JP Morgan Fleming Mutual Fund NCSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-08189

J.P. Morgan Fleming Mutual Fund Group, Inc.

(Exact name of registrant as specified in charter)

245 Park Avenue

New York, NY 10167

(Address of principal executive offices) (Zip code)

Frank J. Nasta

270 Park Avenue

New York, NY 10017

(Name and Address of Agent for Service)

Registrant’s telephone number, including area code: (800) 480-4111

Date of fiscal year end: June 30

Date of reporting period: July 1, 2010 through December 31, 2010

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.

ITEM 1. REPORTS TO STOCKHOLDERS.

The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).

Semi-Annual Report

J.P. Morgan Mid Cap/Multi-Cap Funds

December 31, 2010 (Unaudited)

JPMorgan Growth Advantage Fund

JPMorgan Mid Cap Core Fund

JPMorgan Mid Cap Equity Fund

JPMorgan Mid Cap Growth Fund

JPMorgan Mid Cap Value Fund

JPMorgan Multi-Cap Market Neutral Fund

JPMorgan Value Advantage Fund

LOGO

CONTENTS



CEO’s Letter			1

Market Overview			2

Fund Commentaries:

JPMorgan Growth Advantage Fund			3

JPMorgan Mid Cap Core Fund			7

JPMorgan Mid Cap Equity Fund			9

JPMorgan Mid Cap Growth Fund			12

JPMorgan Mid Cap Value Fund			15

JPMorgan Multi-Cap Market Neutral Fund			19

JPMorgan Value Advantage Fund			22

Schedules of Portfolio Investments			25

Financial Statements			56

Financial Highlights			72

Notes to Financial Statements			86

Schedule of Shareholder Expenses			95

Board Approval Investment Advisory Agreements			98

Investments in a Fund are not bank deposits or obligations of, or guaranteed or endorsed by, any bank and are not insured or guaranteed by the FDIC, the Federal Reserve Board or any other government agency. You could lose money if you sell when the Fund’s share price is lower than when you invested.

Past performance is no guarantee for future performance. The general market views expressed in this report are opinions based on conditions through the end of the reporting period and are subject to change without notice based on market and other conditions. These views are not intended to predict the future performance of a Fund or the securities markets. References to specific securities and their issuers are for illustrative purposes only and are not intended to be, and should not be interpreted as, recommendations to purchase or sell such securities. Such views are not meant as investment advice and may not be relied on as an indication of trading intent on behalf of any Fund.

Prospective investors should refer to the Funds’ prospectus for a discussion of the Funds’ investment objective, strategies and risks. Call J.P. Morgan Funds Service Center at 1-800-480-4111 for a prospectus containing more complete information about a Fund including management fees and other expenses. Please read it carefully before investing.

CEO’S LETTER

JANUARY 20, 2011 (Unaudited)

Dear Shareholder:

It’s only natural for investors to try to ring in the new year with some degree of optimism. Last year, for example, as we slowly emerged from the global financial crisis, we welcomed some encouraging signs that a modest economic recovery was beginning. Today, although the economy can hardly be described as robust, we continue to see signs of improvement.

“Today, although the economy can hardly be described as robust, we continue to see signs of improvement.”

Despite volatility, equities turn in double-digit performance

Last summer, investors’ optimism in the markets was tempered by a wave of both discouraging U.S. economic data and sovereign debt issues in Europe, which led to a market correction in the middle of 2010. After experiencing a period of volatility towards the end of the summer, however, the markets finished the year strongly and posted a second year of double digit returns. Investors were encouraged by improved economic expectations and job growth, as well as the combination of the Federal Reserve’s (the “Fed”) launch of quantitative easing (QE2) and Congress’ extension of the Bush-era tax cuts. As of the six-month reporting period ended December 31, 2010, the S&P 500 had reached a level of 1,258, an increase of 23.3% from six months prior.

Small caps and growth stocks outpace other style categories

Small cap stocks led the style categories over the past six months (the Russell 2000 Index returned 29.4%, compared to 28.1% and 24.0% as measured by the Russell Mid Cap Index and Russell 1000 Index, respectively). Overall, growth stocks fared better than value in the small cap, mid cap and large cap space. The Russell 1000 Growth Index returned 26.4% for the six-month reporting period, compared to 21.7% for the Russell 1000 Value Index. With regard to mid cap stocks, the Russell Midcap Growth Index returned 30.7%, while the Russell Midcap Value Index returned 25.9%. In the small cap segment, the Russell 2000 Growth Index outpaced the Russell 2000 Value Index, with a return of 32.1%, compared to 26.6%, as of the end of the six-month reporting period.

Treasuries move higher, pushing yields to historic lows

As investors continued to move into the relative safety of fixed income, yields trended lower, often to historical levels, for most of 2010. Yet, as the year drew to a close, investors began to seek out riskier assets, prompting yields to increase sharply. As of the end of the six-month period ended December 31, 2010, the yields on the benchmark 10-year U.S. Treasury bond rose, from 3.0% to 3.3%. Yields on the 30-year U.S Treasury bond rose from 3.9% to 4.3% as of the end of the period, and the two-year U.S. Treasury note remained flat at 0.6%.

In this environment, the Barclays Capital U.S. Aggregate Bond Index returned 1.2%, while the Barclays Capital High Yield Index returned 10.2%, and the Barclays Capital Emerging Markets Index returned 6.8% for the six-month period ended December 31, 2010.

The pace of recovery

Despite last year’s stock market gains, the economy continues to send mixed signals about the recovery. On the one hand, we are encouraged that gross domestic product (GDP) continues to grow and that corporate earnings continue to exceed estimates. On the other hand, we are discouraged by the fact the economy continues to be restrained by state and local government cutbacks, sluggish job growth, and a hibernating home building industry. Against this backdrop, it makes sense for investors to maintain a balanced approach, as while some aspects of the economy appear to be improving, other aspects continue to struggle, and as of this writing, remain quite unpredictable.

On behalf of everyone at J.P. Morgan Asset Management, thank you for your continued confidence. We look forward to managing your investment needs for years to come. Should you have any questions, please visit www.jpmorganfunds.com or contact the J.P. Morgan Funds Service Center at 1-800-480-4111.

Sincerely yours,

LOGO

George C.W. Gatch

CEO-Investment Management Americas

J.P. Morgan Asset Management



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	1

J.P. Morgan Mid Cap/Multi-Cap Funds

MARKET OVERVIEW

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)

Stocks in most of the world’s capital markets rallied during the six months ended December 31, 2010. In the United States, investor sentiment was supported by strong corporate earnings, better-than-expected economic data, returning merger and acquisition activity and accommodative policies from the U.S. Federal Reserve. Investors were also encouraged by the U.S. government’s two-year extension of the Bush era tax cuts, emergency unemployment benefits and a payroll tax cut.

U.S. stocks, as measured by the S&P 500 Index, returned 23.27% for the six months ended December 31, 2010. Among U.S. stocks, small- and mid-cap stocks outperformed large-cap stocks, while growth stocks outperformed value stocks across all asset classes during the reporting period. The Russell Midcap Index, which is comprised of U.S. mid-cap stocks, returned 28.12% for the six months ended December 31, 2010, while the Russell Midcap Growth Index and the Russell Midcap Value Index returned 30.71% and 25.86%, respectively.



2	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Growth Advantage Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Class A Shares, without a sales charge)*		28.99%
Russell 3000 Growth Index		26.83%

Net Assets as of 12/31/2010 (In Thousands)	$	798,440

INVESTMENT OBJECTIVE**

The JPMorgan Growth Advantage Fund (the “Fund”) seeks to provide long-term capital growth.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Class A Shares, without a sales charge) outperformed the Russell 3000 Growth Index (the “Benchmark”) for the six months ended December 31, 2010. The Fund’s stock selection in the consumer discretionary and producer durables sectors contributed to relative performance. The Fund’s stock selection in the technology sector and stock selection and overweight in the financial services sector detracted from relative performance.

The Fund’s individual contributors to relative performance included Cummins Inc., Amazon.com, Inc. and Valeant Pharmaceuticals International Inc. Cummins Inc., a provider of components for truck engines, reported strong earnings driven mainly by robust demand for new trucks in emerging markets. Meanwhile, demand in North America continued to recover from very depressed levels as trucking companies replaced their aging truck fleets. Amazon.com, Inc., an online retailer, reported better-than-expected profit, as the company continued to grow its revenue and gain market share despite the challenging environment for retail spending. Shares of Valeant Pharmaceuticals International Inc. rose after the specialty pharmaceutical company completed its merger with Biovail

Corp. and reported a positive outlook for 2011, suggesting that the integration of the two companies was proceeding faster than investors had initially anticipated.

Individual detractors from the Fund’s relative performance included Thoratec Corp., a manufacturer of mechanical circulatory support products used by patients with heart failure. The stock declined following an announcement that a competitor’s experimental heart pump showed favorable results in trials, raising concerns that Thoratec Corp. could lose market share. The Fund’s underweight positions in Exxon Mobil Corp. and International Business Machines Corp. also detracted from relative performance as both of these stocks were strong performers in the Benchmark.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers utilized a bottom-up approach to stock selection, rigorously researching individual companies across market capitalizations in an effort to construct portfolios of stocks that have strong fundamentals. The Fund’s portfolio managers preferred to invest in high quality companies with durable franchises that, in their view, possessed the ability to generate strong future earnings growth.

As a result of this bottom-up stock selection process, the Fund’s largest overweight versus the Benchmark was in the financial services sector, while the Fund’s largest underweight versus the Benchmark was in the consumer staples sector.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	3

JPMorgan Growth Advantage Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Apple, Inc.	6.6	%
	2.	Amazon.com, Inc.	3.4
	3.	Concho Resources, Inc.	1.9
	4.	Valeant Pharmaceuticals International, Inc.	1.9
	5.	Cummins, Inc.	1.8
	6.	Schlumberger Ltd.	1.8
	7.	Lamar Advertising Co., Class A	1.7
	8.	Freeport-McMoRan Copper & Gold, Inc.	1.6
	9.	Agilent Technologies, Inc.	1.6
	10.	UnitedHealth Group, Inc.	1.6


PORTFOLIO COMPOSITION BY SECTOR***
Information Technology	30.6	%
Consumer Discretionary	18.9
Health Care	13.5
Industrials	12.7
Financials	9.7
Energy	7.0
Materials	4.2
Consumer Staples	1.2
Short-Term Investment	2.2

The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America.

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments (excluding Investments of Cash Collateral for Securities on Loan) as of December 31, 2010. The Fund’s composition is subject to change.



4	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			10 YEAR
CLASS A SHARES		10/29/99
Without Sales Charge				28.99	%		21.11	%		6.55	%		2.14	%
With Sales Charge**				22.30			14.74			5.41			1.59
CLASS B SHARES		10/29/99
Without CDSC				28.73			20.51			5.93			1.59
With CDSC***				23.73			15.51			5.61			1.59
CLASS C SHARES		5/1/06
Without CDSC				28.53			20.33			5.93			1.49
With CDSC****				27.53			19.33			5.93			1.49
CLASS R5 SHARES		1/8/09		29.20			21.57			6.86			2.29
SELECT CLASS SHARES		5/1/06		29.14			21.32			6.79			2.25

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter.

****

Assumes a 1% CDSC for the one year period and 0% CDSC thereafter.

TEN YEAR PERFORMANCE (12/31/00 TO 12/31/10)

Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-date month-end performance information please call 1-800-480-4111.

As of August 17, 2005, the Fund changed its name, investment objective, certain investment policies and benchmark. Prior to that time, the Fund operated as JPMorgan Mid Cap Growth Fund. Although past performance is not necessarily an indication of how the Fund will perform in the future, in view of these changes, the Fund’s performance record prior to August 17, 2005 might be less pertinent for investors considering whether to purchase shares of the Fund. The performance for the Class A and Class B Shares before March 23, 2001 is based on the performance of the Class A and Class B Shares of the Fund’s predecessor, H&Q IPO & Emerging Company Fund, a series of Hambrecht & Quist Fund Trust, which transferred all of its assets and liabilities to the Fund pursuant to a reorganization on that date. The predecessor’s investment program was identical to that of the Fund prior to December 3, 2001. The predecessor’s Class A and Class B expenses were substantially similar to those of Class A and Class B of the Fund. Returns for the Class C Shares prior to their inception date are based on the performance of Class B Shares, whose expenses are substantially similar to those of Class C Shares. Returns for the

Select Class Shares prior to their inception date are based on the performance of Class A Shares. During this period, the actual returns of Select Class Shares would have been different because Select Class Shares have different expenses than Class A Shares. Returns for Class R5 Shares prior to its inception date are based on the performance of Select Class Shares from May 1, 2006 to June 30, 2009 and Class A Shares prior to May 1, 2006. The actual returns of Class R5 Shares would have been different than those shown because Class R5 Shares have different expenses than Select Class and Class A Shares.

The graph illustrates comparative performance for $10,000 invested in Class A Shares of the JPMorgan Growth Advantage Fund, the Russell 3000 Growth Index and the Lipper Multi-Cap Growth Funds Index from December 31, 2000 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and includes a sales charge. The performance of the Russell 3000 Growth Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Multi-Cap Growth Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The Russell 3000 Growth Index is an unmanaged index which measures the performance of those Russell 3000 Index companies (largest 3000 U.S. companies) with higher price-to-book ratios and higher forecasted growth values. The Lipper Multi-Cap Growth Funds Index is an index based on total



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	5

JPMorgan Growth Advantage Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)

returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an index.

Class A Shares have a $1,000 minimum initial investment and carry a 5.25% sales charge.

Performance may reflect the waiver of the Fund’s fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

Because Class B Shares automatically convert to Class A Shares after 8 years, the 10 year annual average total return shown above for Class B reflects Class A performance for the period after conversion.

The returns shown are based on net asset values calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.



6	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Mid Cap Core Fund

FUND COMMENTARY

FOR THE PERIOD NOVEMBER 30, 2010 (FUND INCEPTION DATE) THROUGH DECEMBER 31, 2010

(Unaudited)


REPORTING PERIOD RETURN:
Fund (Select Class Shares)*			5.91%
Russell Midcap Index			6.92%

Net Assets as of 12/31/2010 (In Thousands)			$3,228

INVESTMENT OBJECTIVE**

The JPMorgan Mid Cap Core Fund (the “Fund”) seeks long-term capital appreciation.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Select Class Shares) underperformed the Russell Midcap Index for the period November 30, 2010 through December 31, 2010. The Fund’s stock selection in the utilities, health care and materials and processing sectors detracted from relative performance. The Fund’s stock selection in the financial services, producer durables and consumer staples sectors contributed to relative performance.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers employed a bottom-up approach to stock selection, constructing a portfolio based on company fundamentals, quantitative screening and proprietary fundamental analysis. The Fund’s portfolio managers invested in companies that, in their view, had leading competitive advantages, predictable and durable business models, sustainable free cash flow generation and management teams committed to increasing intrinsic value.


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Devon Energy Corp.	2.8	%
	2.	Jarden Corp.	2.8
	3.	Silgan Holdings, Inc.	2.7
	4.	Iberiabank Corp.	2.2
	5.	Walgreen Co.	2.2
	6.	Calamos Asset Management, Inc., Class A	2.0
	7.	ProAssurance Corp.	2.0
	8.	Chubb Corp.	2.0
	9.	Joy Global, Inc.	1.9
	10.	Coventry Health Care, Inc.	1.8


PORTFOLIO COMPOSITION BY SECTOR***
Financials	20.0	%
Consumer Discretionary	18.5
Industrials	13.4
Energy	10.7
Health Care	10.4
Materials	8.7
Information Technology	7.1
Utilities	6.5
Consumer Staples	3.8
Short-Term Investment	0.9

The return shown is based on net asset value calculated for shareholder transactions any may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America.

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments as of December 31, 2010. The Fund’s composition is subject to change.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	7

JPMorgan Mid Cap Core Fund

FUND COMMENTARY

FOR THE PERIOD NOVEMBER 30, 2010 (FUND INCEPTION DATE) THROUGH DECEMBER 31, 2010

(Unaudited) (continued)


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		SINCE INCEPTION
CLASS A SHARES		11/30/10
Without Sales Charge				5.90	%
With Sales Charge*				0.35
CLASS C SHARES		11/30/10
Without CDSC				5.80
With CDSC**				4.80
CLASS R2 SHARES		11/30/10		5.87
CLASS R5 SHARES		11/30/10		5.92
SELECT CLASS SHARES		11/30/10		5.91

Sales Charge for Class A Shares is 5.25%.

Assumes a 1% CDSC (contingent deferred sales charge) for the period.

LIFE OF FUND PERFORMANCE (11/30/2010-12/31/2010)

Source: Lipper, Inc. The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth or less than their original cost. Current performance may be higher or lower than the performance data shown. For up-to-data, month-end performance information please call 1-800-480-4111.

The fund commenced operations on November 30, 2010.

The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Mid Cap Core Fund, the Russell Midcap Index and the Lipper Mid-Cap Core Funds Index from November 30, 2010 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any. The performance of the Russell Midcap Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Mid-Cap Core Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not

identical to the expense charged by the Fund. The Russell Midcap Index is an unmanaged index which measures the performance of the 800 smallest companies in the Russell 1000 Index. The Lipper Mid-Cap Core Funds Index is an index based on total returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an Index.

Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge.

Performance may reflect the waiver of the Fund’ fees and reimbursement of expenses for certain periods since the inception date. Without these waivers and reimbursements performance would have been lower. Also, performance shown in this section does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

The returns shown are based on net asset values calculated for shareholder transactions and differ from the returns shown in the financial highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.



8	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Mid Cap Equity Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Select Class Shares)*		27.29%
Russell Midcap Index		28.12%

Net Assets as of 12/31/2010 (In Thousands)	$	453,503

INVESTMENT OBJECTIVE**

The JPMorgan Mid Cap Equity Fund (the “Fund”) seeks long-term capital growth.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Select Class Shares) underperformed the Russell Midcap Index for the six months ended December 31, 2010. The Fund’s stock selection in the materials and health care sectors detracted from relative performance, while the Fund’s stock selection in the information technology sector as well as an overweight and stock selection in the consumer discretionary sector contributed to relative performance.

Individual detractors from the Fund’s relative performance included Lincare Holdings, Inc., Wilmington Trust Corp. and Thoratec Corp. Shares of Lincare Holdings, Inc., a provider of oxygen and other respiratory therapy services, declined on concerns surrounding lower Medicare reimbursement rates for oxygen services. Wilmington Trust Corp. is a regional bank that had suffered credit losses on loans related to construction activity. The stock declined during the reporting period as credit losses accelerated in other areas of the company’s loan portfolio. Subsequently, the Fund exited its position in Wilmington Trust Corp. Thoratec Corp. is a manufacturer of mechanical circulatory support products used by patients with heart failure. The stock declined following an announcement that a competitor’s experimental heart pump showed favorable results in trials, raising concerns that Thoratec Corp. could lose market share.

The Fund’s individual contributors to relative performance included Cummins Inc., Tyco Electronics Ltd. and Valeant Pharmaceuticals International Inc. Cummins Inc., a provider of components for truck engines, reported strong earnings driven mainly by robust demand for new trucks in emerging markets. Meanwhile, demand in North America continued to recover from very depressed levels as trucking companies replaced their aging truck fleets. Tyco Electronics Ltd. provides electronic instruments and controls. The company’s restructuring efforts left it well positioned to benefit as demand recovered in its end markets during the reporting period. In addition, investors reacted favorably to Tyco Electronics Ltd.’s acquisition of ADC Telecommunications, Inc. Shares of Valeant Pharmaceuticals International Inc. rose after the specialty pharmaceutical company completed its merger with Biovail Corp. and reported a positive outlook for 2011, suggesting that the integration of the two companies was proceeding faster than investors had initially anticipated.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers employed a bottom-up approach to stock selection, constructing a portfolio based on company fundamentals, quantitative screening and proprietary fundamental analysis. The Fund’s portfolio managers sought to identify dominant franchises with predictable business models deemed capable of achieving sustained growth, as well as undervalued companies with the potential to grow their intrinsic value per share.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	9

JPMorgan Mid Cap Equity Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Tyco Electronics Ltd., (Switzerland)	1.7	%
	2.	Lincare Holdings, Inc.	1.3
	3.	Sherwin-Williams Co. (The)	1.3
	4.	Cummins, Inc.	1.3
	5.	T. Rowe Price Group, Inc.	1.2
	6.	Amphenol Corp., Class A	1.2
	7.	Newfield Exploration Co.	1.1
	8.	Carlisle Cos., Inc.	1.0
	9.	NetApp, Inc.	1.0
	10.	Gap, Inc. (The)	1.0


PORTFOLIO COMPOSITION BY SECTOR***
Consumer Discretionary	17.9	%
Financials	16.7
Information Technology	15.8
Industrials	13.9
Health Care	9.6
Energy	7.3
Utilities	5.2
Materials	5.0
Consumer Staples	3.0
Telecommunication Services	1.6
Short-Term Investment	4.0

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments (excluding Investments of Cash Collateral for Securities on Loan) as of December 31, 2010. The Fund’s composition is subject to change.



10	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			10 YEAR
CLASS A SHARES		11/2/09
Without Sales Charge				27.10	%		23.63	%		5.04	%		6.29	%
With Sales Charge**				20.43			17.13			3.92			5.72
CLASS C SHARES		11/2/09
Without CDSC				26.79			23.03			4.92			6.23
With CDSC***				25.79			22.03			4.92			6.23
SELECT CLASS SHARES		1/1/97		27.29			24.02			5.12			6.33

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter.

TEN YEAR PERFORMANCE (12/31/00 TO 12/31/10)

Returns for Class A and Class C Shares prior to their inception date were based on the performance of Select Class Shares. The actual returns of Class A and Class C Shares would have been lower than those shown because Class A and Class C Shares have higher expenses than Select Class Shares.

The graph illustrates comparative performance for $1,000,000 invested in the Select Class Shares of JPMorgan Mid Cap Equity Fund, the Russell Midcap Index, the Lipper Mid-Cap Core Funds Index and the Lipper Multi-Cap Core Funds Index from December 31, 2000 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any. The performance of the Russell Midcap Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Mid-Cap

Core Funds Index and the Lipper Multi-Cap Core Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The Russell Midcap Index is an unmanaged index which measures the performance of the 800 smallest companies in the Russell 1000 Index. The Lipper Mid-Cap Core Funds Index and the Lipper Multi-Cap Core Funds Index is an index based on total returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an Index.

Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge.

The return shown is based on net asset value calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflect adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	11

JPMorgan Mid Cap Growth Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Select Class Shares)*		31.67%
Russell Midcap Growth Index		30.71%

Net Assets as of 12/31/2010 (In Thousands)	$	1,639,165

INVESTMENT OBJECTIVE**

The JPMorgan Mid Cap Growth Fund (the “Fund”) seeks growth of capital and secondarily, current income by investing primarily in equity securities.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Select Class Shares) outperformed the Russell Midcap Growth Index (the “Benchmark”) for the six months ended December 31, 2010. The Fund’s producer durables and consumer discretionary holdings contributed to relative performance, while the Fund’s technology and materials and processing holdings detracted from relative performance.

The Fund’s individual contributors to relative performance included Cummins Inc., Lamar Advertising Co. and Valeant Pharmaceuticals International Inc. Cummins Inc., a provider of components for truck engines, reported strong earnings driven mainly by robust demand for new trucks in emerging markets. Meanwhile, demand in North America continued to recover from very depressed levels as trucking companies replaced their aging truck fleets. Shares of Lamar Advertising Co., an outdoor advertising company, benefited as spending on advertising showed signs of recovery. Shares of Valeant Pharmaceuticals International Inc. rose after the specialty pharmaceutical company completed its merger with Biovail Corp. and reported a positive outlook for 2011, suggesting that the integration of

the two companies was proceeding faster than investors had initially anticipated.

Individual detractors from the Fund’s relative performance included Thoratec Corp., a manufacturer of mechanical circulatory support products used by patients with heart failure. The stock declined following an announcement that a competitor’s experimental heart pump showed favorable results in trials, raising concerns that Thoratec Corp. could lose market share. The Fund’s underweight positions in Coca-Cola Enterprises Inc. and CF Industries Holdings, Inc. also detracted from relative performance as both of these stocks were strong performers in the Benchmark.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers utilized a bottom-up approach to stock selection, rigorously researching individual companies in an effort to construct a portfolio of stocks that have strong fundamentals. The Fund’s portfolio managers preferred to invest in high quality companies with durable franchises that, in their view, possessed the ability to generate strong future earnings growth.

As a result of this bottom-up stock selection process, the Fund’s largest overweights versus the Benchmark were in the technology and financial services sectors and the Fund’s largest underweights versus the Benchmark were in the consumer staples and consumer discretionary sectors.



12	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Cummins, Inc.	2.6	%
	2.	NetApp, Inc.	2.0
	3.	Valeant Pharmaceuticals International, Inc., (Canada)	1.9
	4.	Concho Resources, Inc.	1.9
	5.	Agilent Technologies, Inc.	1.8
	6.	Lamar Advertising Co., Class A	1.7
	7.	W.W. Grainger, Inc.	1.7
	8.	Tyco Electronics Ltd., (Switzerland)	1.6
	9.	Harley-Davidson, Inc.	1.5
	10.	Sherwin-Williams Co. (The)	1.5


PORTFOLIO COMPOSITION BY SECTOR***
Information Technology	26.7	%
Industrials	19.3
Consumer Discretionary	18.0
Health Care	13.4
Financials	9.9
Energy	6.2
Materials	3.5
Others (each less than 1.0%)	1.4
Short-Term Investment	1.6

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments (excluding Investments of Cash Collateral for Securities on Loan) as of December 31, 2010. The Fund’s composition is subject to change.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	13

JPMorgan Mid Cap Growth Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			10 YEAR
CLASS A SHARES		2/18/92
Without Sales Charge				31.52	%		25.09	%		5.39	%		3.80	%
With Sales Charge**				24.58			18.53			4.26			3.25
CLASS B SHARES		1/14/94
Without CDSC				31.11			24.45			4.76			3.23
With CDSC***				26.11			19.45			4.42			3.23
CLASS C SHARES		11/4/97
Without CDSC				31.11			24.44			4.76			3.11
With CDSC****				30.11			23.44			4.76			3.11
CLASS R2 SHARES		6/19/09		31.38			24.90			5.22			3.61
SELECT CLASS SHARES		3/2/89		31.67			25.49			5.68			4.07

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter.

****

Assumes a 1% CDSC for the one year period and 0% CDSC thereafter.

TEN YEAR PERFORMANCE (12/31/00 TO 12/31/10)

Returns for the Class R2 Shares prior to its inception date are based on the performance of Select Class Shares. Prior performance for Class R2 Shares has been adjusted to reflect the differences in expenses and sales charges between classes.

The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Mid Cap Growth Fund, the Russell Midcap Growth Index and the Lipper Mid-Cap Growth Funds Index from December 31, 2000 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the Russell Midcap Growth Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Mid-Cap Growth Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the

expenses charged by the Fund. The Russell Midcap Growth Index is an unmanaged index which measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. The Lipper Mid-Cap Growth Funds Index is an index based on total returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an index.

Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge.

Because Class B Shares automatically convert to Class A Shares after 8 years, the 10 year average annual total return shown above for Class B reflects Class A performance for the period after conversion.



14	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Mid Cap Value Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Institutional Class Shares)*		23.60%
Russell Midcap Value Index		25.86%

Net Assets as of 12/31/2010 (In Thousands)	$	6,323,039

INVESTMENT OBJECTIVE**

The JPMorgan Mid Cap Value Fund (the “Fund”) seeks growth from capital appreciation.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Institutional Class Shares) underperformed the Russell Midcap Value Index (the “Benchmark”) for the six months ended December 31, 2010. The Fund’s relative underperformance versus the Benchmark was primarily driven by negative stock selection in the health care and financials sectors. The Fund’s stock selection in the information technology sector as well as an underweight and stock selection in the utilities sector contributed to relative performance.

Individual detractors from the Fund’s relative performance included Lincare Holdings, Inc., Wilmington Trust Corp. and TCF Financial Corp. Shares of Lincare Holdings, Inc., a provider of oxygen and other respiratory therapy services, declined on concerns surrounding lower Medicare reimbursement rates for oxygen services. Shares of Wilmington Trust Corp. declined as the regional bank’s credit losses accelerated across its loan portfolio. Subsequently, the Fund exited its position in Wilmington Trust Corp. Shares of Minnesota-based bank TCF Financial Corp. declined due to concerns about federal legislation that would limit the fees that banks can charge retailers on debit-card transactions.

Individual contributors to relative performance included Williams Cos., Inc., Fortune Brands, Inc. and Tyco Electronics Ltd.

Williams Cos., Inc., is an integrated energy company. Investors reacted favorably to the company’s leadership succession plan following the announcement that the current chief executive officer would retire at the end of 2010. This announcement increased investor expectations that the company would unlock shareholder value by separating its operating segments. Meanwhile, investors were encouraged by the announcement that Fortune Brands, Inc.’s board of directors approved a separation of the company’s three consumer businesses – distilled spirits, home and security and golf products. Tyco Electronics Ltd. provides electronic instruments and controls. The company’s restructuring efforts left it well positioned to benefit as demand recovered in its end markets during the reporting period. In addition, investors reacted favorably to Tyco Electronics Ltd.’s acquisition of ADC Telecommunications, Inc.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers utilized a bottom-up approach to stock selection and sought to identify durable franchises possessing the ability to generate sustainable levels of free cash flow. The Fund’s portfolio managers believed that these types of companies should perform relatively well in what they view as a slow but sustainable economic recovery in the United States. The Fund’s largest overweight continued to be in the consumer discretionary sector. The Fund’s portfolio managers sought to own retailers with strong brands and business models that produce recurring revenue, believing that these factors, coupled with lower levels of capital spending, should contribute to their sustainable generation of free cash flow.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	15

JPMorgan Mid Cap Value Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Gap, Inc. (The)	2.0	%
	2.	Loews Corp.	1.9
	3.	Republic Services, Inc.	1.8
	4.	Tyco Electronics Ltd., (Switzerland)	1.8
	5.	Energen Corp.	1.6
	6.	Becton, Dickinson & Co.	1.6
	7.	Williams Cos., Inc. (The)	1.6
	8.	CMS Energy Corp.	1.6
	9.	Devon Energy Corp.	1.6
	10.	Ball Corp.	1.5


PORTFOLIO COMPOSITION BY SECTOR***
Financials	23.9	%
Consumer Discretionary	18.4
Utilities	10.4
Industrials	8.8
Energy	8.6
Materials	6.6
Health Care	6.0
Consumer Staples	5.5
Information Technology	5.4
Telecommunication Services	2.5
Short-Term Investment	3.9

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments (excluding Investments of Cash Collateral for Securities on Loan) as of December 31, 2010. The Fund’s composition is subject to change.



16	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			10 YEAR
CLASS A SHARES		4/30/01
Without Sales Charge				23.27	%		22.82	%		4.31	%		8.99	%
With Sales Charge**				16.79			16.38			3.19			8.40
CLASS B SHARES		4/30/01
Without CDSC				23.00			22.13			3.79			8.48
With CDSC***				18.00			17.13			3.44			8.48
CLASS C SHARES		4/30/01
Without CDSC				22.96			22.17			3.79			8.40
With CDSC****				21.96			21.17			3.79			8.40
CLASS R2 SHARES		11/3/08		23.14			22.48			4.20			8.93
INSTITUTIONAL CLASS SHARES		11/13/97		23.60			23.34			4.82			9.52
SELECT CLASS SHARES		10/31/01		23.45			23.12			4.57			9.27

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter.

****

Assumes a 1% CDSC for the one year period and 0% CDSC thereafter.

TEN YEAR PERFORMANCE (12/31/00 TO 12/31/10)

Returns for the Class A, Class B, Class C and Select Class Shares prior to their inception dates are based on the performance of Institutional Class Shares. During these periods, the actual returns of Class A, Class B, Class C and Select Class Shares would have been lower than shown because Class A, Class B, Class C and Select Class Shares have higher expenses than Institutional Class Shares. Returns for Class R2 Shares prior to its inception date are based on the performance of Class A Shares from April 30, 2001 to December 31, 2008 and Institutional Class Shares prior to April 30, 2001. The actual returns of Class R2 Shares would have been lower than those shown because Class R2 Shares have higher expenses than Class A and Institutional Class Shares.

The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan Mid Cap Value Fund, the Russell Mid-cap Value Index, the Lipper Mid-Cap Core Funds Index and the Lipper

Mid-Cap Value Funds Index from December 31, 2000 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the Russell Midcap Value Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Mid-Cap Core Funds Index and the Lipper Mid-Cap Value Funds Index includes expenses associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The Russell Midcap Value Index is an unmanaged index which measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The Lipper Mid-Cap Core Funds Index and the Lipper Mid-Cap Value Funds Index are indexes based on total returns of certain groups of mutual funds as determined by Lipper, Inc. The Fund’s Lipper Index changed to the Lipper Mid-Cap Core Funds Index because Lipper recategorized the Fund. Investors cannot invest directly in an index.

Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	17

JPMorgan Mid Cap Value Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)



18	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Multi-Cap Market Neutral Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Select Class Shares)*		-1.23%
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index		0.08%

Net Assets as of 12/31/2010 (In Thousands)	$	580,414

INVESTMENT OBJECTIVE**

The JPMorgan Multi-Cap Market Neutral Fund (the “Fund”) seeks long-term capital preservation and growth by using strategies designed to produce returns which have no correlation with general domestic market performance.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Select Class Shares) underperformed the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index for the six months ended December 31, 2010.

The Fund categorizes its universe of stocks into five supersectors. Of the Fund’s five supersector categories, stock selection in the consumer, financial and health care sectors produced negative returns during the reporting period and detracted the most from performance. Positive stock selection in the industrial and technology sectors helped somewhat offset these losses. Overall, the Fund’s short positions detracted from the Fund’s performance, while the Fund’s long positions contributed to the Fund’s performance.

Within these supersectors, the Fund’s portfolio managers employed a quantitative bottom-up approach to their stock selection process, focusing on both valuation and fundamentals.

The Fund’s valuation stock selection model seeks to determine how a stock is priced relative to its intrinsic value by considering valuation factors such as a company’s cash flow and price-to-book values. The valuation stock selection model was slightly negative during the reporting period as investors paid less attention to cash flow in comparison to other metrics.

