UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21587
Old Mutual Funds I
(Exact name of registrant as specified in charter)
________
4643 South Ulster Street, Suite 600
Denver, CO 80237
(Address of principal executive offices)
Julian F. Sluyters
4643 South Ulster Street, Suite 600, Denver, CO 80237
(Name and address of agent for service)
Copies to:
| Matthew R. DiClemente, Esq. | Andra C. Ozols, Esq. | |
| Stradley Ronon Stevens & Young, LLP | Old Mutual Capital, Inc. | |
| 2600 One Commerce Square | 4643 South Ulster Street, Suite 600 | |
| Philadelphia, PA 19103 | Denver, CO 80237 | |
| (215) 564-8173 | (720) 200-7725 |
Registrant’s telephone number, including area code: 1-888-772-2888
Date of fiscal year end: July 31
Date of reporting period: January 31, 2011
| Item 1. | Reports to Stockholders. |
[OLD MUTUAL LOGO]
Funds I
Old Mutual Funds I
SEMI-ANNUAL
REPORT
January 31, 2011
Old Mutual Asset Allocation Conservative Portfolio
Old Mutual Asset Allocation Balanced Portfolio
Old Mutual Asset Allocation Moderate Growth Portfolio
Old Mutual Asset Allocation Growth Portfolio
TABLE OF CONTENTS
About This Report 1
Message to Shareholders 2
Management Discussion of Fund Performance
and Schedules of Investments
Old Mutual Asset Allocation Conservative Portfolio
Class A (OMCAX), Class C (OMCCX), Class Z (OMCZX), Institutional Class (OMCIX) 3
Old Mutual Asset Allocation Balanced Portfolio
Class A (OMABX), Class C (OMBCX), Class Z (OMBZX), Institutional Class (OMBLX) 7
Old Mutual Asset Allocation Moderate Growth Portfolio
Class A (OMMAX), Class C (OMMCX), Class Z (OMMZX), Institutional Class (OMMIX) 11
Old Mutual Asset Allocation Growth Portfolio
Class A (OMGAX), Class C (OMCGX), Class Z (OMGZX), Institutional Class (OMGIX) 15
Statements of Assets and Liabilities 20
Statements of Operations 21
Statements of Changes in Net Assets 22
Financial Highlights 23
Notes to Financial Statements 26
Proxy Voting and Portfolio Holdings 39
Fund Expenses Example 40
ABOUT THIS REPORT
HISTORICAL RETURNS
____________________________________________________________________________________________________________________________________
All total returns mentioned in this report account for the change in a Fund's per-share price and the reinvestment of any dividends
and capital gain distributions. If your account is set up to receive Fund dividends and distributions in cash rather than reinvest
them, your actual return may differ from these figures. The Funds' performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares.
Past performance does not guarantee future results. Investment return and principal value will fluctuate so that an investor's
shares, when redeemed, may be worth more or less than their original cost. Performance results represent past performance, and
current performance may be higher or lower. Please call toll-free at 888-772-2888 or visit oldmutualfunds.com for performance
results current to the most recent month-end.
Performance results for short periods of time may not be representative of longer-term results. Performance without load assumes
that no front-end or contingent deferred sales charge was applied or the investment was not redeemed. Performance with load assumes
that a front-end or contingent deferred sales charge was applied to the extent applicable. The Funds each offer Class A, Class C,
Class Z and Institutional Class shares. Class A shares have a current maximum up-front sales charge of 5.75% and are subject to an
annual service fee of 0.25%. Class C shares are subject to aggregate annual distribution and service fees of 1.00% and will be
subject to a contingent deferred sales charge of 1.00% if redeemed within the first 12 months of purchase. Class Z and
Institutional Class shares are only available to eligible shareholders. The returns for certain periods may reflect fee waivers
and/or reimbursements in effect for that period; absent fee waivers and reimbursements, performance would have been lower.
FUND DATA
____________________________________________________________________________________________________________________________________
This report reflects views, opinions and Fund holdings as of January 31, 2011, the end of the report period, and these views and
opinions are subject to change. The information is not a complete analysis of every aspect of any sector, industry or security of
the Funds. Opinions and forecasts regarding industries, companies and/or themes and Fund composition and holdings, are subject to
change at any time based on market and other conditions, and should not be construed as a recommendation of any specific security
or as investment advice. Percentage holdings as of January 31, 2011, are included in each Fund's Schedule of Investments. There is
no assurance that the securities purchased will remain in a Fund or that securities sold have not been repurchased.
There are risks associated with mutual fund investing, including the risk of loss of principal. There is no assurance that the
investment process will consistently lead to successful results. An investment in a Fund is not a bank deposit. It is not insured
or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
COMPARATIVE INDEXES
____________________________________________________________________________________________________________________________________
The comparative indexes discussed in this report are meant to provide a basis for judging the Funds' performance against specific
benchmarks. Each index shown accounts for both changes in security price and reinvestment of dividends and distributions, but does
not reflect the cost of managing a mutual fund. The Funds may significantly differ in holdings and composition from an index.
Individuals cannot invest directly in an index.
Indexes:
Barclays Capital U.S. Aggregate Index
The unmanaged Barclays Capital U.S. Aggregate Index is a widely recognized measure of the aggregate bond market. The index is
market value-weighted inclusive of accrued interest.
Standard & Poor's Composite 1500
The unmanaged Standard & Poor's Composite 1500 ("S&P Composite 1500") is a broad-based, capitalization-weighted index comprising
1,500 stocks of large-cap, mid-cap and small-cap U.S. companies.
Index returns and statistical data included in this report are provided by Bloomberg, FactSet and Barclays Capital.
1
MESSAGE TO SHAREHOLDERS
Dear Shareholder:
The beginning of the six-month period ending January 31, 2011, looked promising for investors as the majority of global equity
markets posted double-digit returns; however, this simply obscured the underlying volatility that market participants were up
against. The third quarter of 2010 in particular experienced significant volatility as correlations reached all-time highs and the
persistent fears of a double-dip recession loomed. Nevertheless, investors seemed to look past these concerns and focus on the
economy's bright spots - specifically, promising economic data and the anticipation of mid-term elections.
Equity markets rallied in the fourth quarter of 2010 following an exceptionally strong September, and concerns from the third
quarter were cast aside as the U.S. saw an improvement in its employment picture and many were hopeful for a successful
holiday-spending season. Furthermore, central banks around the world - including those in Japan, Europe and the U.S. - expressed
their commitment to a second round of monetary easing measures. Investors were focused on the potential for growth in 2011 and
began bidding up riskier stocks, which drove the markets up in a December rally. This rally was also aided by President Obama's
announcement to extend the Bush-era tax rates. The final month of the semi-annual period, January, dampened conditions somewhat as
a result of the tumultuous events in Egypt, but volatility still continued to decline and the markets continued to reward higher
quality companies. This leads us to be optimistic about the year ahead, especially in light of the two extreme years we experienced
in 2009 and 2010.
Going forward, Old Mutual Capital will continue to monitor and evaluate the economic environment as we manage the money with which
you have entrusted us. As always, we are grateful for your support and will continue to work diligently to enhance your experience
as an investor in the Old Mutual Funds I portfolios. Please do not hesitate to contact us if there is anything we can do to better
serve you. Feel free to contact me directly at President@oldmutualcapital.com, or please see the back cover of this report for
other contact information.
Sincerely,
/s/ Julian F. Sluyters
Julian F. Sluyters
President
Old Mutual Funds I
2
OLD MUTUAL ASSET ALLOCATION CONSERVATIVE PORTFOLIO
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Conservative Portfolio
returned 5.80% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays Capital U.S. Aggregate Index
returned 0.20%.
o The Fund uses eight equity managers that have exposure to eight asset classes. All eight of the asset classes had
above-average returns for the last six months.
o Old Mutual International Equity Fund, Old Mutual Large Cap Growth Fund and Old Mutual TS&W Mid-Cap Value Fund were the largest
contributors to overall performance.
o Old Mutual Dwight Intermediate Fixed Income Fund, Old Mutual Dwight Short Term Fixed Income Fund and Old Mutual TS&W Small Cap
Value Fund contributed the least to overall performance.
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Conservative Portfolio (the
"Fund") returned 5.80% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays Capital U.S. Aggregate
Index returned 0.20%. Performance for all share classes can be found on page 5.
Q. What investment environment did the Fund face during the past period?
A. U.S. stocks had a positive, albeit rocky, 2010 on the back of strong earnings growth. Prices ebbed and flowed with the news on
quantitative easing, the Eurozone drama, the extension of the Bush-era tax cuts, and the disappointing news on the job market.
Overall, returns were above the Fund's long-term averages. Returns during the six-month period ending January 31, 2011,
(covered by this commentary) were much better than returns during the first half of the year as it became more clear that the
continuing unemployment problem was not strongly impacting the earnings of corporations.
Equity returns were strong as the S&P 500 returned 17.93%. Small-capitalization equities performed slightly better than
large-capitalization stocks with the Russell 2000 Index returning slightly more than the S&P 500. Growth outperformed value and
U.S. stocks beat comparable non-U.S. stocks by small margins. Stocks benefited from falling long-term rates but also from
rising earnings prospects. Bond indexes had positive returns and were led by high-yield bonds. Long-term bond returns lagged
short-term bond returns toward the end of the year, which were affected by increased concerns about the federal budget deficit
and higher inflation expectations.
Q. Which market factors influenced the Fund's relative performance?
A. The Fund uses eight equity managers that have exposure to eight asset classes. All eight of the asset classes had
above-average returns for the last six months. As U.S. equities slightly outperformed non-U.S. developed equities, the Fund's
diversified allocations to those securities were a slight drag to performance during the period. The Fund's underlying
portfolio manager performance was mixed, as four of the equity managers beat the blended benchmarks that were set for them, and
four underperformed. The Fund's growth managers did well over the six-month period, while value managers lagged their
benchmarks.
On the fixed income side, the Fund's 6% long-term allocation to high-yield securities contributed to relative performance as
that asset class did well, and the Fund's high yield strategy provided another boost as the Old Mutual Dwight High Yield Fund
beat its index. The Fund's 13% long-term allocation to short-term bonds helped performance as bonds with lower duration
outperformed bonds with higher duration. The Fund's investment-grade bond managers did well and performed within 1% of their
benchmarks.
From April through December 2010, the Fund carried a slight underweight to equities. Ibbotson Associates Advisors, LLC
("Ibbotson") was concerned about high unemployment, housing prices, and the prospect of higher taxes. This underweight reduced
volatility in the Fund, but was a drag on performance. As corporate balance sheets improved during 2010, the equity underweight
was removed in December.
Asset Allocation Conservative Portfolio
3
OLD MUTUAL ASSET ALLOCATION CONSERVATIVE PORTFOLIO - continued
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Q. How did portfolio composition affect Fund performance?
A. The Fund is a "Fund of Funds," which seeks to achieve its investment objective by investing in a portion of underlying equity
and fixed income funds, although a portion of its assets may be invested in cash, cash equivalents, or in money market funds.
Based on the performance of the Fund's underlying mutual fund investments, Old Mutual International Equity Fund, Old Mutual
Large Cap Growth Fund and Old Mutual TS&W Mid-Cap Value Fund were the largest contributors to overall performance. Old Mutual
Dwight Intermediate Fixed Income Fund, Old Mutual Dwight Short Term Fixed Income Fund and Old Mutual TS&W Small Cap Value Fund
contributed the least to overall performance.
Q. What is the investment outlook?
A. Ibbotson expects 2011 to be a year of mild growth in the developed world, and vigorous activity in emerging markets. Ibbotson
anticipates that falling home prices, indebtedness, and the mismatch between labor demand and supply may hold back the
economies in developed countries for years. Ibbotson expects the fiscal troubles of several members of the Eurozone will
recurrently flare up, and the United Kingdom and Japan, as they strive to get their fiscal house in order, could set themselves
up for another recession.
Within the fixed income realm, Ibbotson does not believe that the recent rise in long-term yields will continue throughout
2011. Ibbotson expects that during the year, it may become apparent that the economic recovery is wobbly and that the Federal
Reserve Board cannot risk tightening monetary policy. At which point, long-term yields should stop rising, enabling government
bonds to perform better than they have in the last few months.
For equities, Ibbotson does not expect 2011 to be as good as 2010. Earnings growth last year was powered, for the most part, by
rising margins. Companies slashed payrolls and eliminated inefficiencies, bringing costs down. Sales growth was better than
expected, but still moderate. In 2011, Ibbotson expects that sales will support stock prices, but Ibbotson is skeptical, and
believes the dim macroeconomic backdrop sets the stage for sales to grow at a slower pace than margins did in 2010.
Among commodities, Ibbotson believes oil and agricultural commodity prices are likely to keep rising in the medium-term,
powered by steady demand from emerging markets and a strained supply. Rising commodity prices should put central banks between
a rock and a hard place, at a time of weak economic activity. This may leave monetary authorities in a position to focus on
core consumer prices and hope that higher food and energy prices do not translate into higher wages.
Top Ten Holdings
as of January 31, 2011
Old Mutual Barrow Hanley
Core Bond Fund 35.4%
___________________________________________________________________________________
Old Mutual Dwight
Intermediate Fixed
Income Fund 14.0%
___________________________________________________________________________________
Old Mutual Dwight Short
Term Fixed Income Fund 13.4%
___________________________________________________________________________________
Old Mutual International
Equity Fund 6.8%
___________________________________________________________________________________
Old Mutual Dwight High
Yield Fund 6.3%
___________________________________________________________________________________
Old Mutual TS&W Mid-Cap
Value Fund 6.0%
___________________________________________________________________________________
Old Mutual Barrow Hanley
Value Fund 5.3%
___________________________________________________________________________________
Old Mutual Large Cap
Growth Fund 4.7%
___________________________________________________________________________________
Old Mutual Focused Fund 3.4%
___________________________________________________________________________________
Old Mutual Copper Rock
Emerging Growth Fund 2.1%
___________________________________________________________________________________
As a % of Total
Fund Investments 97.4%
___________________________________________________________________________________
Asset Allocation Conservative Portfolio
4
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 09/30/04 (0.26)% 3.07% 3.73% 4.47%
Class A without load 09/30/04 5.80% 9.35% 4.97% 5.45%
Class C with load 09/30/04 4.41% 7.45% 4.18% 4.68%
Class C without load 09/30/04 5.41% 8.45% 4.18% 4.68%
Class Z 12/09/05 5.92% 9.63% 5.23% 5.57%
Institutional Class 09/30/04 5.92% 9.60% 5.23% 5.72%
S&P Composite 1500 09/30/04 18.39% 23.40% 2.47% 4.85%
Barclays Capital U.S. Aggregate Index 09/30/04 0.20% 5.06% 5.82% 5.12%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and
the comparative indexes can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class C shares may be subject to a contingent deferred sales
charge ("CDSC") of 1.00% if redeemed within twelve months of the date of purchase; and Class A share purchases of $1 million or
more, which were purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of
the date of purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating
expenses and total annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the
Fund's Class A, Class C, Class Z and Institutional Class shares (as reported in the prospectus dated November 23, 2010) are 1.68%
and 1.35%; 2.39% and 2.10%; 2.39% and 1.10%; and 1.30% and 1.10%, respectively.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Asset Allocation Conservative Portfolio, Class A | Old Mutual Asset Allocation Conservative Portfolio, Class C | Old Mutual Asset Allocation Conservative Portfolio, Institutional Class | S&P Composite 1500 Index | Barclays Capital U.S. Aggregate Index | ||
| 9/30/04 | 9,425 | 10,000 | 10,000 | 10,000 | 10,000 | |
| 7/31/05 | 10,025 | 10,575 | 10,660 | 11,359 | 10,255 | |
| 7/31/06 | 10,365 | 10,853 | 11,048 | 11,954 | 10,405 | |
| 7/31/07 | 11,339 | 11,783 | 12,124 | 13,879 | 10,985 | |
| 7/31/08 | 11,366 | 11,728 | 12,174 | 12,420 | 11,661 | |
| 7/31/09 | 11,311 | 11,588 | 12,151 | 9,940 | 12,576 | |
| 7/31/10 | 12,472 | 12,674 | 13,429 | 11,404 | 13,696 | |
| 1/31/11 | 13,196 | 13,360 | 14,224 | 13,501 | 13,723 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class A, Class C
and Institutional Class shares on the inception date of 9/30/04 to an investment made in unmanaged securities indexes on that date.
The performance of the Fund's Class A shares shown in the line graph takes into account the maximum initial sales charge. The
Fund's performance in this chart and the performance table assumes reinvestment of dividends and capital gain distributions but
does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Sector Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Corporate/Preferred-High Yield | 6.3% | |
| Government/Corporate | 62.7% | |
| Growth | 2.1% | |
| Growth & Income-Large Cap | 3.4% | |
| Growth-Large Cap | 4.7% | |
| International Equity | 6.8% | |
| Market Neutral-Equity | 1.7% | |
| Cash Equivalents | 0.9% | |
| Value | 5.3% | |
| Value-Mid Cap | 6.0% | |
| Value-Small Cap | 0.1% |
5
OLD MUTUAL ASSET ALLOCATION CONSERVATIVE PORTFOLIO - concluded
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Affiliated Mutual Funds (1)- 99.9% Money Market Fund - 0.8%
Corporate/Preferred-High Yield - 6.3% Old Mutual Cash Reserves Fund,
Old Mutual Dwight High Yield Fund 250,986 $ 2,570 Institutional Class, 0.07% (A) 342,413 $ 342
______________ ______________
Total Corporate/Preferred-High Yield 2,570 Total Money Market Fund 342
_____________________________________________________________________ ______________
Government/Corporate - 62.7% Total Affiliated Mutual Funds (Cost $37,455) 40,885
Old Mutual Barrow Hanley _____________________________________________________________________
Core Bond Fund 1,384,252 14,466
Old Mutual Dwight Intermediate Total Investments - 99.9% (Cost $37,455) 40,885
Fixed Income Fund 578,139 5,712 _____________________________________________________________________
Old Mutual Dwight Short Term
Fixed Income Fund 543,858 5,471 Other Assets and Liabilities, Net - 0.1% 50
______________ _____________________________________________________________________
Total Government/Corporate 25,649 Total Net Assets - 100.0% $ 40,935
_____________________________________________________________________ _____________________________________________________________________
Growth - 2.1% For descriptions of abbreviations and footnotes, please refer to page
Old Mutual Copper Rock Emerging 20.
Growth Fund* 76,936 866
______________ Other Information:
Total Growth 866 The Fund utilizes various inputs in determining the value of its
_____________________________________________________________________ investments as of the reporting period end. These inputs are
summarized in three broad levels as follows:
Growth & Income-Large Cap - 3.4%
Old Mutual Focused Fund 63,745 1,401 Level 1 - quoted prices in active markets for identical securities
______________
Level 2 - other significant observable inputs (including quoted
Total Growth & Income-Large Cap 1,401 prices for similar securities, interest rates, prepayment
_____________________________________________________________________ speeds, credit risk, etc.)
Growth-Large Cap - 4.7% Level 3 - significant unobservable inputs (including the Fund's own
Old Mutual Large Cap Growth Fund 102,708 1,931 assumption in determining the fair value of investments)
______________
The inputs or methodology used for valuing securities are not
Total Growth-Large Cap 1,931 necessarily an indication of the risk associated with investing in
_____________________________________________________________________ those securities. A summary of the inputs used as of January 31, 2011
in valuing the Fund's net assets were as follows (000):
International Equity - 6.8%
Old Mutual International Equity Fund 298,695 2,793
______________ Description Level 1 Level 2 Level 3 Total
_____________________________________________________________________
Total International Equity 2,793
_____________________________________________________________________ Investments
Affiliated Mutual Funds $40,885 $- $- $40,885
Market Neutral-Equity - 1.7% _____________________________________________________________________
Old Mutual Analytic U.S.
Long/Short Fund 59,793 688 Total Investments $40,885 $- $- $40,885
______________ _____________________________________________________________________
Total Market Neutral-Equity 688 Refer to the "Security Valuation" section of Note 2 for further
_____________________________________________________________________ information.
Value - 5.3%
Old Mutual Barrow Hanley Value Fund 335,891 2,163
______________
Total Value 2,163
_____________________________________________________________________
Value-Mid Cap - 6.0%
Old Mutual TS&W Mid-Cap Value Fund 275,304 2,461
______________
Total Value-Mid Cap 2,461
_____________________________________________________________________
Value-Small Cap - 0.1%
Old Mutual TS&W Small Cap Value Fund* 1,154 21
______________
Total Value-Small Cap 21
_____________________________________________________________________
The accompanying notes are an integral part of the financial statements.
6
OLD MUTUAL ASSET ALLOCATION BALANCED PORTFOLIO
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Balanced Portfolio returned
10.42% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays Capital U.S. Aggregate Index returned
0.20%.
o The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months.
o Old Mutual International Equity Fund, Old Mutual Large Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the
largest contributors to overall performance.
o Old Mutual Dwight Intermediate Fixed Income Fund, Old Mutual Dwight Short Term Fixed Income Fund and Old Mutual Strategic
Small Company Fund were among those that contributed the least to overall performance.
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Balanced Portfolio (the
"Fund") returned 10.42% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays Capital U.S.
Aggregate Index returned 0.20%. Performance for all share classes can be found on page 9.
Q. What investment environment did the Fund face during the past period?
A. U.S. stocks had a positive, albeit rocky, 2010 on the back of strong earnings growth. Prices ebbed and flowed with the news on
quantitative easing, the Eurozone drama, the extension of the Bush-era tax cuts, and the disappointing news on the job market.
Overall, returns were above the Fund's long-term averages. Returns during the six-month period ending January 31, 2011,
(covered by this commentary) were much better than returns during the first half of the year as it became more clear that the
continuing unemployment problem was not strongly impacting the earnings of corporations.
Equity returns were strong as the S&P 500 returned 17.93%. Small-capitalization equities performed slightly better than
large-capitalization stocks with the Russell 2000 Index returning slightly more than the S&P 500. Growth outperformed value and
U.S. stocks beat comparable non-U.S. stocks by small margins. Stocks benefited from falling long-term rates but also from
rising earnings prospects. Bond indexes had positive returns and were led by high-yield bonds. Long-term bond returns lagged
short-term bond returns toward the end of the year, which were affected by increased concerns about the federal budget deficit
and higher inflation expectations.
Q. Which market factors influenced the Fund's relative performance?
A. The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months. As U.S. equities slightly outperformed REITs, non-U.S. developed equities and emerging
markets, the Fund's diversified allocations to those asset classes were a slight drag to performance during the period. The
Fund's underlying portfolio manager performance was mixed, as five of the Fund's equity managers beat the blended benchmarks
that were set for them, and five underperformed. The Fund's growth managers did well over the six-month period, while value
managers lagged their benchmarks.
On the fixed income side, the Fund's 4% long-term allocation to high-yield securities contributed to relative performance as
that asset class did well, and the Fund's high yield strategy provided another boost as the Old Mutual Dwight High Yield Fund
beat its index. The Fund's 7% long-term allocation to short-term bonds helped performance as bonds with lower duration
outperformed bonds with higher duration. The Fund's investment-grade bond managers did well and performed within 1% of their
benchmarks.
From April through December 2010, the Fund carried a slight underweight to equities. Ibbotson Associates Advisors, LLC
("Ibbotson") was concerned about high unemployment, housing prices, and the prospect of higher taxes. This underweight reduced
volatility in the Fund, but was a drag on performance. As corporate balance sheets improved during 2010, the equity underweight
was removed in December.
Asset Allocation Balanced Portfolio
7
OLD MUTUAL ASSET ALLOCATION BALANCED PORTFOLIO - continued
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Q. How did portfolio composition affect Fund performance?
A. The Fund is a "Fund of Funds," which seeks to achieve its investment objective by investing in a portfolio of underlying
equity and fixed income funds, although a portion of its assets may be invested in cash, cash equivalents, or in money market
funds.
Based on the performance of Fund's underlying mutual fund investments, Old Mutual International Equity Fund, Old Mutual Large
Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the largest contributors to overall performance. Old Mutual
Dwight Intermediate Fixed Income Fund, Old Mutual Dwight Short Term Fixed Income Fund and Old Mutual Strategic Small Company
Fund were among those that contributed the least to overall performance.
Q. What is the investment outlook?
A. Ibbotson expects 2011 to be a year of mild growth in the developed world, and vigorous activity in emerging markets. Ibbotson
anticipates that falling home prices, indebtedness, and the mismatch between labor demand and supply may hold back the
economies in developed countries for years. Ibbotson expects the fiscal troubles of several members of the Eurozone will
recurrently flare up, and the United Kingdom and Japan, as they strive to get their fiscal house in order, could set themselves
up for another recession.
Within the fixed income realm, Ibbotson does not believe that the recent rise in long-term yields will continue throughout
2011. Ibbotson expects that during the year, it may become apparent that the economic recovery is wobbly and that the Federal
Reserve Board cannot risk tightening monetary policy. At which point, long-term yields should stop rising, enabling government
bonds to perform better than they have in the last few months.
For equities, Ibbotson does not expect 2011 to be as good as 2010. Earnings growth last year was powered, for the most part, by
rising margins. Companies slashed payrolls and eliminated inefficiencies, bringing costs down. Sales growth was better than
expected, but still moderate. In 2011, Ibbotson expects that sales will support stock prices, but Ibbotson is skeptical, and
believes the dim macroeconomic backdrop sets the stage for sales to grow at a slower pace than margins did in 2010.
Among commodities, Ibbotson believes oil and agricultural commodity prices are likely to keep rising in the medium-term,
powered by steady demand from emerging markets and a strained supply. Rising commodity prices should put central banks between
a rock and a hard place, at a time of weak economic activity. This may leave monetary authorities in a position to focus on
core consumer prices and hope that higher food and energy prices do not translate into higher wages.
Top Ten Holdings
as of January 31, 2011
Old Mutual Barrow
Hanley Core Bond Fund 23.7%
___________________________________________________________________________________
Old Mutual International
Equity Fund 13.1%
___________________________________________________________________________________
Old Mutual Barrow
Hanley Value Fund 12.1%
___________________________________________________________________________________
Old Mutual TS&W
Mid-Cap Value Fund 8.6%
___________________________________________________________________________________
Old Mutual Large Cap
Growth Fund 8.6%
___________________________________________________________________________________
Old Mutual Dwight Short Term
Fixed Income Fund 6.5%
___________________________________________________________________________________
Old Mutual Focused Fund 5.5%
___________________________________________________________________________________
Old Mutual Dwight
Intermediate Fixed
Income Fund 5.5%
___________________________________________________________________________________
Old Mutual TS&W
Small Cap Value Fund 4.1%
___________________________________________________________________________________
Old Mutual Dwight
High Yield Fund 3.9%
___________________________________________________________________________________
As a % of Total
Fund Investments 91.6%
___________________________________________________________________________________
Asset Allocation Balanced Portfolio
8
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 09/30/04 4.06% 7.42% 2.61% 4.70%
Class A without load 09/30/04 10.42% 14.02% 3.84% 5.69%
Class C with load 09/30/04 9.03% 12.21% 3.08% 4.93%
Class C without load 09/30/04 10.03% 13.21% 3.08% 4.93%
Class Z 12/09/05 10.55% 14.41% 4.11% 4.75%
Institutional Class 09/30/04 10.50% 14.27% 4.06% 5.93%
S&P Composite 1500 09/30/04 18.39% 23.40% 2.47% 4.85%
Barclays Capital U.S. Aggregate Index 09/30/04 0.20% 5.06% 5.82% 5.12%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and
the comparative indexes can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class C shares may be subject to a contingent deferred sales
charge ("CDSC") of 1.00% if redeemed within twelve months of the date of purchase; and Class A share purchases of $1 million or
more, which were purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of
the date of purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating
expenses and total annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the
Fund's Class A, Class C, Class Z and Institutional Class shares (as reported in the prospectus dated November 23, 2010) are 1.78%
and 1.49%; 2.47% and 2.24%; 3.13% and 1.24%; and 3.14% and 1.24%, respectively.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Asset Allocation Balanced Portfolio, Class A | Old Mutual Asset Allocation Balanced Portfolio, Class C | Old Mutual Asset Allocation Balanced Portfolio, Institutional Class | S&P Composite 1500 Index | Barclays Capital U.S. Aggregate Index | ||
| 9/30/04 | 9,425 | 10,000 | 10,000 | 10,000 | 10,000 | |
| 7/31/05 | 10,445 | 11,031 | 11,115 | 11,359 | 10,255 | |
| 7/31/06 | 11,048 | 11,582 | 11,772 | 11,954 | 10,405 | |
| 7/31/07 | 12,616 | 13,132 | 13,495 | 13,879 | 10,985 | |
| 7/31/08 | 12,037 | 12,431 | 12,893 | 12,420 | 11,661 | |
| 7/31/09 | 10,917 | 11,188 | 11,717 | 9,940 | 12,576 | |
| 7/31/10 | 12,118 | 12,328 | 13,039 | 11,404 | 13,696 | |
| 1/31/11 | 13,380 | 13,564 | 14,408 | 13,501 | 13,723 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class A, Class C
and Institutional Class shares on the inception date of 9/30/04 to an investment made in unmanaged securities indexes on that date.
The performance of the Fund's Class A shares shown in the line graph takes into account the maximum initial sales charge. The
Fund's performance in this chart and the performance table assumes reinvestment of dividends and capital gain distributions but
does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Sector Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Corporate/Preferred-High Yield | 3.9% | |
| Government/Corporate | 35.6% | |
| Growth | 2.5% | |
| Growth & Income-Large Cap | 5.5% | |
| Growth & Income-Small Cap | 0.2% | |
| Growth-Large Cap | 8.6% | |
| International Equity | 13.1% | |
| Market Neutral-Equity | 2.7% | |
| Cash Equivalents | 0.8% | |
| Sector Fund-Real Estate | 2.3% | |
| Value | 12.1% | |
| Value-Mid Cap | 8.6% | |
| Value-Small Cap | 4.1% |
9
OLD MUTUAL ASSET ALLOCATION BALANCED PORTFOLIO - concluded
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Affiliated Mutual Funds (1)- 100.2% Value-Mid Cap - 8.7%
Corporate/Preferred-High Yield - 3.9% Old Mutual TS&W
Old Mutual Dwight High Yield Fund 278,065 $ 2,847 Mid-Cap Value Fund 701,958 $ 6,276
______________ ______________
Total Corporate/Preferred-High Yield 2,847 Total Value-Mid Cap 6,276
_____________________________________________________________________ _____________________________________________________________________
Government/Corporate - 35.7% Value-Small Cap - 4.1%
Old Mutual Barrow Hanley Old Mutual TS&W
Core Bond Fund 1,646,843 17,210 Small Cap Value Fund* 161,991 2,960
Old Mutual Dwight Intermediate ______________
Fixed Income Fund 400,653 3,958
Old Mutual Dwight Short Term Total Value-Small Cap 2,960
Fixed Income Fund 470,679 4,735 _____________________________________________________________________
______________
Money Market Fund - 0.7%
Total Government/Corporate 25,903 Old Mutual Cash Reserves Fund,
_____________________________________________________________________ Institutional Class, 0.07% (A) 538,653 539
______________
Growth - 2.6%
Old Mutual Copper Rock Emerging Total Money Market Fund 539
Growth Fund* 164,058 1,846 ______________
______________
Total Affiliated Mutual Funds (Cost $65,964) 72,685
Total Growth 1,846 _____________________________________________________________________
_____________________________________________________________________
Total Investments - 100.2% (Cost $65,964) 72,685
Growth & Income-Large Cap - 5.5% _____________________________________________________________________
Old Mutual Focused Fund 182,316 4,005
______________ Other Assets and Liabilities, Net - (0.2)% (173)
_____________________________________________________________________
Total Growth & Income-Large Cap 4,005
_____________________________________________________________________ Total Net Assets - 100.0% $ 72,512
_____________________________________________________________________
Growth & Income-Small Cap - 0.2%
Old Mutual Strategic Small For descriptions of abbreviations and footnotes, please refer to page 20.
Company Fund 9,121 102
______________ Other Information:
Total Growth & Income-Small Cap 102 The Fund utilizes various inputs in determining the value of its investments as
_____________________________________________________________________ of the reporting period end. These inputs are summarized in three broad levels
as follows:
Growth-Large Cap - 8.6%
Old Mutual Large Cap Growth Fund 331,523 6,233 Level 1 - quoted prices in active markets for identical securities
______________
Level 2 - other significant observable inputs (including quoted prices for
Total Growth-Large Cap 6,233 similar securities, interest rates, prepayment speeds, credit
_____________________________________________________________________ risk, etc.)
International Equity - 13.1% Level 3 - significant unobservable inputs (including the Fund's own assumption
Old Mutual International Equity Fund 1,018,661 9,524 in determining the fair value of investments)
______________
The inputs or methodology used for valuing securities are not necessarily an
Total International Equity 9,524 indication of the risk associated with investing in those securities. A summary
_____________________________________________________________________ of the inputs used as of January 31, 2011 in valuing the Fund's net assets were
as follows (000):
Market Neutral-Equity - 2.7%
Old Mutual Analytic U.S. Description Level 1 Level 2 Level 3 Total
Long/Short Fund 171,077 1,969 _____________________________________________________________________
______________
Investments
Total Market Neutral-Equity 1,969 Affiliated Mutual Funds $72,685 $- $- $72,685
_____________________________________________________________________ _____________________________________________________________________
Sector Fund-Real Estate - 2.3% Total Investments $72,685 $- $- $72,685
Old Mutual Heitman REIT Fund 201,833 1,677 _____________________________________________________________________
______________
Refer to the "Security Valuation" section of Note 2 for further information.
Total Sector Fund-Real Estate 1,677
_____________________________________________________________________
Value - 12.1%
Old Mutual Barrow Hanley Value Fund 1,367,019 8,804
______________
Total Value 8,804
_____________________________________________________________________
The accompanying notes are an integral part of the financial statements.
10
OLD MUTUAL ASSET ALLOCATION MODERATE
GROWTH PORTFOLIO
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Moderate Growth Portfolio
returned 13.52% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays Capital U.S. Aggregate Index returned 0.20%.
o The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months.
o Old Mutual International Equity Fund, Old Mutual Large Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the
largest contributors to overall performance.
o Old Mutual Dwight Intermediate Fixed Income Fund, Old Mutual Barrow Hanley Core Bond Fund and Old Mutual Heitman REIT Fund
were among those that contributed the least to overall performance.
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Moderate Growth
Portfolio (the "Fund") returned 13.52% at net asset value, while the S&P Composite 1500 returned 18.39% and the Barclays
Capital U. S. Aggregate Index returned 0.20%. Performance for all share classes can be found on page 13.
Q. What investment environment did the Fund face during the past period?
A. U.S. stocks had a positive, albeit rocky, 2010 on the back of strong earnings growth. Prices ebbed and flowed with the news on
quantitative easing, the Eurozone drama, the extension of the Bush-era tax cuts, and the disappointing news on the job market.
Overall, returns were above the Fund's long-term averages. Returns during the six-month period ending January 31, 2011,
(covered by this commentary) were much better than returns during the first half of the year as it became more clear that the
continuing unemployment problem was not strongly impacting the earnings of corporations.
Equity returns were strong as the S&P 500 returned 17.93%. Small-capitalization equities performed slightly better than
large-capitalization stocks with the Russell 2000 Index returning slightly more than the S&P 500. Growth outperformed value and
U.S. stocks beat comparable non-U.S. stocks by small margins. Stocks benefited from falling long-term rates but also from
rising earnings prospects. Bond indexes had positive returns and were led by high-yield bonds. Long-term bond returns lagged
short-term bond returns toward the end of the year, which were affected by increased concerns about the federal budget deficit
and higher inflation expectations.
Q. Which market factors influenced the Fund's relative performance?
A. The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months. As U.S. equities slightly outperformed REITs, non-U.S. developed equities and emerging
markets, the Fund's diversified allocations to those asset classes were a slight drag to performance during the period. The
Fund's underlying portfolio manager performance was mixed, as five of the equity managers beat the blended benchmarks that were
set for them, and five underperformed. The Fund's growth managers did well over the six-month period, while value managers
lagged their benchmarks. Old Mutual International Equity Fund, managed by Acadian Asset Management LLC, was a particular
standout to performance.
On the fixed income side, the Fund's investment-grade bond managers did well and performed within 1% of their benchmarks.
From April through December 2010, the Fund carried a slight underweight to equities. Ibbotson Associates Advisors, LLC
("Ibbotson") was concerned about high unemployment, housing prices, and the prospect of higher taxes. This underweight reduced
volatility in the Fund, but was a drag on performance. As corporate balance sheets improved during 2010, the equity underweight
was removed in December.
Asset Allocation
Moderate Growth Portfolio
11
OLD MUTUAL ASSET ALLOCATION MODERATE
GROWTH PORTFOLIO - continued
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Q. How did portfolio composition affect Fund performance?
A. The Fund is a "Fund of Funds," which seeks to achieve its investment objective by investing in a portfolio of underlying
equity and fixed income funds, although a portion of its assets may be invested in cash, cash equivalents, or in money market
funds.
Based on the performance of the Fund's underlying mutual fund investments, Old Mutual International Equity Fund, Old Mutual
Large Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the largest contributors to overall performance. Old
Mutual Dwight Intermediate Fixed Income Fund, Old Mutual Barrow Hanley Core Bond Fund and Old Mutual Heitman REIT Fund were
among those that contributed the least to overall performance.
Q. What is the investment outlook?
A. Ibbotson expects 2011 to be a year of mild growth in the developed world, and vigorous activity in emerging markets. Ibbotson
anticipates that falling home prices, indebtedness, and the mismatch between labor demand and supply may hold back the
economies in developed countries for years. Ibbotson expects the fiscal troubles of several members of the Eurozone will
recurrently flare up, and the United Kingdom and Japan, as they strive to get their fiscal house in order, could set themselves
up for another recession.
Within the fixed income realm, Ibbotson does not believe that the recent rise in long-term yields will continue throughout
2011. Ibbotson expects that during the year, it may become apparent that the economic recovery is wobbly and that the Federal
Reserve Board cannot risk tightening monetary policy. At which point, long-term yields should stop rising, enabling government
bonds to perform better than they have in the last few months.
For equities, Ibbotson does not expect 2011 to be as good as 2010. Earnings growth last year was powered, for the most part,
by rising margins. Companies slashed payrolls and eliminated inefficiencies, bringing costs down. Sales growth was better than
expected, but still moderate. In 2011, Ibbotson expects that sales will support stock prices, but Ibbotson is skeptical, and
believes the dim macroeconomic backdrop sets the stage for sales to grow at a slower pace than margins did in 2010.
