1290 Funds NCSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number 811-22959

1290 FUNDS

(Exact name of registrant as specified in charter)

1290 Avenue of the Americas

New York, New York 10104

(Address of principal executive offices)

PATRICIA LOUIE, ESQ.

Executive Vice President and General Counsel

AXA Equitable Funds Management Group, LLC

1290 Avenue of the Americas

New York, New York 10104

(Name and Address of Agent for Service)

Copies to:

MARK C. AMOROSI, ESQ.

K&L Gates LLP

1601 K Street N.W.

Washington, D.C. 20006

Registrant’s telephone number, including area code: (212) 554-1234

Date of fiscal year end: October 31

Date of reporting period: October 31, 2015

Item 1.

Reports to Stockholders.

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

LOGO

Annual Report

October 31, 2015

1290 Funds Annual Report

October 31, 2015

Table of Contents


Notes on Performance (Unaudited)		3

Funds

1290 Convertible Securities		4
1290 GAMCO Small/Mid Cap Value		15
1290 Global Equity Managers		25
1290 High Yield Bond		36
1290 Multi-Alternative Strategies		48
1290 SmartBeta Equity		56
1290 Unconstrained Bond Managers		69

Notes to Financial Statements		92
Report of Independent Registered Public Accounting Firm		109
Approvals of Investment Advisory Agreements (Unaudited)		110
Federal Income Tax Information (Unaudited)		119
Management of the Trust (Unaudited)		120
Proxy Voting Policies and Procedures (Unaudited)		126

Overview

Market Overview for the Year Ended October 31, 2015

Economy

Early in the period, global economic growth continued at a slow and uneven pace. In late 2014, plunging oil prices appeared to rattle the credit markets, pressured emerging-market currencies and added to deflationary pressures in Europe and Japan. Early in 2015, global deflation fears appeared gradually to recede as oil prices firmed and the outlook for growth appeared to brighten, particularly for developed economies. After a slow start to the year, the U.S. economy continued to show signs of strength early in 2015. Beginning in May markets seemed captivated by events in Greece, where the debt crisis worsened sharply, and China, where equity markets had a tumultuous second quarter and policymakers expanded their easing efforts. While investors initially appeared to expect the U.S. Federal Reserve to increase the federal funds rate towards the end of 2015, an economic slowdown materializing in China, and a higher level of global currency volatility following changes in the Chinese yuan peg prompted the Federal Reserve to hold rates at current levels during its September meeting.

Fixed Income

Beginning in 2014, bond markets turned more volatile, apparently in reaction to growth trends and monetary policies in the world’s biggest economies heading in different directions. The U.S. Treasury yield curve flattened in 2014, and the 10-year U.S. Treasury ended the year roughly 0.86% below where it started. The high yield market, represented by the BofA Merrill Lynch U.S. High Yield Master II Index, posted negative total returns in the fourth quarter of 2014. Experts believe that returns in the high yield market were largely impacted by the sharp drop in oil prices in the second half of 2014, as the energy sector, a large proportion of the high-yield market, sharply underperformed the broader market. In the first half of 2015, global deflation fears appeared gradually to recede. Over the first six months of the year, global interest rates rose and yield curves steepened, while risk assets such as equities, high yield and emerging markets ended the period on a weaker note. During the third quarter, yields initially moved slightly lower, but as worries of a slowing world economy persisted, bonds that trade at a yield spread compared to U.S. Treasuries came under pressure and all spread sectors underperformed. The declining yield backdrop coupled with slowing economy concerns allowed longer maturity bonds to perform the best.

U.S. Equity

Twelve months ago, the U.S. economy was among the few globally that appeared to produce clear, self-sustaining growth, and this positive economic data, coupled with strong corporate earnings, combined to produce squarely positive U.S. equity returns in 2014. The first half of 2015 saw a complete turnaround. U.S. stocks experienced a difficult period, selling off in the first quarter as lower oil prices punished the energy sector and market participants digested the negative impact of a stronger dollar on the earnings of large global exporting companies. Uncertainties about the fitful pace of the U.S. recovery, the strength of the U.S. dollar and the path of U.S. interest rates kept U.S. stocks in a tight trading range throughout the second quarter. In the third quarter, the continuing slowdown in China’s economic growth became a bigger source of investor anxiety after Chinese stocks began to slide in July, and market participants appeared to fear that the economic slowdown was deepening. Such growth headwinds led to sharp losses across U.S. equity markets, with the large-cap S&P 500^® Index producing its worst quarterly decline since 2011, the small-cap Russell 2000^® Index dropping nearly twice as much, and the broad market Russell 3000^® Index falling around the same amount as the large-cap benchmark.

International Equity

At the end of 2014, the divergence in global central bank policies became a major theme in equity markets and the strong appreciation in the U.S. dollar pressured commodity prices. Oil prices in particular plunged as a global supply-and-demand imbalance materialized. While lower prices were harmful to economies that rely heavily on oil exports, international stocks rebounded in early 2015 to provide strong returns through April. However, global sentiment seemed to shift around May, as Greece’s debt troubles dominated headlines. Global equity markets saw their steepest declines in several years in the third quarter of 2015 as concerns around the Chinese economy and U.S. monetary policy intensified and the MSCI World (Net) Index fell. Volatility also returned with a vengeance as investors confronted an increasingly uncertain outlook for global growth. Although all major markets ended lower in local currency terms, developing country stock indices were particularly hard hit, especially those exposed to continued falls in commodity prices.

Source: AXA Equitable-Funds Management Group, LLC doing business as 1290 Asset Managers^®, as of 10/31/15.

This Information is provided for general information only and is not intended to provide specific advice or recommendations for any individual investor.

PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. No Investment is risk-free. International securities carry additional risks including currency exchange fluctuation and different government regulations, economic conditions or accounting standards. Smaller company stocks involve a greater risk than is customarily associated with more established companies. Bond Investments are subject to interest rate risk so that when interest rates rise, the price of bonds can decrease and the investor can lose principal value. High Yield bonds are subject to a high degree of credit and market risk. Index performance is shown for illustrative purposes only. You cannot invest directly in an index.

NOTES ON PERFORMANCE (Unaudited)

Total Returns

Performance of the 1290 Funds as shown on the following pages compares each Fund’s performance to that of a broad-based securities index. Each of the Fund’s rates of return is net of investment advisory fees and expenses of the Fund. Each of the 1290 Funds has a separate investment objective it seeks to achieve by following a separate investment policy. There is no guarantee that these objectives will be attained. The objectives and policies of each Fund will affect its return and its risk. Keep in mind that past performance is not an indication of future results.

Growth of $10,000 Investment

The charts shown on the following pages illustrate the total value of an assumed investment in Class I shares of each Fund of the 1290 Funds. The periods illustrated are from the inception dates shown through October 31, 2015. These results assume reinvestment of dividends and capital gains distributions. The total value shown for each Fund reflects management fees and operating expenses of the Funds and 12b-1 fees which are applicable to Class A, Class C and Class R shares. 12b-1 fees are not applicable to Class I shares. Results should not be considered representative of future gains or losses.

Current and future holdings are subject to risk. Holdings subject to change.

The Benchmarks

Broad-based securities indices are unmanaged and are not subject to fees and expenses typically associated with actively-managed funds. An investment cannot be made directly in a broad-based securities index. Comparisons with these benchmarks, therefore, are of limited use. They are included because they are widely known and may help you to understand the universe of securities from which each Fund is likely to select its holdings.

BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an index which measures the returns of negotiable debt obligations issued by the U.S. government and backed by its full faith and credit, having a maturity of three months.

BofA Merrill Lynch All U.S. Convertibles Index consists of convertible bonds traded in the U.S. dollar denominated investment grade and non investment grade convertible securities sold into the U.S. market and publicly traded in the United States. The Index constituents are market value weighted based on the convertible securities prices and outstanding shares, and the underlying index is rebalanced daily.

BofA Merrill Lynch U.S. High Yield Master II Index is an index which tracks the performance of U.S. dollar denominated below investment grade corporate debt publicly issued in the U.S. domestic market. Qualifying securities must have at least 18 months to final maturity at the time of issuance, at least one year remaining term to final maturity as of the rebalancing date, a fixed coupon schedule and a minimum amount outstanding of $100 million. It is capitalization-weighted.

BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index is an index which tracks the performance of a synthetic asset paying the London interbank offered rate (LIBOR) to a stated maturity. The index is based on the assumed purchase at par of a synthetic instrument having exactly its stated maturity and with a coupon equal to that day’s fixing rate. That issue is assumed to be sold the following business day (priced at a yield equal to the current day fixing rate) and rolled into a new instrument.

The Morgan Stanley Capital International (MSCI) World Growth Index captures large- and mid-cap securities exhibiting overall growth style characteristics across 23 developed markets.

MSCI World (Net) Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of the 24 developed markets.

MSCI World Small Cap Index captures small-cap representation across 23 Developed Markets.

The MSCI World Value Index captures large- and mid-cap securities exhibiting overall value style characteristics across 23 developed markets.

Russell 2000^® Index is an unmanaged index which measures the performance of approximately 2000 of the smallest companies in the Russell 3000^® Index, which represents approximately 10% of the total market capitalization of the Russell 3000^® Index. It is market-capitalization weighted.

Russell 2500™ Value Index is an unmanaged index which contains those Russell 2500 securities (the bottom 500 securities in the Russell 1000^® Index and all 2,000 securities in the Russell 2000^® Index) with a less-than-average growth orientation. Securities in this index tend to exhibit lower price-to-book and price-earnings ratios, higher dividend yields and lower forecasted growth values than the growth universe.

Russell 3000^® Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market. It is market-capitalization weighted.

S&P 500^® Index is a weighted index of common stocks of 500 leading companies in leading industries of the U.S. economy, capturing 75% coverage of U.S. equities. The index is capitalization weighted, thereby giving greater weight to companies with the largest market capitalizations.

1290 CONVERTIBLE SECURITIES FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISER

_Ø

Palisade Capital Management, LLC

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		(4.08	)%
	with Sales Charge (a)		(8.38	)
Fund – Class I Shares*			(4.00	)
Fund – Class R Shares*			(4.16	)
BofA Merrill Lynch All U.S. Convertibles Index			(3.41	)
* Date of inception 7/6/15. (a) A 4.50% front-end sales charge was deducted. Returns for periods less than one year are not annualized.

The performance quoted is past performance and is not a guarantee of future results. Mutual funds are subject to certain market risks. Investment returns and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data shown. For the most current month-end performance data please call 1-888-310-0416 or visit www.1290Funds.com.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 Convertible Securities Fund and the BofA Merrill Lynch All U.S. Convertibles Index from 7/06/15 to 10/31/15. The performance of the BofA Merrill Lynch All U.S. Convertibles Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of the BofA Merrill Lynch All U.S. Convertibles Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of all dividends, capital gain distributions, and interest of the securities included in the benchmark.

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

PERFORMANCE SUMMARY

The Fund’s Class I shares returned (4.00)% for the period ended October 31, 2015. The Fund’s benchmark, the BofA Merrill Lynch All U.S. Convertibles Index, returned (3.41)% over the same period.

Fund Overview — Palisade Capital Management, LLC

During the period July 6, 2015 through October 31, 2015, U.S. convertibles witnessed increased volatility as global growth concerns emerged amidst a rout in commodities and ongoing uncertainty regarding the direction of U.S. monetary policy. While convertibles performed as expected in terms of downside capture, the underlying equities of convertibles declined more than both the S&P 500^® Index and the Russell 2000^® Index. Convertibles were negatively impacted by controversial headlines on drug pricing and biotech, leading to profit-taking across a previously resilient health care sector. Meanwhile, the energy and materials sectors continued to exhibit weakness.

As a result of recent declines, the average price within the U.S. convertibles universe has retreated closer to par. The average price as a percentage of par value is near its lowest since the end of 2011. At these levels, we view convertibles as offering a very attractive potential risk/reward tradeoff.

After a strong start at the beginning of the year, convertible new issuance has more recently suffered from the summer doldrums and increased volatility. We would expect new convertible issuance to reaccelerate as interest rates still remain low and equity markets remain elevated (albeit down from recent highs).

Fund Highlights

What helped performance since inception through October 31, 2015:

•

An underweight to the energy sector provided a benefit to performance compared to the benchmark. Energy remains an area of weakness as oversupply concerns persist.

•

Strong selection in the financial sector was a positive contributor. The relative safety of highly rated convertible preferred securities with good yields offered capital protection during a period of equity volatility. Returns were aided by overweight positions in Huntington Bancshares Inc., Wells Fargo Co., and KeyCorp preferred securities.

•

Within the industrials sector, not owning Wesco International, Inc. was a positive, as investors fretting about a slowing economy sold off industrial companies.

What hurt performance since inception through October 31, 2015:

•

Health care continued to be a challenging sector as both an overweighted allocation and weak stock selection negatively impacted results. With the potential for increased government scrutiny of drug pricing, investors took the opportunity to take profits in what had been one of the strongest sectors year-to-date.

•

Weak stock selection among technology stocks was a detractor from results. An overweighted position in SunEdison, Inc. was a headwind as concerns about an overly complex capital structure led to a sharp decline.


Fund Characteristics As of October 31, 2015
30 Day SEC Yield (Class I)	0.61	%
30 Day Unsubsidized Yield (Class I)	(1.25	)%

1290 CONVERTIBLE SECURITIES FUND (Unaudited)


Sector Weightings as of October 31, 2015	% of Net Assets
Information Technology		30.0	%
Health Care		24.7
Financials		15.5
Consumer Discretionary		12.8
Industrials		6.0
Telecommunication Services		2.4
Consumer Staples		1.7
Energy		0.9
Materials		0.7
Utilities		0.4
Cash and Other		4.9

		100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

(1) transaction costs, including applicable sales charges and redemption fees; and (2) ongoing costs, including investment advisory fees, distribution and/or service (12b-1) fees (in the case of Class A, Class C and Class R shares of the Trust), and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

The first line of the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the following table provides information about hypothetical account values and hypothetical expenses based on the 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 the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Please note that while the Fund Commenced Operations on July 6, 2015, the ‘Hypothetical Expenses Paid during the period’ reflect projected activity for the full six months for the purpose of comparability.

EXAMPLE


	Beginning Account Value 5/1/15†		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$959.22		$4.07
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.67		6.60
Class I
Actual		1,000.00		959.98		3.30
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.91		5.35
Class R
Actual		1,000.00		958.45		4.87
Hypothetical (5% average annual return before expenses)		1,000.00		1,017.39		7.88
† Commenced operations on July 6, 2015. * Expenses are equal to the Fund’s Class A, I and R shares annualized expense ratios of 1.30%, 1.05% and 1.55%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 for the hypothetical example (to reflect the one-half year period), and multiplied by 117/365 for the actual example (to reflect the actual number of days in the period).

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Principal Amount		Value (Note 1)

LONG-TERM DEBT SECURITIES:
Convertible Bonds (72.7%)
Consumer Discretionary (12.8%)
*Automobiles (2.2%*)
Fiat Chrysler Automobiles N.V. Series FCAU 7.875%, 12/15/16	$	290,000	$	356,700
Tesla Motors, Inc.
1.500%, 6/1/18		40,000		69,250

				425,950

*Household Durables (3.3%)*
CalAtlantic Group, Inc.
1.625%, 5/15/18		200,000		265,125
Jarden Corp.
1.875%, 9/15/18		180,000		268,875
Lennar Corp.
3.250%, 11/15/21§		45,000		95,935

				629,935

*Internet & Catalog Retail (2.7%)*
HomeAway, Inc.
0.125%, 4/1/19		94,000		90,005
Priceline Group, Inc.
1.000%, 3/15/18		273,000		433,217

				523,222

*Media (3.4%)*
Liberty Interactive LLC
0.750%, 3/30/43		175,000		278,031
1.000%, 9/30/43§		143,951		132,885
Liberty Media Corp.
1.375%, 10/15/23		190,000		194,394
Live Nation Entertainment, Inc.
2.500%, 5/15/19		56,000		60,410

				665,720

*Specialty Retail (1.2%)*
GNC Holdings, Inc.
1.500%, 8/15/20§		82,000		67,240
Restoration Hardware Holdings, Inc.
(Zero Coupon), 6/15/19§		160,000		169,200

				236,440

Total Consumer Discretionary				2,481,267

Energy (0.4%)
*Oil, Gas & Consumable Fuels (0.4%)*
Cheniere Energy, Inc.
4.250%, 3/15/45		120,000		74,325

Total Energy				74,325

Financials (4.7%)
*Capital Markets (0.1%)*
Walter Investment Management Corp.
4.500%, 11/1/19		30,000		21,488

*Diversified Financial Services (0.5%)*
Horizon Pharma Investment Ltd.
2.500%, 3/15/22§		125,000		107,656


*Insurance (1.0%)*
Fidelity National Financial, Inc.
4.250%, 8/15/18	$	100,000	$	195,437

*Real Estate Investment Trusts (REITs) (3.1%)*
Colony Capital, Inc.
5.000%, 4/15/23		65,000		64,472
iStar, Inc.
3.000%, 11/15/16		150,000		176,437
Starwood Property Trust, Inc.
3.750%, 10/15/17		200,000		198,375
4.000%, 1/15/19		50,000		51,156
Starwood Waypoint Residential Trust
4.500%, 10/15/17		100,000		102,438

				592,878

Total Financials				917,459

Health Care (20.0%)
*Biotechnology (8.9%)*
Acorda Therapeutics, Inc.
1.750%, 6/15/21		65,000		69,062
AMAG Pharmaceuticals, Inc.
2.500%, 2/15/19		33,000		53,584
ARIAD Pharmaceuticals, Inc.
3.625%, 6/15/19§		82,000		85,946
BioMarin Pharmaceutical, Inc.
0.750%, 10/15/18		85,000		119,425
1.500%, 10/15/20		120,000		174,150
Cepheid, Inc.
1.250%, 2/1/21		163,000		146,089
Clovis Oncology, Inc.
2.500%, 9/15/21		83,000		148,881
Emergent BioSolutions, Inc.
2.875%, 1/15/21		38,000		46,693
Gilead Sciences, Inc.
1.625%, 5/1/16		50,000		238,750
Immunomedics, Inc.
4.750%, 2/15/20§		35,000		28,394
Incyte Corp.
0.375%, 11/15/18		35,000		80,762
1.250%, 11/15/20		75,000		174,797
Ironwood Pharmaceuticals, Inc.
2.250%, 6/15/22§		114,000		106,661
Isis Pharmaceuticals, Inc.
1.000%, 11/15/21§		100,000		99,813
Merrimack Pharmaceuticals, Inc.
4.500%, 7/15/20		75,000		125,297
TESARO, Inc.
3.000%, 10/1/21		14,000		21,306

				1,719,610

*Health Care Equipment & Supplies (2.4%)*
HeartWare International, Inc.
1.750%, 12/15/21§		70,000		56,919
Hologic, Inc.
2.000%, 12/15/37 (e)		55,000		93,741
Insulet Corp.
2.000%, 6/15/19		60,000		57,525
Integra LifeSciences Holdings Corp.
1.625%, 12/15/16		115,000		136,634

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

NuVasive, Inc.
2.750%, 7/1/17	$	48,000	$	60,270
Wright Medical Group, Inc.
2.000%, 2/15/20§		58,000		54,810

				459,899

*Health Care Providers & Services (4.2%)*
Anthem, Inc.
2.750%, 10/15/42		175,000		329,109
Brookdale Senior Living, Inc.
2.750%, 6/15/18		55,000		57,269
HealthSouth Corp.
2.000%, 12/1/43		148,000		161,227
Molina Healthcare, Inc.
1.125%, 1/15/20		120,000		191,475
Trinity Biotech Investment Ltd.
4.000%, 4/1/45§		100,000		86,563

				825,643

*Life Sciences Tools & Services (0.9%)*
Illumina, Inc.
0.250%, 3/15/16		70,000		119,525
Sequenom, Inc.
5.000%, 1/1/18		60,000		49,350

				168,875

*Pharmaceuticals (3.6%)*
Jazz Investments I Ltd.
1.875%, 8/15/21		120,000		127,275
Medicines Co.
1.375%, 6/1/17		53,000		71,119
Pacira Pharmaceuticals, Inc.
3.250%, 2/1/19		70,000		146,081
Teva Pharmaceutical Finance Co. LLC
0.250%, 2/1/26		175,000		248,719
Theravance, Inc.
2.125%, 1/15/23		136,000		98,515

				691,709


Total Health Care				3,865,736

Industrials (4.8%)
*Air Freight & Logistics (1.0%)*
Atlas Air Worldwide Holdings, Inc.
2.250%, 6/1/22		33,000		27,782
Echo Global Logistics, Inc.
2.500%, 5/1/20		73,000		68,802
XPO Logistics, Inc.
4.500%, 10/1/17		60,000		104,325

				200,909

*Airlines (1.6%)*
AirTran Holdings, Inc.
5.250%, 11/1/16		100,000		313,750

*Construction & Engineering (0.1%)*
Dycom Industries, Inc.
0.750%, 9/15/21§		20,000		20,775

*Machinery (1.1%)*
Greenbrier Cos., Inc.
3.500%, 4/1/18		90,000		107,719

Trinity Industries, Inc.
3.875%, 6/1/36	$	80,000	$	103,300

				211,019

*Professional Services (0.6%)*
Huron Consulting Group, Inc.
1.250%, 10/1/19		130,000		120,656

*Transportation Infrastructure (0.4%)*
Macquarie Infrastructure Corp.
2.875%, 7/15/19		60,000		69,713


Total Industrials				936,822

Information Technology (30.0%)
*Communications Equipment (3.1%)*
CalAmp Corp.
1.625%, 5/15/20§		60,000		58,237
Ciena Corp.
3.750%, 10/15/18§		150,000		206,062
4.000%, 12/15/20		140,000		199,238
Palo Alto Networks, Inc.
(Zero Coupon), 7/1/19		60,000		92,813
Viavi Solutions, Inc.
0.625%, 8/15/33		50,000		47,531

				603,881

*Electronic Equipment, Instruments & Components (0.6%)*
TTM Technologies, Inc.
1.750%, 12/15/20		65,000		62,319
Vishay Intertechnology, Inc.
2.250%, 11/15/40		50,000		43,562

				105,881

*Internet Software & Services (4.4%)*
Cornerstone OnDemand, Inc.
1.500%, 7/1/18		150,000		147,750
LinkedIn Corp.
0.500%, 11/1/19§		150,000		162,844
Twitter, Inc.
0.250%, 9/15/19		125,000		110,781
VeriSign, Inc.
4.297%, 8/15/37		100,000		237,375
Yahoo!, Inc.
(Zero Coupon), 12/1/18		190,000		189,644

				848,394

*IT Services (0.3%)*
Cardtronics, Inc.
1.000%, 12/1/20		65,000		61,588

*Semiconductors & Semiconductor Equipment (11.5%)*
Microchip Technology, Inc.
1.625%, 2/15/25§		97,000		100,577
2.125%, 12/15/37		95,000		186,378
Micron Technology, Inc.
2.375%, 5/1/32		90,000		161,662
3.000%, 11/15/43		400,000		362,000
Novellus Systems, Inc.
2.625%, 5/15/41		180,000		409,837
NXP Semiconductors N.V.
1.000%, 12/1/19§		155,000		166,044

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

ON Semiconductor Corp.
1.000%, 12/1/20§	$	120,000	$	117,900
2.625%, 12/15/26		215,000		257,194
Spansion LLC
2.000%, 9/1/20		27,000		52,971
SunEdison, Inc.
2.000%, 10/1/18		14,000		10,640
0.250%, 1/15/20§		250,000		132,344
2.750%, 1/1/21		60,000		42,150
Xilinx, Inc.
2.625%, 6/15/17		135,000		222,581

				2,222,278

*Software (7.9%)*
Citrix Systems, Inc.
0.500%, 4/15/19		150,000		170,625
Electronic Arts, Inc.
0.750%, 7/15/16		40,000		90,200
FireEye, Inc.
1.000%, 6/1/35§		148,000		128,020
1.625%, 6/1/35§		35,000		29,509
Proofpoint, Inc.
1.250%, 12/15/18		12,000		22,140
0.750%, 6/15/20§		30,000		33,637
PROS Holdings, Inc.
2.000%, 12/1/19§		80,000		79,850
Rovi Corp.
0.500%, 3/1/20§		60,000		44,775
Salesforce.com, Inc.
0.250%, 4/1/18		340,000		440,937
ServiceNow, Inc.
(Zero Coupon), 11/1/18		70,000		87,106
Synchronoss Technologies, Inc.
0.750%, 8/15/19		95,000		96,841
Take-Two Interactive Software, Inc.
1.750%, 12/1/16		143,000		250,876
Verint Systems, Inc.
1.500%, 6/1/21		60,000		60,563

				1,535,079

*Technology Hardware, Storage & Peripherals (2.2%)*
Electronics For Imaging, Inc.
0.750%, 9/1/19		65,000		69,266
SanDisk Corp.
1.500%, 8/15/17		227,000		362,065

				431,331

Total Information Technology				5,808,432

Total Convertible Bonds				14,084,041

Total Long-Term Debt Securities (72.7%) (Cost $14,764,600)				14,084,041

	Number of Shares		Value (Note 1)
CONVERTIBLE PREFERRED STOCKS:
Consumer Staples (1.7%)
*Food Products (1.7%)*
Tyson Foods, Inc.
4.750%		6,150		321,953

Total Consumer Staples				321,953


Energy (0.5%)
*Oil, Gas & Consumable Fuels (0.5%)*
Southwestern Energy Co.
6.250%		3,064	$	85,915

Total Energy				85,915

Financials (10.8%)
*Banks (7.9%)*
Bank of America Corp.
7.250%		225		248,625
Huntington Bancshares, Inc./Ohio
8.500%		350		469,000
KeyCorp
7.750%		1,350		173,812
Wells Fargo & Co.
7.500%		550		651,750

				1,543,187

*Real Estate Investment Trusts (REITs) (2.9%)*
Crown Castle International Corp.
4.500%		2,500		265,675
Welltower, Inc.
6.500%		1,779		105,157
Weyerhaeuser Co.
6.375%		3,695		185,452

				556,284

Total Financials				2,099,471

Health Care (4.7%)
*Health Care Equipment & Supplies (0.8%)*
Alere, Inc.
3.000%		500		160,750

*Health Care Providers & Services (0.7%)*
Anthem, Inc.
5.250%		2,880		134,035

*Pharmaceuticals (3.2%)*
Allergan plc
5.500%		583		610,185

Total Health Care				904,970

Industrials (1.2%)
*Commercial Services & Supplies (0.2%)*
Stericycle, Inc.
5.250%		330		30,763

*Machinery (1.0%)*
Stanley Black & Decker, Inc.
6.250%		1,700		204,102

Total Industrials				234,865

Materials (0.7%)
*Metals & Mining (0.7%)*
Alcoa, Inc.
5.375%		4,400		139,172

Total Materials				139,172

Telecommunication Services (2.4%)
*Diversified Telecommunication Services (1.2%)*
Frontier Communications Corp.
11.125%		2,305		228,494

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

*Wireless Telecommunication Services (1.2%)*
T-Mobile U.S., Inc.
5.500%		3,677	$	244,484

Total Telecommunication Services				472,978

Utilities (0.4%)
*Electric Utilities (0.4%)*
NextEra Energy, Inc.
5.799%		1,400		77,028

Total Utilities				77,028

Total Convertible Preferred Stocks (22.4%) (Cost $4,482,918)				4,336,352

Total Investments (95.1%) (Cost $19,247,518)				18,420,393
Other Assets Less Liabilities (4.9%)				954,474

Net Assets (100%)			$	19,374,867

Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may only be resold to qualified institutional buyers. At October 31, 2015, the market value of these securities amounted to $2,372,596 or 12.2% of net assets. Securities denoted with “§” but without “b” have been determined to be liquid under the guidelines established by the Board of Trustees. To the extent any securities might provide a right to demand registration, such rights have not been relied upon when determining liquidity.

(e)

Step Bond—Coupon rate increases in increments to maturity. Rate disclosed is as of October 31, 2015. Maturity date disclosed is the ultimate maturity date.

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Convertible Bonds
Consumer Discretionary	$	356,700	$	2,124,567	$	—	$	2,481,267
Energy		—		74,325		—		74,325
Financials		—		917,459		—		917,459
Health Care		—		3,865,736		—		3,865,736
Industrials		—		936,822		—		936,822
Information Technology		—		5,808,432		—		5,808,432
Convertible Preferred Stocks
Consumer Staples		321,953		—		—		321,953
Energy		85,915		—		—		85,915
Financials		1,925,659		173,812		—		2,099,471
Health Care		904,970		—		—		904,970
Industrials		234,865		—		—		234,865
Materials		139,172		—		—		139,172
Telecommunication Services		472,978		—		—		472,978
Utilities		77,028		—		—		77,028

Total Assets	$	4,519,240	$	13,901,153	$	—	$	18,420,393

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	4,519,240	$	13,901,153	$	—	$	18,420,393

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The Fund held no derivatives contracts during the period ended October 31, 2015.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	19,901,495
Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	1,042,268

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	516,558
Aggregate gross unrealized depreciation		(1,377,350	)

Net unrealized depreciation	$	(860,792	)

Federal income tax cost of investments	$	19,281,185

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015


ASSETS
Investments at value (Cost $19,247,518)	$	18,420,393
Cash		909,183
Dividends, interest and other receivables		82,306
Receivable for securities sold		29,009
Deferred offering cost		18,618
Receivable from investment adviser		16,401
Receivable for Fund shares sold		2,858

Total assets		19,478,768

LIABILITIES
Dividends payable		28,697
Payable for securities purchased		8,300
Transfer agent fees payable		3,099
Trustees’ fees payable		139
Distribution fees payable – Class A		43
Distribution fees payable – Class R		40
Payable for Fund shares redeemed		35
Accrued expenses		63,548

Total liabilities		103,901

NET ASSETS	$	19,374,867

Net assets were comprised of:
Paid in capital	$	20,251,287
Accumulated undistributed net investment income (loss)		11,618
Accumulated undistributed net realized gain (loss) on investments		(60,913	)
Net unrealized appreciation (depreciation) on investments		(827,125	)

Net assets	$	19,374,867

Class A
Net asset value and redemption price per share, $206,241 / 21,573 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.56
Maximum sales charge (4.50% of offering price)		0.45

Maximum offering price per share	$	10.01

Class I
Net asset value and redemption price per share, $19,073,038 / 1,995,330 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.56

Class R
Net asset value and redemption price per share, $95,588 / 10,000 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.56

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Interest	$	74,796
Dividends		75,891

Total income		150,687

EXPENSES
Professional fees		61,840
Investment advisory fees		43,648
Administrative fees		9,617
Offering costs		8,748
Transfer agent fees		6,405
Printing and mailing expenses		4,434
Custodian fees		2,400
Trustees’ fees		553
Registration and filing fees		184
Distribution fees – Class R		155
Distribution fees – Class A		118
Miscellaneous		7,000

Gross expenses		145,102
Less: Waiver from investment adviser		(53,265	)
Reimbursement from investment adviser		(26,118	)

Net expenses		65,719

NET INVESTMENT INCOME (LOSS)		84,968

REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on investments		(60,843	)
Net change in unrealized appreciation (depreciation) on investments		(827,125	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		(887,968	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(803,000	)

*	The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

STATEMENT OF CHANGES IN NET ASSETS


	July 6, 2015* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	84,968
Net realized gain (loss) on investments		(60,843	)
Net change in unrealized appreciation (depreciation) on investments		(827,125	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		(803,000	)

DIVIDENDS:
Dividends from net investment income
Class A		(554	)
Class I		(79,072	)
Class R		(245	)

TOTAL DIVIDENDS:		(79,871	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 21,551 shares ]		211,375
Capital shares issued in reinvestment of dividends [ 24 shares ]		232
Capital shares repurchased [ (2) shares ]		(19	)

Total Class A transactions		211,588

Class I
Capital shares sold [ 1,995,307 shares ]		19,945,930
Capital shares issued in reinvestment of dividends [ 28 shares ]		268
Capital shares repurchased [ (5) shares ]		(48	)

Total Class I transactions		19,946,150

Class R
Capital shares sold [ 10,000 shares ]		100,000

Total Class R transactions		100,000

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		20,257,738

TOTAL INCREASE (DECREASE) IN NET ASSETS		19,374,867
NET ASSETS:
Beginning of period		—

End of period (a)	$	19,374,867

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	11,618

* The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

FINANCIAL HIGHLIGHTS


Class A	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.03
Net realized and unrealized gain (loss) on investments		(0.44	)

Total from investment operations		(0.41	)

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	9.56

Total return (b)		(4.08	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	206
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.30	%
Before waivers and reimbursements (a)		2.09	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		1.09	%(l)
Before waivers and reimbursements (a)		0.30	%(l)
Portfolio turnover rate (z)^		6	%

Class I	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.04
Net realized and unrealized gain (loss) on investments		(0.44	)

Total from investment operations		(0.40	)

Less distributions:
Dividends from net investment income		(0.04	)

Net asset value, end of period	$	9.56

Total return (b)		(4.00	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	19,073
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.05	%
Before waivers and reimbursements (a)		1.72	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		1.37	%(l)
Before waivers and reimbursements (a)		0.70	%(l)
Portfolio turnover rate (z)^		6	%

See Notes to Financial Statements.

1290 FUNDS

1290 CONVERTIBLE SECURITIES FUND

FINANCIAL HIGHLIGHTS (Continued)


Class R	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.03
Net realized and unrealized gain (loss) on investments		(0.45	)

Total from investment operations		(0.42	)

Less distributions:
Dividends from net investment income		(0.02	)

Net asset value, end of period	$	9.56

Total return (b)		(4.16	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	96
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.55	%
Before waivers and reimbursements (a)		2.22	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		0.87	%(l)
Before waivers and reimbursements (a)		0.20	%(l)
Portfolio turnover rate (z)^		6	%

*	Commencement of Operations.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 GAMCO SMALL/MID CAP VALUE FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISER

_Ø

GAMCO Asset Management, Inc.

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		3.20	%
	with Sales Charge (a)		(2.46	)
Fund – Class C Shares*	without Sales Charge		3.43
	with Sales Charge		2.43
Fund – Class I Shares*			3.43
Fund – Class R Shares*			2.96
Russell 2500^TM Value Index			(1.95	)
* Date of inception 11/12/14. (a) A 5.50% front-end sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 GAMCO Small/Mid Cap Value Fund and the Russell 2500^™ Value Index from 11/12/14 to 10/31/15. The performance of the Russell 2500^™ Value Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of the Russell 2500^™ Value Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned 3.43% for the period ended October 31, 2015. The Fund’s benchmark, the Russell 2500^TM Value Index, returned (1.95)% over the same period.

Fund Overview — GAMCO Asset Management, Inc.

During the period November 12, 2014 through October 31, 2015, U.S. Stocks experienced the most volatile times in many years. The Fund invests 80% of its assets in companies with small (market cap less than $3 billion) and mid (market cap between $3 billion and $12 billion) size capitalization at the time of investment. Up to 20% of the Fund may invest in non-U.S. stocks. A bottom up, company-specific process seeks to identify companies selling with a margin of safety — at a discount to their Private Market Value (PMV). The PMV is the price an informed industrialist would pay for the entire company. A catalyst or event to surface the value is identified prior to purchase. The research process is global, intense, focused and consistent. Analysts follow industries in which we have accumulated knowledge over a long period of time.

Fund Highlights

During the period, small- and mid-cap stocks declined slightly, reflecting concerns over future interest-rate hikes.

What helped performance since inception through October 31, 2015:

•

It was a strong period for merger and acquisition activity. Several holdings have benefitted from takeover announcements: Cameron International Corp. (by Schlumberger), Precision Castparts (by Warren Buffett’s Berkshire Hathaway Inc.), Cablevision Systems Corp. (by French telecommunications operator Altice Luxembourg S.A.), and Pep Boys (by Bridgestone Corp.).

•

Other types of financial engineering such as combinations, buybacks, spinoffs and splits in H & R Block, Madison Square Garden Co., EW Scripps Co./Journal Communications, Graham Holdings and Energizer Holdings, Inc. also benefitted the Fund during the period.

What hurt performance since inception through October 31, 2015:

•

A slower economy, especially in China, as well as foreign currency exposure resulted in the declines of many industrial holdings that serve the auto, aerospace and energy markets.

•

Lower oil and gas prices caused lower earnings expectations for limited energy and utility holdings.

•

Several media holdings declined on concerns about subscriber losses and a cautious view of the U.S. advertising market.

1290 GAMCO SMALL/MID CAP VALUE FUND (Unaudited)


Sector Weightings as of October 31, 2015	% of Net Assets
Industrials		23.7	%
Consumer Discretionary		18.8
Financials		13.2
Materials		11.6
Consumer Staples		6.7
Information Technology		6.6
Telecommunication Services		4.2
Utilities		4.1
Investment Company		3.1
Energy		1.1
Health Care		0.7
Cash and Other		6.2

		100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


	Beginning Account Value 5/1/15		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$979.92		$6.74
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.40		6.87
Class C**
Actual		1,000.00		980.90		5.49
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.66		5.60
Class I
Actual		1,000.00		980.90		5.49
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.66		5.60
Class R
Actual		1,000.00		978.95		7.98
Hypothetical (5% average annual return before expenses)		1,000.00		1,017.14		8.13
* Expenses are equal to the Fund’s Class A, C, I and R shares annualized expense ratios of 1.35%, 1.10%, 1.10% and 1.60%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 (to reflect the one-half year period). ** Class C shares currently are not offered for sale.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Number of Shares		Value (Note 1)

COMMON STOCKS:
Consumer Discretionary (18.8%)
*Auto Components (4.7%)*
Brembo S.p.A.		1,000	$	44,085
Dana Holding Corp.		2,600		43,680
Federal-Mogul Holdings Corp.*		13,000		100,750
Superior Industries International, Inc.		1,000		19,680

				208,195

*Hotels, Restaurants & Leisure (1.3%)*
Cheesecake Factory, Inc.		1,200		57,840

*Household Durables (1.5%)*
Hunter Douglas N.V.		1,600		66,419

*Media (6.2%)*
Cablevision Systems Corp. – New York Group, Class A		2,000		65,180
Clear Channel Outdoor Holdings, Inc., Class A*		1,000		7,480
EW Scripps Co., Class A		3,300		72,798
Interpublic Group of Cos., Inc.		1,500		34,395
Madison Square Garden Co., Class A*		100		17,850
Meredith Corp.		800		37,616
MSG Networks, Inc., Class A*		300		6,156
Salem Media Group, Inc.		5,008		31,500

				272,975

*Multiline Retail (0.4%)*
J.C. Penney Co., Inc.*		2,000		18,340

*Specialty Retail (4.7%)*
Aaron’s, Inc.		800		19,736
CST Brands, Inc.		3,000		107,790
Pep Boys-Manny, Moe & Jack*		5,500		82,720

				210,246

Total Consumer Discretionary				834,015

Consumer Staples (6.7%)
*Beverages (1.7%)*
Cott Corp.		3,000		31,350
Davide Campari-Milano S.p.A.		2,000		17,132
Remy Cointreau S.A.		400		27,883

				76,365

*Food & Staples Retailing (0.7%)*
Ingles Markets, Inc., Class A		600		29,964

*Food Products (2.5%)*
Maple Leaf Foods, Inc.		2,600		41,339
Snyder’s-Lance, Inc.		2,000		71,080

				112,419

*Household Products (0.2%)*
Energizer Holdings, Inc.		200		8,566

*Personal Products (1.6%)*
Avon Products, Inc.		5,000		20,150
Edgewell Personal Care Co.		600		50,826

				70,976

Total Consumer Staples				298,290


Energy (1.1%)
*Energy Equipment & Services (1.1%)*
Cameron International Corp.*		700	$	47,607

Total Energy				47,607

Financials (13.2%)
*Banks (1.9%)*
FCB Financial Holdings, Inc., Class A*		1,000		35,560
Flushing Financial Corp.		2,400		50,496

				86,056

*Capital Markets (1.5%)*
Cohen & Steers, Inc.		1,400		42,826
Janus Capital Group, Inc.		1,500		23,295

				66,121

*Insurance (4.8%)*
National Interstate Corp.		1,200		34,440
PartnerReinsurance Ltd.		500		69,500
StanCorp Financial Group, Inc.		800		91,776
W. R. Berkley Corp.		300		16,749

				212,465

*Real Estate Investment Trusts (REITs) (5.0%)*
BioMed Realty Trust, Inc. (REIT)		3,000		70,230
Ryman Hospitality Properties, Inc. (REIT)		1,300		68,380
Strategic Hotels & Resorts, Inc. (REIT)*		6,000		84,600

				223,210

Total Financials				587,852

Health Care (0.7%)
*Health Care Providers & Services (0.7%)*
BioScrip, Inc.*		1,500		2,955
Patterson Cos., Inc.		600		28,440

Total Health Care				31,395

Industrials (23.7%)
*Aerospace & Defense (1.6%)*
B/E Aerospace, Inc.		1,000		46,950
Textron, Inc.		600		25,302

				72,252

*Building Products (0.9%)*
A.O. Smith Corp.		500		38,410

*Commercial Services & Supplies (1.4%)*
Brink’s Co.		2,000		61,960

*Construction & Engineering (0.3%)*
Layne Christensen Co.*		2,000		12,680

*Machinery (13.8%)*
Eastern Co.		1,800		30,186
EnPro Industries, Inc.		1,400		68,754
Federal Signal Corp.		2,500		37,650
Graco, Inc.		1,800		132,120
ITT Corp.		800		31,664
Mueller Industries, Inc.		4,000		126,080
Mueller Water Products, Inc., Class A		3,500		30,800

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

Navistar International Corp.*		6,500	$	79,950
Twin Disc, Inc.		1,800		21,204
Xylem, Inc.		1,500		54,615

				613,023

*Road & Rail (2.4%)*
Hertz Global Holdings, Inc.*		5,500		107,250

*Trading Companies & Distributors (3.3%)*
GATX Corp.		1,500		70,050
Kaman Corp.		2,000		77,780

				147,830

Total Industrials				1,053,405

Information Technology (6.6%)
*Communications Equipment (0.5%)*
EchoStar Corp., Class A*		500		22,415

*Internet Software & Services (2.8%)*
Gogo, Inc.*		3,200		45,216
Internap Corp.*		12,000		81,120

				126,336

*Semiconductors & Semiconductor Equipment (2.3%)*
Altera Corp.		1,000		52,550
PMC-Sierra, Inc.*		4,000		47,680
Sevcon, Inc.*		100		918

				101,148

*Technology Hardware, Storage & Peripherals (1.0%)*
Diebold, Inc.		1,200		44,244

Total Information Technology				294,143

Materials (11.6%)
*Chemicals (9.2%)*
Ashland, Inc.		400		43,888
Chemtura Corp.*		2,200		70,268
Chr Hansen Holding A/S		1,200		72,116
Cytec Industries, Inc.		1,000		74,420
Hawkins, Inc.		1,400		58,016
International Flavors & Fragrances, Inc.		300		34,818
Tredegar Corp.		4,000		57,040

				410,566

*Containers & Packaging (1.0%)*
Myers Industries, Inc.		3,000		46,830

*Metals & Mining (0.9%)*
Ampco-Pittsburgh Corp.		3,300		38,247

*Paper & Forest Products (0.5%)*
Wausau Paper Corp.		2,000		20,420

Total Materials				516,063

Telecommunication Services (4.2%)
*Diversified Telecommunication Services (1.0%)*
Cable & Wireless Communications plc		40,000		45,385

*Wireless Telecommunication Services (3.2%)*
Millicom International Cellular S.A.		1,000		56,200
Millicom International Cellular S.A. (SDR)		1,200		66,998

U.S. Cellular Corp.*		500	$	20,370

				143,568

Total Telecommunication Services				188,953

Utilities (4.1%)
*Electric Utilities (1.1%)*
El Paso Electric Co.		200		7,734
Hawaiian Electric Industries, Inc.		1,500		43,890

				51,624

*Gas Utilities (3.0%)*
National Fuel Gas Co.		1,200		63,036
Piedmont Natural Gas Co., Inc.		1,200		68,772

				131,808

Total Utilities				183,432

Total Common Stocks (90.7%) (Cost $4,077,303)				4,035,155


CONVERTIBLE PREFERRED STOCK:
Health Care (0.0%)
*Health Care Providers & Services (0.0%)*
BioScrip, Inc. 0.000%*†		4		227

Total Convertible Preferred Stock (0.0%) (Cost $400)				227

	Number of Warrants		Value (Note 1)
WARRANTS:
Health Care (0.0%)
*Health Care Providers & Services (0.0%)*
BioScrip, Inc., expiring 6/30/25*†		22		14

Total Health Care				14

Total Warrants (0.0%) (Cost $—)				14

	Number of Shares		Value (Note 1)
SHORT-TERM INVESTMENT:
Investment Company (3.1%)
JPMorgan Prime Money Market Fund, Institutional Class Shares		136,606		136,606

Total Short-Term Investment (3.1%) (Cost $136,606)				136,606

Total Investments (93.8%) (Cost $4,214,309)				4,172,002
Other Assets Less Liabilities (6.2%)				276,248

Net Assets (100%)			$	4,448,250

*	Non-income producing.