The Fund’s fundamentals stock selection model attempts to identify how healthy a company’s short-term operating trends are judged to be, using metrics such as stock price momentum and earnings momentum. The approach benefited as investors began to show signs of a renewed focus on company fundamentals.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers ranked stocks within a universe of approximately 1,300 large-cap, mid-cap and high-end small-cap stocks. The Fund owned more than 350 long and short positions during the reporting period and was sector-neutral. The Fund’s portfolio managers sought to go long on inexpensive stocks with improving fundamentals and short on expensive stocks with deteriorating fundamentals. They continued to use strategies designed to produce returns that have no correlation with general domestic market performance.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	19

JPMorgan Multi-Cap Market Neutral Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


TOP TEN EQUITY LONG HOLDINGS OF THE PORTFOLIO***
	1.	Cliffs Natural Resources, Inc.	0.5	%
	2.	Freeport-McMoRan Copper & Gold, Inc.	0.5
	3.	Jo-Ann Stores, Inc.	0.5
	4.	Concho Resources, Inc.	0.5
	5.	Walter Energy, Inc.	0.5
	6.	InterDigital, Inc.	0.5
	7.	Dana Holding Corp.	0.4
	8.	Williams-Sonoma, Inc.	0.4
	9.	Eastman Chemical Co.	0.4
	10.	Corn Products International, Inc.	0.4


TOP TEN EQUITY SHORT HOLDINGS OF THE PORTFOLIO****
	1.	Edwards Lifesciences Corp.	0.5	%
	2.	SandRidge Energy, Inc.	0.5
	3.	USG Corp.	0.5
	4.	Ciena Corp.	0.5
	5.	Janus Capital Group, Inc.	0.5
	6.	Brookdale Senior Living, Inc.	0.5
	7.	EQT Corp.	0.5
	8.	Terex Corp.	0.5
	9.	Consol Energy, Inc.	0.5
	10.	Spectra Energy Corp.	0.5


PORTFOLIO COMPOSITION BY SECTOR LONG POSITIONS***
Consumer Discretionary	19.1	%
Information Technology	15.9
Financials	11.2
Industrials	10.6
Health Care	10.5
Energy	7.5
Materials	7.5
Utilities	5.6
Consumer Staples	4.1
Telecommunication Services	0.5
Short-Term Investment	7.5


PORTFOLIO COMPOSITION BY SECTOR SHORT POSITIONS****
Information Technology	17.6	%
Industrials	15.8
Financials	12.8
Health Care	11.5
Energy	11.1
Consumer Discretionary	10.1
Materials	8.1
Consumer Staples	6.7
Utilities	5.2
Telecommunication Services	1.1

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total long investments as of December 31, 2010. The Fund’s composition is subject to change.

****

Percentages indicated are based upon total short investments as of December 31, 2010. The Fund’s composition is subject to change.



20	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			SINCE INCEPTION
CLASS A SHARES		5/23/03
Without Sales Charge				(1.34	)%		(4.58	)%		(0.27	)%		1.30	%
With Sales Charge**				(6.54	)		(9.62	)		(1.33	)		0.59
CLASS B SHARES		5/23/03
Without CDSC				(1.69	)		(5.31	)		(1.02	)		0.54
With CDSC***				(6.69	)		(10.31	)		(1.44	)		0.54
CLASS C SHARES		5/23/03
Without CDSC				(1.80	)		(5.30	)		(1.02	)		0.54
With CDSC****				(2.80	)		(6.30	)		(1.02	)		0.54
SELECT CLASS SHARES		5/23/03		(1.23	)		(4.35	)		(0.01	)		1.55

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes 5% CDSC (contingent deferred sales charge) for the one year period, 2% CDSC for the five year period and 0% CDSC thereafter.

****

Assumes a 1% CDSC for the one year period and 0% CDSC thereafter.

LIFE OF FUND PERFORMANCE (5/23/03 TO 12/31/10)

The Fund commenced operations on May 23, 2003.

The graph illustrates comparative performance for $1,000,000 invested in Select Class Shares of the JPMorgan Multi-Cap Market Neutral Fund, the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index and the Lipper Equity Market-Neutral Funds Average from May 23, 2003 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the indices reflects an initial investment at the end of the month following the Fund’s inception. The performance of the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Equity Market-Neutral Funds Average includes expenses

associated with a mutual fund, such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is comprised of a single issue purchased at the beginning of the month and held for a full month. Each month the index is rebalanced and the issue selected is the outstanding Treasury Bill that matures closest to, but not beyond 3 months from the rebalancing date. The Lipper Equity Market-Neutral Funds Average is an index based on total returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an index.

Select Class Shares have a $1,000,000 minimum initial investment and carry no sales charge.

The returns shown are based on net asset values calculated for shareholder transactions and may differ from the return shown in the financial highlights, which reflect adjustments made to the net assets value in accordance with accounting principles generally accepted in the United States of America.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	21

JPMorgan Value Advantage Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited)


REPORTING PERIOD RETURN:
Fund (Institutional Class Shares)*		20.88%
Russell 3000 Value Index		22.12%

Net Assets as of 12/31/2010 (In Thousands)	$	816,152

INVESTMENT OBJECTIVE**

The JPMorgan Value Advantage Fund (the “Fund”) seeks to provide long-term total return from a combination of income and capital gains.

WHAT WERE THE MAIN DRIVERS OF THE FUND’S PERFORMANCE?

The Fund (Institutional Class Shares) underperformed the Russell 3000 Value Index (the “Benchmark”) for the six months ended December 31, 2010. The Fund’s relative underperformance versus the Benchmark was driven primarily by the Fund’s stock selection in the energy sector, as well as an underweight and stock selection in the materials sector. The Fund’s underweight and stock selection the consumer staples sector and stock selection in the financials sector contributed to relative performance.

Individual detractors from the Fund’s relative performance included Wilmington Trust Corp., United Community Banks, Inc. and Lincare Holdings, Inc. Shares of Wilmington Trust Corp. declined as the regional bank’s credit losses accelerated across its loan portfolio. Regional bank United Community Banks, Inc. also suffered continuing credit losses in its loan portfolio. Subsequently, the Fund exited its positions in United Community Banks, Inc. and Wilmington Trust Corp. Shares of Lincare Holdings, Inc., a provider of oxygen and other respiratory therapy services, declined on concerns surrounding lower Medicare reimbursement rates for oxygen services.

Individual contributors to relative performance included Devon Energy Corp., Wells Fargo & Co. and Exxon Mobil Corp. Shares of Devon Energy Corp., an oil and gas operations company, benefited from the sale of its international and offshore assets, including those in the Gulf of Mexico that it sold shortly before the oil spill. Devon Energy Corp. also announced plans to buy back its stock. Shares of financial services provider Wells Fargo & Co. benefited from investor expectations that the company’s strong earnings power would allow it to return excess capital to shareholders. Exxon Mobil Corp. reported strong operating results and benefited from the increasing price of oil and gasoline.

HOW WAS THE FUND POSITIONED?

The Fund’s portfolio managers utilized a bottom-up approach to stock selection and sought to identify durable franchises possessing the ability to generate significant levels of free cash flow. Bottom-up fundamental research led the Fund’s portfolio managers to several larger-cap stocks with significant excess cash reserves and strong balance sheets. In their view, these stocks appeared to be trading at more attractive levels than many of the cyclical stocks in the industrials and materials sectors, both sectors in which the Fund was underweight.

The Fund’s largest overweight was in the consumer discretionary sector. The Fund’s portfolio managers attempted to own retailers with strong brands and recurring revenue business models. They believed that these factors coupled with lower levels of capital spending should contribute to the generation of free cash flow.



22	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO***
	1.	Wells Fargo & Co.	3.7	%
	2.	Loews Corp.	3.4
	3.	Devon Energy Corp.	3.1
	4.	Exxon Mobil Corp.	2.5
	5.	Gap, Inc. (The)	2.2
	6.	AT&T, Inc.	2.0
	7.	Teekay Corp., (Canada)	2.0
	8.	Merck & Co., Inc.	1.8
	9.	Oneok, Inc.	1.8
	10.	Johnson & Johnson	1.6


PORTFOLIO COMPOSITION BY SECTOR***
Financials	31.3	%
Consumer Discretionary	14.1
Energy	11.8
Health Care	10.2
Utilities	7.0
Consumer Staples	6.1
Telecommunication Services	3.8
Industrials	3.6
Information Technology	3.2
Materials	2.3
Investment Company	1.0
Short-Term Investment	5.6

The return shown is based on net asset value calculated for share- holder transactions and may differ from the return shown in the financial highlights, which reflects adjustments made to the net asset value in accordance with accounting principles generally accepted in the United States of America.

The advisor seeks to achieve the Fund’s objective. There can be no guarantee it will be achieved.

***

Percentages indicated are based upon total investments as of December 31, 2010. The Fund’s composition is subject to change.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	23

JPMorgan Value Advantage Fund

FUND COMMENTARY

SIX MONTHS ENDED DECEMBER 31, 2010 (Unaudited) (continued)


AVERAGE ANNUAL TOTAL RETURNS AS OF DECEMBER 31, 2010

	INCEPTION DATE OF CLASS		6 MONTH*			1 YEAR			5 YEAR			SINCE INCEPTION
CLASS A SHARES		2/28/05
Without Sales Charge				20.61	%		20.22	%		5.54	%		6.02	%
With Sales Charge**				14.31			13.88			4.41			5.05
CLASS C SHARES		2/28/05
Without CDSC				20.33			19.62			5.01			5.50
With CDSC***				19.33			18.62			5.01			5.50
INSTITUTIONAL CLASS SHARES		2/28/05		20.88			20.72			6.08			6.46
SELECT CLASS SHARES		2/28/05		20.71			20.48			5.80			6.29

Not annualized.

Sales Charge for Class A Shares is 5.25%.

***

Assumes a 1% CDSC (contingent deferred sales charge) for the one year period and 0% CDSC thereafter.

LIFE OF FUND PERFORMANCE (2/28/05 TO 12/31/10)

The Fund commenced operations on February 28, 2005.

The graph illustrates comparative performance for $3,000,000 invested in Institutional Class Shares of the JPMorgan Value Advantage Fund, the Russell 3000 Value Index and the Lipper Multi-Cap Value Funds Index from February 28, 2005 to December 31, 2010. The performance of the Fund assumes reinvestment of all dividends and capital gains, if any, and does not include a sales charge. The performance of the Russell 3000 Value Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends and capital gains of the securities included in the benchmark. The performance of the Lipper Multi-Cap Value Funds Index includes expenses associated with a mutual fund,

such as investment management fees. These expenses are not identical to the expenses charged by the Fund. The Russell 3000 Value Index is an unmanaged index which measures the performance of those Russell 3000 companies (largest 3000 U.S. companies) with lower price-to-book ratios and lower forecasted growth values. The Lipper Multi-Cap Value Funds Index is an index based on total returns of certain mutual funds within the Fund’s designated category as determined by Lipper, Inc. Investors cannot invest directly in an index.

Institutional Class Shares have a $3,000,000 minimum initial investment and carry no sales charge.



24	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Growth Advantage Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — 96.7%
		Consumer Discretionary — 18.7%
		Auto Components — 2.5%
	251	Gentex Corp.		7,422
	322	Johnson Controls, Inc.		12,297

				19,719

		Automobiles — 1.3%
	310	Harley-Davidson, Inc. (c)		10,744

		Diversified Consumer Services — 1.4%
	149	American Public Education, Inc. (a)		5,556
	127	Sotheby’s (c)		5,724

				11,280

		Hotels, Restaurants & Leisure — 1.9%
	174	Cheesecake Factory, Inc. (The) (a) (c)		5,344
	183	Gaylord Entertainment Co. (a)		6,563
	184	International Game Technology		3,261

				15,168

		Household Durables — 1.0%
	171	Harman International Industries, Inc. (a)		7,908

		Internet & Catalog Retail — 3.8%
	149	Amazon.com, Inc. (a)		26,802
	18	NetFlix, Inc. (a)		3,233

				30,035

		Media — 4.0%
	336	Lamar Advertising Co., Class A (a)		13,394
	181	Scripps Networks Interactive, Inc., Class A		9,383
	246	Walt Disney Co. (The)		9,216

				31,993

		Specialty Retail — 1.9%
	230	Dick’s Sporting Goods, Inc. (a) (c)		8,610
	373	OfficeMax, Inc. (a)		6,598

				15,208

		Textiles, Apparel & Luxury Goods — 0.9%
	131	Coach, Inc.		7,240

		Total Consumer Discretionary		149,295

		Consumer Staples — 1.2%
		Beverages — 1.2%
	147	Coca-Cola Co. (The)		9,675

		Energy — 6.9%
		Energy Equipment & Services — 2.8%
	172	Cameron International Corp. (a)		8,730
	166	Schlumberger Ltd.		13,886

				22,616


SHARES		SECURITY DESCRIPTION	VALUE($)


		Oil, Gas & Consumable Fuels — 4.1%
	69	Apache Corp.		8,191
	175	Concho Resources, Inc. (a)		15,368
	229	Forest Oil Corp. (a)		8,684

				32,243

		Total Energy		54,859

		Financials — 9.6%
		Capital Markets — 3.4%
	191	Lazard Ltd., (Bermuda), Class A		7,543
	68	LPL Investment Holdings, Inc. (a)		2,484
	467	Och-Ziff Capital Management Group LLC, Class A		7,271
	153	T. Rowe Price Group, Inc.		9,862

				27,160

		Commercial Banks — 2.0%
	295	U.S. Bancorp		7,954
	258	Wells Fargo & Co.		7,995

				15,949

		Consumer Finance — 1.4%
	249	American Express Co.		10,674

		Diversified Financial Services — 1.0%
	26	CME Group, Inc.		8,237

		Insurance — 1.8%
	130	ACE Ltd., (Switzerland)		8,092
	141	AON Corp.		6,489

				14,581

		Total Financials		76,601

		Health Care — 13.4%
		Biotechnology — 2.1%
	64	Alexion Pharmaceuticals, Inc. (a) (c)		5,179
	67	Biogen Idec, Inc. (a)		4,486
	124	Celgene Corp. (a)		7,339

				17,004

		Health Care Equipment & Supplies — 1.8%
	164	Sirona Dental Systems, Inc. (a)		6,856
	257	Thoratec Corp. (a)		7,270

				14,126

		Health Care Providers & Services — 6.0%
	98	DaVita, Inc. (a)		6,824
	222	Emeritus Corp. (a) (c)		4,370
	212	Express Scripts, Inc. (a)		11,432
	142	Healthspring, Inc. (a)		3,775
	341	Lincare Holdings, Inc.		9,161
	345	UnitedHealth Group, Inc.		12,447

				48,009

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	25

JPMorgan Growth Advantage Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Life Sciences Tools & Services — 1.6%
	301	Agilent Technologies, Inc. (a)		12,458

		Pharmaceuticals — 1.9%
	542	Valeant Pharmaceuticals International, Inc., (Canada) (c)		15,336

		Total Health Care		106,933

		Industrials — 12.5%
		Aerospace & Defense — 2.6%
	92	Goodrich Corp.		8,058
	112	HEICO Corp. (c)		5,697
	53	Precision Castparts Corp.		7,413

				21,168

		Airlines — 0.8%
	495	Delta Air Lines, Inc. (a)		6,241

		Electrical Equipment — 1.2%
	133	Rockwell Automation, Inc.		9,537

		Machinery — 4.0%
	129	Cummins, Inc.		14,202
	130	Deere & Co.		10,755
	130	Wabtec Corp. (c)		6,892

				31,849

		Road & Rail — 2.5%
	462	Avis Budget Group, Inc. (a) (c)		7,182
	125	J.B. Hunt Transport Services, Inc.		5,097
	248	Old Dominion Freight Line, Inc. (a)		7,921

				20,200

		Trading Companies & Distributors — 1.4%
	79	W.W. Grainger, Inc. (c)		10,952

		Total Industrials		99,947

		Information Technology — 30.3%
		Communications Equipment — 3.2%
	215	Juniper Networks, Inc. (a)		7,942
	244	QUALCOMM, Inc.		12,061
	158	Riverbed Technology, Inc. (a)		5,539

				25,542

		Computers & Peripherals — 8.5%
	163	Apple, Inc. (a)		52,496
	227	EMC Corp. (a)		5,187
	191	NetApp, Inc. (a) (c)		10,514

				68,197


SHARES		SECURITY DESCRIPTION	VALUE($)


		Electronic Equipment, Instruments & Components — 2.6%
	197	Amphenol Corp., Class A		10,376
	303	Tyco Electronics Ltd., (Switzerland)		10,716

				21,092

		Internet Software & Services — 1.6%
	21	Google, Inc., Class A (a)		12,414

		IT Services — 3.9%
	304	CGI Group, Inc., (Canada), Class A (a)		5,250
	153	Cognizant Technology Solutions Corp., Class A (a)		11,199
	145	FleetCor Technologies, Inc. (a)		4,474
	44	MasterCard, Inc., Class A		9,861

				30,784

		Office Electronics — 0.8%
	175	Zebra Technologies Corp., Class A (a)		6,656

		Semiconductors & Semiconductor Equipment — 3.2%
	225	Broadcom Corp., Class A		9,799
	164	Lam Research Corp. (a)		8,487
	386	Marvell Technology Group Ltd., (Bermuda) (a)		7,158

				25,444

		Software — 6.5%
	99	Autodesk, Inc. (a)		3,770
	72	Citrix Systems, Inc. (a)		4,898
	106	Concur Technologies, Inc. (a)		5,526
	184	MICROS Systems, Inc. (a)		8,048
	251	Microsoft Corp.		7,019
	393	Oracle Corp.		12,292
	43	Salesforce.com, Inc. (a)		5,689
	166	Taleo Corp., Class A (a)		4,598

				51,840

		Total Information Technology		241,969

		Materials — 4.1%
		Chemicals — 1.3%
	127	Sherwin-Williams Co. (The)		10,594

		Containers & Packaging — 1.2%
	85	Bemis Co., Inc.		2,782
	111	Greif, Inc., Class A		6,896

				9,678

		Metals & Mining — 1.6%
	106	Freeport-McMoRan Copper & Gold, Inc.		12,705

		Total Materials		32,977

		Total Common Stocks (Cost $561,659)		772,256

SEE NOTES TO FINANCIAL STATEMENTS.



26	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short-Term Investment — 2.2%
		Investment Company — 2.2%
	17,590	JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.100% (b) (l) (m) (Cost $17,590)		17,590

	Investment of Cash Collateral for Securities on Loan — 7.2%
		Investment Company — 7.2%
	57,248	JPMorgan Prime Money Market Fund, Capital Shares, 0.130% (b) (l) (Cost $57,248)		57,248

		Total Investments — 106.1% (Cost $636,497)		847,094
		Liabilities in Excess of Other Assets — (6.1)%		(48,654	)

		NET ASSETS — 100.0%	$	798,440

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	27

JPMorgan Mid Cap Core Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES			SECURITY DESCRIPTION	VALUE($)

	Common Stocks — 96.4%
			Consumer Discretionary — 18.0%
			Automobiles — 1.3%
	1		Harley-Davidson, Inc.		42

			Distributors — 1.2%
	1		Genuine Parts Co.		40

			Hotels, Restaurants & Leisure — 3.1%
	2		Brinker International, Inc.		49
	1		Penn National Gaming, Inc. (a)		51

					100

			Household Durables — 5.3%
	3		Jarden Corp.		89
	2		Newell Rubbermaid, Inc.		40
	2		Toll Brothers, Inc. (a)		39

					168

			Media — 1.2%
	1		Morningstar, Inc.		40

			Multiline Retail — 1.6%
	1		Nordstrom, Inc.		53

			Specialty Retail — 4.3%
	3		Chico’s FAS, Inc.		39
	1		Dick’s Sporting Goods, Inc. (a)		49
	1		Williams-Sonoma, Inc.		49

					137

			Total Consumer Discretionary		580

			Consumer Staples — 3.7%
			Beverages — 1.6%
	1		Hansen Natural Corp. (a)		52

			Food & Staples Retailing — 2.1%
	2		Walgreen Co.		68

			Total Consumer Staples		120

			Energy — 10.4%
			Energy Equipment & Services — 4.3%
	2		Exterran Holdings, Inc. (a)		44
	2	��	Patterson-UTI Energy, Inc.		45
	1		Tidewater, Inc.		51

					140

			Oil, Gas & Consumable Fuels — 6.1%
	1		Cimarex Energy Co.		54
	1		Concho Resources, Inc. (a)		53
	1		Devon Energy Corp.		89

					196

			Total Energy		336


SHARES			SECURITY DESCRIPTION	VALUE($)


			Financials — 19.5%
			Capital Markets — 6.5%
	5		Calamos Asset Management, Inc., Class A		64
	2		Eaton Vance Corp.		48
	—	(h)	Greenhill & Co., Inc.		40
	3		TD AMERITRADE Holding Corp.		56

					208

			Commercial Banks — 4.8%
	2		Associated Banc-Corp.		35
	1		Iberiabank Corp.		70
	4		Umpqua Holdings Corp.		51

					156

			Insurance — 4.0%
	1		Chubb Corp.		64
	1		ProAssurance Corp. (a)		64

					128

			Real Estate Investment Trusts (REITs) — 2.6%
	1		Mid-America Apartment Communities, Inc.		47
	1		National Retail Properties, Inc.		38

					85

			Thrifts & Mortgage Finance — 1.6%
	4		First Niagara Financial Group, Inc.		51

			Total Financials		628

			Health Care — 10.1%
			Health Care Equipment & Supplies — 1.5%
	1		IDEXX Laboratories, Inc. (a)		47

			Health Care Providers & Services — 8.6%
	2		Coventry Health Care, Inc. (a)		58
	1		Laboratory Corp. of America Holdings (a)		47
	—	(h)	McKesson Corp.		32
	1		Patterson Cos., Inc.		39
	2		UnitedHealth Group, Inc.		56
	2		VCA Antech, Inc. (a)		47

					279

			Total Health Care		326

			Industrials — 13.0%
			Aerospace & Defense — 2.7%
	—	(h)	Goodrich Corp.		41
	1		TransDigm Group, Inc. (a)		46

					87

			Commercial Services & Supplies — 2.7%
	3		KAR Auction Services, Inc. (a)		44
	2		Waste Connections, Inc.		43

					87

SEE NOTES TO FINANCIAL STATEMENTS.



28	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES			SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
			Electrical Equipment — 1.2%
	1		Regal-Beloit Corp.		40

			Machinery — 6.4%
	1		Dover Corp.		56
	1		Eaton Corp.		52
	1		Joy Global, Inc.		59
	1		Toro Co. (The)		40

					207

			Total Industrials		421

			Information Technology — 6.9%
			Computers & Peripherals — 1.5%
	1		NetApp, Inc. (a)		48

			Electronic Equipment, Instruments & Components — 1.5%
	1		Anixter International, Inc.		50

			Semiconductors & Semiconductor Equipment — 2.5%
	1		Linear Technology Corp.		45
	2		Marvell Technology Group Ltd., (Bermuda) (a)		36

					81

			Software — 1.4%
	1		MICROS Systems, Inc. (a)		45

			Total Information Technology		224

			Materials — 8.4%
			Chemicals — 2.5%
	—	(h)	Lubrizol Corp.		35
	1		Scotts Miracle-Gro Co. (The), Class A		45

					80

			Containers & Packaging — 4.3%
	2		Crown Holdings, Inc. (a)		56
	2		Silgan Holdings, Inc.		84

					140


SHARES		SECURITY DESCRIPTION	VALUE($)


		Metals & Mining — 1.6%
	1	Reliance Steel & Aluminum Co.		52

		Total Materials		272

		Utilities — 6.4%
		Electric Utilities — 1.3%
	1	Southern Co.		42

		Gas Utilities — 1.2%
	1	Northwest Natural Gas Co.		39

		Multi-Utilities — 3.9%
	2	CMS Energy Corp.		40
	1	NorthWestern Corp.		40
	1	Wisconsin Energy Corp.		44

				124

		Total Utilities		205

		Total Common Stocks (Cost $2,943)		3,112

	Short-Term Investment — 0.8%
		Investment Company — 0.8%
	27	JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.100% (b) (l) (m) (Cost $27)		27

		Total Investments — 97.2% (Cost $2,970)		3,139
		Other Assets in Excess of Liabilities — 2.8%		89

		NET ASSETS — 100.0%	$	3,228

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	29

JPMorgan Mid Cap Equity Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — 95.4%
		Consumer Discretionary — 17.8%
		Auto Components — 0.6%
	93	Gentex Corp. (c)		2,761

		Automobiles — 0.8%
	99	Harley-Davidson, Inc. (c)		3,415

		Distributors — 0.5%
	41	Genuine Parts Co.		2,094

		Diversified Consumer Services — 0.8%
	84	Education Management Corp. (a)		1,525
	51	Sotheby’s (c)		2,291

				3,816

		Hotels, Restaurants & Leisure — 2.9%
	48	Cheesecake Factory, Inc. (The) (a) (c)		1,463
	34	Darden Restaurants, Inc.		1,582
	63	International Game Technology		1,119
	44	Marriott International, Inc., Class A		1,811
	121	MGM Resorts International (a)		1,792
	12	Panera Bread Co., Class A (a)		1,245
	42	Starwood Hotels & Resorts Worldwide, Inc. (c)		2,528
	33	Yum! Brands, Inc.		1,624

				13,164

		Household Durables — 1.5%
	49	Fortune Brands, Inc.		2,922
	53	Harman International Industries, Inc. (a)		2,459
	43	Jarden Corp.		1,324

				6,705

		Internet & Catalog Retail — 1.1%
	69	Expedia, Inc.		1,739
	7	NetFlix, Inc. (a)		1,247
	5	priceline.com, Inc. (a)		2,038

				5,024

		Media — 3.5%
	30	Cablevision Systems Corp., Class A		1,025
	94	CBS Corp., Class B		1,785
	78	Clear Channel Outdoor Holdings, Inc., Class A (a)		1,090
	104	DISH Network Corp., Class A (a)		2,053
	120	Gannett Co., Inc.		1,805
	96	Lamar Advertising Co., Class A (a) (c)		3,805
	26	Omnicom Group, Inc.		1,168
	49	Scripps Networks Interactive, Inc., Class A		2,556
	2	Washington Post Co. (The), Class B		815

				16,102

		Multiline Retail — 0.5%
	88	Macy’s, Inc.		2,224


SHARES		SECURITY DESCRIPTION	VALUE($)


		Specialty Retail — 4.1%
	7	AutoZone, Inc. (a)		1,799
	53	Bed Bath & Beyond, Inc. (a)		2,590
	67	Dick’s Sporting Goods, Inc. (a) (c)		2,501
	200	Gap, Inc. (The)		4,426
	113	OfficeMax, Inc. (a)		1,995
	50	Staples, Inc.		1,132
	32	Tiffany & Co.		2,018
	53	TJX Cos., Inc.		2,348

				18,809

		Textiles, Apparel & Luxury Goods — 1.5%
	57	Coach, Inc.		3,136
	28	Phillips-Van Heusen Corp.		1,764
	16	Polo Ralph Lauren Corp.		1,753

				6,653

		Total Consumer Discretionary		80,767

		Consumer Staples — 3.0%
		Beverages — 0.5%
	26	Brown-Forman Corp., Class B		1,809
	18	Dr. Pepper Snapple Group, Inc.		640

				2,449

		Food & Staples Retailing — 0.6%
	123	Safeway, Inc.		2,755

		Food Products — 1.4%
	36	Green Mountain Coffee Roasters, Inc. (a)		1,176
	50	JM Smucker Co. (The)		3,250
	29	Ralcorp Holdings, Inc. (a)		1,905

				6,331

		Household Products — 0.3%
	19	Energizer Holdings, Inc. (a)		1,356

		Tobacco — 0.2%
	8	Lorillard, Inc.		681

		Total Consumer Staples		13,572

		Energy — 7.3%
		Energy Equipment & Services — 1.1%
	58	Cameron International Corp. (a)		2,934
	19	CARBO Ceramics, Inc. (c)		1,926

				4,860

		Oil, Gas & Consumable Fuels — 6.2%
	48	Concho Resources, Inc. (a)		4,173
	102	CVR Energy, Inc. (a)		1,550
	45	Devon Energy Corp.		3,517
	144	El Paso Corp.		1,986

SEE NOTES TO FINANCIAL STATEMENTS.



30	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Oil, Gas & Consumable Fuels — Continued
	59	EQT Corp.		2,663
	64	Forest Oil Corp. (a)		2,429
	22	Kinder Morgan Management LLC (a)		1,479
	66	Newfield Exploration Co. (a)		4,781
	62	Teekay Corp., (Canada)		2,044
	145	Williams Cos., Inc. (The)		3,577

				28,199

		Total Energy		33,059

		Financials — 16.6%
		Capital Markets — 4.2%
	40	Ameriprise Financial, Inc.		2,319
	115	Invesco Ltd.		2,760
	58	Lazard Ltd., (Bermuda), Class A		2,283
	31	LPL Investment Holdings, Inc. (a)		1,124
	28	Northern Trust Corp.		1,563
	91	Och-Ziff Capital Management Group LLC, Class A (c)		1,413
	86	T. Rowe Price Group, Inc.		5,579
	102	TD AMERITRADE Holding Corp.		1,930

				18,971

		Commercial Banks — 3.7%
	68	BancorpSouth, Inc.		1,080
	36	BB&T Corp.		954
	38	BOK Financial Corp. (c)		2,008
	21	City National Corp.		1,307
	47	Comerica, Inc.		1,985
	21	Cullen/Frost Bankers, Inc.		1,277
	122	Fifth Third Bancorp		1,784
	29	M&T Bank Corp.		2,533
	68	SunTrust Banks, Inc.		2,001
	37	TCF Financial Corp.		549
	52	Zions Bancorp		1,258

				16,736

		Diversified Financial Services — 0.4%
	49	MSCI, Inc., Class A (a)		1,897

		Insurance — 5.9%
	81	AON Corp.		3,739
	9	Arch Capital Group Ltd., (Bermuda) (a)		784
	84	Cincinnati Financial Corp.		2,673
	47	HCC Insurance Holdings, Inc.		1,354
	108	Loews Corp.		4,214
	213	Old Republic International Corp.		2,909
	82	OneBeacon Insurance Group Ltd., Class A		1,242
	54	Principal Financial Group, Inc.		1,752


SHARES		SECURITY DESCRIPTION	VALUE($)


		Insurance — Continued
	22	Symetra Financial Corp.		295
	58	Transatlantic Holdings, Inc.		2,999
	100	W.R. Berkley Corp.		2,724
	85	XL Group plc, (Ireland)		1,857

				26,542

		Real Estate Investment Trusts (REITs) — 1.6%
	33	HCP, Inc.		1,207
	56	Kimco Realty Corp.		1,010
	8	Public Storage		842
	50	Regency Centers Corp.		2,116
	26	Vornado Realty Trust		2,146

				7,321

		Real Estate Management & Development — 0.4%
	110	Brookfield Properties Corp.		1,933

		Thrifts & Mortgage Finance — 0.4%
	8	Capitol Federal Financial, Inc.		90
	131	People’s United Financial, Inc.		1,835

				1,925

		Total Financials		75,325

		Health Care — 9.5%
		Biotechnology — 0.5%
	26	Alexion Pharmaceuticals, Inc. (a) (c)		2,086

		Health Care Equipment & Supplies — 1.7%
	43	Becton, Dickinson & Co.		3,634
	48	Sirona Dental Systems, Inc. (a)		1,997
	78	Thoratec Corp. (a)		2,195

				7,826

		Health Care Providers & Services — 4.8%
	32	AmerisourceBergen Corp.		1,102
	102	Brookdale Senior Living, Inc. (a)		2,177
	36	Community Health Systems, Inc. (a)		1,338
	160	Coventry Health Care, Inc. (a)		4,220
	39	DaVita, Inc. (a)		2,738
	60	Humana, Inc. (a)		3,282
	223	Lincare Holdings, Inc.		5,994
	39	VCA Antech, Inc. (a)		909

				21,760

		Health Care Technology — 0.4%
	17	Cerner Corp. (a) (c)		1,594

		Life Sciences Tools & Services — 1.2%
	97	Agilent Technologies, Inc. (a)		4,019
	26	Illumina, Inc. (a) (c)		1,626

				5,645

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	31

JPMorgan Mid Cap Equity Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Pharmaceuticals — 0.9%
	152	Valeant Pharmaceuticals International, Inc., (Canada) (c)		4,286

		Total Health Care		43,197

		Industrials — 13.8%
		Aerospace & Defense — 1.9%
	23	Alliant Techsystems, Inc. (a)		1,682
	34	Goodrich Corp.		2,950
	26	L-3 Communications Holdings, Inc.		1,805
	15	Precision Castparts Corp.		2,084

				8,521

		Airlines — 0.6%
	210	Delta Air Lines, Inc. (a)		2,650

		Building Products — 0.4%
	38	Lennox International, Inc.		1,792

		Commercial Services & Supplies — 1.4%
	135	Republic Services, Inc.		4,025
	31	Stericycle, Inc. (a) (c)		2,473

				6,498

		Electrical Equipment — 3.0%
	41	AMETEK, Inc.		1,602
	31	Cooper Industries plc		1,795
	40	Hubbell, Inc., Class B		2,429
	11	Regal-Beloit Corp.		721
	40	Rockwell Automation, Inc.		2,876
	53	Roper Industries, Inc. (c)		4,030

				13,453

		Industrial Conglomerates — 1.0%
	114	Carlisle Cos., Inc.		4,546

		Machinery — 3.1%
	29	AGCO Corp. (a)		1,484
	51	Cummins, Inc.		5,635
	46	Snap-On, Inc.		2,575
	26	WABCO Holdings, Inc. (a)		1,571
	49	Wabtec Corp.		2,611

				13,876

		Professional Services — 0.8%
	21	IHS, Inc., Class A (a)		1,664
	66	Robert Half International, Inc. (c)		2,019

				3,683

		Road & Rail — 0.8%
	141	Avis Budget Group, Inc. (a) (c)		2,194
	34	J.B. Hunt Transport Services, Inc.		1,404

				3,598


SHARES		SECURITY DESCRIPTION	VALUE($)


		Trading Companies & Distributors — 0.8%
	27	W.W. Grainger, Inc. (c)		3,784

		Total Industrials		62,401

		Information Technology — 15.7%
		Communications Equipment — 1.6%
	24	F5 Networks, Inc. (a)		3,072
	70	Juniper Networks, Inc. (a)		2,584
	46	Riverbed Technology, Inc. (a)		1,600

				7,256

		Computers & Peripherals — 1.0%
	81	NetApp, Inc. (a) (c)		4,430

		Electronic Equipment, Instruments & Components — 3.2%
	101	Amphenol Corp., Class A		5,306
	53	Arrow Electronics, Inc. (a)		1,815
	210	Tyco Electronics Ltd., (Switzerland)		7,438

				14,559

		Internet Software & Services — 0.3%
	16	Equinix, Inc. (a)		1,292

		IT Services — 3.3%
	26	Alliance Data Systems Corp. (a) (c)		1,825
	49	Amdocs Ltd., (United Kingdom) (a)		1,353
	95	CGI Group, Inc., (Canada), Class A (a)		1,645
	37	Cognizant Technology Solutions Corp., Class A (a)		2,719
	40	FleetCor Technologies, Inc. (a)		1,246
	76	Jack Henry & Associates, Inc.		2,213
	9	MasterCard, Inc., Class A		1,916
	101	Western Union Co. (The)		1,870

				14,787

		Office Electronics — 0.4%
	49	Zebra Technologies Corp., Class A (a)		1,858

		Semiconductors & Semiconductor Equipment — 2.6%
	55	Broadcom Corp., Class A		2,387
	29	Cree, Inc. (a)		1,898
	166	Marvell Technology Group Ltd., (Bermuda) (a)		3,073
	65	Microchip Technology, Inc. (c)		2,237
	63	Varian Semiconductor Equipment Associates, Inc. (a)		2,337

				11,932

		Software — 3.3%
	44	Autodesk, Inc. (a)		1,685
	24	Citrix Systems, Inc. (a)		1,608
	28	Concur Technologies, Inc. (a)		1,475
	74	MICROS Systems, Inc. (a)		3,250

SEE NOTES TO FINANCIAL STATEMENTS.



