inc.*		6,502		24,122
Hypercom Corp.*		12,751		106,726
Imation Corp.*		8,592		88,584
Immersion Corp.*		7,833		52,559
Intermec, Inc.*		13,538		171,391
Intevac, Inc.*		6,166		86,386
Novatel Wireless, Inc.* (a)		8,473		80,917
Presstek, Inc.*		7,638		16,956
Quantum Corp.*		59,706		222,106
Rimage Corp.*		2,549		38,006
Silicon Graphics International Corp.*		8,435		76,168
STEC, Inc.* (a)		11,288		199,233
Stratasys, Inc.*		5,749		187,647
Super Micro Computer, Inc.*		6,513		75,160
Synaptics, Inc.*		9,293		273,028
Xyratex Ltd.*		8,338		135,993
				2,400,788
Electronic Equipment, Instruments & Components 2.4%
Agilysys, Inc.*		5,311		29,901
Anixter International, Inc.		7,605		454,247
Benchmark Electronics, Inc.*		17,432		316,565
Brightpoint, Inc.*		19,525		170,453
Checkpoint Systems, Inc.*		10,790		221,734
Cognex Corp.		10,964		322,561
Coherent, Inc.*		6,981		315,122
Comverge, Inc.*		6,718		46,421
CPI International, Inc.*		2,130		41,215
CTS Corp.		9,191		101,652
Daktronics, Inc. (a)		9,151		145,684
DDi Corp.		4,031		47,405
DTS, Inc.*		4,774		234,165
Echelon Corp.* (a)		9,202		93,768
Electro Rent Corp.		4,641		74,999
Electro Scientific Industries, Inc.*		7,500		120,225
Fabrinet*		2,732		58,738
FARO Technologies, Inc.*		4,287		140,785
Gerber Scientific, Inc.*		6,974		54,885
Insight Enterprises, Inc.* (a)		12,818		168,685
IPG Photonics Corp.*		7,174		226,842
L-1 Identity Solutions, Inc.*		20,703		246,573
Littelfuse, Inc.		6,054		284,901
Maxwell Technologies, Inc.* (a)		7,333		138,520
Measurement Specialties, Inc.*		4,016		117,870
Mercury Computer Systems, Inc.*		6,707		123,275
Methode Electronics, Inc.		10,078		130,712
Microvision, Inc.*		23,939		44,527
MTS Systems Corp.		4,213		157,819
Multi-Fineline Electronix, Inc.*		2,878		76,238
Newport Corp.*		9,973		173,231
OSI Systems, Inc.*		4,489		163,220
Park Electrochemical Corp.		5,694		170,820
PC Connection, Inc.*		2,400		21,264
Plexus Corp.*		10,902		337,308
Power-One, Inc.* (a)		18,684		190,577
Pulse Electronics Corp. (a)		10,660		56,711
RadiSys Corp.*		6,359		56,595
Richardson Electonics Ltd.		3,969		46,398
	Shares		Value ($)
Rofin-Sinar Technologies, Inc.*		7,633		270,514
Rogers Corp.*		4,418		168,988
Sanmina-SCI Corp.*		22,018		252,767
ScanSource, Inc.*		7,211		230,031
Smart Modular Technologies (WWH), Inc.* (a)		14,514		83,601
Spectrum Control, Inc.*		3,281		49,182
SYNNEX Corp.* (a)		6,185		192,972
TESSCO Technologies, Inc.		1,366		21,788
TTM Technologies, Inc.*		22,167		330,510
Universal Display Corp.*		8,236		252,433
Viasystems Group, Inc.*		1,209		24,349
X-Rite, Inc.*		9,918		45,325
Zygo Corp.*		4,596		56,209
				7,901,280
Internet Software & Services 2.1%
Ancestry.com, Inc.*		5,219		147,802
Archipelago Learning, Inc.*		3,236		31,745
Art Technology Group, Inc.*		42,899		256,536
comScore, Inc.*		6,269		139,861
Constant Contact, Inc.*		7,893		244,604
DealerTrack Holdings, Inc.*		11,150		223,781
Dice Holdings, Inc.*		4,529		64,991
Digital River, Inc.*		10,743		369,774
EarthLink, Inc. (a)		29,389		252,745
Envestnet, Inc.*		2,007		34,239
GSI Commerce, Inc.*		18,110		420,152
InfoSpace, Inc.*		10,031		83,257
Internap Network Services Corp.*		14,392		87,503
Internet Capital Group, Inc.*		10,076		143,281
Intralinks Holdings, Inc.*		3,074		57,515
j2 Global Communications, Inc.* (a)		12,400		358,980
Keynote Systems, Inc.		3,168		46,316
KIT Digital, Inc.* (a)		7,640		122,546
Limelight Networks, Inc.*		12,326		71,614
Liquidity Services, Inc.*		3,913		54,978
LivePerson, Inc.*		12,081		136,515
Local.com Corp.* (a)		4,426		28,725
LogMeIn, Inc.*		4,173		185,031
LoopNet, Inc.*		5,402		60,016
Marchex, Inc. "B"		5,551		52,957
Mediamind Technologies, Inc.*		1,392		19,070
ModusLink Global Solutions, Inc.*		12,637		84,668
Move, Inc.* (a)		43,755		112,450
NIC, Inc.		15,422		149,748
OpenTable, Inc.*		4,369		307,927
Openwave Systems, Inc.*		22,941		48,635
Perficient, Inc.*		5,720		71,500
QuinStreet, Inc.* (a)		2,626		50,446
Rackspace Hosting, Inc.* (a)		26,518		832,930
RealNetworks, Inc.*		22,108		92,854
RightNow Technologies, Inc.* (a)		6,050		143,204
Saba Software, Inc.*		7,942		48,605
SAVVIS, Inc.*		10,390		265,153
SPS Commerce, Inc.*		1,314		20,761
Stamps.com, Inc.		2,895		38,359
Support.com, Inc.*		12,427		80,527
TechTarget, Inc.* (a)		4,825		38,262
Terremark Worldwide, Inc.* (a)		16,134		208,935
The Knot, Inc.*		8,290		81,905
Travelzoo, Inc.*		1,483		61,129
United Online, Inc.		23,295		153,747
ValueClick, Inc.*		22,488		360,483
	Shares		Value ($)
Vocus, Inc.*		4,527		125,217
Zix Corp.*		15,575		66,505
				7,138,484
IT Services 2.0%
Acxiom Corp.*		18,800		322,420
CACI International, Inc. "A"*		8,352		445,997
Cardtronics, Inc.*		7,459		132,024
Cass Information Systems, Inc.		2,316		87,869
CIBER, Inc.*		18,447		86,332
Computer Task Group, Inc.*		3,796		41,300
CSG Systems International, Inc.*		9,406		178,150
Echo Global Logistics, Inc.*		2,944		35,446
Euronet Worldwide, Inc.* (a)		13,663		238,283
Exlservice Holdings, Inc.*		3,996		85,834
Forrester Research, Inc.		4,019		141,831
Global Cash Access Holdings, Inc.*		13,928		44,430
Heartland Payment Systems, Inc.		10,050		154,971
iGATE Corp. (a)		6,532		128,746
Integral Systems, Inc.*		5,053		50,075
Jack Henry & Associates, Inc.		23,638		689,048
Lionbridge Technologies, Inc.*		17,064		62,966
ManTech International Corp. "A"*		6,125		253,146
MAXIMUS, Inc.		4,825		316,424
MoneyGram International, Inc.* (a)		22,718		61,566
NCI, Inc. "A"*		1,678		38,577
Online Resources Corp.*		6,417		29,839
Sapient Corp.		28,499		344,838
SRA International, Inc. "A"*		11,863		242,598
Stream Global Services, Inc.* (a)		1,538		6,075
Syntel, Inc.		3,668		175,294
TeleTech Holdings, Inc.*		8,338		171,679
The Hackett Group, Inc.*		7,890		27,694
Tier Technologies, Inc. "B"*		3,861		23,127
TNS, Inc.*		6,975		145,080
Unisys Corp.*		11,820		306,020
VeriFone Systems, Inc.*		23,494		905,929
Virtusa Corp.*		3,567		58,356
Wright Express Corp.* (a)		10,580		486,680
				6,518,644
Semiconductors & Semiconductor Equipment 3.8%
Advanced Analogic Technologies, Inc.*		11,187		44,860
Advanced Energy Industries, Inc.*		10,067		137,314
Alpha & Omega Semiconductor Ltd.*		1,396		17,911
Amkor Technology, Inc.* (a)		28,958		214,000
ANADIGICS, Inc.*		18,328		127,013
Applied Micro Circuits Corp.* (a)		18,384		196,341
ATMI, Inc.*		8,529		170,068
Axcelis Technologies, Inc.*		28,848		99,814
AXT, Inc.*		8,503		88,771
Brooks Automation, Inc.*		18,225		165,301
Cabot Microelectronics Corp.*		6,334		262,544
Cavium Networks, Inc.* (a)		12,280		462,710
CEVA, Inc.*		5,605		114,903
Cirrus Logic, Inc.* (a)		18,880		301,702
Cohu, Inc.		6,487		107,555
Conexant Systems, Inc.* (a)		22,535		36,732
Cymer, Inc.*		8,205		369,799
Diodes, Inc.*		9,298		250,953
DSP Group, Inc.*		6,073		49,434
Energy Conversion Devices, Inc.* (a)		13,062		60,085
	Shares		Value ($)
Entegris, Inc.* (a)		36,122		269,831
Entropic Communications, Inc.* (a)		17,749		214,408
Evergreen Solar, Inc.* (a)		52,108		30,379
Exar Corp.*		9,949		69,444
FEI Co.*		10,285		271,627
FormFactor, Inc.*		13,717		121,807
FSI International, Inc.* (a)		11,196		49,486
GSI Technology, Inc.*		5,571		45,125
GT Solar International, Inc.* (a)		17,222		157,065
Hittite Microwave Corp.*		7,500		457,800
Ikanos Communications, Inc.*		8,327		11,158
Inphi Corp.*		1,625		32,646
Integrated Device Technology, Inc.*		41,138		273,979
Integrated Silicon Solution, Inc.*		7,155		57,455
IXYS Corp.*		6,691		77,749
Kopin Corp.*		18,387		76,490
Kulicke & Soffa Industries, Inc.*		19,411		139,759
Lattice Semiconductor Corp.*		31,184		188,975
LTX-Credence Corp.*		13,553		100,292
Mattson Technology, Inc.*		13,859		41,577
MaxLinear, Inc. "A"*		2,065		22,219
Micrel, Inc. (a)		13,541		175,898
Microsemi Corp.*		22,860		523,494
Mindspeed Technologies, Inc.*		8,832		53,875
MIPS Technologies, Inc.*		13,730		208,147
MKS Instruments, Inc.*		13,861		339,456
Monolithic Power Systems, Inc.*		8,923		147,408
MoSys, Inc.*		9,568		54,442
Nanometrics, Inc.*		4,929		63,239
Netlogic Microsystems, Inc.* (a)		17,245		541,666
NVE Corp.*		1,302		75,295
OmniVision Technologies, Inc.*		15,164		449,006
PDF Solutions, Inc.*		6,254		30,144
Pericom Semiconductor Corp.*		7,211		79,177
Photronics, Inc.*		13,946		82,421
PLX Technology, Inc.*		10,985		39,656
Power Integrations, Inc. (a)		6,638		266,449
RF Micro Devices, Inc.*		73,938		543,444
Rubicon Technology, Inc.* (a)		4,440		93,595
Rudolph Technologies, Inc.*		9,114		75,008
Semtech Corp.*		17,047		385,944
Sigma Designs, Inc.*		8,101		114,791
Silicon Image, Inc.*		20,642		151,719
Spansion, Inc. "A"*		4,081		84,477
Standard Microsystems Corp.*		6,165		177,737
Supertex, Inc.*		2,811		67,970
Tessera Technologies, Inc.*		13,881		307,464
Trident Microsystems, Inc.*		19,351		34,445
TriQuint Semiconductor, Inc.*		42,382		495,446
Ultra Clean Holdings, Inc.*		5,955		55,441
Ultratech, Inc.*		6,493		129,081
Veeco Instruments, Inc.* (a)		11,218		481,925
Volterra Semiconductor Corp.*		6,931		160,522
Zoran Corp.*		14,486		127,477
				12,603,340
Software 4.1%
ACI Worldwide, Inc.*		9,394		252,417
Actuate Corp.*		12,563		71,609
