UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
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FORM N-CSR |
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CERTIFIED SHAREHOLDER REPORT OF REGISTERED |
MANAGEMENT INVESTMENT COMPANIES |
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Investment Company Act file number: 811-10041 |
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JNL Investors Series Trust |
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(Exact Name of Registrant as specified in charter) |
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1 Corporate Way, Lansing, Michigan 48951 |
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(Address of principal executive offices) (Zip code) |
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Steven J. Fredricks |
Jackson National Asset Management, LLC |
1 Corporate Way |
Lansing, Michigan 48951 |
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(Name and address of agent for service) |
Registrant's telephone number, including area code: 517-381-5500
Date of Fiscal Year End: October 31
Date of Reporting period: October 31, 2007
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. §3507.
Item 1. Reports to Shareholders
JACKSON FUNDSSM
October 31, 2007 Annual Report
Not FDIC/NCUA insured • May lose value • Not bank/CU guaranteed • Not a deposit • Not insured by any federal agency
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President’s Letter................................................................................... | 1 |
Market Overview and Portfolio Commentaries............................................. | 2 |
Schedules of Investments........................................................................ | 8 |
Statements of Assets and Liabilities........................................................... | 15 |
Statements of Operations........................................................................ | 16 |
Statements of Changes in Net Assets........................................................ | 17 |
Financial Highlights................................................................................ | 18 |
Notes to the Financial Statements............................................................. | 19 |
Report of Independent Registered Public Accounting Firm............................. | 24 |
Disclosure of Fund Expenses and Other Information..................................... | 25 |
Trustee and Officer Information................................................................ | 26 |
Approval of Advisory and Sub-Advisory Agreements.................................. | 32 |
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President’s Letter
Dear Shareholder:
We are proud to provide the first Annual Report for the Jackson FundsSM. The enclosed report covers the Funds’ results from inception on December 29, 2006 through October 31, 2007. The report also includes portfolio managers’ discussions about each Fund’s results during the period.
We are pleased with the early performance of the Jackson Funds. Our disciplined strategies rewarded shareholders in the face of economic uncertainty and market volatility during the period. Our approach provides investors with a quantitative, impartial methodology that includes the following characteristics:
| • | Formula-Based – eliminates emotion from the stock selection process |
| • | Consistently Applied – core formulas reapplied over the long term avoids chasing returns |
| • | Transparent – allows you to know what your fund owns and how investments are selected |
| • | Diversified – can help reduce risk and possibly attain greater returns |
The period from inception through first fiscal year end proved to be a rewarding and promising time for our disciplined approach and for our shareholders. In today’s complex financial marketplace, we understand you have plenty of choices for your investment dollars. Thank you for your confidence in us, and thank you for choosing Jackson Funds to be part of your investment plan.
Sincerely,
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Mark D. Nerud
President & Chief Executive Officer
JNL Investors Series Trust
Portfolio Manager Market Overview
Through October 31, 2007, the U.S. stock market was on pace for its fifth straight year of gains. The S&P 500® Index gained 10.9% for the 10 month period ended October 31, 2007 while the broad cap Russell 3000® Index rose 10.8%. Large and mid cap stocks outperformed small caps during 2007, as the Russell Midcap® Index gained 11.3% and the large cap Russell 1000® Growth Index rose 11.2%, while the small cap Russell 2000® finished ahead by 6.1%. Growth stocks handily outpaced value stocks for the period in each of the capitalization sectors; the Russell 1000 Growth Index outperformed its Value counterpart by 10.5%, while the Russell 2000 Growth Index bested the Russell 2000 Value Index by 15.9%. The Russell 2000 Value was the only non-micro cap index in the Russell index universe to fall, losing 1.6%. Stocks in Hong Kong were the clear winners during 2007, rising 45.8% (in local terms) through October 31, 2007. The Hang Seng outperformed relative to most global markets on positive sentiment related to China's relaxed investment restrictions. The MSCI EAFE Index rose 9.3% in local terms. Japanese stocks were the notable underperformers, falling 1.7% in local terms. European stocks performed in line with the MSCI World Index, as strength in Germany (22.7% in local terms), Spain (16.5%) and the Netherlands (14%) was offset by underperformers Italy (-0.3%), Switzerland (3.9%), and France (6.4%). UK stocks performed in line with the MSCI World Index, gaining 10.9% (local) year to date. They were held back by concerns about higher inflation causing further interest rate tightening from the Bank of England. The weak dollar amplified gains in foreign stocks, in some cases considerably. U.S. bond prices gained during 2007, with the Lehman Brothers Aggregate Bond Index gaining 4.5% through the 10 months ended October 31, 2007. Bond prices were helped by a slowing economic environment, a more dovish Federal Reserve, and by flight to quality buying due to troubles in the U.S. housing market.
1st Quarter 2007
Most equity indices gained during the first quarter, but volatility increased significantly. Stocks climbed higher in the first seven weeks of the year, propelled by solid earnings growth and hopes that economic moderation would enable the Federal Reserve to cut interest rates. Stocks plunged late in February, however. The Chinese stock market in Shanghai fell 9%, which raised concerns about the Chinese economy, alarmed investors, and held back stocks in Hong Kong. Further, a sharp decline in U.S. durable goods orders report suggested a slowing manufacturing pace, while former Federal Reserve Chairman Alan Greenspan warned of an increased potential for a recession later this year. Equities began to stabilize in March, though, led by improvements in international stocks and leadership in U.S. large cap and value indices. Foreign stock markets largely performed well, despite some volatility surrounding the Chinese market correction. The MSCI EAFE Index rose 3.5% in U.S. dollar terms, and 2.8% in local terms. Similar systematic issues plagued international markets, as concerns over problem mortgages and slower growth spilled over into non-U.S. markets. UK stocks were among the outperforming markets in March, as companies delivered on earnings expectations and M&A activity heated up among the financial and consumer-related sectors. Among the core euro-zone markets, Germany stood out with a gain of 6.6%. Despite fears that rising interest rates and a 3% increase in the value-added tax would dampen spending, and that the strong euro would curb exports, Germany's growth forecasts were revised up due to rising industrial production and business confidence. After a strong start, Japan was hit hard as foreign investors retreated amidst the global sell-off and ended up 3.6%. Yen strength, an outcome of the Bank of Japan's interest rate rise as well as investors’ unwinding carry trades, pressured export stocks in the consumer discretionary and technology sectors.
Renewed concerns about sub-prime mortgages, rising stock market volatility and risk aversion pushed investors towards the safety of fixed income instruments during the quarter. The Lehman Brothers Aggregate Bond Index rose 1.5%. As bonds rallied, yields retreated across the maturity spectrum with the two-year yield falling from 4.8% to 4.6%. But while the 10-year note fell to as low as 4.50% in early March, renewed inflation concerns pushed the yield back up to 4.65% at quarter end.
2nd Quarter 2007
Most U.S. stock indices advanced in the second quarter, with a few major indices eclipsing record highs. Equities benefited from a wave of optimism over corporate earnings early in the quarter and later overcame short periods of increased volatility associated with investor concerns about soft retail sales, rising interest rates, inflation, the housing market, and sub-prime mortgage woes. The Dow Jones Industrial Average hit a series of new all-time highs, briefly eclipsing the 13,600 level and gaining 8.5% for the quarter. In late May, the S&P 500 Index finally surpassed its March 24, 2000 record close of 1527.57 and rose 6.3% during the quarter. International equities also produced strong returns in the 2nd quarter.
Portfolio Manager Market Overview
(continued):
The U.S. dollar continued to weaken against many major foreign currencies, enhancing returns for U.S. investors. For the quarter, the MSCI EAFE Index (in U.S. dollars) returned 6.4% while the MSCI EAFE Index (in local currency) returned 5.9%. Hong Kong and UK stocks were also higher, in line with the strength in global equities. European stocks outperformed, buoyed by continued economic momentum, corporate restructuring gains, record levels of merger & acquisition activity and currency strength. Strong growth, lower unemployment and concerns of other resource constraints caused the European Central Bank to raise its policy rate to 4%; inflation concerns will likely provoke a further rate hike before year-end. Despite relatively strong economic growth, Japan continued to be out of favor. Its 3.9% local currency gain was pushed down -0.6% in U.S. dollars, as the yen fell to a four-year low against the dollar. The widening gap between Japan's low interest rates and rising interest rates elsewhere contributed to the yen's weakness; carry trades also pushed down the yen.
Bond prices were lower this quarter, with the Lehman Brothers Aggregate Bond Index falling 0.5%. The Aggregate Index fell 0.8% in May, its worst monthly performance since March of 2006, and followed with a 0.3% loss in June. The yield on the 10-year Treasury note began the quarter at 4.65% and closed at 5.03%, and hit a high of 5.32%, exceeding the highs during the Summer of 2006.
3rd Quarter 2007
The third quarter of 2007 was marked by spikes in volatility and risk aversion. U.S. sub-prime mortgage losses spread across the financial sector and severely tightened credit and liquidity conditions from mid-July to mid-August. In this environment, equities were extremely volatile as the credit crisis had a significant impact on investor confidence. The period began with solid momentum as second quarter earnings beat expectations and deal-related optimism helped propel equities to new highs in late July. Yet those gains were short-lived, as concerns about the mortgage and credit markets escalated during August, and major equity market indices plunged by up to 10% from their earlier highs. Investor sentiment recovered from mid-August, when the Federal Reserve unexpectedly cut its discount rate to ease liquidity conditions. Risk appetite further improved when the Federal Reserve lowered its benchmark rate in mid-September by a larger-than-expected 50 basis points, fueling a rally in U.S. equities.
Hong Kong share prices soared 14.9% with increased optimism for China-based companies (including resource companies) and
anticipated new trading volume from Chinese investors. UK stocks underperformed during the third quarter, falling 1.4% in local terms. Europe fell over 2% in local currencies, but euro strength helped push the region's return to a 1.7% gain in U.S. dollars. One of the developed world's bright spots in 2007, uncertainty about bank exposure to U.S. sub-prime mortgages pushed up lending rates and market volatility across Europe. Rising interest rates, higher oil prices and the stronger euro also dampened business sentiment and the outlook for the euro zone economy. Investor sentiment toward Japan remained negative; however, a sharp turnaround in the yen, as nervous investors unwound carry trades, converted an over 7% decline to a 0.8% loss in U.S. dollars.
After falling 0.5% in the second quarter of 2007, the Lehman Brothers Aggregate Bond Index bounced back with three straight monthly positive returns in the third quarter (0.8% in July, 1.2% in August, and 0.8% in September) as investors sought some degree of refuge in safer pockets of the bond market and the Federal Reserve cut rates at its September meeting. The Lehman Brothers Aggregate Bond Index rose 2.8% for the quarter.
4th Quarter 2007
Global equity markets rallied in October, driven by positive earnings reports. Indices in Asia Pacific and North America climbed to new highs over the period, buoyed by expectations of continued U.S. rate cuts and by climbing energy and commodity prices, which helped stocks in the energy and materials sectors. Stocks in Hong Kong continued their upward trajectory during October, rising nearly 11% on the heels of September's 14.9% gain.
UK stocks outperformed as the Bank of England's dovish stance led to better sentiment for equities. Despite inflation concerns, UK and euro zone central banks kept interest rates on hold as credit markets remained turbulent. Housing weakness, rising oil prices, strong currencies and ebbing business and consumer confidence muted the economic outlook for Europe. Japan underperformed during October, as the Bank of Japan held interest rates unchanged, cut its inflation forecasts, and warned of heightened global risks.
The Lehman Brothers Aggregate Bond Index rose 0.9% as fall-out from the sub-prime market troubles and weakness in equities sent investors into the safe-haven of fixed income instruments.
Jackson Perspective 5 Fund
Mellon Capital Management Corporation
Objective:
The investment objective of the Jackson Perspective 5 Fund is total return through capital appreciation and dividend income.
Portfolio Manager Commentary:
For the period ended October 31, 2007, the Jackson Perspective 5 Fund posted a return of 14.7% (excluding sales load) compared to 10.4% for the S&P 500 Index. The Jackson Perspective 5 Fund holds a broad set of companies. Most of the companies are based in the U.S., but the Fund also holds 5 companies from Britain and 5 companies from Hong Kong. The returns from the U.S. companies were mixed but the British and Hong Kong companies all made positive contributions to the Fund's return.
United Kingdom
The UK holding with the best return was GKN Plc. GKN Plc, a British maker of automotive parts, was up 42% on strong performance in a recent acquisition and strong demand for their products in Europe. The Fund's UK security with the lowest return was BT Group Plc, still up 15%. BT Group Plc basically performed in line with the UK market as they transitioned from traditional telecommunication services to new value-added businesses. The rising value of the British Pound versus the U.S. Dollar helped all 5 of the UK stocks held by the Fund.
Hong Kong
The Hong Kong holding with the best return in the Fund was Citic Pacific Ltd. Citic Pacific Ltd., a large infrastructure management company, rose 88% after reporting strong earnings and a spin-off of a subsidiary. The Fund's Hong Kong security with the lowest return, PCCW Ltd., was up 7%. PCCW Ltd., a telecommunications and internet company, struggled in the competitive Hong Kong telecom market and thus the stock did not rise with the general Hong Kong stock market. The Hong Kong Dollar is tied to the U.S. Dollar.
United States
The U.S. holdings with the best returns were Sigma Designs Inc., Sirenza Microdevices Inc. and Valmont Industries Inc. Sigma Designs Inc., an internet media processing technology company, rose 130% after good mid-year earnings and forecasts for continuing growth. Sirenza Microdevices Inc., a supplier of radio frequency (RF) components, rose 105% after twice reporting earnings greater than expected during the year and was eventually acquired by RF Microdevices Inc. in November 2007. Valmont Industries, a designer and manufacturer of utility poles and towers, rose steadily throughout the year, ending up about 78% on strong sales and earnings gains.
Three stocks that hurt the Fund's performance were Group 1 Automotive Inc., Noven Pharmaceuticals Inc. and American Woodmark Inc. Group 1 Automotive Inc., an automotive retailer, fell 38% after announcing poor earnings early in the year and disappointing operating results later in the year. Noven Pharmaceuticals Inc., a developer of medical transdermal patches, fell 37% after Noven Pharmaceuticals Inc. received questions from the FDA on its Daytrana® patch and also after poor results from a late-stage clinical trial. American Woodmark Corp., a manufacturer of kitchen cabinets and vanities, lost 37% after reporting poor earnings early in the year and then feeling continuing pressure from the weak housing markets.
The 3 largest holdings in the Fund, which are located in the United States, also experienced a rise in performance. General Motors Corp. was up 36%, Verizon Communications Inc. was up 26% and AT&T Inc. rose 24%.
Jackson Perspective 5 Fund (Class A)
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Jackson Perspective 5 Fund = $10,810
S&P 500 Index = $11,037
Total Return for Class A Shares | |
With Maximum Sales Load | 8.1% |
Without Sales Load | 14.7% |
(Since inception on December 29, 2006) |
Total Return for Class C Shares | |
With Contingent Deferred | |
Sales Charge (“CDSC”) | 13.2% |
Without CDSC | 14.2% |
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(Since inception on December 29, 2006) |
*Tracking for the S&P 500 Index benchmark began on December 29, 2006.
Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be more or less than their original cost. Performance numbers presented in the chart above relate to Class A shares. Such amounts are net of all operating expenses applicable to Class A shares and include a front end sales load of 5.75%. However, performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
The Fund’s investment adviser waived/reimbursed certain expenses of the Fund. Performance results shown reflect the waiver, without which they would have been lower.
Jackson Perspective Optimized 5 Fund
Mellon Capital Management Corporation
Objective:
The investment objective of the Jackson Perspective Optimized 5 Fund is total return.
Portfolio Manager Commentary:
For the period ended October 31, 2007, the Jackson Perspective Optimized 5 Fund posted a return of 24.9% (excluding sales load) compared to 10.4% for the S&P 500 Index. The Jackson Perspective Optimized 5 Fund holds a broad set of companies, with most of the companies based in the U.S., but also companies from Britain, Europe and Hong Kong. The returns from the U.S. companies were mixed but all of the foreign stocks, except one, made positive contributions to the Fund's return.
United Kingdom
The UK holding with the best return was GKN Plc. GKN Plc, a British maker of automotive parts, was up 42% on strong performance in a recent acquisition and strong demand for their products in Europe. The Fund's UK security with the lowest return was Barclays Plc. Barclays Plc, a diversified financial company, fell 10% on concerns stemming from the turmoil in the global credit markets. The rising value of the British Pound versus the U.S. Dollar helped most of the UK stocks held by the Fund.
Europe
The European holding with the best return was France Telecom SA. France Telecom SA, a French telecommunications company, was up about 38% on better than expected earnings throughout the year. The Fund's European stock with the lowest return was Danske Bank A/S, up only 1%. Danske Bank A/S, a Danish financial services company, struggled with earnings and concerns over its credit market exposure.
Hong Kong
The Hong Kong holding with the best return in the Fund was Citic Pacific Ltd. Citic Pacific Ltd., a large infrastructure management company, rose 88% after reporting strong earnings and a spin-off of a subsidiary. The Fund's Hong Kong security with the lowest return, PCCW Ltd., was up 7%. PCCW Ltd., a telecommunications and internet company, struggled in the competitive Hong Kong telecom market and thus the stock did not rise with the general Hong Kong stock market. The Hong Kong Dollar is tied to the U.S. Dollar.
United States
The U.S. holdings with the best returns were Research in Motion Ltd., Potash Corp. and Priceline.com Inc. Research in Motion Ltd., the makers of the popular Blackberry devices, was up 190% on exceptional earnings and future expected growth prospects. Potash Corp., a Canadian fertilizer company that trades in the U.S., was up 156% because of rising demand for fertilizer products and good company earnings. Priceline.com Inc., an internet travel company, was up 111% on rising profits and global sales increases.
Three stocks that hurt the Fund's performance were American Eagle Outfitters Inc., Akamai Technologies Inc. and Louisiana-Pacific Corp. American Eagle Outfitters Inc., a teen clothing retail company, fell 26% on poorer than expected same store sales and lowered earnings guidance. Akamai Technologies Inc., a company that provides internet distribution services, dropped 24% on less than expected earnings during the year. And the manufacturer of building products for new homes, Louisiana-Pacific Corp., was down 22% on a decline in new residential home construction.
The four largest holdings of the Fund all provided positive returns. Cisco Systems Inc. was up 19%, Research in Motion Ltd., as discussed above, was up 190%, Microsoft Corp. was up 24% and Oracle Corp. rose.
Jackson Perspective Optimized 5 Fund (Class A)
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Jackson Perspective Optimized 5 Fund = $11,772
S&P 500 Index = $11,037
Total Return for Class A Shares | |
With Maximum Sales Load | 17.7% |
Without Sales Load | 24.9% |
(Since inception on December 29, 2006) | |
Total Return for Class C Shares | |
With Contingent Deferred | |
Sales Charge (“CDSC”) | 23.1% |
Without CDSC | 24.1% |
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(Since inception on December 29, 2006) | |
*Tracking for the S&P 500 Index benchmark began on December 29, 2006.
Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be more or less than their original cost. Performance numbers presented in the chart above relate to Class A shares. Such amounts are net of all operating expenses applicable to Class A shares and include a front end sales load of 5.75%. However, performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
The Fund’s investment adviser waived/reimbursed certain expenses of the Fund. Performance results shown reflect the waiver, without which they would have been lower.
Jackson Perspective Index 5 Fund
Mellon Capital Management Corporation
Objective:
The investment objective of the Jackson Perspective Index 5 Fund is capital appreciation.
Portfolio Manager Commentary:
For the period ended October 31, 2007, the Jackson Perspective Index 5 Fund posted a return of 9.1% (excluding sales load) compared to 10.2% for the Russell 3000 index and 10.4% for the S&P 500 Index.The Jackson Perspective Index 5 Fund holds a very broad set of securities representing 5 well known indexes: S&P 500 Index, S&P MidCap 400 Index, Russell 2000 Index, MSCI EAFE Index, and the Lehman Brothers Aggregate Bond Index. The Fund does not hold all of the securities making up the 5 indices, but samples from the securities in the 5 indices so that the Fund's portfolio characteristics are similar to the characteristics of the indices.
S&P 500 Index
The S&P 500 Index returned 10.4%. The stock held from the S&P 500 Index that had the best return was National Oilwell Varco Inc., an oil and gas services company, rose 151% following the rise in oil and gas prices. The stock held from the S&P 500 index that had the worst return was Countrywide Financial Corp., a mortgage company, fell 62% on concerns surrounding the sub-prime mortgage troubles in the United States. The largest stock in the S&P 500 Index, Exxon Mobil Corp., was up 25%.
S&P MidCap 400 Index
The S&P MidCap 400 Index returned around 13%. The stock held from the S&P MidCap 400 Index that had the best return was Intuitive Surgical Inc., a manufacturer of robotic surgical systems, rose 245% on strong earnings and increasing demand for its product. The stock held from the S&P MidCap 400 Index that had the worst return was Radian Group Inc., a company that provides mortgage credit protection products for mortgage lenders, fell 77% on concerns surrounding the sub-prime mortgage troubles in the United States. The largest stock in the S&P MidCap 400 Index was Intuitive Surgical Inc., discussed above.
Russell 2000 Index
The Russell 2000 Index rose about 6%. The stock held from the Russell 2000 Index that had the best return was Onyx Pharmaceuticals Inc., a biopharmaceutical company, rose 334% on the success in clinical trials of a new liver cancer drug. The stock held from the Russell 2000 Index that had the worst return was Beazer Homes USA Inc., a homebuilder in the southern United States, fell 75% on the slowing home sales market in the United States and an SEC investigation into the company. The largest stock in the Russell 2000 Index, Hologic Inc. was up 42%.
MSCI EAFE Index
The MSCI EAFE Index rose about 16% in U.S. Dollar terms. The stock held from the MSCI EAFE index that had the best return was Hong Kong Exchanges and Clearing Ltd., the owner and operator of the stock and futures exchange in Hong Kong, rose 205% on expectations of an increase in share trading if Chinese individuals are allowed to invest in Hong Kong. The stock held from the MSCI EAFE Index that had the worst return was Casio Computer Co. Ltd., a manufacturer of watches and calculators, fell 58% on missed earnings targets and lowered profit forecasts. The largest stock in the MSCI EAFE Index, BP Plc, was up 20%.
Lehman Brothers Aggregate Bond Index
The Lehman Brothers Aggregate Bond Index posted a positive return of 4.78%. Responding to growing concern that the fallout from the sub-prime mortgage situation would impact the broader economy, the Federal Reserve nevertheless surprised most market participants by aggressively cutting rates by 50 basis points to 4.75% on September 18 and again to 4.5% on October 31. Many of the economic indicators continued to drift lower especially from the housing sector where home sales dropped dramatically and housing starts slowed. Consumer confidence also declined coming in well below analysts expectations.
Jackson Perspective Index 5 Fund (Class A)
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Jackson Perspective Index 5 Fund = $10,283
S&P 500 Index = $11,037
Russell 3000 Index = $11,023
Total Return for Class A Shares | |
With Maximum Sales Load | 2.8% |
Without Sales Load | 9.1% |
(Since inception on December 29, 2006) | |
Total Return for Class C Shares | |
With Contingent Deferred | |
Sales Charge (“CDSC”) | 7.4% |
Without CDSC | 8.4% |
| |
(Since inception on December 29, 2006) | |
*Tracking for the S&P 500 Index and the Russell 3000 Index benchmarks began on December 29, 2006.
Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be more or less than their original cost. Performance numbers presented in the chart above relate to Class A shares. Such amounts are net of all operating expenses applicable to Class A shares and include a front end sales load of 5.75%. However, performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
The Fund’s investment adviser waived/reimbursed certain expenses of the Fund. Performance results shown reflect the waiver, without which they would have been lower.
Jackson Perspective 10 X 10 Fund
Jackson National Asset Management, LLC
Objective:
The investment objective of the Jackson Perspective 10 X 10 Fund is capital appreciation and income which is generated from underlying affiliated Fund dividends.
Portfolio Manager Commentary:
For the period ended October 31, 2007, the Jackson Perspective 10 X 10 Fund posted a return of 11.8% (excluding sales load) compared to 10.4% for the S&P 500 Index. The Fund initially invested half of its assets in each of the Jackson Perspective 5 Fund and Jackson Perspective Index 5 Fund (the "Underlying Funds"). When subsequent cash inflows or outflows occur, the Fund purchases or sells shares of the Underlying Funds according to the approximate current percentage relationship among the Underlying Funds. The Underlying Funds' performance contributed to the results of the Fund proportionally based on the relative value to the Fund throughout the period. For the period ended October 31, 2007, the average daily investment between the Underlying Funds was 51% to the Jackson Perspective 5 Fund and 49% to the Jackson Perspective Index 5 Fund. The performance of each Underlying Fund has been previously discussed.
Jackson Perspective 10 X 10 Fund (Class A)
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Jackson Perspective 10 X 10 Fund = $10,537
S&P 500 Index = $11,037
Total Return for Class A Shares | |
With Maximum Sales Load | 5.4% |
Without Sales Load | 11.8% |
(Since inception on December 29, 2006) | |
Total Return for Class C Shares | |
With Contingent Deferred | |
Sales Charge (“CDSC”) | 10.1% |
Without CDSC | 11.1% |
| |
(Since inception on December 29, 2006) | |
*Tracking for the S&P 500 Index benchmark began on December 29, 2006.
Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be more or less than their original cost. Performance numbers presented in the chart above relate to Class A shares. Such amounts are net of all operating expenses applicable to Class A shares and include a front end sales load of 5.75%. However, performance results do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
The Fund’s investment adviser waived/reimbursed certain expenses of the Fund. Performance results shown reflect the waiver, without which they would have been lower.
Jackson FundsSM
Schedules of Investments
October 31, 2007
| | Shares/Par | Value |
Jackson Perspective 5 Fund | | |
COMMON STOCKS - 99.5% | | |
CONSUMER DISCRETIONARY - 22.7% | | |
| Autoliv Inc. | 7,933 | $501,207 |
| Brown Shoe Co. Inc. | 13,380 | 272,952 |
| Buckle Inc. | 8,956 | 386,004 |
| Buffalo Wild Wings Inc. (b) | 5,456 | 167,281 |
| CBS Corp. - Class B (f) | 14,789 | 424,444 |
| Compass Group Plc | 135,924 | 977,891 |
| Dow Jones & Co. Inc. | 12,723 | 760,963 |
| General Motors Corp. (f) | 107,254 | 4,203,283 |
| Genuine Parts Co. | 10,049 | 493,104 |
| GKN Plc | 141,546 | 1,079,408 |
| Group 1 Automotive Inc. | 7,698 | 239,023 |
| Gymboree Corp. (b) | 9,919 | 337,544 |
| Interface Inc. | 16,475 | 315,167 |
| Leggett & Platt Inc. | 20,028 | 389,144 |
| Mattel Inc. | 20,276 | 423,566 |
| Movado Group Inc. | 6,133 | 184,542 |
| New York Times Co. - Class A (f) | 19,700 | 385,332 |
| Newell Rubbermaid Inc. | 15,969 | 465,656 |
| Shaw Communications Inc. | 29,218 | 815,767 |
| Stanley Works | 9,402 | 541,085 |
| Starwood Hotels & Resorts Worldwide Inc. | 7,501 | 426,507 |
| VF Corp. | 5,842 | 509,013 |
| | | 14,298,883 |
CONSUMER STAPLES - 9.1% | | |
| Altria Group Inc. | 13,684 | 997,974 |
| Anheuser-Busch Cos. Inc. | 9,706 | 497,724 |
| ConAgra Foods Inc. | 17,311 | 410,790 |
| General Mills Inc. | 8,135 | 469,634 |
| Kimberly-Clark Corp. (f) | 6,991 | 495,592 |
| Kraft Foods Inc. - Class A | 22,799 | 761,715 |
| Loews Corp. - Carolina Group | 7,385 | 633,485 |
| Safeway Inc. | 35,484 | 1,206,456 |
| SunOpta Inc. (b) | 18,237 | 273,190 |
| | | 5,746,560 |
ENERGY - 6.9% | | |
| BP Plc | 71,006 | 922,769 |
| Chevron Corp. | 6,719 | 614,856 |
| Dril-Quip Inc. (b) (f) | 12,557 | 669,665 |
| Marathon Oil Corp. | 27,059 | 1,599,998 |
| Tetra Technologies Inc. (b) (f) | 22,255 | 438,201 |
| VAALCO Energy Inc. (b) (f) | 19,184 | 97,455 |
| | | 4,342,944 |
FINANCIALS - 8.0% | | |
| BOC Hong Kong Holdings Ltd. | 293,000 | 829,773 |
| Capital Trust Inc. - Class A (f) | 5,596 | 188,697 |
| Cascade Bancorp | 9,004 | 173,237 |
| Citigroup Inc. | 21,436 | 898,168 |
| Goldman Sachs Group Inc. | 5,890 | 1,460,249 |
| JPMorgan Chase & Co. | 24,612 | 1,156,764 |
| SWS Group Inc. | 8,607 | 163,447 |
| World Acceptance Corp. (b) (f) | 5,460 | 176,140 |
| | | 5,046,475 |
HEALTH CARE - 6.5% | | |
| Abbott Laboratories | 9,750 | 532,545 |
| Merck & Co. Inc. | 26,851 | 1,564,339 |
| Noven Pharmaceuticals Inc. (b) (f) | 7,326 | 113,260 |
| Pfizer Inc. | 74,901 | 1,843,314 |
| | | 4,053,458 |
INDUSTRIALS - 16.8% | | |
| American Woodmark Corp. | 5,104 | 129,437 |
| Ameron International Corp. (f) | 2,759 | 297,613 |
| Belden Inc. | 13,841 | 806,515 |
| Citic Pacific Ltd. | 225,000 | 1,418,823 |
| Clean Harbors Inc. (b) | 6,178 | 304,143 |
| COSCO Pacific Ltd. | 318,000 | 990,969 |
| EMCOR Group Inc. (b) | 19,941 | 686,569 |
| General Electric Co. | 51,845 | 2,133,941 |
| II-VI Inc. (b) | 9,097 | 316,030 |
| Ladish Co. Inc. (b) | 4,554 | 208,983 |
| Lindsay Corp. (f) | 3,696 | 181,843 |
| Lockheed Martin Corp. | 12,862 | 1,415,334 |
| Pitney Bowes Inc. | 10,306 | 412,652 |
| Valmont Industries Inc. | 8,037 | 769,302 |
| Waste Management Inc. | 12,614 | 459,023 |
| | | 10,531,177 |
INFORMATION TECHNOLOGY - 6.9% | | |
| Advanced Energy Industries Inc. (b) | 14,177 | 226,832 |
| Ansoft Corp. (b) | 7,353 | 221,178 |
| Atheros Communications Inc. (b) | 16,666 | 584,977 |
| Hewlett-Packard Co. | 28,403 | 1,467,867 |
| Interwoven Inc. (b) | 13,832 | 196,276 |
| Macrovision Corp. (b) (f) | 16,381 | 393,144 |
| Mentor Graphics Corp. (b) (f) | 25,656 | 411,009 |
| Sigma Designs Inc. (b) (f) | 7,137 | 419,441 |
| Sirenza Microdevices Inc. (b) | 14,639 | 242,129 |
| Tyler Technologies Inc. (b) | 12,345 | 199,001 |
| | | 4,361,854 |
MATERIALS - 7.5% | | |
| EI Du Pont de Nemours & Co. | 24,125 | 1,194,429 |
| HB Fuller Co. | 18,856 | 554,932 |
| Louisiana-Pacific Corp. (f) | 21,339 | 351,240 |
| Metal Management Inc. | 8,119 | 426,816 |
| Nucor Corp. | 21,695 | 1,345,524 |
| Rohm & Haas Co. | 9,280 | 481,446 |
| Sonoco Products Co. | 12,286 | 379,883 |
| | | 4,734,270 |
TELECOMMUNICATION SERVICES - 13.6% | | |
| AT&T Inc. | 56,313 | 2,353,320 |
| BT Group Plc | 130,055 | 881,582 |
| PCCW Ltd. | 1,273,000 | 822,009 |
| Qwest Communications International Inc. (b) (f) | 140,678 | 1,010,068 |
| Verizon Communications Inc. | 52,038 | 2,397,391 |
| Vodafone Group Plc | 278,177 | 1,093,204 |
| | | 8,557,574 |
UTILITIES - 1.5% | | |
| Cheung Kong Infrastructure Holdings Ltd. | 245,826 | 963,134 |
| | | |
| Total Common Stocks (cost $59,522,552) | | 62,636,329 |
| | | |
SHORT TERM INVESTMENTS - 7.8% | | |
Mutual Funds - 0.3% | | |
| JNL Money Market Fund, 4.88% (a) (e) | 159,457 | 159,457 |
| | | |
Securities Lending Collateral - 7.5% | | |
| Mellon GSL Delaware Business Trust Collateral | | |
| Fund, 5.22% (a) (e) | 4,717,841 | 4,717,841 |
| | | |
| Total Short Term Investments (cost $4,877,298) | | 4,877,298 |
| | | |
Total Investments - 107.3% (cost $64,399,850) | | 67,513,627 |
| | | |
Other Assets and Liabilities, Net - (7.3%) | | -4,603,318 |
| | | |
Total Net Assets - 100% | | $62,910,309 |
| | | |
| | | |
Jackson Perspective Optimized 5 Fund | | |
COMMON STOCKS - 97.8% | | |
CONSUMER DISCRETIONARY - 14.3% | | |
| American Eagle Outfitters Inc. | 5,703 | $135,617 |
| Autoliv Inc. | 1,470 | 92,875 |
| Big Lots Inc. (b) | 2,006 | 48,104 |
| CBS Corp. - Class B | 2,866 | 82,254 |
| Compass Group Plc | 30,172 | 217,069 |
| DirecTV Group Inc. (b) | 20,952 | 554,810 |
| Dow Jones & Co. Inc. | 2,422 | 144,860 |
| EchoStar Communications Corp. (b) | 3,898 | 190,846 |
| General Motors Corp. | 5,949 | 233,141 |
| Genuine Parts Co. | 1,862 | 91,368 |
| GKN Plc | 31,431 | 239,688 |
| Guess? Inc. | 1,547 | 79,500 |
| InterActiveCorp (b) | 2,666 | 78,540 |
| Leggett & Platt Inc. | 3,841 | 74,631 |
| Liberty Global Inc. - Class A (b) | 3,443 | 135,138 |
| Mattel Inc. | 3,931 | 82,119 |
| New York Times Co. - Class A (f) | 3,820 | 74,719 |
| Newell Rubbermaid Inc. | 3,026 | 88,238 |
| Phillips-Van Heusen | 934 | 44,645 |
| Priceline.com Inc. (b) (f) | 1,049 | 97,662 |
| Shaw Communications Inc. | 5,562 | 155,291 |
| Stanley Works | 1,743 | 100,310 |
| Starwood Hotels & Resorts Worldwide Inc. | 1,422 | 80,855 |
| Tempur-Pedic International Inc. | 2,249 | 80,964 |
| VF Corp. | 1,083 | 94,362 |
| | | 3,297,606 |
CONSUMER STAPLES - 2.6% | | |
| Anheuser-Busch Cos. Inc. | 1,798 | 92,201 |
| ConAgra Foods Inc. | 3,356 | 79,638 |
| General Mills Inc. | 1,542 | 89,020 |
| Kimberly-Clark Corp. (f) | 1,296 | 91,873 |
| Kraft Foods Inc. - Class A | 2,543 | 84,962 |
| Loews Corp. - Carolina Group | 1,400 | 120,092 |
| NBTY Inc. (b) | 1,180 | 42,008 |
| | | 599,794 |
ENERGY - 6.4% | | |
| BP Plc | 35,965 | 467,389 |
| Chevron Corp. | 1,247 | 114,113 |
| Core Laboratories NV (b) | 594 | 86,688 |
| ENI SpA (f) | 6,694 | 244,353 |
| Royal Dutch Shell Plc - Class A (f) | 6,376 | 279,109 |
| Statoil ASA | 8,625 | 291,850 |
| | | 1,483,502 |
FINANCIALS - 7.4% | | |
| Barclays Plc | 15,182 | 190,671 |
| BOC Hong Kong Holdings Ltd. | 63,000 | 178,415 |
| Danske Bank A/S | 5,012 | 220,873 |
| HSBC Holdings Plc | 12,106 | 239,387 |
| ING Groep NV | 5,010 | 225,263 |
| Intesa Sanpaolo SpA | 29,184 | 230,817 |
| Lloyds TSB Group Plc | 19,726 | 223,744 |
| Royal Bank of Scotland Group Plc | 18,735 | 201,207 |
| | | 1,710,377 |
HEALTH CARE - 1.7% | | |
| Abbott Laboratories | 1,808 | 98,753 |
| Illumina Inc. (b) | 1,202 | 67,492 |
| Immucor Inc. (b) | 1,516 | 48,891 |
| Pfizer Inc. | 6,672 | 164,198 |
| | | 379,334 |
INDUSTRIALS - 5.6% | | |
| Citic Pacific Ltd. | 49,000 | 308,988 |
| Continental Airlines Inc. - Class B (b) | 1,511 | 51,903 |
| COSCO Pacific Ltd. | 70,000 | 218,138 |
| General Electric Co. | 4,617 | 190,036 |
| Manitowoc Co. Inc. | 2,084 | 102,658 |
| Paccar Inc. | 3,497 | 194,293 |
| Pitney Bowes Inc. | 1,910 | 76,476 |
| TeleTech Holdings Inc. (b) | 1,986 | 49,511 |
| Waste Management Inc. | 2,391 | 87,008 |
| | | 1,279,011 |
INFORMATION TECHNOLOGY - 36.2% | | |
| Akamai Technologies Inc. (b) (f) | 2,645 | 103,658 |
| Check Point Software Technologies Ltd. (b) | 2,246 | 56,734 |
| Cisco Systems Inc. (b) | 84,368 | 2,789,206 |
| Infosys Technologies Ltd. - ADR | 4,970 | 253,172 |
| Lam Research Corp. (b) | 1,241 | 62,298 |
| Microsoft Corp. | 39,199 | 1,442,915 |
| Nvidia Corp. (b) | 14,556 | 514,991 |
| Oracle Corp. (b) | 52,492 | 1,163,748 |
| Research In Motion Ltd. (b) | 15,061 | 1,875,245 |
| Varian Semiconductor Equipment Associates Inc. (b) | 1,572 | 72,343 |
| | | 8,334,310 |
MATERIALS - 5.4% | | |
| Albemarle Corp. | 1,645 | 78,565 |
| Allegheny Technologies Inc. | 1,733 | 177,061 |
| Louisiana-Pacific Corp. | 4,138 | 68,111 |
| OM Group Inc. (b) | 1,042 | 55,205 |
| Potash Corp. | 5,403 | 663,596 |
| Rock-Tenn Co. - Class A | 1,613 | 47,035 |
| Rohm & Haas Co. | 1,719 | 89,182 |
| Sonoco Products Co. | 2,355 | 72,817 |
| | | 1,251,572 |
TELECOMMUNICATION SERVICES - 16.2% | | |
| AT&T Inc. | 5,015 | 209,577 |
| BT Group Plc | 65,864 | 446,461 |
| BT Group Plc - ADR | 14,243 | 969,807 |
| Deutsche Telekom AG | 12,132 | 248,668 |
| France Telecom SA (f) | 7,980 | 294,301 |
| Millicom International Cellular SA (b) | 854 | 100,328 |
| PCCW Ltd. | 277,000 | 178,866 |
| Royal KPN NV | 15,640 | 294,970 |
| Telecom Italia SpA | 73,274 | 230,059 |
| Verizon Communications Inc. | 4,634 | 213,488 |
| Vodafone Group Plc | 140,981 | 554,039 |
| | | 3,740,564 |
UTILITIES - 2.0% | | |
| Cheung Kong Infrastructure Holdings Ltd. | 53,823 | 210,876 |
| Enel SpA (f) | 21,672 | 259,461 |
| | | 470,337 |
| | | |
Total Common Stocks (cost $19,972,861) | | 22,546,407 |
| | | |
SHORT TERM INVESTMENTS - 3.6% | | |
Mutual Funds - 0.1% | | |
| JNL Money Market Fund, 4.88% (a) (e) | 29,298 | 29,298 |
| | | |
Securities Lending Collateral - 3.5% | | |
| Mellon GSL Delaware Business Trust Collateral | | |
| Fund, 5.22% (a) (e) | 801,565 | 801,565 |
| | | |
| Total Short Term Investments (cost $830,863) | | 830,863 |
| | | |
Total Investments - 101.4% (cost $20,803,724) | | 23,377,270 |
| | | |
Other Assets and Liabilities, Net - (1.4%) | | (311,914) |
| | | |
Total Net Assets - 100% | | $23,065,356 |
| | | |
| | | |
Jackson Perspective Index 5 Fund* (i) | | |
* Summary Schedule of Investments | | |
COMMON STOCKS - 72.4% | | |
CONSUMER DISCRETIONARY - 8.9% | | |
| Other Securities | | $5,669,571 |
| | | |
CONSUMER STAPLES - 4.3% | | |
| Nestle SA | 334 | 154,112 |
| Procter & Gamble Co. | 2,535 | 176,233 |
| Other Securities | | 2,392,657 |
| | | 2,723,002 |
ENERGY - 6.2% | | |
| BP Plc | 15,763 | 204,851 |
| Chevron Corp. | 1,814 | 165,999 |
| Exxon Mobil Corp. | 4,649 | 427,662 |
| Total SA (f) | 1,765 | 142,279 |
| Other Securities | | 3,050,667 |
| | | 3,991,458 |
FINANCIALS - 14.7% | | |
| Bank of America Corp. | 3,592 | 173,422 |
| Bank of New York Mellon Corp. (a) | 920 | 44,942 |
| Citigroup Inc. | 4,069 | 170,491 |
| HSBC Holdings Plc | 9,748 | 192,759 |
| Prudential plc (a) | 1,869 | 30,390 |
| Other Securities | | 8,789,266 |
| | | 9,401,270 |
HEALTH CARE - 7.8% | | |
| Hologic Inc. (b) | 2,002 | 135,996 |
| Johnson & Johnson | 2,326 | 151,585 |
| Pfizer Inc. | 5,695 | 140,154 |
| Other Securities | | 4,537,781 |
| | | 4,965,516 |
INDUSTRIALS - 9.8% | | |
| General Electric Co. | 8,427 | 346,855 |
| Other Securities | | 5,900,713 |
| | | 6,247,568 |
INFORMATION TECHNOLOGY - 10.1% | | |
| Apple Inc. (b) | 705 | 133,915 |
| Cisco Systems Inc. (b) | 5,100 | 168,606 |
| International Business Machines Corp. | 1,159 | 134,583 |
| Microsoft Corp. | 6,918 | 254,652 |
| Nokia Oyj | 3,355 | 132,917 |
| Other Securities | | 5,630,205 |
| | | 6,454,878 |
MATERIALS - 4.8% | | |
| Other Securities | | 3,060,164 |
| | | |
TELECOMMUNICATION SERVICES - 2.3% | | |
| AT&T Inc. | 5,067 | 211,750 |
| Vodafone Group Plc | 44,226 | 173,803 |
| Other Securities | | 1,054,410 |
| | | 1,439,963 |
UTILITIES - 3.5% | | |
| Other Securities | | 2,241,078 |
| | | |
| Total Common Stocks (cost $42,544,406) | | 46,194,468 |
| | | |
PREFERRED STOCKS - 0.1% | | |