32	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Software — Continued
	48	Red Hat, Inc. (a)		2,191
	20	Salesforce.com, Inc. (a)		2,613
	82	Synopsys, Inc. (a)		2,201

				15,023

		Total Information Technology		71,137

		Materials — 4.9%
		Chemicals — 3.0%
	49	Albemarle Corp.		2,713
	32	PPG Industries, Inc.		2,715
	71	Sherwin-Williams Co. (The)		5,963
	35	Sigma-Aldrich Corp.		2,330

				13,721

		Containers & Packaging — 1.9%
	49	Ball Corp.		3,314
	62	Bemis Co., Inc.		2,015
	36	Greif, Inc., Class A		2,241
	21	Rock-Tenn Co., Class A		1,106

				8,676

		Total Materials		22,397

		Telecommunication Services — 1.6%
		Diversified Telecommunication Services — 1.2%
	51	CenturyLink, Inc.		2,350
	117	tw telecom, inc. (a) (c)		1,999
	66	Windstream Corp.		922

				5,271

		Wireless Telecommunication Services — 0.4%
	65	Telephone & Data Systems, Inc.		2,046

		Total Telecommunication Services		7,317

		Utilities — 5.2%
		Electric Utilities — 0.8%
	24	Northeast Utilities		759
	105	Westar Energy, Inc.		2,637

				3,396


SHARES		SECURITY DESCRIPTION	VALUE($)


		Gas Utilities — 1.4%
	75	Energen Corp.		3,634
	50	Oneok, Inc.		2,762

				6,396

		Multi-Utilities — 2.8%
	191	CMS Energy Corp.		3,551
	51	NSTAR		2,143
	22	Sempra Energy		1,134
	45	Wisconsin Energy Corp.		2,660
	131	Xcel Energy, Inc.		3,073

				12,561

		Water Utilities — 0.2%
	40	American Water Works Co., Inc.		1,011

		Total Utilities		23,364

		Total Common Stocks (Cost $314,313)		432,536

	Short-Term Investment — 3.9%
		Investment Company — 3.9%
	17,912	JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.100% (b) (l) (m) (Cost $17,912)		17,912

	Investments of Cash Collateral for Securities on Loan — 7.0%
		Investment Company —7.0%
	31,684	JPMorgan Prime Money Market Fund, Capital Shares, 0.130% (b) (l) (Cost $31,684)		31,684

		Total Investments — 106.3% (Cost $363,909)		482,132
		Liabilities in Excess of Other Assets — (6.3)%		(28,629	)

		NET ASSETS — 100.0%	$	453,503

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	33

JPMorgan Mid Cap Growth Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — 98.2%
		Consumer Discretionary — 18.0%
		Auto Components — 1.3%
	692	Gentex Corp.		20,469

		Automobiles — 1.6%
	730	Harley-Davidson, Inc.		25,292

		Diversified Consumer Services — 1.7%
	625	Education Management Corp. (a)		11,312
	377	Sotheby’s		16,943

				28,255

		Hotels, Restaurants & Leisure — 3.7%
	353	Cheesecake Factory, Inc. (The) (a)		10,811
	474	International Game Technology		8,376
	895	MGM Resorts International (a) (c)		13,294
	91	Panera Bread Co., Class A (a)		9,240
	308	Starwood Hotels & Resorts Worldwide, Inc.		18,726

				60,447

		Household Durables — 1.1%
	399	Harman International Industries, Inc. (a)		18,455

		Internet & Catalog Retail — 1.5%
	53	NetFlix, Inc. (a) (c)		9,314
	38	priceline.com, Inc. (a)		15,103

				24,417

		Media — 2.9%
	707	Lamar Advertising Co., Class A (a)		28,179
	367	Scripps Networks Interactive, Inc., Class A		18,966

				47,145

		Specialty Retail — 2.0%
	494	Dick’s Sporting Goods, Inc. (a)		18,521
	835	OfficeMax, Inc. (a)		14,780

				33,301

		Textiles, Apparel & Luxury Goods — 2.2%
	420	Coach, Inc.		23,219
	117	Polo Ralph Lauren Corp.		12,989

				36,208

		Total Consumer Discretionary		293,989

		Consumer Staples — 0.5%
		Food Products — 0.5%
	266	Green Mountain Coffee Roasters, Inc. (a) (c)		8,741

		Energy — 6.2%
		Energy Equipment & Services — 2.2%
	428	Cameron International Corp. (a)		21,700
	138	CARBO Ceramics, Inc.		14,289

				35,989


SHARES		SECURITY DESCRIPTION	VALUE($)


		Oil, Gas & Consumable Fuels — 4.0%
	352	Concho Resources, Inc. (a)		30,878
	474	Forest Oil Corp. (a)		17,981
	225	Newfield Exploration Co. (a)		16,210

				65,069

		Total Energy		101,058

		Financials — 9.8%
		Capital Markets — 5.7%
	850	Invesco Ltd.		20,439
	433	Lazard Ltd., (Bermuda), Class A		17,111
	141	LPL Investment Holdings, Inc. (a)		5,139
	743	Och-Ziff Capital Management Group LLC, Class A		11,583
	379	T. Rowe Price Group, Inc.		24,464
	753	TD AMERITRADE Holding Corp.		14,304

				93,040

		Commercial Banks — 1.8%
	282	BOK Financial Corp.		15,075
	349	Comerica, Inc.		14,741

				29,816

		Diversified Financial Services — 0.8%
	361	MSCI, Inc., Class A (a)		14,053

		Insurance — 1.5%
	310	AON Corp.		14,245
	347	HCC Insurance Holdings, Inc.		10,042

				24,287

		Total Financials		161,196

		Health Care — 13.4%
		Biotechnology — 0.9%
	192	Alexion Pharmaceuticals, Inc. (a)		15,466

		Health Care Equipment & Supplies — 1.9%
	354	Sirona Dental Systems, Inc. (a)		14,798
	575	Thoratec Corp. (a)		16,284

				31,082

		Health Care Providers & Services — 5.4%
	754	Brookdale Senior Living, Inc. (a)		16,133
	730	Coventry Health Care, Inc. (a)		19,272
	291	DaVita, Inc. (a)		20,225
	218	Humana, Inc. (a)		11,918
	758	Lincare Holdings, Inc.		20,329

				87,877

		Health Care Technology — 0.7%
	125	Cerner Corp. (a)		11,804

SEE NOTES TO FINANCIAL STATEMENTS.



34	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Life Sciences Tools & Services — 2.6%
	719	Agilent Technologies, Inc. (a)		29,800
	191	Illumina, Inc. (a)		12,073

				41,873

		Pharmaceuticals — 1.9%
	1,121	Valeant Pharmaceuticals International, Inc., (Canada)		31,724

		Total Health Care		219,826

		Industrials — 19.2%
		Aerospace & Defense — 2.3%
	248	Goodrich Corp.		21,815
	111	Precision Castparts Corp.		15,501

				37,316

		Airlines — 1.2%
	1,557	Delta Air Lines, Inc. (a)		19,619

		Building Products — 0.8%
	280	Lennox International, Inc.		13,237

		Commercial Services & Supplies — 1.1%
	227	Stericycle, Inc. (a)		18,342

		Electrical Equipment — 3.3%
	299	Hubbell, Inc., Class B		17,991
	297	Rockwell Automation, Inc.		21,298
	188	Roper Industries, Inc.		14,364

				53,653

		Industrial Conglomerates — 1.1%
	471	Carlisle Cos., Inc.		18,726

		Machinery — 4.4%
	220	AGCO Corp. (a)		11,140
	379	Cummins, Inc.		41,732
	366	Wabtec Corp.		19,338

				72,210

		Professional Services — 1.7%
	154	IHS, Inc., Class A (a)		12,372
	489	Robert Half International, Inc.		14,968

				27,340

		Road & Rail — 1.6%
	1,044	Avis Budget Group, Inc. (a)		16,238
	259	J.B. Hunt Transport Services, Inc.		10,570

				26,808

		Trading Companies & Distributors — 1.7%
	202	W.W. Grainger, Inc.		27,953

		Total Industrials		315,204


SHARES		SECURITY DESCRIPTION	VALUE($)


		Information Technology — 26.7%
		Communications Equipment — 3.3%
	175	F5 Networks, Inc. (a)		22,726
	518	Juniper Networks, Inc. (a)		19,128
	338	Riverbed Technology, Inc. (a)		11,877

				53,731

		Computers & Peripherals — 2.0%
	597	NetApp, Inc. (a)		32,789

		Electronic Equipment, Instruments & Components — 3.1%
	467	Amphenol Corp., Class A		24,647
	721	Tyco Electronics Ltd., (Switzerland)		25,523

				50,170

		Internet Software & Services — 0.6%
	118	Equinix, Inc. (a)		9,589

		IT Services — 5.7%
	193	Alliance Data Systems Corp. (a) (c)		13,730
	366	Amdocs Ltd., (United Kingdom) (a)		10,063
	707	CGI Group, Inc., (Canada), Class A (a)		12,200
	274	Cognizant Technology Solutions Corp., Class A (a)		20,111
	299	FleetCor Technologies, Inc. (a)		9,251
	63	MasterCard, Inc., Class A		14,159
	747	Western Union Co. (The)		13,870

				93,384

		Office Electronics — 0.8%
	363	Zebra Technologies Corp., Class A (a)		13,775

		Semiconductors & Semiconductor Equipment — 5.4%
	406	Broadcom Corp., Class A		17,703
	213	Cree, Inc. (a)		14,047
	1,226	Marvell Technology Group Ltd., (Bermuda) (a)		22,748
	485	Microchip Technology, Inc. (c)		16,592
	476	Varian Semiconductor Equipment Associates, Inc. (a)		17,605

				88,695

		Software — 5.8%
	327	Autodesk, Inc. (a)		12,491
	174	Citrix Systems, Inc. (a)		11,917
	211	Concur Technologies, Inc. (a)		10,931
	549	MICROS Systems, Inc. (a)		24,075
	361	Red Hat, Inc. (a)		16,457
	147	Salesforce.com, Inc. (a)		19,431

				95,302

		Total Information Technology		437,435

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	35

JPMorgan Mid Cap Growth Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Materials — 3.5%
		Chemicals — 1.6%
	301	Sherwin-Williams Co. (The)		25,201

		Containers & Packaging — 1.9%
	457	Bemis Co., Inc.		14,929
	268	Greif, Inc., Class A		16,595

				31,524

		Total Materials		56,725

		Telecommunication Services — 0.9%
		Diversified Telecommunication Services — 0.9%
	887	tw telecom, inc. (a)		15,131

		Total Common Stocks (Cost $1,140,644)		1,609,305


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short-Term Investment — 1.6%
		Investment Company — 1.6%
	26,596	JPMorgan Liquid Assets Money Market Fund, Institutional Class Shares, 0.110% (b) (l) (m) (Cost $26,596)		26,596

	Investments of Cash Collateral for Securities on Loan — 2.8%
		Investment Company — 2.8%
	46,631	JPMorgan Prime Money Market Fund, Capital Shares, 0.130% (b) (l) (Cost $46,631)		46,631

		Total Investments — 102.6% (Cost $1,213,871)		1,682,532
		Liabilities in Excess of Other Assets — (2.6)%		(43,367	)

		NET ASSETS — 100.0%	$	1,639,165

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



36	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

JPMorgan Mid Cap Value Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE ($)

	Common Stocks — 96.0%
		Consumer Discretionary — 18.4%
		Distributors — 0.9%
	1,142	Genuine Parts Co.		58,610

		Hotels, Restaurants & Leisure — 2.2%
	954	Darden Restaurants, Inc.		44,311
	1,221	Marriott International, Inc., Class A		50,733
	936	Yum! Brands, Inc.		45,901

				140,945

		Household Durables — 1.9%
	1,360	Fortune Brands, Inc.		81,952
	1,200	Jarden Corp.		37,036

				118,988

		Internet & Catalog Retail — 0.8%
	1,941	Expedia, Inc.		48,694

		Media — 4.4%
	876	Cablevision Systems Corp., Class A		29,640
	2,627	CBS Corp., Class B		50,048
	2,308	Clear Channel Outdoor Holdings, Inc., Class A (a)		32,405
	2,924	DISH Network Corp., Class A (a)		57,484
	3,624	Gannett Co., Inc.		54,688
	712	Omnicom Group, Inc.		32,587
	50	Washington Post Co. (The), Class B (c)		21,984

				278,836

		Multiline Retail — 1.0%
	2,464	Macy’s, Inc.		62,342

		Specialty Retail — 6.4%
	185	AutoZone, Inc. (a)		50,369
	1,479	Bed Bath & Beyond, Inc. (a)		72,683
	5,614	Gap, Inc. (The)		124,303
	1,390	Staples, Inc.		31,644
	918	Tiffany & Co.		57,135
	1,482	TJX Cos., Inc.		65,782

				401,916

		Textiles, Apparel & Luxury Goods — 0.8%
	807	Phillips-Van Heusen Corp.		50,843

		Total Consumer Discretionary		1,161,174

		Consumer Staples — 5.5%
		Beverages — 1.1%
	748	Brown-Forman Corp., Class B		52,095
	505	Dr. Pepper Snapple Group, Inc.		17,756

				69,851

		Food & Staples Retailing — 1.2%
	3,435	Safeway, Inc.		77,258


SHARES		SECURITY DESCRIPTION	VALUE ($)


		Food Products — 2.3%
	1,402	JM Smucker Co. (The)		92,061
	821	Ralcorp Holdings, Inc. (a)		53,380

				145,441

		Household Products — 0.6%
	521	Energizer Holdings, Inc. (a)		37,995

		Tobacco — 0.3%
	230	Lorillard, Inc.		18,898

		Total Consumer Staples		349,443

		Energy — 8.6%
		Oil, Gas & Consumable Fuels — 8.6%
	2,801	CVR Energy, Inc. (a)		42,518
	1,256	Devon Energy Corp.		98,604
	4,044	El Paso Corp.		55,639
	1,666	EQT Corp.		74,721
	607	Kinder Morgan Management LLC (a)		40,581
	1,009	Newfield Exploration Co. (a)		72,723
	1,732	Teekay Corp., (Canada)		57,296
	4,092	Williams Cos., Inc. (The)		101,142

		Total Energy		543,224

		Financials — 23.9%
		Capital Markets — 2.9%
	1,130	Ameriprise Financial, Inc.		65,054
	348	LPL Investment Holdings, Inc. (a)		12,646
	790	Northern Trust Corp.		43,752
	985	T. Rowe Price Group, Inc.		63,603

				185,055

		Commercial Banks — 5.7%
	1,926	BancorpSouth, Inc. (c)		30,712
	1,012	BB&T Corp.		26,616
	597	City National Corp.		36,601
	583	Cullen/Frost Bankers, Inc.		35,627
	3,402	Fifth Third Bancorp		49,937
	815	M&T Bank Corp.		70,906
	1,899	SunTrust Banks, Inc.		56,025
	1,051	TCF Financial Corp. (c)		15,559
	1,450	Zions Bancorp		35,141

				357,124

		Insurance — 10.3%
	1,102	AON Corp.		50,721
	247	Arch Capital Group Ltd., (Bermuda) (a)		21,784
	2,392	Cincinnati Financial Corp.		75,814
	3,040	Loews Corp.		118,271
	5,989	Old Republic International Corp.		81,625
	2,246	OneBeacon Insurance Group Ltd., Class A		34,050

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	37

JPMorgan Mid Cap Value Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE ($)

	Common Stocks — Continued
		Insurance — Continued
	1,523	Principal Financial Group, Inc.		49,585
	603	Symetra Financial Corp.		8,266
	1,631	Transatlantic Holdings, Inc.		84,208
	2,790	W.R. Berkley Corp.		76,401
	2,385	XL Group plc, (Ireland)		52,041

				652,766

		Real Estate Investment Trusts (REITs) — 3.2%
	917	HCP, Inc.		33,744
	1,562	Kimco Realty Corp.		28,173
	237	Public Storage		23,990
	1,403	Regency Centers Corp.		59,267
	721	Vornado Realty Trust		60,043

				205,217

		Real Estate Management & Development — 0.9%
	3,089	Brookfield Properties Corp. (c)		54,146

		Thrifts & Mortgage Finance — 0.9%
	214	Capitol Federal Financial, Inc.		2,543
	3,705	People’s United Financial, Inc.		51,911

				54,454

		Total Financials		1,508,762

		Health Care — 6.0%
		Health Care Equipment & Supplies — 1.6%
	1,208	Becton, Dickinson & Co.		102,117

		Health Care Providers & Services — 4.4%
	901	AmerisourceBergen Corp.		30,732
	1,014	Community Health Systems, Inc. (a)		37,909
	1,736	Coventry Health Care, Inc. (a)		45,838
	857	Humana, Inc. (a)		46,885
	3,396	Lincare Holdings, Inc.		91,127
	1,128	VCA Antech, Inc. (a)		26,262

				278,753

		Total Health Care		380,870

		Industrials — 8.8%
		Aerospace & Defense — 1.6%
	634	Alliant Techsystems, Inc. (a)		47,162
	717	L-3 Communications Holdings, Inc.		50,527

				97,689

		Commercial Services & Supplies — 1.8%
	3,785	Republic Services, Inc.		113,031

		Electrical Equipment — 2.7%
	1,142	AMETEK, Inc.		44,838
	863	Cooper Industries plc		50,316


SHARES		SECURITY DESCRIPTION	VALUE ($)


		Electrical Equipment — Continued
	300	Regal-Beloit Corp.		20,055
	754	Roper Industries, Inc.		57,665

				172,874

		Industrial Conglomerates — 0.9%
	1,420	Carlisle Cos., Inc.		56,420

		Machinery — 1.8%
	1,277	Snap-On, Inc.		72,258
	707	WABCO Holdings, Inc. (a)		43,078

				115,336

		Total Industrials		555,350

		Information Technology — 5.4%
		Electronic Equipment, Instruments & Components — 3.4%
	1,048	Amphenol Corp., Class A		55,313
	1,484	Arrow Electronics, Inc. (a)		50,820
	3,167	Tyco Electronics Ltd., (Switzerland)		112,098

				218,231

		IT Services — 1.0%
	2,128	Jack Henry & Associates, Inc.		62,037

		Software — 1.0%
	2,294	Synopsys, Inc. (a)		61,721

		Total Information Technology		341,989

		Materials — 6.5%
		Chemicals — 4.6%
	1,363	Albemarle Corp.		76,047
	905	PPG Industries, Inc.		76,050
	867	Sherwin-Williams Co. (The)		72,604
	982	Sigma-Aldrich Corp.		65,335

				290,036

		Containers & Packaging — 1.9%
	1,367	Ball Corp.		92,995
	572	Rock-Tenn Co., Class A		30,854

				123,849

		Total Materials		413,885

		Telecommunication Services — 2.5%
		Diversified Telecommunication Services — 1.5%
	1,426	CenturyLink, Inc.		65,829
	1,846	Windstream Corp.		25,736

				91,565

		Wireless Telecommunication Services — 1.0%
	2,053	Telephone & Data Systems, Inc.		64,725

		Total Telecommunication Services		156,290

SEE NOTES TO FINANCIAL STATEMENTS.



38	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE ($)

	Common Stocks — Continued
		Utilities — 10.4%
		Electric Utilities — 1.5%
	663	Northeast Utilities		21,136
	2,938	Westar Energy, Inc.		73,930

				95,066

		Gas Utilities — 2.9%
	2,141	Energen Corp.		103,344
	1,398	Oneok, Inc.		77,524

				180,868

		Multi-Utilities — 5.6%
	5,358	CMS Energy Corp.		99,652
	1,424	NSTAR		60,091
	601	Sempra Energy		31,556
	1,268	Wisconsin Energy Corp.		74,658
	3,661	Xcel Energy, Inc.		86,212

				352,169

		Water Utilities — 0.4%
	1,115	American Water Works Co., Inc.		28,208

		Total Utilities		656,311

		Total Common Stocks (Cost $4,711,925)		6,067,298


SHARES		SECURITY DESCRIPTION	VALUE ($)

	Short-Term Investment — 3.9%
		Investment Company — 3.9%
	248,101	JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.100% (b) (l) (m) (Cost $248,101)		248,101

	Investment of Cash Collateral for Securities on Loan — 0.9%
		Investment Company — 0.9%
	60,214	JPMorgan Prime Money Market Fund, Capital Shares, 0.130% (b) (l) (Cost $60,214)		60,214

		Total Investments — 100.8% (Cost $5,020,240)		6,375,613
		Liabilities in Excess of Other Assets — (0.8)%		(52,574	)

		NET ASSETS — 100.0%	$	6,323,039

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	39

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — 99.6% (j)
		Common Stocks — 92.1%
		Consumer Discretionary — 19.1%
		Auto Components — 2.1%
	27	Autoliv, Inc., (Sweden)		2,107
	19	BorgWarner, Inc. (a)		1,394
	91	Cooper Tire & Rubber Co.		2,147
	147	Dana Holding Corp. (a)		2,534
	32	Tenneco, Inc. (a)		1,321
	45	TRW Automotive Holdings Corp. (a)		2,361

				11,864

		Automobiles — 0.4%
	127	Ford Motor Co. (a)		2,133
	10	Harley-Davidson, Inc.		345

				2,478

		Diversified Consumer Services — 2.3%
	55	Apollo Group, Inc., Class A (a)		2,187
	28	Career Education Corp. (a)		587
	33	Coinstar, Inc. (a)		1,848
	31	DeVry, Inc.		1,495
	94	H&R Block, Inc.		1,123
	33	ITT Educational Services, Inc. (a)		2,124
	54	Sotheby’s		2,415
	2	Strayer Education, Inc.		366
	24	Weight Watchers International, Inc.		901

				13,046

		Hotels, Restaurants & Leisure — 2.3%
	100	Brinker International, Inc.		2,095
	36	Cracker Barrel Old Country Store, Inc.		1,945
	41	Las Vegas Sands Corp. (a)		1,894
	26	Penn National Gaming, Inc. (a)		903
	30	Royal Caribbean Cruises Ltd. (a)		1,407
	42	Starbucks Corp.		1,349
	7	Starwood Hotels & Resorts Worldwide, Inc.		434
	68	Wyndham Worldwide Corp.		2,040
	15	Wynn Resorts Ltd.		1,515

				13,582

		Household Durables — 1.0%
	150	D.R. Horton, Inc.		1,784
	9	Harman International Industries, Inc. (a)		399
	28	Jarden Corp.		863
	51	Tempur-Pedic International, Inc. (a)		2,024
	10	Whirlpool Corp.		930

				6,000


SHARES		SECURITY DESCRIPTION	VALUE($)


		Internet & Catalog Retail — 1.2%
	13	Amazon.com, Inc. (a)		2,318
	76	Expedia, Inc.		1,916
	12	NetFlix, Inc. (a)		2,139
	2	priceline.com, Inc. (a)		738

				7,111

		Leisure Equipment & Products — 0.9%
	79	Brunswick Corp.		1,479
	308	Eastman Kodak Co. (a)		1,652
	29	Polaris Industries, Inc.		2,226

				5,357

		Media — 2.5%
	124	CBS Corp., Class B		2,357
	14	DISH Network Corp., Class A (a)		277
	63	Gannett Co., Inc.		954
	61	Liberty Global, Inc., Class A (a)		2,166
	7	Liberty Media Corp. - Capital, Class A (a)		409
	29	Liberty Media Corp. - Starz, Class A (a)		1,915
	46	McGraw-Hill Cos., Inc. (The)		1,676
	26	News Corp., Class A		378
	50	Regal Entertainment Group, Class A		589
	62	Valassis Communications, Inc. (a)		1,997
	54	Virgin Media, Inc.		1,464

				14,182

		Multiline Retail — 0.5%
	21	Dollar Tree, Inc. (a)		1,161
	64	Macy’s, Inc.		1,612

				2,773

		Specialty Retail — 3.8%
	29	Advance Auto Parts, Inc.		1,946
	70	Aeropostale, Inc. (a)		1,728
	32	AnnTaylor Stores Corp. (a)		872
	3	AutoZone, Inc. (a)		944
	16	Best Buy Co., Inc.		562
	83	Cabela’s, Inc. (a)		1,801
	75	Foot Locker, Inc.		1,467
	60	GameStop Corp., Class A (a)		1,373
	46	Jo-Ann Stores, Inc. (a)		2,772
	51	Limited Brands, Inc.		1,558
	16	Men’s Wearhouse, Inc. (The)		408
	113	Pier 1 Imports, Inc. (a)		1,184
	40	RadioShack Corp.		736
	33	Ross Stores, Inc.		2,103
	6	TJX Cos., Inc.		280
	71	Williams-Sonoma, Inc.		2,518

				22,252

SEE NOTES TO FINANCIAL STATEMENTS.



40	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — Continued
		Textiles, Apparel & Luxury Goods — 2.1%
	28	Coach, Inc.		1,561
	31	Deckers Outdoor Corp. (a)		2,439
	23	Fossil, Inc. (a)		1,644
	90	Iconix Brand Group, Inc. (a)		1,744
	26	V.F. Corp.		2,261
	42	Warnaco Group, Inc. (The) (a)		2,323

				11,972

		Total Consumer Discretionary		110,617

		Consumer Staples — 4.1%
		Beverages — 0.8%
	40	Coca-Cola Enterprises, Inc.		1,005
	92	Constellation Brands, Inc., Class A (a)		2,040
	54	Dr. Pepper Snapple Group, Inc.		1,901

				4,946

		Food & Staples Retailing — 0.4%
	50	Casey’s General Stores, Inc.		2,136

		Food Products — 1.5%
	7	ConAgra Foods, Inc.		160
	54	Corn Products International, Inc.		2,492
	66	Dean Foods Co. (a)		584
	20	Hormel Foods Corp.		1,047
	98	Smithfield Foods, Inc. (a)		2,019
	130	Tyson Foods, Inc., Class A		2,241

				8,543

		Household Products — 0.2%
	18	Energizer Holdings, Inc. (a)		1,312

		Personal Products — 0.6%
	27	Herbalife Ltd., (Cayman Islands)		1,869
	54	Nu Skin Enterprises, Inc., Class A		1,624

				3,493

		Tobacco — 0.6%
	42	Altria Group, Inc.		1,044
	23	Lorillard, Inc.		1,870
	19	Reynolds American, Inc.		608

				3,522

		Total Consumer Staples		23,952

		Energy — 7.5%
		Energy Equipment & Services — 2.7%
	63	Atwood Oceanics, Inc. (a)		2,345
	74	Complete Production Services, Inc. (a)		2,176
	17	Diamond Offshore Drilling, Inc.		1,165
	28	Halliburton Co.		1,129


SHARES		SECURITY DESCRIPTION	VALUE($)


		Energy Equipment & Services — Continued
	64	Helix Energy Solutions Group, Inc. (a)		779
	80	McDermott International, Inc. (a)		1,647
	19	Nabors Industries Ltd., (Bermuda) (a)		438
	13	National Oilwell Varco, Inc.		906
	23	Oil States International, Inc. (a)		1,482
	56	Patterson-UTI Energy, Inc.		1,215
	91	RPC, Inc.		1,657
	9	Transocean Ltd., (Switzerland) (a)		651

				15,590

		Oil, Gas & Consumable Fuels — 4.8%
	19	Apache Corp.		2,219
	42	Arch Coal, Inc.		1,466
	89	Chesapeake Energy Corp.		2,295
	3	Chevron Corp.		272
	21	Cimarex Energy Co.		1,850
	31	Concho Resources, Inc. (a)		2,734
	31	Devon Energy Corp.		2,411
	41	Forest Oil Corp. (a)		1,547
	12	Frontier Oil Corp. (a)		223
	34	Frontline Ltd., (Bermuda)		868
	35	Holly Corp.		1,414
	10	Marathon Oil Corp.		376
	30	Newfield Exploration Co. (a)		2,174
	12	Noble Energy, Inc.		1,074
	13	Occidental Petroleum Corp.		1,304
	31	Peabody Energy Corp.		2,010
	7	Sunoco, Inc.		294
	9	Valero Energy Corp.		212
	58	W&T Offshore, Inc.		1,034
	16	Whiting Petroleum Corp. (a)		1,910

				27,687

		Total Energy		43,277

		Financials — 11.2%
		Capital Markets — 1.1%
	89	American Capital Ltd. (a)		672
	40	Ameriprise Financial, Inc.		2,295
	81	Ares Capital Corp.		1,327
	31	Bank of New York Mellon Corp. (The)		933
	29	State Street Corp.		1,326

				6,553

		Commercial Banks — 2.7%
	43	Bank of Hawaii Corp.		2,047
	23	Cullen/Frost Bankers, Inc.		1,432
	105	East West Bancorp, Inc.		2,062

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	41

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — Continued
		Commercial Banks — Continued
	169	KeyCorp		1,494
	19	M&T Bank Corp.		1,636
	36	PNC Financial Services Group, Inc.		2,212
	7	Prosperity Bancshares, Inc.		292
	40	Signature Bank (a)		1,984
	40	TCF Financial Corp.		597
	23	U.S. Bancorp		626
	41	Wells Fargo & Co.		1,286

				15,668

		Consumer Finance — 0.8%
	50	Capital One Financial Corp.		2,139
	175	SLM Corp. (a)		2,199

				4,338

		Insurance — 6.1%
	31	ACE Ltd., (Switzerland)		1,959
	42	Aflac, Inc.		2,344
	37	Allied World Assurance Co. Holdings Ltd., (Switzerland)		2,175
	22	Arch Capital Group Ltd., (Bermuda) (a)		1,922
	56	Assurant, Inc.		2,172
	115	Assured Guaranty Ltd., (Bermuda)		2,031
	29	Chubb Corp.		1,753
	179	CNO Financial Group, Inc. (a)		1,211
	45	Endurance Specialty Holdings Ltd., (Bermuda)		2,095
	3	Everest Re Group Ltd., (Bermuda)		270
	72	Hartford Financial Services Group, Inc.		1,895
	42	MBIA, Inc. (a)		498
	103	Montpelier Re Holdings Ltd., (Bermuda)		2,051
	51	Platinum Underwriters Holdings Ltd., (Bermuda)		2,305
	74	Protective Life Corp.		1,979
	36	Prudential Financial, Inc.		2,126
	5	RenaissanceRe Holdings Ltd., (Bermuda)		287
	38	StanCorp Financial Group, Inc.		1,716
	32	Torchmark Corp.		1,928
	35	Travelers Cos., Inc. (The)		1,927
	24	W.R. Berkley Corp.		663

				35,307

		Real Estate Investment Trusts (REITs) — 0.5%
	22	Douglas Emmett, Inc. (m)		365
	51	Duke Realty Corp.		636
	7	Equity Residential		363
	2	Essex Property Trust, Inc.		208
	10	Liberty Property Trust		314
	5	Taubman Centers, Inc.		252


SHARES		SECURITY DESCRIPTION	VALUE($)


		Real Estate Investment Trusts (REITs) — Continued
	9	Vornado Realty Trust		745

				2,883

		Total Financials		64,749

		Health Care — 10.4%
		Biotechnology — 1.7%
	11	Amgen, Inc. (a)		582
	44	Amylin Pharmaceuticals, Inc. (a)		646
	30	Biogen Idec, Inc. (a)		1,987
	35	Cephalon, Inc. (a)		2,151
	36	Cubist Pharmaceuticals, Inc. (a)		771
	45	Incyte Corp., Ltd. (a)		743
	35	United Therapeutics Corp. (a)		2,193
	21	Vertex Pharmaceuticals, Inc. (a)		732

				9,805

		Health Care Equipment & Supplies — 1.2%
	97	Align Technology, Inc. (a)		1,899
	35	Cooper Cos., Inc. (The)		1,989
	12	Hill-Rom Holdings, Inc.		458
	16	Hologic, Inc. (a)		304
	13	St. Jude Medical, Inc. (a)		547
	44	Thoratec Corp. (a)		1,251
	5	Zimmer Holdings, Inc. (a)		287

				6,735

		Health Care Providers & Services — 4.2%
	46	AMERIGROUP Corp. (a)		2,000
	57	AmerisourceBergen Corp.		1,929
	63	Cardinal Health, Inc.		2,423
	60	CIGNA Corp.		2,198
	58	Community Health Systems, Inc. (a)		2,178
	40	Express Scripts, Inc. (a)		2,136
	81	Health Management Associates, Inc., Class A (a)		768
	46	Healthsouth Corp. (a)		961
	36	Healthspring, Inc. (a)		965
	38	Humana, Inc. (a)		2,106
	21	Laboratory Corp. of America Holdings (a)		1,823
	17	LifePoint Hospitals, Inc. (a)		623
	77	Lincare Holdings, Inc.		2,071
	4	McKesson Corp.		289
	36	Medco Health Solutions, Inc. (a)		2,232

				24,702

		Life Sciences Tools & Services — 0.5%
	4	Bio-Rad Laboratories, Inc., Class A (a)		450
	22	Illumina, Inc. (a)		1,406
	54	Parexel International Corp. (a)		1,150

				3,006

SEE NOTES TO FINANCIAL STATEMENTS.