Among commodities, Ibbotson believes oil and agricultural commodity prices are likely to keep rising in the medium-term,
powered by steady demand from emerging markets and a strained supply. Rising commodity prices should put central banks between
a rock and a hard place, at a time of weak economic activity. This may leave monetary authorities in a position to focus on
core consumer prices and hope that higher food and energy prices do not translate into higher wages.
Top Ten Holdings as of January 31, 2011
___________________________________________________________________________________
Old Mutual International Equity Fund 18.8%
___________________________________________________________________________________
Old Mutual Barrow Hanley Core Bond Fund 16.8%
___________________________________________________________________________________
Old Mutual Barrow Hanley Value Fund 11.9%
___________________________________________________________________________________
Old Mutual Large Cap Growth Fund 10.8%
___________________________________________________________________________________
Old Mutual TS&W Mid-Cap Value Fund 10.0%
___________________________________________________________________________________
Old Mutual TS&W Small Cap Value Fund 7.6%
___________________________________________________________________________________
Old Mutual Focused Fund 6.7%
___________________________________________________________________________________
Old Mutual Heitman REIT Fund 4.9%
___________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund 4.6%
___________________________________________________________________________________
Old Mutual Copper Rock Emerging Growth Fund 4.2%
___________________________________________________________________________________
As a % of Total Fund Investments 96.3%
___________________________________________________________________________________
Asset Allocation
Moderate Growth Portfolio
12
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 09/30/04 6.98% 10.65% 1.09% 4.09%
Class A without load 09/30/04 13.52% 17.41% 2.30% 5.07%
Class C with load 09/30/04 12.04% 15.50% 1.52% 4.29%
Class C without load 09/30/04 13.04% 16.50% 1.52% 4.29%
Class Z 12/09/05 13.70% 17.68% 2.57% 3.42%
Institutional Class 09/30/04 13.73% 17.72% 2.60% 5.37%
S&P Composite 1500 09/30/04 18.39% 23.40% 2.47% 4.85%
Barclays Capital U.S. Aggregate Index 09/30/04 0.20% 5.06% 5.82% 5.12%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and the
comparative indexes can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class C shares may be subject to a contingent deferred sales
charge ("CDSC") of 1.00% if redeemed within twelve months of the date of purchase; and Class A share purchases of $1 million or
more, which were purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of
the date of purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating
expenses and total annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the Fund's
Class A, Class C, Class Z and Institutional Class shares (as reported in the prospectus dated November 23, 2010) are 2.01% and
1.50%; 2.67% and 2.25%; 3.52% and 1.25%; and 1.92% and 1.25%, respectively.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Asset Allocation Moderate Growth Portfolio, Class A | Old Mutual Asset Allocation Moderate Growth Portfolio, Class C | Old Mutual Asset Allocation Moderate Growth Portfolio, Institutional Class | S&P Composite 1500 Index | Barclays Capital U.S. Aggregate Index | ||
| 9/30/04 | 9,425 | 10,000 | 10,000 | 10,000 | 10,000 | |
| 7/31/05 | 10,661 | 11,244 | 11,343 | 11,359 | 10,255 | |
| 7/31/06 | 11,469 | 12,009 | 12,235 | 11,954 | 10,405 | |
| 7/31/07 | 13,361 | 13,886 | 14,283 | 13,879 | 10,985 | |
| 7/31/08 | 12,311 | 12,699 | 13,199 | 12,420 | 11,661 | |
| 7/31/09 | 10,185 | 10,426 | 10,957 | 9,940 | 12,576 | |
| 7/31/10 | 11,358 | 11,542 | 12,249 | 11,404 | 13,696 | |
| 1/31/11 | 12,893 | 13,048 | 13,931 | 13,501 | 13,723 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class A, Class C
and Institutional Class shares on the inception date of 9/30/04 to an investment made in unmanaged securities indexes on that date.
The performance of the Fund's Class A shares shown in the line graph takes into account the maximum initial sales charge. The Fund's
performance in this chart and the performance table assumes reinvestment of dividends and capital gain distributions but does not
reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Sector Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Government/Corporate | 19.3% | |
| Growth | 4.2% | |
| Growth & Income-Large Cap | 6.7% | |
| Growth & Income-Small Cap | 0.4% | |
| Growth-Large Cap | 10.7% | |
| International Equity | 18.8% | |
| Market Neutral-Equity | 4.6% | |
| Cash Equivalents | 0.9% | |
| Sector Fund-Real Estate | 4.9% | |
| Value | 11.9% | |
| Value-Mid Cap | 10.0% | |
| Value-Small Cap | 7.6% |
13
OLD MUTUAL ASSET ALLOCATION MODERATE
GROWTH PORTFOLIO - concluded
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Affiliated Mutual Funds (1)- 100.1% Value-Small Cap - 7.6%
Government/Corporate - 19.3% Old Mutual TS&W
Old Mutual Barrow Hanley Small Cap Value Fund* 389,967 $ 7,126
Core Bond Fund 1,512,220 $ 15,803 ______________
Old Mutual Dwight Intermediate
Fixed Income Fund 236,138 2,333 Total Value-Small Cap 7,126
______________ _____________________________________________________________________
Total Government/Corporate 18,136 Money Market Fund - 0.9%
_____________________________________________________________________ Total Old Mutual Cash Reserves Fund,
Institutional Class, 0.07% (A) 823,678 824
Growth - 4.2% ______________
Old Mutual Copper Rock
Emerging Growth Fund* 355,255 3,997 Total Money Market Fund 824
______________ ______________
Total Growth 3,997 Total Affiliated Mutual Funds (Cost $88,073) 94,121
_____________________________________________________________________ _____________________________________________________________________
Growth & Income-Large Cap - 6.7% Total Investments - 100.1% (Cost $88,073) 94,121
Old Mutual Focused Fund 287,788 6,323 _____________________________________________________________________
______________
Other Assets and Liabilities, Net - (0.1)% (133)
Total Growth & Income-Large Cap 6,323 _____________________________________________________________________
_____________________________________________________________________
Total Net Assets - 100.0% $ 93,988
Growth & Income-Small Cap - 0.4% _____________________________________________________________________
Old Mutual Strategic
Small Company Fund 30,961 345 For descriptions of abbreviations and footnotes, please refer to page 20.
______________
Other Information:
Total Growth & Income-Small Cap 345
_____________________________________________________________________ The Fund utilizes various inputs in determining the value of its investments as
of the reporting period end. These inputs are summarized in three broad levels
Growth-Large Cap - 10.8% as follows:
Old Mutual Large Cap Growth Fund 538,505 10,124
______________ Level 1 - quoted prices in active markets for identical securities
Total Growth-Large Cap 10,124 Level 2 - other significant observable inputs (including quoted prices for
_____________________________________________________________________ similar securities, interest rates, prepayment speeds, credit
risk, etc.)
International Equity - 18.8%
Old Mutual International Equity Fund 1,888,603 17,658 Level 3 - significant unobservable inputs (including the Fund's own assumption
______________ in determining the fair value of investments)
Total International Equity 17,658 The inputs or methodology used for valuing securities are not necessarily an
_____________________________________________________________________ indication of the risk associated with investing in those securities. A summary
of the inputs used as of January 31, 2011 in valuing the Fund's net assets were
Market Neutral-Equity - 4.6% as follows (000):
Old Mutual Analytic
U.S. Long/Short Fund 380,080 4,375 Description Level 1 Level 2 Level 3 Total
______________ _____________________________________________________________________
Total Market Neutral-Equity 4,375 Investments
_____________________________________________________________________ Affiliated Mutual Funds $94,121 $- $- $94,121
_____________________________________________________________________
Sector Fund-Real Estate - 4.9%
Old Mutual Heitman REIT Fund 552,953 4,595 Total Investments $94,121 $- $- $94,121
______________ _____________________________________________________________________
Total Sector Fund-Real Estate 4,595 Refer to the "Security Valuation" section of Note 2 for further information.
_____________________________________________________________________
Value - 11.9%
Old Mutual Barrow Hanley Value Fund 1,740,983 11,212
______________
Total Value 11,212
_____________________________________________________________________
Value-Mid Cap - 10.0%
Old Mutual TS&W
Mid-Cap Value Fund 1,052,156 9,406
______________
Total Value-Mid Cap 9,406
_____________________________________________________________________
The accompanying notes are an integral part of the financial statements.
14
OLD MUTUAL ASSET ALLOCATION GROWTH PORTFOLIO
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Growth Portfolio
underperformed its benchmark, the S&P Composite 1500. The Fund's Class A shares posted a 16.82% return at net asset value
versus an 18.39% return for the Index.
o The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months.
o Old Mutual International Equity Fund, Old Mutual Large Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the
largest contributors to overall performance.
o Old Mutual Barrow Hanley Core Bond Fund, Old Mutual Analytic U.S. Long/Short Fund and Old Mutual TS&W Small Cap Value Fund
were among those that contributed the least to overall performance.
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Asset Allocation Growth Portfolio (the
"Fund") underperformed its benchmark, the S&P Composite 1500 (the "Index"). The Fund's Class A shares posted a 16.82% return at
net asset value versus an 18.39% return for the Index. Performance for all share classes can be found on page 17.
Q. What investment environment did the Fund face during the past period?
A. U.S. stocks had a positive, albeit rocky, 2010 on the back of strong earnings growth. Prices ebbed and flowed with the news on
quantitative easing, the Eurozone drama, the extension of the Bush-era tax cuts, and the disappointing news on the job market.
Overall, returns were above the Fund's long-term averages. Returns during the six-month period ending January 31, 2011,
(covered by this commentary) were much better than returns during the first half of the year as it became more clear that the
��continuing unemployment problem was not strongly impacting the earnings of corporations.
Equity returns were strong as the S&P 500 returned 17.93%. Small-capitalization equities performed slightly better than
large-capitalization stocks with the Russell 2000 Index returning slightly more than the S&P 500. Growth outperformed value and
U.S. stocks beat comparable non-U.S. stocks by small margins. Stocks benefited from falling long-term rates but also from
rising earnings prospects. Bond indexes had positive returns and were led by high-yield bonds. Long-term bond returns lagged
short-term bond returns toward the end of the year, which were affected by increased concerns about the federal budget deficit
and higher inflation expectations.
Q. Which market factors influenced the Fund's relative performance?
A. The Fund uses 10 equity managers that have exposure to nine asset classes. All nine of the asset classes had above-average
returns for the last six months. As U.S. equities slightly outperformed REITs, non-U.S. developed equities and emerging
markets, the Fund's diversified allocations to those asset classes were a slight drag to performance during the period. The
Fund's underlying portfolio manager performance was mixed, as five of the equity managers beat the blended benchmarks that were
set for them, and five underperformed. The Fund's growth managers did well over the six-month period, while value managers
lagged their benchmarks. Old Mutual International Equity Fund, managed by Acadian Asset Management LLC, was a particular
standout to performance.
From April through December 2010, the Fund carried a slight underweight to equities and an overweight to fixed-income
securities. Ibbotson Associates Advisors, LLC ("Ibbotson") was concerned about high unemployment, housing prices, and the
prospect of higher taxes. This underweight reduced volatility in the Fund, but was a drag on performance. As corporate balance
sheets improved during 2010, the equity underweight was removed in December.
Asset Allocation Growth Portfolio
15
OLD MUTUAL ASSET ALLOCATION GROWTH PORTFOLIO - continued
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Ibbotson Associates Advisors, LLC
Q. How did portfolio composition affect Fund performance?
A. The Fund is a "Fund of Funds," which seeks to achieve its investment objective by investing in a portfolio of underlying
equity funds, although a portion of its assets may be invested in cash, cash equivalents, or in money market funds.
Based on the performance of the Fund's underlying mutual fund investments, Old Mutual International Equity Fund, Old Mutual
Large Cap Growth Fund and Old Mutual Barrow Hanley Value Fund were among the largest contributors to overall performance. Old
Mutual Barrow Hanley Core Bond Fund, Old Mutual Analytic U.S. Long/Short Fund and Old Mutual TS&W Small Cap Value Fund were
among those that contributed the least to overall performance.
Q. What is the investment outlook?
A. Ibbotson expects 2011 to be a year of mild growth in the developed world, and vigorous activity in emerging markets. Ibbotson
anticipates that falling home prices, indebtedness, and the mismatch between labor demand and supply may hold back the
economies in developed countries for years. Ibbotson expects the fiscal troubles of several members of the Eurozone will
recurrently flare up, and the United Kingdom and Japan, as they strive to get their fiscal house in order, could set themselves
up for another recession.
Within the fixed income realm, Ibbotson does not believe that the recent rise in long-term yields will continue throughout
2011. Ibbotson expects that during the year, it may become apparent that the economic recovery is wobbly and that the Federal
Reserve Board cannot risk tightening monetary policy. At which point, long-term yields should stop rising, enabling government
bonds to perform better than they have in the last few months.
For equities, Ibbotson does not expect 2011 to be as good as 2010. Earnings growth last year was powered, for the most part,
by rising margins. Companies slashed payrolls and eliminated inefficiencies, bringing costs down. Sales growth was better than
expected, but still moderate. In 2011, Ibbotson expects that sales will support stock prices, but Ibbotson is skeptical, and
believes the dim macroeconomic backdrop sets the stage for sales to grow at a slower pace than margins did in 2010.
Among commodities, Ibbotson believes oil and agricultural commodity prices are likely to keep rising in the medium-term,
powered by steady demand from emerging markets and a strained supply. Rising commodity prices should put central banks between
a rock and a hard place, at a time of weak economic activity. This may leave monetary authorities in a position to focus on
core consumer prices and hope that higher food and energy prices do not translate into higher wages.
Top Ten Holdings as of January 31, 2011
___________________________________________________________________________________
Old Mutual International Equity Fund 26.7%
___________________________________________________________________________________
Old Mutual Barrow Hanley Value Fund 15.4%
___________________________________________________________________________________
Old Mutual Large Cap Growth Fund 13.2%
___________________________________________________________________________________
Old Mutual TS&W Mid-Cap Value Fund 12.6%
___________________________________________________________________________________
Old Mutual Heitman REIT Fund 7.7%
___________________________________________________________________________________
Old Mutual Focused Fund 7.1%
___________________________________________________________________________________
Old Mutual TS&W Small Cap Value Fund 6.1%
___________________________________________________________________________________
Old Mutual Copper Rock Emerging Growth Fund 4.9%
___________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund 4.1%
___________________________________________________________________________________
Old Mutual Barrow Hanley Core Bond Fund 1.2%
___________________________________________________________________________________
As a % of Total Fund Investments 99.0%
___________________________________________________________________________________
Asset Allocation Growth Portfolio
16
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 09/30/04 10.15% 14.08% (0.13)% 3.99%
Class A without load 09/30/04 16.82% 20.99% 1.06% 4.96%
Class C with load 09/30/04 15.34% 19.13% 0.31% 4.18%
Class C without load 09/30/04 16.34% 20.13% 0.31% 4.18%
Class Z 12/09/05 16.93% 21.30% 1.32% 2.37%
Institutional Class 09/30/04 17.00% 21.37% 1.31% 5.22%
S&P Composite 1500 09/30/04 18.39% 23.40% 2.47% 4.85%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and the
comparative index can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class C shares may be subject to a contingent deferred sales
charge ("CDSC") of 1.00% if redeemed within twelve months of the date of purchase; and Class A share purchases of $1 million or
more, which were purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of
the date of purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating
expenses and total annual operating expenses after expense waivers and/or expense reimbursement you may pay as an investor in the
Fund's Class A, Class C, Class Z and Institutional Class shares (as reported in the prospectus dated November 23, 2010) are 2.15%
and 1.54%; 2.81% and 2.29%; 2.30% and 1.29%; and 1.64% and 1.29%, respectively.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Asset Allocation Growth Portfolio, Class A | Old Mutual Asset Allocation Growth Portfolio, Class C | Old Mutual Asset Allocation Growth Portfolio, Institutional Class | S&P Composite 1500 Index | ||
| 9/30/04 | 9,425 | 10,000 | 10,000 | 10,000 | |
| 7/31/05 | 11,019 | 11,615 | 11,713 | 11,359 | |
| 7/31/06 | 12,094 | 12,657 | 12,894 | 11,954 | |
| 7/31/07 | 14,362 | 14,917 | 15,344 | 13,879 | |
| 7/31/08 | 12,718 | 13,115 | 13,607 | 12,420 | |
| 7/31/09 | 9,723 | 9,947 | 10,432 | 9,940 | |
| 7/31/10 | 10,966 | 11,143 | 11,798 | 11,404 | |
| 1/31/11 | 12,810 | 12,964 | 13,804 | 13,501 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class A, Class C
and Institutional Class shares on the inception date of 9/30/04 to an investment made in an unmanaged securities index on that date.
The performance of the Fund's Class A shares shown in the line graph takes into account the maximum initial sales charge. The Fund's
performance in this chart and the performance table assumes reinvestment of dividends and capital gain distributions but does not
reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Sector Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Government/Corporate | 1.2% | |
| Growth | 4.9% | |
| Growth & Income-Large Cap | 7.1% | |
| Growth-Large Cap | 13.2% | |
| International Equity | 26.7% | |
| Market Neutral-Equity | 4.1% | |
| Cash Equivalents | 1.0% | |
| Sector Fund-Real Estate | 7.7% | |
| Value | 15.4% | |
| Value-Mid Cap | 12.6% | |
| Value-Small Cap | 6.1% |
17
OLD MUTUAL ASSET ALLOCATION GROWTH PORTFOLIO - concluded
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Affiliated Mutual Funds (1)- 100.2% Money Market Fund - 1.0%
Government/Corporate - 1.2% Old Mutual Cash Reserves Fund,
Old Mutual Barrow Hanley Core Institutional Class, 0.07% (A) 564,873 $ 565
Bond Fund 67,028 $ 700 ______________
______________
Total Money Market Fund 565
Total Government/Corporate 700 ______________
_____________________________________________________________________
Total Affiliated Mutual Funds (Cost $52,481) 56,896
Growth - 5.0% _____________________________________________________________________
Old Mutual Copper Rock Emerging
Growth Fund* 249,649 2,808 Total Investments - 100.2% (Cost $52,481) 56,896
______________ _____________________________________________________________________
Total Growth 2,808 Other Assets and Liabilities, Net - (0.2)% (111)
_____________________________________________________________________ _____________________________________________________________________
Growth & Income-Large Cap - 7.1% Total Net Assets - 100.0% $ 56,785
Old Mutual Focused Fund 184,466 4,053 _____________________________________________________________________
______________
For descriptions of abbreviations and footnotes, please refer to page 20.
Total Growth & Income-Large Cap 4,053
_____________________________________________________________________ Other Information:
Growth-Large Cap - 13.2% The Fund utilizes various inputs in determining the value of its investments as
Old Mutual Large Cap Growth Fund 398,439 7,491 of the reporting period end. These inputs are summarized in three broad levels
______________ as follows:
Total Growth-Large Cap 7,491 Level 1 - quoted prices in active markets for identical securities
_____________________________________________________________________
Level 2 - other significant observable inputs (including quoted prices for
International Equity - 26.7% similar securities, interest rates, prepayment speeds, credit
Old Mutual International Equity Fund 1,621,064 15,157 risk, etc.)
______________
Level 3 - significant unobservable inputs (including the Fund's own assumption
Total International Equity 15,157 in determining the fair value of investments)
_____________________________________________________________________
The inputs or methodology used for valuing securities are not necessarily an
Market Neutral-Equity - 4.1% indication of the risk associated with investing in those securities. A summary
Old Mutual Analytic U.S. Long/Short Fund 201,975 2,325 of the inputs used as of January 31, 2011 in valuing the Fund's net assets were
______________ as follows (000):
Total Market Neutral-Equity 2,325 Description Level 1 Level 2 Level 3 Total
_____________________________________________________________________ _____________________________________________________________________
Sector Fund-Real Estate - 7.7% Investments
Old Mutual Heitman REIT Fund 528,893 4,395 Affiliated Mutual Funds $56,896 $- $- $56,896
______________ _____________________________________________________________________
Total Sector Fund-Real Estate 4,395 Total Investments $56,896 $- $- $56,896
_____________________________________________________________________ _____________________________________________________________________
Value - 15.5% Refer to the "Security Valuation" section of Note 2 for further information.
Old Mutual Barrow Hanley Value Fund 1,361,791 8,770
______________
Total Value 8,770
_____________________________________________________________________
Value-Mid Cap - 12.6%
Old Mutual TS&W Mid-Cap Value Fund 800,491 7,156
______________
Total Value-Mid Cap 7,156
_____________________________________________________________________
Value-Small Cap - 6.1%
Old Mutual TS&W Small Cap Value Fund* 190,227 3,476
______________
Total Value-Small Cap 3,476
_____________________________________________________________________
The accompanying notes are an integral part of the financial statements.
18
NOTES TO SCHEDULE OF INVESTMENTS
____________________________________________________________________________________________________________________________________
* Non-income producing security.
(1) - Investments are funds within the Old Mutual family of funds and they may be deemed to be under common control because they
may share the same Board of Trustees. Old Mutual Capital, Inc. serves as the investment adviser to all affiliated mutual funds.
(A) - The rate reported represents the 7-day effective yield as of January 31, 2011.
Cost figures are shown with "000's" omitted.
19
STATEMENTS OF ASSETS & LIABILITIES (000, excluding shares)
AS OF JANUARY 31, 2011 (UNAUDITED)
__________________________________________________________________________________________________________________________________________________________________
Old Mutual Old Mutual Old Mutual Old Mutual
Asset Allocation Asset Allocation Asset Allocation Asset Allocation
Conservative Balanced Moderate Growth Growth
Portfolio Portfolio Portfolio Portfolio
__________________________________________________________________________________________________________________________________________________________________
Assets:
Investment in Affiliated Funds, at cost $ 37,455 $ 65,964 $ 88,073 $ 52,481
__________________________________________________________________________________________________________________________________________________________________
Investment in Affiliated Funds, at value $ 40,885 $ 72,685 $ 94,121 $ 56,896
Receivable for Capital Shares Sold - 39 1,986 55
Receivable for Investment Securities Sold 110 - - -
Receivable from Investment Adviser 10 15 30 23
Receivable for Dividends from Affiliated Funds 93 97 59 3
Other Assets 4 6 7 7
__________________________________________________________________________________________________________________________________________________________________
Total Assets 41,102 72,842 96,203 56,984
__________________________________________________________________________________________________________________________________________________________________
Liabilities:
Payable for Investment Securities Purchased 93 97 1,787 3
Payable for Capital Shares Redeemed 39 163 332 129
Payable for Administration Fees 3 6 8 5
Payable for Distribution & Service Fees 5 12 14 8
Payable for Management Fees 7 12 20 12
Payable for Trustees' Fees 1 2 2 2
Accrued Expenses 19 38 52 40
__________________________________________________________________________________________________________________________________________________________________
Total Liabilities 167 330 2,215 199
__________________________________________________________________________________________________________________________________________________________________
Net Assets $ 40,935 $ 72,512 $ 93,988 $ 56,785
__________________________________________________________________________________________________________________________________________________________________
Net Assets:
Paid-in Capital ($0.001 par value, unlimited authorization) $ 41,185 $ 93,673 $ 132,972 $ 93,101
Undistributed (Distributions in Excess of) Net Investment Income/
(Accumulated Net Investment Loss) (456) (344) 36 343
Accumulated Net Realized Loss on Investments (3,224) (27,538) (45,068) (41,074)
Net Unrealized Appreciation on Investments 3,430 6,721 6,048 4,415
__________________________________________________________________________________________________________________________________________________________________
Net Assets $ 40,935 $ 72,512 $ 93,988 $ 56,785
__________________________________________________________________________________________________________________________________________________________________
Net Assets - Class A $ 11,034 $ 14,773 $ 23,342 $ 15,372
Net Assets - Class C 21,926 55,841 69,129 36,876
Net Assets - Class Z 1,407 1,868 1,509 3,760
Net Assets - Institutional Class 6,568 30 8 776
__________________________________________________________________________________________________________________________________________________________________
Outstanding Shares of Beneficial Interest - Class A 1,032,666 1,362,855 2,156,714 1,380,719
Outstanding Shares of Beneficial Interest - Class C 2,061,799 5,161,500 6,512,816 3,451,518
Outstanding Shares of Beneficial Interest - Class Z 131,569 172,005 138,252 333,215
Outstanding Shares of Beneficial Interest - Institutional Class 613,670 2,779 707 68,898
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value and Redemption Price Per Share - Class A^ $ 10.68 $ 10.84 $ 10.82 $ 11.13
__________________________________________________________________________________________________________________________________________________________________
Maximum Offering Price Per Share Class A (Net Asset Value/94.25%) $ 11.33 $ 11.50 $ 11.48 $ 11.81
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share - Class C†^ $ 10.63 $ 10.82 $ 10.61 $ 10.68
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share - Class Z^ $ 10.69 $ 10.86 $ 10.92 $ 11.28
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share -
Institutional Class^ $ 10.70 $ 10.81 $ 10.86 $ 11.27
__________________________________________________________________________________________________________________________________________________________________
† Class C shares have a contingent deferred sales charge. For a description of possible sales charge, please see the Fund's Prospectus.
^ Net Assets divided by shares may not calculate to the stated NAV because these amounts are shown rounded.
Amounts designated as "-" are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements.
20
STATEMENTS OF OPERATIONS (000)
FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
_______________________________________________________________________________________________________________________________________________
Old Mutual Old Mutual Old Mutual Old Mutual
Asset Allocation Asset Allocation Asset Allocation Asset Allocation
Conservative Balanced Moderate Growth Growth
Portfolio Portfolio Portfolio Portfolio
_______________________________________________________________________________________________________________________________________________
Investment Income:
Dividends from Affiliated Funds $ 731 $ 1,085 $ 1,169 $ 640
_______________________________________________________________________________________________________________________________________________
Total Investment Income 731 1,085 1,169 640
_______________________________________________________________________________________________________________________________________________
Expenses:
Management Fees 43 75 116 71
Administration Fees 22 38 47 28
Trustees' Fees 4 8 9 5
Professional Fees 12 21 27 16
Transfer Agent Fees 24 59 98 77
Registration and SEC Fees 27 27 27 27
Distribution and Service Fees:
Class A 15 21 27 20
Class C 117 287 349 183
Other Expenses 8 15 20 11
_______________________________________________________________________________________________________________________________________________
Total Expenses 272 551 720 438
_______________________________________________________________________________________________________________________________________________
Less:
Net Waiver of Management Fees (43) (75) (116) (71)
Reimbursement of Other Expenses by Investment Adviser (20) (21) (78) (73)
_______________________________________________________________________________________________________________________________________________
Net Expenses 209 455 526 294
_______________________________________________________________________________________________________________________________________________
Net Investment Income 522 630 643 346
_______________________________________________________________________________________________________________________________________________
Net Realized Loss from Affiliated Funds(1) (253) (1,552) (1,449) (1,896)
Net Capital Gain Distributions Received from Affiliated Funds(1) 766 736 416 23
Net Change in Unrealized Appreciation on Investments 1,342 7,239 11,869 10,116
_______________________________________________________________________________________________________________________________________________
Net Realized and Unrealized Gain on Investments 1,855 6,423 10,836 8,243
_______________________________________________________________________________________________________________________________________________
Increase in Net Assets Resulting from Operations $2,377 $ 7,053 $ 11,479 $ 8,589
_______________________________________________________________________________________________________________________________________________
(1) See Note 7 for total net realized gain (loss) on investments in Affiliated Funds.
The accompanying notes are an integral part of the financial statements.
21
STATEMENTS OF CHANGES IN NET ASSETS (000)
__________________________________________________________________________________________________________________________________________________________
Old Mutual Old Mutual Old Mutual Old Mutual
Asset Allocation Asset Allocation Asset Allocation Asset Allocation
Conservative Balanced Moderate Growth Growth
Portfolio Portfolio Portfolio Portfolio
__________________________________________________________________________________________________________________________________________________________
8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to
1/31/11 7/31/10 1/31/11 7/31/10 1/31/11 7/31/10 1/31/11 7/31/10
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
__________________________________________________________________________________________________________________________________________________________
Investment Activities:
Net Investment Income $ 522 $ 1,410 $ 630 $ 1,626 $ 643 $ 1,136 $ 346 $ 743
Net Realized Gain (Loss) from Investments 513 (1,403) (816) (12,536) (1,033) (21,629) (1,873) (21,363)
Net Change in Unrealized Appreciation
on Investments 1,342 4,592 7,239 21,014 11,869 33,428 10,116 31,194
__________________________________________________________________________________________________________________________________________________________
Net Increase in Net Assets Resulting
from Operations 2,377 4,599 7,053 10,104 11,479 12,935 8,589 10,574
__________________________________________________________________________________________________________________________________________________________
Dividends and Distributions to Shareholders From:
Net Investment Income:
Class A (322) (597) (265) (758) (286) (637) (84) (405)
Class C (542) (1,028) (766) (1,581) (398) (1,415) - (576)
Class Z (37) (47) (31) (29) (23) (15) (28) (16)
Institutional Class (187) (295) (1) (41) - (178) (6) (435)
__________________________________________________________________________________________________________________________________________________________
Total Dividends and Distributions (1,088) (1,967) (1,063) (2,409) (707) (2,245) (118) (1,432)
__________________________________________________________________________________________________________________________________________________________
Capital Share Transactions:
Class A
Shares Issued 3,970 2,794 805 3,578 2,548 2,801 457 2,399
Shares Issued upon Reinvestment of Distributions 248 463 204 576 243 517 74 325
Redemption Fees 3 - - - - - - 1
Shares Redeemed (5,722) (5,488) (8,828) (10,122) (4,702) (8,643) (4,299) (8,729)
__________________________________________________________________________________________________________________________________________________________
Total Class A Capital Share Transactions (1,501) (2,231) (7,819) (5,968) (1,911) (5,325) (3,768) (6,004)
__________________________________________________________________________________________________________________________________________________________
Class C
Shares Issued 1,111 3,808 1,702 5,055 1,504 4,581 738 2,341
Shares Issued upon Reinvestment of Distributions 331 559 452 925 239 825 - 395
Redemption Fees - - - - - - - -
Shares Redeemed (4,185) (13,406) (10,424) (29,401) (11,714) (34,527) (6,036) (19,049)
__________________________________________________________________________________________________________________________________________________________
Total Class C Capital Share Transactions (2,743) (9,039) (8,270) (23,421) (9,971) (29,121) (5,298) (16,313)
__________________________________________________________________________________________________________________________________________________________
Class Z
Shares Issued 520 1,539 1,228 257 971 88 1,239 3,000
Shares Issued upon Reinvestment of Distributions 29 47 16 29 10 15 21 16
Redemption Fees - - - - - - - -
Shares Redeemed (300) (713) (382) (87) (199) (23) (248) (1,410)
__________________________________________________________________________________________________________________________________________________________
Total Class Z Capital Share Transactions 249 873 862 199 782 80 1,012 1,606
__________________________________________________________________________________________________________________________________________________________
Institutional Class
Shares Issued 430 1,435 - 32 - 24 36 733
Shares Issued upon Reinvestment of Distributions 187 250 1 41 - 178 6 435
Redemption Fees - - - - - - - -
Shares Redeemed (389) (1,855) - (2,199) - (8,821) (46) (20,421)
__________________________________________________________________________________________________________________________________________________________
Total Institutional Class Capital Share Transactions 228 (170) 1 (2,126) - (8,619) (4) (19,253)
__________________________________________________________________________________________________________________________________________________________
Decrease in Net Assets Derived from Capital
Shares Transactions (3,767) (10,567) (15,226) (31,316) (11,100) (42,985) (8,058) (39,964)
__________________________________________________________________________________________________________________________________________________________
Total Increase (Decrease) in Net Assets (2,478) (7,935) (9,236) (23,621) (328) (32,295) 413 (30,822)
__________________________________________________________________________________________________________________________________________________________
Net Assets:
Beginning of Period 43,413 51,348 81,748 105,369 94,316 126,611 56,372 87,194
__________________________________________________________________________________________________________________________________________________________
End of Period $ 40,935 $ 43,413 $ 72,512 $ 81,748 $ 93,988 $ 94,316 $ 56,785 $ 56,372
__________________________________________________________________________________________________________________________________________________________
Undistributed (Distribution in Excess of) Net Investment
Income/(Accumulated Net Investment Loss) $ (456) $ 110 $ (344) $ 89 $ 36 $ 100 $ 343 $ 115
__________________________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements.
22
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR OR PERIOD ENDED JULY 31, (UNLESS OTHERWISE NOTED)
AND FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
Ratio of
Expenses to
Realized Average Net Ratio of Net
Net and Net Net Assets Investment
Asset Net Unrealized Dividends Distributions Total Asset Assets Ratio (Excluding Income
Value Investment Gains Total from Net from Dividends Value End of Expenses Waivers and (Loss) Portfolio
Beginning Income (Losses) on Redemption from Investment Capital and End Total of Period to Average Expense to Average Turnover
of Period (Loss)* Securities* Fees Operations Income Gains Distributions of Period Return† (000) Net Assets††,(1) Reductions)††,(1) Net Assets���†,(1) Rate†
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL ASSET ALLOCATION CONSERVATIVE PORTFOLIO
Class A
2011 $ 10.38 $ 0.14 $ 0.46 $- $ 0.60 $ (0.30) $ - $ (0.30) $ 10.68 5.80% $ 11,034 0.61% 0.91% 2.72% 11.21%
2010 9.84 0.34 0.66 - 1.00 (0.46) - (0.46) 10.38 10.27% 12,141 0.61% 0.94% 3.36% 32.70%
2009 10.76 0.48 (0.61) - (0.13) (0.57) (0.22) (0.79) 9.84 (0.49)% 13,632 0.65% 0.86% 5.09% 39.55%
2008 11.30 0.29 (0.25) - 0.04 (0.31) (0.27) (0.58) 10.76 0.24% 15,858 0.93% 1.31% 2.62% 49.27%
2007 10.64 0.30 0.69 - 0.99 (0.28) (0.05) (0.33) 11.30 9.40% 12,605 1.50% 1.94% 2.73% 130.47%
2006 10.53 0.26 0.10 - 0.36 (0.20) (0.05) (0.25) 10.64 3.39% 8,588 1.50% 2.35% 2.46% 146.84%
Class C
2011 $ 10.33 $ 0.11 $ 0.45 $- $ 0.56 $ (0.26) $ - $ (0.26) $ 10.63 5.41% $ 21,926 1.36% 1.60% 2.03% 11.21%
2010 9.80 0.27 0.64 - 0.91 (0.38) - (0.38) 10.33 9.37% 23,985 1.36% 1.65% 2.61% 32.70%
2009 10.66 0.39 (0.58) - (0.19) (0.45) (0.22) (0.67) 9.80 (1.20)% 31,465 1.41% 1.54% 4.23% 39.55%
2008 11.25 0.21 (0.25) - (0.04) (0.28) (0.27) (0.55) 10.66 (0.47)% 34,242 1.67% 1.95% 1.86% 49.27%
2007 10.60 0.22 0.68 - 0.90 (0.20) (0.05) (0.25) 11.25 8.57% 25,812 2.25% 2.57% 1.98% 130.47%
2006 10.50 0.18 0.10 - 0.28 (0.13) (0.05) (0.18) 10.60 2.63% 18,253 2.25% 2.75% 1.74% 146.84%
Class Z
2011 $ 10.39 $ 0.17 $ 0.44 $- $ 0.61 $ (0.31) $ - $ (0.31) $ 10.69 5.92% $ 1,407 0.36% 1.72% 3.13% 11.21%
2010 9.85 0.35 0.67 - 1.02 (0.48) - (0.48) 10.39 10.54% 1,129 0.34% 1.65% 3.40% 32.70%
2009 10.78 0.44 (0.54) - (0.10) (0.61) (0.22) (0.83) 9.85 (0.17)% 234 0.40% 7.77% 4.56% 39.55%
2008 11.30 0.32 (0.25) - 0.07 (0.32) (0.27) (0.59) 10.78 0.54% 640 0.67% 4.34% 2.86% 49.27%
2007 10.65 0.34 0.67 - 1.01 (0.31) (0.05) (0.36) 11.30 9.55% 514 1.25% 11.45% 3.01% 130.47%
2006** 10.60 0.19 0.09 - 0.28 (0.18) (0.05) (0.23) 10.65 2.63% 1 1.25% 757.79% 2.80% 146.84%
Institutional Class
2011 $ 10.40 $ 0.16 $ 0.45 $- $ 0.61 $ (0.31) $ - $ (0.31) $ 10.70 5.92% $ 6,568 0.36% 0.63% 3.04% 11.21%
2010 9.86 0.37 0.65 - 1.02 (0.48) - (0.48) 10.40 10.52% 6,158 0.36% 0.56% 3.62% 32.70%
2009 10.79 0.47 (0.58) - (0.11) (0.60) (0.22) (0.82) 9.86 (0.19)% 6,017 0.40% 1.43% 4.85% 39.55%
2008 11.32 0.32 (0.26) - 0.06 (0.32) (0.27) (0.59) 10.79 0.41% 6,816 0.69% 1.05% 2.87% 49.27%
2007 10.65 0.33 0.70 - 1.03 (0.31) (0.05) (0.36) 11.32 9.74% 5,700 1.25% 1.60% 2.98% 130.47%
2006 10.54 0.29 0.10 - 0.39 (0.23) (0.05) (0.28) 10.65 3.64% 5,588 1.25% 1.75% 2.71% 146.84%
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL ASSET ALLOCATION BALANCED PORTFOLIO
Class A
2011 $ 9.99 $ 0.11 $ 0.93 $- $ 1.04 $ (0.19) $ - $ (0.19) $ 10.84 10.42% $ 14,773 0.64% 0.95% 2.16% 2.46%
2010 9.28 0.22 0.80 - 1.02 (0.31) - (0.31) 9.99 10.99% 21,312 0.64% 0.93% 2.26% 32.67%
2009 11.27 0.29 (1.46) - (1.17) (0.36) (0.46) (0.82) 9.28 (9.30)% 25,356 0.65% 0.79% 3.30% 29.74%
2008 12.68 0.21 (0.74)(#) - (0.53) (0.26) (0.62) (0.88) 11.27 (4.59)%(#) 44,959 0.94% 1.13% 1.71% 51.96%
2007 11.45 0.20 1.41 - 1.61 (0.17) (0.21) (0.38) 12.68 14.20% 51,321 1.55% 1.69% 1.59% 121.42%
2006 11.02 0.16 0.47 - 0.63 (0.12) (0.08) (0.20) 11.45 5.76% 37,679 1.55% 1.82% 1.40% 129.99%
Class C
2011 $ 9.97 $ 0.08 $ 0.92 $- $ 1.00 $ (0.15) $ - $ (0.15) $ 10.82 10.03% $ 55,841 1.39% 1.58% 1.50% 2.46%
2010 9.26 0.15 0.79 - 0.94 (0.23) - (0.23) 9.97 10.19% 59,480 1.39% 1.62% 1.51% 32.67%
2009 11.17 0.22 (1.44) - (1.22) (0.23) (0.46) (0.69) 9.26 (10.00)% 77,330 1.40% 1.51% 2.46% 29.74%
2008 12.64 0.11 (0.73)(#) - (0.62) (0.23) (0.62) (0.85) 11.17 (5.34)%(#) 120,085 1.67% 1.85% 0.92% 51.96%
2007 11.42 0.10 1.41 - 1.51 (0.08) (0.21) (0.29) 12.64 13.38% 109,348 2.30% 2.44% 0.85% 121.42%
2006 11.00 0.07 0.48 - 0.55 (0.05) (0.08) (0.13) 11.42 5.00% 61,845 2.30% 2.54% 0.66% 129.99%
Class Z
2011 $ 10.01 $ 0.16 $ 0.89 $- $ 1.05 $ (0.20) $ - $ (0.20) $ 10.86 10.55% $ 1,868 0.39% 1.57% 3.05% 2.46%
2010 9.30 0.24 0.80 - 1.04 (0.33) - (0.33) 10.01 11.25% 929 0.39% 2.28% 2.46% 32.67%
2009 11.31 0.31 (1.46) - (1.15) (0.40) (0.46) (0.86) 9.30 (9.00)% 672 0.40% 1.41% 3.53% 29.74%
2008 12.70 0.23 (0.74)(#) - (0.51) (0.26) (0.62) (0.88) 11.31 (4.40)%(#) 732 0.65% 5.13% 1.91% 51.96%
2007 11.46 0.26 1.39 - 1.65 (0.20) (0.21) (0.41) 12.70 14.55% 586 1.30% 11.24% 2.02% 121.42%
2006** 11.26 0.12 0.28 - 0.40 (0.12) (0.08) (0.20) 11.46 3.57% 1 1.30% 771.22% 1.60% 129.99%
Institutional Class
2011 $ 9.97 $ 0.13 $ 0.91 $- $ 1.04 $ (0.20) $ - $ (0.20) $ 10.81 10.50% $ 30 0.39% 48.97% 2.55% 2.46%
2010 9.26 0.35 0.69 - 1.04 (0.33) - (0.33) 9.97 11.29% 27 0.39% 2.29% 3.55% 32.67%
2009 11.28 0.30 (1.46) - (1.16) (0.40) (0.46) (0.86) 9.26 (9.13)% 2,011 0.40% 0.58% 3.35% 29.74%
2008 12.71 0.27 (0.78)(#) - (0.51) (0.30) (0.62) (0.92) 11.28 (4.46)%(#) 6,196 0.85% 1.41% 2.24% 51.96%
2007 11.46 0.23 1.43 - 1.66 (0.20) (0.21) (0.41) 12.71 14.64% 13,969 1.30% 1.39% 1.84% 121.42%
2006 11.04 0.19 0.46 - 0.65 (0.15) (0.08) (0.23) 11.46 5.91% 12,890 1.30% 1.47% 1.64% 129.99%
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
The accompanying notes are an integral part of the financial statements.