†	Securities (totaling $241 or 0.0% of net assets) held at fair value by management.

Glossary:

SDR

— Swedish Depositary Receipt

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Common Stocks
Consumer Discretionary	$	723,511	$	110,504	$	—	$	834,015
Consumer Staples		253,275		45,015		—		298,290
Energy		47,607		—		—		47,607
Financials		587,852		—		—		587,852
Health Care		31,395		—		—		31,395
Industrials		1,053,405		—		—		1,053,405
Information Technology		293,225		918		—		294,143
Materials		443,947		72,116		—		516,063
Telecommunication Services		76,570		112,383		—		188,953
Utilities		183,432		—		—		183,432
Convertible Preferred Stocks
Health Care		—		—		227		227
Short-Term Investments		136,606		—		—		136,606
Warrants
Health Care		—		—		14		14

Total Assets	$	3,830,825	$	340,936	$	241	$	4,172,002

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	3,830,825	$	340,936	$	241	$	4,172,002

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

Fair Values of Derivative Instruments as of October 31, 2015:

The Effect of Derivative Instruments on the Statement of Operations for the period ended October 31, 2015:


Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Derivatives Not Accounted for as Hedging Instruments^	Forward Foreign Currency Contracts		Total
Foreign exchange contracts	$	196	$	196

^ The Fund held forward foreign currency contracts as hedging.

The Fund held forward foreign currency contracts with an average settlement value of approximately $16,000, during the period ended October 31, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	6,925,766
Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	2,958,123

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	240,927
Aggregate gross unrealized depreciation		(291,067	)

Net unrealized depreciation	$	(50,140	)

Federal income tax cost of investments	$	4,222,142

For the period ended October 31, 2015, the Fund incurred approximately $4,567 as brokerage commissions with Gabelli & Co. an affiliated broker/dealer.

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015


ASSETS
Investments at value (Cost $4,214,309)	$	4,172,002
Cash		233,000
Foreign cash (Cost $1,698)		1,680
Receivable for Fund shares sold		86,454
Receivable from investment adviser		20,830
Deferred offering cost		4,499
Dividends, interest and other receivables		873
Other assets		17

Total assets		4,519,355

LIABILITIES
Payable for securities purchased		37,255
Transfer agent fees payable		4,947
Distribution fees payable – Class R		325
Distribution fees payable – Class A		208
Trustees’ fees payable		32
Accrued expenses		28,338

Total liabilities		71,105

NET ASSETS	$	4,448,250

Net assets were comprised of:
Paid in capital	$	4,379,943
Accumulated undistributed net investment income (loss)		351
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		110,291
Net unrealized appreciation (depreciation) on investments and foreign currency translations		(42,335	)

Net assets	$	4,448,250

Class A
Net asset value and redemption price per share, $996,704 / 97,215 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.25
Maximum sales charge (5.50% of offering price)		0.60

Maximum offering price per share	$	10.85

Class C**
Net asset value per share, $258,673 / 25,179 shares outstanding (unlimited amount authorized: $0.001 par value) (a)	$	10.27

Class I
Net asset value and redemption price per share, $2,415,576 / 235,114 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.27

Class R
Net asset value and redemption price per share, $777,297 / 75,974 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.23

(a)

Redemption price for Class C shares varies based on length of time the shares are held.

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Dividends (net of $1,735 foreign withholding tax)	$	41,024
Interest		198

Total income		41,222

EXPENSES
Offering costs		132,350
Professional fees		58,226
Administrative fees		31,926
Investment advisory fees		24,614
Transfer agent fees		20,250
Custodian fees		5,000
Registration and filing fees		4,088
Distribution fees – Class R		3,765
Distribution fees – Class C		2,503
Printing and mailing expenses		2,310
Distribution fees – Class A		2,116
Trustees’ fees		1,484
Miscellaneous		12,968

Gross expenses		301,600
Less: Waiver from investment adviser		(56,540	)
Waiver from distributor		(2,503	)
Reimbursement from investment adviser		(200,572	)

Net expenses		41,985

NET INVESTMENT INCOME (LOSS)		(763	)

REALIZED AND UNREALIZED GAIN (LOSS)
Realized gain (loss) on:
Investments		110,088
Foreign currency transactions		(1,425	)

Net realized gain (loss)		108,663

Change in unrealized appreciation (depreciation) on:
Investments		(42,307	)
Foreign currency translations		(28	)

Net change in unrealized appreciation (depreciation)		(42,335	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		66,328

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	65,565

*	The Fund commenced operations on November 12, 2014.

**	Class C shares currently are not offered for sale.

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

STATEMENT OF CHANGES IN NET ASSETS


	November 12, 2014* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	(763	)
Net realized gain (loss) on investments and foreign currency transactions		108,663
Net change in unrealized appreciation (depreciation) on investments and foreign currency translations		(42,335	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		65,565

DIVIDENDS :
Dividends from net investment income
Class A		(5,222	)
Class C		(1,822	)
Class I		(6,867	)
Class R		(4,943	)

TOTAL DIVIDENDS :		(18,854	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 97,654 shares ]		984,337
Capital shares issued in reinvestment of dividends [ 512 shares ]		5,222
Capital shares repurchased [ (3,951) shares ]		(38,838	)

Total Class A transactions		950,721

Class C**
Capital shares sold [ 25,000 shares ]		250,000
Capital shares issued in reinvestment of dividends [ 179 shares ]		1,822
Capital shares repurchased [ (1,000) shares ]		(9,800	)

Total Class C transactions		242,022

Class I
Capital shares sold [ 242,308 shares ]		2,480,175
Capital shares issued in reinvestment of dividends [ 674 shares ]		6,867
Capital shares repurchased [ (10,868) shares ]		(108,719	)

Total Class I transactions		2,378,323

Class R
Capital shares sold [ 75,489 shares ]		754,900
Capital shares issued in reinvestment of dividends [ 485 shares ]		4,943
Capital shares repurchased [ (3,000) shares ]		(29,370	)

Total Class R transactions		730,473

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		4,301,539

TOTAL INCREASE (DECREASE) IN NET ASSETS		4,348,250
NET ASSETS:
Beginning of period		100,000

End of period (a)	$	4,448,250

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	351

* The Fund commenced operations on November 12, 2014.
** Class C shares currently are not offered for sale.

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

FINANCIAL HIGHLIGHTS


Class A	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		(0.01	)
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.33

Total from investment operations		0.32

Less distributions:
Dividends from net investment income		(0.07	)

Net asset value, end of period	$	10.25

Total return (b)		3.20	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	997
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.35	%
Before waivers and reimbursements (a)		9.28	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		(0.10	)%(l)
Before waivers and reimbursements (a)		(8.03	)%(l)
Portfolio turnover rate (z)^		95	%

Class C**	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.01
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.33

Total from investment operations		0.34

Less distributions:
Dividends from net investment income		(0.07	)

Net asset value, end of period	$	10.27

Total return (b)		3.43	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	259
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.10	%
Before waivers and reimbursements (a)		10.23	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		0.15	%(l)
Before waivers and reimbursements (a)		(8.98	)%(l)
Portfolio turnover rate (z)^		95	%

See Notes to Financial Statements.

1290 FUNDS

1290 GAMCO SMALL/MID CAP VALUE FUND

FINANCIAL HIGHLIGHTS (Continued)


Class I	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.02
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.32

Total from investment operations		0.34

Less distributions:
Dividends from net investment income		(0.07	)

Net asset value, end of period	$	10.27

Total return (b)		3.43	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	2,416
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.10	%
Before waivers and reimbursements (a)		8.56	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		0.16	%(l)
Before waivers and reimbursements (a)		(7.30	)%(l)
Portfolio turnover rate (z)^		95	%

Class R	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		(0.04	)
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.34

Total from investment operations		0.30

Less distributions:
Dividends from net investment income		(0.07	)

Net asset value, end of period	$	10.23

Total return (b)		2.96	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	777
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.60	%
Before waivers and reimbursements (a)		9.73	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		(0.35	)%(l)
Before waivers and reimbursements (a)		(8.49	)%(l)
Portfolio turnover rate (z)^		95	%

*	Commencement of Operations.

**	Class C shares currently are not offered for sale.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 GLOBAL EQUITY MANAGERS FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISERS

_Ø

OppenheimerFunds, Inc.

_Ø

Templeton Investment Counsel, LLC

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		(2.90	)%
	with Sales Charge (a)		(8.22	)
Fund – Class I Shares*			(2.80	)
Fund – Class R Shares*			(3.00	)
MSCI World (Net) Index			(0.85	)
* Date of inception 7/6/15. (a) A 5.50% front-end sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 Global Equity Managers Fund and the MSCI World (Net) Index from 07/06/15 to 10/31/15. The performance of the MSCI World (Net) Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of the MSCI World (Net) Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned (2.80)% for the period ended October 31, 2015. The Fund’s benchmark, the MSCI World (Net) Index, returned (0.85)% over the same period.

OppenheimerFunds, Inc.

Fund Overview — OppenheimerFunds, Inc.

During the period July 6, 2015 through October 31, 2015, numerous concerns resulted in market volatility, including the impact of slowing Chinese growth on commodities prices and the global economy, Greece’s debt situation, the strength of the U.S. dollar, along with the timing and impact of U.S. interest rate hikes. These factors created risk on/risk off market environments which tended to obscure fundamentals and increase market volatility. While we do not disregard macro events, our main focus tends to be on the microeconomic characteristics of individual companies and their valuations. Regardless of how macro events unfold, we believe companies with strong, durable economic traits, purchased at sensible prices, are likely to have good long-run returns.

Fund Highlights

What helped performance since inception through October 31, 2015:

•

Alphabet, Inc., the new holding company vehicle for what was previously known as Google, rallied in the third quarter of 2015 as the company announced much stronger than expected earnings. It also reorganized the structure of the company in a way which we believe will make it easier for investors to see the value in its core businesses and more easily assess the progress of their developing ones.

•

Maxim Integrated Products, Inc. is an analog circuit maker whose products serve the communications, computing, consumer and industrial markets. The company performed well this reporting period.

•

Inditex is the world’s largest apparel retailer. It reported a 26% increase in net profit over the first half of 2015, helped by strong sales.

What hurt performance since inception through October 31, 2015:

•

Materials are dominated by commodity businesses, few of which have the structural drivers we like. Our exposure there is low and that was a negative relative to benchmark.

•

Celldex Therapeutics, Inc. is a biotech company focused on oncology. The FDA declined to grant accelerated approval for a treatment the company is developing for brain tumors. We did not expect Celldex to receive accelerated FDA approval on the limited data set it had amassed thus far, and we continue to like the prospects for Celldex.

•

SunEdison, Inc. is a position we initiated in August, in a period of sharp decline in its share price. The company is a developer of technologies in the field of solar power. In recent months concerns developed about the durability of their finances.

•

Clinical-stage biotechnology company bluebird bio, Inc. experienced declines this reporting period.

1290 GLOBAL EQUITY MANAGERS FUND (Unaudited)

Templeton Investment Counsel, LLC

Fund Overview — Templeton Investment Counsel, LLC

At the beginning of the period July 6, 2015 through October 31, 2015, risk aversion spiked alongside volatility, resulting in weak performance of economically sensitive stocks, an extended slide for emerging market equities and currencies, and a continuation of the longest commodity decline on record. These trends largely reversed during the final month as investors took advantage of what seemed to be oversold market conditions. Against that backdrop, the Fund maintained a full and diverse array of stocks from sectors and regions around the world which we believe are undervalued. We believe that while stocks are vulnerable to near-term volatility, the asset class globally has the potential for long-term gains. Within equities, value-oriented stocks remain particularly attractive, in our analysis. Value, which has historically outperformed more often than not, is currently lagging growth by the greatest magnitude and duration on record. We feel that quality stocks, which have been bid up by investors seeking a safe haven, are the most expensive relative to value on record, while growth stocks, which have attracted a scarcity premium in a lackluster economic environment, are the most expensive relative to value since the height of the technology, media and telecommunications bubble. After such a pronounced and extended period of underperformance for value stocks, we expect that the eventual normalization of these historical trends could be supportive of value-oriented equities.

Fund Highlights

What helped performance since inception through October 31, 2015:

•

Stock selection in health care and energy contributed to performance relative to the benchmark. Stock selection and an underweighting in materials also benefited results. Stock selection in the information technology sector was particularly strong as U.S. software firm Microsoft Corp., U.S. diversified technology company Alphabet, Inc. (Google’s new parent) and South Korean semiconductor and consumer electronics manufacturer Samsung Electronics Co. were among the Fund’s top contributors.

•

From a regional standpoint, stock selection and an overweighting in the solidly performing eurozone contributed, as did an off-benchmark allocation in South Korea.

What hurt performance since inception through October 31, 2015:

•

Stock selection and an underweighted position in consumer staples detracted from performance relative to the benchmark as risk-averse investors sought safety in the traditionally defensive sector.

•

Stock selection in financials, telecommunications and consumer discretionary also hurt the Fund. Notable laggards from these sectors included U.K. lender Standard Chartered plc, U.S. retailer Macy’s, Inc. and U.K. mobile operator Vodafone Group plc.

•

Stock selection and an underweighting in the U.S., stock selection in the U.K. and an overweighting in China detracted from a regional perspective.


Sector Weightings as of October 31, 2015	Market Value		% of Net Assets
Financials		$6,433,898		22.1	%
Information Technology		5,247,862		18.0
Health Care		4,968,720		17.0
Consumer Discretionary		3,849,117		13.2
Industrials		2,755,667		9.4
Energy		1,887,981		6.5
Consumer Staples		1,514,095		5.2
Telecommunication Services		892,275		3.1
Materials		848,004		2.9
Cash and Other		765,192		2.6

				100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

(1) transaction costs, including applicable sales charges and redemption fees; and (2) ongoing costs, including investment advisory fees, distribution and/or service (12b-1) fees (in the case of (in the case of Class A, Class C and Class R shares of the Trust), and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

1290 GLOBAL EQUITY MANAGERS FUND (Unaudited)

EXAMPLE


	Beginning Account Value 5/1/15†		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$971.00		$4.41
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.18		7.09
Class I
Actual		1,000.00		972.00		3.63
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.41		5.85
Class R
Actual		1,000.00		970.00		5.21
Hypothetical (5% average annual return before expenses)		1,000.00		1,016.89		8.39
† Commenced operations on July 6, 2015. * Expenses are equal to the Fund’s Class A, I and R shares annualized expense ratios of 1.40%, 1.15% and 1.65%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 for the hypothetical example (to reflect the one-half year period), and multiplied by 117/365 for the actual example (to reflect the actual number of days in the period).

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Number of Shares		Value (Note 1)

COMMON STOCKS:
Brazil (0.6%)
Ambev S.A. (ADR)		5,120	$	24,935
Embraer S.A. (ADR)		5,582		163,943

				188,878

Canada (0.4%)
Suncor Energy, Inc.		3,800		113,076

Cayman Islands (0.0%)
Theravance Biopharma, Inc.*		840		12,558

China (1.7%)
China Life Insurance Co., Ltd., Class H		21,000		76,001
CRRC Corp., Ltd., Class H*		69,000		88,402
JD.com, Inc. (ADR)*		5,110		141,138
Qihoo 360 Technology Co., Ltd. (ADR)*		1,080		61,657
Sinopharm Group Co., Ltd., Class H		19,600		81,176
Weichai Power Co., Ltd., Class H		44,000		47,005

				495,379

Denmark (0.1%)
FLSmidth & Co. A/S		904		34,228

France (7.0%)
Airbus Group SE		4,870		339,312
BNP Paribas S.A.		4,380		266,158
Cie de Saint-Gobain		3,350		140,649
Cie Generale des Etablissements Michelin		1,440		143,465
Kering		1,010		187,199
LVMH Moet Hennessy Louis Vuitton SE		1,560		290,941
Sanofi S.A.		1,800		181,805
Societe Generale S.A.		2,880		133,995
Technip S.A.		3,920		204,776
Total S.A.		3,100		150,487

				2,038,787

Germany (7.1%)
Allianz SE (Registered)		1,465		256,711
Bayer AG (Registered)		2,748		366,700
Bayerische Motoren Werke (BMW) AG (Preference) (q)		3,200		259,025
Deutsche Bank AG (Registered)		5,180		145,082
Deutsche Lufthansa AG (Registered)*		6,440		95,108
HeidelbergCement AG		1,040		77,516
Linde AG		782		135,653
Merck KGaA		1,110		108,427
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen (Registered)		490		97,797
SAP SE		4,631		366,047
Siemens AG (Registered)		1,620		163,001

				2,071,067

Hong Kong (1.4%)
Cheung Kong Property Holdings Ltd.		7,000		49,222
China Mobile Ltd.		6,500		77,826

CK Hutchison Holdings Ltd.		5,000	$	68,704
Haier Electronics Group Co., Ltd.		37,000		71,798
Swire Pacific Ltd., Class A		5,000		58,060
Swire Properties Ltd.		23,000		69,292

				394,902

India (0.7%)
ICICI Bank Ltd. (ADR)		22,550		194,381

Ireland (1.1%)
CRH plc		7,990		218,425
Shire plc		1,340		101,738

				320,163

Israel (0.8%)
Teva Pharmaceutical Industries Ltd. (ADR)		3,898		230,723

Italy (2.0%)
Banca Monte dei Paschi di Siena S.p.A.*		36,680		67,440
Brunello Cucinelli S.p.A.		2,410		43,648
Eni S.p.A.		6,531		106,722
Ferrari N.V.*		260		13,112
Intesa Sanpaolo S.p.A.		25,145		87,597
Prysmian S.p.A.		2,716		58,688
Tod’s S.p.A.		765		64,144
UniCredit S.p.A.		21,348		138,035

				579,386

Japan (9.0%)
Dai-ichi Life Insurance Co., Ltd.		11,700		205,068
FANUC Corp.		600		107,177
KDDI Corp.		8,400		205,075
Keyence Corp.		400		210,757
Konica Minolta, Inc.		9,900		102,634
Kyocera Corp.		3,300		150,492
Murata Manufacturing Co., Ltd.		2,200		316,408
Nidec Corp.		3,000		228,052
Nintendo Co., Ltd.		200		32,286
Nissan Motor Co., Ltd.		24,200		253,993
Nomura Holdings, Inc.		11,800		74,866
SoftBank Group Corp.		1,900		107,022
Sumitomo Mitsui Financial Group, Inc.		4,000		161,100
Suntory Beverage & Food Ltd.		3,800		154,620
Suzuki Motor Corp.		2,300		76,050
Toshiba Corp.*		25,000		71,082
Toyota Motor Corp.		2,800		173,309

				2,629,991

Mexico (0.3%)
Fomento Economico Mexicano S.A.B. de C.V. (ADR)		820		81,254

Netherlands (2.6%)
Akzo Nobel N.V.		2,070		146,706
ING Groep N.V. (CVA)		14,640		213,069
NN Group N.V.		2,340		73,516
QIAGEN N.V.*		3,350		81,265
Royal Dutch Shell plc, Class B		5,160		135,229
SBM Offshore N.V.*		7,690		105,408

				755,193

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares			Value (Note 1)

Norway (0.4%)
Statoil ASA		3,070		$	49,211
Telenor ASA		3,510			66,220

					115,431

Portugal (0.2%)
Galp Energia SGPS S.A.		6,670			72,151

Russia (0.2%)
MMC Norilsk Nickel PJSC (ADR)		4,061			60,509

Singapore (0.7%)
DBS Group Holdings Ltd.		6,200			76,432
Singapore Telecommunications Ltd.		40,500			115,062

					191,494

South Korea (1.8%)
Hana Financial Group, Inc.		2,186			53,305
Hyundai Mobis Co., Ltd.		430			90,522
KB Financial Group, Inc. (ADR)		2,090			65,898
POSCO (ADR)		1,327			53,120
Samsung Electronics Co., Ltd. (GDR) (b)		460			275,310

					538,155

Spain (2.3%)
Banco Bilbao Vizcaya Argentaria S.A.		15,337			132,224
Industria de Diseno Textil S.A.		7,921			297,066
Repsol S.A.		5,994			75,635
Telefonica S.A.		11,692			154,671

					659,596
			��
Sweden (1.9%)
Assa Abloy AB, Class B		11,629			231,395
Getinge AB, Class B		4,750			118,923
Telefonaktiebolaget LM Ericsson, Class B		20,736			202,298

					552,616

Switzerland (5.3%)
ACE Ltd.		1,080			122,623
Credit Suisse Group AG (Registered)*		13,889			346,786
Glencore plc*		46,600			80,818
Nestle S.A. (Registered)		1,966			150,366
Novartis AG (Registered)		1,140			103,626
Roche Holding AG		1,285			348,794
Swiss Reinsurance AG		1,270			118,077
UBS Group AG (Registered)		14,186			283,878

					1,554,968

Taiwan (0.2%)
Taiwan Semiconductor Manufacturing Co., Ltd. (ADR)		2,591			56,898

Thailand (0.3%)
Bangkok Bank PCL (NVDR)		17,300			81,472

United Kingdom (8.8%)
Aviva plc		19,360			145,049
BAE Systems plc		11,720			79,551
Barclays plc		45,820			163,876

BG Group plc		6,300		$	99,549
BP plc		33,430			199,134
Circassia Pharmaceuticals plc*		24,240			104,669
Earthport plc*		54,020			32,478
GlaxoSmithKline plc		8,940			193,636
HSBC Holdings plc		18,000			141,666
Kingfisher plc		27,500			149,693
Lloyds Banking Group plc		90,570			102,944
Noble Corp. plc		8,460			113,956
Prudential plc		11,140			260,864
Sky plc		7,810			131,957
Standard Chartered plc		6,070			67,505
Tesco plc*		46,470			131,313
Unilever plc		5,990			267,145
Vodafone Group plc		50,380			166,399

					2,551,384

United States (40.5%)
3M Co.		1,330			209,089
ACADIA Pharmaceuticals, Inc.*		2,590			90,184
Adobe Systems, Inc.*		3,370			298,784
Aetna, Inc.		2,950			338,601
Allergan plc*		910			280,708
Alphabet, Inc., Class A*		610			449,808
Alphabet, Inc., Class C*		420			298,540
Altera Corp.		5,590			293,755
American Express Co.		950			69,597
American International Group, Inc.		1,680			105,941
Amgen, Inc.		1,440			227,779
Anthem, Inc.		1,690			235,164
Applied Materials, Inc.		6,950			116,552
Baker Hughes, Inc.		2,870			151,192
Best Buy Co., Inc.		2,230			78,117
Biogen, Inc.*		490			142,350
BioMarin Pharmaceutical, Inc.*		1,110			129,914
Bluebird Bio, Inc.*		890			68,646
Capital One Financial Corp.		2,040			160,956
Celldex Therapeutics, Inc.*		6,850			82,611
Chesapeake Energy Corp.		4,170			29,732
Chevron Corp.		1,360			123,597
Cigna Corp.		250			33,510
Cisco Systems, Inc.		4,660			134,441
Citigroup, Inc.		9,310			495,013
Clovis Oncology, Inc.*		950			94,915
Colgate-Palmolive Co.		4,530			300,566
Comcast Corp., Class A		3,740			234,535
CVS Health Corp.		2,040			201,511
eBay, Inc.*		5,600			156,240
Eli Lilly & Co.		1,040			84,833
Emerson Electric Co.		2,000			94,460
Facebook, Inc., Class A*		2,520			256,964
FedEx Corp.		430			67,102
FNF Group		3,150			111,132
Foot Locker, Inc.		1,660			112,465
General Motors Co.		2,480			86,577
Gilead Sciences, Inc.		4,180			451,983
Goldman Sachs Group, Inc.		1,180			221,250
Halliburton Co.		4,120			158,126
Hewlett-Packard Co.		2,190			59,042
Humana, Inc.		30			5,359

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

International Game Technology plc		4,300	$	69,746
Intuit, Inc.		2,730		265,984
JPMorgan Chase & Co.		3,080		197,890
Knowles Corp.*		5,260		87,632
LyondellBasell Industries N.V., Class A		810		75,257
MacroGenics, Inc.*		2,170		67,422
Macy’s, Inc.		1,330		67,803
Maxim Integrated Products, Inc.		7,500		307,350
McDonald’s Corp.		780		87,555
McGraw Hill Financial, Inc.		3,860		357,590
Medivation, Inc.*		1,160		48,790
Merck & Co., Inc.		1,690		92,375
Microsoft Corp.		6,410		337,422
Morgan Stanley		1,920		63,302
News Corp., Class A		5,130		79,002
Oracle Corp.		2,240		87,002
PayPal Holdings, Inc.*		5,600		201,656
Pfizer, Inc.		4,260		144,073
Rockwell Collins, Inc.		860		74,579
St. Jude Medical, Inc.		1,430		91,248
Stanley Black & Decker, Inc.		900		95,382
SunEdison, Inc.*		12,250		89,425
SunTrust Banks, Inc./Georgia		2,920		121,238
Tiffany & Co.		2,160		178,070
Twenty-First Century Fox, Inc., Class A		3,470		106,494
United Parcel Service, Inc., Class B		2,900		298,758
Vertex Pharmaceuticals, Inc.*		540		67,360
Walgreens Boots Alliance, Inc.		2,390		202,385
Walt Disney Co.		3,180		361,693
Zimmer Biomet Holdings, Inc.		1,500		156,855

				11,822,979

Total Investments (97.4%) (Cost $29,153,539)				28,397,619
Other Assets Less Liabilities (2.6%)				765,192

Net Assets (100%)			$	29,162,811

*	Non-income producing.

(b)

Illiquid Security.

(q)

Preference Shares are a special type of equity investment that shares in the earnings of the company, has limited voting rights, and receives a greater dividend than applicable Common Shares.

Glossary:

ADR

— American Depositary Receipt

CVA

— Dutch Certification

GDR

— Global Depositary Receipt

NVDR

— Non-Voting Depositary Receipt


Sector Weightings as of October 31, 2015	Market Value		% of Net Assets
Financials		$6,433,898		22.1	%
Information Technology		5,247,862		18.0
Health Care		4,968,720		17.0
Consumer Discretionary		3,849,117		13.2
Industrials		2,755,667		9.4
Energy		1,887,981		6.5
Consumer Staples		1,514,095		5.2
Telecommunication Services		892,275		3.1
Materials		848,004		2.9
Cash and Other		765,192		2.6

				100.0	%

Holdings are subject to change without notice.

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Common Stocks
Consumer Discretionary	$	1,616,307	$	2,232,810	$	—	$	3,849,117
Consumer Staples		810,651		703,444		—		1,514,095
Energy		689,679		1,198,302		—		1,887,981
Financials		2,286,811		4,147,087		—		6,433,898
Health Care		3,177,961		1,790,759		—		4,968,720
Industrials		1,003,313		1,752,354		—		2,755,667
Information Technology		3,559,152		1,688,710		—		5,247,862
Materials		188,886		659,118		—		848,004
Telecommunication Services		—		892,275		—		892,275

Total Assets	$	13,332,760	$	15,064,859	$	—	$	28,397,619

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	13,332,760	$	15,064,859	$	—	$	28,397,619

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

Fair Values of Derivative Instruments as of October 31, 2015:

The Effect of Derivative Instruments on the Statement of Operations for the period ended October 31, 2015:


Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Derivatives Not Accounted for as Hedging Instruments^	Forward Foreign Currency Contracts			Total



Foreign exchange contracts	$	(6,800	)	$	(6,800	)

^ The Fund held forward foreign currency contracts as hedging.

The Fund held forward foreign currency contracts with an average settlement value of approximately $100, for one month during the period ended October 31, 2015.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	30,164,513
Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	917,021

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	894,406
Aggregate gross unrealized depreciation		(1,672,191	)

Net unrealized depreciation	$	(777,785	)

Federal income tax cost of investments	$	29,175,404

For the period ended October 31, 2015, the Fund incurred approximately $761 as brokerage commissions with Sanford C. Bernstein & Co., LLC,. an affiliated broker/dealer.

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015


ASSETS
Investments at value (Cost $29,153,539)	$	28,397,619
Cash		728,283
Foreign cash (Cost $27,688)		27,642
Dividends, interest and other receivables		35,881
Deferred offering cost		18,558
Receivable from investment adviser		12,510

Total assets		29,220,493

LIABILITIES
Transfer agent fees payable		3,188
Trustees’ fees payable		201
Distribution fees payable – Class R		40
Distribution fees payable – Class A		21
Accrued expenses		54,232

Total liabilities		57,682

NET ASSETS	$	29,162,811

Net assets were comprised of:
Paid in capital	$	30,001,851
Accumulated undistributed net investment income (loss)		12,390
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(95,351	)
Net unrealized appreciation (depreciation) on investments and foreign currency translations		(756,079	)

Net assets	$	29,162,811

Class A
Net asset value and redemption price per share, $102,219 / 10,528 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.71
Maximum sales charge (5.50% of offering price)		0.57

Maximum offering price per share	$	10.28

Class I
Net asset value and redemption price per share, $28,963,573 / 2,980,580 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.72

Class R
Net asset value and redemption price per share, $97,019 / 10,000 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.70

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Dividends (net of $5,224 foreign withholding tax)	$	129,072
Interest		502

Total income		129,574

EXPENSES
Investment advisory fees		74,532
Professional fees		55,490
Administrative fees		19,235
Custodian fees		10,500
Offering costs		8,720
Printing and mailing expenses		6,769
Transfer agent fees		6,405
Trustees’ fees		833
Registration and filing fees		184
Distribution fees – Class R		155
Distribution fees – Class A		80
Miscellaneous		4,825

Gross expenses		187,728
Less: Waiver from investment adviser		(80,380	)

Net expenses		107,348

NET INVESTMENT INCOME (LOSS)		22,226

REALIZED AND UNREALIZED GAIN (LOSS)
Realized gain (loss) on:
Investments		(95,351	)
Foreign currency transactions		(18,735	)

Net realized gain (loss)		(114,086	)

Change in unrealized appreciation (depreciation) on:
Investments		(755,920	)
Foreign currency translations		(159	)

Net change in unrealized appreciation (depreciation)		(756,079	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		(870,165	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(847,939	)

*	The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

STATEMENT OF CHANGES IN NET ASSETS


	July 6, 2015* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	22,226
Net realized gain (loss) on investments and foreign currency transactions		(114,086	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency translations		(756,079	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		(847,939	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 10,528 shares ]		105,000

Total Class A transactions		105,000

Class I
Capital shares sold [ 2,980,580 shares ]		29,805,750

Total Class I transactions		29,805,750

Class R
Capital shares sold [ 10,000 shares ]		100,000

Total Class R transactions		100,000

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		30,010,750

TOTAL INCREASE (DECREASE) IN NET ASSETS		29,162,811
NET ASSETS:
Beginning of period		—

End of period (a)	$	29,162,811

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	12,390

* The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

FINANCIAL HIGHLIGHTS


Class A	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		—	#
Net realized and unrealized gain (loss) on investments and foreign currency transactions		(0.29	)

Total from investment operations		(0.29	)

Net asset value, end of period	$	9.71

Total return (b)		(2.90	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	102
Ratio of expenses to average net assets:
After waivers (a)		1.40	%
Before waivers (a)		1.93	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		—	%‡‡(l)
Before waivers (a)		(0.54	)%(l)
Portfolio turnover rate (z)^		3	%

Class I	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.01
Net realized and unrealized gain (loss) on investments and foreign currency transactions		(0.29	)

Total from investment operations		(0.28	)

Net asset value, end of period	$	9.72

Total return (b)		(2.80	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	28,964
Ratio of expenses to average net assets:
After waivers (a)		1.15	%
Before waivers (a)		1.68	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		0.24	%(l)
Before waivers (a)		(0.28	)%(l)
Portfolio turnover rate (z)^		3	%

See Notes to Financial Statements.

1290 FUNDS

1290 GLOBAL EQUITY MANAGERS FUND

FINANCIAL HIGHLIGHTS (Continued)


Class R	*July 6, 2015 to October 31, 2015**
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		(0.01	)
Net realized and unrealized gain (loss) on investments and foreign currency transactions		(0.29	)

Total from investment operations		(0.30	)

Net asset value, end of period	$	9.70

Total return (b)		(3.00	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	97
Ratio of expenses to average net assets:
After waivers (a)		1.65	%
Before waivers (a)		2.18	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		(0.26	)%(l)
Before waivers (a)		(0.78	)%(l)
Portfolio turnover rate (z)^		3	%

*	Commencement of Operations.

‡‡	Amount is less than 0.005%.

#	Per share amount is less than $0.005.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 HIGH YIELD BOND FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISER

_Ø

AXA Investment Managers, Inc.

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		(2.62	)%
	with Sales Charge (a)		(6.99	)
Fund – Class C Shares*	without Sales Charge		(2.39	)
	with Sales Charge (b)		(3.30	)
Fund – Class I Shares *			(2.39	)
Fund – Class R Shares *			(2.86	)
BofA Merrill Lynch U.S. High Yield Master II Index			(1.94	)
* Date of inception 11/12/14. (a) A 4.50% front-end sales charge was deducted. (b) A 1.00% sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 High Yield Bond Fund and BofA Merrill Lynch U.S. High Yield Master II Index from 11/12/14 to 10/31/15. The performance of the BofA Merrill Lynch U.S. High Yield Master II Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of the BofA Merrill Lynch U.S. High Yield Master II Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned (2.39)% for the period ended October 31, 2015. The Fund’s benchmark, the BofA Merrill Lynch U.S. High Yield Master II Index, returned (1.94)% over the same period.

Fund Overview — AXA Investment Managers, Inc.

During the period November 12, 2014 through October 31, 2015, the U.S. high yield market posted a negative total return. Returns in the U.S. high yield market were impacted by a number of factors including sharp declines in commodity prices, investor concerns regarding global economic growth and speculation regarding a potential shift in the U.S. Federal Reserve policy. During this time period, within U.S. high yield, more highly rated bonds outperformed lower rated bonds. On a sector basis, during this time period, the energy sector underperformed significantly, while the consumer goods sector was the best-performing. Outflows from high yield funds have fallen dramatically versus this time period last year, as have new issues. While there has been an increase in the number of defaults, the dollar value is less than half of what it was for the same period last year.

Fund Highlights

What helped performance since inception through October 31, 2015:

•

The Fund’s relative outperformance was driven by positive security selection, particularly within the highest-yielding and shortest duration segments of the market.

•

The Fund’s relative performance benefitted from an overweight within the defensive shortest duration segment of the market, which outperformed. Fund performance also benefitted from participation in multiple new issues which performed well.

•

From a sector perspective, the Fund’s outperformance was driven by positive security selection, particularly within the basic industry and energy sectors.

•

Relative performance benefitted from an overweight position within the technology and electronics sector, which outperformed the broader market during the period.

•

Sitel Worldwide bonds were a top contributor to return during the period due to the company being acquired, resulting in Sitel’s bonds being called at a premium to par during the period.

•

BI-LO LLC is a regional supermarket company with a geographic focus in the southeastern United States. BI-LO bonds were a top contributor to return during the period as investors gained confidence in the company’s new management team and the company posted multiple quarters of improved results.

•

Pacnet is a global fiber network data company with a focus on Asian Pacific markets. Pacnet bonds were a top contributor to return during the period due to the company being acquired by Telstra Corp., Ltd., an investment grade-rated, Australian-based telecommunications company.

What hurt performance since inception through October 31, 2015:

•

The Fund’s macro positioning throughout the risk spectrum of the high yield market was detrimental to performance. Specifically, the Fund’s

1290 HIGH YIELD BOND FUND (Unaudited)

overweight to the highest-yielding portion of the market had a negative impact on relative performance as this segment of the market underperformed the broader market during the period. In addition, the Fund’s underweighted position within the better quality, more interest-rate sensitive portion of the market had a negative impact on relative performance as this segment outperformed.

•

Negative security selection within the financial services and telecommunications sectors detracted during the period.

•

The Fund’s underweight exposure to the banking sector detracted from relative performance as this sector outperformed.

•

Penn Virginia Corporation is an exploration and production company focused on the Eagle Ford region. Penn Virginia bonds were a bottom contributor to return during the period due to weakness in commodity prices as well as investors focusing on the potential risk of additional secured debt being added to the capital structure in the future.

•

Intelsat Jackson Holdings S.A. is a leading provider of satellite services. Intelsat bonds were a bottom contributor to return during the period due to the company reporting earnings and guidance which were below market expectations.

•

ACE Cash Express, Inc. is a consumer-focused, specialty finance company. Ace Cash bonds were a bottom contributor to return during the period due to continued regulatory uncertainty within the specialty finance sector.


Fund Characteristics As of October 31, 2015
Weighted Average Life (Years)	5.72
Weighted Average Coupon (%)	7.39
Weighted Average Modified Duration (Years)*	3.53
30 Day SEC Yield (Class I)	7.38	%
30 Day Unsubsidized Yield (Class I)	6.09	%
* Modified duration is a measure of the price sensitivity of the Fund to interest rate movements, taking into account specific features of the securities in which it invests.