Advent Software, Inc.* (a)		4,369		253,052
American Software, Inc. "A"		5,259		35,603
Ariba, Inc.*		24,483		575,106
Aspen Technology, Inc.*		17,213		218,605
	Shares		Value ($)
Blackbaud, Inc. (a)		12,401		321,186
Blackboard, Inc.* (a)		9,382		387,477
Bottomline Technologies, Inc.*		8,578		186,228
BroadSoft, Inc.*		1,906		45,515
CDC Corp. "A"*		9,092		31,913
CommVault Systems, Inc.*		11,790		337,430
Concur Technologies, Inc.* (a)		10,981		570,243
Convio, Inc.*		1,654		13,695
Deltek, Inc.*		5,945		43,161
DemandTec, Inc.*		4,962		53,788
Digimarc Corp.*		1,854		55,639
Ebix, Inc.* (a)		7,407		175,324
Epicor Software Corp.*		13,221		133,532
EPIQ Systems, Inc.		9,361		128,527
ePlus, Inc.*		1,066		25,200
Fair Isaac Corp. (a)		11,288		263,801
FalconStor Software, Inc.*		8,242		27,611
Fortinet, Inc.*		11,511		372,381
Guidance Software, Inc.*		3,696		26,574
Interactive Intelligence, Inc.* (a)		3,676		96,164
JDA Software Group, Inc.*		11,978		335,384
Kenexa Corp.*		6,028		131,350
Lawson Software, Inc.*		37,472		346,616
Magma Design Automation, Inc.* (a)		17,730		88,827
Manhattan Associates, Inc.*		6,284		191,913
Mentor Graphics Corp.*		29,420		353,040
MicroStrategy, Inc. "A"*		2,294		196,068
Monotype Imaging Holdings, Inc.*		5,975		66,323
Motricity, Inc.*		1,365		25,348
NetScout Systems, Inc.*		8,419		193,721
NetSuite, Inc.* (a)		5,078		126,950
OPNET Technologies, Inc.		3,534		94,605
Parametric Technology Corp.*		31,624		712,489
Pegasystems, Inc.		4,491		164,505
Progress Software Corp.*		11,424		483,464
PROS Holdings, Inc.*		4,910		55,925
QAD, Inc. "A"*		1,360		12,376
QLIK Technologies, Inc.*		3,739		96,504
Quest Software, Inc.*		16,513		458,071
Radiant Systems, Inc.*		9,047		177,050
RealD, Inc.*		4,048		104,924
RealPage, Inc.*		4,299		132,968
Renaissance Learning, Inc.		3,640		43,098
Rosetta Stone, Inc.*		2,899		61,517
S1 Corp.*		14,327		98,856
Smith Micro Software, Inc.*		8,434		132,751
Solarwinds, Inc.*		9,673		186,205
Sonic Solutions*		11,767		176,505
Sourcefire, Inc.*		7,610		197,327
SRS Labs, Inc.*		3,541		31,196
SS&C Technologies Holdings, Inc.*		3,416		70,062
SuccessFactors, Inc.*		17,076		494,521
Synchronoss Technologies, Inc.*		6,412		171,265
Take-Two Interactive Software, Inc.* (a)		19,519		238,913
Taleo Corp. "A"*		10,769		297,763
TeleCommunication Systems, Inc. "A"*		12,735		59,472
TeleNav, Inc.*		2,233		16,256
THQ, Inc.*		18,916		114,631
TIBCO Software, Inc.*		45,447		895,760
TiVo, Inc.*		31,353		270,576
	Shares		Value ($)
Tyler Technologies, Inc.*		7,891		163,817
Ultimate Software Group, Inc.* (a)		6,733		327,426
VASCO Data Security International, Inc.*		7,175		58,333
Virnetx Holding Corp.		9,746		144,728
Wave Systems Corp. "A"* (a)		22,225		87,567
Websense, Inc.*		11,917		241,319
				13,830,066
Materials 5.5%
Chemicals 2.4%
A. Schulman, Inc.		8,740		200,059
American Vanguard Corp. (a)		5,708		48,746
Arch Chemicals, Inc.		6,267		237,707
Balchem Corp.		7,757		262,264
Calgon Carbon Corp.* (a)		15,030		227,254
Ferro Corp.*		23,675		346,602
Georgia Gulf Corp.*		9,370		225,442
H.B. Fuller Co.		13,559		278,231
Hawkins, Inc.		2,414		107,182
Innophos Holdings, Inc.		5,932		214,026
KMG Chemicals, Inc.		1,701		28,186
Koppers Holdings, Inc.		5,591		200,046
Kraton Performance Polymers, Inc.*		3,010		93,159
Landec Corp.*		6,891		41,208
LSB Industries, Inc.*		4,577		111,038
Minerals Technologies, Inc.		5,204		340,394
NewMarket Corp.		2,794		344,696
NL Industries, Inc.		1,832		20,445
Olin Corp.		21,539		441,980
OM Group, Inc.*		8,517		327,990
Omnova Solutions, Inc.*		11,871		99,241
PolyOne Corp.*		25,703		321,030
Quaker Chemical Corp.		3,098		129,094
Rockwood Holdings, Inc.*		14,195		555,308
Senomyx, Inc.*		10,754		76,676
Sensient Technologies Corp.		13,442		493,725
Solutia, Inc.*		33,235		767,064
Spartech Corp.*		8,472		79,298
Stepan Co.		2,189		166,955
STR Holdings, Inc.* (a)		7,872		157,440
TPC Group, Inc.*		2,187		66,310
W.R. Grace & Co.*		19,962		701,265
Westlake Chemical Corp.		5,261		228,696
Zep, Inc.		5,751		114,330
Zoltek Companies, Inc.* (a)		7,954		91,869
				8,144,956
Construction Materials 0.1%
Headwaters, Inc.*		15,745		72,112
Texas Industries, Inc.		5,776		264,425
United States Lime & Minerals, Inc.*		820		34,547
				371,084
Containers & Packaging 0.5%
AEP Industries, Inc.*		1,272		33,008
Boise, Inc.		19,374		153,636
Graham Packaging Co., Inc.*		4,730		61,679
Graphic Packaging Holding Co.*		29,723		115,622
Myers Industries, Inc.		9,851		95,949
Rock-Tenn Co. "A"		10,628		573,381
Silgan Holdings, Inc.		14,864		532,280
				1,565,555
	Shares		Value ($)
Metals & Mining 2.0%
A.M. Castle & Co.*		4,420		81,372
Allied Nevada Gold Corp.*		20,527		540,065
AMCOL International Corp. (a)		6,569		203,639
Brush Engineered Materials, Inc.*		5,482		211,825
Capital Gold Corp.*		16,275		82,514
Century Aluminum Co.*		17,719		275,176
Coeur d'Alene Mines Corp.* (a)		24,212		661,472
General Moly, Inc.* (a)		16,931		109,713
Globe Specialty Metals, Inc.		17,065		291,641
Golden Star Resources Ltd.*		71,549		328,410
Haynes International, Inc.		3,245		135,738
Hecla Mining Co.* (a)		69,810		786,061
Horsehead Holding Corp.*		12,064		157,315
Jaguar Mining, Inc.* (a)		23,334		166,372
Kaiser Aluminum Corp. (a)		4,227		211,731
Metals USA Holdings Corp.*		3,243		49,423
Molycorp, Inc.* (a)		6,896		344,110
Noranda Aluminum Holding Corp.*		3,317		48,428
Olympic Steel, Inc.		2,562		73,478
RTI International Metals, Inc.*		8,371		225,850
Stillwater Mining Co.*		12,266		261,879
Thompson Creek Metals Co., Inc.*		44,643		657,145
Universal Stainless & Alloy Products, Inc.*		1,980		61,934
US Energy Corp.*		7,549		45,898
US Gold Corp.* (a)		24,804		200,168
Worthington Industries, Inc.		15,445		284,188
				6,495,545
Paper & Forest Products 0.5%
Buckeye Technologies, Inc.		10,603		222,769
Clearwater Paper Corp.*		3,152		246,802
Deltic Timber Corp.		2,887		162,654
KapStone Paper & Packaging Corp.*		10,558		161,537
Louisiana-Pacific Corp.* (a)		34,244		323,948
Neenah Paper, Inc.		4,074		80,176
P.H. Glatfelter Co.		12,449		152,749
Schweitzer-Mauduit International, Inc. (a)		4,998		314,474
Verso Paper Corp.*		4,102		14,029
Wausau Paper Corp.		13,859		119,326
				1,798,464
Telecommunication Services 1.0%
Diversified Telecommunication Services 0.7%
AboveNet, Inc.		6,140		358,944
Alaska Communications Systems Group, Inc. (a)		12,079		134,077
Atlantic Tele-Network, Inc.		2,519		96,578
Cbeyond, Inc.* (a)		7,453		113,882
Cincinnati Bell, Inc.*		55,882		156,469
Cogent Communications Group, Inc.*		12,376		174,997
Consolidated Communications Holdings, Inc.		6,858		132,359
General Communication, Inc. "A"*		11,285		142,868
Global Crossing Ltd.*		7,979		103,089
Globalstar, Inc.*		19,342		28,046
Hughes Communications, Inc.*		2,443		98,795
IDT Corp. "B"		3,939		101,035
Iridium Communications, Inc.*		9,459		78,037
Neutral Tandem, Inc.* (a)		9,318		134,552
PAETEC Holding Corp.*		35,077		131,188
Premiere Global Services, Inc.*		16,231		110,371
	Shares		Value ($)
Vonage Holdings Corp.*		29,283		65,594
				2,160,881
Wireless Telecommunication Services 0.3%
FiberTower Corp.*		12,765		56,932
ICO Global Communications (Holdings) Ltd.*		26,197		39,296
NTELOS Holdings Corp.		8,134		154,953
Shenandoah Telecommunications Co.		6,495		121,651
Syniverse Holdings, Inc.*		19,104		589,358
USA Mobility, Inc.		6,040		107,331
				1,069,521
Utilities 2.9%
Electric Utilities 1.2%
ALLETE, Inc.		8,556		318,797
Central Vermont Public Service Corp.		3,409		74,521
Cleco Corp. (a)		16,611		510,954
El Paso Electric Co.*		12,063		332,095
Empire District Electric Co. (a)		10,826		240,337
IDACORP, Inc.		13,132		485,621
MGE Energy, Inc. (a)		6,213		265,668
Otter Tail Corp. (a)		9,852		222,064
PNM Resources, Inc.		23,866		310,735
Portland General Electric Co.		20,873		452,944
UIL Holdings Corp.		13,764		412,370
Unisource Energy Corp.		10,007		358,651
Unitil Corp.		2,880		65,491
				4,050,248
Gas Utilities 1.1%
Chesapeake Utilities Corp.		2,610		108,367
New Jersey Resources Corp.		11,229		484,082
Nicor, Inc.		12,458		621,903
Northwest Natural Gas Co. (a)		7,306		339,510
Piedmont Natural Gas Co., Inc. (a)		19,753		552,294
South Jersey Industries, Inc. (a)		8,084		426,997
Southwest Gas Corp.		12,297		450,931
The Laclede Group, Inc.		6,148		224,648
WGL Holdings, Inc.		13,865		495,952
				3,704,684
Independent Power Producers & Energy Traders 0.1%
American DG Energy, Inc.* (a)		5,451		15,099
Dynegy, Inc.*		28,518		160,271
				175,370
Multi-Utilities 0.3%
Avista Corp.		15,107		340,209
Black Hills Corp.		10,737		322,110
CH Energy Group, Inc.		4,430		216,583
NorthWestern Corp.		9,995		288,156
				1,167,058
Water Utilities 0.2%
American States Water Co.		5,163		177,969
Artesian Resources Corp. "A"		1,786		33,845
Cadiz, Inc.* (a)		3,128		38,912
California Water Service Group		5,492		204,687
Connecticut Water Service, Inc.		2,181		60,806
Consolidated Water Co., Ltd.		3,947		36,194
Middlesex Water Co.		4,598		84,373
SJW Corp.		3,607		95,477
York Water Co. (a)		3,576		61,829
				794,092
Total Common Stocks (Cost $286,957,338)				323,322,253