CONSUMER DISCRETIONARY - 0.1% | | |
| Other Securities | | 33,062 |
| | | |
CONSUMER STAPLES - 0.0% | | |
| Other Securities | | 1,433 |
| | | |
| Total Preferred Stocks (cost $20,624) | | 34,495 |
| | | |
NON-U.S. GOVERNMENT AGENCY ASSET-BACKED SECURITIES - 1.8% | | |
| Other Securities | | 1,144,391 |
| | | |
| Total Non-U.S. Government Agency Asset-Backed | | |
| Securities (cost $1,158,846) | | 1,144,391 |
| | | |
CORPORATE BONDS AND NOTES - 3.1% | | |
CONSUMER DISCRETIONARY - 0.3% | | |
| Other Securities | | 189,843 |
| | | |
CONSUMER STAPLES - 0.2% | | |
| Other Securities | | 99,067 |
| | | |
ENERGY - 0.2% | | |
| Other Securities | | 141,540 |
| | | |
FINANCIALS - 1.5% | | |
| Other Securities | | 991,798 |
| | | |
HEALTH CARE - 0.2% | | |
| Other Securities | | 144,140 |
| | | |
INDUSTRIALS - 0.0% | | |
| Other Securities | | 20,465 |
| | | |
INFORMATION TECHNOLOGY - 0.2% | | |
| Other Securities | | 100,100 |
| | | |
MATERIALS - 0.0% | | |
Other Securities | | 10,395 |
| | | |
TELECOMMUNICATION SERVICES - 0.4% | | |
| Other Securities | | 270,657 |
| | | |
UTILITIES - 0.1% | | |
| Other Securities | | 39,989 |
| | | |
| Total Corporate Bonds and Notes (cost $2,024,516) | | 2,007,994 |
| | | |
GOVERNMENT AND AGENCY OBLIGATIONS - 14.0% | | |
GOVERNMENT SECURITIES - 4.5% | | |
Sovereign - 0.2% | | |
| Other Securities | | 101,141 |
| | | |
U.S. Treasury Securities - 4.3% | | |
| U.S. Treasury Bond | | |
| 11.25%, 02/15/15 (f) | $164,000 | 234,187 |
| 9.13%, 05/15/18 | 150,000 | 206,684 |
| 6.25%, 08/15/23 (f) | 115,000 | 133,472 |
| U.S. Treasury Note | | |
| 4.63%, 11/30/08 (f) | 360,000 | 362,419 |
| 4.00%, 08/31/09 (f) | 160,000 | 160,112 |
| 3.50%, 02/15/10 (f) | 190,000 | 188,219 |
| 4.63%, 12/31/11 (f) | 178,000 | 181,602 |
| 4.63%, 11/15/16 (f) | 155,000 | 157,083 |
| Other Securities | | 1,092,492 |
| | | 2,716,270 |
U.S. GOVERNMENT AGENCY MORTGAGE-BACKED | | |
SECURITIES - 9.5% | | |
Federal Home Loan Bank - 0.6% | | |
| Federal Home Loan Bank, 5.00%, 09/18/09 | 190,000 | 192,253 |
| Other Securities | | 220,696 |
| | | 412,949 |
Federal Home Loan Mortgage Corp. - 2.2% | | |
| Federal Home Loan Mortgage Corp. | | |
| 5.00%, 06/11/09 (f) | 200,000 | 201,915 |
| 6.63%, 09/15/09 (f) | 225,000 | 234,145 |
| 5.50%, 12/01/35, TBA (c) | 190,000 | 186,835 |
| 5.50%, 03/01/37 | 198,981 | 195,897 |
| 6.00%, 07/01/37 | 149,847 | 150,820 |
| Other Securities | | 451,907 |
| | | 1,421,519 |
Federal National Mortgage Association - 6.0% | | |
| Federal National Mortgage Association | | |
| 4.50%, 10/01/18 | 235,640 | 228,584 |
| 5.00%, 07/01/19 | 218,086 | 215,175 |
| 5.50%, 10/01/19 | 244,115 | 244,901 |
| 5.00%, 12/01/26 | 236,258 | 229,183 |
| 5.00%, 06/01/33 | 622,403 | 599,035 |
| 5.50%, 06/01/33 | 485,480 | 479,770 |
| 5.50%, 12/01/34 | 254,720 | 251,550 |
| 5.57%, 07/01/36 (d) | 134,555 | 134,836 |
| 6.50%, 09/01/36 | 176,316 | 180,487 |
| 6.00%, 02/01/37 | 198,420 | 199,895 |
| 6.00%, 04/01/37 | 147,570 | 148,667 |
| Other Securities | | 931,742 |
| | | 3,843,825 |
Government National Mortgage Association - 0.7% | | |
| Government National Mortgage Association | | |
| 6.50%, 12/20/31, TBA (c) | 140,000 | 143,982 |
| 5.50%, 11/15/35 | 223,840 | 222,576 |
| Other Securities | | 47,178 |
| | | 413,736 |
| | | |
| Total Government and Agency Obligations (cost $8,868,105) | | 8,909,440 |
| | | |
SHORT TERM INVESTMENTS - 25.7% | | |
Mutual Funds - 7.8% | | |
| JNL Money Market Fund, 4.88% (a) (e) | 4,981,924 | 4,981,924 |
| | | |
Securities Lending Collateral - 17.5% | | |
| Mellon GSL Delaware Business Trust Collateral | | |
| Fund, 5.22% (a) (e) | 11,206,524 | 11,206,524 |
| | | |
U.S. Treasury Securities - 0.4% | | |
| U.S. Treasury Bill, 4.05%, 12/20/07 (h) | 240,000 | 238,795 |
| | | |
| Total Short Term Investments (cost $16,427,146) | | 16,427,243 |
| | | |
Total Investments - 117.1% (cost $71,043,643) | | 74,718,031 |
| | | |
Other Assets and Liabilities, Net - (17.1%) | | (10,920,054) |
| | | |
Total Net Assets - 100% | | $63,797,977 |
| | | |
| | | |
Jackson Perspective 10 X 10 Fund | | |
INVESTMENT FUNDS - 100.1% | | |
| Jackson Perspective 5 Fund (a) | 437,830 | $5,021,908 |
| Jackson Perspective Index 5 Fund (a) | 437,830 | 4,776,724 |
| | | |
| Total Investment Funds (cost $9,330,080) | | 9,798,632 |
| | | |
Total Investments - 100.1% (cost $9,330,080) | | 9,798,632 |
| | | |
Other Assets and Liabilities, Net - (0.1%) | | (5,173) |
| | | |
Total Net Assets - 100% | | $9,793,459 |
| | | |
| | | |
Jackson Perspective Money Market Fund | | |
SHORT TERM INVESTMENTS - 104.8% | | |
Certificates of Deposit - 22.7% | | |
| ABN AMRO Bank, 4.78%, 02/01/08 | $350,000 | $350,004 |
| Barclays Bank Plc, 5.48%, 11/28/07 | 300,000 | 300,000 |
| Canadian Imperial Bank of Commerce, 5.07%, 04/02/08 | 250,000 | 250,000 |
| Citibank NA, 5.35%, 11/08/07 | 300,000 | 300,000 |
| Credit Suisse First Boston, 5.32%, 05/27/08 | 175,000 | 175,000 |
| Deutsche Bank Securities Inc., 5.03%, 04/10/08 | 300,000 | 300,000 |
| Rabobank Nederland, 5.14%, 03/11/08 | 350,000 | 350,000 |
| Regions Bank, 4.85%, 01/22/08 | 300,000 | 300,000 |
| Royal Bank of Scotland, 5.44%, 03/13/08 | 250,000 | 250,000 |
| Societe Generale NY, 4.90%, 01/23/08 | 250,000 | 250,000 |
| | | 2,825,004 |
Commercial Paper – 57.1% | | |
| Apreco LLC, 5.10%, 11/05/07 (g) | 250,000 | 249,857 |
| Bank of America Corp., 4.94%, 04/03/08 | 350,000 | 342,604 |
| CAFCO LLC, 4.78%, 12/05/07 (g) | 250,000 | 248,871 |
| Cargill Global Funding Plc, 4.85%, 11/27/07 (g) | 350,000 | 348,774 |
| Chariot Funding LLC, 5.10%, 12/03/07 (g) | 250,000 | 248,867 |
| Coca Cola Co., 4.72%, 11/19/07 (g) | 350,000 | 349,174 |
| Eureka Securities LLC, 5.02%, 11/27/07 (g) | 250,000 | 249,094 |
| Falcon Asset Securitization Corp., 4.84%, 12/07/07 (g) | 250,000 | 248,790 |
| Fortis Banque, 5.17%, 11/09/07 | 175,000 | 174,799 |
| General Electric Capital Corp., 5.24%, 11/29/07 | 350,000 | 348,574 |
| GlaxoSmithKline Plc, 4.77%, 12/11/07 (g) | 300,000 | 298,410 |
| Goldman Sachs Group Inc., 4.80%, 12/03/07 | 250,000 | 248,933 |
| Greyhawk Funding LLC, 5.25%, 11/26/07 (g) | 250,000 | 249,089 |
| International Lease Finance Corp., 4.76%, 11/08/07 | 350,000 | 349,676 |
| JPMorgan Chase & Co., 4.75%, 12/19/07 | 350,000 | 347,783 |
| Merrill Lynch & Co. Inc., 4.80%, 11/08/07 | 250,000 | 249,767 |
| Mont Blanc Capital Corp., 4.89%, 11/20/07 (g) | 250,000 | 249,355 |
| Park Avenue Receivables LLC, 5.10%, 11/07/07 (g) | 250,000 | 249,788 |
| Prudential Funding LLC, 5.13%, 12/12/07 | 300,000 | 298,292 |
| Ranger Funding Co. LLC, 5.15%, 11/01/07 (g) | 250,000 | 250,000 |
| Thunder Bay Funding LLC, 5.09%, 12/03/07 (g) | 250,000 | 248,870 |
| Total Capital SA, 4.74%, 12/31/07 (g) | 350,000 | 347,235 |
| Toyota Financial Services Corp., 4.78%, 03/13/08 | 350,000 | 343,819 |
| Windmill Funding Corp., 4.98%, 11/19/07 (g) | 300,000 | 299,253 |
| Yorktown Capital LLC, 5.15%, 11/07/07 (g) | 250,000 | 249,785 |
| | | 7,089,459 |
Federal Home Loan Bank - 2.4% | | |
| Federal Home Loan Bank, 5.02%, 02/06/08 | 300,000 | 296,088 |
| | | |
Federal Home Loan Mortgage Corp. - 4.0% | | |
| Federal Home Loan Mortgage Corp., 4.73%, 02/19/08 | 500,000 | 492,774 |
| | | |
Federal National Mortgage Association - 4.9% | | |
| Federal National Mortgage Association, 6.21%, 11/07/07 | 610,000 | 610,073 |
| | | |
Mutual Funds - 0.0% | | |
| Dreyfus Cash Management Plus Fund, 5.04% (e) | 2,512 | 2,512 |
| JNL Money Market Fund, 4.88% (a) (e) | 234 | 234 |
| | | 2,746 |
Repurchase Agreement - 13.7% | | |
| Repurchase Agreement with Bank of New York Mellon | | |
| Corp., 4.94% (Collateralized by $1,212,857 Federal | | |
| Home Loan Mortgage Corp., 5.00% - 8.00%, | | |
| due 10/01/31 - 12/01/35, value $1,186,893 and | | |
| by $512,882 Government National Mortgage | | |
| Association, 7.00%, 04/20/33, value $538,802) | | |
| acquired on 10/31/07, due 11/01/07 at $1,700,233 | 1,700,000 | 1,700,000 |
| | | |
Total Investments - 104.8% (cost $13,016,144) | | 13,016,144 |
| | | |
Other Assets and Liabilities, Net - (4.8%) | | (596,739) |
| | | |
Total Net Assets - 100% | | $12,419,405 |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM
Notes to the Schedules of Investments
October 31, 2007
| |
(a) | Investment in affiliate. |
(b) | Non-income producing security. | | | | | | | | | |
(c) | Investment purchased on a when-issued basis. As of October 31, 2007, the total cost of investments purchased on a when-issued basis |
| for the Jackson Perspective Index 5 Fund is $330,954. |
(d) | Variable rate security. Rate stated is in effect as of October 31, 2007. |
(e) | Dividend yield changes daily to reflect current market conditions. Rate is the quoted yield as of October 31, 2007. |
(f) | All or portion of the security has been loaned. |
(g) | Rule 144A, Section 4(2) provides an exemption from the registration requirements of the Securities Act of 1933, as amended, for resale of this security to an |
| institutional investor. The Fund has deemed this security to be liquid based on procedures approved by the Board of Trustees. | | | |
(h) | All or a portion of the security pledged as collateral for open futures contracts. |
(i) | For all items listed as "Other Securities" in this Summary Schedule of Investments, this represents issues not identified as top-fifty unaffiliated holdings in |
| terms of market value and issues or issuers not exceeding one percent individually or in aggregate, respectively, as of October 31, 2007. Certain captions |
| named "Other Securities" may include securities which relate to the footnotes mentioned above. | | | | | |
* | A Summary Schedule of Investments is presented for this portfolio. For information on availability of a complete Schedule of Investments, refer to |
| www.jnl.com, www.sec.gov, or call the Shareholder Service Center at 888-276-0061. |
Abbreviations: |
ADR - American Depository Receipt |
EUR - European Currency Unit (Euro) |
GBP - British Pound |
JPY - Japanese Yen |
TBA - To Be Announced |
USD - United States Dollar |
Investments in affiliates - See Note 3 in the Notes to the Financial Statements for further discussion of other affiliated investments. The Jackson Perspective Index 5 Fund |
invested in Prudential plc, the parent company of Jackson National Life Insurance Co. and Bank of New York Mellon Corp., the parent company of its sub-adviser. |
Transactions for the period ended October 31, 2007 are shown below: |
| | Value | | | | | | |
| | Beginning | | | | | | Value End |
| | of Period | | | | Sales | Dividend | of Period |
Affiliate | 12/29/2006 | | Purchases | | Proceeds | Income | 10/31/2007 |
Bank of New York Mellon Corp. | $ - | | $ 14,662 | * | $ - | $ 295 | $ 44,942 |
Prudential plc | - | | 26,549 | | - | 720 | 30,390 |
*As of July 2, 2007, Mellon Financial Corp. merged with Bank of New York Co. to form Bank of New York Mellon Corp. The purchases disclosed above |
do not include $24,455 of purchases of Bank of New York Co. prior to the merger. |
Summary of Open Forward Foreign Currency Contracts: | | | | | |
| | | | | | | |
| Currency | Settlement | | Notional | | Currency | Unrealized |
| Purchased/Sold | Date | | Amount | | Value | Gain/(Loss) |
| | | | | | | |
| Jackson Perspective Index 5 Fund | | | | | | |
| EUR/USD | 12/19/2007 | | 245,200 EUR | | $ 355,379 | $ 14,924 |
| GBP/USD | 12/19/2007 | | 192,900 GBP | | 400,447 | 8,467 |
| JPY/USD | 12/19/2007 | | 49,085,000 JPY | | 427,935 | (2,442) |
| | | | | | $ 1,183,761 | $ 20,949 |
Schedule of Open Futures Contracts: | | | | | |
| | | | | | |
| | Contracts | | | | Unrealized |
| | Long/ | | | | Appreciation/ |
| | (Short) | | | | (Depreciation) |
| | | | | | |
| Jackson Perspective Index 5 Fund | | | | | |
| Dow Jones Euro Stoxx 50 Index Future | | | | | |
| Expiration December 2007 | 9 | | EUR | | $ 9,639 |
| FTSE 100 Index Future | | | | | |
| Expiration December 2007 | 3 | | GBP | | 10,764 |
| Russell 2000 Mini Index Future | | | | | |
| Expiration December 2007 | 16 | | USD | | 49,218 |
| S&P 500 E-Mini Index Future | | | | | |
| Expiration December 2007 | 18 | | USD | | 51,837 |
| S&P MidCap 400 E-Mini Index Future | | | | | |
| Expiration December 2007 | 14 | | USD | | 47,377 |
| Topix Index Future | | | | | |
| Expiration December 2007 | 3 | | JPY | | 11,005 |
| | | | | | $ 179,840 |
Summary of Investments by Sector (as a percentage of total investments): | | | | | | | |
| | | | Jackson | | Jackson | | Jackson | | Jackson | |
| | Jackson | | Perspective | | Perspective | | Perspective | | Perspective | |
| | Perspective 5 | | Optimized 5 | | Index 5 | | 10 X 10 | | Money Market | |
Sector | | Fund | | Fund | | Fund | | Fund | | Fund | |
Consumer Discretionary | | 21.2 | % | 14.1 | % | 7.9 | % | - | % | - | % |
Consumer Staples | | 8.5 | | 2.6 | | 3.7 | | - | | - | |
Energy | | 6.4 | | 6.3 | | 5.5 | | - | | - | |
Financials | | 7.5 | | 7.3 | | 13.9 | | - | | - | |
Health Care | | 6.0 | | 1.6 | | 6.8 | | - | | - | |
Industrials | | 15.6 | | 5.5 | | 8.4 | | - | | - | |
Information Technology | | 6.5 | | 35.6 | | 8.8 | | - | | - | |
Materials | | 7.0 | | 5.4 | | 4.1 | | - | | - | |
Telecommunication Services | | 12.7 | | 16.0 | | 2.3 | | - | | - | |
Utilities | | 1.4 | | 2.0 | | 3.1 | | - | | - | |
Government Securities | | - | | - | | 3.8 | | - | | - | |
Non-U.S. Government Agency | | | | | | | | | | |
Asset-Backed Sercurities | | - | | - | | 1.5 | | - | | - | |
U.S. Government Agency | | | | | | | | | | | |
Mortgage-Backed Securities | - | | - | | 8.2 | | - | | 10.7 | |
Investment Funds | | - | | - | | - | | 100.0 | | - | |
Certificates of Deposit | | - | | - | | - | | - | | 21.7 | |
Commercial Paper | | - | | - | | - | | - | | 54.5 | |
Mutual Funds | | 0.2 | | 0.1 | | 6.7 | | - | | - | |
Repurchase Agreement | | - | | - | | - | | - | | 13.1 | |
Other Short Term Securities | | 7.0 | | 3.5 | | 15.3 | | - | | - | |
Total | | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % |
Summary of Investments by Country (as a percentage of total investments):* | | |
| | | | Jackson | | Jackson | |
| | Jackson | | Perspective | | Perspective | |
| | Perspective 5 | | Optimized 5 | | Index 5 | |
Country | | Fund | | Fund | | Fund | |
Australia | | - | % | - | % | 1.2 | % |
Austria | | - | | - | | 0.1 | |
Belgium | | - | | - | | 0.3 | |
Bermuda | | - | | - | | 0.2 | |
Canada | | 1.2 | | 11.5 | | 0.1 | |
Denmark | | - | | 0.9 | | 0.1 | |
Finland | | - | | - | | 0.3 | |
France | | - | | 1.3 | | 1.6 | |
Germany | | - | | 1.1 | | 1.5 | |
Greece | | - | | - | | 0.1 | |
Hong Kong | | 7.5 | | 4.7 | | 0.4 | |
India | | - | | 1.1 | | - | |
Ireland | | - | | - | | 0.1 | |
Israel | | - | | 0.2 | | - | |
Italy | | - | | 4.1 | | 0.6 | |
Japan | | - | | - | | 3.3 | |
Luxembourg | | - | | 0.4 | | 0.1 | |
Mexico | | - | | - | | 0.1 | |
Netherlands | | - | | 3.8 | | 0.7 | |
Norway | | - | | 1.3 | | 0.2 | |
Portugal | | - | | - | | 0.1 | |
Singapore | | - | | - | | 0.2 | |
Spain | | - | | - | | 0.7 | |
Sweden | | - | | - | | 0.5 | |
Switzerland | | - | | - | | 1.1 | |
United Kingdom | | 7.3 | | 11.9 | | 3.5 | |
United States | | 84.0 | | 57.7 | | 82.9 | |
Total | | 100.0 | % | 100.0 | % | 100.0 | % |
| | | | | | | |
* The Funds presented in the above table are those which have greater than 10% of their portfolios invested in |
non-U.S. securities at October 31, 2007. | | | | | | |
| | | | | | | |
Jackson FundsSM | | | | | | | | | | |
Statements of Assets and Liabilities | | | | | | | | | | |
October 31, 2007 | | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | Jackson | | Jackson | | Jackson | | Jackson | | Jackson |
| | Perspective 5 | | Perspective | | Perspective | | Perspective | | Perspective Money |
Assets | | Fund | | Optimized 5 Fund | | Index 5 Fund | | 10 x 10 Fund | | Market Fund |
| | | | | | | | | | |
Investments - unaffiliated, at value (a) (b) | | $ 62,636,329 | | $ 22,546,407 | | $ 58,454,251 | | $ - | | $ 11,315,910 |
Investments - affiliated, at value (c) | | 4,877,298 | | 830,863 | | 16,263,780 | | 9,798,632 | | 234 |
Repurchase agreements | | - | | - | | - | | - | | 1,700,000 |
Cash | | 84,019 | | - | | 6,101 | | - | | - |
Foreign currency (d) | | 13,540 | | 8,068 | | 201,305 | | - | | - |
Receivables: | | | | | | | | | | |
Expense waiver/reimbursement from adviser | | 39,335 | | 9,138 | | 1,645 | | - | | 5,372 |
Investment securities sold | | 74,588 | | 36,921 | | 899,167 | | - | | - |
Fund shares sold | | 982,137 | | 1,471,283 | | 182,008 | | 17,410 | | 140 |
Dividends and interest | | 69,134 | | 8,070 | | 172,091 | | - | | 36,670 |
Forward foreign currency contracts | | - | | - | | 26,021 | | - | | - |
Variation margin | | - | | - | | 67,990 | | - | | - |
Foreign taxes recoverable | | - | | 277 | | 1,990 | | - | | - |
Other assets | | 10,596 | | 7,704 | | 9,869 | | 6,124 | | 4,438 |
Total assets | | 68,786,976 | | 24,918,731 | | 76,286,218 | | 9,822,166 | | 13,062,764 |
| | | | | | | | | | |
Liabilities | | | | | | | | | | |
Cash overdraft | | - | | - | | - | | - | | - |
Payables: | | | | | | | | | | |
Advisory fees | | 32,017 | | 9,849 | | 34,302 | | - | | 4,205 |
Administrative fees | | 4,926 | | 1,515 | | 5,277 | | - | | 1,051 |
12b-1 fees | | | | | | | | | | |
Class A | | 9,437 | | 2,898 | | 12,930 | | - | | 2,628 |
Class C | | 11,511 | | 3,563 | | 1,051 | | 1,737 | | - |
Investment securities purchased | | 940,225 | | 962,227 | | 1,152,240 | | 2,666 | | 350,005 |
Fund shares redeemed | | 63,742 | | 14,555 | | - | | - | | 213,758 |
Dividends | | - | | - | | - | | - | | 43,817 |
Transfer agent fees | | 69,104 | | 35,037 | | 37,531 | | 16,640 | | 14,527 |
Trustee fees | | 106 | | 33 | | 246 | | 16 | | 31 |
Forward foreign currency contracts | | - | | - | | 5,072 | | - | | - |
Variation margin | | - | | - | | - | | - | | - |
Other accrued expenses | | 27,758 | | 22,133 | | 33,068 | | 7,648 | | 13,337 |
Return of collateral for securities loaned | | 4,717,841 | | 801,565 | | 11,206,524 | | - | | - |
Total liabilities | | 5,876,667 | | 1,853,375 | | 12,488,241 | | 28,707 | | 643,359 |
Net assets | | $ 62,910,309 | | $ 23,065,356 | | $ 63,797,977 | | $ 9,793,459 | | $ 12,419,405 |
| | | | | | | | | | |
Net assets consist of: | | | | | | | | | | |
Paid-in capital | | $ 59,140,231 | | $ 20,347,452 | | $ 58,895,289 | | $ 9,320,183 | | $ 12,419,405 |
Undistributed net investment income | | 259,356 | | 64,791 | | 771,602 | | - | | - |
Accumulated net realized gain | | 396,608 | | 79,083 | | 249,126 | | 4,724 | | - |
Net unrealized appreciation on investments | | | | | | | | | | |
and foreign currency | | 3,114,114 | | 2,574,030 | | 3,881,960 | | 468,552 | | - |
| | $ 62,910,309 | | $ 23,065,356 | | $ 63,797,977 | | $ 9,793,459 | | $ 12,419,405 |
| | | | | | | | | | |
Class A | | | | | | | | | | |
Net assets | | $ 48,281,884 | | $ 17,430,541 | | $ 62,418,308 | | $ 6,924,648 | | $ 12,419,405 |
Shares outstanding (no par value), | | | | | | | | | | |
unlimited shares authorized | | 4,209,304 | | 1,395,501 | | 5,721,170 | | 619,421 | | 12,419,405 |
Net asset value per share | | $ 11.47 | | $ 12.49 | | $ 10.91 | | $ 11.18 | | $ 1.00 |
Maximum offering price per share (based on | | | | | | | | | | |
maximum sales load of 5.75%) | | $ 12.17 | | $ 13.25 | | $ 11.58 | | $ 11.86 | | n/a |
| | | | | | | | | | |
Class C | | | | | | | | | | |
Net assets | | $ 14,628,425 | | $ 5,634,815 | | $ 1,379,669 | | $ 2,868,811 | | n/a |
Shares outstanding (no par value), | | | | | | | | | | |
unlimited shares authorized | | 1,281,001 | | 453,985 | | 127,247 | | 258,293 | | n/a |
Net asset value and maximum offering price | | | | | | | | | | |
per share | | $ 11.42 | | $ 12.41 | | $ 10.84 | | $ 11.11 | | n/a |
| | | | | | | | | | |
(a) Including value of securities on loan | | $ 4,434,604 | | $ 767,551 | | $ 10,794,159 | | $ - | | $ - |
(b) Investments - unaffiliated, at cost | | 59,522,552 | | 19,972,861 | | 54,789,535 | | - | | 13,015,910 |
(c) Investments - affiliated, at cost | | 4,877,298 | | 830,863 | | 16,254,108 | | 9,330,080 | | 234 |
(d) Foreign currency cost | | 13,309 | | 7,917 | | 194,676 | | - | | - |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM | | | | | | | | | | |
Statements of Operations | | | | | | | | | | |
For the Period Ended October 31, 2007 | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | Jackson | | Jackson | | Jackson | | Jackson | | Jackson |
| | Perspective 5 | | Perspective | | Perspective | | Perspective | | Perspective Money |
| | Fund (b) | | Optimized 5 Fund (b) | | Index 5 Fund (b) | | 10 x 10 Fund (b) | | Market Fund (b) |
Investment income | | | | | | | | | | |
Dividends (a) | | $ 580,902 | | $ 171,934 | | $ 851,055 | | $ - | | $ 1,925 |
Foreign taxes withheld | | (7,820) | | (13,029) | | (32,060) | | - | | - |
Interest | | 419 | | 82 | | 454,299 | | - | | 335,952 |
Securities lending | | 8,153 | | 3,380 | | 33,663 | | - | | - |
Total investment income | | 581,654 | | 162,367 | | 1,306,957 | | - | | 337,877 |
| | | | | | | | | | |
Expenses | | | | | | | | | | |
Advisory fees | | 153,782 | | 47,159 | | 298,650 | | - | | 25,616 |
Administrative fees | | 23,659 | | 7,255 | | 45,946 | | - | | 6,404 |
12b-1 fees | | | | | | | | | | |
Class A | | 46,583 | | 15,128 | | 113,651 | | - | | 16,010 |
Class C | | 50,256 | | 12,041 | | 4,857 | | 8,110 | | - |
Legal fees | | - | | - | | - | | - | | - |
Trustee fees | | 398 | | 118 | | 851 | | 61 | | 102 |
Transfer agent fees | | 127,898 | | 58,219 | | 57,294 | | 29,600 | | 22,254 |
Registration fees | | 44,169 | | 34,949 | | 39,694 | | 28,132 | | 20,123 |
Professional fees | | 14,141 | | 13,937 | | 14,292 | | 5,659 | | 11,565 |
Custody fees | | 15,797 | | 9,095 | | 16,338 | | - | | 799 |
Printing and postage fees | | 5,170 | | 2,137 | | 5,239 | | - | | 1,596 |
Other expenses | | 1,736 | | 1,571 | | 2,885 | | 1,411 | | 1,014 |
Total expenses | | 483,589 | | 201,609 | | 599,697 | | 72,973 | | 105,483 |
Expense reimbursement | | 161,990 | | 105,515 | | 44,699 | | 64,863 | | 51,049 |
Net expenses | | 321,599 | | 96,094 | | 554,998 | | 8,110 | | 54,434 |
Net investment income (loss) | | 260,055 | | 66,273 | | 751,959 | | (8,110) | | 283,443 |
| | | | | | | | | | |
Realized and unrealized gain (loss) | | | | | | | | | | |
Net realized gain (loss) on: | | | | | | | | | | |
Distributions from affiliated investment companies | | - | | - | | - | | - | | - |
Investments | | 396,608 | | 79,083 | | 228,814 | | 12,834 | | - |
Foreign currency related items | | (699) | | (1,482) | | 22,215 | | - | | - |
Futures contracts | | - | | - | | 17,740 | | - | | - |
Investment securities sold short | | - | | - | | - | | - | | - |
Brokerage commissions recaptured | | - | | - | | - | | - | | - |
Net change in unrealized appreciation (depreciation) on: | | | | | | | | | | |
Investments | | 3,113,777 | | 2,573,546 | | 3,674,388 | | 468,552 | | - |
Foreign currency related items | | 337 | | 484 | | 27,732 | | - | | - |
Futures contracts | | - | | - | | 179,840 | | - | | - |
Investment securities sold short | | - | | - | | - | | - | | - |
Net realized and unrealized gain | | 3,510,023 | | 2,651,631 | | 4,150,729 | | 481,386 | | - |
| | | | | | | | | | |
Net increase in net assets from operations | | $ 3,770,078 | | $ 2,717,904 | | $ 4,902,688 | | $ 473,276 | | $ 283,443 |
| | | | | | | | | | |
(a) Dividends from affiliated investments | | $ 19,272 | | $ 6,029 | | $ 148,745 | | $ - | | $ - |
(b) Period from December 29, 2006 (commencement of operations) | | | | | | | | |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM | | | | | | | | | | |
Statements of Changes in Net Assets | | | | | | | | |
For the Period Ended October 31, 2007 | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | Jackson | | Jackson | | Jackson | | Jackson | | Jackson |
| | Perspective 5 | | Perspective | | Perspective | | Perspective | | Perspective Money |
Operations | | Fund (a) | | Optimized 5 Fund (a) | | Index 5 Fund (a) | | 10 x 10 Fund (a) | | Market Fund (a) |
Net investment income (loss) | | $ 260,055 | | $ 66,273 | | $ 751,959 | | $ (8,110) | | $ 283,443 |
Net realized gain | | 395,909 | | 77,601 | | 268,769 | | 12,834 | | - |
Distributions from investment companies | | - | | - | | - | | - | | - |
Investments | | - | | - | | - | | 0 | | - |
Foreign currency related items | | - | | - | | - | | - | | - |
Futures contracts and options written | | - | | - | | - | | - | | - |
Investment securities sold short | | - | | - | | - | | - | | - |
Brokerage commission recapture | | - | | - | | - | | - | | - |
Net change in unrealized appreciation (depreciation) | 3,114,114 | | 2,574,030 | | 3,881,960 | | 468,552 | | - |
Investments | | - | | | | - | | | | - |
Foreign currency related items | | - | | | | - | | - | | - |
Futures contracts and options written | | - | | - | | - | | - | | - |
Investment securities sold short | | - | | - | | - | | - | | - |
Net increase in net assets from | | | | | | | | | | |
operations | | 3,770,078 | | 2,717,904 | | 4,902,688 | | 473,276 | | 283,443 |
| | | | | | | | | | |
Distributions to shareholders | | | | | | | | | | |
From net investment income | | | | | | | | | | |
Class A | | - | | - | | - | | - | | (283,443) |
Class C | | - | | - | | - | | - | | - |
From net realized gains | | | | | | | | | | |
Class A | | - | | - | | - | | - | | - |
Class C | | - | | - | | - | | - | | - |
Total distributions to shareholders | | - | | - | | - | | - | | (283,443) |
| | | | | | | | | | |
Share transactions¹ | | | | | | | | | | |
Proceeds from the sale of shares | | | | | | | | | | |
Class A | | 47,104,533 | | 15,480,058 | | 57,743,218 | | 6,931,947 | | 14,279,468 |
Class C | | 14,230,169 | | 5,083,799 | | 1,350,998 | | 2,743,159 | | - |
Proceeds in connection with acquisition | | | | | | | | | | |
Class A / Institutional Shares | | - | | - | | - | | - | | - |
Class C | | - | | - | | - | | - | | - |
Reinvestment of distributions | | | | | | | | | | |
Class A | | - | | - | | - | | - | | 238,885 |
Class C | | - | | - | | - | | - | | - |
Cost of shares redeemed | | | | | | | | | | |
Class A | | (1,810,256) | | (204,175) | | (174,192) | | (342,103) | | (2,098,948) |
Class C | | (384,215) | | (12,230) | | (24,735) | | (12,820) | | - |
Net increase in net assets from | | | | | | | | | | |
share transactions | | 59,140,231 | | 20,347,452 | | 58,895,289 | | 9,320,183 | | 12,419,405 |
| | | | | | | | | | |
Net increase in net assets | | 62,910,309 | | 23,065,356 | | 63,797,977 | | 9,793,459 | | 12,419,405 |
| | | | | | | | | | |
Net assets beginning of period | | - | | - | | - | | - | | - |
| | | | | | | | | | |
Net assets end of period | | $ 62,910,309 | | $ 23,065,356 | | $ 63,797,977 | | $ 9,793,459 | | $ 12,419,405 |
| | | | | | | | | | |
Undistributed net investment income | | $ 259,356 | | $ 64,791 | | $ 771,602 | | $ - | | $ - |
(a) Period from December 29, 2006 (commencement of operations) | | | | | | | | | | |
| | | | | | | | | | |
¹Share transactions | | | | | | | | | | |
Shares sold | | | | | | | | | | |
Class A | | 4,376,389 | | 1,412,942 | | 5,737,847 | | 651,556 | | 14,279,468 |
Class C | | 1,315,727 | | 455,077 | | 129,635 | | 259,464 | | - |
Shares issued in connection with acquisition | | | | | | | | | | |
Class A / Institutional Class | | - | | - | | - | | - | | - |
Class C | | - | | - | | - | | - | | - |
Reinvestment of distributions | | | | | | | | | | |
Class A | | - | | - | | - | | - | | 238,885 |
Class C | | - | | - | | - | | - | | - |
Shares redeemed | | | | | | | | | | |
Class A | | (167,085) | | (17,441) | | (16,677) | | (32,135) | | (2,098,948) |
Class C | | (34,726) | | (1,092) | | (2,388) | | (1,171) | | - |
Net increase | | | | | | | | | | |
Class A | | 4,209,304 | | 1,395,501 | | 5,721,170 | | 619,421 | | 12,419,405 |
| | | | | | | | | | |
Class C | | 1,281,001 | | 453,985 | | 127,247 | | 258,293 | | - |
| | | | | | | | | | |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM | | | | | | | | | | | | | | | |
Financial Highlights | | | | | | | | | | | | | | Assuming No Expense |
| | | | | | | | | | | | | | Reimbursement |
| | | Increase (Decrease) from | | Distributions from | | | | | | Ratio of Net | | Ratio of Net |
| | Net Asset | Investment Operations (c) | Distributions | Net Realized | | | | | Ratio of | Investment | Ratio of | Investment |
| | Value, | Net | Net Realized | Total from | from | Gains on | Net Asset | Supplemental Data | | Expenses to | Income (Loss) | Expenses to | Income (Loss) |
| | Beginning | Investment | & Unrealized | Investment | Net Investment | Investment | Value, End | Total | Net Assets, | Portfolio | Average Net | to Average | Average Net | to Average |
Period Ended | | of Period | Income (Loss) | Gains (Losses) | Operations | Income | Transactions | of Period | Return (d) | End of Period | Turnover | Assets (e) | Net Assets (e) | Assets (e) | Net Assets (e) |
Jackson Perspective 5 Fund | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | $ 10.00 | $ 0.11 | $ 1.36 | $ 1.47 | $ - | $ - | $ 11.47 | 14.70 % | $ 48,281,884 | 9% | 1.20 % | 1.25 % | 1.91 % | 0.55 % |
| | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | 0.05 | 1.37 | 1.42 | - | - | 11.42 | 14.20 | 14,628,425 | 9 | 1.95 | 0.52 | 2.54 | (0.07) |
| | | | | | | | | | | | | | | |
Jackson Perspective Optimized 5 Fund | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | 0.10 | 2.39 | 2.49 | - | - | 12.49 | 24.90 | 17,430,541 | 5 | 1.20 | 1.05 | 2.71 | (0.45) |
| | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | 0.02 | 2.39 | 2.41 | - | - | 12.41 | 24.10 | 5,634,815 | 5 | 1.95 | 0.22 | 3.15 | (0.98) |
| | | | | | | | | | | | | | | |
Jackson Perspective Index 5 Fund | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | 0.14 | 0.77 | 0.91 | - | - | 10.91 | 9.10 | 62,418,308 | 18 | 1.20 | 1.64 | 1.30 | 1.55 |
| | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | 0.08 | 0.76 | 0.84 | - | - | 10.84 | 8.40 | 1,379,669 | 18 | 1.95 | 0.87 | 2.21 | 0.61 |
| | | | | | | | | | | | | | | |
Jackson Perspective 10 x 10 Fund (b) | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | - | 1.18 | 1.18 | - | - | 11.18 | 11.80 | 6,924,648 | 5 | 0.00 | 0.00 | 1.90 | (1.90) |
| | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 10.00 | (0.07) | 1.18 | 1.11 | - | - | 11.11 | 11.10 | 2,868,811 | 5 | 0.75 | (0.75) | 2.34 | (2.34) |
| | | | | | | | | | | | | | | |
Jackson Perspective Money Market Fund | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | |
12/29/2006 (a) - 10/31/2007 | | 1.00 | 0.04 | - | 0.04 | (0.04) | - | 1.00 | 3.73 | 12,419,405 | n/a | 0.85 | 4.45 | 1.66 | 3.65 |
| | | | | | | | | | | | | | |
(a) Commencement of operations. |
(b) The ratios of net investment income and expenses to average net assets do not include the impact of the underlying Funds' expenses. |
(c) Calculated using the average shares method for the period ended October 31, 2007. |
(d) Total Return assumes reinvestment of all distributions for the period. Total Return does not reflect sales commissions or contingent deferred sales charges, if applicable, and is not annualized for periods less than one year. |
(e) Annualized for periods less than one year. |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM
Notes to the Financial Statements
NOTE 1. ORGANIZATION
The JNL Investors Series Trust (“Trust”) was organized under the laws of Massachusetts, by a Declaration of Trust, dated July 28, 2000. The Trust is registered with the U.S. Securities and Exchange Commission under the Investment Company Act of 1940, as amended, (“1940 Act”), and the Securities Act of 1933, as amended, as an open-end management investment company issuing its shares in series, each series representing a distinct portfolio with its own investment objectives and policies. The Trust currently offers shares in six (6) separate funds. The following funds (each a “Fund”, and collectively, “Funds”) are included in this report: the Jackson Perspective 5 Fund, the Jackson Perspective Optimized 5 Fund, and the Jackson Perspective Index 5 Fund (all for which Mellon Capital Management Corp. serves as sub-adviser); the Jackson Perspective 10 x 10 Fund (which has a fund of funds structure that invests in other affiliated underlying funds); and the Jackson Perspective Money Market Fund (for which Wellington Management Company, LLP serves as the sub-adviser). Each of the Funds, except for the Jackson Perspective 10 x 10 Fund and the Jackson Perspective Optimized 5 Fund, is a diversified investment company as defined in the 1940 Act. The financial statements of the remaining Fund in the Trust, the JNL Money Market Fund, are presented in a separate report.
The Funds offer investors Class A and Class C shares of each Fund, except for the Jackson Perspective Money Market Fund, which only offers Class A shares. Even though these classes represent ownership of the same Fund, each class is subject to different types and levels of sales charges, and bears different levels of marketing and distribution fees. Each share class also has different voting rights on matters affecting a single class. Shareholders bear the common expenses of each Fund and earn income and realized gains/losses from each Fund pro rata based on the average daily net assets of each class, without discrimination between share classes. No class has preferential dividend rights. Trust level expenses are allocated to the Funds based on the average daily net assets of each Fund. Shares are presently offered to individuals and can be used in a variety of retirement plans.
Jackson National Asset Management, LLC ("JNAM" or “Adviser”), a wholly-owned subsidiary of Jackson National Life Insurance Company ("Jackson"), serves as investment adviser to each of the Funds. The Funds included in this report were capitalized by an initial investment by Jackson. The value of the initial investments at October 31, 2007, is as follows:
| Class A | | Class C |
Jackson Perspective 5 Fund | $5,620,300 | | $114,200 |
Jackson Perspective Optimized 5 Fund | 6,120,100 | | 124,100 |
Jackson Perspective Index 5 Fund | 54,440,900 | | 108,400 |
Jackson Perspective 10 x 10 Fund | 1,006,200 | | 111,100 |
Jackson Perspective Money Market Fund | 10,250,444 | | N/A |
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed and consistently applied by the Funds in the preparation of these financial statements.
Use of Estimates - The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
Guarantees and Indemnifications – Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, certain of the Funds’ contracts with service providers contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Funds cannot be determined and the Funds have no historical basis for predicting the likelihood of any such claims.
Security Valuation – The net asset value shall be determined as of the close of trading (generally, 4:00 PM Eastern Time) on each day the New York Stock Exchange (“NYSE”) is open for trading. Bonds are generally valued on the basis of prices furnished by approved pricing services or based on quotations provided by reputable broker-dealers. Stocks and investment funds traded on an exchange are generally valued on the basis of prices furnished by approved pricing services and may be valued at the last quoted sale price on the exchange where the security is principally traded or final bid price in absence of a sale. Investments in mutual funds and the securities lending collateral investment are valued at the net asset value per share determined as of the close of the NYSE on the valuation date. Other short-term securities maturing within 60 days and all securities in the Jackson Perspective Money Market Fund are valued at amortized cost, which approximates market value. Stocks not listed on a national or foreign stock exchange are generally valued on the basis of prices furnished by approved pricing services and may be valued at the closing bid price on the over-the-counter market.
Pursuant to procedures adopted by the Trust’s Board of Trustees (“Board”), the Funds may utilize international Fair Value Pricing (“FVP”). FVP determinations are made in good faith in accordance with these procedures. If a development or event is so significant that there is a reasonably high degree of certainty that the effect of the development or event has caused the closing prices to no longer reflect the actual value, the closing prices, as determined at the close of the applicable foreign market, may be adjusted to reflect the fair value of the affected foreign securities as of the close of the NYSE. Significant events include material movements in the U.S. securities markets prior to the opening of foreign markets on the following day, as well as company specific or geography specific developments. FVP results in an estimated price that reasonably reflects the current market conditions in order to value the Fund’s holdings, such that shareholder transactions receive a fair net asset value.
A security for which no quotations are readily available or a quotation is not reflective of the value of such security shall be “fair valued” pursuant to the Board approved procedures. In general, the “fair value” of a security shall be the amount the owner of such security might reasonably expect to receive upon its current sale.
Security Transactions and Investment Income - Security transactions are recorded on the trade date. Dividend income, net of applicable withholding taxes, is recorded on the ex-dividend date. Interest income, including level-yield amortization of discounts and premiums, is accrued daily. The Fund may place a debt obligation on non-accrual status and reduce related interest income by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured. Realized gains and losses are determined on the specific identification basis.
Foreign Securities - Investing in securities of foreign companies and foreign governments involves special risks and considerations not typically associated with investing in U.S. companies and the U.S. Government. These risks include revaluation of currencies and future adverse political and economic developments. Moreover, securities of many foreign companies and foreign governments and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. companies and the U.S. Government.
Foreign Currency Translations - The accounting records of each Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars generally using exchange rates in effect as of 4:00 PM Eastern Time. Purchases and sales of investment securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates prevailing on the respective dates of such transactions. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of foreign securities. Such fluctuations are included in net realized gain (loss) on investments and net change in unrealized appreciation or depreciation on investments, respectively. Net realized gains and losses on foreign currency related items are considered ordinary income for tax purposes and arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded and the U.S. dollar equivalent of the amounts actually received or paid, and the realized gains or losses resulting from portfolio and transaction hedges. Net change in unrealized appreciation or depreciation on foreign currency related items arises from changes in the fair value of assets and liabilities, other than investments in securities, at period end resulting from changes in exchange rates.
Forward Foreign Currency Contracts - A Fund may enter into forward foreign currency contracts, generally to hedge foreign currency exposure between trade date and settlement date on security purchases and sales or to minimize foreign currency risk on portfolio securities denominated in foreign currencies. All contracts are marked-to-market daily based on the forward currency exchange rate. The change in market value is recorded as a receivable or payable from forward currency contracts. When a contract is closed, the difference between the value of the contract at the time it was opened and the value at the time it was closed is recorded as net realized gain (loss) on foreign currency related items.
The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of a Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. These forward foreign currency contracts involve market risk in excess of the receivable or payable related to foreign currency contracts reflected in the Statements of Assets and Liabilities. Although contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. Additionally, a Fund could be exposed to the risk of a previously hedged position becoming unhedged if the counterparty to a contract is unable to meet the terms of the contract.
Futures Contracts - A Fund may buy and sell futures contracts to manage its exposure to changes in securities prices and foreign currencies or as an efficient means of adjusting overall exposure to certain markets. The risks associated with the use of futures contracts include the possibility that the value may not correlate with the change in the value of the hedged instruments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid market. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal to a certain percentage of the contract amount. This is known as the "initial margin." Futures contracts are valued based upon their quoted daily settlement prices. The Fund receives from or pays to the counterparty an amount of cash equal to the daily fluctuation in the value of the contracts. Such receipts or payments, known as the "variation margin," are recorded by the Fund until the contracts are terminated at which time realized gains and losses are recognized. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin reflected in the Statements of Assets and Liabilities.
When-Issued and Delayed Delivery Transactions - A Fund may purchase securities on a when-issued or delayed delivery basis. On the trade date, the Fund records purchases of when-issued securities and reflects the values of such securities in determining net asset value in the same manner as other portfolio securities. Income is not accrued until settlement date. The Adviser identifies liquid assets in a sufficient amount to meet the purchase price.
Unregistered Securities - A Fund may own certain investment securities, which are unregistered and thus restricted to resale. Many of these securities are valued using prices from third party vendors. These securities are sometimes valued by the Fund after giving due consideration to pertinent factors including recent private sales, market conditions, and the issuer's financial performance. Where future dispositions of the securities require registration under the Securities Act of 1933, as amended, the Funds have the right to include their securities in such registration generally without cost to the Funds. The Funds have no right to require registration of unregistered securities. At October 31, 2007, the Funds did not hold any unregistered securities.