Fund Composition as of October 31, 2015	% of Net Assets
Industrials		15.4	%
Consumer Discretionary		13.8
Energy		12.4
Financials		11.2
Telecommunication Services		10.1
Information Technology		9.1
Materials		7.8
Health Care		6.4
Consumer Staples		5.8
Investment Company		3.7
Utilities		2.1
Cash and Other		2.2

		100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


	Beginning Account Value 5/1/15		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$963.17		$5.20
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.91		5.35
Class C**
Actual		1,000.00		964.40		3.96
Hypothetical (5% average annual return before expenses)		1,000.00		1,021.17		4.08
Class I
Actual		1,000.00		964.40		3.96
Hypothetical (5% average annual return before expenses)		1,000.00		1,021.17		4.08
Class R
Actual		1,000.00		961.95		6.43
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.65		6.61
* Expenses are equal to the Fund’s Class A, C, I and R shares annualized expense ratios of 1.05%, 0.80%, 0.80% and 1.30%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 (to reflect the one-half year period). ** Class C shares currently are not offered for sale.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Principal Amount		Value (Note 1)

LONG-TERM DEBT SECURITIES:
Corporate Bonds (94.1%)
Consumer Discretionary (13.8%)
*Auto Components (0.5%)*
ZF North America Capital, Inc.
4.500%, 4/29/22§	$	150,000	$	151,035

*Distributors (0.4%)*
American Tire Distributors, Inc.
10.250%, 3/1/22§		110,000		111,100

*Diversified Consumer Services (0.4%)*
ServiceMaster Co. LLC
7.450%, 8/15/27		100,000		102,000

*Hotels, Restaurants & Leisure (3.9%)*
Eldorado Resorts, Inc.
7.000%, 8/1/23§		87,000		88,305
LTF Merger Sub, Inc.
8.500%, 6/15/23§		107,000		107,000
MGM Resorts International
11.375%, 3/1/18		245,000		287,875
Pinnacle Entertainment, Inc.
6.375%, 8/1/21		87,000		92,872
Royal Caribbean Cruises Ltd.
5.250%, 11/15/22		90,000		95,175
7.500%, 10/15/27		80,000		93,200
Viking Cruises Ltd.
8.500%, 10/15/22§		225,000		245,250
6.250%, 5/15/25§		66,000		64,845

				1,074,522

*Household Durables (1.0%)*
American Greetings Corp.
7.375%, 12/1/21		40,000		42,050
Century Intermediate Holding Co. 2
9.750%, 2/15/19 PIK§		90,000		93,037
Mattamy Group Corp.
6.500%, 11/15/20§		95,000		93,756
Taylor Morrison Communities, Inc./Monarch Communities, Inc.
5.625%, 3/1/24§		65,000		64,025

				292,868

*Media (6.6%)*
Acosta, Inc.
7.750%, 10/1/22§		120,000		116,100
Altice Luxembourg S.A.
7.750%, 5/15/22§		200,000		192,500
Cablevision Systems Corp.
7.750%, 4/15/18		85,000		89,250
Cequel Communications Holdings I LLC/Cequel Capital Corp.
5.125%, 12/15/21§		125,000		120,250
CSC Holdings LLC
5.250%, 6/1/24		104,000		91,468
DISH DBS Corp.
5.875%, 11/15/24		120,000		114,780
Gray Television, Inc.
7.500%, 10/1/20		85,000		88,825
Igloo Holdings Corp.
8.250%, 12/15/17 PIK§		300,000		301,500
Interactive Data Corp.
5.875%, 4/15/19§		90,000		90,562
McGraw-Hill Global Education Holdings LLC/McGraw-Hill Global Education Finance
9.750%, 4/1/21		95,000		104,025

MHGE Parent LLC/MHGE Parent Finance, Inc.
8.500%, 8/1/19§	$	281,000	$	285,918
Nexstar Broadcasting, Inc.
6.875%, 11/15/20		95,000		98,211
6.125%, 2/15/22§		21,000		20,685
Sirius XM Radio, Inc.
5.375%, 4/15/25§		115,000		117,737

				1,831,811

*Multiline Retail (0.3%)*
99 Cents Only Stores LLC
11.000%, 12/15/19		140,000		72,800

*Specialty Retail (0.7%)*
Hot Topic, Inc.
9.250%, 6/15/21§		83,000		80,095
L Brands, Inc.
6.875%, 11/1/35 (b)§		122,000		126,423

				206,518

Total Consumer Discretionary				3,842,654

Consumer Staples (5.8%)
*Beverages (0.9%)*
Constellation Brands, Inc.
4.750%, 11/15/24		90,000		93,600
Innovation Ventures LLC/Innovation Ventures Finance Corp.
9.500%, 8/15/19§		162,000		169,290

				262,890

*Food & Staples Retailing (3.1%)*
BI-LO LLC/BI-LO Finance Corp.
8.625%, 9/15/18 PIK§		201,000		183,413
CVS Health Corp.
5.000%, 12/1/24 (b)§		90,000		99,967
Petco Holdings, Inc.
8.500%, 10/15/17 PIK§		240,000		242,700
Rite Aid Corp.
9.250%, 3/15/20		100,000		107,380
6.125%, 4/1/23§		100,000		108,125
U.S. Foods, Inc.
8.500%, 6/30/19		115,000		119,462

				861,047

*Food Products (1.6%)*
JBS USA LLC/JBS USA Finance, Inc.
8.250%, 2/1/20§		140,000		146,475
5.750%, 6/15/25§		154,000		149,188
Post Holdings, Inc.
7.750%, 3/15/24§		94,000		100,580
8.000%, 7/15/25§		36,000		39,060

				435,303

*Household Products (0.2%)*
Sun Products Corp.
7.750%, 3/15/21§		68,000		63,498

Total Consumer Staples				1,622,738

Energy (12.4%)
*Oil, Gas & Consumable Fuels (12.4%)*
American Energy — Woodford LLC/AEW Finance Corp.
12.000%, 12/30/20 PIK§		63,000		23,940

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

Antero Resources Corp.
5.625%, 6/1/23§	$	132,000	$	121,440
Artsonig Pty Ltd.
11.500%, 4/1/19 PIK (b)§		134,832		10,112
Blue Racer Midstream LLC/Blue Racer Finance Corp.
6.125%, 11/15/22§		136,000		127,133
Calumet Specialty Products Partners LP/Calumet Finance Corp.
7.625%, 1/15/22		130,000		125,775
7.750%, 4/15/23§		107,000		99,510
Carrizo Oil & Gas, Inc.
6.250%, 4/15/23		85,000		80,537
Chaparral Energy, Inc.
9.875%, 10/1/20		115,000		41,400
Concho Resources, Inc.
7.000%, 1/15/21		120,000		124,200
Crestwood Midstream Partners LP/Crestwood Midstream Finance Corp.
6.125%, 3/1/22		115,000		99,187
6.250%, 4/1/23§		109,000		92,923
Diamondback Energy, Inc.
7.625%, 10/1/21		53,000		56,445
Eclipse Resources Corp.
8.875%, 7/15/23§		110,000		86,075
Endeavor Energy Resources LP/EER Finance, Inc.
8.125%, 9/15/23§		34,000		33,660
EP Energy LLC/Everest Acquisition Finance, Inc.
9.375%, 5/1/20		31,000		27,047
6.375%, 6/15/23		155,000		117,025
Genesis Energy LP/Genesis Energy Finance Corp.
5.750%, 2/15/21		180,000		168,300
6.750%, 8/1/22		40,000		38,950
6.000%, 5/15/23		69,000		62,790
5.625%, 6/15/24		125,000		110,475
Linn Energy LLC/Linn Energy Finance Corp.
7.750%, 2/1/21		81,000		18,225
Oasis Petroleum, Inc.
6.875%, 3/15/22		115,000		98,325
ONEOK, Inc.
7.500%, 9/1/23		120,000		118,800
Parsley Energy LLC/Parsley Finance Corp.
7.500%, 2/15/22 (b)§		35,000		35,131
PBF Logistics LP/PBF Logistics Finance Corp.
6.875%, 5/15/23§		139,000		128,575
Rice Energy, Inc.
7.250%, 5/1/23§		65,000		60,775
Rose Rock Midstream LP/Rose Rock Finance Corp.
5.625%, 7/15/22		120,000		103,200
5.625%, 11/15/23§		94,000		80,370
RSP Permian, Inc.
6.625%, 10/1/22§		31,000		30,613
Sanchez Energy Corp.
7.750%, 6/15/21		90,000		71,550
Summit Midstream Holdings LLC/Summit Midstream Finance Corp.
7.500%, 7/1/21		95,000		92,150
5.500%, 8/15/22		120,000		107,100
Targa Resources Partners LP/Targa Resources Partners Finance Corp.
6.875%, 2/1/21		155,000		156,163
6.750%, 3/15/24§		90,000		88,425
Tesoro Logistics LP/Tesoro Logistics Finance Corp.
6.250%, 10/15/22§		58,000		60,465

Ultra Petroleum Corp.
5.750%, 12/15/18§	$	64,000	$	43,040
6.125%, 10/1/24§		150,000		81,000
Western Refining Logistics LP/WNRL Finance Corp.
7.500%, 2/15/23		171,000		173,565
Whiting Canadian Holding Co. ULC
8.125%, 12/1/19		170,000		172,550
Whiting Petroleum Corp.
5.750%, 3/15/21		90,000		83,817

Total Energy				3,450,763

Financials (11.2%)
*Banks (0.3%)*
Creditcorp.
12.000%, 7/15/18§		113,000		83,196

*Consumer Finance (2.0%)*
AerCap Ireland Capital Ltd./AerCap Global Aviation Trust
4.500%, 5/15/21		170,000		173,825
4.625%, 7/1/22		150,000		153,195
Ally Financial, Inc.
4.625%, 5/19/22		92,000		95,680
Speedy Cash Intermediate Holdings Corp.
10.750%, 5/15/18§		26,000		18,525
TMX Finance LLC/TitleMax Finance Corp.
8.500%, 9/15/18§		163,000		127,955

				569,180

*Diversified Financial Services (5.6%)*
ACE Cash Express, Inc.
11.000%, 2/1/19§		375,000		123,750
Alphabet Holding Co., Inc.
7.750%, 11/1/17 PIK		175,000		172,812
DFC Finance Corp.
10.500%, 6/15/20§		274,000		188,375
James Hardie International Finance Ltd.
5.875%, 2/15/23§		200,000		207,500
MSCI, Inc.
5.750%, 8/15/25§		100,000		105,500
Nielsen Finance LLC/Nielsen Finance Co.
5.000%, 4/15/22§		129,000		130,458
Opal Acquisition, Inc.
8.875%, 12/15/21§		155,000		141,825
Prospect Holding Co. LLC/Prospect Holding Finance Co.
10.250%, 10/1/18§		155,000		75,950
Speedy Group Holdings Corp.
12.000%, 11/15/17§		230,000		165,600
Stearns Holdings LLC
9.375%, 8/15/20§		261,000		262,958

				1,574,728

*Insurance (1.9%)*
American Equity Investment Life Holding Co.
6.625%, 7/15/21		140,000		146,348
Hub Holdings LLC/Hub Holdings Finance, Inc.
8.125%, 7/15/19 PIK§		143,000		139,068
HUB International Ltd.
7.875%, 10/1/21§		231,000		230,422

				515,838

*Real Estate Investment Trusts (REITs) (0.4%)*
Equinix, Inc.
5.750%, 1/1/25		100,000		104,500

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

*Real Estate Management & Development (1.0%)*
Crescent Resources LLC/Crescent Ventures, Inc.
10.250%, 8/15/17§	$	70,000	$	71,050
Greystar Real Estate Partners LLC
8.250%, 12/1/22§		100,000		105,000
Howard Hughes Corp.
6.875%, 10/1/21§		94,000		97,760

				273,810

Total Financials				3,121,252

Health Care (6.4%)
*Health Care Equipment & Supplies (1.2%)*
Greatbatch Ltd.
9.125%, 11/1/23 (b)§		90,000		92,250
Hill-Rom Holdings, Inc.
5.750%, 9/1/23§		47,000		47,999
Immucor, Inc.
11.125%, 8/15/19		185,000		189,625

				329,874

*Health Care Providers & Services (1.3%)*
Acadia Healthcare Co., Inc.
5.625%, 2/15/23§		64,000		64,160
CHS/Community Health Systems, Inc.
6.875%, 2/1/22		85,000		85,637
HCA, Inc.
7.690%, 6/15/25		41,000		45,305
IASIS Healthcare LLC/IASIS Capital Corp.
8.375%, 5/15/19		80,000		81,800
Tenet Healthcare Corp.
8.000%, 8/1/20		12,000		12,420
8.125%, 4/1/22		80,000		84,560

				373,882

*Life Sciences Tools & Services (0.2%)*
Sterigenics-Nordion Holdings LLC
6.500%, 5/15/23§		42,000		42,394

*Pharmaceuticals (3.7%)*
Capsugel S.A.
7.000%, 5/15/19 PIK§		295,000		297,212
Concordia Healthcare Corp.
9.500%, 10/21/22 (b)§		25,000		24,500
7.000%, 4/15/23§		120,000		104,700
DBx Holdings B.V.
7.500%, 2/1/22§		86,000		87,720
JLL/Delta Dutch Pledgeco B.V.
8.750%, 5/1/20 PIK§		186,000		187,395
Valeant Pharmaceuticals International, Inc.
7.000%, 10/1/20§		30,000		27,825
7.500%, 7/15/21§		140,000		128,100
6.125%, 4/15/25§		205,000		172,979

				1,030,431

Total Health Care				1,776,581

Industrials (15.4%)
*Aerospace & Defense (2.2%)*
Bombardier, Inc.
6.125%, 1/15/23§		80,000		62,000
7.500%, 3/15/25§		157,000		122,460
DynCorp International, Inc.
10.375%, 7/1/17		315,000		248,850

TransDigm, Inc.
7.500%, 7/15/21	$	100,000	$	105,250
6.500%, 7/15/24		85,000		86,487

				625,047

*Air Freight & Logistics (0.6%)*
DH Services Luxembourg Sarl
7.750%, 12/15/20§		153,000		157,590

*Building Products (1.2%)*
Building Materials Corp. of America
6.000%, 10/15/25§		140,000		149,100
Nortek, Inc.
8.500%, 4/15/21		180,000		190,800

				339,900

*Commercial Services & Supplies (1.4%)*
Covanta Holding Corp.
5.875%, 3/1/24		80,000		79,200
Jaguar Holding Co. II/Pharmaceutical Product Development LLC
6.375%, 8/1/23§		84,000		84,000
Multi-Color Corp.
6.125%, 12/1/22§		69,000		70,811
Mustang Merger Corp.
8.500%, 8/15/21§		150,000		157,313

				391,324

*Construction & Engineering (1.5%)*
Michael Baker Holdings LLC/Micahel Baker Finance Corp.
8.875%, 4/15/19 PIK§		94,331		76,880
Michael Baker International LLC/CDL Acquisition Co., Inc.
8.250%, 10/15/18§		180,000		169,200
Tutor Perini Corp.
7.625%, 11/1/18		175,000		178,500

				424,580

*Electrical Equipment (1.1%)*
Global Brass & Copper, Inc.
9.500%, 6/1/19		195,000		209,625
International Wire Group Holdings, Inc.
8.500%, 10/15/17§		100,000		103,000

				312,625

*Machinery (2.2%)*
Case New Holland Industrial, Inc.
7.875%, 12/1/17		80,000		86,600
Park-Ohio Industries, Inc.
8.125%, 4/1/21		165,000		172,837
SPL Logistics Escrow LLC/SPL Logistics Finance Corp.
8.875%, 8/1/20§		185,000		196,100
Waterjet Holdings, Inc.
7.625%, 2/1/20§		145,000		146,813

				602,350

*Road & Rail (1.7%)*
Neovia Logistics Intermediate Holdings LLC/Logistics Intermediate Finance Corp.
10.000%, 2/15/18 PIK§		138,000		138,690
OPE KAG Finance Sub, Inc.
7.875%, 7/31/23§		132,000		137,280
Watco Cos. LLC/Watco Finance Corp.
6.375%, 4/1/23§		190,000		190,000

				465,970

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

*Trading Companies & Distributors (2.6%)*
Beacon Roofing Supply, Inc.
6.375%, 10/1/23§	$	39,000	$	41,048
HD Supply, Inc.
7.500%, 7/15/20		100,000		106,250
11.500%, 7/15/20		165,000		186,450
International Lease Finance Corp.
8.625%, 1/15/22		170,000		208,454
Intrepid Aviation Group Holdings LLC/Intrepid Finance Co.
6.875%, 2/15/19§		155,000		135,431
Optimas OE Solutions Holding LLC/Optimas OE Solutions, Inc.
8.625%, 6/1/21§		40,000		38,075

				715,708

*Transportation Infrastructure* (*0.9%*)
Aguila 3 S.A.
7.875%, 1/31/18§		245,000		248,522

Total Industrials				4,283,616

Information Technology (9.1%)
*Communications Equipment (0.9%)*
Aegis Merger Sub, Inc.
10.250%, 2/15/23§		116,000		118,320
CommScope Technologies Finance LLC
6.000%, 6/15/25§		133,000		134,995

				253,315

*Electronic Equipment, Instruments & Components (1.0%)*
Brightstar Corp.
7.250%, 8/1/18§		100,000		104,000
CPI International, Inc.
8.750%, 2/15/18		165,000		165,825

				269,825

*Internet Software & Services (0.3%)*
j2 Global, Inc.
8.000%, 8/1/20		85,000		90,525

*IT Services (1.3%)*
Alliance Data Systems Corp.
5.375%, 8/1/22§		146,000		148,008
SRA International, Inc.
11.000%, 10/1/19		198,000		208,890

				356,898

*Semiconductors & Semiconductor Equipment (0.5%)*
Advanced Micro Devices, Inc.
6.750%, 3/1/19		190,000		146,300

*Software (4.8%)*
Audatex North America, Inc.
6.000%, 6/15/21§		110,000		110,000
6.125%, 11/1/23§		177,000		178,327
BCP Singapore VI Cayman Financing Co., Ltd.
8.000%, 4/15/21§		155,000		135,625
BMC Software Finance, Inc.
8.125%, 7/15/21§		125,000		96,875
BMC Software, Inc.
7.250%, 6/1/18		35,000		30,800
Boxer Parent Co., Inc.
9.000%, 10/15/19 PIK§		325,000		234,000
Ensemble S Merger Sub, Inc.
9.000%, 9/30/23§		191,000		190,761

Infor Software Parent LLC/Infor Software Parent, Inc.
7.125%, 5/1/21 PIK§	$	93,000	$	80,501
Infor U.S., Inc.
5.750%, 8/15/20 (b)§		45,000		45,900
6.500%, 5/15/22§		125,000		118,438
Italics Merger Sub, Inc.
7.125%, 7/15/23§		118,000		117,056

				1,338,283

*Technology Hardware, Storage & Peripherals (0.3%)*
NCR Corp.
6.375%, 12/15/23		85,000		86,700

Total Information Technology				2,541,846

Materials (7.8%)
*Chemicals (2.1%)*
Eco Services Operations LLC/Eco Finance Corp.
8.500%, 11/1/22§		117,000		104,130
Nexeo Solutions LLC/Nexeo Solutions Finance Corp.
8.375%, 3/1/18		156,000		142,740
Rayonier AM Products, Inc.
5.500%, 6/1/24§		252,000		195,930
Rentech Nitrogen Partners LP/Rentech Nitrogen Finance Corp.
6.500%, 4/15/21§		145,000		145,000

				587,800

*Commercial Services & Supplies (0.6%)*
Nufarm Australia Ltd.
6.375%, 10/15/19§		165,000		164,175

*Construction Materials (0.5%)*
Summit Materials LLC/Summit Materials Finance Corp.
10.500%, 1/31/20		50,000		53,000
6.125%, 7/15/23		94,000		93,765

				146,765

*Containers & Packaging (1.8%)*
Berry Plastics Corp.
6.000%, 10/15/22 (b)§		49,000		51,328
5.125%, 7/15/23		36,000		35,550
BWAY Holding Co.
9.125%, 8/15/21§		280,000		272,300
Coveris Holding Corp.
10.000%, 6/1/18§		150,000		148,500

				507,678

*Metals & Mining (2.8%)*
ArcelorMittal S.A.
7.000%, 2/25/22		140,000		133,084
7.750%, 10/15/39		170,000		145,350
Barminco Finance Pty Ltd.
9.000%, 6/1/18§		125,000		97,500
HudBay Minerals, Inc.
9.500%, 10/1/20		145,000		126,150
Prince Mineral Holding Corp.
11.500%, 12/15/19§		160,000		134,000
WireCo WorldGroup, Inc.
9.500%, 5/15/17		160,000		145,600

				781,684

Total Materials				2,188,102

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

Telecommunication Services (10.1%)
*Diversified Telecommunication Services (5.7%)*
CCO Holdings LLC/CCO Holdings Capital Corp.
5.875%, 5/1/27§	$	235,000	$	235,141
Columbus International, Inc.
7.375%, 3/30/21§		200,000		208,000
Intelsat Jackson Holdings S.A.
7.250%, 10/15/20		160,000		146,000
Intelsat Luxembourg S.A.
8.125%, 6/1/23		304,000		180,880
Level 3 Financing, Inc.
5.625%, 2/1/23		85,000		87,550
5.375%, 1/15/24 (b)§		90,000		90,563
Sprint Capital Corp.
8.750%, 3/15/32		256,000		230,400
Telesat Canada/Telesat LLC
6.000%, 5/15/17§		255,000		258,825
Windstream Services LLC
7.750%, 10/15/20		67,000		60,387
6.375%, 8/1/23		110,000		87,175

				1,584,921

*Wireless Telecommunication Services (4.4%)*
Altice Financing S.A.
6.625%, 2/15/23§		200,000		200,500
Digicel Group Ltd.
8.250%, 9/30/20§		215,000		190,275
Digicel Ltd.
6.750%, 3/1/23§		200,000		183,018
Sprint Corp.
7.875%, 9/15/23		300,000		277,500
7.125%, 6/15/24		160,000		140,496
Syniverse Holdings, Inc.
9.125%, 1/15/19		65,000		54,600
T-Mobile USA, Inc.
6.500%, 1/15/24		85,000		85,212
6.375%, 3/1/25		105,000		105,000

				1,236,601

Total Telecommunication Services				2,821,522

Utilities (2.1%)
*Independent Power and Renewable Electricity Producers (2.1%)*
AES Corp.
8.000%, 10/15/17		100,000		107,000
5.500%, 4/15/25		100,000		92,500
Dynegy, Inc.
7.625%, 11/1/24		180,000		180,450
Talen Energy Supply LLC
4.600%, 12/15/21		160,000		137,300
6.500%, 6/1/25§		94,000		83,190

Total Utilities				600,440

Total Corporate Bonds				26,249,514

Total Long-Term Debt Securities (94.1%) (Cost $28,332,993)				26,249,514

	Number of Shares		Value (Note 1)

SHORT-TERM INVESTMENT:
Investment Company (3.7%)
JPMorgan Prime Money Market Fund, Institutional Class Shares		1,024,167	$	1,024,167

Total Short-Term Investment (3.7%) (Cost $1,024,167)				1,024,167

Total Investments (97.8%) (Cost $29,357,160)				27,273,681
Other Assets Less Liabilities (2.2%)				615,354

Net Assets (100%)			$	27,889,035

Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may only be resold to qualified institutional buyers. At October 31, 2015, the market value of these securities amounted to $15,527,226 or 55.7% of net assets. Securities denoted with “§” but without “b” have been determined to be liquid under the guidelines established by the Board of Trustees. To the extent any securities might provide a right to demand registration, such rights have not been relied upon when determining liquidity.

(b)

Illiquid Security.

Glossary:

PIK

— Payment-in Kind Security


Country Diversification As a Percentage of Total Net Assets
Australia	1.0	%
Barbados	0.7
Bermuda	2.4
Canada	5.0
Cayman Islands	0.5
Ireland	1.9
Liberia	0.7
Luxembourg	6.1
Netherlands	1.0
United States	78.5
Cash and Other	2.2

	100.0	%

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Corporate Bonds
Consumer Discretionary	$	—	$	3,842,654	$	—	$	3,842,654
Consumer Staples		—		1,622,738		—		1,622,738
Energy		—		3,450,763		—		3,450,763
Financials		—		3,121,252		—		3,121,252
Health Care		—		1,776,581		—		1,776,581
Industrials		—		4,283,616		—		4,283,616
Information Technology		—		2,541,846		—		2,541,846
Materials		—		2,188,102		—		2,188,102
Telecommunication Services		—		2,821,522		—		2,821,522
Utilities		—		600,440		—		600,440
Short-Term Investments		1,024,167		—		—		1,024,167

Total Assets	$	1,024,167	$	26,249,514	$	—	$	27,273,681

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	1,024,167	$	26,249,514	$	—	$	27,273,681

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

The Fund held no derivatives contracts during the period ended October 31, 2015.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	44,713,582
Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	15,835,231

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	185,402
Aggregate gross unrealized depreciation		(2,273,974	)

Net unrealized depreciation	$	(2,088,572	)

Federal income tax cost of investments	$	29,362,253

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015



ASSETS
Investments at value (Cost $29,357,160)	$	27,273,681
Cash		526,000
Dividends, interest and other receivables		530,508
Receivable for securities sold		176,840
Receivable from investment adviser		11,991
Deferred offering cost		4,517
Receivable for Fund shares sold		441
Other assets		158

Total assets		28,524,136

LIABILITIES
Payable for securities purchased		386,134
Dividends and distributions payable		160,978
Transfer agent fees payable		4,568
Distribution fees payable – Class R		3,528
Distribution fees payable – Class A		1,771
Trustees’ fees payable		198
Payable for Fund shares redeemed		95
Accrued expenses		77,829

Total liabilities		635,101

NET ASSETS	$	27,889,035

Net assets were comprised of:
Paid in capital	$	30,391,915
Accumulated undistributed net investment income (loss)		78,035
Accumulated undistributed net realized gain (loss) on investments		(497,436	)
Net unrealized appreciation (depreciation) on investments		(2,083,479	)

Net assets	$	27,889,035

Class A
Net asset value and redemption price per share, $8,371,680 / 915,135 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.15
Maximum sales charge (4.50% of offering price)		0.43

Maximum offering price per share	$	9.58

Class C**
Net asset value per share, $2,782,714 / 304,192 shares outstanding (unlimited amount authorized: $0.001 par value) (a)	$	9.15

Class I
Net asset value and redemption price per share, $8,395,483 / 917,753 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.15

Class R
Net asset value and redemption price per share, $8,339,158 / 911,583 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.15

**	Class C shares currently are not offered for sale.

(a)

Redemption price for Class C shares varies based on length of time the shares are held.

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*



INVESTMENT INCOME
Interest	$	2,104,149
Dividends		370

Total income		2,104,519

EXPENSES
Investment advisory fees		169,756
Professional fees		167,753
Offering costs		132,809
Administrative fees		61,342
Distribution fees – Class R		42,361
Distribution fees – Class C		28,272
Printing and mailing expenses		22,415
Distribution fees – Class A		21,221
Transfer agent fees		16,615
Trustees’ fees		15,065
Custodian fees		8,000
Registration and filing fees		4,098
Miscellaneous		27,171

Gross expenses		716,878
Less: Waiver from investment adviser		(231,098	)
Waiver from distributor		(28,272	)
Reimbursement from investment adviser		(167,659	)

Net expenses		289,849

NET INVESTMENT INCOME (LOSS)		1,814,670

REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on investments		(497,436	)
Net change in unrealized appreciation (depreciation) on investments		(2,083,479	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		(2,580,915	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(766,245	)

*	The Fund commenced operations on November 12, 2014.

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

STATEMENT OF CHANGES IN NET ASSETS


	November 12, 2014* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	1,814,670
Net realized gain (loss) on investments		(497,436	)
Net change in unrealized appreciation (depreciation) on investments		(2,083,479	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		(766,245	)

DIVIDENDS :
Dividends from net investment income
Class A		(543,877	)
Class C		(188,219	)
Class I		(566,312	)
Class R		(521,731	)

TOTAL DIVIDENDS :		(1,820,139	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 903,006 shares ]		9,028,852
Capital shares issued in reinvestment of dividends [ 12,168 shares ]		117,753
Capital shares repurchased [ (3,039) shares ]		(28,864	)

Total Class A transactions		9,117,741

Class C**
Capital shares sold [ 300,000 shares ]		3,000,000
Capital shares issued in reinvestment of dividends [ 4,194 shares ]		40,595
Capital shares repurchased [ (1,002) shares ]		(9,518	)

Total Class C transactions		3,031,077

Class I
Capital shares sold [ 905,016 shares ]		9,048,244
Capital shares issued in reinvestment of dividends [ 12,757 shares ]		123,438
Capital shares repurchased [ (3,020) shares ]		(28,690	)

Total Class I transactions		9,142,992

Class R
Capital shares sold [ 899,999 shares ]		9,000,000
Capital shares issued in reinvestment of dividends [ 11,589 shares ]		112,157
Capital shares repurchased [ (3,005) shares ]		(28,548	)

Total Class R transactions		9,083,609

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		30,375,419

TOTAL INCREASE (DECREASE) IN NET ASSETS		27,789,035
NET ASSETS:
Beginning of period		100,000

End of period (a)	$	27,889,035

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	78,035

* The Fund commenced operations on November 12, 2014. ** Class C shares currently are not offered for sale.

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

FINANCIAL HIGHLIGHTS


Class A	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.59
Net realized and unrealized gain (loss) on investments		(0.84	)

Total from investment operations		(0.25	)

Less distributions:
Dividends from net investment income		(0.60	)

Net asset value, end of period	$	9.15

Total return (b)		(2.62	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	8,372
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.05	%
Before waivers and reimbursements (a)		2.45	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		6.39	%(l)
Before waivers and reimbursements (a)		4.99	%(l)
Portfolio turnover rate (z)^		57	%

Class C**	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.62
Net realized and unrealized gain (loss) on investments		(0.85	)

Total from investment operations		(0.23	)

Less distributions:
Dividends from net investment income		(0.62	)

Net asset value, end of period	$	9.15

Total return (b)		(2.39	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	2,783
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		0.80	%
Before waivers and reimbursements (a)		3.20	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		6.64	%(l)
Before waivers and reimbursements (a)		4.24	%(l)
Portfolio turnover rate (z)^		57	%

See Notes to Financial Statements.

1290 FUNDS

1290 HIGH YIELD BOND FUND

FINANCIAL HIGHLIGHTS (Continued)


Class I	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.62
Net realized and unrealized gain (loss) on investments		(0.85	)

Total from investment operations		(0.23	)

Less distributions:
Dividends from net investment income		(0.62	)

Net asset value, end of period	$	9.15

Total return (b)		(2.39	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	8,395
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		0.80	%
Before waivers and reimbursements (a)		2.20	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		6.64	%(l)
Before waivers and reimbursements (a)		5.24	%(l)
Portfolio turnover rate (z)^		57	%

Class R	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.57
Net realized and unrealized gain (loss) on investments		(0.85	)

Total from investment operations		(0.28	)

Less distributions:
Dividends from net investment income		(0.57	)

Net asset value, end of period	$	9.15

Total return (b)		(2.86	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	8,339
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.30	%
Before waivers and reimbursements (a)		2.70	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		6.14	%(l)
Before waivers and reimbursements (a)		4.74	%(l)
Portfolio turnover rate (z)^		57	%

*	Commencement of Operations.

**	Class C shares currently are not offered for sale.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 MULTI-ALTERNATIVE STRATEGIES FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		(3.00	)%
	with Sales Charge (a)		(8.32	)
Fund – Class I Shares*			(2.90	)
Fund – Class R Shares*			(3.10	)
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index			0.01
* Date of inception 7/6/15. (a) A 5.50% front-end sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 Multi-Alternative Strategies Fund and BofA Merrill Lynch 3-month U.S. Treasury Bill Index from 07/06/15 to 10/31/15. The performance of BoFA Merrill Lynch 3-month U.S. Treasury Bill Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of BoFA Merrill Lynch 3-month U.S. Treasury Bill Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned (2.90)% for the period ended October 31, 2015. The Fund’s benchmark, the BofA Merrill Lynch
3-Month U.S. Treasury Bill Index, returned 0.01% over the same period.

Fund Overview

During the period July 6, 2015 through October 31, 2015, as the global stock and bond markets reacted to negative news from China and other parts of the developing world, nontraditional asset classes underperformed the broad equity market, which was up modestly. As is typical, alternative and nontraditional strategies and asset classes had a low correlation to traditional stock and bond markets. Additionally, bonds rose roughly in line with stocks, but commodities and metals dropped severely. Although equity gains were minimal, there was a lot of volatility in trading. Alternative strategies were measurably less volatile than the equity market during the period.

Fund Highlights

What helped performance since inception through October 31, 2015:

•

The Fund’s real estate holdings added to performance, specifically Vanguard REIT ETF, which benefitted from the moderate U.S. economic outlook, as well as continued low interest rates.

•

The Fund’s convertible security holdings, while modestly negative for the period, provided a cushion against losses.

What hurt performance since inception through October 31, 2015:

•

The Fund’s holdings in commodity ETFs, including Poweshares DB Commodity Index Tracking Fund, fell on concern over the global economic outlook and the rising dollar.

•

Base metals also sagged, as the global growth outlook softened. PowerShares DB Base Metals Fund fell significantly during the period.


Top 10 Holdings (as a percentage of Total Investment Companies)
As of October 31, 2015
PowerShares DB G10 Currency Harvest Fund	9.3	%
ProShares Hedge Replication ETF	9.2
iShares^® TIPS Bond ETF	9.1
SPDR^® Barclays Convertible Securities ETF	9.1
PowerShares Multi-Strategy Alternative Portfolio	9.1
WisdomTree Managed Futures Strategy Fund	9.1
IQ Merger Arbitrage ETF	9.0
ProShares RAFI Long/Short	8.9
PowerShares DB Gold Fund	7.2
Vanguard REIT ETF	4.8
Holdings are subject to change without notice.

1290 MULTI-ALTERNATIVE STRATEGIES FUND (Unaudited)

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


	Beginning Account Value 5/1/15†		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$970.00		$3.05
Hypothetical (5% average annual return before expenses)		1,000.00		1,020.34		4.91
Class I
Actual		1,000.00		971.00		2.26
Hypothetical (5% average annual return before expenses)		1,000.00		1,021.59		3.65
Class R
Actual		1,000.00		969.00		3.83
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.09		6.17
† Commenced operations on July 6, 2015. * Expenses are equal to the Fund’s Class A, I and R shares annualized expense ratios of 0.96%, 0.72% and 1.21%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 for the hypothetical example (to reflect the one-half year period), and multiplied by 117/365 for the actual example (to reflect the actual number of days in the period).

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Number of Shares		Value (Note 1)

INVESTMENT COMPANIES:
*Exchange Traded Funds (ETFs)(99.2%)*
IQ Merger Arbitrage ETF*		31,620	$	871,763
iShares^® Commodities Select Strategy ETF		9,010		296,519
iShares^® MSCI Global Agriculture Producers ETF		6,380		147,946
iShares^® TIPS Bond ETF		8,020		889,899
PowerShares DB Base Metals Fund*		9,450		117,463
PowerShares DB Commodity Index Tracking Fund*		27,930		424,536
PowerShares DB G10 Currency Harvest Fund*		38,920		900,220
PowerShares DB Gold Fund*		18,780		702,372
PowerShares DB Silver Fund*		1,800		44,506
PowerShares Multi-Strategy Alternative Portfolio*‡		39,070		882,982

ProShares Hedge Replication ETF*		21,080	$	896,532
ProShares RAFI Long/Short		22,260		865,384
SPDR^® Barclays Convertible Securities ETF		19,100		889,296
Vanguard Global ex-U.S. Real Estate ETF		8,270		442,859
Vanguard REIT ETF		5,880		469,753
WisdomTree Managed Futures Strategy Fund*		21,360		882,382

Total Investments (99.2%) (Cost $10,015,667)				9,724,412
Other Assets Less Liabilities (0.8%)				74,569

Net Assets (100%)			$	9,798,981

*	Non-income producing.

‡	Affiliated company as defined under the Investment Company Act of 1940.

Investments in companies which were affiliates for the period ended October 31, 2015, were as follows:


Securities	Value July 6, 2015		Purchases at Cost		Sales at Cost		Value October 31, 2015		Dividend Income		Realized Gain (Loss)†
PowerShares Multi-Strategy Alternative Portfolio	$	—	$	905,322	$	—	$	882,982	$	—	$	—

†	When applicable, realized gain includes net distributions of realized gain received from Underlying Funds.

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Investment Companies
Exchange Traded Funds (ETFs)	$	9,724,412	$	—	$	—	$	9,724,412

Total Assets	$	9,724,412	$	—	$	—	$	9,724,412

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	9,724,412	$	—	$	—	$	9,724,412

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The Fund held no derivatives contracts during the period ended October 31, 2015.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Investment Companies	$	10,015,667
Net Proceeds of Sales and Redemptions:
Investment Companies	$	—

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	19,117
Aggregate gross unrealized depreciation		(310,372	)

Net unrealized depreciation	$	(291,255	)

Federal income tax cost of investments	$	10,015,667

See Notes to Financial Statements.

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015


ASSETS
Affiliated Issuers (Cost $905,322)	$	882,982
Unaffiliated Issuers (Cost $9,110,345)		8,841,430
Cash		84,477
Deferred offering cost		18,917
Receivable from investment adviser		16,397

Total assets		9,844,203

LIABILITIES
Transfer agent fees payable		3,144
Trustees’ fees payable		77
Distribution fees payable – Class R		41
Distribution fees payable – Class A		24
Accrued expenses		41,936

Total liabilities		45,222

NET ASSETS	$	9,798,981

Net assets were comprised of:
Paid in capital	$	10,088,234
Accumulated undistributed net investment income (loss)		2,002
Accumulated undistributed net realized gain (loss) on investments		—
Net unrealized appreciation (depreciation) on investments		(291,255	)

Net assets	$	9,798,981

Class A
Net asset value and redemption price per share, $111,539 / 11,499 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.70
Maximum sales charge (5.50% of offering price)		0.57

Maximum offering price per share	$	10.27

Class I
Net asset value and redemption price per share, $9,590,514 / 987,889 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.71

Class R
Net asset value and redemption price per share, $96,928 / 10,000 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.69

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Dividends	$	21,282
Interest		124

Total income		21,406

EXPENSES
Professional fees		45,065
Investment management fees		15,647
Administrative fees		9,616
Offering costs		8,888
Transfer agent fees		6,405
Printing and mailing expenses		2,182
Custodian fees		600
Trustees’ fees		280
Registration and filing fees		184
Distribution fees – Class R		156
Distribution fees – Class A		83
Miscellaneous		1,351

Gross expenses		90,457
Less: Waiver from investment adviser		(25,263	)
Reimbursement from investment manager		(42,543	)

Net expenses		22,651

NET INVESTMENT INCOME (LOSS)		(1,245	)

REALIZED AND UNREALIZED GAIN (LOSS)
Net change in unrealized appreciation (depreciation) on investments (($22,340) of change in unrealized appreciation (depreciation) from affiliates)		(291,255	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		(291,255	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(292,500	)

*	The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

STATEMENT OF CHANGES IN NET ASSETS


	July 6, 2015* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	(1,245	)
Net change in unrealized appreciation (depreciation) on investments		(291,255	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		(292,500	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 11,499 shares ]		114,431

Total Class A transactions		114,431

Class I
Capital shares sold [ 987,889 shares ]		9,877,050

Total Class I transactions		9,877,050

Class R
Capital shares sold [ 10,000 shares ]		100,000

Total Class R transactions		100,000

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		10,091,481

TOTAL INCREASE (DECREASE) IN NET ASSETS		9,798,981
NET ASSETS:
Beginning of period		—

End of period (a)	$	9,798,981

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	2,002

* The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

FINANCIAL HIGHLIGHTS


Class A	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)(x)		(0.01	)
Net realized and unrealized gain (loss) on investments		(0.29	)

Total from investment operations		(0.30	)

Net asset value, end of period	$	9.70

Total return (b)		(3.00	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	112
Ratio of expenses to average net assets:
After waivers and reimbursements (a)(f)(j)		0.96	%
Before waivers and reimbursements (a)(f)		2.26	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)(f)(x)		(0.25	)%(l)
Before waivers and reimbursements (a)(f)(x)		(1.55	)%(l)
Portfolio turnover rate (z)^		0	%

Class I	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)(x)		—	#
Net realized and unrealized gain (loss) on investments		(0.29	)

Total from investment operations		(0.29	)

Net asset value, end of period	$	9.71

Total return (b)		(2.90	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	9,591
Ratio of expenses to average net assets:
After waivers and reimbursements (a)(f)(j)		0.72	%
Before waivers and reimbursements (a)(f)		1.97	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)(f)(x)		(0.03	)%(l)
Before waivers and reimbursements (a)(f)(x)		(1.29	)%(l)
Portfolio turnover rate (z)^		0	%

See Notes to Financial Statements.

1290 FUNDS

1290 MULTI-ALTERNATIVE STRATEGIES FUND

FINANCIAL HIGHLIGHTS (Continued)


Class R	July 6, 2015* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)(x)		(0.02	)
Net realized and unrealized gain (loss) on investments		(0.29	)

Total from investment operations		(0.31	)

Net asset value, end of period	$	9.69

Total return (b)		(3.10	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	97
Ratio of expenses to average net assets:
After waivers and reimbursements (a)(f)(j)		1.21	%
Before waivers and reimbursements (a)(f)		2.47	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)(f)(x)		(0.53	)%(l)
Before waivers and reimbursements (a)(f)(x)		(1.78	)%(l)
Portfolio turnover rate (z)^		0	%

*	Commencement of Operations.

#	Per share amount is less than $0.005.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(f)

Expenses do not include the expenses of the underlying funds (“indirect expenses”).

(j)

Including direct and indirect expenses, the net expense ratio after waivers would be 1.65% for Class A, 1.40% for Class I and 1.90% for Class R.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(x)

Recognition of net investment income is affected by the timing of dividend declarations by the underlying funds in which the Fund invests.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 SMARTBETA EQUITY FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISER

_Ø

AXA Rosenberg Investment Management LLC

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		2.70	%
	with Sales Charge (a)		(2.93	)
Fund – Class C Shares*	without Sales Charge		2.94
	with Sales Charge (b)		1.94
Fund – Class I Shares *			2.94
Fund – Class R Shares *			2.47
MSCI World (Net) Index			1.27
* Date of inception 11/12/14. (a) A 5.50% front-end sales charge was deducted. (b) A 1.00% front end sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 SmartBeta Equity Fund and MSCI World (Net) Index from 11/12/14 to 10/31/15. The performance of MSCI World (Net) Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends and capital gain distributions, if any, and does not include a sales charge. The performance of MSCI World (Net) Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned 2.94% for the period ended October 31, 2015. The Fund’s benchmark, the MSCI World (Net) Index, returned 1.27% over the same period.

Fund Overview — AXA Rosenberg Investment Management LLC

During the period from November 12, 2014 through October 31, 2015, economic sector leadership was with consumer discretionary and consumer staples names, and to a lesser extent, information technology. The energy sector was the big loser, underperforming the broad index by more than 20%. Within the sector, the oil distribution companies fared slightly better than the drilling and integrated oil firms, but none were spared the pain. Along broad style dimensions, Growth outperformed Value by a dramatic margin, with the MSCI World Growth Index beating the Value Index by 9.6%. Global large cap stocks outperformed global small caps by 1.7%, as measured by the MSCI World Index versus the MSCI World Small Cap Index.

The SmartBeta strategy is designed to better navigate the market over a full cycle. Our aim is to build portfolios with reduced exposure to names with unattractive risk/reward profiles. To this end, we attempt to avoid the portions of the equity market that have unattractive earnings sustainability prospects, as well as many stocks that are among the most volatile. By doing so we seek to deliver a better Sharpe Ratio than the cap-weighted market index by generating positive excess return with approximately 80% of total market volatility over a full market cycle.

Fund Highlights

What helped performance since inception through October 31, 2015:

•

Over the period, positions in high earnings quality names like Eli Lilly & Co., Starbucks Corp., AutoZone, Inc. and Costco Wholesale Corp. were among the strongest contributors to the Fund’s performance.