42	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — Continued
		Pharmaceuticals — 2.8%
	62	Bristol-Myers Squibb Co.		1,652
	58	Eli Lilly & Co.		2,023
	61	Endo Pharmaceuticals Holdings, Inc. (a)		2,196
	67	Forest Laboratories, Inc. (a)		2,138
	100	Impax Laboratories, Inc. (a)		2,015
	55	Medicis Pharmaceutical Corp., Class A		1,486
	90	Nektar Therapeutics (a)		1,161
	22	Par Pharmaceutical Cos., Inc. (a)		847
	67	ViroPharma, Inc. (a)		1,168
	77	Warner Chilcott plc, (Ireland), Class A		1,744

				16,430

		Total Health Care		60,678

		Industrials — 10.6%
		Aerospace & Defense — 1.5%
	6	Esterline Technologies Corp. (a)		412
	26	General Dynamics Corp.		1,810
	10	Honeywell International, Inc.		532
	14	L-3 Communications Holdings, Inc.		1,013
	12	Lockheed Martin Corp.		846
	33	Northrop Grumman Corp.		2,157
	37	Raytheon Co.		1,697

				8,467

		Air Freight & Logistics — 0.7%
	39	Atlas Air Worldwide Holdings, Inc. (a)		2,198
	24	United Parcel Service, Inc., Class B		1,767

				3,965

		Airlines — 0.8%
	45	Delta Air Lines, Inc. (a)		572
	179	U.S. Airways Group, Inc. (a)		1,787
	85	United Continental Holdings, Inc. (a)		2,020

				4,379

		Commercial Services & Supplies — 0.4%
	23	Clean Harbors, Inc. (a)		1,926
	36	R.R. Donnelley & Sons Co.		635

				2,561

		Construction & Engineering — 1.0%
	70	KBR, Inc.		2,122
	56	MasTec, Inc. (a)		817
	26	Shaw Group, Inc. (The) (a)		874
	42	URS Corp. (a)		1,750

				5,563


SHARES		SECURITY DESCRIPTION	VALUE($)


		Electrical Equipment — 0.7%
	19	AMETEK, Inc.		732
	88	GrafTech International Ltd. (a)		1,754
	37	Thomas & Betts Corp. (a)		1,769

				4,255

		Industrial Conglomerates — 0.7%
	115	General Electric Co.		2,096
	81	Textron, Inc.		1,924

				4,020

		Machinery — 3.6%
	31	AGCO Corp. (a)		1,564
	59	ArvinMeritor, Inc. (a)		1,210
	22	Caterpillar, Inc.		2,020
	13	CNH Global N.V., (Netherlands) (a)		624
	16	Cummins, Inc.		1,728
	19	Deere & Co.		1,551
	16	Dover Corp.		919
	6	Eaton Corp.		562
	54	Kennametal, Inc.		2,114
	35	Navistar International Corp. (a)		2,031
	68	Oshkosh Corp. (a)		2,387
	22	Parker Hannifin Corp.		1,890
	44	Timken Co.		2,119

				20,719

		Marine — 0.3%
	50	Alexander & Baldwin, Inc.		1,994

		Road & Rail — 0.3%
	32	Norfolk Southern Corp.		2,015

		Trading Companies & Distributors — 0.6%
	57	Applied Industrial Technologies, Inc.		1,836
	68	United Rentals, Inc. (a)		1,552

				3,388

		Total Industrials		61,326

		Information Technology — 15.8%
		Communications Equipment — 3.2%
	15	Acme Packet, Inc. (a)		812
	83	Arris Group, Inc. (a)		932
	14	F5 Networks, Inc. (a)		1,841
	43	Harris Corp.		1,969
	65	InterDigital, Inc. (a)		2,707
	143	JDS Uniphase Corp. (a)		2,074
	246	Motorola, Inc. (a)		2,231
	60	Plantronics, Inc.		2,242

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	43

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — Continued
		Communications Equipment — Continued
	58	Riverbed Technology, Inc. (a)		2,028
	244	Tellabs, Inc.		1,658

				18,494

		Computers & Peripherals — 1.1%
	102	Dell, Inc. (a)		1,380
	37	Diebold, Inc.		1,192
	56	Lexmark International, Inc., Class A (a)		1,953
	41	SanDisk Corp. (a)		2,058

				6,583

		Electronic Equipment, Instruments & Components — 2.4%
	35	Anixter International, Inc.		2,092
	62	Arrow Electronics, Inc. (a)		2,123
	58	Avnet, Inc. (a)		1,901
	18	Corning, Inc.		339
	27	Itron, Inc. (a)		1,517
	142	Power-One, Inc. (a)		1,448
	11	SYNNEX Corp. (a)		354
	25	Tech Data Corp. (a)		1,113
	24	Tyco Electronics Ltd., (Switzerland)		853
	145	Vishay Intertechnology, Inc. (a)		2,129

				13,869

		Internet Software & Services — 0.9%
	11	GSI Commerce, Inc. (a)		254
	67	IAC/InterActiveCorp. (a)		1,912
	19	Sohu.com, Inc., (China) (a)		1,230
	58	VeriSign, Inc.		1,899

				5,295

		IT Services — 2.3%
	44	Accenture plc, (Ireland), Class A		2,149
	35	Alliance Data Systems Corp. (a)		2,456
	34	Amdocs Ltd., (United Kingdom) (a)		948
	88	Broadridge Financial Solutions, Inc.		1,940
	28	CACI International, Inc., Class A (a)		1,493
	18	Computer Sciences Corp.		913
	38	iGate Corp.		745
	25	Lender Processing Services, Inc.		742
	52	VeriFone Systems, Inc. (a)		1,997

				13,383

		Semiconductors & Semiconductor Equipment — 4.1%
	262	Advanced Micro Devices, Inc. (a)		2,142
	5	Altera Corp.		182
	87	Applied Materials, Inc.		1,226
	104	Fairchild Semiconductor International, Inc. (a)		1,624
	161	GT Solar International, Inc. (a)		1,467


SHARES		SECURITY DESCRIPTION	VALUE($)


		Semiconductors & Semiconductor Equipment — Continued
	56	KLA-Tencor Corp.		2,177
	39	Lam Research Corp. (a)		2,012
	264	Micron Technology, Inc. (a)		2,121
	134	National Semiconductor Corp.		1,845
	68	Novellus Systems, Inc. (a)		2,194
	96	ON Semiconductor Corp. (a)		952
	216	RF Micro Devices, Inc. (a)		1,585
	168	Teradyne, Inc. (a)		2,355
	51	Veeco Instruments, Inc. (a)		2,202

				24,084

		Software — 1.8%
	155	Activision Blizzard, Inc.		1,932
	34	BMC Software, Inc. (a)		1,595
	40	CA, Inc.		975
	45	Cadence Design Systems, Inc. (a)		374
	83	Microsoft Corp.		2,308
	69	Oracle Corp.		2,153
	17	Quest Software, Inc. (a)		485
	8	Rovi Corp. (a)		471

				10,293

		Total Information Technology		92,001

		Materials — 7.4%
		Chemicals — 3.9%
	38	Albemarle Corp.		2,114
	46	Cabot Corp.		1,722
	44	Celanese Corp., Class A		1,822
	40	Cytec Industries, Inc.		2,106
	41	E.l. du Pont de Nemours & Co.		2,023
	30	Eastman Chemical Co.		2,492
	82	Ferro Corp. (a)		1,199
	21	Lubrizol Corp.		2,202
	35	Nalco Holding Co.		1,125
	25	OM Group, Inc. (a)		953
	75	PolyOne Corp. (a)		936
	59	Rockwood Holdings, Inc. (a)		2,321
	82	Solutia, Inc. (a)		1,886

				22,901

		Containers & Packaging — 0.8%
	18	Ball Corp.		1,227
	9	Crown Holdings, Inc. (a)		309
	38	Rock-Tenn Co., Class A		2,047
	36	Sealed Air Corp.		918

				4,501

SEE NOTES TO FINANCIAL STATEMENTS.



44	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Long Positions — Continued
		Metals & Mining — 2.3%
	43	Alcoa, Inc.		663
	37	Cliffs Natural Resources, Inc.		2,860
	24	Freeport-McMoRan Copper & Gold, Inc.		2,835
	11	Newmont Mining Corp.		659
	5	Reliance Steel & Aluminum Co.		265
	98	Thompson Creek Metals Co., Inc., (Canada) (a)		1,443
	89	Titanium Metals Corp. (a)		1,532
	21	Walter Energy, Inc.		2,717
	23	Worthington Industries, Inc.		417

				13,391

		Paper & Forest Products — 0.4%
	29	Domtar Corp., (Canada)		2,235

		Total Materials		43,028

		Telecommunication Services — 0.4%
		Diversified Telecommunication Services — 0.4%
	20	AT&T, Inc.		576
	54	Verizon Communications, Inc.		1,943

		Total Telecommunication Services		2,519

		Utilities — 5.6%
		Electric Utilities — 2.4%
	27	Cleco Corp.		835
	80	DPL, Inc.		2,068
	87	Duke Energy Corp.		1,550
	5	Edison International		192
	32	El Paso Electric Co. (a)		872
	27	Entergy Corp.		1,939
	32	Exelon Corp.		1,316
	33	Great Plains Energy, Inc.		640
	14	ITC Holdings Corp.		873
	128	PNM Resources, Inc.		1,671
	80	Portland General Electric Co.		1,730
	11	UniSource Energy Corp.		389

				14,075

		Gas Utilities — 1.3%
	41	Atmos Energy Corp.		1,266
	27	Oneok, Inc.		1,500
	111	Questar Corp.		1,937
	14	South Jersey Industries, Inc.		729
	24	Southwest Gas Corp.		891
	44	UGI Corp.		1,382

				7,705


SHARES		SECURITY DESCRIPTION	VALUE($)


		Independent Power Producers & Energy Traders — 0.9%
	77	AES Corp. (The) (a)		940
	66	Constellation Energy Group, Inc.		2,029
	100	NRG Energy, Inc. (a)		1,952

				4,921

		Multi-Utilities — 0.7%
	67	Ameren Corp.		1,902
	107	CMS Energy Corp.		1,998
	21	NiSource, Inc.		366

				4,266

		Water Utilities — 0.3%
	55	American Water Works Co., Inc.		1,385

		Total Utilities		32,352

		Total Common Stocks (Cost $427,535)		534,499

		Short-Term Investment — 7.5%
		Investment Companies — 7.5%
	43,490	JPMorgan Liquid Assets Money Market Fund, Institutional Class Shares, 0.110% (b) (l) (Cost $43,490)		43,490

		Total Investments — 99.6% (Cost $471,025)		577,989
		Other Assets in Excess of Liabilities — 0.4%		2,425

		NET ASSETS — 100.0%	$	580,414

	Short Positions — 93.3%
		Common Stocks — 93.3%
		Consumer Discretionary — 9.4%
		Auto Components — 0.2%
	34	Gentex Corp.		1,005

		Distributors — 0.0% (g)
	8	LKQ Corp. (a)		189

		Diversified Consumer Services — 0.2%
	85	Regis Corp.		1,411

		Hotels, Restaurants & Leisure — 2.0%
	9	Bally Technologies, Inc. (a)		382
	3	Chipotle Mexican Grill, Inc. (a)		706
	2	Choice Hotels International, Inc.		73
	54	Gaylord Entertainment Co. (a)		1,943
	60	Jack in the Box, Inc. (a)		1,278
	146	MGM Resorts International (a)		2,170
	32	Orient-Express Hotels Ltd., (Bermuda), Class A (a)		415
	23	Vail Resorts, Inc. (a)		1,180

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	45

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Hotels, Restaurants & Leisure — Continued
	336	Wendy’s/Arby’s Group, Inc., Class A		1,551
	44	WMS Industries, Inc. (a)		1,994
	4	Yum! Brands, Inc.		176

				11,868

		Household Durables — 1.4%
	96	Lennar Corp., Class A		1,801
	71	MDC Holdings, Inc.		2,044
	2	NVR, Inc. (a)		1,652
	162	Pulte Group, Inc. (a)		1,218
	25	Stanley Black & Decker, Inc.		1,655

				8,370

		Internet & Catalog Retail — 0.1%
	13	HSN, Inc. (a)		398

		Media — 1.6%
	65	DreamWorks Animation SKG, Inc., Class A (a)		1,909
	72	Live Nation Entertainment, Inc. (a)		821
	91	New York Times Co. (The), Class A (a)		888
	23	Scripps Networks Interactive, Inc., Class A		1,188
	45	Thomson Reuters Corp.		1,687
	40	Viacom, Inc., Class B		1,601
	34	Walt Disney Co. (The)		1,275

				9,369

		Multiline Retail — 0.6%
	81	99 Cents Only Stores (a)		1,287
	54	J.C. Penney Co., Inc.		1,741
	7	Kohl’s Corp. (a)		388

				3,416

		Specialty Retail — 2.5%
	81	Aaron’s, Inc.		1,649
	3	Abercrombie & Fitch Co., Class A		200
	67	CarMax, Inc. (a)		2,144
	49	Chico’s FAS, Inc.		594
	20	Children’s Place Retail Stores, Inc. (The) (a)		1,005
	27	Dick’s Sporting Goods, Inc. (a)		1,004
	22	Home Depot, Inc.		769
	70	Lowe’s Cos., Inc.		1,758
	293	Office Depot, Inc. (a)		1,585
	83	Penske Automotive Group, Inc. (a)		1,439
	92	Staples, Inc.		2,084

				14,231

		Textiles, Apparel & Luxury Goods — 0.8%
	19	Columbia Sportswear Co.		1,132
	24	Jones Group, Inc. (The)		379


SHARES		SECURITY DESCRIPTION	VALUE($)


		Textiles, Apparel & Luxury Goods — Continued
	30	Phillips-Van Heusen Corp.		1,893
	19	Under Armour, Inc., Class A (a)		1,064

				4,468

		Total Consumer Discretionary		54,725

		Consumer Staples — 6.3%
		Beverages — 0.7%
	26	Brown-Forman Corp., Class B		1,823
	55	Central European Distribution Corp. (a)		1,254
	12	Coca-Cola Co. (The)		799

				3,876

		Food & Staples Retailing — 1.9%
	48	BJ’s Wholesale Club, Inc. (a)		2,278
	18	Costco Wholesale Corp.		1,331
	64	CVS Caremark Corp.		2,226
	170	SUPERVALU, Inc.		1,638
	36	United Natural Foods, Inc. (a)		1,339
	29	Walgreen Co.		1,137
	26	Whole Foods Market, Inc. (a)		1,296

				11,245

		Food Products — 2.7%
	13	Archer-Daniels-Midland Co.		377
	37	Bunge Ltd.		2,445
	22	Diamond Foods, Inc.		1,191
	39	Flowers Foods, Inc.		1,054
	58	Green Mountain Coffee Roasters, Inc. (a)		1,909
	27	Hain Celestial Group, Inc. (The) (a)		736
	30	Kellogg Co.		1,510
	67	Kraft Foods, Inc., Class A		2,121
	26	McCormick & Co., Inc. (Non-Voting)		1,195
	37	Mead Johnson Nutrition Co.		2,277
	6	Ralcorp Holdings, Inc. (a)		397
	17	Sanderson Farms, Inc.		678

				15,890

		Household Products — 0.6%
	8	Church & Dwight Co., Inc.		521
	30	Clorox Co.		1,906
	18	Kimberly-Clark Corp.		1,111

				3,538

		Personal Products — 0.2%
	32	Avon Products, Inc.		922

		Tobacco — 0.2%
	23	Universal Corp.		927

		Total Consumer Staples		36,398

SEE NOTES TO FINANCIAL STATEMENTS



46	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Energy — 10.4%
		Energy Equipment & Services — 2.8%
	15	Baker Hughes, Inc.		839
	12	Cameron International Corp. (a)		598
	2	CARBO Ceramics, Inc.		192
	72	Exterran Holdings, Inc. (a)		1,713
	16	FMC Technologies, Inc. (a)		1,389
	139	ION Geophysical Corp. (a)		1,175
	182	Key Energy Services, Inc. (a)		2,365
	64	Pride International, Inc. (a)		2,121
	26	Schlumberger Ltd.		2,179
	40	Tidewater, Inc.		2,161
	70	Weatherford International Ltd., (Switzerland) (a)		1,599

				16,331

		Oil, Gas & Consumable Fuels — 7.6%
	8	Alpha Natural Resources, Inc. (a)		504
	58	Cabot Oil & Gas Corp.		2,189
	86	Cobalt International Energy, Inc. (a)		1,054
	82	Comstock Resources, Inc. (a)		2,019
	52	Consol Energy, Inc.		2,522
	34	Continental Resources, Inc. (a)		2,010
	85	Denbury Resources, Inc. (a)		1,624
	21	EOG Resources, Inc.		1,903
	57	EQT Corp.		2,551
	13	Exxon Mobil Corp.		959
	5	Hess Corp.		378
	42	Massey Energy Co.		2,233
	111	McMoRan Exploration Co. (a)		1,900
	25	Murphy Oil Corp.		1,877
	30	Nordic American Tanker Shipping, (Bermuda)		771
	57	Overseas Shipholding Group, Inc.		2,011
	83	Patriot Coal Corp. (a)		1,610
	65	Plains Exploration & Production Co. (a)		2,081
	47	Range Resources Corp.		2,098
	395	SandRidge Energy, Inc. (a)		2,889
	43	Southwestern Energy Co. (a)		1,612
	98	Spectra Energy Corp.		2,457
	68	Teekay Corp., (Canada)		2,235
	93	Tesoro Corp. (a)		1,729
	31	Williams Cos., Inc. (The)		777

				43,993

		Total Energy		60,324


SHARES		SECURITY DESCRIPTION	VALUE ($)


		Financials — 11.9%
		Capital Markets — 3.9%
	105	Apollo Investment Corp.		1,163
	124	Charles Schwab Corp. (The)		2,127
	118	E*Trade Financial Corp. (a)		1,882
	28	Greenhill & Co., Inc.		2,305
	11	Invesco Ltd.		270
	205	Janus Capital Group, Inc.		2,662
	81	Jefferies Group, Inc.		2,150
	103	Knight Capital Group, Inc., Class A (a)		1,424
	179	MF Global Holdings Ltd. (a)		1,493
	36	Morgan Stanley		978
	80	SEI Investments Co.		1,896
	39	Stifel Financial Corp. (a)		2,403
	95	TD AMERITRADE Holding Corp.		1,803

				22,556

		Commercial Banks — 3.4%
	139	Associated Banc-Corp.		2,107
	110	BancorpSouth, Inc.		1,760
	43	Comerica, Inc.		1,798
	85	First Horizon National Corp. (a)		1,003
	31	Iberiabank Corp.		1,809
	338	Marshall & Ilsley Corp.		2,342
	3	Popular, Inc. (a)		9
	243	Regions Financial Corp.		1,698
	12	SunTrust Banks, Inc.		368
	86	Susquehanna Bancshares, Inc.		828
	895	Synovus Financial Corp.		2,363
	135	Umpqua Holdings Corp.		1,641
	79	Zions Bancorp		1,907

				19,633

		Diversified Financial Services — 0.5%
	122	Citigroup, Inc. (a)		579
	4	CME Group, Inc.		1,257
	22	MSCI, Inc., Class A (a)		860

				2,696

		Insurance — 1.9%
	35	Alterra Capital Holdings Ltd., (Bermuda)		754
	57	Cincinnati Financial Corp.		1,807
	44	CNA Financial Corp. (a)		1,187
	37	First American Financial Corp.		550
	149	Genworth Financial, Inc., Class A (a)		1,953
	5	Markel Corp. (a)		1,860
	37	Marsh & McLennan Cos., Inc.		1,022
	159	Old Republic International Corp.		2,164

				11,297

SEE NOTES TO FINANCIAL STATEMENTS



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	47

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Real Estate Investment Trusts (REITs) — 0.8%
	15	BRE Properties, Inc.		643
	37	Colonial Properties Trust		663
	108	DCT Industrial Trust, Inc.		572
	48	Developers Diversified Realty Corp.		673
	41	Equity One, Inc.		744
	85	Weyerhaeuser Co.		1,616

				4,911

		Thrifts & Mortgage Finance — 1.4%
	101	Hudson City Bancorp, Inc.		1,289
	134	MGIC Investment Corp. (a)		1,366
	115	NewAlliance Bancshares, Inc.		1,728
	149	People’s United Financial, Inc.		2,085
	98	Washington Federal, Inc.		1,666

				8,134

		Total Financials		69,227

		Health Care — 10.7%
		Biotechnology — 1.1%
	26	Acorda Therapeutics, Inc. (a)		713
	11	Alexion Pharmaceuticals, Inc. (a)		899
	26	Dendreon Corp. (a)		918
	40	Gilead Sciences, Inc. (a)		1,435
	37	Myriad Genetics, Inc. (a)		842
	6	Onyx Pharmaceuticals, Inc. (a)		204
	19	Pharmasset, Inc. (a)		815
	20	Theravance, Inc. (a)		508

				6,334

		Health Care Equipment & Supplies — 3.4%
	65	Alere, Inc. (a)		2,362
	7	Becton, Dickinson & Co.		580
	169	Boston Scientific Corp. (a)		1,280
	60	DENTSPLY International, Inc.		2,036
	36	Edwards Lifesciences Corp. (a)		2,895
	28	Haemonetics Corp. (a)		1,790
	19	IDEXX Laboratories, Inc. (a)		1,333
	46	Immucor, Inc. (a)		916
	65	Masimo Corp.		1,887
	37	Medtronic, Inc.		1,368
	38	NxStage Medical, Inc. (a)		952
	23	ResMed, Inc. (a)		805
	39	West Pharmaceutical Services, Inc.		1,609

				19,813

		Health Care Providers & Services — 3.2%
	121	Brookdale Senior Living, Inc. (a)		2,597
	74	Centene Corp. (a)		1,872


SHARES		SECURITY DESCRIPTION	VALUE($)


		Health Care Providers & Services — Continued
	52	Coventry Health Care, Inc. (a)		1,368
	12	HMS Holdings Corp. (a)		773
	16	Mednax, Inc. (a)		1,085
	5	Owens & Minor, Inc.		137
	17	Patterson Cos., Inc.		535
	91	PSS World Medical, Inc. (a)		2,061
	208	Tenet Healthcare Corp. (a)		1,394
	30	Universal Health Services, Inc., Class B		1,298
	76	VCA Antech, Inc. (a)		1,762
	71	WellCare Health Plans, Inc. (a)		2,154
	26	WellPoint, Inc. (a)		1,478

				18,514

		Health Care Technology — 0.6%
	77	MedAssets, Inc. (a)		1,562
	30	Quality Systems, Inc.		2,063

				3,625

		Life Sciences Tools & Services — 1.0%
	32	Covance, Inc. (a)		1,654
	5	Mettler-Toledo International, Inc., (Switzerland) (a)		797
	39	Thermo Fisher Scientific, Inc. (a)		2,133
	18	Waters Corp. (a)		1,403

				5,987

		Pharmaceuticals — 1.4%
	82	Auxilium Pharmaceuticals, Inc. (a)		1,739
	32	Hospira, Inc. (a)		1,769
	57	Merck & Co., Inc.		2,057
	45	Watson Pharmaceuticals, Inc. (a)		2,339

				7,904

		Total Health Care		62,177

		Industrials — 14.8%
		Aerospace & Defense — 1.8%
	50	DigitalGlobe, Inc. (a)		1,598
	24	Goodrich Corp.		2,113
	89	Hexcel Corp. (a)		1,615
	17	Precision Castparts Corp.		2,388
	12	Rockwell Collins, Inc.		696
	100	Spirit Aerosystems Holdings, Inc., Class A (a)		2,090

				10,500

		Air Freight & Logistics — 0.4%
	25	C.H. Robinson Worldwide, Inc.		2,031

		Airlines — 0.4%
	288	AMR Corp. (a)		2,243

SEE NOTES TO FINANCIAL STATEMENTS



48	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Building Products — 1.2%
	40	Lennox International, Inc.		1,885
	69	Masco Corp.		871
	55	Owens Corning (a)		1,703
	165	USG Corp. (a)		2,770

				7,229

		Commercial Services & Supplies — 2.2%
	45	Copart, Inc. (a)		1,689
	44	Corrections Corp. of America (a)		1,107
	53	GEO Group, Inc. (The) (a)		1,319
	35	Herman Miller, Inc.		896
	25	HNI Corp.		774
	66	Republic Services, Inc.		1,957
	23	Stericycle, Inc. (a)		1,846
	58	Waste Connections, Inc.		1,597
	49	Waste Management, Inc.		1,794

				12,979

		Construction & Engineering — 1.7%
	39	Aecom Technology Corp. (a)		1,102
	35	Fluor Corp.		2,348
	50	Foster Wheeler AG, (Switzerland) (a)		1,719
	53	Jacobs Engineering Group, Inc. (a)		2,411
	106	Quanta Services, Inc. (a)		2,102

				9,682

		Electrical Equipment — 1.0%
	30	Acuity Brands, Inc.		1,724
	23	American Superconductor Corp. (a)		656
	25	Cooper Industries plc		1,463
	22	Polypore International, Inc. (a)		888
	6	Regal-Beloit Corp.		380
	11	Roper Industries, Inc.		825

				5,936

		Machinery — 3.2%
	18	Flowserve Corp.		2,161
	72	Harsco Corp.		2,050
	16	Ingersoll-Rand plc, (Ireland)		773
	9	Kaydon Corp.		384
	21	Lincoln Electric Holdings, Inc.		1,353
	160	Manitowoc Co., Inc. (The)		2,096
	16	PACCAR, Inc.		916
	82	Terex Corp. (a)		2,536
	77	Trinity Industries, Inc.		2,048
	23	Valmont Industries, Inc.		2,081
	35	Wabtec Corp.		1,863

				18,261


SHARES		SECURITY DESCRIPTION	VALUE($)


		Marine — 0.0% (g)
	1	Kirby Corp. (a)		25

		Professional Services — 1.6%
	22	Dun & Bradstreet Corp.		1,818
	42	FTI Consulting, Inc. (a)		1,577
	21	Manpower, Inc.		1,297
	61	Robert Half International, Inc.		1,852
	39	Towers Watson & Co., Class A		2,014
	25	Verisk Analytics, Inc., Class A (a)		850

				9,408

		Road & Rail — 0.9%
	69	Avis Budget Group, Inc. (a)		1,070
	166	Hertz Global Holdings, Inc. (a)		2,411
	85	Knight Transportation, Inc.		1,618

				5,099

		Trading Companies & Distributors — 0.4%
	41	Fastenal Co.		2,438

		Total Industrials		85,831

		Information Technology — 16.4%
		Communications Equipment — 1.8%
	108	Aruba Networks, Inc. (a)		2,250
	389	Brocade Communications Systems, Inc. (a)		2,060
	130	Ciena Corp. (a)		2,745
	9	Juniper Networks, Inc. (a)		347
	25	QUALCOMM, Inc.		1,234
	45	ViaSat, Inc. (a)		2,005

				10,641

		Computers & Peripherals — 0.8%
	1	Apple, Inc. (a)		192
	99	EMC Corp. (a)		2,266
	3	NetApp, Inc. (a)		170
	74	Seagate Technology plc, (Ireland) (a)		1,113
	32	Western Digital Corp. (a)		1,078

				4,819

		Electronic Equipment, Instruments & Components — 1.3%
	15	Amphenol Corp., Class A		779
	66	FLIR Systems, Inc. (a)		1,961
	83	Ingram Micro, Inc., Class A (a)		1,591
	37	L-1 Identity Solutions, Inc. (a)		437
	60	Molex, Inc.		1,355
	39	Plexus Corp. (a)		1,196

				7,319

SEE NOTES TO FINANCIAL STATEMENTS



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	49

JPMorgan Multi-Cap Market Neutral Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Internet Software & Services — 1.9%
	29	Digital River, Inc. (a)		1,001
	79	eBay, Inc. (a)		2,189
	22	Equinix, Inc. (a)		1,792
	41	SAVVIS, Inc. (a)		1,050
	37	VistaPrint N.V., (Netherlands) (a)		1,690
	27	WebMD Health Corp. (a)		1,393
	113	Yahoo!, Inc. (a)		1,880

				10,995

		IT Services — 2.4%
	39	Automatic Data Processing, Inc.		1,825
	88	CoreLogic, Inc.		1,624
	74	Fidelity National Information Services, Inc.		2,030
	14	Gartner, Inc. (a)		464
	39	Global Payments, Inc.		1,815
	11	International Business Machines Corp.		1,573
	79	Paychex, Inc.		2,451
	15	Sapient Corp.		185
	71	Total System Services, Inc.		1,092
	2	Visa, Inc., Class A		169
	14	Wright Express Corp. (a)		638

				13,866

		Semiconductors & Semiconductor Equipment — 4.0%
	27	Atheros Communications, Inc. (a)		954
	36	Atmel Corp. (a)		446
	40	Broadcom Corp., Class A		1,735
	28	Cavium Networks, Inc. (a)		1,047
	31	Cree, Inc. (a)		2,055
	18	Hittite Microwave Corp. (a)		1,086
	59	Linear Technology Corp.		2,027
	180	MEMC Electronic Materials, Inc. (a)		2,025
	43	NetLogic Microsystems, Inc. (a)		1,362
	138	NVIDIA Corp. (a)		2,128
	193	PMC-Sierra, Inc. (a)		1,662
	27	Power Integrations, Inc.		1,066
	61	Semtech Corp. (a)		1,389
	37	Silicon Laboratories, Inc. (a)		1,697
	81	Skyworks Solutions, Inc. (a)		2,311

				22,990

		Software — 4.2%
	44	Ariba, Inc. (a)		1,033
	79	AsiaInfo-Linkage, Inc., (China) (a)		1,309
	42	Blackboard, Inc. (a)		1,723
	189	Compuware Corp. (a)		2,204
	45	Concur Technologies, Inc. (a)		2,321


SHARES		SECURITY DESCRIPTION	VALUE($)


		Software — Continued
	24	Fortinet, Inc. (a)		778
	46	Informatica Corp. (a)		2,045
	65	JDA Software Group, Inc. (a)		1,829
	35	NetSuite, Inc. (a)		873
	27	Pegasystems, Inc.		973
	44	Red Hat, Inc. (a)		2,006
	3	Salesforce.com, Inc. (a)		384
	93	SolarWinds, Inc. (a)		1,789
	72	SuccessFactors, Inc. (a)		2,075
	73	Synopsys, Inc. (a)		1,976
	18	Taleo Corp., Class A (a)		507
	9	VMware, Inc., Class A (a)		827

				24,652

		Total Information Technology		95,282

		Materials — 7.5%
		Chemicals — 2.8%
	21	Air Products & Chemicals, Inc.		1,909
	17	CF Industries Holdings, Inc.		2,294
	23	Dow Chemical Co. (The)		798
	37	Ecolab, Inc.		1,853
	12	FMC Corp.		956
	51	H.B. Fuller Co.		1,042
	8	Intrepid Potash, Inc. (a)		297
	35	Monsanto Co.		2,456
	27	Mosaic Co. (The)		2,060
	12	Praxair, Inc.		1,110
	50	RPM International, Inc.		1,096
	5	Sherwin-Williams Co. (The)		404

				16,275

		Construction Materials — 1.2%
	64	Eagle Materials, Inc.		1,822
	25	Martin Marietta Materials, Inc.		2,300
	18	Texas Industries, Inc.		847
	49	Vulcan Materials Co.		2,160

				7,129

		Containers & Packaging — 1.0%
	30	Aptargroup, Inc.		1,446
	33	Bemis Co., Inc.		1,069
	51	Owens-Illinois, Inc. (a)		1,574
	7	Packaging Corp. of America		185
	45	Silgan Holdings, Inc.		1,629

				5,903

SEE NOTES TO FINANCIAL STATEMENTS



50	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Short Positions — Continued
		Metals & Mining — 2.1%
	139	AK Steel Holding Corp.		2,270
	43	Allegheny Technologies, Inc.		2,393
	1	Coeur d’Alene Mines Corp. (a)		31
	19	Compass Minerals International, Inc.		1,708
	28	Nucor Corp.		1,210
	45	Royal Gold, Inc.		2,438
	36	United States Steel Corp.		2,129

				12,179

		Paper & Forest Products — 0.4%
	77	Louisiana-Pacific Corp. (a)		729
	24	Schweitzer-Mauduit International, Inc.		1,538

				2,267

		Total Materials		43,753

		Telecommunication Services — 1.0%
		Diversified Telecommunication Services — 0.7%
	30	AboveNet, Inc.		1,772
	13	CenturyLink, Inc.		577
	154	Frontier Communications Corp.		1,498

				3,847

		Wireless Telecommunication Services — 0.3%
	36	American Tower Corp., Class A (a)		1,863

		Total Telecommunication Services		5,710

		Utilities — 4.9%
		Electric Utilities — 2.1%
	9	American Electric Power Co., Inc.		335
	17	Hawaiian Electric Industries, Inc.		377
	40	IDACORP, Inc.		1,474
	36	NextEra Energy, Inc.		1,864
	77	Northeast Utilities		2,453
	78	NV Energy, Inc.		1,098
	44	Progress Energy, Inc.		1,904
	49	Southern Co.		1,866
	36	UIL Holdings Corp.		1,087

				12,458


SHARES		SECURITY DESCRIPTION	VALUE($)


		Gas Utilities — 0.8%
	29	National Fuel Gas Co.		1,903
	24	Northwest Natural Gas Co.		1,097
	43	WGL Holdings, Inc.		1,533

				4,533

		Independent Power Producers & Energy Traders — 0.5%
	117	Calpine Corp. (a)		1,556
	217	GenOn Energy, Inc. (a)		826
	17	Ormat Technologies, Inc.		514

				2,896

		Multi-Utilities — 1.5%
	12	Avista Corp.		274
	40	Consolidated Edison, Inc.		1,979
	40	Dominion Resources, Inc.		1,708
	67	MDU Resources Group, Inc.		1,353
	39	PG&E Corp.		1,863
	26	SCANA Corp.		1,046
	7	Vectren Corp.		173

				8,396

		Total Utilities		28,283

		Total Common Stocks (Cost $496,235)		541,710

NUMBER OF RIGHTS
	Right — 0.0% (g)
		Health Care — 0.0% (g)
	1	Fresenius Kabi Pharmaceuticals Holding, Inc., (Germany), expiring 06/30/11 (a) (Cost $—)		—	(h)

		Total Short Positions (Proceeds $496,235)		541,710

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	51

JPMorgan Value Advantage Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — 94.0%
		Consumer Discretionary — 14.2%
		Distributors — 1.1%
	169	Genuine Parts Co.		8,676

		Hotels, Restaurants & Leisure — 0.3%
	221	Monarch Casino & Resort, Inc. (a)		2,767

		Household Durables — 0.8%
	104	Fortune Brands, Inc.		6,290

		Internet & Catalog Retail — 0.9%
	302	Expedia, Inc.		7,570

		Media — 4.2%
	259	AH Belo Corp., Class A (a)		2,252
	350	Belo Corp., Class A (a)		2,475
	111	Cablevision Systems Corp., Class A		3,739
	221	Clear Channel Outdoor Holdings, Inc., Class A (a)		3,097
	203	DISH Network Corp., Class A (a)		3,995
	275	Entercom Communications Corp., Class A (a)		3,182
	425	Gannett Co., Inc.		6,412
	480	LIN TV Corp., Class A (a)		2,544
	108	Time Warner, Inc.		3,462
	7	Washington Post Co. (The), Class B		3,208

				34,366

		Multiline Retail — 1.5%
	167	Sears Holdings Corp. (a)		12,309

		Specialty Retail — 5.4%
	26	AutoZone, Inc. (a)		6,951
	157	Bed Bath & Beyond, Inc. (a)		7,736
	798	Gap, Inc. (The)		17,674
	186	Home Depot, Inc.		6,518
	124	TJX Cos., Inc.		5,518

				44,397

		Total Consumer Discretionary		116,375

		Consumer Staples — 6.1%
		Beverages — 0.8%
	88	Diageo plc, (United Kingdom), ADR		6,526

		Food & Staples Retailing — 2.3%
	267	Walgreen Co.		10,398
	157	Wal-Mart Stores, Inc.		8,451

				18,849

		Food Products — 1.3%
	159	JM Smucker Co. (The)		10,465

		Household Products — 1.1%
	141	Procter & Gamble Co. (The)		9,045


SHARES			SECURITY DESCRIPTION	VALUE($)


			Tobacco — 0.6%
	200		Altria Group, Inc.		4,924

			Total Consumer Staples		49,809

			Energy — 11.9%
			Oil, Gas & Consumable Fuels — 11.9%
	327		Devon Energy Corp.		25,657
	441		El Paso Corp.		6,072
	196		Energy Transfer Equity LP		7,658
	286		Exxon Mobil Corp.		20,898
	59		Kinder Morgan Management LLC (a)		3,965
	208		NuStar GP Holdings LLC		7,542
	498		Teekay Corp., (Canada)		16,477
	351		Williams Cos., Inc. (The)		8,669

			Total Energy		96,938

			Financials — 31.5%
			Capital Markets — 2.4%
	107		Ameriprise Financial, Inc.		6,163
	473		Charles Schwab Corp. (The)		8,100
	176		W.P. Carey & Co. LLC		5,507

					19,770

			Commercial Banks — 6.3%
	88		M&T Bank Corp.		7,669
	155		SunTrust Banks, Inc.		4,583
	321		U.S. Bancorp		8,644
	983		Wells Fargo & Co.		30,466

					51,362

			Consumer Finance — 1.1%
	211		Capital One Financial Corp.		8,989

			Diversified Financial Services — 2.3%
	542		Bank of America Corp.		7,225
	2,484		Citigroup, Inc. (a)		11,748

					18,973

			Insurance — 12.5%
	122		AON Corp.		5,595
	—	(h)	Berkshire Hathaway, Inc., Class A (a)		6,023
	182		Cincinnati Financial Corp.		5,771
	328		Fortegra Financial Corp. (a)		3,629
	236		Genworth Financial, Inc., Class A (a)		3,096
	728		Loews Corp.		28,342
	184		MetLife, Inc.		8,190
	387		Old Republic International Corp.		5,273
	163		OneBeacon Insurance Group Ltd., Class A		2,478
	139		ProAssurance Corp. (a)		8,423
	72		Prudential Financial, Inc.		4,198

SEE NOTES TO FINANCIAL STATEMENTS.