Dollar Roll Transactions - A Fund may enter into mortgage dollar rolls in which a Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon and maturity) securities on a specified future date. During the roll period, a Fund foregoes principal and interest paid on the mortgage-backed securities. A Fund is compensated by the interest earned on the cash proceeds of the initial sale and from negotiated fees paid by brokers offered as an inducement to the Fund to “roll over” its purchase commitments. A Fund may only enter into covered rolls. A “covered roll” is a type of dollar roll for which the Fund maintains offsetting positions in cash, U.S. Government securities, or other liquid assets which mature on or before the forward repurchase settlement date of the dollar roll transaction. Dollar roll transactions involve the risk that the market value of the securities sold by the Fund may decline below the repurchase price of those similar securities which the Fund is
obligated to purchase or that the return earned by the Fund with the proceeds of a dollar roll may not exceed transaction costs.
Repurchase Agreements - A Fund may invest in repurchase agreements. A repurchase agreement involves the purchase of a security by a Fund and a simultaneous agreement by the seller, generally a bank or broker-dealer, to repurchase that security back from the Fund at a specified price and date or upon demand. The underlying securities used as collateral for all repurchase agreements are held in safekeeping at the Fund’s custodian or designated subcustodians under triparty repurchase agreements. The market value of the collateral must be equal to or exceed at all times the total amount of the repurchase obligations, including interest. Procedures for all repurchase agreements have been designed to assure that the daily market value of the collateral is in excess of the repurchase agreement in the event of default. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of such collateral may decline.
U.S. Government Agencies or Government-Sponsored Enterprises - Securities issued by U.S. Government agencies or government-sponsored enterprises may not be guaranteed by the U.S. Treasury. The Government National Mortgage Association (“GNMA”), a wholly owned U.S. Government corporation, is authorized to guarantee, with the full faith and credit of the U.S. Government, the timely payment of principal and interest on securities issued by institutions approved by GNMA and backed by pools of mortgages insured by the Federal Housing Administration or guaranteed by the Department of Veterans Affairs. Government-related guarantors (i.e., not backed by the full faith and credit of the U.S. Government) include the Federal National Mortgage Association (“FNMA” or “Fannie Mae”) and the Federal Home Loan Mortgage Corporation (“FHLMC” or “Freddie Mac”). Pass-through securities issued by FNMA are guaranteed as to timely payment of principal and interest by FNMA but are not backed by the full faith and credit of the U. S. Government. FHLMC guarantees the timely payment of interest and ultimate collection of principal, but its participation certificates are not backed by the full faith and credit of the U.S. Government.
Securities Loaned - The Trust has entered into a securities lending arrangement with the custodian. Under the terms of the agreement, the Funds receive a fee equal to a percentage of the net income generated by the collateral held during each lending transaction. The custodian is authorized to loan securities on behalf of the Funds to approved borrowers and is required to maintain collateral at least equal in value to the value of the securities loaned. Cash collateral is invested by the custodian in the Mellon GSL Delaware Business Trust Collateral Fund, a pooled investment fund approved by the Adviser. In the event of bankruptcy or other default of the borrower, the Fund could experience delays in liquidating the loan collateral or recovering the loaned securities and incur expenses related to enforcing its rights. In addition, there could be a decline in the value of the collateral or in the fair value of the securities loaned while the Fund seeks to enforce its rights thereto and the Fund could experience subnormal levels of income or lack of access to income during that period. The Funds bear the risk of any deficiency in the amount of collateral available for return to a borrower due to a loss in an approved investment.
Distributions to Shareholders – The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. The Jackson Perspective Money Market Fund declares dividends daily and pays dividends monthly. For all other Funds, dividends from net investment income are generally declared and paid annually, but may be paid more frequently to avoid excise tax. Distributions of net realized capital gains, if any, will be distributed at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.
Federal Income Taxes – Each Fund is a separate taxpayer for federal income tax purposes. Each Fund’s policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and to distribute income and capital gains in amounts that will avoid federal income and excise taxes. Net realized capital gains and ordinary income distributions paid by the Funds are subject to federal taxation.
NOTE 3. INVESTMENT MANAGEMENT FEES AND TRANSACTIONS WITH AFFILIATES
The Trust has an investment advisory agreement with JNAM, whereby, JNAM provides investment management services. Each Fund pays JNAM an annual fee, accrued daily and payable monthly, based on a specified percentage of the average daily net assets of each Fund. A portion of this fee is paid by JNAM to sub-advisers as compensation for their services.
The following is a schedule of the fees each Fund is currently obligated to pay JNAM:
| $0 to $250 M | | $250M to $500 M | | Over $500 M |
Jackson Perspective 5 Fund | 0.65% | | 0.60% | | 0.60% |
Jackson Perspective Optimized 5 Fund | 0.65 | | 0.60 | | 0.60 |
Jackson Perspective Index 5 Fund | 0.65 | | 0.60 | | 0.60 |
Jackson Perspective 10 x 10 Fund | 0.00 | | 0.00 | | 0.00 |
Jackson Perspective Money Market Fund | 0.40 | | 0.40 | | 0.35 |
Administrative Fee – JNAM also serves as the “Administrator” to the Funds. In addition to the investment advisory fee, each Fund (except the Jackson Perspective 10 x 10 Fund) pays JNAM an Administrative Fee of 0.10% of the average daily net assets of the Fund’s Class A and C shares. In return for the Administrative Fee, JNAM provides fund accounting and administrative functions for the Trust and the Funds. Each Fund is responsible for all other operating expenses. Certain expenses of the Jackson Perspective 10 x 10 Fund such as a portion of transfer agent fees, registration fees, printing, and other miscellaneous costs will be paid by the underlying Funds in accordance with the Administration Agreement.
Voluntary Waiver and Expense Reimbursements – JNAM voluntarily agreed to waive fees and reimburse expenses of the Funds through October 31, 2007, such that net expenses (excluding brokerage expense, interest, taxes, and extraordinary expenses) were limited to the annualized expense ratios indicated in the table below. JNAM may seek future restitution from a Fund for fees waived and reimbursed through October 31, 2007; however, such restitution is limited to the extent that it would not cause the Fund to exceed current expense limitations. In addition, this future restitution is only permitted
provided that the Funds are not obligated to pay any such waived or reimbursed fees more than three years after the end of the fiscal year in which the fee was waived or reimbursed.
At its meeting on September 26, 2007, the Board approved a contractual expense limitation agreement (the “Contractual Agreement”) effective November 1, 2007. The Contractual Agreement formalizes the voluntary limitation implemented by JNAM, which is described above. Accordingly, the net expenses of each Fund will continue to be limited to the annualized expense ratios indicated in the table below through October 31, 2008.
| Class A | | Class C | Accumulated Reimbursement/Waiver |
Jackson Perspective 5 Fund | 1.20% | | 1.95% | $ 161,990 |
Jackson Perspective Optimized 5 Fund | 1.20 | | 1.95 | 105,515 |
Jackson Perspective Index 5 Fund | 1.20 | | 1.95 | 44,699 |
Jackson Perspective 10 x 10 Fund | 0.00 | | 0.75 | 64,863 |
Jackson Perspective Money Market Fund | 0.85 | | N/A | 51,049 |
12b-1 Fees - The Funds have adopted a Distribution Plan under the provisions of Rule 12b-1 of the 1940 Act for the purpose of reimbursement of certain distribution and related service expenses from the sale and distribution of each Fund’s Class A and Class C shares. Jackson National Life Distributors LLC ("JNLD") is the principal underwriter of the Funds, with responsibility for promoting sales of their shares. JNLD is a wholly-owned subsidiary of Jackson and an affiliate of JNAM. For Class A shares, the annual 12b-1 fees are 0.25% (0.00% for the Jackson Perspective 10 x 10 Fund). For Class C shares, the annual 12b-1 fees are 1.00% (0.75% for the Jackson Perspective 10 x 10 Fund). Amounts charged pursuant to the Distribution Plan are reflected in the Statements of Operations as "12b-1 fees."
Initial Sales Charge - Investments in the Funds’ Class A shares (except for the Jackson Perspective Money Market Fund) are subject to a maximum initial sales charge (front-end sales load) of 5.75% as a percentage of the offering price. For the period ended October 31, 2007, JNLD retained initial sales charges, net of commissions paid to brokers, of $194,650.
Contingent Deferred Sales Charges - Certain investments in Class A and Class C shares may be subject to a Contingent Deferred Sales Charge (“CDSC”) upon redemption, depending on the length of time shares are held. The amount of CDSC is based on the lesser of the purchase price or redemption price. For Class A share purchases greater than $1,000,000 without a front-end sales charge, a 1.00% CDSC will be applied upon redemption to those shares that were held for less than one year. For Class C shares, a 1.00% CDSC is applied upon redemption to those shares that were held for less than one year. For the period ended October 31, 2007, JNLD has retained $3,520 of CDSC on Class C redemptions for the Funds.
Affiliated Brokerage Commissions - During the period ended October 31, 2007, Jackson Perspective 5 Fund paid $371 to affiliates of the Fund for brokerage fees on the execution of purchases and sales of portfolio investments.
Deferred Compensation Plan - The Funds have adopted a Deferred Compensation Plan whereby non-interested Trustees may defer the receipt of all or a portion of their compensation. These deferred amounts, which remain as liabilities of the Funds, shall be treated as if invested in shares of one or more of the Funds at the discretion of the applicable Trustee. These amounts represent general, unsecured liabilities of the Funds and vary according to the total returns of the Funds selected by participating Trustees. Liabilities related to deferred balances are included in Trustee fees payable in the Statements of Assets and Liabilities. Expenses associated with deferred balances are included in Trustee fees set forth in the Statements of Operations.
Investments in affiliates - During the period ended October 31, 2007, certain Funds invested in money market funds for temporary purposes, which are managed by JNAM or another affiliate. The JNL Money Market Fund is offered as a cash management tool to the Funds and their affiliates and is not available for direct purchase by members of the public. Funds participating in securities lending receive cash collateral, which is invested by the custodian in the Mellon GSL Delaware Business Trust Collateral Fund which may be considered affiliated with the Funds. The Jackson Perspective 10 x 10 Fund invested solely in other affiliated Funds of the Trust. The total market value and cost of such affiliated investments is disclosed separately in the Statements of Assets and Liabilities, and the associated income is disclosed separately in the Statements of Operations.
NOTE 4. AGREEMENTS WITH UNAFFILIATED PARTIES
PFPC Inc. ("PFPC") has been retained to serve as transfer agent, registrar, dividend disbursing agent and shareholder servicing agent for the Funds. PFPC receives fees that are based on the number of shareholder accounts opened and maintained by PFPC. In addition, PFPC is reimbursed for out of pocket expenses associated with servicing the shareholder accounts, such as print mail, telephone expenses and banking charges.
NOTE 5. PURCHASES AND SALES OF SECURITIES
Information with respect to purchases and proceeds from sales of long-term securities for the period ended October 31, 2007, is as follows:
| Investment Securities | U.S. Government Obligations |
| Purchases | | Sales | Purchases | | Sales |
Jackson Perspective 5 Fund | $ | 61,552,640 | | $ | 2,426,696 | | $ | - | | $ | - |
Jackson Perspective Optimized 5 Fund | | 20,344,353 | | | 450,575 | | | - | | | - |
Jackson Perspective Index 5 Fund | | 49,658,040 | | | 4,168,949 | | | 13,210,854 | | | 4,322,294 |
Jackson Perspective 10 x 10 Fund | | 9,514,950 | | | 197,703 | | | - | | | - |
NOTE 6. FEDERAL INCOME TAX MATTERS
The following information is presented on an income tax basis as of October 31, 2007. The primary differences in the amounts reported for financial statement and tax purposes are attributable to timing differences in recognizing realized and unrealized foreign currency gains and losses and timing differences in recognizing gains and losses in investment transactions related to futures contracts, passive foreign investment companies and wash sales.
| Tax Cost of Investments | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation/ (Depreciation) | Undistributed Ordinary Income | Undistributed Long Term Capital Gain |
Jackson Perspective 5 Fund | $ | 64,430,687 | $ | 5,267,097 | $ | (2,184,157) | $ | 3,082,940 | $ | 687,717 | $ | - |
Jackson Perspective Optimized 5 Fund | | 20,808,759 | 2,843,700 | (275,189) | 2,568,511 | | 149,986 | | - |
Jackson Perspective Index 5 Fund | | 71,079,503 | 6,505,413 | (2,866,885) | 3,638,528 | | 1,143,657 | | 88,302 |
Jackson Perspective 10 x 10 Fund | | 9,330,080 | 469,921 | (1,369) | 468,552 - | | 4,724 | | - |
To the extent there are differences between book-basis and federal tax-basis which are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax basis treatment as indicated below; temporary differences do not require reclassification. Permanent differences include but are not limited to: expired capital loss carryforwards, foreign currency reclassifications, market discount or paydown reclassifications, reclassifications on the sale of PFIC or REIT securities, net operating losses, accounting treatment of notional principal contracts, and distribution adjustments. These reclassifications have no impact on net assets.
| Net Increase (Decrease) |
| Undistributed | Accumulated Net |
| Net Investment | Realized Gain/(Loss) |
| Income | |
Jackson Perspective 5 Fund | $ (699) | $ 699 |
Jackson Perspective Optimized 5 Fund | (1,482) | 1,482 |
Jackson Perspective Index 5 Fund | 19,643 | (19,643) |
Jackson Perspective 10 x 10 Fund | 8,110 | (8,110) |
As of October 31, 2007, the aggregate cost of investments for the Jackson Perspective Money Market Fund is the same for financial reporting and tax purposes. The Fund paid distributions of $283,443 from ordinary income during the period ended October 31, 2007.
NOTE 7. RECENT ACCOUNTING PRONOUNCEMENTS
In July 2006, the Financial Accounting Standards Board (“FASB”) released FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken or expected to be taken in the course of preparing each Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. FIN 48 is required for the first financial statement reporting period for fiscal years beginning after December 15, 2006. FIN 48 required that management evaluate the tax positions taken in returns that remain subject to examination by the Funds' major tax jurisdictions. Management completed an evaluation of the Funds’ tax positions for the applicable periods as of October 31, 2007. Based on that evaluation, management concluded that the adoption of FIN 48 does not materially affect the Funds’ financial statements.
In September 2006, the FASB issued Statement on Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements.” This standard establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements. SFAS No. 157 applies to fair value measurements already required or permitted by existing standards. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. The changes to current generally accepted accounting principles from the application of this Statement relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. Management is in the process of analyzing the impact of SFAS No. 157. Management does not believe the adoption of SFAS No. 157 will impact the financial statement amounts, however, additional disclosures may be required about the inputs used to develop the measurements and the effect of certain of the measurements on changes in net assets for future periods.
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Trustees
JNL Investors Series Trust:
We have audited the accompanying statements of assets and liabilities of the Jackson Perspective 5 Fund, Jackson Perspective Optimized 5 Fund, Jackson Perspective Index 5 Fund, Jackson Perspective 10 x 10 Fund, and Jackson Perspective Money Market Fund (the “Funds”) (series of JNL Investors Series Trust), including the schedule of investments, as of October 31, 2007, and the related statement of operations, statement of changes in net assets and financial highlights for the period from December 29, 2006 (commencement of operations) to October 31, 2007. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian and brokers or other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2007, the results of their operations, changes in their net assets and the financial highlights for the period from December 29, 2006 (commencement of operations) to October 31, 2007, in conformity with U.S. generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedule of investments in securities as of October 31, 2007 appearing in Item 6 of this Form N-CSR is presented for the purpose of additional analysis and is not a required part of the basic financial statements. This additional information is the responsibility of the Fund’s management. Such information has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ KPMG LLP
Chicago, Illinois
December 5, 2007
Disclosure of Fund Expenses (Unaudited)
Shareholders incur ongoing costs, which include costs for portfolio management, administrative services, 12b-1 fees and other daily operating expenses. Operating expenses such as these are deducted from the Fund's gross income and directly reduce the final investment return. These expenses are expressed as a percentage of the Fund's average net assets; this percentage is known as the Fund's expense ratio. The examples below use the expense ratio and are intended to help the investor understand the ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
Actual Fund Return. This section provides information about the actual account values and actual expenses incurred by the Fund. Use the information in this section, together with the amount invested, to estimate the expenses paid over the period. Simply divide the 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 section under the heading entitled "Expenses Paid During Period" to estimate the expenses paid during this period.
Hypothetical 5% Return. The information in this section can be used to compare each Fund's costs with those of other mutual Funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio for the period is unchanged. This example is useful in making comparisons because the U.S. Securities and Exchange Commission requires all mutual Funds to make the 5% calculation.
| Actual Fund Return | Hypothetical 5% Return |
| Beginning | | Ending | | | | Expenses | Beginning | | Ending | | | | Expenses |
| Account | | Account | | Annualized | | Paid | Account | | Account | | Annualized | | Paid |
| Value | | Value | | Expense | | During | Value | | Value | | Expense | | During |
| 4/30/07 | | 10/31/07 | | Ratios | | Period | 4/30/07 | | 10/31/07 | | Ratios | | Period |
| | | | | | | | | | | | | | |
Jackson Perspective 5 Fund | | | | | | | | | | | | | | |
Class A | $ 1,000.00 | | $ 1,081.10 | | 1.20 | % | $ 6.30 | $ 1,000.00 | | $ 1,019.15 | | 1.20 | % | $ 6.11 |
Class C | 1,000.00 | | 1,077.40 | | 1.95 | | 10.19 | 1,000.00 | | 1,015.39 | | 1.95 | | 9.89 |
Jackson Perspective Optimized 5 Fund | | | | | | | | | | | | | | |
Class A | 1,000.00 | | 1,197.50 | | 1.20 | | 6.65 | 1,000.00 | | 1,019.16 | | 1.20 | | 6.11 |
Class C | 1,000.00 | | 1,193.30 | | 1.95 | | 10.78 | 1,000.00 | | 1,015.38 | | 1.95 | | 9.91 |
Jackson Perspective Index 5 Fund | | | | | | | | | | | | | | |
Class A | 1,000.00 | | 1,042.00 | | 1.20 | | 6.18 | 1,000.00 | | 1,019.16 | | 1.20 | | 6.11 |
Class C | 1,000.00 | | 1,038.30 | | 1.95 | | 10.02 | 1,000.00 | | 1,015.38 | | 1.95 | | 9.91 |
Jackson Perspective 10 X 10 Fund | | | | | | | | | | | | | | |
Class A | 1,000.00 | | 1,061.70 | | - | | - | 1,000.00 | | 1,025.21 | | - | | - |
Class C | 1,000.00 | | 1,058.10 | | 0.75 | | 3.89 | 1,000.00 | | 1,021.42 | | 0.75 | | 3.82 |
Jackson Perspective Money Market Fund | | | | | | | | | | | | | | |
Class A | 1,000.00 | | 1,022.50 | | 0.85 | | 4.35 | 1,000.00 | | 1,020.90 | | 0.85 | | 4.35 |
Actual expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the period, then divided by the number of days in the most recent 12-month period (to reflect the most recent 6-month period). Hypothetical expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the most recent 6-month period, then divided by the number of days in the most recent 12-month period.
Additional Disclosures
Quarterly Portfolio Holdings
The Funds file a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-
Q are available on the SEC’s website at www.sec.gov. The Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. It is also available upon request from the Registrant by calling the Fund toll-free at 866-255-1935.
Proxy Voting Guidelines
The Board of Trustees has adopted the proxy voting policy and procedure (“Policy”) of JNAM, pursuant to which the Trustees have delegated proxy voting responsibility to the Adviser, and pursuant to which the Adviser has delegated proxy voting responsibility to each of the Sub-Advisers. A description of the policies and procedures used by the Funds to vote proxies relating to the portfolio securities and information on how the Funds voted proxies relating to portfolio securities during the 12 month period ended June 30, 2007 are available (1) without charge, upon request by calling 1-800-392-2909; (2) on Jackson National Life Insurance Company's website at www.jnl.com or Jackson National Life Insurance Company of New York's website at www.jnlny.com; and (3) on the SEC's website at www.sec.gov.
TRUSTEES AND OFFICERS THE TRUST
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
Interested Trustee | | |
Mark D. Nerud (41) 1 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) President and Chief Executive Officer (12/06 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: President of the Adviser (1/07 to present); Chief Financial Officer of the Adviser (11/00 to 1/07) and Managing Board Member of the Adviser (11/00 to 11/03) (1/07 to present); Vice President (8/97 to 12/06), Treasurer, Chief Financial Officer of other Investment Companies advised by the Adviser (12/02 to 12/06); Vice President – Fund Accounting & Administration of Jackson National Life Insurance Company (1/00 to present) |
| | |
Other Directorships Held by Trustee: None |
| | |
Disinterested Trustees | | |
Michael Bouchard (51) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/03 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Sheriff, Oakland County, Michigan (1/99 to present) |
| | |
Other Directorships Held by Trustee: None |
| | |
William J. Crowley, Jr. (62) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Managing Partner (Baltimore Office) – Arthur Andersen LLP (2001 to 2002); Board Member of various corporate boards (2002 to present) |
|
Other Directorships Held by Trustee: Director of Foundation Coal Holdings, Inc.; Director of Bio Veris Corporation (from 5/04 until 06/07 when the company was acquired); Director of Provident Bankshares Corporation |
| | |
Dominic D’Annunzio (69) 1 Corporate Way Lansing, MI 48951 | Chairman of the Board 2 (2/04 to present) Trustee 2 (2/02 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Acting Commissioner of Insurance for the State of Michigan (1/90 to 5/90) and (8/97 to 5/98) |
| | |
Other Directorships Held by Trustee: None |
| | |
Michelle Engler (49) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/03 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Attorney (1983 to present); First Lady of the State of Michigan (1990 to 2002) |
| | |
Other Directorships Held by Trustee:: |
Director of Federal Home Loan Mortgage Corporation |
|
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
James Henry, Ph.D. (68) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Dean Emeritus and Professor of Finance, Eli Broad College of Business and Graduate School of Management at Michigan State University (2001 to present) |
| | |
Other Directorships Held by Trustee: None |
| | |
Richard McLellan (65) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/94 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Member, Dykema Gossett PLLC (Law Firm) |
|
Other Directorships Held by Trustee: None |
| | |
William R. Rybak (56) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Board Member of various corporate boards (see below) (2002 to present) |
| | |
Other Directorships Held by Trustee: Chairman of the Board of Trustees of Lewis University; Member of the Board since 1982; Member of the Board of Directors of Howe Barnes Investments, Inc. since 2001; Member of the Boards of each of the Calamos Mutual Funds since 2002; Member of the Board of Directors of The PrivateBancorp since 2003; Chairman of the Board of Trustees of St. Coletta’s of Illinois; and Member of the Board since 2000 |
| | |
Patricia A. Woodworth (52) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Vice President, Chief Financial Officer and Chief Operating Officer, The J. Paul Getty Trust (12/2007 to present); Executive Vice President for Finance and Administration, Chief Financial Officer, Art Institute of Chicago (2002 to 11/2007); Executive Vice President and Chief Financial Officer, The University of Chicago (1998 to 2002) |
| | |
Other Directorships Held by Trustee: None |
| | |
1 Mr. Nerud is an “interested person” of the Trust due to his position with Jackson National Life Insurance Company®, which is the parent company of the Adviser. |
|
2 The Chairman of the Board, interested and disinterested Trustees are elected to serve for an indefinite term. |
|
3 Effective December 27, 2007, the number of Funds in the Fund Complex will be 107. |
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
Officers | | |
Daniel W. Koors (37) 1 Corporate Way Lansing, MI 48951 | Vice President, Treasurer and Chief Financial Officer (12/06 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Vice President and Chief Financial Officer of the Adviser (1/07 to present); Vice President, Treasurer and Chief Financial Officer of other Investment Companies advised by the Adviser (12/06 to present); Assistant Treasurer of other Investment Companies advised by the Adviser (9/06 to 12/06); Assistant Vice President – Fund Administration of Jackson National Life Insurance Company (8/06 to present); Partner of Deloitte & Touche LLP (2003 to June 2006); Senior Manager of Deloitte & Touche LLP (2000 to 2003) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
Susan S. Rhee (35) 1 Corporate Way Lansing, MI 48951 | Vice President, Counsel and Secretary (2/04 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Chief Legal Officer (07/04 to present) and Secretary (11/00 to present) of the Adviser ; Vice President, Counsel, and Secretary of other Investment Companies advised by the Adviser (2/04 to present); Assistant Vice President of Jackson National Life Insurance Company (8/03 to present); Associate General Counsel of Jackson National Life Insurance Company (7/01 to present) |
| | |
Other Directorships Held by Trustee: Not Applicable |
|
Steven J. Fredricks (37) 1 Corporate Way Lansing, MI 48951 | Chief Compliance Officer (1/05 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Chief Compliance Officer of the Adviser and other Investment Companies advised by the Adviser (1/05 to present); Attorney of Jackson National Life Insurance Company (2/02 to 1/05) |
|
Other Directorships Held by Trustee: Not Applicable |
| | |
William V. Simon (36) 1 Corporate Way Lansing, MI 48951 | Vice President and Assistant Treasurer (12/06 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Vice President and Chief Operating Officer of the Adviser (1/07 to present); Assistant Vice President of Jackson National Life Insurance Company (7/04 to present); Director of Jackson National Life Insurance Company (8/00 to 7/04) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
Kelly L. Crosser (35) 1 Corporate Way Lansing, MI 48951 | Assistant Secretary ((9/07 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Assistant Secretary of other Investment Companies advised by the Adviser (9/07 to present); Senior Compliance Analyst of Jackson National Life Insurance Company (4/07 to present); Mutual Fund Compliance Analyst of Jackson National Life Insurance Company (2/06 to 4/07): Senior Paralegal of Jackson National Life Insurance Company (6/04 to 2/06t); Paralegal of Jackson National Life Insurance Company (7/01 to 6/04) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
NAME, ADDRESS AND (AGE) | POSITION(S) HELD WITH TRUST (LENGTH OF TIME SERVED) | NUMBER OF PORTFOLIOS IN FUND COMPLEX TO BE OVERSEEN BY TRUSTEE |
Officers | | |
Michael Piszczek (50) 1 Corporate Way Lansing, MI 48951 | Vice President (11/07 to present) | Not Applicable |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS: Vice President of other Investment Companies advised by the Adviser (11/07 to present); Assistant Vice President – Tax of the Adviser (11/07 to present); Assistant Vice President – Nuveen Investments (4/99 to 8/07); Assistant Vice President and Assistant Secretary – Nuveen Funds (4/99 to 8/07) |
| | |
Other Directorships Held by Trustee: Not Applicable |
You can obtain a copy of the current prospectus, SAI or the most recent Annual or Semi-Annual Reports without charge, or make other inquiries, by calling 1-888-276-0061 or writing the Jackson Funds, c/o PFPC, Inc., P.O. Box 9691, Providence, RI 02940.
TRUSTEES OF THE JNL INVESTORS SERIES TRUST
The Trustees and officers that are interested persons of the Trust or the Adviser do not receive any compensation from the Trust for their services as Trustees or officers. The following persons, who are disinterested Trustees of the Trust and the Trust’s Chief Compliance Officer, received from the Trust the compensation amounts indicated for the services as such for the fiscal year ended October 31, 2007.
TRUSTEE | AGGREGATE COMPENSATION FROM THE TRUST1 | PENSION OR RETIREMENT BENEFITS ACCRUED AS PART OF TRUST EXPENSES | ESTIMATED ANNUAL BENEFITS UPON RETIREMENT | TOTAL COMPENSATION FROM THE TRUST AND FUND COMPLEX |
Michael Bouchard | $1,257 | $0 | $0 | $95,500 |
William J. Crowley, Jr. 2 | $908 | $0 | $0 | $69,000 |
Dominic D’Annunzio 5 | $1,658 | $0 | $0 | $126,000 |
Michelle Engler | $1,296 | $0 | $0 | $98,500 |
Joseph Frauenheim 3 | $247 | $0 | $0 | $18,750 |
James Henry 2 | $1,066 | $0 | $0 | $81,000 |
Richard McLellan | $1,395 | $0 | $0 | $106,000 |
William R. Rybak 2 | $1,027 | $0 | $0 | $78,000 |
Patricia Woodworth 2 | $1,066 | $0 | $0 | $81,000 |
Steven J. Fredricks 4 | $2,941 | $0 | $0 | $190,203 |
1 The fees paid to the independent Trustees are paid for combined meetings of all Funds in the Fund Complex. The fees are allocated to the Funds and affiliated investment companies on a pro-rata basis based on net assets.
2 Trustees were elected to the Board of Trustees effective January 1, 2007, and therefore have only received compensation for the period of January 1, 2007 through fiscal year end October 31, 2007.
3 Mr. Frauenheim retired from the Board of Trustees effective January 1, 2007.
4 Mr. Fredricks’ compensation is paid by the Funds for his duties as the Chief Compliance Officer of the Fund Complex. The expense is allocated to the Funds and affiliated investment companies on a pro-rata basis based on net assets.
5 Mr. D’Annunzio is an ex officio (non-voting) member of the Governance Committee. Therefore, he does not receive any compensation as a member of the Governance Committee.
JNL INVESTORS SERIES TRUST
(the “Trust”)
APPROVAL OF THE FUNDS’
INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS
The Board of Trustees of the Trust (“Board”) oversees the management of the funds within the Trust (each a “Fund”, collectively “Funds”) and, as required by law, determines annually whether to approve the Trust’s advisory agreement (“Agreement”) with Jackson National Asset Management, LLC (“JNAM”) and each Fund’s sub-advisory agreement(s).
At a meeting on June 14-15, 2007, the Board, including all of the Independent Trustees, considered information relating to the Agreement and to the sub-advisory agreement between JNAM and Wellington Management Company, LLP (“Wellington Sub-Advisory Agreement”). In advance of the meeting, independent legal counsel for the Independent Trustees requested that certain information be provided to the Board relating to the Agreement and the Wellington Sub-Advisory Agreements. The Board received, and had the opportunity to review, this and other materials, ask questions and request further information in connection with its consideration. At the conclusion of the Board’s discussion, the Board approved the Wellington Sub-Advisory Agreements through June 30, 2008.
At a meeting on September 26, 2007, the Board, including all of the Independent Trustees, considered information relating to the Agreement and the amendment to the sub-advisory agreement between JNAM and Mellon Capital Management Corporation (“Mellon Capital Sub-Advisory Agreement”), and the information relating to the proposed sub-advisory agreements between JNAM and PPM America, Inc., Prudential Asset Management (Singapore) Limited, and Standard & Poor’s Investment Advisory Services LLC (“September Sub-Advisory Agreements”). In advance of the meeting, independent legal counsel for the Independent Trustees requested that certain information be provided to the Board relating to the September Sub-Advisory Agreements. The Board received, and had the opportunity to review, this and other materials, ask questions and request further information in connection with its consideration. At the conclusion of the Board’s discussion, the Board approved the amendment to the Mellon Capital Sub-Advisory Agreement. The September Sub-Advisory Agreements were approved through December 27, 2009.
Please note, all references below to “Sub-Advisory Agreements” shall include the Wellington Sub-Advisory Agreement, the Mellon Capital Sub-Advisory Agreement, and the September Sub-Advisory Agreements.
In reviewing the Agreement and the Sub-Advisory Agreements and considering the information, the Board was advised by outside legal counsel to the Funds, and the Independent Trustees were advised by independent legal counsel. The Board considered the factors it deemed relevant, including principally: (1) the nature, quality and extent of the services to be provided, (2) the investment performance of each sub-adviser, (3) the profitability of JNAM and each sub-adviser, including an analysis of the cost of providing services and comparative expense information, (4) the extent to which economies of scale are realized as each Fund grows and whether fee levels reflect these economies of scale for each Fund’s investors, and (5) other “fall-out” benefits realized by JNAM or the sub-advisers (i.e., ancillary benefits derived by JNAM or its affiliates from JNAM’s relationship with each Fund). In its deliberations, the Board, in exercising its business judgment, did not identify any single factor that alone was responsible for the Board’s decision to approve the Agreement and the Sub-Advisory Agreements.
Before approving the Agreement and the Sub-Advisory Agreements, the Independent Trustees met in executive session with their independent legal counsel to consider the materials provided by JNAM and the terms of the Agreement and the Sub-Advisory Agreements. Based on its evaluation of those materials, the Board, including the interested and Independent Trustees, concluded that the Agreement is fair and reasonable and in the best interests of the shareholders of each Fund and that each Sub-Advisory Agreement is fair and reasonable and in the best interests of the shareholders of the applicable Fund. In reaching its conclusions, the Board considered the following:
Nature, Quality and Extent of Services
The Board examined the nature, quality and extent of the services to be provided by JNAM and the sub-advisers.
For each Fund, the Board considered the services to be provided by JNAM, including but not limited to the oversight of the sub-advisers, as well as the provision of recordkeeping and compliance services to the Funds. The Board also considered that JNAM would monitor the performance of the various organizations that would provide services to the Funds, including the Funds’ distributor, transfer agent and custodian. With respect to JNAM’s oversight of the sub-advisers, the Board noted that JNAM would be responsible for screening and recommending new sub-advisers when appropriate, as well as monitoring and reporting to the Board on the performance and operations of the sub-advisers. The Board also considered the investment sub-advisory services to be provided by each sub-adviser. The Board considered JNAM’s evaluation of the sub-advisers, as well as JNAM’s recommendation, based on its review of the sub-advisers, to approve the Sub-Advisory Agreements.
The Board reviewed the qualifications, backgrounds and responsibilities of JNAM’s senior management that would be responsible for oversight of the Funds and each sub-adviser, and also reviewed the qualifications, backgrounds and responsibilities of the sub-advisers’ portfolio managers who would be responsible for the day-to-day management of each Fund. The Board reviewed information pertaining to JNAM’s and each sub-adviser’s organizational structure, senior management, financial stability, investment operations, and other relevant information pertaining to both JNAM and each sub-adviser. The Board considered compliance reports about JNAM and the sub-advisers from the Trust’s CCO.
Based on the foregoing, the Board concluded that (i) each Fund is likely to benefit from the nature, extent and quality of the services to be provided by JNAM under the Agreement and (ii) each Fund is likely to benefit from the nature, extent and quality of the services to be provided by each sub-adviser under the applicable Sub-Advisory Agreement.
Investment Performance of the Funds
June 14-15, 2007 Board Meeting
At the June 14-15, 2007 Board Meeting, the Board considered the performance of each Fund, including how the Fund performed versus the median performance of a group of comparable funds selected by an independent data service (the “performance universe”) and how the Fund performed versus its benchmark index. The performance periods considered by the Board ended on December 31, 2006. References in this section to “Agreements” are references to the Agreement and Sub-Advisory Agreement of the Fund in question.
JNL Money Market Fund. Noting that the Fund commenced operations in November 2005, the Board considered that the Fund performed in line with other money market funds for the one-year period. The Board concluded that it would be in the best interests of the Fund and its shareholders to renew the Agreements.
Jackson Perspective 10 x 10 Fund and Jackson Perspective Money Market Fund. The Board did not consider comparative investment information for each of these Funds because each Fund did not have a full year of performance for the period considered by the Board.
September 26, 2007 Board Meeting
At the September 26, 2007 Board Meeting, the Board considered the performance of each Fund, including how the Fund performed versus the median performance of a group of comparable funds selected by an independent data service (the “performance universe”) and how the Fund performed versus its benchmark index. The performance periods considered by the Board ended on June 30, 2007 for the Jackson Perspective Core Equity Fund, the Jackson Perspective Large Cap Value Fund, the Jackson Perspective Mid Cap Value Fund, and the Jackson Perspective Small Cap Value Fund. The performance periods considered by the Board for all other funds ended on July 31, 2007.
With respect to the proposed new Funds, the Board could not consider historical information, since the Funds had not previously been in existence. The Board did consider certain hypothetical information presented by JNAM based either on similar funds or certain attribution models. However, no historical performance was considered for Jackson Perspective Mid Cap Value Fund, the Jackson Perspective Asian Infrastructure Fund and the Jackson Perspective Emerging Asia Fund.
Jackson Perspective VIP Fund. The Board considered that Mellon’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-month, year-to-date (as of July 31, 2007), one-year and since inception (October 2004) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the amendment to the Agreements in light of the Strategy’s strong performance data.
Jackson Perspective Core Equity Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-, three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the amendment to the Agreements in light of the Strategy’s strong composite performance data.
Jackson Perspective Large Cap Value Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-, three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s strong composite performance data.
Jackson Perspective Small Cap Value Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-year period, but underperformed during the three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance data.
Jackson Perspective Asia ex-Japan Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) slightly underperformed its index during the one-month, three-month, one-year and since inception period (August 2005). The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Asian Bond Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) slightly underperformed its index during the three-month period, but outperformed its index during the six-month and since inception (August 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Asian Real Estate Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one- and three-month, and since inception (February 2007) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s strong performance record.
Jackson Perspective China-India Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) underperformed its index during the one- and three-month, one-year and since inception (June 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Japan Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) underperformed its index during the one- and three-month, one-year and since inception (July 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective S&P 4 Fund. The Board considered that based upon hypothetical data outperformed its index during the one-, three-, five-, and ten-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the strategy’s strong hypothetical performance record.
Costs of Services
June 14-15, 2007 Board Meeting
At the June 14-15, 2007 Board Meeting, the Board reviewed the fees to be paid to JNAM and each Fund’s sub-adviser. For each Fund, the Board reviewed fee and expense information as compared to that of comparable funds managed by other advisers. Using information provided by an independent data service, the Board evaluated each Fund’s proposed advisory fees compared to the median advisory fees for other funds similar in size, character and investment strategy (the “expense group”). While the Board also considered each Fund’s proposed sub-advisory fee and compared that to the median sub-advisory fee of the expense group, the Board noted that each Fund’s sub-advisory fee would be paid by JNAM (not the Fund) and, therefore, would be neither a direct shareholder expense nor a direct influence on a Fund’s total expense ratio. With respect to each Fund noted below, the Board concluded that the advisory and sub-advisory fees are reasonable and in the best interest of each Fund and its shareholders in light of the services to be provided. In reaching this determination, the Board also considered the effect of advisory fees on the total expenses of each Fund.
Further detail considered by the Board regarding the advisory and sub-advisory fees of each Fund is set forth below:
Jackson Perspective 10 x 10 Fund. The Board considered that the Funds have no advisory or sub-advisory fees. The Board noted that each Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the total expenses are fair, reasonable and in the best interest of each Fund and its shareholders in light of the services to be provided.
Jackson Perspective Money Market Fund. The comparison of advisory and Sub-advisory fees was not available from Lipper at this time. The Board noted that the Fund’s estimated total expense ratios are higher than that of the peer group average. The Board concluded that the advisory and sub-advisory fees are fair, reasonable and in the best interest of the Fund and its shareholders in light of the services to be provided.
JNL Money Market Fund. The comparison of advisory and Sub-advisory fees was not available from Lipper at this time. The Board noted that the Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the advisory and sub-advisory fees are fair, reasonable and in the best interest of the Fund and its shareholders in light of the services to be provided.
September 26, 2007 Board Meeting
At the September 26, 2007 Board Meeting, the Board reviewed the fees to be paid to JNAM and each Fund’s sub-adviser. For each Fund, the Board reviewed fee and expense information as compared to that of comparable funds managed by other advisers. Using information provided by an independent data service, the Board evaluated each Fund’s proposed advisory fees compared to the median advisory fees for other funds similar in size, character and investment strategy (the “peer group”). While the Board also considered each Fund’s proposed sub-advisory fee, the Board noted that each Fund’s sub-advisory fee would be paid by JNAM (not the Fund) and, therefore, would be neither a direct shareholder expense nor a direct influence on a Fund’s total expense ratio.
The Board also noted that the data service did not have a comparable group of funds against which to review the advisory and sub-advisory fees. The data service did provide total expenses for a comparable group of funds.
Further detail considered by the Board regarding the advisory and sub-advisory fees of each Fund is set forth below:
New Funds:
Jackson Perspective VIP Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Core Equity Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the performance and in light of the services to be provided
Jackson Perspective Large Cap Value Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the performance and in light of the services to be provided.
Jackson Perspective Mid Cap Value Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the capacity constraints of the Fund’s strategy and in light of the services to be provided.
Jackson Perspective Small Cap Value Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the
advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the capacity constraints of the Fund’s strategy and in light of the services to be provided.
Jackson Perspective Asia ex-Japan Fund. The Board considered that, while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Asian Bond Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is slightly higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Asian Infrastructure Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Asian Real Estate Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective China-India Fund. The Board considered that while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be equal to the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Emerging Asia Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is equal to the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Japan Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is equal to the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective S&P 4 Fund. The Board considered that while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Economies of Scale
The Board considered whether each Fund’s proposed advisory fee reflects the potential for economies of scale for the benefit of Fund shareholders. Based on information provided by JNAM, the Board noted that the fee arrangement for each Fund contains breakpoints that decrease the fee rate as assets increase. In light of this, the Board concluded that it would be fair, reasonable and in the best interests of each Fund and its shareholders to approve each Agreement.
Other Benefits to JNAM and the Sub-Advisers
In evaluating the benefits that may accrue to JNAM through its relationship with the Funds, the Board noted that JNAM and certain of its affiliates would serve the Funds in various capacities, including as adviser, administrator and distributor, and receive compensation from the Funds in connection with providing services to the Funds. The Board considered that each service to be provided to the Funds by JNAM or one of its affiliates would be pursuant to a written agreement, which the Board would evaluate periodically as required by law. The Board also noted that certain sub-advisers would pay for portions of meetings organized by the Funds’ distributor to educate wholesalers about the Fund(s) that each of those sub-advisers would manage. The Board considered JNAM’s assertion that those meetings would not yield a profit to the Funds’ distributor, that sub-advisers would not be required to participate in the meetings and that recommendations to hire or fire sub-advisers would not be influenced by a sub-adviser’s willingness to participate in the meetings.
In evaluating the benefits that may accrue to the sub-advisers through their relationship with the Fund(s), the Board noted that each sub-adviser may develop additional investment advisory business with JNAM, the Funds or other clients of the sub-adviser as a result of its relationship with the Fund(s). Further, the Board considered that in the case of Mellon Capital Management Corporation (“Mellon”), affiliates serve as the custodian and the securities lending agent for the Funds of the JNL Series Trust, JNL Variable Fund LLC, JNLNY Variable Fund I LLC, and the JNL Money Market Fund of the JNL Investors Series Trust. The Board considered that each service to be provided to the Funds by the Mellon affiliates would be pursuant to a written agreement, which the Board would evaluate periodically as required by law.
After full consideration of these and other factors, the Board concluded that approval of the Agreement and the Sub-Advisory Agreements was fair, reasonable and in the best interests of each Fund and its shareholders.
To learn more about Jackson Funds, call:
Investor Services: 888/276-0061
Financial Professional Support
Bank and Financial Institution Representatives: 800/777-7900
Independent and Non-Bank Broker/Dealer Representatives: 800/711-JNLD (5653)
Regional Broker/Dealer Representatives: 800/640-JNLD (5653)
Consider the investment objectives, risks, charges and expenses carefully before investing. For this and other information about Jackson Funds, please obtain a prospectus from your representative and read it carefully before investing.
Mutual funds involve investment risks and may lose value.
Distributed by Jackson National Life Distributors LLC. Member FINRA.