•

In the energy sector, the strategy’s intentional avoidance of the most volatile firms, and the bias away from many of the mega-cap companies, led to lower-than-market weights in many of the larger energy names.

•

Generally, the greater-than-benchmark exposure to consumer staples was helpful during a period in which investors periodically sought safety and predictability. The strategy’s focus on gaining exposure to low volatility, high earnings quality companies led to this positioning. Holdings in Altria Group, Inc. and Mondelez International, Inc. are examples of consumer staples stocks that helped the Fund’s performance over the period.

What hurt performance since inception through October 31, 2015:

•

Some of the top detractors from relative performance came from the information technology sector and were not held (or held at lower-than-benchmark weight) because they were perceived by the manager as too volatile or speculative. Stocks like Amazon, Alphabet, Inc. and Facebook Inc. all managed to produce very strong returns over the period. The Fund was hurt by its avoidance of these stocks.

1290 SMARTBETA EQUITY FUND (Unaudited)


Sector Weightings as of October 31, 2015	% of Net Assets
Consumer Staples		18.8	%
Financials		15.9
Health Care		14.0
Industrials		13.5
Consumer Discretionary		13.1
Information Technology		9.2
Utilities		5.8
Materials		3.6
Telecommunication Services		2.6
Energy		2.5
Investment Company		0.5
Cash and Other		0.5

		100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


	Beginning Account Value 5/1/15		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$997.08		$6.80
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.40		6.87
Class C**
Actual		1,000.00		998.05		5.54
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.66		5.60
Class I
Actual		1,000.00		998.05		5.54
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.66		5.60
Class R
Actual		1,000.00		996.10		8.05
Hypothetical (5% average annual return before expenses)		1,000.00		1,017.14		8.13
* Expenses are equal to the Fund’s Class A, C, I and R shares annualized expense ratios of 1.35%, 1.10%, 1.10% and 1.60%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 (to reflect the one-half year period). ** Class C shares currently are not offered for sale.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Number of Shares		Value (Note 1)

COMMON STOCKS:
Consumer Discretionary (13.1%)
*Auto Components (0.7%)*
Bridgestone Corp.		600	$	22,256
Continental AG		70		16,834
Delphi Automotive plc		200		16,638
Denso Corp.		100		4,692
Magna International, Inc.		200		10,548

				70,968

*Automobiles (1.4%)*
Bayerische Motoren Werke (BMW) AG		200		20,533
Daimler AG (Registered)		200		17,368
Ford Motor Co.		1,100		16,291
Fuji Heavy Industries Ltd.		400		15,672
General Motors Co.		900		31,419
Harley-Davidson, Inc.		100		4,945
Isuzu Motors Ltd.		1,000		11,780
Suzuki Motor Corp.		200		6,613
Toyota Motor Corp.		300		18,569

				143,190

*Distributors (0.2%)*
Genuine Parts Co.		200		18,152

*Hotels, Restaurants & Leisure (2.4%)*
Compass Group plc		2,000		34,501
InterContinental Hotels Group plc		200		8,019
Las Vegas Sands Corp.		300		14,853
McDonald’s Corp.		800		89,800
Oriental Land Co., Ltd.		100		6,118
Sodexo S.A.		100		8,904
Starbucks Corp.		800		50,056
Tatts Group Ltd.		2,200		6,213
Whitbread plc		200		15,311
Yum! Brands, Inc.		300		21,273

				255,048

*Household Durables (0.3%)*
Barratt Developments plc		800		7,554
Newell Rubbermaid, Inc.		200		8,486
Persimmon plc*		300		9,222
Taylor Wimpey plc		3,000		9,157
Techtronic Industries Co., Ltd.		500		1,835

				36,254

*Internet & Catalog Retail (0.0%)*
Rakuten, Inc.		100		1,398

*Leisure Products (0.2%)*
Shimano, Inc.		100		15,895

*Media (2.3%)*
Comcast Corp., Class A		300		18,786
DISH Network Corp., Class A*		200		12,594
ITV plc		2,000		7,782
Omnicom Group, Inc.		200		14,984
ProSiebenSat.1 Media SE		200		10,818
Publicis Groupe S.A.		200		12,989
SES S.A. (FDR)		400		11,826
Shaw Communications, Inc., Class B		400		8,305
Singapore Press Holdings Ltd.		2,000		5,696

Sky plc		600	$	10,138
Thomson Reuters Corp.		500		20,526
Twenty-First Century Fox, Inc., Class A		900		27,621
Walt Disney Co.		400		45,496
Wolters Kluwer N.V.		400		13,546
WPP plc		800		17,981

				239,088

*Multiline Retail (0.5%)*
Dollar General Corp.		200		13,554
Dollar Tree, Inc.*		200		13,098
Macy’s, Inc.		100		5,098
Next plc		160		19,732

				51,482

*Specialty Retail (3.8%)*
AutoZone, Inc.*		100		78,441
Bed Bath & Beyond, Inc.*		200		11,926
Hennes & Mauritz AB, Class B		500		19,448
Home Depot, Inc.		600		74,184
Industria de Diseno Textil S.A.		1,000		37,504
L Brands, Inc.		200		19,196
Lowe’s Cos., Inc.		400		29,532
Nitori Holdings Co., Ltd.		100		7,864
O’Reilly Automotive, Inc.*		100		27,626
Ross Stores, Inc.		400		20,232
TJX Cos., Inc.		800		58,552
Tractor Supply Co.		100		9,239
USS Co., Ltd.		400		7,130

				400,874

*Textiles, Apparel & Luxury Goods (1.3%)*
Burberry Group plc		400		8,189
Cie Financiere Richemont S.A. (Registered)		200		17,158
Hanesbrands, Inc.		300		9,582
Hermes International		2		770
Hugo Boss AG		100		10,292
Luxottica Group S.p.A.		300		21,031
NIKE, Inc., Class B		300		39,309
Under Armour, Inc., Class A*		100		9,508
VF Corp.		300		20,256

				136,095

Total Consumer Discretionary				1,368,444

Consumer Staples (18.8%)
*Beverages (4.5%)*
Anheuser-Busch InBev S.A./N.V.		400		47,813
Asahi Group Holdings Ltd.		600		18,631
Brown-Forman Corp., Class B		200		21,236
Coca-Cola Co.		2,100		88,935
Constellation Brands, Inc., Class A		100		13,480
Diageo plc		2,100		60,814
Dr. Pepper Snapple Group, Inc.		300		26,811
Heineken N.V.		200		18,281
Molson Coors Brewing Co., Class B		100		8,810
Monster Beverage Corp.*		100		13,632
PepsiCo, Inc.		900		91,971
Pernod-Ricard S.A.		200		23,576

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

SABMiller plc		600	$	36,952

				470,942

*Food & Staples Retailing (3.3%)*
Aeon Co., Ltd.		300		4,473
Alimentation Couche-Tard, Inc., Class B		300		12,905
Costco Wholesale Corp.		500		79,060
CVS Health Corp.		600		59,268
Koninklijke Ahold N.V.		600		12,219
Kroger Co.		800		30,240
Lawson, Inc.		100		7,450
Seven & i Holdings Co., Ltd.		700		31,969
Sysco Corp.		900		37,125
Wal-Mart Stores, Inc.		800		45,792
Wesfarmers Ltd.		400		11,241
Woolworths Ltd.		600		10,316

				342,058

*Food Products (3.4%)*
Associated British Foods plc		200		10,652
ConAgra Foods, Inc.		200		8,110
Danone S.A.		200		13,946
General Mills, Inc.		800		46,488
Hershey Co.		200		17,738
Hormel Foods Corp.		200		13,510
J.M. Smucker Co.		100		11,739
Kellogg Co.		300		21,156
Kerry Group plc, Class A		300		24,396
McCormick & Co., Inc. (Non-Voting)		200		16,796
Mead Johnson Nutrition Co.		200		16,400
Mondelez International, Inc., Class A		1,600		73,856
Nestle S.A. (Registered)		1,000		76,483

				351,270

*Household Products (3.3%)*
Church & Dwight Co., Inc.		200		17,218
Clorox Co.		200		24,388
Colgate-Palmolive Co.		900		59,715
Henkel AG & Co. KGaA (Preference) (q)		300		32,561
Kimberly-Clark Corp.		500		59,855
Procter & Gamble Co.		1,200		91,656
Reckitt Benckiser Group plc		600		58,679
Unicharm Corp.		300		6,452

				350,524

*Personal Products (2.0%)*
Beiersdorf AG		100		9,504
Estee Lauder Cos., Inc., Class A		200		16,092
Kao Corp.		600		31,022
L’Oreal S.A.		270		49,301
Unilever N.V. (CVA)		1,200		54,261
Unilever plc		1,200		53,518

				213,698

*Tobacco (2.3%)*
Altria Group, Inc.		1,300		78,611
British American Tobacco plc		900		53,549
Imperial Tobacco Group plc		400		21,576

Japan Tobacco, Inc.		600	$	20,938
Philip Morris International, Inc.		700		61,880

				236,554

Total Consumer Staples				1,965,046

Energy (2.5%)
*Oil, Gas & Consumable Fuels (2.5%)*
Chevron Corp.		200		18,176
Exxon Mobil Corp.		1,200		99,288
Phillips 66		300		26,715
Royal Dutch Shell plc, Class A		1,540		40,355
Spectra Energy Corp.		700		19,999
Total S.A.		300		14,563
TransCanada Corp.		900		30,285
Woodside Petroleum Ltd.		300		6,334

Total Energy				255,715

Financials (15.9%)
*Banks (7.2%)*
Australia & New Zealand Banking Group Ltd.		600		11,642
Bank of Montreal		800		46,522
Bank of Nova Scotia		1,200		56,430
Bank of Yokohama Ltd.		2,000		12,585
BB&T Corp.		300		11,145
Canadian Imperial Bank of Commerce		500		38,345
Commonwealth Bank of Australia		400		21,886
Danske Bank A/S		500		13,749
DBS Group Holdings Ltd.		1,000		12,328
Fukuoka Financial Group, Inc.		1,000		5,312
Hang Seng Bank Ltd.		900		16,559
HSBC Holdings plc		3,000		23,475
Lloyds Banking Group plc		14,000		15,913
M&T Bank Corp.		100		11,985
Mitsubishi UFJ Financial Group, Inc.		2,800		18,345
Mizuho Financial Group, Inc.		5,100		10,579
National Bank of Canada		500		16,561
Oversea-Chinese Banking Corp., Ltd.		2,000		12,892
PNC Financial Services Group, Inc.		400		36,104
Resona Holdings, Inc.		1,300		6,933
Royal Bank of Canada		1,200		68,617
Shizuoka Bank Ltd.		1,000		10,127
Sumitomo Mitsui Financial Group, Inc.		400		16,110
Svenska Handelsbanken AB, Class A		1,200		16,321
Swedbank AB, Class A		800		18,362
Toronto-Dominion Bank		1,600		65,684
U.S. Bancorp		1,600		67,488
United Overseas Bank Ltd.		1,000		14,512
Wells Fargo & Co.		1,300		70,382

				746,893

*Capital Markets (0.4%)*
Franklin Resources, Inc.		300		12,228
T. Rowe Price Group, Inc.		200		15,124
UBS Group AG (Registered)		800		16,009

				43,361

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

*Consumer Finance (0.8%)*
American Express Co.		800	$	58,608
Discover Financial Services		400		22,488

				81,096

*Diversified Financial Services (1.4%)*
Berkshire Hathaway, Inc., Class B*		700		95,214
Deutsche Boerse AG		200		18,419
McGraw Hill Financial, Inc.		200		18,528
Moody’s Corp.		100		9,616
Singapore Exchange Ltd.		1,000		5,268

				147,045

*Insurance (3.7%)*
AIA Group Ltd.		3,400		20,004
Allianz SE (Registered)		160		28,037
Aon plc		200		18,662
Arch Capital Group Ltd.*		200		14,978
Chubb Corp.		200		25,870
Cincinnati Financial Corp.		200		12,046
Hannover Rueck SE		100		11,568
Intact Financial Corp.		100		7,142
Legal & General Group plc		2,000		8,066
Marsh & McLennan Cos., Inc.		700		39,018
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen (Registered)		140		27,942
Progressive Corp.		800		26,504
Prudential plc		900		21,075
Sampo Oyj, Class A		600		29,347
SCOR SE		400		14,898
Suncorp Group Ltd.		300		2,805
Swiss Reinsurance AG		200		18,595
T&D Holdings, Inc.		400		5,310
Tokio Marine Holdings, Inc.		300		11,665
Travelers Cos., Inc.		300		33,867
Zurich Insurance Group AG*		50		13,218

				390,617

*Real Estate Investment Trusts (REITs) (1.7%)*
British Land Co. plc (REIT)		700		9,394
Dexus Property Group (REIT)		1,200		6,623
Equity Residential (REIT)		200		15,464
Goodman Group (REIT)		900		3,896
GPT Group (REIT)		3,000		10,204
Land Securities Group plc (REIT)		400		8,257
Mirvac Group (REIT)		4,800		6,178
Public Storage (REIT)		100		22,946
Scentre Group (REIT)		5,300		15,647
Simon Property Group, Inc. (REIT)		300		60,438
Unibail-Rodamco SE (REIT)		50		13,971

				173,018

*Real Estate Management & Development (0.7%)*
Brookfield Asset Management, Inc., Class A		700		24,454
Daito Trust Construction Co., Ltd.		100		10,889
Daiwa House Industry Co., Ltd.		1,000		26,485
Swiss Prime Site AG (Registered)*		200		15,297

				77,125

Total Financials				1,659,155


Health Care (14.0%)
*Biotechnology (1.8%)*
Actelion Ltd. (Registered)*		100	$	13,901
Amgen, Inc.		300		47,454
Biogen, Inc.*		100		29,051
Celgene Corp.*		300		36,813
CSL Ltd.		200		13,376
Gilead Sciences, Inc.		400		43,252

				183,847

*Health Care Equipment & Supplies (2.3%)*
Baxter International, Inc.		600		22,434
Becton, Dickinson and Co.		200		28,504
C.R. Bard, Inc.		100		18,635
Coloplast A/S, Class B		200		14,349
Edwards Lifesciences Corp.*		100		15,715
Essilor International S.A.		200		26,304
Hoya Corp.		400		16,670
Medtronic plc		600		44,352
Smith & Nephew plc		1,000		17,112
St. Jude Medical, Inc.		200		12,762
Stryker Corp.		200		19,124
Sysmex Corp.		100		5,776

				241,737

*Health Care Providers & Services (2.5%)*
Aetna, Inc.		100		11,478
Cardinal Health, Inc.		500		41,100
Cigna Corp.		100		13,404
Fresenius Medical Care AG & Co. KGaA		200		18,010
Fresenius SE & Co. KGaA		400		29,361
HCA Holdings, Inc.*		200		13,758
Henry Schein, Inc.*		100		15,171
Laboratory Corp. of America Holdings*		100		12,274
McKesson Corp.		200		35,760
Ramsay Health Care Ltd.		100		4,422
Sonic Healthcare Ltd.		300		4,124
UnitedHealth Group, Inc.		500		58,890

				257,752

*Life Sciences Tools & Services (0.3%)*
Thermo Fisher Scientific, Inc.		100		13,078
Waters Corp.*		100		12,780

				25,858

*Pharmaceuticals (7.1%)*
AbbVie, Inc.		400		23,820
Astellas Pharma, Inc.		400		5,851
AstraZeneca plc		300		19,195
Bayer AG (Registered)		360		48,039
Bristol-Myers Squibb Co.		400		26,380
Daiichi Sankyo Co., Ltd.		700		13,832
Eli Lilly & Co.		900		73,413
GlaxoSmithKline plc		2,400		51,983
Johnson & Johnson		1,000		101,030
Merck & Co., Inc.		1,200		65,592
Novartis AG (Registered)		600		54,540
Novo Nordisk A/S, Class B		800		42,498
Otsuka Holdings Co., Ltd.		400		13,405
Pfizer, Inc.		2,700		91,314

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

Roche Holding AG		200	$	54,287
Sanofi S.A.		200		20,201
Shire plc		300		22,777
Zoetis, Inc.		400		17,204

				745,361

Total Health Care				1,454,555

Industrials (13.5%)
*Aerospace & Defense (3.9%)*
Airbus Group SE		400		27,870
BAE Systems plc		2,000		13,575
Boeing Co.		400		59,228
General Dynamics Corp.		200		29,716
Honeywell International, Inc.		400		41,312
Lockheed Martin Corp.		300		65,949
Northrop Grumman Corp.		300		56,325
Raytheon Co.		300		35,220
Rockwell Collins, Inc.		100		8,672
Rolls-Royce Holdings plc*		800		8,479
Safran S.A.		200		15,199
Singapore Technologies Engineering Ltd.		2,000		4,726
United Technologies Corp.		400		39,364

				405,635

*Air Freight & Logistics (0.9%)*
Deutsche Post AG (Registered)		800		23,814
United Parcel Service, Inc., Class B		700		72,114
Yamato Holdings Co., Ltd.		100		1,981

				97,909

*Building Products (0.5%)*
Assa Abloy AB, Class B		1,200		23,878
Daikin Industries Ltd.		200		12,994
Geberit AG (Registered)		50		16,151

				53,023

*Commercial Services & Supplies (0.9%)*
Brambles Ltd.		1,300		9,623
Cintas Corp.		100		9,309
Republic Services, Inc.		300		13,122
Secom Co., Ltd.		300		20,180
Stericycle, Inc.*		100		12,137
Waste Management, Inc.		500		26,880

				91,251

*Construction & Engineering (0.1%)*
Vinci S.A.		200		13,499

*Electrical Equipment (0.7%)*
AMETEK, Inc.		200		10,964
Emerson Electric Co.		500		23,615
Legrand S.A.		300		16,475
Mitsubishi Electric Corp.		1,000		10,525
Rockwell Automation, Inc.		100		10,916

				72,495

*Industrial Conglomerates (1.3%)*
3M Co.		400		62,884
CK Hutchison Holdings Ltd.		684		9,399
Danaher Corp.		100		9,331
Roper Technologies, Inc.		100		18,635

Siemens AG (Registered)		300	$	30,185

				130,434

*Machinery (1.6%)*
Atlas Copco AB, Class A		700		18,271
Cummins, Inc.		100		10,351
Deere & Co.		200		15,600
FANUC Corp.		100		17,863
Illinois Tool Works, Inc.		300		27,582
Kone Oyj, Class B		300		12,820
Kubota Corp.		1,000		15,671
Makita Corp.		100		5,527
Schindler Holding AG		100		16,247
SMC Corp.		100		25,972

				165,904

*Professional Services (0.6%)*
Capita plc		500		9,828
Equifax, Inc.		200		21,314
Experian plc		400		6,832
SGS S.A. (Registered)		7		13,342
Verisk Analytics, Inc.*		200		14,322

				65,638

*Road & Rail (2.4%)*
Aurizon Holdings Ltd.		3,000		11,060
Canadian National Railway Co.		900		54,973
Canadian Pacific Railway Ltd.		100		14,053
Central Japan Railway Co.		100		18,397
ComfortDelGro Corp., Ltd.		3,000		6,510
East Japan Railway Co.		300		28,764
Hankyu Hanshin Holdings, Inc.		1,000		6,555
Keio Corp.		1,000		8,196
MTR Corp., Ltd.		2,500		11,354
Nagoya Railroad Co., Ltd.		1,000		4,160
Odakyu Electric Railway Co., Ltd.		1,000		9,845
Union Pacific Corp.		600		53,610
West Japan Railway Co.		300		21,207

				248,684

*Trading Companies & Distributors (0.6%)*
Brenntag AG		200		12,085
Bunzl plc		600		17,195
Fastenal Co.		200		7,832
Marubeni Corp.		1,000		5,821
W.W. Grainger, Inc.		100		21,000

				63,933

Total Industrials				1,408,405

Information Technology (9.2%)
*Communications Equipment (0.8%)*
Cisco Systems, Inc.		1,500		43,275
Motorola Solutions, Inc.		100		6,997
QUALCOMM, Inc.		600		35,652

				85,924

*Electronic Equipment, Instruments & Components (0.4%)*
Amphenol Corp., Class A		300		16,266
Murata Manufacturing Co., Ltd.		100		14,382
Omron Corp.		200		6,688

				37,336

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

*Internet Software & Services (0.3%)*
Alphabet, Inc., Class A*		30	$	22,122
Yahoo! Japan Corp.		1,300		5,548

				27,670

*IT Services (4.2%)*
Accenture plc, Class A		400		42,880
Amadeus IT Holding S.A., Class A		400		17,049
Automatic Data Processing, Inc.		600		52,194
Cognizant Technology Solutions Corp., Class A*		400		27,244
Fidelity National Information Services, Inc.		300		21,876
Fiserv, Inc.*		300		28,953
International Business Machines Corp.		500		70,040
MasterCard, Inc., Class A		600		59,394
Paychex, Inc.		500		25,790
Total System Services, Inc.		200		10,490
Visa, Inc., Class A		1,100		85,338

				441,248

*Semiconductors & Semiconductor Equipment (0.9%)*
ARM Holdings plc		1,200		18,962
Avago Technologies Ltd.		200		24,626
Linear Technology Corp.		200		8,884
Texas Instruments, Inc.		600		34,032
Xilinx, Inc.		200		9,524

				96,028

*Software (2.0%)*
Dassault Systemes S.A.		200		15,800
Electronic Arts, Inc.*		100		7,207
Intuit, Inc.		200		19,486
Microsoft Corp.		1,300		68,432
Oracle Corp.		1,000		38,840
SAP SE		600		47,425
Synopsys, Inc.*		200		9,996

				207,186

*Technology Hardware, Storage & Peripherals (0.6%)*
Apple, Inc.		500		59,750
Canon, Inc.		200		6,033

				65,783

Total Information Technology				961,175

Materials (3.6%)
*Chemicals (3.4%)*
Air Liquide S.A.		300		38,895
Air Products and Chemicals, Inc.		100		13,898
Asahi Kasei Corp.		2,000		12,372
CF Industries Holdings, Inc.		200		10,154
E.I. du Pont de Nemours & Co.		400		25,360
Ecolab, Inc.		400		48,140
Givaudan S.A. (Registered)*		9		16,116
International Flavors & Fragrances, Inc.		100		11,606
Linde AG		140		24,286
Monsanto Co.		300		27,966
Novozymes A/S, Class B		400		18,548

PPG Industries, Inc.		100	$	10,426
Praxair, Inc.		400		44,436
Sherwin-Williams Co.		100		26,683
Shin-Etsu Chemical Co., Ltd.		200		11,990
Symrise AG		200		13,174

				354,050

*Containers & Packaging (0.2%)*
Amcor Ltd.		1,500		14,601
Ball Corp.		100		6,850

				21,451

Total Materials				375,501

Telecommunication Services (2.6%)
*Diversified Telecommunication Services (2.0%)*
AT&T, Inc.		1,500		50,265
BT Group plc		4,000		28,674
Deutsche Telekom AG (Registered)		700		13,090
Nippon Telegraph & Telephone Corp.		600		22,305
Singapore Telecommunications Ltd.		7,000		19,887
Swisscom AG (Registered)		30		15,479
Telenor ASA		900		16,979
TeliaSonera AB		3,000		15,355
Telstra Corp., Ltd.		4,900		18,869
Verizon Communications, Inc.		200		9,376

				210,279

*Wireless Telecommunication Services (0.6%)*
KDDI Corp.		600		14,648
NTT DOCOMO, Inc.		1,600		31,259
Rogers Communications, Inc., Class B		300		11,937
SoftBank Group Corp.		100		5,633

				63,477

Total Telecommunication Services				273,756

Utilities (5.8%)
*Electric Utilities (3.0%)*
American Electric Power Co., Inc.		400		22,660
CLP Holdings Ltd.		2,000		17,418
Duke Energy Corp.		500		35,735
Eversource Energy		500		25,470
NextEra Energy, Inc.		500		51,330
PPL Corp.		600		20,640
Red Electrica Corporacion S.A.		200		17,638
Southern Co.		1,200		54,120
SSE plc		1,200		28,026
Terna Rete Elettrica Nazionale S.p.A.		3,000		15,268
Xcel Energy, Inc.		600		21,378

				309,683

*Gas Utilities (0.5%)*
Hong Kong & China Gas Co., Ltd.		4,400		8,936
Osaka Gas Co., Ltd.		3,000		11,889
Snam S.p.A.		3,000		15,538

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Shares		Value (Note 1)

Tokyo Gas Co., Ltd.		3,000	$	14,956

				51,319

*Multi-Utilities (2.1%)*
AGL Energy Ltd.		600		7,158
CMS Energy Corp.		300		10,821
Consolidated Edison, Inc.		300		19,725
Dominion Resources, Inc.		800		57,144
DTE Energy Co.		200		16,318
National Grid plc		3,000		42,770
Public Service Enterprise Group, Inc.		300		12,387
Sempra Energy		400		40,964
WEC Energy Group, Inc.		300		15,468

				222,755

*Water Utilities (0.2%)*
American Water Works Co., Inc.		200		11,472
Severn Trent plc		300		10,374

				21,846

Total Utilities				605,603

Total Common Stocks (99.0%) (Cost $10,136,813)				10,327,355


PREFERRED STOCK:
Industrials (0.0%)
*Aerospace & Defense* (*0.0%)*
Rolls-Royce Holdings plc 0.000%*†		74,160		115

Total Preferred Stock (0.0%) (Cost $114)				115


SHORT-TERM INVESTMENT:
Investment Company (0.5%)
JPMorgan Prime Money Market Fund, Institutional Class Shares		53,997		53,997

Total Short-Term Investment (0.5%) (Cost $53,997)				53,997

Total Investments (99.5%) (Cost $10,190,924)				10,381,467
Other Assets Less Liabilities (0.5%)				50,205

Net Assets (100%)			$	10,431,672

*	Non-income producing.

†	Security (totaling $115 or 0.0% of net assets) held at fair value by management.

(q)

Preference Shares are a special type of equity investment that shares in the earnings of the company, has limited voting rights, and receives a greater dividend than applicable Common Shares.

Glossary:

CVA

— Dutch Certification

FDR

— Finnish Depositary Receipt


Country Diversification As a Percentage of Total Net Assets
Australia	1.9	%
Belgium	0.5
Bermuda	0.1
Canada	4.5
Denmark	0.9
Finland	0.4
France	3.1
Germany	4.4
Hong Kong	0.8
Ireland	1.3
Italy	0.5
Japan	7.7
Luxembourg	0.1
Netherlands	0.8
Norway	0.2
Singapore	1.0
Spain	0.7
Sweden	1.1
Switzerland	3.4
United Kingdom	8.5
United States	57.6
Cash and Other	0.5

	100.0	%

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities		Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Common Stocks
Consumer Discretionary	$	870,106	$	498,338	$	—	$	1,368,444
Consumer Staples		1,164,473		800,573		—		1,965,046
Energy		194,463		61,252		—		255,715
Financials		1,022,458		636,697		—		1,659,155
Health Care		944,542		510,013		—		1,454,555
Industrials		846,330		562,075		—		1,408,405
Information Technology		829,288		131,887		—		961,175
Materials		225,519		149,982		—		375,501
Telecommunication Services		71,578		202,178		—		273,756
Utilities		415,632		189,971		—		605,603
Preferred Stocks
Industrials		—		—		115		115
Short-Term Investments		53,997		—		—		53,997

Total Assets	$	6,638,386	$	3,742,966	$	115	$	10,381,467

Total Liabilities	$	—	$	—	$	—	$	—

Total	$	6,638,386	$	3,742,966	$	115	$	10,381,467

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

The Fund held no derivatives contracts during the period ended October 31, 2015.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	13,046,242
Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	2,888,147

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	675,538
Aggregate gross unrealized depreciation		(487,250	)

Net unrealized appreciation	$	188,288

Federal income tax cost of investments	$	10,193,179

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015


ASSETS
Investments at value (Cost $10,190,924)	$	10,381,467
Cash		5,000
Foreign cash (Cost $50,993)		51,862
Receivable from investment adviser		20,432
Dividends, interest and other receivables		18,699
Deferred offering cost		4,501
Receivable for Fund shares sold		3,366
Other assets		54

Total assets		10,485,381

LIABILITIES
Transfer agent fees payable		4,513
Payable for Fund shares redeemed		3,389
Distribution fees payable – Class R		1,278
Distribution fees payable – Class A		646
Trustees’ fees payable		15
Accrued expenses		43,868

Total liabilities		53,709

NET ASSETS	$	10,431,672

Net assets were comprised of:
Paid in capital	$	10,140,814
Accumulated undistributed net investment income (loss)		127,326
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(27,805	)
Net unrealized appreciation (depreciation) on investments and foreign currency translations		191,337

Net assets	$	10,431,672

Class A
Net asset value and redemption price per share, $3,111,083 / 303,891 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.24
Maximum sales charge (5.50% of offering price)		0.60

Maximum offering price per share	$	10.84

Class C**
Net asset value per share, $1,029,275 / 100,332 shares outstanding (unlimited amount authorized: $0.001 par value) (a)	$	10.26

Class I
Net asset value and redemption price per share, $3,218,364 / 313,718 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.26

Class R
Net asset value and redemption price per share, $3,072,950 / 300,787 shares outstanding (unlimited amount authorized: $0.001 par value)	$	10.22

**	Class C shares currently are not offered for sale.

(a)

Redemption price for Class C shares varies based on length of time the shares are held.

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Dividends (net of $11,417 foreign withholding tax)	$	245,494
Interest		13

Total income		245,507

EXPENSES
Offering costs		132,390
Professional fees		87,380
Investment advisory fees		69,160
Administrative fees		38,703
Transfer agent fees		16,735
Distribution fees – Class R		14,723
Custodian fees		12,900
Distribution fees – Class C		9,839
Printing and mailing expenses		7,718
Distribution fees – Class A		7,388
Trustees’ fees		5,159
Registration and filing fees		4,090
Miscellaneous		18,924

Gross expenses		425,109
Less: Waiver from investment adviser		(107,863	)
Waiver from distributor		(9,839	)
Reimbursement from investment adviser		(176,606	)

Net expenses		130,801

NET INVESTMENT INCOME (LOSS)		114,706

REALIZED AND UNREALIZED GAIN (LOSS)
Realized gain (loss) on:
Investments		(27,544	)
Foreign currency transactions		(8,018	)

Net realized gain (loss)		(35,562	)

Change in unrealized appreciation (depreciation) on:
Investments		190,543
Foreign currency translations		794

Net change in unrealized appreciation (depreciation)		191,337

NET REALIZED AND UNREALIZED GAIN (LOSS)		155,775

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	270,481

*	The Fund commenced operations on November 12, 2014.

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

STATEMENT OF CHANGES IN NET ASSETS


	*November 12, 2014 to October 31, 2015**
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	114,706
Net realized gain (loss) on investments and foreign currency transactions		(35,562	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency translations		191,337

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		270,481

DIVIDENDS:
Dividends from net investment income
Class A		(8,917	)
Class C		(3,310	)
Class I		(9,973	)
Class R		(7,860	)

TOTAL DIVIDENDS:		(30,060	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 302,997 shares ]		3,029,603
Capital shares issued in reinvestment of dividends [ 894 shares ]		8,917
Capital shares repurchased [ (3,000) shares ]		(29,250	)

Total Class A transactions		3,009,270

Class C**
Capital shares sold [ 100,000 shares ]		1,000,000
Capital shares issued in reinvestment of dividends [ 332 shares ]		3,310
Capital shares repurchased [ (1,000) shares ]		(9,760	)

Total Class C transactions		993,550

Class I
Capital shares sold [ 313,048 shares ]		3,132,516
Capital shares issued in reinvestment of dividends [ 999 shares ]		9,973
Capital shares repurchased [ (3,329) shares ]		(32,668	)

Total Class I transactions		3,109,821

Class R
Capital shares sold [ 300,000 shares ]		3,000,000
Capital shares issued in reinvestment of dividends [ 787 shares ]		7,860
Capital shares repurchased [ (3,000) shares ]		(29,250	)

Total Class R transactions		2,978,610

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		10,091,251

TOTAL INCREASE (DECREASE) IN NET ASSETS		10,331,672
NET ASSETS:
Beginning of period		100,000

End of period (a)	$	10,431,672

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	127,326

* The Fund commenced operations on November 12, 2014.
** Class C shares currently are not offered for sale.

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

FINANCIAL HIGHLIGHTS


Class A	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.11
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.16

Total from investment operations		0.27

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	10.24

Total return (b)		2.70	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	3,111
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.35	%
Before waivers and reimbursements (a)		4.21	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		1.14	%(l)
Before waivers and reimbursements (a)		(1.73	)%(l)
Portfolio turnover rate (z)^		29	%

Class C**	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.14
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.15

Total from investment operations		0.29

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	10.26

Total return (b)		2.94	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	1,029
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.10	%
Before waivers and reimbursements (a)		4.96	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		1.39	%(l)
Before waivers and reimbursements (a)		(2.48	)%(l)
Portfolio turnover rate (z)^		29	%

See Notes to Financial Statements.

1290 FUNDS

1290 SMARTBETA EQUITY FUND

FINANCIAL HIGHLIGHTS (Continued)


Class I	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.14
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.15

Total from investment operations		0.29

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	10.26

Total return (b)		2.94	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	3,218
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.10	%
Before waivers and reimbursements (a)		3.96	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		1.38	%(l)
Before waivers and reimbursements (a)		(1.48	)%(l)
Portfolio turnover rate (z)^		29	%

Class R	November 12, 2014* to October 31, 2015
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.09
Net realized and unrealized gain (loss) on investments and foreign currency transactions		0.16

Total from investment operations		0.25

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	10.22

Total return (b)		2.47	%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	3,073
Ratio of expenses to average net assets:
After waivers and reimbursements (a)		1.60	%
Before waivers and reimbursements (a)		4.46	%
Ratio of net investment income (loss) to average net assets:
After waivers and reimbursements (a)		0.89	%(l)
Before waivers and reimbursements (a)		(1.98	)%(l)
Portfolio turnover rate (z)^		29	%

*	Commencement of Operations.

**	Class C shares currently are not offered for sale.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 UNCONSTRAINED BOND MANAGERS FUND (Unaudited)

INVESTMENT ADVISER

_Ø

1290 Asset Managers^®

INVESTMENT SUB-ADVISERS

_Ø

Pacific Investment Management Company LLC (PIMCO)

_Ø

TCW Investment Management Company

PERFORMANCE RESULTS

LOGO


Total Returns as of 10/31/15
		Since Incept.
Fund – Class A Shares*	without Sales Charge		(1.54	)%
	with Sales Charge (a)		(5.96	)
Fund – Class I Shares*			(1.49	)
Fund – Class R Shares*			(1.60	)
BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index			0.09
* Date of inception 7/6/15. (a) A 4.50% front-end sales charge was deducted. Returns for periods less than one year are not annualized.

The graph illustrates comparative performance for $10,000 invested in the Class I Shares of the 1290 Unconstrained Bond Managers Fund and BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index from 7/06/15 to 10/31/15. The performance of BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index reflects an initial investment at the end of the month closest to the Fund’s inception. The performance of the Fund assumes reinvestment of all dividends, capital gains distributions, and interest, if any, and does not include a sales charge. The performance of BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index does not reflect the deduction of expenses or a sales charge associated with a mutual fund and has been adjusted to reflect reinvestment of dividends, capital gain distributions, and interest of the securities included in the benchmark.

PERFORMANCE SUMMARY

The Fund’s Class I shares returned (1.49)% for the period ended October 31, 2015. The Fund’s benchmark, the BofA Merrill Lynch U.S. Dollar 3-Month LIBOR Constant Maturity Index, returned 0.09% over the same period.

Pacific Investment Management Company LLC (PIMCO)

Fund Highlights

What helped performance since inception through October 31, 2015:

•

Long-term bonds from the peripheral European countries, particularly Italy, Spain and Greece, contributed to performance as spreads tightened following a positive Greece resolution and improved core European economic conditions.

•

The Fund’s long peripheral European spread exposure, which was partly facilitated using interest rate swaps and futures, was positive for returns.

•

U.S. dollar exposure versus a basket of emerging markets currencies, which depreciated against the dollar over the period, added to performance.

What hurt performance since inception through October 31, 2015:

•

The Fund utilized derivative instruments in order to attain specific exposures and manage portfolio risk. Exposure to Brazilian local rates, achieved partially through interest rate swaps, was negative for performance, as yields rose sharply amid a combination of economic and political concerns. Corporate credit strategies, facilitated in part by credit default swaps, detracted from performance, as spreads widened due to heightened market volatility. Index credit default swaps contributed slightly to the fund’s underperformance. Finally, short U.S. duration exposure, partially executed through Eurodollar futures, detracted from performance, as rates rallied amid negative market sentiment stemming from global growth concerns. Money market futures, used to express views on the front-end of the nominal U.S. interest rate curve, detracted slightly from performance.

•

Exposure to Treasury Inflation-Protected Securities (TIPS) hurt performance as breakevens fell alongside declining oil prices.

•

U.S. dollar exposure versus the Japanese yen and euro was also negative, as those currencies strengthened against the U.S. dollar.

•

Corporate credit exposure, particularly among U.S. industrials and financials, was detrimental as spreads widened.

1290 UNCONSTRAINED BOND MANAGERS FUND (Unaudited)

TCW Investment Management Company (TCW)

Fund Highlights

What helped performance since inception through October 31, 2015:

•

Contributions to performance were driven primarily by an allocation to non-agency residential mortgage backed securities (RMBS) and non-agency commercial mortgage backed securities (CMBS). Non-agency CMBS outpaced duration-matched Treasuries while non-agency RMBS prices moved higher on continued improvements in fundamentals such as increased prepayment activity and declining delinquencies.

•

Exposure to investment grade corporates was also positive with banking, cable satellite, and electric utilities contributing most.

•

The Fund held futures as a method of managing duration. Since inception, these securities had a negligible impact on returns.

What hurt performance since inception through October 31, 2015:

•

Issue selection for pharmaceuticals modestly detracted from returns as idiosyncratic risks affected several company names in the sector.

•

Another drag on performance was the allocation to government guaranteed student loan asset backed securities as spreads widened in the third quarter due to fears of potential downgrades by rating agencies.


Fund Characteristics As of October 31, 2015
Weighted Average Life (Years)	2.56
Weighted Average Coupon (%)	1.93
Weighted Average Modified Duration (Years)*	0.51
30 day SEC Yield (Class I)	0.96	%
30 Day Unsubsidized Yield (Class I)	0.23	%
* Modified duration is a measure of the price sensitivity of the Fund to interest rate movements, taking into account specific features of the securities in which it invests.


Fund Composition as of October 31, 2015	% of Net Assets
Asset-Backed and Mortgage-Backed Securities		37.6	%
Financials		11.0
Government Securities		6.6
Health Care		1.6
Energy		1.2
Utilities		1.2
Telecommunication Services		1.1
Industrials		1.1
Consumer Discretionary		0.4
Option Purchased		0.2
Consumer Staples		0.2
Information Technology		0.2
Materials		0.1
Cash and Other		37.5

		100.0	%

Holdings are subject to change without notice.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Fund, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended October 31, 2015 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

1290 UNCONSTRAINED BOND MANAGERS FUND (Unaudited)

EXAMPLE


	Beginning Account Value 5/1/15†		Ending Account Value 10/31/15		Expenses Paid During Period* 5/1/15 - 10/31/15
Class A
Actual		$1,000.00		$984.60		$4.44
Hypothetical (5% average annual return before expenses)		1,000.00		1,018.17		7.10
Class I
Actual		1,000.00		985.10		3.67
Hypothetical (5% average annual return before expenses)		1,000.00		1,019.39		5.88
Class R
Actual		1,000.00		984.00		5.25
Hypothetical (5% average annual return before expenses)		1,000.00		1,016.88		8.39
† Commenced operations on July 6, 2015. * Expenses are equal to the Fund’s Class A, I and R shares annualized expense ratios of 1.40%, 1.15% and 1.65%, respectively, multiplied by the average account value over the period, and multiplied by 184/365 for the hypothetical example (to reflect the one-half year period), and multiplied by 117/365 the actual example (to reflect the actual number of days in the period).