23
FINANCIAL HIGHLIGHTS - concluded
FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR OR PERIOD ENDED JULY 31, (UNLESS OTHERWISE NOTED)
AND FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
Ratio of
Expenses to
Realized Average Net Ratio of Net
Net and Net Net Assets Investment
Asset Net Unrealized Dividends Distributions Total Asset Assets Ratio (Excluding Income
Value Investment Gains Total from Net from Dividends Value End of Expenses Waivers and (Loss) Portfolio
Beginning Income (Losses) on Redemption from Investment Capital and End Total of Period to Average Expense to Average Turnover
of Period (Loss)* Securities* Fees Operations Income Gains Distributions of Period Return† (000) Net Assets††,(1) Reductions)††,(1) Net Assets††,(1) Rate†
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL ASSET ALLOCATION MODERATE GROWTH PORTFOLIO
Class A
2011 $ 9.66 $ 0.10 $ 1.20 $- $ 1.30 $ (0.14) $ - $ (0.14) $ 10.82 13.52% $ 23,342 0.57% 1.02% 1.90% 3.62%
2010 8.87 0.15 0.87 - 1.02 (0.23) - (0.23) 9.66 11.52% 22,740 0.57% 1.08% 1.53% 37.54%
2009 11.91 0.17 (2.37) - (2.20) (0.16) (0.68) (0.84) 8.87 (17.27)% 25,782 0.57% 0.99% 2.00% 31.90%
2008 13.76 0.10 (1.11)(#) - (1.01) (0.15) (0.69) (0.84) 11.91 (7.86)%(#) 52,854 0.89% 1.26% 0.74% 43.04%
2007 12.07 0.11 1.86 - 1.97 (0.07) (0.21) (0.28) 13.76 16.49% 58,969 1.55% 1.73% 0.84% 112.42%
2006 11.30 0.09 0.76 - 0.85 (0.03) (0.05) (0.08) 12.07 7.58% 46,242 1.55% 1.91% 0.76% 111.99%
Class C
2011 $ 9.44 $ 0.06 $ 1.17 $- $ 1.23 $ (0.06) $ - $ (0.06) $ 10.61 13.04% $ 69,129 1.32% 1.69% 1.19% 3.62%
2010 8.67 0.07 0.86 - 0.93 (0.16) - (0.16) 9.44 10.71% 70,934 1.32% 1.74% 0.78% 37.54%
2009 11.63 0.11 (2.31) - (2.20) (0.08) (0.68) (0.76) 8.67 (17.90)% 92,373 1.32% 1.69% 1.33% 31.90%
2008 13.59 - (1.08)(#) - (1.08) (0.19) (0.69) (0.88) 11.63 (8.55)%(#) 154,281 1.63% 1.88% (0.02)% 43.04%
2007 11.95 0.01 1.84 - 1.85 - (0.21) (0.21) 13.59 15.63% 161,855 2.30% 2.43% 0.09% 112.42%
2006 11.24 - 0.76 - 0.76 - (0.05) (0.05) 11.95 6.80% 95,984 2.30% 2.62% 0.01% 111.99%
Class Z
2011 $ 9.75 $ 0.16 $ 1.17 $- $ 1.33 $ (0.16) $ - $ (0.16) $ 10.92 13.70% $ 1,509 0.32% 1.83% 2.98% 3.62%
2010 8.95 0.17 0.88 - 1.05 (0.25) - (0.25) 9.75 11.77% 635 0.32% 2.59% 1.72% 37.54%
2009 12.02 0.20 (2.40) - (2.20) (0.19) (0.68) (0.87) 8.95 (17.07)% 508 0.32% 2.64% 2.34% 31.90%
2008 13.84 0.13 (1.11)(#) - (0.98) (0.15) (0.69) (0.84) 12.02 (7.64)%(#) 600 0.61% 4.40% 0.97% 43.04%
2007 12.12 0.20 1.83 - 2.03 (0.10) (0.21) (0.31) 13.84 16.91% 530 1.30% 11.43% 1.40% 112.42%
2006** 11.70 0.08 0.43 - 0.51 (0.04) (0.05) (0.09) 12.12 4.45% 1 1.30% 764.76% 0.98% 111.99%
Institutional Class
2011 $ 9.75 $ 0.12 $ 1.21 $- $ 1.33 $ (0.22) $ - $ (0.22) $ 10.86 13.73% $ 8 0.32% 194.01% 2.25% 3.62%
2010 8.95 0.28 0.78 - 1.06 (0.26) - (0.26) 9.75 11.79% 7 0.32% 0.99% 2.99% 37.54%
2009 12.01 0.19 (2.38) - (2.19) (0.19) (0.68) (0.87) 8.95 (16.99)% 7,948 0.32% 0.61% 2.21% 31.90%
2008 13.82 0.13 (1.11)(#) - (0.98) (0.14) (0.69) (0.83) 12.01 (7.59)%(#) 8,836 0.70% 0.99% 0.98% 43.04%
2007 12.12 0.15 1.86 - 2.01 (0.10) (0.21) (0.31) 13.82 16.74% 13,149 1.30%�� 1.37% 1.12% 112.42%
2006 11.33 0.12 0.76 - 0.88 (0.04) (0.05) (0.09) 12.12 7.86% 8,136 1.30% 1.56% 1.00% 111.99%
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
The accompanying notes are an integral part of the financial statements.
24
Ratio of
Expenses to
Realized Average Net Ratio of Net
Net and Net Net Assets Investment
Asset Net Unrealized Dividends Distributions Total Asset Assets Ratio (Excluding Income
Value Investment Gains Total from Net from Dividends Value End of Expenses Waivers and (Loss) Portfolio
Beginning Income (Losses) on Redemption from Investment Capital and End Total of Period to Average Expense to Average Turnover
of Period (Loss)* Securities* Fees Operations Income Gains Distributions of Period Return† (000) Net Assets††,(1) Reductions)††,(1) Net Assets†† Rate†
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL ASSET ALLOCATION GROWTH PORTFOLIO
Class A
2011 $ 9.58 $ 0.08 $ 1.53 $- $ 1.61 $ (0.06) $ - $ (0.06) $ 11.13 16.82% $ 15,372 0.57% 1.13% 1.63% 1.20%
2010 8.66 0.12 0.99 - 1.11 (0.19) - (0.19) 9.58 12.78% 16,721 0.57% 1.18% 1.26% 41.29%
2009 12.33 0.10 (3.12) - (3.02) - (0.65) (0.65) 8.66 (23.55)% 20,556 0.56% 1.03% 1.14% 27.09%
2008 14.82 0.07 (1.67)(#) - (1.60) (0.20) (0.69) (0.89) 12.33 (11.45)%(#) 43,129 0.91% 1.26% 0.48% 45.80%
2007 12.70 0.03 2.34 - 2.37 - (0.25) (0.25) 14.82 18.76% 55,755 1.60% 1.83% 0.24% 104.92%
2006 11.68 0.02 1.12 - 1.14 (0.02) (0.10) (0.12) 12.70 9.75% 30,459 1.60% 2.22% 0.17% 94.12%
Class C
2011 $ 9.18 $ 0.05 $ 1.45 $- $ 1.50 $ - $ - $ - $ 10.68 16.34% $ 36,876 1.32% 1.76% 0.94% 1.20%
2010 8.30 0.04 0.96 - 1.00 (0.12) - (0.12) 9.18 12.03% 36,655 1.32% 1.84% 0.47% 41.29%
2009 11.95 0.03 (3.03) - (3.00) - (0.65) (0.65) 8.30 (24.16)% 48,126 1.31% 1.75% 0.42% 27.09%
2008 14.53 (0.04) (1.61)(#) - (1.65) (0.24) (0.69) (0.93) 11.95 (12.08)%(#) 83,127 1.66% 2.01% (0.29)% 45.80%
2007 12.55 (0.07) 2.30 - 2.23 - (0.25) (0.25) 14.53 17.86% 96,805 2.35% 2.56% (0.50)% 104.92%
2006 11.61 (0.07) 1.11 - 1.04 - (0.10) (0.10) 12.55 8.97% 50,152 2.35% 2.93% (0.58)% 94.12%
Class Z
2011 $ 9.72 $ 0.13 $ 1.51 $- $ 1.64 $ (0.08) $ - $ (0.08) $ 11.28 16.93% $ 3,760 0.32% 1.02% 2.37% 1.20%
2010 8.77 0.05 1.11 - 1.16 (0.21) - (0.21) 9.72 13.22% 2,322 0.32% 1.33% 0.56% 41.29%
2009 12.45 0.12 (3.15) - (3.03) - (0.65) (0.65) 8.77 (23.40)% 667 0.32% 3.50% 1.46% 27.09%
2008 14.91 0.09 (1.67)(#) - (1.58) (0.19) (0.69) (0.88) 12.45 (11.25)%(#) 750 0.61% 5.47% 0.68% 45.80%
2007 12.74 0.12 2.30 - 2.42 - (0.25) (0.25) 14.91 19.09% 648 1.35% 10.49% 0.77% 104.92%
2006** 12.23 0.03 0.61 - 0.64 (0.03) (0.10) (0.13) 12.74 5.23% 1 1.35% 758.31% 0.39% 94.12%
Institutional Class
2011 $ 9.71 $ 0.10 $ 1.55 $- $ 1.65 $ (0.09) $ - $ (0.09) $ 11.27 17.00% $ 776 0.32% 2.46% 1.99% 1.20%
2010 8.77 0.32 0.83 - 1.15 (0.21) - (0.21) 9.71 13.10% 674 0.32% 0.67% 3.37% 41.29%
2009 12.44 0.12 (3.14) - (3.02) - (0.65) (0.65) 8.77 (23.34)% 17,845 0.31% 0.50% 1.39% 27.09%
2008 14.91 0.09 (1.68)(#) - (1.59) (0.19) (0.69) (0.88) 12.44 (11.32)%(#) 24,509 0.64% 0.84% 0.67% 45.80%
2007 12.75 0.07 2.34 - 2.41 - (0.25) (0.25) 14.91 19.00% 24,927 1.35% 1.38% 0.51% 104.92%
2006 11.70 0.06 1.12 - 1.18 (0.03) (0.10) (0.13) 12.75 10.08% 15,304 1.35% 1.68% 0.47% 94.12%
___________________________________________________________________________________________________________________________________________________________________________________________________________________________
* Per share amounts for the year or period are calculated based on average outstanding shares.
** Class commenced operations on December 9, 2005.
# Impact of payment to affiliate was less than $0.01 per share and 0.01%, respectively.
† Total returns and portfolio turnover rates are for the period indicated and have not been annualized. Total return would have
been lower had certain expenses not been waived by the Adviser during the year. Returns shown do not reflect the deduction of
taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns shown exclude any applicable
sales charges.
†† Ratios for periods less than one year have been annualized.
(1) Ratio does not include expenses of the underlying funds.
Amounts designated as "-" are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements.
25
NOTES TO FINANCIAL STATEMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
1. ORGANIZATION
____________________________________________________________________________________________________________________________________
Old Mutual Funds I (the "Trust"), organized as a Delaware statutory trust on May 27, 2004, is registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. The Trust currently offers seven
series portfolios, of which the following are covered by this Semi-Annual Report - the Old Mutual Asset Allocation Conservative
Portfolio, the Old Mutual Asset Allocation Balanced Portfolio, the Old Mutual Asset Allocation Moderate Growth Portfolio and the
Old Mutual Asset Allocation Growth Portfolio (each a "Fund" and collectively, the "Funds"). The Funds commenced operations on
September 30, 2004. The Trust's series portfolios whose financial statements are presented separately are the Old Mutual Analytic
Fund, the Old Mutual International Equity Fund and the Old Mutual Copper Rock Emerging Growth Fund.
Shareholders may purchase shares of the Funds through four separate classes, Class A, Class C, Class Z and Institutional Class
shares. All classes have equal rights as to earnings, assets, and voting privileges, except that each class may have different
distribution costs, dividends, registration costs, and shareholder services costs and each class has exclusive voting rights with
respect to its distribution plan. Except for these differences, each share class of each Fund represents an equal proportionate
interest in that Fund. Each Fund is classified as a diversified investment management company. The Funds' prospectus provides a
description of each Fund's investment objective, policies and investment strategies.
Each Fund is a "fund of funds," which seeks to achieve its investment objective by investing in a portfolio of affiliated
underlying equity and fixed income funds that are advised by the Funds' investment adviser, Old Mutual Capital, Inc. (the
"Adviser"). In addition, a portion of its assets may be invested in cash, cash equivalents, or in money market funds. These
underlying funds, in turn, invest in a variety of U.S. and foreign equity and fixed income securities. Under normal circumstances,
the Funds expect to invest their assets among equity and fixed income funds in the following ranges:
Fund Equity Fund Allocation Fixed Income Fund Allocation
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio 20 - 40% 60 - 80%
Old Mutual Asset Allocation Balanced Portfolio 50 - 70% 30 - 50%
Old Mutual Asset Allocation Moderate Growth Portfolio 70 - 90% 10 - 30%
Old Mutual Asset Allocation Growth Portfolio 90 - 100% 0 - 10%
____________________________________________________________________________________________________________________________________
A brief description of each of the underlying funds that the Funds currently invest in is as follows.
Old Mutual Analytic U.S. Long/Short Fund seeks above-average total returns. To pursue its objective, the fund normally invests at
least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of companies whose securities are
traded in U.S. markets. While the fund may invest in companies of any size, it generally invests in large- and mid-cap companies.
The fund may also invest in long and short positions of publicly traded equity securities. The fund's long and short positions may
include equity securities of foreign issuers that are traded in U.S. markets. The fund generally takes long equity positions equal
to approximately 120% of the fund's equity assets excluding cash, and short equity positions equal to approximately 20% of the
fund's equity assets at the time of investment. The fund's long equity exposure ordinarily ranges from 110% to 125% of the fund's
net assets and its short equity exposure ordinarily ranges from 10% to 33% of the fund's net assets. The cash received from short
sales may be used to invest in long equity positions.
Old Mutual Barrow Hanley Core Bond Fund seeks to maximize total return. To pursue its objective, the fund normally invests at least
80% of its net assets in fixed income securities of varying maturities. Fixed income securities may include: U.S. government
securities, including Treasury and agency securities, corporate obligations, inflation-indexed securities, commercial and
residential mortgage-backed securities, collateralized mortgage obligations and asset-backed securities. The fund may invest up to
25% of its total assets in U.S. dollar denominated foreign debt obligations. The fund may also invest up to 20% of its total assets
in non-investment grade securities. The fund has no limitations on the range of maturities of the fixed income securities in which
it can invest and will maintain an average portfolio duration that ranges from 80% to 120% of the average duration of the Barclays
Capital U.S. Aggregate Index. The sub-adviser will attempt to maintain an overall weighted average portfolio credit quality at a
rating of "AA" (or equivalent) or higher from any nationally recognized statistical rating organization ("NRSRO").
Old Mutual Barrow Hanley Value Fund seeks long-term capital growth. The fund is a non-diversified fund. To pursue its objective,
the fund normally invests in equity securities of large- and mid-cap companies with value characteristics. Undervalued stocks are
generally those stocks that are out of favor with investors and, in the opinion of the fund's sub-adviser, are trading at prices
that are below average at the time of purchase in relation to such measures as earnings and book value. These stocks often have
above average dividend yields.
Old Mutual Copper Rock Emerging Growth Fund seeks to provide investors with capital appreciation. To pursue its objective, the fund
normally invests primarily in equity securities of emerging growth companies. The fund emphasizes small- and mid-cap companies in
its portfolio, that is, companies with market values generally within the range of market values of issuers included in the Russell
2500™ Growth Index. The fund may invest in emerging growth companies of any size. There is no minimum percentage of assets of
either small- or mid-cap companies for the fund's investments, and it has the flexibility to invest substantially in either small-
or mid-cap issuers. The fund may at times be invested primarily in small-cap stocks.
26
Old Mutual Dwight High Yield Fund seeks to provide investors with a high level of current income. To pursue its objective, the fund
normally invests at least 80% of its net assets (plus any borrowings for investment purposes) in high-yield, below investment-grade
securities including high-yield corporate bonds and loans, municipal bonds, mortgage-backed and asset-backed securities,
income-producing convertible securities, and preferred stocks. The fund may invest up to 30% of its assets in U.S. dollar
denominated foreign debt obligations. The fund may also invest in derivative instruments such as options, futures contracts, credit
default swaps, and swaps and options on indices and may engage in certain investment techniques which create market exposure, such
as dollar rolls. The fund's sub-adviser seeks to maintain a minimum average credit quality for the fund's investments at a rating
of "B" (or equivalent) or higher from any NRSRO. The fund's investment duration typically ranges from 75% to 125% of the average
duration of the Barclays Capital U.S. Corporate High-Yield Bond Index.
Old Mutual Dwight Intermediate Fixed Income Fund seeks a high level of current income consistent with relative stability of
principal. To pursue its objective, the fund normally invests at least 80% of its net assets (plus any borrowings for investment
purposes) in a diversified portfolio of fixed income securities of varying maturities. The fund generally invests in investment
grade fixed income securities but may invest up to 15% of its assets in high yield securities. The fund may also invest in
derivative instruments such as options, futures contracts, and options on indices and may engage in certain investment techniques
which create market exposure, such as dollar rolls. The fund's investment duration typically ranges from 75% to 125% of the average
duration of the Barclays Capital U.S. Intermediate Aggregate Bond Index. The fund's dollar weighted average maturity will typically
be between 3 and 10 years.
Old Mutual Dwight Short Term Fixed Income Fund seeks a high level of current income consistent with maintaining a relatively high
degree of stability of capital. To pursue its objective, the fund normally invests at least 80% of its net assets (plus any
borrowings for investment purposes) in obligations of the U.S. Government and in investment grade debt securities rated AAA by
Standard & Poor's, Aaa by Moody's Investor Service, Inc. or deemed equivalent by the sub-adviser. The Fund may invest up to 20% of
its net asset (plus any borrowings for investment purposes) in investment grade securities rated between AA and BBB by Standard &
Poor's or Aa and Baa by Moody's Investor Service, Inc., or deemed equivalent by the sub-adviser. The fund's weighted average
maturity will typically be less than 3 years.
Old Mutual Focused Fund seeks above-average total returns over a 3 to 5 year market cycle. The fund is a non-diversified fund. To
pursue its objective, the fund normally invests at least 80% of its net assets (plus any borrowings for investment purposes) in
equity securities of small-, medium- and large-cap companies. While the fund may invest in companies of any market capitalization,
the fund generally invests in large-cap companies that the fund's sub-adviser believes have sustainable long-term growth prospects
but are currently trading at modest relative valuations.
Old Mutual Heitman REIT Fund seeks to provide investors with a high total return consistent with reasonable risk. To pursue its
objective, the fund normally invests at least 80% of its net assets (plus any borrowings for investment purposes) in equity
securities of companies principally engaged in the real estate industry, including real estate investment trusts ("REITs"). The
fund's sub-adviser considers a company to be principally engaged in the real estate industry if it derives at least 50% of its
revenues from the ownership, construction, management, financing or sale of commercial, industrial or residential real estate or
has at least 50% of its assets in such real estate.
Old Mutual International Equity Fund seeks long-term capital appreciation. To pursue its objective, the fund normally invests at
least 80% of its net assets (plus any borrowings for investment purposes) in equity securities of non-U.S. issuers. The fund
allocates its assets to securities of issuers located in at least 3 non-U.S. countries and may invest in both developed and
emerging markets. Generally, the fund limits its investments in any country to 25% or less of its total assets. However, the fund
may invest more than 25% of its assets in issuers organized in Japan or the United Kingdom, or in securities quoted or denominated
in the Japanese yen, the British pound, or the euro.
Old Mutual Large Cap Growth Fund seeks to provide investors with long-term capital growth. The fund is classified as a
non-diversified fund. To pursue its objective, the fund normally invests at least 80% of its net assets (plus any borrowings for
investment purposes) in equity securities of large-cap companies with favorable growth prospects. For purposes of this fund, large
cap companies are those companies with market capitalizations within the market capitalization range of those companies in the
Russell 1000 Growth Index.
Old Mutual Strategic Small Company Fund seeks capital growth. To pursue its objective, the fund normally invests at least 80% of
its net assets (plus any borrowings for investment purposes) in equity securities of small-cap companies. For purposes of this
fund, small cap companies are those companies with market capitalizations similar to the companies in the Russell 2000 Growth
Index.
Old Mutual TS&W Mid-Cap Value Fund seeks long-term capital growth. To pursue its objective, the fund normally invests at least 80%
of its net assets (plus any borrowings for investment purposes) in equity securities of mid-cap companies with value
characteristics. For purposes of this fund, mid-cap companies are those companies with market capitalizations similar to the
companies in the Russell MidCap Value Index.
Old Mutual TS&W Small Cap Value Fund seeks long-term capital growth. To pursue its objective, the fund normally invests at least
80% of its net assets (plus any borrowings for investment purposes) in equity securities of small-cap companies with value
characteristics. For purposes of this fund, small cap companies are those companies with market capitalizations similar to the
companies in the Russell 2000 Value Index.
In the normal course of business, the Funds may enter into various agreements that provide for general indemnifications. Each
Fund's maximum exposure under these arrangements is unknown as any potential exposure involves future claims that may be made
against each Fund.
27
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
2. SIGNIFICANT ACCOUNTING POLICIES
____________________________________________________________________________________________________________________________________
The following is a summary of the significant accounting policies followed by the Funds.
Use of Estimates in the Preparation of Financial Statements - The preparation of financial statements, in conformity with
accounting principles generally accepted in the United States of America, requires management to make estimates and assumptions
that affect the reported amount 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.
Security Valuation - Investments in underlying funds are valued at the closing net asset value per share of each underlying fund as
reported on each business day. Investment securities of an underlying fund managed by the Adviser, including securities sold short,
that are listed on a securities exchange, market or automated quotation system and for which market quotations are readily
available, including securities traded over-the-counter ("OTC") (except for securities traded on NASDAQ), are valued at the last
quoted sales price on the principal market on which they are traded at the close of trading on the New York Stock Exchange ("NYSE")
(normally 4:00 p.m., Eastern Time) (the "4:00 p.m. Valuation Time") on each day that the NYSE is open for trading for all
underlying Funds other than the Old Mutual Cash Reserves Fund. Investment securities of the Old Mutual Cash Reserves Fund are
valued at the last quoted sales price on the principal market on which they are traded at the close of trading on the NYSE as of
5:00 p.m. Eastern time (the "5:00 p.m. Valuation Time" and together with the 4:00 p.m. Valuation Time, the "Valuation Time") on
each day that the NYSE is open for trading. If there is no such reported sale at the Valuation Time, investment securities are
valued at the most recent quoted bid price reported by the exchange or the OTC market. For securities traded on NASDAQ, the NASDAQ
Official Closing Price provided by NASDAQ each business day is used. If such prices are not available, these securities and
unlisted securities for which market quotations are not readily available are valued in accordance with Fair Value Procedures
established by each Board of Trustees of the underlying funds (the "Boards"). The underlying funds use pricing services to report
the market value of securities in the portfolios; if the pricing service is not able to provide a price, or the pricing service
quote of valuation is deemed inaccurate or does not reflect the market value of the security, securities are valued in accordance
with Fair Value Procedures established by the Boards. The underlying fund's Fair Value Procedures are implemented through a
Valuation Committee (the "Committee") designated by the Boards. A security may be valued using Fair Value Procedures if among other
things the security's trading has been halted or suspended; the security has been de-listed from a national exchange; the
security's primary trading market is temporarily closed at a time when, under normal conditions, it would be open; or the
security's primary pricing source is not able or willing to provide a price. When a security is valued in accordance with the Fair
Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available
to the Committee. The valuation is assigned to Fair Valued Securities for purposes of calculating an underlying fund's net asset
value ("NAV"). Debt securities (other than short-term obligations), including listed issues, of an underlying fund managed by the
Adviser are valued on the basis of valuations furnished by a pricing service which utilizes electronic data processing techniques
to determine valuations for normal institutional size trading units of debt securities, without exclusive reliance upon exchange or
over-the-counter prices. Short-term obligations with maturities of 60 days or less may be valued at amortized cost, which
approximates market value. Under this valuation method, acquisition discounts and premiums are accreted and amortized ratably to
maturity and are included in interest income.
Foreign securities of an underlying fund managed by the Adviser and traded on foreign exchanges in the Western Hemisphere are
valued based upon quotations from the principal market in which they are traded before the valuation time and are translated from
the local currency into U.S. dollars using current exchange rates. In addition, if quotations are not readily available, or if the
values have been materially affected by events occurring after the closing of a foreign market, assets may be valued in accordance
with the Fair Value Procedures established by the Boards.
Foreign securities of an underlying fund managed by the Adviser and traded in countries outside the Western Hemisphere are fair
valued daily by utilizing the quotations of an independent pricing service, unless the Adviser determines that use of another
valuation methodology is appropriate. The pricing service uses statistical analyses and quantitative models to adjust local prices
using factors such as subsequent movement and changes in the prices of indexes, securities and exchange rates in other markets in
determining fair value as of the time the underlying funds calculate the NAVs. The fair value of the foreign security is translated
from the local currency into U.S. dollars using current exchange rates.
Options of an underlying fund managed by the Adviser are valued at the last quoted sales price. If there is no such reported sale
on the valuation date, long option positions are valued at the most recent bid price, and short option positions are valued at the
most recent ask price. Futures contracts of an underlying fund managed by the Adviser are valued at the settlement price
established each day by the exchange on which they are traded. The daily settlement prices for financial futures are provided by an
independent source.
The Funds are subject to the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification 820-10,
Fair Value Measurements and Disclosures, ("ASC 820-10"). ASC 820-10 establishes a hierarchy that prioritizes the inputs to
valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical
assets (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) when market prices are not
readily available or reliable. The inputs used for valuing securities are not necessarily an indication of the risks associated
with investing in those securities. Changes in valuation techniques may result in transfers in or out of an investment's assigned
level within the hierarchy during the reporting period. For each Fund there were no significant transfers between Level 1 and Level
2 during the reporting period, based on the input level assigned under the hierarchy at the beginning and end of the reporting
period. The aggregate value by input level, as of January 31, 2011, for each Fund's investments is included the Schedule of
Investments.
28
Security Transactions and Investment Income - Security transactions are accounted for on the date the securities are purchased or
sold (trade date). Dividend income and distributions to shareholders are recognized on the ex-dividend date; interest income and
expense is recognized on the accrual basis and includes amortization of premiums and accretion of discounts on investments.
Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Costs
used in determining realized capital gains and losses on the sale of investment securities are those of the specific securities
sold adjusted for the accretion and amortization of acquisition discounts and premiums during the respective holding periods, if
applicable.
Dividends and Distributions - Dividends from net investment income for the Funds are declared at least annually, if available,
except Old Mutual Asset Allocation Conservative Portfolio and Old Mutual Asset Allocation Balanced Portfolio, for which dividends
are declared at least quarterly, if available. Distributions of net realized capital gains for each Fund are generally made to
shareholders at least annually, if available.
Foreign Currency Conversion - The books and records of the Funds are maintained in U.S. dollars. Foreign currency amounts are
converted into U.S. dollars on the following basis:
(i) market value of investment securities, other assets and liabilities at the current rate of exchange; and
(ii) purchases and sales of investment securities, income and expenses at the relevant rates of exchange prevailing on the
respective dates of such transactions.
The Funds do not isolate that portion of gains and losses on investment securities that is due to changes in the foreign exchange
rates from that which is due to changes in market prices of such securities.
The Funds report gains and losses on foreign currency related transactions as components of realized gains and losses for financial
reporting purposes, whereas such components are treated as ordinary income or loss for Federal income tax purposes.
Payments by Affiliates - For the year ended July 31, 2010, the Adviser reimbursed $1 (000) to the Old Mutual Asset Allocation
Moderate Growth Portfolio to remove a net asset value divergence caused by a large shareholder redemption. This amount is included
in the total shares redeemed for Institutional Class share transactions in the Statement of Changes in Net Assets. There were no
affiliate payments made to the funds during the semi-annual period ended January 31, 2011.
Other - Expenses that are directly related to one of the Funds are charged directly to that Fund. Other operating expenses are
prorated to the Funds on the basis of relative net assets. Class specific expenses, such as distribution and service fees, are
borne by that class. Income, other expenses and realized and unrealized gains and losses of a Fund are allocated to the respective
class on the basis of the relative net assets each day. Additionally, each Fund, as a shareholder in the underlying funds, will
also indirectly bear its pro rata share of the expenses incurred by the underlying funds. These expenses are not reflected in the
expenses shown in the Statements of Operations and are not included in the ratios to average net assets shown in the Financial
Highlights.
The Funds have an arrangement with the transfer agent, DST Systems, Inc., whereby interest earned on uninvested cash balances is
used to offset a portion of the transfer agent expense. The transfer agent fees shown in the Statements of Operations are in total
and do not reflect the expense reductions, if any, which are shown separately. The Funds had no material expense reductions for the
six-month period ended January 31, 2011.
The Funds impose a 2% redemption/exchange fee on total redemption proceeds (after applicable deferred sales charges) of any
shareholder redeeming shares (including redemptions by exchange) of the Funds within 10 calendar days of their purchase. The Funds
charge the redemption/exchange fee to discourage market timing by those shareholders initiating redemptions or exchanges to take
advantage of short-term market movements. The redemption fee will be imposed to the extent that the number of Fund shares redeemed
exceeds the number of Fund shares that have been held for more than 10 calendar days. In determining how long shares of the Fund
have been held, shares held by the investor for the longest period of time will be sold first. The Funds will retain the fee by
crediting Paid-in Capital. For the six-month period ended January 31, 2011, redemption fees of $3 (000) were collected by Asset
Allocation Conservative Portfolio (Class A). There were no other material redemption fees collected by the Funds.
29
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
3. INVESTMENT ADVISORY FEES, ADMINISTRATIVE FEES AND OTHER TRANSACTIONS WITH AFFILIATES
____________________________________________________________________________________________________________________________________
Investment Adviser - Old Mutual Capital, Inc. is an indirect, wholly owned subsidiary of Old Mutual (US) Holdings Inc. ("OMUSH").
OMUSH is a direct, wholly owned subsidiary of OM Group (UK) Limited, which, in turn, is a direct, wholly owned subsidiary of Old
Mutual plc, a London-Exchange listed international financial services firm. The Funds and the Adviser are parties to an Investment
Advisory Agreement (the "Advisory Agreement"), under which the Adviser is paid a monthly fee that is calculated daily and paid
monthly, at an annual rate based on the average daily net assets of each Fund as follows:
Management Fee Asset Level
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio 0.200% Less than $1 billion
0.175% From $1 billion to $2 billion
0.150% From $2 billion to $3 billion
0.125% Greater than $3 billion
Old Mutual Asset Allocation Balanced Portfolio 0.200% Less than $1 billion
0.175% From $1 billion to $2 billion
0.150% From $2 billion to $3 billion
0.125% Greater than $3 billion
Old Mutual Asset Allocation Moderate Growth Portfolio 0.250% Less than $1 billion
0.225% From $1 billion to $2 billion
0.200% From $2 billion to $3 billion
0.175% Greater than $3 billion
Old Mutual Asset Allocation Growth Portfolio 0.250% Less than $1 billion
0.225% From $1 billion to $2 billion
0.200% From $2 billion to $3 billion
0.175% Greater than $3 billion
____________________________________________________________________________________________________________________________________
Expense Limitation Agreements - In the interest of limiting expenses of the Funds, the Adviser has entered into an expense
limitation agreement ("Expense Limitation Agreement") effective January 1, 2009, pursuant to which the Adviser has agreed, in
writing, to waive or limit its fees and to assume other expenses of the Funds to the extent necessary to limit the total annual
expenses (excluding acquired (underlying) fund fees and expenses) to a specified percentage of the Funds' average daily net assets
through the dates specified below.
Institutional Expiration Date
Class A Class C Class Z Class of Expense Limitation
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio 0.61% 1.36% 0.36% 0.36% December 31, 2011
Old Mutual Asset Allocation Balanced Portfolio 0.64% 1.39% 0.39% 0.39% December 31, 2011
Old Mutual Asset Allocation Moderate Growth Portfolio 0.57% 1.32% 0.32% 0.32% December 31, 2011
Old Mutual Asset Allocation Growth Portfolio 0.57% 1.32% 0.32% 0.32% December 31, 2011
____________________________________________________________________________________________________________________________________
Reimbursement by the Funds of the advisory fees waived and other expenses paid by the Adviser pursuant to the applicable expense
limitation agreement that expired on December 31, 2008 may be made at a later date when a Fund has reached a sufficient asset size
to permit reimbursement to be made without causing the total annual expense rate of the Fund to exceed the expense limitation.
Consequently, no reimbursement by these Funds will be made unless: (i) the Fund's assets exceed $75 million; (ii) such
reimbursement does not cause the operating expenses of the Fund in the year of reimbursement to exceed the expense limitation in
effect in the year for which fees are being reimbursed; (iii) the payment of such reimbursement is approved by the Board; and (iv)
reimbursement is made within two fiscal years after the fiscal year in which fees were reimbursed or absorbed.
Reimbursement by the Funds of advisory fees waived and other expenses paid by the Adviser pursuant to the current Expense
Limitation Agreement may be made up to three years after the expenses were reimbursed or absorbed if such reimbursement does not
cause the total operating expenses of the Fund in the year of reimbursement to exceed the expense limitation in effect in the year
for which fees are being reimbursed.
30
At January 31, 2011, the Adviser may seek reimbursement of previously waived and reimbursed fees as follows (000):
Expires 2011 Expires 2012 Expires 2013 Expires 2014 Total
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $ 98 $ 13 $148 $ 63 $ 322
Old Mutual Asset Allocation Balanced Portfolio 155 50 260 96 561
Old Mutual Asset Allocation Moderate Growth Portfolio 336 218 507 194 1,255
Old Mutual Asset Allocation Growth Portfolio 278 120 396 144 938
____________________________________________________________________________________________________________________________________
Sub-Advisory Agreement - The Trust, on behalf of the Funds, and the Adviser have entered into a sub-advisory agreement (the
"Ibbotson Sub-Advisory Agreement") with Ibbotson Associates Advisors, LLC ("Ibbotson"). Ibbotson is a wholly owned subsidiary of
Ibbotson Associates, Inc., which is a wholly owned subsidiary of Morningstar, Inc. For the services provided and expenses incurred
pursuant to the Ibbotson Sub-Advisory Agreement, Ibbotson is entitled to receive from the Adviser a sub-advisory fee with respect
to the average daily net assets of each of the Funds, which is computed and paid monthly at an annual rate equal to the greater of
(i) 0.08% for average daily net assets up to $250 million, 0.07% for average daily net assets from $250 million to $500 million,
0.06% for average daily net assets from $500 million to $750 million, 0.05% for average daily net assets from $750 million to $1
billion, 0.04% for average daily net assets from $1 billion to $2 billion and 0.03% for average daily net assets over $2 billion,
or (ii) $200,000. The Sub-Advisory Agreement obligates Ibbotson to: (i) recommend a continuous investment allocation program for
each Fund in accordance with the Fund's investment objective, policies and limitations; (ii) provide supervision of each Fund's
investments; and (iii) recommend the allocation of the assets of each Fund by specific investment style mandate.