Annual Report
for the year ended October 31, 2007
JNL Money Market Fund
Schedule of Investments (in thousands)
October 31, 2007
| Shares/Par | Amortized Cost |
SHORT TERM INVESTMENTS – 101.9% | | |
Certificates of Deposit - 17.7% | | |
| ABN AMRO Bank, 4.78%, 02/01/08 | $9,000 | $9,000 |
| Bank of Ireland, 5.31%, 11/09/07 | 5,000 | 5,000 |
| Canadian Imperial Bank of Commerce, 5.07%, 04/02/08 | 7,500 | 7,500 |
| Citibank NA, 5.35%, 11/08/07 | 10,000 | 10,000 |
| Citibank NA, 5.48%, 11/14/07 | 5,000 | 5,000 |
| Credit Suisse First Boston, 5.32%, 05/27/08 | 5,500 | 5,500 |
| Credit Suisse First Boston, 5.37%, 06/04/08 | 3,500 | 3,500 |
| Deutsche Bank Securities Inc., 5.03%, 04/10/08 | 5,000 | 5,000 |
| Rabobank Nederland, 5.14%, 03/11/08 | 11,150 | 11,150 |
| Regions Bank, 4.85%, 01/22/08 | 10,000 | 10,000 |
| Royal Bank of Scotland, 5.44%, 03/13/08 | 5,000 | 5,000 |
| Societe Generale NY, 4.90%, 01/23/08 | 8,000 | 8,000 |
| UBS-NY, 5.44%, 03/10/08 | 11,000 | 11,000 |
| | | 95,650 |
Commercial Paper – 52.2% | | |
| Apreco LLC, 5.10%, 11/05/07 (c) | 8,000 | 7,995 |
| AstraZeneca Plc, 4.86%, 11/09/07 (c) | 12,000 | 11,987 |
| Bank of America Corp., 5.21%, 03/03/08 | 5,000 | 4,911 |
| Bank of America Corp., 4.94%, 04/03/08 | 4,000 | 3,914 |
| CAFCO LLC, 4.78%, 12/05/07 (c) | 8,000 | 7,964 |
| Cargill Global Funding Plc, 4.85%, 11/27/07 (c) | 12,000 | 11,958 |
| Chariot Funding LLC, 5.10%, 12/03/07 (c) | 8,150 | 8,113 |
| Clipper Receivables LLC, 4.83%, 11/16/07 | 7,000 | 6,986 |
| Coca Cola Co., 4.72%, 11/19/07 (c) | 10,000 | 9,976 |
| CRC Funding LLC, 5.09%, 11/20/07 (c) | 8,000 | 7,979 |
| Eureka Securities LLC, 5.02%, 11/27/07 (c) | 9,000 | 8,967 |
| Falcon Asset Securitization Corp., 4.84%, 12/07/07 (c) | 10,000 | 9,952 |
| Fortis Banque, 5.17%, 11/09/07 | 5,000 | 4,994 |
| General Electric Capital Corp., 5.24%, 11/29/07 | 13,000 | 12,947 |
| GlaxoSmithKline Plc, 4.77%, 12/11/07 (c) | 10,000 | 9,947 |
| Goldman Sachs Group Inc., 4.80%, 12/03/07 | 10,000 | 9,957 |
| Greyhawk Funding LLC, 5.25%, 11/26/07 (c) | 5,000 | 4,982 |
| International Lease Finance Corp., 4.76%, 11/08/07 | 10,000 | 9,991 |
| JPMorgan Chase & Co., 4.75%, 12/19/07 | 13,000 | 12,918 |
| Kitty Hawk Funding Corp., 4.84%, 11/01/07 (c) | 8,000 | 8,000 |
| Merrill Lynch & Co. Inc., 4.80%, 11/08/07 | 8,000 | 7,993 |
| Mont Blanc Capital Corp., 4.89%, 11/20/07 (c) | 9,000 | 8,977 |
| Park Avenue Receivables LLC, 5.10%, 11/07/07 (c) | 8,150 | 8,143 |
| Procter & Gamble Co., 5.00%, 11/13/07 (c) | 11,000 | 10,982 |
| Prudential Funding LLC, 5.13%, 12/12/07 | 10,000 | 9,943 |
| Ranger Funding Co. LLC, 5.15%, 11/01/07 (c) | 8,000 | 8,000 |
| Societe Generale NY, 5.17%, 11/09/07 | 5,000 | 4,994 |
| Thunder Bay Funding LLC, 5.09%, 12/03/07 (c) | 8,051 | 8,015 |
| Total Capital SA, 4.74%, 12/31/07 (c) | 12,000 | 11,905 |
| Toyota Financial Services Corp., 4.78%, 03/13/08 | 12,000 | 11,788 |
| Windmill Funding Corp., 4.98%, 11/19/07 (c) | 10,000 | 9,975 |
| Yorktown Capital LLC, 5.15%, 11/07/07 (c) | 7,500 | 7,494 |
| | | 282,647 |
Corporate Bonds and Notes - 3.5% | | |
| American Express Bank, 5.61%, 01/18/08 (b) | 5,000 | 5,000 |
| Bank of America, 5.45%, 02/22/08 (b) | 4,000 | 4,000 |
| Calyon, 4.62%, 02/19/08 (b) | 4,000 | 4,000 |
| MetLife Inc., 5.46%, 02/01/08 (b) (d) | 3,200 | 3,200 |
| National City Bank, 5.07%, 03/13/08 (b) | 3,000 | 3,000 |
| | | 19,200 |
Federal Home Loan Bank - 0.7% | | |
| Federal Home Loan Bank, 5.02%, 02/06/08 | 4,000 | 3,948 |
| | | |
Federal Home Loan Mortgage Corp. - 1.9% | | |
| Federal Home Loan Mortgage Corp., 4.73%, 02/19/08 | 10,000 | 9,855 |
| | | |
Mutual Fund - 0.0% | | |
| Dreyfus Cash Management Institutional Shares | | |
| Fund, 5.06% (a) | 51 | 51 |
| | | |
Non-U.S. Government Agency Asset - Backed Securities - 1.3% | |
| Holmes Master Issuer Plc, 5.07%, 03/15/08 (b) | 2,053 | 2,053 |
| Pendeford Master Issuer Plc, 5.10%, 02/12/08 (b) (c) | 3,360 | 3,360 |
| Permanent Master Issuer Plc, 5.07%, 01/15/08 (b) | 1,831 | 1,831 |
| | | 7,244 |
Repurchase Agreement - 24.6% | | |
| Repurchase Agreement with Bank of New York Mellon | | |
| Corp., 4.93% (Collateralized by $136,292 Federal Home | | |
| Loan Mortgage Corp., 5.50%, due 10/01/35, value | | |
| $134,610) acquired on 10/31/07, due 11/01/07 | | |
| at $132,918 | 132,900 | 132,900 |
| | | |
Total Investments - 101.9% (cost $551,495) | | 551,495 |
| | | |
Other Assets and Liabilities, Net - (1.9%) | | (10,192) |
| | | |
Total Net Assets - 100% | | $541,303 |
Notes to the Schedule of Investments: |
| |
(a) | Dividend yield changes daily to reflect current market conditions. Rate is the quoted yield as of October 31, 2007. |
(b) | Variable Rate Security. Rate stated is in effect as of October 31, 2007. |
(c) | Rule 144A, Section 4(2) provides an exemption from the registration requirements of the Securities Act of 1933, as amended, for resale of this security to an institutional |
| investor. The Fund has deemed this security to be liquid based on procedures approved by the Board of Trustees. |
(d) | Illiquid security. At October 31, 2007, the amortized cost of this security was $3,200, representing 0.6% of net assets. |
Summary of Total Investments by Sector: (as a percentage of total investments) | | | |
| | | | | |
Commercial Paper | | | | 51.3 | % |
Repurchase Agreement | | | | 24.1 | |
Certificates of Deposit | | | | 17.3 | |
Corporate Bonds and Notes | | | | 3.5 | |
Government and Agency Obligations | | | | 2.5 | |
Non-U.S. Government Agency Asset - Backed Securities | | | 1.3 | |
Mutual Fund | | | | 0.0 | |
Total | | | | 100.0 | % |
The accompanying notes are an integral part of these Financial Statements.
JNL Money Market Fund | | | | | | |
Financial Statements (in thousands, except net asset value per share) | | | | |
| | | | | | | | |
| | | | | | | | |
Statement of Assets and Liabilities | | | | Statement of Operations | | |
October 31, 2007 | | | | For the Year Ended October 31, 2007 |
| | | | | | | | |
| | | | | | | | |
Assets | | | | | | Investment income | | |
| | | | | | | | |
Investments in securities at amortized cost | | $ 418,595 | | | | Interest | | $ 19,024 |
Repurchase agreement | | 132,900 | | | | Dividends | | 3 |
Dividends and interest receivable | | 1,096 | | | | Total investment income | | 19,027 |
Other assets | | 1 | | | | | | |
Total assets | | 552,592 | | | | Expenses | | |
| | | | | | Advisory fees | | 717 |
Liabilities | | | | | | Trustee fees | | 7 |
Payables: | | | | | | Other expenses | | 19 |
Advisory fees | | 90 | | | | Total expenses | | 743 |
Trustee fees | | 1 | | | | Net investment income | | 18,284 |
Dividends | | 2,194 | | | | | | |
Investment securities purchased | | 9,000 | | | | | | |
Accrued expenses | | 4 | | | | Net increase in net assets | | |
Total liabilities | | 11,289 | | | | from operations | | $ 18,284 |
Net assets | | $ 541,303 | | | | | | |
| | | | | | | | |
Net assets consist of: | | | | | | | | |
Paid-in capital | | $ 541,303 | | | | | | |
| | | | | | | | |
Institutional Class: | | | | | | | | |
Shares outstanding (no par value), | | | | | | | | |
unlimited shares authorized | | 541,303 | | | | | | |
| | | | | | | | |
Net asset value per share | | $ 1.00 | | | | | | |
The accompanying notes are an integral part of these Financial Statements.
JNL Money Market Fund | | | | |
Financial Statements | | | | |
| | | | |
| | | | |
Statements of Changes in Net Assets | | | | |
(in thousands) | | | | |
| | For the year ended October 31, |
| | 2007 | | 2006 |
Operations | | | | |
Net investment income | | $ 18,284 | | $ 11,251 |
Net increase in net assets | | | | |
from operations | | 18,284 | | 11,251 |
| | | | |
Distributions to shareholders | | | | |
From net investment income | | (18,284) | | (11,251) |
| | | | |
Share transactions¹ | | | | |
Proceeds from the sale of shares | | 7,854,701 | | 4,876,161 |
Cost of shares redeemed | | (7,614,358) | | (4,575,201) |
Net increase in net assets | | | | |
from share transactions | | 240,343 | | 300,960 |
| | | | |
Net increase in net assets | | 240,343 | | 300,960 |
| | | | |
| | | | |
Net assets beginning of period | | 300,960 | | - |
| | | | |
Net assets end of period | | $ 541,303 | | $ 300,960 |
| | | | |
Undistributed net investment income | | $ - | | $ - |
| | | | |
| | | | |
¹Share transactions | | | | |
Shares sold | | 7,854,701 | | 4,876,161 |
Shares redeemed | | (7,614,358) | | (4,575,201) |
| | | | |
Net increase | | 240,343 | | 300,960 |
| | | | |
| | | | |
| | | | |
Financial Highlights | | | | |
| | For the year ended October 31, |
| | 2007 | | 2006 |
| | | | |
Net asset value, beginning of period | | $ 1.00 | | $ 1.00 |
| | | | |
Investment operations | | | | |
Net investment income | | 0.05 | | 0.05 |
| | | | |
Distributions | | | | |
Net investment income | | (0.05) | | (0.05) |
| | | | |
Net asset value, end of period | | $ 1.00 | | $ 1.00 |
| | | | |
Ratios and supplemental data | | | | |
Total return | | 5.23% | | 4.74% |
Net assets, end of year (in thousands) | | $ 541,303 | | $ 300,960 |
Ratio of net investment income to average net assets | | 5.10% | | 4.66% |
Ratio of expenses to average net assets | | 0.21% | | 0.22% |
The accompanying notes are an integral part of these Financial Statements.
JNL Investors Series Trust
Notes to the Financial Statements
NOTE 1. ORGANIZATION
JNL Investors Series Trust (the “Trust”) was organized under the laws of Massachusetts, by a Declaration of Trust, dated July 28, 2000. The Trust is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended, (“1940 Act”) and the Securities Act of 1933, as amended, as an open-end management investment company issuing its shares in series and classes; each series representing a distinct portfolio with its own investment objectives and policies. The Trust currently offers shares in six (6) separate funds. The JNL Money Market Fund (“Fund”) included in this report operates as a “diversified” series within the Trust. The financial statements of the remaining funds in the Trust are presented in a separate report. The Institutional Class of shares is the only class of shares presently being offered by the Fund. The Fund is not sold to retail investors. Affiliates of the Fund own 100% of its outstanding capital shares at October 31, 2007.
Jackson National Asset Management, LLC (“JNAM” or “Adviser”), a wholly-owned subsidiary of Jackson National Life Insurance Company (“Jackson”), serves as investment adviser to the Fund.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed and consistently applied by the Fund in the preparation of its financial statements.
Use of Estimates – The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
Guarantees and Indemnifications – Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, certain of the Fund’s contracts with its service providers contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims.
Security Valuation – Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 P.M. Eastern Time. As permitted by compliance with the applicable conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates market value.
Security Transactions and Investment Income – Security transactions are recorded on trade date. Interest income, including level-yield amortization of discounts and premiums, is accrued daily. Dividend income is recorded on ex-dividend date. Realized gains and losses, if any, are determined on the specific identification basis.
Repurchase Agreements - The Fund may invest in repurchase agreements. A repurchase agreement involves the purchase of a security by a Fund and a simultaneous agreement by the seller, generally a bank or broker-dealer, to repurchase that security back from the Fund at a specified price and date or upon demand. The underlying securities for all repurchase agreements are held in safekeeping at the Fund’s custodian or designated subcustodians under triparty repurchase agreements. The market value of the collateral must be equal to or exceed at all times the total amount of the repurchase obligations, including interest. Procedures for all repurchase agreements have been designed to assure that the daily market value of the collateral is in excess of the repurchase agreement in the event of default. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of such collateral may decline.
Distributions to Shareholders – The Fund declares dividends daily and pays dividends monthly. Distributions of net realized capital gains, if any, will be distributed at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.
NOTE 3. INVESTMENT ADVISORY FEES AND TRANSACTIONS WITH AFFILIATES
The Trust has entered into an Investment Advisory Agreement (“Agreement”) with JNAM, whereby, JNAM provides investment management services to the Fund. Under the terms of the Agreement, the Fund pays JNAM an annual fee, computed daily and payable monthly, based on a specified percentage of the average daily net assets of the Fund. Additionally, the Fund is sub-advised by Wellington Management Company, LLP. A portion of the advisory fee is paid by JNAM to the sub-adviser as compensation for their services. The following is a schedule of the advisory fees:
Net Assets | Fees | |
$0 to $750 million | 0.20% |
Over $750 million | 0.18% |
Administrative Services – JNAM provides or procures most of the necessary administrative functions and services for the operations of the Fund at no additional cost. In accordance with the Administration Agreement, JNAM is responsible for payment of the following Fund expenses: fund accounting; shareholder reporting; shareholder servicing; certain legal; insurance; custody; audit; and tax fees. Additionally, JNAM provides transfer agency services and Jackson National Life Distributors LLC provides distribution services at no additional cost to the Fund.
NOTE 4. FEDERAL INCOME TAX MATTERS
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and to distribute income in amounts that will avoid federal income and excise taxes. Income distributions paid by the Funds are subject to federal taxation.
As of October 31, 2007, the aggregate cost of investments is the same for financial reporting and tax purposes. The tax character of the $18,284 in distributions (in thousands) paid during the year ended October 31, 2007 was ordinary income.
There were no permanent differences between book and tax basis reporting for the 2007 fiscal year. To the extent there are differences between book-basis and federal tax-basis which are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require reclassification. Permanent differences include but are not limited to: expired capital loss carryforwards, foreign currency reclassifications, market discount or paydown reclassifications, and distribution adjustments. These reclassifications have no impact on net assets.
NOTE 5. NEW ACCOUNTING PRONOUNCEMENTS
In July 2006, the Financial Accounting Standards Board (FASB) released FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken or expected to be taken in the course of preparing each Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. FIN 48 was required for the first financial statement reporting period for fiscal years beginning after December 15, 2006. FIN 48 required that management evaluate the tax positions taken in returns that remain subject to examination by the Funds' major tax jurisdictions. At October 31, 2007, returns subject to examination include all returns filed by the Fund. Management completed an evaluation of the Fund’s tax positions for the applicable periods as of October 31, 2007. Based on that evaluation, management concluded that the adoption of FIN 48 does not materially affect the Fund’s financial statements.
In September 2006, the FASB issued Statement on Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements.” This standard establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements. SFAS No. 157 applies to fair value measurements already required or permitted by existing standards. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. The changes to current generally accepted accounting principles from the application of this Statement relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. Management is in the process of analyzing the impact of SFAS No. 157. Management does not believe the adoption of SFAS No. 157 will impact the financial statement amounts, however, additional disclosures may be required about the inputs used to develop the measurements and the effect of certain of the measurements on changes in net assets for future periods.
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Trustees
JNL Investors Series Trust:
We have audited the accompanying statement of assets and liabilities of the JNL Money Market Fund (the “Fund”) (a series of JNL Investors Series Trust), including the schedule of investments, as of October 31, 2007, the related statement of operations for the year then ended, the statement of changes in net assets and financial highlights for each of the years in the two-year period ended October 31, 2007. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of October 31, 2007, the results of its operations, changes in its net assets and the financial highlights for the periods stated in the first paragraph above, in conformity with U.S. generally accepted accounting principles.
KPMG LLP
Chicago, Illinois
December 5, 2007
Disclosure of Fund Expenses (Unaudited)
The Fund is affected by ongoing costs, which include (among others) costs for portfolio management, administrative services, and certain other operating expenses. Operating expenses such as these are deducted from the Fund's gross income and directly reduce the final investment return. These expenses are expressed as a percentage of the Fund's average net assets; this percentage is known as the Fund's expense ratio.
The examples below include the expense ratio and are intended to help the investor understand the ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
Actual Fund Return. This section provides information about the actual account values and actual expenses incurred by the Fund. Use the information in this section, together with the amount invested, to estimate the expenses the shareholder paid over the period. Simply divide the 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 section under the heading entitled "Expenses Paid During Period" to estimate the expenses paid during this period.
Hypothetical 5% Return. The information in this section can be used to compare the Fund's costs with those of other mutual funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio for the period is unchanged. This example is useful in making comparisons because the U.S. Securities and Exchange Commission requires all mutual funds to make the 5% calculation.
Actual Fund Return | | Hypothetical 5% Return |
Beginning Account Value 4/30/07 | | Ending Account Value 10/31/07 | | Annualized Expense Ratio | | Expenses Paid During Period | | Beginning Account Value 4/30/07 | | Ending Account Value 10/31/07 | | Annualized Expense Ratio | | Expenses Paid During Period |
$ 1,000.00 | | $ 1,026.00 | | 0.21% | | $ 1.05 | | $ 1,000.00 | | $ 1,024.17 | | 0.21% | | $ 1.05 |
Actual expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the period, then divided by the number of days in the most recent 12-month period (to reflect the most recent 6-month period). Hypothetical expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the most recent 6-month period, then divided by the number of days in the most recent 12-month period.
Additional Disclosure
Quarterly Portfolio Holdings
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. It is also available upon request from the Registrant by calling Shareholder Services toll-free at 888-276-0061.
TRUSTEES AND OFFICERS THE TRUST
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
Interested Trustee | | |
Mark D. Nerud (41) 1 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) President and Chief Executive Officer (12/06 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: President of the Adviser (1/07 to present); Chief Financial Officer of the Adviser (11/00 to 1/07) and Managing Board Member of the Adviser (11/00 to 11/03) (1/07 to present); Vice President (8/97 to 12/06), Treasurer, Chief Financial Officer of other Investment Companies advised by the Adviser (12/02 to 12/06); Vice President – Fund Accounting & Administration of Jackson National Life Insurance Company (1/00 to present) |
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Other Directorships Held by Trustee: None |
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Disinterested Trustees | | |
Michael Bouchard (51) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/03 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Sheriff, Oakland County, Michigan (1/99 to present) |
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Other Directorships Held by Trustee: None |
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William J. Crowley, Jr. (62) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Managing Partner (Baltimore Office) – Arthur Andersen LLP (2001 to 2002); Board Member of various corporate boards (2002 to present) |
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Other Directorships Held by Trustee: Director of Foundation Coal Holdings, Inc.; Director of Bio Veris Corporation (from 5/04 until 06/07 when the company was acquired); Director of Provident Bankshares Corporation |
| | |
Dominic D’Annunzio (69) 1 Corporate Way Lansing, MI 48951 | Chairman of the Board 2 (2/04 to present) Trustee 2 (2/02 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Acting Commissioner of Insurance for the State of Michigan (1/90 to 5/90) and (8/97 to 5/98) |
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Other Directorships Held by Trustee: None |
| | |
Michelle Engler (49) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/03 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Attorney (1983 to present); First Lady of the State of Michigan (1990 to 2002) |
| | |
Other Directorships Held by Trustee:: |
Director of Federal Home Loan Mortgage Corporation |
|
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
James Henry, Ph.D. (68) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Dean Emeritus and Professor of Finance, Eli Broad College of Business and Graduate School of Management at Michigan State University (2001 to present) |
| | |
Other Directorships Held by Trustee: None |
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Richard McLellan (65) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (12/94 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Member, Dykema Gossett PLLC (Law Firm) |
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Other Directorships Held by Trustee: None |
| | |
William R. Rybak (56) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Board Member of various corporate boards (see below) (2002 to present) |
| | |
Other Directorships Held by Trustee: Chairman of the Board of Trustees of Lewis University; Member of the Board since 1982; Member of the Board of Directors of Howe Barnes Investments, Inc. since 2001; Member of the Boards of each of the Calamos Mutual Funds since 2002; Member of the Board of Directors of The PrivateBancorp since 2003; Chairman of the Board of Trustees of St. Coletta’s of Illinois; and Member of the Board since 2000 |
| | |
Patricia A. Woodworth (52) 1 Corporate Way Lansing, MI 48951 | Trustee 2 (1/07 to present) | 1073 |
Principal Occupation(s) During Past 5 Years: Vice President, Chief Financial Officer and Chief Operating Officer, The J. Paul Getty Trust (12/2007 to present); Executive Vice President for Finance and Administration, Chief Financial Officer, Art Institute of Chicago (2002 to 11/2007); Executive Vice President and Chief Financial Officer, The University of Chicago (1998 to 2002) |
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Other Directorships Held by Trustee: None |
| | |
1 Mr. Nerud is an “interested person” of the Trust due to his position with Jackson National Life Insurance Company®, which is the parent company of the Adviser. |
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2 The Chairman of the Board, interested and disinterested Trustees are elected to serve for an indefinite term. |
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3 Effective December 27, 2007, the number of Funds in the Fund Complex will be 107. |
Name, Address and (Age) | Position(s) Held with Trust (Length of Time Served) | Number of Portfolios in Fund Complex to be Overseen by Trustee |
Officers | | |
Daniel W. Koors (37) 1 Corporate Way Lansing, MI 48951 | Vice President, Treasurer and Chief Financial Officer (12/06 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Vice President and Chief Financial Officer of the Adviser (1/07 to present); Vice President, Treasurer and Chief Financial Officer of other Investment Companies advised by the Adviser (12/06 to present); Assistant Treasurer of other Investment Companies advised by the Adviser (9/06 to 12/06); Assistant Vice President – Fund Administration of Jackson National Life Insurance Company (8/06 to present); Partner of Deloitte & Touche LLP (2003 to June 2006); Senior Manager of Deloitte & Touche LLP (2000 to 2003) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
Susan S. Rhee (35) 1 Corporate Way Lansing, MI 48951 | Vice President, Counsel and Secretary (2/04 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Chief Legal Officer (07/04 to present) and Secretary (11/00 to present) of the Adviser ; Vice President, Counsel, and Secretary of other Investment Companies advised by the Adviser (2/04 to present); Assistant Vice President of Jackson National Life Insurance Company (8/03 to present); Associate General Counsel of Jackson National Life Insurance Company (7/01 to present) |
| | |
Other Directorships Held by Trustee: Not Applicable |
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Steven J. Fredricks (37) 1 Corporate Way Lansing, MI 48951 | Chief Compliance Officer (1/05 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Chief Compliance Officer of the Adviser and other Investment Companies advised by the Adviser (1/05 to present); Attorney of Jackson National Life Insurance Company (2/02 to 1/05) |
|
Other Directorships Held by Trustee: Not Applicable |
| | |
William V. Simon (36) 1 Corporate Way Lansing, MI 48951 | Vice President and Assistant Treasurer (12/06 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Vice President and Chief Operating Officer of the Adviser (1/07 to present); Assistant Vice President of Jackson National Life Insurance Company (7/04 to present); Director of Jackson National Life Insurance Company (8/00 to 7/04) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
Kelly L. Crosser (35) 1 Corporate Way Lansing, MI 48951 | Assistant Secretary ((9/07 to present) | Not Applicable |
Principal Occupation(s) During Past 5 Years: Assistant Secretary of other Investment Companies advised by the Adviser (9/07 to present); Senior Compliance Analyst of Jackson National Life Insurance Company (4/07 to present); Mutual Fund Compliance Analyst of Jackson National Life Insurance Company (2/06 to 4/07): Senior Paralegal of Jackson National Life Insurance Company (6/04 to 2/06t); Paralegal of Jackson National Life Insurance Company (7/01 to 6/04) |
| | |
Other Directorships Held by Trustee: Not Applicable |
| | |
NAME, ADDRESS AND (AGE) | POSITION(S) HELD WITH TRUST (LENGTH OF TIME SERVED) | NUMBER OF PORTFOLIOS IN FUND COMPLEX TO BE OVERSEEN BY TRUSTEE |
Officers | | |
Michael Piszczek (50) 1 Corporate Way Lansing, MI 48951 | Vice President (11/07 to present) | Not Applicable |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS: Vice President of other Investment Companies advised by the Adviser (11/07 to present); Assistant Vice President – Tax of the Adviser (11/07 to present); Assistant Vice President – Nuveen Investments (4/99 to 8/07); Assistant Vice President and Assistant Secretary – Nuveen Funds (4/99 to 8/07) |
| | |
Other Directorships Held by Trustee: Not Applicable |
You can obtain a copy of the current SAI or the most recent Annual or Semi-Annual Reports without charge, or make other inquiries, by calling 1-800-392-2909, or writing the JNL Investors Series Trust Service Center, 225 W. Wacker Drive, Suite 1200, Chicago, IL 60606.
TRUSTEES OF THE JNL INVESTORS SERIES TRUST
The Trustees and officers that are interested persons of the Trust or the Adviser do not receive any compensation from the Trust for their services as Trustees or officers. The following persons, who are disinterested Trustees of the Trust and the Trust’s Chief Compliance Officer, received from the Trust the compensation amounts indicated for the services as such for the fiscal year ended October 31, 2007.
TRUSTEE | AGGREGATE COMPENSATION FROM THE TRUST1 | PENSION OR RETIREMENT BENEFITS ACCRUED AS PART OF TRUST EXPENSES | ESTIMATED ANNUAL BENEFITS UPON RETIREMENT | TOTAL COMPENSATION FROM THE TRUST AND FUND COMPLEX |
Michael Bouchard | $1,257 | $0 | $0 | $95,500 |
William J. Crowley, Jr. 2 | $908 | $0 | $0 | $69,000 |
Dominic D’Annunzio 5 | $1,658 | $0 | $0 | $126,000 |
Michelle Engler | $1,296 | $0 | $0 | $98,500 |
Joseph Frauenheim 3 | $247 | $0 | $0 | $18,750 |
James Henry 2 | $1,066 | $0 | $0 | $81,000 |
Richard McLellan | $1,395 | $0 | $0 | $106,000 |
William R. Rybak 2 | $1,027 | $0 | $0 | $78,000 |
Patricia Woodworth 2 | $1,066 | $0 | $0 | $81,000 |
Steven J. Fredricks 4 | $2,941 | $0 | $0 | $190,203 |
1 The fees paid to the independent Trustees are paid for combined meetings of all Funds in the Fund Complex. The fees are allocated to the Funds and affiliated investment companies on a pro-rata basis based on net assets.
2 Trustees were elected to the Board of Trustees effective January 1, 2007, and therefore have only received compensation for the period of January 1, 2007 through fiscal year end October 31, 2007.
3 Mr. Frauenheim retired from the Board of Trustees effective January 1, 2007.
4 Mr. Fredricks’ compensation is paid by the Funds for his duties as the Chief Compliance Officer of the Fund Complex. The expense is allocated to the Funds and affiliated investment companies on a pro-rata basis based on net assets.
5 Mr. D’Annunzio is an ex officio (non-voting) member of the Governance Committee. Therefore, he does not receive any compensation as a member of the Governance Committee.
PROXY VOTING GUIDELINES
The Board of Trustees has adopted the proxy voting policy and procedure (“Policy”) of JNAM, pursuant to which the Trustees have delegated proxy voting responsibility to the Adviser, and pursuant to which the Adviser has delegated proxy voting responsibility to each of the Sub-Advisers. A description of the policies and procedures used by the Funds to vote proxies relating to the portfolio securities and information on how the Funds voted proxies relating to portfolio securities during the 12 month period ended June 30, 2007 are available (1) without charge, upon request by calling 1-800-392-2909; (2) on Jackson National Life Insurance Company’s website at www.jnl.com or Jackson National Life Insurance Company of New York’s website at www.jnlny.com; and (3) on the SEC’s website at www.sec.gov.
JNL INVESTORS SERIES TRUST
(the “Trust”)
APPROVAL OF THE FUNDS’
INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS
The Board of Trustees of the Trust (“Board”) oversees the management of the funds within the Trust (each a “Fund”, collectively “Funds”) and, as required by law, determines annually whether to approve the Trust’s advisory agreement (“Agreement”) with Jackson National Asset Management, LLC (“JNAM”) and each Fund’s sub-advisory agreement(s).
At a meeting on June 14-15, 2007, the Board, including all of the Independent Trustees, considered information relating to the Agreement and to the sub-advisory agreement between JNAM and Wellington Management Company, LLP (“Wellington Sub-Advisory Agreement”). In advance of the meeting, independent legal counsel for the Independent Trustees requested that certain information be provided to the Board relating to the Agreement and the Wellington Sub-Advisory Agreements. The Board received, and had the opportunity to review, this and other materials, ask questions and request further information in connection with its consideration. At the conclusion of the Board’s discussion, the Board approved the Wellington Sub-Advisory Agreements through June 30, 2008.
At a meeting on September 26, 2007, the Board, including all of the Independent Trustees, considered information relating to the Agreement and the amendment to the sub-advisory agreement between JNAM and Mellon Capital Management Corporation (“Mellon Capital Sub-Advisory Agreement”), and the information relating to the proposed sub-advisory agreements between JNAM and PPM America, Inc., Prudential Asset Management (Singapore) Limited, and Standard & Poor’s Investment Advisory Services LLC (“September Sub-Advisory Agreements”). In advance of the meeting, independent legal counsel for the Independent Trustees requested that certain information be provided to the Board relating to the September Sub-Advisory Agreements. The Board received, and had the opportunity to review, this and other materials, ask questions and request further information in connection with its consideration. At the conclusion of the Board’s discussion, the Board approved the amendment to the Mellon Capital Sub-Advisory Agreement. The September Sub-Advisory Agreements were approved through December 27, 2009.
Please note, all references below to “Sub-Advisory Agreements” shall include the Wellington Sub-Advisory Agreement, the Mellon Capital Sub-Advisory Agreement, and the September Sub-Advisory Agreements.
In reviewing the Agreement and the Sub-Advisory Agreements and considering the information, the Board was advised by outside legal counsel to the Funds, and the Independent Trustees were advised by independent legal counsel. The Board considered the factors it deemed relevant, including principally: (1) the nature, quality and extent of the services to be provided, (2) the investment performance of each sub-adviser, (3) the profitability of JNAM and each sub-adviser, including an analysis of the cost of providing services and comparative expense information, (4) the extent to which economies of scale are realized as each Fund grows and whether fee levels reflect these economies of scale for each Fund’s investors, and (5) other “fall-out” benefits realized by JNAM or the sub-advisers (i.e., ancillary benefits derived by JNAM or its affiliates from JNAM’s relationship with each Fund). In its deliberations, the Board, in exercising its business judgment, did not identify any single factor that alone was responsible for the Board’s decision to approve the Agreement and the Sub-Advisory Agreements.
Before approving the Agreement and the Sub-Advisory Agreements, the Independent Trustees met in executive session with their independent legal counsel to consider the materials provided by JNAM and the terms of the Agreement and the Sub-Advisory Agreements. Based on its evaluation of those materials, the Board, including the interested and Independent Trustees, concluded that the Agreement is fair and reasonable and in the best interests of the shareholders of each Fund and that each Sub-Advisory Agreement is fair and reasonable and in the best interests of the shareholders of the applicable Fund. In reaching its conclusions, the Board considered the following:
Nature, Quality and Extent of Services
The Board examined the nature, quality and extent of the services to be provided by JNAM and the sub-advisers.
For each Fund, the Board considered the services to be provided by JNAM, including but not limited to the oversight of the sub-advisers, as well as the provision of recordkeeping and compliance services to the Funds. The Board also considered that JNAM would monitor the performance of the various organizations that would provide services to the Funds, including the Funds’ distributor, transfer agent and custodian. With respect to JNAM’s oversight of the sub-advisers, the Board noted that JNAM would be responsible for screening and recommending new sub-advisers when appropriate, as well as monitoring and reporting to the Board on the performance and operations of the sub-advisers. The Board also considered the investment sub-advisory services to be provided by each sub-adviser. The Board considered JNAM’s evaluation of the sub-advisers, as well as JNAM’s recommendation, based on its review of the sub-advisers, to approve the Sub-Advisory Agreements.
The Board reviewed the qualifications, backgrounds and responsibilities of JNAM’s senior management that would be responsible for oversight of the Funds and each sub-adviser, and also reviewed the qualifications, backgrounds and responsibilities of the sub-advisers’ portfolio managers who would be responsible for the day-to-day management of each Fund. The Board reviewed information pertaining to JNAM’s and each sub-adviser’s organizational structure, senior management, financial stability, investment operations, and other relevant information pertaining to both JNAM and each sub-adviser. The Board considered compliance reports about JNAM and the sub-advisers from the Trust’s CCO.
Based on the foregoing, the Board concluded that (i) each Fund is likely to benefit from the nature, extent and quality of the services to be provided by JNAM under the Agreement and (ii) each Fund is likely to benefit from the nature, extent and quality of the services to be provided by each sub-adviser under the applicable Sub-Advisory Agreement.
Investment Performance of the Funds
June 14-15, 2007 Board Meeting
At the June 14-15, 2007 Board Meeting, the Board considered the performance of each Fund, including how the Fund performed versus the median performance of a group of comparable funds selected by an independent data service (the “performance universe”) and how the Fund performed versus its benchmark index. The performance periods considered by the Board ended on December 31, 2006. References in this section to “Agreements” are references to the Agreement and Sub-Advisory Agreement of the Fund in question.
JNL Money Market Fund. Noting that the Fund commenced operations in November 2005, the Board considered that the Fund performed in line with other money market funds for the one-year period. The Board concluded that it would be in the best interests of the Fund and its shareholders to renew the Agreements.
Jackson Perspective 10 x 10 Fund and Jackson Perspective Money Market Fund. The Board did not consider comparative investment information for each of these Funds because each Fund did not have a full year of performance for the period considered by the Board.
September 26, 2007 Board Meeting
At the September 26, 2007 Board Meeting, the Board considered the performance of each Fund, including how the Fund performed versus the median performance of a group of comparable funds selected by an independent data service (the “performance universe”) and how the Fund performed versus its benchmark index. The performance periods considered by the Board ended on June 30, 2007 for the Jackson Perspective Core Equity Fund, the Jackson Perspective Large Cap Value Fund, the Jackson Perspective Mid Cap Value Fund, and the Jackson Perspective Small Cap Value Fund. The performance periods considered by the Board for all other funds ended on July 31, 2007.
With respect to the proposed new Funds, the Board could not consider historical information, since the Funds had not previously been in existence. The Board did consider certain hypothetical information presented by JNAM based either on similar funds or certain attribution models. However, no historical performance was considered for Jackson Perspective Mid Cap Value Fund, the Jackson Perspective Asian Infrastructure Fund and the Jackson Perspective Emerging Asia Fund.
Jackson Perspective VIP Fund. The Board considered that Mellon’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-month, year-to-date (as of July 31, 2007), one-year and since inception (October 2004) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the amendment to the Agreements in light of the Strategy’s strong performance data.
Jackson Perspective Core Equity Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-, three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the amendment to the Agreements in light of the Strategy’s strong composite performance data.
Jackson Perspective Large Cap Value Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-, three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s strong composite performance data.
Jackson Perspective Small Cap Value Fund. The Board considered that PPM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one-year period, but underperformed during the three- and five-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance data.
Jackson Perspective Asia ex-Japan Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) slightly underperformed its index during the one-month, three-month, one-year and since inception period (August 2005). The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Asian Bond Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) slightly underperformed its index during the three-month period, but outperformed its index during the six-month and since inception (August 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Asian Real Estate Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) outperformed its index during the one- and three-month, and since inception (February 2007) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s strong performance record.
Jackson Perspective China-India Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) underperformed its index during the one- and three-month, one-year and since inception (June 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective Japan Fund. The Board considered that PAM’s performance for a similarly managed strategy (“Strategy”) underperformed its index during the one- and three-month, one-year and since inception (July 2006) periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the Strategy’s performance record.
Jackson Perspective S&P 4 Fund. The Board considered that based upon hypothetical data outperformed its index during the one-, three-, five-, and ten-year periods. The Board concluded that it would be in the best interests of the Fund and its shareholders to approve the Agreements in light of the strategy’s strong hypothetical performance record.
Costs of Services
June 14-15, 2007 Board Meeting
At the June 14-15, 2007 Board Meeting, the Board reviewed the fees to be paid to JNAM and each Fund’s sub-adviser. For each Fund, the Board reviewed fee and expense information as compared to that of comparable funds managed by other advisers. Using information provided by an independent data service, the Board evaluated each Fund’s proposed advisory fees compared to the median advisory fees for other funds similar in size, character and investment strategy (the “expense group”). While the Board also considered each Fund’s proposed sub-advisory fee and compared that to the median sub-advisory fee of the expense group, the Board noted that each Fund’s sub-advisory fee would be paid by JNAM (not the Fund) and, therefore, would be neither a direct shareholder expense nor a direct influence on a Fund’s total expense ratio. With respect to each Fund noted below, the Board concluded that the advisory and sub-advisory fees are reasonable and in the best interest of each Fund and its shareholders in light of the services to be provided. In reaching this determination, the Board also considered the effect of advisory fees on the total expenses of each Fund.
Further detail considered by the Board regarding the advisory and sub-advisory fees of each Fund is set forth below:
Jackson Perspective 10 x 10 Fund. The Board considered that the Funds have no advisory or sub-advisory fees. The Board noted that each Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the total expenses are fair, reasonable and in the best interest of each Fund and its shareholders in light of the services to be provided.
Jackson Perspective Money Market Fund. The comparison of advisory and Sub-advisory fees was not available from Lipper at this time. The Board noted that the Fund’s estimated total expense ratios are higher than that of the peer group average. The Board concluded that the advisory and sub-advisory fees are fair, reasonable and in the best interest of the Fund and its shareholders in light of the services to be provided.
JNL Money Market Fund. The comparison of advisory and Sub-advisory fees was not available from Lipper at this time. The Board noted that the Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the advisory and sub-advisory fees are fair, reasonable and in the best interest of the Fund and its shareholders in light of the services to be provided.
September 26, 2007 Board Meeting
At the September 26, 2007 Board Meeting, the Board reviewed the fees to be paid to JNAM and each Fund’s sub-adviser. For each Fund, the Board reviewed fee and expense information as compared to that of comparable funds managed by other advisers. Using information provided by an independent data service, the Board evaluated each Fund’s proposed advisory fees compared to the median advisory fees for other funds similar in size, character and investment strategy (the “peer group”). While the Board also considered each Fund’s proposed sub-advisory fee, the Board noted that each Fund’s sub-advisory fee would be paid by JNAM (not the Fund) and, therefore, would be neither a direct shareholder expense nor a direct influence on a Fund’s total expense ratio.
The Board also noted that the data service did not have a comparable group of funds against which to review the advisory and sub-advisory fees. The data service did provide total expenses for a comparable group of funds.
Further detail considered by the Board regarding the advisory and sub-advisory fees of each Fund is set forth below:
New Funds:
Jackson Perspective VIP Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Core Equity Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the performance and in light of the services to be provided
Jackson Perspective Large Cap Value Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the performance and in light of the services to be provided.
Jackson Perspective Mid Cap Value Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the capacity constraints of the Fund’s strategy and in light of the services to be provided.
Jackson Perspective Small Cap Value Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board concluded that the
advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the capacity constraints of the Fund’s strategy and in light of the services to be provided.
Jackson Perspective Asia ex-Japan Fund. The Board considered that, while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Asian Bond Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is slightly higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Asian Infrastructure Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective Asian Real Estate Fund. The Board considered that the Fund’s advisory fee is higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is higher than that of the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Jackson Perspective China-India Fund. The Board considered that while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be equal to the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Emerging Asia Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is equal to the peer group average. The Board noted that the Lipper peer group included Funds with different strategies. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective Japan Fund. The Board considered that the Fund’s advisory fee is slightly higher than the peer group average. The Board noted that the Fund’s estimated total expense ratio is equal to the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders based on the total expenses and in light of the services to be provided.
Jackson Perspective S&P 4 Fund. The Board considered that while the Fund’s advisory fee would be higher than the peer group average, the Fund’s estimated total expense ratio would be lower than that of the peer group average. The Board concluded that the advisory fee is fair, reasonable and in the best interest of the Fund and its potential shareholders in light of the services to be provided.
Economies of Scale
The Board considered whether each Fund’s proposed advisory fee reflects the potential for economies of scale for the benefit of Fund shareholders. Based on information provided by JNAM, the Board noted that the fee arrangement for each Fund contains breakpoints that decrease the fee rate as assets increase. In light of this, the Board concluded that it would be fair, reasonable and in the best interests of each Fund and its shareholders to approve each Agreement.
Other Benefits to JNAM and the Sub-Advisers
In evaluating the benefits that may accrue to JNAM through its relationship with the Funds, the Board noted that JNAM and certain of its affiliates would serve the Funds in various capacities, including as adviser, administrator and distributor, and receive compensation from the Funds in connection with providing services to the Funds. The Board considered that each service to be provided to the Funds by JNAM or one of its affiliates would be pursuant to a written agreement, which the Board would evaluate periodically as required by law. The Board also noted that certain sub-advisers would pay for portions of meetings organized by the Funds’ distributor to educate wholesalers about the Fund(s) that each of those sub-advisers would manage. The Board considered JNAM’s assertion that those meetings would not yield a profit to the Funds’ distributor, that sub-advisers would not be required to participate in the meetings and that recommendations to hire or fire sub-advisers would not be influenced by a sub-adviser’s willingness to participate in the meetings.
In evaluating the benefits that may accrue to the sub-advisers through their relationship with the Fund(s), the Board noted that each sub-adviser may develop additional investment advisory business with JNAM, the Funds or other clients of the sub-adviser as a result of its relationship with the Fund(s). Further, the Board considered that in the case of Mellon Capital Management Corporation (“Mellon”), affiliates serve as the custodian and the securities lending agent for the Funds of the JNL Series Trust, JNL Variable Fund LLC, JNLNY Variable Fund I LLC, and the JNL Money Market Fund of the JNL Investors Series Trust. The Board considered that each service to be provided to the Funds by the Mellon affiliates would be pursuant to a written agreement, which the Board would evaluate periodically as required by law.
After full consideration of these and other factors, the Board concluded that approval of the Agreement and the Sub-Advisory Agreements was fair, reasonable and in the best interests of each Fund and its shareholders.
Item 2. Code of Ethics.
As of the end of the period covered by this report, the registrant had adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no substantive amendments or any waivers to this code of ethics during the period covered by this report. A copy of this code of ethics is filed as an exhibit to this Form N-CSR.
Item 3. Audit Committee Financial Expert.
The registrant does not have an Audit Committee financial expert serving on its Audit Committee. The registrant has determined that the financial statements of the registrant do not involve the complexities of public company financial statements and that the accounting methodologies of investment companies are well established under the Investment Company Act of 1940, as amended, and therefore, a financial expert is not necessary.
Item 4. Principal Accountant Fees and Services.
(a)-(d)
In accordance with the terms of the Trust’s Amended and Restated Administration Agreement dated December 15, 2006, for the JNL Money Market Fund, JNAM, the Fund’s administrator, is responsible for the payment of all expenses associated with the annual audit and other required services of the independent registered public accounting firm, and all expenses associated with the preparation and filing of the tax returns. All remaining Funds of the Trust are directly responsible for payment of the aforementioned expenses.
KPMG LLP (“KPMG”) was appointed by the Board of Trustees as the independent registered public accounting firm of the registrant for the fiscal years ended October 31, 2006, and October 31, 2007. The following table sets forth aggregate fees billed by KPMG for the respective period for professional services rendered to the registrant.
Fees for Services Rendered to the Registrant by KPMG
Fiscal Year | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
2006 | $ 9,000 | $ 0 | $ 1,300 | $ 0 |
2007 | $ 49,000 | $ 8,430 | $ 11,300 | $ 0 |
The above Audit-Related Fees for 2007 are the aggregate fees billed for professional services rendered by KPMG to the registrant for the services provided in connection with the registrant’s Rule 17f-2 security counts.
The above Tax Fees for 2007 are the aggregate fees billed for professional services by KPMG to the registrant for tax compliance, tax advice, and tax return review.
Fees for Services Rendered to Adviser Entities by KPMG
The following table sets forth the amount of fees that were billed by KPMG for the respective period to any entity controlling, controlled by, or under common control with the investment adviser that provided ongoing services to the registrant (“Adviser Entities”) that were directly related to the registrant’s operations and financial reporting.
Fiscal Year | Audit-Related Fees | Tax Fees | All Other Fees |
2006 | $ 29,400 | $ 0 | $ 0 |
2007 | $ 45,000 | $ 0 | $ 0 |
The above Audit-Related Fees are the aggregate fees billed to Adviser Entities for the performance of an internal control review pursuant to Statement of Auditing Standards No. 70 of the adviser and administrator of the registrant.
(e)(1) The Audit Committee is authorized to pre-approve non-audit services provided by the registrant’s auditors, if they find it appropriate in light of their fiduciary duties and in the exercise of their good faith business judgment and compatible with the auditors' independence. The Chairman of the Audit Committee is authorized to approve audit and non-audit services for newly established Funds of the registrant on the same terms as the full Audit Committee previously had approved for the then existing Funds.
(e)(2) None
(f) Not applicable.
(g) As detailed in the table above, the aggregate fees billed for all non-audit fees to the registrant and Adviser entities for the fiscal year ended October 31, 2006, was $30,700. As detailed in the table above, the aggregate fees billed for all non-audit fees to the registrant and Adviser entities for the fiscal year ended October 31, 2007, was $64,730.