	Principal Amount ($)		Value ($)
Government & Agency Obligation 0.2%
US Treasury Obligation
US Treasury Bill, 0.175%**, 5/5/2011 (b) (Cost $769,537)		770,000		769,616

	Shares		Value ($)
Closed-End Investment Companies 0.2%
Apollo Investment Corp.		52,716		583,566
Golub Capital BDC LLC		2,033		34,805
Kayne Anderson Energy Development Co.		2,788		50,212
THL Credit, Inc.		2,474		32,187
Total Closed-End Investment Companies (Cost $896,969)				700,770
	Shares		Value ($)
Securities Lending Collateral 16.0%
Daily Assets Fund Institutional, 0.27% (c) (d) (Cost $53,398,987)		53,398,987		53,398,987
Cash Equivalents 2.7%
Central Cash Management Fund, 0.19% (c) (Cost $9,059,066)		9,059,066		9,059,066

	% of Net Assets			Value ($)
Total Investment Portfolio (Cost $351,081,897)+		115.8			387,250,692
Other Assets and Liabilities, Net (a)		(15.8	)		(52,964,468	)
Net Assets		100.0			334,286,224

* Non-income producing security.

** Annualized yield at time of purchase; not a coupon rate.

+The cost for federal income tax purposes was $355,175,765. At December 31, 2010, net unrealized appreciation for all securities based on tax cost was $32,074,927. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $75,448,422 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $43,373,495.

(a) All or a portion of these securities were on loan, amounting to $50,907,809. In addition, included in other assets and liabilities, net are pending sales, amounting to $548,930, that are also on loan (see Notes to Financial Statements). The value of all securities loaned at December 31, 2010 amounted to $51,456,739, which is 15.4% of net assets.

(b) At December 31, 2010, this security has been pledged, in whole or in part, to cover initial margin requirements for open futures contracts.

(c) Affiliated fund managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(d) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

REIT: Real Estate Investment Trust

At December 31, 2010, open futures contracts purchased were as follows:

Futures	Currency	Expiration Date	Contracts		Notional Value ($)		Unrealized Appreciation ($)
Russell E Mini 2000 Index	USD	3/18/2011		138		10,795,740		187,157

Currency Abbreviation

USD United States Dollar

For information on the Fund's policy and additional disclosures regarding futures contracts, please refer to Note B in the accompanying Notes to Financial Statements.

Fair Value Measurements

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used as of December 31, 2010 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets	Level 1		Level 2		Level 3		Total
Common Stocks (e)	$	323,322,253	$	—	$	—	$	323,322,253
Closed-End Investment Companies		700,770		—		—		700,770
Short-Term Investments (e)		62,458,053		769,616		—		63,227,669
Derivatives (f)		187,157		—		—		187,157
Total	$	386,668,233	$	769,616	$	—	$	387,437,849

There have been no significant transfers in and out of Level 1 and Level 2 fair value measurements during the year ended December 31, 2010.

(e) See Investment Portfolio for additional detailed categorizations.

(f) Derivatives include unrealized appreciation (depreciation) on open futures contracts.

The accompanying notes are an integral part of the financial statements.

Statement of Assets and Liabilities

as of December 31, 2010
Assets
Investments: Investments in securities, at value (cost $288,623,844) — including $50,907,809 of securities loaned	$	324,792,639
Investment in Daily Assets Fund Institutional (cost $53,398,987)*		53,398,987
Investment in Central Cash Management Fund (cost $9,059,066)		9,059,066
Total investments at value (cost $351,081,897)		387,250,692
Receivable for investments sold		838,903
Dividends receivable		308,527
Interest receivable		31,213
Receivable for Fund shares sold		31,814
Other assets		4,418
Total assets		388,465,567
Liabilities
Cash overdraft		89,290
Payable upon return of securities loaned		53,398,987
Payable for Fund shares redeemed		351,368
Payable for daily variation margin on open futures contracts		70,380
Accrued management fee		100,408
Other accrued expenses and payables		168,910
Total liabilities		54,179,343
Net assets, at value	$	334,286,224
Net Assets Consist of
Undistributed net investment income		2,613,908
Net unrealized appreciation (depreciation) on: Investments		36,168,795
Futures		187,157
Accumulated net realized gain (loss)		(20,715,772	)
Paid-in capital		316,032,136
Net assets, at value	$	334,286,224
Class A Net Asset Value, offering and redemption price per share ($284,653,868 ÷ 22,942,780 outstanding shares of beneficial interest, $.001 par value, unlimited number of shares authorized)	$	12.41
Class B Net Asset Value, offering and redemption price per share ($49,632,356 ÷ 4,003,137 outstanding shares of beneficial interest, $.001 par value, unlimited number of shares authorized)	$	12.40

* Represents collateral on securities loaned.