Administrative Services Agreement - The Trust and Old Mutual Fund Services (the "Administrator"), a wholly owned subsidiary of the
Adviser, entered into an Administrative Services Agreement (the "Administrative Agreement"), pursuant to which the Administrator
oversees the administration of the Trust's and each Fund's business and affairs, including regulatory reporting and all necessary
office space, equipment, personnel and facilities, as well as services performed by various third parties. The Administrator is
entitled to a fee from the Trust, which is calculated daily and paid monthly, as follows:
Average Daily Net Assets Annual Fee Rate
___________________________________________________
$0 to $500 million 0.10%
> $500 million up to $1 billion 0.09%
> $1 billion up to $1.5 billion 0.08%
> $1.5 billion 0.07%
___________________________________________________
The Administrative Agreement provides that the Administrator will not be liable for any error of judgment or mistake of law or for
any loss suffered by the Trust in connection with the matters to which the Administrative Agreement relates, except a loss
resulting from willful misfeasance, bad faith or gross negligence on the part of the Administrator in the performance of its
duties. The Administrative Agreement will continue in effect unless terminated by either party upon not less than 90 days' prior
written notice to the other party.
The Bank of New York Mellon (the "Sub-Administrator") serves as sub-administrator to the Trust. The Sub-Administrator assists the
Administrator in connection with the administration of the business and affairs of the Trust. Pursuant to a sub-administration and
accounting agreement (the "Sub-Administration Agreement") between the Administrator and the Sub-Administrator, the Administrator
pays the Sub-Administrator as follows: annual rates, based on the combined average daily gross assets of the funds within the Trust
and Old Mutual Funds II (the "Old Mutual Complex"), of (1) 0.0475% of the first $6 billion, plus (2) 0.04% of the average daily
gross assets in excess of $6 billion. With regard to the Funds, these fees apply only at the underlying fund level. In addition,
the Administrator pays the Sub-Administrator the following annual fees: (1) $35,000 for each Fund; (2) $3,000 per class in excess
of three classes for each fund in the Old Mutual Complex, and (3) the greater of .01925% based on the combined average daily gross
assets of the Old Mutual Complex or $425,000. Certain minimum fees apply. The Sub-Administration Agreement provides that the
Sub-Administrator will not be liable for any costs, damages, liabilities or claims incurred by the Sub-Administrator except those
arising out of the Sub-Administrator's or its delegee's or agent's (if such delegee or agent is a subsidiary of the
Sub-Administrator) negligence or willful misconduct or the Sub-Administrator's failure to act in good faith. In no event shall the
Sub-Administrator be liable to the Administrator or any third party for special, indirect or consequential damages.
Distribution Agreement - Old Mutual Investment Partners (the "Distributor"), a wholly owned subsidiary of the Adviser, and the
Trust are parties to a distribution agreement (the "Distribution Agreement"), pursuant to which the Distributor serves as principal
underwriter for the Trust's shares. The Distributor receives no compensation for serving in such capacity, except as provided in
separate Distribution Plans and Service Plans.
The Distribution Agreement is renewable annually. The Distribution Agreement may be terminated by the Distributor, by a majority
vote of the Trustees who are not "interested persons" (as defined in the 1940 Act) and have no financial interest in the
Distribution Agreement, or by a majority vote of the outstanding securities of the Trust upon not more than 90 days' written notice
by either party or upon assignment by the Distributor.
31
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
The Trust has adopted a Distribution Plan for each of Class A and Class C shares pursuant to Rule 12b-1 under the 1940 Act to
enable the Class A and Class C shares of each Fund to directly and indirectly bear certain expenses relating to the distribution of
such shares. The Trust has also adopted a Service Plan to enable the Class A and Class C shares of each Fund to directly and
indirectly bear certain expenses relating to the shareholder servicing and/or personal account maintenance of the holders of such
shares. Each of the Distribution Plans and Service Plans are compensation plans, which means that they compensate the Distributor
or third-party broker-dealer or financial intermediary regardless of the expenses actually incurred by such persons.
Pursuant to the Distribution Plans for Class A and Class C shares, the Trust will pay to the Distributor a monthly fee at an annual
aggregate rate not to exceed (i) 0.25% of the average net asset value of the Class A shares of each Fund and (ii) 0.75% of the
average net asset value of the Class C shares of each Fund, as determined at the close of each business day during the month, which
is to compensate the Distributor for services provided and expenses incurred by it in connection with the offering and sale of
Class A or Class C shares, which may include, without limitation, the payment by the Distributor to investment dealers of
commissions on the sale of Class A or Class C shares, as set forth in the then current prospectus or statement of additional
information with respect to Class A and Class C shares and interest and other financing costs.
The amount of such payments shall be determined by the Trust's disinterested Trustees from time to time. Currently, Class A shares
are not authorized to pay distribution fees and Class C shares are authorized to pay the maximum amount of distribution fees.
Pursuant to the Service Plan for Class A and Class C shares, the Trust will pay to the Distributor or other third-party financial
intermediaries a fee at an annual aggregate rate not to exceed 0.25% of the average net asset value of Class A and Class C shares,
which is for maintaining or improving services provided to shareholders by the Distributor and investment dealers, financial
institutions and 401(k) plan service providers. The amount of such payments shall be determined by the Trust's disinterested
Trustees from time to time.
Currently, both Class A and Class C shares are authorized to pay the maximum amount of service fees.
The Administrator will prepare and deliver written reports to the Board on a regular basis (at least quarterly) setting forth the
payments made pursuant to the Distribution Plans and the Service Plans, and the purposes for which such expenditures were made, as
well as any supplemental reports as the Board may from time to time reasonably request.
Except to the extent that the Administrator, Sub-Administrator, Adviser or sub-advisers may benefit through increased fees from an
increase in the net assets of the Trust which may have resulted in part from the expenditures, no interested person of the Trust
nor any Trustee of the Trust who is not an "interested person" (as defined in the 1940 Act) of the Trust has a direct or indirect
financial interest in the operation of the Distribution or Service Plans or any related agreement.
Of the service and distribution fees the Distributor received for the six-month period ended January 31, 2011, it retained the
following:
Service Fees (000) Distribution Fees (000)
____________________________________________________________________________________________________________________________________
Class A Class C Class C
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $- $3 $ 8
Old Mutual Asset Allocation Balanced Portfolio - 4 11
Old Mutual Asset Allocation Moderate Growth Portfolio 1 4 12
Old Mutual Asset Allocation Growth Portfolio 1 3 8
____________________________________________________________________________________________________________________________________
Other Service Providers - The Bank of New York Mellon serves as custodian for each of the Funds.
DST Systems, Inc. ("DST") serves as the transfer agent and dividend disbursing agent of the Funds. Pursuant to an agency agreement
between the Trust and DST, DST also provides call center, correspondence and other shareholder account-related services to the
Funds. From time to time, the Funds may pay amounts to third parties that provide sub-transfer agency and other administrative
services relating to the Fund to persons who beneficially own interests in the Fund.
OMUSH receives an offset of certain recordkeeping fees from the plan sponsors of OMUSH's participant directed 401K, profit sharing
and/or voluntary deferral plans which invest in the Old Mutual Complex (collectively, the "Deferred Plans"). The amount of the fee
offset is based in part on service and/or sub-transfer agency fees received by the plan sponsors from the Old Mutual Complex Class
Z shares within the Deferred Plans. During the six-month period ended January 31, 2011, the amount received by OMUSH for
recordkeeping fee offsets attributable to investments by the Deferred Plans in the Old Mutual Complex was approximately $20 (000).
Officers and Trustees of the Funds who are or were officers of the Adviser, Administrator, Sub-Administrator or Distributor
received no compensation from the Funds.
32
4. INTERFUND LENDING
____________________________________________________________________________________________________________________________________
Pursuant to resolutions adopted by the Boards of Trustees of the Trust and Old Mutual Funds II (together, the "Trusts"), on behalf
of certain series portfolios of the Trusts (the "OM Funds"), each of the OM Funds may lend an amount up to its prospectus-defined
limitations to other OM Funds. All such lending shall be conducted pursuant to the exemptive order granted by the Securities and
Exchange Commission on August 12, 2003 to the Trusts. The interest rate charged on the loan is the average of the overnight
repurchase agreement rate (highest rate available to the OM Funds from investments in overnight repurchase agreements) and the bank
loan rate (Federal Funds Rate plus 50 basis points). None of the OM Funds may borrow more than 10% of its assets.
The Funds had no outstanding borrowings or loans related to interfund lending at any time during the six-month period ended January
31, 2011.
5. INVESTMENT TRANSACTIONS
____________________________________________________________________________________________________________________________________
The cost of securities purchased and the proceeds from securities sold, other than short-term investments, for the Funds, for the
six-month period ended January 31, 2011 were as follows:
Purchases (000) Sales (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $4,730 $ 8,494
Old Mutual Asset Allocation Balanced Portfolio 1,821 16,800
Old Mutual Asset Allocation Moderate Growth Portfolio 3,312 14,408
Old Mutual Asset Allocation Growth Portfolio 663 8,760
____________________________________________________________________________________________________________________________________
6. CAPITAL SHARE TRANSACTIONS
____________________________________________________________________________________________________________________________________
Old Mutual Old Mutual Old Mutual Old Mutual
Asset Allocation Asset Allocation Asset Allocation Asset Allocation
Conservative Balanced Moderate Growth Growth
Portfolio Portfolio Portfolio Portfolio
________________________________________________________________________________________________________________________________________________________
8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to
1/31/11 7/31/10 1/31/11 7/31/10 1/31/11 7/31/10 1/31/11 7/31/10
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
________________________________________________________________________________________________________________________________________________________
Shares Issued and Redeemed (000):
Class A
Shares Issued 382 273 78 364 240 293 44 255
Shares Issued upon Reinvestment of Distributions 24 45 19 58 23 53 7 34
Shares Redeemed (543) (534) (868) (1,021) (460) (898) (415) (918)
________________________________________________________________________________________________________________________________________________________
Total Class A Share Transactions (137) (216) (771) (599) (197) (552) (364) (629)
________________________________________________________________________________________________________________________________________________________
Class C
Shares Issued 107 374 164 513 148 489 75 256
Shares Issued upon Reinvestment of Distributions 32 55 43 93 23 87 - 42
Shares Redeemed (398) (1,318) (1,010) (2,990) (1,176) (3,711) (617) (2,102)
________________________________________________________________________________________________________________________________________________________
Total Class C Share Transactions (259) (889) (803) (2,384) (1,005) (3,135) (542) (1,804)
________________________________________________________________________________________________________________________________________________________
Class Z
Shares Issued 48 150 114 26 91 9 115 306
Shares Issued upon Reinvestment of Distributions 3 5 1 3 1 2 2 2
Shares Redeemed (28) (69) (37) (9) (19) (2) (23) (145)
________________________________________________________________________________________________________________________________________________________
Total Class Z Share Transactions 23 86 78 20 73 9 94 163
________________________________________________________________________________________________________________________________________________________
Institutional Class
Shares Issued 40 139 - 3 - 3 4 76
Shares Issued upon Reinvestment of Distributions 18 24 - 4 - 18 1 44
Shares Redeemed (37) (181) - (222) - (909) (5) (2,086)
________________________________________________________________________________________________________________________________________________________
Total Institutional Class Share Transactions 21 (18) - (215) - (888) - (1,966)
________________________________________________________________________________________________________________________________________________________
Net Decrease in Shares Outstanding (352) (1,037) (1,496) (3,178) (1,129) (4,566) (812) (4,236)
________________________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either 0 or have been rounded to 0.
33
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
7. AFFILIATED FUND OF FUNDS TRANSACTIONS
____________________________________________________________________________________________________________________________________
The Funds invest in certain mutual funds within the Old Mutual Complex, of which certain funds may be deemed to be under common
control because they may share the same Board. A Fund's investment in any of the underlying funds may exceed 25% of the underlying
fund's total assets. The financial statements for each of the underlying funds that are part of the Old Mutual Complex may be
obtained at oldmutualfunds.com. A summary of the Funds' transactions in affiliated underlying funds during the six-month period
ended January 31, 2011 follows:
Old Mutual Asset Allocation Conservative Portfolio (000):
Unrealized Net
Purchases Proceeds Appreciation Value at Dividend Realized
Underlying Fund at Cost from Sales (Depreciation) 01/31/11 Income Gain (Loss)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund $ 65 $ 41 $ 201 $ 688 $ 22 $ (17)
Old Mutual Barrow Hanley Core Bond Fund 1,785 3,134 559 14,466 312 262
Old Mutual Barrow Hanley Value Fund 198 606 592 2,163 29 11
Old Mutual Cash Reserves Fund 5,013 4,671 - 342 - -
Old Mutual Copper Rock Emerging Growth Fund 49 50 212 866 - -
Old Mutual Dwight High Yield Fund 539 667 288 2,570 125 231
Old Mutual Dwight Intermediate Fixed Income Fund 931 1,854 (90) 5,712 104 321
Old Mutual Dwight Short Term Fixed Income Fund 466 391 102 5,471 56 1
Old Mutual Focused Fund 96 87 354 1,401 9 (11)
Old Mutual International Equity Fund 259 665 65 2,793 53 (389)
Old Mutual Large Cap Growth Fund 148 520 672 1,931 6 93
Old Mutual TS&W Mid-Cap Value Fund 172 155 471 2,461 15 (23)
Old Mutual TS&W Small Cap Value Fund 22 324 4 21 - 34
____________________________________________________________________________________________________________________________________
Total $ 9,743 $13,165 $ 3,430 $40,885 $ 731 $ 513
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Balanced Portfolio (000):
Unrealized Net
Purchases Proceeds Appreciation Value at Dividend Realized
Underlying Fund at Cost from Sales (Depreciation) 01/31/11 Income Gain (Loss)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund $ 64 $ 79 $ (370) $ 1,969 $ 64 $ (35)
Old Mutual Barrow Hanley Core Bond Fund 676 4,202 786 17,210 370 530
Old Mutual Barrow Hanley Value Fund 116 2,836 2,291 8,804 116 (41)
Old Mutual Cash Reserves Fund 10,543 10,004 - 539 - -
Old Mutual Copper Rock Emerging Growth Fund - 67 497 1,846 - 2
Old Mutual Dwight High Yield Fund 354 466 322 2,847 132 254
Old Mutual Dwight Intermediate Fixed Income Fund 276 1,033 (25) 3,958 67 243
Old Mutual Dwight Short Term Fixed Income Fund 48 229 25 4,735 49 2
Old Mutual Focused Fund 23 1,125 71 4,005 23 (305)
Old Mutual Heitman REIT Fund 15 528 511 1,677 15 100
Old Mutual International Equity Fund 189 3,198 169 9,524 189 (1,885)
Old Mutual Large Cap Growth Fund 20 1,159 1,682 6,233 21 239
Old Mutual Strategic Small Company Fund 1 4 (2) 102 - (2)
Old Mutual TS&W Mid-Cap Value Fund 39 257 (34) 6,276 39 (60)
Old Mutual TS&W Small Cap Value Fund - 1,617 798 2,960 - 135
____________________________________________________________________________________________________________________________________
Total $12,364 $26,804 $ 6,721 $72,685 $1,085 $ (823)
____________________________________________________________________________________________________________________________________
34
Old Mutual Asset Allocation Moderate Growth Portfolio (000):
Unrealized Net
Purchases Proceeds Appreciation Value at Dividend Realized
Underlying Fund at Cost from Sales (Depreciation) 01/31/11 Income Gain (Loss)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund $ 142 $ - $ (904) $ 4,375 $ 142 $ -
Old Mutual Barrow Hanley Core Bond Fund 615 1,936 553 15,803 333 271
Old Mutual Barrow Hanley Value Fund 148 2,305 3,102 11,212 148 101
Old Mutual Cash Reserves Fund 10,586 9,762 - 824 - -
Old Mutual Copper Rock Emerging Growth Fund 691 - 822 3,997 - -
Old Mutual Dwight Intermediate Fixed Income Fund 178 815 (54) 2,333 44 127
Old Mutual Dwight Short Term Fixed Income Fund - - - - - -
Old Mutual Focused Fund 36 564 (98) 6,323 36 (135)
Old Mutual Heitman REIT Fund 36 787 1,378 4,595 36 158
Old Mutual International Equity Fund 338 3,774 (3,020) 17,658 338 (2,233)
Old Mutual Large Cap Growth Fund 33 1,978 2,817 10,124 33 449
Old Mutual Strategic Small Company Fund 346 - - 345 - (1)
Old Mutual TS&W Mid-Cap Value Fund 58 - (224) 9,406 59 1
Old Mutual TS&W Small Cap Value Fund 691 2,249 1,676 7,126 - 217
____________________________________________________________________________________________________________________________________
Total $13,898 $24,170 $ 6,048 $94,121 $1,169 $(1,045)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Growth Portfolio (000):
Unrealized Net
Purchases Proceeds Appreciation Value at Dividend Realized
Underlying Fund at Cost from Sales (Depreciation) 01/31/11 Income Gain (Loss)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic U.S. Long/Short Fund $ 75 $ - $ (480) $ 2,325 $ 75 $ 1
Old Mutual Barrow Hanley Value Fund 115 1,121 1,221 8,770 115 (416)
Old Mutual Barrow Hanley Core Bond Fund 52 1,254 (2) 700 29 37
Old Mutual Cash Reserves Fund 6,523 5,958 - 565 - -
Old Mutual Copper Rock Emerging Growth Fund - - 746 2,808 - -
Old Mutual Focused Fund 24 186 (116) 4,053 24 (42)
Old Mutual Heitman REIT Fund 38 746 1,376 4,395 38 174
Old Mutual International Equity Fund 291 3,262 (1,697) 15,157 291 (1,976)
Old Mutual Large Cap Growth Fund 24 1,082 1,917 7,491 24 261
Old Mutual TS&W Mid-Cap Value Fund 44 - 509 7,156 44 -
Old Mutual TS&W Small Cap Value Fund - 1,109 941 3,476 - 79
____________________________________________________________________________________________________________________________________
Total $ 7,186 $14,718 $ 4,415 $56,896 $ 640 $(1,882)
____________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
8. FEDERAL TAX INFORMATION
____________________________________________________________________________________________________________________________________
Each Fund has qualified and intends to continue to qualify as a regulated investment company under Subchapter M of the Internal
Revenue Code and to distribute substantially all of its taxable income and net capital gains. Accordingly, no provision has been
made for Federal income taxes.
The Funds are subject to the provisions of FASB Accounting Standards Codification 740-10 ("ASC 740-10"), Income Taxes. ASC 740-10
requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing the Funds' tax returns to
determine whether these positions meet a "more-likely-than-not" standard that based on the technical merits have a more than fifty
percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the "more-likely-than-not"
recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Funds recognize
interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations.
35
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
ASC 740-10 requires management of the Funds to analyze all open tax years, fiscal years 2006 - 2009 as defined by IRS statute of
limitations, for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the
year ended July 31, 2010, the Funds did not have a liability for any unrecognized tax benefits. The Funds have no examination in
progress and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax
benefits will significantly change in the next twelve months.
Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S.
Federal income tax regulations, which may differ from those amounts determined under accounting principles generally accepted in
the United States of America. These book/tax differences are either temporary or permanent in nature. To the extent these
differences are permanent, they are charged or credited to Paid-in Capital or accumulated net realized gain, as appropriate, in the
period that the differences arise.
Accordingly, the following permanent differences as of July 31, 2010, primarily attributable to reclassifications of capital
distributions received from underlying funds for tax purposes and losses disallowed according to section 362(e) of the Internal
Revenue Code, are not available to offset future income, were reclassified to the following accounts.
Increase/(Decrease) Increase/(Decrease)
Undistributed Accumulated
Increase/(Decrease) Net Investment Net Realized
Paid-in Capital Income Gain
(000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $(197) $487 $(290)
Old Mutual Asset Allocation Balanced Portfolio (426) 662 (236)
Old Mutual Asset Allocation Moderate Growth Portfolio (82) 500 (418)
Old Mutual Asset Allocation Growth Portfolio (103) 86 17
____________________________________________________________________________________________________________________________________
The tax character of dividends and distributions declared during the years ended July 31, 2010 and 2009 were as follows:
Ordinary Long Term
Income Capital Gain Total
(000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio
2010 $ 1,967 $ - $ 1,967
2009 2,678 669 3,347
Old Mutual Asset Allocation Balanced Portfolio
2010 2,409 - 2,409
2009 6,147 3,748 9,895
Old Mutual Asset Allocation Moderate Growth Portfolio
2010 2,245 - 2,245
2009 4,320 8,051 12,371
Old Mutual Asset Allocation Growth Portfolio
2010 1,432 - 1,432
2009 1,501 5,562 7,063
____________________________________________________________________________________________________________________________________
36
As of July 31, 2010, the components of Distributable Earnings/(Accumulated Losses) were as follows:
Undistributed Unrealized Other
Ordinary Capital Loss Post October Appreciation/ Temporary
Income Carryforwards Losses Depreciation Differences Total
(000) (000) (000) (000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation
Conservative Portfolio $111 $ (2,719) $ (491) $ 1,560 $ - $ (1,539)
Old Mutual Asset Allocation
Balanced Portfolio 87 (20,726) (4,629) (1,886) 3 (27,151)
Old Mutual Asset Allocation
Moderate Growth Portfolio 99 (33,246) (9,527) (7,082) - (49,756)
Old Mutual Asset Allocation
Growth Portfolio 118 (26,778) (10,160) (7,964) (3) (44,787)
____________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
Post-October losses represent losses realized on investment transactions from November 1, 2009 through July 31, 2010 that, in
accordance with Federal income tax regulations, the Funds may elect to defer and treat as having arisen in the following fiscal
year. For Federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains
for a period of up to eight years to the extent allowed by the Internal Revenue Code.
As of July 31, 2010, the following Funds had capital loss carry forwards available to offset future realized gains through the
indicated expiration dates:
2017 2018 Total
(000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $ - $ 2,719 $ 2,719
Old Mutual Asset Allocation Balanced Portfolio 1,664 19,062 20,726
Old Mutual Asset Allocation Moderate Growth Portfolio 5,460 27,786 33,246
Old Mutual Asset Allocation Growth Portfolio 5,176 21,602 26,778
____________________________________________________________________________________________________________________________________
Under the recently enacted Regulated Investment Company Modernization Act of 2010 (the "Act"), the Funds will be permitted to carry
forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses
incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable
years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.
Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term
capital losses rather than being considered all short-term as under previous law. Relevant information regarding the impact of the
Act on the Funds will be contained within the Federal Tax Information footnote in the Funds' Annual Report for the fiscal year
ending July 31, 2011.
The Federal tax cost, aggregate gross unrealized appreciation and depreciation of investments held by each Fund at January 31, 2011
were as follows:
Net
Federal Tax Unrealized Unrealized Unrealized
Cost Appreciation Depreciation Appreciation
(000) (000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio $37,455 $ 3,520 $ (90) $3,430
Old Mutual Asset Allocation Balanced Portfolio 65,964 7,152 (431) 6,721
Old Mutual Asset Allocation Moderate Growth Portfolio 88,073 10,348 (4,300) 6,048
Old Mutual Asset Allocation Growth Portfolio 52,481 6,710 (2,295) 4,415
____________________________________________________________________________________________________________________________________
37
NOTES TO FINANCIAL STATEMENTS - concluded
AS OF JANUARY 31, 2011 (UNAUDITED)
9. NEW ACCOUNTING PRONOUNCEMENT
____________________________________________________________________________________________________________________________________
In January 2010, the FASB issued Accounting Standards Update ("ASU") No. 2010-06 "Improving Disclosures about Fair Value
Measurements." ASU 2010-06 which, among other disclosure items, requires the Funds to include disclosures on purchases, sales,
issuances and settlements in the reconciliation of activity in Level 3 fair value measurements. This is effective for interim and
annual reporting periods beginning after December 15, 2010. The Adviser has evaluated the implications of ASU No. 2010-06 and does
not anticipate a material impact on the financial statements.
10. SUBSEQUENT EVENTS
____________________________________________________________________________________________________________________________________
In accordance with the provisions set forth in FASB Accounting Standards Codification 855-10 Subsequent Events, the Adviser has
evaluated the possibility of subsequent events existing in the Funds' financial statements and has determined that there are no
material events that would require disclosure in the Funds' financial statements.
38
PROXY VOTING AND PORTFOLIO HOLDINGS (Unaudited)
Proxy Voting
A description of the guidelines that the Trust uses to determine how to vote proxies relating to portfolio securities is available
(i) without charge, upon request, by calling toll-free at 888-772-2888; (ii) on the Trust's website at oldmutualfunds.com; and
(iii) on the SEC's website at http://www.sec.gov.
Information about how the Funds voted proxies relating to portfolio securities for the 12-month period ended June 30, 2010 is
available on the Trust's website at oldmutualfunds.com and on the SEC's website at http://www.sec.gov.
Portfolio Holdings
The Trust files a complete schedule of portfolio holdings with the SEC for the first and third quarters of its fiscal year on Form
N-Q. The Trust's Forms N-Q are available on the SEC's website at http://www.sec.gov, or may be reviewed and copied at the SEC's
Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling
1-800-SEC-0330 toll-free. In addition, the most recent list of portfolio holdings is available on the Trust's website at
oldmutualfunds.com.
39
FUND EXPENSES EXAMPLE (Unaudited)
Six Month Hypothetical Expense Example - January 31, 2011
Example. As a shareholder of a Fund you may pay two types of fees: transaction fees and fund-related fees. Transaction fees may
include transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees. Fund-related
fees may include ongoing expenses, including management fees, distribution and/or service fees, and other fund expenses, which are
indirectly paid by shareholders and affect your investment return.
This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these
costs with the ongoing costs of investing in other mutual funds. This Example is based on an investment of $1,000 invested at the
beginning of the period and held for the six-month period ended January 31, 2011.
Actual Expenses. The first line for each share class in the following table provides information about actual account values and
actual expenses. The Example includes, but is not limited to, management fees, 12b-1 fees, fund accounting, custody and transfer
agent fees. However, the Example does not include client specific fees, such as the $10.00 fee charged to IRA accounts, or the
$10.00 fee charged for wire redemptions. The Example also does not include portfolio trading commissions and related trading
expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the
period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply
the result by the number in the first line for each share class under the heading entitled "Expenses Paid During Six Month Period"
to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes. The second line for each share class in the table provides information about
hypothetical account values and hypothetical expenses based on each Fund's actual expense ratio and an assumed rate of return of 5%
per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to
estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing
costs of investing in each Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples
that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight
your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange
fees. Therefore, this information is useful in comparing ongoing costs only, and will not help you determine the relative total
costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Expenses Annualized Expenses
Beginning Ending Expense Paid Beginning Ending Expense Paid
Account Account Ratios During Account Account Ratios During
Value Value for the Six Six Month Value Value for the Six Six Month
8/1/10 1/31/11 Month Period Period* 8/01/10 1/31/11 Month Period Period*
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio - Class A Old Mutual Asset Allocation Balanced Portfolio - Class Z
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return $1,000.00 $1,058.00 0.61% $3.16 Actual Fund Return $1,000.00 $1,105.50 0.39% $2.07
Hypothetical 5% Return 1,000.00 1,022.13 0.61 3.11 Hypothetical 5% Return 1,000.00 1,023.24 0.39 1.99
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio - Class C Old Mutual Asset Allocation Balanced Portfolio - Institutional Class
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return 1,000.00 1,054.10 1.36 7.04 Actual Fund Return 1,000.00 1,105.00 0.39 2.07
Hypothetical 5% Return 1,000.00 1,018.35 1.36 6.92 Hypothetical 5% Return 1,000.00 1,023.24 0.39 1.99
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio - Class Z Old Mutual Asset Allocation Moderate Growth Portfolio - Class A
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return 1,000.00 1,059.20 0.36 1.87 Actual Fund Return 1,000.00 1,135.20 0.57 3.07
Hypothetical 5% Return 1,000.00 1,023.39 0.36 1.84 Hypothetical 5% Return 1,000.00 1,022.33 0.57 2.91
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Conservative Portfolio - Institutional Class Old Mutual Asset Allocation Moderate Growth Portfolio - Class C
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return 1,000.00 1,059.20 0.36 1.87 Actual Fund Return 1,000.00 1,130.40 1.32 7.09
Hypothetical 5% Return 1,000.00 1,023.39 0.36 1.84 Hypothetical 5% Return 1,000.00 1,018.55 1.32 6.72
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Balanced Portfolio - Class A Old Mutual Asset Allocation Moderate Growth Portfolio - Class Z
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return 1,000.00 1,104.20 0.64 3.39 Actual Fund Return 1,000.00 1,137.00 0.32 1.72
Hypothetical 5% Return 1,000.00 1,021.98 0.64 3.26 Hypothetical 5% Return 1,000.00 1,023.59 0.32 1.63
_________________________________________________________________________________________ _________________________________________________________________________________________
Old Mutual Asset Allocation Balanced Portfolio - Class C Old Mutual Asset Allocation Moderate Growth Portfolio - Institutional Class
_________________________________________________________________________________________ _________________________________________________________________________________________
Actual Fund Return 1,000.00 1,100.30 1.39 7.36 Actual Fund Return 1,000.00 1,170.00 0.32 1.75
Hypothetical 5% Return 1,000.00 1,018.20 1.39 7.07 Hypothetical 5% Return 1,000.00 1,023.59 0.32 1.63
_________________________________________________________________________________________ _________________________________________________________________________________________
40
Annualized Expenses
Beginning Ending Expense Paid
Account Account Ratios During
Value Value for the Six Six Month
8/1/10 1/31/11 Month Period Period*
_________________________________________________________________________________________
Old Mutual Asset Allocation Growth Portfolio - Class A
_________________________________________________________________________________________
Actual Fund Return $1,000.00 $1,168.20 0.57% $3.12
Hypothetical 5% Return 1,000.00 1,022.33 0.57 2.91
_________________________________________________________________________________________
Old Mutual Asset Allocation Growth Portfolio - Class C
_________________________________________________________________________________________
Actual Fund Return 1,000.00 1,163.40 1.32 7.20
Hypothetical 5% Return 1,000.00 1,018.55 1.32 6.72
_________________________________________________________________________________________
Old Mutual Asset Allocation Growth Portfolio - Class Z
_________________________________________________________________________________________
Actual Fund Return 1,000.00 1,169.30 0.32 1.75
Hypothetical 5% Return 1,000.00 1,023.59 0.32 1.63
_________________________________________________________________________________________
Old Mutual Asset Allocation Growth Portfolio - Institutional Class
_________________________________________________________________________________________
Actual Fund Return 1,000.00 1,170.00 0.32 1.75
Hypothetical 5% Return 1,000.00 1,023.59 0.32 1.63
_________________________________________________________________________________________
* Expenses are equal to the Fund's annualized expense ratio multiplied by the
average account value over the period, multiplied by 184/365 (to reflect the
one-half year period).
41
FOR MORE INFORMATION
For investors who want more information about Old Mutual Funds I, please contact us at:
| By Telephone:
|
| 888.772.2888
|
| By Mail:
|
| Old Mutual Funds I
| P.O. Box 219534
| Kansas City, Missouri 64121-9534
|
| Via the Internet:
|
| oldmutualfunds.com
This semi-annual report is intended for the information of Old Mutual Funds I
shareholders, but may be used by prospective investors when preceded or
accompanied by a current prospectus. You may obtain a copy of the prospectus,
which contains important information about the objectives, risks, share
classes, charges and expenses of Old Mutual Funds I, by visiting
oldmutualfunds.com or by calling 888.772.2888. Please read the prospectus
carefully before investing.
[OLD MUTUAL LOGO]
Funds distributed by Old Mutual Investment Partners
R-11-006 03/2011
Chemicals-Specialty - 0.7% Electric Products-Miscellaneous - 2.6%
[OLD MUTUAL LOGO]
Funds I
Old Mutual Funds I
SEMI-ANNUAL
REPORT
January 31, 2011
Old Mutual Analytic Fund
Old Mutual Copper Rock Emerging Growth Fund
Old Mutual International Equity Fund
TABLE OF CONTENTS
About This Report 1
Message to Shareholders 3
Management Discussion of Fund Performance
and Schedules of Investments
Old Mutual Analytic Fund
Class A (ANAEX), Class C (ANCEX), Class Z (ANDEX), Institutional Class (ANIEX) 4
Old Mutual Copper Rock Emerging Growth Fund
Class A (OMARX), Class Z (OMZRX), Institutional Class (OMIRX) 12
Old Mutual International Equity Fund
Class A (OMXAX), Class Z (OMXZX), Institutional Class (OMXIX) 19
Statements of Assets & Liabilities 28
Statements of Operations 29
Statements of Changes in Net Assets 30
Statement of Cash Flows 32
Financial Highlights 33
Notes to Financial Statements 36
Proxy Voting and Portfolio Holdings 46
Fund Expenses Example 47
ABOUT THIS REPORT
HISTORICAL RETURNS
____________________________________________________________________________________________________________________________________
All total returns mentioned in this report account for the change in a Fund's per-share price and the reinvestment of any dividends
and capital gain distributions. If your account is set up to receive Fund dividends and distributions in cash rather than reinvest
them, your actual return may differ from these figures. The Funds' performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares.
Past performance does not guarantee future results. Investment return and principal value will fluctuate so that an investor's
shares, when redeemed, may be worth more or less than their original cost. Performance results represent past performance, and
current performance may be higher or lower. Please call toll-free at 888-772-2888 or visit oldmutualfunds.com for performance
results current to the most recent month-end.
Performance results for short periods of time may not be representative of longer-term results. Performance without load assumes
that no front-end or contingent deferred sales charge was applied or the investment was not redeemed. Performance with load assumes
that a front-end or contingent deferred sales charge was applied to the extent applicable. Each of the Funds offers Class A, Class Z
and Institutional Class shares. The Old Mutual Analytic Fund also offers Class C shares. Class A shares have a current maximum
up-front sales charge of 5.75% and are subject to an annual service fee of 0.25%. Class C shares are subject to aggregate annual
distribution and service fees of 1.00% and will be subject to a contingent deferred sales charge of 1.00% if redeemed within the
first 12 months of purchase. Class Z and Institutional Class shares are only available to eligible shareholders. The returns for
certain periods may reflect fee waivers and/or reimbursements in effect for that period; absent fee waivers and reimbursements,
performance would have been lower.
FUND DATA
____________________________________________________________________________________________________________________________________
This report reflects views, opinions and Fund holdings as of January 31, 2011, the end of the report period, and these views and
opinions are subject to change. The information is not a complete analysis of every aspect of any sector, industry or security of
the Funds. Opinions and forecasts regarding industries, companies and/or themes and Fund composition and holdings, are subject to
change at any time based on market and other conditions, and should not be construed as a recommendation of any specific security or
as investment advice. Percentage holdings as of January 31, 2011, are included in each Fund's Schedule of Investments. There is no
assurance that the securities purchased will remain in a Fund or that securities sold have not been repurchased.
There are risks associated with mutual fund investing, including the risk of loss of principal. There is no assurance that the
investment process will consistently lead to successful results. There are also risks associated with small- and mid-cap investing,
including limited product lines, less liquidity and small market share. Investments in foreign securities may entail unique risks,
including political, market and currency risks. An investment in a Fund is not a bank deposit. It is not insured or guaranteed by
the Federal Deposit Insurance Corporation or any other government agency.
Certain Funds utilize call options, short selling and derivatives as part of their investment strategy. Call options involve certain
risks, such as limited gains and lack of liquidity of the underlying securities, and are not suitable for all investors. There are
risks associated with short selling, including the risk that a Fund may have to cover the short position at a higher price than the
short price, resulting in a loss. A Fund's loss on a short sale is potentially unlimited as a loss occurs when the value of a
security sold short increases. By engaging in certain derivative strategies or investing the proceeds received from selling
securities short, a Fund is employing leverage, which creates special risks. The use of leverage may increase the Fund's exposure to
long equity positions and make any change in the Fund's net asset value greater than without the use of leverage, which could result
in increased volatility of returns. Derivatives are often more volatile than other investments and may magnify a Fund's gains or
losses. A Fund could be negatively affected if the change in market value of the securities fails to correlate with the value of the
derivatives purchased or sold.
1
ABOUT THIS REPORT - concluded
COMPARATIVE INDEXES
____________________________________________________________________________________________________________________________________
The comparative indexes discussed in this report are meant to provide a basis for judging the Funds' performance against specific
benchmarks. Each index shown accounts for both changes in security price and reinvestment of dividends and distributions, but does
not reflect the cost of managing a mutual fund. The total return figures for the Morgan Stanley Capital International ("MSCI") EAFE®
Index assumes change in security prices and the deduction of local taxes. The Funds may significantly differ in holdings and
composition from an index. Individuals cannot invest directly in an index.
Indexes:
Citigroup 3-month Treasury Bill Index
The unmanaged Citigroup 3-month Treasury Bill Index measures monthly return equivalents of yield averages that are not marked to
market. The 3-month Treasury Bill Indexes consist of the last three 3-month Treasury Bill issues.
MSCI EAFE Index
The unmanaged MSCI EAFE Index is a market capitalization-weighted index designed to measure the equity market performance of
developed markets, excluding the United States and Canada. As of May 2010, the MSCI EAFE Index consisted of the following 22
developed market country indexes: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland,
Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.
Russell 2500™ Growth Index
The unmanaged Russell 2500 Growth Index measures the performance of the small to mid-cap growth segment of the U.S. equity universe.
It includes those Russell 2500 Index companies with higher price-to-book ratios and higher forecasted growth values.
Standard & Poor's 500®
The unmanaged Standard & Poor's 500 ("S&P 500") is a market value-weighted index that measures the performance of U.S. large-cap
common stocks across all major industries.
Index returns and statistical data included in this report are provided by Bloomberg and FactSet.
2
MESSAGE TO SHAREHOLDERS
Dear Shareholder:
The beginning of the six-month period ending January 31, 2011, looked promising for investors as the majority of global equity
markets posted double-digit returns; however, this simply obscured the underlying volatility that market participants were up
against. The third quarter of 2010 in particular experienced significant volatility as correlations reached all-time highs and the
persistent fears of a double-dip recession loomed. Nevertheless, investors seemed to look past these concerns and focus on the
economy's bright spots - specifically, promising economic data and the anticipation of mid-term elections.
Equity markets rallied in the fourth quarter of 2010 following an exceptionally strong September, and concerns from the third
quarter were cast aside as the U.S. saw an improvement in its employment picture and many were hopeful for a successful
holiday-spending season. Furthermore, central banks around the world - including those in Japan, Europe and the U.S. - expressed
their commitment to a second round of monetary easing measures. Investors were focused on the potential for growth in 2011 and began
bidding up riskier stocks, which drove the markets up in a December rally. This rally was also aided by President Obama's
announcement to extend the Bush-era tax rates. The final month of the semi-annual period, January, dampened conditions somewhat as a
result of the tumultuous events in Egypt, but volatility still continued to decline and the markets continued to reward higher
quality companies. This leads us to be optimistic about the year ahead, especially in light of the two extreme years we experienced
in 2009 and 2010.