(h) For the fiscal years ending October 31, 2006, and October 31, 2007, the Audit Committee of the registrant’s Board of Trustees considered the provision of non-audit services that were rendered to the Adviser Entities that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, and concluded that such services were compatible with maintaining KPMG’s independence.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Schedule of Investments
Below is a Schedule I – Investments in securities of unaffiliated issuers for the Jackson Perspective Index 5 Fund for which a summary schedule of investments was provided in the Jackson Funds October 31, 2007 Annual Report, pursuant to §210.12 – 12C of Regulation S-X.
Jackson FundsSM
Schedules of Investments
October 31, 2007
| Shares/Par | Value |
Jackson Perspective Index 5 Fund | | |
COMMON STOCKS - 72.4% | | |
CONSUMER DISCRETIONARY - 8.9% | | |
| 99 Cents Only Stores (b) | 641 | $6,891 |
| Aaron Rents Inc. | 345 | 7,307 |
| Abercrombie & Fitch Co. - Class A | 121 | 9,583 |
| AC Moore Arts & Crafts Inc. (b) (f) | 360 | 6,019 |
| Accor SA | 162 | 15,457 |
| Adidas AG | 259 | 17,277 |
| Advance Auto Parts Inc. | 987 | 33,676 |
| Aeropostale Inc. (b) | 1,273 | 29,152 |
| AFC Enterprises Inc. (b) | 441 | 5,887 |
| Amazon.com Inc. (b) | 249 | 22,198 |
| Ambassadors Group Inc. | 257 | 4,670 |
| American Axle & Manufacturing Holdings Inc. (f) | 406 | 11,149 |
| American Eagle Outfitters Inc. | 1,994 | 47,417 |
| American Greetings Corp. | 1,028 | 27,078 |
| Amerigon Inc. (b) | 402 | 7,895 |
| Ameristar Casinos Inc. | 254 | 8,268 |
| AnnTaylor Stores Corp. (b) | 655 | 20,298 |
| Apollo Group Inc. - Class A (b) | 114 | 9,036 |
| Applebee’s International Inc. | 1,269 | 32,156 |
| Arbitron Inc. (f) | 236 | 11,946 |
| ArvinMeritor Inc. | 1,153 | 17,099 |
| Asatsu-DK Inc. | 200 | 6,683 |
| Asbury Automotive Group Inc. | 437 | 8,010 |
| Autobacs Seven Co. Ltd. | 200 | 4,620 |
| AutoZone Inc. (b) | 67 | 8,335 |
| Bally Technologies Inc. (b) | 418 | 16,858 |
| Barnes & Noble Inc. | 496 | 19,165 |
| Beazer Homes USA Inc. (f) | 656 | 7,367 |
| Bebe Stores Inc. | 394 | 5,481 |
| Bed Bath & Beyond Inc. (b) | 300 | 10,182 |
| Belo Corp. | 1,756 | 32,486 |
| Benesse Corp. | 200 | 7,486 |
| Best Buy Co. Inc. (f) | 307 | 14,896 |
| Big 5 Sporting Goods Corp. (f) | 273 | 4,873 |
| Big Lots Inc. (b) (f) | 259 | 6,211 |
| Black & Decker Corp. (f) | 98 | 8,811 |
| Blockbuster Inc. - Class A (b) (f) | 1,474 | 7,753 |
| Blue Nile Inc. (b) | 97 | 7,667 |
| Blyth Inc. | 376 | 7,178 |
| Bob Evans Farms Inc. | 611 | 17,218 |
| Books-A-Million Inc. | 344 | 4,606 |
| Borders Group Inc. | 1,042 | 16,068 |
| BorgWarner Inc. | 563 | 59,515 |
| Boyd Gaming Corp. | 384 | 16,059 |
| Bridgestone Corp. | 600 | 13,281 |
| Bright Horizons Family Solutions Inc. (b) | 230 | 8,924 |
| Brinker International Inc. | 1,134 | 28,792 |
| British Sky Broadcasting Group Plc | 1,242 | 17,574 |
| Brown Shoe Co. Inc. | 313 | 6,385 |
| Buckle Inc. | 177 | 7,629 |
| Buffalo Wild Wings Inc. (b) | 294 | 9,014 |
| Build-A-Bear Workshop Inc. (b) | 278 | 5,393 |
| Burberry Group Plc | 617 | 7,884 |
| Cabela’s Inc. - Class A (b) | 282 | 5,505 |
| Cache Inc. (b) | 309 | 4,839 |
| California Pizza Kitchen Inc. (b) | 351 | 5,679 |
| Callaway Golf Co. | 1,182 | 20,472 |
| Career Education Corp. (b) | 860 | 30,736 |
| Carmax Inc. (b) (f) | 2,135 | 44,557 |
| Carnival Corp. | 402 | 19,288 |
| Carnival Plc | 219 | 10,228 |
| Carter’s Inc. (b) (f) | 383 | 8,457 |
| Casio Computer Co. Ltd. | 400 | 3,772 |
| Casual Male Retail Group Inc. (b) (f) | 598 | 4,999 |
| Cato Corp. - Class A | 340 | 6,827 |
| CBRL Group Inc. | 527 | 21,027 |
| CBS Corp. - Class B | 685 | 19,660 |
| CEC Entertainment Inc. (b) | 273 | 8,135 |
| Champion Enterprises Inc. (b) | 833 | 9,879 |
| Charming Shoppes Inc. (b) | 1,961 | 14,551 |
| Charter Communications Inc. - Class A (b) (f) | 2,706 | 5,601 |
| Cheesecake Factory Inc. (b) (f) | 789 | 17,697 |
| Chico’s FAS Inc. (b) (f) | 1,596 | 20,971 |
| Chipotle Mexican Grill Inc. (b) | 261 | 32,187 |
| Chipotle Mexican Grill Inc. - Class A (b) | 284 | 39,476 |
| Christopher & Banks Corp. | 418 | 5,735 |
| Churchill Downs Inc. (f) | 183 | 9,306 |
| Citadel Broadcasting Corp. (f) | 1,323 | 5,821 |
| CKE Restaurants Inc. | 489 | 7,912 |
| CKX Inc. (b) (f) | 665 | 8,086 |
| Clear Channel Communications Inc. | 407 | 15,372 |
| Coach Inc. (b) | 292 | 10,676 |
| Coinstar Inc. (b) | 255 | 8,785 |
| Collective Brands Inc. (b) (f) | 1,057 | 19,544 |
| Columbia Sportswear Co. (f) | 140 | 6,825 |
| Comcast Corp. - Class A (b) | 2,380 | 50,099 |
| Compagnie Financiere Richemont AG | 442 | 31,536 |
| Compagnie Generale des Etablissements Michelin | 134 | 17,941 |
| Compass Group Plc | 1,753 | 12,612 |
| Continental AG | 140 | 21,170 |
| Cooper Tire & Rubber Co. | 500 | 11,140 |
| Corinthian Colleges Inc. (b) (f) | 1,404 | 23,012 |
| Crocs Inc. (b) | 131 | 9,792 |
| CSS Industries Inc. | 244 | 9,662 |
| Daimler AG | 787 | 86,583 |
| Darden Restaurants Inc. | 194 | 8,342 |
| Deckers Outdoor Corp. (b) (f) | 130 | 18,173 |
| Denny’s Corp. (b) (f) | 1,656 | 7,982 |
| Denso Corp. | 400 | 16,250 |
| Dentsu Inc. | 3 | 7,868 |
| DeVry Inc. | 970 | 53,049 |
| Dick’s Sporting Goods Inc. (b) | 648 | 21,624 |
| DirecTV Group Inc. (b) | 613 | 16,232 |
| Dollar Tree Stores Inc. (b) | 909 | 34,815 |
| Douglas Holding AG | 151 | 9,618 |
| DR Horton Inc. | 343 | 4,353 |
| Dress Barn Inc. (b) | 334 | 5,474 |
| DSG International Plc | 2,081 | 5,604 |
| Eastman Kodak Co. | 245 | 7,022 |
| Electrolux AB - Class B | 390 | 7,537 |
| Emap Plc | 494 | 9,003 |
| Entercom Communications Corp. (f) | 400 | 7,420 |
| Enterprise Inns Plc | 489 | 6,406 |
| Entravision Communications Corp. (b) | 664 | 6,042 |
| Esprit Holdings Ltd. | 1,000 | 16,701 |
| Ethan Allen Interiors Inc. | 269 | 8,301 |
| Exide Technologies (b) | 912 | 7,615 |
| Fairfax Media Ltd. (f) | 2,475 | 10,991 |
| Family Dollar Stores Inc. (f) | 266 | 6,743 |
| Fast Retailing Co. Ltd. (f) | 100 | 5,756 |
| Fiat SpA | 410 | 13,232 |
| Fleetwood Enterprises Inc. (b) (f) | 986 | 8,874 |
| Foot Locker Inc. | 1,401 | 20,861 |
| Ford Motor Co. (b) (f) | 1,627 | 14,431 |
| Fortune Brands Inc. | 192 | 16,084 |
| Fossil Inc. (b) (f) | 352 | 13,221 |
| Fred’s Inc. | 518 | 5,491 |
| FUJIFILM Holdings Corp. | 400 | 19,134 |
| Furniture Brands International Inc. (f) | 1,137 | 13,701 |
| GameStop Corp. - Class A (b) | 1,479 | 87,586 |
| Gannett Co. Inc. | 195 | 8,270 |
| Gap Inc. | 435 | 8,222 |
| Gaylord Entertainment Co. (b) | 324 | 17,652 |
| Gemstar-TV Guide International Inc. (b) (f) | 1,945 | 13,401 |
| General Motors Corp. | 441 | 17,283 |
| Genesco Inc. (b) (f) | 190 | 8,778 |
| Gentex Corp. | 1,483 | 30,817 |
| Genuine Parts Co. | 164 | 8,047 |
| Getty Images Inc. (b) | 479 | 13,532 |
| Goodyear Tire & Rubber Co. (b) (f) | 190 | 5,729 |
| Group 1 Automotive Inc. | 184 | 5,713 |
| GSI Commerce Inc. (b) (f) | 416 | 11,852 |
| Guess? Inc. (f) | 531 | 27,288 |
| Gymboree Corp. (b) | 230 | 7,827 |
| HanesBrands Inc. (b) (f) | 897 | 27,843 |
| Harley-Davidson Inc. (f) | 217 | 11,176 |
| Harman International Industries Inc. | 78 | 6,568 |
| Harrah’s Entertainment Inc. | 157 | 13,855 |
| Harte-Hanks Inc. (f) | 675 | 11,900 |
| Harvey Norman Holdings Ltd. (f) | 2,604 | 16,547 |
| Haseko Corp. (b) (f) | 2,000 | 4,817 |
| Hayes Lemmerz International Inc. (b) (f) | 1,135 | 5,278 |
| Helen of Troy Ltd. (b) | 220 | 3,960 |
| Hennes & Mauritz AB - Class B | 462 | 30,766 |
| Hermes International (f) | 85 | 11,177 |
| Hibbett Sports Inc. (b) (f) | 266 | 6,275 |
| Home Depot Inc. | 1,602 | 50,479 |
| Home Retail Group | 972 | 8,812 |
| Honda Motor Co. Ltd. | 1,200 | 44,936 |
| Hovnanian Enterprises Inc. - Class A (b) (f) | 676 | 7,686 |
| Iconix Brand Group Inc. (b) | 402 | 9,186 |
| IHOP Corp. (f) | 177 | 11,209 |
| Inchcape Plc | 788 | 7,705 |
| Inditex SA | 159 | 11,827 |
| Interactive Data Corp. | 296 | 9,513 |
| InterActiveCorp (b) | 191 | 5,627 |
| InterContinental Hotels Group Plc | 276 | 6,428 |
| Interface Inc. | 549 | 10,502 |
| International Game Technology | 264 | 11,513 |
| International Speedway Corp. - Class A | 408 | 18,127 |
| Interpublic Group of Cos. Inc. (b) (f) | 606 | 6,272 |
| INVESTools Inc. (b) | 566 | 8,258 |
| Isle of Capri Casinos Inc. (b) | 293 | 5,933 |
| ITT Educational Services Inc. (b) | 286 | 36,376 |
| J Crew Group Inc. (b) | 327 | 12,230 |
| J.C. Penney Co. Inc. | 169 | 9,505 |
| Jack in the Box Inc. (b) | 500 | 15,685 |
| Jackson Hewitt Tax Service Inc. | 238 | 7,438 |
| Jakks Pacific Inc. (b) | 204 | 5,406 |
| Jo-Ann Stores Inc. (b) | 317 | 6,109 |
| John Wiley & Sons Inc. | 578 | 25,420 |
| Johnson Controls Inc. | 630 | 27,544 |
| JoS. A. Bank Clothiers Inc. (b) (f) | 131 | 3,827 |
| Journal Communications Inc. - Class A | 873 | 7,778 |
| Kesa Electrical Plc | 1,175 | 7,757 |
| Kingfisher Plc | 2,409 | 9,883 |
| Knology Inc. (b) | 472 | 7,925 |
| Kohl’s Corp. (b) | 240 | 13,193 |
| Koninklijke Philips Electronics NV | 982 | 40,611 |
| K-Swiss Inc. - Class A | 241 | 5,639 |
| Lagardere SCA (f) | 239 | 20,197 |
| Lamar Advertising Co. (f) | 837 | 44,746 |
| Landry’s Restaurants Inc. (f) | 259 | 7,438 |
| Lear Corp. (b) | 1,357 | 48,214 |
| Lee Enterprises Inc. | 1,147 | 18,409 |
| Leggett & Platt Inc. | 326 | 6,334 |
| Li & Fung Ltd. | 4,000 | 18,981 |
| Life Time Fitness Inc. (b) (f) | 596 | 36,141 |
| Limited Brands Inc. | 271 | 5,965 |
| Live Nation Inc. (b) | 517 | 10,567 |
| Liz Claiborne Inc. (f) | 179 | 5,096 |
| LKQ Corp. (b) (f) | 369 | 14,229 |
| LodgeNet Entertainment Corp. (b) (f) | 165 | 3,560 |
| Lowe’s Cos. Inc. | 1,222 | 32,860 |
| Lululemon Athletica Inc. (f) | 142 | 7,557 |
| Luxottica Group SpA | 179 | 6,272 |
| LVMH Moet Hennessy Louis Vuitton SA (f) | 234 | 30,127 |
| Macy’s Inc. | 401 | 12,844 |
| Marcus Corp. | 331 | 6,368 |
| Marks & Spencer Group Plc | 1,204 | 16,323 |
| Marriott International Inc. - Class A (f) | 301 | 12,374 |
| Martha Stewart Living Omnimedia Inc. (b) (f) | 356 | 4,909 |
| Marvel Entertainment Inc. (b) (f) | 330 | 8,164 |
| Matsushita Electric Industrial Co. Ltd. | 2,000 | 38,191 |
| Mattel Inc. | 372 | 7,771 |
| Matthews International Corp. - Class A | 575 | 26,203 |
| McDonald’s Corp. | 962 | 57,431 |
| McGraw-Hill Cos. Inc. | 339 | 16,964 |
| MDC Holdings Inc. | 304 | 12,315 |
| Media General Inc. | 397 | 11,108 |
| Mediaset SpA | 1,301 | 13,475 |
| Men’s Wearhouse Inc. | 347 | 14,664 |
| Midas Inc. (b) (f) | 339 | 5,414 |
| Modine Manufacturing Co. | 490 | 11,397 |
| Mohawk Industries Inc. (b) (f) | 504 | 43,011 |
| Monro Muffler Inc. | 390 | 8,884 |
| Morningstar Inc. (b) | 173 | 12,875 |
| Movado Group Inc. | 270 | 8,124 |
| National CineMedia Inc. | 344 | 9,260 |
| National Presto Industries Inc. | 137 | 7,527 |
| NetFlix Inc. (b) (f) | 874 | 23,135 |
| New York Times Co. - Class A (f) | 455 | 8,900 |
| Newell Rubbermaid Inc. | 269 | 7,844 |
| News Corp. Inc. - Class A | 1,831 | 39,678 |
| Next Plc | 195 | 8,953 |
| Nike Inc. - Class B (f) | 307 | 20,342 |
| Nissan Motor Co. Ltd. | 1,800 | 20,651 |
| Nordstrom Inc. | 187 | 7,375 |
| NVR Inc. (b) (f) | 46 | 21,885 |
| O’Charley’s Inc. | 367 | 5,883 |
| Office Depot Inc. (b) | 240 | 4,502 |
| Omnicom Group Inc. (f) | 266 | 13,561 |
| OPAP SA | 195 | 7,966 |
| Orbitz Worldwide Inc. | 398 | 4,199 |
| O’Reilly Automotive Inc. (b) | 1,093 | 36,091 |
| Pacific Sunwear of California Inc. (b) (f) | 1,196 | 19,997 |
| PagesJaunes Groupe SA | 412 | 9,095 |
| Pearson Plc | 659 | 10,928 |
| PEP Boys-Manny Moe & Jack | 448 | 6,590 |
| Persimmon Plc | 261 | 5,693 |
| PetMed Express Inc. (b) | 584 | 8,515 |
| PetSmart Inc. (f) | 1,199 | 35,910 |
| Peugeot SA (f) | 129 | 11,955 |
| PF Chang’s China Bistro Inc. (b) (f) | 258 | 7,510 |
| Phillips-Van Heusen | 674 | 32,217 |
| Pier 1 Imports Inc. (b) | 835 | 4,250 |
| Pinnacle Entertainment Inc. (b) | 344 | 10,045 |
| Polaris Industries Inc. | 322 | 15,836 |
| Polo Ralph Lauren Corp. | 102 | 7,018 |
| PPR SA | 57 | 11,297 |
| Premier Exhibitions Inc. (b) | 401 | 4,447 |
| Pre-Paid Legal Services Inc. (b) | 103 | 6,139 |
| Priceline.com Inc. (b) (f) | 275 | 25,603 |
| PT Multimedia Servicos de Telecomunicacoes | | |
| e Multimedia SGPS SA | 119 | 1,614 |
| Publishing & Broadcasting Ltd. | 791 | 15,441 |
| Puma AG Rudolf Dassler Sport | 20 | 8,573 |
| Punch Taverns Plc | 312 | 6,520 |
| Quicksilver Inc. (b) (f) | 956 | 12,906 |
| RC2 Corp. (b) | 177 | 5,278 |
| Red Robin Gourmet Burgers Inc. (b) | 168 | 6,723 |
| Reed Elsevier NV | 584 | 11,293 |
| Reed Elsevier Plc | 1,822 | 23,792 |
| Regis Corp. | 777 | 26,107 |
| Renault SA | 158 | 26,526 |
| Rent-A-Center Inc. (b) | 1,127 | 18,032 |
| Reuters Group Plc | 1,063 | 14,588 |
| Ross Stores Inc. (f) | 1,261 | 34,072 |
| Ruby Tuesday Inc. | 973 | 15,539 |
| Ryland Group Inc. | 380 | 10,803 |
| Saks Inc. (f) | 1,210 | 25,604 |
| Sally Beauty Holdings Inc. (b) | 680 | 6,290 |
| Sankyo Co. Ltd. | 100 | 4,269 |
| Sanoma-WSOY Oyj | 277 | 7,997 |
| Scholastic Corp. (b) | 533 | 21,096 |
| Scientific Games Corp. - Class A (b) | 612 | 22,124 |
| Sears Holdings Corp. (b) (f) | 61 | 8,222 |
| Sekisui House Ltd. | 1,000 | 12,793 |
| Select Comfort Corp. (b) (f) | 449 | 5,132 |
| Shangri-La Asia Ltd. | 4,000 | 12,766 |
| Sharp Corp. | 1,000 | 15,774 |
| Sherwin-Williams Co. | 123 | 7,862 |
| Shimano Inc. (f) | 300 | 10,950 |
| Signet Group Plc | 3,363 | 6,311 |
| Sinclair Broadcast Group Inc. - Class A | 461 | 5,550 |
| Six Flags Inc. (b) (f) | 1,489 | 4,824 |
| Skechers U.S.A. Inc. - Class A (b) | 233 | 5,729 |
| Skyline Corp. | 194 | 6,875 |
| Smith & Wesson Holding Corp. (b) (f) | 215 | 2,599 |
| Societe Television Francaise 1 | 210 | 5,807 |
| Sonic Automotive Inc. (f) | 252 | 6,366 |
| Sonic Corp. (b) (f) | 565 | 14,001 |
| Sony Corp. | 800 | 39,509 |
| Sotheby’s Holdings - Class A (f) | 1,161 | 62,891 |
| Spartan Motors Inc. (f) | 290 | 4,072 |
| Stage Stores Inc. | 385 | 7,223 |
| Stanley Works | 155 | 8,920 |
| Staples Inc. | 609 | 14,214 |
| Starbucks Corp. (b) | 594 | 15,848 |
| Starwood Hotels & Resorts Worldwide Inc. | 195 | 11,088 |
| Steak n Shake Co. (b) | 531 | 8,045 |
| Steiner Leisure Ltd. (b) | 124 | 5,578 |
| Steven Madden Ltd. (f) | 222 | 4,948 |
| Stewart Enterprises Inc. - Class A | 1,248 | 11,319 |
| Strayer Education Inc. | 238 | 44,377 |
| Sumitomo Rubber Industries Inc. | 600 | 7,348 |
| Superior Industries International Inc. | 536 | 10,833 |
| Swatch Group AG - Class B | 44 | 14,054 |
| Talbots Inc. (f) | 324 | 4,766 |
| Target Corp. | 675 | 41,418 |
| Taylor Woodrow Plc | 952 | 4,899 |
| Tempur-Pedic International Inc. | 603 | 21,708 |
| Tenneco Inc. (b) | 330 | 10,101 |
| Thor Industries Inc. | 325 | 15,600 |
| Tiffany & Co. | 124 | 6,718 |
| Timberland Co. - Class A (b) (f) | 858 | 16,740 |
| Time Warner Inc. | 3,151 | 57,537 |
| TiVo Inc. (b) (f) | 1,523 | 10,859 |
| TJX Cos. Inc. | 404 | 11,688 |
| Toll Brothers Inc. (b) (f) | 1,091 | 24,995 |
| Toyota Industries Corp. | 300 | 12,847 |
| Toyota Motor Corp. | 2,200 | 125,937 |
| Triarc Cos. Inc. - Class B | 513 | 5,746 |
| Trinity Mirror Plc | 923 | 7,710 |
| TUI Travel Plc (b) | 1,398 | 7,827 |
| Tupperware Brands Corp. | 1,107 | 39,963 |
| Tween Brands Inc. (b) | 245 | 7,522 |
| Under Armour Inc. - Class A (b) (f) | 155 | 9,649 |
| UniFirst Corp. | 147 | 5,532 |
| Universal Electronics Inc. (b) | 247 | 8,917 |
| Universal Technical Institute Inc. (b) (f) | 276 | 5,197 |
| Urban Outfitters Inc. (b) (f) | 1,016 | 25,674 |
| Vail Resorts Inc. (b) (f) | 238 | 14,444 |
| Valassis Communications Inc. (b) (f) | 1,210 | 11,919 |
| VF Corp. | 79 | 6,883 |
| Viacom Inc. - Class B (b) | 574 | 23,700 |
| Visteon Corp. (b) (f) | 944 | 5,994 |
| Vivendi Universal SA | 915 | 41,194 |
| Volcom Inc. (b) | 138 | 4,038 |
| Volkswagen AG (f) | 182 | 52,173 |
| Volvo AB - Class A | 422 | 8,188 |
| Volvo AB - Class B | 880 | 17,144 |
| Walt Disney Co. | 1,611 | 55,789 |
| Warnaco Group Inc. (b) | 823 | 33,488 |
| Washington Post Co. | 58 | 49,242 |
| Whirlpool Corp. (f) | 69 | 5,463 |
| William Hill Plc | 631 | 8,122 |
| Williams-Sonoma Inc. | 1,047 | 32,918 |
| Winnebago Industries Inc. | 270 | 6,961 |
| WMS Industries Inc. (b) | 336 | 11,649 |
| Wolters Kluwer NV | 340 | 10,653 |
| Wolverine World Wide Inc. | 467 | 11,974 |
| WPP Group Plc | 991 | 13,528 |
| Wyndham Worldwide Corp. | 244 | 8,011 |
| Yamada Denki Co. Ltd. | 100 | 10,310 |
| Yamaha Motor Co. Ltd. | 300 | 8,567 |
| Yell Group Plc | 962 | 9,101 |
| Yum! Brands Inc. | 452 | 18,202 |
| Zale Corp. (b) (f) | 392 | 8,263 |
| Zumiez Inc. (b) (f) | 175 | 7,326 |
| | | 5,669,571 |
CONSUMER STAPLES - 4.3% | | |
| AEON Co. Ltd. | 600 | 9,445 |
| Ajinomoto Co. Inc. | 1,000 | 11,295 |
| Alberto-Culver Co. | 656 | 17,049 |
| Alliance One International Inc. (b) | 1,105 | 7,216 |
| Altadis SA | 240 | 17,132 |
| Altria Group Inc. | 1,785 | 130,180 |
| Andersons Inc. | 184 | 9,136 |
| Anheuser-Busch Cos. Inc. | 559 | 28,666 |
| Archer-Daniels-Midland Co. | 458 | 16,387 |
| Asahi Breweries Ltd. | 500 | 8,269 |
| Avon Products Inc. | 297 | 12,171 |
| BJ’s Wholesale Club Inc. (b) | 576 | 20,667 |
| Boston Beer Co. Inc. - Class A (b) | 217 | 11,338 |
| British American Tobacco Plc | 1,125 | 42,808 |
| Brown-Forman Corp. - Class B | 96 | 7,102 |
| Cadbury Schweppes Plc | 1,829 | 24,187 |
| Campbell Soup Co. | 192 | 7,100 |
| Carrefour SA | 475 | 34,190 |
| Casey’s General Stores Inc. | 440 | 12,540 |
| Central Euro Distribution Corp. (b) | 263 | 13,986 |
| Chattem Inc. (b) (f) | 156 | 11,591 |
| Chiquita Brands International Inc. (b) | 488 | 9,150 |
| Church & Dwight Co. Inc. | 576 | 27,251 |
| Clorox Co. | 131 | 8,197 |
| Coca-Cola Co. | 1,664 | 102,769 |
| Coca-Cola Enterprises Inc. | 289 | 7,459 |
| Coca-Cola West Japan Co. Ltd. (f) | 300 | 6,945 |
| Coles Myer Ltd. | 1,326 | 20,010 |
| Colgate-Palmolive Co. | 374 | 28,525 |
| ConAgra Foods Inc. | 389 | 9,231 |
| Corn Products International Inc. | 599 | 25,481 |
| Costco Wholesale Corp. | 376 | 25,290 |
| CVS Caremark Corp. | 1,198 | 50,040 |
| Darling International Inc. (b) | 1,416 | 14,245 |
| Delhaize Group | 70 | 6,639 |
| Diageo Plc | 1,988 | 45,470 |
| East Asiatic Co. Ltd. | 140 | 11,278 |
| Elizabeth Arden Inc. (b) | 409 | 10,184 |
| Energizer Holdings Inc. (b) | 574 | 59,868 |
| Estee Lauder Cos. Inc. (f) | 151 | 6,629 |
| Flowers Foods Inc. | 586 | 12,857 |
| Foster’s Group Ltd. | 2,432 | 14,521 |
| Fresh Del Monte Produce Inc. | 272 | 9,868 |
| General Mills Inc. | 268 | 15,472 |
| Great Atlantic & Pacific Tea Co. (b) (f) | 303 | 9,808 |
| Groupe Danone (f) | 354 | 30,341 |
| Hain Celestial Group Inc. (b) (f) | 250 | 8,765 |
| Hansen Natural Corp. (b) | 521 | 35,428 |
| Heineken NV | 164 | 11,474 |
| Henkel KGaA | 159 | 8,114 |
| Hershey Co. (f) | 150 | 6,467 |
| HJ Heinz Co. | 267 | 12,490 |
| Hormel Foods Corp. | 666 | 24,296 |
| House Foods Corp. (f) | 500 | 7,919 |
| Imperial Sugar Co. (f) | 85 | 2,191 |
| Imperial Tobacco Group Plc | 505 | 25,548 |
| InBev NV | 118 | 11,138 |
| Ingles Markets Inc. - Class A | 272 | 7,548 |
| Ito En Ltd. (f) | 300 | 6,341 |
| J Sainsbury Plc | 1,210 | 13,762 |
| J&J Snack Foods Corp. | 188 | 6,697 |
| Japan Tobacco Inc. | 3 | 17,486 |
| JM Smucker Co. | 534 | 28,532 |
| Jones Soda Co. (b) (f) | 188 | 1,746 |
| Kao Corp. | 1,000 | 28,680 |
| Kellogg Co. | 208 | 10,980 |
| Kerry Group Plc | 312 | 9,344 |
| Kikkoman Corp. (f) | 1,000 | 12,688 |
| Kimberly-Clark Corp. (f) | 341 | 24,173 |
| Kirin Brewery Co. Ltd. | 1,000 | 13,974 |
| Koninklijke Ahold NV (b) | 1,028 | 15,427 |
| Kose Corp. | 300 | 7,699 |
| Kraft Foods Inc. - Class A | 1,331 | 44,469 |
| Kroger Co. | 607 | 17,840 |
| Lancaster Colony Corp. | 401 | 16,108 |
| Lance Inc. | 388 | 8,218 |
| Longs Drug Stores Corp. | 244 | 12,812 |
| L’Oreal SA | 239 | 31,380 |
| Matsumotokiyoshi Holdings Co. Ltd. (f) | 400 | 7,091 |
| Meiji Dairies Corp. | 1,000 | 5,282 |
| Meiji Seika Kaisha Ltd. (f) | 2,000 | 8,800 |
| Metro AG | 137 | 12,431 |
| Nash Finch Co. | 116 | 4,343 |
| NBTY Inc. (b) | 623 | 22,179 |
| Nestle SA | 334 | 154,112 |
| Nichirei Corp. | 1,000 | 4,275 |
| Nisshin Seifun Group Inc. | 1,000 | 9,018 |
| Nissin Food Products Co. Ltd. (f) | 200 | 6,293 |
| Nu Skin Enterprises Inc. | 428 | 7,392 |
| Parmalat SpA | 1,722 | 6,367 |
| Pepsi Bottling Group Inc. | 252 | 10,856 |
| PepsiAmericas Inc. | 630 | 22,504 |
| PepsiCo Inc. | 1,330 | 98,048 |
| Performance Food Group Co. (b) | 324 | 8,745 |
| Pernod-Ricard SA (f) | 66 | 15,249 |
| Pilgrim’s Pride Corp. - Class B (f) | 305 | 9,059 |
| Prestige Brands Holdings Inc. (b) | 534 | 5,586 |
| Procter & Gamble Co. | 2,535 | 176,233 |
| QP Corp. | 900 | 8,884 |
| Ralcorp Holdings Inc. (b) | 201 | 11,316 |
| Reckitt Benckiser Plc | 428 | 24,820 |
| Reddy Ice Holdings Inc. | 302 | 8,362 |
| Reynolds American Inc. (f) | 119 | 7,667 |
| Ruddick Corp. | 658 | 22,372 |
| SABMiller Plc | 676 | 20,311 |
| Safeway Inc. | 346 | 11,764 |
| Sanderson Farms Inc. | 153 | 5,324 |
| Sara Lee Corp. | 696 | 11,512 |
| Scottish & Newcastle Plc | 689 | 11,218 |
| Seaboard Corp. | 3 | 4,895 |
| Seven & I Holdings Co. Ltd. | 800 | 20,657 |
| Smithfield Foods Inc. (b) | 1,139 | 32,655 |
| Spartan Stores Inc. | 157 | 3,489 |
| Suedzucker AG | 323 | 7,341 |
| SUPERVALU Inc. | 180 | 6,975 |
| SYSCO Corp. | 506 | 17,351 |
| Tesco Plc | 5,998 | 60,862 |
| Tootsie Roll Industries Inc. (f) | 552 | 14,225 |
| TreeHouse Foods Inc. (b) | 250 | 6,975 |
| Unilever NV | 1,317 | 42,714 |
| Unilever Plc | 925 | 31,255 |
| United Natural Foods Inc. (b) | 316 | 9,145 |
| Universal Corp. | 419 | 20,422 |
| UST Inc. (f) | 134 | 7,145 |
| Vector Group Ltd. | 460 | 10,065 |
| Walgreen Co. | 818 | 32,434 |
| Wal-Mart Stores Inc. | 1,908 | 86,261 |
| Whole Foods Market Inc. (f) | 182 | 9,016 |
| Winn-Dixie Stores Inc. (b) | 249 | 5,886 |
| WM Wrigley Jr. Co. | 186 | 11,471 |
| Woolworths Ltd. | 1,105 | 34,633 |
| | | 2,723,002 |
ENERGY - 6.2% | | |
| Acergy SA (f) | 405 | 11,697 |
| Allis-Chalmers Energy Inc. (b) (f) | 339 | 5,956 |
| Alon USA Energy Inc. | 150 | 5,516 |
| Alpha Natural Resources Inc. (b) (f) | 548 | 15,037 |
| Anadarko Petroleum Corp. | 360 | 21,247 |
| Apache Corp. | 253 | 26,264 |
| Arch Coal Inc. | 1,446 | 59,286 |
| Arena Resources Inc. (b) | 366 | 13,363 |
| Atlas America Inc. | 193 | 11,136 |
| ATP Oil & Gas Corp. (b) (f) | 197 | 11,298 |
| Atwood Oceanics Inc. (b) (f) | 192 | 16,174 |
| Baker Hughes Inc. | 236 | 20,466 |
| Basic Energy Services Inc. (b) (f) | 297 | 5,878 |
| Berry Petroleum Co. - Class A | 265 | 12,911 |
| BG Group Plc | 2,956 | 54,672 |
| Bill Barrett Corp. (b) (f) | 576 | 26,957 |
| BJ Services Co. | 270 | 6,801 |
| BP Plc | 15,763 | 204,851 |
| Bristow Group Inc. (b) | 216 | 10,776 |
| British Energy Group Plc | 600 | 6,650 |
| Cameron International Corp. (b) | 1,061 | 103,299 |
| CARBO Ceramics Inc. | 209 | 9,388 |
| Carrizo Oil & Gas Inc. (b) | 269 | 13,824 |
| Chesapeake Energy Corp. (f) | 321 | 12,673 |
| Chevron Corp. | 1,814 | 165,999 |
| Cimarex Energy Co. | 750 | 30,383 |
| Complete Production Services Inc. (b) | 368 | 7,323 |
| Comstock Resources Inc. (b) | 332 | 12,135 |
| ConocoPhillips | 1,333 | 113,252 |
| Consol Energy Inc. | 144 | 8,136 |
| Crosstex Energy Inc. | 246 | 9,070 |
| Dawson Geophysical Co. (b) | 68 | 5,427 |
| Delta Petroleum Corp. (b) (f) | 350 | 6,545 |
| Denbury Resources Inc. (b) | 1,234 | 69,844 |
| Devon Energy Corp. | 330 | 30,822 |
| Dril-Quip Inc. (b) (f) | 199 | 10,613 |
| El Paso Corp. (f) | 530 | 9,360 |
| Encore Acquisition Co. (b) (f) | 845 | 31,012 |
| Energy Partners Ltd. (b) | 303 | 4,650 |
| ENI SpA (f) | 2,070 | 75,562 |
| ENSCO International Inc. (f) | 538 | 29,854 |
| EOG Resources Inc. | 197 | 17,454 |
| EXCO Resources Inc. (b) (f) | 461 | 7,782 |
| Exterran Holdings Inc. (b) | 1,138 | 95,820 |
| Exxon Mobil Corp. | 4,649 | 427,662 |
| FMC Technologies Inc. (b) | 1,174 | 71,180 |
| Forest Oil Corp. (b) | 849 | 41,253 |
| Frontier Oil Corp. | 1,026 | 46,981 |
| General Maritime Corp. (f) | 208 | 5,861 |
| GMX Resources Inc. (b) | 210 | 8,087 |
| Golar LNG Ltd. | 298 | 7,748 |
| Goodrich Petroleum Corp. (b) (f) | 208 | 6,908 |
| Grant Prideco Inc. (b) | 1,241 | 61,008 |
| Grey Wolf Inc. (b) (f) | 1,508 | 8,490 |
| Gulf Island Fabrication Inc. | 211 | 7,368 |
| Gulfmark Offshore Inc. (b) | 209 | 9,735 |
| Gulfport Energy Corp. (b) | 316 | 6,996 |
| Halliburton Co. | 762 | 30,038 |
| Harvest Natural Resources Inc. (b) (f) | 734 | 10,100 |
| Helmerich & Payne Inc. | 957 | 30,260 |
| Hercules Offshore Inc. (b) (f) | 663 | 17,928 |
| Hess Corp. | 204 | 14,608 |
| Hornbeck Offshore Services Inc. (b) (f) | 218 | 8,524 |
| Inpex Holdings Inc. | 1 | 10,780 |
| International Coal Group Inc. (b) (f) | 923 | 4,965 |
| Knightsbridge Tankers Ltd. (f) | 228 | 5,809 |
| Lufkin Industries Inc. | 134 | 7,968 |
| Marathon Oil Corp. | 611 | 36,128 |
| Mariner Energy Inc. (b) (f) | 538 | 13,450 |
| MarkWest Hydrocarbon Inc. | 161 | 9,737 |
| Matrix Service Co. (b) | 176 | 5,190 |
| Murphy Oil Corp. | 162 | 11,928 |
| Nabors Industries Ltd. (b) | 267 | 7,497 |
| NATCO Group Inc. (b) | 245 | 13,061 |
| National Oilwell Varco Inc. (b) | 278 | 20,361 |
| Newfield Exploration Co. (b) | 1,286 | 69,238 |
| Newpark Resources Inc. (b) | 1,082 | 6,784 |
| Nippon Mining Holdings Inc. | 1,000 | 9,458 |
| Nippon Oil Corp. | 1,000 | 8,857 |
| Noble Corp. | 234 | 12,390 |
| Noble Energy Inc. | 205 | 15,691 |
| Norsk Hydro ASA | 558 | 8,193 |
| Occidental Petroleum Corp. | 752 | 51,926 |
| Oil States International Inc. (b) (f) | 365 | 15,764 |
| OMV AG | 141 | 10,541 |
| Overseas Shipholding Group Inc. | 267 | 19,865 |
| Paladin Resources Ltd. (b) (f) | 1,112 | 8,657 |
| Parallel Petroleum Corp. (b) (f) | 444 | 9,089 |
| Parker Drilling Co. (b) | 955 | 8,060 |
| Patterson-UTI Energy Inc. (f) | 1,415 | 28,215 |
| Peabody Energy Corp. | 207 | 11,540 |
| Penn Virginia Corp. | 278 | 13,455 |
| Petrohawk Energy Corp. (b) | 1,459 | 26,992 |
| Petroleum Development Corp. (b) (f) | 181 | 8,221 |
| Petroleum Geo-Services ASA (b) | 332 | 9,774 |
| PetroQuest Energy Inc. (b) | 612 | 7,895 |
| PHI Inc. (b) | 239 | 8,269 |
| Pioneer Drilling Co. (b) | 474 | 5,773 |
| Pioneer Natural Resources Co. (f) | 1,253 | 63,928 |
| Plains Exploration & Production Co. (b) | 680 | 34,646 |
| Pogo Producing Co. | 522 | 31,090 |
| Pride International Inc. (b) | 1,625 | 59,963 |
| Quicksilver Resources Inc. (b) | 485 | 27,645 |
| Repsol YPF SA | 691 | 27,276 |
| Rosetta Resources Inc. (b) | 418 | 7,942 |
| Royal Dutch Shell Plc - Class A | 3,019 | 132,140 |
| Royal Dutch Shell Plc - Class B | 2,283 | 99,451 |
| RPC Inc. (f) | 423 | 4,728 |
| Santos Ltd. | 546 | 7,207 |
| Schlumberger Ltd. | 952 | 91,935 |
| SeaDrill Ltd. (b) | 311 | 7,403 |
| Ship Finance International Ltd. | 229 | 6,270 |
| Smith International Inc. | 190 | 12,550 |
| Southwestern Energy Co. (b) | 1,623 | 83,958 |
| Spectra Energy Corp. | 500 | 12,990 |
| Statoil ASA | 965 | 32,657 |
| Stone Energy Corp. (b) | 234 | 10,432 |
| Sulphco Inc. (b) (f) | 1,653 | 10,546 |
| Sunoco Inc. | 125 | 9,200 |
| Superior Energy Services Inc. (b) | 763 | 28,292 |
| Swift Energy Co. (b) | 212 | 10,055 |
| Technip SA (f) | 92 | 8,245 |
| Tidewater Inc. | 503 | 27,499 |
| Total SA (f) | 1,765 | 142,279 |
| Transocean Inc. (b) | 218 | 26,023 |
| Trico Marine Services Inc. (b) (f) | 204 | 6,620 |
| TXCO Resources Inc. (b) | 585 | 6,792 |
| Uranium Resources Inc. (b) (f) | 657 | 8,180 |
| USEC Inc. (b) (f) | 644 | 5,667 |
| VAALCO Energy Inc. (b) (f) | 1,156 | 5,872 |
| Valero Energy Corp. | 456 | 32,116 |
| VeraSun Energy Corp. (b) (f) | 453 | 6,143 |
| Warren Resources Inc. (b) (f) | 608 | 9,229 |
| Weatherford International Ltd. (b) | 254 | 16,487 |
| Western Refining Inc. | 148 | 5,428 |
| W-H Energy Services Inc. (b) | 205 | 11,800 |
| Whiting Petroleum Corp. (b) | 266 | 14,380 |
| Willbros Group Inc. (b) | 189 | 7,233 |
| Williams Cos. Inc. | 449 | 16,384 |
| Woodside Petroleum Ltd. (f) | 544 | 26,622 |
| World Fuel Services Corp. | 193 | 8,548 |
| XTO Energy Inc. | 274 | 18,188 |
| | | 3,991,458 |
FINANCIALS - 14.7% | | |
| 3i Group Plc | 425 | 9,588 |
| Acadia Realty Trust | 312 | 8,268 |
| ACE Ltd. | 279 | 16,910 |
| Advance America Cash Advance Centers Inc. | 532 | 5,086 |
| Aegon NV | 1,246 | 25,738 |
| AFLAC Inc. | 397 | 24,924 |
| Alabama National Bancorp | 135 | 10,641 |
| Alexander’s Inc. (b) (f) | 19 | 7,637 |
| Alexandria Real Estate Equities Inc. | 202 | 20,834 |
| Alfa Corp. | 415 | 7,553 |
| Allianz AG | 364 | 81,843 |
| Allied Irish Banks Plc | 725 | 18,105 |
| Allstate Corp. | 491 | 25,728 |
| Alpha Bank AE | 320 | 11,839 |
| AMB Property Corp. | 924 | 60,383 |
| AMBAC Financial Group Inc. (f) | 124 | 4,566 |
| AMCORE Financial Inc. | 239 | 5,667 |
| American Campus Communities Inc. (f) | 274 | 7,793 |
| American Capital Strategies Ltd. | 148 | 6,425 |
| American Equity Investment Life Holding Co. (f) | 599 | 5,852 |
| American Express Co. | 986 | 60,097 |
| American Financial Group Inc. | 637 | 19,046 |
| American Financial Realty Trust | 1,039 | 7,003 |
| American International Group Inc. | 2,091 | 131,984 |
| American Physicians Capital Inc. | 178 | 7,754 |
| AmeriCredit Corp. (b) (f) | 1,021 | 14,406 |
| Ameriprise Financial Inc. | 202 | 12,722 |
| AMP Ltd. | 1,581 | 15,138 |
| AmTrust Financial Services Inc. | 351 | 4,896 |
| Anchor BanCorp Wisconsin Inc. | 178 | 4,378 |
| Anthracite Capital Inc. (f) | 613 | 5,100 |
| Anworth Mortgage Asset Corp. | 820 | 5,601 |
| Aon Corp. | 266 | 12,055 |
| Apartment Investment & Management Co. (f) | 135 | 6,309 |
| Apollo Investment Corp. | 692 | 14,394 |
| Ares Capital Corp. | 430 | 7,155 |
| Argo Group International Holdings Ltd. (b) | 175 | 7,457 |
| Arthur J Gallagher & Co. | 967 | 25,732 |
| Ashford Hospitality Trust Inc. | 627 | 6,170 |
| Aspen Insurance Holdings Ltd. | 640 | 17,510 |
| Assicurazioni Generali SpA | 927 | 44,071 |
| Associated Bancorp | 1,325 | 38,240 |
| Assured Guaranty Ltd. | 492 | 11,350 |
| Asta Funding Inc. (f) | 173 | 6,148 |
| Astoria Financial Corp. | 805 | 20,922 |
| ASX Ltd. | 413 | 22,270 |
| Australia & New Zealand Banking Group Ltd. (f) | 1,859 | 52,484 |
| AvalonBay Communities Inc. | 68 | 8,340 |
| Aviva Plc | 1,978 | 31,073 |
| AXA Asia Pacific Holdings Ltd. | 1,556 | 11,904 |
| AXA SA (f) | 1,318 | 58,917 |
| Banca Monte dei Paschi di Siena SpA | 1,462 | 9,339 |
| Banca Popolare di Milano SCRL | 450 | 7,059 |
| Banche Popolari Unite Scpa | 491 | 13,649 |
| Banco Bilbao Vizcaya Argentaria SA | 2,942 | 74,024 |
| Banco Bilbao Vizcaya Argentaria SA - ADR | 126 | 3,179 |
| Banco Comercial Portugues SA (f) | 4,687 | 22,676 |
| Banco Latinoamericano de Exportaciones SA | 246 | 4,790 |
| Banco Popolare SpA (b) | 311 | 7,465 |
| Banco Popular Espanol SA (f) | 816 | 14,243 |
| Banco Santander Central Hispano SA (f) | 5,186 | 112,682 |
| Bank Mutual Corp. | 843 | 9,366 |
| Bank of America Corp. | 3,592 | 173,422 |
| Bank of East Asia Ltd. | 1,200 | 8,165 |
| Bank of Hawaii Corp. | 582 | 30,939 |
| Bank of Ireland | 734 | 13,546 |