The accompanying notes are an integral part of the financial statements.

Statement of Operations

for the year ended December 31, 2010
Investment Income
Income: Dividends (net of foreign taxes withheld of $157)	$	3,966,527
Income distributions — Central Cash Management Fund		11,898
Interest		1,333
Securities lending income, including income from Daily Assets Fund Institutional, net of borrower rebates		482,008
Total income		4,461,766
Expenses: Management fee		1,057,421
Administration fee		302,120
Custodian fee		37,780
Distribution service fee (Class B)		114,672
Services to shareholders		12,015
Professional fees		59,633
Trustees' fees and expenses		13,288
Reports to shareholders		26,288
Other		66,030
Total expenses before expense reductions		1,689,247
Expense reductions		(11,573	)
Total expenses after expense reductions		1,677,674
Net investment income (loss)		2,784,092
Realized and Unrealized Gain (Loss)
Net realized gain (loss) from: Investments		(28,473	)
Futures		1,121,867
		1,093,394
Change in net unrealized appreciation (depreciation) on: Investments		68,777,315
Futures		14,225
		68,791,540
Net gain (loss)		69,884,934
Net increase (decrease) in net assets resulting from operations	$	72,669,026

The accompanying notes are an integral part of the financial statements.

Statement of Changes in Net Assets

	Years Ended December 31,
Increase (Decrease) in Net Assets	2010			2009
Operations: Net investment income (loss)	$	2,784,092		$	2,948,189
Net realized gain (loss)		1,093,394			(18,300,164	)
Change in net unrealized appreciation (depreciation)		68,791,540			81,005,584
Net increase (decrease) in net assets resulting from operations		72,669,026			65,653,609
Distributions to shareholders from: Net investment income: Class A		(2,379,611	)		(3,930,572	)
Class B		(308,033	)		(665,403	)
Net realized gains: Class A		—			(14,741,493	)
Class B		—			(2,865,686	)
Total distributions		(2,687,644	)		(22,203,154	)
Fund share transactions: Class A Proceeds from shares sold		44,648,931			55,527,066
Reinvestment of distributions		2,379,611			18,672,065
Cost of shares redeemed		(80,244,924	)		(50,441,144	)
Net increase (decrease) in net assets from Class A share transactions		(33,216,382	)		23,757,987
Class B Proceeds from shares sold		6,800,894			4,826,794
Reinvestment of distributions		308,033			3,531,089
Cost of shares redeemed		(13,106,274	)		(11,925,807	)
Net increase (decrease) in net assets from Class B share transactions		(5,997,347	)		(3,567,924	)
Increase (decrease) in net assets		30,767,653			63,640,518
Net assets at beginning of period		303,518,571			239,878,053
Net assets at end of period (including undistributed net investment income of $2,613,908 and $2,554,042, respectively)	$	334,286,224		$	303,518,571
Other Information
Class A Shares outstanding at beginning of period		26,097,119			22,888,959
Shares sold		4,165,310			6,645,343
Shares issued to shareholders in reinvestment of distributions		204,962			2,547,349
Shares redeemed		(7,524,611	)		(5,984,532	)
Net increase (decrease) in Class A shares		(3,154,339	)		3,208,160
Shares outstanding at end of period		22,942,780			26,097,119
Class B Shares outstanding at beginning of period		4,564,752			4,907,741
Shares sold		652,484			579,861
Shares issued to shareholders in reinvestment of distributions		26,509			481,731
Shares redeemed		(1,240,608	)		(1,404,581	)
Net increase (decrease) in Class B shares		(561,615	)		(342,989	)
Shares outstanding at end of period		4,003,137			4,564,752

The accompanying notes are an integral part of the financial statements.

Financial Highlights

Class A Years Ended December 31,	2010			2009			2008			2007			2006
Selected Per Share Data
Net asset value, beginning of period	$	9.90		$	8.63		$	14.71		$	16.12		$	14.40
Income (loss) from investment operations: Net investment income (loss)a		.10			.10			.18			.17			.14
Net realized and unrealized gain (loss)		2.51			1.93			(4.77	)		(.40	)		2.34
Total from investment operations		2.61			2.03			(4.59	)		(.23	)		2.48
Less distributions from: Net investment income		(.10	)		(.16	)		(.20	)		(.14	)		(.10	)
Net realized gains		—			(.60	)		(1.29	)		(1.04	)		(.66	)
Total distributions		(.10	)		(.76	)		(1.49	)		(1.18	)		(.76	)
Net asset value, end of period	$	12.41		$	9.90		$	8.63		$	14.71		$	16.12
Total Return (%)b		26.39			26.57			(34.12	)		(1.90	)		17.49
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		285			258			198			305			536
Ratio of expenses before expense reductions (%)		.52			.56			.54			.53			.47
Ratio of expenses after expense reductions (%)		.52			.50			.47			.51			.45
Ratio of net investment income (loss) (%)		.96			1.19			1.51			1.09			.93
Portfolio turnover rate (%)		16			26			25			24	c		42
aBased on average shares outstanding during the period. bTotal return would have been lower had certain expenses not been reduced. cExcludes portfolio securities delivered as a result of processing redemption in-kind transactions.

Class B Years Ended December 31,	2010			2009			2008			2007			2006
Selected Per Share Data
Net asset value, beginning of period	$	9.89		$	8.62		$	14.70		$	16.11		$	14.39
Income (loss) from investment operations: Net investment income (loss)a		.08			.08			.15			.13			.10
Net realized and unrealized gain (loss)		2.50			1.93			(4.77	)		(.40	)		2.34
Total from investment operations		2.58			2.01			(4.62	)		(.27	)		2.44
Less distributions from: Net investment income		(.07	)		(.14	)		(.17	)		(.10	)		(.06	)
Net realized gains		—			(.60	)		(1.29	)		(1.04	)		(.66	)
Total distributions		(.07	)		(.74	)		(1.46	)		(1.14	)		(.72	)
Net asset value, end of period	$	12.40		$	9.89		$	8.62		$	14.70		$	16.11
Total Return (%)b		26.11			26.27			(34.33	)		(2.16	)		17.19
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		50			45			42			73			68
Ratio of expenses before expense reductions (%)		.77			.81			.79			.78			.72
Ratio of expenses after expense reductions (%)		.77			.75			.72			.76			.70
Ratio of net investment income (loss) (%)		.71			.93			1.26			.84			.68
Portfolio turnover rate (%)		16			26			25			24	c		42
aBased on average shares outstanding during the period. bTotal return would have been lower had certain expenses not been reduced. cExcludes portfolio securities delivered as a result of processing redemption in-kind transactions.

Notes to Financial Statements

A. Organization and Significant Accounting Policies

DWS Investments VIT Funds (the "Trust") is registered under the Investment Company Act of 1940, as amended, (the "1940 Act") as an open-end management investment company. The Trust is organized as a Massachusetts business trust. The Trust is comprised of two series. DWS Small Cap Index VIP (the "Fund") is a diversified series of the Trust offered to investors. The Fund is an underlying investment vehicle for variable annuity contracts and variable life insurance policies to be offered by the separate accounts of certain life insurance companies ("Participating Insurance Companies").

Multiple Classes of Shares of Beneficial Interest. The Fund offers two classes of shares to investors: Class A shares and Class B shares. Class B shares are subject to Rule 12b-1 distribution fees under the 1940 Act and record keeping fees equal to an annual rate up to 0.25% and 0.15%, respectively, of the Class B shares average daily net assets. Class A shares are not subject to such fees.

Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of all classes of shares, except that each class bears certain expenses unique to that class (including the applicable Rule 12b-1 distribution fees). Differences in class-level expenses may result in payment of different per share dividends by class. All shares have equal rights with respect to voting subject to class-specific arrangements.

The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Fund in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Equity securities and closed-end investment companies are valued at the most recent sale price or official closing price reported on the exchange (US or foreign) or over-the-counter market on which they trade and are categorized as Level 1 securities. Securities for which no sales are reported are valued at the calculated mean between the most recent bid and asked quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation.

Debt securities are valued by independent pricing services approved by the Fund's Board. If the pricing services are unable to provide valuations, securities are valued at the most recent bid quotation or evaluated price, as applicable, obtained from one or more broker-dealers. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes. These securities are generally categorized as Level 2.

Futures contracts are generally valued at the settlement prices established each day on the exchange on which they are traded and are categorized as Level 1.

Money market instruments purchased with an original or remaining maturity of sixty days or less, maturing at par, are valued at amortized cost, which approximates value, and are categorized as Level 2. Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair value as determined in accordance with procedures approved by the Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors used in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated p rices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold and with respect to debt securities; the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.

Securities Lending. The Fund lends securities to certain financial institutions. The Fund retains beneficial ownership of the securities it has loaned and continues to receive interest and dividends paid by the issuer of securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts u nder the security lending agreement. The Fund may invest the cash collateral into a joint trading account in an affiliated money market fund pursuant to Exemptive Orders issued by the SEC. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. The Fund is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

Federal Income Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable and tax-exempt income to its shareholders.