Going forward, Old Mutual Capital and the sub-advisers to your Funds will continue to monitor and evaluate the economic environment
as we manage the money with which you have entrusted us. As always, we are grateful for your support and will continue to work
diligently to enhance your experience as an investor in the Old Mutual Funds I portfolios. Please do not hesitate to contact us if
there is anything we can do to better serve you. Feel free to contact me directly at President@oldmutualcapital.com, or please see
the back cover of this report for other contact information.
Sincerely,
/s/ Julian F. Sluyters
Julian F. Sluyters
President
Old Mutual Funds I
3
OLD MUTUAL ANALYTIC FUND
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Analytic Investors, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Analytic Fund returned 11.20% at net asset
value, while the S&P 500 returned 17.93% and the Citigroup 3-month Treasury Bill Index returned 0.08%.
o Sectors that contributed positively to performance included information technology, health care and financials. On the
contrary, consumer staples, telecommunication services and materials were among the sectors that detracted from performance.
o Long positions in ConocoPhillips, International Business Machines and Ford Motor Company were among the top contributors for
the period.
o Among the top detractors for the period were short positions in Ciena, Monster Worldwide and MEMC Electronic Materials (no
longer a Fund holding).
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, Class A shares of the Old Mutual Analytic Fund (the "Fund") returned 11.20%
at net asset value, while the S&P 500 returned 17.93% and the Citigroup 3-month Treasury Bill Index returned 0.08%. Performance
for all share classes can be found on page 6.
Q. What investment environment did the Fund face during the past period?
A. The nearly double-digit percentage returns posted by the majority of global equity markets during the beginning of the period
obscured the underlying volatility that market participants were experiencing. There was a sharp shift during the month of
August, which was largely reversed before the end of the third quarter. This, however, continued the tendency for shifts in
market sentiment as markets struggled, which handicapped the strength and persistence of a sluggish economic recovery. By the
end of the period, central banks around the world - including those in Japan, Europe and the U.S. - addressed the fact that
they were committed to a second round of monetary easing measures. Investors were also focused on the potential for growth in
2011 and began bidding up riskier stocks, which drove the markets up in a December rally that was aided by President Obama's
announcement to extend the Bush-era tax rates. During the final month of the period, excluding the month-end escalation due to
the turmoil in Egypt, volatility continued to decline on the back of continued positive economic news and earnings growth.
Q. Which market factors influenced the Fund's relative performance?
A. The equity portion of the Fund added to the total return during the period, but slightly underperformed relative to the S&P
500. Overweight exposures to certain factors such as relative earnings yield and price momentum performed well, as did an
overweight to predicted earnings-to-price ratios. In addition, negative exposures to companies with above-average insider
selling and an attractive Consumer Price Index beta contributed positively to performance as investors penalized these
characteristics over the period. Positive exposure to companies with above-average financial leverage and high dividend yields,
as well as those with above-average analyst revisions detracted from performance over the period as investors penalized these
measures. Negative exposure to companies with high projected earnings growth and above-average sales-per-share volatility also
dampened performance, as investors rewarded these measures.
Option positions detracted from the overall performance of the Fund during the period as the market continued to climb, but
continued to lower the overall risk of the Fund. While calls written on the S&P 500 and ISE Sentiment Index added value, they
were not able to overcome the performance of calls written on the S&P 100 Index and Russell 2000 Index, which subtracted value
during the semi-annual period.
The global asset allocation overlay portion of the Fund was removed in September 2010.
Analytic Fund
4
Q. How did portfolio composition affect Fund performance?
A. Sectors that contributed positively to performance included information technology, health care and financials. On the
contrary, consumer staples, telecommunication services and materials were among the sectors that detracted from performance.
Long positions in ConocoPhillips, International Business Machines and Ford Motor Company were among the top contributors for
the period. ConocoPhillips, an international energy company, saw its stock price rise during the period as crude oil prices
increased, helping lift the company's profits. Shares of International Business Machines, an information technology company,
rose following the announcement of an increase in services contracts - a move investors saw as an indicator of higher revenue
down the line due to outsourcing. Automobile producer Ford Motor Company announced that its annual profits are expected to be
the best in more than a decade, primarily due to an increase in truck sales and an ability to aggressively price its cars.
Among the top detractors for the period were short positions in Ciena, Monster Worldwide and MEMC Electronic Materials (no
longer a Fund holding). The Fund's position in Ciena, a provider of communications networking equipment, was impacted by the
announcement that the company was selected to aid in building out telecommunications within Russia's Urals region. Monster
Worldwide, a provider of global online employment solutions, saw an increase in its share price based on the announcement that
jobless claims declined in November. Also, with more and more signs pointing toward an economic recovery, Monster Worldwide saw
large increases in renewals and new customers. MEMC Electronic Materials, a manufacturer and seller of wafers, announced that
one of its subsidiaries, SunEdison, was awarded a solar service contract with Davis-Monthan Air Force Base in Arizona.
It is important to note that the Fund is involved in the investment of derivative instruments. A derivative is a contract whose
value is based on the performance of an underlying financial asset, index or other investment. Derivative use poses risks
different from, or greater than, those associated with a direct investment in the securities underlying the Fund's Index.
Q. What is the investment outlook for the U.S. large-cap stock market?
A. Analytic Investors, LLC ("Analytic"), the Fund's sub-adviser, intends to continue to emphasize stocks with attractive cash
flow-to-price ratios. Analytic also intends to focus on select companies with above-average asset utilization, while
de-emphasizing companies with higher-than-average analyst dispersion and growth in market. Analytic further anticipates
continuing to seek to emphasize companies with above-average historical earnings-to-price ratios and momentum, while moving
away from companies with high sales-per-share volatility and above-average insider selling.
Analytic's process is based on the fundamental belief that there is consistency in the types of characteristics investors
prefer. If this holds going forward, Analytic believes the Fund should benefit from being properly positioned toward stocks
with characteristics favored by investors.
Top Ten Holdings
as of January 31, 2011*
Apple 4.5%
___________________________________________________________________________________
International Business
Machines 3.9%
___________________________________________________________________________________
Chevron 3.9%
___________________________________________________________________________________
AT&T 3.5%
___________________________________________________________________________________
ConocoPhillips 3.3%
___________________________________________________________________________________
Amgen 2.8%
___________________________________________________________________________________
Marathon Oil 2.7%
___________________________________________________________________________________
Viacom, Cl B 2.6%
___________________________________________________________________________________
Coca-Cola Enterprises 2.5%
___________________________________________________________________________________
Chimera Investment 2.5%
___________________________________________________________________________________
As a % of Total
Fund Investments 32.2%
___________________________________________________________________________________
* Top Ten Holdings are all long positions.
Analytic Fund
5
OLD MUTUAL ANALYTIC FUND - continued
____________________________________________________________________________________________________________________________________
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized Annualized
Inception 6 Month 1 Year 5 Year 10 Year Inception
Date Return Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 03/31/05 4.81% 8.32% (4.78)% n/a (2.55)%
Class A without load 03/31/05 11.20% 14.89% (3.65)% n/a (1.56)%
Class C with load 03/31/05 9.73% 13.01% (4.36)% n/a (2.28)%
Class C without load 03/31/05 10.73% 14.01% (4.36)% n/a (2.28)%
Class Z 07/01/78 11.31% 15.10% (3.43)% 0.98% 8.53% (1)
Institutional Class 12/09/05 (2) 11.40% 15.19% (3.38)% n/a (3.31)%
S&P 500 07/01/78 17.93% 22.19% 2.24% 1.30% 11.55%
Citigroup 3-month Treasury Bill Index 07/01/78 0.08% 0.14% 2.23% 2.20% 5.66%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and the
comparative indexes can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class C shares may be subject to a contingent deferred sales
charge ("CDSC") of 1.00% if redeemed within twelve months of the date of purchase; and Class A share purchases of $1 million or
more, which were purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of
the date of purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating
expenses and total annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the Fund's
Class A, Class C, Class Z and Institutional Class shares (as reported in the November 23, 2010 prospectus) are 2.18% and 1.79%;
2.82% and 2.54%; 1.59% and 1.53%; and 2.75% and 1.42%, respectively.
On December 9, 2005, Old Mutual Analytic Fund (the "Fund") acquired substantially all the assets and liabilities of the Analytic
Defensive Equity Fund, a series of The Advisors' Inner Circle Fund (the "Predecessor Fund"). On June 24, 2002, the Predecessor Fund
acquired substantially all of the assets and liabilities of the Analytic Defensive Equity Fund, a series of UAM Funds, Inc. II.
Substantially similar strategies and policies were used to manage each of the funds. The Fund's Class Z shares are the successor
class of the Predecessor Fund's Institutional Class. The Fund's Institutional Class is new.
(1) Based on Predecessor Fund's inception date of July 1, 1978. Total return is annualized.
(2) The inception date of this share class represents the date initial seed capital was invested by Old Mutual Capital, Inc. The
effective date this share class was available for sale to shareholders was December 16, 2005.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Analytic Fund, Class Z | S&P 500 Index | Citigroup 3-Month T-Bill Index | ||
| 7/31/00 | 10,000 | 10,000 | 10,000 | |
| 7/31/01 | 9,804 | 8,567 | 10,546 | |
| 7/31/02 | 8,602 | 6,543 | 10,787 | |
| 7/31/03 | 9,228 | 7,239 | 10,932 | |
| 7/31/04 | 10,577 | 8,193 | 11,038 | |
| 7/31/05 | 13,008 | 9,344 | 11,281 | |
| 7/31/06 | 13,549 | 9,847 | 11,744 | |
| 7/31/07 | 14,949 | 11,435 | 12,338 | |
| 7/31/08 | 13,086 | 10,167 | 12,715 | |
| 7/31/09 | 9,590 | 8,137 | 12,797 | |
| 7/31/10 | 9,985 | 9,263 | 12,813 | |
| 1/31/11 | 11,114 | 10,924 | 12,823 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class Z shares on
July 31, 2000 to an investment made in unmanaged securities indexes on that date. Performance for the Fund's other shares will vary
due to differences in sales charges and expenses. The Fund's performance in this chart and the performance table assumes
reinvestment of dividends and capital gain distributions but does not reflect the deduction of taxes that a shareholder would pay on
Fund distributions or on the redemption of Fund shares.
Sector Weightings* as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Utilities | 2.1% | |
| Telecommunication Services | 4.9% | |
| Materials | 3.1% | |
| Information Technology | 21.1% | |
| Industrials | 5.4% | |
| Health Care | 13.6% | |
| Financials | 13.6% | |
| Energy | 13.5% | |
| Consumer Staples | 9.4% | |
| Consumer Discretionary | 13.2% | |
| Cash Equivalents | 0.1% |
* sector weightings include only long positions.
6
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Common Stock - 122.0% Commercial Services-Finance - 0.5%
Aerospace/Defense - 1.4% H&R Block 27,167 $ 340
Lockheed Martin 4,279 $ 341 ______________
Northrop Grumman 8,838 612
______________ Total Commercial Services-Finance 340
_____________________________________________________________________
Total Aerospace/Defense 953
_____________________________________________________________________ Computer Aided Design - 0.5%
Autodesk* 8,191 333
Airlines - 1.8% ______________
United Continental Holdings* 49,511 1,257
______________ Total Computer Aided Design 333
_____________________________________________________________________
Total Airlines 1,257
_____________________________________________________________________ Computer Services - 7.6%
Cognizant Technology Solutions, Cl A* (B) 26,845 1,958
Applications Software - 1.1% International Business Machines (B) 20,616 3,340
Microsoft 27,423 760 ______________
______________
Total Computer Services 5,298
Total Applications Software 760 _____________________________________________________________________
_____________________________________________________________________
Computers - 5.5%
Auto-Cars/Light Trucks - 1.2% Apple* (B) 11,380 3,862
Ford Motor Company* (B) 52,438 836 ______________
______________
Total Computers 3,862
Total Auto-Cars/Light Trucks 836 _____________________________________________________________________
_____________________________________________________________________
Computers-Peripheral Equipment - 0.1%
Beverages-Non-Alcoholic - 3.1% Lexmark International, Cl A* 2,462 86
Coca-Cola Enterprises (B) 85,595 2,153 ______________
______________
Total Computers-Peripheral Equipment 86
Total Beverages-Non-Alcoholic 2,153 _____________________________________________________________________
_____________________________________________________________________
Cosmetics & Toiletries - 0.2%
Building & Construction Products-Miscellaneous - 0.3% Procter & Gamble 1,701 107
Owens Corning* 6,163 206 ______________
______________
Total Cosmetics & Toiletries 107
Total Building & Construction Products-Miscellaneous 206 _____________________________________________________________________
_____________________________________________________________________
Distribution/Wholesale - 0.3%
Cable/Satellite TV - 2.1% WW Grainger 1,608 211
Time Warner Cable (B) 21,455 1,455 ______________
______________
Total Distribution/Wholesale 211
Total Cable/Satellite TV 1,455 _____________________________________________________________________
_____________________________________________________________________
Diversified Banking Institutions - 3.8%
Cellular Telecommunications - 1.7% Citigroup* (B) 196,049 945
MetroPCS Communications* 68,459 885 JPMorgan Chase (B) 38,794 1,743
Sprint Nextel* 59,969 271 ______________
______________
Total Diversified Banking Institutions 2,688
Total Cellular Telecommunications 1,156 _____________________________________________________________________
_____________________________________________________________________
E-Commerce/Products - 1.3%
Chemicals-Diversified - 0.5% Amazon.com* 5,386 914
E.I. du Pont de Nemours 6,890 349 ______________
______________
Total E-Commerce/Products 914
Total Chemicals-Diversified 349 _____________________________________________________________________
_____________________________________________________________________
E-Commerce/Services - 1.8%
Chemicals-Specialty - 0.4% eBay* 3,305 100
Lubrizol 2,765 297 NetFlix* 5,357 1,147
______________ ______________
Total Chemicals-Specialty 297 Total E-Commerce/Services 1,247
_____________________________________________________________________ _____________________________________________________________________
Commercial Banks-Eastern US - 3.8% Electric-Integrated - 2.6%
CIT Group* (B) 41,582 1,983 Exelon (B) 40,811 1,735
M&T Bank 8,049 696 Progress Energy 1,011 45
______________ ______________
Total Commercial Banks-Eastern US 2,679 Total Electric-Integrated 1,780
_____________________________________________________________________ _____________________________________________________________________
Commercial Banks-Western US - 0.7% Electronic Components-Miscellaneous - 4.0%
East West Bancorp 22,100 480 Jabil Circuit (B) 75,671 1,529
______________ Vishay Intertechnology* (B) 74,837 1,235
______________
Total Commercial Banks-Western US 480
_____________________________________________________________________ Total Electronic Components-Miscellaneous 2,764
_____________________________________________________________________
7
OLD MUTUAL ANALYTIC FUND - continued
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Electronic Components-Semiconductors - 3.7% Medical Products - 0.4%
Advanced Micro Devices* 98,108 $ 768 Johnson & Johnson 1,197 $ 72
Intel 30,500 655 Zimmer Holdings* 3,762 223
Texas Instruments 34,773 1,179 ______________
______________
Total Medical Products 295
Total Electronic Components-Semiconductors 2,602 _____________________________________________________________________
_____________________________________________________________________
Medical-Biomedical/Genetic - 7.4%
Electronic Design Automation - 0.0% Amgen* (B) 43,044 2,371
Cadence Design Systems* 1,163 10 Biogen Idec* (B) 26,448 1,732
______________ Genzyme* 1,174 86
Gilead Sciences* 26,066 1,000
Total Electronic Design Automation 10 ______________
_____________________________________________________________________
Total Medical-Biomedical/Genetic 5,189
Engines-Internal Combustion - 0.4% _____________________________________________________________________
Cummins 2,581 273
______________ Medical-Drugs - 0.6%
Eli Lilly 12,613 439
Total Engines-Internal Combustion 273 ______________
_____________________________________________________________________
Total Medical-Drugs 439
Finance-Other Services - 0.8% _____________________________________________________________________
NYSE Euronext 17,024 541
______________ Medical-HMO - 3.0%
Humana* 14,467 839
Total Finance-Other Services 541 UnitedHealth Group (B) 23,429 962
_____________________________________________________________________ WellPoint* 4,108 255
______________
Food-Meat Products - 2.6%
Smithfield Foods* 17,983 358 Total Medical-HMO 2,056
Tyson Foods, Cl A (B) 87,268 1,436 _____________________________________________________________________
______________
Medical-Wholesale Drug Distributors - 4.8%
Total Food-Meat Products 1,794 AmerisourceBergen 24,679 885
_____________________________________________________________________ Cardinal Health (B) 47,907 1,989
McKesson 6,250 470
Forestry - 1.2% ______________
Weyerhaeuser 36,469 845
______________ Total Medical-Wholesale Drug Distributors 3,344
_____________________________________________________________________
Total Forestry 845
_____________________________________________________________________ Metal-Copper - 0.8%
Freeport-McMoRan Copper & Gold 5,114 556
Gold Mining - 2.0% ______________
Newmont Mining 25,761 1,419
______________ Total Metal-Copper 556
_____________________________________________________________________
Total Gold Mining 1,419
_____________________________________________________________________ Multimedia - 3.2%
Viacom, Cl B (B) 53,459 2,221
Home Decoration Products - 1.2% ______________
Newell Rubbermaid 42,288 814
______________ Total Multimedia 2,221
_____________________________________________________________________
Total Home Decoration Products 814
_____________________________________________________________________ Non-Hazardous Waste Disposal - 2.2%
Waste Management 41,421 1,569
Hotels & Motels - 0.4% ______________
Marriott International, Cl A 7,221 285
______________ Total Non-Hazardous Waste Disposal 1,569
_____________________________________________________________________
Total Hotels & Motels 285
_____________________________________________________________________ Oil Companies-Exploration & Production - 2.4%
Apache 6,623 791
Internet Security - 0.0% Devon Energy 2,534 225
McAfee* 246 12 Occidental Petroleum 4,242 410
______________ Whiting Petroleum* 1,881 238
______________
Total Internet Security 12
_____________________________________________________________________ Total Oil Companies-Exploration & Production 1,664
_____________________________________________________________________
Life/Health Insurance - 2.2%
Prudential Financial (B) 25,429 1,564 Oil Companies-Integrated - 12.5%
______________ Chevron (B) 34,466 3,272
ConocoPhillips (B) 39,340 2,811
Total Life/Health Insurance 1,564 Exxon Mobil 4,095 330
_____________________________________________________________________ Marathon Oil (B) 50,427 2,305
______________
Machinery-Construction & Mining - 0.2%
Joy Global 1,386 121 Total Oil Companies-Integrated 8,718
______________ _____________________________________________________________________
Total Machinery-Construction & Mining 121
_____________________________________________________________________
Medical Instruments - 0.3%
Medtronic 4,539 174
______________
Total Medical Instruments 174
_____________________________________________________________________
8
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Oil Refining & Marketing - 1.3% Software Tools - 0.9%
Valero Energy 35,570 $ 902 VMware, Cl A* 7,401 $ 633
______________ ______________
Total Oil Refining & Marketing 902 Total Software Tools 633
_____________________________________________________________________ _____________________________________________________________________
Oil-Field Services - 0.3% Super-Regional Banks-US - 0.2%
Halliburton 4,952 223 Keycorp 5,791 52
______________ Wells Fargo 2,987 97
______________
Total Oil-Field Services 223
_____________________________________________________________________ Total Super-Regional Banks-US 149
_____________________________________________________________________
Pharmacy Services - 0.1%
SXC Health Solutions* 1,916 92 Telecommunication Services - 0.2%
______________ Virgin Media 6,750 170
______________
Total Pharmacy Services 92
_____________________________________________________________________ Total Telecommunication Services 170
_____________________________________________________________________
Publishing-Newspapers - 0.4%
Gannett 20,728 306 Telephone-Integrated - 4.3%
______________ AT&T (B) 109,177 3,005
______________
Total Publishing-Newspapers 306
_____________________________________________________________________ Total Telephone-Integrated 3,005
_____________________________________________________________________
REITS-Mortgage - 3.0%
Chimera Investment (B) 504,251 2,118 Tobacco - 3.6%
______________ Lorillard 11,392 857
Philip Morris International (B) 28,345 1,622
Total REITS-Mortgage 2,118 ______________
_____________________________________________________________________
Total Tobacco 2,479
Retail-Consumer Electronics - 2.7% _____________________________________________________________________
Best Buy (B) 54,885 1,866
______________ Wireless Equipment - 2.3%
Motorola* (B) 40,704 1,578
Total Retail-Consumer Electronics 1,866 ______________
_____________________________________________________________________
Total Wireless Equipment 1,578
Retail-Discount - 2.1% ______________
Wal-Mart Stores (B) 26,463 1,484
______________ Total Common Stock (Cost $73,596) 85,191
_____________________________________________________________________
Total Retail-Discount 1,484
_____________________________________________________________________ Affiliated Mutual Fund - 0.2%
Old Mutual Cash Reserves Fund,
Retail-Regional Department Store - 0.3% Institutional Class, 0.07% (A) 139,256 139
Macy's 9,164 212 ______________
______________
Total Affiliated Mutual Fund (Cost $139) 139
Total Retail-Regional Department Store 212 _____________________________________________________________________
_____________________________________________________________________
Total Investments - 122.2% (Cost $73,735) 85,330
Retail-Restaurants - 0.0% _____________________________________________________________________
Darden Restaurants 533 25
______________ Securities Sold Short - (19.9)%
Advertising Sales - (0.3)%
Total Retail-Restaurants 25 Clear Channel Outdoor Holdings, Cl A (13) (179)
_____________________________________________________________________ ______________
Rubber-Tires - 0.3% Total Advertising Sales (179)
Goodyear Tire & Rubber* 20,083 239 _____________________________________________________________________
______________
Beverages-Wine/Spirits - (0.0)%
Total Rubber-Tires 239 Central European Distribution* (457) (11)
_____________________________________________________________________ ______________
S & L/Thrifts-Eastern US - 0.4% Total Beverages-Wine/Spirits (11)
New York Community Bancorp (B) 16,250 298 _____________________________________________________________________
______________
Broadcast Services/Programming - (1.4)%
Total S & L/Thrifts-Eastern US 298 Liberty Media - Capital, Ser A* (15,264) (1,002)
_____________________________________________________________________ ______________
S & L/Thrifts-Western US - 0.4%
Washington Federal 15,306 265 Total Broadcast Services/Programming (1,002)
______________ _____________________________________________________________________
Total S & L/Thrifts-Western US 265 Building Products-Cement/Aggregate - (0.0)%
_____________________________________________________________________ Eagle Materials (829) (24)
______________
Schools - 0.6%
Career Education* 6,434 144 Total Building Products-Cement/Aggregate (24)
ITT Educational Services* 4,366 287 _____________________________________________________________________
______________
Total Schools 431
_____________________________________________________________________
�� 9
OLD MUTUAL ANALYTIC FUND - concluded
________________________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Shares/
_____________________________________________________________________ Description Contracts Value (000)
_____________________________________________________________________
Building-Residential/Commercial - (1.2)%
MDC Holdings (1,263) $ (39) Oil Companies-Exploration & Production - (3.1)%
Toll Brothers* (39,711) (804) Atlas Energy* (817) $ (36)
______________ Cobalt International Energy* (22,537) (305)
Southwestern Energy* (46,401) (1,833)
Total Building-Residential/Commercial (843) ______________
_____________________________________________________________________
Total Oil Companies-Exploration & Production (2,174)
Cellular Telecommunications - (0.8)% _____________________________________________________________________
Leap Wireless International* (38,435) (537)
______________ Private Corrections - (0.2)%
Corrections Corp of America* (5,158) (128)
Total Cellular Telecommunications (537) ______________
_____________________________________________________________________
Total Private Corrections (128)
Commercial Banks-Central US - (0.0)% _____________________________________________________________________
Marshall & Ilsley (1,992) (14)
______________ REITS-Office Property - (0.7)%
Douglas Emmett (25,279) (466)
Total Commercial Banks-Central US (14) ______________
_____________________________________________________________________
Total REITS-Office Property (466)
Computers-Integrated Systems - (1.0)% _____________________________________________________________________
Brocade Communications Systems* (127,177) (717)
______________ Telecommunication Equipment-Fiber Optics - (1.6)%
Ciena* (50,459) (1,112)
Total Computers-Integrated Systems (717) ______________
_____________________________________________________________________
Total Telecommunication Equipment-Fiber Optics (1,112)
Diagnostic Kits - (0.8)% _____________________________________________________________________
Alere* (13,392) (525)
______________ Telecommunication Services - (0.6)%
Clearwire, Cl A* (77,112) (408)
Total Diagnostic Kits (525) ______________
_____________________________________________________________________
Total Telecommunication Services (408)
Distribution/Wholesale - (0.4)% _____________________________________________________________________
LKQ* (10,231) (247)
______________ Television - (1.1)%
Central European Media Enterprises, Cl A* (41,556) (756)
Total Distribution/Wholesale (247) ______________
_____________________________________________________________________
Total Television (756)
Electronic Components-Semiconductors - (0.1)% _____________________________________________________________________
Rambus* (4,649) (95)
______________ Wireless Equipment - (0.8)%
SBA Communications, Cl A* (14,300) (583)
Total Electronic Components-Semiconductors (95) ______________
_____________________________________________________________________
Total Wireless Equipment (583)
Finance-Investment Banker/Broker - (0.3)% ______________
Interactive Brokers Group, Cl A (13,365) (216)
______________ Total Securities Sold Short
(Proceeds received $(12,742)) (13,882)
Total Finance-Investment Banker/Broker (216) _____________________________________________________________________
_____________________________________________________________________
Written Option Contracts - (5.4)%
Financial Guarantee Insurance - (0.5)% Call Options -(5.3)%
MBIA* (30,360) (325) S&P 100 Index
______________ February 2011, 100 Call
Strike Price: $530 (716) (3,716)
Total Financial Guarantee Insurance (325) Put Options - (0.1)%
_____________________________________________________________________ S&P 500 Index
February 2011, 100 Put
Human Resources - (0.9)% Strike Price: $1,290 (40) (83)
Monster Worldwide* (39,310) (655) ______________
______________
Total Written Option Contracts
Total Human Resources (655) (Proceeds received $(3,798)) (3,799)
_____________________________________________________________________ _____________________________________________________________________
Life/Health Insurance - (0.0)% Other Assets and Liabilities, Net - 3.1% 2,173
Aflac (128) (7) _____________________________________________________________________
______________
�� Total Net Assets - 100.0% $ 69,822
Total Life/Health Insurance (7) _____________________________________________________________________
_____________________________________________________________________
Medical-Biomedical/Genetic - (4.1)%
Dendreon* (25,264) (885)
Human Genome Sciences* (21,541) (523)
Vertex Pharmaceuticals* (37,286) (1,450)
______________
Total Medical-Biomedical/Genetic (2,858)
_____________________________________________________________________
10
Other Information:
The Old Mutual Analytic Fund invested in various derivative instruments during the semi-annual period ended January 31, 2011. The
primary types of risk associated with these derivative instruments are equity risk and foreign exchange risk. Refer to Note 2 in the
Notes to Financial Statements for further discussion about these risks and the objectives for utilizing derivative instruments. The
effects of these derivative instruments on the Fund's financial position and financial performance as reflected in the Statement of
Assets and Liabilities and Statement of Operations are presented in the tables below.
The fair value of derivative instruments as of January 31, 2011 by risk category (000):
Liability Derivatives
__________________________________________________________
Statement of Asset
Derivatives not designated as hedging instruments, and Liabilities
carried at fair value Location Fair Value
____________________________________________________________________________________________________________________________________
Equity contracts Written Options
Contracts, at Value (3,799)
_______
Total $(3,799)
_______
The effects of derivative instruments on the Statement of Operations for the semi-annual period ended January 31, 2011 are as follow
(000):
Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
____________________________________________________________________________________________________________________________________
Forward Foreign Purchased Written
Derivatives not designated as hedging instruments, Futures Currency Option Option
carried at fair value Contracts Contracts Contracts Contracts Total
____________________________________________________________________________________________________________________________________
Equity Contracts $216 $- $211 $(4,375) $(3,948)
Foreign exchange contracts - 6 - - 6
____ __ ____ _______ _______
Total $216 $6 $211 $(4,375) $(3,942)
____ __ ____ _______ _______
Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
____________________________________________________________________________________________________________________________________
Forward Foreign Purchased Written
Derivatives not designated as hedging instruments, Futures Currency Option Option
carried at fair value Contracts Contracts Contracts Contracts Total
____________________________________________________________________________________________________________________________________
Equity Contracts $78 $ - $40 $413 $531
Foreign exchange contracts - 107 - - 107
___ ____ ___ ____ ____
Total $78 $107 $40 $413 $638
___ ____ ___ ____ ____
The Fund utilizes various inputs in determining the value of its investments as of the reporting period end. These inputs are
summarized in three broad levels as follows:
Level 1 - quoted prices in active markets for identical securities
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds,
credit risk, etc.)
Level 3 - significant unobservable inputs (including the Fund's own assumption in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in
those securities. A summary of the inputs used as of January 31, 2011 in valuing the Fund's net assets were as follows (000):
Description Level 1 Level 2 Level 3 Total
____________________________________________________________________________________________________________________________________
Investments
Common Stock $ 85,191 $- $- $ 85,191
Affiliated Mutual Fund 139 - - 139
Securities Sold Short
Securities Sold Short (13,882) - - (13,882)
Other Financial Instruments
Written Option Contracts (3,799) - - (3,799)
____________________________________________________________________________________________________________________________________
Total Investments $ 67,649 $- $- $ 67,649
____________________________________________________________________________________________________________________________________
Refer to the "Security Valuation" section of Note 2 for further information.
The accompanying notes are an integral part of the financial statements.
11
OLD MUTUAL COPPER ROCK EMERGING GROWTH FUND
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Copper Rock Capital Partners, LLC
Performance Highlights
o For the six-month period ended January 31, 2011, the Old Mutual Copper Rock Emerging Growth Fund outperformed its benchmark,
the Russell 2500 Growth Index. The Fund's Class A shares posted a 27.56% return at net asset value versus a 24.43% return for
the Index.
o Stock selection within the information technology, consumer discretionary and industrials sectors contributed most positively
to the Fund's performance. On the downside, the Fund had marginal underperformance in the consumer staples and utilities
sectors.
o Among the stocks that contributed positively to Fund performance were technology companies Skyworks Solutions and Riverbed
Technology.
o Stocks that detracted from Fund performance were digital technology services provider DG FastChannel (no longer a Fund
holding) and specialty retail apparel brand Express (no longer a Fund holding).
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, the Old Mutual Copper Rock Emerging Growth Fund (the "Fund") outperformed its
benchmark, the Russell 2500 Growth Index (the "Index"). The Fund's Class A shares posted a 27.56% return at net asset value
versus a 24.43% return for the Index. Performance for all share classes can be found on page 14.
Q. What investment environment did the Fund face during the past period?
A. The third quarter of 2010 experienced substantial volatility as correlations spiked to all-time highs and fears of a
double-dip recession continued to cast a lingering shadow across the markets. These fears dissipated by quarter's end as all
markets were up substantially for the period. Volatility fluctuated as the market moved back and forth from risk-on to risk-off
and back again. The highest beta stocks outperformed the lowest beta stocks by margins of more than 800 basis points in July
and September, causing tremendous headwinds for active, fundamental growth managers. Nevertheless, the energy, information
technology and materials sectors rallied on these extreme beta moves. As the quarter came to a close, some encouraging economic
data, combined with the anticipation of mid-term elections, led investors to finally grow more confident in the markets. As a
result the markets rallied strongly and, by September, the Russell 2000 Index had recorded its best September since 1939.
The equity markets continued their rally in the fourth quarter of 2010 following the strong month of September. As Copper Rock
Capital Partners, LLC ("Copper Rock"), the Fund's sub-adviser, had been patiently anticipating all year, earnings finally
started to matter during the quarter as a differentiation in relative performance for stocks with stronger earnings began to
emerge. Fears of a double-dip recession were cast aside as investors started to see improvement in the employment picture and
brighter spots for a U.S. recovery ahead of the holiday-spending season. And, while October and November continued to reward
growth names, the smallest and lower quality stocks rallied in December. Nevertheless, growth still outperformed value for the
quarter and for the year.
In January 2011, the markets cooled off a bit from the big rally in the fourth quarter of 2010, but they continued to reward
higher quality companies.
Q. Which market factors influenced the Fund's relative performance?
A. During the six-month period, the Fund benefited from strong stock selection broadly across the portfolio. The markets began to
reward companies with good fundamentals and those that met their earnings expectations, as was evident as the markets began to
normalize and correlations fell lower beginning in September. There was significant contribution from the information
technology sector and, in particular, those stocks related to the cloud computing and connected devices theme that Copper Rock
has identified through its bottom-up stock selection. Copper Rock believes further proliferation of connected mobile and
computing devices like smartphones and tablets, and the need for faster delivery of growing content across networks, should
continue to drive business to Fund holdings such as Skyworks Solutions and Riverbed Technology.
Copper Rock Emerging Growth Fund
12
Q. How did portfolio composition affect Fund performance?
A. For the six-month period, stock selection within the information technology, consumer discretionary and industrials sectors
contributed most positively to the Fund's performance. On the downside, the Fund had marginal underperformance in the consumer
staples and utilities sectors.
Among the stocks that contributed positively to Fund performance were technology companies Skyworks Solutions and Riverbed
Technology. During the fourth quarter, Skyworks Solutions reported another strong quarter and once again revised earnings
upward. Skyworks Solutions is a provider of power amplifiers and other semiconductor products critical in the design of mobile
and computing devices like smartphones and tablets. Copper Rock believes the proliferation of these devices should continue to
drive more business to Skyworks Solutions. Also along the theme of connected device-cloud and mobile-computing technology, the
Fund's position in Riverbed Technology contributed nicely during the period. Cloud computing and virtualization continue to put
pressure on networks, and Riverbed Technology's network optimization products are in high demand to solve this problem,
allowing the company to hold a firm pricing structure and drive higher incremental operating margins.
On the other side of the equation, stocks that detracted from Fund performance were digital technology services provider DG
FastChannel (no longer a Fund holding) and specialty retail apparel brand Express (no longer a Fund holding). DG FastChannel
pre-announced negative third-quarter results at the end of August, just three weeks after reporting very strong second-quarter
results. Many were expecting similar strong results and this pre-announcement was very surprising. Copper Rock exited the
stock, as the firm's investment thesis was not confirmed. The men's and women's clothing retailer, Express, reported strong
fundamentals in the third quarter along with solid margin improvements. However, the retail sector fell out of favor due to
weak industry news and traffic trends around the back-to-school time period. The stock reacted negatively to this news and
suffered throughout the remainder of the third quarter.
Q. What is the investment outlook for the small-cap growth market?
A. At the start of 2011, Copper Rock is encouraged by the Fund's prospects as correlations continue to fall and company
fundamentals and earnings are back in focus. Copper Rock expects U.S. gross domestic product (GDP) to be within a tighter range
going forward, which, with a slower growth environment, should lend itself to a market backdrop where there is more stock
differentiation and stocks should be rewarded for having strong and sustainable growth rates.
Copper Rock continues to find ideas across all sectors through fundamental, bottom-up stock selection. And, as Copper Rock
progresses through 2011, the firm will continue to be patient in its execution and remain positioned with high-quality
companies that can grow into much larger ones.
Top Ten Holdings
as of January 31, 2011
iShares Russell Midcap
Growth Index Fund 4.9%
___________________________________________________________________________________
iShares Russell 2000
Growth Index Fund 4.6%
___________________________________________________________________________________
Skyworks Solutions 4.4%
___________________________________________________________________________________
Roper Industries 2.6%
___________________________________________________________________________________
Riverbed Technology 2.3%
___________________________________________________________________________________
Rovi 1.9%
___________________________________________________________________________________
AMETEK 1.9%
___________________________________________________________________________________
Green Mountain
Coffee Roasters 1.9%
___________________________________________________________________________________
Affiliated Managers Group 1.8%
___________________________________________________________________________________
RealD 1.7%
___________________________________________________________________________________
As a % of Total
Fund Investments 28.0%
___________________________________________________________________________________
Copper Rock Emerging Growth Fund
13
OLD MUTUAL COPPER ROCK EMERGING GROWTH FUND - continued
____________________________________________________________________________________________________________________________________
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date (1) Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 07/29/05 20.29% 24.38% (0.93)% 1.88%
Class A without load 07/29/05 27.56% 32.01% 0.25% 2.98%
Class Z 12/09/05 27.67% 32.38% 0.49% 2.56%
Institutional Class 07/29/05 27.84% 32.67% 0.71% 3.44%
Russell 2500 Growth Index 07/29/05 24.43% 35.92% 4.33% 5.79%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and
the comparative index can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class A share purchases of $1 million or more, which were
purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of the date of
purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating expenses and total
annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the Fund's Class A, Class Z
and Institutional Class shares (as reported in the November 23, 2010 prospectus) are 2.38% and 1.68%; 1.52% and 1.43%; and 1.23% and
1.23%, respectively.
(1) The inception date of each share class represents the date initial seed capital was invested by Old Mutual Capital, Inc. The
effective date the share classes were available for sale to shareholders was 08/01/05 for Class A and Institutional Class, and
12/16/05 for Class Z.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual Copper Rock Emerging Growth Fund, Class A | Old Mutual Copper Rock Emerging Growth Fund, Institutional Class | Russell 2500 Growth Index | ||
| 07/29/05 | 9,425 | 10,000 | 10,000 | |
| 07/31/06 | 9,915 | 10,560 | 10,238 | |
| 07/31/07 | 12,158 | 13,010 | 12,274 | |
| 07/31/08 | 10,204 | 10,968 | 11,591 | |
| 07/31/09 | 7,789 | 8,419 | 9,115 | |
| 07/31/10 | 8,688 | 9,426 | 10,957 | |
| 01/31/11 | 11,083 | 12,050 | 13,634 |
Past performance is not a guarantee of future results. The graph above compares an investment made in the Fund's Class A and
Institutional Class shares on the inception date of 7/29/05 to an investment made in unmanaged securities index on that date.