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS

October 31, 2015


	Principal Amount		Value (Note 1)

LONG-TERM DEBT SECURITIES:
Asset-Backed and Mortgage-Backed Securities (37.6%)
*Asset-Backed Securities (16.9%)*
ABFC Trust, Series 2007-NC1 A2 0.497%, 5/25/37 (l)§	$	250,000	$	183,676
ACE Securities Corp. Home Equity Loan Trust, Series 2005-HE6 M1 0.667%, 10/25/35 (l)		200,000		168,716
Ameriquest Mortgage Securities, Inc. Asset-Backed Pass-Through Ctfs Ser 2004-R9, Series 2004-R9 M2 1.172%, 10/25/34 (l)		175,000		173,148
BA Credit Card Trust, Series 2014-A2 A 0.466%, 9/16/19 (l)		90,000		89,847
Babson CLO Ltd., Series 2014-IIA A 1.707%, 10/17/26 (l)§		90,000		89,155
Bear Stearns Asset Backed Securities I Trust, Series 2007-HE2 2A2 0.307%, 2/25/37 (l)		340,248		324,963
Chase Funding Trust, Series 2002-3 2A1 0.837%, 8/25/32 (l)		4,869		4,504
Citigroup Mortgage Loan Trust,
Series 2005-OPT3 M2 0.647%, 5/25/35 (l)		190,000		185,942
Series 2007-AMC1 A1 0.357%, 12/25/36 (l)§		247,066		164,691
Series 2007-AMC3 A1 0.457%, 3/25/37 (l)§		203,824		162,893
Series 2007-FS1 1A1 4.620%, 10/25/37 (e)§		348,532		339,014
Series 2015-2 1A1 0.394%, 6/25/47 (l)§		182,876		172,920
Countrywide Asset-Backed Certificates,
Series 2002-3 1A1 0.937%, 5/25/32 (l)		8,875		7,982
Series 2006-26 1A 0.337%, 6/25/37 (l)		211,129		159,317
Series 2007-2 1A 0.337%, 8/25/37 (l)		426,752		335,656
Series 2007-9 1A 0.397%, 6/25/47 (l)		510,115		374,155
CWABS Asset-Backed Certificates Trust,
Series 2005-3 MV5 0.867%, 8/25/35 (l)		200,000		178,526
Series 2006-14 2A2 0.347%, 2/25/37 (l)		384,583		362,339
Series 2006-18 2A2 0.357%, 3/25/37 (l)		498,865		457,595
Dryden XXXI Senior Loan Fund, Series 2014-31A A 1.667%, 4/18/26 (l)§		85,000		84,187

Education Loan Asset-Backed Trust I, Series 2013-1 A1 0.997%, 6/25/26 (l)§	$	165,276	$	163,350
First Franklin Mortgage Loan Trust,
Series 2005-FF10 A5 0.557%, 11/25/35 (l)		500,000		348,700
Series 2005-FF5 M2 0.932%, 5/25/35 (l)		180,782		176,334
Series 2006-FF10 A4 0.347%, 7/25/36 (l)		166,107		159,220
Flatiron CLO Ltd., Series 2014-1A A1 1.695%, 7/17/26 (l)§		85,000		84,070
Greenpoint Manufactured Housing, Series 2000-1 A4 8.140%, 3/20/30 (l)		168,399		177,015
GSAMP Trust, Series 2006-FM3 A2C 0.397%, 11/25/36 (l)		323,987		182,177
Home Equity Asset Trust, Series 2005-3 M5 1.232%, 8/25/35 (l)		200,000		160,489
Honda Auto Receivables 2015-2 Owner Trust, Series 2015-2 A2 0.690%, 8/21/17		90,000		89,937
HSI Asset Securitization Corp. Trust, Series 2006-HE1 2A1 0.247%, 10/25/36 (l)		39,449		21,233
JP Morgan Mortgage Acquisition Trust,
Series 2006-FRE2 M1 0.537%, 2/25/36 (l)		200,000		151,440
Series 2006-WMC2 A1 0.332%, 7/25/36 (l)		176,431		125,102
Series 2007-CH1 AV5 0.437%, 11/25/36 (l)		175,000		172,510
Long Beach Mortgage Loan Trust,
Series 2005-2 M4 1.127%, 4/25/35 (l)		180,000		175,063
Series 2005-3 1A 0.457%, 8/25/45 (l)		225,805		175,218
Series 2006-10 2A2 0.307%, 11/25/36 (l)		522,887		226,614
MASTR Asset Backed Securities Trust, Series 2006-HE1 A4 0.487%, 1/25/36 (l)		370,000		354,113
MASTR Specialized Loan Trust, Series 2007-1 A 0.567%, 1/25/37 (l)§		412,905		264,585
Morgan Stanley ABS Capital I, Inc. Trust,
Series 2007-HE3 A2A 0.257%, 12/25/36 (l)		675,228		396,963
Series 2007-NC2 A1 0.327%, 2/25/37 (l)§		218,844		169,595

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

Morgan Stanley Home Equity Loan Trust,
Series 2006-3 A4 0.457%, 4/25/36 (l)	$	474,618	$	337,113
Series 2007-1 A3 0.337%, 12/25/36 (l)		336,019		186,717
Navient Student Loan Trust,
Series 2014-1 A3 0.707%, 6/25/31 (l)		170,000		166,924
Series 2014-2 A 0.837%, 3/25/43 (l)		159,539		149,759
Nelnet Student Loan Trust, Series 2014-4A A2 1.147%, 11/25/43 (l)§		85,000		77,730
Nissan Auto Receivables 2015-A Owner Trust, Series 2015-A A2 0.670%, 9/15/17		90,000		89,986
Nomura Home Equity Loan, Inc. Home Equity Loan Trust, Series 2006-HE2 A4 0.467%, 3/25/36 (l)		205,000		173,976
NovaStar Mortgage Funding Trust, Series 2005-2 M1 0.842%, 10/25/35 (l)		157,135		156,886
RASC Trust,
Series 2005-KS10 M1 0.607%, 11/25/35 (l)		180,000		174,024
Series 2005-KS7 M3 0.677%, 8/25/35 (l)		180,000		176,730
Series 2006-KS9 AI3 0.357%, 11/25/36 (l)		391,425		348,530
SG Mortgage Securities Trust,
Series 2007-NC1 A2 0.437%, 12/25/36 (l)§		287,665		177,041
SLM Student Loan Trust,
Series 2006-9 A5 0.420%, 1/26/26 (l)		150,000		146,727
Series 2008-2 B 1.520%, 1/25/29 (l)		100,000		80,710
Series 2008-3 A3 1.320%, 10/25/21 (l)		169,655		166,066
Series 2008-5 A4 2.020%, 7/25/23 (l)		170,000		171,227
Series 2012-7 B 1.997%, 9/25/43 (l)		100,000		88,368
Series 2013-4 A 0.747%, 6/25/27 (l)		183,795		177,865
Soundview Home Loan Trust,
Series 2007-OPT1 2A1 0.277%, 6/25/37 (l)		262,997		157,251
Structured Asset Securities Corp. Mortgage Loan Trust,
Series 2005-WF4 M6 0.867%, 11/25/35 (l)		500,000		369,206
Toyota Auto Receivables 2014-B Owner Trust,
Series 2014-B A3 0.760%, 3/15/18		90,000		90,018
Wells Fargo Home Equity Asset-Backed Securities Trust,
Series 2007-2 A3 0.427%, 4/25/37 (l)		200,000		165,422

				11,621,230


*Non-Agency CMO (20.7%)*
Alternative Loan Trust,
Series 2005-76 1A1 1.702%, 1/25/36 (l)	$	175,800	$	160,194
Series 2006-HY12 A5 3.579%, 8/25/36 (l)		171,144		162,218
Series 2006-OA19 A1 0.374%, 2/20/47 (l)		465,262		341,077
Banc of America Commercial Mortgage Trust,
Series 2006-3 A4 5.889%, 7/10/44 (l)		222,514		225,334
Series 2006-4 A4 5.634%, 7/10/46		214,444		217,574
Series 2006-6 A2 5.309%, 10/10/45		40,688		40,855
Series 2006-6 A4 5.356%, 10/10/45		125,000		127,667
Series 2007-2 AAB 5.570%, 4/10/49 (l)		70,106		70,367
Bayview Commercial Asset Trust,
Series 2004-3 A1 0.567%, 1/25/35 (l)§		179,243		165,717
Bear Stearns ALT-A Trust,
Series 2005-10 22A1 2.554%, 1/25/36 (l)		382,707		327,016
Series 2005-2 2A4 2.523%, 4/25/35 (l)		167,230		157,190
CIM Trust,
Series 15-4AG 2.193%, 10/25/57 (b)§†		170,000		167,654
COMM Mortgage Trust,
Series 2010-C1 A1 3.156%, 7/10/46§		13,860		13,858
Series 2012-9W57 A 2.365%, 2/10/29§		60,000		60,710
Countrywide Home Loan Mortgage Pass-Through Trust,
Series 2005-3 1A2 0.487%, 4/25/35 (l)		189,776		161,072
First Horizon Alternative Mortgage Securities Trust,
Series 2006-AA7 A1 2.258%, 1/25/37 (l)		198,217		158,174
First Horizon Mortgage Pass-Through Trust,
Series 2005-AR4 2A1 2.662%, 10/25/35 (l)		195,497		173,184
GE Business Loan Trust,
Series 2005-1A A3 0.446%, 6/15/33 (l)§		163,109		158,134
Series 2007-1A A 0.366%, 4/16/35 (l)§		175,748		167,294
GE Capital Commercial Mortgage Corp.,
Series 2005-C4 A4 5.385%, 11/10/45 (l)		7,305		7,302
Series 2006-C1 A1A 5.284%, 3/10/44 (l)		190,381		191,290
GMAC Commercial Mortgage Securities, Inc.,
Series 2006-C1 A1A 5.233%, 11/10/45 (l)		127,183		127,071
Series 2006-C1 A4 5.238%, 11/10/45 (l)		26,355		26,355

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

GS Mortgage Securities Trust,
Series 2012-GC6 A2 2.539%, 1/10/45	$	170,000	$	171,605
Series 2012-GC6 XA 2.068%, 1/10/45 IO (l)§		872,904		80,642
GSR Mortgage Loan Trust,
Series 2005-AR7 6A1 2.936%, 11/25/35 (l)		167,605		163,994
IndyMac INDX Mortgage Loan Trust,
Series 2004-AR6 6A1 2.746%, 10/25/34 (l)		149,452		147,765
Series 2006-AR4 A1A 0.407%, 5/25/46 (l)		273,038		232,527
Series 2007-AR15 2A1 4.171%, 8/25/37 (l)		317,836		249,141
JP Morgan Chase Commercial Mortgage Securities Trust,
Series 2006-CB14 A4 5.481%, 12/12/44 (l)		25,664		25,674
Series 2006-CB15 A4 5.814%, 6/12/43 (l)		168,754		171,300
Series 2006-CB16 A4 5.552%, 5/12/45		178,912		182,094
Series 2006-LDP7 A4 5.911%, 4/15/45 (l)		228,630		231,413
Series 2006-LDP8 A4 5.399%, 5/15/45		190,030		192,924
Series 2006-LDP9 A1A 5.257%, 5/15/47		121,102		124,096
Series 2010-C2 A2 3.616%, 11/15/43 (b)§		180,000		186,751
Series 2010-CNTR A1 3.300%, 8/5/32§		98,836		102,247
Series 2011-C3 A3 4.388%, 2/15/46§		165,000		174,403
Series 2011-C4 A2 3.341%, 7/15/46§		169,625		170,529
Series 2011-PLSD A1 2.190%, 11/13/28§		92,309		92,722
Series 2011-PLSD A2 3.364%, 11/13/28§		175,000		178,365
Lehman Brothers Small Balance Commercial,
Series 2005-2A 1A 0.447%, 9/25/30 (l)§		166,744		153,544
Lehman XS Trust,
Series 2005-5N 3A1A 0.497%, 11/25/35 (l)		184,839		156,767
Series 2007-4N 1A2A 0.357%, 3/25/47 (l)		432,285		343,648
Merrill Lynch Mortgage Investors Trust,
Series 2004-HB1 A3 2.155%, 4/25/29 (l)		181,804		177,616
Series 2005-A9 2A1E 2.662%, 12/25/35 (l)		175,886		162,733
Merrill Lynch Mortgage Trust,
Series 2005-LC1 AM 5.301%, 1/12/44 (l)		80,000		80,200
Series 2006-C1 A4 5.674%, 5/12/39 (l)		260,000		261,658
Series 2007-C1 A3 5.837%, 6/12/50 (l)		118,888		118,689

ML-CFC Commercial Mortgage Trust,
Series 2007-6 A2 5.331%, 3/12/51	$	144,354	$	144,354
Morgan Stanley Capital I Trust,
Series 2005-T17 AJ 4.840%, 12/13/41 (l)		24,926		24,896
Series 2006-HQ8 A4 5.415%, 3/12/44 (l)		21,907		21,907
Series 2007-IQ14 A2 5.610%, 4/15/49		183,997		184,263
Series 2007-IQ14 A4 5.692%, 4/15/49 (l)		170,000		176,883
Series 2011-C3 A2 3.224%, 7/15/49		344,665		348,740
OBP Depositor LLC Trust,
Series 2010-OBP A 4.646%, 7/15/45§		30,000		32,953
RALI Trust,
Series 2006-QA2 1A1 0.447%, 2/25/36 (l)		289,972		196,888
Series 2006-QA5 1A1 0.377%, 7/25/36 (l)		279,481		178,615
Residential Asset Securitization Trust,
Series 2005-A10 A4 5.500%, 9/25/35		148,391		131,225
Sequoia Mortgage Trust,
Series 2004-12 A1 0.734%, 1/20/35 (l)		172,425		155,652
Series 2004-6 A1 1.880%, 7/20/34 (l)		168,321		161,179
Structured Adjustable Rate Mortgage Loan Trust,
Series 2004-20 1A1 2.470%, 1/25/35 (l)		194,075		184,384
Series 2005-12 3A1 2.517%, 6/25/35 (l)		162,604		150,097
Series 2005-15 1A1 2.551%, 7/25/35 (l)		211,551		168,066
Series 2005-16XS A1 0.537%, 8/25/35 (l)		175,988		159,348
Series 2005-17 5A1 5.150%, 8/25/35 (l)		201,214		178,623
Structured Asset Mortgage Investments II Trust,
Series 2006-AR6 1A3 0.387%, 7/25/46 (l)		579,041		381,420
Series 2006-AR7 A10 0.397%, 8/25/36 (l)		222,358		183,309
Wachovia Bank Commercial Mortgage Trust,
Series 2004-C11 A5 5.169%, 1/15/41 (l)		189,081		188,905
Series 2005-C17 G 5.607%, 3/15/42 (l)§		56,369		56,369
Series 2006-C23 A4 5.418%, 1/15/45 (l)		6,727		6,727
Series 2006-C26 A3 6.011%, 6/15/45 (l)		131,000		132,684
Series 2007-C30 A3 5.246%, 12/15/43		50,667		50,745
Series 2007-C30 A5 5.342%, 12/15/43		175,000		180,987
Series 2007-C30 APB 5.294%, 12/15/43		81,200		81,650

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

Series 2007-C32 A2 5.708%, 6/15/49 (l)	$	179,324	$	180,340
Series 2007-C32 APB 5.713%, 6/15/49 (l)		152,286		154,070
Wachovia Mortgage Loan Trust,
Series 2006-AMN1 A3 0.437%, 8/25/36 (l)		256,860		166,781
WaMu Mortgage Pass-Through Certificates Trust,
Series 2005-AR11 A1A 0.517%, 8/25/45 (l)		175,042		161,802
Series 2005-AR13 A1A1 0.487%, 10/25/45 (l)		175,143		162,885
Series 2005-AR8 2A1A 0.487%, 7/25/45 (l)		176,910		165,207
Series 2006-AR3 A1A 1.222%, 2/25/46 (l)		182,255		165,950
Series 2007-HY3 1A1 2.088%, 3/25/37 (l)		194,897		161,422
Washington Mutual Mortgage Pass-Through Certificates WMALT Trust,
Series 2007-OA1 2A 0.942%, 12/25/46 (l)		327,809		219,234
Wells Fargo Mortgage Backed Securities Trust,
Series 2006-AR10 5A6 2.737%, 7/25/36 (l)		333,872		314,168
Series 2006-AR12 1A1 2.735%, 9/25/36 (l)		176,778		167,222
Series 2006-AR4 1A1 5.842%, 4/25/36 (l)		164,163		154,475
WF-RBS Commercial Mortgage Trust,
Series 2011-C2 A2 3.791%, 2/15/44§		123,940		124,050
Series 2011-C3 A2 3.240%, 3/15/44§		148,918		149,906
Series 2011-C4 A2 3.454%, 6/15/44§		199,041		200,667

				14,249,402

Total Asset-Backed and Mortgage-Backed Securities				25,870,632

Corporate Bonds (18.1%)
Consumer Discretionary (0.4%)
*Hotels, Restaurants & Leisure* (*0.1%*)
Churchill Downs, Inc. 5.375%, 12/15/21		34,000		35,020
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp.
5.625%, 10/15/21		70,000		73,444

				108,464

*Media (0.3%)*
CCO Safari II LLC
6.484%, 10/23/45§		90,000		93,222
Charter Communications/CCO Safari III LLC Term Loan
4.000%, 1/23/23		100,000		99,797

				193,019

Total Consumer Discretionary				301,483


Consumer Staples (0.2%)
*Beverages (0.1%)*
DS Services of America, Inc.
10.000%, 9/1/21 (b)§	$	35,000	$	40,267

*Food & Staples Retailing (0.1%)*
CVS Health Corp.
4.875%, 7/20/35		70,000		73,257

Total Consumer Staples				113,524

Energy (1.2%)
*Oil, Gas & Consumable Fuels (1.2%)*
Boardwalk Pipelines LP
5.750%, 9/15/19		100,000		104,563
BP Capital Markets plc
3.506%, 3/17/25		70,000		70,455
Enbridge Energy Partners LP
5.875%, 10/15/25		40,000		40,148
Petrobras Global Finance B.V.
3.500%, 2/6/17		100,000		96,250
7.875%, 3/15/19		200,000		189,500
Regency Energy Partners LP/Regency Energy Finance Corp.
5.000%, 10/1/22		150,000		145,296
Sabine Pass LNG LP
7.500%, 11/30/16		100,000		103,190
Texas Eastern Transmission LP
2.800%, 10/15/22§		100,000		94,542

Total Energy				843,944

Financials (11.0%)
*Banks (5.7%)*
ABN AMRO Bank N.V.
4.750%, 7/28/25§		200,000		201,975
Bank of America Corp.
3.875%, 8/1/25		600,000		610,058
Barclays Bank plc
5.000%, 9/22/16		75,000		77,614
7.625%, 11/21/22		200,000		228,260
Capital One Bank USA N.A.
1.150%, 11/21/16		140,000		139,581
CIT Group, Inc.
5.250%, 3/15/18		35,000		36,708
Citigroup, Inc.
5.300%, 1/7/16		100,000		100,795
1.300%, 11/15/16		175,000		175,473
5.950%, 12/31/49 (l)		200,000		192,600
Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A.
8.375%, 12/31/49 (l)(m)		100,000		104,250
Credit Agricole S.A.
7.500%, 4/29/49 (l)(m)	GBP	100,000		151,092
Credit Suisse Group Funding Guernsey Ltd.
3.750%, 3/26/25§	$	250,000		244,185
Discover Bank/Delaware
2.000%, 2/21/18		75,000		74,582
HBOS plc
1.027%, 9/30/16 (l)		75,000		74,625
HSBC Holdings plc
6.375%, 12/31/49 (l)		200,000		198,500
ICICI Bank Ltd.
6.375%, 4/30/22 (l)(m)		100,000		102,592

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

JPMorgan Chase & Co.
3.150%, 7/5/16	$	150,000	$	152,366
2.550%, 10/29/20		105,000		104,559
3.900%, 7/15/25		375,000		384,013
KBC Bank N.V.
8.000%, 1/25/23 (l)(m)		200,000		221,000
Royal Bank of Scotland Group plc
1.875%, 3/31/17		90,000		89,775
7.500%, 12/31/49 (l)		100,000		103,500
Santander UK Group Holdings plc
2.875%, 10/16/20		85,000		85,123
Wells Fargo & Co.
2.600%, 7/22/20		100,000		100,834

				3,954,060

*Capital Markets (1.8%)*
Goldman Sachs Group, Inc.
0.769%, 3/22/16 (l)		350,000		350,047
3.500%, 1/23/25		100,000		98,662
Morgan Stanley
5.550%, 4/27/17		100,000		105,877
5.625%, 9/23/19		200,000		223,319
3.875%, 4/29/24		100,000		102,783
UBS AG
5.875%, 7/15/16		135,000		139,330
7.250%, 2/22/22 (l)(m)		200,000		209,000

				1,229,018

*Consumer Finance (0.7%)*
American Express Credit Corp.
2.800%, 9/19/16		100,000		101,816
Ford Motor Credit Co. LLC
8.000%, 12/15/16		150,000		160,286
3.157%, 8/4/20		200,000		202,145

				464,247

*Diversified Financial Services (0.6%)*
Bank of America N.A.
5.300%, 3/15/17		300,000		314,609
Fresenius Medical Care U.S. Finance II, Inc.
4.750%, 10/15/24§		50,000		50,500
Shell International Finance B.V.
3.250%, 5/11/25		50,000		49,951

				415,060

*Insurance (0.1%)*
ZFS Finance USA Trust II
6.450%, 12/15/65 (l)(b)§		100,000		101,000

*Real Estate Investment Trusts (REITs) (2.1%)*
AvalonBay Communities, Inc.
5.750%, 9/15/16		150,000		155,711
DDR Corp.
9.625%, 3/15/16		100,000		102,937
ERP Operating LP
5.125%, 3/15/16		175,000		177,758
HCP, Inc.
6.300%, 9/15/16		200,000		208,027
Realty Income Corp.
5.500%, 11/15/15		140,000		140,183
Reckson Operating Partnership LP
6.000%, 3/31/16		150,000		152,847

Ventas Realty LP
4.125%, 1/15/26	$	125,000	$	124,883
WEA Finance LLC/Westfield UK & Europe Finance plc
2.700%, 9/17/19§		200,000		198,879
Welltower, Inc.
3.625%, 3/15/16		175,000		176,806

				1,438,031

Total Financials				7,601,416

Health Care (1.6%)
*Biotechnology (0.3%)*
Amgen, Inc.
2.300%, 6/15/16		125,000		126,145
Biogen, Inc.
3.625%, 9/15/22		55,000		55,953
Gilead Sciences, Inc.
4.500%, 2/1/45		50,000		48,498

				230,596

*Health Care Equipment & Supplies (0.5%)*
BioMed Realty LP
3.850%, 4/15/16		150,000		151,222
Boston Scientific Corp.
3.850%, 5/15/25		100,000		99,466
Zimmer Biomet Holdings, Inc.
3.550%, 4/1/25		100,000		98,411

				349,099

*Health Care Providers & Services (0.3%)*
DaVita HealthCare Partners, Inc.
5.000%, 5/1/25		100,000		99,270
HCA, Inc.
4.750%, 5/1/23		70,000		72,100
Tenet Healthcare Corp.
3.837%, 6/15/20 (l)§		35,000		34,839

				206,209

*Pharmaceuticals (0.5%)*
AbbVie, Inc.
1.200%, 11/6/15		100,000		100,004
3.600%, 5/14/25		100,000		98,079
Actavis Funding SCS
3.800%, 3/15/25		70,000		69,377
Valeant Pharmaceuticals International, Inc.
5.500%, 3/1/23§		50,000		42,000

				309,460

Total Health Care				1,095,364

Industrials (1.1%)
*Airlines (0.8%)*
American Airlines, Inc.
5.250%, 1/31/21		135,969		145,657
Continental Airlines Pass Through Trust
6.648%, 3/15/19		126,228		129,936
Delta Air Lines, Inc.
6.718%, 1/2/23		185,194		211,006
United Airlines, Inc., Class A
9.750%, 1/15/17		78,874		84,149

				570,748

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount		Value (Note 1)

*Trading Companies & Distributors (0.3%)*
International Lease Finance Corp.
7.125%, 9/1/18§	$	150,000	$	166,125

Total Industrials				736,873

Information Technology (0.2%)
*IT Services (0.1%)*
First Data Corp.
5.375%, 8/15/23§		35,000		35,612

*Software (0.1%)*
Microsoft Corp.
4.450%, 11/3/45		70,000		70,975

Total Information Technology				106,587

Materials (0.1%)
*Containers & Packaging (0.1%)*
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer (Luxembourg)
5.750%, 10/15/20		70,000		72,716

Total Materials				72,716

Telecommunication Services (1.1%)
*Diversified Telecommunication Services (0.9%)*
AT&T, Inc.
0.699%, 2/12/16 (l)		100,000		99,957
4.350%, 6/15/45		75,000		64,935
CCO Holdings LLC/CCO Holdings Capital Corp.
6.500%, 4/30/21		50,000		52,595
5.125%, 5/1/23§		20,000		19,925
Intelsat Jackson Holdings S.A.
7.250%, 4/1/19		17,000		15,980
Verizon Communications, Inc.
2.500%, 9/15/16		50,000		50,645
5.150%, 9/15/23		200,000		222,944
4.862%, 8/21/46		125,000		119,545

				646,526

*Wireless Telecommunication Services (0.2%)*
Sprint Communications, Inc.
9.000%, 11/15/18§		30,000		32,985
Sprint Corp.
7.875%, 9/15/23		35,000		32,375
T-Mobile USA, Inc.
6.250%, 4/1/21		35,000		36,134

				101,494

Total Telecommunication Services				748,020

Utilities (1.2%)
*Electric Utilities (0.7%)*
Duke Energy Progress LLC
3.250%, 8/15/25		100,000		101,907
Florida Power & Light Co.
4.050%, 10/1/44		100,000		99,955
Jersey Central Power & Light Co.
5.625%, 5/1/16		100,000		101,959
Northern States Power Co.
4.125%, 5/15/44		100,000		99,479

Public Service Co. of New Mexico
3.850%, 8/1/25	$	100,000	$	99,812

				503,112

*Gas Utilities (0.3%)*
Perusahaan Gas Negara Persero Tbk PT
5.125%, 5/16/24§		200,000		196,400

*Multi-Utilities (0.2%)*
Berkshire Hathaway Energy Co.
5.150%, 11/15/43		100,000		107,519

Total Utilities				807,031

Total Corporate Bonds				12,426,958

Government Securities (15.8%)
*Agency CMO (7.5%)*
Federal Farm Credit Bank
0.400%, 5/30/17 (l)		350,000		349,571
0.275%, 12/28/16		285,000		286,197
Federal Home Loan Mortgage Corp.
0.199%, 4/20/17 (l)		350,000		349,974
Federal National Mortgage Association
0.214%, 7/20/17 (l)		350,000		349,456
0.204%, 10/5/17 (l)		350,000		349,321
2.800%, 3/1/18		167,816		172,574
0.455%, 5/25/18 (l)		275,785		275,658
0.425%, 6/25/18 (l)		236,378		236,201
3.790%, 10/1/19		81,909		87,509
4.550%, 10/1/19		78,005		85,459
4.910%, 10/1/19		64,292		71,162
4.520%, 11/1/19		64,705		70,912
0.540%, 4/25/20 (l)		174,599		174,417
3.414%, 10/1/20		84,278		89,919
3.619%, 12/1/20		81,154		86,879
3.766%, 12/1/20		80,132		86,235
1.234%, 7/25/21 IO (l)		1,421,504		83,174
0.505%, 10/25/21 (l)		62,219		62,473
FHLMC Multifamily Structured Pass Through Certificates
1.168%, 4/25/20 IO (l)		917,127		35,259
0.747%, 7/25/20 (l)		121,455		121,800
0.579%, 5/25/22 (l)		174,955		174,955
0.456%, 6/25/22 IO (l)		1,589,894		33,893
Government National Mortgage Association
2.800%, 1/16/34		157,657		158,404
2.450%, 2/16/39		75,252		75,641
3.810%, 8/16/39		96,592		96,971
3.992%, 9/16/43		170,526		174,331
3.500%, 3/15/45		983,413		1,031,008

				5,169,353

*Foreign Governments (2.5%)*
Hellenic Republic Government Bond
3.375%, 7/17/17 (b)(m)	EUR	200,000		202,468
3.800%, 8/8/17	JPY	5,000,000		36,499
4.750%, 4/17/19 (m)	EUR	100,000		100,149
Republic of Croatia
6.625%, 7/14/20 (m)	$	100,000		108,600
Republic of Slovenia
5.850%, 5/10/23 (m)		300,000		345,316
Romanian Government International Bond
4.875%, 1/22/24 (m)		90,000		97,875

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Principal Amount			Value (Note 1)

Spain Government Bond
5.150%, 10/31/44 (b)(m)	EUR	400,000		$	643,957
United Mexican States
3.500%, 1/21/21	$	200,000			205,750

					1,740,614

*Municipal Bonds (0.4%)*
City of New York, General Obligation Bonds Series D
5.985%, 12/1/36		100,000			121,782
New York City Transitional Finance Authority
5.267%, 5/1/27		115,000			132,410

					254,192

*U.S. Treasuries (5.4%)*
U.S. Treasury Bonds
0.750%, 2/15/45 TIPS		151,806			135,000
3.000%, 5/15/45		200,000			202,356
U.S. Treasury Notes
0.097%, 7/31/17#(l)		600,000			599,340
0.125%, 7/15/24 TIPS		2,910,614			2,788,620

					3,725,316

Total Government Securities					10,889,475

Total Long-Term Debt Securities (71.5%) (Cost $49,145,541)					49,187,065

SHORT-TERM INVESTMENTS:
Government Securities (27.4%)
Federal Home Loan Bank
0.09%, 11/30/15 (o)(p)		230,000			229,982
0.11%, 1/14/16 (o)(p)		335,000			334,921
0.12%, 1/15/16 (o)(p)		100,000			99,975
Federal Home Loan Mortgage Corp.
0.10%, 1/6/16 (o)(p)		1,330,000			1,329,760
0.10%, 1/8/16 (o)(p)		1,325,000			1,324,743
0.22%, 2/22/16 (o)(p)		400,000			399,720
Federal National Mortgage Association
0.15%, 2/2/16 (o)(p)		100,000			99,960
0.18%, 2/8/16 (o)(p)		100,000			99,951
U.S. Treasury Bills
0.07%, 1/7/16#(p)		1,445,000			1,444,815
0.08%, 1/14/16 (p)		13,490,000			13,487,677
0.10%, 2/4/16#(p)		10,000			9,997

Total Government Securities					18,861,501

Total Short-Term Investments (27.4%) (Cost $18,859,982)					18,861,501

	Number of Contracts			Value (Note 1)
OPTIONS PURCHASED:
Call Option Purchased (0.0%)
Foreign Currency Option November 2015 USD versus JPY
(Strike Price: JPY 122.50)*		300,000			549

					549

Interest Rate Swaptions Purchased (0.2%)
*Call Interest Rate Swaptions Purchased Payable (0.1%)*
JPMorgan Chase & Co.
30 years, September 2016 @ 3.35% v. 3 Month LIBOR*		300,000			4,449

Deutsche Bank AG
1 year, February 2019 @ 2.90% v. 3 Month LIBOR*		7,600,000		$	1,019
JPMorgan Chase & Co.
30 years, November 2017 @ 3.75% v. 3 Month LIBOR*		1,500,000			35,718

					41,186

*Put Interest Rate Swaptions Purchased Receivable (0.1%)*
Credit Suisse
5 years, September 2016 @ 1.50% v. 3 Month LIBOR*		3,500,000			26,431
Deutsche Bank AG
2 years, January 2016 @ 0.95% v. 3 Month LIBOR*		3,700,000			7,560
JPMorgan Chase & Co.
2 years, December 2015 @ 0.95% v. 3 Month LIBOR*		13,900,000			26,892

					60,883

Put Options Purchased (0.0%)
Foreign Currency Option December 2015 EUR versus USD
(Strike Price: USD 1.09)*		613,000			5,378
Foreign Currency Option August 2016 USD versus CNY
(Strike Price: CNY 6.41)*		500,000			7,085

					12,463

Total Options Purchased (0.2%) (Cost $139,371)					115,081

Total Investments Before Options Written and Securities Sold Short (99.1%) (Cost $68,144,894)					68,163,647

OPTIONS WRITTEN:
Call Options Written (0.0%)
Credit Default Swap Index Option (CDX.NA.IG-24 5-Year Index)
November 2015 @ 0.95%*		(300,000	)		(81	)
Foreign Currency Option December 2015 EUR versus USD
(Strike Price: USD 1.15)*		(613,000	)		(612	)
Foreign Currency Option August 2016 USD versus CNY
(Strike Price: CNY 6.90)*		(500,000	)		(4,893	)

					(5,586	)

Interest Rate Swaptions Written (-0.2%)
*Call Interest Rate Swaptions Written Payable (-0.2%)*
Credit Suisse
30 years, September 2016 @ 2.27% v. 3 Month LIBOR*		(800,000	)		(26,057	)
JPMorgan Chase & Co.
10 years, December 2015 @ 2.30% v. 3 Month LIBOR*		(3,000,000	)		(62,735	)
30 years, September 2016 @ 2.25% v. 3 Month LIBOR*		(300,000	)		(9,484	)

					(98,276	)

*Put Interest Rate Swaptions Written Receivable (0.0%)*
Deutsche Bank AG
1 year, February 2016 @ 2.50% v. 3 Month LIBOR*		(7,900,000	)		(1,263	)

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


	Number of Contracts			Value (Note 1)

JPMorgan Chase & Co.
5 years, November 2017 @ 3.53% v. 3 Month LIBOR*		(6,500,000	)	$	(33,065	)

					(34,328	)

Put Options Written (0.0%)
Credit Default Swap Index Option (CDX.NA.IG-24 5-Year Index)
November 2015 @ 0.70%*		(300,000	)		(33	)
November 2015 @ 1.10%*		(500,000	)		(19	)
Foreign Currency Option December 2015 EUR versus USD
(Strike Price: USD 1.05)*		(613,000	)		(826	)

					(878	)

Total Options Written (-0.2%) (Premiums Received $160,261)					(139,068	)

Total Investments before Securities Sold Short (98.9%) (Cost $67,984,633)					68,024,579

	Principal Amount			Value (Note 1)
SECURITIES SOLD SHORT:
*Agency CMO (-9.2%)*
Federal National Mortgage Association
3.000%, 11/25/45 TBA	$	(1,000,000	)		(1,010,860	)
3.500%, 11/25/45 TBA		(2,000,000	)		(2,081,718	)
4.000%, 11/25/45 TBA		(3,000,000	)		(3,193,828	)

Total Securities Sold Short (-9.2%) (Proceeds Received $6,297,656)					(6,286,406	)

Total Investments after Options Written and Securities Sold Short (89.7%) (Cost $61,686,977)					61,738,173
Other Assets Less Liabilities (10.3%)					7,030,493

Net Assets (100%)				$	68,768,666

*	Non-income producing.

†	Security (totaling $167,654 or 0.2% of net assets) held at fair value by management.

#	All, or a portion of security held by broker as collateral for financial futures and or swaps contracts with a total collateral value of $312,996.

Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may only be resold to qualified institutional buyers. At October 31, 2015, the market value of these securities amounted to $6,121,878 or 8.9% of net assets. Securities denoted with “§” but without “b” have been determined to be liquid under the guidelines established by the Board of Trustees. To the extent any securities might provide a right to demand registration, such rights have not been relied upon when determining liquidity.

(b)

Illiquid Security.

(e)

Step Bond - Coupon rate increases in increments to maturity. Rate disclosed is as of October 31, 2015. Maturity date disclosed is the ultimate maturity date.

(l)

Floating Rate Security. Rate disclosed is as of October 31, 2015.

(m)

Regulation S is an exemption for securities offerings that are made outside of the United States and do not involve direct selling efforts in the United States. Resale restrictions may apply for purposes of the Securities Act of 1933. At October 31, 2015, the market value of these securities amounted to $2,286,299 or 3.3% of net assets.

(o)

Discount Note Security. Effective rate calculated as of October 31, 2015.

(p)

Yield to maturity.

Glossary:

BRL

— Brazilian Real

CMO

— Collateralized Mortgage Obligation

CNY

— Chinese Yuan

EUR

— European Currency Unit

GBP

— British Pound

— Interest Only

JPY

— Japanese Yen

MXN

— Mexican Peso

TBA

— To Be Announced; Security is subject to delayed delivery

TIPS

— Treasury Inflation Protected Security

USD

— U.S. Dollar

At October 31, 2015, the Portfolio had the following futures contracts open: (Note 1)


Purchases	Number of Contracts		Expiration Date		Original Value		Value at 10/31/2015		Unrealized Appreciation/ (Depreciation)
10 Year U.S. Treasury Notes		1		December-15	$	128,469	$	127,688	$	(781	)
5 Year U.S. Treasury Notes		14		December-15		1,686,016		1,676,828		(9,188	)
90 Day Eurodollar		34		December-15		8,466,850		8,465,575		(1,275	)
Euro-BTP		3		December-15		441,062		458,356		17,294
Euro-Bund		4		December-15		692,693		691,504		(1,189	)

									$	4,861

Sales
10 Year U.S. Treasury Notes		2		December-15	$	255,683	$	255,375	$	308
90 Day Eurodollar		7		June-16		1,739,150		1,738,012		1,138
90 Day Eurodollar		7		September-16		1,736,613		1,735,213		1,400
90 Day Eurodollar		69		December-16		17,091,300		17,075,775		15,525
90 Day Eurodollar		7		March-17		1,731,537		1,729,875		1,662
Long Gilt Bond		1		December-15		182,105		181,524		581
U.S. Long Bond		2		December-15		309,076		312,875		(3,799	)
U.S. Ultra Bond		2		December-15		316,730		319,500		(2,770	)

									$	14,045

									$	18,906

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

At October 31, 2015, the Portfolio had outstanding foreign currency contracts to buy/sell foreign currencies as follows: (Note 1)


Foreign Currency Buy Contracts	Counterparty	Local Contract Buy Amount (000’s)		U.S. $ Current Value		U.S. $ Settlement Value		Unrealized Appreciation/ (Depreciation)
Australian Dollar vs. U.S. Dollar, expiring 11/3/15	Bank of America		502	$	357,976	$	357,926	$	50
Brazilian Real vs. U.S. Dollar, expiring 12/2/15	Bank of America		52		13,258		13,000		258
Brazilian Real vs. U.S. Dollar, expiring 12/2/15	Deutsche Bank AG		584		149,904		147,000		2,904
Chinese Renminbi vs. U.S. Dollar, expiring 11/3/15	Bank of America		5,310		840,446		835,552		4,894
European Union Euro vs. U.S. Dollar, expiring 11/12/15	Bank of America		624		686,255		697,774		(11,519	)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	Bank of America		490		538,886		553,438		(14,552	)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		23		25,295		26,299		(1,004	)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		298		327,731		331,379		(3,648	)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		22		24,195		24,225		(30	)
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	Credit Suisse		145,200		1,203,292		1,211,313		(8,021	)
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	Goldman Sachs Group, Inc.		4,821		39,955		40,000		(45	)
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	JPMorgan Chase Bank		34,719		287,721		288,000		(279	)
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	JPMorgan Chase Bank		145,200		1,203,292		1,202,770		522
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	JPMorgan Chase Bank		34,714		287,678		288,000		(322	)
Japanese Yen vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		140,200		1,161,936		1,167,141		(5,205	)
Korean Won vs. U.S. Dollar, expiring 11/27/15	Credit Suisse		31,642		27,732		28,000		(268	)
Korean Won vs. U.S. Dollar, expiring 11/27/15	Credit Suisse		122,062		106,980		108,000		(1,020	)
Korean Won vs. U.S. Dollar, expiring 11/27/15	Credit Suisse		245,622		215,275		217,000		(1,725	)
Korean Won vs. U.S. Dollar, expiring 11/27/15	Credit Suisse		122,040		106,961		108,000		(1,039	)
Korean Won vs. U.S. Dollar, expiring 1/21/16	Bank of America		193,789		169,542		171,000		(1,458	)
Korean Won vs. U.S. Dollar, expiring 1/21/16	Deutsche Bank AG		521,366		456,132		458,444		(2,312	)
Mexican Peso vs. U.S. Dollar, expiring 12/18/15	JPMorgan Chase Bank		780		47,066		46,429		637
Singapore Dollar vs. U.S. Dollar, expiring 12/10/15	Credit Suisse		48		34,220		34,765		(545	)

								$	(43,727	)


Foreign Currency Sell Contracts	Counterparty	Local Contract Sell Amount (000’s)		U.S. $ Settlement Value		U.S. $ Current Value		Unrealized Appreciation/ (Depreciation)
Australian Dollar vs. U.S. Dollar, expiring 11/3/15	Deutsche Bank AG		502	$	349,980	$	357,976	$	(7,996	)
Australian Dollar vs. U.S. Dollar, expiring 12/2/15	Bank of America		502		357,419		357,440		(21	)
British Pound vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		115		176,354		177,274		(920	)
British Pound vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		5		7,610		7,708		(98	)
Canadian Dollar vs. U.S. Dollar, expiring 11/12/15	Deutsche Bank AG		85		64,503		65,001		(498	)
Chinese Renminbi vs. U.S. Dollar, expiring 11/3/15	Credit Suisse		2,575		419,000		407,526		11,474
Chinese Renminbi vs. U.S. Dollar, expiring 11/3/15	Deutsche Bank AG		2,735		445,000		432,920		12,080
Chinese Renminbi vs. U.S. Dollar, expiring 11/16/15	Bank of America		5,310		833,781		839,831		(6,050	)
Chinese Renminbi vs. U.S. Dollar, expiring 11/16/15	Bank of America		2,218		347,586		350,768		(3,182	)
Chinese Renminbi vs. U.S. Dollar, expiring 11/16/15	Credit Suisse		2,365		364,832		374,115		(9,283	)
Chinese Renminbi vs. U.S. Dollar, expiring 8/19/16	Bank of America		1,972		300,000		307,877		(7,877	)
Chinese Renminbi vs. U.S. Dollar, expiring 8/19/16	Deutsche Bank AG		1,313		200,000		205,002		(5,002	)

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


Foreign Currency Sell Contracts	Counterparty	Local Contract Sell Amount (000’s)		U.S. $ Settlement Value		U.S. $ Current Value		Unrealized Appreciation/ (Depreciation)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		20	$	21,922	$	21,995	$	(73	)
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		17		19,203		18,696		507
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		13		14,961		14,297		664
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		2,225		2,481,163		2,446,983		34,180
European Union Euro vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		289		321,082		317,833		3,249
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	Credit Suisse		145,200		1,211,313		1,203,292		8,021
Japanese Yen vs. U.S. Dollar, expiring 11/4/15	Deutsche Bank AG		145,200		1,208,320		1,203,292		5,028
Japanese Yen vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		40,300		334,615		333,994		621
Japanese Yen vs. U.S. Dollar, expiring 11/12/15	JPMorgan Chase Bank		33,400		277,305		276,809		496
Japanese Yen vs. U.S. Dollar, expiring 12/2/15	JPMorgan Chase Bank		145,200		1,203,112		1,203,587		(475	)
Korean Won vs. U.S. Dollar, expiring 11/27/15	Deutsche Bank AG		521,366		459,191		456,948		2,243
Korean Won vs. U.S. Dollar, expiring 1/21/16	JPMorgan Chase Bank		716,326		609,017		626,698		(17,681	)
Mexican Peso vs. U.S. Dollar, expiring 12/18/15	Credit Suisse		610		35,825		36,801		(976	)
Singapore Dollar vs. U.S. Dollar, expiring 12/10/15	JPMorgan Chase Bank		609		422,933		433,912		(10,979	)
Taiwan Dollar vs. U.S. Dollar, expiring 12/4/15	JPMorgan Chase Bank		8,502		259,208		261,908		(2,700	)

								$	4,752

								$	(38,975)

Options Written:

Options written through the period ended October 31, 2015 were as follows:


	Total Number of Contracts		Total Premiums Received
Options Outstanding – Beginning of Period		—	$	—
Options Written		21,326,000		160,261
Options Terminated in Closing Purchase Transactions		—		—
Options Expired		—		—
Options Exercised		—		—

Options Outstanding – End of Period		21,326,000	$	160,261

Centrally Cleared Credit Default Swap Index Contracts-Sell Protection


Swap Counterparty	Reference Obligation	Contract Annual Fixed Rate			Notional Amount		Upfront Premium Received (Paid)			Maturity Date		Implied Credit Spreads as of 10/31/15			Unrealized Appreciation/ (Depreciation)		Market Value
Credit Suisse	CDX North America High Yield Index		5	%	$	400,000	$	10,092			12/20/20		0.430	%	$	4,716	$	14,808
Credit Suisse	CDX North America High Yield Index		5			100,000		(140	)		12/20/20		0.430			3,842		3,702
Credit Suisse	CDX North America High Yield Index		5			100,000		30			12/20/20		0.430			3,673		3,703
Credit Suisse	CDX North America High Yield Index		5			100,000		1,303			12/20/20		0.430			2,400		3,703
Credit Suisse	CDX North America High Yield Index		5			100,000		1,828			12/20/20		0.430			1,875		3,703
Credit Suisse	CDX North America High Yield Index		5			100,000		2,055			12/20/20		0.430			1,647		3,702
Credit Suisse	CDX North America High Yield Index		5			100,000		1,928			12/20/20		0.430			1,774		3,702
Credit Suisse	CDX North America High Yield Index		5			100,000		2,686			12/20/20		0.430			1,016		3,702

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015


Swap Counterparty	Reference Obligation	Contract Annual Fixed Rate			Notional Amount		Upfront Premium Received (Paid)		Maturity Date		Implied Credit Spreads as of 10/31/15			Unrealized Appreciation/ (Depreciation)			Market Value
Credit Suisse	CDX North America High Yield Index		5	%	$	100,000		3,032		12/20/20		0.430	%	$	670		$	3,702
Credit Suisse	CDX North America High Yield Index		5			100,000		2,809		12/20/20		0.430			893			3,702
Morgan Stanley	CDX North America High Yield Index		5			1,600,000		107,667		6/20/20		0.036			(7,674	)		99,993
Morgan Stanley	CDX North America Investment Grade Index		1			2,100,000		32,665		6/20/20		0.007			(6,665	)		26,000
Morgan Stanley	CDX North America Investment Grade Index		1			2,200,000		20,162		12/20/20		0.008			5,112			25,274
Morgan Stanley	CDX North America High Yield Index		5			300,000		10,373		6/20/20		0.036			8,376			18,749
Morgan Stanley	CDX North America Investment Grade Index		1			1,000,000		8,030		12/20/20		0.008			3,458			11,488
Morgan Stanley	CDX North America Investment Grade Index		1			900,000		2,303		12/20/20		0.008			8,037			10,340
Morgan Stanley	CDX North America Investment Grade Index		1			400,000		3,920		12/20/20		0.008			675			4,595
Morgan Stanley	CDX North America Investment Grade Index		1			400,000		3,865		12/20/20		0.008			731			4,596
Morgan Stanley	CDX North America Investment Grade Index		1			300,000		2,200		12/20/20		0.008			1,246			3,446
Morgan Stanley	CDX North America Investment Grade Index		1			300,000		2,890		12/20/20		0.008			556			3,446
Morgan Stanley	CDX North America Investment Grade Index		1			300,000		3,276		12/20/20		0.008			170			3,446
Morgan Stanley	CDX North America Investment Grade Index		1			200,000		1,695		12/20/20		0.008			603			2,298
Morgan Stanley	CDX North America Investment Grade Index		1			200,000		1,833		12/20/20		0.008			464			2,297

							$	226,502						$	37,595		$	264,097

Inflation-Linked Swaps


	Rates Exchange
Swap Counterparty	Payments Made by the Fund	Payments Received by the Fund	Notional Amount		Termination Date		Upfront Premium Received (Paid)		Unrealized Appreciation/ (Depreciation)			Market Value
Deutsche Bank AG	0.74%	HICPXT Index	EUR	2,200,000		1/26/20	$	18,927	$	(17,947	)	$	980
Deutsche Bank AG	1 month UK-RPI	3.55%	GBP	200,000		12/11/44		—		24,231			24,231

							$	18,927	$	6,284		$	25,211

Glossary:

HICPXT

— Harmonised Index of Consumer Prices ex Tobacco

UK-RPI

— United Kingdom Retail Price Index

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

Interest Rate Swaps


Swap Counterparty	Payments Made by the Fund		Payments Received by the Fund	Notional Amount		Termination Date		Upfront Premium Received (Paid)			Unrealized Appreciation/ (Depreciation)			Market Value
	Rates Type
Bank of America		1 Day CDI	12.230%	BRL	8,832,543		1/4/21	$	37,891		$	(483,447	)	$	(445,556	)
Credit Suisse		1 Day CDI	12.560%		445,947		1/4/21		(96	)		(19,746	)		(19,842	)
Deutsche Bank AG		1 Day CDI	12.600%		2,423,314		1/4/21		206			(98,714	)		(98,508	)
Deutsche Bank AG		1 Day CDI	12.810%		149,796		1/4/21		(66	)		(5,938	)		(6,004	)

								$	37,935		$	(607,845	)	$	(569,910	)

Centrally Cleared Interest Rate Swaps


Swap Counterparty	Payments Made by the Fund	Payments Received by the Fund	Notional Amount		Termination Date		Upfront Premium Received (Paid)			Unrealized Appreciation/ (Depreciation)			Market Value
	Rates Type
Goldman Sachs & Co.	1.50% semi-annually	3 month LIBOR quarterly	$	3,300,000		12/16/17	$	(38,339	)	$	338		$	(38,001	)
Goldman Sachs & Co.	2.750% semi-annually	3 month LIBOR quarterly		300,000		12/16/45		(7,869	)		(4,636	)		(12,505	)
Goldman Sachs & Co.	2.250% semi-annually	3 month LIBOR quarterly		600,000		12/16/22		(378	)		(16,115	)		(16,493	)
Goldman Sachs & Co.	2.750% semi-annually	3 month LIBOR quarterly		200,000		12/16/45		(1,328	)		(7,009	)		(8,337	)
Goldman Sachs & Co.	2.750% semi-annually	3 month LIBOR quarterly		150,000		12/16/45		(4,262	)		(1,991	)		(6,253	)
Morgan Stanley	2.0% semi-annually	6 month LIBOR semi-annually	GBP	400,000		3/18/22		(5,612	)		(8,218	)		(13,830	)
Morgan Stanley	0.750% annually	6 month EURIBOR semi-annually	EUR	1,100,000		9/16/25		43,428			(28,371	)		15,057
UBS AG	1.750% semi-annually	3 month LIBOR quarterly	$	6,600,000		12/14/17		(47,269	)		12,192			(35,077	)
UBS AG	3 month LIBOR quarterly	2.0% semi-annually		700,000		12/16/20		12,637			2,368			15,005
UBS AG	3 month LIBOR quarterly	2.0% semi-annually		700,000		12/16/20		17,499			(2,494	)		15,005
UBS AG	3 month LIBOR quarterly	2.50% semi-annually		800,000		12/16/25		24,441			4,720			29,161
UBS AG	1.750% semi-annually	3 month LIBOR quarterly		13,600,000		12/14/17		(14,902	)		(57,378	)		(72,280	)
UBS AG	3 month LIBOR quarterly	2.250% semi-annually		1,300,000		12/16/22		(3,572	)		39,306			35,734
UBS AG	1.250% semi-annually	3 month LIBOR quarterly		25,000,000		12/16/16		(78,503	)		(76,550	)		(155,053	)
UBS AG	4 Week TIIE monthly	5.680% monthly	MXN	10,600,000		11/9/21		151			1,393			1,544
UBS AG	2.750% semi-annually	3 month LIBOR quarterly	$	100,000		12/16/45		581			(4,749	)		(4,168	)
UBS AG	1.750% semi-annually	3 month LIBOR quarterly		7,000,000		12/16/18		(60,531	)		(59,152	)		(119,683	)
UBS AG	2.750% semi-annually	3 month LIBOR quarterly		200,000		12/16/45		(1,850	)		(6,486	)		(8,336	)
UBS AG	2.750% semi-annually	3 month LIBOR quarterly		200,000		12/16/45		(994	)		(7,342	)		(8,336	)
UBS AG	2.750% semi-annually	3 month LIBOR quarterly		200,000		12/16/45		(1,241	)		(7,096	)		(8,337	)
UBS AG	3 month LIBOR quarterly	2.250% semi-annually		600,000		12/16/22		(616	)		17,109			16,493

							$	(168,529	)	$	(210,161	)	$	(378,690	)

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The following is a summary of the inputs used to value the Fund’s assets and liabilities carried at fair value as of October 31, 2015:

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:



Investment Type	Level 1 Quoted Prices in Active Markets for Identical Securities			Level 2 Significant Other 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 assumptions in determining the fair value of investments)		Total
Assets:
Asset-Backed and Mortgage-Backed Securities
Asset-Backed Securities	$	—		$	11,621,230		$	—	$	11,621,230
Non-Agency CMO		—			14,081,748			167,654		14,249,402
Centrally Cleared Interest Rate Swaps		—			77,426			—		77,426
Corporate Bonds
Consumer Discretionary		—			301,483			—		301,483
Consumer Staples		—			113,524			—		113,524
Energy		—			843,944			—		843,944
Financials		—			7,601,416			—		7,601,416
Health Care		—			1,095,364			—		1,095,364
Industrials		—			736,873			—		736,873
Information Technology		—			106,587			—		106,587
Materials		—			72,716			—		72,716
Telecommunication Services		—			748,020			—		748,020
Utilities		—			807,031			—		807,031
Credit Default Swaps		—			51,934			—		51,934
Forward Currency Contracts		—			87,828			—		87,828
Futures		37,908			—			—		37,908
Government Securities
Agency CMO		—			5,169,353			—		5,169,353
Foreign Governments		—			1,740,614			—		1,740,614
Municipal Bonds		—			254,192			—		254,192
U.S. Treasuries		—			3,725,316			—		3,725,316
Inflation-linked Swaps		—			24,231			—		24,231
Options Purchased
Call Options Purchased		—			549			—		549
Interest Rate Swaptions Purchased		—			102,069			—		102,069
Put Options Purchased		—			12,463			—		12,463
Short-Term Investments		—			18,861,501			—		18,861,501

Total Assets	$	37,908		$	68,237,412		$	167,654	$	68,442,974


Liabilities:
Centrally Cleared Interest Rate Swaps	$	—		$	(287,587	)	$	—	$	(287,587	)
Credit Default Swaps		—			(14,339	)		—		(14,339	)
Forward Currency Contracts		—			(126,803	)		—		(126,803	)
Futures		(19,002	)		—			—		(19,002	)
Government Securities
Agency CMO		—			(6,286,406	)		—		(6,286,406	)
Inflation-linked Swaps		—			(17,947	)		—		(17,947	)
Interest Rate Swaps		—			(607,845	)		—		(607,845	)
Options Written
Call Options Written		—			(5,586	)		—		(5,586	)
Interest Rate Swaptions Written		—			(132,604	)		—		(132,604	)
Put Options Written		—			(878	)		—		(878	)

Total Liabilities	$	(19,002	)	$	(7,479,995	)	$	—	$	(7,498,997	)

Total	$	18,906		$	60,757,417		$	167,654	$	60,943,977

There were no transfers between Levels 1, 2 or 3 during the period ended October 31, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

Fair Values of Derivative Instruments as of October 31, 2015:


	Statement of Assets and Liabilities
Derivatives Not Accounted for as Hedging Instruments*^	Asset Derivatives	Fair Value
Interest rate contracts	Receivables, Net assets - Unrealized appreciation	$	241,634
Foreign exchange contracts	Receivables		100,840
Credit contracts	Receivables		51,934

Total		$	394,408


	Liability Derivatives
Interest rate contracts	Payables, Net assets - Unrealized depreciation	$	(1,064,985	)
Foreign exchange contracts	Payables		(133,134	)
Credit contracts	Payables		(14,472	)

Total		$	(1,212,591	)

The Effect of Derivative Instruments on the Statement of Operations for the period ended October 31, 2015:


Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Derivatives Not Accounted for as Hedging Instruments^	Options			Futures			Forward Foreign Currency Contracts			Swaps			Total
Interest rate contracts	$	(1,650	)	$	(64,774	)	$	—		$	(107,216	)	$	(173,640	)
Foreign exchange contracts		4,695			—			(69,207	)		—			(64,512	)
Credit contracts		(560	)		—			—			(88,507	)		(89,067	)

Total	$	2,485		$	(64,774	)	$	(69,207	)	$	(195,723	)	$	(327,219	)


Amount of Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
Derivatives Not Accounted for as Hedging Instruments^	Options			Futures			Forward Foreign Currency Contracts			Swaps			Total
Interest rate contracts	$	(12,741	)	$	18,906		$	—		$	(811,722	)	$	(805,557	)
Foreign exchange contracts		8,272			—			(38,975	)		—			(30,703	)
Credit contracts		1,372			—			—			37,595			38,967

Total	$	(3,097	)	$	18,906		$	(38,975	)	$	(774,127	)	$	(797,293	)

* Includes cumulative appreciation / depreciation of futures contracts and centrally cleared swaps as reported in the Portfolio of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

^ The Fund held options, forward foreign currency, futures and swap contracts as a substitute for investing in conventional securities, hedging and in an attempt to enhance returns

The Fund held forward foreign currency contracts with an average settlement value of approximately $16,888,000 for four months, options with an average notional balance of approximately $251,000 for four months, swaps with an average notional balance of approximately $85,744,000 for four months and futures contracts with an average notional balance of approximately $35,248,000 for four months, during the period ended October 31, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

PORTFOLIO OF INVESTMENTS (Continued)

October 31, 2015

The following table presents the Portfolio’s gross derivative assets and liabilities by counterparty net of amounts available for offset under netting arrangements and any related collateral received or pledged by the Portfolio as of October 31, 2015:


Counterparty	Gross Amount of Derivative Assets Presented in the Statement of Assets and Liabilities (a)		Derivatives Available for Offset			Collateral Received		Net Amount Due from Counterparty
Bank of America	$	10,580	$	(10,580	)	$	—	$	—
Credit Suisse		45,926		(45,926	)		—		—
Deutsche Bank AG		62,150		(62,150	)		—		—
JPMorgan Chase Bank		108,484		(108,484	)		—		—

Total	$	227,140	$	(227,140	)	$	—	$	—


Counterparty	Gross Amount of Derivative Liabilities Presented in the Statement of Assets and Liabilities (a)		Derivatives Available for Offset			Collateral Pledged		Net Amount Due to Counterparty
Bank of America	$	529,544	$	(10,580	)	$	293,000	$	225,964
Credit Suisse		68,680		(45,926	)		—		22,754
Deutsche Bank AG		144,563		(62,150	)		—		82,413
Goldman Sachs & Co		45		—			—		45
JPMorgan Chase Bank		148,831		(108,484	)		—		40,347

Total	$	891,663	$	(227,140	)	$	293,000	$	371,523

(a)

For financial reporting purposes the Portfolio does not offset derivative assets and derivative liabilities subject to master netting arrangements in the Statement of Assets and Liabilities.

Investment security transactions for the period ended October 31, 2015 were as follows:


Cost of Purchases:
Long-term investments other than U.S. government debt securities	$	66,523,338
Long-term U.S. government debt securities		6,042,893

	$	72,566,231

Net Proceeds of Sales and Redemptions:
Long-term investments other than U.S. government debt securities	$	29,479,270
Long-term U.S. government debt securities		2,285,450

	$	31,764,720

As of October 31, 2015, the gross unrealized appreciation (depreciation) of investments based on the aggregate cost of investments for Federal income tax purposes was as follows:


Aggregate gross unrealized appreciation	$	370,219
Aggregate gross unrealized depreciation		(352,204	)

Net unrealized appreciation	$	18,015

Federal income tax cost of investments	$	68,145,632

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2015



ASSETS
Investments at value (Cost $68,144,894)	$	68,163,647
Cash		1,040,832
Foreign cash (Cost $26,155)		26,187
Cash held as collateral at broker		710,000
Receivable for forward commitments		6,297,656
Receivable for securities sold		2,303,391
Variation Margin on Centrally Cleared Swaps		39,377
Dividends, interest and other receivables		242,729
Due from Custodian		176,300
Unrealized appreciation on forward foreign currency contracts		87,828
Deferred offering cost		18,799
Market value on OTC swap contracts (Premiums received $18,927)		25,211
Due from broker for futures variation margin		3,519
Receivable for Fund Shares sold		18

Total assets		79,135,494

LIABILITIES
Securities sold short (Proceeds received $6,297,656)		6,286,406
Payable for securities purchased		2,952,627
Market value on OTC swap contracts (Premiums received $37,935)		569,910
Dividends and distributions payable		147,656
Options written, at value (Premiums received $160,261)		139,068
Unrealized depreciation on forward foreign currency contracts		126,803
Payable for return of cash collateral on swap contracts		60,000
Administrative fees payable		8,767
Investment management fees payable		4,978
Transfer agent fees payable		3,134
Payable for interest purchased		592
Trustees’ fees payable		497
Distribution fees payable – Class R		42
Distribution fees payable – Class A		21
Accrued expenses		66,327

Total liabilities		10,366,828

NET ASSETS	$	68,768,666

Net assets were comprised of:
Paid in capital		69,999,409
Accumulated undistributed net investment income (loss)		(6,331	)
Accumulated undistributed net realized gain (loss) on investments, securities sold short, options written, futures, swaps and foreign currency transactions		(469,379	)
Net unrealized appreciation (depreciation) on investments, securities sold short, options written, futures, swaps and foreign currency translations		(755,033	)

Net assets	$	68,768,666

Class A
Net asset value and redemption price per share, $98,195 / 10,000 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.82
Maximum sales charge (4.50% of offering price)		0.46

Maximum offering price per share	$	10.28

Class I
Net asset value and redemption price per share, $68,572,298 / 6,980,848 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.82

Class R
Net asset value and redemption price per share, $98,173 / 10,000 shares outstanding (unlimited amount authorized: $0.001 par value)	$	9.82

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

STATEMENT OF OPERATIONS

For the Period Ended October 31, 2015*


INVESTMENT INCOME
Interest	$	380,427

EXPENSES
Investment advisory fees		166,357
Professional fees		69,902
Administrative fees		31,192
Printing and mailing expenses		15,272
Custodian fees		10,500
Offering costs		8,834
Transfer agent fees		6,305
Trustees’ fees		1,941
Registration and filing fees		184
Distribution fees – Class R		158
Distribution fees – Class A		79
Miscellaneous		9,198

Gross expenses		319,922
Less: Waiver from investment adviser		(80,587	)

Net expenses		239,335

NET INVESTMENT INCOME (LOSS)		141,092

REALIZED AND UNREALIZED GAIN (LOSS)
Realized gain (loss) on:
Investments		21,315
Futures		(64,774	)
Foreign currency transactions		(82,348	)
Swaps		(195,723	)
Options written		4,695
Securities sold short		(88,633	)

Net realized gain (loss)		(405,468	)

Change in unrealized appreciation (depreciation) on:
Investments		18,753
Futures		18,906
Foreign currency translations		(51,008	)
Swaps		(774,127	)
Options written		21,193
Securities sold short		11,250

Net change in unrealized appreciation (depreciation)		(755,033	)

NET REALIZED AND UNREALIZED GAIN (LOSS)		(1,160,501	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	(1,019,409	)

*	The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

STATEMENT OF CHANGES IN NET ASSETS


	July 6, 2015* to October 31, 2015
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income (loss)	$	141,092
Net realized gain (loss) on investments, securities sold short, options written, futures and foreign currency transactions		(405,468	)
Net change in unrealized appreciation (depreciation) on investments, securities sold short, options written, futures and foreign currency translations		(755,033	)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS		(1,019,409	)

DIVIDENDS :
Dividends from net investment income
Class A		(256	)
Class I		(219,894	)
Class R		(199	)

TOTAL DIVIDENDS :		(220,349	)

CAPITAL SHARES TRANSACTIONS:
Class A
Capital shares sold [ 10,000 shares ]		100,000

Total Class A transactions		100,000

Class I
Capital shares sold [ 6,980,847 shares ]		69,808,418
Capital shares issued in reinvestment of dividends [ 1 shares ]		6

Total Class I transactions		69,808,424

Class R
Capital shares sold [ 10,000 shares ]		100,000

Total Class R transactions		100,000

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS		70,008,424

TOTAL INCREASE (DECREASE) IN NET ASSETS		68,768,666
NET ASSETS:
Beginning of period		—

End of period (a)	$	68,768,666

(a) Includes accumulated undistributed (overdistributed) net investment income (loss) of	$	(6,331	)

* The Fund commenced operations on July 6, 2015.

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

FINANCIAL HIGHLIGHTS


Class A	*July 6, 2015 to October 31, 2015**
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.01
Net realized and unrealized gain (loss) on investments, securities sold short, options written, futures and foreign currency transactions		(0.16	)

Total from investment operations		(0.15	)

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	9.82

Total return (b)		(1.54	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	98
Ratio of expenses to average net assets:
After waivers (a)		1.40	%
Before waivers (a)		1.62	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		0.37	%(l)
Before waivers (a)		0.15	%(l)
Portfolio turnover rate (z)^		77	%

Class I	*July 6, 2015 to October 31, 2015**
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		0.02
Net realized and unrealized gain (loss) on investments, securities sold short, options written, futures and foreign currency transactions		(0.17	)

Total from investment operations		(0.15	)

Less distributions:
Dividends from net investment income		(0.03	)

Net asset value, end of period	$	9.82

Total return (b)		(1.49	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	68,572
Ratio of expenses to average net assets:
After waivers (a)		1.15	%
Before waivers (a)		1.36	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		0.68	%(l)
Before waivers (a)		0.47	%(l)
Portfolio turnover rate (z)^		77	%

See Notes to Financial Statements.

1290 FUNDS

1290 UNCONSTRAINED BOND MANAGERS FUND

FINANCIAL HIGHLIGHTS (Continued)


Class R	*July 6, 2015 to October 31, 2015**
Net asset value, beginning of period	$	10.00

Income (loss) from investment operations:
Net investment income (loss) (e)		—	#
Net realized and unrealized gain (loss) on investments, securities sold short, options written, futures and foreign currency transactions		(0.16	)

Total from investment operations		(0.16	)

Less distributions:
Dividends from net investment income		(0.02	)

Net asset value, end of period	$	9.82

Total return (b)		(1.60	)%

Ratios/Supplemental Data:
Net assets, end of period (000’s)	$	98
Ratio of expenses to average net assets:
After waivers (a)		1.65	%
Before waivers (a)		1.88	%
Ratio of net investment income (loss) to average net assets:
After waivers (a)		0.12	%(l)
Before waivers (a)		(0.11	)%(l)
Portfolio turnover rate (z)^.		77	%

*	Commencement of Operations.

#	Per share amount is less than $0.005.

^	Portfolio turnover rate excludes derivatives, if any.

(a)

Ratios for periods less than one year are annualized.

(b)

Total returns for periods less than one year are not annualized.

(e)

Net investment income (loss) per share is based on average shares outstanding.

(l)

The annualized ratio of net investment income to average net assets may not be indicative of operating results for a full year.

(z)

Portfolio turnover rate for periods less than one year is not annualized.

See Notes to Financial Statements.

1290 FUNDS

NOTES TO FINANCIAL STATEMENTS

October 31, 2015

Note 1

Organization and Significant Accounting Policies

1290 Funds (the “Trust”) was organized as a Delaware statutory trust on March 1, 2013 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company with seven diversified funds in operation (each a “Fund” and collectively, the “Funds”). The investment adviser to each Fund is AXA Equitable Funds Management Group, LLC d/b/a 1290 Asset Managers^® (“1290 Asset Managers” or “FMG LLC” or the “Adviser”), a wholly-owned subsidiary of AXA Equitable Life Insurance Company (“AXA Equitable”).

The total amount of seed capital at the Funds’ commencement of operations is listed below:


Funds:	Commencement Date	Class	Seed capital
1290 Convertible Securities	7/6/15	Class A	$	100,000
1290 Convertible Securities	7/6/15	Class I		19,800,000
1290 Convertible Securities	7/6/15	Class R		100,000
1290 GAMCO Small/Mid Cap Value	11/12/14	Class A		780,000
1290 GAMCO Small/Mid Cap Value	11/12/14	Class C		260,000
1290 GAMCO Small/Mid Cap Value	11/12/14	Class I		780,000
1290 GAMCO Small/Mid Cap Value	11/12/14	Class R		780,000
1290 Global Equity Managers	7/6/15	Class A		100,000
1290 Global Equity Managers	7/6/15	Class I		29,800,000
1290 Global Equity Managers	7/6/15	Class R		100,000
1290 High Yield Bond	11/12/14	Class A		9,030,000
1290 High Yield Bond	11/12/14	Class C		3,010,000
1290 High Yield Bond	11/12/14	Class I		9,030,000
1290 High Yield Bond	11/12/14	Class R		9,030,000
1290 Multi-Alternative Strategies	7/6/15	Class A		100,000
1290 Multi-Alternative Strategies	7/6/15	Class I		9,800,000
1290 Multi-Alternative Strategies	7/6/15	Class R		100,000
1290 SmartBeta Equity	11/12/14	Class A		3,030,000
1290 SmartBeta Equity	11/12/14	Class C		1,010,000
1290 SmartBeta Equity	11/12/14	Class I		3,030,000
1290 SmartBeta Equity	11/12/14	Class R		3,030,000
1290 Unconstrained Bond Managers	7/6/15	Class A		100,000
1290 Unconstrained Bond Managers	7/6/15	Class I		35,800,000
1290 Unconstrained Bond Managers	7/6/15	Class R		100,000

Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Trust enters into contracts with vendors and others that provide for general indemnifications. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust. However, based on experience, the Trust and management expect the risk of loss to be remote.

Each of the investment sub-advisers (each a “Sub-Adviser”) independently chooses and maintains a portfolio of securities for their respective Fund.

The Trust issues four classes of shares, Class A, Class C, Class I and Class R on behalf of the following seven Funds: 1290 Convertible Securities Fund, 1290 GAMCO Small/Mid Cap Value Fund, 1290 Global Equity Managers Fund, 1290 High Yield Bond Fund, 1290 Multi-Alternative Strategies Fund, 1290 SmartBeta Equity Fund and 1290 Unconstrained Bond Managers Fund. Class C shares currently are not offered for sale.

The Class A, Class C and Class R shares are subject to distribution fees imposed under distribution plans (“Distribution Plans”) adopted pursuant to Rule 12b-1 under the 1940 Act. Under

1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

the Trust’s multiple-class distribution system, all four classes of shares have identical voting, dividend, liquidation and other rights, other than the payment of distribution fees under the applicable Distribution Plan.

Additionally, Class A shares are sold at a maximum front-end sales charge of up to 4.50% for 1290 Convertible Securities Fund, 1290 High Yield Bond Fund and 1290 Unconstrained Bond Managers Fund, and up to 5.50% for 1290 GAMCO Small/Mid Cap Value Fund, 1290 Global Equity Managers Fund, 1290 Multi-Alternative Strategies Fund and 1290 SmartBeta Equity Fund. Class A shares sold without a front-end sales charge are subject to a contingent deferred sales charge (“CDSC”) of 1% of the lesser of net asset value of the redeemed shares at the time of purchase or the net asset value of the redeemed shares at the time of redemption, if redeemed within 12 months of purchase. Class C shares are subject to a CDSC of 1% of the lesser of net asset value of the redeemed shares at the time of purchase or the net asset value of the redeemed shares at the time of redemption, if redeemed within 12 months of purchase.

1290 High Yield Bond Fund shares that are held for one month or less are subject to a 2.00% redemption fee based on the current net asset value on all classes subject to certain exceptions as described in the Fund’s prospectus. No such redemption fees were assessed during the period ended October 31, 2015.

The investment objectives of each Fund are as follows:

1290 Convertible Securities Fund (sub-advised by Palisade Capital Management, LLC) — Seeks a high level of total return.

1290 GAMCO Small/Mid Cap Value Fund (sub-advised by GAMCO Asset Management, Inc.) — Seeks to maximize capital appreciation.

1290 Global Equity Managers Fund (sub-advised by OppenheimerFunds, Inc. and Templeton Investment Counsel, LLC) — Seeks to achieve long-term growth of capital.

1290 High Yield Bond Fund (sub-advised by AXA Investment Managers, Inc., an affiliate of 1290 Asset Managers) — Seeks to maximize current income.

1290 Multi-Alternative Strategies Fund — Seeks long-term growth of capital.

1290 SmartBeta Equity Fund (sub-advised by AXA Rosenberg Investment Management LLC, an affiliate of 1290 Asset Managers) — Seeks to achieve long-term capital appreciation.

1290 Unconstrained Bond Managers Fund (sub-advised by Pacific Investment Management Company LLC and TCW Investment Management Company) — Seeks to achieve maximum current income and total return over a full market cycle through opportunistic sector allocation.

The following is a summary of the significant accounting policies of the Trust:

The preparation of financial statements in accordance with United States of America generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual results could differ from those estimates. The Funds are investment companies and, accordingly, follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946 — Investment Companies, which is part of U.S. GAAP.

Valuation:

Equity securities (including securities issued by exchange-traded funds (“ETFs”)) listed on national securities exchanges are valued at the last sale price or official closing price on the date of valuation or, if there is no sale or official closing price, at the latest available bid price. Securities listed on the NASDAQ stock market will be valued using the NASDAQ Official Closing Price (“NOCP”). Generally, the NOCP will be the last sale price unless the reported trade for the security is outside the range of the bid/ask price. In such cases, the NOCP will be normalized to the nearer of the bid or ask price. Other unlisted stocks are valued at their last sale price or official closing price, or if there is no such price, at a bid price estimated by a broker.

1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

Corporate bonds and notes are generally valued on the basis of prices provided by a pricing service. The pricing service may utilize many factors in making evaluations, trading in similar groups of securities and any developments related to specific securities. However, when such prices are not available, such bonds and notes are valued at a bid price estimated by a broker.

Convertible preferred stocks listed on national securities exchanges are valued as of their last sale price or, if there is no sale, at the latest available bid price. Convertible bonds and unlisted convertible preferred stocks are valued using prices obtained from a pricing service for such investments or, if a pricing service price is not available, at bid prices obtained from one or more of the major dealers in such bonds or stocks. Where there is a discrepancy between dealers, values may be adjusted based on recent premium spreads to the underlying common stocks. Convertible bonds may be matrix-priced based upon the conversion value to the underlying common stocks and market premiums.

Mortgage-backed and asset-backed securities are valued at evaluated prices obtained from a pricing service where available, or at a bid price obtained from one or more of the major dealers in such securities. The pricing service may utilize data such as issuer type, coupon, cash flows, collateral performance, mortgage prepayment projection tables and Adjustable Rate Mortgage evaluations that incorporate index data, periodic and life caps, the next coupon reset date and the convertibility of the bond in making evaluations. If a quoted price is unavailable, an equivalent yield or yield spread quotes will be obtained from a broker and converted to a price.

Options that are traded on an exchange are generally valued at their last sale price or official closing price on the date of valuation. Options not traded on an exchange or actively traded are valued according to fair value methods. The market value of a put or call option will usually reflect, among other factors, the market price of the underlying security.

Corporate and Municipal bonds and notes are generally valued on the basis of prices provided by a pricing service. The pricing service may utilize many factors in making evaluations, trading in similar groups of securities and any developments related to specific securities. However, when such prices are not available, such bonds and notes are valued at a bid price estimated by a broker.

U.S. Treasury securities and other obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, are valued at prices obtained from a bond pricing service where available. The pricing service may utilize data received from active market makers and broker dealers, yield curves and the spread over comparable U.S. Treasury issues in making evaluations.

Foreign securities, including foreign government securities, not traded directly in the U.S., or traded in American Depositary Receipts (“ADR”) or similar form, are valued at representative quoted prices from the primary exchange in the currency of the country of origin. Foreign currency is converted into U.S. dollar equivalent at current exchange rates.

Investments in shares of open-end investment companies (other than ETFs) held by a Fund will be valued at the net asset value of the shares of such funds as described in these Funds’ prospectuses.

Futures contracts are valued at their last settlement price or, if there is no sale, at the latest available bid price.

Centrally cleared swaps are priced using the value determined by the central counterparty (“CCP”) at the end of the day. If the CCP price is unavailable, a price provided by an approved pricing service will be used.

Forward foreign exchange contracts are valued by interpolating between the forward and spot currency rates as quoted by a pricing service as of a designated hour on the valuation date. The pricing service may utilize data such as actual trading information and foreign currency exchange rates gathered from leading market makers and foreign currency exchange trading centers throughout the world in making evaluations.

1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

During the period ended October 31, 2015, the 1290 Unconstrained Bond Managers Fund held forward foreign currency contracts to either gain exposure to certain currencies, or enter into an economic hedge against changes in the values of securities held in the Fund, that do not qualify for hedge accounting under Accounting Standards Codification (“ASC”) 815. The Statement of Operations for each Fund reflects realized gains or losses, if any, in forward currency transactions and unrealized gains or losses in forward currency exchange transactions. Further information on the impact of these positions on the Funds’ financial statements can be found in the Statement of Operations and Portfolio of Investments for each Fund.

If market quotations are not readily available for a security or other financial instruments, such securities and instruments shall be referred to the Trust’s Valuation Committee (“Committee”), who will value the assets in good faith pursuant to procedures (“Pricing Procedures”) adopted by the Board of Trustees of the Trust (the “Board”).

The Board is responsible for ensuring that appropriate valuation methods are used to price securities for the Funds. The Board has delegated the responsibility of calculating the NAVs of the Funds and classes pursuant to these Pricing Procedures to the Trust’s administrator, FMG LLC (in its capacity as administrator, the “Administrator”). The Administrator has entered into a sub-administration agreement with JPMorgan Chase Bank, N.A. (the “Sub-Administrator”) to assist in performing certain of the duties described herein. The Committee determines the value of the Trust’s securities and assets for which market quotations are not readily available or for which valuation cannot otherwise be provided in accordance with procedures adopted by the Board. The Committee is comprised of senior employees from FMG LLC.

Due to the inherent uncertainty of valuations of such securities, the fair value may differ significantly from the values that would have been used had a ready market for such securities existed.

Various inputs are used in determining the value of the Trust’s assets or liabilities carried at fair value. These inputs are summarized in three broad levels below:

•

Level 1 - quoted prices in active markets for identical assets

•

Level 2 - other significant observable inputs (including quoted prices of similar securities, interest rates, prepayment speeds, credit risk, etc.)

•

Level 3 - significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

A summary of inputs used to value each Fund’s assets and liabilities carried at fair value as of October 31, 2015 is included in the Portfolios of Investments. Changes in valuation techniques may result in transfers in or out of an investment’s assigned level. The Funds’ policy is to recognize transfers into and transfers out of the valuation levels as of the end of the reporting period. Transfers between levels are included after the Summary of Level 1, Level 2 and Level 3 inputs, following the Portfolio of Investments for each Fund. Transfers between levels may be due to a decline or an increase in market activity (e.g., frequency of trades), which may result in a lack of, or increase in, available market inputs to determine price.

The inputs or methodology used to value securities are not necessarily an indication of the risk associated with investing in those securities. An investment’s level within the fair value hierarchy is based on the lowest level of any input, both individually and in the aggregate, that is significant to the fair value measurement.

The Committee meets and reviews reports based on the valuation technique used to value each particular Level 3 security. In connection with this review, the Committee obtains, when available, updates from its pricing vendors and Sub-Advisers for each fair valued security. For example, with respect to model driven prices, the Committee receives a report regarding a review and recalculation of pricing models and related discounts. For securities valued based on broker quotes, the Committee

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NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

evaluates variances between existing broker quotes and any alternative broker quotes provided by a Sub-Adviser or other pricing source.

To substantiate unobservable inputs used in fair valuation, the Secretary of the Committee performs an independent verification and additional research for all fair value notifications received from its pricing agent. Among other factors, particular areas of focus include: description of security, historical pricing, intra-day price movement, last trade information, corporate actions, related securities, any available company news and announcements and any available trade data or other information. The Committee also notes the materiality of holdings and price changes on a Fund’s NAV.

The Committee reviews and considers changes in value for all fair valued securities that have occurred since the last review.

Pursuant to procedures approved by the Board, events or circumstances affecting the values of Fund securities that occur between the closing of their principal markets and the time the net asset value is determined may be reflected in the Trust’s calculation of NAV for each applicable Fund when the Adviser deems that the particular event or circumstance would materially affect such Fund’s NAV. None of the Funds applied these procedures on October 31, 2015.

Security Transactions and Investment Income:

Securities transactions are recorded on the trade date net of brokerage fees, commissions, and transfer fees. Dividend income (net of withholding tax) and distributions to shareholders are recorded on the ex-dividend date, except that certain dividends from foreign securities, if any, are recognized as soon as the Fund is informed of the ex-dividend date. Interest income (including amortization of premium and accretion of discount on long-term securities using the effective yield method) and interest expense are accrued daily. The Trust records paydown gains and losses realized on prepayments received on mortgage-backed securities as an adjustment to interest income.

The Funds record distributions received in excess of income from underlying investments as a reduction of cost of investments and/or realized gain. Such amounts are based on estimates if actual amounts are not available and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Funds adjust the estimated amounts of components of distributions (and consequently its net investment income) as necessary once the issuers provide information about the actual composition of the distributions.

Realized gains and losses on the sale of investments are computed on the basis of the specific identified cost of the investments sold. Unrealized appreciation (depreciation) on investments and foreign currency denominated assets and liabilities, if any, is presented net of deferred taxes on unrealized appreciation in the Statements of Assets and Liabilities.

Allocation of Expenses and Income:

Expenses attributable to a single Fund or class are charged to that Fund or class. Expenses of the Trust not attributable to a single Fund or class are charged to each Fund or class in proportion to the average net assets of each Fund or other appropriate allocation methods. Prior to the commencement of operations of the Trust, the following funds incurred both offering and organizational costs as detailed in the below tables. As the organizational costs were incurred prior to the commencement of operations, they are not reflected in the current period’s Statement of Operations.


Offering costs Funds	Amount
1290 GAMCO Small/Mid Cap Value	$	112,451
1290 High Yield Bond		112,451
1290 SmartBeta Equity		112,452

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NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015


Organizational costs Funds	Amount
1290 GAMCO Small/Mid Cap Value	$	117,416
1290 High Yield Bond		117,416
1290 SmartBeta Equity		117,417

Additionally, the following Funds incurred Offering costs during the period ended October 31, 2015 as follows:


Offering costs Funds	Amount
1290 Convertible Securities	$	27,366
1290 GAMCO Small/Mid Cap Value		24,398
1290 Global Equity Managers		27,278
1290 High Yield Bond		24,875
1290 Multi-Alternative Strategies		27,805
1290 SmartBeta Equity		24,439
1290 Unconstrained Bond Managers		27,633

Offering costs incurred in connection with the offering of shares of the Funds will be amortized and recorded as an expense on a straight line basis over 12 months from the date of the Funds commencement of public offering of shares. Organizational expenses, incurred prior to the Funds’ commencement of the public offering of shares, during the period ended October 31, 2014 were reimbursed by the Adviser.

All income earned and expenses incurred by each Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the daily net assets of such class, except for distribution fees which are charged on a class-specific basis.

Foreign Currency Valuation:

The books and records of the Trust are kept in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at current exchange rates at the following dates:

(i) market value of investment securities, other assets and liabilities — at the valuation date.

(ii) purchases and sales of investment securities, income and expenses — at the date of such transactions.

The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net currency gains or losses realized and unrealized as a result of differences between interest or dividends, withholding taxes, security payables/receivables, forward foreign currency exchange contracts and foreign cash recorded on a Fund’s books and the U.S. dollar equivalent amount actually received or paid are presented under foreign currency transactions and foreign currency translations in the realized and unrealized gains and losses section, respectively, of the Statements of Operations of the Funds. Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from forward foreign currency contracts, disposition of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on a Fund’s books and the U.S. dollar equivalent of amounts actually received or paid.

Taxes:

The Funds intend to comply with the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies (“RICs”) and to distribute substantially all

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NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

of its net investment income and net realized capital gains to shareholders of each Fund. Therefore, no Federal, State and local income tax provision are required.

The Funds 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. However, the Funds’ conclusions may be subject to future review based on changes in, or the interpretation of, the accounting standards or tax laws and regulations. The Funds recognize interest and penalties, if any, related to uncertain tax positions as income tax expense in the statements of Operations. During the period ended October 31, 2015, the Funds did not incur any interest or penalties. The tax year for the period ended October 31, 2015 remains subject to examination by the Internal Revenue Service, State and local taxing authorities.

Dividends from net investment income, if any, are declared and distributed at least annually for all Funds (1290 Convertible Securities Fund, 1290 High Yield Bond Fund and 1290 Unconstrained Bond Managers Fund declare and distribute monthly). Dividends from net realized short-term and long-term capital gains are declared and distributed at least annually. All distributions are calculated on a tax basis and, as such, the amounts may differ from financial statement investment income and realized gains. Short-term capital gains and foreign currency gains are treated as capital gains for U.S. GAAP purposes but are considered ordinary income for tax purposes. Capital and net specified losses incurred after October 31st and within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The tax character of distributions for the period ended October 31, 2015 and the tax composition of undistributed ordinary income and undistributed long term gains for the period ended October 31, 2015 are presented in the following table. For the Funds, the cumulative timing differences related to the tax composition of undistributed ordinary income and long term gains are primarily due to Distributions Payable (1290 High Yield Bond) and Losses Carried Forward (1290 High Yield Bond and 1290 Unconstrained Bond Managers).