At December 31, 2010, the Fund had a net tax basis capital loss carryforward of approximately $16,467,000, which may be applied against any realized net taxable capital gains of each succeeding year until fully utilized or until December 31, 2017 (the expiration date), whichever occurs first.

During the year ended December 31, 2010, the Fund utilized $3,031,000 of prior year capital loss carryforward.

The Fund has reviewed the tax positions for the open tax years as of December 31, 2010 and has determined that no provision for income tax is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Net investment income of the Fund, if any, is distributed to shareholders annually. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually.

The timing and characterization of certain income and capital gains distributions are determined annually in accordance with federal tax regulations, which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to investments in futures contracts and certain securities sold at a loss. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

At December 31, 2010, the Fund's components of distributable earnings (accumulated gains) on a tax basis were as follows:

Undistributed ordinary income*	$	2,679,539
Capital loss carryforwards	$	(16,467,000	)
Unrealized appreciation (depreciation) on investments	$	32,074,927

In addition, the tax character of distributions paid to shareholders by the Fund is summarized as follows:

	Years Ended December 31,
	2010		2009
Distributions from ordinary income*	$	2,687,644	$	4,835,835
Distributions from long-term capital gains	$	—	$	17,367,319

* For tax purposes, short-term capital gains distributions are considered ordinary income distributions.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Expenses. Expenses of the Trust arising in connection with a specific Fund are allocated to that Fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust.

Real Estate Investment Trusts. The Fund periodically recharacterizes distributions received from a Real Estate Investment Trust ("REIT") investment based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available timely from a REIT, the recharacterization will be estimated and a recharacterization will be made in the following year when such information becomes available. Distributions received from REITs in excess of income are recorded as either a reduction of cost of investments or realized gains. The Fund distinguishes between dividends on a tax bas is and a financial reporting basis and only distributions in excess of tax basis earnings and profits are reported in the financial statements as a tax return of capital.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset valuation calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date net of foreign withholding taxes. Realized gains and losses from investment transactions are recorded on an identified cost basis.

B. Derivative Instruments

Futures Contracts. A futures contract is an agreement between a buyer or seller and an established futures exchange or its clearinghouse in which the buyer or seller agrees to take or make a delivery of a specific amount of a financial instrument at a specified price on a specific date (settlement date). For the year ended December 31, 2010, the Fund invested in futures to keep cash on hand to meet shareholder redemptions or other needs while maintaining exposure to the stock market.

Futures contracts are valued at the most recent settlement price. Upon entering into a futures contract, the Fund is required to deposit with a financial intermediary cash or securities ("initial margin") in an amount equal to a certain percentage of the face value indicated in the futures contract. Subsequent payments ("variation margin") are made or received by the Fund dependent upon the daily fluctuations in the value and are recorded for financial reporting purposes as unrealized gains or losses by the Fund. Gains or losses are realized when the contract expires or is closed. Since all futures contracts are exchange traded, counterparty risk is minimized as the exchange's clearinghouse acts as the counterparty, and guarantees the futures against default.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market will limit the Fund's ability to close out a futures contract prior to the settlement date and that a change in the value of a futures contract may not correlate exactly with the changes in the value of the underlying hedged security, index or currency. Risk of loss may exceed amounts recognized in the Statement of Assets and Liabilities.

A summary of the open futures contracts as of December 31, 2010 is included in a table following the Fund's Investment Portfolio. For the year ended December 31, 2010, the investment in futures contracts purchased had a total notional value generally indicative of a range from approximately $5,178,000 to $10,796,000.

The following tables summarize the value of the Fund's derivative instruments held as of December 31, 2010 and the related location in the accompanying Statement of Assets and Liabilities, presented by primary underlying risk exposure:

Liability Derivative	Futures Contracts
Equity Contracts(a)	$	187,157

The above derivative is located in the following Statement of Assets and Liabilities account:

(a) Net unrealized appreciation (depreciation) on futures. Liability of payable for daily variation margin on open futures contracts reflects unsettled variation margin.

Additionally, the amount of unrealized and realized gains and losses on derivative instruments recognized in Fund earnings during the year ended December 31, 2010 and the related location in the accompanying Statement of Operations is summarized in the following tables by primary underlying risk exposure:

Realized Gain (Loss)	Futures Contracts
Equity Contracts(a)	$	1,121,867

The above derivative is located in the following Statement of Operations account:

(a) Net realized gain (loss) from futures

Change in Net Unrealized Appreciation (Depreciation)	Futures Contracts
Equity Contracts(a)	$	14,225

The above derivative is located in the following Statement of Operations account:

(a) Change in net unrealized appreciation (depreciation) on futures

��

C. Purchases and Sales of Securities

During the year ended December 31, 2010, purchases and sales of investment securities (excluding short-term investments) aggregated $47,056,419 and $89,989,733, respectively.

D. Related Parties

Investment Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold, or entered into by the Fund or delegates such responsibility to the Fund's sub-advisor. Pursuant to the Investment Management Agreement with the Advisor, the Fund pays the Advisor an annual fee based on its average daily net assets, computed and accrued daily and payable monthly at the annual rate of 0.35%.

Northern Trust Investments, Inc. ("NTI") acts as investment sub-advisor for the Fund. As the Fund's investment sub-advisor, NTI makes the Fund's investment decisions. It buys and sells securities for the Fund and conducts the research that leads to these purchase and sale decisions. NTI is paid by the Advisor for its services.

For the period from January 1, 2010 through September 30, 2010, the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) of each class as follows:

Class A	.53%
Class B	.93%

For the period from October 1, 2010 through September 30, 2011, the Advisor has contractually agreed to waive all or a portion of its fees and/or reimburse certain operating expenses of Class A shares to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.50%.

Accordingly, for the year ended December 31, 2010, the Advisor waived a portion of its management fee aggregating $10,237 and the amount charged aggregated $1,047,184, which was equivalent to an annual effective rate of 0.35% of the Fund's average daily net assets.

Administration Fee. Pursuant to the Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays DIMA an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly. For the year ended December 31, 2010, the Administration Fee was $302,120, of which $27,943 is unpaid.

Distribution Service Agreement. DWS Investments Distributors, Inc. ("DIDI"), an affiliate of the Advisor, is the Fund's distributor. In accordance with the Distribution Plan, DIDI receives 12b-1 fees of up to 0.25% of average daily net assets of Class B shares. For the year ended December 31, 2010, the Distribution Service Fee was as follows:

Distribution Service Fee	Total Aggregated		Unpaid at December 31, 2010
Class B	$	114,672	$	10,481

Service Provider Fees. DWS Investments Service Company ("DISC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent of the Fund. Pursuant to a sub-transfer agency agreement among DISC and DST Systems, Inc. ("DST"), DISC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DISC compensates DST out of the shareholder servicing fee they receive from the Fund. For the year ended December 31, 2010, the amounts charged to the Fund by DISC were as follows:

Services to Shareholders	Total Aggregated		Waived		Unpaid at December 31, 2010
Class A	$	1,336	$	1,336	$	—
Class B		354		—		84
	$	1,690	$	1,336	$	84

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the year ended December 31, 2010, the amount charged to the Fund by DIMA included in the Statement of Operations under "reports to shareholders" aggregated $26,288, of which $10,993 is unpaid.

Trustees' Fees and Expenses. The Fund paid each Trustee not affiliated with the Advisor retainer fees plus specified amounts for various committee services and for the Board Chairperson.

Affiliated Cash Management Vehicles. The Fund may invest uninvested cash balances in Central Cash Management Fund, which is managed by the Advisor. The Fund indirectly bears its proportionate share of the expenses of the underlying money market funds. Central Cash Management Fund does not pay the Advisor an investment management fee. Central Cash Management Fund seeks a high level of current income consistent with liquidity and the preservation of capital.

E. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a $450 million revolving credit facility provided by a syndication of banks. The Fund may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal Funds Rate the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement.

F. Ownership of the Fund

At December 31, 2010, one participating insurance company was beneficial owner of record of 10% or more of the total outstanding Class A shares of the Fund, owning 57%. At December 31, 2010, two participating insurance companies were beneficial owners of record of 10% or more of the outstanding Class B shares of the Fund, each owning 45% and 26%, respectively.

Report of Independent Registered Public Accounting Firm

To the Trustees of DWS Investments VIT Funds and the Shareholders of DWS Small Cap Index VIP:

In our opinion, the accompanying statement of assets and liabilities, including the investment portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of DWS Small Cap Index VIP (the "Fund") at December 31, 2010, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management. Our responsibility is to express an opi nion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Boston, Massachusetts February 11, 2011 PricewaterhouseCoopers LLP

Tax Information (Unaudited)

For corporate shareholders, 100% of the income dividends paid during the Fund's fiscal year ended December 31, 2010, qualified for the dividends received deduction.

Please consult a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about your account, contact your insurance provider.

Proxy Voting

The Fund's policies and procedures for voting proxies for portfolio securities and information about how the Fund voted proxies related to its portfolio securities during the 12-month period ended June 30 are available on our Web site — www.dws-investments.com (click on "proxy voting" at the bottom of the page) — or on the SEC's Web site — www.sec.gov. To obtain a written copy of the Fund's policies and procedures without charge, upon request, call us toll free at (800) 728-3337.

Investment Management Agreement Approval

The Board of Trustees, including the Independent Trustees, approved the renewal of your Fund's investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DWS") and sub-advisory agreement (the "Sub-Advisory Agreement," and together with the Agreement, the "Agreements") between DWS and Northern Trust Investments, Inc. ("NTI") in September 2010.