| Bank of New York Mellon Corp. (a) | 920 | 44,942 |
| Bank of Yokohama Ltd. | 1,000 | 7,096 |
| Banner Corp. (f) | 183 | 5,977 |
| Barclays Plc | 5,015 | 62,983 |
| BB&T Corp. | 439 | 16,230 |
| Bear Stearns Cos. Inc. (f) | 94 | 10,678 |
| Berkshire Hills Bancorp Inc. | 157 | 4,375 |
| BioMed Realty Trust Inc. | 505 | 12,064 |
| BNP Paribas (f) | 654 | 72,084 |
| BOC Hong Kong Holdings Ltd. | 8,500 | 24,072 |
| Boston Private Financial Holdings Inc. | 342 | 9,836 |
| Boston Properties Inc. | 70 | 7,584 |
| British Land Co. Plc | 293 | 6,604 |
| Broadridge Financial Solutions Inc. | 1,442 | 28,840 |
| Brown & Brown Inc. | 1,070 | 26,953 |
| Calamos Asset Management Inc. | 291 | 9,900 |
| Capital One Financial Corp. | 318 | 20,858 |
| Capital Southwest Corp. (f) | 91 | 11,117 |
| Capital Trust Inc. - Class A | 156 | 5,260 |
| CapitaLand Ltd. | 1,000 | 5,630 |
| CapLease Inc. | 716 | 6,702 |
| Cascade Bancorp | 251 | 4,828 |
| Cash America International Inc. | 203 | 7,917 |
| Cathay General Bancorp | 905 | 28,028 |
| Cattles Plc | 907 | 6,431 |
| Cedar Shopping Centers Inc. | 490 | 6,297 |
| Centerline Holding Co. (f) | 432 | 5,962 |
| Central Pacific Financial Corp. (f) | 258 | 5,787 |
| Challenger Financial Services Group Ltd. | 2,402 | 14,354 |
| Charles Schwab Corp. | 812 | 18,871 |
| Chemical Financial Corp. (f) | 234 | 5,850 |
| Cheung Kong Holdings Ltd. | 1,000 | 19,615 |
| China Bank Ltd. | 1,000 | 8,026 |
| Chittenden Corp. | 366 | 13,037 |
| Chubb Corp. | 349 | 18,619 |
| Cincinnati Financial Corp. | 275 | 10,940 |
| CIT Group Inc. | 166 | 5,850 |
| Citigroup Inc. | 4,069 | 170,491 |
| Citizens Banking Corp. | 557 | 8,478 |
| City National Corp. | 422 | 28,527 |
| CME Group Inc. | 47 | 31,314 |
| CNP Assurances | 70 | 8,922 |
| Cohen & Steers Inc. | 127 | 4,774 |
| Colonial BancGroup Inc. | 1,544 | 29,614 |
| Columbia Banking System Inc. | 290 | 9,010 |
| Comerica Inc. (f) | 194 | 9,056 |
| Commerce Bancorp Inc. | 221 | 9,006 |
| Commerce Group Inc. | 876 | 31,965 |
| Commerzbank AG | 525 | 22,267 |
| Commonwealth Bank of Australia | 1,170 | 67,385 |
| Community Bank System Inc. | 339 | 7,088 |
| Community Banks Inc. | 180 | 5,465 |
| Community Trust Bancorp Inc. | 188 | 5,480 |
| Consolidated-Tomoka Land Co. | 108 | 7,400 |
| Corporate Office Properties Trust SBI MD | 215 | 8,886 |
| Corus Bankshares Inc. (f) | 449 | 4,948 |
| Countrywide Financial Corp. (f) | 479 | 7,434 |
| Cousins Properties Inc. (f) | 543 | 15,633 |
| Credit Agricole SA | 482 | 19,054 |
| Credit Saison Co. Ltd. | 200 | 6,377 |
| Credit Suisse Group | 906 | 60,927 |
| Crystal River Capital Inc. (f) | 280 | 4,073 |
| Cullen/Frost Bankers Inc. | 627 | 33,344 |
| CVB Financial Corp. | 852 | 9,985 |
| Daiwa Securities Group Inc. | 1,000 | 9,637 |
| Danske Bank A/S | 392 | 17,275 |
| DBS Group Holdings Ltd. | 2,000 | 31,304 |
| DCT Industrial Trust Inc. | 1,282 | 13,756 |
| Delphi Financial Group | 349 | 13,524 |
| Deutsche Bank AG | 413 | 55,069 |
| Deutsche Boerse AG | 170 | 26,817 |
| Deutsche Postbank AG | 113 | 8,260 |
| Developers Diversified Realty Corp. | 160 | 8,064 |
| Dexia SA | 651 | 20,878 |
| DiamondRock Hospitality Co. | 477 | 9,139 |
| Digital Realty Trust Inc. | 387 | 17,024 |
| Discover Financial Services | 401 | 7,739 |
| DnB NOR ASA | 637 | 10,504 |
| Dollar Financial Corp. (b) | 238 | 7,806 |
| Downey Financial Corp. (f) | 172 | 7,006 |
| Duke Realty Corp. | 1,399 | 44,978 |
| EastGroup Properties Inc. | 169 | 8,058 |
| Eaton Vance Corp. | 1,244 | 62,237 |
| Education Realty Trust Inc. | 528 | 6,832 |
| EFG Eurobank Ergasias SA | 237 | 9,221 |
| Employer Holdings Inc. | 440 | 8,430 |
| Enstar Group Ltd. (b) (f) | 51 | 6,538 |
| Entertainment Properties Trust | 164 | 8,999 |
| Equity Lifestyle Properties Inc. | 162 | 8,139 |
| Equity One Inc. (f) | 659 | 17,253 |
| Equity Residential | 180 | 7,520 |
| Erste Bank der Oesterreichischen Sparkassen AG | 208 | 16,873 |
| Everest Re Group Ltd. | 618 | 65,842 |
| Extra Space Storage Inc. | 427 | 6,712 |
| EZCORP Inc. - Class A (b) | 480 | 6,317 |
| Fannie Mae | 742 | 42,324 |
| FBL Financial Group Inc. - Class A | 175 | 7,084 |
| Federated Investors Inc. - Class B | 307 | 13,201 |
| FelCor Lodging Trust Inc. | 414 | 8,669 |
| Fidelity National Financial Inc. - Class A | 2,261 | 34,797 |
| Fifth Third Bancorp | 488 | 15,265 |
| Financial Federal Corp. | 265 | 7,160 |
| First American Corp. (f) | 919 | 27,662 |
| First Bancorp / Puerto Rico | 818 | 7,190 |
| First Cash Financial Services Inc. (b) | 302 | 5,937 |
| First Charter Corp. (f) | 297 | 8,999 |
| First Commonwealth Financial Corp. (f) | 538 | 6,182 |
| First Community Bancorp Inc. | 462 | 22,499 |
| First Financial Bankshares Inc. | 151 | 5,894 |
| First Industrial Realty Trust Inc. | 303 | 12,347 |
| First Merchants Corp. | 484 | 10,672 |
| First Midwest Bancorp Inc. | 632 | 21,286 |
| First Niagara Financial Group Inc. | 1,889 | 24,935 |
| First Potomac Realty Trust | 268 | 5,601 |
| First State Bancorp | 549 | 9,317 |
| FirstFed Financial Corp. (b) (f) | 153 | 6,545 |
| FirstMerit Corp. | 1,592 | 33,750 |
| FNB Corp. (f) | 707 | 11,750 |
| Fondiaria-Sai SpA | 163 | 7,907 |
| Fortis | 1,696 | 54,195 |
| FPIC Insurance Group Inc. (b) | 177 | 7,395 |
| Franklin Resources Inc. | 147 | 19,063 |
| Franklin Street Properties Corp. | 431 | 7,004 |
| Freddie Mac | 542 | 28,309 |
| Freedom Acquisition Holding Inc. (b) (f) | 630 | 8,341 |
| Friends Provident Plc | 1,880 | 7,193 |
| Frontier Financial Corp. (f) | 329 | 7,301 |
| Fukuoka Financial Group Inc. | 1,000 | 6,445 |
| Gecina SA | 41 | 7,008 |
| General Growth Properties Inc. | 128 | 6,958 |
| Genworth Financial Inc. - Class A | 498 | 13,595 |
| Getty Realty Corp. | 252 | 7,164 |
| GFI Group Inc. (b) (f) | 125 | 10,790 |
| Glacier Bancorp Inc. (f) | 505 | 10,272 |
| Glimcher Realty Trust (f) | 292 | 6,482 |
| Goldman Sachs Group Inc. | 349 | 86,524 |
| Goodman Group | 1,302 | 8,440 |
| GPT Group | 1,701 | 7,360 |
| Gramercy Capital Corp. (f) | 253 | 6,672 |
| Great Portland Estates Plc | 575 | 6,833 |
| Greene County Bancshares Inc. | 196 | 6,282 |
| Greenhill & Co. Inc. | 137 | 10,135 |
| Groupe Bruxelles Lambert SA | 70 | 8,939 |
| Hammerson Plc | 253 | 5,850 |
| Hancock Holding Co. (f) | 202 | 7,682 |
| Hang Lung Properties Ltd. | 2,000 | 9,622 |
| Hang Seng Bank Ltd. | 700 | 14,301 |
| Hanover Insurance Group Inc. | 448 | 20,639 |
| Harleysville Group Inc. | 205 | 6,390 |
| Harleysville National Corp. | 515 | 7,761 |
| Hartford Financial Services Group Inc. | 256 | 24,840 |
| HBOS Plc | 2,883 | 52,333 |
| HCC Insurance Holdings Inc. | 1,086 | 32,461 |
| Healthcare Realty Trust Inc. (f) | 322 | 8,514 |
| Hersha Hospitality Trust | 761 | 8,226 |
| Highwoods Properties Inc. | 838 | 30,134 |
| Hilb Rogal & Hobbs Co. | 286 | 12,604 |
| Hilltop Holdings Inc. (b) (f) | 670 | 8,053 |
| Home Properties Inc. | 208 | 10,695 |
| Hong Kong Exchanges & Clearing Ltd. | 1,000 | 33,382 |
| Horace Mann Educators Corp. | 756 | 15,642 |
| Hospitality Properties Trust | 892 | 35,323 |
| Host Hotels & Resorts Inc. | 430 | 9,529 |
| HSBC Holdings Plc | 9,748 | 192,759 |
| Huntington Bancshares Inc. | 435 | 7,791 |
| Hypo Real Estate Holding AG | 226 | 13,425 |
| ICAP Plc | 833 | 10,133 |
| Independent Bank Corp. | 353 | 10,442 |
| IndyMac Bancorp Inc. (f) | 639 | 8,575 |
| Infinity Property & Casualty Corp. | 163 | 6,556 |
| ING Groep NV | 1,494 | 67,174 |
| Inland Real Estate Corp. | 457 | 6,809 |
| Insurance Australia Group Ltd. | 2,247 | 9,884 |
| Interactive Brokers Group Inc. (b) | 291 | 8,401 |
| IntercontinentalExchange Inc. (b) | 62 | 11,048 |
| International Bancshares Corp. | 401 | 8,766 |
| International Securities Exchange Inc. - Class A (f) | 265 | 17,768 |
| Intesa Sanpaolo SpA | 6,262 | 49,526 |
| Invesco Plc | 669 | 10,259 |
| Investec Plc | 604 | 7,297 |
| Investors Bancorp Inc. (b) (f) | 496 | 7,440 |
| Investors Real Estate Trust | 437 | 4,740 |
| IPC Holdings Ltd. (f) | 462 | 13,818 |
| Janus Capital Group Inc. (f) | 229 | 7,903 |
| Japan Prime Realty Investment Corp. | 2 | 8,047 |
| Japan Real Estate Investment Corp. (f) | 1 | 12,437 |
| Japan Retail Fund Investment Corp. | 1 | 7,426 |
| Jefferies Group Inc. | 928 | 24,805 |
| Jones Lang LaSalle Inc. (f) | 308 | 29,362 |
| JPMorgan Chase & Co. | 2,791 | 131,177 |
| KBC Groep NV | 147 | 20,591 |
| KBW Inc. (b) | 213 | 6,452 |
| KeyCorp | 436 | 12,404 |
| Kimco Realty Corp. | 174 | 7,224 |
| Klepierre (f) | 123 | 6,667 |
| KNBT Bancorp Inc. | 481 | 8,244 |
| Knight Capital Group Inc. (b) (f) | 737 | 9,883 |
| Land Securities Group Plc | 254 | 8,683 |
| LandAmerica Financial Group Inc. (f) | 181 | 5,030 |
| LaSalle Hotel Properties | 261 | 10,785 |
| Legal & General Group Plc | 5,272 | 15,358 |
| Legg Mason Inc. | 109 | 9,040 |
| Lehman Brothers Holdings Inc. | 421 | 26,666 |
| Lend Lease Corp. Ltd. (f) | 537 | 10,070 |
| Leopalace21 Corp. | 200 | 6,385 |
| Leucadia National Corp. (f) | 230 | 11,652 |
| Lexington Realty Trust | 485 | 9,598 |
| Liberty International Plc | 285 | 7,088 |
| Liberty Property Trust | 922 | 34,686 |
| Lincoln National Corp. | 225 | 14,033 |
| Link REIT | 4,000 | 9,075 |
| Lloyds TSB Group Plc | 4,318 | 48,977 |
| Loews Corp. | 349 | 17,132 |
| London Stock Exchange Group Plc | 249 | 8,698 |
| LTC Properties Inc. | 286 | 7,247 |
| M&T Bank Corp. (f) | 67 | 6,665 |
| Macerich Co. | 698 | 59,826 |
| Mack-Cali Realty Corp. | 684 | 27,080 |
| Macquarie Bank Ltd. (f) | 203 | 16,213 |
| Maguire Properties Inc. (f) | 228 | 6,213 |
| Man Group Plc | 1,276 | 15,601 |
| Mapfre SA (f) | 1,730 | 8,119 |
| MarketAxess Holdings Inc. (b) | 366 | 5,735 |
| Marsh & McLennan Cos. Inc. | 450 | 11,651 |
| Marshall & Ilsley Corp. | 341 | 14,561 |
| Max Capital Group Ltd. | 438 | 12,391 |
| MB Financial Inc. | 355 | 11,836 |
| MBIA Inc. (f) | 117 | 5,036 |
| MCG Capital Corp. (f) | 438 | 6,136 |
| Medical Properties Trust Inc. (f) | 510 | 6,696 |
| Mediobanca SpA (f) | 689 | 16,338 |
| Mercury General Corp. | 420 | 21,550 |
| Merrill Lynch & Co. Inc. | 850 | 56,117 |
| MetLife Inc. | 596 | 41,035 |
| MFA Mortgage Investments Inc. | 1,014 | 8,680 |
| Mid-America Apartment Communities Inc. | 167 | 8,684 |
| Millea Holdings Inc. | 600 | 23,613 |
| Mitsubishi Estate Co. Ltd. | 1,000 | 29,978 |
| Mitsubishi UFJ Financial Group Inc. | 7,000 | 70,043 |
| Mitsui Fudosan Co. Ltd. | 1,000 | 27,664 |
| Mitsui Sumitomo Insurance Co. Ltd. | 1,000 | 11,469 |
| Mitsui Trust Holding Inc. | 1,000 | 8,002 |
| Mizuho Financial Group Inc. | 8 | 44,964 |
| Montpelier Re Holdings Ltd. | 812 | 14,535 |
| Moody’s Corp. (f) | 193 | 8,438 |
| Morgan Stanley | 898 | 60,399 |
| Muenchener Rueckversicherungs AG | 163 | 31,266 |
| National Australia Bank Ltd. | 1,200 | 48,550 |
| National Bank of Greece SA | 712 | 49,485 |
| National City Corp. | 693 | 16,805 |
| National Financial Partners Corp. (f) | 290 | 15,854 |
| National Health Investors Inc. | 236 | 6,912 |
| National Penn Bancshares Inc. | 524 | 8,835 |
| National Retail Properties Inc. | 417 | 10,571 |
| National Western Life Insurance Co. | 27 | 5,867 |
| Nationwide Health Properties Inc. (f) | 1,594 | 49,765 |
| Navigators Group Inc. (b) | 162 | 9,769 |
| Nelnet Inc. - Class A (f) | 285 | 5,295 |
| New York Community Bancorp Inc. | 3,176 | 59,105 |
| NewAlliance Bancshares Inc. | 1,469 | 20,551 |
| Nikko Cordial Corp. (f) | 500 | 7,160 |
| Nippon Building Fund Inc. | 1 | 14,506 |
| Nomura Holdings Inc. | 1,800 | 32,075 |
| Nomura Real Estate Office Fund Inc. | 1 | 10,157 |
| Nordea Bank AB | 2,047 | 36,609 |
| Northern Trust Corp. | 161 | 12,109 |
| NTT Urban Development Corp. | 4 | 9,023 |
| Nuveen Investments Inc. - Class A | 730 | 47,304 |
| NYSE Euronext | 161 | 15,113 |
| Odyssey Re Holdings Corp. | 209 | 7,771 |
| Old Mutual Plc | 4,362 | 16,689 |
| Old National Bancorp (f) | 547 | 9,140 |
| Old Republic International Corp. | 2,214 | 33,941 |
| Omega Healthcare Investors Inc. | 440 | 7,361 |
| OMX AB | 424 | 17,822 |
| optionsXpress Holdings Inc. | 317 | 9,434 |
| ORIX Corp. | 80 | 16,410 |
| Oversea-Chinese Banking Corp. | 6,000 | 38,521 |
| Pacific Capital Bancorp | 414 | 8,582 |
| Park National Corp. (f) | 126 | 9,987 |
| Parkway Properties Inc. | 153 | 6,579 |
| Partners Trust Financial Group Inc. | 396 | 4,918 |
| Pennsylvania Real Estate Investment Trust (f) | 281 | 10,720 |
| Phoenix Cos. Inc. | 821 | 11,313 |
| Pico Holdings Inc. (b) (f) | 224 | 9,240 |
| Pinnacle Financial Partners Inc. (b) (f) | 301 | 8,786 |
| Piper Jaffray Cos. (b) | 134 | 6,888 |
| Piraeus Bank SA | 286 | 11,467 |
| Platinum Underwriters Holdings Ltd. | 435 | 15,660 |
| Plum Creek Timber Co. Inc. (f) | 196 | 8,755 |
| PMI Group Inc. | 817 | 13,097 |
| PNC Financial Services Group Inc. | 247 | 17,824 |
| Portfolio Recovery Associates Inc. (f) | 167 | 7,533 |
| Post Properties Inc. | 304 | 12,464 |
| Potlatch Corp. | 600 | 28,596 |
| Preferred Bank | 195 | 5,797 |
| Presidential Life Corp. | 355 | 6,252 |
| Primus Guaranty Ltd. (b) (f) | 634 | 5,807 |
| Principal Financial Group Inc. | 270 | 18,271 |
| PrivateBancorp Inc. (f) | 187 | 5,266 |
| ProAssurance Corp. (b) | 298 | 16,432 |
| Progressive Corp. | 769 | 14,227 |
| Prologis | 266 | 19,083 |
| Prosperity Bancshares Inc. | 341 | 11,021 |
| Protective Life Corp. | 703 | 30,138 |
| Provident Bankshares Corp. | 380 | 9,375 |
| Provident Financial Services Inc. | 1,028 | 16,284 |
| Provident New York Bancorp | 380 | 4,829 |
| Prudential Financial Inc. | 392 | 37,914 |
| Prudential plc (a) | 1,869 | 30,390 |
| PS Business Parks Inc. | 110 | 6,413 |
| Public Storage Inc. | 80 | 6,478 |
| QBE Insurance Group Ltd. | 909 | 27,818 |
| Radian Group Inc. (f) | 748 | 9,417 |
| RAIT Investment Trust (f) | 605 | 5,506 |
| Ramco-Gershenson Properties Trust | 205 | 5,865 |
| Raymond James Financial Inc. | 875 | 32,594 |
| Rayonier Inc. | 681 | 32,885 |
| Realty Income Corp. | 686 | 20,264 |
| Regency Centers Corp. | 672 | 48,035 |
| Regions Financial Corp. | 589 | 15,974 |
| Renasant Corp. | 357 | 8,300 |
| Resolution Plc | 595 | 9,038 |
| Resona Holdings Inc. (f) | 4 | 7,168 |
| RLI Corp. | 199 | 11,576 |
| Royal Bank of Scotland Group Plc | 7,761 | 83,350 |
| S&T Bancorp Inc. (f) | 225 | 7,452 |
| Safeco Corp. | 108 | 6,253 |
| Safety Insurance Group Inc. | 154 | 5,538 |
| Sampo Oyj | 333 | 10,434 |
| Sandy Spring Bancorp Inc. | 175 | 5,201 |
| Saul Centers Inc. | 141 | 7,730 |
| SBI Holdings Inc. | 23 | 7,297 |
| Seacoast Banking Corp. (f) | 345 | 5,054 |
| SEI Investments Co. | 1,136 | 35,920 |
| Selective Insurance Group (f) | 492 | 11,961 |
| Senior Housing Properties Trust | 463 | 10,380 |
| Signature Bank (b) | 252 | 8,606 |
| Simon Property Group Inc. | 141 | 14,680 |
| Skandinaviska Enskilda Banken AB | 576 | 17,637 |
| SLM Corp. | 336 | 15,846 |
| Societe Generale - Class A | 291 | 48,838 |
| Sompo Japan Insurance Inc. | 1,000 | 11,761 |
| South Financial Group Inc. | 539 | 11,136 |
| Sovereign Bancorp Inc. | 399 | 5,758 |
| Sovran Self Storage Inc. | 147 | 6,955 |
| StanCorp Financial Group Inc. | 572 | 31,534 |
| Standard Life Plc | 1,947 | 11,518 |
| State Auto Financial Corp. | 225 | 6,192 |
| State Street Corp. (f) | 285 | 22,734 |
| Sterling Bancshares Inc. | 614 | 7,491 |
| Sterling Financial Corp. / PA | 455 | 8,349 |
| Sterling Financial Corp. / WA | 338 | 7,605 |
| Stewart Information Services Corp. | 180 | 5,220 |
| Stifel Financial Corp. (b) (f) | 202 | 11,464 |
| Stockland (f) | 1,232 | 10,349 |
| Strategic Hotel Capital Inc. | 512 | 11,182 |
| Sumitomo Mitsui Financial Group Inc. (f) | 5 | 40,957 |
| Sumitomo Trust & Banking Co. Ltd. | 1,000 | 7,456 |
| Sun Communities Inc. | 437 | 13,329 |
| Sun Hung Kai Properties Ltd. | 2,000 | 38,222 |
| Suncorp-Metway Ltd. | 1,157 | 21,982 |
| Sunstone Hotel Investors Inc. | 450 | 12,515 |
| SunTrust Banks Inc. | 286 | 20,764 |
| Susquehanna Bancshares Inc. | 502 | 10,125 |
| SVB Financial Group (b) (f) | 595 | 30,815 |
| Svenska Handelsbanken - Class A | 698 | 23,131 |
| Swire Pacific Ltd. | 1,000 | 14,282 |
| Swiss Life Holding (b) | 31 | 8,564 |
| Swiss Reinsurance | 281 | 26,368 |
| Synovus Financial Corp. (f) | 376 | 9,911 |
| T&D Holdings Inc. | 200 | 12,037 |
| T. Rowe Price Group Inc. | 220 | 14,133 |
| Tanger Factory Outlet Centers Inc. | 200 | 8,424 |
| TCF Financial Corp. | 1,168 | 26,595 |
| Technology Investment Capital Corp. | 483 | 6,303 |
| Tejon Ranch Co. (b) (f) | 140 | 5,611 |
| Texas Capital Bancshares Inc. (b) | 390 | 8,631 |
| TierOne Corp. | 310 | 7,084 |
| Tokyu Land Corp. | 1,000 | 10,360 |
| Tompkins Financial Corp. | 231 | 9,596 |
| Torchmark Corp. (f) | 197 | 12,837 |
| Tower Group Inc. | 251 | 7,578 |
| Travelers Cos. Inc. | 538 | 28,089 |
| TrustCo Bank Corp. (f) | 701 | 7,389 |
| Trustmark Corp. | 383 | 10,337 |
| U.S. Bancorp | 1,372 | 45,496 |
| UBS AG | 1,592 | 85,138 |
| UCBH Holdings Inc. | 807 | 13,775 |
| UDR Inc. | 1,343 | 31,883 |
| UMB Financial Corp. | 410 | 17,220 |
| Umpqua Holdings Corp. (f) | 470 | 7,957 |
| Unibail-Rodamco | 94 | 23,368 |
| UniCredito Italiano SpA | 7,693 | 65,863 |
| United America Indemnity Ltd. (b) | 223 | 4,917 |
| United Bankshares Inc. | 293 | 8,878 |
| United Community Banks Inc. (f) | 326 | 7,218 |
| United Fire & Casualty Co. | 233 | 7,465 |
| United Overseas Bank Ltd. | 2,000 | 30,003 |
| Unitrin Inc. (f) | 398 | 18,431 |
| Universal American Financial Corp. (b) | 285 | 6,914 |
| Universal Health Realty Income Trust (f) | 221 | 8,170 |
| Unum Group | 375 | 8,753 |
| Urstadt Biddle Properties Inc. - Class A | 469 | 7,795 |
| U-Store-It Trust | 380 | 4,902 |
| Vornado Realty Trust | 74 | 8,267 |
| Wachovia Corp. | 1,605 | 73,397 |
| Waddell & Reed Financial Inc. - Class A | 1,423 | 47,272 |
| Washington Federal Inc. | 1,021 | 24,667 |
| Washington Mutual Inc. | 736 | 20,520 |
| Washington Real Estate Investment Trust (f) | 270 | 9,509 |
| Webster Financial Corp. | 598 | 21,672 |
| Weingarten Realty Investors | 794 | 30,378 |
| Wells Fargo & Co. | 3,272 | 111,281 |
| WesBanco Inc. | 233 | 5,375 |
| West Coast Bancorp | 286 | 7,756 |
| WestAmerica Bancorp (f) | 689 | 33,127 |
| Westfield Group | 1,167 | 23,862 |
| Westpac Banking Corp. | 2,044 | 57,371 |
| Wilmington Trust Corp. | 789 | 28,696 |
| Wing Hang Bank Ltd. | 500 | 5,892 |
| Winthrop Realty Trust | 1,139 | 6,219 |
| Wintrust Financial Corp. | 259 | 9,516 |
| World Acceptance Corp. (b) | 166 | 5,355 |
| WR Berkley Corp. | 1,557 | 46,850 |
| WSFS Financial Corp. | 177 | 10,206 |
| XL Capital Ltd. - Class A | 202 | 14,534 |
| Zenith National Insurance Corp. | 293 | 11,773 |
| Zions Bancorp | 137 | 8,098 |
| Zurich Financial Services AG | 114 | 34,321 |
| | | 9,401,270 |
HEALTH CARE - 7.8% | | |
| Abaxis Inc. (b) | 345 | 10,115 |
| Abbott Laboratories | 1,246 | 68,057 |
| Acadia Pharmaceuticals Inc. (b) | 536 | 8,244 |
| Acorda Therapeutics Inc. (b) | 409 | 8,290 |
| Adams Respiratory Therapeutics Inc. (b) (f) | 220 | 9,667 |
| Advanced Medical Optics Inc. (b) (f) | 531 | 14,576 |
| Aetna Inc. | 417 | 23,423 |
| Affymetrix Inc. (b) (f) | 1,096 | 27,904 |
| Air Methods Corp. (b) (f) | 279 | 15,058 |
| Akorn Inc. (b) (f) | 1,248 | 9,210 |
| Alexion Pharmaceuticals Inc. (b) (f) | 229 | 17,519 |
| Alfresa Holdings Corp. | 100 | 5,813 |
| Align Technology Inc. (b) (f) | 558 | 11,551 |
| Alkermes Inc. (b) | 696 | 11,275 |
| Allergan Inc. | 212 | 14,327 |
| Allscripts Healthcare Solutions Inc. (b) (f) | 297 | 8,227 |
| Alnylam Pharmaceuticals Inc. (b) (f) | 364 | 11,495 |
| Alpharma Inc. - Class A (f) | 324 | 6,681 |
| AMAG Pharmaceuticals Inc. (b) | 131 | 8,561 |
| Amedisys Inc. (b) | 237 | 10,061 |
| American Medical Systems Holdings Inc. (b) (f) | 502 | 6,421 |
| AMERIGROUP Corp. (b) | 354 | 12,390 |
| AmerisourceBergen Corp. | 173 | 8,150 |
| Amgen Inc. (b) | 1,007 | 58,517 |
| AMN Healthcare Services Inc. (b) | 283 | 5,380 |
| Amsurg Corp. (b) | 339 | 8,967 |
| Analogic Corp. | 139 | 7,944 |
| AngioDynamics Inc. (b) | 392 | 7,840 |
| Applera Corp. - Applied Biosystems Group | 213 | 7,911 |
| Applera Corp. - Celera Genomics Group (b) (f) | 558 | 9,101 |
| Apria Healthcare Group Inc. (b) | 687 | 16,605 |
| Arena Pharmaceuticals Inc. (b) (f) | 604 | 5,804 |
| Ariad Pharmaceuticals Inc. (b) (f) | 1,518 | 7,742 |
| Array BioPharma Inc. (b) (f) | 604 | 6,765 |
| ArthroCare Corp. (b) | 195 | 12,644 |
| Assisted Living Concepts Inc. (b) | 639 | 5,623 |
| Astellas Pharma Inc. | 500 | 22,196 |
| AstraZeneca Plc | 1,280 | 63,158 |
| Auxilium Pharmaceuticals Inc. (b) | 531 | 14,024 |
| Barr Pharmaceuticals Inc. (b) | 156 | 8,942 |
| Baxter International Inc. | 595 | 35,706 |
| Beckman Coulter Inc. | 643 | 45,537 |
| Becton Dickinson & Co. | 157 | 13,103 |
| Biogen Idec Inc. (b) | 245 | 18,238 |
| BioMarin Pharmaceutical Inc. (b) (f) | 610 | 16,915 |
| Bio-Rad Laboratories Inc. - Class A (b) | 120 | 11,590 |
| Boston Scientific Corp. (b) | 939 | 13,024 |
| Bradley Pharmaceuticals Inc. (b) (f) | 379 | 7,455 |
| Bristol-Myers Squibb Co. | 1,428 | 42,826 |
| Bruker BioSciences Corp. (b) | 752 | 7,783 |
| Cardinal Health Inc. | 296 | 20,137 |
| Celgene Corp. (b) | 370 | 24,420 |
| Centene Corp. (b) | 321 | 7,489 |
| Cephalon Inc. (b) | 615 | 45,350 |
| Cepheid Inc. (b) | 400 | 10,352 |
| Cerner Corp. (b) (f) | 617 | 36,749 |
| Charles River Laboratories International Inc. (b) | 589 | 34,162 |
| Chemed Corp. | 211 | 12,095 |
| Chugai Pharmaceutical Co. Ltd. (f) | 400 | 6,929 |
| Cie Generale d’Optique Essilor International SA | 164 | 10,450 |
| Cigna Corp. | 240 | 12,598 |
| Community Health Systems Inc. (b) | 886 | 29,176 |
| Computer Programs & Systems Inc. | 229 | 5,672 |
| Conceptus Inc. (b) (f) | 366 | 8,026 |
| Conmed Corp. (b) | 337 | 9,584 |
| Covance Inc. (b) | 644 | 53,130 |
| Coventry Health Care Inc. (b) | 156 | 9,408 |
| Covidien Ltd. | 379 | 15,766 |
| CR Bard Inc. | 94 | 7,859 |
| Cross Country Healthcare Inc. (b) | 357 | 5,608 |
| CSL Ltd. | 453 | 15,563 |
| Cubist Pharmaceuticals Inc. (b) | 431 | 10,085 |
| CV Therapeutics Inc. (b) (f) | 559 | 5,724 |
| Cyberonics Inc. (b) | 378 | 5,481 |
| Cypress Bioscience Inc. (b) | 335 | 4,519 |
| Daiichi Sankyo Co. Ltd. | 700 | 19,907 |
| Datascope Corp. | 214 | 7,732 |
| DENTSPLY International Inc. | 1,524 | 63,216 |
| Dionex Corp. (b) | 138 | 12,144 |
| DJO Inc. (b) | 182 | 9,091 |
| Eclipsys Corp. (b) | 379 | 8,550 |
| Edwards Lifesciences Corp. (b) (f) | 495 | 24,859 |
| Eisai Co. Ltd. | 100 | 4,198 |
| Elan Corp. Plc (b) | 550 | 13,151 |
| Eli Lilly & Co. | 716 | 38,771 |
| Endo Pharmaceuticals Holdings Inc. (b) (f) | 1,322 | 38,735 |
| Enzo Biochem Inc. (b) (f) | 468 | 5,667 |
| Enzon Pharmaceuticals Inc. (b) | 805 | 7,672 |
| eResearch Technology Inc. (b) | 285 | 3,164 |
| Exelixis Inc. (b) | 867 | 9,537 |
| Express Scripts Inc. (b) | 224 | 14,134 |
| Forest Laboratories Inc. (b) | 222 | 8,674 |
| Fresenius Medical Care AG & Co. KGaA | 177 | 9,348 |
| Gen-Probe Inc. (b) | 451 | 31,579 |
| Gentiva Health Services Inc. (b) | 409 | 7,763 |
| Genzyme Corp. (b) | 200 | 15,194 |
| Geron Corp. (b) (f) | 888 | 6,784 |
| Getinge AB - Class B | 348 | 9,204 |
| Gilead Sciences Inc. (b) | 819 | 37,830 |
| GlaxoSmithKline Plc | 4,605 | 118,541 |
| GN Store Nord (b) | 528 | 5,617 |
| Greatbatch Inc. (b) (f) | 290 | 7,209 |
| Haemonetics Corp. (b) | 206 | 10,586 |
| Halozyme Therapeutics Inc. (b) | 696 | 6,389 |
| Health Management Associates Inc. (f) | 2,643 | 17,470 |
| Health Net Inc. (b) | 1,053 | 56,451 |
| HealthExtras Inc. (b) | 228 | 6,644 |
| HealthSouth Corp. (b) | 500 | 10,025 |
| HealthSpring Inc. (b) | 347 | 7,287 |
| Healthways Inc. (b) (f) | 241 | 14,629 |
| Henry Schein Inc. (b) (f) | 879 | 52,652 |
| Hillenbrand Industries Inc. (f) | 619 | 34,181 |
| Hologic Inc. (b) | 2,002 | 135,996 |
| Hospira Inc. (b) | 232 | 9,589 |
| Human Genome Sciences Inc. (b) (f) | 895 | 8,467 |
| Humana Inc. (b) | 141 | 10,568 |
| ICU Medical Inc. (b) | 161 | 6,456 |
| Idevus Pharmaceuticals Inc. (b) | 1,099 | 8,462 |
| Illumina Inc. (b) (f) | 478 | 26,840 |
| Immucor Inc. (b) | 461 | 14,867 |
| IMS Health Inc. | 284 | 7,160 |
| Incyte Corp. (b) | 1,336 | 11,570 |
| Integra LifeSciences Holdings Corp. (b) | 183 | 8,870 |
| InterMune Inc. (b) (f) | 254 | 5,060 |
| Intuitive Surgical Inc. (b) | 370 | 120,942 |
| Invacare Corp. (f) | 318 | 8,605 |
| inVentiv Health Inc. (b) | 221 | 9,333 |
| Inverness Medical Innovations Inc. (b) | 338 | 20,310 |
| Invitrogen Corp. (b) (f) | 425 | 38,620 |
| Isis Pharmaceuticals Inc. (b) (f) | 701 | 12,352 |
| Johnson & Johnson | 2,326 | 151,585 |
| Kendle International Inc. (b) (f) | 187 | 7,542 |
| Kensey Nash Corp. (b) (f) | 245 | 6,703 |
| Keryx Biopharmaceuticals Inc. (b) (f) | 586 | 6,036 |
| Kindred Healthcare Inc. (b) | 533 | 11,321 |
| KV Pharmaceutical Co. - Class A (b) | 328 | 10,280 |
| Kyphon Inc. (b) (f) | 801 | 56,775 |
| Laboratory Corp. of America Holdings (b) (f) | 106 | 7,288 |
| Landauer Inc. | 162 | 7,982 |
| LCA-Vision Inc. (f) | 227 | 3,875 |
| LHC Group Inc. (b) (f) | 274 | 6,297 |
| LifeCell Corp. (b) | 323 | 14,231 |
| LifePoint Hospitals Inc. (b) | 530 | 16,176 |
| Ligand Pharmaceuticals Inc. - Class B (f) | 958 | 5,153 |
| Lincare Holdings Inc. (b) (f) | 820 | 28,511 |
| Luminex Corp. (b) (f) | 614 | 9,787 |
| Magellan Health Services Inc. (b) | 263 | 11,072 |
| MannKind Corp. (b) (f) | 530 | 4,839 |
| Manor Care Inc. (f) | 166 | 11,052 |
| Martek Biosciences Corp. (b) | 458 | 13,992 |
| Matria Healthcare Inc. (b) (f) | 271 | 6,959 |
| McKesson Corp. | 221 | 14,608 |
| Medarex Inc. (b) | 841 | 10,050 |
| Medco Health Solutions Inc. (b) | 222 | 20,952 |
| Mediceo Paltac Holdings Co. Ltd. (f) | 400 | 5,814 |
| Medicines Co. (b) | 331 | 6,339 |
| Medics Pharmaceutical Corp. (f) | 858 | 25,474 |
| Medivation Inc. (b) (f) | 323 | 6,747 |
| Medtronic Inc. | 1,015 | 48,152 |
| Mentor Corp. (f) | 258 | 10,983 |
| Merck & Co. Inc. | 1,747 | 101,780 |
| Merck KGaA | 75 | 9,381 |
| Meridian Bioscience Inc. | 289 | 9,563 |
| Merit Medical Systems Inc. (b) (f) | 492 | 6,421 |
| MGI Pharma Inc. (b) | 553 | 18,017 |
| Millennium Pharmaceuticals Inc. (b) (f) | 3,308 | 39,101 |
| Mitsubishi Tanabe Pharma Corp. | 1,000 | 11,522 |
| Molina Healthcare Inc. (b) | 240 | 9,146 |
| Momenta Pharmaceuticals Inc. (b) (f) | 496 | 6,453 |
| Mylan Inc. | 384 | 5,775 |
| Myriad Genetics Inc. (b) (f) | 258 | 14,283 |
| Nabi Biopharmaceuticals (b) (f) | 1,150 | 4,438 |
| Neurocrine Biosciences Inc. (b) (f) | 749 | 6,928 |
| Nobel Biocare Holding AG | 26 | 7,564 |
| Novartis AG | 1,865 | 99,175 |
| Noven Pharmaceuticals Inc. (b) (f) | 306 | 4,730 |
| Novo-Nordisk A/S - Class B | 176 | 21,823 |
| NuVasive Inc. (b) | 338 | 14,463 |
| Omnicare Inc. (f) | 1,261 | 37,200 |
| Omnicell Inc. (b) (f) | 419 | 11,062 |
| OMRIX Biopharmaceuticals Inc. (b) | 207 | 7,212 |
| Onyx Pharmaceuticals Inc. (b) (f) | 487 | 22,748 |
| OraSure Technologies Inc. (b) | 810 | 7,347 |
| OSI Pharmaceuticals Inc. (b) (f) | 396 | 16,462 |
| Owens & Minor Inc. | 284 | 11,513 |
| Par Pharmaceutical Cos. Inc. (b) | 733 | 13,517 |
| Parexel International Corp. (b) | 269 | 12,374 |
| Patterson Cos. Inc. (b) | 184 | 7,196 |
| PDL BioPharma Inc. (b) (f) | 1,007 | 21,348 |
| Perrigo Co. | 1,181 | 28,002 |
| Pfizer Inc. | 5,695 | 140,154 |
| Pharmaceutical Product Development Inc. | 1,067 | 45,070 |
| PharmaNet Development Group Inc. (b) | 353 | 11,437 |
| PharMerica Corp. (b) (f) | 209 | 3,333 |
| Pharmion Corp. (b) (f) | 303 | 14,580 |
| Phase Forward Inc. (b) | 397 | 9,445 |
| PolyMedica Corp. | 193 | 10,221 |
| PRA International Inc. (b) | 309 | 9,329 |
| Progenics Pharmaceuticals Inc. (b) (f) | 303 | 7,017 |
| PSS World Medical Inc. (b) (f) | 457 | 9,231 |
| Psychiatric Solutions Inc. (b) (f) | 1,035 | 40,986 |
| Quest Diagnostics Inc. (f) | 147 | 7,817 |
| Quidel Corp. (b) | 573 | 11,832 |
| Regeneron Pharmaceuticals Inc. (b) (f) | 389 | 8,558 |
| Res-Care Inc. (b) | 319 | 7,835 |
| Resmed Inc. (b) (f) | 815 | 33,765 |
| Rigel Pharmaceuticals Inc. (b) (f) | 657 | 6,918 |
| Roche Holding AG | 562 | 95,866 |
| Salix Pharmaceuticals Ltd. (b) (f) | 641 | 7,500 |
| Sanofi-Aventis | 842 | 73,839 |
| Santen Pharmaceutical Co. Ltd. | 300 | 7,052 |
| Savient Pharmaceuticals Inc. (b) | 696 | 9,800 |
| Schering-Plough Corp. | 1,290 | 39,371 |
| Sciele Pharma Inc. (b) (f) | 325 | 8,268 |
| Sepracor Inc. (b) | 954 | 26,273 |
| Sirona Dental Systems Inc. (b) (f) | 203 | 6,829 |
| Smith & Nephew Plc | 783 | 10,574 |
| Sonic Healthcare Ltd. (f) | 665 | 10,725 |
| SonoSite Inc. (b) (f) | 192 | 6,756 |
| Sonova Holding AG | 72 | 8,080 |
| Spectranetics Corp. (b) | 534 | 8,544 |
| St. Jude Medical Inc. (b) | 308 | 12,545 |
| Stereotaxis Inc. (b) | 488 | 7,515 |
| STERIS Corp. | 1,038 | 30,144 |
| Stryker Corp. | 195 | 13,845 |
| Sun Healthcare Group Inc. (b) (f) | 444 | 7,171 |
| Sunrise Senior Living Inc. (b) (f) | 343 | 12,691 |
| SurModics Inc. (b) (f) | 133 | 7,546 |
| Suzuken Co. Ltd. | 200 | 6,457 |
| Symmetry Medical Inc. (b) | 424 | 7,272 |
| Synthes Inc. | 57 | 7,115 |
| Takeda Pharmaceutical Co. Ltd. | 700 | 43,725 |
| Techne Corp. (b) | 346 | 22,573 |
| Terumo Corp. | 200 | 9,789 |
| Thermo Fisher Scientific Inc. (b) | 248 | 14,585 |
| Thoratec Corp. (b) (f) | 444 | 8,867 |
| Trizetto Group (b) | 425 | 6,945 |
| UCB SA | 114 | 6,691 |
| United Therapeutics Corp. (b) | 172 | 11,772 |
| UnitedHealth Group Inc. | 1,078 | 52,984 |
| Universal Health Services Inc. | 488 | 23,790 |
| Valeant Pharmaceutical International (b) | 1,462 | 21,272 |
| Vanda Pharmaceuticals Inc. (b) | 498 | 7,470 |
| Varian Inc. (b) | 500 | 36,945 |
| Varian Medical Systems Inc. (b) | 228 | 11,120 |
| VCA Antech Inc. (b) | 760 | 34,998 |
| Ventana Medical Systems Inc. (b) (f) | 481 | 42,328 |
| Vertex Pharmaceuticals Inc. (b) (f) | 1,315 | 42,527 |
| ViroPharma Inc. (b) (f) | 533 | 4,588 |
| Vital Images Inc. (b) (f) | 224 | 3,930 |
| Vital Signs Inc. | 121 | 6,401 |
| Volcano Corp. (b) | 334 | 5,708 |
| WellCare Health Plans Inc. (b) (f) | 406 | 9,821 |
| WellPoint Inc. (b) | 490 | 38,823 |
| West Pharmaceutical Services Inc. | 185 | 7,648 |
| William Demant Holding AS (b) | 96 | 8,797 |
| Wright Medical Group Inc. (b) | 335 | 8,878 |
| Wyeth | 1,141 | 55,487 |
| XenoPort Inc. (b) | 168 | 8,245 |
| XOMA Ltd. (b) | 2,201 | 8,078 |
| Zimmer Holdings Inc. (b) | 168 | 11,674 |
| Zoll Medical Corp. (b) | 268 | 6,555 |
| ZymoGenetics Inc. (b) | 501 | 6,738 |
| | | 4,965,516 |
INDUSTRIALS - 9.8% | | |
| 3M Corp. | 577 | 49,830 |
| A P Moller - Maersk A/S | 1 | 13,799 |
| AAR Corp. (b) | 267 | 8,557 |
| ABB Ltd. | 1,593 | 47,911 |
| ABM Industries Inc. | 475 | 11,172 |
| ABX Air Inc. (b) (f) | 1,126 | 7,116 |
| Acciona SA | 42 | 12,959 |
| ACCO Brands Corp. (b) | 346 | 7,418 |
| ACS Actividades de Construccion y Servicios SA | 138 | 8,538 |
| Actuant Corp. - Class A | 237 | 16,348 |
| Acuity Brands Inc. | 277 | 13,241 |
| Adecco SA | 114 | 6,854 |
| Administaff Inc. | 182 | 7,258 |
| Advisory Board Co. (b) | 164 | 10,530 |
| AECOM Technology Corp. (b) | 292 | 9,861 |
| AGCO Corp. (b) | 793 | 47,326 |
| AirTran Holdings Inc. (b) | 1,497 | 15,584 |