52	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Insurance — Continued
	186	Symetra Financial Corp.		2,541
	189	Transatlantic Holdings, Inc.		9,730
	321	W.R. Berkley Corp.		8,792

				102,081

		Real Estate Investment Trusts (REITs) — 4.8%
	203	Agree Realty Corp.		5,324
	349	Annaly Capital Management, Inc.		6,247
	569	Cousins Properties, Inc.		4,749
	291	Excel Trust, Inc.		3,515
	146	Getty Realty Corp.		4,564
	95	National Health Investors, Inc.		4,279
	110	Regency Centers Corp.		4,651
	247	Starwood Property Trust, Inc.		5,303

				38,632

		Real Estate Management & Development — 1.4%
	236	Brookfield Asset Management, Inc., (Canada), Class A		7,860
	100	Brookfield Properties Corp.		1,760
	78	St. Joe Co. (The) (a)		1,700

				11,320

		Thrifts & Mortgage Finance — 0.7%
	54	Capitol Federal Financial, Inc.		638
	372	People’s United Financial, Inc.		5,208

				5,846

		Total Financials		256,973

		Health Care — 10.3%
		Health Care Equipment & Supplies — 1.5%
	145	Becton, Dickinson & Co.		12,247

		Health Care Providers & Services — 3.8%
	234	AmerisourceBergen Corp.		7,974
	91	Humana, Inc. (a)		4,954
	319	Lincare Holdings, Inc.		8,557
	198	National Healthcare Corp.		9,144

				30,629

		Pharmaceuticals — 5.0%
	229	Bristol-Myers Squibb Co.		6,067
	214	Johnson & Johnson		13,224
	407	Merck & Co., Inc.		14,679
	399	Pfizer, Inc.		6,986

				40,956

		Total Health Care		83,832


SHARES		SECURITY DESCRIPTION	VALUE($)


		Industrials — 3.6%
		Aerospace & Defense — 0.5%
	58	Alliant Techsystems, Inc. (a)		4,317

		Commercial Services & Supplies — 0.5%
	137	Republic Services, Inc.		4,103

		Industrial Conglomerates — 1.2%
	236	Carlisle Cos., Inc.		9,383

		Machinery — 1.0%
	159	Illinois Tool Works, Inc.		8,469

		Trading Companies & Distributors — 0.4%
	94	GATX Corp.		3,323

		Total Industrials		29,595

		Information Technology — 3.2%
		Communications Equipment — 0.5%
	83	QUALCOMM, Inc.		4,098

		Electronic Equipment, Instruments & Components — 1.0%
	220	Tyco Electronics Ltd., (Switzerland)		7,777

		Software — 1.7%
	356	Microsoft Corp.		9,948
	156	Synopsys, Inc. (a)		4,187

				14,135

		Total Information Technology		26,010

		Materials — 2.4%
		Chemicals — 1.0%
	149	Albemarle Corp.		8,289

		Construction Materials — 0.5%
	42	Martin Marietta Materials, Inc.		3,828

		Containers & Packaging — 0.9%
	133	Rock-Tenn Co., Class A		7,170

		Total Materials		19,287

		Telecommunication Services — 3.8%
		Diversified Telecommunication Services — 2.6%
	572	AT&T, Inc.		16,811
	93	CenturyLink, Inc.		4,303

				21,114

		Wireless Telecommunication Services — 1.2%
	196	Telephone & Data Systems, Inc.		6,182
	143	Vodafone Group plc, (United Kingdom), ADR		3,767

				9,949

		Total Telecommunication Services		31,063

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	53

JPMorgan Value Advantage Fund

SCHEDULE OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands)


SHARES		SECURITY DESCRIPTION	VALUE($)

	Common Stocks — Continued
		Utilities — 7.0%
		Electric Utilities — 2.8%
	162	American Electric Power Co., Inc.		5,836
	158	NextEra Energy, Inc.		8,219
	232	Southern Co.		8,885

				22,940

		Gas Utilities — 2.6%
	140	Energen Corp.		6,776
	260	Oneok, Inc.		14,405

				21,181

		Multi-Utilities — 1.6%
	154	PG&E Corp.		7,348
	110	Sempra Energy		5,768

				13,116

		Total Utilities		57,237

		Total Common Stocks (Cost $631,431)		767,119


SHARES		SECURITY DESCRIPTION	VALUE($)

	Investment Company — 1.0%
	506	Cohen & Steers Infrastructure Fund, Inc. (Cost $7,683)		8,299

	Short-Term Investment — 5.7%
		Investment Company — 5.7%
	46,536	JPMorgan Prime Money Market Fund, Institutional Class Shares, 0.100% (b) (l) (m) (Cost $46,536)		46,536

		Total Investments — 100.7% (Cost $685,650)		821,954
		Liabilities in Excess of Other Assets — (0.7)%		(5,802	)

		NET ASSETS — 100.0%	$	816,152

Percentages indicated are based on net assets.

SEE NOTES TO FINANCIAL STATEMENTS.



54	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

J.P. Morgan Mid Cap/Multi-Cap Funds

NOTES TO SCHEDULES OF PORTFOLIO INVESTMENTS

AS OF DECEMBER 31, 2010 (Unaudited)


ADR		— American Depository Receipt

(a)		— Non-income producing security.
(b)		— Investment in affiliate. Money market fund registered under the Investment Company Act of 1940, as amended, and advised by J.P. Morgan Investment Management Inc.
(c)		— Security, or a portion of the security, has been delivered to a counterparty as part of a security lending transaction.
(g)		— Amount rounds to less than 0.1%.
(h)		— Amount rounds to less than one thousand (shares or dollars).


(j)		— All or a portion of these securities are segregated for short sales.
(l)		— The rate shown is the current yield as of December 31, 2010.
(m)		— All or a portion of this security is reserved and/or pledged with the custodian for current or potential holdings of futures, swaps, options, TBAs, when-issued securities, delayed delivery securities, reverse repurchase agreements, and forward foreign currency contracts.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	55

STATEMENTS OF ASSETS AND LIABILITIES

AS OF DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands, except per share amounts)


	Growth Advantage Fund		Mid Cap Core Fund			Mid Cap Equity Fund			Mid Cap Growth Fund
ASSETS:
Investments in non-affiliates, at value	$	772,256	$	3,112		$	432,536		$	1,609,305
Investments in affiliates, at value		74,838		27			49,596			73,227

Total investment securities, at value		847,094		3,139			482,132			1,682,532
Receivables:
Investment securities sold		1,652		—			1,179			7,567
Fund shares sold		8,655		—			2,545			2,382
Interest and dividends		402		2			351			549
Securities lending income		3		—			2			11
Due from Advisor		—		23			—			—
Prepaid expenses and other assets		2		74			1			3

Total Assets		857,808		3,238			486,210			1,693,044


LIABILITIES:
Payables:
Investment securities purchased		936		—			452			2,866
Collateral for securities lending program		57,248		—			31,684			46,631
Fund shares redeemed		386		—			328			2,002
Accrued liabilities:
Investment advisory fees		422		—			141			893
Administration fees		59		—			21			69
Shareholder servicing fees		131		1			—	(a)		172
Distribution fees		43		—	(a)		1			173
Custodian and accounting fees		18		2			16			37
Trustees’ and Chief Compliance Officer’s fees		—		—	(a)		—			—
Audit fees		25		4			25			33
Printing and mailing fees		55		3			16			209
Other		45		—			23			794

Total Liabilities		59,368		10			32,707			53,879

Net Assets	$	798,440	$	3,228		$	453,503		$	1,639,165

SEE NOTES TO FINANCIAL STATEMENTS.



56	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Growth Advantage Fund			Mid Cap Core Fund			Mid Cap Equity Fund			Mid Cap Growth Fund
NET ASSETS:
Paid in capital	$	675,231		$	3,052		$	382,963		$	1,334,670
Accumulated undistributed (distributions in excess of) net investment income		(660	)		—	(a)		673			(1,266	)
Accumulated net realized gains (losses)		(86,728	)		7			(48,356	)		(162,900	)
Net unrealized appreciation (depreciation)		210,597			169			118,223			468,661

Total Net Assets	$	798,440		$	3,228		$	453,503		$	1,639,165


NET ASSETS:
Class A	$	151,726		$	84		$	2,014		$	668,713
Class B		3,262			—			—			22,221
Class C		16,527			53			260			27,441
Class R2		—			53			—			83
Class R5		132,551			53			—			—
Select Class		494,374			2,985			451,229			920,707

Total	$	798,440		$	3,228		$	453,503		$	1,639,165


Outstanding units of beneficial interest (shares) ($0.0001 par value; unlimited number of shares authorized):
Class A		17,408			5			69			31,121
Class B		402			—			—			1,314
Class C		2,037			3			9			1,421
Class R2		—			3			—			4
Class R5		14,971			3			—			—
Select Class		56,063			188			15,457			40,044

Net Asset Value:
Class A — Redemption price per share	$	8.72		$	15.88		$	29.14		$	21.49
Class B — Offering price per share (b)		8.11			—			—			16.91
Class C — Offering price per share (b)		8.11			15.88			29.06			19.31
Class R2 — Offering and redemption price per share		—			15.88			—			22.83
Class R5 — Offering and redemption price per share		8.85			15.88			—			—
Select Class — Offering and redemption price per share		8.82			15.88			29.19			22.99
Class A maximum sales charge		5.25	%		5.25	%		5.25	%		5.25	%
Class A maximum public offering price per share [net asset value per share/(100% — maximum sales charge)]	$	9.20		$	16.76		$	30.75		$	22.68


Cost of investments in non-affiliates	$	561,659		$	2,943		$	314,313		$	1,140,644
Cost of investments in affiliates		74,838			27			49,596			73,227
Value of securities on loan		55,855			—			30,914			45,275

(a)	Amount rounds to less than $1,000.

(b)	Redemption price for Class B and Class C Shares varies based upon length of time the shares are held.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	57

STATEMENTS OF ASSETS AND LIABILITIES

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

(Amounts in thousands, except per share amounts)


	Mid Cap Value Fund		Multi-Cap Market Neutral Fund		Value Advantage Fund
ASSETS:
Investments in non-affiliates, at value	$	6,067,298	$	534,499	$	775,418
Investments in affiliates, at value		308,315		43,490		46,536

Total investment securities, at value		6,375,613		577,989		821,954
Cash		—		98		—
Deposits at broker for securities sold short		—		543,439		—
Receivables:
Investment securities sold		4,721		1,222		—
Fund shares sold		13,815		449		6,682
Interest and dividends		7,781		309		1,431
Securities lending income		44		—		—

Total Assets		6,401,974		1,123,506		830,067


LIABILITIES:
Payables:
Securities sold short, at value		—		541,710		—
Dividends for securities sold short		—		406		—
Investment securities purchased		2,154		—		12,124
Interest expense for securities sold short		—		7		—
Collateral for securities lending program		60,214		—		—
Fund shares redeemed		10,358		237		902
Accrued liabilities:
Investment advisory fees		3,110		517		424
Administration fees		89		35		12
Shareholder servicing fees		766		8		115
Distribution fees		713		43		123
Custodian and accounting fees		118		20		17
Trustees’ and Chief Compliance Officer’s fees		1		5		3
Other		1,412		104		195

Total Liabilities		78,935		543,092		13,915

Net Assets	$	6,323,039	$	580,414	$	816,152

SEE NOTES TO FINANCIAL STATEMENTS.



58	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Mid Cap Value Fund			Multi-Cap Market Neutral Fund			Value Advantage Fund
NET ASSETS:
Paid in capital	$	5,541,800		$	644,536		$	756,324
Accumulated undistributed (distributions in excess of) net investment income		34,134			(4,875	)		(1,029	)
Accumulated net realized gains (losses)		(608,268	)		(120,736	)		(75,447	)
Net unrealized appreciation (depreciation)		1,355,373			61,489			136,304

Total Net Assets	$	6,323,039		$	580,414		$	816,152


Net Assets:
Class A	$	2,000,247		$	88,914		$	212,939
Class B		103,330			5,680			—
Class C		360,224			30,174			128,297
Class R2		3,507			—			—
Institutional Class		2,528,410			—			257,665
Select Class		1,327,321			455,646			217,251

Total	$	6,323,039		$	580,414		$	816,152


Outstanding units of beneficial interest (shares) ($0.0001 par value; unlimited number of shares authorized):
Class A		86,477			9,281			11,706
Class B		4,578			612			—
Class C		15,939			3,246			7,057
Class R2		154			—			—
Institutional Class		107,705			—			14,169
Select Class		56,961			47,119			11,930

Net Asset Value:
Class A — Redemption price per share	$	23.13		$	9.58		$	18.19
Class B — Offering price per share (a)		22.57			9.28			—
Class C — Offering price per share (a)		22.60			9.30			18.18
Class R2 — Offering and redemption price per share		22.70			—			—
Institutional Class — Offering and redemption price per share		23.48			—			18.18
Select Class — Offering and redemption price per share		23.30			9.67			18.21
Class A maximum sales charge		5.25	%		5.25	%		5.25	%
Class A maximum public offering price per share [net asset value per share/(100% — maximum sales charge)]	$	24.41		$	10.11		$	19.20


Cost of investments in non-affiliates	$	4,711,925		$	427,535		$	639,114
Cost of investments in affiliates		308,315			43,490			46,536
Value of securities on loan		58,621			—			—
Proceeds from securities sold short		—			496,235			—

(a)	Redemption price for Class B and Class C Shares varies based upon length of time the shares are held.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	59

STATEMENTS OF OPERATIONS

FOR THE PERIOD ENDED DECEMBER 31, 2010 (Unaudited)

(Amounts in thousands)


	Growth Advantage Fund			Mid Cap Core Fund (b)			Mid Cap Equity Fund			Mid Cap Growth Fund
INVESTMENT INCOME:
Dividend income from non-affiliates	$	3,447		$	4		$	2,942		$	6,432
Interest income from affiliates		—	(a)		—	(a)		—			—
Dividend income from affiliates		5			—	(a)		8			19
Income from securities lending (net)		143			—			49			239

Total investment income		3,595			4			2,999			6,690


EXPENSES:
Investment advisory fees		2,555			2			1,224			4,781
Administration fees		360			—	(a)		172			673
Distribution fees:
Class A		155			—	(a)		2			767
Class B		12			—			—			80
Class C		54			—	(a)		—	(a)		95
Class R2		—			—	(a)		—			—	(a)
Shareholder servicing fees:
Class A		155			—	(a)		2			767
Class B		4			—			—			27
Class C		18			—	(a)		—	(a)		32
Class R2		—			—	(a)		—			—	(a)
Class R5		26			—	(a)		—			—
Select Class		676			1			468			1,013
Custodian and accounting fees		29			2			16			46
Interest expense to affiliates		1			—			—			—
Professional fees		24			16			21			26
Trustees’ and Chief Compliance Officer’s fees		3			—	(a)		2			9
Printing and mailing costs		32			3			6			69
Registration and filing fees		38			3			65			137
Transfer agent fees		110			1			241			817
Other		28			—	(a)		7			17

Total expenses		4,280			28			2,226			9,356

Less amounts waived		(38	)		(2	)		(545	)		(1,482	)
Less earnings credits		—	(a)		—	(a)		—	(a)		—	(a)
Less expense reimbursements		—			(23	)		—			—

Net expenses		4,242			3			1,681			7,874

Net investment income (loss)		(647	)		1			1,318			(1,184	)

REALIZED/UNREALIZED GAINS (LOSSES):
Net realized gain (loss) on transactions from investments in non-affiliates		48,546			7			1,207			84,539
Change in net unrealized appreciation (depreciation) of investments in non-affiliates		148,947			169			86,952			316,166

Net realized/unrealized gains (losses)		197,493			176			88,159			400,705

Change in net assets resulting from operations	$	196,846		$	177		$	89,477		$	399,521

(a)	Amount rounds to less than $1,000.

(b)	Commencement of operations was November 30, 2010.

SEE NOTES TO FINANCIAL STATEMENTS.



60	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Mid Cap Value Fund			Multi-Cap Market Neutral Fund			Value Advantage Fund
INVESTMENT INCOME:
Interest income from non-affiliates	$	—		$	105		$	—
Dividend income from non-affiliates		63,179			3,945			7,883
Interest income from affiliates		—			—	(a)		—
Dividend income from affiliates		94			35			18
Income from securities lending (net)		219			—			—

Total investment income		63,492			4,085			7,901


EXPENSES:
Investment advisory fees		18,350			3,555			1,943
Administration fees		2,582			260			273
Distribution fees:
Class A		2,318			118			219
Class B		377			26			—
Class C		1,255			132			441
Class R2		6			—			—
Shareholder servicing fees:
Class A		2,318			118			219
Class B		126			9			—
Class C		419			44			147
Class R2		3			—			—
Institutional Class		1,079			—			98
Select Class		1,494			541			136
Custodian and accounting fees		169			27			25
Professional fees		57			27			29
Trustees’ and Chief Compliance Officer’s fees		31			—	(a)		3
Printing and mailing costs		383			37			23
Registration and filing fees		141			30			34
Transfer agent fees		3,301			175			173
Other		111			7			9
Dividend expense on securities sold short		—			4,790			—
Interest expense on securities sold short		—			290			—

Total expenses		34,520			10,186			3,772

Less amounts waived		(5,358	)		(1,263	)		(392	)
Less earnings credits		—	(a)		—	(a)		—	(a)

Net expenses		29,162			8,923			3,380

Net investment income (loss)		34,330			(4,838	)		4,521


REALIZED/UNREALIZED GAINS (LOSSES):
Net realized gain (loss) on transactions from:
Investments in non-affiliates		46,452			40,628			15,348
Securities sold short		—			(29,993	)		—

Net realized gain (loss)		46,452			10,635			15,348

Change in net unrealized appreciation (depreciation) of:
Investments in non-affiliates		1,099,738			90,930			94,772
Securities sold short		—			(104,042	)		—

Change in net unrealized appreciation (depreciation)		1,099,738			(13,112	)		94,772

Net realized/unrealized gains (losses)		1,146,190			(2,477	)		110,120

Change in net assets resulting from operations	$	1,180,520		$	(7,315	)	$	114,641

(a)	Amount rounds to less than $1,000.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	61

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED

(Amounts in thousands)


	Growth Advantage Fund						Mid Cap Core Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Period Ended 12/31/2010 (a) (Unaudited)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS:
Net investment income (loss)	$	(647	)	$	(1,459	)	$	1
Net realized gain (loss)		48,546			52,894			7
Change in net unrealized appreciation (depreciation)		148,947			38,819			169

Change in net assets resulting from operations		196,846			90,254			177


DISTRIBUTIONS TO SHAREHOLDERS:
Class R5
From net investment income		—			—			—	(b)
Select Class
From net investment income		—			—			(1	)

Total distributions to shareholders		—			—			(1	)


CAPITAL TRANSACTIONS:
Change in net assets from capital transactions		(197,531	)		136,769			3,052


NET ASSETS:
Change in net assets		(685	)		227,023			3,228
Beginning of period		799,125			572,102			—

End of period	$	798,440		$	799,125		$	3,228

Accumulated undistributed (distributions in excess of) net investment income	$	(660	)	$	(13	)	$	—	(b)

(a)	Commencement of operations was November 30, 2010.

(b)	Amount rounds to less than $1,000.

SEE NOTES TO FINANCIAL STATEMENTS.



62	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Mid Cap Equity Fund						Mid Cap Growth Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS:
Net investment income (loss)	$	1,318		$	1,933		$	(1,184	)	$	(5,412	)
Net realized gain (loss)		1,207			9,383			84,539			107,222
Change in net unrealized appreciation (depreciation)		86,952			26,548			316,166			131,041

Change in net assets resulting from operations		89,477			37,864			399,521			232,851


DISTRIBUTIONS TO SHAREHOLDERS:
Class A
From net investment income		(1	)		(1	)		—			—
Class C
From net investment income		—			—	(a)		—			—
Select Class
From net investment income		(454	)		(1,929	)		—			—

Total distributions to shareholders		(455	)		(1,930	)		—			—


CAPITAL TRANSACTIONS:
Change in net assets from capital transactions		(100,456	)		233,218			(50,598	)		(149,860	)


NET ASSETS:
Change in net assets		(11,434	)		269,152			348,923			82,991
Beginning of period		464,937			195,785			1,290,242			1,207,251

End of period	$	453,503		$	464,937		$	1,639,165		$	1,290,242

Accumulated undistributed (distributions in excess of) net investment income	$	673		$	(190	)	$	(1,266	)	$	(82	)

(a)	Amount rounds to less than $1,000.

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	63

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED (continued)

(Amounts in thousands)


	Mid Cap Value Fund						Multi-Cap Market Neutral Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS:
Net investment income (loss)	$	34,330		$	62,503		$	(4,838	)	$	(9,582	)
Net realized gain (loss)		46,452			23,325			10,635			43,479
Change in net unrealized appreciation (depreciation)		1,099,738			936,527			(13,112	)		(63,292	)

Change in net assets resulting from operations		1,180,520			1,022,355			(7,315	)		(29,395	)


DISTRIBUTIONS TO SHAREHOLDERS:
Class A
From net investment income		(15,422	)		—			—			—
Class B
From net investment income		(167	)		—			—			—
Class C
From net investment income		(1,171	)		—			—			—
Class R2
From net investment income		(36	)		—			—			—
Institutional Class
From net investment income		(29,944	)		(1,669	)		—			—
Select Class
From net investment income		(13,423	)		(279	)		—			—

Total distributions to shareholders		(60,163	)		(1,948	)		—			—


CAPITAL TRANSACTIONS:
Change in net assets from capital transactions		113,952			(131,054	)		12,182			(65,653	)


NET ASSETS:
Change in net assets		1,234,309			889,353			4,867			(95,048	)
Beginning of period		5,088,730			4,199,377			575,547			670,595

End of period	$	6,323,039		$	5,088,730		$	580,414		$	575,547

Accumulated undistributed (distributions in excess of) net investment income	$	34,134		$	59,967		$	(4,875	)	$	(37	)

SEE NOTES TO FINANCIAL STATEMENTS.



64	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Value Advantage Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS:
Net investment income (loss)	$	4,521		$	6,916
Net realized gain (loss)		15,348			(10,567	)
Change in net unrealized appreciation (depreciation)		94,772			96,114

Change in net assets resulting from operations		114,641			92,463


DISTRIBUTIONS TO SHAREHOLDERS:
Class A
From net investment income		(1,878	)		(1,905	)
Class C
From net investment income		(513	)		(889	)
Institutional Class
From net investment income		(3,215	)		(1,840	)
Select Class
From net investment income		(2,578	)		(995	)

Total distributions to shareholders		(8,184	)		(5,629	)


CAPITAL TRANSACTIONS:
Change in net assets from capital transactions		223,709			66,865


NET ASSETS:
Change in net assets		330,166			153,699
Beginning of period		485,986			332,287

End of period	$	816,152		$	485,986

Accumulated undistributed (distributions in excess of) net investment income	$	(1,029	)	$	2,634

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	65

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED (continued)

(Amounts in thousands)


	Growth Advantage Fund						Mid Cap Core Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Period Ended 12/31/2010 (a) (Unaudited)
CAPITAL TRANSACTIONS:
Class A
Proceeds from shares issued	$	37,855		$	55,364		$	81
Dividends and distributions reinvested		—			—			—	(b)
Cost of shares redeemed		(19,043	)		(36,207	)		—

Change in net assets from Class A capital transactions	$	18,812		$	19,157		$	81

Class B
Proceeds from shares issued	$	67		$	520		$	—
Cost of shares redeemed		(677	)		(1,277	)		—

Change in net assets from Class B capital transactions	$	(610	)	$	(757	)	$	—

Class C
Proceeds from shares issued	$	2,451		$	5,617		$	50
Cost of shares redeemed		(2,306	)		(3,392	)		—

Change in net assets from Class C capital transactions	$	145		$	2,225		$	50

Class R2
Proceeds from shares issued	$	—		$	—		$	50

Change in net assets from Class R2 capital transactions	$	—		$	—		$	50

Class R5
Proceeds from shares issued	$	29,627		$	27,290		$	50
Dividends and distributions reinvested		—			—			—	(b)
Cost of shares redeemed		(209	)		(3,562	)		—

Change in net assets from Class R5 capital transactions	$	29,418		$	23,728		$	50

Select Class
Proceeds from shares issued	$	68,875		$	324,548		$	2,820
Dividends and distributions reinvested		—			—			1
Cost of shares redeemed		(314,171	)		(232,132	)		—

Change in net assets from Select Class capital transactions	$	(245,296	)	$	92,416		$	2,821

Total change in net assets from capital transactions	$	(197,531	)	$	136,769		$	3,052

SEE NOTES TO FINANCIAL STATEMENTS.



66	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Growth Advantage Fund						Mid Cap Core Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Period Ended 12/31/2010 (a) (Unaudited)
SHARE TRANSACTIONS:
Class A
Issued		4,834			7,959			5
Reinvested		—			—			—	(b)
Redeemed		(2,483	)		(5,122	)		—

Change in Class A Shares		2,351			2,837			5

Class B
Issued		8			83			—
Redeemed		(93	)		(196	)		—

Change in Class B Shares		(85	)		(113	)		—

Class C
Issued		327			868			3
Redeemed		(320	)		(524	)		—

Change in Class C Shares		7			344			3

Class R2
Issued		—			—			3

Change in Class R2 Shares		—			—			3

Class R5
Issued		3,799			3,874			3
Reinvested		—			—			—	(b)
Redeemed		(27	)		(480	)		—

Change in Class R5 Shares		3,772			3,394			3

Select Class
Issued		8,616			46,815			188
Reinvested		—			—			—	(b)
Redeemed		(41,030	)		(32,808	)		—

Change in Select Class Shares		(32,414	)		14,007			188

(a)	Commencement of operations was November 30, 2010.

(b)	Amount rounds to less than 1,000 (shares or dollars).

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	67

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED (continued)

(Amounts in thousands)


	Mid Cap Equity Fund						Mid Cap Growth Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CAPITAL TRANSACTIONS:
Class A (b)
Proceeds from shares issued	$	830		$	1,597		$	29,284		$	103,096
Dividends and distributions reinvested		1			1			—			—
Cost of shares redeemed		(622	)		(95	)		(86,463	)		(167,798	)

Change in net assets from Class A capital transactions	$	209		$	1,503		$	(57,179	)	$	(64,702	)

Class B
Proceeds from shares issued	$	—		$	—		$	439		$	1,165
Cost of shares redeemed		—			—			(4,842	)		(16,165	)

Change in net assets from Class B capital transactions	$	—		$	—		$	(4,403	)	$	(15,000	)

Class C (b)
Proceeds from shares issued	$	178		$	66		$	1,250		$	2,193
Dividends and distributions reinvested		—			—	(a)		—			—
Cost of shares redeemed		(13	)		(3	)		(4,007	)		(9,337	)

Change in net assets from Class C capital transactions	$	165		$	63		$	(2,757	)	$	(7,144	)

Class R2
Proceeds from shares issued	$	—		$	—		$	—		$	—	(a)
Cost of shares redeemed		—			—			—			(32	)

Change in net assets from Class R2 capital transactions	$	—		$	—		$	—		$	(32	)

Select Class
Proceeds from shares issued	$	101,165		$	316,115		$	122,168		$	155,494
Dividends and distributions reinvested		101			305			—			—
Cost of shares redeemed		(202,096	)		(84,768	)		(108,427	)		(218,476	)

Change in net assets from Select Class capital transactions	$	(100,830	)	$	231,652		$	13,741		$	(62,982	)

Total change in net assets from capital transactions	$	(100,456	)	$	233,218		$	(50,598	)	$	(149,860	)


SHARE TRANSACTIONS:
Class A (b)
Issued		32			65			1,545			6,323
Reinvested		—	(a)		—	(a)		—			—
Redeemed		(24	)		(4	)		(4,680	)		(10,091	)

Change in Class A Shares		8			61			(3,135	)		(3,768	)

Class B
Issued		—			—			28			93
Reinvested		—			—			—			—
Redeemed		—			—			(334	)		(1,235	)

Change in Class B Shares		—			—			(306	)		(1,142	)

Class C (b)
Issued		7			3			70			146
Reinvested		—			—	(a)		—			—	(a)
Redeemed		(1	)		—	(a)		(237	)		(627	)

Change in Class C Shares		6			3			(167	)		(481	)

Class R2
Issued		—			—			—			—	(a)
Redeemed		—			—			—			(2	)

Change in Class R2 Shares		—			—			—			(2	)

Select Class
Issued		3,862			13,451			6,189			8,781
Reinvested		4			13			—			—
Redeemed		(8,589	)		(3,604	)		(5,412	)		(12,859	)

Change in Select Class Shares		(4,723	)		9,860			777			(4,078	)

(a)	Amount rounds to less than 1,000 (shares or dollars).

(b)	Commencement of offering of class of shares effective November 2, 2009 for Mid Cap Equity Fund.

SEE NOTES TO FINANCIAL STATEMENTS.



68	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Mid Cap Value Fund						Multi-Cap Market Neutral Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CAPITAL TRANSACTIONS:
Class A
Proceeds from shares issued	$	148,873		$	286,766		$	15,738		$	64,504
Dividends and distributions reinvested		14,615			—			—			—
Cost of shares redeemed		(239,025	)		(562,984	)		(20,163	)		(33,398	)

Change in net assets from Class A capital transactions	$	(75,537	)	$	(276,218	)	$	(4,425	)	$	31,106

Class B
Proceeds from shares issued	$	372		$	1,155		$	21		$	84
Dividends and distributions reinvested		148			—			—			—
Cost of shares redeemed		(14,640	)		(37,583	)		(2,086	)		(4,436	)

Change in net assets from Class B capital transactions	$	(14,120	)	$	(36,428	)	$	(2,065	)	$	(4,352	)

Class C
Proceeds from shares issued	$	14,967		$	24,188		$	762		$	4,139
Dividends and distributions reinvested		873			—			—			—
Cost of shares redeemed		(32,741	)		(83,767	)		(9,650	)		(23,169	)

Change in net assets from Class C capital transactions	$	(16,901	)	$	(59,579	)	$	(8,888	)	$	(19,030	)

Class R2
Proceeds from shares issued	$	1,772		$	2,331		$	—		$	—
Dividends and distributions reinvested		28			—			—			—
Cost of shares redeemed		(178	)		(1,209	)		—			—

Change in net assets from Class R2 capital transactions	$	1,622		$	1,122		$	—		$	—

Institutional Class
Proceeds from shares issued	$	391,977		$	527,453		$	—		$	—
Dividends and distributions reinvested		22,919			1,318			—			—
Cost of shares redeemed		(224,573	)		(435,724	)		—			—
Redemptions in-kind (See Note 9)		—			47,173			—			—

Change in net assets from Institutional Class capital transactions	$	190,323		$	140,220		$	—		$	—

Select Class
Proceeds from shares issued	$	187,301		$	468,382		$	78,196		$	153,988
Dividends and distributions reinvested		9,285			167			—			—
Cost of shares redeemed		(168,021	)		(368,720	)		(50,636	)		(227,365	)

Change in net assets from Select Class capital transactions	$	28,565		$	99,829		$	27,560		$	(73,377	)

Total change in net assets from capital transactions	$	113,952		$	(131,054	)	$	12,182		$	(65,653	)

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	69

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE PERIODS INDICATED (continued)

(Amounts in thousands)


	Mid Cap Value Fund						Multi-Cap Market Neutral Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010			Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
SHARE TRANSACTIONS:
Class A
Issued		7,041			15,310			1,623			6,429
Reinvested		636			—			—			—
Redeemed		(11,416	)		(30,094	)		(2,080	)		(3,339	)

Change in Class A Shares		(3,739	)		(14,784	)		(457	)		3,090

Class B
Issued		18			66			2			8
Reinvested		7			—			—			—
Redeemed		(722	)		(2,050	)		(221	)		(453	)

Change in Class B Shares		(697	)		(1,984	)		(219	)		(445	)

Class C
Issued		720			1,313			81			423
Reinvested		39			—	(a)		—			—
Redeemed		(1,608	)		(4,607	)		(1,024	)		(2,368	)

Change in Class C Shares		(849	)		(3,294	)		(943	)		(1,945	)

Class R2
Issued		85			121			—			—
Reinvested		1			—			—			—
Redeemed		(9	)		(64	)		—			—

Change in Class R2 Shares		77			57			—			—

Institutional Class
Issued		17,786			27,515			—			—
Reinvested		984			69			—			—
Redeemed		(10,630	)		(22,644	)		—			—
Redemptions in-kind (See Note 9)		—			2,355			—			—

Change in Institutional Class Shares		8,140			7,295			—			—

Select Class
Issued		8,799			25,058			8,009			15,269
Reinvested		401			9			—			—
Redeemed		(7,893	)		(19,421	)		(5,182	)		(22,446	)

Change in Select Class Shares		1,307			5,646			2,827			(7,177	)

(a)	Amount rounds to less than 1,000.