Performance for the Fund's Class Z shares will vary due to differences in sales charges and expenses. The performance of the Fund's
Class A shares shown in the line graph takes into account the maximum initial sales charge. The Fund's performance in this chart and
the performance table assumes reinvestment of dividends and capital gain distributions but does not reflect the deduction of taxes
that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Sector Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Telecommunication Services | 1.3% | |
| Materials | 1.8% | |
| Information Technology | 33.4% | |
| Industrials | 16.5% | |
| Health Care | 8.7% | |
| Financials | 5.4% | |
| Energy | 7.1% | |
| Consumer Staples | 2.6% | |
| Consumer Discretionary | 12.8% | |
| Investment Company | 9.5% | |
| Cash Equivalents | 0.9% |
14
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Common Stock - 86.1% Computers-Integrated Systems - 2.8%
Aerospace/Defense - 1.4% Micros Systems* 8,495 $ 389
TransDigm Group* 12,464 $ 966 Riverbed Technology* 41,757 1,498
______________ ______________
Total Aerospace/Defense 966 Total Computers-Integrated Systems 1,887
_____________________________________________________________________ _____________________________________________________________________
Aerospace/Defense-Equipment - 2.1% Consulting Services - 1.4%
BE Aerospace* 16,006 619 Advisory Board* 4,951 245
Heico 7,092 371 Gartner* 19,515 691
Triumph Group 4,526 435 ______________
______________
Total Consulting Services 936
Total Aerospace/Defense-Equipment 1,425 _____________________________________________________________________
_____________________________________________________________________
Decision Support Software - 1.0%
Apparel Manufacturers - 1.6% MSCI, Cl A* 20,494 702
Under Armour, Cl A* 17,809 1,066 ______________
______________
Total Decision Support Software 702
Total Apparel Manufacturers 1,066 _____________________________________________________________________
_____________________________________________________________________
Distribution/Wholesale - 1.8%
Applications Software - 0.8% Fossil* 7,461 530
NetSuite* 19,305 520 WESCO International* 12,332 691
______________ ______________
Total Applications Software 520 Total Distribution/Wholesale 1,221
_____________________________________________________________________ _____________________________________________________________________
Auction House/Art Dealer - 1.0% Diversified Manufacturing Operations - 0.8%
Sotheby's 16,883 680 ESCO Technologies 15,618 567
______________ ______________
Total Auction House/Art Dealer 680 Total Diversified Manufacturing Operations 567
_____________________________________________________________________ _____________________________________________________________________
Audio/Video Products - 0.6% E-Commerce/Products - 1.4%
Harman International Industries* 9,647 418 Shutterfly* 28,910 962
______________ ______________
Total Audio/Video Products 418 Total E-Commerce/Products 962
_____________________________________________________________________ _____________________________________________________________________
Auto/Truck Parts & Equipment-Original - 0.6% E-Commerce/Services - 0.8%
Tenneco* 10,508 434 OpenTable* 7,188 565
______________ ______________
Total Auto/Truck Parts & Equipment-Original 434 Total E-Commerce/Services 565
_____________________________________________________________________ _____________________________________________________________________
Building Products-Cement/Aggregate - 1.0% Educational Software - 0.4%
Martin Marietta Materials 8,414 703 Blackboard* 7,656 298
______________ ______________
Total Building Products-Cement/Aggregate 703 Total Educational Software 298
_____________________________________________________________________ _____________________________________________________________________
Chemicals-Specialty - 0.7% Electric Products-Miscellaneous - 2.6%
Albemarle 8,745 491 AMETEK 30,014 1,224
______________ GrafTech International* 25,520 536
______________
Total Chemicals-Specialty 491
_____________________________________________________________________ Total Electric Products-Miscellaneous 1,760
_____________________________________________________________________
Coffee - 1.8%
Green Mountain Coffee Roasters* 36,240 1,217 Electronic Components-Semiconductors - 9.4%
______________ Cavium Networks* 18,222 720
Entropic Communications* 85,010 933
Total Coffee 1,217 Netlogic Microsystems* 17,959 626
_____________________________________________________________________ Rovi* 20,447 1,263
Skyworks Solutions* 89,939 2,857
Commercial Services - 0.9% ______________
HMS Holdings* 10,014 644
______________ Total Electronic Components-Semiconductors 6,399
_____________________________________________________________________
Total Commercial Services 644
_____________________________________________________________________ E-Marketing/Information - 0.5%
Constant Contact* 12,535 351
Computer Services - 1.2% ______________
Syntel 7,152 399
VanceInfo Technologies ADR* 12,917 451 Total E-Marketing/Information 351
______________ _____________________________________________________________________
Total Computer Services 850
_____________________________________________________________________
15
OLD MUTUAL COPPER ROCK EMERGING GROWTH FUND - continued
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Enterprise Software/Services - 1.2% Machinery-Construction & Mining - 0.6%
Ultimate Software Group* 16,945 $ 824 Astec Industries* 13,327 $ 401
______________ ______________
Total Enterprise Software/Services 824 Total Machinery-Construction & Mining 401
_____________________________________________________________________ _____________________________________________________________________
E-Services/Consulting - 1.0% Machinery-General Industry - 3.7%
GSI Commerce* 30,299 698 Robbins & Myers 18,575 771
______________ Roper Industries 22,056 1,714
______________
Total E-Services/Consulting 698
_____________________________________________________________________ Total Machinery-General Industry 2,485
_____________________________________________________________________
Filtration/Separation Products - 0.7%
Polypore International* 9,779 471 Machinery-Pumps - 0.9%
______________ Graco 14,312 608
______________
Total Filtration/Separation Products 471
_____________________________________________________________________ Total Machinery-Pumps 608
_____________________________________________________________________
Finance-Consumer Loans - 1.4%
Portfolio Recovery Associates* 13,568 979 Medical Information Systems - 0.8%
______________ athenahealth* 12,163 522
______________
Total Finance-Consumer Loans 979
_____________________________________________________________________ Total Medical Information Systems 522
_____________________________________________________________________
Finance-Other Services - 0.6%
Higher One Holdings* 21,438 408 Medical Products - 2.7%
______________ Coopers 14,480 830
Nxstage Medical* 14,609�� 351
Total Finance-Other Services 408 Zoll Medical* 15,523 642
_____________________________________________________________________ ______________
Food-Retail - 0.4% Total Medical Products 1,823
Fresh Market* 6,868 253 _____________________________________________________________________
______________
Medical-Outpatient/Home Medical - 0.8%
Total Food-Retail 253 Air Methods* 10,178 522
_____________________________________________________________________ ______________
Footwear & Related Apparel - 0.5% Total Medical-Outpatient/Home Medical 522
Steven Madden* 9,508 363 _____________________________________________________________________
______________
Multilevel Direct Selling - 0.4%
Total Footwear & Related Apparel 363 Nu Skin Enterprises 8,442 254
_____________________________________________________________________ ______________
Hotels & Motels - 0.4% Total Multilevel Direct Selling 254
Home Inns & Hotels Management ADR* 7,346 248 _____________________________________________________________________
______________
Networking Products - 2.4%
Total Hotels & Motels 248 Acme Packet* 17,014 915
_____________________________________________________________________ LogMeIn* 19,214 740
______________
Human Resources - 1.8%
51job ADR* 5,729 309 Total Networking Products 1,655
Monster Worldwide* 28,554 475 _____________________________________________________________________
SuccessFactors* 14,606 425
______________ Oil & Gas Drilling - 1.4%
Rowan* 26,957 924
Total Human Resources 1,209 ______________
_____________________________________________________________________
Total Oil & Gas Drilling 924
Instruments-Scientific - 0.5% _____________________________________________________________________
PerkinElmer 14,571 373
______________ Oil Companies-Exploration & Production - 3.3%
Brigham Exploration* 22,862 677
Total Instruments-Scientific 373 Forest Oil* 13,588 527
_____________________________________________________________________ Northern Oil and Gas* 18,402 507
Oasis Petroleum* 16,134 516
Internet Content-Information/News - 0.6% ______________
WebMD Health, Cl A* 7,826 409
______________ Total Oil Companies-Exploration & Production 2,227
_____________________________________________________________________
Total Internet Content-Information/News 409
_____________________________________________________________________ Oil Field Machinery & Equipment - 0.9%
Lufkin Industries 9,174 612
Investment Management/Advisory Services - 1.8% ______________
Affiliated Managers Group* 11,857 1,207
______________ Total Oil Field Machinery & Equipment 612
_____________________________________________________________________
Total Investment Management/Advisory Services 1,207
_____________________________________________________________________
16
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Oil-Field Services - 1.3% Theaters - 0.7%
CARBO Ceramics 7,752 $ 893 Cinemark Holdings 28,484 $ 483
______________ ______________
Total Oil-Field Services 893 Total Theaters 483
_____________________________________________________________________ _____________________________________________________________________
Pharmacy Services - 1.6% Transactional Software - 1.6%
Catalyst Health Solutions* 9,230 401 Synchronoss Technologies* 15,994 455
SXC Health Solutions* 14,329 689 VeriFone Systems* 16,264 650
______________ ______________
Total Pharmacy Services 1,090 Total Transactional Software 1,105
_____________________________________________________________________ _____________________________________________________________________
Physician Practice Management - 1.0% Transport-Services - 0.6%
IPC The Hospitalist* 18,748 696 HUB Group, Cl A* 12,337 429
______________ ______________
Total Physician Practice Management 696 Total Transport-Services 429
_____________________________________________________________________ _____________________________________________________________________
Real Estate Management/Services - 0.9% Virtual Reality Products - 1.7%
CB Richard Ellis Group, Cl A* 27,870 618 RealD* 47,380 1,121
�� ______________ ______________
Total Real Estate Management/Services 618 Total Virtual Reality Products 1,121
_____________________________________________________________________ _____________________________________________________________________
Retail-Apparel/Shoe - 1.5% Wireless Equipment - 2.4%
Abercrombie & Fitch, Cl A 9,060 457 Aruba Networks* 34,999 754
Lululemon Athletica* 7,906 543 SBA Communications, Cl A* 21,213 865
______________ ______________
Total Retail-Apparel/Shoe 1,000 Total Wireless Equipment 1,619
_____________________________________________________________________ ______________
Retail-Perfume & Cosmetics - 0.7% Total Common Stock (Cost $42,530) 58,647
Ulta Salon Cosmetics & Fragrance* 13,310 493 _____________________________________________________________________
______________
Investment Company - 9.2%
Total Retail-Perfume & Cosmetics 493 Growth-Mid Cap - 4.8%
_____________________________________________________________________ iShares Russell Midcap Growth Index Fund 56,183 3,242
______________
Retail-Restaurants - 1.0%
Chipotle Mexican Grill* 3,142 688 Total Growth-Mid Cap 3,242
______________ _____________________________________________________________________
Total Retail-Restaurants 688 Growth-Small Cap - 4.4%
_____________________________________________________________________ iShares Russell 2000 Growth Index Fund 34,530 2,999
______________
Retail-Sporting Goods - 0.5%
Hibbett Sports* 10,520 337 Total Growth-Small Cap 2,999
______________ ______________
Total Retail-Sporting Goods 337 Total Investment Company (Cost $6,261) 6,241
_____________________________________________________________________ _____________________________________________________________________
Retail-Vitamins/Nutrition Supplements - 1.0% Affiliated Mutual Fund - 0.8%
Vitamin Shoppe* 21,456 681 Old Mutual Cash Reserves Fund,
______________ Institutional Class, 0.07% (A) 580,176 580
______________
Total Retail-Vitamins/Nutrition Supplements 681
_____________________________________________________________________ Total Affiliated Mutual Fund (Cost $580) 580
_____________________________________________________________________
Semiconductor Components-Integrated Circuits - 3.0%
Anadigics* 73,068 499 Total Investments - 96.1% (Cost $49,371) 65,468
Atmel* 54,725 741 _____________________________________________________________________
Emulex* 39,300 448
TriQuint Semiconductor* 24,889 328 Other Assets and Liabilities, Net - 3.9% 2,674
______________ _____________________________________________________________________
Total Semiconductor Components-Integrated Circuits 2,016 Total Net Assets - 100.0% $ 68,142
_____________________________________________________________________ _____________________________________________________________________
Telecommunication Equipment-Fiber Optics - 1.2% For descriptions of abbreviations and footnotes, please refer to page
Finisar* 25,267 841 27.
______________
Total Telecommunication Equipment-Fiber Optics 841
_____________________________________________________________________
17
OLD MUTUAL COPPER ROCK EMERGING GROWTH FUND - concluded
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
Other Information:
The Fund utilizes various inputs in determining the value of its investments as of the reporting period end. These inputs are
summarized in three broad levels as follows:
Level 1 - quoted prices in active markets for identical securities
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds,
credit risk, etc.)
Level 3 - significant unobservable inputs (including the Fund's own assumption in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in
those securities. A summary of the inputs used as of January 31, 2011 in valuing the Fund's net assets were as follows (000):
Description Level 1 Level 2 Level 3 Total
____________________________________________________________________________________________________________________________________
Investments
Common Stock $58,647 $- $- $58,647
Investment Company 6,241 - - 6,241
Affiliated Mutual Fund 580 - - 580
____________________________________________________________________________________________________________________________________
Total Investments $65,468 $- $- $65,468
____________________________________________________________________________________________________________________________________
Refer to the "Security Valuation" section of Note 2 for further information.
The accompanying notes are an integral part of the financial statements.
18
OLD MUTUAL INTERNATIONAL EQUITY FUND
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Acadian Asset Management LLC
Q. How did the Fund perform relative to its benchmark?
A. For the six-month period ended January 31, 2011, the Old Mutual International Equity Fund (the "Fund") outperformed its
benchmark, the MSCI EAFE Index (the "Index"). The Fund's Class A shares posted an 18.10% return at net asset value versus a
16.10% return for the Index. Performance for all share classes can be found on page 21.
Q. What investment environment did the Fund face during the past period?
A. Non-U.S. equity markets had a positive trajectory over the six-month period, recovering after dismal performance in the second
quarter of 2010. Investors largely overlooked earlier concerns about the strength and sustainability of a global recovery, and
responded to burgeoning bright spots. Markets in Europe rose amid hopes that the region's financial turmoil was easing. Despite
a negative impact from Ireland's bailout and the potential for further debt problems in peripheral countries, the region's
major markets were boosted by growing business and consumer sentiment amid signs of resilient industrial output and
improvements in internal demand. The Asia-Pacific area as a whole was also positive for the period on the back of robust Hong
Kong and Singapore equity market performance. Japan was not as strong, but managed to also gain ground despite yen strength and
tepid domestic demand. January 2011 saw somewhat shakier conditions as markets reacted to the turmoil in Egypt, but the return
to equity markets was still positive.
Q. Which market factors influenced the Fund's relative performance?
A. It was generally a positive period for the Fund's investment process in non-U.S. markets. The Fund's stock selection benefited
most from exposure to earnings-related factors, closely followed by exposure to value factors. Quality factors were also
positive for return. Technical factors, including momentum, made a small contribution, but were the weakest factor set for the
period. The Fund also gained ground from its top-down investment process and its slightly smaller-than-benchmark capitalization
size.
Performance attribution showed the majority of excess return coming from stock selection over the period, particularly in Japan,
which included industrial stocks Marubeni and Sojitz. Excess return was also seen in stocks from Hong Kong, Sweden, Australia,
Norway, France, Switzerland, Greece and Finland. Offsetting this to some degree was negative active return from stock selection
in the United Kingdom, Singapore and Germany.
With respect to individual regions and countries, the Fund gained from its overweighting in the strong Hong Kong market, as
well as from its lack of exposure to Spain during a troubled time for that equity market. The overweightings in Germany and
Austria also added value. Most other market positions had only a modest impact on return.
From an industry weighting perspective, the Fund was underweight financials and consumer discretionary goods and overweight
industrials and energy companies. These positions were favorable for return.
Performance Highlights
o For the six-month period ended January 31, 2011, the Old Mutual International Equity Fund outperformed its benchmark, the MSCI
EAFE Index. The Fund's Class A shares posted an 18.10% return at net asset value versus a 16.10% return for the Index.
o The Fund gained from its overweighting in the strong Hong Kong market, as well as from its lack of exposure to Spain during a
troubled time for that equity market. The overweightings in Germany and Austria also added value.
o Among the individual stocks that contributed to Fund performance were chipmaker Infineon Technologies, energy producer Royal
Dutch Shell, and container terminal operator Hutchison Whampoa.
o Among the top detractors from Fund performance were lenders Royal Bank of Scotland Group and Deutsche Bank (no longer a Fund
holding), as well as computer services provider Fujitsu.
International Equity Fund
19
OLD MUTUAL INTERNATIONAL EQUITY FUND - continued
____________________________________________________________________________________________________________________________________
MANAGEMENT OVERVIEW (UNAUDITED)
Sub-Adviser: Acadian Asset Management LLC
Top Ten Holdings
as of January 31, 2011
Royal Dutch Shell, Cl A 3.8%
___________________________________________________________________________________
HSBC Holdings 3.4%
___________________________________________________________________________________
BHP Billiton 2.7%
___________________________________________________________________________________
Total 2.6%
___________________________________________________________________________________
Sanofi-Aventis 2.4%
___________________________________________________________________________________
AstraZeneca (GBP) 2.3%
___________________________________________________________________________________
Roche Holding 2.3%
___________________________________________________________________________________
BASF 2.1%
___________________________________________________________________________________
Rio Tinto (GBP) 2.1%
___________________________________________________________________________________
Takeda Pharmaceutical 2.0%
___________________________________________________________________________________
As a % of Total
Fund Investments 25.7%
___________________________________________________________________________________
Q. How did portfolio composition affect Fund performance?
A. Among the individual stocks that contributed to Fund performance were chipmaker Infineon Technologies, energy producer Royal
Dutch Shell, and container terminal operator Hutchison Whampoa. Infineon Technologies rallied in mid-November after the German
chipmaker reported a fiscal fourth-quarter profit that beat analysts' estimates. Royal Dutch Shell, an energy producer in the
United Kingdom, gained value as crude oil prices approached $94 per barrel by the end of the six-month period. Shares of Hong
Kong's Hutchison Whampoa rose during the first half of August after a managing director increased his stake in the company,
purchasing one million shares. The stock was further buoyed by news that the company's profit rose 35% in the first half of
2010.
Among the top detractors from Fund performance were lenders Royal Bank of Scotland Group and Deutsche Bank (no longer a Fund
holding), as well as computer services provider Fujitsu. Shares of Royal Bank of Scotland Group, a lender in the United
Kingdom, came under pressure in November as debt concerns in Europe reemerged. Shares of Deutsche Bank, a lender in Germany,
dropped after the company announced it expects to report a third-quarter loss as it writes down the value of its investment in
Deutsche Postbank. Shares of Fujitsu retreated in late 2010 after its earnings estimates were reduced by Daiwa Securities,
citing lower information technology spending by domestic companies.
Q. What is the investment outlook for international stocks?
A. Acadian Asset Management LLC ("Acadian"), the Fund's sub-adviser, believes world economic growth will continue in a positive
but below-trend trajectory in 2011. Acadian believes that many commodity prices should trend higher in 2011 as global gross
domestic product (GDP) growth, driven by emerging market economies, fuels demand. Acadian expects inflation to remain subdued
on average across most countries because of constrained consumer spending and excess capacity in labor markets and
manufacturing.
Acadian believes domestic demand has ample room to grow in non-U.S. markets, given that most recovery activity in Japan and
Europe has been driven by exports rather than consumers in the year to date. Acadian notes, however, that given the cuts in
government spending recently enacted in the United Kingdom and other countries, this may likely take a slow track. Overall,
Acadian expects the corporate earnings recovery to continue, though at a less sharp trajectory than seen in the most recent
accelerated period.
Acadian views most world equity market regions as fairly valued rather than overvalued. Acadian also anticipates Europe being
the best performing world region in 2011, with the U.S. and Japan trailing these markets. The focus of Acadian's process is
on stock selection, and within these markets Acadian continues to see opportunities for buying undervalued companies with
strong prospects. Following the relatively weak performance of value stocks in many markets during 2010, Acadian sees a
positive outlook for this attribute in 2011.
International Equity Fund
20
PERFORMANCE AND PORTFOLIO SUMMARY (UNAUDITED)
Average Annual Total Returns as of January 31, 2011
____________________________________________________________________________________________________________________________________
Annualized Annualized
Inception 6 Month 1 Year 5 Year Inception
Date Return Return Return to Date
____________________________________________________________________________________________________________________________________
Class A with load 12/30/05 11.28% 11.54% (1.74)% (0.80%)
Class A without load 12/30/05 18.10% 18.39% (0.57)% 0.36%
Class Z 12/30/05 18.31% 18.75% (0.32)% 0.61%
Institutional Class 12/30/05 18.36% 18.95% (0.08)% 0.87%
MSCI EAFE Index 12/30/05 16.10% 15.38% 1.72% 2.89%
____________________________________________________________________________________________________________________________________
Past performance is not a guarantee of future results. The Fund's performance results do not reflect the deduction of taxes that a
shareholder would pay on Fund distributions or on the redemption of Fund shares. Information about these performance results and the
comparative index can be found on pages 1 and 2.
Class A shares have a current maximum initial sales charge of 5.75%; Class A share purchases of $1 million or more, which were
purchased without an initial sales charge, may be subject to a CDSC of 1.00% if redeemed within twelve months of the date of
purchase. Please read the prospectus carefully for more information on sales charges. The total annual operating expenses and total
annual operating expenses after fee waivers and/or expense reimbursement you may pay as an investor in the Fund's Class A, Class Z
and Institutional Class shares (as reported in the November 23, 2010 prospectus) are 5.59% and 1.52%; 4.77% and 1.27%; and 1.52% and
1.02%, respectively.
Fund Performance
____________________________________________________________________________________________________________________________________
[LINE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Old Mutual International Equity Fund, Class A | Old Mutual International Equity Fund, Class Z | Old Mutual International Equity Fund, Institutional Class | MSCI EAFE Index | ||
| 12/30/05 | 9,425 | 10,000 | 10,000 | 10,000 | |
| 7/31/06 | 10,320 | 10,970 | 10,980 | 11,125 | |
| 7/31/07 | 13,212 | 14,067 | 14,126 | 13,785 | |
| 7/31/08 | 10,960 | 11,693 | 11,779 | 12,105 | |
| 7/31/09 | 7,678 | 8,220 | 8,295 | 9,369 | |
| 7/31/10 | 8,130 | 8,720 | 8,828 | 9,956 | |
| 1/31/11 | 9,601 | 10,316 | 10,449 | 11,559 |
Past performance is not a guarantee of future results. The graph above compares an investment made in each of the Fund's share
classes on the inception date of 12/30/05 to an investment made in an unmanaged securities index on that date. The performance of
the Fund's Class A shares shown in the line graph takes into account the maximum initial sales charge. The Fund's performance in
this chart and the performance table assumes reinvestment of dividends and capital gain distributions but does not reflect the
deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares.
Country Weightings as of January 31, 2011 - % of Total Fund Investments
____________________________________________________________________________________________________________________________________
[PIE GRAPH WAS REPRESENTED IN THE PRINTED MATERIAL]
| Australia | 6.4% | |
| Austria | 1.7% | |
| Belgium | 0.2% | |
| Canada | 0.7% | |
| Cash Equivalent | 1.5% | |
| China | 1.0% | |
| Common Stock | 1.6% | |
| Cyprus | 0.4% | |
| Finland | 1.5% | |
| France | 9.2% | |
| Germany | 8.6% | |
| Greece | 0.5% | |
| Hong Kong | 5.5% | |
| Italy | 2.2% | |
| Japan | 26.2% | |
| Netherlands | 5.3% | |
| New Zealand | 0.0% | |
| Norway | 0.8% | |
| Portugal | 0.0% | |
| Singapore | 4.2% | |
| Sweden | 4.0% | |
| Switzerland | 4.4% | |
| United Kingdom | 14.1% |
21
OLD MUTUAL INTERNATIONAL EQUITY FUND - continued
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Common Stock - 1.6% China - 1.0%
B2B/E-Commerce - 0.0% Pacific Textile Holdings 100,000 $ 64
Global Sources* 319 $ 3 Sinocom Software Group 88,000 10
______________ SunVic Chemical Holdings* 1,000 1
Yangzijiang Shipbuilding Holdings 272,000 397
Total B2B/E-Commerce 3 ______________
_____________________________________________________________________
Total China 472
Computers - 1.0% _____________________________________________________________________
Research In Motion* 7,562 447
______________ Cyprus - 0.4%
Bank of Cyprus Public 38,136 161
Total Computers 447 ______________
_____________________________________________________________________
Total Cyprus 161
Electronic Components-Miscellaneous - 0.2% _____________________________________________________________________
NAM TAI Electronics 14,900 96
______________ Finland - 1.5%
Digia 5,565 42
Total Electronic Components-Miscellaneous 96 Fiskars 110 3
_____________________________________________________________________ Stora Enso, Cl R 53,200 633
______________
Gold Mining - 0.4%
Centerra Gold 10,600 170 Total Finland 678
______________ _____________________________________________________________________
Total Gold Mining 170 France - 9.2%
______________ AXA 75 2
BNP Paribas 12,165 908
Total Common Stock (Cost $704) 716 Cegid Group 917 27
_____________________________________________________________________ Etam Developpement* 707 34
LDC 129 13
Foreign Common Stock - 95.9% Linedata Services 1,290 23
Australia - 6.4% NetGem 4,971 27
BHP Billiton 28,242 1,256 Parrot* 8,935 297
Credit Corp Group 2,021 9 Peugeot* 12,423 519
RCR Tomlinson 33,105 47 Sanofi-Aventis 15,815 1,081
RHG* 52,107 53 Societe Generale 1,080 70
Rio Tinto 10,252 863 Tessi 465 42
Santos 51,301 693 Total 20,535 1,202
VDM Group 26,399 8 Video Futur Entertainment Group* 4,971 2
______________ ______________
Total Australia 2,929 Total France 4,247
_____________________________________________________________________ _____________________________________________________________________
Austria - 1.7% Germany - 7.8%
OMV 17,146 760 ADVA Optical Networking* 21,136 184
Telekom Austria 200 3 Aleo Solar* 571 14
Voestalpine 127 6 Allianz 2,911 405
______________ Amadeus Fire 2,335 106
BASF 12,585 969
Total Austria 769 Bavaria Industriekapital 925 21
_____________________________________________________________________ Centrosolar Group 2,968 22
Cewe Color Holding 836 38
Belgium - 0.2% Deutsche Post 21,181 389
Barco 446 31 Deutsche Telekom 712 10
Euronav 40 1 E.ON 20,977 700
Recticel 7,070 71 Freenet 62 1
______________ Infineon Technologies 61,853 655
Koenig & Bauer* 565 13
Total Belgium 103 Valartis Group 443 12
_____________________________________________________________________ VTG 1,738 35
______________
Canada - 0.7%
Cott* 17,500 140 Total Germany 3,574
First Quantum Minerals 400 46 _____________________________________________________________________
Magna International 900 53
QLT* 12,800 90
______________
Total Canada 329
_____________________________________________________________________
22
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Greece - 0.5% Japan - continued
OPAP 10,780 $ 218 Daihatsu Diesel Manufacturing 4,000 $ 18
______________ Daihatsu Motor 37,000 613
Daiichikosho 4,200 77
Total Greece 218 Dainichi 1,800 13
_____________________________________________________________________ Dainippon Screen 5,000 46
Faith 1,196 139
Hong Kong - 5.4% Fields 32 50
Alco Holdings 88,000 41 Fuji Soft 700 12
Allied Properties 120,000 23 Fujifilm Holdings 700 25
Champion Technology Holdings 6,316,000 133 Fujimori Kogyo 1,400 23
CLP Holdings 102,000 828 Fujitsu 87,100 543
Courage Marine Group 17,000 2 FuKoKu 2,000 22
Dickson Concepts International 19,000 15 Fukuda Denshi 1,300 41
DMX Technologies Group* 38,000 12 Fuso Chemical 500 17
Dragon Hill Wuling Automobile Holdings* 130,000 16 GMO internet 9,000 50
Fairwood 45,500 64 Haruyama Trading 1,500 8
Hannstar Board International Holdings 84,000 12 Haseko* 500 -
Hongkong Land Holdings 23,000 162 Hazama* 26,300 22
Hutchison Whampoa 56,000 656 Heiwa 4,000 58
Jardine Strategic Holdings 14,500 409 HI-LEX 1,600 27
Kantone Holdings 570,000 9 Hitachi 151,000 826
Keck Seng Investments 24,900 13 Hokkan Holdings 4,000 13
Luen Thai Holdings 137,000 15 H-One �� 1,200 12
Next Media* 246,000 35 Iida Home Max 3,700 44
Victory City International Holdings 228,000 48 Imasen Electric Industrial 884 13
Wing On International 7,000 15 IT Holdings 6,900 86
______________ J Trust 3,000 15
JMS 3,000 10
Total Hong Kong 2,508 Kamei 3,000 15
_____________________________________________________________________ Kasai Kogyo 5,000 34
Kawasumi Laboratories 10,000 74
Italy - 2.2% Koike Sanso Kogyo 6,000 17
Banca Popolare dell'Emilia Romagna 169 2 Kojima 7,400 45
De'Longhi 6,503 60 Komatsu Seiren 10,000 41
Enel 162,373 917 Konishi 1,900 25
Engineering Ingegneria Informatica 916 29 KRS 1,600 17
Exor 26 1 Kyodo Printing 4,000 9
Management & Capitali* 50,663 15 Marubeni 97,000 730
Milano Assicurazioni 521 1 Mikuni Coca-Cola Bottling 4,600 42
______________ Mimasu Semiconductor Industry 1,500 18
Mitani 500 5
Total Italy 1,025 Mitsubishi UFJ Financial Group 26,200 136
_____________________________________________________________________ Mitsui 12,400 209
Mitsui Home 2,000 11
Japan - 26.1% MTI 19 39
Aeon 29,800 375 Nagase 28,000 362
Aichi Machine Industry 8,000 37 Namura Shipbuilding 26,500 139
Airport Facilities 3,900 18 NIC 13,900 58
Aisin Seiki 15,100 574 Nichireki 12,000 50
Alfresa Holdings 200 8 NIFTY 59 78
Arc Land Sakamoto 2,000 24 Nihon Kagaku Sangyo 2,000 17
Argo Graphics 800 11 Nihon Yamamura Glass 1,000 3
Artnature 4,100 39 Nippo 15,000 112
Asahi Glass 5,000 62 _____________________________________________________________________
Asahi Industries 9 15
Astellas Pharma 5,800 222
Bando Chemical Industries 10,000 44
Best Bridal 12 12
Canon 50 2
Chubu Steel Plate 300 2
Chugai Ro 6,000 25
Coca-Cola Central Japan 3,800 52
_____________________________________________________________________
23
OLD MUTUAL INTERNATIONAL EQUITY FUND - continued
____________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
Japan - continued Netherlands - 5.3%
Nippon Game Card 26 $ 37 EADS* 23,940 $ 690
Nippon Road 30,000 75 Gamma Holding* 57 2
Nippon Steel 700 2 Royal Dutch Shell, Cl A 49,015 1,730
Nippon Steel Trading 1,000 3 TNT 53 1
Nippon Telegraph & Telephone 19,300 895 ______________
NIS Group* 24,600 2
Nissan Motor 74,000 749 Total Netherlands 2,423
Nisshin Fudosan 5,600 44 _____________________________________________________________________
Nissin Sugar Manufacturing 7,000 17
Nojima 1,028 9 New Zealand - 0.0%
Obayashi Road 31,000 60 Sky Network Television 210 1
Onoken 2,200 19 ______________
Pacific Industrial 4,000 24
Piolax 2,800 64 Total New Zealand 1
Pressance 3 10 _____________________________________________________________________
Raysum* 60 18
Relo Holdings 3,400 63 Norway - 0.8%
Riken Technos 8,000 30 Norske Skogindustrier* 52,125 193
Saison Information Systems 2,800 42 Statoil 6,426 156
Sakata INX 2,000 10 ______________
Sanko Marketing Foods 14 14
Sanoh Industrial 3,200 31 Total Norway 349
Senshukai 2,100 13 _____________________________________________________________________
Seria 1 2
Shidax 5,000 21 Portugal - 0.0%
Shinsho 3,000 8 Novabase SGPS 1,941 7
Sojitz 232,700 514 ______________
Soken Chemical & Engineering 700 10
Sony 22,400 771 Total Portugal 7
Studio Alice 8,200 82 _____________________________________________________________________
Sumikin Bussan 2,000 5
Suncall 4,000 20 Singapore - 4.2%
T&K Toka 2,200 32 DBS Group Holdings 46,000 542
Taiyo Elec 2,300 16 Elec & Eltek International 12,000 40
Takagi Securities* 11,000 13 First Resources 55,000 58
Takeda Pharmaceutical 19,300 930 GP Batteries International 5,000 6
Techno Ryowa 1,200 6 Jardine Cycle & Carriage 21,526 575
Teikoku Sen-I 3,000 19 Oversea-Chinese Banking 43,000 333
Toa Oil 11,000 14 QAF 7,000 3
Tokyu Construction 10,170 30 Singapore Airlines 32,000 371
Toshiba TEC 21,000 99 ______________
Totetsu Kogyo 29,000 229
Toyota Auto Body 4,600 86 Total Singapore 1,928
Toyota Tsusho 5,600 98 _____________________________________________________________________
Universe 700 10
Watabe Wedding 3,377 38 Sweden - 4.0%
Yachiyo Bank 800 26 Bilia AB, Cl A 6,697 129
Yasunaga 2,100 19 Boliden AB 24,197 505
Yellow Hat 2,700 29 Industrial & Financial Systems, Cl B 3,345 54
Zojirushi 18,000 50 Industrivarden, Cl A 2,056 35
______________ Nolato AB, Cl B 2,279 29
Saab, Cl B 18,784 357
Total Japan 12,039 Volvo, Cl B 43,004 745
_____________________________________________________________________ ______________
Total Sweden 1,854
_____________________________________________________________________
Switzerland - 4.4%
Advanced Digital Broadcast Holdings 3,308 112
Bell Holding 28 56
Bossard Holding 337 44
Calida Holding 25 15
Clariant* 2,517 44
Emmi 705 154
Roche Holding 6,884 1,047
UBS* 31,105 557
______________
Total Switzerland 2,029
_____________________________________________________________________
24
_____________________________________________________________________ _____________________________________________________________________
Description Shares Value (000) Description Shares Value (000)
_____________________________________________________________________ _____________________________________________________________________
United Kingdom - 14.1% Foreign Preferred Stock - 0.8%
Anglo-Eastern Plantations 854 $ 10 Germany - 0.8%
AstraZeneca (GBP) 21,744 1,060 Porsche Automobil Holding 3,610 $ 343
AstraZeneca (SEK) 317 15 Villeroy & Boch* 3,475 23
Aviva 3,948 28 ______________
Barclays 10,169 48
BHP Billiton 4,983 190 Total Germany 366
BP 90,532 711 ______________
British Polythene Industries 2,378 10
Centrica 13,546 69 Total Foreign Preferred Stock (Cost $344) 366
Character Group 242 1 _____________________________________________________________________
Chaucer Holdings 257 -
Dart Group 40,418 54 Affiliated Mutual Fund - 1.5%
Davis Service Group 31,578 213 Old Mutual Cash Reserves Fund,
Hilton Food Group 1,087 5 Institutional Class, 0.07% (A) 703,688 704
HSBC Holdings 143,953 1,570 ______________
Imperial Tobacco Group 26,994 771
Logica 69,913 152 Total Affiliated Mutual Fund (Cost $704) 704
Premier Foods* 130,014 44 _____________________________________________________________________
Rio Tinto 13,867 952
Royal Bank of Scotland Group* 737,204 492 Total Investments - 99.8% (Cost $37,306) 45,945
RPC Group 25,287 109 _____________________________________________________________________
Tribal Group 14,443 10
Vitec Group 162 2 Other Assets and Liabilities, Net - 0.2% 106
______________ _____________________________________________________________________
Total United Kingdom 6,516 Total Net Assets - 100.0% $ 46,051
______________ _____________________________________________________________________
Total Foreign Common Stock (Cost $35,554) 44,159 For descriptions of abbreviations and footnotes, please refer to
_____________________________________________________________________ page 27.
25
OLD MUTUAL INTERNATIONAL EQUITY FUND - concluded
________________________________________________________________________________________________________________________________________________
SCHEDULE OF INVESTMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
Other Information:
The Fund utilizes various inputs in determining the value of its investments as of the reporting period end. These inputs are
summarized in three broad levels as follows:
Level 1 - quoted prices in active markets for identical securities
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds,
credit risk, etc.)
Level 3 - significant unobservable inputs (including the Fund's own assumption in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in
those securities. A summary of the inputs used as of January 31, 2011 in valuing the Fund's net assets were as follows (000):
Description Level 1 Level 2 Level 3 Total
____________________________________________________________________________________________________________________________________
Investments
Common Stock $ 716 $ - $- $ 716
Foreign Common Stock
Australia - 2,929 - 2,929
Austria - 769 - 769
Belgium - 103 - 103
Canada 329 - - 329
China - 472 - 472
Cyprus - 161 - 161
Finland - 678 - 678
France - 4,247 - 4,247
Germany - 3,574 - 3,574
Greece - 218 - 218
Hong Kong - 2,508 - 2,508
Italy - 1,025 - 1,025
Japan - 12,039 - 12,039
Netherlands - 2,423 - 2,423
New Zealand - 1 - 1
Norway - 349 - 349
Portugal - 7 - 7
Singapore - 1,928 - 1,928
Sweden - 1,854 - 1,854
Switzerland - 2,029 - 2,029
United Kingdom - 6,516 - 6,516
Foreign Preferred Stock
Germany - 366 - 366
Affiliated Mutual Fund 704 - - 704
____________________________________________________________________________________________________________________________________
Total Investments $1,749 $44,196 $- $45,945
____________________________________________________________________________________________________________________________________
Refer to the "Security Valuation" section of Note 2 for further information.
The accompanying notes are an integral part of the financial statements.
26
NOTES TO SCHEDULES OF INVESTMENTS
____________________________________________________________________________________________________________________________________
* Non-income producing security.
(A) - Investment is a fund within the Old Mutual family of funds and may be deemed to be under common control as it may share the
same Board of Trustees. Old Mutual Capital, Inc. serves as the investment adviser to the affiliated mutual fund. The rate
reported represents the 7-day effective yield as of January 31, 2011.
(B) - All or a portion of this security is held as cover for securities sold short or open written option contracts.
ADR - American Depositary Receipt
Cl - Class
GBP - British Pound Sterling
HMO - Health Maintenance Organization
REITs - Real Estate Investment Trusts
S&L - Savings and Loan
SEK - Swedish Krona
Ser - Series
Amounts designated as "-" are either $0 or have been rounded to $0.