	Year Ended October 31, 2015
Funds:	Distributed Ordinary Income		Accumulated Undistributed Ordinary Income		Accumulated Undistributed Long Term Gains
1290 Convertible Securities	$	79,871	$	64,906	$	—
1290 GAMCO Small/Mid Cap Value		18,854		118,272		203
1290 Global Equity Managers		—		34,029		—
1290 High Yield Bond		1,820,139		239,013		—
1290 Multi-Alternative Strategies		—		2,002		—
1290 SmartBeta Equity		30,060		127,923		—
1290 Unconstrained Bond Managers		220,349		28,490		—

Permanent book and tax differences relating to shareholder distributions resulted in reclassifications to undistributed (overdistributed) net investment income (loss), accumulated net realized gain (loss) and paid-in-capital at period ended October 31, 2015 as follows:


Funds:	Undistributed Net Investment Income (Loss)			Accumulated Net Realized Gain (Loss)			Paid In Capital
1290 Convertible Securities	$	6,521		$	(70	)	$	(6,451	)
1290 GAMCO Small/Mid Cap Value		19,968			1,628			(21,596	)
1290 Global Equity Managers		(9,836	)		18,735			(8,899	)
1290 High Yield Bond		83,504			—			(83,504	)
1290 Multi-Alternative Strategies		3,247			—			(3,247	)
1290 SmartBeta Equity		42,680			7,757			(50,437	)
1290 Unconstrained Bond Managers		72,926			(63,911	)		(9,015	)

The significant permanent book and tax differences related to the adjustments above are related to Non-deductible offering costs (1290 GAMCO Small/Mid Cap Value and 1290 SmartBeta Equity).

1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

Under the Regulated Investment Company Modernization Act of 2010 (the “RIC Mod Act”), net capital losses recognized by the Funds may get carried forward indefinitely, and retain their character as short-term and/or long term losses. The following Funds have losses incurred that will be carried forward under the provisions of the RIC Mod Act as follows:


	Losses Carried Forward
Funds	Short Term		Long Term
1290 Convertible Securities	$	51,837	$	—
1290 Global Equity Managers		95,125		—
1290 High Yield Bond		492,343		—
1290 SmartBeta Equity		26,147		—
1290 Unconstrained Bond Managers		278,307		21,356

Sale-Buybacks:

A sale-buyback transaction consists of a sale of a security by a Fund to a financial institution, the counterparty, with a simultaneous agreement to repurchase the same or substantially the same security at an agreed-upon price and date. The Fund is not entitled to receive principal and interest payments, if any, made on the security sold to the counterparty during the term of the agreement. The agreed-upon proceeds for securities to be repurchased by the Fund are reflected as a liability on the Fund’s Statement of Assets and Liabilities. The Fund will recognize net income represented by the price differential between the price received for the transferred security and the agreed-upon repurchase price. This is commonly referred to as the “price drop.” A price drop consists of: (i) the foregone interest and inflationary income adjustments, if any, the Fund would have otherwise received had the security not been sold; and (ii) the negotiated financing terms between the Fund and counterparty. Foregone interest and inflationary income adjustments, if any, are recorded as components of interest income on the Fund’s Statement of Operations. Interest payments based upon negotiated financing terms made by the Fund to counterparties are recorded as a component of interest expense on the Fund’s Statement of Operations. In periods of increased demand for the security, the Fund may receive a fee for use of the security by the counterparty, which may result in interest income to the Fund. The Fund will segregate assets determined to be liquid to cover its obligations under sale-buyback transactions. None of the Funds had open sale-buybacks at October 31, 2015.

Accounting for Derivative Instruments:

Following is a description of how and why the Funds use derivative instruments, the type of derivatives utilized by the Funds during the reporting period, as well as the primary underlying risk exposures related to each instrument type. Derivatives accounted for as hedging instruments must be disclosed separately from those that do not qualify for hedge accounting. Even though the Funds may use derivatives in an attempt to achieve an economic hedge, the Fund’s derivatives may not be accounted for as hedging instruments because the Funds account for their derivatives at fair value and record any changes in fair value in current period earnings. All open derivative positions at period end are reflected on each respective Fund’s Portfolio of Investments. The volume of derivative activity, based on month-end notional amounts during the period is also noted in each respective Funds’ Portfolio of Investments. Portfolio securities are reserved and/or pledged with the custodian for current or potential derivative holdings as necessary throughout the year.

Options:

Certain Funds write (sell) covered options as a hedge to provide protection against adverse movements in the price of securities in the Fund or to enhance investment performance. Certain Funds purchase and sell exchange traded options on foreign currencies. When a Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted on a daily basis to the current market price of the option written. Premiums

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NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

received from writing options that expire unexercised are recognized as gains on the expiration date. Premiums received from writing options that are exercised or are cancelled in closing purchase transactions are offset against the cost of any securities purchased or added to the proceeds or netted against the amount paid on the transaction to determine the realized gain or loss. In writing options, a Fund must assume that the option may be exercised at any time prior to the expiration of its obligation as a writer, and that in such circumstances the net proceeds of the sale (or cost of) purchase of the underlying securities and currencies pursuant to the call or put option may be substantially below or above the prevailing market price. A Fund also has the additional risk of not being able to enter into a closing purchase transaction if a liquid secondary market does not exist and bears the risk of unfavorable changes in the price of the financial instruments underlying the options.

Certain Funds may purchase put options on securities to increase the Fund’s total investment return or to protect its holdings against a substantial decline in market value. The purchase of put options on securities will enable a Fund to preserve, at least partially, unrealized gains in an appreciated security in its Fund without actually selling the security. In addition, the Funds will continue to receive interest or dividend income on the security. The Funds may also purchase call options on securities to protect against substantial increases in prices of securities that Funds intend to purchase pending their ability to invest in an orderly manner in those securities. The Funds may sell put or call options they have previously purchased, which could result in a net gain or loss depending on whether the amount received on the sale is more or less than the premium and other transaction costs paid on the put or call option which was bought.

Futures Contracts, Options on Futures Contracts, Forward Commitments and Foreign Currency Exchange Contracts:

The futures contracts used by the Funds are agreements to buy or sell a financial instrument for a set price in the future. Options on futures contracts used by the Funds are rights to buy, or sell a futures contract for a set price in the future. Certain Funds buy or sell futures contracts for the purpose of protecting their Fund securities against future changes in interest rates and indices which might adversely affect the value of the Funds’ securities or the price of securities that they intend to purchase at a later date. Initial margin deposits are made upon entering into futures contracts and can be in cash, certain money market instruments, treasury securities or other liquid, high grade debt securities. During the period the futures contracts are open, changes in the market price of the contracts are recognized as unrealized gains or losses by “marking-to-market” at the end of each trading day. Variation margin payments on futures contracts are received or made, depending upon whether unrealized gains or losses are incurred. When the contract is closed, the Fund records 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. Should interest rates or indices move unexpectedly, the Fund may not achieve the anticipated benefits of the futures contracts and may incur a loss. The use of futures contracts transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates and the underlying hedged assets. Use of long futures contracts subjects the Funds to risk of loss in excess of the amounts shown on the Statements of Assets and Liabilities, up to the notional value of the futures contracts. Use of short futures contracts subjects the Funds to unlimited risk of loss. The Funds enter into futures contracts only on exchanges or boards of trade. The exchange or board of trade acts as the counterparty to each futures transaction; therefore, a Fund’s credit risk is limited to failure of the exchange or board of trade.

A Fund may make contracts to purchase or sell securities for a fixed price at a future date beyond customary settlement time (“forward commitments”). Funds may designate the segregation, either on their records or with the Trust’s custodian, of cash or other liquid securities in an amount sufficient to meet the purchase price, or may enter into offsetting contracts for the forward sale of other securities they own. These commitments are reported at market value in the financial statements. Forward commitments may be considered securities in themselves and involve a risk of loss if the value of the security to be purchased declines or if the value of the security to be sold increases prior to the settlement date, which is a risk in addition to the risk of decline in value of the

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October 31, 2015

Fund’s other assets. Where such purchases or sales are made through dealers, a Fund relies on the dealer to consummate the sale. The dealer’s failure to do so may result in the loss to a Fund of an advantageous yield or price. Market risk exists on these commitments to the same extent as if the securities were owned on a settled basis and gains and losses are recorded and reported in the same manner. However, during the commitment period, these investments earn no interest or dividends. The use of forward commitments may result in market risk to the Funds that is greater than if the Funds had engaged solely in transactions that settle in the customary time.

The Funds may be exposed to foreign currency risks associated with Fund investments. During the reporting period, the Funds entered into certain forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date to hedge or otherwise manage these exposures. Unrealized gains or losses on forward foreign currency exchange contracts are recorded by the Funds on a daily basis and realized gains or losses are recorded on the settlement date of a contract.

A Fund may purchase foreign currency on a spot (or cash) basis. In addition, a Fund may enter into contracts to purchase or sell foreign currencies at a future date (“forward contracts”). A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. Daily fluctuations in the value of such contracts are recognized as unrealized appreciation or depreciation by “marking to market”. The gain or loss arising from the difference between the original contracts and the closing of such contracts is included in realized gains or losses from foreign currency transactions in the Statements of Operations of the Funds. The Sub-Advisers may engage in these forward contracts to protect against uncertainty in the level of future exchange rates in connection with the purchase and sale of Fund securities (“transaction hedging”) and to protect the value of specific Fund positions (“position hedging”). The Funds also buy forward foreign currency exchange contracts to gain exposure to currencies. The Funds are subject to off-balance sheet risk to the extent of the value of the contracts for purchase of foreign currency and in an unlimited amount for sales of foreign currency.

Swaps:

Swap agreements are two party contracts entered into primarily by institutional investors for periods ranging from a few weeks to more than one year. Swaps are marked to-market daily based upon values from third party vendors, which may include a registered exchange, or quotations from market makers to the extent available. In the event that market quotes are not readily available and the swap cannot be valued pursuant to one of the valuation methods, the value of the swap will be determined in good faith by the Committee. Changes in market value, if any, are reflected as a component of net changes in unrealized appreciation/ (depreciation) on the Statements of Operations. Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable for the change in value as appropriate (“variation margin”) on the Statements of Assets and Liabilities. There is potential for swaps to be illiquid. Over-the-counter (“OTC”) swap payments received or made at the beginning of the measurement period are reflected as such on the Statements of Assets and Liabilities and represent premiums paid or received upon entering into the swap agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). These upfront premiums are recorded as realized gains or losses on the Statement of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by a Fund are included as part of realized gains or losses on the Statement of Operations.

Currency swaps involve the exchange by one party with another party of a series of payments in specified currencies. Currency swaps usually involve the delivery of the entire principal value of one designated currency in exchange for the other designated currency. Therefore, the entire principal value of a currency swap is subject to the risk that the other party to the swap will default on its contractual delivery obligations. In addition, a Fund may enter into currency swaps that involve an

101

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October 31, 2015

agreement to pay interest streams in one currency based on a specified index in exchange for receiving interest streams denominated in another currency. Currency swaps may involve initial and final exchanges that correspond to the agreed upon notional amount.

Interest rate swaps involve the exchange between two parties of payments calculated by reference to specified interest rates (e.g., an exchange of floating rate payments for fixed rate payments). The purchase of an interest rate cap entitles the purchaser, to the extent that a specified index exceeds a predetermined interest rate, to receive payments of interest on a notional principal amount from the party selling such interest rate cap. The purchase of an interest rate floor entitles the purchaser, to the extent that a specified index falls below a predetermined interest rate, to receive payments of interest on a notional principal amount from the party selling such interest rate floor. Caps and floors may be less liquid than swaps. In addition, the value of interest rate transactions will fluctuate based on changes in interest rates.

Credit default swap agreements involve greater risks than if a Fund had invested in the reference obligation directly since, in addition to general market risks, credit default swaps are subject to illiquidity risk, counterparty risk and credit risk. A Fund will enter into credit default swap agreements only with counterparties that meet certain standards of creditworthiness. A buyer generally also will lose its investment and recover nothing should no credit event occur and the swap is held to its termination date. If a credit event were to occur, the value of any deliverable obligation received by the seller, coupled with the upfront or periodic payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of value to the seller. A Fund’s obligations under a credit default swap agreement will be accrued daily (offset against any amounts owing to the Fund). In connection with credit default swaps in which a Fund is the buyer, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into certain offsetting positions, with a value at least equal to the Fund’s exposure (any accrued but unpaid net amounts owed by the Fund to any counterparty), on a marked-to-market basis. In connection with credit default swaps in which a Fund is the seller, the Fund will segregate or “earmark” cash or assets determined to be liquid, or enter into offsetting positions, with a value at least equal to the full notional amount of the swap (minus any amounts owed to the Fund). Such segregation or “earmarking” is intended to ensure that the Fund has assets available to satisfy its obligations with respect to the transaction and limit any potential leveraging of the Fund. Such segregation or “earmarking” will not limit the Fund’s exposure to loss. To the extent that credit default swaps are entered into for hedging purposes or are covered as described above, the Adviser believes such obligations do not constitute “senior securities” under the 1940 Act and, accordingly, will not treat them as being subject to the Fund’s senior security and borrowing restrictions.

In the case of a credit default swap sold by a Fund (i.e., where the Fund is selling credit default protection), the Fund may value the credit default swap at its notional amount in applying certain of the Fund’s investment policies and restrictions, but may value the credit default swap at market value for purposes of applying certain of the Fund’s other investment policies and restrictions.

An option on a swap agreement, also called a “swaption,” is an option that gives the buyer the right, but not the obligation, to enter into a swap on a future date in exchange for paying a market-based “premium.” A receive swaption gives the owner the right to receive the total return of a specified asset, reference rate, or index. A payer swaption gives the owner the right to pay the total return of a specified asset, reference rate, or index. A purchaser of a swaption risks losing only the amount of the premium it has paid should it decide to let the option expire, whereas the seller of a swaption is subject to the risk that it will become obligated if the option is exercised. Swaptions also include options that allow an existing swap to be terminated or extended by one of the counterparties.

Market and Credit Risk:

A Fund’s investments in financial instruments expose the Fund to various risks such as, but not limited to, interest rate, foreign currency, forward commitments and equity risks.

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Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. As nominal interest rates decline the value of a certain fixed-income securities of a Fund is likely to rise. Conversely, as nominal interest rates rise, the value of certain fixed income securities held by a Fund is likely to decrease. A nominal interest rate can be described as the sum of a real interest rate and an expected inflation rate. Interest rate changes can be sudden and unpredictable, and a Fund may lose money if these changes are not anticipated by Fund management. A Fund may not be able to hedge against changes in interest rates or may choose not to do so for cost or other reasons. In addition, any hedges may not work as intended. Fixed income securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than securities with shorter durations. Duration is useful primarily as a measure of the sensitivity of a security’s market price to interest rate (i.e. yield) movements.

Foreign (non U.S.) securities in this report are classified by the country of incorporation of a holding. In certain instances, a security’s country of incorporation may be different from its country of economic exposure.

If a Fund invests directly in foreign currencies or in securities that trade in, and receive revenues in, foreign currencies, or in financial derivatives that provide exposure to foreign currencies, it will be subject to the risk that those currencies will decline in value relative to the base currency of the Fund, or, in the case of hedging positions, that the Fund’s base currency will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, a Fund’s investments in foreign currency denominated securities may reduce the Fund’s returns.

Forward commitments and forward foreign currency exchange contracts involve elements of both market and credit risk in excess of the amounts reflected in the Statements of Assets and Liabilities. They are executed directly with the counterparty and not through an exchange and can be terminated only by agreement of both parties to such contracts. With respect to such transactions there is no daily margin settlement. There is also the risk that the security will not be issued or that the other party to the transaction will not meet its obligations. If this occurs, the Fund may lose both the investment opportunity for its assets if set aside to pay for the security and any gain in the security.

The market values of the Fund’s investments may decline due to general market conditions which are not specifically related to a particular company or issuer, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities and equity related investments generally have greater market price volatility than fixed income securities, although under certain market conditions fixed income securities may have comparable or greater price volatility. Credit ratings downgrades may also negatively affect securities held by a Fund. Even when markets perform well, there is no assurance that the investments held by a Fund will increase in value along with the broader market. In addition, market risk includes the risk that geopolitical events will disrupt the economy on a national or global level.

A Fund will be exposed to credit risk to parties with whom it trades and will also bear the risk of settlement default. A Fund seeks to minimize concentrations of credit risk by undertaking transactions with a large number of counterparties on recognized and reputable exchanges, where applicable. A Fund could lose money if the issuer or guarantor of a fixed income security, or the counterparty of a financial derivatives contract, repurchase agreement or a loan of portfolio securities, is unable or unwilling, or is perceived (whether by market participants, rating agencies,

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October 31, 2015

pricing services or otherwise) as unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. Securities are subject to varying degrees of credit risk, which are often reflected in credit ratings.

Certain Funds may invest in below investment grade high-yield securities (“junk bonds”). These securities are considered to be high risk investments. Securities rated below investment grade are speculative in nature, involve greater risk of default by the issuing entity and may be subject to greater market fluctuations than higher rated fixed income securities because such securities are generally unsecured and subordinated to other creditors’ claims. The retail secondary market for these “junk bonds” may be less liquid than that of higher rated securities and adverse economic conditions could make it difficult to sell certain securities or could result in lower prices than those used in calculating the Fund’s net asset value.

Offsetting Assets and Liabilities:

The Funds may be subject to various netting arrangements with select counterparties (“Master Agreements”). Master Agreements govern the terms of certain transactions, and are intended to reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that is intended to improve legal certainty. As the Master Agreements are specific to unique operations of different asset types, they allow a Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single Master Agreement with a counterparty. For financial reporting purposes the Statement of Assets and Liabilities generally show derivative assets and liabilities on a gross basis, which reflects the full risks and exposures prior to netting.

Note 2 Agreements

The Trust, on behalf of each Fund, has entered into an Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser. Pursuant to the Advisory Agreement, the Adviser supervises the investment program for each Fund in accordance with each Fund’s investment objectives, policies and restrictions. The Adviser is paid a fee for these services. The fee is accrued daily and paid monthly based on the Fund’s average daily net assets, at an annual rate of:


	(as a percentage of average daily net assets)
Funds:	First $1 Billion			Next $1 Billion			Next $3 Billion			Next $5 Billion			Thereafter
1290 GAMCO Small/Mid Cap Value		0.750	%		0.700	%		0.675	%		0.650	%		0.625	%
1290 Global Equity Managers		0.800			0.750			0.725			0.700			0.675
1290 SmartBeta Equity		0.700			0.650			0.625			0.600			0.575


	(as a percentage of average daily net assets)
Fund:	First $4 Billion			Next $4 Billion			Next $2 Billion			Thereafter
1290 Multi-Alternative Strategies		0.500	%		0.490	%		0.480	%		0.470	%


	(as a percentage of average daily net assets)
Funds:	First $4 Billion			Next $4 Billion			Thereafter
1290 Convertible Securities		0.700	%		0.680	%		0.660	%
1290 High Yield Bond		0.600			0.580			0.560
1290 Unconstrained Bond Managers		0.800			0.780			0.760

On behalf of the Trust, the Adviser has entered into an investment sub-advisory agreement (“Sub-Advisory Agreements”) with each of the Sub-Advisers. Each of the Sub-Advisory Agreements obligates the Sub-Advisers for the respective Funds to: (i) continuously furnish investment programs for the Funds; (ii) place all orders for the purchase and sale of investments for the Funds with brokers

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1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

or dealers selected by the Adviser or the respective Sub-Advisers; and (iii) perform certain limited related administrative functions in connection therewith. The Adviser pays the expenses of providing investment sub-advisory services to the Funds, including the fees of the Sub-Advisers of each Fund.

In addition to the advisory fee, each Fund pays the Administrator its proportionate share of an asset-based administration fee, which is equal to an annual rate of the greater of 0.15% of each Fund’s average daily net assets, or $30,000 per Fund (or $30,000 for each allocated portion (or sleeve) of a Fund, as applicable). The Administrator has contracted with the Sub-Administrator to provide, pursuant to a sub-administration agreement, the Funds with certain administrative services, including monitoring of Fund compliance and Fund accounting services.

Prior to July 1, 2015, each Fund paid the Administrator its proportionate share of an asset-based administration fee, which is equal to an annual rate of 0.15% of each Fund’s average daily net assets plus $30,000 per Fund and $30,000 for each allocated portion (or sleeve) of a Fund, as applicable.

The Trust, on behalf of the Funds, has entered into a distribution agreement (the “Distribution Agreement”) with ALPS Distributors, Inc. (“ALPS” or the “Distributor”), under which ALPS serves as Distributor for each Fund’s Class A, Class C, Class I and Class R shares. The Board has approved Distribution Plans pursuant to Rule 12b-1 under the 1940 Act for Class A, Class C, and Class R shares for each Fund. Pursuant to the Distribution Plans, the Funds will pay the Distributor annual fees at the following rates:


Share Class	Distribution Fee and/or Service Fee (as a % of average daily net assets attributable to the class)
Class A		0.25	%
Class C		1.00	%*
Class R		0.50	%

*	The Distribution Fees for Class C shares are currently being waived. This waiver is voluntary and could be eliminated at any time.

The Trust, on behalf of the Funds, has entered into a Transfer Agency and Service Agreement (the “Transfer Agency Agreement”) with Boston Financial Data Services (“BFDS”). Pursuant to the Transfer Agency Agreement, BFDS is responsible for, among other things, the issuance, transfer and redemption of shares, the opening and maintenance of shareholder accounts, the handling of certain communications between shareholders and the Trust, and the payment of dividends and distributions payable by the Funds. Under the Transfer Agency Agreement, BFDS receives a monthly fee comprised of a fixed base fee plus a fee computed on the basis of the number of shareholder accounts it maintains for the Trust during the month.

The Trust has entered into a Custody Agreement with JPMorgan Chase Bank, N.A. (in this capacity, the “Custodian”). The Custody Agreement provides for an annual fee based on the amount of assets under custody plus transaction charges. The Custodian serves as custodian of the Trust’s Fund securities and other assets. Under the terms of the Custody Agreement between the Trust and the Custodian, the Custodian maintains and deposits in each Fund’s account, cash, securities and other assets of the Funds. The Custodian is also required, upon the order of the Trust, to deliver securities held by the Custodian, and to make payments for securities purchased by the Trust. The Custodian has also entered into sub-custodian agreements with a number of foreign banks and clearing agencies, pursuant to which Fund securities purchased outside the United States are maintained in the custody of these entities.

The Trust, on behalf of the Funds, has entered into an organizational expenses agreement (the “Organizational Expenses Agreement”) with the Adviser. Pursuant to the Organizational Expenses Agreement, the Adviser shall pay all of the organizational expenses of the Trust (including expenses incurred prior to the effective date of the Organizational Expenses Agreement). The Adviser is entitled to be reimbursed for organizational costs paid by the Adviser within one year after the commencement of a public offering of shares subject to the expense limitation agreement noted below.

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October 31, 2015

The Trust, on behalf of the Funds, has entered into an expense limitation agreement (the “Expense Limitation Agreement”) with 1290 Asset Managers whereby 1290 Asset Managers has contractually agreed to waive fees and/or reduce its fees to the extent that the aggregate expenses incurred by a Fund in any fiscal year, including but not limited to organizational and offering costs and investment advisory fees of the Adviser (but excluding interest, taxes, brokerage commissions, fees and expenses of other investment companies in which a Fund invests, other expenditures that are capitalized in accordance with generally accepted accounting principles (other than offering costs), other extraordinary expenses not incurred in the ordinary course of such Fund��s business and amounts payable pursuant to a plan adopted in accordance with Rule 12b-1 under the 1940 Act) (“Fund Operating Expenses”), exceed the Maximum Annual Operating Expense Limit of:


Funds	Total Expense Limited to (% of daily net assets)
Funds	Class A			Class C			Class I			Class R
1290 Convertible Securities		1.05	%		1.05	%		1.05	%		1.05	%
1290 GAMCO Small/Mid Cap Value		1.10	%		1.10	%		1.10	%		1.10	%
1290 Global Equity Managers		1.15	%		1.15	%		1.15	%		1.15	%
1290 High Yield Bond		0.80	%		0.80	%		0.80	%		0.80	%
1290 Multi-Alternative Strategies*		1.40	%		1.40	%		1.40	%		1.40	%
1290 SmartBeta Equity		1.10	%		1.10	%		1.10	%		1.10	%
1290 Unconstrained Bond Managers		1.15	%		1.15	%		1.15	%		1.15	%

*	Includes fees and expenses of other investment companies in which the Fund invests.

1290 Asset Managers first waives its advisory fees, then waives its administration fees, and then reimburses the Fund’s expenses out of its own resources. Each Fund may at a later date reimburse to 1290 Asset Managers the advisory fees waived or other expenses assumed and paid for by 1290 Asset Managers pursuant to the Expense Limitation Agreement within the prior three fiscal years, provided such Fund has reached a sufficient asset size to permit such reimbursement to be made without causing the total annual expense ratio of each Fund to exceed the percentage limits mentioned above for the respective period. Consequently, no reimbursement by a Fund will be made unless: (i) the Fund’s total annual expense ratio is less than the respective percentages stated above for the respective period; and (ii) the payment of such reimbursement has been approved by the Board. Any reimbursement, called recoupment fees on the Statement of Operations of the Fund, will be based on the earliest fees waived or assumed by 1290 Asset Managers. During the period ended October 31, 2015, 1290 Asset Managers did not receive recoupment for any of the Funds within the Trust. At October 31, 2015, under the Expense Limitation Agreement, the amount that would be recoverable from each Fund is as follows:


	Amount Eligible through						Total Eligible For Reimbursement
Funds:	2016		2017		2018		Total Eligible For Reimbursement
1290 Convertible Securities	$	—	$	—	$	79,383	$	79,383
1290 GAMCO Small/Mid Cap Value		—		—		256,568		256,568
1290 Global Equity Managers		—		—		80,380		80,380
1290 High Yield Bond		—		—		398,213		398,213
1290 Multi-Alternative Strategies		—		—		67,806		67,806
1290 SmartBeta Equity		—		—		283,924		283,924
1290 Unconstrained Bond Managers		—		—		80,587		80,587

During the period ended October 31, 2015, the Distributor voluntarily waived Distribution fees for the Funds’ Class C shares. These amounts as follows are not eligible for recoupment:


Funds:	Voluntary Waivers
1290 GAMCO Small/Mid Cap Value	$	2,503
1290 High Yield Bond		28,272
1290 SmartBeta Equity		9,839

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1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Continued)

October 31, 2015

If during a Fund’s fiscal year, Fund Operating Expenses, including all organizational expenses, that at any time during the prior three fiscal years (prior one year after commencement of operations with respect to organizational expenses) received a fee waiver or reduction from 1290 Asset Managers, are less than the percentage limits mentioned above, 1290 Asset Managers is entitled to be reimbursed by such share class up to the lesser of (a) the amount of fees waived or reduced and (b) the amount by which the expense limit for that share class exceeds the Fund Operating Expenses of the share class for the current fiscal year.

Note 3

Sales Charges

The Distributor received sales charges on the Fund’s Class A shares and the proceeds of contingent deferred sales charges paid by the investor in connection with certain redemptions of the Fund’s Class A and Class C shares. The Distributor has advised the Funds that for the period ended October 31, 2015, the proceeds retained from sales and redemptions are as follows:


	Class A				Class C Contingent deferred sales charge
Funds:	Front End sales charge		Contingent deferred sales charge		Class C Contingent deferred sales charge
1290 Convertible Securities	$	2,250	$	—	$	—
1290 GAMCO Small/Mid Cap Value		6,387		—		—
1290 High Yield Bond		700		—		—
1290 Multi-Alternative Strategies		488		—		—
1290 SmartBeta Equity		787		—		—

Sales loads and contingent deferred sales charges imposed on purchases and redemptions of Fund shares are retained by the Trust’s Distributors and do not represent expenses or income of the Funds.

Note 4

Percentage of Ownership by Affiliates

At October 31, 2015, 1290 Asset Managers held investments in each of the Funds as follows:


Funds	Percentage of Ownership
1290 Convertible Securities		98.7	%
1290 GAMCO Small/Mid Cap Value		58.0
1290 Global Equity Managers		100.0
1290 High Yield Bond		99.7
1290 Multi-Alternative Strategies		99.1
1290 SmartBeta Equity		98.5
1290 Unconstrained Bond Managers		100.0

Note 5

Subsequent Events

The Adviser evaluated subsequent events from October 31, 2015, the date of these financial statements, through the date these financial statements were issued and available. The subsequent events include the following:

At a meeting held on December 9-10, 2015, the Board approved a proposed amendment to the expense cap of the 1290 High Yield Bond Fund. The current expense caps for Class A, Class C, Class R and Class I are 1.05%, 1.80%, 1.30% and 0.80% respectively (inclusive of Rule 12b-1 fees). Effective March 1, 2016, the new expense caps for Class A, Class C, Class R and Class I are 1.10%, 1.85%, 1.35% and 0.85% respectively (inclusive of Rule 12b-1 fees).

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1290 FUNDS

NOTES TO FINANCIAL STATEMENTS (Concluded)

October 31, 2015

Note 6

Legal Proceedings

In July 2011, a lawsuit was filed in the United States District Court of the District of New Jersey, entitled Mary Ann Sivolella v. AXA Equitable Life Insurance Company and AXA Equitable Funds Management Group, LLC (“Sivolella Litigation”). The lawsuit was filed derivatively on behalf of eight Portfolios of EQ Advisors Trust (a separate Trust) advised by the Adviser. The lawsuit seeks recovery under Section 36(b) of the 1940 Act, for alleged excessive fees paid to the Adviser and AXA Equitable (the “Defendants”) for investment management services. The Plaintiff seeks recovery of the alleged overpayments, or alternatively, rescission of the contracts and restitution of all fees paid, interest, costs and fees. In November 2011, the Plaintiff filed an Amended Complaint seeking the same relief and in December 2011, the Defendants filed a motion to dismiss the Amended Complaint. In September 2012, the United States District Court for the District of New Jersey denied the motion to dismiss the Amended Complaint.

In January 2013, a second lawsuit against the Adviser was filed in the United States District Court for the District of New Jersey by a group of Plaintiffs asserting substantially similar claims under Section 36(b) and seeking substantially similar damages as in the Sivolella Litigation. The lawsuit, entitled Glenn D. Sanford, et al. v. AXA Equitable Funds Management Group, LLC (“Sanford Litigation”), was filed derivatively on behalf of certain Portfolios of EQ Advisors Trust advised by the Adviser. The Sanford Litigation does not involve any of the Funds. In light of the similarities of the allegations in the Sivolella and Sanford Litigations, the court consolidated the two lawsuits.

In April 2013, the Plaintiffs in the Sivolella and Sanford Litigations amended the complaints to add additional claims under Section 36(b) of the 1940 Act for recovery of alleged excessive fees paid to the Adviser in its capacity as the Administrator of the EQ Advisors Trust (a separate Trust). The Plaintiffs seek recovery of the alleged overpayments, or alternatively, rescission of the contract and restitution of the excessive fees paid, interest, costs, and fees. In January 2015, Defendants filed a motion for summary judgment as well as various motions to strike certain of the Plaintiffs’ experts in the Sivolella and Sanford Litigations. Also in January 2015, two Plaintiffs in the Sanford Litigation filed a motion for partial summary judgment relating to the EQ/Core Bond Index Portfolio, a portfolio of EQ Advisors Trust, as well as motions in limine to bar admission of certain documents and preclude the testimony of one of Defendants’ experts.

None of the Funds within the Trust are a party to the Sivolella or Sanford Litigations and any potential damages would be the responsibility of the Defendants. Therefore, no liability for litigation relating to these matters has been accrued in the financial statements of the Funds.

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of the 1290 Funds:

In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of each of the funds of 1290 Funds listed in the Table of Contents to the Annual Report in which these financial statements appear (collectively referred to as the “Trust”) at October 31, 2015, the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2015 by correspondence with the custodian, transfer agents, agent banks and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, New York

December 21, 2015

109

1290 FUNDS

DISCLOSURE REGARDING ADVISORY CONTRACT APPROVALS

APPROVALS OF INVESTMENT ADVISORY AND INVESTMENT SUB-ADVISORY AGREEMENTS DURING THE FISCAL PERIOD ENDED OCTOBER 31, 2015 (UNAUDITED)

At a meeting held on June 2-4, 2015, the Board of Trustees (the “Board”) of 1290 Funds (the “Trust”), including those Trustees who are not parties to any Agreement (as defined below) or “interested persons” (as that term is defined in the Investment Company Act of 1940, as amended) of such parties or the Trust (the “Independent Trustees”), considered and unanimously approved an Investment Advisory Agreement (the “Advisory Agreement”) with AXA Equitable Funds Management Group, LLC (d/b/a 1290 Asset Managers^®) (“1290 Asset Managers” or the “Adviser”) and the Investment Sub-Advisory Agreements (each, a “Sub-Advisory Agreement” and together with the Advisory Agreement, the “Agreements”) between the Adviser and each investment sub-adviser (each, a “Sub-Adviser” and together, the “Sub-Advisers”) as shown in the table below with respect to the Funds listed, each a newly-created portfolio of the Trust.


Funds		Agreements Approved by the Trust’s Board with respect to the Funds
1290 Global Equity Managers Fund		Advisory Agreement with 1290 Asset Managers Sub-Advisory Agreement with OppenheimerFunds, Inc. (“Oppenheimer”) Sub-Advisory Agreement with Templeton Investment Counsel, LLC (“Templeton”)

1290 Convertible Securities Fund		Advisory Agreement with 1290 Asset Managers Sub-Advisory Agreement with Palisade Capital Management, LLC (“Palisade”)

1290 Unconstrained Bond Managers Fund		Advisory Agreement with 1290 Asset Managers Sub-Advisory Agreement with Pacific Investment Management Company (“PIMCO”) Sub-Advisory Agreement with TCW Investment Management Company

The Board noted that the Trust is an affiliated investment company of EQ Advisors Trust, which is also managed by the Adviser, and that all of the Board members also currently serve on the Board of Trustees of EQ Advisors Trust. The Board also noted that four of the proposed Sub-Advisers — Oppenheimer, Palisade, PIMCO and Templeton (the “Existing Sub-Advisers”) — also currently serve as investment sub-advisers for one or more portfolios, or allocated portion(s) of portfolio(s), of EQ Advisors Trust, including (as applicable) an EQ Portfolio (as defined below).

1290 Global Equity Managers Fund. The Board noted that the Adviser currently serves as the investment manager for EQ/Oppenheimer Global Portfolio, AXA Global Equity Managed Volatility Portfolio and AXA/Templeton Global Equity Managed Volatility Portfolio, each a portfolio of EQ Advisors Trust (each, an “EQ Portfolio”). The Board also noted that the Adviser would manage the Fund in a manner similar to the manner in which the Adviser currently manages each such EQ Portfolio. The Board also noted that Oppenheimer currently serves as investment sub-adviser for EQ/Oppenheimer Global Portfolio and an allocated portion of AXA Global Equity Managed Volatility Portfolio and would serve as investment sub-adviser for an allocated portion of the Fund using the same investment strategies and styles. The Board also noted that Templeton currently serves as an investment sub-adviser for AXA/Templeton Global Equity Managed Volatility Portfolio and would serve as investment sub-adviser for an allocated portion of the Fund using the same investment strategies and styles.

1290 Convertible Securities Fund. The Board noted that the Adviser currently serves as the investment manager for EQ/Convertible Securities Portfolio, a portfolio of EQ Advisors Trust (an “EQ Portfolio”). The Board also noted that the Adviser would manage the Fund in a manner similar to the manner in which the Adviser currently manages that EQ Portfolio. The Board also noted that Palisade currently serves as investment sub-adviser for EQ/Convertible Securities Portfolio and would serve as investment sub-adviser for the Fund using the same investment strategy and style.

110

1290 Unconstrained Bond Managers Fund. The Board noted that the Adviser currently serves as the investment manager for EQ/PIMCO Global Real Return Portfolio, a portfolio of EQ Advisors Trust (an “EQ Portfolio”). The Board also noted that the Adviser would manage the Fund in a manner similar to the manner in which the Adviser currently manages that EQ Portfolio. The Board also noted that PIMCO currently serves as investment sub-adviser for EQ/PIMCO Global Real Return Portfolio and would serve as investment sub-adviser for an allocated portion of the Fund utilizing similar investment processes.

All Funds. In reaching its decision to approve each Agreement with respect to each Fund, the Board considered the overall fairness of the Agreement and whether the Agreement was in the best interests of the Fund and its shareholders. The Board further considered all factors it deemed relevant with respect to each Fund and Agreement, including: (1) the nature, quality and extent of the overall services to be provided to the Fund by the Adviser, the relevant proposed Sub-Adviser and, where applicable, their respective affiliates; (2) information regarding the risk/return profile of the Fund and comparative performance information; (3) the level of the Fund’s proposed advisory fee and sub-advisory fee, and the Fund’s expense ratios relative to those of peer funds; (4) the anticipated costs of the services to be provided by, and the estimated profits to be realized by, the Adviser and its affiliates from their relationships with the Fund; (5) the anticipated effect of growth and size on the Fund’s performance and expenses, including any potential economies of scale; and (6) the “fall out” benefits to be realized by the Adviser, the relevant proposed Sub-Adviser, and their respective affiliates (i.e., any direct or indirect benefits to be derived by the Adviser, the relevant proposed Sub-Adviser, and their respective affiliates from their relationships with the Trust). In considering each Agreement, the Board did not identify any single factor or information as all-important or controlling and each Trustee may have attributed different weight to each factor.

In connection with its deliberations, the Board took into account information prepared by the Adviser and the proposed Sub-Advisers, including memoranda and other materials addressing the factors set out above, and provided to the Trustees in connection with the meeting. The Board also took into account information provided to the Trustees at prior Board meetings. The Board also took into account information relating to the Adviser, the Existing Sub-Advisers, and the EQ Portfolios provided to the Trustees, in their capacities as Trustees of EQ Advisors Trust, at prior meetings of the Board of Trustees of EQ Advisors Trust, and the Trustees noted their experience and familiarity with the Adviser, the EQ Portfolios and the Funds derived from their years of service on the Boards of EQ Advisors Trust and the Trust. The information provided to the Trustees described, among other things, each Fund’s investment strategies and risks, the services to be provided by the Adviser and the proposed Sub-Advisers, as well as the Adviser’s and the proposed Sub-Advisers’ investment personnel, proposed advisory and sub-advisory fees, expense ratios, risk/return profile information and comparative performance information, expense limitation arrangements, and other matters. During the meeting, the Trustees met with senior representatives of the Adviser to discuss the Agreements and the information provided. The Independent Trustees met in advance of, and in executive session during, the meeting at which the Board approved the Agreements to review the information provided. At the meeting, the Independent Trustees and management engaged in extensive discussions regarding the Agreements. The Independent Trustees were assisted by independent counsel during the meeting and during their deliberations regarding the Agreements, and also received materials discussing the legal standards applicable to their consideration of the Agreements. Although the Board approved the Agreements for all of the Funds at the same Board meeting, the Board considered each Fund separately. In approving the relevant Agreements with respect to each Fund, the Board, including the Independent Trustees, determined that the proposed advisory and sub-advisory fees were fair and reasonable and that the approval of the Agreements was in the best interests of the applicable Fund and its shareholders. Although the Board gave attention to all information provided, the following discusses some of the primary factors that the Board deemed relevant to its decision to approve the Agreements.

Nature, Quality and Extent of Services. The Board evaluated the nature, quality and extent of the overall services to be provided to each Fund and its shareholders by the Adviser, the relevant proposed Sub-Adviser(s) and, where applicable, their respective affiliates. In addition to the comparative performance information discussed below, the Board considered the Adviser’s and each relevant proposed Sub-Adviser’s responsibilities with respect to a Fund (or portion thereof where the Sub-Adviser would manage an allocated portion of the Fund).

With respect to the Adviser, the Board considered that the Adviser would be responsible for, among other things, developing investment strategies for the Funds (and the portions thereof); researching, conducting “due diligence” on, selecting and monitoring the proposed Sub-Advisers; overseeing the proposed Sub-Advisers’ selection of investments for the Funds (or the portions thereof); monitoring and evaluating the performance of the Funds (or the portions thereof); monitoring the investment operations and composition of the Funds (or the portions thereof)

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and, in connection therewith, monitoring compliance with the Funds’ investment objectives, policies and restrictions, as well as the Funds’ compliance with applicable law; monitoring brokerage selection, commission and other trading costs, quality of execution, and other brokerage matters; coordinating and managing the flow of information and communications relating to the Funds among the proposed Sub-Advisers and other applicable parties; and implementing Board directives as they relate to the Funds. The Board also considered information regarding the Adviser’s process for selecting and monitoring the proposed Sub-Advisers, as well as information regarding the backgrounds of the personnel who would perform those functions with respect to the Funds. The Board also considered that the Adviser’s responsibilities would include daily monitoring of investment, operational, enterprise, legal, regulatory and compliance risks as they relate to the Funds, and considered information regarding the Adviser’s ongoing risk management activities. The Board also considered that the Adviser has assumed significant entrepreneurial and other risk in launching the Funds. The Board’s conclusion regarding the nature, quality and extent of the overall services to be provided by the Adviser also was based, in part, on (i) the Board’s experience and familiarity with the Adviser serving as the investment adviser for the other funds of the Trust, and on periodic reports provided to the Board regarding the services provided by the Adviser to those other portfolios, and (ii) the Trustees’ experience and familiarity, in their capacities as Trustees of EQ Advisors Trust, with the Adviser serving as the investment manager for portfolios of EQ Advisors Trust, including the EQ Portfolios, and on periodic reports provided to the Trustees, in their capacities as Trustees of EQ Advisors Trust, regarding the services provided by the Adviser to those other portfolios.