| Aker Kvaerner ASA | 310 | 10,802 |
| Alaska Air Group Inc. (b) (f) | 673 | 17,094 |
| Albany International Corp. | 220 | 8,250 |
| Alexander & Baldwin Inc. | 513 | 26,871 |
| Alfa Laval AB | 173 | 13,699 |
| Alliant Techsystems Inc. (b) (f) | 317 | 34,994 |
| Alstom RGPT | 86 | 20,293 |
| AMERCO Inc. (b) (f) | 90 | 5,808 |
| American Commercial Lines Inc. (b) (f) | 432 | 6,441 |
| American Reprographics Co. (b) (f) | 234 | 4,746 |
| American Science & Engineering Inc. | 131 | 7,918 |
| American Standard Cos. Inc. | 208 | 7,752 |
| American Superconductor Corp. (b) (f) | 312 | 8,471 |
| Ameron International Corp. | 102 | 11,003 |
| Ametek Inc. | 984 | 46,248 |
| AO Smith Corp. | 208 | 7,777 |
| Apogee Enterprises Inc. | 242 | 5,694 |
| Applied Industrial Technology Inc. | 309 | 10,954 |
| Arkansas Best Corp. | 217 | 5,957 |
| Asahi Glass Co. Ltd. | 1,000 | 13,772 |
| Asciano Group (b) | 597 | 4,683 |
| Astec Industries Inc. (b) | 222 | 10,061 |
| ASV Inc. (b) (f) | 479 | 5,576 |
| Atlantia SpA (f) | 247 | 9,703 |
| Atlas Air Worldwide Holdings Inc. (b) | 175 | 10,253 |
| Atlas Copco AB - Class A | 544 | 9,099 |
| Avery Dennison Corp. | 115 | 6,659 |
| Avis Budget Group Inc. (b) | 923 | 19,263 |
| Badger Meter Inc. (f) | 237 | 9,113 |
| BAE Systems Plc | 2,503 | 25,918 |
| Baldor Electric Co. | 407 | 16,410 |
| Barnes Group Inc. | 405 | 14,876 |
| BE Aerospace Inc. (b) | 83 | 4,125 |
| Belden Inc. | 339 | 19,754 |
| Blount International Inc. (b) (f) | 580 | 7,093 |
| Boeing Co. | 667 | 65,760 |
| Bowne & Co. Inc. | 476 | 8,273 |
| Brady Corp. - Class A | 349 | 12,878 |
| Brambles Ltd. | 1,322 | 17,597 |
| Briggs & Stratton Corp. (f) | 398 | 8,959 |
| Brink’s Co. | 432 | 27,065 |
| British Airways Plc (b) | 756 | 6,999 |
| Bucyrus International Inc. - Class A | 234 | 19,305 |
| Bunzl Plc | 634 | 9,538 |
| Burlington Northern Santa Fe Corp. | 288 | 25,099 |
| Capita Group Plc | 635 | 9,883 |
| Carlisle Cos. Inc. | 572 | 22,565 |
| Cascade Corp. | 147 | 9,258 |
| Caterpillar Inc. | 535 | 39,916 |
| Cathay Pacific Airways Ltd. | 4,000 | 11,932 |
| CBIZ Inc. (b) | 875 | 7,875 |
| Central Japan Railway Co. | 1 | 10,345 |
| Cenveo Inc. (b) (f) | 374 | 8,445 |
| Ceradyne Inc. (b) | 196 | 13,408 |
| CH Robinson Worldwide Inc. | 165 | 8,237 |
| Charter Plc (b) | 440 | 9,917 |
| ChoicePoint Inc. (b) | 783 | 30,788 |
| Cie de Saint-Gobain | 264 | 28,295 |
| Clarcor Inc. | 533 | 19,433 |
| Clean Harbors Inc. (b) | 161 | 7,926 |
| Cobham Plc | 2,058 | 9,008 |
| Columbus Mckinnon Corp. (b) | 204 | 6,769 |
| Comfort Systems USA Inc. | 617 | 9,021 |
| Commercial Vehicle Group Inc. (b) | 371 | 5,057 |
| COMSYS IT Partners Inc. (b) | 386 | 6,863 |
| Consolidated Graphics Inc. (b) | 132 | 8,445 |
| Con-Way Inc. | 466 | 19,856 |
| Cooper Industries Ltd. - Class A | 159 | 8,330 |
| Copart Inc. (b) | 635 | 24,371 |
| Corporate Executive Board Co. | 365 | 26,006 |
| CoStar Group Inc. (b) (f) | 146 | 8,395 |
| CRA International Inc. (b) | 149 | 7,715 |
| Crane Co. | 522 | 24,764 |
| CSX Corp. | 332 | 14,864 |
| Cubic Corp. | 209 | 9,405 |
| Cummins Inc. | 90 | 10,796 |
| Curtiss-Wright Corp. | 326 | 18,351 |
| Dai Nippon Printing Co. Ltd. | 1,000 | 14,517 |
| Daikin Industries Ltd. | 300 | 15,110 |
| Danaher Corp. | 195 | 16,706 |
| Davis Service Group Plc | 791 | 8,956 |
| Deere & Co. | 184 | 28,502 |
| Deluxe Corp. | 929 | 37,476 |
| Deutsche Post AG | 638 | 19,324 |
| Dollar Thrifty Automotive Group Inc. (b) (f) | 196 | 6,762 |
| Donaldson Co. Inc. | 733 | 31,416 |
| Dover Corp. | 177 | 8,142 |
| DRS Technologies Inc. | 378 | 21,712 |
| DSV A/S | 430 | 11,366 |
| Dun & Bradstreet Corp. | 574 | 55,592 |
| Dynamic Materials Corp. | 88 | 4,841 |
| DynCorp International Inc. (b) | 320 | 7,245 |
| Eagle Bulk Shipping Inc. | 303 | 10,329 |
| East Japan Railway Co. | 3 | 24,712 |
| Eaton Corp. | 169 | 15,646 |
| EDO Corp. (f) | 205 | 11,890 |
| EMCOR Group Inc. (b) | 540 | 18,592 |
| Emerson Electric Co. | 913 | 47,723 |
| Encore Wire Corp. | 354 | 7,434 |
| Energy Conversion Devices Inc. (b) (f) | 502 | 13,700 |
| EnerSys (b) | 488 | 8,843 |
| Ennis Inc. | 319 | 6,520 |
| EnPro Industries Inc. (b) | 235 | 9,637 |
| Equifax Inc. | 96 | 3,696 |
| ESCO Technologies Inc. (b) (f) | 240 | 9,934 |
| Esterline Technologies Corp. (b) | 226 | 12,380 |
| European Aeronautic Defence & Space Co. NV | 298 | 10,118 |
| Evergreen Solar Inc. (b) (f) | 1,030 | 11,907 |
| Expeditors International Washington Inc. | 273 | 13,827 |
| Experian Group Ltd. | 874 | 9,168 |
| Exponent Inc. (b) | 270 | 8,157 |
| Fanuc Ltd. | 200 | 21,924 |
| Fastenal Co. | 1,115 | 49,595 |
| Federal Signal Corp. | 637 | 8,529 |
| FedEx Corp. | 238 | 24,595 |
| Finmeccanica SpA | 258 | 7,658 |
| First Solar Inc. (b) (f) | 39 | 6,194 |
| Flowserve Corp. | 517 | 40,822 |
| Fluor Corp. | 96 | 15,168 |
| Fomento de Construcciones y Contratas SA | 77 | 6,703 |
| Force Protection Inc. (b) (f) | 597 | 10,686 |
| Forward Air Corp. | 260 | 8,484 |
| Franklin Electric Co. Inc. | 254 | 11,067 |
| FreightCar America Inc. (f) | 138 | 5,962 |
| FTI Consulting Inc. (b) | 309 | 16,779 |
| Fuel Tech Inc. (b) (f) | 196 | 5,796 |
| FuelCell Energy Inc. (b) | 839 | 8,440 |
| G&K Services Inc. - Class A | 201 | 8,149 |
| Gamesa Corp. Tecnologica SA | 284 | 14,398 |
| GATX Corp. | 444 | 18,191 |
| Genco Shipping & Trading Ltd. | 154 | 11,071 |
| GenCorp Inc. (b) (f) | 504 | 5,937 |
| General Cable Corp. (b) (f) | 56 | 4,030 |
| General Dynamics Corp. | 306 | 27,834 |
| General Electric Co. | 8,427 | 346,855 |
| Genesee & Wyoming Inc. - Class A (b) | 299 | 8,767 |
| Genlyte Group Inc. (b) | 192 | 12,499 |
| Geo Group Inc. (b) (f) | 416 | 13,158 |
| GeoEye Inc. (b) | 302 | 9,456 |
| Global Cash Access Inc. (b) | 421 | 4,206 |
| Goodman Global Inc. (b) | 273 | 6,729 |
| Goodrich Corp. | 171 | 11,912 |
| Gorman-Rupp Co. (f) | 236 | 9,138 |
| Graco Inc. | 679 | 26,725 |
| GrafTech International Ltd. (b) | 721 | 13,627 |
| Granite Construction Inc. | 621 | 26,591 |
| Greenbrier Cos. Inc. | 298 | 7,960 |
| Group 4 Securicor Plc | 2,120 | 9,334 |
| Grupo Ferrovial SA (f) | 80 | 6,959 |
| Harsco Corp. | 822 | 49,830 |
| Hays Plc | 2,503 | 7,143 |
| Healthcare Services Group | 404 | 8,872 |
| Heartland Express Inc. (f) | 528 | 7,360 |
| Heico Corp. (f) | 201 | 10,942 |
| Heidrick & Struggles International Inc. (b) | 154 | 6,656 |
| Herman Miller Inc. | 1,071 | 29,153 |
| Hexcel Corp. (b) (f) | 674 | 16,870 |
| HNI Corp. (f) | 494 | 21,420 |
| Honeywell International Inc. | 641 | 38,723 |
| Horizon Lines Inc. - Class A (f) | 244 | 7,676 |
| HUB Group Inc. - Class A (b) | 291 | 7,383 |
| Hubbell Inc. - Class B | 541 | 29,755 |
| Hudson Highland Group Inc. (b) | 468 | 5,373 |
| Huron Consulting Group Inc. (b) | 150 | 10,482 |
| Hutchison Whampoa Ltd. | 2,000 | 25,137 |
| IDEX Corp. | 648 | 22,952 |
| IHS Inc. (b) | 198 | 12,484 |
| II-VI Inc. (b) | 250 | 8,685 |
| IKON Office Solutions Inc. | 769 | 10,151 |
| Illinois Tool Works Inc. | 419 | 23,992 |
| IMI Plc | 802 | 9,364 |
| Ingersoll-Rand Co. Ltd. - Class A | 255 | 12,839 |
| Insituform Technologies Inc. - Class A (b) (f) | 311 | 4,372 |
| Insteel Industries Inc. | 438 | 5,081 |
| InterLine Brands Inc. (b) | 347 | 8,290 |
| Intertek Group Plc | 478 | 10,227 |
| Invensys Plc (b) | 1,448 | 9,845 |
| ITOCHU Corp. | 1,000 | 12,637 |
| ITT Corp. | 253 | 16,931 |
| Jacobs Engineering Group Inc. (b) | 162 | 14,118 |
| JB Hunt Transport Services Inc. | 955 | 26,473 |
| JetBlue Airways Corp. (b) (f) | 2,820 | 25,747 |
| Joy Global Inc. | 1,049 | 60,905 |
| Kadant Inc. (b) | 252 | 8,182 |
| Kajima Corp. (f) | 2,000 | 7,083 |
| Kaman Corp. - Class A | 348 | 13,123 |
| Kawasaki Kisen Kaisha Ltd. | 1,000 | 13,880 |
| Kaydon Corp. | 276 | 14,846 |
| KBR Inc. (b) | 1,579 | 67,708 |
| Keisei Electric Railway Co. Ltd. | 1,000 | 5,510 |
| Kelly Services Inc. - Class A | 455 | 9,569 |
| Kenexa Corp. (b) | 235 | 6,890 |
| Kennametal Inc. | 418 | 38,126 |
| Keppel Corp. Ltd. | 1,000 | 10,279 |
| Kforce Inc. (b) | 420 | 5,057 |
| Kingspan Group Plc | 295 | 6,944 |
| Kintetsu Corp. (f) | 3,000 | 9,120 |
| Knight Transportation Inc. (f) | 468 | 7,474 |
| Knoll Inc. | 355 | 6,741 |
| Komatsu Ltd. | 1,000 | 33,527 |
| Korn/Ferry International (b) (f) | 675 | 12,933 |
| Kubota Corp. | 1,000 | 8,395 |
| Kuehne & Nagel International AG | 107 | 11,472 |
| L-3 Communications Holdings Inc. | 113 | 12,389 |
| Labor Ready Inc. (b) (f) | 432 | 7,595 |
| Ladish Co. Inc. (b) | 210 | 9,637 |
| Layne Christensen Co. (b) | 169 | 9,623 |
| LB Foster Co. (b) | 177 | 7,620 |
| Lincoln Electric Holdings Inc. | 401 | 28,972 |
| Lindsay Corp. | 239 | 11,759 |
| Lockheed Martin Corp. | 258 | 28,390 |
| M&F Worldwide Corp. (b) (f) | 88 | 4,616 |
| Macquarie Infrastructure Group | 3,650 | 10,835 |
| MAN AG | 103 | 18,381 |
| Manpower Inc. | 857 | 64,052 |
| Marubeni Corp. | 2,000 | 17,173 |
| Masco Corp. | 435 | 10,475 |
| McGrath RentCorp | 183 | 6,273 |
| Meitec Corp. (f) | 300 | 8,841 |
| Metso Oyj | 155 | 9,421 |
| Middleby Corp. (b) | 150 | 9,776 |
| Mine Safety Appliances Co. (f) | 510 | 23,353 |
| Mitsubishi Corp. | 1,200 | 37,362 |
| Mitsubishi Electric Corp. | 2,000 | 24,384 |
| Mitsubishi Heavy Industries Ltd. | 4,000 | 23,295 |
| Mitsubishi Logistics Corp. | 1,000 | 14,456 |
| Mitsui & Co. Ltd. | 1,000 | 25,938 |
| Mitsui OSK Lines Ltd. | 1,000 | 16,528 |
| Mobile Mini Inc. (b) | 290 | 5,200 |
| Mondi Plc | 271 | 2,512 |
| Monster Worldwide Inc. (b) | 167 | 6,777 |
| Moog Inc. - Class A (b) | 280 | 12,922 |
| MSC Industrial Direct Co. - Class A | 487 | 23,722 |
| MTR Corp. | 6,000 | 20,801 |
| Mueller Industries Inc. | 300 | 10,788 |
| Mueller Water Products Inc. | 1,011 | 11,879 |
| NACCO Industries Inc. - Class A | 46 | 4,764 |
| National Express Group Plc | 353 | 9,674 |
| Navigant Consulting Inc. (b) (f) | 810 | 10,676 |
| NCI Building Systems Inc. (b) | 162 | 6,347 |
| Nippon Express Co. Ltd. | 1,000 | 5,029 |
| Nippon Yusen KK | 1,000 | 10,324 |
| Nordic American Tanker Shipping Ltd. (f) | 196 | 7,583 |
| Nordson Corp. | 538 | 28,783 |
| Norfolk Southern Corp. | 318 | 16,425 |
| Northrop Grumman Corp. | 277 | 23,163 |
| Obayashi Corp. | 1,000 | 5,039 |
| Okumura Corp. (f) | 2,000 | 10,586 |
| Old Dominion Freight Line Inc. (b) | 324 | 7,319 |
| On Assignment Inc. (b) | 664 | 5,538 |
| Orbital Sciences Corp. (b) | 423 | 10,799 |
| Orkla ASA | 965 | 17,927 |
| Oshkosh Truck Corp. | 690 | 37,398 |
| Paccar Inc. | 321 | 17,835 |
| Pacer International Inc. | 311 | 4,583 |
| Parker Hannifin Corp. | 205 | 16,476 |
| Pentair Inc. | 956 | 33,833 |
| Perini Corp. (b) | 253 | 14,510 |
| PHH Corp. (b) (f) | 412 | 9,212 |
| Pitney Bowes Inc. | 370 | 14,815 |
| Power-One Inc. (b) (f) | 1,071 | 6,073 |
| Precision Castparts Corp. | 133 | 19,925 |
| Quanta Services Inc. (b) (f) | 1,499 | 49,467 |
| Raven Industries Inc. | 186 | 8,037 |
| Raytheon Co. | 337 | 21,437 |
| RBC Bearings Inc. (b) | 272 | 10,932 |
| Regal-Beloit Corp. | 246 | 12,064 |
| Rentokil Initial Plc | 2,544 | 9,098 |
| Republic Airways Holdings Inc. (b) | 265 | 5,642 |
| Republic Services Inc. - Class A | 1,572 | 53,747 |
| Resources Connection Inc. | 366 | 8,334 |
| Robbins & Myers Inc. | 170 | 12,291 |
| Robert Half International Inc. | 187 | 5,627 |
| Rockwell Automation Inc. | 144 | 9,919 |
| Rockwell Collins Inc. | 143 | 10,698 |
| Rollins Inc. | 569 | 17,281 |
| Rolls-Royce Group Plc (b) | 1,498 | 16,758 |
| Roper Industries Inc. | 895 | 63,375 |
| RR Donnelley & Sons Co. | 224 | 9,025 |
| Rush Enterprises Inc. - Class A (b) | 297 | 5,033 |
| Sacyr Vallehermoso SA (f) | 131 | 6,156 |
| SAIC Inc. (b) | 643 | 12,674 |
| Sandvik AB | 1,286 | 24,295 |
| Sanwa Holdings Corp. | 1,000 | 5,274 |
| Scania AB | 348 | 9,505 |
| Schneider Electric SA (virt-x) (f) | 239 | 32,906 |
| School Specialty Inc. (b) (f) | 208 | 7,020 |
| Secom Co. Ltd. | 200 | 10,290 |
| Sequa Corp. - Class A (b) | 105 | 18,251 |
| SGS SA | 7 | 9,173 |
| Shimizu Corp. (f) | 2,000 | 10,468 |
| Siemens AG | 676 | 91,772 |
| Simpson Manufacturing Co. Inc. (f) | 359 | 10,766 |
| Singapore Airlines Ltd. | 940 | 12,832 |
| Skanska AB | 328 | 6,480 |
| SKF AB - Class B | 722 | 14,009 |
| SkyWest Inc. | 514 | 14,027 |
| SMC Corp. | 100 | 13,395 |
| Smiths Group Plc | 538 | 12,619 |
| Societe BIC SA | 112 | 8,704 |
| Sojitz Corp. | 1,500 | 6,886 |
| Southwest Airlines Co. (f) | 782 | 11,112 |
| Spherion Corp. (b) | 746 | 6,505 |
| SPX Corp. | 517 | 52,372 |
| Standard Parking Corp. (b) | 203 | 8,709 |
| Standex International Corp. | 400 | 8,576 |
| Stericycle Inc. (b) | 820 | 47,831 |
| Sulzer AG | 7 | 11,228 |
| Sumitomo Corp. | 1,000 | 17,424 |
| Sumitomo Electric Industries Ltd. | 1,100 | 17,809 |
| Sumitomo Heavy Industries Ltd. | 1,000 | 13,211 |
| Taisei Corp. | 3,000 | 9,026 |
| Taser International Inc. (b) (f) | 451 | 7,509 |
| Team Inc. (b) | 264 | 8,498 |
| Teledyne Technologies Inc. (b) | 260 | 13,601 |
| Teleflex Inc. | 387 | 28,332 |
| TeleTech Holdings Inc. (b) | 327 | 8,152 |
| Tennant Co. | 343 | 16,176 |
| Terex Corp. (b) | 121 | 8,981 |
| Tetra Tech Inc. (b) | 433 | 10,111 |
| Textron Inc. | 216 | 14,949 |
| Thomas & Betts Corp. (b) | 515 | 28,845 |
| Timken Co. | 887 | 29,502 |
| Titan International Inc. (f) | 175 | 5,296 |
| TNT NV | 362 | 14,808 |
| Toll Holdings Ltd. (f) | 597 | 7,461 |
| Tomkins Plc | 1,622 | 7,479 |
| Toppan Printing Co. Ltd. | 1,000 | 9,756 |
| Transurban Group | 1,299 | 8,842 |
| Travis Perkins Plc | 201 | 6,081 |
| Tredegar Corp. | 345 | 6,010 |
| Trinity Industries Inc. | 717 | 25,912 |
| Triumph Group Inc. | 149 | 11,863 |
| Tyco Electronics Ltd. | 379 | 13,519 |
| Tyco International Ltd. | 379 | 15,603 |
| UAP Holding Corp. | 359 | 11,427 |
| Union Pacific Corp. | 216 | 27,657 |
| United Industrial Corp. (f) | 154 | 12,446 |
| United Parcel Service Inc. - Class B | 841 | 63,159 |
| United Rentals Inc. (b) | 575 | 19,659 |
| United Stationers Inc. (b) | 230 | 13,319 |
| United Technologies Corp. | 773 | 59,204 |
| Universal Forest Products Inc. | 277 | 9,919 |
| Vallourec | 30 | 8,694 |
| Valmont Industries Inc. | 141 | 13,497 |
| Vedior NV | 221 | 5,012 |
| Vestas Wind Systems A/S (b) | 185 | 16,503 |
| Viad Corp. | 192 | 6,804 |
| Vinci SA (f) | 266 | 21,816 |
| Wabtec Corp. | 390 | 14,637 |
| Walter Industries Inc. | 300 | 9,192 |
| Washington Group International Inc. (b) | 191 | 18,594 |
| Waste Connections Inc. (b) | 514 | 17,378 |
| Waste Management Inc. | 445 | 16,194 |
| Watsco Inc. | 218 | 9,078 |
| Watson Wyatt Worldwide Inc. | 295 | 14,063 |
| Watts Water Technologies Inc. (f) | 250 | 7,108 |
| Werner Enterprises Inc. | 918 | 17,460 |
| Wesfarmers Ltd. (f) | 616 | 25,348 |
| Wolseley Plc | 601 | 10,416 |
| Woodward Governor Co. | 264 | 17,688 |
| WW Grainger Inc. | 112 | 10,071 |
| Yamato Transport Co. Ltd. | 1,000 | 14,750 |
| YRC Worldwide Inc. (b) (f) | 530 | 13,027 |
| Zodiac SA (f) | 116 | 8,032 |
| | | 6,247,568 |
INFORMATION TECHNOLOGY - 10.1% | | |
| 3Com Corp. (b) | 6,313 | 30,807 |
| Acacia Research Corp. (b) | 583 | 9,625 |
| ACI Worldwide Inc. (b) (f) | 609 | 13,928 |
| Actel Corp. (b) | 430 | 4,897 |
| Activision Inc. (b) | 2,564 | 60,639 |
| Actuate Corp. (b) | 1,062 | 9,335 |
| Acxiom Corp. | 628 | 8,252 |
| Adaptec Inc. (b) | 1,674 | 5,909 |
| ADC Telecommunications Inc. (b) | 1,245 | 23,282 |
| Adobe Systems Inc. (b) | 445 | 21,316 |
| ADTRAN Inc. | 1,060 | 25,514 |
| Advanced Analogic Technologies Inc. (b) | 705 | 8,516 |
| Advanced Energy Industries Inc. (b) | 413 | 6,608 |
| Advanced Micro Devices Inc. (b) (f) | 1,039 | 13,590 |
| Advantest Corp. | 200 | 5,802 |
| Advent Software Inc. (b) (f) | 333 | 18,425 |
| Affiliated Computer Services Inc. - Class A (b) | 119 | 6,029 |
| Agilent Technologies Inc. (b) | 330 | 12,161 |
| Agilysis Inc. | 466 | 8,062 |
| Alcatel-Lucent (f) | 1,777 | 17,246 |
| Alliance Data Systems Corp. (b) | 763 | 61,345 |
| Altera Corp. | 396 | 7,770 |
| AMIS Holdings Inc. (b) | 738 | 5,660 |
| Amkor Technology Inc. (b) (f) | 835 | 9,461 |
| Amphenol Corp. - Class A | 1,747 | 77,340 |
| Anadigics Inc. (b) (f) | 744 | 10,974 |
| Analog Devices Inc. | 330 | 11,042 |
| Anaren Inc. (b) | 439 | 6,879 |
| Andrew Corp. (b) | 2,572 | 37,706 |
| Anixter International Inc. (b) | 238 | 17,100 |
| Ansoft Corp. (b) | 244 | 7,340 |
| Ansys Inc. (b) | 512 | 19,871 |
| Apple Inc. (b) | 705 | 133,915 |
| Applied Materials Inc. | 1,109 | 21,537 |
| Applied Micro Circuits Corp. (b) (f) | 2,191 | 7,055 |
| Ariba Inc. (b) (f) | 1,008 | 13,044 |
| Arris Group Inc. (b) (f) | 763 | 8,775 |
| Arrow Electronics Inc. (b) | 1,112 | 44,458 |
| Art Technology Group Inc. (b) | 2,044 | 9,423 |
| ASML Holding NV (b) | 390 | 13,581 |
| Aspen Technology Inc. (b) (f) | 708 | 12,348 |
| Atheros Communications Inc. (b) | 366 | 12,847 |
| Atmel Corp. (b) (f) | 5,233 | 25,589 |
| ATMI Inc. (b) | 277 | 8,903 |
| Authorize.Net Holdings Inc. (b) | 370 | 8,647 |
| Autodesk Inc. (b) | 195 | 9,536 |
| Automatic Data Processing Inc. | 466 | 23,095 |
| Avid Technology Inc. (b) (f) | 323 | 9,493 |
| Avnet Inc. (b) | 1,510 | 62,997 |
| Avocent Corp. (b) (f) | 813 | 21,975 |
| Axcelis Technologies Inc. (b) | 1,338 | 6,275 |
| Bankrate Inc. (b) (f) | 206 | 9,466 |
| BearingPoint Inc. (b) (f) | 1,390 | 6,658 |
| Benchmark Electronics Inc. (b) | 471 | 9,660 |
| Black Box Corp. | 186 | 7,436 |
| Blackbaud Inc. | 314 | 8,462 |
| Blackboard Inc. (b) | 260 | 12,974 |
| Blue Coat Systems Inc. (b) (f) | 276 | 11,203 |
| BMC Software Inc. (b) | 229 | 7,749 |
| Borland Software Corp. (b) (f) | 1,434 | 6,281 |
| Brightpoint Inc. (b) | 580 | 9,396 |
| Broadcom Corp. - Class A (b) | 624 | 20,311 |
| Brocade Communications Systems Inc. (b) | 688 | 6,543 |
| Brooks Automation Inc. (b) | 555 | 7,204 |
| Business Objects SA (b) | 199 | 11,957 |
| CA Inc. | 384 | 10,157 |
| Cabot Microelectronics Corp. (b) | 230 | 9,126 |
| CACI International Inc. - Class A (b) (f) | 233 | 12,547 |
| Cadence Design Systems Inc. (b) | 2,503 | 49,059 |
| Canon Inc. | 800 | 40,480 |
| Cap Gemini SA (f) | 124 | 7,903 |
| C-COR Inc. (b) | 700 | 8,582 |
| Ceridian Corp. (b) | 1,299 | 46,686 |
| CheckFree Corp. (b) | 787 | 37,406 |
| Checkpoint Systems Inc. (b) | 327 | 9,892 |
| Chordiant Software Inc. (b) | 443 | 6,375 |
| Cirrus Logic Inc. (b) | 1,134 | 6,974 |
| Cisco Systems Inc. (b) | 5,100 | 168,606 |
| Citrix Systems Inc. (b) | 288 | 12,381 |
| CNET Networks Inc. (b) (f) | 1,148 | 9,276 |
| Cogent Inc. (b) | 708 | 10,457 |
| Cognex Corp. | 411 | 7,390 |
| Cognizant Technology Solutions Corp. (b) | 208 | 8,624 |
| Coherent Inc. (b) | 257 | 8,430 |
| Cohu Inc. | 387 | 6,347 |
| CommScope Inc. (b) | 694 | 32,736 |
| CommVault Systems Inc. (b) | 380 | 7,729 |
| Computer Sciences Corp. (b) | 151 | 8,817 |
| Comtech Group Inc. (b) | 429 | 9,228 |
| Comtech Telecommunications Corp. (b) (f) | 205 | 11,121 |
| Concur Technologies Inc. (b) | 274 | 9,875 |
| Corning Inc. | 1,190 | 28,881 |
| Credence Systems Corp. (b) (f) | 1,500 | 4,575 |
| Cree Inc. (b) (f) | 698 | 19,544 |
| CSG Systems International Inc. (b) | 770 | 15,808 |
| CTS Corp. | 497 | 6,138 |
| Cymer Inc. (b) | 268 | 11,390 |
| Cypress Semiconductor Corp. (b) | 1,698 | 62,062 |
| Daktronics Inc. (f) | 261 | 7,783 |
| Dassault Systemes SA | 147 | 9,201 |
| DealerTrack Holdings Inc. (b) (f) | 243 | 11,929 |
| Dell Inc. (b) | 1,900 | 58,140 |
| Diebold Inc. | 596 | 24,937 |
| Digital River Inc. (b) (f) | 746 | 39,583 |
| Diodes Inc. (b) (f) | 330 | 10,910 |
| DSP Group Inc. (b) | 528 | 8,337 |
| DST Systems Inc. (b) (f) | 529 | 44,812 |
| DTS Inc. (b) | 165 | 4,690 |
| Dycom Industries Inc. (b) | 784 | 22,148 |
| Earthlink Inc. (b) | 1,099 | 8,693 |
| eBay Inc. (b) | 920 | 33,212 |
| Electro Scientific Industries Inc. (b) (f) | 387 | 8,444 |
| Electronic Arts Inc. (b) | 252 | 15,402 |
| Electronic Data Systems Corp. | 424 | 9,154 |
| Electronics for Imaging Inc. (b) | 453 | 10,328 |
| Elpida Memory Inc. (b) (f) | 100 | 3,450 |
| EMC Corp. (b) | 1,701 | 43,188 |
| Emulex Corp. (b) | 613 | 13,278 |
| Entegris Inc. (b) | 1,035 | 9,450 |
| Epicor Software Corp. (b) (f) | 577 | 6,739 |
| EPIQ Systems Inc. (b) | 435 | 8,435 |
| Equinix Inc. (b) (f) | 274 | 31,965 |
| Euronet Worldwide Inc. (b) | 263 | 8,424 |
| Exar Corp. (b) | 600 | 7,296 |
| Extreme Networks (b) | 1,862 | 8,156 |
| F5 Networks Inc. (b) | 872 | 31,418 |
| Fair Isaac Corp. | 557 | 21,121 |
| Fairchild Semiconductor International Inc. (b) | 1,108 | 20,221 |
| FEI Co. (b) (f) | 296 | 8,587 |
| Fidelity National Information Services Inc. | 143 | 6,595 |
| Finisar Corp. (b) (f) | 2,415 | 5,603 |
| Fiserv Inc. (b) | 149 | 8,255 |
| FLIR Systems Inc. (b) | 471 | 32,683 |
| FormFactor Inc. (b) | 325 | 12,711 |
| Foundry Networks Inc. (b) | 1,051 | 22,218 |
| Foxconn International Holdings Ltd. (b) | 2,000 | 5,576 |
| Fujitsu Ltd. | 2,000 | 15,703 |
| Gartner Inc. - Class A (b) | 1,232 | 26,981 |
| Genesis Microchip Inc. (b) | 769 | 5,675 |
| Global Payments Inc. | 634 | 30,153 |
| Google Inc. - Class A (b) | 187 | 132,209 |
| Harmonic Inc. (b) | 1,073 | 13,219 |
| Harris Corp. | 1,321 | 80,000 |
| Heartland Payment Systems Inc. (f) | 237 | 7,110 |
| Hewlett-Packard Co. | 2,115 | 109,303 |
| Hitachi Ltd. | 4,000 | 26,787 |
| Hittite Microwave Corp. (b) | 159 | 7,990 |
| Hoya Corp. | 400 | 14,566 |
| Hutchinson Technology Inc. (b) | 397 | 9,421 |
| Ibiden Co. Ltd. | 100 | 8,477 |
| Imation Corp. | 576 | 12,833 |
| Immersion Corp. (b) | 468 | 7,577 |
| Infineon Technologies AG (b) | 621 | 9,112 |
| Informatica Corp. (b) | 639 | 10,914 |
| InfoSpace Inc. (f) | 380 | 7,345 |
| Ingram Micro Inc. - Class A (b) | 1,246 | 26,465 |
| Insight Enterprises Inc. (b) | 413 | 11,415 |
| Integrated Device Technology Inc. (b) | 1,738 | 23,341 |
| Intel Corp. | 4,848 | 130,411 |
| Intermec Inc. (b) (f) | 378 | 9,609 |
| Internap Network Services Corp. (b) (f) | 393 | 6,547 |
| International Business Machines Corp. | 1,159 | 134,583 |
| International Rectifier Corp. (b) (f) | 637 | 21,263 |
| Internet Capital Group Inc. (b) | 765 | 9,823 |
| Intersil Corp. | 1,254 | 38,046 |
| Interwoven Inc. (b) | 532 | 7,549 |
| Intevac Inc. (b) | 301 | 5,288 |
| Intuit Inc. (b) | 299 | 9,619 |
| ION Geophysical Corp. (b) (f) | 572 | 8,666 |
| Ipass Inc. (b) (f) | 1,327 | 6,370 |
| Itron Inc. (b) (f) | 187 | 20,101 |
| Ixia (b) | 813 | 8,504 |
| j2 Global Communications Inc. (b) | 359 | 12,095 |
| Jabil Circuit Inc. (f) | 318 | 6,910 |
| Jack Henry & Associates Inc. | 1,299 | 37,957 |
| JDA Software Group Inc. (b) | 187 | 4,668 |
| Juniper Networks Inc. (b) | 441 | 15,876 |
| Kemet Corp. (b) (f) | 1,096 | 7,749 |
| KLA-Tencor Corp. | 185 | 9,740 |
| Knot Inc. (b) | 297 | 5,758 |
| Konica Minolta Holdings Inc. | 500 | 8,753 |
| Kulicke & Soffa Industries Inc. (b) (f) | 929 | 7,033 |
| Kyocera Corp. | 200 | 17,000 |
| L-1 Identity Solutions Inc. (b) (f) | 516 | 9,582 |
| Lam Research Corp. (b) | 1,245 | 62,499 |
| Lattice Semiconductor Corp. (b) | 1,532 | 6,404 |
| Lawson Software Inc. (b) | 1,055 | 11,911 |
| Linear Technology Corp. (f) | 328 | 10,831 |
| Littelfuse Inc. (b) | 186 | 5,920 |
| LogicaCMG Plc | 2,230 | 7,546 |
| LoopNet Inc. (b) | 283 | 5,335 |
| Loral Space & Communications Inc. (b) (f) | 139 | 5,613 |
| LSI Logic Corp. (b) | 881 | 5,815 |
| Macrovision Corp. (b) | 807 | 19,368 |
| Magma Design Automation Inc. (b) | 487 | 7,251 |
| Manhattan Associates Inc. (b) | 259 | 7,811 |
| Mantech International Corp. - Class A (b) | 212 | 8,429 |
| Marchex Inc. - Class B (f) | 583 | 6,582 |
| MasTec Inc. (b) | 440 | 6,948 |
| Mattson Technology Inc. (b) | 837 | 7,265 |
| MAXIMUS Inc. (f) | 159 | 7,619 |
| McAfee Inc. (b) | 1,602 | 66,243 |
| MEMC Electronic Materials Inc. (b) | 253 | 18,525 |
| Mentor Graphics Corp. (b) (f) | 1,279 | 20,490 |
| Mercury Computer Systems Inc. (b) (f) | 584 | 9,134 |
| Methode Electronics Inc. | 622 | 7,800 |
| Micrel Inc. | 836 | 7,566 |
| Microchip Technology Inc. | 297 | 9,851 |
| Micron Technology Inc. (b) (f) | 622 | 6,537 |
| Micros Systems Inc. (b) | 296 | 21,259 |
| Microsemi Corp. (b) | 526 | 13,997 |
| Microsoft Corp. | 6,918 | 254,652 |
| MicroStrategy Inc. - Class A (b) | 68 | 6,686 |
| MKS Instruments Inc. (b) | 345 | 6,928 |
| Molex Inc. | 247 | 7,054 |
| MoneyGram International Inc. | 768 | 12,250 |
| Motorola Inc. | 1,865 | 35,043 |
| MPS Group Inc. (b) | 1,652 | 20,171 |
| MSC Software Corp. (b) | 504 | 6,955 |
| MTS Systems Corp. | 129 | 5,739 |
| Murata Manufacturing Co. Ltd. | 200 | 12,171 |
| National Instruments Corp. | 530 | 17,193 |
| National Semiconductor Corp. | 344 | 8,648 |
| NCR Corp. (b) | 1,731 | 47,758 |
| NEC Corp. | 2,000 | 9,945 |
| Net 1 UEPS Technologies Inc. (b) (f) | 369 | 11,815 |
| NetGear Inc. (b) | 297 | 10,496 |
| NetLogic Microsystems Inc. (b) (f) | 211 | 7,005 |
| Network Appliance Inc. (b) (f) | 283 | 8,912 |
| Newport Corp. (b) (f) | 518 | 7,081 |
| Nidec Corp. | 100 | 7,514 |
| Nintendo Co. Ltd. | 100 | 63,508 |
| Nokia Oyj | 3,355 | 132,917 |
| Nomura Research Institute Ltd. | 500 | 17,674 |
| Novatel Wireless Inc. (b) | 437 | 11,362 |
| Nuance Communications Inc. (b) (f) | 879 | 19,435 |
| Nvidia Corp. (b) | 388 | 13,727 |
| Obic Co. Ltd. | 40 | 7,999 |
| Omniture Inc. (b) | 273 | 9,326 |
| Omnivision Technologies Inc. (b) (f) | 571 | 12,648 |
| Omron Corp. | 300 | 7,378 |
| ON Semiconductor Corp. (b) (f) | 1,763 | 17,983 |
| Oracle Corp. (b) | 3,345 | 74,159 |
| Packeteer Inc. (b) (f) | 574 | 4,988 |
| Palm Inc. (b) (f) | 2,007 | 18,103 |
| Parametric Technology Corp. (b) | 1,784 | 34,074 |
| Park Electrochemical Corp. | 366 | 11,463 |
| Paychex Inc. | 303 | 12,659 |
| Perficient Inc. (b) | 475 | 8,954 |
| Perot Systems Corp. (b) | 684 | 9,986 |
| Photronics Inc. (b) | 477 | 5,217 |
| Plantronics Inc. | 800 | 21,880 |
| Plexus Corp. (b) | 337 | 8,695 |
| PLX Technology Inc. (b) (f) | 208 | 2,171 |
| PMC - Sierra Inc. (b) (f) | 1,279 | 11,524 |
| Polycom Inc. (b) | 1,590 | 44,488 |
| Powerwave Technologies Inc. (b) (f) | 2,153 | 11,971 |
| Progress Software Corp. (b) | 324 | 10,598 |
| QUALCOMM Inc. | 1,440 | 61,531 |
| Quality Systems Inc. | 178 | 6,449 |
| Quantum Corp. (b) | 3,362 | 13,448 |
| Quest Software Inc. (b) | 532 | 9,257 |
| Rackable Systems Inc. (b) (f) | 680 | 9,289 |
| Radiant Systems Inc. (b) | 747 | 12,191 |
| Radisys Corp. (b) | 468 | 6,295 |
| RealNetworks Inc. (b) | 753 | 5,466 |
| Renewable Energy Corp. AS (b) | 200 | 10,192 |
| RF Micro Devices Inc. (b) (f) | 3,044 | 18,934 |
| Ricoh Co. Ltd. | 1,000 | 19,766 |
| Rofin-Sinar Technologies Inc. (b) | 129 | 10,142 |
| Rohm Co. Ltd. | 100 | 8,761 |
| Rudolph Technologies Inc. (b) | 490 | 6,385 |
| S1 Corp. (b) | 399 | 3,359 |
| SanDisk Corp. (b) (f) | 181 | 8,036 |
| SAP AG | 702 | 37,970 |
| Sapient Corp. (b) | 1,421 | 9,947 |
| SAVVIS Inc. (b) | 226 | 8,538 |
| ScanSource Inc. (b) (f) | 257 | 9,494 |
| Secure Computing Corp. (b) | 1,189 | 11,771 |
| Semtech Corp. (b) (f) | 1,274 | 21,798 |
| Sigma Designs Inc. (b) | 306 | 17,984 |
| Silicon Laboratories Inc. (b) | 489 | 21,369 |
| Silicon Storage Technology Inc. (b) (f) | 1,730 | 5,743 |
| Sirenza Microdevices Inc. (b) | 561 | 9,279 |
| SiRF Technology Holdings Inc. (b) | 370 | 11,030 |
| Skyworks Solutions Inc. (b) | 1,143 | 10,538 |
| Smart Modular Technologies WWH Inc. (b) | 505 | 4,464 |
| Smith Micro Software Inc. (b) (f) | 443 | 6,827 |
| Sohu.com Inc. (b) (f) | 325 | 19,471 |
| Solera Holdings Inc. (b) | 347 | 7,464 |
| Sonic Solutions Inc. (b) (f) | 479 | 5,747 |
| SonicWALL Inc. (b) | 926 | 9,575 |
| Sonus Networks Inc. (b) (f) | 1,779 | 12,275 |
| Spansion Inc. (b) (f) | 654 | 4,611 |
| SPSS Inc. (b) | 134 | 5,091 |
| SRA International Inc. - Class A (b) | 1,017 | 27,927 |
| Standard Microsystems Corp. (b) | 193 | 7,527 |
| STMicroelectronics NV | 648 | 11,086 |
| Stratasys Inc. (b) | 185 | 4,815 |
| Sun Microsystems Inc. (b) | 2,802 | 15,999 |
| Supertex Inc. (b) | 199 | 7,271 |
| Sybase Inc. (b) | 1,487 | 42,528 |
| Sycamore Networks Inc. (b) (f) | 2,074 | 8,856 |
| SYKES Enterprises Inc. (b) | 361 | 6,372 |
| Symantec Corp. (b) (f) | 720 | 13,522 |
| Synaptics Inc. (b) | 263 | 14,294 |
| Synchronoss Technologies Inc. (b) | 204 | 8,160 |
| Synopsys Inc. (b) | 1,239 | 35,014 |
| Take-Two Interactive Software Inc. (b) (f) | 540 | 10,141 |
| TDK Corp. | 100 | 8,207 |
| Tech Data Corp. (b) | 521 | 20,491 |
| Technitrol Inc. | 326 | 9,588 |
| Tekelec (b) (f) | 526 | 6,943 |
| Telefonaktiebolaget LM Ericsson - Class B | 11,913 | 35,634 |
| Tellabs Inc. (b) | 760 | 6,696 |
| Teradata Corp. | 182 | 5,192 |
| Tessera Technologies Inc. (b) | 331 | 12,641 |
| Texas Instruments Inc. | 1,155 | 37,653 |
| THQ Inc. (b) | 456 | 12,353 |
| TIBCO Software Inc. (b) | 1,535 | 14,091 |
| Tokyo Electron Ltd. | 100 | 5,873 |
| Toshiba Corp. (f) | 2,000 | 16,937 |
| TriQuint Semiconductor Inc. (b) | 1,854 | 11,625 |
| TTM Technologies Inc. (b) | 688 | 8,827 |
| Tyler Technologies Inc. (b) | 555 | 8,947 |
| Ultimate Software Group Inc. (b) | 232 | 8,006 |
| Ultratech Inc. (b) | 625 | 7,244 |
| United Online Inc. | 587 | 10,331 |
| Universal Display Corp. (b) (f) | 520 | 9,750 |
| UTStarcom Inc. (b) (f) | 1,807 | 5,782 |
| ValueClick Inc. (b) (f) | 1,772 | 48,181 |
| Varian Semiconductor Equipment Associates Inc. (b) | 188 | 8,652 |
| VASCO Data Security International (b) (f) | 283 | 7,483 |
| Veeco Instruments Inc. (b) (f) | 416 | 7,517 |
| VeriSign Inc. (b) (f) | 324 | 11,045 |
| ViaSat Inc. (b) | 262 | 7,991 |
| Vignette Corp. (b) | 457 | 7,879 |
| Vishay Intertechnology Inc. (b) | 1,683 | 21,189 |
| VistaPrint Ltd. (b) (f) | 366 | 17,411 |
| Vocus Inc. (b) | 232 | 8,347 |
| Websense Inc. (b) | 361 | 6,642 |
| Western Digital Corp. (b) | 2,259 | 58,553 |
| Western Union Co. | 611 | 13,466 |
| Wind River Systems Inc. (b) | 1,131 | 14,149 |
| Wright Express Corp. (b) | 299 | 11,571 |
| Xerox Corp. (b) | 789 | 13,760 |
| Xilinx Inc. | 328 | 8,003 |
| X-Rite Inc. | 544 | 7,567 |
| Yahoo! Inc. (b) | 972 | 30,229 |
| Yahoo! Japan Corp. (f) | 20 | 8,903 |
| Zebra Technologies Corp. (b) (f) | 702 | 27,441 |
| Zoran Corp. (b) | 535 | 13,643 |
| | | 6,454,878 |
MATERIALS - 4.8% | | |
| A. Schulman Inc. | 351 | 8,287 |
| AbitibiBowater Inc. | 553 | 18,955 |
| AEP Industries Inc. (b) | 146 | 5,818 |
| Air Liquide (f) | 192 | 26,419 |
| Air Products & Chemicals Inc. | 267 | 26,126 |
| Airgas Inc. | 724 | 36,540 |
| AK Steel Holding Corp. (b) | 57 | 2,857 |
| Akzo Nobel NV | 299 | 24,051 |
| Albemarle Corp. | 702 | 33,528 |
| Alcoa Inc. | 786 | 31,118 |
| Allegheny Technologies Inc. | 86 | 8,787 |
| AMCOL International Corp. (f) | 281 | 11,336 |
| Amcor Ltd. | 1,723 | 11,314 |
| Anglo American Plc | 1,093 | 75,317 |
| Apex Silver Mines Ltd. (b) (f) | 426 | 8,733 |
| AptarGroup Inc. | 600 | 26,820 |
| ArcelorMittal | 730 | 58,582 |
| Arch Chemicals Inc. | 234 | 10,675 |
| Asahi Kasei Corp. | 2,000 | 15,311 |
| Ashland Inc. | 113 | 6,635 |
| BASF AG | 450 | 62,251 |
| Bayer AG (f) | 608 | 50,676 |
| BHP Billiton Ltd. | 2,872 | 125,061 |
| BHP Billiton Plc | 2,041 | 77,705 |
| Billerud AB | 439 | 5,287 |
| Boliden AB | 303 | 5,343 |