Cost figures are shown with "000's" omitted.
27
STATEMENTS OF ASSETS & LIABILITIES (000, excluding shares)
AS OF JANUARY 31, 2011 (UNAUDITED)
__________________________________________________________________________________________________________________________________________________________________
Old Mutual
Old Mutual Copper Rock Old Mutual
Analytic Emerging International
Fund Growth Fund Equity Fund
__________________________________________________________________________________________________________________________________________________________________
Assets:
Investment Securities, at cost $ 73,596 $ 48,791 $ 36,602
Investment in Affiliated Mutual Fund, at cost 139 580 704
__________________________________________________________________________________________________________________________________________________________________
Investment Securities, at value $ 85,191 $ 64,888 $ 45,241
Investment in Affiliated Mutual Fund, at value 139 580 704
Cash 2 - -
Foreign Currency (cost $ -, $ -, $65) - - 65
Receivable for Capital Shares Sold 13 715 11
Receivable from Investment Adviser 12 - 20
Receivable for Investment Securities Sold 3,545 7,961 -
Receivable for Dividends 60 4 83
Other Assets 10 6 8
__________________________________________________________________________________________________________________________________________________________________
Total Assets 88,972 74,154 46,132
__________________________________________________________________________________________________________________________________________________________________
Liabilities:
Payable for Investment Securities Purchased 752 5,887 -
Payable for Capital Shares Redeemed 225 32 6
Written Option Contracts, at Value, (Proceeds received of $3,798, $ -, $ -) 3,799 - -
Securities Sold Short, at Value (Proceeds received of $12,742, $ -, $ -) 13,882 - -
Payable for Administration Fees 6 6 4
Payable for Distribution & Service Fees 5 - -
Payable for Management Fees 51 52 39
Payable for Trustees' Fees 3 1 1
Payable to Prime Broker 296 - -
Accrued Expenses 131 34 31
__________________________________________________________________________________________________________________________________________________________________
Total Liabilities 19,150 6,012 81
__________________________________________________________________________________________________________________________________________________________________
Net Assets $ 69,822 $ 68,142 $ 46,051
__________________________________________________________________________________________________________________________________________________________________
Net Assets:
Paid-in Capital ($0.001 par value, unlimited authorization) $ 218,627 $ 69,531 $ 83,417
Undistributed (Distributions in Excess of) Net Investment Income/(Accumulated Net Investment Loss) 438 (350) (146)
Accumulated Net Realized Loss on Investments, Securities Sold Short, Futures,
Written Options, and Foreign Currency Transactions (159,698) (17,136) (45,863)
Net Unrealized Appreciation on Investments, Securities Sold Short,
Written Options and Foreign Currency Transactions 10,455 16,097 8,643
__________________________________________________________________________________________________________________________________________________________________
Net Assets $ 69,822 $ 68,142 $ 46,051
__________________________________________________________________________________________________________________________________________________________________
Net Assets - Class A $ 28,359 $ 3,858 $ 275
Net Assets - Class C 17,126 N/A N/A
Net Assets - Class Z 24,335 9,064 581
Net Assets - Institutional Class 2 55,220 45,195
__________________________________________________________________________________________________________________________________________________________________
Outstanding Shares of Beneficial Interest - Class A 2,828,044 351,645 29,546
Outstanding Shares of Beneficial Interest - Class C 1,784,599 N/A N/A
Outstanding Shares of Beneficial Interest - Class Z 2,399,045 814,839 62,161
Outstanding Shares of Beneficial Interest - Institutional Class 168 4,909,929 4,832,734
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value and Redemption Price Per Share - Class A^ $ 10.03 $ 10.97 $ 9.31
__________________________________________________________________________________________________________________________________________________________________
Maximum Offering Price Per Share Class A (Net Asset Value/94.25%) $ 10.64 $ 11.64 $ 9.88
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share - Class C †^ $ 9.60 N/A N/A
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share - Class Z^ $ 10.14 $ 11.12 $ 9.34
__________________________________________________________________________________________________________________________________________________________________
Net Asset Value, Offering and Redemption Price Per Share - Institutional Class^ $ 10.16 $ 11.25 $ 9.35
__________________________________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
† Class C shares have a contingent deferred sales charge. For a description of possible sales charge, please see the Fund's Prospectus.
^ Net Assets divided by shares may not calculate to the stated NAV because these amounts are shown rounded.
N/A - Not Applicable
The accompanying notes are an integral part of the financial statements.
28
STATEMENTS OF OPERATIONS (000)
FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
___________________________________________________________________________________________________________________________________________________________________
Old Mutual
Old Mutual Copper Rock Old Mutual
Analytic Emerging International
Fund Growth Fund Equity Fund
___________________________________________________________________________________________________________________________________________________________________
Investment Income:
Dividends $ 1,052 $ 74 $ 442
Interest 1 - 3
Less: Foreign Taxes Withheld - - (23)
___________________________________________________________________________________________________________________________________________________________________
Total Investment Income 1,053 74 422
___________________________________________________________________________________________________________________________________________________________________
Expenses:
Management Fees 318 298 237
Administration Fees 37 33 24
Distribution and Service fees:
Class A 41 4 -
Class C 95 - -
Trustees' Fees 8 6 4
Custodian Fees 9 9 22
Professional Fees 31 18 13
Registration and SEC Fees 27 21 20
Transfer Agent Fees 145 28 4
Dividend Expense on Securities Sold Short 58 - -
Interest Expense on Securities Sold Short 42 - -
Pricing Fees 5 1 31
Other Expenses 28 11 7
___________________________________________________________________________________________________________________________________________________________________
Total Expenses 844 429 362
___________________________________________________________________________________________________________________________________________________________________
Less:
Net Waiver of Management Fees (122) (5) (119)
___________________________________________________________________________________________________________________________________________________________________
Net Expenses 722 424 243
___________________________________________________________________________________________________________________________________________________________________
Net Investment Income (Loss) 331 (350) 179
___________________________________________________________________________________________________________________________________________________________________
Net Realized Gain from Investment Transactions (including Securities Sold Short) 8,421 3,576 1,750
Net Realized Gain on Foreign Currency Transactions 12 - 4
Net Realized Gain on Futures Contracts 216 - -
Net Realized Loss on Written Option Contracts (4,375) - -
Net Change in Unrealized Appreciation on Investments (including Securities Sold Short) 2,433 12,919 6,005
Net Change in Unrealized Appreciation on
Forward Foreign Currency Contracts and Foreign Currency Transactions 107 - (2)
Net Change in Unrealized Appreciation on Futures Contracts 78 - -
Net Change in Unrealized Appreciation on Written Option Contracts 413 - -
___________________________________________________________________________________________________________________________________________________________________
Net Realized and Unrealized Gain on Investments 7,305 16,495 7,757
___________________________________________________________________________________________________________________________________________________________________
Increase in Net Assets Resulting from Operations $ 7,636 $16,145 $7,936
___________________________________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements.
29
STATEMENTS OF CHANGES IN NET ASSETS (000)
___________________________________________________________________________________________________________________________________________
Old Mutual
Analytic
Fund
___________________________________________________________________________________________________________________________________________
8/1/10 to 8/1/09 to
1/31/11 7/31/10
(Unaudited)
___________________________________________________________________________________________________________________________________________
Investment Activities:
Net Investment Income (Loss) $ 331 $ 444
Net Realized Gain from Investments (including Securities Sold Short),
Written Option Contracts, Futures Contracts, Forward Foreign
Currency Contracts and Foreign Currency Transactions 4,274 23,584
Net Change in Unrealized Appreciation (Depreciation) on Investments
(including Securities Sold Short) Forward Foreign Currency Contracts,
Foreign Currency Transactions, Futures Contracts, and Written Option Contracts 3,031 (19,464)
___________________________________________________________________________________________________________________________________________
Net Increase in Net Assets Resulting from Operations 7,636 4,564
___________________________________________________________________________________________________________________________________________
Dividends and Distributions to Shareholders From:
Net Investment Income:
Class A - -
Class C - -
Class Z - -
Institutional Class - -
___________________________________________________________________________________________________________________________________________
Total Dividends and Distributions - -
___________________________________________________________________________________________________________________________________________
Capital Share Transactions:
Class A
Shares Issued 624 4,310
Shares Issued upon Reinvestment of Distributions - -
Redemption Fees - -
Shares Redeemed (13,831) (51,903)
___________________________________________________________________________________________________________________________________________
Total Class A Capital Share Transactions (13,207) (47,593)
___________________________________________________________________________________________________________________________________________
Class C (1)
Shares Issued 71 199
Redemption Fees - -
Shares Redeemed (5,367) (32,650)
___________________________________________________________________________________________________________________________________________
Total Class C Capital Share Transactions (5,296) (32,451)
___________________________________________________________________________________________________________________________________________
Class Z
Shares Issued 2,662 5,816
Shares Issued upon Reinvestment of Distributions - -
Redemption Fees - -
Shares Redeemed (3,154) (14,084)
___________________________________________________________________________________________________________________________________________
Total Class Z Capital Share Transactions (492) (8,268)
___________________________________________________________________________________________________________________________________________
Institutional Class
Shares Issued - -
Shares Issued upon Reinvestment of Distributions - -
Redemption Fees - -
Shares Redeemed - (12,400)
___________________________________________________________________________________________________________________________________________
Total Institutional Class Capital Share Transactions - (12,400)
___________________________________________________________________________________________________________________________________________
Decrease in Net Assets Derived from Capital Shares Transactions (18,995) (100,712)
___________________________________________________________________________________________________________________________________________
Total Increase (Decrease) in Net Assets (11,359) (96,148)
___________________________________________________________________________________________________________________________________________
Net Assets:
Beginning of Period 81,181 177,329
___________________________________________________________________________________________________________________________________________
End of Period $ 69,822 $ 81,181
___________________________________________________________________________________________________________________________________________
Undistributed (Distribution in Excess of) Net Investment Income/(Accumulated Net Investment Loss) $ 438 $ 107
___________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
(1) Class C shares of the Old Mutual Copper Rock Emerging Growth Fund and Old Mutual International Equity Fund were closed in 2009.
See Note 1 for further details.
The accompanying notes are an integral part of the financial statements.
30
___________________________________________________________
Old Mutual
Copper Rock Old Mutual
Emerging International
Growth Fund Equity Fund
___________________________________________________________
8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to
1/31/11 7/31/10 1/31/11 7/31/10
(Unaudited) (Unaudited)
___________________________________________________________
$ (350) $ (377) $ 179 $ 1,060
3,576 13,564 1,754 5,317
12,919 (4,597) 6,003 (961)
___________________________________________________________
16,145 8,590 7,936 5,416
___________________________________________________________
- - (5) (7)
- - - -
- - (10) (11)
- - (875) (1,164)
___________________________________________________________
- - (890) (1,182)
___________________________________________________________
658 1,081 3 171
- - 4 6
1 - - -
(724) (1,957) �� (152) (455)
___________________________________________________________
(65) (876) (145) (278)
___________________________________________________________
- - - -
- - - -
- (396) - (1,001)
___________________________________________________________
- (396) - (1,001)
___________________________________________________________
1,229 8,868 181 155
- - 10 10
- - - -
(8,796) (18,184) (226) (169)
___________________________________________________________
(7,567) (9,316) (35) (4)
___________________________________________________________
3,055 16,068 206 957
- - 875 1,163
- - - -
(6,989) (9,785) (11,033) (30,744)
___________________________________________________________
(3,934) 6,283 (9,952) (28,624)
___________________________________________________________
(11,566) (4,305) (10,132) (29,907)
___________________________________________________________
4,579 4,285 (3,086) (25,673)
___________________________________________________________
63,563 59,278 49,137 74,810
___________________________________________________________
$ 68,142 $ 63,563 $ 46,051 $ 49,137
___________________________________________________________
$ (350) $ - $ (146) $ 565
___________________________________________________________
31
STATEMENT OF CASH FLOWS (000)
FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
___________________________________________________________________________________________________________________________________________
Old Mutual
Analytic
Fund
___________________________________________________________________________________________________________________________________________
Cash Flows Provided From (Used in) Operating Activities:
Interest and Dividends Received (Excludes Net of Amortization/Accretion of $1) $ 1,075
Purchases of Long-term Portfolio Investments (101,420)
Proceeds from Sales of Long-term Portfolio Investments 124,610
Net Cash Provided From Futures Transactions 328
Net Cash Used in Purchased Option Contracts (118)
Net Cash Used in Written Option Contracts (2,301)
Net Cash Used in Short Sales Transactions (5,471)
Net Decrease in Short-term Investments 2,480
Net Cash from Foreign Currency Transactions 12
Interest Expense Paid (42)
Operating Expenses Paid (729)
___________________________________________________________________________________________________________________________________________
Net Cash Provided From Operating Activities 18,424
___________________________________________________________________________________________________________________________________________
Cash Flows Provided From (Used in) Financing Activities:
Decrease in Shares of Beneficial Interest Sold (19,041)
Decrease in Deposits with Prime Broker 619
___________________________________________________________________________________________________________________________________________
Net Cash Used in Financing Activities (18,422)
___________________________________________________________________________________________________________________________________________
Net Increase in Cash 2
Cash at Beginning of Year -
___________________________________________________________________________________________________________________________________________
Cash at End of Period $ 2
___________________________________________________________________________________________________________________________________________
Reconciliation of Net Increase in Net Assets from Operations to
Net Cash Provided from Operating Activities:
Net Increase in Net Assets Resulting from Operations $ 7,636
___________________________________________________________________________________________________________________________________________
Decrease in Investments 12,020
Increase in Written Option Contracts, at Value 1,661
Accretion of Discount on Investments (1)
Amortization of Premium on Investments 2
Decrease in Dividends and Interest Receivable 21
Increase in Payable for Securities Purchased 752
Decrease in Variation Margin Receivable 34
Decrease in Payable for Foreign Forward Currency Contracts (107)
Decrease in Other Assets 1
Decrease in Accrued Expenses (50)
Increase in Receivable for Securities Sold (3,545)
___________________________________________________________________________________________________________________________________________
Total Adjustments 10,788
___________________________________________________________________________________________________________________________________________
Net Cash Provided From Operating Activities $ 18,424
___________________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements.
32
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR OR PERIOD ENDED JULY 31, (UNLESS OTHERWISE NOTED)
AND FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
Ratio of
Expenses
Realized to Average Net Ratio of Net
Net and Net Net Assets Investment
Asset Net Unrealized Dividends Distributions Total Asset Assets Ratio (Excluding Income
Value Investment Gains Total from Net from Return Dividends Value End of Expenses Waivers and (Loss) Portfolio
Beginning Income (Losses) on Redemption from Investment Capital of and End Total of Period to Average Expense to Average Turnover
of Period (Loss)* Securities* Fees Operations Income Gains Capital Distributions of Period Return† (000) Net Assets†† Reductions)†† Net Assets†† Rate†
_______________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL ANALYTIC FUND (1)
Class A
2011 $ 9.02 $ 0.05 $ 0.96 $ - $ 1.01 $ - $ - $ - $ - $ 10.03 11.20% $ 28,359 1.81% (5) 2.29% (5) 1.01% 115.81%
2010 8.68 0.05 0.29 - 0.34 - - - - 9.02 3.92% 38,274 1.78% (5) 2.27% (5) 0.52% 168.45%
2009 11.88 0.02 (3.22) - (3.20) - - - - 8.68 (26.94)% 83,169 2.07% (5) 2.41% (5) 0.24% 195.35%
2008 14.51 0.05 (1.80) - (1.75) (0.18) (0.70) - (0.88) 11.88 (12.60)% 285,305 1.92% (5) 2.13% (5) 0.40% 171.50%
2007 13.21 0.08 1.24 - 1.32 (0.02) - - (0.02) 14.51 9.99% 607,810 1.54% (5) 1.96% (5) 0.55% 183.98%
2006 (4) 12.84 0.05 0.32# - 0.37 - - - - 13.21 2.88%# 295,095 1.51% (5) 2.18% (5) 0.57% 59.61%
2005 (2) 12.30 0.05 1.09 - 1.14 (0.27) (0.33) - (0.60) 12.84 9.27% 129,960 1.98% (5) 2.06% (5) 0.64% 81.00%
Class C
2011 $ 8.67 $ 0.01 $ 0.92 $ - $ 0.93 $ - $ - $ - $ - $ 9.60 10.73% $ 17,126 2.56% (5) 2.84% (5) (0.26)% 115.81%
2010 8.40 (0.02) 0.29 - 0.27 - - - - 8.67 3.21% 20,558 2.53% (5) 2.91% (5) (0.23)% 168.45%
2009 11.59 (0.05) (3.14) - (3.19) - - - - 8.40 (27.52)% 51,879 2.82% (5) 2.97% (5) (0.52)% 195.35%
2008 14.32 (0.04) (1.77) - (1.81) (0.22) (0.70) - (0.92) 11.59 (13.23)% 158,508 2.65% (5) 2.85% (5) (0.34)% 171.50%
2007 13.11 (0.03) 1.24 - 1.21 - - - - 14.32 9.24% 340,569 2.29% (5) 2.67% (5) (0.19)% 183.98%
2006 (4) 12.81 (0.01) 0.31# - 0.30 - - - - 13.11 2.34%# 202,766 2.26% (5) 2.86% (5) (0.17)% 59.61%
2005 (2) 12.30 (0.01) 1.09 - 1.08 (0.24) (0.33) - (0.57) 12.81 8.78% 86,752 2.61% (5) 2.68% (5) (0.09)% 81.00%
Class Z (3)
2011 $ 9.11 $ 0.06 $ 0.97 $ - $ 1.03 $ - $ - $ - $ - $ 10.14 11.31% $ 24,335 1.58% (5) 1.67% (5) 1.21% 115.81%
2010 8.75 0.07 0.29 - 0.36 - - - - 9.11 4.11% 22,347 1.52% (5) 1.68% (5) 0.81% 168.45%
2009 11.94 0.04 (3.23) - (3.19) - - - - 8.75 (26.72)% 29,734 1.81% (5) 1.97% (5) 0.45% 195.35%
2008 14.54 0.09 (1.82) - (1.73) (0.17) (0.70) - (0.87) 11.94 (12.46)% 58,107 1.64% (5) 1.86% (5) 0.68% 171.50%
2007 13.21 0.12 1.24 - 1.36 (0.03) - - (0.03) 14.54 10.33% 130,928 1.29% (5) 1.66% (5) 0.84% 183.98%
2006 (4) 12.82 0.06 0.33# - 0.39 - - - - 13.21 3.04%# 140,795 1.26% (5) 1.82% (5) 0.72% 59.61%
2005 11.66 0.10 1.69 - 1.79 (0.30) (0.33) - (0.63) 12.82 15.36% 227,265 1.36% (5) 1.44% (5) 0.78% 81.00%
Institutional Class
2011 $ 9.12 $ 0.06 $ 0.98 $ - $ 1.04 $ - $ - $ - $ - $ 10.16 11.40% $ 2 1.53% (5) 861.72% (5) 1.23% 115.81%
2010 8.76 0.11 0.25 - 0.36 - - - - 9.12 4.11% 2 1.41% (5) 2.84% (5) 1.31% 168.45%
2009 11.96 0.05 (3.25) - (3.20) - - - - 8.76 (26.76)% 12,547 1.77% (5) 1.87% (5) 0.55% 195.35%
2008 14.54 0.09 (1.81) - (1.72) (0.16) (0.70) - (0.86) 11.96 (12.33)% 29,025 1.63% (5) 1.89% (5) 0.70% 171.50%
2007 13.21 0.12 1.24 - 1.36 (0.03) - - (0.03) 14.54 10.34% 35,246 1.24% (5) 1.60% (5) 0.82% 183.98%
2006 (4) 12.82 0.08 0.31# - 0.39 - - - - 13.21 3.04%# 6,833 1.21% (5) 2.11% (5) 0.97% 59.61%
2005** 13.45 0.01 (0.10) - (0.09) (0.21) (0.33) - (0.54) 12.82 (0.63)% 2 1.27% (5) 2.12% (5) 1.55% 81.00%
__________________________________________________________________________________________________________________________________________________________________________________________________________________________________
The accompanying notes are an integral part of the financial statements.
33
FINANCIAL HIGHLIGHTS - concluded
FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR OR PERIOD ENDED JULY 31, (UNLESS OTHERWISE NOTED)
AND FOR THE SIX-MONTH PERIOD ENDED JANUARY 31, 2011 (UNAUDITED)
�� Ratio of
Expenses
Realized to Average Net Ratio of Net
Net and Net Net Assets Investment
Asset Net Unrealized Dividends Distributions Total Asset Assets Ratio (Excluding Income
Value Investment Gains Total from Net from Dividends Value End of Expenses Waivers and (Loss) Portfolio
Beginning Income (Losses) on Redemption from Investment Capital and End Total of Period to Average Expense to Average Turnover
of Period (Loss)* Securities* Fees Operations Income Gains Distributions of Period Return† (000) Net Assets† Reductions)†† Net Assets†† Rate†
_______________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL COPPER ROCK EMERGING GROWTH FUND^
Class A
2011 $ 8.60 $(0.07) $ 2.44 $ - $ 2.37 $ - $ - $ - $ 10.97 27.56% $ 3,858 1.67% 2.28% (1.45)% 121.87%
2010 7.71 (0.07) 0.96 - 0.89 - - - 8.60 11.54% 3,079 1.67% 2.37% (0.87)% 248.88%
2009 10.10 (0.10) (2.29)# - (2.39) - - - 7.71 (23.66)%# 3,480 1.67% 1.90% (1.35)% 283.83%
2008 12.90 (0.16) (1.71) - (1.87) - (0.93) (0.93) 10.10 (16.08)% 11,213 1.67% 1.88% (1.33)% 260.79%
2007 10.52 (0.16) 2.54 - 2.38 - - - 12.90 22.62% 35,890 1.55% 1.85% (1.32)% 169.81%
2006 10.00 (0.13) 0.65 - 0.52 - - - 10.52 5.20% 20,814 1.55% 2.97% (1.15)% 282.22%
Class Z**
2011 $ 8.71 $(0.06) $ 2.47 $ - $ 2.41 $ - $ - $ - $ 11.12 27.67% $ 9,064 1.42% 1.48% (1.18)% 121.87%
2010 7.79 (0.05) 0.97 - 0.92 - - - 8.71 11.81% 13,498 1.42% 1.51% (0.54)% 248.88%
2009 10.18 (0.08) (2.31)# - (2.39) - - - 7.79 (23.48)%# 19,771 1.42% 1.57% (1.09)% 283.83%
2008 12.97 (0.13) (1.73) - (1.86) - (0.93) (0.93) 10.18 (15.90)% 15,510 1.42% 1.65% (1.11)% 260.79%
2007 10.55 (0.15) 2.57 - 2.42 - - - 12.97 22.94% 557 1.30% 12.38% (1.12)% 169.81%
2006 10.46 (0.07) 0.16 - 0.09 - - - 10.55 0.86% 1 1.30% 787.59% (0.93)% 282.22%
Institutional Class
2011 $ 8.80 $(0.05) $ 2.50 $ - $ 2.45 $ - $ - $ - $ 11.25 27.84% $ 55,220 1.22% 1.18% (1.00)% 121.87%
2010 7.86 (0.05) 0.99 - 0.94 - - - 8.80 11.96% 46,986 1.22% 1.22% (0.51)% 248.88%
2009 10.24 (0.07) (2.31)# - (2.38) - - - 7.86 (23.24)%# 35,660 1.22% 1.18% (0.89)% 283.83%
2008 13.01 (0.11) (1.73) - (1.84) - (0.93) (0.93) 10.24 (15.69)% 34,651 1.17% 1.35% (0.85)% 260.79%
2007 10.56 (0.10) 2.55 - 2.45 - - - 13.01 23.20% 66,666 1.10% 1.21% (0.86)% 169.81%
2006 10.00 (0.08) 0.64 - 0.56 - - - 10.56 5.60% 49,751 1.10% 1.71% (0.70)% 282.22%
_______________________________________________________________________________________________________________________________________________________________________________________________________________________________
OLD MUTUAL INTERNATIONAL EQUITY FUND^^
Class A
2011 $ 8.00 $ 0.01 $ 1.43 $ - $ 1.44 $ (0.13) $ - $(0.13) $ 9.31 18.10% $ 275 1.52% 6.14% 0.27% 20.83%
2010 7.67 0.11 0.34 - 0.45 (0.12) - (0.12) 8.00 5.89% 363 1.52% 5.59% 1.30% 92.20%
2009 11.12 0.12 (3.46)# - (3.34) (0.11) - (0.11) 7.67 (29.95)%# 617 1.52% 3.43% 1.62% 151.84%
2008 13.51 0.17 (2.45) - (2.28) (0.03) (0.08) (0.11) 11.12 (17.04)% 1,875 1.60% 2.76% 1.34% 180.69%
2007 10.95 0.14 2.87 - 3.01 (0.10) (0.35) (0.45) 13.51 28.02% 2,170 1.70% 4.33% 1.05% 94.78%
2006 10.00 0.18 0.77 - 0.95 - - - 10.95 9.50% 251 1.70% 30.10% 2.94% 48.74%
Class Z
2011 $ 8.03 $ 0.02 $ 1.44 $ - $ 1.46 $ (0.15) $ - $(0.15) $ 9.34 18.31% $ 581 1.27% 4.45% 0.44% 20.83%
2010 7.70 0.13 0.34 - 0.47 (0.14) - (0.14) 8.03 6.07% 528 1.27% 4.77% 1.64% 92.20%
2009 11.20 0.14 (3.49)# - (3.35) (0.15) - (0.15) 7.70 (29.70)%# 513 1.27% 3.85% 1.94% 151.84%
2008 13.57 0.22 (2.49) - (2.27) (0.02) (0.08) (0.10) 11.20 (16.88)% 1,269 1.34% 3.44% 1.74% 180.69%
2007 10.97 0.19 2.85 - 3.04 (0.09) (0.35) (0.44) 13.57 28.23% 1,002 1.45% 13.96% 1.37% 94.78%
2006 10.00 0.10 0.87 - 0.97 - - - 10.97 9.70% 1 1.45% 1,776.73% 1.59% 48.74%
Institutional Class
2011 $ 8.06 $ 0.03 $ 1.44 $ - $ 1.47 $ (0.18) $ - $(0.18) $ 9.35 18.36% $ 45,195 1.02% 1.46% 0.76% 20.83%
2010 7.73 0.15 0.35 - �� 0.50 (0.17) - (0.17) 8.06 6.43% 48,246 1.02% 1.52% 1.80% 92.20%
2009 11.27 0.16 (3.52)# - (3.36) (0.18) - (0.18) 7.73 (29.58)%# 72,759 1.02% 1.55% 2.15% 151.84%
2008 13.61 0.25 (2.49) - (2.24) (0.02) (0.08) (0.10) 11.27 (16.61)% 113,297 1.06% 1.32% 1.96% 180.69%
2007 10.98 0.17 2.92 - 3.09 (0.11) (0.35) (0.46) 13.61 28.65% 9,834 1.20% 1.75% 1.33% 94.78%
2006 10.00 0.12 0.86 - 0.98 - - - 10.98 9.80% 5,490 1.20% 2.96% 1.85% 48.74%
____________________________________________________________________________________________________________________________________________________________________________________________________________________________________
The accompanying notes are an integral part of the financial statements.
34
* Per share amounts for the year or period are calculated based on average outstanding shares.
** Class commenced operations on December 9, 2005.
# Impact of payment to affiliate was less than $0.01 per share and 0.01%, respectively.
† Total returns and portfolio turnover rates are for the period indicated and have not been annualized. Total return would have
been lower had certain expenses not been waived by the Adviser during the year or period. Returns shown do not reflect the
deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Returns shown exclude
any applicable sales charges.
†† Ratios for periods less than one year have been annualized.
^ Fund commenced operations July 29, 2005.
^^ Fund commenced operations December 30, 2005.
(1) On December 9, 2005, the Old Mutual Analytic Fund (the "Fund") acquired substantially all of the assets and liabilities of the
Analytic Defensive Equity Fund (the "Predecessor Fund"), a series of The Advisors' Inner Circle Fund. The operations of the
Fund prior to the acquisition were those of the Predecessor Fund.
(2) Commenced operations March 31, 2005.
(3) The Fund's Class Z is the successor class of the Predecessor Fund's Institutional Class; the Fund's Institutional Class is
new.
(4) The Old Mutual Analytic Fund changed its fiscal year end from December 31 to July 31. 2006 amounts are for the period 1/1/06
to 7/31/06.
(5) For the Old Mutual Analytic Fund, the ratio of expenses to average net assets includes dividend expense on securities sold
short. Following is the impact of these expenses as a ratio to average net assets:
Class A Class C Class Z Institutional Class
_________________________________________________________________________
2011 0.14% 0.15% 0.17% 0.17%
2010 0.13% 0.13% 0.12% 0.05%
2009 0.36% 0.36% 0.35% 0.36%
2008 0.39% 0.39% 0.39% 0.42%
2007 0.28% 0.28% 0.28% 0.27%
2006 0.34% 0.34% 0.27% 0.39%
2005 0.41% 0.35% 0.24% n/a
_________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
35
NOTES TO FINANCIAL STATEMENTS
AS OF JANUARY 31, 2011 (UNAUDITED)
1. ORGANIZATION
____________________________________________________________________________________________________________________________________
Old Mutual Funds I (the "Trust"), organized as a Delaware statutory trust on May 27, 2004, is registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. The Trust currently offers seven
series portfolios, of which the following are covered by this Semi-Annual Report - the Old Mutual Analytic Fund, the Old Mutual
Copper Rock Emerging Growth Fund and the Old Mutual International Equity Fund (each, a "Fund" and collectively, the "Funds"). The
Trust's series portfolios whose financial statements are presented separately are the Old Mutual Asset Allocation Conservative
Portfolio, the Old Mutual Asset Allocation Balanced Portfolio, the Old Mutual Asset Allocation Moderate Growth Portfolio and the Old
Mutual Asset Allocation Growth Portfolio. The Old Mutual Analytic Fund commenced operations on July 1, 1978, the Old Mutual Copper
Rock Emerging Growth Fund commenced operations on July 29, 2005, and the Old Mutual International Equity Fund commenced operations
on December 30, 2005.
After the close of business on October 23, 2009, Class C shares of the Old Mutual Copper Rock Emerging Growth Fund and Old Mutual
International Equity Fund were liquidated and distributed ratably among the Class C shareholders on that date.
Shareholders may purchase shares of the Old Mutual Analytic Fund through four separate classes, Class A, Class C, Class Z and
Institutional Class shares. Shareholders may purchase Class A, Class Z and Institutional Class shares of the Old Mutual Copper Rock
Emerging Growth Fund and Old Mutual International Equity Fund. All classes have equal rights as to earnings, assets, and voting
privileges, except that each class may have different distribution costs, dividends, registration costs, and shareholder services
costs and each class has exclusive voting rights with respect to its distribution plan. Except for these differences, each share
class of each Fund represents an equal proportionate interest in that Fund. Each Fund is classified as a diversified investment
management company. The Funds' prospectus provides a description of each Fund's investment objective, policies and investment
strategies.
In the normal course of business, the Funds may enter into various agreements that provide for general indemnifications. Each Fund's
maximum exposure under these arrangements is unknown as any potential exposure involves future claims that may be made against each
Fund.
2. SIGNIFICANT ACCOUNTING POLICIES
____________________________________________________________________________________________________________________________________
The following is a summary of the significant accounting policies followed by the Funds.
Use of Estimates in the Preparation of Financial Statements - The preparation of financial statements, in conformity with accounting
principles generally accepted in the United States of America, requires management to make estimates and assumptions that affect the
reported amount 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.
Security Valuation - Investment securities of a Fund, including securities sold short, that are listed on a securities exchange,
market or automated quotation system and for which market quotations are readily available, including securities traded
over-the-counter ("OTC") (except for securities traded on NASDAQ), are valued at the last quoted sales price on the principal market
on which they are traded at the close of trading on the New York Stock Exchange ("NYSE") (normally 4:00 p.m., Eastern Time) each day
that the NYSE is open (the "Valuation Time"), or, if there is no such reported sale at the Valuation Time, investment securities are
valued at the most recent quoted bid price reported by the exchange or the OTC market. For securities traded on NASDAQ, the NASDAQ
Official Closing Price provided by NASDAQ each business day is used. If such prices are not available, these securities and unlisted
securities for which market quotations are not readily available are valued in accordance with Fair Value Procedures established by
the Board of Trustees (the "Board"). The Funds use pricing services to report the market value of securities in the portfolios; if
the pricing service is not able to provide a price, or the pricing service quote of valuation is deemed inaccurate or does not
reflect the market value of the security, securities are valued in accordance with Fair Value Procedures established by the Board.
The Trust's Fair Value Procedures are implemented through a Valuation Committee (the "Committee") designated by the Board. A
security may be valued using Fair Value Procedures if among other things the security's trading has been halted or suspended; the
security has been de-listed from a national exchange; the security's primary trading market is temporarily closed at a time when,
under normal conditions, it would be open; or the security's primary pricing source is not able or willing to provide a price. When
a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into
consideration relevant information reasonably available to the Committee. The valuation is assigned to Fair Valued Securities for
purposes of calculating a Fund's net asset value ("NAV"). Debt securities (other than short-term obligations), including listed
issues, are valued on the basis of valuations furnished by a pricing service which utilizes electronic data processing techniques to
determine valuations for normal institutional size trading units of debt securities, without exclusive reliance upon exchange or
over-the-counter prices. Short-term obligations with maturities of 60 days or less may be valued at amortized cost, which
approximates market value. Under this valuation method, acquisition discounts and premiums are accreted and amortized ratably to
maturity and are included in interest income.
Foreign securities traded on foreign exchanges in the Western Hemisphere are valued based upon quotations from the principal market
in which they are traded before the valuation time and are translated from the local currency into U.S. dollars using current
exchange rates. In addition, if quotations are not readily available, or if the values have been materially affected by events
occurring after the closing of a foreign market, assets may be valued in accordance with the Fair Value Procedures established by
the Board.
36
Foreign securities traded in countries outside the Western Hemisphere are fair valued daily by utilizing the quotations of an
independent pricing service, unless the Fund's investment adviser, Old Mutual Capital, Inc. (the "Adviser"), determines that use of
another valuation methodology is appropriate. The pricing service uses statistical analyses and quantitative models to adjust local
prices using factors such as subsequent movement and changes in the prices of indexes, securities and exchange rates in other
markets in determining fair value as of the time the Funds calculate the NAVs. The fair value of the foreign security is translated
from the local currency into U.S. dollars using current exchange rates.
The Funds are subject to the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification 820-10,
Fair Value Measurements and Disclosures, ("ASC 820-10"). ASC 820-10 establishes a hierarchy that prioritizes the inputs to valuation
techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (Level 1
measurements) and the lowest priority to unobservable inputs (Level 3 measurements) when market prices are not readily available or
reliable. Foreign securities fair valued by utilizing quotations of an independent pricing service are categorized as Level 2
securities. The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those
securities. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy
during the reporting period. For each Fund, there were no significant transfers between Level 1 and Level 2 during the reporting
period, based on the input level assigned under the hierarchy at the beginning and end of the reporting period. The aggregate value
by input level, as of January 31, 2011, for each Fund's investments is included in the Schedule of Investments.
Valuation of Options and Futures - Options are valued at the last quoted sales price. If there is no such reported sale on the
valuation date, long option positions are valued at the most recent bid price, and short option positions are valued at the most
recent ask price. Futures contracts are valued at the settlement price established each day by the exchange on which they are
traded. The daily settlement prices for financial futures are provided by an independent source.
Security Transactions and Investment Income - Security transactions are accounted for on the date the securities are purchased or
sold (trade date). Dividend income, dividend expense on securities sold short and distributions to shareholders are recognized on
the ex-dividend date; interest income and expense is recognized on the accrual basis and includes amortization of premiums and
accretion of discounts on investments. Non-cash dividends included in dividend income, if any, are recorded at the fair market value
of the securities received. Costs used in determining realized capital gains and losses on the sale of investment securities are
those of the specific securities sold adjusted for the accretion and amortization of acquisition discounts and premiums during the
respective holding periods, if applicable.
Dividends and Distributions - Dividends from net investment income for the Funds are declared and paid at least annually, if
available. Distributions of net realized capital gains for each Fund are generally made to shareholders at least annually, if
available.
Foreign Withholding Taxes - The Funds may be subject to taxes imposed by countries with respect to their investments in issuers
existing or operating in such countries. Such taxes are generally based on income earned. The Funds accrue such taxes when the
related income is earned.
Forward Foreign Currency Contracts - The Funds are subject to foreign currency exchange risk in the normal course of pursuing their
objectives. The Funds may enter into forward foreign currency contracts to take advantage of changes in currency values, to enhance
investment returns or to hedge against foreign currency fluctuations. All commitments are "marked-to-market" daily at the applicable
foreign exchange rate, and any resulting unrealized gains or losses are recorded accordingly. The Funds realize gains and losses at
the time the forward contracts are settled. Unrealized gains or losses on outstanding positions in forward foreign currency
contracts held at the close of the period are recognized as ordinary income or loss for Federal income tax purposes. The Funds could
be exposed to risk if the counterparties to the contracts are unable to meet the terms of the contract and from unanticipated
movements in the value of a foreign currency relative to the U.S. dollar or other foreign currencies in which it has invested.
Finally, the risk exists that losses could exceed amounts disclosed on the Statements of Assets and Liabilities.
Investments in Real Estate Investment Trusts ("REITs") - Dividend income is recorded based on the income included in distributions
received from the REIT investments using published REIT reclassifications, including some management estimates when actual amounts
are not available. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments
or reclassified to capital gains. The actual amounts of income, return of capital and capital gains are only determined by each REIT
after its fiscal year-end, and may differ from the estimated amounts.
Foreign Currency Conversion - The books and records of the Funds are maintained in U.S. dollars. Foreign currency amounts are
converted into U.S. dollars on the following basis:
(i) market value of investment securities, other assets and liabilities at the current rate of exchange; and
(ii) purchases and sales of investment securities, income and expenses at the relevant rates of exchange prevailing on the
respective dates of such transactions.
The Funds do not isolate that portion of gains and losses on investment securities that is due to changes in the foreign exchange
rates from that which is due to changes in market prices of such securities. The Funds report gains and losses on foreign currency
related transactions as components of realized gains and losses for financial reporting purposes, whereas such components are
treated as ordinary income or loss for Federal income tax purposes.