With respect to the proposed Sub-Advisers, the Board considered that, subject to the oversight of the Adviser, each proposed Sub-Adviser would be responsible for making investment decisions for the Fund (or the portion thereof) that it would sub-advise; placing with brokers or dealers all orders for the purchase and sale of investments for the Fund (or the portion thereof) that it would sub-advise; and performing certain related administrative functions. The Board also reviewed information regarding each proposed Sub-Adviser’s process for selecting investments for the Fund (or the portion thereof) that it would sub-advise, as well as information regarding the background of the proposed Sub-Adviser’s portfolio manager(s) who would provide services to the Fund. In addition, the Board received information regarding each proposed Sub-Adviser’s trading experience and how each proposed Sub-Adviser would seek to achieve ‘best execution’ on behalf of the Fund that it would sub-advise. The Board’s conclusion regarding the nature, quality and extent of the overall services to be provided by each Existing Sub-Adviser also was based, in part, on the Trustees’ experience and familiarity, in their capacities as Trustees of EQ Advisors Trust, with the Existing Sub-Adviser serving as an investment sub-adviser for one or more portfolios, or allocated portion(s) of portfolio(s), of EQ Advisors Trust (including, as applicable, an EQ Portfolio) and on periodic reports provided to the Trustees, in their capacities as Trustees of EQ Advisors Trust, regarding the services provided by the Existing Sub-Adviser to those other portfolios.

The Board members also considered the Funds’ Chief Compliance Officer’s evaluation of the Sub-Advisers’ compliance programs, policies, and procedures with respect to the Funds and factored into their review their experience and familiarity with the Adviser’s compliance program, policies, and procedures with respect to the Trust and their experience and familiarity, in their capacities as Trustees of EQ Advisors Trust, with the Adviser’s and the Existing Sub-Advisers’ compliance programs, policies, and procedures with respect to EQ Advisors Trust. The Board also considered whether there were any pending lawsuits, enforcement proceedings or regulatory investigations involving the Adviser or the proposed Sub-Advisers and reviewed information regarding the Adviser’s and the proposed Sub-Advisers’ financial condition and history of operations and potential conflicts of interest in managing the Funds.

The Board also considered the benefits that would be provided to shareholders from participation in a Fund advised by the Adviser, including the Adviser’s experience operating a large fund complex that offers a wide range of portfolios, sub-advisers and investment styles. In addition, the Board considered the nature, quality and extent of the administrative, shareholder servicing and distribution services that the Adviser and its affiliates would provide to the Funds and their shareholders.

Based on its review, the Board determined, with respect to each Fund, that the nature, quality and extent of the overall services to be provided by the Adviser and the relevant proposed Sub-Adviser(s) were appropriate for the Fund in light of its investment objectives and, thus, supported a decision to approve the Agreements.

Investment Performance. The Board noted that the Funds did not have any performance history as they were newly organized and had not commenced operations as of the date of the meeting. With respect to approval of the Advisory Agreement, the Board received and reviewed risk/return profile information for each Fund based on its

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investment objectives, policies and anticipated investments. The Board also considered the Adviser’s expertise, resources, proposed methodology and personnel for managing the Funds and its experience managing the other portfolios of the Trust, as well as portfolios of EQ Advisors Trust, including the EQ Portfolios.

With respect to approval of each Sub-Advisory Agreement, the Board received and reviewed performance data relating to the relevant proposed Sub-Adviser’s management of other funds and/or accounts, including (as applicable) portfolios of EQ Advisors Trust (including the EQ Portfolios), with substantially similar investment objectives, policies, and strategies as the Fund (or the portion thereof) that it would sub-advise, as compared to an appropriate benchmark. The Board members also noted that they had reviewed the performance and investment process of each Existing Sub-Adviser through their oversight of each Existing Sub-Adviser’s management of one or more portfolios, or allocated portion(s) of portfolio(s), of EQ Advisors Trust since the Existing Sub-Adviser’s appointment to the other portfolio(s). The Board generally considered long-term performance to be more important than short-term performance. The Board also considered each proposed Sub-Adviser’s expertise, resources, proposed investment strategy, and personnel for advising the Fund (or the portion thereof) that it would sub-advise.

Based on its review, the Board determined, with respect to each Fund, that the performance data and related information presented supported a decision to approve the Agreements.

Expenses. The Board considered each Fund’s proposed advisory fee and sub-advisory fee(s) in light of the nature, quality and extent of the overall services to be provided by the Adviser and the relevant proposed Sub-Adviser(s). In addition, the Board considered the relative levels of the sub-advisory fee to be paid to a proposed Sub-Adviser with respect to a Fund and the advisory fee to be retained by the Adviser in light of, among other factors, the services provided to the Fund by the Adviser and the proposed Sub-Adviser. The Board considered that all fees and expenses of each Fund are explicitly disclosed in the Fund’s offering documents.

With respect to the Advisory Agreement, the Board also considered the Funds’ proposed advisory fee schedules relative to the advisory fee schedules of other portfolios managed by the Adviser. The Board also considered information provided by the Adviser comparing the proposed advisory fee rate and expense ratios for each Fund to the advisory fee rates and expense ratios for comparable funds, including information compiled by Lipper, Inc., an independent organization. The Board further considered that the proposed advisory fee schedule for each Fund includes breakpoints that would reduce the advisory fee rate as Fund assets increase above certain levels. The Board noted that any such reduction in a Fund’s advisory fee would result in corresponding reductions in the Fund’s total expense ratios. In addition, the Board further considered that the Adviser had contractually agreed to make payments or waive all or a portion of its advisory, administrative and other fees so that each Fund’s total expense ratios do not exceed certain levels as set forth in its prospectus. The Board also noted that, to the extent that the Adviser waives fees pursuant to these expense limitation arrangements, each Fund’s actual advisory fee may be lower than that Fund’s contractual advisory fee. Based on its review, the Board determined that the Adviser’s proposed fee for each Fund is fair and reasonable.

With respect to the Sub-Advisory Agreements, the Board also considered the proposed sub-advisory fees in light of the fees that the proposed Sub-Advisers charge under other advisory agreements with other clients. With respect to each of 1290 Global Equity Managers Fund and 1290 Convertible Securities Fund, the Board noted that the proposed sub-advisory fee for each proposed Sub-Adviser is the same as the sub-advisory fee that the Sub-Adviser currently charges to the respective EQ Portfolio for which the Sub-Adviser currently serves as an investment sub-adviser using the same investment mandate. The Board also noted that the sub-advisory fee schedule for each of Oppenheimer, Palisade and Templeton aggregates the assets managed by the proposed Sub-Adviser in the Fund (or the portion thereof) that it would sub-advise and in one or more portfolios of EQ Advisors Trust for which the Adviser serves as investment manager and the proposed Sub-Adviser serves as investment sub-adviser. The Board further noted that the Adviser, and not a Fund, would pay the relevant proposed Sub-Adviser and that the proposed sub-advisory fee was negotiated between the relevant proposed Sub-Adviser and the Adviser. Moreover, the Board noted that the Adviser generally is aware of the fees charged by sub-advisers to other clients and that the Adviser believes that the fees agreed upon with each proposed Sub-Adviser are reasonable in light of the quality of the investment sub-advisory services to be provided. Based on its review, the Board determined, with respect to each Fund (or portion thereof), that the proposed sub-advisory fee for the relevant proposed Sub-Adviser is fair and reasonable.

Profitability and Costs. The Board also considered the anticipated level of profits to be realized by the Adviser in connection with the operation of each Fund. The Adviser represented that, as new funds with no prior operations, the Funds were not expected to be profitable to the Adviser initially because of their anticipated small initial asset

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base. As a result, the Board noted that it periodically would evaluate profitability as the assets of the Funds increase over time. With respect to the Sub-Advisory Agreements, the Board considered, with respect to each Fund, the estimated impact of the proposed advisory fee on the profitability of the Adviser. The Adviser advised the Board that it does not regard Sub-Adviser profitability as meaningful to its evaluation of the Sub-Advisory Agreements. The Board acknowledged the Adviser’s view of Sub-Adviser profitability, noting the Board’s findings as to the reasonableness of the aggregate advisory fees and that the fee paid to each proposed Sub-Adviser is the product of negotiations with the Adviser and reflects levels of profitability acceptable to the Adviser and the proposed Sub-Adviser based on the particular circumstances in each case for each of them. The Board further noted that each proposed Sub-Adviser’s fee will be paid by the Adviser and not the Fund.

Economies of Scale. The Board also considered whether economies of scale or efficiencies would be realized as a Fund grows larger and the extent to which this is reflected in the proposed advisory and sub-advisory fee schedules for the Fund. While recognizing that any precise determination is inherently subject to assumptions and subjective assessments, the Board considered that any economies of scale or efficiencies may be shared with funds and their shareholders in a variety of ways, including: (i) breakpoints in the advisory fee or other fees so that a fund’s effective fee rate declines as the fund grows in size, (ii) subsidizing a fund’s expenses by making payments or waiving all or a portion of the advisory fee or other fees so that the fund’s total expense ratio does not exceed certain levels, (iii) setting the advisory fee or other fees so that a fund is priced to scale, which assumes that the fund has sufficient assets from inception to operate at a competitive fee rate without any fee waiver or expense reimbursement from the adviser, and (iv) reinvestment in, and enhancements to, the services that an adviser and its affiliates provide to a fund and its shareholders. The Board noted that the proposed advisory fee schedule for each Fund includes breakpoints that would reduce the advisory fee rate as Fund assets increase above certain levels. In addition, the Board noted that the Adviser had agreed to assume certain expenses of each Fund by making payments or waiving all or a portion of its advisory, administrative and other fees so that each Fund’s total expense ratios do not exceed certain levels as set forth in the prospectus in light of the fact that each Fund is a new portfolio and initially would not have sufficient assets to maintain its expense ratios at competitive levels. The Board also considered that the Adviser could potentially share economies of scale or efficiencies with the Funds through reinvestment in, and enhancements to, the services that the Adviser and its affiliates provide over time, such as hiring additional personnel and providing additional resources in areas that would be relevant to the management and administration of the Funds. In connection with its deliberations regarding the Sub-Advisory Agreements, the Board noted that the proposed sub-advisory fee schedule for each of the proposed Sub-Advisers (other than PIMCO) includes breakpoints that would reduce the sub-advisory fee rate as Fund assets under the proposed Sub-Adviser’s management increase above certain levels. The Board also noted that the sub-advisory fee schedule for each of Oppenheimer, Palisade and Templeton aggregates the assets managed by the proposed Sub-Adviser in the Fund (or the portion thereof) that it would sub-advise and in one or more portfolios of EQ Advisors Trust for which the Adviser serves as investment manager and the proposed Sub-Adviser serves as investment sub-adviser. The Board again noted that the sub-advisory fees are paid by the Adviser out of its assets and not from a Fund’s assets. The Board considered these factors, and the relationship they bear to the fee structure charged to a Fund by the Adviser, and concluded that there would be a reasonable sharing of benefits from any economies of scale or efficiencies with the Funds once they commence operations and at reasonably anticipated asset levels. The Board noted, however, that it would monitor future growth in Fund assets to determine whether economies of scale or efficiencies continued to be reflected in the Funds’ fee arrangements.

Fall-Out Benefits. The Board also considered the extent to which the Adviser and its affiliates might derive ancillary benefits from Fund operations, including the following. The Board noted that the Adviser also would serve as the administrator for the Funds and would receive compensation for acting in this capacity. The Board also noted that AXA Distributors, LLC, an affiliate of the Adviser, provides distribution support services for the Trust. AXA Distributors, LLC may receive compensation from the Funds (which may include payments pursuant to Rule 12b-1 plans with respect to their Class A, Class C (when offered for sale), and Class R shares) for providing shareholder services and selling activities, which could lead to growth in the Trust’s assets and corresponding benefits from such growth, including economies of scale. The Board also recognized that other broker-dealers that are affiliated with the Adviser may sell, and earn sales commissions and/or other compensation with respect to, shares of the Funds. Further, the Board considered that Sanford C. Bernstein & Co., LLC, a registered broker-dealer, is an affiliate of the Adviser and may, from time to time, receive brokerage commissions from the Funds in connection with the purchase and sale of portfolio securities; provided, however, that those transactions, among other things, must be consistent with seeking best execution. Based on its review, the Board determined that any “fall-out” benefits that may accrue to the Adviser are fair and reasonable.

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The Board also noted that each proposed Sub-Adviser may derive ancillary benefits from Fund operations. For example, a proposed Sub-Adviser, through its position as a Sub-Adviser to a Fund, may engage in soft dollar transactions. The Board considered information regarding each proposed Sub-Adviser’s procedures for executing portfolio transactions for the Fund (or the portion thereof) that it would sub-advise and each proposed Sub-Adviser’s policies and procedures for selecting brokers and dealers and obtaining research from those brokers and dealers. In addition, the Board considered that a proposed Sub-Adviser may be affiliated with registered broker-dealers who may, from time to time, receive brokerage commissions from the Funds in connection with the purchase and sale of portfolio securities; provided, however, that those transactions, among other things, must be consistent with seeking best execution. The Board also noted that the proposed Sub-Advisers serve or may serve as investment sub-advisers for other funds advised by the Adviser and receive sub-advisory fees with respect to those funds. The Board also recognized that the proposed Sub-Advisers and their affiliates may sell, and earn sales commissions and/or other compensation with respect to, the Funds and other investment products issued by the Adviser or its affiliates. In addition, the Board noted that a proposed Sub-Adviser may benefit from greater exposure in the marketplace with respect to the proposed Sub-Adviser’s investment process and from expanding its level of assets under management, and may derive benefits from its association with the Adviser. Based on its review, the Board determined that any “fall-out” benefits that may accrue to each proposed Sub-Adviser are fair and reasonable.

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APPROVAL OF INVESTMENT ADVISORY AGREEMENT DURING THE FISCAL PERIOD

ENDED OCTOBER 31, 2015 (UNAUDITED)

At a meeting held on June 2-4, 2015, the Board of Trustees (the “Board”) of 1290 Funds (the “Trust”), including those Trustees who are not parties to the Agreement (as defined below) or “interested persons” (as that term is defined in the Investment Company Act of 1940, as amended) of such parties or the Trust (the “Independent Trustees”), considered and unanimously approved an Investment Advisory Agreement (the “Agreement”) with AXA Equitable Funds Management Group, LLC (d/b/a 1290 Asset Managers^®) (“1290 Asset Managers” or the “Adviser”) with respect to 1290 Multi-Alternative Strategies Fund (the “Fund”), a newly-created portfolio of the Trust.

In reaching its decision to approve the Agreement, the Board considered the overall fairness of the Agreement and whether the Agreement was in the best interests of the Fund and its shareholders. The Board further considered all factors it deemed relevant with respect to the Fund and the Agreement, including: (1) the nature, quality and extent of the overall services to be provided to the Fund by the Adviser and its affiliates; (2) information regarding the risk/return profile of the Fund; (3) the level of the Fund’s proposed advisory fee and the Fund’s expense ratios relative to those of peer funds; (4) the anticipated costs of the services to be provided by, and the estimated profits to be realized by, the Adviser and its affiliates from their relationships with the Fund; (5) the anticipated effect of growth and size on the Fund’s performance and expenses, including any potential economies of scale; and (6) the “fall out” benefits to be realized by the Adviser and its affiliates (i.e., any direct or indirect benefits to be derived by the Adviser and its affiliates from their relationships with the Trust). In considering the Agreement, the Board did not identify any single factor or information as all-important or controlling and each Trustee may have attributed different weight to each factor.

In connection with its deliberations, the Board took into account information prepared by the Adviser, including memoranda and other materials addressing the factors set out above, and provided to the Trustees in connection with the meeting. The Board also took into account information provided to the Trustees at prior Board meetings. The Board also took into account information relating to the Adviser provided to the Trustees, in their capacities as Trustees of EQ Advisors Trust, at prior meetings of the Board of Trustees of EQ Advisors Trust, and the Trustees noted their experience and familiarity with the Adviser and the Fund derived from their years of service on the Boards of EQ Advisors Trust and the Trust. The information provided to the Trustees described, among other things, the Fund’s investment strategies and risks, the services to be provided by the Adviser, as well as the Adviser’s investment personnel, proposed advisory fee, expense ratios, risk/return profile information, expense limitation arrangements, and other matters. During the meeting, the Trustees met with senior representatives of the Adviser to discuss the Agreement and the information provided. The Independent Trustees met in advance of, and in executive session during, the meeting at which the Board approved the Agreement to review the information provided. At the meeting, the Independent Trustees and management engaged in extensive discussions regarding the Agreement. The Independent Trustees were assisted by independent counsel during the meeting and during their deliberations regarding the Agreement, and also received materials discussing the legal standards applicable to their consideration of the Agreement. In approving the Agreement, the Board, including the Independent Trustees, determined that the proposed advisory fee was fair and reasonable and that the approval of the Agreement was in the best interests of the Fund and its shareholders. Although the Board gave attention to all information provided, the following discusses some of the primary factors that the Board deemed relevant to its decision to approve the Agreement.

Nature, Quality and Extent of Services. The Board evaluated the nature, quality and extent of the overall services to be provided to the Fund and its shareholders by the Adviser and its affiliates. The Board considered the Adviser’s responsibilities with respect to the Fund. The Board also considered the Adviser’s experience in serving as the investment adviser for the other portfolios of the Trust and, based on the Board members’ service as Trustees of EQ Advisors Trust, the Adviser’s experience in serving as the investment manager for portfolios of EQ Advisors Trust, including portfolios that, like the Fund, are structured as funds-of-funds. The Board considered that the Adviser would be responsible for, among other things, developing investment strategies for the Fund; making investment decisions for the Fund; monitoring and evaluating the performance of the Fund; monitoring the investment operations and composition of the Fund and, in connection therewith, monitoring compliance with the Fund’s investment objectives, policies and restrictions, as well as the Fund’s compliance with applicable law; placing all orders for the purchase or sale of investments for the Fund; coordinating and managing the flow of information and

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communications relating to the Fund among the applicable parties; and implementing Board directives as they relate to the Fund. The Board also considered information regarding the Adviser’s process for making investment decisions for the Fund, as well as information regarding the backgrounds of the personnel who would manage the Fund. The Board also considered that the Adviser’s responsibilities would include daily monitoring of investment, operational, enterprise, legal, regulatory and compliance risks as they relate to the Fund, and considered information regarding the Adviser’s ongoing risk management activities. The Board also considered that the Adviser has assumed significant entrepreneurial and other risk in launching the Fund. The Board’s conclusion regarding the nature, quality and extent of the overall services to be provided by the Adviser also was based, in part, on (i) the Board’s experience and familiarity with the Adviser serving as the investment adviser for the other funds of the Trust, and on periodic reports provided to the Board regarding the services provided by the Adviser to those other portfolios, and (ii) the Trustees’ experience and familiarity, in their capacities as Trustees of EQ Advisors Trust, with the Adviser serving as the investment manager for portfolios of EQ Advisors Trust, and on periodic reports provided to the Trustees, in their capacities as Trustees of EQ Advisors Trust, regarding the services provided by the Adviser to those other portfolios.

The Board members also factored into their review their experience and familiarity with the Adviser’s compliance program, policies, and procedures with respect to the Trust and their experience and familiarity, in their capacities as Trustees of EQ Advisors Trust, with the Adviser’s compliance program, policies, and procedures with respect to EQ Advisors Trust. The Board also considered whether there were any pending lawsuits, enforcement proceedings or regulatory investigations involving the Adviser and reviewed information regarding the Adviser’s financial condition and history of operations and potential conflicts of interest in managing the Fund.

Based on its review, the Board determined that the nature, quality and extent of the overall services to be provided by the Adviser were appropriate for the Fund in light of its investment objectives and, thus, supported a decision to approve the Agreement.

Investment Performance. The Board noted that the Fund did not have any performance history as it was newly organized and had not commenced operations as of the date of the meeting. Because the Fund had not yet commenced operations, the Board did not consider any performance information for the Fund. However, the Board received and reviewed risk/return profile information for the Fund based on its investment objectives and policies and its anticipated investments and asset allocations. The Board also considered the Adviser’s expertise, resources, proposed methodology and personnel for managing the Fund and its experience managing the other portfolios of the Trust, as well as portfolios of EQ Advisors Trust, including portfolios that, like the Fund, are structured as funds-of-funds. Based on its review, the Board determined that the information presented supported a decision to approve the Agreement.

Expenses. The Board considered the Fund’s proposed advisory fee in light of the nature, quality and extent of the overall services to be provided by the Adviser. The Board also considered the Fund’s proposed advisory fee schedule relative to the advisory fee schedules of other portfolios managed by the Adviser. The Board also considered information provided by the Adviser comparing the proposed advisory fee rate and expense ratios for the Fund to the advisory fee rates and expense ratios for comparable funds, including information compiled by Lipper, Inc., an independent organization. The Board further considered that the proposed advisory fee schedule for the Fund includes breakpoints that would reduce the advisory fee rate as Fund assets increase above certain levels. The Board noted that any such reduction in the Fund’s advisory fee would result in corresponding reductions in the Fund’s total expense ratios. In addition, the Board further considered that the Adviser had contractually agreed to make payments or waive all or a portion of its advisory, administrative and other fees so that the Fund’s total expense ratios do not exceed certain levels as set forth in its prospectus. The Board also noted that, to the extent that the Adviser waives fees pursuant to these expense limitation arrangements, the Fund’s actual advisory fee may be lower than the Fund’s contractual advisory fee. The Board considered that all fees and expenses of the Fund are explicitly disclosed in the Fund’s offering documents. Based on its review, the Board determined that the Adviser’s proposed fee for the Fund is fair and reasonable.

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Profitability and Costs. The Board also considered the anticipated level of profits to be realized by the Adviser in connection with the operation of the Fund. The Adviser represented that, as a new fund with no prior operations, the Fund was not expected to be profitable to the Adviser initially because of its anticipated small initial asset base. As a result, the Board noted that it periodically would evaluate profitability as the assets of the Fund increase over time.

Economies of Scale. The Board also considered whether economies of scale or efficiencies would be realized as the Fund grows larger and the extent to which this is reflected in the proposed advisory fee schedule for the Fund. While recognizing that any precise determination is inherently subject to assumptions and subjective assessments, the Board considered that any economies of scale or efficiencies may be shared with funds and their shareholders in a variety of ways, including: (i) breakpoints in the advisory fee or other fees so that a fund’s effective fee rate declines as the fund grows in size, (ii) subsidizing a fund’s expenses by making payments or waiving all or a portion of the advisory fee or other fees so that the fund’s total expense ratio does not exceed certain levels, (iii) setting the advisory fee or other fees so that a fund is priced to scale, which assumes that the fund has sufficient assets from inception to operate at a competitive fee rate without any fee waiver or expense reimbursement from the adviser, and (iv) reinvestment in, and enhancements to, the services that an adviser and its affiliates provide to a fund and its shareholders. The Board noted that the proposed advisory fee schedule for the Fund includes breakpoints that would reduce the advisory fee rate as Fund assets increase above certain levels. In addition, the Board noted that the Adviser had agreed to assume certain expenses of the Fund by making payments or waiving all or a portion of its advisory, administrative and other fees so that the Fund’s total expense ratios do not exceed certain levels as set forth in the prospectus in light of the fact that the Fund is a new portfolio and initially would not have sufficient assets to maintain its expense ratios at competitive levels. The Board also considered that the Adviser could potentially share economies of scale or efficiencies with the Fund through reinvestment in, and enhancements to, the services that the Adviser and its affiliates provide over time, such as hiring additional personnel and providing additional resources in areas that would be relevant to the management and administration of the Fund. The Board considered these factors, and the relationship they bear to the fee structure charged to the Fund by the Adviser, and concluded that there would be a reasonable sharing of benefits from any economies of scale or efficiencies with the Fund once it commences operations and at reasonably anticipated asset levels. The Board noted, however, that it would monitor future growth in Fund assets to determine whether economies of scale or efficiencies continued to be reflected in the Fund’s fee arrangements.

Fall-Out Benefits. The Board also considered the extent to which the Adviser and its affiliates might derive ancillary benefits from Fund operations, including the following. The Board noted that the Adviser also would serve as the administrator for the Fund and would receive compensation for acting in this capacity. The Board also noted that AXA Distributors, LLC, an affiliate of the Adviser, provides distribution support services for the Trust. AXA Distributors, LLC may receive compensation from the Fund (which may include payments pursuant to Rule 12b-1 plans with respect to its Class A, Class C (when offered for sale), and Class R shares) for providing shareholder services and selling activities, which could lead to growth in the Trust’s assets and corresponding benefits from such growth, including economies of scale. The Board also recognized that other broker-dealers that are affiliated with the Adviser may sell, and earn sales commissions and/or other compensation with respect to, shares of the Fund. Based on its review, the Board determined that any “fall-out” benefits that may accrue to the Adviser are fair and reasonable.

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Federal Income Tax Information (Unaudited)

For the period ended October 31, 2015, the percentage of dividends paid that qualify for the 70% dividends received deductions for corporate shareholders, foreign taxes which are expected to be passed through to shareholders for foreign tax credits, gross income derived from sources within foreign countries, and long-term capital gain dividends for the purpose of the dividend paid deduction on its Federal income tax return were as follows:


Funds	70% Dividend Received Deduction			Foreign Taxes		Foreign Source Income
1290 Convertible Securities		43.00	%	$	—	$	—
1290 GAMCO Small/Mid Cap Value		20.59			—		—
1290 Global Equity Managers		0.00			5,224		83,405
1290 High Yield Bond		0.00			—		—
1290 Multi-Alternative Strategies		0.00			—		—
1290 SmartBeta Equity		79.68			—		—
1290 Unconstrained Bond Managers		0.00			—		—

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MANAGEMENT OF THE TRUST (UNAUDITED)

The Trust’s Board is responsible for the overall management of the Trust and the Funds, including general supervision and review of the Funds’ investment activities and their conformity with federal and state law as well as the stated policies of the Funds. The Board elects the officers of the Trust who are responsible for administering the Trust’s day-to-day operations. The Trustees of the Trust are identified in the table below along with information as to their principal business occupations held during the last five years and certain other information are shown below.

The Trustees


Name, Address and Year of Birth	Position(s) Held With Fund	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee†	Other Directorships Held by Trustee During Past 5 Years
Interested Trustees
Steven M. Joenk* 1290 Avenue of the Americas, New York, New York (1958)	Trustee, Chairman, President and Chief Executive Officer	Trustee, Chairman from September 2004 to present, Chief Executive Officer, President from December 2002 to present	From May 2011 to present, President, Chief Executive Officer and Chairman, FMG LLC; from September 1999 to present, Managing Director, AXA Equitable; from September 2004 to April 2011, President, AXA Equitable’s Funds Management Group (“FMG”) unit; from July 2004 to October 1, 2013, Senior Vice President, MONY Life Insurance Company; from July 2004 to present, Senior Vice President MONY Life Insurance Company of America and Director, MONY Capital Management, Inc., Director and President, 1740 Advisers, Inc.; Director, Chairman of the Board and President, MONY Asset Management, Inc. and Enterprise Capital Management (from July 2004 to January 2011); from January 2005 to January 2011, Director, MONY Financial Resources of Americas Limited; and from November 2005 to present, Director MONY International Holdings, LLC.	122	None

*	Affiliated with the Manager and/or the Distributor.

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Name, Address and Year of Birth	Position(s) Held With Fund	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee†	Other Directorships Held by Trustee
Independent Trustees
Donald E. Foley c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1951)	Trustee	From January 1, 2014 to present	Retired. From 2010 to 2011, Chairman of the Board and Chief Executive Officer, Wilmington Trust Corporation; from 1996 to 2010, Senior Vice President, Treasurer and Director of Tax ITT Corporation; from 1989 to 1996, Assistant Treasurer, International Paper Company.	93	From 2011 to 2012, Director, and from 2012 to present, Advisory Committee Member M&T Corporation; from 2007 to 2011, Director and member of the Audit Committee and Compensation Committee, Wilmington Trust Corporation; from 2008 to 2010, Advisory Board member Northern Trust Company and Goldman Sachs Management Groups.
Christopher P.A. Komisarjevsky c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1945)	Trustee	From March 1997 to present	From 2006 to 2008, Senior Counselor for APCO Worldwide^® (global communications consulting) and a member of its International Advisory Council; from 1998 to 2005, President and Chief Executive Officer, Burson-Marsteller Worldwide (public relations); from 1996 to 1998, President and Chief Executive Officer of Burson-Marsteller U.S.A.	93	None
H. Thomas McMeekin c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1953)	Trustee	From January 1, 2014 to present	Retired. From 2000 to present, Managing Partner and Founder of Griffin Investments, LLC; from 2009 to 2012 Chief Investment Officer, AIG Life & Retirement and United Guaranty Corporation and Senior Managing Director of AIG Asset Management.	93	From 2012 to present, Director Achaean Financial Group; from 2011 to 2012, Director US Life Insurance Company in the City of New York.
Harvey Rosenthal c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1942)	Trustee	From March 1997 to present	Retired. From 1994 to 1996, President and Chief Operating Officer of Melville Corporation; from 1984 to 1994, President and Chief Executive Officer of the CVS Division of Melville Corporation.	93	From 1997 to 2012, Director, LoJack Corporation.

121


Name, Address and Year of Birth	Position(s) Held With Fund	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee†	Other Directorships Held by Trustee
Independent Trustees (Continued)
Gary S. Schpero c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1953)	Lead Independent Trustee	From May 2000 to present; from September 2011 to present, Lead Independent Trustee	Retired. Prior to January 1, 2000, Partner of Simpson Thacher & Bartlett (law firm) and Managing Partner of the Investment Management and Investment Company Practice Group.	93	From May 2012 to present, Trustee, Blackstone/GSO Senior Floating Rate Term Fund and Blackstone/GSO Long –Short Credit Income Fund; from October 2012 to present, Trustee, Blackstone/GSO Strategic Credit Fund.
Kenneth L. Walker c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1952)	Trustee	From January 2012 to present	From May 2002 to present, Partner, The Capital Management Corporation (investment advisory firm).	93	None.
Caroline L. Williams c/o EQ Advisors Trust 1290 Avenue of the Americas New York, New York 10104 (1946)	Trustee	From January 2012 to present	From July 2010 to December 2012, Executive Vice President, from May 2005 to December 2007, Consultant and from May 2001 to May 2005, Chief Financial and Investment Officer, Nathan Cummings Foundation (non-profit organization); from 1988 to 1992, Managing Director, from 1982 to 1988, Senior Vice President, from 1978 to 1982, Vice President and from 1971 to 1976, Associate, Donaldson, Lufkin & Jenrette Securities Corporation (investment bank).	93	From 1997 to 2009, Director, Hearst-Argyle Television.

**	Each Trustee serves until his or her resignation or retirement.

†	The registered investment companies in the fund complex include AXA Premier VIP Trust, 1290 Funds and the Trust. Mr. Joenk serves as Trustee, President and Chief Executive Officer for each of the registered investment companies in the fund complex, as well as Chairman for each such company.

Additional information about the Trustees is available in the Funds’ Statement of Additional Information, which can be obtained, without charge, by calling 1-888-310-0416.

122

The Trust’s Officers

No officer of the Trust receives any compensation paid by the Trust. Each officer of the Trust is an employee of AXA Equitable, FMG LLC, and/or AXA Distributors, LLC (“AXA Distributors”). The Trust’s principal officers are:


Name, Address and Year of Birth	Position(s) Held With Fund*	Term of Office and Length of Time Served**	Principal Occupation(s) During Past 5 Years
Officers
Steven M. Joenk 1290 Avenue of the Americas, New York, New York 10104 (1958)	Trustee, Chairman, President and Chief Executive Officer	From September 2004 to present, Trustee and Chairman and from December 2002 to present, Chief Executive Officer and President.	From May 2011 to present, Director, President, Chief Executive Officer and Chairman, FMG LLC; from September 1999 to present, Managing Director, AXA Equitable; from September 2004 to April 2011, President, AXA Equitable’s FMG; from July 2004 to October 1, 2013, Senior Vice President, MONY Life Insurance Company; from July 2004 to present, Senior Vice President MONY Life Insurance Company of America and Director, MONY Capital Management, Inc., Director and President, 1740 Advisers, Inc.; Director, Chairman of the Board and President, MONY Asset Management, Inc. and Enterprise Capital Management (from July 2004 to January 2011); from January 2005 to January 2011, Director, MONY Financial Resources of Americas Limited; and from November 2005 to present, Director MONY International Holdings, LLC.
Patricia Louie, Esq. 1290 Avenue of the Americas, New York, New York 10104 (1955)	Vice President and Secretary	From July 1999 to Present	From June 2012 to present, Executive Vice President and General Counsel of FMG LLC; from May 2011 to June 2012, Senior Vice President and Corporate Counsel of FMG LLC; from February 2011 to present Managing Director and Associate General Counsel of AXA Financial and AXA Equitable; from May 2003 to February 2011, Vice President and Associate General Counsel of AXA Financial and AXA Equitable.
Brian Walsh Newport Center, 525 Washington Boulevard, 30th Floor, Jersey City, New Jersey 07310-1606 (1968)	Chief Financial Officer and Treasurer	From June 2007 to present	From May 2011 to present, Senior Vice President of FMG LLC; from February 2003 to present, Lead Director of AXA Financial and AXA Equitable.
Kenneth Kozlowski 1290 Avenue of the Americas New York, New York 10104 (1961)	Vice President	From June 2010 to present	From June 2012 to present, Executive Vice President and Chief Investment Officer of FMG LLC; from May 2011 to June 2012, Senior Vice President of FMG LLC; from September 2011 to present Managing Director of AXA Financial and AXA Equitable; from February 2001 to September 2011, Vice President AXA Financial and AXA Equitable; from July 2004 to January 2011, Director, Enterprise Capital Management, Inc.
Alwi Chan 1290 Avenue of the Americas, New York, New York 10104 (1974)	Vice President	From June 2007 to present	From June 2012 to present, Senior Vice President and Deputy Chief Investment Officer of FMG LLC; from May 2011 to June 2012, Vice President of FMG LLC; from February 2007 to present, Lead Director, AXA Financial and AXA Equitable.

123


Name, Address and Year of Birth	Position(s) Held With Fund*	Term of Office and Length of Time Served**	Principal Occupation(s) During Past 5 Years
Officers (Continued)
James Kelly Newport Center, 525 Washington Boulevard, 30th Floor, Jersey City, New Jersey 07310-1606 (1968)	Controller	From June 2007 to present	From May 2011 to present, Vice President of FMG LLC; from September 2008 to present, Senior Director of AXA Equitable; from March 2006 to September 2008, Assistant Vice President, AXA Financial and AXA Equitable.
Mary E. Cantwell 1290 Avenue of the Americas, New York, New York 10104 (1961)	Vice President	From July 1999 to Present	From June 2012 to present, Senior Vice President of FMG LLC; from May 2011 to June 2012, Vice President of FMG LLC; from February 2001 to present, Lead Director, AXA Financial; from July 2004 to January 2011, a Director of Enterprise Capital Management, Inc.
Roselle Ibanga Newport Center, 525 Washington Boulevard, 30th Floor, Jersey City, New Jersey 07310-1606 (1978)	Assistant Controller	From March 2009 to present	From February 2009 to present, Director of AXA Equitable; from December 2008 to February 2009, Director of AXA Equitable’s FMG.
Lisa Perrelli Newport Center, 525 Washington Boulevard, 30th Floor, Jersey City, New Jersey 07310-1606 (1974)	Assistant Controller	From March 2009 to present	From November 2012 to present, Senior Director of AXA Equitable; from September 2008 to November 2012, Assistant Vice President of AXA Equitable; from February 2008 to September 2008, Director of AXA Equitable’s FMG.
Anthony Geron, Esq. 1290 Avenue of the Americas, New York, New York 10104 (1971)	Vice President and Assistant Secretary	From July, 2014 to present	From June 2014 to present, Vice President, Assistant Secretary and Associate General Counsel of FMG LLC; from May 2014 to present, Senior Director and Counsel of AXA Equitable; from October 2007 to May 2014 Associate of Willkie Farr & Gallagher LLP.
Michael Weiner, Esq. 1290 Avenue of the Americas, New York, New York 10104 (1982)	Vice President and Assistant Secretary	From July, 2014 to present	From June 2014 to present, Vice President, Assistant Secretary and Associate General Counsel of FMG LLC; from May 2014 to present, Senior Director and Counsel of AXA Equitable; from October 2007 to April 2014 Associate of Milbank, Tweed, Hadley & McCloy LLP.
Kiesha T. Astwood-Smith, Esq. 1290 Avenue of the Americas, New York, New York 10104 (1973)	Vice President and Assistant Secretary	From September 2015 to present	From September 2015 to present, Senior Director and Counsel of AXA Equitable. From July 2006 to September 2015, Counsel of The Bank of New York Mellon; and from January 2010 to September 2015, Vice President and Assistant Secretary of the Dreyfus Family of Funds.
Joseph J. Paolo 1290 Avenue of the Americas, New York, New York 10104 (1970)	Chief Compliance Officer, Vice President and Anti-Money Laundering Compliance Officer	Chief Compliance Officer from May 2007, Vice President and Anti-Money Laundering Compliance Officer from November 2005 to Present	From May 2011 to present, Senior Vice President and Chief Compliance Officer of FMG LLC; from June 2007 to present, Lead Director of AXA Equitable and Chief Compliance Officer of AXA’s FMG.
Richard Guinnessey 1290 Avenue of the Americas, New York, New York 10104 (1963)	Vice President	From March 2011 to present	From June 2012 to present, Senior Director of FMG LLC; from September 2010 to present Senior Director of AXA Equitable; from November 2005 to September 2010 Assistant Vice President of AXA Equitable.
Jennifer Mastronardi 1290 Avenue of the Americas, New York, New York 10104 (1985)	Assistant Vice President	From March 2012 to present	From February 2009 to present, Director of AXA Equitable; from June 2007 to February 2009, Operations Associate in Managed Futures Department, Morgan Stanley.

124


Name, Address and Year of Birth	Position(s) Held With Fund*	Term of Office and Length of Time Served**	Principal Occupation(s) During Past 5 Years
Officers (Continued)
Paraskevou Charalambous 1290 Avenue of the Americas, New York, New York 10104 (1962)	Assistant Secretary	From November 2005 to present	From March 2000 to present, Lead Manager/Senior Legal Assistant for AXA Equitable.
Helen Espaillat 1290 Avenue of the Americas, New York, New York 10104 (1963)	Assistant Secretary	From March 2009 to present	From July 2004 to present, Senior Manager/Legal Assistant for AXA Equitable.

*	The officers in the table above (except Ms. Charalambous and Ms. Espaillat) hold similar positions with two other registered investment companies in the fund complex. The registered investment companies in the fund complex include 1290 Funds, AXA Premier VIP Trust and the Trust.

**	Each officer is elected on an annual basis.

125

PROXY VOTING POLICIES AND PROCEDURES (UNAUDITED)

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling a toll-free number at 1-888-310-0416 and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov. Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge (i) on the Trust’s website at www.1290Funds.com and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS INFORMATION (UNAUDITED)

The Funds file their complete schedules of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Securities and Exchange Commission’s website at http://www.sec.gov. You may also review and obtain copies at the Securities and Exchange Commission’s Public Reference Room in Washington, D.C. Information about the Public Reference Room may be obtained by calling 1-800-SEC-0330.

126

Visit the Funds’ Website: 1290Funds.com


Must be accompanied or preceded by a Prospectus. 1290 Funds are distributed by ALPS Distributors, Inc.		RRD#92918

LOGO

AXA Equitable Life Insurance Company

Item 2.

Code of Ethics.

As of the end of the period covered by this report, the registrant has adopted a “code of ethics,” as defined in Item 2, that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of the registrant’s code of ethics is filed as an exhibit pursuant to Item 12(a)(1).

Item 3.

Audit Committee Financial Expert.

The registrant’s board of trustees has determined that Donald E. Foley, Kenneth L. Walker and Caroline L. Williams serve on its audit committee as “audit committee financial experts” as defined in Item 3. Ms. Williams and Messrs. Foley and Walker are considered to be “independent” for purposes of Item 3(a)(2).

Item 4.

Principal Accountant Fees and Services.

(a)	Audit Fees for fiscal year 2015 was $0 and $37,500 for fiscal year 2014.

(b)	Audit-Related Fees for fiscal year 2015 was $0 and $0 for fiscal year 2014.

(c)	Tax Fees for fiscal year 2015 was $9,600 and $0 for fiscal year 2014.

Tax fees include amounts related to tax compliance, tax advice and tax planning.

(d)	All Other Fees for fiscal year 2015 was $0 and $0 for fiscal year 2014.

All other fees include amounts related to consultation on or review of the registrant’s various regulatory filings.

(e)(1)

The registrant’s audit committee has adopted policies and procedures relating to pre-approval of services performed by the registrant’s principal accountant for the registrant. Audit, audit-related and tax services provided to the registrant on an annual basis require pre-approval by the entire audit committee. In the event that the audit fees exceed the pre-approved estimated amount, the audit committee’s delegate, consisting of the audit committee chair, lead independent trustee, the registrant’s chief executive officer and chief financial officer, acting by at least two of such individuals, has the authority to increase the amount by up to 10% of the pre-approved amount. Any additional amount requires pre-approval by the entire audit committee. The audit committee chair or the lead independent trustee also has the authority to approve de minimis non-audit services (i.e., services in which the fee does not

exceed $10,000 per engagement) to be provided by the registrant’s principal accountant for the registrant, provided that each such service is brought to the attention of the audit committee prior to the completion of the audit of the registrant’s financial statements.

(e)(2) None of the services included in (b) – (d) above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)	Not applicable.

(g)	For fiscal year 2015 was $6,068,456 and $6,651,655 for fiscal year 2014.

(h)

The registrant’s audit committee has considered and determined that the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-advisers whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5.

Audit Committee of Listed Registrants.

Not applicable.

Item 6.

Schedule of Investments.

The Schedule of Investments is included as part of the annual report to Shareholders filed under Item 1 of this Form N-CSR.

Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8.

Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9.

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10.

Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11.

Controls and Procedures.

(a)

The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)

The registrant’s certifying officers are not aware of any changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12.

Exhibits.

(a)(1)

The Code of Ethics for Senior Officers of the Registrant is filed herewith.

(a)(2)

Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are filed herewith.

(b)	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith.

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.

1290 FUNDS


By:		/s/ Steven M. Joenk
Steven M. Joenk
President and Chief Executive Officer
December 30, 2015

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.

/s/ Steven M. Joenk

Steven M. Joenk

President and Chief Executive Officer

December 30, 2015

/s/ Brian E. Walsh

Brian E. Walsh

Chief Financial Officer

December 30, 2015

1290 Funds N-CSRCertified annual shareholder report (management investment company)