In terms of the process that the Board followed prior to approving the Agreements, shareholders should know that:

• In September 2010, all of the Fund's Trustees were independent of DWS and its affiliates.

• The Trustees meet frequently to discuss fund matters. Each year, the Trustees dedicate substantial time to contract review matters. Over the course of several months, the Board's Contract Committee, in coordination with the Board's Equity Oversight Committee, reviewed comprehensive materials received from DWS, independent third parties and independent counsel. These materials included an analysis of the Fund's performance, fees and expenses, and profitability compiled by the Fund's independent fee consultant. The Board also received extensive information throughout the year regarding performance of the Fund.

• The Independent Trustees regularly meet privately with their independent counsel to discuss contract review and other matters. In addition, the Independent Trustees were also advised by the Fund's independent fee consultant in the course of their review of the Fund's contractual arrangements and considered a comprehensive report prepared by the independent fee consultant in connection with their deliberations (the "IFC Report").

• In connection with reviewing the Agreements, the Board also reviewed the terms of the Fund's Rule 12b-1 Plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.

• Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Independent Trustees as a group. The Independent Trustees reviewed the Contract Committee's findings and recommendations and presented their recommendations to the full Board.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DWS and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DWS managed the Fund, and that the Agreement was approved by the Fund's shareholders. DWS is part of Deutsche Bank, a major global banking institution that is engaged in a wide range of financial services. The Board believes that there are significant advantages to being pa rt of a global asset management business that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts with research capabilities in many countries throughout the world.

While shareholders may focus primarily on fund performance and fees, the Fund's Board considers these and many other factors, including the quality and integrity of DWS's and NTI's personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreements, DWS and NTI provide portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DWS provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel, the resources made available to such personnel, the ability of DWS to attract and retain high-quality personnel, and the organizational depth and stability of DWS. The Board reviewed the Fund's perfor mance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market indices and a peer universe compiled by the independent fee consultant using information supplied by Lipper Inc. ("Lipper"). The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to their benchmark or a peer universe compiled by Lipper), and receives more frequent reporting and information from DWS regarding such funds, along with DWS's remedial plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2009, the Fund's performance (Class A shares) was in the 3rd quartile of the applicable Lipper universe (the 1st quartile being the best performers and the 4th quartile being the worst performers).

On the basis of this evaluation and the ongoing review of investment results by the Board, the Board concluded that the nature, quality and extent of services provided by DWS and NTI historically have been and continue to be satisfactory.

Fees and Expenses. The Board considered the Fund's investment management fee schedule, sub-advisory fee schedule, operating expenses, and total expense ratios, and comparative information provided by Lipper and the independent fee consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include the 0.10% fee paid to DWS under the Fund's administrative services agreement, were higher than th e median (4th quartile) of the applicable Lipper peer group (based on Lipper data provided as of December 31, 2009). With respect to the sub-advisory fee paid to NTI, the Board noted that the fee is paid by DWS out of its fee and not directly by the Fund. The Board noted that the Fund's Class A shares total (net) operating expenses were expected to be higher than the median (4th quartile) of the applicable Lipper expense universe (based on Lipper data provided as of December 31, 2009, and analyzing Lipper expense universe Class A expenses less any applicable 12b-1 fees) ("Lipper Universe Expenses"). The Board also reviewed data comparing each share class's total (net) operating expenses to the applicable Lipper Universe Expenses. The Board considered the Fund's management fee rate as compared to fees charged by DWS and certain of its affiliates for comparable mutual funds and considered differences in fund and fee structures between the DWS Funds. The Board also considered how the Fund's total (net) operatin g expenses compared to the total (net) operating expenses of a more customized peer group selected by Lipper (based on factors as asset size). The Board also noted that the expense limitation agreed to by DWS helped to ensure that the Fund's total (net) operating expenses would remain competitive.

The information considered by the Board as part of its review of management fees included information regarding fees charged by DWS and its affiliates to similar institutional accounts and to similar funds offered primarily to European investors ("DWS Europe funds"), in each case as applicable. The Board observed that advisory fee rates for institutional accounts generally were lower than the management fees charged by similarly managed DWS US mutual funds ("DWS Funds"), but also took note of the differences in services provided to DWS Funds as compared to institutional accounts. In the case of DWS Europe funds, the Board observed that fee rates for DWS Europe funds generally were higher than for similarly managed DWS Funds, but noted that di fferences in the types of services provided to DWS Funds relative to DWS Europe funds made it difficult to compare such fees.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DWS and NTI.

Profitability. The Board reviewed detailed information regarding revenues received by DWS under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DWS from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DWS and its affiliates with respect to all fund services in totality and by fund. The Board reviewed DWS's methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DWS in con nection with the management of the Fund were not unreasonable. The Board also reviewed information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DWS and its affiliates' overall profitability with respect to the DWS fund complex (after taking into account distribution and other services provided to the funds by DWS and its affiliates) was lower than the overall profitability levels of many comparable firms for which such data was available. The Board did not consider the profitability of NTI with respect to the Fund. The Board noted that DWS pays NTI's fee out of its management fee, and its understanding that the Fund's sub-advisory fee schedule was the product of an arm's length negotiation with DWS.

Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board concluded that the Fund's fee schedule represents an appropriate sharing between the Fund and DWS of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DWS and NTI and Their Affiliates. The Board also considered the character and amount of other incidental benefits received by DWS and NTI and their affiliates, including any fees received by DWS for administrative services provided to the Fund and any fees received by an affiliate of DWS for distribution services. The Board also considered benefits to DWS and NTI related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DWS and NTI related to DWS Funds advertising and cross-selling opportunities among DWS products and services. The Board concluded that management fees were reasonable in light of these fallout benefits.

Compliance. The Board considered the significant attention and resources dedicated by DWS to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience and seniority of both DWS's chief compliance officer and the Fund's chief compliance officer; (ii) the large number of DWS compliance personnel; and (iii) the substantial commitment of resources by DWS and its affiliates to compliance matters. The Board also considered the attention and resources dedicated by DWS to the oversight of the investment sub-advisor's compliance program and compliance with the applicable fund policies and procedures.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreements is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and their counsel present. It is possible that individual Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreements.

Summary of Management Fee Evaluation by Independent Fee Consultant

October 3, 2010

Pursuant to an Order entered into by Deutsche Investment Management Americas and affiliates (collectively, "DeAM") with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds (formerly the DWS Scudder Funds). My duties include preparing an annual written evaluation of the management fees DeAM charges the Funds, considering among other factors the management fees charged by other mutual fund companies for like services, management fees DeAM charges other clients for like services, DeAM's costs of supplying services under the management agreements and related profit margins, possible economies of scale if a Fund grows larger, and th e nature and quality of DeAM's services, including fund performance. This report summarizes my evaluation for 2010, including my qualifications, the evaluation process for each of the DWS Funds, consideration of certain complex-level factors, and my conclusions. I served in substantially the same capacity in 2007, 2008, and 2009.

Qualifications

For more than 35 years I have served in various professional capacities within the investment management business. I have held investment analysis and advisory positions, including securities analyst, portfolio strategist and director of investment policy with a large investment firm. I have also performed business management functions, including business development, financial management and marketing research and analysis.

Since 1991, I have been an independent consultant within the asset management industry. I have provided services to over 125 client organizations, including investment managers, mutual fund boards, product distributors and related organizations. Over the past ten years I have completed a number of assignments for mutual fund boards, specifically including assisting boards with management contract renewal.

I hold a Master of Business Administration degree, with highest honors, from Harvard University and Master of Science and Bachelor of Science (highest honors) degrees from the University of California at Berkeley. I am an independent director and audit committee financial expert for two closed-end mutual funds and have served in various leadership and financial oversight capacities with non-profit organizations.

Evaluation of Fees for each DWS Fund

My work focused primarily on evaluating, fund-by-fund, the fees charged to each of the 118 publicly offered Fund portfolios in the DWS Fund family. For each Fund, I considered each of the key factors mentioned above, as well as any other relevant information. In doing so I worked closely with the Funds' Independent Directors in their annual contract renewal process, as well as in their approval of contracts for several new funds (documented separately).

In evaluating each Fund's fees, I reviewed comprehensive materials provided by or on behalf of DeAM, including expense information prepared by Lipper Analytical, comparative performance information, profitability data, manager histories, and other materials. I also accessed certain additional information from the Lipper and Morningstar databases and drew on my industry knowledge and experience.

To facilitate evaluating this considerable body of information, I prepared for each Fund a document summarizing the key data elements in each area as well as additional analytics discussed below. This made it possible to consider each key data element in the context of the others.

In the course of contract renewal, DeAM agreed to implement a number of fee and expense adjustments requested by the Independent Directors which will favorably impact future fees and expenses, and my evaluation includes the effects of these changes.

Fees and Expenses Compared with Other Funds

The competitive fee and expense evaluation for each fund focused on two primary comparisons:

The Fund's contractual management fee (the advisory fee plus the administration fee where applicable) compared with those of a group of typically 12-15 funds in the same Lipper investment category (e.g. Large Capitalization Growth) having similar distribution arrangements and being of similar size.

The Fund's total expenses compared with a broader universe of funds from the same Lipper investment category and having similar distribution arrangements.

These two comparisons provide a view of not only the level of the fee compared with funds of similar scale but also the total expense the Fund bears for all the services it receives, in comparison with the investment choices available in the Fund's investment category and distribution channel. The principal figure-of-merit used in these comparisons was the subject Fund's percentile ranking against peers.