SEE NOTES TO FINANCIAL STATEMENTS.



70	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Value Advantage Fund
	Six Months Ended 12/31/2010 (Unaudited)			Year Ended 6/30/2010
CAPITAL TRANSACTIONS:
Class A
Proceeds from shares issued	$	59,561		$	72,764
Dividends and distributions reinvested		1,727			1,731
Cost of shares redeemed		(29,400	)		(67,947	)

Change in net assets from Class A capital transactions	$	31,888		$	6,548

Class C
Proceeds from shares issued	$	10,964		$	17,785
Dividends and distributions reinvested		413			717
Cost of shares redeemed		(12,387	)		(33,293	)

Change in net assets from Class C capital transactions	$	(1,010	)	$	(14,791	)

Institutional Class
Proceeds from shares issued	$	70,015		$	76,158
Dividends and distributions reinvested		2,906			1,753
Cost of shares redeemed		(6,317	)		(9,427	)

Change in net assets from Institutional Class capital transactions	$	66,604		$	68,484

Select Class
Proceeds from shares issued	$	136,689		$	28,225
Dividends and distributions reinvested		1,855			411
Cost of shares redeemed		(12,317	)		(22,012	)

Change in net assets from Select Class capital transactions	$	126,227		$	6,624

Total change in net assets from capital transactions	$	223,709		$	66,865

SHARE TRANSACTIONS:
Class A
Issued		3,536			4,748
Reinvested		96			114
Redeemed		(1,786	)		(4,392	)

Change in Class A Shares		1,846			470

Class C
Issued		656			1,153
Reinvested		23			47
Redeemed		(750	)		(2,236	)

Change in Class C Shares		(71	)		(1,036	)

Institutional Class
Issued		4,102			4,877
Reinvested		162			115
Redeemed		(366	)		(619	)

Change in Institutional Class Shares		3,898			4,373

Select Class
Issued		7,896			1,827
Reinvested		103			27
Redeemed		(733	)		(1,427	)

Change in Select Class Shares		7,266			427

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	71

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net asset value, end of period		Total return (excludes sales charge) (b)(c)
Growth Advantage Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	6.76	$	(0.01	)(e)	$	1.97		$	1.96		$	8.72		28.99	%
Year Ended June 30, 2010		5.88		(0.03	)(e)		0.91			0.88			6.76		14.97
Year Ended June 30, 2009		8.14		(0.03	)(e)		(2.23	)		(2.26	)		5.88		(27.76	)
Year Ended June 30, 2008		8.18		(0.05	)(e)		0.01			(0.04	)		8.14		(0.49	)
Year Ended June 30, 2007		6.63		(0.05	)(e)		1.60			1.55			8.18		23.38
January 1, 2006 through June 30, 2006(g)		6.35		(0.01	)(e)		0.29			0.28			6.63		4.41
Year Ended December 31, 2005		5.74		(0.05	)(e)		0.66			0.61			6.35		10.63

Class B
Six Months Ended December 31, 2010 (Unaudited)		6.31		(0.03	)(e)		1.83			1.80			8.11		28.53
Year Ended June 30, 2010		5.51		(0.06	)(e)		0.86			0.80			6.31		14.52
Year Ended June 30, 2009		7.67		(0.06	)(e)		(2.10	)		(2.16	)		5.51		(28.16	)
Year Ended June 30, 2008		7.76		(0.09	)(e)		—	(h)		(0.09	)		7.67		(1.16	)
Year Ended June 30, 2007		6.33		(0.10	)(e)		1.53			1.43			7.76		22.59
January 1, 2006 through June 30, 2006 (g)		6.08		(0.03	)(e)		0.28			0.25			6.33		4.11
Year Ended December 31, 2005		5.54		(0.09	)(e)		0.63			0.54			6.08		9.75

Class C
Six Months Ended December 31, 2010 (Unaudited)		6.31		(0.03	)(e)		1.83			1.80			8.11		28.53
Year Ended June 30, 2010		5.52		(0.06	)(e)		0.85			0.79			6.31		14.31
Year Ended June 30, 2009		7.68		(0.06	)(e)		(2.10	)		(2.16	)		5.52		(28.13	)
Year Ended June 30, 2008		7.76		(0.09	)(e)		0.01			(0.08	)		7.68		(1.03	)
Year Ended June 30, 2007		6.34		(0.11	)(e)		1.53			1.42			7.76		22.40
May 1, 2006 (i) through June 30, 2006 (g)		6.80		(0.04	)(e)		(0.42	)		(0.46	)		6.34		(6.76	)

Class R5
Six Months Ended December 31, 2010 (Unaudited)		6.86		—	(e)(h)		1.99			1.99			8.85		29.01
Year Ended June 30, 2010		5.93		—	(e)(h)		0.93			0.93			6.86		15.68
January 8, 2009(i) through June 30, 2009		5.37		—	(e)(h)		0.56			0.56			5.93		10.43

Select Class
Six Months Ended December 31, 2010 (Unaudited)		6.83		(0.01	)(e)		2.00			1.99			8.82		29.14
Year Ended June 30, 2010		5.93		(0.01	)(e)		0.91			0.90			6.83		15.18
Year Ended June 30, 2009		8.18		(0.01	)(e)		(2.24	)		(2.25	)		5.93		(27.51	)
Year Ended June 30, 2008		8.20		(0.03	)(e)		0.01			(0.02	)		8.18		(0.24	)
Year Ended June 30, 2007		6.64		(0.04	)(e)		1.60			1.56			8.20		23.49
May 1, 2006 (i) through June 30, 2006 (g)		7.11		(0.01	)(e)		(0.46	)		(0.47	)		6.64		(6.61	)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Calculated based upon average shares outstanding.

(f)	Includes interest expense of 0.01%.

(g)	The Fund changed its fiscal year end from December 31 to June 30.

(h)	Amount rounds to less than $0.01.

(i)	Commencement of offering of class of shares.

SEE NOTES TO FINANCIAL STATEMENTS.



72	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
		Ratios to average net assets(a)
Net assets, end of period (000’s)		Net expenses (d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)


$	151,726		1.26	%		(0.32	)%		1.31	%		46	%
	101,814		1.31			(0.41	)		1.31			102
	71,841		1.35			(0.48	)		1.42			119
	70,546		1.34			(0.58	)		1.47			118
	49,782		1.36	(f)		(0.71	)		1.66			159
	71,538		1.35			(0.37	)		1.90			81
	54,737		1.35			(0.81	)		1.75			140


	3,262		1.76			(0.84	)		1.80			46
	3,070		1.81			(0.91	)		1.81			102
	3,304		1.87			(1.02	)		1.92			119
	4,340		1.91			(1.16	)		1.94			118
	1,501		2.06	(f)		(1.43	)		2.17			159
	1,230		2.05			(1.02	)		2.40			81
	1,359		2.05			(1.51	)		2.24			140


	16,527		1.76			(0.83	)		1.80			46
	12,811		1.81			(0.91	)		1.81			102
	9,300		1.87			(1.02	)		1.91			119
	14,499		1.88			(1.16	)		1.89			118
	251		2.07	(f)		(1.49	)		2.18			159
	14		2.05			(1.32	)		2.37			81


	132,551		0.85			0.10			0.86			46
	76,767		0.86			0.05			0.86			102
	46,312		0.90			(0.08	)		1.06			119


	494,374		1.05			(0.16	)		1.06			46
	604,663		1.06			(0.16	)		1.06			102
	441,345		1.10			(0.24	)		1.17			119
	399,777		1.09			(0.41	)		1.12			118
	10,985		1.11	(f)		(0.50	)		1.45			159
	14		1.10			(0.37	)		1.61			81

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	73

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations							Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments		Total from investment operations		Net investment income			Net asset value, end of period		Total return (excludes sales charge) (b)(c)

Mid Cap Core Fund
Class A
November 30, 2010(e) through December 31, 2010 (Unaudited)	$	15.00	$	—	(f)	$	0.88	$	0.88	$	—	(g)	$	15.88		5.90	%

Class C
November 30, 2010(e) through December 31, 2010 (Unaudited)		15.00		—	(f)		0.88		0.88		—			15.88		5.87

Class R2
November 30, 2010(e) through December 31, 2010 (Unaudited)		15.00		—	(f)		0.88		0.88		—			15.88		5.87

Class R5
November 30, 2010(e) through December 31, 2010 (Unaudited)		15.00		0.01	(f)		0.88		0.89		(0.01	)		15.88		5.92

Select Class
November 30, 2010(e) through December 31, 2010 (Unaudited)		15.00		0.01	(f)		0.88		0.89		(0.01	)		15.88		5.91

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Commencement of operations.

(f)	Calculated based upon average shares outstanding.

(g)	Amount rounds to less than $0.01.

(h)	Ratios are disproportionate between classes due to the size of net assets and fixed expenses.

SEE NOTES TO FINANCIAL STATEMENTS.



74	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
		Ratios to average net assets (a)
Net assets, end of period (000’s)		Net expenses (d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)



$	84		1.25	%		0.16	%		9.67	%(h)		3	%


	53		1.75			(0.32	)		10.99	(h)		3	%


	53		1.50			(0.07	)		10.74	(h)		3	%


	53		0.80			0.63			10.04	(h)		3	%


	2,985		1.00			0.43			10.23	(h)		3	%

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	75

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations									Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net investment income			Net realized gain			Total distributions

Mid Cap Equity Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	22.95	$	0.05	(h)	$	6.16		$	6.21		$	(0.02	)	$	—		$	(0.02	)
November 2, 2009 (e) through June 30, 2010		21.55		0.05			1.41			1.46			(0.06	)		—			(0.06	)

Class C
Six Months Ended December 31, 2010 (Unaudited)		22.93		(0.02	)(h)		6.15			6.13			—			—			—
November 2, 2009 (e) through June 30, 2010		21.55		(0.03	)		1.41			1.38			—	(f)		—			—	(f)

Select Class
Six Months Ended December 31, 2010 (Unaudited)		22.97		0.09	(h)		6.16			6.25			(0.03	)		—			(0.03	)
Year Ended June 30, 2010		18.97		0.12			4.00			4.12			(0.12	)		—			(0.12	)
Year Ended June 30, 2009		28.63		0.18			(8.37	)		(8.19	)		(0.17	)		(1.30	)		(1.47	)
Year Ended June 30, 2008		37.93		0.11			(2.80	)		(2.69	)		(0.11	)		(6.50	)		(6.61	)
Year Ended June 30, 2007		34.51		0.12			6.13			6.25			(0.10	)		(2.73	)		(2.83	)
January 1, 2006 through June 30, 2006 (g)		32.87		0.14	(h)		1.64			1.78			(0.14	)		—			(0.14	)
Year Ended December 31, 2005		33.30		0.10	(h)		3.09			3.19			(0.09	)		(3.53	)		(3.62	)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Commencement of offering of class of shares.

(f)	Amount rounds to less than $0.01.

(g)	The Fund changed its fiscal year end from December 31 to June 30.

(h)	Calculated based upon average shares outstanding.

SEE NOTES TO FINANCIAL STATEMENTS.



76	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
							Ratios to average net assets (a)
Net asset value, end of period		Total return (excludes sales charge) (b)(c)			Net assets, end of period (000’s)		Net expenses (d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)



	$29.14		27.05	%		$2,014		1.24	%		0.35	%		1.43	%		39	%
	22.95		6.77			1,394		1.24			0.30			1.44			56


	29.06		26.73			260		1.74			(0.14	)		1.93			39
	22.93		6.40			65		1.74			(0.23	)		1.92			56


	29.19		27.24			451,229		0.89			0.70			1.18			39
	22.97		21.72			463,478		0.89			0.55			1.17			56
	18.97		(28.02	)		195,785		0.90			0.94			1.20			107
	28.63		(8.19	)		189,589		0.91			0.32			1.12			79
	37.93		18.97			284,546		0.90			0.35			1.09			82
	34.51		5.42			298,104		0.90			0.85			1.08			41
	32.87		9.61			268,582		0.90			0.29			1.08			99

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	77

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations									Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net realized gain
Mid Cap Growth Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	16.35	$	(0.03	)(e)	$	5.17		$	5.14		$	—
Year Ended June 30, 2010		13.68		(0.09	)(e)		2.76			2.67			—
Year Ended June 30, 2009		20.46		(0.07	)(e)		(6.33	)f)		(6.40	)		(0.38	)
Year Ended June 30, 2008		24.89		(0.17	)(e)		(0.45	)		(0.62	)		(3.81	)
Year Ended June 30, 2007		24.85		(0.18	)(e)		4.41			4.23			(4.19	)
Year Ended June 30, 2006		23.99		(0.10	)		2.97			2.87			(2.01	)

Class B
Six Months Ended December 31, 2010 (Unaudited)		12.90		(0.06	)(e)		4.07			4.01			—
Year Ended June 30, 2010		10.85		(0.14	)(e)		2.19			2.05			—
Year Ended June 30, 2009		16.45		(0.13	)(e)		(5.09	)(f)		(5.22	)		(0.38	)
Year Ended June 30, 2008		20.88		(0.26	)(e)		(0.36	)		(0.62	)		(3.81	)
Year Ended June 30, 2007		21.59		(0.28	)(e)		3.76			3.48			(4.19	)
Year Ended June 30, 2006		21.21		(0.70	)		3.09			2.39			(2.01	)

Class C
Six Months Ended December 31, 2010 (Unaudited)		14.73		(0.07	)(e)		4.65			4.58			—
Year Ended June 30, 2010		12.39		(0.16	)(e)		2.50			2.34			—
Year Ended June 30, 2009		18.70		(0.15	)(e)		(5.78	)(f)		(5.93	)		(0.38	)
Year Ended June 30, 2008		23.21		(0.29	)(e)		(0.41	)		(0.70	)		(3.81	)
Year Ended June 30, 2007		23.57		(0.31	)(e)		4.14			3.83			(4.19	)
Year Ended June 30, 2006		22.98		(0.43	)		3.03			2.60			(2.01	)

Class R2
Six Months Ended December 31, 2010 (Unaudited)		17.38		(0.05	)(e)		5.50			5.45			—
Year Ended June 30, 2010		14.56		(0.12	)(e)		2.94			2.82			—
June 19, 2009 (h) through June 30, 2009		14.56		—	(e)(i)		—	(i)		—	(i)		—

Select Class
Six Months Ended December 31, 2010 (Unaudited)		17.47		—	(e)(i)		5.52			5.52			—
Year Ended June 30, 2010		14.57		(0.04	)(e)		2.94			2.90			—
Year Ended June 30, 2009		21.68		(0.03	)(e)		(6.70	)(f)		(6.73	)		(0.38	)
Year Ended June 30, 2008		26.10		(0.12	)(e)		(0.49	)		(0.61	)		(3.81	)
Year Ended June 30, 2007		25.81		(0.12	)(e)		4.60			4.48			(4.19	)
Year Ended June 30, 2006		24.78		0.10			2.94			3.04			(2.01	)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Calculated based upon average shares outstanding.

(f)	An affiliate of JPMorgan Chase & Co. reimbursed the Fund for losses incurred from an operational error. There was no impact to the total return and the net realized and unrealized gains (losses) on investments per share and the total return.

(g)	Includes a gain incurred resulting from a payment by affiliate. The effect was less than 0.01% on total return.

(h)	Commencement of offering of class of shares.

(i)	Amount rounds to less than $0.01.

(j)	Amount rounds to less than 0.01%.

SEE NOTES TO FINANCIAL STATEMENTS.



78	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
							Ratios to average net assets (a)
Net asset value, end of period		Total return (excludes sales charge) (b)(c)			Net assets, end of period (000’s)		Net expenses (d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)


$	21.49		31.44	%	$	668,713		1.22	%		(0.32	)%		1.39	%		39	%
	16.35		19.52			560,054		1.24			(0.53	)		1.42			82
	13.68		(30.97	)(f)		520,201		1.24			(0.48	)		1.56			96
	20.46		(3.22	)(g)		384,225		1.24			(0.75	)		1.39			95
	24.89		18.65			480,084		1.24			(0.73	)		1.36			119
	24.85		12.20			451,565		1.24			(0.42	)		1.41			112


	16.91		31.09			22,221		1.75			(0.85	)		1.89			39
	12.90		18.89			20,893		1.77			(1.07	)		1.92			82
	10.85		(31.35	)(f)		29,963		1.88			(1.14	)		2.03			96
	16.45		(3.90	)(g)		69,186		1.88			(1.38	)		1.89			95
	20.88		17.93			123,779		1.86			(1.35	)		1.86			119
	21.59		11.51			155,268		1.89			(1.07	)		1.91			112


	19.31		31.09			27,441		1.75			(0.85	)		1.89			39
	14.73		18.89			23,389		1.77			(1.06	)		1.92			82
	12.39		(31.38	)(f)		25,624		1.88			(1.13	)		2.04			96
	18.70		(3.85	)(g)		27,785		1.88			(1.38	)		1.89			95
	23.21		17.90			38,805		1.86			(1.35	)		1.86			119
	23.57		11.53			42,448		1.89			(1.07	)		1.91			112


	22.83		31.36			83		1.38			(0.47	)		1.64			39
	17.38		19.37			63		1.40			(0.69	)		1.67			82
	14.56		0.00			83		1.22			(0.31	)		1.94			96


	22.99		31.60			920,707		0.91			(0.00	)(j)		1.14			39
	17.47		19.90			685,843		0.93			(0.22	)		1.17			82
	14.57		(30.74	)(f)		631,380		0.98			(0.23	)		1.30			96
	21.68		(3.02	)(g)		539,292		0.99			(0.49	)		1.13			95
	26.10		18.95			740,208		0.99			(0.48	)		1.11			119
	25.81		12.51			769,574		0.99			(0.19	)		1.16			112

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	79

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations									Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net investment income			Net realized gain			Total distributions
Mid Cap Value Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	18.91	$	0.11	(e)	$	4.29		$	4.40		$	(0.18	)	$	—		$	(0.18	)
Year Ended June 30, 2010		15.24		0.19	(e)		3.48			3.67			—			—			—
Year Ended June 30, 2009		21.91		0.28	(e)		(5.92	)		(5.64	)		(0.34	)		(0.69	)		(1.03	)
Year Ended June 30, 2008		27.71		0.16			(3.78	)		(3.62	)		(0.12	)		(2.06	)		(2.18	)
Year Ended June 30, 2007		24.73		0.17			4.21			4.38			(0.25	)		(1.15	)		(1.40	)
January 1, 2006 through June 30, 2006(f)		23.28		0.14			1.31			1.45			—			—			—
Year Ended December 31, 2005		22.05		0.12	(e)		1.84			1.96			(0.12	)		(0.61	)		(0.73	)

Class B
Six Months Ended December 31, 2010 (Unaudited)		18.38		0.05	(e)		4.18			4.23			(0.04	)		—			(0.04	)
Year Ended June 30, 2010		14.89		0.10	(e)		3.39			3.49			—			—			—
Year Ended June 30, 2009		21.39		0.20	(e)		(5.79	)		(5.59	)		(0.22	)		(0.69	)		(0.91	)
Year Ended June 30, 2008		27.11		0.03			(3.69	)		(3.66	)		—			(2.06	)		(2.06	)
Year Ended June 30, 2007		24.21		0.05			4.12			4.17			(0.12	)		(1.15	)		(1.27	)
January 1, 2006 through June 30, 2006(f)		22.86		0.08			1.27			1.35			—			—			—
Year Ended December 31, 2005		21.66		—	(e)(g)		1.81			1.81			—			(0.61	)		(0.61	)

Class C
Six Months Ended December 31, 2010 (Unaudited)		18.44		0.05	(e)		4.18			4.23			(0.07	)		—			(0.07	)
Year Ended June 30, 2010		14.94		0.10	(e)		3.40			3.50			—			—			—
Year Ended June 30, 2009		21.45		0.20	(e)		(5.80	)		(5.60	)		(0.22	)		(0.69	)		(0.91	)
Year Ended June 30, 2008		27.17		0.04			(3.70	)		(3.66	)		—			(2.06	)		(2.06	)
Year Ended June 30, 2007		24.26		0.05			4.13			4.18			(0.12	)		(1.15	)		(1.27	)
January 1, 2006 through June 30, 2006 (f)		22.90		0.08			1.28			1.36			—			—			—
Year Ended December 31, 2005		21.70		—	(e)(g)		1.81			1.81			—	(g)		(0.61	)		(0.61	)

Class R2
Six Months Ended December 31, 2010 (Unaudited)		18.63		0.08	(e)		4.23			4.31			(0.24	)		—			(0.24	)
Year Ended June 30, 2010		15.06		0.15	(e)		3.42			3.57			—			—			—
November 3, 2008 (h) through June 30, 2009		16.34		0.20	(e)		(0.30	)		(0.10	)		(0.49	)		(0.69	)		(1.18	)

Institutional Class
Six Months Ended December 31, 2010 (Unaudited)		19.22		0.16	(e)		4.38			4.54			(0.28	)		—			(0.28	)
Year Ended June 30, 2010		15.43		0.29	(e)		3.52			3.81			(0.02	)		—			(0.02	)
Year Ended June 30, 2009		22.31		0.38	(e)		(6.06	)		(5.68	)		(0.51	)		(0.69	)		(1.20	)
Year Ended June 30, 2008		28.17		0.31			(3.85	)		(3.54	)		(0.26	)		(2.06	)		(2.32	)
Year Ended June 30, 2007		25.10		0.30			4.29			4.59			(0.37	)		(1.15	)		(1.52	)
January 1, 2006 through June 30, 2006 (f)		23.58		0.20			1.32			1.52			—			—			—
Year Ended December 31, 2005		22.30		0.24	(e)		1.86			2.10			(0.21	)		(0.61	)		(0.82	)

Select Class
Six Months Ended December 31, 2010 (Unaudited)		19.07		0.14	(e)		4.33			4.47			(0.24	)		—			(0.24	)
Year Ended June 30, 2010		15.34		0.24	(e)		3.49			3.73			—	(g)		—			—	(g)
Year Ended June 30, 2009		22.14		0.34	(e)		(6.01	)		(5.67	)		(0.44	)		(0.69	)		(1.13	)
Year Ended June 30, 2008		27.96		0.27			(3.85	)		(3.58	)		(0.18	)		(2.06	)		(2.24	)
Year Ended June 30, 2007		24.93		0.27			4.22			4.49			(0.31	)		(1.15	)		(1.46	)
January 1, 2006 through June 30, 2006 (f)		23.44		0.17			1.32			1.49			—			—			—
Year Ended December 31, 2005		22.18		0.18	(e)		1.85			2.03			(0.16	)		(0.61	)		(0.77	)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Calculated based upon average shares outstanding.

(f)	The Fund changed its fiscal year end from December 31 to June 30.

(g)	Amount rounds to less than $0.01.

(h)	Commencement of offering of class of shares.

SEE NOTES TO FINANCIAL STATEMENTS.



80	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


			Ratios/Supplemental data
								Ratios to average net assets (a)
Net asset value, end of period			Total return (excludes sales charge) (b)(c)			Net assets, end of period (000’s)		Net expenses(d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)


$	23.13			23.27	%	$	2,000,247		1.23	%		1.01	%		1.39	%		19	%
	18.91			24.08			1,705,572		1.23			1.04			1.40			34
	15.24			(25.49	)		1,600,044		1.25			1.71			1.42			47
	21.91			(13.70	)		2,661,377		1.25			0.66			1.42			31
	27.71			18.21			3,822,632		1.25			0.71			1.35			45
	24.73			6.23			3,001,515		1.25			1.15			1.39			20
	23.28			8.87			2,822,767		1.25			0.54			1.39			45


	22.57			23.00			103,330		1.74			0.50			1.89			19
	18.38			23.44			96,966		1.74			0.53			1.90			34
	14.89			(25.89	)		108,114		1.75			1.21			1.92			47
	21.39			(14.14	)		163,091		1.75			0.15			1.92			31
	27.11			17.65			237,745		1.75			0.20			1.85			45
	24.21			5.91			229,998		1.75			0.64			1.89			20
	22.86			8.36			233,396		1.77			(0.01	)		1.89			45


	22.60			22.96			360,224		1.74			0.50			1.89			19
	18.44			23.43			309,513		1.74			0.53			1.90			34
	14.94			(25.88	)		299,956		1.75			1.20			1.92			47
	21.45			(14.11	)		523,722		1.75			0.14			1.92			31
	27.17	��		17.64			818,261		1.75			0.20			1.85			45
	24.26			5.94			790,689		1.75			0.64			1.89			20
	22.90			8.34			822,366		1.76			0.01			1.89			45


	22.70			23.14			3,507		1.49			0.75			1.64			19
	18.63			23.71			1,441		1.49			0.77			1.65			34
	15.06			(0.24	)		294		1.50			2.12			1.69			47


	23.48			23.65			2,528,410		0.74			1.50			0.99			19
	19.22			24.68			1,913,930		0.74			1.52			1.00			34
	15.43			(25.15	)		1,424,004		0.75			2.26			1.02			47
	22.31			(13.25	)		1,777,057		0.75			1.16			1.02			31
	28.17			18.82			2,566,230		0.75			1.21			0.95			45
	25.10			6.45			2,009,351		0.75			1.65			0.99			20
	23.58			9.42			1,915,393		0.75			1.02			0.98			45


	23.30			23.45			1,327,321		0.98			1.27			1.14			19
	19.07			24.35			1,061,308		0.98			1.29			1.15			34
	15.34			(25.31	)		766,965		1.00			2.09			1.18			47
	22.14			(13.46	)		721,777		1.00			0.90			1.16			31
	27.96			18.49			1,183,839		1.00			0.95			1.10			45
	24.93			6.36			1,255,960		1.00			1.40			1.14			20
	23.44			9.16			1,222,881		1.00			0.80			1.13			45

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	81

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations									Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net investment income			Net realized gain			Return of capital			Total distributions			Redemption fees
Multi-Cap Market Neutral Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	9.71	$	(0.09	)(f)	$	(0.04	)	$	(0.13	)	$	—		$	—		$	—		$	—		$	—
Year Ended June 30, 2010		10.21		(0.17	)(f)		(0.33	)		(0.50	)		—			—			—			—			—
Year Ended June 30, 2009		10.23		(0.08	)(f)		0.06			(0.02	)		—			—			—			—			—
Year Ended June 30, 2008		11.24		0.28	(f)		(0.74	)		(0.46	)		(0.54	)		—			(0.01	)		(0.55	)		—
Year Ended June 30, 2007		10.98		0.37			0.20			0.57			(0.31	)		—			—			(0.31	)		—
Year Ended June 30, 2006		10.93		0.26			0.28			0.54			(0.17	)		(0.32	)		—			(0.49	)		—	(g)

Class B
Six Months Ended December 31, 2010 (Unaudited)		9.44		(0.13	)(f)		(0.03	)		(0.16	)		—			—			—			—			—
Year Ended June 30, 2010		10.01		(0.23	)(f)		(0.34	)		(0.57	)		—			—			—			—			—
Year Ended June 30, 2009		10.10		(0.15	)(f)		0.06			(0.09	)		—			—			—			—			—
Year Ended June 30, 2008		11.07		0.17	(f)		(0.70	)		(0.53	)		(0.43	)		—			(0.01	)		(0.44	)		—
Year Ended June 30, 2007		10.80		0.29			0.20			0.49			(0.22	)		—			—			(0.22	)		—
Year Ended June 30, 2006		10.76		0.17			0.28			0.45			(0.09	)		(0.32	)		—			(0.41	)		—	(g)

Class C
Six Months Ended December 31, 2010 (Unaudited)		9.46		(0.12	)(f)		(0.04	)		(0.16	)		—			—			—			—			—
Year Ended June 30, 2010		10.02		(0.23	)(f)		(0.33	)		(0.56	)		—			—			—			—			—
Year Ended June 30, 2009		10.12		(0.15	)(f)		0.05			(0.10	)		—			—			—			—			—
Year Ended June 30, 2008		11.07		0.19	(f)		(0.71	)		(0.52	)		(0.42	)		—			(0.01	)		(0.43	)		—
Year Ended June 30, 2007		10.80		0.29			0.20			0.49			(0.22	)		—			—			(0.22	)		—
Year Ended June 30, 2006		10.77		0.17			0.27			0.44			(0.09	)		(0.32	)		—			(0.41	)		—	(g)

Select Class
Six Months Ended December 31, 2010 (Unaudited)		9.79		(0.08	)(f)		(0.04	)		(0.12	)		—			—			—			—			—
Year Ended June 30, 2010		10.27		(0.14	)(f)		(0.34	)		(0.48	)		—			—			—			—			—
Year Ended June 30, 2009		10.27		(0.05	)(f)		0.05			—	(g)		—			—			—			—			—
Year Ended June 30, 2008		11.31		0.30	(f)		(0.73	)		(0.43	)		(0.60	)		—			(0.01	)		(0.61	)		—
Year Ended June 30, 2007		11.04		0.36			0.25			0.61			(0.34	)		—			—			(0.34	)		—
Year Ended June 30, 2006		10.99		0.24			0.32			0.56			(0.19	)		(0.32	)		—			(0.51	)		—	(g)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	The Fund commenced on June 30, 2009 presenting portfolio turnover in two ways, one including short sales and the other excluding short sales. For periods prior to June 30, 2009, the Fund’s portfolio turnover calculation excluded short sales.

(f)	Calculated based upon average shares outstanding.

(g)	Amount rounds to less than $0.01.

SEE NOTES TO FINANCIAL STATEMENTS.



82	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
		Ratios to average net assets(a)
Net asset value, end of period		Total return (excludes sales charge) (b)(c)			Net assets, end of period (000’s)		Net expenses (including dividend and interest expense for securities sold short)(d)			Net expenses (excluding dividend and interest expense for securities sold short)(d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits (including dividend and interest expense for securities sold short)			Expenses without waivers, reimbursements and earnings credits (excluding dividend and interest expense for securities sold short)			Portfolio turnover rate (excluding short sales) (b)(e)			Portfolio turnover rate (including short sales) (b)(e)


$	9.58		(1.34	)%	$	88,914		3.27	%		1.49	%		(1.83	)%		3.73	%		1.95	%		78	%		177	%
	9.71		(4.90	)		94,549		2.94			1.49			(1.65	)		3.39			1.94			146			348
	10.21		(0.20	)		67,884		2.84			1.50			(0.79	)		3.29			1.95			175			350
	10.23		(4.00	)		77,838		2.52			1.51			2.62			2.94			1.93			116			—
	11.24		5.27			204,059		2.69			1.50			3.32			3.10			1.91			96			—
	10.98		5.14			190,855		2.60			1.50			2.38			3.02			1.92			121			—


	9.28		(1.69	)		5,680		4.06			2.24			(2.65	)		4.27			2.45			78			177	%
	9.44		(5.69	)		7,849		3.69			2.24			(2.39	)		3.89			2.44			146			348
	10.01		(0.89	)		12,766		3.59			2.25			(1.55	)		3.79			2.45			175			350
	10.10		(4.77	)		16,402		3.28			2.26			1.66			3.45			2.43			116			—
	11.07		4.56			24,974		3.44			2.25			2.60			3.60			2.41			96			—
	10.80		4.33			28,129		3.35			2.25			1.63			3.52			2.42			121			—


	9.30		(1.69	)		30,174		4.04			2.24			(2.63	)		4.26			2.45			78			177	%
	9.46		(5.59	)		39,610		3.70			2.24			(2.39	)		3.89			2.44			146			348
	10.02		(0.99	)		61,467		3.59			2.25			(1.54	)		3.79			2.45			175			350
	10.12		(4.71	)		90,603		3.28			2.26			1.79			3.45			2.43			116			—
	11.07		4.56			187,546		3.44			2.25			2.60			3.60			2.41			96			—
	10.80		4.25			200,403		3.35			2.25			1.61			3.52			2.42			121			—


	9.67		(1.23	)		455,646		3.02			1.24			(1.58	)		3.48			1.70			78			177	%
	9.79		(4.67	)		433,539		2.70			1.24			(1.39	)		3.15			1.69			146			348
	10.27		0.00			528,478		2.59			1.25			(0.45	)		3.04			1.70			175			350
	10.27		(3.73	)		933,631		2.27			1.25			2.79			2.69			1.67			116			—
	11.31		5.59			1,852,145		2.44			1.25			3.55			2.85			1.66			96			—
	11.04		5.36			1,457,434		2.35			1.25			2.71			2.77			1.67			121			—

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	83

FINANCIAL HIGHLIGHTS

FOR THE PERIODS INDICATED


	Per share operating performance
			Investment operations									Distributions
	Net asset value, beginning of period		Net investment income (loss)			Net realized and unrealized gains (losses) on investments			Total from investment operations			Net investment income			Net realized gain			Total distributions

Value Advantage Fund
Class A
Six Months Ended December 31, 2010 (Unaudited)	$	15.22	$	0.12	(e)	$	3.02		$	3.14		$	(0.17	)	$	—		$	(0.17	)
Year Ended June 30, 2010		12.01		0.23	(e)		3.17			3.40			(0.19	)		—			(0.19	)
Year Ended June 30, 2009		16.38		0.30	(e)		(4.40	)		(4.10	)		(0.20	)		(0.07	)		(0.27	)
Year Ended June 30, 2008		20.45		0.35			(3.19	)		(2.84	)		(0.24	)		(0.99	)		(1.23	)
Year Ended June 30, 2007		17.17		0.26	(e)		3.42			3.68			(0.12	)		(0.28	)		(0.40	)
January 1, 2006 through June 30, 2006(f)		15.88		0.10	(e)		1.19			1.29			—			—			—
February 28, 2005 (g) through December 31, 2005		15.00		0.13	(e)		0.99			1.12			(0.06	)		(0.18	)		(0.24	)

Class C
Six Months Ended December 31, 2010 (Unaudited)		15.17		0.07	(e)		3.01			3.08			(0.07	)		—			(0.07	)
Year Ended June 30, 2010		11.97		0.15	(e)		3.17			3.32			(0.12	)		—			(0.12	)
Year Ended June 30, 2009		16.25		0.23	(e)		(4.34	)		(4.11	)		(0.10	)		(0.07	)		(0.17	)
Year Ended June 30, 2008		20.31		0.26			(3.18	)		(2.92	)		(0.15	)		(0.99	)		(1.14	)
Year Ended June 30, 2007		17.10		0.17	(e)		3.38			3.55			(0.06	)		(0.28	)		(0.34	)
January 1, 2006 through June 30, 2006(f)		15.85		0.05	(e)		1.20			1.25			—			—			—
February 28, 2005 (g) through December 31, 2005		15.00		0.06	(e)		1.00			1.06			(0.03	)		(0.18	)		(0.21	)

Institutional Class
Six Months Ended December 31, 2010 (Unaudited)		15.24		0.16	(e)		3.02			3.18			(0.24	)		—			(0.24	)
Year Ended June 30, 2010		12.01		0.31	(e)		3.18			3.49			(0.26	)		—			(0.26	)
Year Ended June 30, 2009		16.40		0.37	(e)		(4.42	)		(4.05	)		(0.27	)		(0.07	)		(0.34	)
Year Ended June 30, 2008		20.47		0.44			(3.19	)		(2.75	)		(0.33	)		(0.99	)		(1.32	)
Year Ended June 30, 2007		17.16		0.39	(e)		3.38			3.77			(0.18	)		(0.28	)		(0.46	)
January 1, 2006 through June 30, 2006(f)		15.83		0.25	(e)		1.08			1.33			—			—			—
February 28, 2005 (g) through December 31, 2005		15.00		0.11	(e)		0.99			1.10			(0.09	)		(0.18	)		(0.27	)

Select Class
Six Months Ended December 31, 2010 (Unaudited)		15.27		0.14	(e)		3.02			3.16			(0.22	)		—			(0.22	)
Year Ended June 30, 2010		12.04		0.27	(e)		3.19			3.46			(0.23	)		—			(0.23	)
Year Ended June 30, 2009		16.44		0.34	(e)		(4.42	)		(4.08	)		(0.25	)		(0.07	)		(0.32	)
Year Ended June 30, 2008		20.52		0.37			(3.17	)		(2.80	)		(0.29	)		(0.99	)		(1.28	)
Year Ended June 30, 2007		17.22		0.31	(e)		3.43			3.74			(0.16	)		(0.28	)		(0.44	)
January 1, 2006 through June 30, 2006(f)		15.91		0.12	(e)		1.19			1.31			—			—			—
February 28, 2005 (g) through December 31, 2005		15.00		0.15	(e)		1.01			1.16			(0.07	)		(0.18	)		(0.25	)

(a)	Annualized for periods less than one year.