| Boral Ltd. | 1,575 | 10,009 |
| Brush Engineered Materials Inc. (b) | 231 | 11,157 |
| Buckeye Technologies Inc. (b) | 651 | 11,666 |
| Cabot Corp. | 601 | 21,041 |
| Calgon Carbon Corp. (b) (f) | 358 | 5,334 |
| Carpenter Technology Corp. | 249 | 36,083 |
| Century Aluminum Co. (b) | 175 | 10,183 |
| CF Industries Holdings Inc. | 746 | 65,573 |
| Chemtura Corp. | 2,186 | 20,374 |
| Ciba Specialty Chemicals AG | 167 | 8,297 |
| Cleveland-Cliffs Inc. (f) | 426 | 40,747 |
| Coeur d’Alene Mines Corp. (b) (f) | 2,062 | 8,145 |
| Commercial Metals Co. | 1,056 | 33,137 |
| Compass Minerals International Inc. | 262 | 9,670 |
| CRH Plc | 430 | 16,406 |
| Cytec Industries Inc. | 406 | 27,084 |
| Dow Chemical Co. | 797 | 35,897 |
| Eastman Chemical Co. | 132 | 8,790 |
| EI Du Pont de Nemours & Co. | 781 | 38,667 |
| Ferro Corp. | 527 | 10,919 |
| Florida Rock Industries Inc. | 485 | 30,521 |
| Flotek Industries Inc. (b) (f) | 210 | 10,668 |
| FMC Corp. | 704 | 40,480 |
| Freeport-McMoRan Copper & Gold Inc. | 338 | 39,776 |
| General Moly Inc. | 852 | 8,188 |
| Gibraltar Industries Inc. | 332 | 5,983 |
| Glatfelter | 562 | 9,031 |
| Graphic Packaging Corp. (b) (f) | 1,801 | 8,861 |
| Grief Inc. | 230 | 14,628 |
| Haynes International Inc. (b) | 85 | 7,439 |
| HB Fuller Co. | 455 | 13,391 |
| Headwaters Inc. (b) (f) | 389 | 5,582 |
| Hecla Mining Co. (b) (f) | 1,018 | 9,793 |
| Hercules Inc. | 947 | 17,813 |
| Holcim Ltd. | 178 | 20,283 |
| Holmen AB | 235 | 9,249 |
| Imperial Chemical Industries Plc | 977 | 13,387 |
| Innospec Inc. | 336 | 7,153 |
| International Paper Co. | 505 | 18,665 |
| James Hardie Industries NV | 1,030 | 6,271 |
| JFE Holdings Inc. | 400 | 23,415 |
| Johnson Matthey Plc | 484 | 17,964 |
| Kaiser Aluminum Corp. | 110 | 8,336 |
| Kobe Steel Ltd. (f) | 3,000 | 10,802 |
| Lafarge SA (f) | 127 | 20,650 |
| Linde AG | 124 | 15,688 |
| Louisiana-Pacific Corp. | 1,013 | 16,674 |
| Lubrizol Corp. | 738 | 50,095 |
| Lyondell Chemical Co. | 2,441 | 115,825 |
| Martin Marietta Materials Inc. (f) | 408 | 52,775 |
| Mercer International Inc. (b) (f) | 657 | 6,176 |
| Metal Management Inc. | 206 | 10,829 |
| Minerals Technologies Inc. | 328 | 23,032 |
| Mitsubishi Chemical Holdings Corp. | 1,000 | 8,274 |
| Monsanto Co. | 427 | 41,688 |
| Neenah Paper Inc. | 243 | 8,262 |
| Newcrest Mining Ltd. | 508 | 15,486 |
| NewMarket Corp. (f) | 132 | 7,096 |
| Newmont Mining Corp. (f) | 357 | 18,157 |
| Nippon Steel Corp. | 5,000 | 33,233 |
| Nitto Denko Corp. | 200 | 9,764 |
| Nucor Corp. | 241 | 14,947 |
| Olin Corp. | 1,309 | 29,819 |
| OM Group Inc. (b) | 204 | 10,808 |
| Orica Ltd. | 272 | 7,902 |
| Packaging Corp. of America | 1,062 | 33,814 |
| Pactiv Corp. (b) | 219 | 6,016 |
| PolyOne Corp. (b) (f) | 1,040 | 8,310 |
| PPG Industries Inc. | 224 | 16,742 |
| Praxair Inc. | 399 | 34,107 |
| Quanex Corp. | 330 | 13,593 |
| Rautaruukki Oyj | 196 | 11,215 |
| Reliance Steel & Aluminum Co. | 603 | 35,185 |
| Rexam Plc | 758 | 8,550 |
| Rio Tinto Ltd. (f) | 231 | 23,978 |
| Rio Tinto Plc | 858 | 80,104 |
| Rock-Tenn Co. - Class A | 288 | 8,398 |
| Rockwood Holdings Inc. (b) | 309 | 12,079 |
| Rohm & Haas Co. | 190 | 9,857 |
| Royal Gold Inc. | 217 | 7,669 |
| RPM International Inc. | 1,180 | 25,287 |
| RTI International Metals Inc. (b) | 165 | 12,900 |
| Salzgitter AG | 60 | 11,795 |
| Schnitzer Steel Industries Inc. - Class A | 196 | 12,950 |
| Schweitzer-Mauduit International Inc. | 291 | 8,154 |
| Scotts Miracle-Gro Co. | 515 | 23,633 |
| Sensient Technologies Corp. | 868 | 25,945 |
| Shin-Etsu Chemical Co. Ltd. | 300 | 19,244 |
| Silgan Holdings Inc. | 178 | 9,713 |
| Solvay SA | 55 | 8,358 |
| Sonoco Products Co. | 976 | 30,178 |
| Spartech Corp. | 297 | 4,565 |
| SSAB Svenskt Stal AB - Class B | 400 | 11,776 |
| Steel Dynamics Inc. | 1,014 | 53,965 |
| Stillwater Mining Co. (b) (f) | 625 | 6,956 |
| Stora Enso Oyj - Class R | 586 | 10,746 |
| Sumitomo Chemical Co. Ltd. | 2,000 | 17,780 |
| Sumitomo Metal Industries Ltd. | 4,000 | 19,798 |
| Sumitomo Metal Mining Co. Ltd. | 1,000 | 22,315 |
| Svenska Cellulosa AB | 483 | 8,516 |
| Syngenta AG | 95 | 22,819 |
| Terra Industries Inc. (b) | 1,436 | 52,974 |
| Texas Industries Inc. | 179 | 13,078 |
| ThyssenKrupp AG | 323 | 21,522 |
| Tokuyama Corp. (f) | 1,000 | 13,968 |
| Toray Industries Inc. | 2,000 | 15,439 |
| United States Steel Corp. | 107 | 11,545 |
| UPM-Kymmene Oyj | 485 | 10,854 |
| Valspar Corp. | 1,171 | 29,310 |
| Voestalpine AG | 151 | 13,577 |
| Vulcan Materials Co. (f) | 91 | 7,781 |
| Wausau Paper Corp. | 737 | 7,377 |
| Weyerhaeuser Co. | 173 | 13,132 |
| Worthington Industries Inc. (f) | 1,299 | 32,475 |
| WR Grace & Co. (b) (f) | 479 | 14,178 |
| Xstrata Plc | 461 | 33,042 |
| Zinifex Ltd. | 527 | 8,340 |
| Zoltek Cos. Inc. (b) (f) | 158 | 6,992 |
| | | 3,060,164 |
TELECOMMUNICATION SERVICES - 2.3% | | |
| Alaska Communications Systems Group Inc. | 514 | 8,363 |
| Alltel Corp. | 317 | 22,555 |
| AT&T Inc. | 5,067 | 211,750 |
| Belgacom SA (f) | 225 | 10,752 |
| Bouygues (f) | 181 | 17,372 |
| BT Group Plc | 6,143 | 41,641 |
| Cbeyond Inc. (b) | 150 | 5,868 |
| Cincinnati Bell Inc. (b) | 3,949 | 21,404 |
| Citizens Communications Co. (f) | 142 | 1,870 |
| Cogent Communications Group Inc. (b) (f) | 300 | 8,304 |
| Consolidated Communications Holdings Inc. | 373 | 7,426 |
| Deutsche Telekom AG | 2,199 | 45,073 |
| Dobson Communications Corp. (b) (f) | 1,063 | 13,755 |
| Elisa Oyj | 249 | 7,383 |
| Embarq Corp. | 148 | 7,832 |
| FairPoint Communications Inc. | 401 | 7,414 |
| France Telecom SA | 1,521 | 56,094 |
| General Communication Inc. - Class A (b) | 496 | 5,819 |
| Global Crossing Ltd. (b) | 354 | 7,466 |
| Golden Telecom Inc. (f) | 167 | 17,276 |
| Harris Stratex Networks Inc. - Class A (b) | 403 | 7,705 |
| Hellenic Telecommunications Organization SA | 487 | 17,819 |
| InterDigital Inc. (b) | 360 | 7,736 |
| Iowa Telecommunications Services Inc. | 396 | 7,809 |
| iPCS Inc. (f) | 140 | 5,005 |
| KDDI Corp. | 2 | 15,105 |
| NeuStar Inc. - Class A (b) (f) | 647 | 22,127 |
| Nippon Telegraph & Telephone Corp. | 4 | 18,307 |
| NTELOS Holdings Corp. | 249 | 7,517 |
| NTT DoCoMo Inc. | 14 | 20,369 |
| PAETEC Holding Corp. (b) | 603 | 8,110 |
| Portugal Telecom SGPS SA (f) | 674 | 9,031 |
| Premiere Global Services Inc. (b) | 826 | 13,612 |
| Qwest Communications International Inc. (b) (f) | 2,136 | 15,336 |
| Royal KPN NV | 1,476 | 27,837 |
| Rural Cellular Corp. - Class A (b) | 161 | 7,144 |
| Shenandoah Telecom Co. | 375 | 8,963 |
| Singapore Telecommunications Ltd. | 6,000 | 17,062 |
| SoftBank Corp. | 600 | 14,013 |
| Sprint Nextel Corp. | 2,242 | 38,338 |
| SureWest Communications (f) | 283 | 7,494 |
| Swisscom AG | 20 | 7,394 |
| Telecom Italia SpA | 9,186 | 28,841 |
| Telecom Italia SpA - RNC | 5,962 | 15,407 |
| Telefonica SA | 3,720 | 122,806 |
| Telekom Austria AG | 505 | 14,484 |
| Telenor ASA (b) | 520 | 12,208 |
| Telephone & Data Systems Inc. | 1,008 | 70,358 |
| TeliaSonera AB | 1,662 | 16,353 |
| Telstra Corp. Ltd. | 2,450 | 10,723 |
| Time Warner Telecom Inc. - Class A (b) (f) | 1,000 | 23,240 |
| USA Mobility Inc. (b) | 349 | 5,459 |
| Verizon Communications Inc. | 2,380 | 109,647 |
| Vodafone Group Plc | 44,226 | 173,803 |
| Windstream Corp. (f) | 549 | 7,384 |
| | | 1,439,963 |
UTILITIES - 3.5% | | |
| AES Corp. (b) | 501 | 10,726 |
| AGL Resources Inc. | 699 | 27,631 |
| Allegheny Energy Inc. (b) | 170 | 10,312 |
| Allete Inc. | 275 | 12,015 |
| Alliant Energy Corp. | 1,049 | 41,960 |
| Ameren Corp. | 177 | 9,569 |
| American Electric Power Co. Inc. | 353 | 17,018 |
| Aqua America Inc. (f) | 1,344 | 31,261 |
| Aquila Inc. (b) | 5,959 | 24,909 |
| Avista Corp. | 418 | 9,217 |
| Black Hills Corp. | 605 | 26,874 |
| California Water Service Group (f) | 193 | 8,567 |
| CenterPoint Energy Inc. (f) | 390 | 6,536 |
| Centrica Plc | 2,771 | 21,246 |
| Chubu Electric Power Co. Inc. | 400 | 10,250 |
| Cleco Corp. | 499 | 13,149 |
| CLP Holdings Ltd. | 1,500 | 10,137 |
| Consolidated Edison Inc. (f) | 213 | 10,030 |
| Consolidated Water Co. Ltd. | 245 | 8,122 |
| Constellation Energy Group Inc. | 184 | 17,425 |
| Contango Oil & Gas Co. (b) | 188 | 8,313 |
| Dominion Resources Inc. (f) | 300 | 27,489 |
| DPL Inc. (f) | 1,048 | 30,434 |
| DTE Energy Co. (f) | 155 | 7,688 |
| Duke Energy Corp. | 983 | 18,844 |
| E.ON AG | 490 | 95,750 |
| Edison International Inc. | 309 | 17,950 |
| El Paso Electric Co. (b) | 381 | 9,277 |
| Electric Power Development Co. | 200 | 7,960 |
| Empire District Electric Co. | 316 | 7,600 |
| Enel SpA (f) | 3,836 | 45,925 |
| Energias de Portugal SA | 1,719 | 11,056 |
| Energy East Corp. | 1,553 | 43,298 |
| Entergy Corp. | 161 | 19,299 |
| Equitable Resources Inc. | 1,178 | 66,345 |
| Exelon Corp. | 563 | 46,605 |
| FirstEnergy Corp. | 259 | 18,052 |
| Fortum Oyj | 322 | 13,960 |
| FPL Group Inc. | 356 | 24,358 |
| Gas Natural SDG SA | 156 | 9,593 |
| Gaz de France (f) | 193 | 10,959 |
| Great Plains Energy Inc. | 984 | 29,363 |
| Hawaiian Electric Industries Inc. (f) | 974 | 22,597 |
| Hong Kong & China Gas | 3,300 | 8,879 |
| Iberdrola SA (f) | 3,134 | 50,439 |
| IDACORP Inc. | 723 | 25,225 |
| Integrys Energy Group Inc. (f) | 320 | 17,219 |
| International Power Plc | 1,301 | 13,228 |
| ITC Holdings Corp. | 364 | 20,835 |
| Kansai Electric Power Co. Inc. | 400 | 9,008 |
| Kyushu Electric Power Co. Inc. | 300 | 7,315 |
| MDU Resources Group Inc. | 1,622 | 45,676 |
| MGE Energy Inc. (f) | 213 | 7,136 |
| National Fuel Gas Co. (f) | 817 | 39,616 |
| National Grid Plc | 2,212 | 36,864 |
| New Jersey Resources Corp. | 219 | 10,786 |
| Nicor Inc. (f) | 372 | 16,096 |
| NiSource Inc. | 368 | 7,526 |
| Northeast Utilities | 1,397 | 43,070 |
| Northwest Natural Gas Co. | 217 | 10,453 |
| NorthWestern Corp. (f) | 458 | 12,632 |
| NSTAR (f) | 1,118 | 39,309 |
| OGE Energy Corp. | 839 | 32,134 |
| Oneok Inc. | 973 | 48,592 |
| Ormat Technologies Inc. | 175 | 9,438 |
| Otter Tail Corp. | 410 | 14,202 |
| Pepco Holdings Inc. | 1,801 | 51,310 |
| PG&E Corp. | 287 | 14,043 |
| Piedmont Natural Gas Co. (f) | 588 | 15,012 |
| Pinnacle West Capital Corp. | 154 | 6,222 |
| PNM Resources Inc. | 1,331 | 33,288 |
| Portland General Electric Co. | 286 | 8,051 |
| PPL Corp. | 316 | 16,337 |
| Progress Energy Inc. | 342 | 16,416 |
| Public Service Enterprise Group Inc. | 228 | 21,797 |
| Puget Energy Inc. | 1,253 | 35,397 |
| Questar Corp. | 188 | 10,731 |
| RWE AG | 366 | 49,963 |
| SCANA Corp. (f) | 1,303 | 52,889 |
| Scottish & Southern Energy Plc | 635 | 20,545 |
| Sempra Energy | 260 | 15,993 |
| Sierra Pacific Resources | 1,944 | 32,795 |
| SJW Corp. (f) | 201 | 7,021 |
| Sociedad General de Aguas de Barcelona SA (f) | 213 | 8,506 |
| South Jersey Industries Inc. | 238 | 8,939 |
| Southern Co. | 701 | 25,699 |
| Southwest Gas Corp. | 389 | 11,577 |
| Suez SA | 774 | 50,341 |
| TECO Energy Inc. | 453 | 7,624 |
| Tohoku Electric Power Co. Inc. | 300 | 6,339 |
| Tokyo Electric Power Co. Inc. | 800 | 20,300 |
| Tokyo Gas Co. Ltd. | 2,000 | 8,916 |
| UIL Holdings Corp. (f) | 205 | 7,212 |
| Union Fenosa SA | 158 | 10,507 |
| UniSource Energy Corp. | 340 | 10,785 |
| United Utilities Plc | 720 | 10,921 |
| Vectren Corp. | 1,009 | 28,292 |
| Veolia Environnement | 254 | 22,683 |
| Verbund - Oesterreichische Elektrizitaetswirtschafts AG | 146 | 9,646 |
| Westar Energy Inc. | 1,503 | 40,010 |
| WGL Holdings Inc. | 1,082 | 36,701 |
| Wisconsin Energy Corp. | 1,155 | 55,301 |
| Xcel Energy Inc. (f) | 338 | 7,622 |
| | | 2,241,078 |
| | | |
| Total Common Stocks (cost $42,544,406) | | 46,194,468 |
| | | |
PREFERRED STOCKS - 0.1% | | |
CONSUMER DISCRETIONARY - 0.1% | | |
| Porsche AG | 6 | 15,984 |
| Volkswagen AG | 90 | 17,078 |
| | | 33,062 |
CONSUMER STAPLES - 0.0% | | |
| Ito En Ltd. (b) | 90 | 1,433 |
| | | |
| Total Preferred Stocks (cost $20,624) | | 34,495 |
| | | |
NON-U.S. GOVERNMENT AGENCY ASSET-BACKED SECURITIES - 1.8% | |
| AmeriCredit Automobile Receivables Trust, | | |
| 5.21%, 10/06/11 | $50,000 | 50,097 |
| Banc of America Commercial Mortgage Inc., | | |
| 5.76%, 05/10/45 (d) | 75,000 | 75,685 |
| Bank One Issuance Trust, 3.86%, 06/15/11 | 50,000 | 49,558 |
| Citibank Credit Card Master Trust I, 5.88%, 03/10/11 | 75,000 | 76,056 |
| Commercial Mortgage Pass-Through Certificates, | | |
| 5.31%, 12/10/46 (d) | 30,000 | 29,290 |
| GMAC Commercial Mortgage Securities Inc., | | |
| 6.96%, 09/15/35 (d) | 100,000 | 104,723 |
| Goldman Sachs Mortgage Securities Corp., | | |
| 4.61%, 01/10/40 (d) | 75,000 | 72,499 |
| GS Mortgage Securities Corp. II, 5.80%, 11/25/35 (d) | 50,000 | 50,651 |
| JPMorgan Chase Commercial Mortgage Securities Corp., | |
| 5.56%, 04/15/43 (d) | 75,000 | 74,705 |
| LB-UBS Commercial Mortgage Trust, | | |
| 5.16%, 02/15/34 (d) | 100,000 | 97,182 |
| LB-UBS Commercial Mortgage Trust, 5.42%, 02/15/40 | 20,000 | 19,661 |
| Merrill Lynch Mortgage Trust, 4.75%, 06/12/43 | 75,000 | 71,040 |
| Morgan Stanley Capital I, | | |
| 5.74%, 10/15/42 (d) | 100,000 | 101,083 |
| 5.47%, 03/12/44 (d) | 100,000 | 97,077 |
| Wachovia Bank Commercial Mortgage Trust, | | |
| 5.50%, 10/15/48 | 75,000 | 75,263 |
| Wachovia Commercial Mortgage Securities Inc., | | |
| 5.74%, 06/15/49 (d) | 50,000 | 50,273 |
| WFS Financial Owner Trust, 3.87%, 08/17/12 | 50,000 | 49,548 |
| | | |
| Total Non-U.S. Government Agency Asset-Backed | | |
| Securities (cost $1,158,846) | | 1,144,391 |
| | | |
CORPORATE BONDS AND NOTES - 3.1% | | |
CONSUMER DISCRETIONARY - 0.3% | | |
| Comcast Cable Communications Holdings Inc., | | |
| 8.38%, 03/15/13 | 50,000 | 56,421 |
| Home Depot Inc., 5.20%, 03/01/11 | 50,000 | 49,616 |
| News America Inc., 6.20%, 12/15/34 | 10,000 | 9,695 |
| Time Warner Entertainment Co., 8.38%, 07/15/33 | 10,000 | 11,985 |
| Time Warner Inc., 6.75%, 04/15/11 | 50,000 | 52,027 |
| Viacom Inc., 6.25%, 04/30/16 | 10,000 | 10,099 |
| | | 189,843 |
CONSUMER STAPLES - 0.2% | | |
| CVS Caremark Corp., 6.25%, 06/01/27 | 12,000 | 11,932 |
| Kellogg Co., 7.45%, 04/01/31 | 10,000 | 11,532 |
| Kroger Co., 5.50%, 02/01/13 | 15,000 | 15,048 |
| Pepsi Bottling Group Inc., 7.00%, 03/01/29 | 10,000 | 11,337 |
| Wal-Mart Stores Inc., 4.13%, 07/01/10 | 50,000 | 49,218 |
| | | 99,067 |
ENERGY - 0.2% | | |
| Anadarko Petroleum Corp., 5.95%, 09/15/16 | 10,000 | 10,054 |
| Apache Corp., 6.00%, 01/15/37 | 10,000 | 9,863 |
| ConocoPhillips Holding Co., 8.75%, 05/25/10 | 50,000 | 54,591 |
| Devon Financing Corp. ULC, 7.88%, 09/30/31 | 10,000 | 12,116 |
| Kinder Morgan Energy Partners LP, 5.00%, 12/15/13 | 15,000 | 14,439 |
| Marathon Oil Corp., 6.00%, 10/01/17 | 10,000 | 10,163 |
| Southern Natural Gas Co., 5.90%, 04/01/17 (g) | 10,000 | 9,796 |
| Valero Energy Corp., 6.13%, 06/15/17 | 10,000 | 10,150 |
| XTO Energy Inc., 6.25%, 08/01/17 | 10,000 | 10,368 |
| | | 141,540 |
FINANCIALS - 1.5% | | |
| Abbey National Plc, 7.95%, 10/26/29 | 10,000 | 12,005 |
| Allstate Corp., 5.55%, 05/09/35 | 10,000 | 9,140 |
| American General Finance Corp., 5.38%, 10/01/12 | 50,000 | 49,488 |
| AXA SA, 8.60%, 12/15/30 | 10,000 | 12,510 |
| Bank of America Corp., 5.63%, 10/14/16 | 50,000 | 49,927 |
| Bear Stearns Cos. Inc., 4.50%, 10/28/10 | 50,000 | 48,484 |
| Berkshire Hathaway Finance Corp., 4.13%, 01/15/10 | 50,000 | 49,278 |
| Capital One Financial Corp., 6.15%, 09/01/16 | 5,000 | 4,884 |
| Citigroup Inc., 6.63%, 06/15/32 | 50,000 | 52,271 |
| Credit Suisse USA Inc., 6.13%, 11/15/11 | 50,000 | 51,701 |
| ERP Operating LP, 6.63%, 03/15/12 | 10,000 | 10,391 |
| European Investment Bank, 3.38%, 06/12/13 | 50,000 | 46,794 |
| General Electric Capital Corp., 5.63%, 10/20/16 (f) | 50,000 | 49,830 |
| Goldman Sachs Group Inc., 6.13%, 02/15/33 | 50,000 | 48,877 |
| Household Finance Corp., 6.38%, 10/15/11 | 50,000 | 51,676 |
| International Bank for Reconstruction & Development, | | |
| 3.63%, 05/21/13 | 50,000 | 47,748 |
| iStar Financial Inc., 5.95%, 10/15/13 | 10,000 | 9,271 |
| JPMorgan Chase & Co., 5.15%, 10/01/15 | 50,000 | 48,552 |
| Kreditanstalt fuer Wiederaufbau, 4.63%, 01/20/11 | 50,000 | 50,580 |
| Lehman Brothers Holdings Inc., 4.50%, 07/26/10 | 50,000 | 48,737 |
| MetLife, Inc., 6.40%, 12/15/66 | 12,000 | 11,368 |
| Morgan Stanley, 4.75%, 04/01/14 | 50,000 | 47,360 |
| National Rural Utilities Cooperative Finance Corp., | | |
| 7.25%, 03/01/12 | 50,000 | 53,594 |
| SunTrust Capital VIII, 6.10%, 12/15/36 | 10,000 | 9,050 |
| Travelers Cos. Inc., 6.25%, 03/15/37 | 10,000 | 9,711 |
| Unilever Capital Corp., 5.90%, 11/15/32 | 10,000 | 9,861 |
| Wachovia Corp., 5.25%, 08/01/14 | 50,000 | 48,983 |
| Wells Fargo & Co., 4.88%, 01/12/11 | 50,000 | 49,727 |
| | | 991,798 |
HEALTH CARE - 0.2% | | |
| Abbott Laboratories, 5.60%, 05/15/11 | 50,000 | 51,085 |
| AstraZeneca Plc, 6.45%, 09/15/37 | 10,000 | 10,537 |
| Bristol-Myers Squibb Co., 5.88%, 11/15/36 | 10,000 | 9,815 |
| Merck & Co. Inc., 4.75%, 03/01/15 | 50,000 | 47,888 |
| WellPoint Inc., 5.00%, 01/15/11 | 15,000 | 14,925 |
| Wyeth, 5.95%, 04/01/37 | 10,000 | 9,890 |
| | | 144,140 |
INDUSTRIALS - 0.0% | | |
| Caterpillar Inc., 6.05%, 08/15/36 | 10,000 | 10,178 |
| Lockheed Martin Corp., 6.15%, 09/01/36 | 10,000 | 10,287 |
| | | 20,465 |
INFORMATION TECHNOLOGY - 0.2% | | |
| Cisco Systems Inc., 5.25%, 02/22/11 | 50,000 | 50,529 |
| International Business Machines Corp., 4.75%, 11/29/12 | 50,000 | 49,571 |
| | | 100,100 |
MATERIALS - 0.0% | | |
| Vale Overseas Ltd., 6.88%, 11/21/36 | 10,000 | 10,395 |
| | | |
TELECOMMUNICATION SERVICES - 0.4% | | |
| AT&T Inc., 5.10%, 09/15/14 | 50,000 | 49,093 |
| BellSouth Corp., 6.00%, 11/15/34 | 15,000 | 14,787 |
| British Telecommunications Plc, 8.88%, 12/15/30 (i) | 12,000 | 16,228 |
| Deutsche Telekom International Finance BV, | | |
| 8.00%, 06/15/10 (i) | 50,000 | 53,614 |
| Embarq Corp., 8.00%, 06/01/36 | 5,000 | 5,364 |
| France Telecom SA, 8.50%, 03/01/31 | 10,000 | 13,103 |
| Sprint Capital Corp., 8.38%, 03/15/12 | 30,000 | 32,765 |
| Telecom Italia Capital SA, 6.00%, 09/30/34 | 10,000 | 9,578 |
| Telefonica Europe BV, 7.75%, 09/15/10 | 20,000 | 21,415 |
| Verizon Communications, 7.38%, 09/01/12 | 50,000 | 54,710 |
| | | 270,657 |
UTILITIES - 0.1% | | |
| Cincinatti Gas & Electric Co., 5.70%, 09/15/12 | 15,000 | 15,213 |
| Exelon Corp., 4.90%, 06/15/15 | 5,000 | 4,691 |
| FirstEnergy Corp., 6.45%, 11/15/11 | 15,000 | 15,480 |
| NiSource Finance Corp., 5.45%, 09/15/20 | 5,000 | 4,605 |
| | | 39,989 |
| | | |
| Total Corporate Bonds and Notes (cost $2,024,516) | | 2,007,994 |
| | | |
GOVERNMENT AND AGENCY OBLIGATIONS - 14.0% | | |
GOVERNMENT SECURITIES - 4.5% | | |
Sovereign - 0.2% | | |
| Mexico Government International Bond, 5.63%, 01/15/17 | 50,000 | 50,725 |
| Province of Quebec, Canada, 5.13%, 11/14/16 | 50,000 | 50,416 |
| | | 101,141 |
U.S. Treasury Securities - 4.3% | | |
| U.S. Treasury Bond | | |
| 11.25%, 02/15/15 (f) | 164,000 | 234,187 |
| 9.13%, 05/15/18 | 150,000 | 206,684 |
| 8.88%, 02/15/19 (f) | 50,000 | 68,496 |
| 8.00%, 11/15/21 (f) | 95,000 | 126,417 |
| 6.25%, 08/15/23 (f) | 115,000 | 133,472 |
| 6.63%, 02/15/27 (f) | 80,000 | 98,219 |
| 6.13%, 08/15/29 | 60,000 | 70,791 |
| 5.38%, 02/15/31 (f) | 50,000 | 54,172 |
| 4.50%, 02/15/36 (f) | 45,000 | 43,200 |
| U.S. Treasury Note | | |
| 4.63%, 11/30/08 (f) | 360,000 | 362,419 |
| 4.00%, 08/31/09 (f) | 160,000 | 160,112 |
| 3.50%, 02/15/10 (f) | 190,000 | 188,219 |
| 5.75%, 08/15/10 (f) | 25,000 | 26,178 |
| 4.88%, 07/31/11 (f) | 85,000 | 87,464 |
| 4.50%, 11/30/11 (f) | 125,000 | 126,924 |
| 4.63%, 12/31/11 (f) | 178,000 | 181,602 |
| 4.00%, 11/15/12 (f) | 20,000 | 19,892 |
| 3.88%, 02/15/13 (f) | 10,000 | 9,866 |
| 3.63%, 05/15/13 (f) | 50,000 | 48,668 |
| 4.00%, 02/15/14 (f) | 40,000 | 39,483 |
| 4.25%, 08/15/14 (f) | 70,000 | 69,847 |
| 4.00%, 02/15/15 (f) | 100,000 | 97,922 |
| 5.13%, 05/15/16 (f) | 100,000 | 104,953 |
| 4.63%, 11/15/16 (f) | 155,000 | 157,083 |
| | | 2,716,270 |
U.S. GOVERNMENT AGENCY MORTGAGE-BACKED | | |
| SECURITIES - 9.5% | | |
Federal Home Loan Bank - 0.6% | | |
| Federal Home Loan Bank | | |
| 5.00%, 09/18/09 | 190,000 | 192,253 |
| 4.38%, 09/17/10 | 120,000 | 119,905 |
| 5.25%, 10/06/11 | 50,000 | 50,258 |
| 4.88%, 11/18/11 (f) | 50,000 | 50,533 |
| | | 412,949 |
Federal Home Loan Mortgage Corp. - 2.2% | | |
| Federal Home Loan Mortgage Corp. | | |
| 5.00%, 06/11/09 (f) | 200,000 | 201,915 |
| 6.63%, 09/15/09 (f) | 225,000 | 234,145 |
| 5.25%, 04/18/16 | 100,000 | 102,483 |
| 6.25%, 07/15/32 (f) | 100,000 | 114,198 |
| 6.00%, 06/01/35 | 73,400 | 74,135 |
| 4.41%, 12/01/35 (d) | 48,245 | 47,214 |
| 5.50%, 12/01/35, TBA (c) | 190,000 | 186,835 |
| 5.50%, 03/01/37 | 198,981 | 195,897 |
| 6.50%, 03/01/37 | 111,188 | 113,877 |
| 6.00%, 07/01/37 | 149,847 | 150,820 |
| | | 1,421,519 |
Federal National Mortgage Association - 6.0% | | |
| Federal National Mortgage Association | | |
| 5.20%, 11/08/10 | 100,000 | 99,991 |
| 6.13%, 07/17/13 | 100,000 | 100,936 |
| 4.13%, 04/15/14 | 100,000 | 96,386 |
| 5.00%, 06/01/18 | 12,470 | 12,319 |
| 4.50%, 10/01/18 | 235,640 | 228,584 |
| 5.00%, 07/01/19 | 218,086 | 215,175 |
| 5.50%, 10/01/19 | 244,115 | 244,901 |
| 5.00%, 12/01/26 | 236,258 | 229,183 |
| 6.63%, 11/15/30 (f) | 75,000 | 88,913 |
| 6.00%, 11/01/32 | 22,553 | 22,822 |
| 6.00%, 11/01/32 | 8,753 | 8,858 |
| 6.00%, 03/01/33 | 33,722 | 34,124 |
| 5.00%, 06/01/33 | 622,403 | 599,035 |
| 5.50%, 06/01/33 | 485,480 | 479,770 |
| 6.00%, 09/01/33 | 35,799 | 36,194 |
| 6.00%, 02/01/34 | 96,199 | 97,418 |
| 6.00%, 03/01/34 | 25,768 | 26,014 |
| 5.00%, 06/01/34 | 94,100 | 90,540 |
| 4.44%, 08/01/34 (d) | 57,460 | 57,049 |
| 6.00%, 08/01/34 | 10,711 | 10,829 |
| 5.50%, 12/01/34 | 254,720 | 251,550 |
| 6.50%, 09/01/36 | 176,316 | 180,487 |
| 7.00%, 09/01/36 | 41,348 | 42,884 |
| 5.57%, 07/01/36 (d) | 134,555 | 134,836 |
| 6.00%, 02/01/37 | 198,420 | 199,895 |
| 5.86%, 04/01/37 (d) | 66,745 | 67,808 |
| 6.00%, 04/01/37 | 147,570 | 148,667 |
| 5.50%, 06/01/37 | 39,229 | 38,657 |
| | | 3,843,825 |
Government National Mortgage Association - 0.7% | | |
| Government National Mortgage Association | | |
| 6.50%, 12/20/31, TBA (c) | 140,000 | 143,982 |
| 5.50%, 11/15/35 | 223,840 | 222,576 |
| 6.00%, 11/15/36 | 46,588 | 47,178 |
| | | 413,736 |
| | | |
| Total Government and Agency Obligations (cost $8,868,105) | 8,909,440 |
| | | |
SHORT TERM INVESTMENTS - 25.7% | | |
Mutual Funds - 7.8% | | |
| JNL Money Market Fund, 4.88% (a) (e) | 4,981,924 | 4,981,924 |
| | | |
Securities Lending Collateral - 17.5% | | |
| Mellon GSL Delaware Business Trust Collateral | | |
| Fund, 5.22% (a) (e) | 11,206,524 | 11,206,524 |
| | | |
U.S. Treasury Securities - 0.4% | | |
| U.S. Treasury Bill, 4.05%, 12/20/07 (h) | 240,000 | 238,795 |
| | | |
| Total Short Term Investments (cost $16,427,146) | | 16,427,243 |
| | | |
Total Investments - 117.1% (cost $71,043,643) | | 74,718,031 |
| | | |
Other Assets and Liabilities, Net - (17.1%) | | -10,920,054 |
| | | |
Total Net Assets - 100% | | $63,797,977 |
The accompanying notes are an integral part of these Financial Statements.
Jackson FundsSM |
Notes to the Schedule of Investments |
October 31, 2007 |
(a) | Investment in affiliate. |
(b) | Non-income producing security. | | | | | | | | | |
(c) | Investment purchased on a when-issued basis. As of October 31, 2007, the total cost of investments purchased on a when-issued basis |
| for the Jackson Perspective Index 5 Fund is $330,954. |
(d) | Variable rate security. Rate stated is in effect as of October 31, 2007. |
(e) | Dividend yield changes daily to reflect current market conditions. Rate is the quoted yield as of October 31, 2007. |
(f) | All or portion of the security has been loaned. |
(g) | Rule 144A, Section 4(2) provides an exemption from the registration requirements of the Securities Act of 1933, as amended, for resale of this security to an |
| institutional investor. The Fund has deemed this security to be liquid based on procedures approved by the Board of Trustees. | | | |
(h) | All or a portion of the security pledged as collateral for open futures contracts. |
(i) | The interest rate for this security is inversely affected by upgrades or downgrades to the credit rating of the issuer. | | | | |
Abbreviations: |
ADR - American Depository Receipt |
EUR - European Currency Unit (Euro) |
GBP - British Pound |
JPY - Japanese Yen |
TBA - To Be Announced |
USD - United States Dollar |
RNC - Risparmio Non-Convertible Saving Shares |
virt-x - a cross-border Recognised Investment Exchange (RIE) |
Investments in affiliates - See Note 3 in the Notes to the Financial Statements for further discussion of other affiliated investments. The Jackson Perspective Index 5 Fund |
invested in Prudential plc, the parent company of Jackson National Life Insurance Co. and Bank of New York Mellon Corp., the parent company of its sub-adviser. |
Transactions for the period ended October 31, 2007 are shown below: |
| | Value | | | | | | |
| | Beginning | | | | | | Value End |
| | of Period | | | | Sales | Dividend | of Period |
Affiliate | 12/29/2006 | | Purchases | | Proceeds | Income | 10/31/2007 |
Bank of New York Mellon Corp. | $ - | | $ 14,662 | * | $ - | $ 295 | $ 44,492 |
Prudential plc | - | | 26,549 | | - | 720 | 30,390 |
*As of July 2, 2007, Mellon Financial Corp. merged with Bank of New York Co. to form Bank of New York Mellon Corp. The purchases disclosed above |
do not include $24,455 of purchases of Bank of New York Co. prior to the merger. |
Summary of Open Forward Foreign Currency Contracts: | | | | | |
| | | | | | | |
| Currency | Settlement | | Notional | | Currency | Unrealized |
| Purchased/Sold | Date | | Amount | | Value | Gain/(Loss) |
| | | | | | | |
| Jackson Perspective Index 5 Fund | | | | | | |
| EUR/USD | 12/19/2007 | | 245,200 EUR | | $ 355,379 | $ 14,924 |
| GBP/USD | 12/19/2007 | | 192,900 GBP | | 400,447 | 8,467 |
| JPY/USD | 12/19/2007 | | 49,085,000 JPY | | 427,935 | (2,442) |
| | | | | | $ 1,183,761 | $ 20,949 |
Schedule of Open Futures Contracts: | | | | | |
| | | | | | |
| | Contracts | | | | Unrealized |
| | Long/ | | | | Appreciation/ |
| | (Short) | | | | (Depreciation) |
| | | | | | |
| Jackson Perspective Index 5 Fund | | | | | |
| Dow Jones Euro Stoxx 50 Index Future | | | | | |
| Expiration December 2007 | 9 | | EUR | | $ 9,639 |
| FTSE 100 Index Future | | | | | |
| Expiration December 2007 | 3 | | GBP | | 10,764 |
| Russell 2000 Mini Index Future | | | | | |
| Expiration December 2007 | 16 | | USD | | 49,218 |
| S&P 500 E-Mini Index Future | | | | | |
| Expiration December 2007 | 18 | | USD | | 51,837 |
| S&P MidCap 400 E-Mini Index Future | | | | | |
| Expiration December 2007 | 14 | | USD | | 47,377 |
| Topix Index Future | | | | | |
| Expiration December 2007 | 3 | | JPY | | 11,005 |
| | | | | | $ 179,840 |
Summary of Investments by Sector (as a percentage of total investments): |
| | Jackson | |
| | Perspective | |
| | Index 5 | |
Sector | | Fund | |
Consumer Discretionary | | 7.9 | % |
Consumer Staples | | 3.7 | |
Energy | | 5.5 | |
Financials | | 13.9 | |
Health Care | | 6.8 | |
Industrials | | 8.4 | |
Information Technology | | 8.8 | |
Materials | | 4.1 | |
Investment Funds | | - | |
Telecommunication Services | | 2.3 | |
Utilities | | 3.1 | |
Government Securities | | 3.8 | |
Non-U.S. Government Agency | | |
Asset-Backed Sercurities | | 1.5 | |
U.S. Government Agency | | | |
Mortgage-Backed Securities | 8.2 | |
Short Term Securities | | 22.0 | |
Total | | 100.0 | % |
Summary of Investments by Country (as a percentage of total investments): |
| | Jackson | |
| | Perspective | |
| | Index 5 | |
Country | | Fund | |
Australia | | 1.2 | % |
Austria | | 0.1 | |
Belgium | | 0.3 | |
Bermuda | | 0.2 | |
Canada | | 0.1 | |
Denmark | | 0.1 | |
Finland | | 0.3 | |
France | | 1.6 | |
Germany | | 1.5 | |
Greece | | 0.1 | |
Hong Kong | | 0.4 | |
Ireland | | 0.1 | |
Italy | | 0.6 | |
Japan | | 3.3 | |
Luxembourg | | 0.1 | |
Mexico | | 0.1 | |
Netherlands | | 0.7 | |
Norway | | 0.2 | |
Portugal | | 0.1 | |
Singapore | | 0.2 | |
Spain | | 0.7 | |
Sweden | | 0.5 | |
Switzerland | | 1.1 | |
United Kingdom | | 3.5 | |
United States | | 82.9 | |
Total | | 100.0 | % |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
No material changes have been made.
Item 11. Controls and Procedures.
(a) | The registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the registrant's filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, is recorded, processed, summarized, and reported within the periods specified in the rules and forms of the U.S. Securities and Exchange Commission. Such information is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The registrant's management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. |
Within ninety (90) days prior to the filing date of this report on Form N-CSR, the registrant had carried out an evaluation, under the supervision and with the participation of the registrant's management, including the registrant's principal executive officer and the registrant's principal financial officer, of the effectiveness of the design and operation of the registrant's disclosure controls and procedures. Based on such evaluation, the registrant's principal executive officer and principal financial officer concluded that the registrant's disclosure controls and procedures are effective.
(b) | There have been no significant changes in the registrant’s internal controls over financial reporting during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to affect, the registrant’s internal controls over financial reporting. There have been no significant changes in the registrant's internal controls or in other factors that could significantly affect the internal controls subsequent to the date of their evaluation in connection with the preparation of this report on Form N-CSR. |
Item 12. Exhibits
(a) | (1) The Code of Ethics is attached hereto. |
| (2) The certifications required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are attached hereto. |
| (3) Not applicable. |
| |
(b) | The certification required by Rule 30a-2(b) under the Investment Company Act of 1940, as |
| amended, is attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By: | /s/ Mark D. Nerud |
| Mark D. Nerud |
| Principal Executive Officer |
| |
Date: | December 28, 2007 |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, 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/ Mark D. Nerud |
| Mark D. Nerud |
| Principal Executive Officer |
| |
Date: | December 28, 2007 |
| |
| |
By: | Daniel W. Koors |
| Daniel W. Koors |
| Principal Financial Officer |
| |
Date: | December 28, 2007 |
EXHIBIT LIST
Exhibit 12(a)(1) | Registrant's Code of Ethics. |
| |
Exhibit 12(a)(2) | Certification of the Principal Executive Officer required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended. |
| |
| Certification of the Principal Financial Officer required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended. |
| |
Exhibit 12(a)(3) | Not applicable. |
| |
Exhibit 12(b) | Certification required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended. |