37
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
Futures Contracts - The Funds are subject to equity price risk, interest rate risk and foreign currency exchange risk in the normal
course of pursuing their objectives. The Funds may utilize futures contracts to enhance investment returns, as an efficient way to
gain broad market exposure with reduced transaction costs and/or to hedge against overall equity market volatility and other risks
in the Fund's portfolio. Upon entering into a futures contract, the Funds will deposit securities for the initial margin with its
custodian in a segregated account. Subsequent payments, which are dependent on the daily fluctuations in the value of the underlying
instrument, are made or received by the Funds each day (daily variation margin) and are recorded as unrealized gains or losses until
the contracts are closed. When the contract is closed, the Funds record a realized gain or loss equal to the difference between the
proceeds from (or cost of) the closing transactions and the Fund's basis in the contract. Risks of entering into futures contracts
include the possibility that a change in the value of the contract may not correlate with the changes in the value of the underlying
instruments. Second, it is possible that a lack of liquidity for futures contracts could exist in the secondary market, resulting in
an inability to close a futures position prior to its maturity date. Third, the purchase of a futures contract involves the risk
that the Funds could lose more than the original margin deposit required to initiate the futures transaction. Finally, the risk
exists that losses could exceed amounts disclosed on the Statements of Assets and Liabilities. There is minimal counterparty credit
risk involved in entering into futures contracts since they are exchange-traded instruments and the exchange's clearinghouse, as
counterparty to all exchange-traded futures, guarantees the futures against default.
Options - The Funds may write or purchase financial options contracts primarily to hedge against changes in the value of equity
securities (or securities that the Funds intend to purchase), against fluctuations in fair value caused by changes in prevailing
market interest rates or foreign currency exchange rates and against changes in overall equity market volatility. In addition, the
Funds may utilize options in an attempt to generate gains from option premiums or to reduce overall portfolio risk. The Funds'
option strategy primarily focuses on the use of writing call options on equity indexes. When the Funds write or purchase an option,
an amount equal to the premium received or paid by the Funds is recorded as a liability or an asset and is subsequently adjusted to
the current market value of the option written or purchased. Premiums received or paid from writing or purchasing options which
expire unexercised are treated by the Funds on the expiration date as realized gains or losses. The difference between the premium
and the amount paid or received on effecting a closing purchase or sale transaction, including brokerage commissions, is also
treated as a realized gain or loss. If an option is exercised, the premium paid or received is added to the cost of the purchase or
proceeds from the sale in determining whether the Funds have realized a gain or a loss on investment transactions. The Funds, as
writers of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and as a
result bear the market risk of an unfavorable change in the price of the security underlying the written option. The Funds, as
purchasers of an option, bear the risk that the counterparties to the option may not have the ability to meet the terms of the
option contracts. There is minimal counterparty credit risk involved in entering into option contracts since they are
exchange-traded instruments and the exchange's clearinghouse, as counterparty to all exchange-traded options, guarantees the options
against default.
Short Sales - As is consistent with the Old Mutual Analytic Fund's investment objectives, the Old Mutual Analytic Fund may engage in
short sales that are "uncovered." Uncovered short sales are transactions under which a Fund sells a security it does not own. To
complete such a transaction, a Fund must borrow the security to make delivery to the buyer. The Fund then is obligated to replace
the security borrowed by purchasing the security at the market price at the time of the replacement. The price at such time may be
more or less than the price at which the security was sold by the Fund. Until the security is replaced, the Fund is required to pay
the lender amounts equal to any dividends or interest that accrue during the period of the loan, which is recorded as an expense on
the Statement of Operations. To borrow the security, the Fund also may be required to pay a premium, which would decrease proceeds
of the security sold. The proceeds of the short sale will be retained by the broker, to the extent necessary to meet margin
requirements, until the short position is closed out. A gain, limited to the price at which the Fund sells the security short, or a
loss, unlimited in size, will be recognized upon the close of a short sale.
Until the Fund closes its short position or replaces the borrowed security, it will: (a) maintain a segregated account containing
cash or liquid securities at such a level that the amount deposited in the segregated account plus the amount deposited with the
broker as margin will equal the current value of the security sold short, or (b) otherwise cover the Fund's short positions. The
segregated assets are marked-to-market daily.
Other - Expenses that are directly related to one of the Funds are charged directly to that Fund. Other operating expenses are
prorated to the Funds on the basis of relative net assets. Class specific expenses, such as distribution and service fees, are borne
by that class. Income, other expenses and realized and unrealized gains and losses of a Fund are allocated to the respective class
on the basis of the relative net assets each day.
The Funds have an arrangement with the transfer agent, DST Systems, Inc., whereby interest earned on uninvested cash balances is
used to offset a portion of the transfer agent expense. The transfer agent fees shown in the Statements of Operations are in total
and do not reflect the expense reductions, if any, which are shown separately. The Funds had no material expense reductions for the
six-month period ended January 31, 2011.
The Funds impose a 2% redemption/exchange fee on total redemption proceeds (after applicable deferred sales charges) of any
shareholder redeeming shares (including redemptions by exchange) of the Funds within 10 calendar days of their purchase. The Funds
charge the redemption/exchange fee to discourage market timing by those shareholders initiating redemptions or exchanges to take
advantage of short-term market movements. The redemption fee will be imposed to the extent that the number of Fund shares redeemed
exceeds the number of Fund shares that have been held for more than 10 calendar days. In determining how long shares of the Fund
have been held, shares held by the investor for the longest period of time will be sold first. The Funds will retain the fee by
crediting Paid-in Capital. For the six-month period ended January 31, 2011, redemption fees of $1 (000) were collected by Old Mutual
Copper Rock Emerging Growth Fund (Class A). There were no other material redemption fees collected by the Funds.
38
3. INVESTMENT ADVISORY FEES, ADMINISTRATIVE FEES
AND OTHER TRANSACTIONS WITH AFFILIATES
_____________________________________________________________________________________________________________________________________________
Investment Adviser - Old Mutual Capital, Inc. is an indirect, wholly owned subsidiary of Old Mutual (US) Holdings Inc. ("OMUSH").
OMUSH is a direct, wholly owned subsidiary of OM Group (UK) Limited, which, in turn, is a direct, wholly owned subsidiary of Old
Mutual plc, a London-Exchange listed international financial services firm. The Funds and the Adviser are parties to Investment
Advisory Agreements (the "Advisory Agreements"), under which the Adviser is paid a monthly fee that is calculated daily and paid
monthly, at an annual rate based on the average daily net assets of each Fund, as follows:
Management Fee Asset Level
_____________________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund (1) 0.850% N/A
Old Mutual Copper Rock Emerging Growth Fund 0.900% N/A
Old Mutual International Equity Fund 1.000% Less than $1 billion
0.975% From $1 billion to $2 billion
0.950% From $2 billion to $3 billion
0.925% Greater than $3 billion
_____________________________________________________________________________________________________________________________________________
(1) Effective August 1, 2010, the Old Mutual Analytic Fund's management fee was reduced from 0.95% to 0.85%.
Expense Limitation Agreements - In the interest of limiting expenses of the Funds, the Adviser has entered into an expense
limitation agreement ("Expense Limitation Agreement") pursuant to which the Adviser has agreed, in writing, to waive or limit its
fees and to assume other expenses of the Funds to the extent necessary to limit the total annual expenses to a specified percentage
of the Funds' average daily net assets through the dates specified below.
The expense limitations are as follows:
Institutional Expiration Date
Class A Class C Class Z Class of Expense Limitation
_____________________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund 1.55% 2.30% 1.30% 1.25% December 31, 2011
Old Mutual Copper Rock Emerging Growth Fund 1.67% N/A 1.42% 1.22% December 31, 2011
Old Mutual International Equity Fund 1.52% N/A 1.27% 1.02% December 31, 2011
_____________________________________________________________________________________________________________________________________________
Reimbursement by the Funds of the advisory fees waived and other expenses paid by the Adviser pursuant to the current Expense
Limitation Agreement may be made up to three years after the expenses were reimbursed or absorbed if such reimbursement does not
cause the operating expenses of the Fund in the year of reimbursement to exceed the expense limitation in effect in the year for
which fees are being reimbursed. At January 31, 2011, the Adviser may seek reimbursement of previously waived and reimbursed fees
as follows (000):
Expires 2011 Expires 2012 Expires 2013 Expires 2014 Total
_____________________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $593 $783 $458 $122 $1,956
Old Mutual Copper Rock Emerging Growth Fund 55 95 56 15 221
Old Mutual International Equity Fund 279 422 327 119 1,147
_____________________________________________________________________________________________________________________________________________
For the six-month period ended January 31, 2011, the Adviser was reimbursed $10(000) by the Old Mutual Copper Rock Emerging Growth
Fund for previously waived fees.
Sub-Advisory Agreements - The Trust, on behalf of the Old Mutual International Equity Fund, and the Adviser have entered into a
sub-advisory agreement (the "Acadian Sub-Advisory Agreement") with Acadian Asset Management LLC ("Acadian"). Acadian is a
majority-owned subsidiary of OMUSH. For the services provided and expenses incurred pursuant to the Acadian Sub-Advisory Agreement,
Acadian is entitled to receive from the Adviser a sub-advisory fee which is computed and paid monthly at an annual rate of 0.60%,
net of 50% of any waivers, reimbursement payments, supermarket fees and alliance fees waived, reimbursed or paid by the Adviser and
net of all breakpoints.
39
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
The Trust, on behalf of the Old Mutual Analytic Fund, and the Adviser have entered into a sub-advisory agreement (the "Analytic
Sub-Advisory Agreement") with Analytic Investors, LLC ("Analytic"). Analytic is a majority-owned subsidiary of OMUSH. For the
services provided and expenses incurred pursuant to the Analytic Sub-Advisory Agreement, Analytic is entitled to receive from the
Adviser a sub-advisory fee, which is computed and paid monthly at an annual rate of 0.60%. Effective August 1, 2010, the
sub-advisory fee for the Old Mutual Analytic Fund was reduced from 0.70% to 0.60%.
The Trust, on behalf of the Old Mutual Copper Rock Emerging Growth Fund, and the Adviser have entered into a sub-advisory agreement
(the "Copper Rock Sub-Advisory Agreement") with Copper Rock Capital Partners, LLC ("Copper Rock"). Copper Rock is a majority-owned
subsidiary of OMUSH. For the services provided and expenses incurred pursuant to the Copper Rock Sub-Advisory Agreement, Copper
Rock is entitled to receive from the Adviser a sub-advisory fee which is computed and paid monthly at an annual rate of 0.60%.
The Sub-Advisory Agreements obligate the sub-advisers to: (i) manage the investment operations of the assets managed by the
sub-adviser and the composition of the investment portfolio comprising such assets, including the purchase, retention and
disposition thereof in accordance with a Fund's investment objective, policies and limitations; (ii) provide supervision of the
assets managed by the sub-adviser and determine from time to time what investments and securities will be purchased, retained or
sold on behalf of the Fund and what portion of the assets managed by the sub-adviser will be invested or held uninvested in cash;
and (iii) determine the securities to be purchased or sold on behalf of the Fund in connection with such assets and to place orders
with or through such persons, brokers or dealers to carry out the policy with respect to brokerage set forth in the Prospectus or
as the Board or the Adviser may direct from time to time, in conformity with federal securities laws.
Administrative Services Agreement - The Trust and Old Mutual Fund Services (the "Administrator"), a wholly owned subsidiary of the
Adviser, entered into an Administrative Services Agreement (the "Administrative Agreement"), pursuant to which the Administrator
oversees the administration of the Trust's and each Fund's business and affairs, including regulatory reporting and all necessary
office space, equipment, personnel and facilities, as well as services performed by various third parties. The Administrator is
entitled to a fee from the Trust, which is calculated daily and paid monthly, as follows:
Average Daily Net Assets Annual Fee Rate
________________________________________________________________________________
$0 to $500 million 0.10%
> $500 million up to $1 billion 0.09%
> $1 billion up to $1.5 billion 0.08%
> $1.5 billion 0.07%
________________________________________________________________________________
The Administrative Agreement provides that the Administrator will not be liable for any error of judgment or mistake of law or for
any loss suffered by the Trust in connection with the matters to which the Administrative Agreement relates, except a loss
resulting from willful misfeasance, bad faith or gross negligence on the part of the Administrator in the performance of its
duties. The Administrative Agreement will continue in effect unless terminated by either party upon not less than 90 days' prior
written notice to the other party.
The Bank of New York Mellon (the "Sub-Administrator") serves as sub-administrator to the Trust. The Sub-Administrator assists the
Administrator in connection with the administration of the business and affairs of the Trust. Pursuant to a sub-administration and
accounting agreement (the "Sub-Administration Agreement") between the Administrator and the Sub-Administrator, the Administrator
pays the Sub-Administrator as follows: annual rates, based on the combined average daily gross assets of the funds within the
Trust and Old Mutual Funds II (the "Old Mutual Complex"), of (1) 0.0475% of the first $6 billion, plus (2) 0.04% of the average
daily gross assets in excess of $6 billion. For funds within the Old Mutual Complex that are managed as a "fund of funds," these
fees apply only at the underlying fund level. In addition, the Administrator pays the Sub-Administrator the following annual fees:
(1) $35,000 for each fund managed as a "fund of funds"; (2) $3,000 per class in excess of three classes for each fund in the Old
Mutual Complex, and (3) the greater of .01925% based on the combined average daily gross assets of the Old Mutual Complex or
$425,000. Certain minimum fees apply. The Sub-Administration Agreement provides that the Sub-Administrator will not be liable for
any costs, damages, liabilities or claims incurred by the Sub-Administrator except those arising out of the Sub-Administrator's or
its delegee's or agent's (if such delegee or agent is a subsidiary of the Sub-Administrator) negligence or willful misconduct or
the Sub-Administrator's failure to act in good faith. In no event shall the Sub-Administrator be liable to the Administrator or any
third party for special, indirect or consequential damages.
Distribution Agreement - Old Mutual Investment Partners (the "Distributor"), a wholly owned subsidiary of the Adviser, and the
Trust are parties to a distribution agreement (the "Distribution Agreement"), pursuant to which the Distributor serves as principal
underwriter for the Trust's shares. The Distributor receives no compensation for serving in such capacity, except as provided in
separate Distribution Plans and Service Plans.
The Distribution Agreement is renewable annually. The Distribution Agreement may be terminated by the Distributor, by a majority
vote of the Trustees who are not "interested persons" (as defined in the 1940 Act) and have no financial interest in the
Distribution Agreement, or by a majority vote of the outstanding securities of the Trust upon not more than 90 days' written notice
by either party or upon assignment by the Distributor.
The Trust has adopted a Distribution Plan for each of Class A and Class C shares pursuant to Rule 12b-1 under the 1940 Act to
enable the Class A shares of each Fund and Class C shares of Old Mutual Analytic Fund to directly and indirectly bear certain
expenses relating to the distribution of such shares. The Trust has also adopted a Service Plan to enable the Class A shares of
each Fund and Class C shares of Old Mutual Analytic
40
Fund to directly and indirectly bear certain expenses relating to the shareholder servicing and/or personal account maintenance of
the holders of such shares. Each of the Distribution Plans and Service Plans are compensation plans, which means that they
compensate the Distributor or third-party broker-dealer or financial intermediary regardless of the expenses actually incurred by
such persons.
Pursuant to the Distribution Plan for Class A and Class C shares, the Trust will pay to the Distributor a monthly fee at an annual
aggregate rate not to exceed (i) 0.25% of the average net asset value of the Class A shares of each Fund and (ii) 0.75% of the
average net asset value of the Class C shares of Old Mutual Analytic Fund, as determined at the close of each business day during
the month, which is to compensate the Distributor for services provided and expenses incurred by it in connection with the offering
and sale of Class A or Class C shares, which may include, without limitation, the payment by the Distributor to investment dealers
of commissions on the sale of Class A or Class C shares, as set forth in the then current prospectus or statement of additional
information with respect to Class A and Class C shares and interest and other financing costs.
The amount of such payments shall be determined by the Trust's disinterested Trustees from time to time. Currently, Class A shares
are not authorized to pay distribution fees and Class C shares are authorized to pay the maximum amount of distribution fees.
Pursuant to the Service Plan for Class A and Class C shares, the Trust will pay to the Distributor or other third-party financial
intermediaries a fee at an annual aggregate rate not to exceed 0.25% of the average net asset value of Class A and Class C shares,
which is for maintaining or improving services provided to shareholders by the Distributor and investment dealers, financial
institutions and 401(k) plan service providers. The amount of such payments shall be determined by the Trust's disinterested
Trustees from time to time.
Currently, both Class A and Class C shares are authorized to pay the maximum amount of service fees.
The Administrator will prepare and deliver written reports to the Board on a regular basis (at least quarterly) setting forth the
payments made pursuant to the Distribution Plans and the Service Plans, and the purposes for which such expenditures were made, as
well as any supplemental reports as the Board may from time to time reasonably request.
Except to the extent that the Administrator, Sub-Administrator, Adviser or sub-advisers may benefit through increased fees from an
increase in the net assets of the Trust which may have resulted in part from the expenditures, no interested person of the Trust
nor any Trustee of the Trust who is not an "interested person" (as defined in the 1940 Act) of the Trust has a direct or indirect
financial interest in the operation of the Distribution or Service Plans or any related agreement.
Of the service and distribution fees the Distributor received for the six-month period ended January 31, 2011, no material amounts
were retained.
Other Service Providers - The Bank of New York Mellon serves as the custodian for the Funds. The custodian's responsibilities
include safekeeping of the Funds' portfolio securities and cash, the delivery of such securities and cash to and from the Funds,
and the appointment of any sub-custodian banks and clearing agents.
DST Systems, Inc. ("DST") serves as the transfer agent and dividend disbursing agent of the Funds. Pursuant to an agency agreement
between the Trust and DST, DST also provides call center, correspondence and other shareholder account-related services to the
Funds. From time to time, the Funds may pay amounts to third parties that provide sub-transfer agency and other administrative
services relating to the Funds to persons who beneficially own interests in the Fund.
OMUSH receives an offset of certain recordkeeping fees from the plan sponsors of OMUSH's participant directed 401K, profit sharing
and/or voluntary deferral plans which invest in the Old Mutual Complex (collectively, the "Deferred Plans"). The amount of the fee
offset is based in part on service and/or sub-transfer agency fees received by the plan sponsors from the Old Mutual Complex Class
Z shares within the Deferred Plans. During the six-month period ended January 31, 2011, the amount received by OMUSH for
recordkeeping fee offsets attributable to investments by the Deferred Plans in the Old Mutual Complex was approximately $20 (000).
Officers and Trustees of the Funds who are or were officers of the Adviser, Administrator, Sub-Administrator or Distributor
received no compensation from the Funds.
4. INTERFUND LENDING
____________________________________________________________________________________________________________________________________
Pursuant to resolutions adopted by the Boards of Trustees of each of Old Mutual Funds I and Old Mutual Funds II (together, the
"Trusts"), on behalf of certain series portfolios of the Trusts (the "OM Funds"), each of the OM Funds may lend an amount up to its
prospectus-defined limitations to other OM Funds. All such lending shall be conducted pursuant to the exemptive order granted by
the Securities and Exchange Commission on August 12, 2003 to the Trusts. The interest rate charged on the loan is the average of
the overnight repurchase agreement rate (highest rate available to the OM Funds from investments in overnight repurchase
agreements) and the bank loan rate (Federal Funds Rate plus 50 basis points). None of the OM Funds may borrow more than 10% of its
assets.
The Funds had no outstanding borrowings or loans related to interfund lending at any time during the six-month period ended January
31, 2011.
41
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
5. INVESTMENT TRANSACTIONS
____________________________________________________________________________________________________________________________________
The cost of securities purchased and the proceeds from securities sold and matured, other than short-term investments, for the
Funds, for the six-month period ended January 31, 2011 were as follows:
Purchases (000) Sales (000)
____________________________________________________________________________________________________________________________________
Other Other
____________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $102,172 $128,126
Old Mutual Copper Rock Emerging Growth Fund 77,993 92,749
Old Mutual International Equity Fund 9,572 20,812
____________________________________________________________________________________________________________________________________
Transactions in option contracts written in the Old Mutual Analytic Fund for the six-month period ended January 31, 2011, were as
follows:
Old Mutual Analytic Fund
____________________________________________________________________________________________________________________________________
Number of Proceeds
Contracts Received (000)
____________________________________________________________________________________________________________________________________
Outstanding at July 31, 2010 1,295 $ 1,724
Options written 8,218 16,593
Options terminated in closing purchasing transactions (6,609) (12,426)
Options expired �� (2,148) (2,093)
____________________________________________________________________________________________________________________________________
Outstanding at January 31, 2011 756 $ 3,798
____________________________________________________________________________________________________________________________________
6. CAPITAL SHARE TRANSACTIONS
____________________________________________________________________________________________________________________________________
Old Mutual
Old Mutual Copper Rock Old Mutual
Analytic Emerging Growth International Equity
Fund Fund Fund
____________________________________________________________________________________________________________________________________
8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to 8/1/10 to 8/1/09 to
1/31/11 7/31/10 1/31/11 7/31/10 1/31/11 7/31/10
(Unaudited) (Unaudited) (Unaudited)
____________________________________________________________________________________________________________________________________
Shares Issued and Redeemed (000):
Class A
Shares Issued 67 489 66 131 - 21
Shares Issued upon Reinvestment of Distributions - - - - 1 1
Shares Redeemed (1,482) (5,828) (72) (224) (17) (57)
____________________________________________________________________________________________________________________________________
Total Class A Share Transactions (1,415) (5,339) (6) (93) (16) (35)
____________________________________________________________________________________________________________________________________
Class C (1)
Shares Issued 8 23 - - - -
Shares Issued upon Reinvestment of Distributions - - - - - -
Shares Redeemed (596) (3,826) - (49) - (122)
____________________________________________________________________________________________________________________________________
Total Class C Share Transactions (588) (3,803) - (49) - (122)
____________________________________________________________________________________________________________________________________
Class Z
Shares Issued 277 639 114 1,083 20 19
Shares Issued upon Reinvestment of Distributions - - - - 1 1
Shares Redeemed (330) (1,586) (848) (2,070) (25) (21)
____________________________________________________________________________________________________________________________________
Total Class Z Share Transactions (53) (947) (734) (987) (4) (1)
____________________________________________________________________________________________________________________________________
Institutional Class
Shares Issued - - 288 1,908 26 116
Shares Issued upon Reinvestment of Distributions - - - - 99 142
Shares Redeemed - (1,432) (717) (1,107) (1,279) (3,678)
____________________________________________________________________________________________________________________________________
Total Institutional Class Share Transactions - (1,432) (429) 801 (1,154) (3,420)
____________________________________________________________________________________________________________________________________
Net Decrease in Shares Outstanding (2,056) (11,521) (1,169) (328) (1,174) (3,578)
____________________________________________________________________________________________________________________________________
(1) Class C shares of the Old Mutual Copper Rock Emerging Growth Fund and Old Mutual International Equity Fund were closed in
October 2009. See Note 1 for further details.
Amounts designated as "-" are either 0 or have been rounded to 0.
42
7. FOREIGN HOLDINGS RISK
____________________________________________________________________________________________________________________________________
Each Fund may invest in foreign securities. Investing in the securities of foreign issuers involves special risks and
considerations not typically associated with investing in U.S. companies. These risks and considerations include differences in
accounting, auditing and financial reporting standards, generally higher commission rates on foreign portfolio transactions, the
possibility of expropriation or confiscatory taxation, adverse changes in investment or exchange control regulations, political
instability which could affect U.S. investment in foreign countries and potential restrictions on the flow of international capital
and currencies. Foreign issuers may also be subject to less government regulation than U.S. companies. Moreover, the dividends and
interest payable on foreign securities may be subject to foreign withholding taxes, thus reducing the net amount of income
available for distribution to a Fund's shareholders. Further, foreign securities often trade with less frequency and volume than
domestic securities and, therefore, may exhibit greater price volatility. Changes in foreign exchange rates will affect, favorably
or unfavorably, the value of those securities which are denominated or quoted in currencies other than the U.S. dollar.
8. FEDERAL TAX INFORMATION
____________________________________________________________________________________________________________________________________
Each Fund has qualified and intends to continue to qualify as a regulated investment company under Subchapter M of the Internal
Revenue Code and to distribute substantially all of its taxable income and net capital gains. Accordingly, no provision has been
made for Federal income taxes.
The Funds are subject to the provisions of FASB Accounting Standards Codification 740-10 ("ASC 740-10"), Income Taxes. ASC 740-10
requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund's tax returns to
determine whether these positions meet a "more-likely-than-not" standard that based on the technical merits have a more than fifty
percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the "more-likely-than-not"
recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Funds recognize
interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
ASC 740-10 requires management of the Funds to analyze all open tax years, fiscal years 2006 - 2009 as defined by IRS statute of
limitations, for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the
year ended July 31, 2010, the Funds did not have a liability for any unrecognized tax benefits. The Funds have no examination in
progress and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax
benefits will significantly change in the next twelve months.
Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S.
Federal income tax regulations, which may differ from those amounts determined under accounting principles generally accepted in
the United States of America. These book/tax differences are either temporary or permanent in nature. To the extent these
differences are permanent, they are charged or credited to Paid-in Capital or accumulated net realized gain, as appropriate, in the
period that the differences arise.
Accordingly, the following permanent differences as of July 31, 2010, primarily attributable to certain net operating losses,
reclassifications of long-term capital gain distributions on REITs, reclassifications of capital gain distributions investments in
Passive Foreign Investment Companies, foreign currency translation and reclassifications of capital gains related to short sales
which, for tax purposes, are not available to offset future income, were reclassified to the following accounts.
Increase/(Decrease) Increase/(Decrease)
Undistributed Accumulated
Increase/(Decrease) Net Investment Net Realized
Paid-in Capital Income Gain
(000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $(5,498) $10,446 $(4,948)
Old Mutual Copper Rock Emerging Growth Fund (377) 377 -
Old Mutual International Equity Fund - (117) 117
____________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
43
NOTES TO FINANCIAL STATEMENTS - continued
AS OF JANUARY 31, 2011 (UNAUDITED)
The tax character of dividends and distributions declared during the year or periods ended July 31, 2010 and 2009 were as follows:
Ordinary Long Term Return of
Income Capital Gain Capital Total
(000) (000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual International Equity Fund
2010 $1,182 $- $- $1,182
2009 1,772 - - 1,772
____________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
The Old Mutual Analytic Fund and Old Mutual Copper Rock Emerging Growth Fund did not declare dividends or distributions during the
years ended July 31, 2010 and 2009.
As of July 31, 2010, the components of Distributable Earnings/(Accumulated Losses) were as follows:
Undistributed Post Unrealized Other
Ordinary Capital Loss October Appreciation/ Temporary
Income Carryforwards Losses Depreciation Differences Total
(000) (000) (000) (000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $ - $(159,358) $(1,634) $4,551 $ - $(156,441)
Old Mutual Copper Rock Emerging Growth Fund - (19,703) - 2,169 - (17,534)
Old Mutual International Equity Fund 709 (46,698) (750) 2,426 (99) (44,412)
____________________________________________________________________________________________________________________________________
Amounts designated as "-" are either $0 or have been rounded to $0.
Post-October losses represent losses realized on investment transactions from November 1, 2009 through July 31, 2010 that, in
accordance with federal income tax regulations the Funds may elect to defer and treat as having arisen in the following fiscal
year. For Federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains
for a period of up to eight years to the extent allowed by the Internal Revenue Code.
As of July 31, 2010, the following Funds had capital loss carry forwards available to offset future realized gains through the
indicated expiration dates (000):
2016 2017 2018 Total
____________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $50,153 $31,727 $77,478 $159,358
Old Mutual Copper Rock Emerging Growth Fund - 19,088 615 19,703
Old Mutual International Equity Fund 8 24,413 22,277 46,698
____________________________________________________________________________________________________________________________________
Under the recently enacted Regulated Investment Company Modernization Act of 2010 (the "Act"), the Funds will be permitted to carry
forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses
incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable
years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.
Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term
capital losses rather than being considered all short-term as under previous law. Relevant information regarding the impact of the
Act on the Funds will be contained within the Federal Tax Information footnote in the Funds' Annual Report for the fiscal year
ending July 31, 2011.
The Federal tax cost, aggregate gross unrealized appreciation and depreciation of investments, excluding securities sold short,
futures contracts and written option contracts, held by each Fund at January 31, 2011 were as follows:
Net
Federal Tax Unrealized Unrealized Unrealized
Cost Appreciation Depreciation Appreciation
(000) (000) (000) (000)
____________________________________________________________________________________________________________________________________
Old Mutual Analytic Fund $73,735 $11,992 $(397) $11,595
Old Mutual Copper Rock Emerging Growth Fund 49,371 16,340 (243) 16,097
Old Mutual International Equity Fund 37,306 9,392 (753) 8,639
____________________________________________________________________________________________________________________________________
44
9. NEW ACCOUNTING PRONOUNCEMENT
____________________________________________________________________________________________________________________________________
In January 2010, the FASB issued Accounting Standards Update ("ASU") No. 2010-06 "Improving Disclosures about Fair Value
Measurements." ASU 2010-06 which, among other disclosure items, requires the Funds to include disclosures on purchases, sales,
issuances and settlements in the reconciliation of activity in Level 3 fair value measurements. This is effective for interim and
annual reporting periods beginning after December 15, 2010. The Adviser has evaluated the implications of ASU No. 2010-06 and does
not anticipate a material impact on the financial statements.
10. SUBSEQUENT EVENTS
____________________________________________________________________________________________________________________________________
In accordance with the provisions set forth in FASB Accounting Standards Codification 855-10 Subsequent Events, the Adviser has
evaluated the possibility of subsequent events existing in the Funds' financial statements and has determined that there are no
other material events that would require disclosure in the Funds' financial statements.
45
PROXY VOTING AND PORTFOLIO HOLDINGS (Unaudited)
Proxy Voting
A description of the guidelines that the Trust uses to determine how to vote proxies relating to portfolio securities is available
(i) without charge, upon request, by calling toll-free at 888-772-2888; (ii) on the Trust's website at oldmutualfunds.com; and
(iii) on the SEC's website at http://www.sec.gov.
Information about how the Funds voted proxies relating to portfolio securities for the 12-month period ended June 30, 2010 is
available on the Trust's website at oldmutualfunds.com and on the SEC's website at http://www.sec.gov.
Portfolio Holdings
The Trust files a complete schedule of portfolio holdings with the SEC for the first and third quarters of its fiscal year on Form
N-Q. The Trust's Forms N-Q are available on the SEC's website at http://www.sec.gov, or may be reviewed and copied at the SEC's
Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling
1-800-SEC-0330 toll-free. In addition, the most recent list of portfolio holdings is available on the Trust's website at
oldmutualfunds.com.
46
FUND EXPENSES EXAMPLE (Unaudited)
Six Month Hypothetical Expense Example - January 31, 2011
Example. As a shareholder of a Fund you may pay two types of fees: transaction fees and fund-related fees. Transaction fees may
include transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees. Fund-related
fees may include ongoing expenses, including management fees, distribution and/or service fees, and other fund expenses, which are
indirectly paid by shareholders and affect your investment return.
This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these
costs with the ongoing costs of investing in other mutual funds. This Example is based on an investment of $1,000 invested at the
beginning of the period and held for the six-month period ended January 31, 2011.
Actual Expenses. The first line for each share class in the following table provides information about actual account values and
actual expenses. The Example includes, but is not limited to, management fees, 12b-1 fees, fund accounting, custody and transfer
agent fees. However, the Example does not include client specific fees, such as the $10.00 fee charged to IRA accounts, or the
$10.00 fee charged for wire redemptions. The Example also does not include portfolio trading commissions and related trading
expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the
period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply
the result by the number in the first line for each share class under the heading entitled "Expenses Paid During Six-Month Period"
to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes. The second line for each share class in the table provides information about
hypothetical account values and hypothetical expenses based on each Fund's actual expense ratio and an assumed rate of return of 5%
per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to
estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing
costs of investing in each Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples
that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight
your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange
fees. Therefore, this information is useful in comparing ongoing costs only, and will not help you determine the relative total
costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
__________________________________________________________________________________ __________________________________________________________________________________
Annualized Expenses Annualized Expenses
Beginning Ending Expense Paid Beginning Ending Expense Paid
Account Account Ratios During Six Account Account Ratios During Six
Value Value for the Six Month Value Value for the Six Month
8/01/10 1/31/11 Month Period Period* 8/01/10 1/31/11 Month Period Period*
__________________________________________________________________________________ __________________________________________________________________________________
Old Mutual Analytic Fund - Class A Old Mutual Copper Rock Emerging Growth Fund - Class Z
__________________________________________________________________________________ __________________________________________________________________________________
Actual Fund Return $1,000.00 $1,112.00 1.81% $ 9.64 Actual Fund Return $1,000.00 $1,276.70 1.42% $8.15
Hypothetical 5% Return 1,000.00 1,016.08 1.81 9.20 Hypothetical 5% Return 1,000.00 1,018.05 1.42 7.22
__________________________________________________________________________________ __________________________________________________________________________________
Old Mutual Analytic Fund - Class C Old Mutual Copper Rock Emerging Growth Fund - Institutional Class
__________________________________________________________________________________ __________________________________________________________________________________
Actual Fund Return 1,000.00 1,107.30 2.56 13.60 Actual Fund Return 1,000.00 1,278.40 1.22 7.01
Hypothetical 5% Return 1,000.00 1,012.30 2.56 12.98 Hypothetical 5% Return 1,000.00 1,019.06 1.22 6.21
__________________________________________________________________________________ __________________________________________________________________________________
Old Mutual Analytic Fund - Class Z Old Mutual International Equity Fund - Class A
__________________________________________________________________________________ __________________________________________________________________________________
Actual Fund Return 1,000.00 1,113.10 1.58 8.42 Actual Fund Return 1,000.00 1,181.00 1.52 8.36
Hypothetical 5% Return 1,000.00 1,017.24 1.58 8.03 Hypothetical 5% Return 1,000.00 1,017.54 1.52 7.73
__________________________________________________________________________________ __________________________________________________________________________________
Old Mutual Analytic Fund - Institutional Class Old Mutual International Equity Fund - Class Z
__________________________________________________________________________________ __________________________________________________________________________________
Actual Fund Return 1,000.00 1,114.00 1.53 8.15 Actual Fund Return 1,000.00 1,183.10 1.27 6.99
Hypothetical 5% Return 1,000.00 1,017.49 1.53 7.78 Hypothetical 5% Return 1,000.00 1,018.80 1.27 6.46
__________________________________________________________________________________ __________________________________________________________________________________
Old Mutual Copper Rock Emerging Growth Fund - Class A Old Mutual International Equity Fund - Institutional Class
__________________________________________________________________________________ __________________________________________________________________________________
Actual Fund Return 1,000.00 1,275.60 1.67 9.58 Actual Fund Return 1,000.00 1,183.60 1.02 5.61
Hypothetical 5% Return 1,000.00 1,016.79 1.67 8.49 Hypothetical 5% Return 1,000.00 1,020.06 1.02 5.19
__________________________________________________________________________________ __________________________________________________________________________________
* Expenses are equal to the Fund's annualized expense ratio multiplied by the
average account value over the period, multiplied by 184/365 (to reflect
the one-half year period).
47
FOR MORE INFORMATION
For investors who want more information about Old Mutual Funds I,
please contact us at:
| By Telephone:
|
| 888.772.2888
|
| By Mail:
|
| Old Mutual Funds I
| P.O. Box 219534
| Kansas City, Missouri 64121-9534
|
| Via the Internet:
|
| oldmutualfunds.com
This semi-annual report is intended for the information of Old Mutual Funds I
shareholders, but may be used by prospective investors when preceded or
accompanied by a current prospectus. You may obtain a copy of the prospectus,
which contains important information about the objectives, risks, share classes,
charges and expenses of Old Mutual Funds I, by visiting oldmutualfunds.com or by
calling 888.772.2888. Please read the prospectus carefully before investing.
[OLD MUTUAL LOGO]
Funds distributed by Old Mutual Investment Partners
R-11-007 03/2011
| Item 2. | Code of Ethics. |
Not applicable to semiannual reports.
| Item 3. | Audit Committee Financial Expert. |
Not applicable to semiannual reports.
| Item 4. | Principal Accountant Fees and Services. |
Not applicable to semiannual reports.
| Item 5. | Audit Committee of Listed Registrants. |
Not applicable.
| Item 6. | Schedule of Investments. |
| (a) | SCHEDULE I – INVESTMENTS IN SECURITIES OF UNAFFILIATED ISSUERS is included as part of the reports to shareholders filed under Item 1 of this report. |
| (b) | In accordance with Section 13(c) of the Investment Company Act of 1940, the Old Mutual International Equity Fund divested itself of the following securities since the filing of the registrant’s last report on Form N-CSR. |
(1) Name of Issuer | (2) Exchange Ticker Symbol | (3) Security Identifier (Cusip/Sedol) | (4) Total number of shares divested | (5) Date securities were divested | (6) Amount Held on Filing Date | (7) Statute |
| Lloyds Banking Group | LLOY | 0870612 | 45,576 | 11/16/2010 | None | Sudan Accountability and Divestment Act |
| 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 Company and Affiliated Purchasers. |
Not applicable.
| Item 10. | Submission of Matters to a Vote of Security Holders. |
No material changes have been made to the procedures by which shareholders may recommend nominees to the board of trustees of Old Mutual Funds I (the “registrant”), where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A or this Item 10.
| Item 11. | Controls and Procedures. |
| (a) | Based on an evaluation of the Disclosure Controls and Procedures of the registrant as of a date within 90 days of the filing date of this report, the registrant’s Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”), or persons performing similar functions, have concluded that the Disclosure Controls and Procedures are effectively designed to ensure that information required to be disclosed in this report is recorded, processed, summarized, and reported within required time periods, and accumulated and communicated to the registrant’s management, including the registrant’s PEO and PFO, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. |
| (b) | During the quarter ended January 31, 2011, there has been no change in the registrant’s internal control over financial reporting that has materially affected, or that is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
| Items 12. | Exhibits. |
| (a)(1) | Not applicable to semiannual reports. |
| (a)(2) | Attached hereto as Exhibit EX-99.CERT. |
| (a)(3) | Not applicable. |
| (b) | Attached hereto as Exhibit EX-99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
OLD MUTUAL FUNDS I
| By: | /s/ Julian F. Sluyters | |
| Julian F. Sluyters, President | ||
| Date: | March 18, 2011 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By: | /s/ Julian F. Sluyters | |
| Julian F. Sluyters, Principal Executive Officer | ||
| Date: | March 18, 2011 | |
| By: | /s/ Robert T. Kelly | |
| Robert T. Kelly, Principal Financial Officer | ||
| Date: | March 18, 2011 | |