(b)	Not annualized for periods less than one year.

(c)

(d)	Includes earnings credits and interest expense, each of which is less than 0.01%, if applicable or unless otherwise noted.

(e)	Calculated based upon average shares outstanding.

(f)	The Fund changed its fiscal year end from December 31 to June 30.

(g)	Commencement of operations.

SEE NOTES TO FINANCIAL STATEMENTS.



84	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


		Ratios/Supplemental data
							Ratios to average net assets (a)
Net asset value, end of period		Total return (excludes sales charge) (b)(c)			Net assets, end of period (000’s)		Net expenses (d)			Net investment income (loss)			Expenses without waivers, reimbursements and earnings credits			Portfolio turnover rate (b)



$	18.19		20.61	%	$	212,939		1.24	%		1.39	%		1.34	%		15	%
	15.22		28.35			150,081		1.24			1.52			1.38			45
	12.01		(24.82	)		112,739		1.25			2.45			1.50			70
	16.38		(14.42	)		152,696		1.25			1.87			1.43			103
	20.45		21.58			201,151		1.25			1.36			1.41			77
	17.17		8.12			77,691		1.25			1.16			1.67			55
	15.88		7.46			45,163		1.25			1.02			1.82			90


	18.18		20.33			128,297		1.74			0.89			1.84			15
	15.17		27.72			108,165		1.74			1.01			1.88			45
	11.97		(25.19	)		97,723		1.75			1.86			1.99			70
	16.25		(14.86	)		182,093		1.75			1.36			1.93			103
	20.31		20.93			247,794		1.75			0.87			1.91			77
	17.10		7.89			83,777		1.75			0.64			2.17			55
	15.85		7.03			55,875		1.75			0.47			2.39			90


	18.18		20.88			257,665		0.74			1.90			0.94			15
	15.24		29.03			156,531		0.74			2.04			0.98			45
	12.01		(24.41	)		70,825		0.75			3.11			1.15			70
	16.40		(13.97	)		19,872		0.75			2.37			1.03			103
	20.47		22.16			24,710		0.75			1.97			1.00			77
	17.16		8.40			773		0.75			3.03			1.25			55
	15.83		7.32			20		0.75			0.87			3.01			90


	18.21		20.71			217,251		0.99			1.68			1.09			15
	15.27		28.70			71,209		0.99			1.77			1.13			45
	12.04		(24.62	)		51,000		1.00			2.75			1.25			70
	16.44		(14.19	)		49,262		1.00			2.18			1.18			103
	20.52		21.89			36,884		1.00			1.62			1.16			77
	17.22		8.23			5,275		1.00			1.42			1.42			55
	15.91		7.71			3,107		1.00			1.14			1.87			90

SEE NOTES TO FINANCIAL STATEMENTS.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	85

NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2010 (Unaudited)

1. Organization

JPMorgan Trust I (“JPM I”) and JPMorgan Trust II (“JPM II”) were formed on November 12, 2004, as Delaware statutory trusts, pursuant to Declarations of Trusts dated November 5, 2004 and are registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as open-end management investment companies.

J.P. Morgan Mutual Fund Investment Trust (“JPMMFIT”), an open-end management investment company, was organized as a Massachusetts business trust on September 23, 1997.

J.P. Morgan Fleming Mutual Fund Group, Inc. (“JPMFMFG”), an open-end management investment company, was organized as a Maryland corporation on August 19, 1997.

The following are 7 separate funds of the Trusts (collectively, the “Funds”) covered by this report:


	Classes Offered	Trust	Diversified/Non-Diversified
Growth Advantage Fund	Class A, Class B, Class C, Class R5 and Select Class	JPMM FIT	Diversified
Mid Cap Core Fund	Class A, Class C, Class R2, Class R5 and Select Class	JPM I	Diversified
Mid Cap Equity Fund	Class A, Class C, and Select Class	JPM I	Diversified
Mid Cap Growth Fund	Class A, Class B, Class C, Class R2, and Select Class	JPM II	Diversified
Mid Cap Value Fund	Class A, Class B, Class C, Class R2, Institutional Class and Select Class	JPMFMFG	Diversified
Multi-Cap Market Neutral Fund	Class A, Class B, Class C, and Select Class	JPM II	Diversified
Value Advantage Fund	Class A, Class C, Institutional Class and Select Class	JPM I	Diversified

Class A and Class C Shares commenced operations on November 2, 2009 for the Mid Cap Equity Fund.

The Mid Cap Core Fund commenced operations on November 30, 2010.

Effective November 1, 2009, Class B Shares of the Growth Advantage Fund, Mid Cap Growth Fund, Mid Cap Value Fund and Multi-Cap Market Neutral Fund may not be purchased or acquired by new or existing shareholders, except through exchanges from Class B of another J.P. Morgan Fund and dividend reinvestments. Shareholders who have invested in Class B Shares prior to November 1, 2009 may continue to hold their Class B shares until they automatically convert to Class A Shares.

Class A Shares generally provide for a front-end sales charge while Class B and Class C Shares provide for a contingent deferred sales charge (“CDSC”). Class B Shares automatically convert to Class A Shares after eight years. No sales charges are assessed with respect to the Class R2, Class R5, Select Class and Institutional Class Shares. All classes of shares have equal rights as to earnings, assets and voting privileges except that each class may bear different distribution and shareholder servicing fees and each class has exclusive voting rights with respect to its distribution plan and shareholder servicing agreements. Certain Class A Shares, for which front-end sales charges have been waived, may be subject to a CDSC as described in the Funds’ prospectus.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Trusts in the preparation of their financial statements. The policies are in accordance with accounting principles generally accepted in the United States of America. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates.

A. Valuation of Investments — Equity securities listed on a North American, Central American, South American or Caribbean securities exchange shall generally be valued at the last sale price on the exchange on which the security is principally traded that is reported before the time when the net assets of the Funds are valued. The value of securities listed on The NASDAQ Stock Market LLC shall generally be the NASDAQ Official Closing Price. Fixed income securities (other than certain short-term investments maturing in less than 61 days) are valued each day based on readily available market quotations received from third party broker-dealers of comparable securities or independent or affiliated pricing services approved by the Board of Trustees. Such pricing services and broker-dealers will generally provide bid-side quotations. Generally, short-term investments of sufficient credit quality maturing in less than 61 days are valued at amortized cost, which approximates market value. Certain investments of the Funds may, depending upon market conditions, trade in relatively thin markets and/or in markets that experience significant volatility. As a result of these conditions, the prices used by the Funds to value securities may differ from the value that would be realized if these securities were sold, and the differences could be material. Futures and options shall generally be valued on the basis of available market quotations. Swaps and other derivatives are valued daily, primarily using independent or affiliated pricing services approved by the Board of Trustees. If valuations are not available from such services or values received are deemed not representative of market value, values will be obtained from a third party broker-dealer or counterparty. Investments in other open-end investment companies are valued at such investment company’s current day closing net asset value per share.

Securities or other assets for which market quotations are not readily available or for which market quotations do not represent the value at the time of pricing (including certain illiquid securities) are fair valued in accordance with procedures established by and under the supervision and responsibility of the Board of Trustees. It is possible that the estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and such differences could be material. Trading in securities on most foreign exchanges and



86	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

over-the-counter markets is normally completed before the close of the domestic market and may also take place on days when the domestic market is closed. In accordance with procedures adopted by the Board of Trustees, the Funds apply fair value pricing on equity securities on a daily basis except for North American, Central American, South American and Caribbean equity securities held in their portfolios by utilizing the quotations of an independent pricing service, unless a Fund’s advisor determines that use of another valuation methodology is appropriate. The pricing service uses statistical analyses and quantitative models to adjust local market prices using factors such as subsequent movement and changes in the prices of indices, securities and exchange rates in other markets, in determining fair value as of the time a Fund calculates its net asset values.

Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

The various inputs that are used in determining the fair value of the Funds’ investments are summarized into the three broad levels listed below:

Level 1 — quoted prices in active markets for identical securities

Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

Level 3 — significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments)

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following tables represent each valuation input by sector as presented on the Schedules of Portfolio Investments (“SOIs”) (amounts in thousands):

Growth Advantage Fund


	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	847,094	$	—	$	—	$	847,094


Mid Cap Core Fund
	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	3,139	$	—	$	—	$	3,139


Mid Cap Equity Fund
	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	482,132	$	—	$	—	$	482,132


Mid Cap Growth Fund
	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	1,682,532	$	—	$	—	$	1,682,532


Mid Cap Value Fund
	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	6,375,613	$	—	$	—	$	6,375,613


Multi-Cap Market Neutral Fund
	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities #	$	577,989	$	—	$	—	$	577,989

Liabilities in Securities Sold Short #	$	541,710	$	—	$	—	$	541,710



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	87

NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

Value Advantage Fund


	Level 1 Quoted prices		Level 2 Other significant observable inputs		Level 3 Significant unobservable inputs		Total
Total Investments in Securities ##	$	815,428	$	6,526	$	—	$	821,954

#	All portfolio holdings designated as Level 1 are disclosed individually in the SOI. Please refer to the SOI for industry specifics of the portfolio holdings.

##	Portfolio holdings designated as Level 1 and Level 2 are disclosed individually in the SOI. Level 2 consists of an ADR. Please refer to the SOI for industry specifics of the portfolio holdings.

There were no transfers between Levels 1 and 2 during the period ended December 31, 2010.

B. Short Sales — The Multi-Cap Market Neutral Fund engages in short sales as part of its normal investment activities. In a short sale, the Fund sells securities it does not own. In order to deliver securities to the purchaser, the Fund borrows securities from a broker. To close out a short position, the Fund must purchase the same securities at the current market price and deliver them to the broker.

The Fund is required to pledge cash or securities to the broker as collateral for the securities sold short. Collateral requirements are calculated daily based on the current market value of the short positions. Cash collateral deposited with the broker is recorded as an asset on the Statements of Assets and Liabilities. Securities segregated as collateral are denoted in the SOI. The Fund may receive or pay the net of the following amounts: (i) a portion of the income from the investment of cash collateral (ii) the broker’s fee on the borrowed securities (calculated daily based upon the market value of each borrowed security and a variable rate that is dependent on availability of the security) and (iii) a financing charge for the difference in the market value of the short position and cash collateral deposited with the broker. The net income or fee amount is included as interest income or interest expense on securities sold short, respectively, in the Statements of Operations.

The Fund is obligated to pay the broker dividends declared on short positions when a position is open on record date. Dividends on short positions are recorded on the Statements of Operations as dividend expense on ex-dividend date.

Liabilities for securities sold short are reported at market value on the Statements of Assets and Liabilities and the change in market value is recorded as unrealized gain or loss on the Statements of Operations. Short sale transactions may result in unlimited losses as the short position loses value and the securities’ price increases. There is no upward limit on the price a borrowed security could attain. The Fund is also subject to risk of loss if the broker were to fail to perform its obligations under the contractual terms.

The Fund will record a realized loss if the price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund will record a realized gain if the price of the security declines between those dates.

As of December 31, 2010, the Fund had outstanding short sales as listed on its SOI.

C. Securities Lending — Each Fund (except Mid Cap Core Fund, Multi-Cap Market Neutral Fund and Value Advantage Fund) may lend securities to brokers approved by J.P. Morgan Investment Management Inc. (“JPMIM” or the “Advisor”) in order to generate additional income. Goldman Sachs Bank USA (“GS Bank”) serves as lending agent for the Growth Advantage Fund and Mid Cap Equity Fund. JPMorgan Chase Bank, N.A. (“JPMCB”) serves as lending agent for Mid Cap Growth Fund and Mid Cap Value Fund. Securities loaned are collateralized by cash, which is invested in Capital Shares of the JPMorgan Prime Money Market Fund. Upon termination of a loan, the Funds are required to return to the borrower the posted cash collateral. Loans are subject to termination by the Funds or the borrower at any time.

Securities lending income is comprised of income earned on cash collateral investments (“Collateral Investments”), net of a rebate received from or paid to borrowers for use of cash collateral and lending agent fees. This amount is recorded as Income from securities lending (net) on the Statements of Operations. The Funds also receive payments from the borrower during the period of the loan, equivalent to dividends and interest earned on the securities loaned, which are recorded as Dividend or Interest income, respectively, on the Statements of Operations.

For the period ended December 31, 2010, the Funds earned the following amounts from the investment of cash collateral, prior to rebates or fees, from an investment in an affiliated fund as described below (amounts in thousands).


Growth Advantage Fund	$	99
Mid Cap Equity Fund		40
Mid Cap Growth Fund		45
Mid Cap Value Fund		66

Under the securities lending agreement with GS Bank, at the inception of a loan, securities are exchanged for cash collateral equal to at least 102% of the value of loaned U.S. securities plus accrued interest. The securities lending agreement with GS Bank requires that the loaned securities be marked to market on a daily basis and additional cash collateral is requested from borrowers when the cash received from borrowers becomes less than 102% of the value of loaned securities. Under the securities lending agreement with JPMCB, at the inception of a loan, securities are exchanged for cash collateral equal to at least 102% of the value of loaned U.S. dollar-denominated securities, plus accrued interest, and 105% of the value of



88	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

loaned non-dollar-denominated securities, plus accrued interest. The securities lending agreement with JPMCB requires that the loaned securities be marked to market on a daily basis and additional cash collateral is requested from borrowers when the cash received from borrowers becomes less than 102% and 105% of the value of loaned U.S. dollar denominated and non-dollar denominated securities, respectively, subject to certain de minimis guidelines.

The value of the cash collateral received is recorded as a liability on the Statements of Assets and Liabilities and details of Collateral Investments are disclosed in the SOI. At December 31, 2010, the value of outstanding securities on loan and the value of Collateral Investments were as follows (amount in thousands):


	Value of Securities on Loan		Cash Collateral Posted by Borrower		Total Value of Collateral Investments
Growth Advantage Fund	$	55,855	$	57,248	$	57,248
Mid Cap Equity Fund		30,914		31,684		31,684
Mid Cap Growth Fund		45,275		46,631		46,631
Mid Cap Value Fund		58,621		60,214		60,214

The Funds bear the risk of loss associated with the Collateral Investments and are not entitled to additional collateral from the borrower to cover any such losses. To the extent that the value of the Collateral Investments decline below the amount owed to a borrower, a Fund may incur losses that exceed the amount it earned on lending the security. Upon termination of a loan, a Fund may use leverage (borrow money) to repay the borrower for cash collateral posted, if the Advisor does not believe that it is prudent to sell the Collateral Investments to fund the payment of this liability.

Securities lending also involves counterparty risks, including the risk that the loaned securities may not be returned in a timely manner or at all. Subject to certain conditions, GS Bank and JPMCB each have agreed to indemnify the Funds from losses resulting from a borrower’s failure to return a loaned security.

JPMIM waived fees associated with the Funds’ investment in JPMorgan Prime Money Market Fund as follows (amounts in thousands).


Growth Advantage Fund	$	51
Mid Cap Equity Fund		21
Mid Cap Growth Fund		24
Mid Cap Value Fund		36

These amounts offset the administration fees and shareholder servicing fees incurred by JPMorgan Prime Money Market Fund related to the Funds’ investment in such fund. A portion of the waiver is voluntary.

Under the Securities Lending Agreement, JPMCB is entitled to a fee paid monthly in arrears equal to: (i) 0.03% of the average dollar value of the loans of U.S. dollar-denominated securities outstanding during a given month; and (ii) 0.09% of the average dollar value of loans of non-dollar-denominated securities outstanding during a given month.

The Funds incurred lending agent fees to JPMCB as follows for the period ended December 31, 2010 (amounts in thousands):


	Lending Agent Fees Incurred
Mid Cap Growth Fund	$	8
Mid Cap Value Fund		12

D. Offering and Organization Costs — Offering costs (Registration and filing fees) paid in connection with the offering of shares of the Mid Cap Core Fund are amortized on a straight line basis over 12 months from the date the Fund commenced operations. Costs paid in connection with the organization of the Fund were recorded as an expense at the time they commenced operations and are included as part of Professional fees on the Statements of Operations.

E. Security Transactions and Investment Income — Investment transactions are accounted for on the trade date (the date the order to buy or sell is executed). Securities gains and losses are calculated on a specifically identified cost basis. Interest income is determined on the basis of coupon interest accrued using the effective interest method adjusted for amortization of premiums and accretion of discounts. Dividend income and expense on securities sold short less foreign taxes withheld, if any, are recorded on the ex-dividend date or when a Fund first learns of the dividend.

The Funds record distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Funds adjust the estimated amounts of components of distributions (and consequently their net investment income) as necessary once the issuers provide information about the actual composition of the distributions.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	89

NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

F. Allocation of Income and Expenses — In calculating the net asset value per share of each class, investment income, realized and unrealized gains and losses and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Expenses directly attributable to a fund are charged directly to that fund while the expenses attributable to more than one fund of the Trusts are allocated among the respective funds. Each class of shares bears its pro-rata portion of expenses attributable to its Fund, except that each class separately bears expenses related specifically to that class, such as distribution and shareholder servicing fees.

G. Federal Income Taxes — Each Fund is treated as a separate taxable entity for Federal income tax purposes. Each Fund’s policy is to comply with the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies and to distribute to shareholders all of its distributable net investment income and net realized gain on investments. Accordingly, no provision for Federal income tax is necessary. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits or losses will significantly change in the next twelve months. However, the Funds’ conclusions may be subject to future review based on changes in, or the interpretation of, the accounting standards or tax laws and regulations. Each of the Funds’ Federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

H. Dividends and Distributions to Shareholders — Dividends from net investment income are generally declared and paid annually, except for the Mid Cap Equity, Mid Cap Growth and Multi-Cap Market Neutral Funds, which are declared and paid quarterly. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share rates are due to differences in separate class expenses. Net realized capital gains, if any, are distributed by each Fund at least annually. The amount of dividends and distributions from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. To the extent these “book/tax” differences are permanent in nature (i.e., that they result from other than timing of recognition — “temporary differences”), such amounts are reclassified within the capital accounts based on their Federal tax-basis treatment.

3. Fees and Other Transactions with Affiliates

A. Investment Advisory Fee — Pursuant to the Investment Advisory Agreement, JPMIM acts as the investment advisor to the Funds. JPMIM is a wholly-owned subsidiary of JPMorgan Asset Management Holdings Inc., which is a wholly-owned subsidiary of JPMorgan Chase & Co. (“JPMorgan”). JPMIM supervises the investments of each respective Fund and for such services is paid a fee. The fee is accrued daily and paid monthly based on each Fund’s respective average daily net assets. The annual fee rate for each Fund is as follows:


Growth Advantage Fund	0.65	%
Mid Cap Core Fund	0.65
Mid Cap Equity Fund	0.65
Mid Cap Growth Fund	0.65
Mid Cap Value Fund	0.65
Multi-Cap Market Neutral Fund	1.25
Value Advantage Fund	0.65

The Advisor waived Investment Advisory fees and/or reimbursed expenses as outlined in Note 3.F.

B. Administration Fee — Pursuant to an Administration Agreement, JPMorgan Funds Management, Inc. (the “Administrator”), an indirect, wholly-owned subsidiary of JPMorgan, provides certain administration services to the Funds. In consideration of these services, the Administrator receives a fee computed daily and paid monthly at the annual rate of 0.15% of the first $25 billion of the average daily net assets of all funds in the J.P. Morgan Funds Complex (excluding certain funds of funds and money market funds) and 0.075% of the average daily net assets in excess of $25 billion of all such funds. For the period ended December 31, 2010, the annualized effective rate was 0.09% of each Fund’s average daily net assets.

The Administrator waived Administration fees as outlined in Note 3.F.

J.P. Morgan Investor Services, Co. (“JPMIS”), an indirect, wholly-owned subsidiary of JPMorgan, serves as the Funds’ Sub-administrator (the “Sub-administrator”). For its services as Sub-administrator, JPMIS receives a portion of the fees payable to the Administrator.

C. Distribution Fees — Pursuant to a Distribution Agreement, JPMorgan Distribution Services, Inc. (“the Distributor”), a wholly-owned subsidiary of JPMorgan, serves as the Trusts’ exclusive underwriter and promotes and arranges for the sale of each Fund’s shares.

The Board of Trustees has adopted a Distribution Plan (the “Distribution Plan”) for Class A, Class B, Class C and Class R2 Shares of the Funds in accordance with Rule 12b-1 under the 1940 Act. The Distribution Plan provides that each Fund shall pay distribution fees, including payments to the Distributor, at annual rates of the average daily net assets as shown in the table below:


	Class A			Class B			Class C			Class R2
Growth Advantage Fund		0.25	%		0.75	%		0.75	%		n/a
Mid Cap Core Fund		0.25			n/a			0.75			0.50	%
Mid Cap Equity Fund		0.25			n/a			0.75			n/a
Mid Cap Growth Fund		0.25			0.75			0.75			0.50
Mid Cap Value Fund		0.25			0.75			0.75			0.50
Multi-Cap Market Neutral Fund		0.25			0.75			0.75			n/a
Value Advantage Fund		0.25			n/a			0.75			n/a



90	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

In addition, the Distributor is entitled to receive the front-end sales charges from purchases of Class A Shares and the CDSC from redemptions of Class B and Class C Shares and certain Class A Shares for which front-end sales charges have been waived. For the period ended December 31, 2010, the Distributor retained the following amounts (in thousands):


	Front-End Sales Charge		CDSC
Growth Advantage Fund	$	7	$	7
Mid Cap Equity Fund		1		—	(a)
Mid Cap Growth Fund		5		8
Mid Cap Value Fund		29		28
Multi-Cap Market Neutral Fund		1		5
Value Advantage Fund		13		3

(a)	Amount rounds to less than $1,000.

D. Shareholder Servicing Fees — The Trusts, on behalf of the Funds, have entered into Shareholder Servicing Agreements with the Distributor under which the Distributor provides certain support services to the shareholders. For performing these services, the Distributor receives a fee that is computed daily and paid monthly equal to a percentage of the average daily net assets as shown in the table below:


	Class A			Class B			Class C			Class R2			Class R5			Institutional Class			Select Class
Growth Advantage Fund		0.25	%		0.25	%		0.25	%		n/a			0.05	%		n/a			0.25	%
Mid Cap Core Fund		0.25			n/a			0.25			0.25	%		0.05			n/a			0.25
Mid Cap Equity Fund		0.25			n/a			0.25			n/a			n/a			n/a			0.25
Mid Cap Growth Fund		0.25			0.25			0.25			0.25			n/a			n/a			0.25
Mid Cap Value Fund		0.25			0.25			0.25			0.25			n/a			0.10	%		0.25
Multi-Cap Market Neutral Fund		0.25			0.25			0.25			n/a			n/a			n/a			0.25
Value Advantage Fund		0.25			n/a			0.25			n/a			n/a			0.10			0.25

The Distributor has entered into shareholder services contracts with affiliated and unaffiliated financial intermediaries who provide shareholder services and other related services to their clients or customers who invest in the Funds under which the Distributor will pay all or a portion of such fees earned to financial intermediaries for performing such services.

The Distributor waived Shareholder Servicing fees as outlined in Note 3.F.

E. Custodian and Accounting Fees — JPMCB provides portfolio custody and accounting services for the Funds. The amounts paid directly to JPMCB by the Funds for custody and accounting services are included in Custodian and accounting fees in the Statements of Operations. The custodian fees may be reduced by credits earned by each Fund, based on uninvested cash balances held by the custodian. Such earnings credits are presented separately in the Statements of Operations.

Interest expense, if any, paid to the custodian related to cash overdrafts is included in Interest expense to affiliates in the Statements of Operations.

F. Waivers and Reimbursements — The Advisor, Administrator and Distributor have contractually agreed to waive fees and/or reimburse the Funds to the extent that total annual operating expenses (excluding acquired fund fees and expenses, dividend and interest expense related to short sales, interest, taxes, extraordinary expenses and expenses related to the Board of Trustees’ deferred compensation plan) exceed the percentages of the Funds’ respective average daily net assets as shown in the table below:


	Class A			Class B			Class C			Class R2			Class R5			Institutional Class			Select Class
Growth Advantage Fund		1.25	%		1.75	%		1.75	%		n/a			0.90	%		n/a			1.10	%
Mid Cap Core Fund		1.25			n/a			1.75			1.50	%		0.80			n/a			1.00
Mid Cap Equity Fund		1.25			n/a			1.75			n/a			n/a			n/a			0.90
Mid Cap Growth Fund		1.24			1.77			1.77			1.40			n/a			n/a			0.93
Mid Cap Value Fund		1.24			1.75			1.75			1.50			n/a			0.75	%		0.99
Multi-Cap Market Neutral Fund		1.75			2.50			2.50			n/a			n/a			n/a			1.50
Value Advantage Fund		1.25			n/a			1.75			n/a			n/a			0.75			1.00

The contractual expense limitation agreements were in effect for the period ended December 31, 2010. The contractual expense limitation percentages in the table above are in place until at least October 31, 2011. In addition, the Funds’ service providers have voluntarily waived fees during the period ended December 31, 2010. However, the Funds’ service providers are under no obligation to do so and may discontinue such voluntary waivers at any time.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	91

NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

Prior to September 1, 2010, the contractual expense limitations for Class A, Class B and Class C Shares of the Growth Advantage Fund were 1.35%, 2.05% and 2.05% respectively.

Prior to November 1, 2010, the contractual expense limitation for Select Class Shares of the Mid Cap Equity Fund was 1.00%.

For the period ended December 31, 2010, the Funds’ service providers waived fees and/or reimbursed expenses for each of the Funds as follows (amounts in thousands). None of these parties expects the Funds to repay any such waived fees and reimbursed expenses in future years.


	Contractual Waivers
	Investment Advisory		Administration		Shareholder Servicing		Total		Reimbursements
Growth Advantage Fund	$	—	$	—	$	30	$	30	$	—
Mid Cap Core Fund		2		—		—		2		23
Mid Cap Equity Fund		—		43		402		445		—
Mid Cap Growth Fund		—		310		1,153		1,463		—
Mid Cap Value Fund		1,456		2,530		1,232		5,218		—
Multi-Cap Market Neutral Fund		—		—		522		522		—
Value Advantage Fund		8		262		98		368		—


	Voluntary Waivers
	Investment Advisory		Administration		Shareholder Servicing		Total
Mid Cap Equity Fund	$	—	$	34	$	54	$	88
Multi-Cap Market Neutral Fund		466		99		136		701

Additionally, the Funds may invest in one or more money market funds advised by the Advisor or its affiliates. The Advisors, Administrator and the Distributor as shareholder servicing agent waive an amount sufficient to offset the respective fees each charges to the affiliated money market fund on the Funds’ investment in such affiliated money market fund. A portion of the waiver is voluntary.

The amounts of waivers resulting from investments in the money market funds for the period ended December 31, 2010 were as follows (excluding the waiver disclosed in Note 2.C. regarding cash collateral for securities lending invested in the JPMorgan Prime Money Market Fund) (amounts in thousands):


Growth Advantage Fund	$	8
Mid Cap Equity Fund		12
Mid Cap Growth Fund		19
Mid Cap Value Fund		140
Multi-Cap Market Neutral Fund		40
Value Advantage Fund		24

G. Other — Certain officers of the Trusts are affiliated with the Advisor, the Administrator and the Distributor. Such officers, with the exception of the Chief Compliance Officer, receive no compensation from the Funds for serving in their respective roles.

The Board of Trustees appointed a Chief Compliance Officer to the Funds in accordance with federal securities regulations. Each Fund, along with other affiliated funds, makes reimbursement payments, on a pro-rata basis, to the Administrator for a portion of the fees associated with the Office of the Chief Compliance Officer. Such fees are included in Trustees’ and Chief Compliance Officer’s fees in the Statements of Operations.

The Trusts adopted a Trustee Deferred Compensation Plan (the “Plan”) which allows the Independent Trustees to defer the receipt of all or a portion of compensation related to performance of their duties as a Trustee. The deferred fees are invested in various J.P. Morgan Funds until distribution in accordance with the Plan.

During the period ended December 31, 2010, certain Funds may have purchased securities from an underwriting syndicate in which the principal underwriter or members of the syndicate are affiliated with Advisors.

The Funds may use related party broker/dealers. For the period ended December 31, 2010, the Funds did not incur any brokerage commissions with brokers/dealers affiliated with the Advisors.

The Securities and Exchange Commission (“SEC”) has granted an exemptive order permitting the Funds to engage in principal transactions with J.P. Morgan Securities, Inc., an affiliated broker, involving taxable money market instruments subject to certain conditions.



92	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

4. Investment Transactions

During the period ended December 31, 2010, purchases and sales of investments (excluding short-term investments) were as follows (amounts in thousands):


	Purchases (excluding U.S. Government)		Sales (excluding U.S. Government)		Securities Sold Short		Covers on Securities Sold Short
Growth Advantage Fund	$	351,202	$	575,343	$	—	$	—
Mid Cap Core Fund		3,021		85		—		—
Mid Cap Equity Fund		148,300		243,559		—		—
Mid Cap Growth Fund		550,644		608,196		—		—
Mid Cap Value Fund		999,541		1,082,854		—		—
Multi-Cap Market Neutral Fund		404,258		488,399		433,049		514,130
Value Advantage Fund		278,756		83,655		—		—

During the period ended December 31, 2010, there were no purchases or sales of U.S. Government securities.

5. Federal Income Tax Matters

For Federal income tax purposes, the cost and unrealized appreciation (depreciation) in value of the investment securities at December 31, 2010, were as follows (amounts in thousands):


	Aggregate Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation		Net Unrealized Appreciation (Depreciation)
Growth Advantage Fund	$	636,497	$	212,164	$	1,567	$	210,597
Mid Cap Core Fund		2,970		176		7		169
Mid Cap Equity Fund		363,909		119,396		1,173		118,223
Mid Cap Growth Fund		1,213,871		479,594		10,933		468,661
Mid Cap Value Fund		5,020,240		1,424,957		69,584		1,355,373
Multi-Cap Market Neutral Fund		471,025		110,966		4,002		106,964
Value Advantage Fund		685,650		137,073		769		136,304

6. Borrowings

The Funds rely upon an exemptive order (“Order”) permitting the establishment and operation of an Interfund Lending Facility (“Facility”). The Facility allows the Funds to directly lend and borrow money to or from any other fund relying upon the Order at rates beneficial to both the borrowing and lending funds. Advances under the Facility are taken primarily for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund’s borrowing restrictions. The Interfund Loan Rate is determined, as specified in the Order, by averaging the current repurchase agreement rate and the current bank loan rate. The Order was granted to JPM II and may be relied upon by the Funds because they are investment companies in the same “group of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act).

In addition, the Trusts and JPMCB have entered into a financing arrangement. Under this arrangement, JPMCB provides an unsecured, uncommitted credit facility in the aggregate amount of $100 million to certain of the J.P. Morgan Funds including the Funds. Advances under the arrangement are taken primarily for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities, and are subject to each Fund’s borrowing restrictions. Interest on borrowings is payable at a rate determined by JPMCB at the time of borrowing. This agreement has been extended until November 15, 2011.

The Funds had no borrowings outstanding from another fund or from the unsecured, uncommitted credit facility at December 31, 2010. Average borrowings from the Facility for the period ended December 31, 2010, were as follows (amounts in thousands):

Average

Borrowings

Number of

Days Used

Interest
Paid

Growth Advantage Fund

13,659

—

(a)

(a)	Amount rounds to less than $1,000.

Interest expense paid, if any, as a result of borrowings from another fund or from the unsecured, uncommitted credit facility is included in Interest expense to affiliates in the Statements of Operations.

7. Risks, Concentrations and Indemnifications

In the normal course of business, the Funds enter into contracts that contain a variety of representations which provide general indemnifications. Each Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against each Fund that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	93

NOTES TO FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2010 (Unaudited) (continued)

One or more affiliates of the Advisor have investment discretion with respect to their clients’ holdings in the Funds, which collectively represent a significant portion of the Funds’ assets for Growth Advantage Fund and Mid Cap Equity Fund. Additionally, the Advisor owns a significant portion of the outstanding shares of Mid Cap Core Fund.