DeAM's Fees for Similar Services to Others

DeAM provided management fee schedules for all of its US domiciled fund and non-fund investment management accounts in any of the investment categories where there is a DWS Fund. These similar products included the other DWS Funds, non-fund pooled accounts, institutional accounts and sub-advisory accounts. Using this information, I calculated for each Fund the fee that would be charged to each similar product, at the subject Fund's asset level.

Evaluating information regarding non-fund products is difficult because there are varying levels of services required for different types of accounts, with mutual funds generally requiring considerably more regulatory and administrative types of service as well as having more frequent cash flows than other types of accounts. Also, while mutual fund fees for similar fund products can be expected to be similar, there will be some differences due to different pricing conditions in different distribution channels (e.g. retail funds versus those used in variable insurance products), differences in underlying investment processes and other factors.

Costs and Profit Margins

DeAM provided a detailed profitability analysis for each Fund. After making some adjustments so that the presentation would be more comparable to the available industry figures, I reviewed profit margins from investment management alone, from investment management plus other fund services (excluding distribution) provided to the Funds by DeAM (principally shareholder services), and DeAM profits from all sources, including distribution. A later section comments on overall profitability.

Economies of Scale

Economies of scale — an expected decline in management cost per dollar of fund assets as fund assets grow — are very rarely quantified and documented because of inherent difficulties in collecting and analyzing relevant data. However, in virtually every investment category that I reviewed, larger funds tend to have lower fees and lower total expenses than smaller funds. To see how each DWS Fund compares with this industry observation, I reviewed:

The trend in Fund assets over the last five years and the accompanying trend in total expenses. This shows if the Fund has grown and, if so, whether total expense (management fees as well as other expenses) have declined as a percent of assets.

Whether the Fund has break-points in its management fee schedule, the extent of the fee reduction built into the schedule and the asset levels where the breaks take effect, and in the case of a sub-advised Fund how the Fund's break-points compare with those of the sub-advisory fee schedule.

How the Fund's contractual fee schedule compares with trends in the industry data. To accomplish this, I constructed a chart showing how actual latest-fiscal-year contractual fees of the Fund and of other similar funds relate to average fund assets, with the subject Fund's contractual fee schedule superimposed.

Quality of Service — Performance

The quality-of-service evaluation focused on investment performance, which is the principal result of the investment management service. Each Fund's performance was reviewed over the past 1, 3, 5 and 10 years, as applicable, and compared with that of other funds in the same investment category and with a suitable market index.

In addition, I calculated and reviewed risk-adjusted returns relative to an index of similar mutual funds' returns and a suitable market index. The risk-adjusted returns analysis provides a way of determining the extent to which the Fund's return comparisons are mainly the product of investment value-added (or lack thereof) or alternatively taking considerably more or less risk than is typical in its investment category.

I also received and considered the history of portfolio manager changes for each Fund, as this provided an important context for evaluating the performance results.

Complex-Level Considerations

While this evaluation was conducted mainly at the individual fund level, there are some issues relating to the reasonableness of fees that can alternatively be considered across the whole fund complex:

I reviewed DeAM's profitability analysis for all DWS Funds, with a view toward determining if the allocation procedures used were reasonable and how profit levels compared with public data for other investment managers.

I considered whether DeAM and affiliates receive any significant ancillary or "fall-out" benefits that should be considered in interpreting the direct profitability results. These would be situations where serving as the investment manager of the Funds is beneficial to another part of the Deutsche Bank organization.

I considered how aggregated DWS Fund expenses had varied over the years, by asset class and in the context of trends in asset levels.

I reviewed the structure of the DeAM organization, trends in staffing levels, and information on compensation of investment management and other professionals compared with industry data.

Findings

Based on the process and analysis discussed above, which included reviewing a wide range of information from management and external data sources and considering among other factors the fees DeAM charges other clients, the fees charged by other fund managers, DeAM's costs and profits associated with managing the Funds, economies of scale, possible fall-out benefits, and the nature and quality of services provided, in my opinion the management fees charged the DWS Funds are reasonable.

Thomas H. Mack

Board Members and Officers

The following table presents certain information regarding the Board Members and Officers of the Trust as of December 31, 2010. Each Board Member's year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Paul K. Freeman, Independent Chairman, DWS Funds, PO Box 101833, Denver, CO 80250-1833. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or a s otherwise provided in the governing documents of the fund. Because the fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period. The Board Members may also serve in similar capacities with other funds in the fund complex. The Length of Time Served represents the year in which the Board Member joined the board of one or more DWS funds now overseen by the Board.

Independent Board Members
Name, Year of Birth, Position with the Fund and Length of Time Served1	Business Experience and Directorships During the Past Five Years	Number of Funds in DWS Fund Complex Overseen
Paul K. Freeman (1950) Chairperson since 2009 Board Member since 1993	Consultant, World Bank/Inter-American Development Bank; Executive and Governing Council of the Independent Directors Council (education committees); formerly, Project Leader, International Institute for Applied Systems Analysis (1998-2001); Chief Executive Officer, The Eric Group, Inc. (environmental insurance) (1986-1998)	122
John W. Ballantine (1946) Board Member since 1999	Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996-1998); Executive Vice President and Head of International Banking (1995-1996). Directorships: Healthways, Inc. (provider of disease and care management services); Portland General Electric (utility company); Stockwell Capital Investments PLC (private equity). Former Directorships: First Oak Brook Bancshares, Inc. and Oak Brook Bank; Prisma Energy International	122
Henry P. Becton, Jr. (1943) Board Member since 1990	Vice Chair and former President, WGBH Educational Foundation. Directorships: Association of Public Television Stations; Lead Director, Becton Dickinson and Company3 (medical technology company); Lead Director, Belo Corporation3 (media company); Public Radio International; Public Radio Exchange (PRX); The PBS Foundation. Former Directorships: Boston Museum of Science; American Public Television; Concord Academy; New England Aquarium; Mass. Corporation for Educational Telecommunications; Committee for Economic De velopment; Public Broadcasting Service	122
Dawn-Marie Driscoll (1946) Board Member since 1987	President, Driscoll Associates (consulting firm); Executive Fellow, Center for Business Ethics, Bentley University; formerly, Partner, Palmer & Dodge (1988-1990); Vice President of Corporate Affairs and General Counsel, Filene's (1978-1988). Directorships: Trustee of 22 open-end mutual funds managed by Sun Capital Advisers, Inc. (since 2007); Director of ICI Mutual Insurance Company (since 2007); Advisory Board, Center for Business Ethics, Bentley University; Trustee, Southwest Florida Community Foundation (charitable organization). Former Directorships: Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees)	122
Keith R. Fox (1954) Board Member since 1996	Managing General Partner, Exeter Capital Partners (a series of private investment funds). Directorships: Progressive International Corporation (kitchen goods importer and distributor); BoxTop Media Inc. (advertising); The Kennel Shop (retailer); former Chairman, National Association of Small Business Investment Companies	122
Kenneth C. Froewiss (1945) Board Member since 2001	Adjunct Professor of Finance, NYU Stern School of Business (September 2009-present; Clinical Professor from 1997-September 2009); Member, Finance Committee, Association for Asian Studies (2002-present); Director, Mitsui Sumitomo Insurance Group (US) (2004-present); prior thereto, Managing Director, J.P. Morgan (investment banking firm) (until 1996)	122
Richard J. Herring (1946) Board Member since 1990	Jacob Safra Professor of International Banking and Professor, Finance Department, The Wharton School, University of Pennsylvania (since July 1972); Co-Director, Wharton Financial Institutions Center (since July 2000); Co-Chair, U.S. Shadow Financial Regulatory Committee; Executive Director, Financial Economists Roundtable; Director, Japan Equity Fund, Inc. (since September 2007), Thai Capital Fund, Inc. (since September 2007), Singapore Fund, Inc. (since September 2007); Independent Director of Barclays Bank Delaware (since September 2010). Formerly, Vice Dean and Director, Wharton Undergraduate Division (July 1995-June 2000); Director, Lauder Institute of International Management Studies (July 2000-June 2006)	122
William McClayton (1944) Board Member since 2004+	Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001-2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966-2001); Trustee, Ravinia Festival	122
Rebecca W. Rimel (1951) Board Member since 1995	President and Chief Executive Officer, The Pew Charitable Trusts (charitable organization) (1994 to present); Trustee, Thomas Jefferson Foundation (charitable organization) (1994 to present); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001-2007); Director, CardioNet, Inc.2 (2009-present) (health care). Formerly, Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983-2004); Board Member, Investor Education (charitable organization) (2004-2005); Director, Viasys Health Care2 (January 2007-June 2007); Trustee, Pro Publica (charitable organization) (2007-2010)	122
William N. Searcy, Jr. (1946) Board Member since 1993	Private investor since October 2003; Trustee of 22 open-end mutual funds managed by Sun Capital Advisers, Inc. (since October 1998). Formerly, Pension & Savings Trust Officer, Sprint Corporation2 (telecommunications) (November 1989-September 2003)	122
Jean Gleason Stromberg (1943) Board Member since 1997	Retired. Formerly, Consultant (1997-2001); Director, Financial Markets US Government Accountability Office (1996-1997); Partner, Fulbright & Jaworski, L.L.P. (law firm) (1978-1996). Directorships: The William and Flora Hewlett Foundation. Former Directorships: Service Source, Inc., Mutual Fund Directors Forum (2002-2004), American Bar Retirement Association (funding vehicle for retirement plans) (1987-1990 and 1994-1996)	122
Robert H. Wadsworth (1940) Board Member since 1999	President, Robert H. Wadsworth & Associates, Inc. (consulting firm) (1983 to present); Director, The Phoenix Boys Choir Association	125