In addition, the JPMorgan SmartRetirement Funds and J.P. Morgan Investor Funds, which are affiliated funds of funds, own, in the aggregate more than 10% of the net assets of the Funds as follows:


	J.P. Morgan Investor Funds			JPMorgan SmartRetirement Fund
Growth Advantage Fund		N/A			15.9	%
Multi-Cap Market Neutral Fund		72.3	%		N/A
Value Advantage Fund		N/A			15.4

Significant shareholder transactions, if any, may impact the Funds’ performance.

As of December 31, 2010, the Multi-Cap Market Neutral Fund pledged substantially all of its assets for securities sold short to Credit Suisse Group, who also held 100% of the Multi-Cap Market Neutral Fund’s cash proceeds for securities sold short.

8. Legal Matters

Prior to becoming an affiliate of JPMorgan, on June 29, 2004, Banc One Investment Advisors Corporation (“BOIA”) subsequently known as JPMorgan Investment Advisors Inc. (“JPMIA”), entered into agreements with the SEC (the “SEC Order”) and the New York Attorney General (“NYAG settlement”) in resolution of investigations into market timing of certain One Group mutual funds advised by BOIA. JPMIA was investment advisor to certain of the Funds until January 1, 2010. Effective January 1, 2010, JPMIA transferred its investment advisory business to JPMIM and JPMIM became investment advisor to such Funds. Under the terms of the SEC Order and the NYAG settlement, BOIA agreed to pay disgorgement of $10 million and a civil money penalty of $40 million for a total payment of $50 million, which has been distributed to certain current and former shareholders of certain funds. Pursuant to the NYAG settment, BOIA reduced its management fee for certain funds in the aggregate amount of approximately $8 million annually (based on assets under management as of June 30, 2004) over a five year period from September 27, 2004 through September 27, 2009.

In addition to the matters involving the SEC and NYAG, various lawsuits were filed by private plaintiffs in connection with these circumstances in various state and federal courts. These actions were transferred to the United States District Court for the District of Maryland. The plaintiffs filed consolidated amended complaints, naming as defendants, BOIA, Bank One Corporation and JPMorgan, One Group Services Company (the former distributor of One Group Mutual Funds), certain officers of One Group Mutual Funds and BOIA, and certain current and former Trustees.

As of June 14, 2006, all claims against One Group Mutual Funds and current and former trustees were dismissed by the United States District Court in Maryland. Certain claims against BOIA and its affiliates were also dismissed. On October 25, 2010, the court approved a settlement resolving all remaining claims in the litigation in Maryland.

The Funds will be reimbursed for all costs associated with these matters to ensure that they incur no expense as it relates to the matters described above. A portion of these reimbursements may be from related parties.

As noted above, the NYAG settlement required BOIA to establish reduced “net management fee rates” for certain Funds (“Reduced Rate Funds”). “Net Management Fee Rates” means the percentage fee rates specified in contracts between BOIA and its affiliates and the Reduced Rate Funds, less waivers and reimbursements by BOIA and its affiliates, in effect as of June 30, 2004. The settlement agreement required that the reduced Net Management Fee Rates must result in a reduction of $8 million annually based upon assets under management as of June 30, 2004, for a total reduction over five years of $40 million from that which would have been paid by the Reduced Rate Funds on the Net Management Fee Rates as of June 30, 2004. To the extent that BOIA and its affiliates have agreed as part of the settlement with the NYAG to waive or reimburse expenses of a Fund in connection with the settlement with the NYAG, those reduced Net Management Fee Rates were referred to as “Reduced Rates.” The Reduced Rates were implemented on September 27, 2004 and remained in place through September 27, 2009. Thus, the Reduced Rates are no longer in effect.

9. Transfers-In-Kind

Pursuant to procedures approved by the Board of Trustees, on May 24, 2010, certain shareholders of the Mid Cap Value Fund redeemed Institutional Class Shares and the Fund paid the redemption proceeds primarily by means of a redemption in-kind of the Fund’s portfolio securities.


	Value (000’s)		Realized Gains/(Losses) (000’s)			Type
Institutional Class	$	47,174	$	(7,817	)		Redemption-In-Kind



94	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

SCHEDULE OF SHAREHOLDER EXPENSES

(Unaudited)

Hypothetical $1,000

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees and (2) ongoing costs, including investment advisory, administration fees, distribution fees and other Fund expenses. The examples below are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The examples assume that you had a $1,000 investment in the Class at the beginning of the reporting period, July 1, 2010, and continued to hold your shares at the end of the reporting period, December 31, 2010.

Actual Expenses

For each Class of each Fund in the table below, the first line provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that 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 first line of each Class under the heading entitled “Expenses Paid During” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of each Class in the table below provides information about hypothetical account values and hypothetical expenses based on the Class’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Class of the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) or redemption fees. Therefore, the second line for each Class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. The examples also assume all dividends and distributions have been reinvested.


	Beginning Account Value, July 1, 2010		Ending Account Value, December 31, 2010		Expenses Paid During July 1, 2010 to December 31, 2010		Annualized Expense Ratio
Growth Advantage Fund
Class A
Actual*	$	1,000.00	$	1,289.90	$	7.27		1.26	%
Hypothetical*		1,000.00		1,018.85		6.41		1.26
Class B
Actual*		1,000.00		1,285.30		10.14		1.76
Hypothetical*		1,000.00		1,016.33		8.94		1.76
Class C
Actual*		1,000.00		1,285.30		10.14		1.76
Hypothetical*		1,000.00		1,016.33		8.94		1.76
Class R5
Actual*		1,000.00		1,290.10		4.91		0.85
Hypothetical*		1,000.00		1,020.92		4.33		0.85
Select Class
Actual*		1,000.00		1,291.40		6.06		1.05
Hypothetical*		1,000.00		1,019.91		5.35		1.05

Mid Cap Core Fund
Class A
Actual**		1,000.00		1,059.00		1.13		1.25
Hypothetical*		1,000.00		1,003.18		1.06		1.25
Class C
Actual**		1,000.00		1,058.70		1.58		1.75
Hypothetical*		1,000.00		1,002.76		1.49		1.75
Class R2
Actual**		1,000.00		1,058.70		1.35		1.50
Hypothetical*		1,000.00		1,002.97		1.28		1.50



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	95

SCHEDULE OF SHAREHOLDER EXPENSES

(Unaudited) (continued)

Hypothetical $1,000


	Beginning Account Value, July 1, 2010		Ending Account Value, December 31, 2010		Expenses Paid During July 1, 2010 to December 31, 2010		Annualized Expense Ratio
Mid Cap Core Fund (continued)
Class R5
Actual**	$	1,000.00	$	1,059.20	$	0.72		0.80	%
Hypothetical*		1,000.00		1,003.57		0.68		0.80
Select Class
Actual**		1,000.00		1,059.10		0.90		1.00
Hypothetical*		1,000.00		1,003.40		0.85		1.00

Mid Cap Equity Fund
Class A
Actual*		1,000.00		1,270.50		7.10		1.24
Hypothetical*		1,000.00		1,018.95		6.31		1.24
Class C
Actual*		1,000.00		1,267.30		9.94		1.74
Hypothetical*		1,000.00		1,016.43		8.84		1.74
Select Class
Actual*		1,000.00		1,272.40		5.10		0.89
Hypothetical*		1,000.00		1,020.72		4.53		0.89

Mid Cap Growth Fund
Class A
Actual*		1,000.00		1,314.40		7.12		1.22
Hypothetical*		1,000.00		1,019.06		6.21		1.22
Class B
Actual*		1,000.00		1,310.90		10.19		1.75
Hypothetical*		1,000.00		1,016.38		8.89		1.75
Class C
Actual*		1,000.00		1,310.90		10.19		1.75
Hypothetical*		1,000.00		1,016.38		8.89		1.75
Class R2
Actual*		1,000.00		1,313.60		8.05		1.38
Hypothetical*		1,000.00		1,018.25		7.02		1.38
Select Class
Actual*		1,000.00		1,316.00		5.31		0.91
Hypothetical*		1,000.00		1,020.62		4.63		0.91

Mid Cap Value Fund
Class A
Actual*		1,000.00		1,232.70		6.92		1.23
Hypothetical*		1,000.00		1,019.00		6.26		1.23
Class B
Actual*		1,000.00		1,230.00		9.78		1.74
Hypothetical*		1,000.00		1,016.43		8.84		1.74
Class C
Actual*		1,000.00		1,229.60		9.78		1.74
Hypothetical*		1,000.00		1,016.43		8.84		1.74
Class R2
Actual*		1,000.00		1,231.40		8.38		1.49
Hypothetical*		1,000.00		1,017.69		7.58		1.49
Institutional Class
Actual*		1,000.00		1,236.50		4.17		0.74
Hypothetical*		1,000.00		1,021.48		3.77		0.74
Select Class
Actual*		1,000.00		1,234.50		5.52		0.98
Hypothetical*		1,000.00		1,020.27		4.99		0.98



96	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010


	Beginning Account Value, July 1, 2010		Ending Account Value, December 31, 2010		Expenses Paid During July 1, 2010 to December 31, 2010		Annualized Expense Ratio
Multi-Cap Market Neutral Fund
Class A
Actual*	$	1,000.00	$	986.60	$	16.37		3.27	%
Hypothetical*		1,000.00		1,008.72		16.56		3.27
Class B
Actual*		1,000.00		983.10		20.29		4.06
Hypothetical*		1,000.00		1,004.74		20.52		4.06
Class C
Actual*		1,000.00		983.10		20.19		4.04
Hypothetical*		1,000.00		1,004.84		20.42		4.04
Select Class
Actual*		1,000.00		987.70		15.13		3.02
Hypothetical*		1,000.00		1,009.98		15.30		3.02

Value Advantage Fund
Class A
Actual*		1,000.00		1,206.10		6.90		1.24
Hypothetical*		1,000.00		1,018.95		6.31		1.24
Class C
Actual*		1,000.00		1,203.30		9.66		1.74
Hypothetical*		1,000.00		1,016.43		8.84		1.74
Institutional Class
Actual*		1,000.00		1,208.80		4.12		0.74
Hypothetical*		1,000.00		1,021.48		3.77		0.74
Select Class
Actual*		1,000.00		1,207.10		5.51		0.99
Hypothetical*		1,000.00		1,020.21		5.04		0.99

*	Expenses are equal to the Funds’ annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period).

**	Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 32/365 to reflect the actual period). The Mid Cap Core Fund commenced operations on November 30, 2010.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	97

BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS

(Unaudited)

JPMorgan Growth Advantage Fund, JPMorgan Mid Cap Equity Fund, JPMorgan Mid Cap Growth Fund, JPMorgan Mid Cap Value Fund, JPMorgan Multi-Cap Market Neutral Fund, JPMorgan Value Advantage Fund

The Board of Trustees meets regularly throughout the year and considers factors that are relevant to its annual consideration of investment advisory agreements at each meeting. The Board of Trustees has established various standing committees, composed of Trustees with diverse backgrounds, to which the Board of Trustees has assigned specific subject matter responsibilities to further enhance the effectiveness of the Board’s oversight and decision making. The Board of Trustees and its investment subcommittees (money market and alternative products, equity, and fixed income) also meet as needed for the specific purpose of considering advisory contract annual renewals. The Board of Trustees held meetings in person in June and August 2010, at which the Trustees considered the continuation of each of the investment advisory agreements for the Funds whose semi-annual report is contained herein (each an “Advisory Agreement” and collectively, the “Advisory Agreements”). At the June meeting, the Board’s investment subcommittees met to review and consider performance, expense and related information for the J.P. Morgan Funds. Each investment subcommittee reported to the full Board, which then considered the investment subcommittee’s preliminary findings. At the August meeting, the Trustees continued their review and consideration. The Trustees, including a majority of the Trustees who are not “interested persons” (as defined in the 1940 Act) of any party to the Advisory Agreements or any of their affiliates, approved the continuation of each Advisory Agreement on August 18, 2010.

JPMorgan Investment Advisors Inc. (“JPMIA”) served as the investment adviser to certain Funds until January 1, 2010, when its investment advisory business was transferred to the Advisor, who became the investment adviser for the Funds. The appointment of the Advisor did not change the Funds’ portfolio management team or investment strategies, the investment advisory fees charged to the Funds or the terms of the Funds’ investment advisory agreements (other than the name of the investment adviser).

The Trustees, as part of their review of the investment advisory arrangements for the Funds, considered and reviewed performance and other information received from the Advisor (including applicable information relating to JPMIA prior to January 1, 2010), on a regular basis over the course of the year, as well as information specifically prepared for their annual review. This information includes the Funds’ performance compared to the performance of the Funds’ peers and benchmarks and analyses by the Advisor of the Funds’ performance. In addition, the Trustees have engaged an independent consultant to report on the performance of each of the Funds at each of the Trustees’ regular meetings. The Advisor also periodically provides comparative information regarding the Funds’

expense ratios and those of the peer groups. In addition, in preparation for the June and August meetings, the Trustees requested and received and evaluated extensive materials from the Advisor, including, with respect to certain Funds, performance and expense information compiled by Lipper Inc. (“Lipper”), an independent provider of investment company data. The Trustees also have engaged an independent consultant to provide additional analyses of the performance of Funds with greater than two years of performance history in connection with the review of the investment advisory arrangements. Prior to voting, the Trustees reviewed the proposed approval of the Advisory Agreement with representatives of the Advisor and with counsels to the Trust and independent Trustees and received a memorandum from independent counsel to the Trustees discussing the legal standards for their consideration of the proposed approval. The Trustees also discussed the proposed approvals in executive sessions with counsels to the Trust and independent Trustees at which no representatives of the Advisor were present. Set forth below is a summary of the material factors evaluated by the Trustees in determining whether to approve each Advisory Agreement.

In their deliberations, there was a comprehensive consideration of the information received by the Trustees. Each Trustee attributed different weights to the various factors and no factor alone was considered determinative. From year to year, the Trustees consider and place emphasis on relevant information in light of changing circumstances in market and economic conditions. The Trustees determined that the compensation to be received by the Advisor from each Fund under the applicable Advisory Agreement was fair and reasonable and that the continuance of the investment advisory contract was in the best interests of each Fund and its shareholders.

The factors summarized below were considered and discussed by the Trustees in reaching their conclusions:

Nature, Extent and Quality of Services Provided by the Advisor

The Trustees received and considered information regarding the nature, extent and quality of the services provided to each Fund under the Advisory Agreement. The Trustees took into account information furnished throughout the year at Trustee meetings, as well as the materials furnished specifically in connection with this annual review process. The Trustees considered the background and experience of the Advisor’s senior management and the expertise of, and the amount of attention given to each Fund by, investment personnel of the Advisor. In addition, the Trustees reviewed the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of each Fund and the infrastructure supporting the team. The Trustees also considered information provided by the Advisor and JPMorgan Distribution Services, Inc. (“JPMDS”) about the structure and distribution strategy of each Fund. The Trustees also reviewed



98	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

information relating to enhancements to the Advisor’s risk governance model in light of recent market turbulence and reports showing that the Advisor has consistently complied with the investment policies and restrictions of each of the Funds. The quality of the administrative services provided by JPMorgan Funds Management, Inc. (“JPMFM”), an affiliate of the Advisor, was also considered.

The Board of Trustees also considered its knowledge of the nature and quality of the services provided by the Advisor to the Funds gained from their experience as Trustees of the Funds. In addition, they considered the overall reputation and capabilities of the Advisor and its affiliates, the commitment of the Advisor to provide high quality service to the Funds, their overall confidence in the Advisor’s integrity and the Advisor’s responsiveness to concerns raised by them, including the Advisor’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to each Fund.

Based on these considerations and other factors, the Trustees concluded that they were satisfied with the nature, extent and quality of the investment advisory services provided to the Funds by the Advisor.

Costs of Services Provided and Profitability to the Advisor and its Affiliates

The Trustees received and considered information regarding the profitability to the Advisor and its affiliates in providing services to each of the Funds. The Trustees reviewed and discussed this data. The Trustees recognized that this data is not audited and represents the Advisor’s determination of its and its affiliates revenues from the contractual services provided to the Funds, less expenses of providing such services. Expenses include direct and indirect costs and are calculated using an allocation methodology developed by the Advisor. The Trustees also recognized that it is difficult to make comparisons of profitability from fund investment advisory contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the fact that publicly-traded fund managers’ operating profits and net income are net of distribution and marketing expenses. Based on their review, the Trustees concluded that the profitability to the Advisor of each of the Advisory Agreements was not unreasonable in light of the services and benefits provided to each Fund.

Fall-Out Benefits

The Trustees reviewed information regarding potential “fallout” or ancillary benefits received by the Advisor and its affiliates as a result of their relationship with the Funds. The Board also considered the Advisor’s use of third-party soft dollar arrangements with respect to securities transactions in U.S equity securities.

The Trustees also considered that JPMFM and JPMDS, affiliates of the Advisor, earn fees from the Funds for providing administrative and shareholder services. These fees were shown separately in the profitability analysis presented to the Trustees. The Trustees also considered the payments of Rule 12b-1 fees to JPMDS, which also acts as the Funds’ distributor and that these fees are in turn generally paid to financial intermediaries that sell the Funds, including financial intermediaries that are affiliates of the Advisor. The Trustees also considered the fees paid to JPMorgan Chase Bank, NA (“JPMCB”) for custody and fund accounting, securities lending, and other related services.

Economies of Scale

The Trustees noted that the proposed investment advisory fee schedule for each Fund does not contain breakpoints. The Trustees considered whether it would be appropriate to add advisory fee breakpoints and the Trustees concluded that the current fee structure was reasonable in light of the fee waivers and expense limitations that the Advisor has in place that serve to limit the overall net expense ratio at competitive levels. The Trustees also recognized that the fee schedule for the administrative services provided by JPMFM does include a fee breakpoint, which is tied to the overall level of money market assets or non-money market fund assets excluding funds-of-funds, as applicable, advised by the Advisor, and that the Funds would benefit from that breakpoint. The Trustees concluded that shareholders benefited from the lower expense ratios which resulted from these factors.

Independent Written Evaluation of the Funds’ Senior/Chief Compliance Officer

The Trustees noted that, upon their direction, the Senior Officer for the Mid Cap Growth Fund, Mid Cap Value Fund and Multi-Cap Market Neutral Fund had prepared an independent written evaluation in order to assist the Trustees in determining the reasonableness of the proposed management fees. In determining whether to continue the Advisory Agreements, the Trustees considered the Senior Officer’s report.

The Trustees noted that, upon their direction, the Chief Compliance Officer for the Growth Advantage Fund, Mid Cap Equity Fund, and Value Advantage Fund had prepared an independent written evaluation in order to assist the Trustees in determining the reasonableness of the proposed management fees. The Trustees considered the written evaluation in determining whether to continue the Advisory Agreements.

Fees Relative to Advisor’s Other Clients

The Trustees received and considered information about the nature and extent of investment advisory services and fee rates offered to other clients of the Advisor for investment management styles substantially similar to that of each Fund. The Trustees also considered the complexity of investment



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	99

BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS

(Unaudited) (continued)

management for the Funds relative to the Advisor’s other clients and the differences in the nature and extent of the services provided to the different clients. The Trustees concluded that the fee rates charged to each Fund in comparison to those charged to the Advisor’s other clients were reasonable.

Investment Performance

The Trustees received and considered absolute and/or relative performance for Funds which had at least one full year of performance at the time of the review in a report prepared by Lipper. The Trustees considered the total return performance information, which included the ranking of those Funds which had at least one full year of performance at the time of the review within a performance universe made up of funds with the same Lipper investment classification and objective (the “Universe Group”) by total return for applicable one-, three- and five-year periods. The Trustees reviewed a description of Lipper’s methodology for selecting mutual funds in each Fund’s Universe Group. The Lipper materials provided to the Trustees highlighted information with respect to certain representative classes to assist the Trustees in their review. As part of this review, the Trustees also reviewed each Fund’s performance against its benchmark and considered the performance information provided for the Funds at regular Board meetings by the Advisor and the independent consultant and also considered the special analysis by the independent consultant. The Lipper performance data noted by the Trustees as part of their review and the determinations made by the Trustees with respect to each Fund’s performance for certain representative classes are summarized below:

The Trustees noted that the Growth Advantage Fund’s performance were in the third, second and first quintiles for Class A shares for the one-, three-, and five-year periods ended December 31, 2009, respectively and that the performance for the Select Class shares were in the third and second quintiles for the one- and three-year periods ended December 31, 2009, respectively. The Trustees also noted that the independent consultant indicated that the Fund’s overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable.

The Trustees noted that the Mid Cap Equity Fund’s performance was in the third, third and second quintiles for Select Class shares for the one-, three-, and five-year periods ended December 31, 2009, respectively, and that the independent consultant indicated that overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable.

The Trustees noted that the Mid Cap Growth Fund’s performance was in the third, second and second quintiles for Class A

shares and in the second quintile for the Select Class shares for each of the one-, three-, and five-year periods ended December 31, 2009, respectively, and that the independent consultant indicated that overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable.

The Trustees noted that the Mid Cap Value Fund’s performance was in the fifth, third and third quintiles for both Class A and Select Class shares for the one-, three-, and five-year periods ended December 31, 2009, respectively, and that the independent consultant indicated that the overall performance was satisfactory. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable. However, they requested that the Fund’s Advisor provide additional Fund performance information to be reviewed with members of the equity subcommittee at each of their regular meetings over the course of the next year.

The Trustees noted that the Multi-Cap Market Neutral Fund’s performance was in the third, fourth and third quintiles for both Class A and Select Class shares for the one-, three-, and five-year periods ended December 31, 2009, respectively, and that the independent consultant indicated that the overall performance needed enhancement. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable.

The Trustees noted that the Value Advantage Fund’s performance was in the first quintile for both Class A and Select Class shares for the one- and three-year periods ended December 31, 2009, respectively, and that the independent consultant indicated that overall performance was attractive. The Trustees discussed the performance and investment strategy of the Fund with the Advisor and, based upon this discussion and other factors, concluded that the performance was reasonable.

Advisory Fees and Expense Ratios

The Trustees considered the contractual advisory fee rate paid by each Fund to the Advisor and compared that rate to the information prepared by Lipper concerning management fee rates paid by other funds in the same Lipper category as each Fund. The Trustees recognized that Lipper reported each Fund’s management fee rate as the combined contractual advisory fee and the administration fee rates. The Trustees also reviewed information about other expenses and the expense ratios for each Fund. The Trustees considered the fee waiver and/or expense reimbursement arrangements currently in place for each Fund and considered the net advisory fee rate after taking into account any waivers and/or reimbursements. The Trustees recognized that it is difficult to make comparisons



100	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

of advisory fees because there are variations in the services that are included in the fees paid by other funds. The Trustees’ determination as a result of the review of each Fund’s advisory fees and expense ratios for certain representative classes are summarized below:

The Trustees noted that the Growth Advantage Fund’s net advisory fee for Class A and Select Class shares was in the third and fourth quintiles, respectively, and that the actual total expenses for Class A and Select shares were in the third quintile of their Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

The Trustees noted that the Mid Cap Equity Fund’s net advisory fee and actual total expenses for the Select Class shares was in the second quintile of its respective Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

The Trustees noted that the Mid Cap Growth Fund’s net advisory fee for Class A and Select Class shares was in the second quintile and that the actual total expenses for both Class A and Select Class shares were in the first and second quintiles, respectively, of their respective Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

The Trustees noted that the Mid Cap Value Fund’s net advisory fee for Class A and Select Class shares was in the first quintile and that the actual total expenses for Class A and Select shares were in the second and third quintiles, respectively, of their respective Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

The Trustees noted that the Multi-Cap Market Neutral Fund’s net advisory fee for Class A and Select Class shares was in the third and fourth quintiles, respectively, and that the actual total expenses for Class A and Select Class shares were in the second quintile of their respective Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

The Trustees noted that the Value Advantage Fund’s net advisory fee for Class A and Select Class shares was in the first quintile and that the actual total expenses for Class A and Select Class shares were in the third quintile of their respective Universe Group. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.

JPMorgan Mid Cap Core Fund

composed of Trustees with diverse backgrounds, to which the Board of Trustees has assigned specific subject matter responsibilities to further enhance the effectiveness of the Board’s oversight and decision making. The Board of Trustees and its investment subcommittees (money market and alternative products, equity, and fixed income) also meet as needed for the specific purpose of considering approvals of initial advisory agreement for new funds. At their November 2010 in person meeting, the Trustees, including a majority of the Trustees who are not “interested persons” (as defined in the 1940 Act) of any party to the initial advisory agreement or any of their affiliates (“Independent Trustees”), approved the initial investment advisory agreement (the “New Advisory Agreement”) for the Mid Cap Core Fund (the “Fund”).

In connection with the approval of the New Advisory Agreement, the Trustees reviewed written materials prepared by the Advisor and received oral presentations from Advisor personnel. Prior to voting, the Trustees reviewed the proposed approval of the New Advisory Agreement with representatives of the Advisor and with counsels to the Trust and independent Trustees and received a memorandum from independent counsel to the Trustees discussing the legal standards for their consideration of the proposed approval. The Trustees also discussed the proposed approval in an executive session with counsels to the Trust and independent Trustees at which no representatives of the Advisor were present. Set forth below is a summary of the material factors evaluated by the Trustees in determining whether to approve the New Advisory Agreement.

In their deliberations, there was a comprehensive consideration of the information received by the Trustees. Each Trustee attributed different weights to the various factors and no factor alone was considered determinative. The Trustees determined that the proposed compensation to be received by the Advisor from the Fund under the New Advisory Agreement was fair and reasonable and that the initial approval of the New Advisory Agreement was in the best interests of the Fund and its potential shareholders.

The factors summarized below were considered and discussed by the Trustees in reaching their conclusions:

Nature, Extent and Quality of Services Provided by the Advisor

In connection with the approval of the New Advisory Agreement, the Trustees considered the materials furnished specifically in connection with this approval item, as well as other relevant information furnished throughout the year. The Trustees considered the background and experience of the Advisor’s senior management and investment personnel, as well as the qualifications, backgrounds and responsibilities of the portfolio management team primarily responsible for the day-to-day management of the Fund. The Trustees also considered the investment strategy and investment process for the Fund, and the infrastructure supporting the portfolio management team.



DECEMBER 31, 2010	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	101

BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS

(Unaudited) (continued)

In addition, the Trustees considered information about the structure and distribution strategy of the Fund, how it fits within the J.P. Morgan Funds lineup, and how it will be positioned against identified peers.

The Board of Trustees also considered its knowledge of the nature and quality of the services provided by the Advisor to the J.P. Morgan Funds gained from their experience as Trustees of the J.P. Morgan Funds. In addition, they considered the overall reputation and capabilities of the Advisor and its affiliates, the commitment of the Advisor to provide high quality service to the J.P. Morgan Funds, their overall confidence in the Advisor’s integrity and the Advisor’s responsiveness to concerns raised by them, including the Advisor’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the J.P. Morgan Funds.

Based on these considerations and other factors, the Trustees concluded that they were satisfied with the nature, extent and quality of the investment advisory services to be provided to the Mid Cap Core Fund by the Advisor.

Fall-Out Benefits

The Trustees reviewed information regarding potential “fallout” or ancillary benefits received by the Advisor and its affiliates as a result of their relationship with the J.P. Morgan Funds. The Board considered that the Advisor will use third-party soft dollar arrangements with respect to securities transactions it executes for the Fund.

The Trustees also considered that JPMFM and JPMDS, affiliates of the Advisor, will earn fees from the Fund for providing administrative and shareholder services. The Trustees also considered the payments of Rule 12b-1 fees to JPMDS, which also acts as the Funds’ distributor and that these fees are in turn generally paid to financial intermediaries that sell the Funds, including financial intermediaries that are affiliates of the Advisor. The Trustees also considered the fees paid to JPMorgan Chase Bank, NA (“JPMCB”) for custody and fund accounting and other related services.

Economies of Scale

The Trustees noted that the proposed investment advisory fee schedule for the Fund does not contain breakpoints. The Trustees considered whether it would be appropriate to add

advisory fee breakpoints and the Trustees concluded that the current fee structure was reasonable in light of the fee waivers and expense limitations that the Advisor has in place that serve to limit the overall net expense ratio at competitive levels. The Trustees also recognized that the fee schedule for the administrative services provided by JPMFM does include a fee breakpoint, which is tied to the overall level of money market assets or non-money market fund assets excluding funds-of-funds, as applicable, advised by the Advisor, and that the Fund would benefit from that breakpoint. With regard to the New Advisory Agreement, the Trustees found that, with the adoption of a voluntary fee waiver and contractual cap on total expenses, shareholders would benefit from expected economies of scale.

Investment Performance

The Trustees considered the Fund’s investment strategy and process, portfolio management team and competitive positioning against identified peer funds, and concluded that the prospects for competitive future performance were acceptable.

Advisory Fees and Expense Ratios

The Trustees considered the contractual advisory fee rate that will be paid by the Fund to the Advisor and compared that rate to the information prepared by Lipper concerning management fee rates paid by other funds in the same Lipper category as the Fund. The Trustees recognized that Lipper reported the Fund’s management fee rate as the combined contractual advisory fee and the administration fee rates. The Trustees also reviewed information about other expenses and the expense ratios for the Fund. The Trustees considered the fee waiver and/or expense reimbursement arrangements proposed for the Fund and considered the net advisory fee rate after taking into account any waivers and/or reimbursements. The Trustees recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds. The Trustees’ determination as a result of the review of the Fund’s advisory fees and expense ratios for certain representative classes are summarized below:

The Trustees noted that the Fund’s estimated net advisory fees and total expenses, which were considered on a class by class basis, were in line with identified peer funds. After considering the factors identified above, in light of the information, the Trustees concluded that the advisory fees were reasonable.



102	J.P. MORGAN MID CAP/MULTI-CAP FUNDS	DECEMBER 31, 2010

J.P. Morgan Funds are distributed by JPMorgan Distribution Services, Inc., which is an affiliate of JPMorgan Chase & Co. Affiliates of JPMorgan Chase & Co. receive fees for providing various services to the funds.

Contact JPMorgan Distribution Services, Inc. at 1-800-480-4111 for a fund prospectus. You can also visit us at www.jpmorganfunds.com. Investors should carefully consider the investment objectives and risk as well as charges and expenses of the mutual fund before investing. The prospectus contains this and other information about the mutual fund. Read the prospectus carefully before investing.

Investors may obtain information about the Securities Investor Protection Corporation (SIPC), including the SIPC brochure by visiting www.sipc.org or by calling SIPC at 202-371-8300.

Each Fund files a complete schedule of its fund holdings for the first and third quarters of its fiscal year with the SEC on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the SEC’s Public Reference Room may be obtained by calling 1-800-SEC-0330. Shareholders may request the Form N-Q without charge by calling 1-800-480-4111 or by visiting the J.P. Morgan Funds’ website at www.jpmorganfunds.com.

A description of each Fund’s policies and procedures with respect to the disclosure of each Fund’s holdings is available in the prospectus and Statement of Additional Information.

A copy of proxy policies and procedures is available without charge upon request by calling 1-800-480-4111 and a description of such policies and procedures is on the SEC’s website at www.sec.gov. The Trustees have delegated the authority to vote proxies for securities owned by the Funds to the Advisor. A copy of the Funds’ voting record for the most recent 12-month period ended June 30 is available on the SEC’s website at www.sec.gov or at the Funds’ website at www.jpmorganfunds.com no later than August 31 of each year. The Funds’ proxy voting record will include, among other things, a brief description of the matter voted on for each fund security, and will state how each vote was cast, for example, for or against the proposal.

LOGO

J.P. Morgan Asset Management is the marketing name for the asset management business of JPMorgan Chase & Co. Those businesses include, but are not limited to, J.P. Morgan Investment Management Inc., Security Capital Research & Management Incorporated and J.P. Morgan Alternative Asset Management, Inc.


		^© JPMorgan Chase & Co., 2010 All rights reserved. December 2010.		SAN-MC-1210

ITEM 2. CODE OF ETHICS.

Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so.

The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 12(a)(1), unless the registrant has elected to satisfy paragraph (f) of this Item by positing its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item.

If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or third party, that relates to one or more items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver.

Not applicable to a semi-annual report.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

(a) (1) Disclose that the registrant’s board of directors has determined that the registrant either:

(i) Has at least one audit committee financial expert serving on its audit committee; or

(ii) Does not have an audit committee financial expert serving on its audit committee.

(2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is “independent.” In order to be considered “independent” for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of directors, or any other board committee:

(i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or

(ii) Be an “interested person” of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).

(3) If the registrant provides the disclosure required by paragraph (a)(1)(ii) of this Item, it must explain why it does not have an audit committee financial expert.

Not applicable to a semi-annual report.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) Disclose, under the caption Audit Fees, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.

(b) Disclose, under the caption Audit-Related Fees, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.

(c) Disclose, under the caption Tax Fees, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category.

(d) Disclose, under the caption All Other Fees, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.

(e) (1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

(2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g) Disclose the aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant.

(h) Disclose whether the registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Not applicable to a semi-annual report.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

(a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state.

(b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17CFR 240.10A-3(d)) regarding an exemption from the listing standards for all audit committees.

Not applicable to a semi-annual report.

ITEM 6. SCHEDULE OF INVESTMENTS.

File Schedule I – Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in Section 210.12-12 of Regulation S-X, unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form.

Included in Item 1.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company’s investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company’s investment adviser, or any other third party, that the company uses, or that are used on the company’s behalf, to determine how to vote proxies relating to portfolio securities.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASE OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

(a) If the registrant is a closed-end management investment company, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant’s equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Describe any material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item.

No material changes to report.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Disclose the conclusions of the registrant’s principal executive and principal financial officers, or persons performing similar functions, regarding the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).

The Registrant’s principal executive and principal financial officers have concluded, based on their evaluation of the Registrant’s disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant’s disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR

is accumulated and communicated to the Registrant’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b) Disclose any change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s 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 control over financial reporting.

There were no changes in the Registrant’s internal control over financial reporting that occurred during the last fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a)	File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.

Not applicable.

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2).

Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 are attached hereto.

(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.

Not applicable.

(b) A separate or combined certification for each principal executive officer and principal officer of the registrant as required by Rule 30a-2(b) under the Act of 1940.

Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 are attached hereto.

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.


J.P. Morgan Fleming Mutual Fund Group, Inc.

By:		/s/
		Patricia A. Maleski
		President and Principal Executive Officer
		March 9, 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/
		Patricia A. Maleski
		President and Principal Executive Officer
		March 9, 2011


By:		/s/
		Joy C. Dowd
		Treasurer and Principal Financial Officer
		March 9, 2011

JP Morgan Fleming Mutual Fund N-CSRSCertified semi-annual shareholder report (management investment company)