Officers4
Name, Year of Birth, Position with the Fund and Length of Time Served5	Principal Occupation(s) During Past 5 Years and Other Directorships Held
Michael G. Clark6 (1965) President, 2006-present	Managing Director3, Deutsche Asset Management (2006-present); President of DWS family of funds; Director, ICI Mutual Insurance Company (since October 2007); formerly, Director of Fund Board Relations (2004-2006) and Director of Product Development (2000-2004), Merrill Lynch Investment Managers; Senior Vice President Operations, Merrill Lynch Asset Management (1999-2000)
Ingo Gefeke7 (1967) Executive Vice President since 2010	Managing Director3, Deutsche Asset Management; Global Head of Distribution and Product Management, DWS Global Head of Trading and Securities Lending. Member of the Board of Directors of DWS Investment GmbH Frankfurt (since July 2009) and DWS Holding & Service GmbH Frankfurt (since January 2010); formerly, Global Chief Administrative Officer, Deutsche Asset Management (2004-2009); Global Chief Operating Officer, Global Transaction Banking, Deutsche Bank AG, New York (2001-2004); Chief Operating Officer, Global Banking Division Americas, Deutsche Bank AG, New York (1999-2001); Central Management, Global Banking Services, Deutsche Bank AG, Frankfurt (1998-1999); Relationship Management, Deutsche Bank AG, Tokyo, Japan (1997-1998)
John Millette8 (1962) Vice President and Secretary, 1999-present	Director3, Deutsche Asset Management
Paul H. Schubert6 (1963) Chief Financial Officer, 2004-present Treasurer, 2005-present	Managing Director3, Deutsche Asset Management (since July 2004); formerly, Executive Director, Head of Mutual Fund Services and Treasurer for UBS Family of Funds (1998-2004); Vice President and Director of Mutual Fund Finance at UBS Global Asset Management (1994-1998)
Caroline Pearson8 (1962) Chief Legal Officer, April 2010-present	Managing Director3, Deutsche Asset Management; formerly, Assistant Secretary for DWS family of funds (1997-2010)
Rita Rubin9 (1970) Assistant Secretary, 2009-present	Vice President and Counsel, Deutsche Asset Management (since October 2007); formerly, Vice President, Morgan Stanley Investment Management (2004-2007)
Paul Antosca8 (1957) Assistant Treasurer, 2007-present	Director3, Deutsche Asset Management (since 2006); Vice President, The Manufacturers Life Insurance Company (U.S.A.) (1990-2006)
Jack Clark8 (1967) Assistant Treasurer, 2007-present	Director3, Deutsche Asset Management (since 2007); formerly, Vice President, State Street Corporation (2002-2007)
Diane Kenneally8 (1966) Assistant Treasurer, 2007-present	Director3, Deutsche Asset Management
John Caruso9 (1965) Anti-Money Laundering Compliance Officer, 2010-present	Managing Director3, Deutsche Asset Management

Name, Year of Birth, Position with the Fund and Length of Time Served5	Principal Occupation(s) During Past 5 Years and Other Directorships Held
Robert Kloby9 (1962) Chief Compliance Officer, 2006-present	Managing Director3, Deutsche Asset Management

1The length of time served represents the year in which the Board Member joined the board of one or more DWS funds currently overseen by the Board.

2A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

3Executive title, not a board directorship.

4As a result of their respective positions held with the Advisor, these individuals are considered "interested persons" of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the fund.

5The length of time served represents the year in which the officer was first elected in such capacity for one or more DWS funds.

6Address: 100 Plaza One, Jersey City, NJ 07311.

7Effective January 11, 2011, Mr. Gefeke, Executive Vice President, resigned as an officer of the fund.

The mailing address of Mr. Gefeke is 345 Park Avenue, New York, New York 10154. Mr. Gefeke was an interested Board Member of certain DWS funds by virtue of his positions with Deutsche Asset Management. As an interested person, Mr. Gefeke received no compensation from the fund.

8Address: One Beacon Street, Boston, MA 02108.

9Address: 60 Wall Street, New York, New York 10005.

The fund's Statement of Additional Information ("SAI") includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.

Deutsche Investment Management Americas Inc. ("DIMA"), an indirect, wholly owned subsidiary of Deutsche Bank AG, is the Fund's Advisor.

DWS Investments is part of Deutsche Bank's Asset Management division and, within the US, represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust Company.

The views expressed in this report reflect those of the portfolio managers only through the end of the period of the report as stated on the cover. The managers' views are subject to change at any time based on market and other conditions and should not be construed as a recommendation.

This information must be preceded or accompanied by a current prospectus.

Portfolio changes should not be considered recommendations for action by individual investors.

DWS Investments Distributors, Inc.

222 South Riverside Plaza

Chicago, IL 60606

(800) 621-1148

vit-scif-2 (R-20601-1 2/11)

ITEM 2.	CODE OF ETHICS
	As of the end of the period covered by this report, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Principal Executive Officer and Principal Financial Officer. There have been no amendments to, or waivers from, a provision of the code of ethics during the period covered by this report that would require disclosure under Item 2. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
ITEM 3.	AUDIT COMMITTEE FINANCIAL EXPERT
	The fund’s audit committee is comprised solely of trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The fund’s Board of Trustees has determined that there are several "audit committee financial experts" (as such term has been defined by the Regulations) serving on the fund’s audit committee including Mr. William McClayton, the chair of the fund’s audit committee. An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933 and the designation or identification of a person as an “audit committee financial expert” does not impose on su ch person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification.
ITEM 4.	PRINCIPAL ACCOUNTANT FEES AND SERVICES

DWS SMALL CAP INDEX VIP

FORM N-CSR DISCLOSURE RE: AUDIT FEES

The following table shows the amount of fees that PricewaterhouseCoopers, LLP (“PWC”), the Fund’s independent registered public accounting firm, billed to the Fund during the Fund’s last two fiscal years.  The Audit Committee approved in advance all audit services and non-audit services that PWC provided to the Fund.

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Fund

Fiscal Year Ended December 31,	Audit Fees Billed to Fund		Audit-Related Fees Billed to Fund		Tax Fees Billed to Fund		All Other Fees Billed to Fund
2010	$	41,762	$	0	$	0	$	0
2009	$	43,394	$	0	$	0	$	0

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Adviser and Affiliated Fund Service Providers

The following table shows the amount of fees billed by PWC to Deutsche Investment Management Americas Inc. (“DeIM” or the “Adviser”), and any entity controlling, controlled by or under common control with DeIM (“Control Affiliate”) that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two fiscal years.

Fiscal Year December 31,	Audit-Related Fees Billedto Adviser and Affiliated Fund Service Providers		Tax Fees Billed to Adviser and Affiliated Fund Service Providers		All Other Fees Billed to Adviser and Affiliated Fund Service Providers
2010	$	7,500	$	0	$	0
2009	$	2,000	$	0	$	0

The “Audit-Related Fees” were billed for services in connection with the agreed-upon procedures.

Non-Audit Services

The following table shows the amount of fees that PWC billed during the Fund’s last two fiscal years for non-audit services. The Audit Committee pre-approved all non-audit services that PWC provided to the Adviser and any Affiliated Fund Service Provider that related directly to the Fund’s operations and financial reporting. The Audit Committee requested and received information from PWC about any non-audit services that PWC rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider.  The Committee considered this information in evaluating PWC’s independence.

Fiscal Year Ended December 31,	Total Non-Audit Fees Billed to Fund (A)		Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (engagements related directly to the operations and financial reporting of the Fund) (B)		Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (all other engagements) (C)		Total of (A), (B) and (C)
2010	$	0	$	0	$	0	$	0
2009	$	0	$	0	$	100,000	$	100,000

All other engagement fees were billed for services in connection with an internal control review of a subadvisor.

Audit Committee Pre-Approval Policies and Procedures.  Generally, each Fund’s Audit Committee must pre approve (i) all services to be performed for a Fund by a Fund’s Independent Registered Public Accounting Firm and (ii) all non-audit services to be performed by a Fund’s Independent Registered Public Accounting Firm for the DIMA Entities with respect to operations and financial reporting of the Fund, except that the Chairperson or Vice Chairperson of each Fund’s Audit Committee may grant the pre-approval for non-audit services described in items (i) and (ii) above for non-prohibited services for engagements of less than $100,000.  All such delegated pre approvals shall be presented to each Fund’s Audit Committee no later than the next Audit Committee meeting.

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

According to the registrant’s principal Independent Registered Public Accounting Firm, all of the principal Independent Registered Public Accounting Firm's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal Independent Registered Public Accounting Firm.

***

ITEM 5.	AUDIT COMMITTEE OF LISTED REGISTRANTS
	Not applicable
ITEM 6.	SCHEDULE OF INVESTMENTS
	Not applicable
ITEM 7.	DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 8.	PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 9.	PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
	Not applicable
ITEM 10.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
	There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board.  The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Paul K. Freeman, Independent Chairman, DWS Funds, P.O. Box 101833, Denver, CO 80250-1833.
ITEM 11.	CONTROLS AND PROCEDURES
	(a)	The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
	(b)	There have been no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting.
ITEM 12.	EXHIBITS
	(a)(1)	Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.
	(a)(2)	Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
	(b)	Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

Form N-CSR Item F

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:	DWS Small Cap Index VIP, a series of DWS Investments VIT Funds
By:	/s/Michael G. Clark Michael G. Clark President
Date:	February 23, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/Michael G. Clark Michael G. Clark President
Date:	February 23, 2011
By:	/s/Paul Schubert Paul Schubert Chief Financial Officer and Treasurer
Date:	February 23, 2011